UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
GLOBUS INTERNATIONAL RESOURCES CORP.
(Exact name of registrant as specified in its charter)
Nevada #88-020367
(State of Incorporation) (I.R.S. Employer ID No.)
Two World Trade Center, Suite 2400, New York, N.Y. 10048
(Address of Principal Executive Offices) (Zip Code)
Retainer Stock Plan for Non-Employee Directors and Consultants
(Full title of the Plan)
(Name and address of agent for service)
(Telephone number, including area code, of agent for service)
Serge Pisman-President
Two World Trade Center- Suite 2400
New York, NY 10048
(212) 839-8000
Calculation of Registration Fee
Title Of Amount Proposed Proposed Amount of
To Be To Be Maximum Maximum Registration
Registered Registered Offering Price Aggregate Fee
Per Share(1) Offering Price (1)
Common 200,000 $ 0.13 $26,000 $ 12.07
Stock $.001
Par Value
Note (1) Estimated solely for the purpose of calculating the
registration fee, pursuant to Rule 475 under the Securities Act of
1933, as amended on the basis of the Registrant's prior months close
price for outstanding common stock at the time that compensatory to
consultants was agreed to be paid with the registrant's common stock in
lieu of cash payment.
Part I
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 1. Consulting Plan Information
The documents containing the terms of Independent Consultant's business
development, marketing and advertising services have been approved by
the Registrant's officer and the Board of Directors and are defined in
the Registrant's Board of Directors Resolution. The terms for the Non-
Employee Directors and Consultants Retainer Stock Plan is attached as
Exhibit 10. The Directors of Globus, pursuant to this plan, has elected
to issue a total of 200,000 shares of stock to Henry Schwartz and
Barry Schwartz pursuant to this plan. Attached as exhibit 10.2 is a
copy of the specific plan agreed upon.
Item 2. Registrant Information and Employee Plan Annual Information.
Not Applicable
Part II
Item 3. Incorporation of Documents by Reference.
The documents listed in (a) through (b) below had been filed by
Registrant with the Commission and are incorporated herein by
reference.
(a) The registrant's latest annual report on Form 10-KSB for
the fiscal year ended September 30, 2000.
(b) The Registrant's 10QSB for the quarter ending June 30,
2000
(c) The Registrant's 10QSB for the quarter ending March 30th,
2000
All (if any) reports filed by the Registrant, pursuant to Section 13(a)
and 15 (d) of the Securities Exchange Act of 1934, as amended ( the
"Exchange").
All documents (if any) subsequently filed by the Registrant pursuant to
Sections 13(a), 13(c), 14, and 15 of the Securities Exchange Act of
1934, (the "Exchange Act") prior to the filing of a post-effective
amendment which will indicate that all securities hereby have been
sold, or which de-registers securities then remaining unsold, shall be
deemed to be incorporated by reference in this Registration statement
and to be part hereof from the date of filing of such documents.
Item 4. Description of Securities.
Not Applicable.
Item 5. Interests of Named Experts and Counsel.
Not Applicable.
Item 6. Indemnification of Officers and Directors
As permitted by the Nevada General Corporation Law ("NGCL") , a
corporation shall, to the fullest extent permitted by the NGCL,
indemnify any director, officer, employee or agent against expense
(including attorneys fees), judgements, fines, and amounts paid in
settlement in connection with any specified, threatened, pending or
completed action, suit or proceeding, whether civil, criminal,
administrative, or investigative (other than an action by or in the
right of the corporation) is such a person acted in good faith and in a
manner such a person reasonably believed to be in or not opposed to the
best interests of the corporation, and with respect to any criminal
proceeding, had no reasonable cause to believe that his or her conduct
was unlawful.
Item 7. Exemption From Registration Claimed
Not Applicable
Item 8. Exhibits
Exhibit No. Description
3.1 Articles of Incorporation
(Incorporated by Reference)
3.2 By-Laws
(Incorporated by Reference)
5.1 Opinion of Adam U. Shaikh, Esq, special counsel
for the Company. Dated December 28th, 2000
relating to the issuance of the Shares and
that the Shares are being
registered pursuant to the Registration
Statement.
10.1 Retainer Stock Plan for Non-Employee Directors
and Consultants.
10.2 Consulting Agreement with Henry and Barry Schwartz
24.1 Consent of Accountant
23.2 Consent of Attorney (Incorporated by Reference
in Exhibit 5.1.
Item 9. Undertakings
(1) The undersigned Registrant hereby undertakes:
(a) to file any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement to include
any material information with respect to the plan of distribution not
previously disclosed in the Registration Statement or any material
change to such information in the Registration Statement;
(b) That for the purpose of determining any liability under the
Act, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and
the offering of such securities at that time shall be deemed to be
initial bona fide offering thereof;
(C) to remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at
the termination of the offering.
(2) The undersigned Registrant hereby undertakes that, for
purposes of determining any liability under the Act, each filing of the
registrant's annual report pursuant to Section
13(a) or section 15(d) of the Securities Exchange Act that is
incorporated by Reference in the Registration Statement shall be deemed
to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be
deemed to be the initial bona fide offering thereof.
(3) Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers or controlling
persons of the Registrant, pursuant to the foregoing provisions, or otherwise
,the Registrant has been advised that, in the opinion of the Securities and
Exchange Commission, such indemnification is against public policy as
expressed in the Act and therefore, may be unenforceable. In the event that
indemnification is permitted to directors, officers and controlling personas
of the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities
(other than the payment by the registrant of the expenses incurred or
paid by a director, officer or controlling person of the registrant in
the successful defense of any action, suit or proceeding ) is asserted
by such director, officer or controlling person in connection with the
securities of such corporation it is the opinion of the SEC that any
such indemnification is against public policy.
SIGNATURES
The Registrant. Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorize, in the City of New York, State of New
York on this day of December,
2000.
GLOBUS INTERNATIONAL RESOURCES CORP.
/s/ Serge Pisman
_______________
Serge Pisman
President
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons in
capacities representing the majority of the Registrant's Board of
Directors and on the dates indicated.
TITLE DATE
/s/ Serge Pisman President Chairman 12/28, 2000
________________ (Principal Executive)
Serge Pisman
/s/ Herman Roth Secretary and Director 12/28, 2000
______________
Herman Roth
/s/ Yuri Greene Treasurer and Director 12/28, 2000
_____________
Yuri Greene
