10-Q/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A (Amendment No. 1)
[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
	EXCHANGE ACT OF 1934
	FOR THE QUARTERLY PERIOD ENDED October 31, 2013
OR
[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
	EXCHANGE ACT OF 1934

Commission file number 333-169280

Xumanii International Holdings Corp.

(Exact name of registrant as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

9550 South Eastern Ave. Suite 253-A86

Las Vegas, Nevada 89123

 (Address of principal executive offices, including zip code.)

800-416-5934

(Registrant’s telephone number, including area code)

N/A

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

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 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).  

YES [X]     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 definition of “large accelerated filler”, “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 ]

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

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: December 16, 2013, the registrant had 271,610,552common shares issued and outstanding.

1

EXPLANATORY NOTE

This Amendment No. 1 to the Quarterly Report on Form 10-Q/A (the “Amendment”) amends the Quarterly Report on Form 10-Q of Xumanii International Holdings Corp. (the “Company”) for the quarter ended October 31, 2013 (the “Original Filing”), that was originally filed with the U.S. Securities and Exchange Commission on December 16, 2013. The Amendment is being filed to submit Exhibit 101. The Amendment revises the exhibit index included in Part II, Item 6 of the Original Filing and Exhibit 101 (XBRL interactive data) is included as an exhibit to the Amendment.

In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (“Exchange Act”), new certifications by the Company’s principal executive officer and principal financial officers are filed as exhibits hereto.

Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. Those sections of the Original Filing that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Company’s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.

2

PART II – OTHER INFORMATION

Item 6. Exhibits

The following documents are included herein:

		Incorporated by reference
Exhibit	Document Description	Form	Date	Number	Filed herewith
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.				X
101 INS	XBRL INSTANCE DOCUMENT				X
101 SCH	XBRL TAXONOMY EXTENSION SCHEMA				X
101 CAL	XBRL TAXONOMY EXTENSION CALCULATION LINKBASE				X
101 DEF	XBRL TAXONOMY EXTENSION DEFINITION LINKBASE				X
101 LAB	XBRL TAXONOMY EXTENSION LABEL LINKBASE				X
101 PRE	XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE				X

3

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing of this Form 10-K and has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in Las Vegas, NV on this 16th day of December 2013.

Xumanii International Holdings Corp.
BY:	Adam Radly
	Adam Radly
	President, Treasurer, Director

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities.

Signature	Title	Date
/s/Adam Radly	President, Treasurer,	December 17,
	Director	2013
Adam Radly

4

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT TO RULE 13a-14

I, Adam Radly, the President, CEO and CFO of Xumanii International Holdings Corp. (the “Registrant”), certify that;

(1)	I have reviewed this quarterly Report on Form 10-Q/A of the Registrant;
(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)	I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934) for the Registrant and 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 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 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 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 the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter 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 the 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.
	December 17, 2013
	/s/Adam Radly
By:	Adam Radly
	Chief Executive Officer and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OFCHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICERPURSUANT TO18 U.S.C. SECTION 1350,AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Adam Radly, the Chief Executive Officer and Chief Financial Officer of Xumanii International Holdings Corp. (the “Company”), hereby 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:

(i)	the quarterly report on Form 10-Q/A of the Company, for the period  ended August 31, 2013, and to which this certification is attached as Exhibit 32 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(ii)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:	/s/ Adam Radly
Name:	Adam Radly
Title:	Chief Executive Officer and Chief
	Financial Officer
Date:	December 17, 2013

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Statements Of Operations (USD $)	3 Months Ended		42 Months Ended
	Oct. 31, 2013	Oct. 31, 2012	Oct. 31, 2013
Operating Expenses:
General and administrative	$ 27,364	$ 157,891	$ 1,176,070
Consulting	46,000	60,404	391,253
Legal and accounting	8,000	13,680	241,016
Transfer agent	1,590	850	5,100
Loss on disposal of fixed assets	52,781		52,781
Total Operating Expenses	135,735	232,825	1,866,220
Other Expense:
Interest expense	29,573	9,167	90,413
Net loss	$ (165,308)	$ (241,992)	$ (1,956,633)
Weighted average common shares outstanding - basic and diluted	271,610,552	341,300,300
Net loss per common share - basic and diluted	$ 0.00	$ 0.00

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Subsequent Events

3 Months Ended

Oct. 31, 2013

Subsequent Events [Abstract]

Subsequent events

NOTE 5 – SUBSEQUENT EVENTS

In December 2013, the Company obtained a note payable from a third party for $450,000, which included an original issue discount fee of $150,000. The note bears 12% interest per annum and provides principal reductions to the OID if the Company files a registration statement and is timely approved.

On October 10, 2013, the Company entered into a convertible promissory note with a third party for $37,500.  The note bears interest at 8% and a maturity date of July 12, 2014.  In the event that the note remains unpaid at that date, the Company will pay default interest at 22%. The lender has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 51% of the average three closing prices during the ten trading days prior to the conversion date.

On October 31, 2013, the Company entered into a convertible promissory note with a third party for $50,000.  The note bears interest at 8% per annum and with a maturity date of October 31, 2014.  In the event that the note remains unpaid at that date, the Company will pay default interest of an additional 8%. The lender has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 60% of the lowest one day closing prices during the twenty trading days prior to the conversion date.

On October 1, 2013, the Company announced that it was to acquire RFID business Trakkers LLC for 2 million preferred shares of Xumanii the preferred shares had a face value of $1, valuing Trakkers at $2 million. This acquisition entered escrow on October 1, 2013. However, the structure of the acquisition was such that it would have added approximately $4 million of debt to the Company while only adding approximately $1.4 million of revenue therefore the Company has taken the view that the is transaction did not meet the conditions required for closing and that it was not in the best interests of the Company to proceed with the acquisition. Therefore the transaction has been canceled and the Company since successfully identified better acquisition opportunities (see below).

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Nature Of Operations And Summary Of Significant Accounting Policies

3 Months Ended

Oct. 31, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of operations and summary of significant accounting policies

NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

Xumanii International Holdings Corp. (“Xumanii” or the “Company”) was incorporated in the State of Nevada on May 6, 2010. The Company maintains its statutory registered agent’s office at Nevada Corporate Headquarter, 101 Convention Center Drive, Suite 700 Las Vegas, Nevada 89109 and the Company’s mailing address and business office is located at 9550 South Eastern Ave. Suite 253-A86, Las Vegas, Nevada 89123.

The Company's name and trading symbol were changed from Medora Corp. and MORA effective September 7, 2012 to Xumanii, Inc. and XUII, respectively. Subsequently; the name was changed to Xumanii International Holdings Corp.

Xumanii was a platform that broadcasted live events in HD with a new technology that combines hardware and a software platform to broadcast from multiple cameras, wirelessly an event with an extremely low production cost until September 30, 2013. In October 2013, the business plan for Xumanii was changed to enter into the branded tablet market, app market and pursue acquisitions that may be synergistic to the company’s focus in various technologies.

The Company is considered as a development stage corporation and has not yet generated or realized any revenues from its business operations.

Basis of Presentation

The accompanying unaudited interim financial statements of  the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in Xumanii’s Annual Report filed with the SEC on Form 10-K for the year ended July 31, 2013.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been reflected herein.  The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.  Notes to the financial statements which substantially duplicate the disclosure contained in the audited financial statements for fiscal 2013 as reported in the Form 10-K have been omitted.

Use of Estimates

The preparation of financial statements in conformity with U.S. 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 could differ from those estimates.

Basic and Diluted Earnings (Loss) Per Common Share

The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss, adjusted on an "as if converted" basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For all periods presented, there were no potentially dilutive securities outstanding.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Fair Value Measurement

The Company values its derivative instruments under FASB ASC 820 which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

As defined in 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 utilizes market data 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. 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 defined by ASC 820 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. The Company uses Level 3 to value its derivative instruments.

Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company computes a deferred tax asset for net operating losses carried forward. The potential benefit of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

Stock-based Compensation

The Company estimates the fair value of each stock option award at the grant date by using the Black-Scholes option pricing model and common shares based on the last quoted market price of the Company’s common stock on the date of the share grant. The fair value determined represents the cost for the award and is recognized over the vesting period during which an employee is required to provide service in exchange for the award. As share-based compensation expense is recognized based on awards ultimately expected to vest, the Company reduces the expense for estimated forfeitures based on historical forfeiture rates. Previously recognized compensation costs may be adjusted to reflect the actual for feature rate for the entire award at the end of the vesting period. Excess tax benefits, if any, are recognized as an addition to paid-in capital.

Recently Issued Accounting Pronouncements

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

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Loans Payable

3 Months Ended

Oct. 31, 2013

Debt Disclosure [Abstract]

Loans payable

NOTE 3 – LOANS PAYABLE

As of October 31, 2013, the Company had the following loans payable outstanding:

Interest-free loan of $1,070,000 from Atoll Finance which is due on demand. The Company recorded $21,400 of imputed interest for the three months ended October 31, 2013.

$50,000 from a $500,000 convertible note: On October 23, 2013, the Company entered into a convertible third-party promissory note for $500,000 with an initial discount of $50,000. During the three months ended October 31, 2013, the Company received the first advance of $50,000. The note has a maturity date of two years from effective date of each payment and bears and interest rate of 12%. The Company evaluated the conversion feature in the convertible note and determined it created an embedded derivative. The Company determined the embedded derivative has an insignificant fair value and did not recognize any derivative liability on its book.

On October 21, 2013, the Company entered into a note payable with a third party for $25,000. This note bears an interest rate of 12% per annum and is due April 21, 2014.

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Nature Of Operations And Summary Of Significant Accounting Policies (Policies)

3 Months Ended

Oct. 31, 2013

Accounting Policies [Abstract]

Nature of business

Nature of Business

Xumanii International Holdings Corp. (“Xumanii” or the “Company”) was incorporated in the State of Nevada on May 6, 2010. The Company maintains its statutory registered agent’s office at Nevada Corporate Headquarter, 101 Convention Center Drive, Suite 700 Las Vegas, Nevada 89109 and the Company’s mailing address and business office is located at 9550 South Eastern Ave. Suite 253-A86, Las Vegas, Nevada 89123.

The Company's name and trading symbol were changed from Medora Corp. and MORA effective September 7, 2012 to Xumanii, Inc. and XUII, respectively. Subsequently; the name was changed to Xumanii International Holdings Corp.

Xumanii was a platform that broadcasted live events in HD with a new technology that combines hardware and a software platform to broadcast from multiple cameras, wirelessly an event with an extremely low production cost until September 30, 2013. In October 2013, the business plan for Xumanii was changed to enter into the branded tablet market, app market and pursue acquisitions that may be synergistic to the company’s focus in various technologies.

The Company is considered as a development stage corporation and has not yet generated or realized any revenues from its business operations.

Basis of Presentation

Basis of Presentation

The accompanying unaudited interim financial statements of  the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in Xumanii’s Annual Report filed with the SEC on Form 10-K for the year ended July 31, 2013.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been reflected herein.  The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.  Notes to the financial statements which substantially duplicate the disclosure contained in the audited financial statements for fiscal 2013 as reported in the Form 10-K have been omitted.

Use of estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. 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 could differ from those estimates.

Basic and diluted earnings (loss) per common share

Basic and Diluted Earnings (Loss) Per Common Share

The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss, adjusted on an "as if converted" basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For all periods presented, there were no potentially dilutive securities outstanding.

Cash and cash equivalents

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Fair Value Measurement

Fair Value Measurement

The Company values its derivative instruments under FASB ASC 820 which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

As defined in 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 utilizes market data 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. 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 defined by ASC 820 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. The Company uses Level 3 to value its derivative instruments.

Income taxes

Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company computes a deferred tax asset for net operating losses carried forward. The potential benefit of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

Stock-based Compensation

Stock-based Compensation

The Company estimates the fair value of each stock option award at the grant date by using the Black-Scholes option pricing model and common shares based on the last quoted market price of the Company’s common stock on the date of the share grant. The fair value determined represents the cost for the award and is recognized over the vesting period during which an employee is required to provide service in exchange for the award. As share-based compensation expense is recognized based on awards ultimately expected to vest, the Company reduces the expense for estimated forfeitures based on historical forfeiture rates. Previously recognized compensation costs may be adjusted to reflect the actual for feature rate for the entire award at the end of the vesting period. Excess tax benefits, if any, are recognized as an addition to paid-in capital.

Recently issued accounting pronouncements

Recently Issued Accounting Pronouncements

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

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Note Payable

3 Months Ended

Oct. 31, 2013

Debt Disclosure [Abstract]

Note Payable

NOTE 4 – NOTE PAYABLE

As of October 31, 2013, the Company had a convertible note of $642,242 payable to Atoll Finance, with an interest rate of 5%. The note is unsecured, and is due in December 2013.

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Balance Sheets (Parenthetical) (USD $)	Oct. 31, 2013	Jul. 31, 2013
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	450,000,000	450,000,000
Common stock, shares issued	271,610,552	271,610,552
Common stock, shares outstanding	271,610,552	271,610,552
Preferred Stock A
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Preferred Stock B
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

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Subsequent Events (Narrative) (Details) (Subsequent Event, USD $)

0 Months Ended

0 Months Ended

Oct. 01, 2013

Trakkers LLC

Dec. 16, 2013

Notes Payable - Third Party

Oct. 10, 2013

Convertible Promissory Note 37,500 - Third Party

Oct. 31, 2013

Convertible Promissory Note 50,000 - Third Party

Notes payable from third party

$ 450,000

$ 37,500

$ 50,000

Original discount fee

$ 150,000

Debt instrument interest rate

12.00%

8.00%

8.00%

Maturity date

Jul. 12, 2014

Oct. 31, 2014

Subsequent event description

In the event that the note remains unpaid at that date, the Company will pay default interest at 22%. The lender has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 51% of the average three closing prices during the ten trading days prior to the conversion date.

In the event that the note remains unpaid at that date, the Company will pay default interest of an additional 8%. The lender has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 60% of the lowest one day closing prices during the twenty trading days prior to the conversion date.

Subsequent event description

On October 1, 2013, the Company announced that it was to acquire RFID business Trakkers LLC for 2 million preferred shares of Xumanii the preferred shares had a face value of $1, valuing Trakkers at $2 million. This acquisition entered escrow on October 1, 2013. However, the structure of the acquisition was such that it would have added approximately $4 million of debt to the Company while only adding approximately $1.4 million of revenue therefore the Company has taken the view that the is transaction did not meet the conditions required for closing and that it was not in the best interests of the Company to proceed with the acquisition. Therefore the transaction has been canceled and the Company since successfully identified better acquisition opportunities

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Statements Of Cash Flows (USD $)	3 Months Ended		42 Months Ended
	Oct. 31, 2013	Oct. 31, 2012	Oct. 31, 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (165,308)	$ (241,992)	$ (1,956,633)
Adjustments to reconcile net loss to net cash used by operating activities:
Depreciation expense		2,552	19,742
Imputed interest	21,400	9,167	64,205
Loss on disposal of fixed assets	52,781		52,781
Changes in operating assets and liabilities:
Prepaid expenses		(27,392)	(12,276)
Accounts payable & accrued liabilities	66,632		116,212
Net cash used in operating activities of operations	(24,495)	(257,665)	(1,715,969)
CASH FLOW INVESTING ACTIVITIES
Purchase of fixed assets		42,771	72,523
Cash from investments
Net cash used in investing activities		(42,771)	(72,523)
CASH FLOW FINANCING ACTIVITIES
Proceeds from issuance of common stock			40,976
Proceeds from loans payable	74,301	400,000	1,745,121
Proceeds from related party loans payable		392	110,982
Repayments on related party loans payable			68,861
Advances from related parties	78,355		78,355
Repayments of related party advances	(48,250)
Net cash provided by financing activities	104,406	400,392	1,906,573
NET CHANGE IN CASH	79,911	106,219	118,081
CASH AT BEGINNING OF PERIOD	38,170	8,725
CASH AT END OF PERIOD	118,081	114,944	118,081
SUPPLEMENTAL INFORMATION:
Interest paid	10		10
Income tax paid
NONCASH INVESTING AND FINANCING ACTIVITIES:
Conversion from loans payable to note payable			$ 642,242

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Balance Sheets (USD $)	Oct. 31, 2013	Jul. 31, 2013
Current Assets
Cash	$ 118,081	$ 38,170
Prepaid expenses	12,276	12,276
Total Current Assets	130,357	50,446
Fixed assets, net		52,781
Total assets	130,357	103,227
Current Liabilities
Accounts payable & accrued liabilities	116,212	49,580
Advances from related parties	78,355	48,250
Loans payable	1,145,000	1,070,699
Note payable	642,242	642,242
Total current liabilities	1,981,809	1,810,771
Stockholders' Deficit
Preferred stock, $0.00001 par value; 100,000,000 shares authorized; none issued and outstanding
Common stock, $0.00001 par value; 450,000,000 shares authorized; 271,610,552 shares issued and outstanding	2,716	2,716
Additional Paid in Capital	102,465	81,065
Accumulated deficit	1,956,633	1,791,325
Total stockholders' deficit	(1,851,452)	(1,707,544)
Total liabilities and stockholders' deficit	130,357	103,227
Preferred Stock A
Stockholders' Deficit
Preferred stock, $0.00001 par value; 100,000,000 shares authorized; none issued and outstanding
Total stockholders' deficit
Preferred Stock B
Stockholders' Deficit
Preferred stock, $0.00001 par value; 100,000,000 shares authorized; none issued and outstanding
Total stockholders' deficit

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Note Payable (Narrative) (Details) (Convertible Note with Atoll Finance, USD $)	3 Months Ended
	Oct. 31, 2013
Convertible Note with Atoll Finance
Convertible debt note	$ 642,242
Interest rate	5.00%
Maturity terms	December 2013

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Loans Payable (Narrative) (Details) (Loan Payable - Third Party, USD $)	3 Months Ended		0 Months Ended
	Oct. 31, 2013	Oct. 23, 2013	Oct. 21, 2013
Debt Instrument [Line Items]
Face value of note		$ 500,000	$ 25,000
Intial discount		50,000
First advance received	$ 50,000
Interest rate on note payable	12.00%		12.00%
Debt instrument maturity terms	The note has a maturity date of two years from effective date of each payment		April 21, 2014

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Going Concern

3 Months Ended

Oct. 31, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going concern

NOTE 2 – GOING CONCERN

These financial statements have been prepared on a going concern basis, which implies Xumanii will continue to meet its obligations and continue its operations for the next twelve months. As of October 31, 2013, the Company has an accumulated deficit of $1,956,633, limited liquidity and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs for the next twelve month period.  The Company’s sole officer and director is unwilling to loan or advance any additional capital to the Company, except for the costs associated with the preparation and filing of reports with the Securities and Exchange Commission (“SEC”). These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The continuation of Xumanii as a going concern is dependent upon financial support from its stockholders, the ability of Xumanii to obtain necessary equity financing to continue operations, and the attainment of profitable operations. Realization value may be substantially different from carrying values as shown and these financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should Xumanii be unable to continue as a going concern.

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Document and Entity Information

3 Months Ended

Oct. 31, 2013

Dec. 16, 2013

Document And Entity Information

Entity Registrant Name

XUMANII INTERNATIONAL HOLDINGS CORP

Entity Central Index Key

0001499274

Document Type

10-Q

Document Period End Date

Oct. 31, 2013

Amendment Flag

true

Amendment Description

EXPLANATORY NOTE

This Amendment No. 1 to the Quarterly Report on Form 10-Q/A (the “Amendment”) amends the Quarterly Report on Form 10-Q of Xumanii International Holdings Corp. (the “Company”) for the quarter ended October 31, 2013 (the “Original Filing”), that was originally filed with the U.S. Securities and Exchange Commission on December 16, 2013. The Amendment is being filed to submit Exhibit 101. The Amendment revises the exhibit index included in Part II, Item 6 of the Original Filing and Exhibit 101 (XBRL interactive data) is included as an exhibit to the Amendment.

In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (“Exchange Act”), new certifications by the Company’s principal executive officer and principal financial officers are filed as exhibits hereto.

Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. Those sections of the Original Filing that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Company’s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.

Current Fiscal Year End Date

--07-31

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

271,610,552

Document Fiscal Period Focus

Q1

Document Fiscal Year Focus

2014