UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-A12(G)
FOR REGISTRATION OF CERTAIN CLASSES
OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF
THE
SECURITIES EXCHANGE ACT OF 1934
GH CAPITAL, INC.
(Exact name of Registrant as specified
in its charter)
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Florida
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38-3955212
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(State or other jurisdiction
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(IRS Employer
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of Incorporation)
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Identification Number)
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200 South Biscayne Boulevard, Suite
2790
Miami, FL 33131
(Address of principal executive offices)
Phone: (305) 714- 9397
(Registrant’s Telephone Number)
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Securities to be registered pursuant to Section 12(b) of
the Act: None
If
this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant
to General Instruction A.(c), check the following box.
¨
If
this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant
to General Instruction A.(d), check the following box.
x
Securities Act registration statement file number to which
this form relates:
333-211778
Securities to be registered pursuant to Section 12(g) of
the Act:
Title of each class
to be so registered
Common Stock, par value
$0.001 per share
INFORMATION REQUIRED IN REGISTRATION
STATEMENT
Item 1. Description of Registrant’s Securities to
be Registered
A
description of the Common Stock to be registered hereunder is set forth under the caption “Description of Securities to
be Registered” in the prospectus that constitutes a part of the Registrant’s Registration Statement on Form S-1,
File No. 333-211778 (the “Registration Statement”), initially filed with the U.S. Securities and Exchange
Commission on June 2, 2016, as subsequently amended by any amendments to such Registration Statement and declared effective
on September 13, 2016. Such Registration Statement, as amended, and any form of prospectus filed pursuant to Rule
424(b) under the Securities Act of 1933, as amended, that includes such description are hereby incorporated by reference
herein.
Item 2. Exhibits
The following exhibits are incorporated herein by reference:
Exhibit Number
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Description of Exhibit
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3.1 (1)
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Articles of Incorporation*
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3.5 (1)
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Bylaws*
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* Incorporated by reference to the exhibits
filed with the Company’s Registration Statement on Form S-1 (No. 333-211778), effective September 13, 2016.
SIGNATURE
Pursuant to the requirements of the
Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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GH CAPITAL, INC.
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Date: June 13, 2017
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By:
/s/ Wolfgang Ruecker
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Wolfgang Ruecker
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Chief Executive Officer
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