UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549



FORM
10-K/A



|[X]      | ANNUAL
    REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|-------- | ----------------------------------------------------------------------------------
|         |                                                                                   
|         | For
    the fiscal year ended June 30, 2011                                       
|         |                                                                                   
|[ 
    ] | TRANSITION
    REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT    
|         |                                                                                   
|         | For
    the transition period from _________ to ________                          
|         |                                                                                   
|         | Commission
    file number: 333-169346                                            



|Global
        Karaoke Network, Inc.                              
|------------------------------------------------------------------
|(Exact
    name of registrant as specified in its charter)        
|                                                                  
|Delaware                                                          
|(State
    or other jurisdiction of incorporation or organization)
|                                                                  
|1114
    17th Ave., Suite 105, Nashville, TN                      
|(Address
    of principal executive offices)                      
|Registrant’s
telephone number: (615) 495-8494                     



|Securities
                                                                                                                    registered
                                                                                                                    under Section
                                                                                                                    12(b) of the
                                                                                                                    Exchange Act:
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|Title
    of each class                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|none                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|Securities
        registered under Section 12(g) of the Exchange Act:                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Title
    of class                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|none                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]



Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [X]
No [ ]



Indicate
by checkmark 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 (§ 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 [ ] No
[X]



Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not
contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]



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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.



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 [X] No [ ]



State
the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price
at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day
of the registrant’s most recently completed second fiscal quarter. Not available



Indicate
the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date:
469,440,000 as of September 13, 2011.




Table of Contents




EXPLANATORY NOTE

This Amendment No. 1 to the Annual
Report on Form 10-K/A (the “Amendment”) amends the Annual Report on Form 10-K of Global Karaoke Network, Inc. (the
“Company”) for the fiscal year ended June 30, 2011 (the “Original Filing”), that was originally filed
with the U.S. Securities and Exchange Commission on September 30, 2011. The Amendment is being filed to submit the Report of Independent
Registered Public Accounting Firm for the fiscal year 2011. The Amendment revises the financials included in the original filing
to include page F-2. Additionally, the Amendment revises Item 9 to reflect that on September 8, 2011, the Company dismissed its
prior independent registered public accounting firm and engaged a new independent registered public accounting firm.

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


Table of Contents




|TABLE OF CONTENTS
|-----------------
|                 
|                 
|PART
        I   
|Item
    1.      
|Item
    2.      
|Item
    3.      
|Item
    4.      
|PART
        II  
|Item
    5.      
|Item
    6.      
|Item
    7.      
|Item
    7A.     
|Item
    8.      
|Item
    9.      
|Item
    9A.     
|Item
    9B.     
|PART
        III 
|Item
    10.     
|Item
    11.     
|Item
    12.     
|Item
    13.     
|Item
    14.     
|PART
        IV  
|Item
    15.     

3


Table of Contents


PART
I



Item
1. Business



Company
Overview



We were
incorporated as MojoRepublik, Inc. in the state of Delaware on September 10, 2007. On October 1, 2008, we changed our name to
Republik Media and Entertainment, Ltd. (the “Company” or “Republik Media” or “Republik”).
As Republik we created two wholly-owned subsidiaries, MojoRepublik LLC and LiveBrew.com LLC. MojoRepublik, LLC a wholly owned
subsidiary of the Company, was organized on June 14, 2007 in the State of Nevada. MojoRepublik, LLC was in the business of developing
and promoting a website, www.mojorepublik.com. LiveBrew.com LLC., a wholly owned subsidiary of the Company, was organized on May
23, 2008 in the State of Nevada. LiveBrew.com LLC. was in the business of organizing and promoting live events.



As reported
in the Form 8-K filed on August 4, 2011, effective August 3, 2011, and upon the prior approval of our board of directors and a
majority of our shareholders, our corporate name was changed to “Global Karaoke Network, Inc.” Contemporaneously with
the name change, we decided to stop pursuing our former business plans.We are currently undecided upon a new business
plan but are considering a number of alternatives.



Item
2. Properties



We
do currently own or lease any property. Our sole officer and director, Jason Sakowski, provides us office space at 1114 17thAve., Suite 105, Nashville, TN 37212, free of charge.



Item
3. Legal Proceedings



We are not
a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors,
or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.



Item
4. (Removed and Reserved)



PART
II



Item
5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities



Market
Information



Our
common stock is currently quoted on the OTC Bulletin Board (“OTCBB”), which is sponsored by FINRA. The OTCBB is a
network of security dealers who buy and sell stock. The dealers are connected by a computer network that provides information
on current "bids" and "asks", as well as volume information. Our shares are quoted on the OTCBB under the
symbol “GKNI”. This symbol was assigned to us in connection with our name change of August 3, 2011. Our prior symbol
was “REPU”.



The
following table sets forth the range of high and low bid quotations for our common stock for each of the periods indicated as
reported by the OTCBB. During these periods and all prior periods there was no trading market for our common stock.

4


Table of Contents




|Fiscal
    Year Ending June 30, 2011
|------------------------------------
|Quarter
    Ended                   
|June
    30, 2011                   
|March
    31, 2011                  
|December
    31, 2010               
|September
    30, 2010              



|Fiscal
    Year Ending June 30, 2010
|------------------------------------
|Quarter
    Ended                   
|June
    30, 2010                   
|March
    31, 2010                  
|December
    31, 2009               
|September
    30, 2009              

Penny Stock



The
SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are
generally equity securities with a market price of less than $5.00, other than securities registered on certain national securities
exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such
securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny
stock, to deliver a standardized risk disclosure document prepared by the SEC, that: (a) contains a description of the nature
and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of
the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation
of such duties or other requirements of the securities laws; (c) contains a brief, clear, narrative description of a dealer market,
including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; (d) contains a
toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or
in the conduct of trading in penny stocks; and (f) contains such other information and is in such form, including language, type
size and format, as the SEC shall require by rule or regulation.



The
broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with (a) bid and offer quotations
for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares
to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for
such stock; and (d) a monthly account statement showing the market value of each penny stock held in the customer's account.



In
addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules, the
broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive
the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement as to transactions involving
penny stocks, and a signed and dated copy of a written suitability statement.



These
disclosure requirements may have the effect of reducing the trading activity for our common stock. Therefore, stockholders may
have difficulty selling our securities.



Holders
of Our Common Stock



As of September
13, 2011, we had 469,440,000shares of our common stock issued and outstanding, held
by 19 shareholders of record.

5


Table of Contents


Dividends



There
are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes,
however, do prohibit us from declaring dividends where after giving effect to the distribution of the dividend:



|1. | we
    would not be able to pay our debts as they become due in the usual course of business, or;                                                                                                                                 
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | our
    total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights
    of shareholders who have preferential rights superior to those receiving the distribution.



We
have not declared any dividends and we do not plan to declare any dividends in the foreseeable future.



Item
6. Selected Financial Data



A
smaller reporting company is not required to provide the information required by this Item.



Item
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations



Forward-Looking
Statements



Certain
statements, other than purely historical information, including estimates, projections, statements relating to our business plans,
objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking
statements.” These forward-looking statements generally are identified by the words “believes,” “project,”
“expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,”
“may,” “will,” “would,” “will be,” “will continue,” “will likely
result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are
subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our
ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have
a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes
in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted
accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue
reliance should not be placed on such statements.



Results
of Operations for the Years Ended June 30, 2011 and June 30, 2010 and the period from Inception on September 10, 2007 through
June 30, 2011



Our
revenue reported for the years ended June 30, 2011 and June 30, 2010 and from our inceptionon September 10, 2007 through
June 30, 2011, was $0, $0 and $8,523, respectively. Revenue generated was attributable to the sale of advertising and revenue
generated by our live events.



Our
operating expenses for the years ended June 30, 2011 and June 30, 2010 and from our inceptionon September 10, 2007 through
June 30, 2011, were $89,816, $99,878 and $370,579, respectively. The primary expense for the years ended June 30, 2011 and June
30, 2010 were professional fees of $85,583 and $95,088. The primary expenses since our inceptionon September 10, 2007
through June 30, 2011 were professional fees of $272,504 and general and administrative expenses of $106,598. We recorded a net
loss of $94,537 for the year ended June 30, 2011, $104,164 for the year ended June 30, 2010 and $384,081 from our inceptionon September 10, 2007 through June 30, 20111.



Liquidity
and Capital Resources



As
of June 30, 2011, we had $1,864 in current assets and $366,197 in current liabilities. On June 30, 2011, we had a working capital
deficit of $364,333.

6


Table of Contents


Operating
activities used $4,233 in cash for the year ended June 30, 2011 as compared with $4,132 for the year ended June 30, 2010. Our
net loss of $94,537 for the year ended June 30, 2011 and net loss of $104,164 for the year ended June 30, 2010 were the primary
negative components of our operating cash flow. Financing activities generated $5,600 in proceeds from related party payables
for the year ended June 30, 2011 and $2,000 in proceeds from related party payables for the year ended June 30, 2010.



Operating
activities used $102,484 in cash from our inceptionon September 10, 2007 through June 30, 2011. Our net loss of $384,081
since our inceptionon September 10, 2007 through June 30, 2011 was the primary negative component of our operating cash
flow. Financing activities generated net cash of $105,571 during this same period consisting of a net $68,691 of proceeds from
related parties payables, $10,000 of proceeds from notes payable and $26,880 in proceeds from the issuance of common stock.



As
of June 30, 2011, we had cash in the amount of $1,864.Our financial statements are prepared using generally accepted accounting
principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation
of liabilities in the normal course of business. We have not yet established an ongoing source of revenues sufficient to cover
its operating costs and allow it to continue as a going concern. Our ability to continue as a going concern is dependent on our
obtaining adequate capital to fund operating losses until it becomes profitable. If we are unable to obtain adequate capital,
we could be forced to cease operations.



Off
Balance Sheet Arrangements



As
of June 30, 2011, there were no off balance sheet arrangements.



Going
Concern



We
have not yet established an ongoing source of revenues sufficient to cover our operating costs and to allow us to continue as
a going concern. During the year ended June 30, 2011 we realized a net loss of $94,537 and have incurred an accumulated deficit
of $384,081. Our ability to continue as a going concern is dependent on our obtaining adequate capital to fund operating losses
until it becomes profitable. If we are unable to obtain adequate capital, it could be forced to cease operations.



In
order to continue as a going concern, we will need, among other things, additional capital resources. Management's plan is to
obtain such resources by obtaining capital from management and significant shareholders sufficient to meet its minimal operating
expenses and seeking equity and/or debt financing. However management cannot provide any assurances that they will be successful
in accomplishing any of its plans.



Critical
Accounting Policies



In
December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management
Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the
portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or
complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
At this time, management does not believe that any of our accounting policies fit this definition.



Recently
Issued Accounting Pronouncements



The
Company has reviewed issued accounting pronouncements and plans to adopt those that are applicable to it. The Company does not
expect the adoption of any other pronouncements to have an impact on its results of operations or financial position.



Item
7A. Quantitative and Qualitative Disclosures About Market Risk



A
smaller reporting company is not required to provide the information required by this Item.

7


Table of Contents


Item
8. Financial Statements and Supplementary Data



Index
to Financial Statements Required by Article 8 of Regulation S-X:



|Audited
    Financial Statements:
|---------------------------------
|F-1                              
|F-3                              
|F-4                              
|F-5                              
|F-6                              
|F-7                              

8


Table of Contents










REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





To the Board of Directors of

Global Karaoke Network, Inc.



We have audited the accompanying consolidated balance sheet of Global
Karaoke Network, Inc. and subsidiaries (the “Company”) (a development stage company) as of June 30, 2011, and the related
consolidated statements of operations, stockholders’ deficit, and cash flows for the year then ended and for the period from
September 10, 2007 (date of inception) through June 30, 2011. The Company’s management is responsible for these consolidated
financial statements. Our responsibility is to express an opinion on these consolidated financial statements based on our audit.
The balance sheet as of June 30, 2010 and the related statements of operations, changes in stockholders’ deficit and cash
flows of the Company for the year ended June 30, 2010 and the cumulative statements of operations, changes in stockholders’
deficit and cash flows for the period from September 10, 2007 (date of inception) to June 30, 2010 were audited by other auditors
whose report dated September 28, 2010 on those statements included an explanatory paragraph describing conditions that raised substantial
doubt about the Company’s ability to continue as a going concern.



We conducted our audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration
of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall consolidated financial statement presentation. We believe that our audit provides a reasonable
basis for our opinion.



In our opinion, based on our audit and the report of other auditors,
the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Global
Karaoke Network, Inc. and subsidiaries as of June 30, 2011 and 2010 and the results of its operations and its cash flows for the
years then ended, and for the period from September 10, 2007 (date of inception) through June 30, 2011, in conformity with accounting
principles generally accepted in the United States of America.



The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the
Company is in the development stage and has not established a source of revenues to cover its operating costs. As such, it has
incurred operating losses since inception. Further, as of June 30, 2011, the cash resources of the Company were insufficient to
meet its planned business objectives. These and other factors raise substantial doubt about the Company’s ability to continue
as a going concern. Management’s plan regarding these matters is also described in Note 2 to the financial statements. The
accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.



/s/ Rotenberg Meril Solomon Bertiger & Guttilla, P.C.

ROTENBERG MERIL SOLOMON BERTIGER & GUTTILLA, P.C.

Saddle Brook, New Jersey

September 30, 2011





F-1


Table of Contents






SEALE
AND BEERS, CPAs

PCAOB
& CPAB REGISTERED AUDITORS

www.sealebeers.com





REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM



To
the Board of Directors

Republik
Media and Entertainment, LTD.

(A
Development Stage Company)



We
have audited the accompanying balance sheet of Republik Media and Entertainment, LTD. (A Development Stage Company) as of June
30, 2010, and the related statements of operations, stockholders’ equity (deficit) and cash flows for the year ended June
30, 2010, and since inception on September 10, 2007 through June 30, 2010. These financial statements are the responsibility of
the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.



We
conduct our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.



In
our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Republik
Media and Entertainment, LTD. (A Development Stage Company) as of June 30, 2010, and the related statements of operations, stockholders’
equity (deficit) and cash flows for the year ended June 30, 2010, and since inception on September 10, 2007 through June 30,
2010, in conformity with accounting principles generally accepted in the United States of America.



The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed
in Note 2 to the financial statements, the Company has not yet established an ongoing source of revenues sufficient to cover its
operating costs, which raises substantial doubt about its ability to continue as a going concern. Management’s plans concerning
these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the
outcome of this uncertainty.





/s/
Seale and Beers, CPAs



Seale
and Beers, CPAs

Las
Vegas, Nevada

September
28, 2010





50
S. Jones Blvd. Suite 202 Las Vegas, NV 89107 Phone: (888)727-8251 Fax: (888)782-2351















F-2


Table of Contents




GLOBAL
KARAOKE NETWORK, INC.

FKA
Republik Media and Entertainment, LTD.

(A
Development Stage Company)

Consolidated
Balance Sheets





|ASSETS                                                                                                        
|--------------------------------------------------------------------------------------------------------------
|                                                                                                              
|                                                                                                              
|                                                                                                              
|CURRENT ASSETS                                                                                                
|                                                                                                              
|Cash                                                                                                          
|                                                                                                              
|Total
    Current Assets                                                                                      
|                                                                                                              
|TOTAL
    ASSETS                                                                                              
|                                                                                                              
|LIABILITIES
    AND STOCKHOLDERS' DEFICIT                                                                     
|                                                                                                              
|CURRENT
    LIABILITIES                                                                                       
|                                                                                                              
|Accounts
    payable                                                                                          
|Loan
    payable - related parties                                                                            
|Accrued
    interest payable - related parties                                                                
|Note
    payable                                                                                              
|Accrued
    interest payable                                                                                  
|                                                                                                              
|Total
    Current Liabilities                                                                                 
|                                                                                                              
|TOTAL
    LIABILIITES                                                                                         
|                                                                                                              
|STOCKHOLDERS'
    DEFICIT                                                                                     
|                                                                                                              
|Preferred
    stock, $0.00001 par value, 10,000,000 shares authorized, -0- shares issued and outstanding      
|Common
    stock, $0.00001 par value, 500,000,000 shares authorized, 469,440,000 shares issued and outstanding
|Additional
    paid-in capital                                                                                
|Deficit
    accumulated during the development stage                                                          
|                                                                                                              
|Total
    Stockholders' Deficit                                                                               
|                                                                                                              
|TOTAL
    LIABILITIES AND STOCKHOLDERS' DEFICIT                                                               





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



F-3


Table of Contents


GLOBAL
KARAOKE NETWORK, INC.

FKA
Republik Media and Entertainment, LTD.

(A
Development Stage Company)

Consolidated
Statements of Operations







|                                                                             |  |                         |             |                  |  | From
    Inception  
|---------------------------------------------------------------------------- |  | ----------------------- | ----------- | ---------------- |  | --------------------
|                                                                             |  |                         |             |                  |  | on
    September 10,
|                                                                             |  | For
    the Years Ended |             | 2007
    Through
|                                                                             |  | June
    30,            |             | June
    30,    
|                                                                             |  | 2011                    |             | 2010             |  | 2011                
|                                                                             |  |                         |             |                  |  |                     
|REVENUES                                                                     |  | $                       | —           |                  |  | $                   
|                                                                             |  |                         |             |                  |  |                     
|OPERATING EXPENSES                                                           |  |                         |             |                  |  |                     
|                                                                             |  |                         |             |                  |  |                     
|Professional
    fees                                                        |  |                         | 85,583      |                  |  |                     
|General
    and administrative                                               |  |                         | 4,233       |                  |  |                     
|                                                                             |  |                         |             |                  |  |                     
|Total
    Operating Expenses                                                 |  |                         | 89,816      |                  |  |                     
|                                                                             |  |                         |             |                  |  |                     
|LOSS
    FROM OPERATIONS                                                     |  |                         | (89,816     | )                |  |                     
|                                                                             |  |                         |             |                  |  |                     
|OTHER INCOME AND
    EXPENSE                                                 |  |                         |             |                  |  |                     
|                                                                             |  |                         |             |                  |  |                     
|Other
    income                                                             |  |                         | —           |                  |  |                     
|Interest
    expense                                                         |  |                         | (4,721      | )                |  |                     
|                                                                             |  |                         |             |                  |  |                     
|Total
    Other Expenses                                                     |  |                         | (4,721      | )                |  |                     
|                                                                             |  |                         |             |                  |  |                     
|LOSS BEFORE TAXES                                                            |  |                         | (94,537     | )                |  |                     
|                                                                             |  |                         |             |                  |  |                     
|Income
    taxes                                                             |  |                         | —           |                  |  |                     
|                                                                             |  |                         |             |                  |  |                     
|NET
    LOSS                                                                 |  | $                       | (94,537     | )                |  | $                   
|                                                                             |  |                         |             |                  |  |                     
|BASIC AND DILUTED
    LOSS                                                   |  |                         |             |                  |  |                     
|PER
    COMMON SHARE                                                         |  | $                       | 0.00        |                  |  | $                   
|                                                                             |  |                         |             |                  |  |                     
|WEIGHTED
    AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED |  |                         | 469,440,000 |                  |  |                     







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



F-4


Table of Contents


GLOBAL
KARAOKE NETWORK, INC.

FKA
Republik Media and Entertainment, LTD.

(A
Development Stage Company)

Consolidated
Statements of Stockholders' Deficit





|                                 |  |                  |             |         |  |             |       |                |  |              
|-------------------------------- |  | ---------------- | ----------- | ------- |  | ----------- | ----- | -------------- |  | -------------
|                                 |  |                  |             |         |  |             |       | Deficit        |  |              
|                                 |  |                  |             |         |  |             |       | Accumulated    |  | Total        
|                                 |  |                  |             |         |  | Additional  |       | During
    the |  | Stockholders'
|                                 |  | Common
    Stock |             | Paid-In |  | Development |       | Equity        
|                                 |  | Shares           |             | Amount  |  | Capital     |       | Stage          |  | (Deficit)    
|Balance, at inception            |  |                  |             |         |  |             |       |                |  |              
|September
    10, 2007           |  |                  | —           |         |  | $           | —     |                |  | $            
|                                 |  |                  |             |         |  |             |       |                |  |              
|Common stock issued
    to       |  |                  |             |         |  |             |       |                |  |              
|acquire
    subsidiary           |  |                  | 388,800,000 |         |  |             | 3,888 |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Common stock issued
    for cash |  |                  | 80,640,000  |         |  |             | 806   |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Net loss from
    inception      |  |                  |             |         |  |             |       |                |  |              
|through
    June 30, 2008        |  |                  | —           |         |  |             | —     |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Balance, June
    30, 2008       |  |                  | 469,440,000 |         |  |             | 4,694 |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Net loss for the
    year        |  |                  |             |         |  |             |       |                |  |              
|ended
    June 30, 2009          |  |                  | —           |         |  |             | —     |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Balance, June
    30, 2009       |  |                  | 469,440,000 |         |  |             | 4,694 |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Net loss for the
    year        |  |                  |             |         |  |             |       |                |  |              
|ended
    June 30, 2010          |  |                  | —           |         |  |             | —     |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Balance, June
    30, 2010       |  |                  | 469,440,000 |         |  |             | 4,694 |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Net loss for the
    year        |  |                  |             |         |  |             |       |                |  |              
|ended
    June 30, 2011          |  |                  | —           |         |  |             | —     |                |  |              
|                                 |  |                  |             |         |  |             |       |                |  |              
|Balance,
    June 30, 2011       |  |                  | 469,440,000 |         |  | $           | 4,694 |                |  | $            







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



F-5


Table of Contents


GLOBAL
KARAOKE NETWORK, INC.

FKA
Republik Media and Entertainment, LTD.

(A
Development Stage Company)

Consolidated
Statements of Cash Flows





|                                                       |  |                         |         |                  |  | From
    Inception  
|------------------------------------------------------ |  | ----------------------- | ------- | ---------------- |  | --------------------
|                                                       |  |                         |         |                  |  | on
    September 10,
|                                                       |  | For
    the Years Ended |         | 2007
    Through
|                                                       |  | June
    30,            |         | June
    30,    
|                                                       |  | 2011                    |         | 2010             |  | 2011                
|OPERATING ACTIVITIES                                   |  |                         |         |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|Net
    loss                                           |  | $                       | (94,537 | )                |  | $                   
|Adjustments
    to Reconcile Net Loss to Net           |  |                         |         |                  |  |                     
|Cash
    Used by Operating Activities:                 |  |                         |         |                  |  |                     
|Acquisition
    of subsidiary with negative book value |  |                         | —       |                  |  |                     
|Depreciation
    expense                               |  |                         | —       |                  |  |                     
|Impairment
    of property and equipment               |  |                         | —       |                  |  |                     
|Changes
    in operating assets and liabilities:       |  |                         |         |                  |  |                     
|Accrued
    interest payable                           |  |                         | 4,721   |                  |  |                     
|Accounts
    payable                                   |  |                         | 85,583  |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|Net
    Cash Used in Operating Activities              |  |                         | (4,233  | )                |  |                     
|                                                       |  |                         |         |                  |  |                     
|INVESTING ACTIVITIES                                   |  |                         |         |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|Purchase
    of equipment                              |  |                         | —       |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|Net
    Cash Used in Investing Activities              |  |                         | —       |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|FINANCING ACTIVITIES                                   |  |                         |         |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|Proceeds
    from loans payable - related parties      |  |                         | 5,600   |                  |  |                     
|Repayments
    of loans payable - related parties      |  |                         | —       |                  |  |                     
|Proceeds
    from note payable                         |  |                         | —       |                  |  |                     
|Proceeds
    from issuance of common stock             |  |                         | —       |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|Net
    Cash Provided by Financing Activities          |  |                         | 5,600   |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|NET INCREASE (DECREASE)
    IN CASH                    |  |                         | 1,367   |                  |  |                     
|CASH
    AT BEGINNING OF PERIOD                        |  |                         | 497     |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|CASH
    AT END OF PERIOD                              |  | $                       | 1,864   |                  |  | $                   
|                                                       |  |                         |         |                  |  |                     
|SUPPLEMENTAL DISCLOSURES
    OF                        |  |                         |         |                  |  |                     
|CASH
    FLOW INFORMATION                              |  |                         |         |                  |  |                     
|CASH
    PAID FOR:                                     |  |                         |         |                  |  |                     
|                                                       |  |                         |         |                  |  |                     
|Interest                                               |  | $                       | —       |                  |  | $                   
|Income
    Taxes                                       |  | $                       | —       |                  |  | $                   





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



F-6


Table of Contents




GLOBAL
KARAOKE NETWORK, INC.

(FKA
Republik Media and Entertainment, LTD.)

Notes
to Consolidated Financial Statements

June
30, 2011 and 2010



NOTE
1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES



Nature
of Business



Global
Karaoke Network, Inc. (the “Company”) was incorporated as MojoRepublik, Inc. in the state of Delaware on September
10, 2007. On October 1, 2008, the Company changed its name to Republik Media and Entertainment, Ltd. The Company conducts business
through its two wholly-owned subsidiaries, MojoRepublik LLC and LiveBrew.com LLC. MojoRepublik, LLC a wholly owned subsidiary
of the Company, was organized on June 14, 2007 in the State of Nevada. MojoRepublik, LLC was in the business of developing and
promoting a website, www.mojorepublik.com. LiveBrew.com LLC., a wholly owned subsidiary of the Company, was organized on May 23,
2008 in the State of Nevada. LiveBrew.com LLC. was in the business of organizing and promoting live events.



As
reported in the Form 8-K filed on August 4, 2011, effective August 3, 2011, and upon the prior approval of the Company’s
board of directors and a majority of our shareholders, the Company’s corporate name was changed to “Global Karaoke
Network, Inc.” Contemporaneously with the name change, the Company decided to stop pursuing its former business plans. The
Company is currently undecided upon a new business plan but is considering a number of alternatives.





Basis
of Presentation

The
accompanying consolidated financial statements are prepared on the basis of accounting principles generally accepted in the United
States of America. The Company is currently in the development stage and has not realized significant sales through June 30, 2011.
A development stage company is defined as one in which all efforts are devoted substantially to establishing a new business and
even if planned principal operations have commenced, revenues are insignificant.



Principles
of Consolidation

The
accompanying consolidated financial statements for the years ended June 30, 2011 and 2010 include the accounts of the Company
and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.



Use of
Estimates

The
preparation of consolidated 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 consolidated financial statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.



Cash
and Cash Equivalents

The
Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents. The
Company did not have any cash equivalents at June 30, 2011 and 2010.



Property
and Equipment

Property
and equipment is recorded at cost. Major additions and improvements are capitalized and depreciated over their estimated useful
lives. Depreciation of property and equipment is determined using the straight-line method over their useful lives, which is typically
five years. Gains or losses on the sale or disposal of property and equipment are included in the statements of operations. Maintenance
and repairs that do not extend the useful life of the assets are expensed as incurred.



Fair
Value of Financial Instruments

The carrying
amounts reported in the balance sheets for cash, accounts payable, notes payable, loans payable – related parties and accrued
interest approximate their fair market value based on the short-term maturity of these instruments.



F-7


Table of Contents




NOTE
1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



Income
Taxes

The
Company accounts for income taxes in accordance with accounting guidance now codified as FASB ASC 740, "Income Taxes,"
which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement
carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are
expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax
liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be
realized.



The
Company applies the provisions of ASC 740-10-05, “Accounting for Uncertainty in Income Taxes”.The ASC
clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements. The ASC prescribes
a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken
or expected to be taken in a tax return. The ASC provides guidance on de-recognition, classification, interest and penalties,
accounting in interim periods, disclosure and transition.  The Company did not identify any material
uncertain tax positions on returns that have been filed or that will be filed.  The Company did not recognize any interest
or penalties for unrecognized tax benefits during the years ended June 30, 2011 and 2010, nor were any interest or penalties accrued
as of June 30, 2011.



Loss
per Common Share

Basic
loss per share is calculated by dividing the Company’s net loss applicable to common stockholders by the weighted average
number of common shares during the period. Diluted loss per share is calculated by dividing the Company’s net loss available
to common stockholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average
number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There
are no such common stock equivalents outstanding as of June 30, 2011 or 2010.



Subsequent
Events

The
Company’s management reviewed all material events through the date of this filing.



Recent
Accounting Pronouncements

Management
has considered all recent accounting pronouncements issued since the last audit of our consolidated financial statements. The
Company’s management believes that these recent pronouncements will not have a material effect on the Company’s consolidated
financial statements.



Reclassification
of Financial Statement Accounts

Certain
amounts in the June 30, 2010 consolidated financial statements have been reclassified to conform to the presentation in the June
30, 2011 consolidated financial statements.



NOTE
2 - GOING CONCERN



The
Company's consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United
States of America, which contemplate continuation of the Company as a going concern. The Company has not yet established an ongoing
source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. The Company has incurred
operating losses since inception. During the year ended June 30, 2011, the Company realized a net loss of $94,537 and has incurred
an accumulated deficit of $384,081. The ability of the Company to continue as a going concern is dependent on the Company obtaining
adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it
could be forced to cease operations.

F-8


Table of Contents




NOTE
2 - GOING CONCERN (CONTINUED)



In
order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan
is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet
its minimal operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that
the Company will be successful in accomplishing any of its plans.



The
ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described
in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying
consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue
as a going concern.



NOTE
3 – PROPERTY AND EQUIPMENT



Depreciation
expense for the years ended June 30, 2011 and 2010 was $-0- and $244, respectively. The Company performed an impairment analysis
as of June 30, 2010 to determine if the carrying value of its property and equipment exceeded the undiscounted expected future
cash flows to be realized from those assets. The Company determined that an impairment was required and recorded a charge of $491
as of June 30, 2010.



As
of June 30, 2011 and 2010, property and equipment consisted of the following:



|                             |  | June
    30, 2011 |       | June
    30, 2010
|---------------------------- |  | ----------------- | ----- | -----------------
|Machinery
    and equipment  |  | $                 | 1,223 |                  
|Accumulated
    depreciation |  |                   | (732  | )                
|Impairment                   |  |                   | (491  | )                
|Total                        |  | $                 | -     |                  



NOTE
4 – RELATED PARTY TRANSACTIONS



Various
expenses of the Company as well as loans for operating purposes have been paid for or made by officers of the Company. Loans payable
– related parties total $68,691 and $63,091 as of June 30, 2011 and 2010, respectively, bear interest at six percent (6.0%),
are unsecured and are due upon demand. During the years ended June 30, 2011 and 2010, the Company incurred interest expense of
$4,121, and $3,686, respectively. Accrued interest associated with these loans totaled $11,255, and $7,134 as of June 30, 2011
and 2010, respectively.Effective July 12, 2011, office space is provided by the Company’s sole officer and director. No rent is charged
for the use of the space.





NOTE
5 – NOTE PAYABLE



On
August 1, 2007, the Company issued a $10,000 note payable. The note is unsecured and bears interest at six percent (6%) per annum.
The note is currently in default and is classified as a current liability. For each the years ended June 30, 2011 and 2010, the
Company incurred interest expense of $600. At June 30, 2011 and 2010, accrued interest totaled $2,352 and $1,752, respectively.



NOTE
6 – STOCKHOLDERS’ DEFICIT



Stock
Split

Effective
August 3, 2011, the Company’s board of directors and a majority of Company stockholders approved a 90 for 1 forward split
of the Company’s common stock. The total number of authorized common shares has not been changed. All share figures and
results are reflected in the Company’s consolidated financial statements on a post- split basis.

F-9


Table of Contents




NOTE
6 – STOCKHOLDERS’ DEFICIT (CONTINUED)



Authorized
Shares

Effective
June 22, 2010, a majority of the Company’s stockholders and our board of directors approved an amendment to the Company’s
Certificate of Incorporation to increase the total authorized common stock of the Company from 100,000,000 shares to 500,000,000
shares.



Preferred
Stock

The
Company has designated 10,000,000 shares of the Company’s authorized capital stock as preferred stock with the Board of
Directors authorized to fix the number of shares of any series of preferred stock and to determine
the designation of any such series, including the authority to determine the designation of any such series, including the authority
to determine the rights, preferences, privileges and restrictions on any such series of preferred stock.



Issuances
of Preferred Stock and Common Stock



On
September 10, 2007, the Company issued 388,800,000 (4,320,000 pre-split) shares of its common stock to shareholders of MojoRepublik,
LLC in exchange for all 1,080 membership units of MojoRepublik, LLC.  At the time of acquisition, both entities were
under common control and thus the acquisition was accounted for under FASB ASC 805 “Business Combinations”
which requires that the assets and liabilities transferred be recorded at their carrying amounts at the date of transfer. Accordingly,
the Company recorded the acquisition price as equal to the negative book value of MojoRepublik, LLC of $7,132 on the date of acquisition.



On
October 31, 2007, the Company issued 80,640,000 (896,000 pre-split) shares of its common stock for cash proceeds of $26,880.  The
shares were part of a private placement that was approved in a board of directors meeting held September 14, 2007.

The Company did not issue any common or preferred stock during the years
ended June 30, 2011 or 2010.



F-10


Table of Contents




NOTE
7 – INCOME TAXES



The
Company’s provision for income taxes was $-0- for the years ended June 30, 2011 and 2010, respectively, since the Company
incurred taxable losses and deferred tax assets recognized are offset by a full valuation allowance in each fiscal year.



ASC
740 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is
more likely than not that some or all of the deferred tax assets will not be realized. In the Company’s opinion, it is uncertain
whether they will generate sufficient taxable income in the future to fully utilize the net deferred tax asset. Accordingly, a
full valuation allowance equal to the deferred tax asset has been recorded. The total deferred tax asset is calculated by multiplying
a 39% marginal tax rate by the cumulative Net Operating Loss (“NOL”).



At
June 30, 2011, the Company have available $383,590 of NOL’s which expire in various years beginning in 2027 and carrying
forward through 2031.



The
tax effects of significant items comprising the Company's net deferred taxes as of June 30, 2011 and 2010 were as follows:



|                                      |  | 2011 |          | 2010
|------------------------------------- |  | ---- | -------- | ----
|Cumulative
    NOL                    |  | $    | 383,590  |     
|                                      |  |      |          |     
|Deferred
    Tax assets:              |  |      |          |     
|Net
    operating loss carry forwards |  |      | 149,791  |     
|Valuation
    allowance               |  |      | (149,791 | )   
|                                      |  | $    | —        |     



The
provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate
of 39% to net loss before provision for income taxes for the following reasons:



|                                                         |  | 2011 |         | 2010
|-------------------------------------------------------- |  | ---- | ------- | ----
|Income
    tax benefit at U. S. federal statutory rates: |  | $    | (36,869 | )   
|Change
    in valuation allowance                        |  |      | 36,869  |     
|                                                         |  | $    | —       |     



The
Company files federal and Nevada income tax returns subject to statutes of limitations.   The years ended June 30, 2011,
2010, and 2009 are subject to examination by federal and state tax authorities.



F-11


Table of Contents


Item
9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure





On September 8, 2011, we dismissed Seale & Beers, CPAs, as our
independent registered public accounting firm. On the same date, the accounting firm of Rotenberg Meril Solomon Bertiger &
Guttilla, P.C. was engaged as our new independent registered public accounting firm. Our Board of Directors approved of the dismissal
of Seale & Beers, CPAs and the engagement of Rotenberg Meril Solomon Bertiger & Guttilla, P.C. as our independent auditor.



None of the reports of Seale & Beers, CPAs on  our financial
statements for either of the past two years or subsequent interim period contained an adverse opinion or disclaimer of opinion,
or was qualified or modified as to uncertainty, audit scope or accounting principles, except that the audited financial statements
contained in our Form 10-K for the fiscal year ended June 30, 2010 had a going concern qualification in our audited financial statements.
We have had no disagreements with Seale & Beers, CPAs, whether or not resolved, on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which, if not resolved to Seale & Beers, CPAs satisfaction,
would have caused it to make reference to the subject matter of the disagreement in connection with its report on our financial
statements.



We provided Seale and Beers with a copy of the foregoing disclosure,
and requested that itfurnish us with a letter addressed to the Securities and Exchange Commission stating whether or not
it agrees with such disclosure. Seale & Beers, CPAs provided the requested letter. Pursuant to Item 304(a)(3) of Regulation
S-K, a copy of the letter from Seale & Beers, CPAs was included as an exhibit to the Form 8-K filed on September 9, 2011 disclosing
the change in auditors.



On September 8, 2011, we engaged Rotenberg Meril Solomon Bertiger
& Guttilla, P.C. as our independent registered public accounting firm. During the two most recent fiscal years and the interim
periods preceding the engagement, we have not consulted Rotenberg Meril Solomon Bertiger & Guttilla, P.C. regarding any of
the matters set forth in Item 304(a)(2)(i) or (ii) of Regulation S-K.





Item
9A. Controls and Procedures



As
required by Rule 13a-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of our
disclosure controls and procedures as of the end of the period covered by this annual report, being June 30, 2011. This evaluation
was carried out under the supervision and with the participation of our management, including our Chief Executive Officer (who
also serves as our Principal Financial and Accounting Officer).



9


Table of Contents




Disclosure
controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed
in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within
the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures
include controls and procedures designed to ensure that information required to be disclosed in our company’s reports filed
under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our Chief Executive Officer/Principal
Financial and Accounting Officer, to allow timely decisions regarding required disclosure.



Based
upon that evaluation, including our Chief Executive Officer/Principal Financial and Accounting Officer, we have concluded that
our disclosure controls and procedures were ineffective as of the end of the period covered by this annual report.



Management’s
Report on Internal Control over Financial Reporting



Our
management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule
13a-15(f) under the Securities Exchange Act of 1934). Management has assessed the effectiveness of our internal control over financial
reporting as of June 30, 2011 based on criteria established in Internal Control-Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management concluded that, as of June 30,
2011, our internal control over financial reporting was not effective. Our management identified the following material weaknesses
in our internal control over financial reporting, which are indicative of many small companies with small staff: (i) inadequate
segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and
financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.



We
plan to take steps to enhance and improve the design of our internal control over financial reporting. During the period covered
by this annual report on Form 10-K, we have not been able to remediate the material weaknesses identified above. To remediate
such weaknesses, we hope to implement the following changes during our fiscal year ending June 30, 2012: (i) appoint additional
qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written
policies and procedures for accounting and financial reporting. The remediation efforts set out in (i) and (ii) are largely dependent
upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing
such funds, remediation efforts may be adversely affected in a material manner.



Item
9B. Other Information



None



10


Table of Contents


PART
III



Item
10. Directors, Executive Officers and Corporate Governance



Our sole
executive officer and director and his age as of September 27, 2011 is as follows:



|Name               | Age | Position(s)
    and Office(s) Held                                                                                                                                       
|------------------ | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Jason
    Sakowski | 36  | President,
    Chief Executive Officer, Principal Executive Officer, Chief Financial Officer, Principal Financial Officer, Principal Accounting
    Officer, and Director



Set forth
below is a brief description of the background and business experience of each of our current executive officers and directors.



Jason
Sakowski was appointed as our President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, and Director
on July 12, 2011. Mr. Sakowski has extensive executive management experience in the music industry. He began his career working
with up and coming rock bands such as Nickelback, Jar and Noise Therapy. He became well known in the North American and international
touring circuit over the next decade, hitting the road with such platinum and multi-platinum selling artists as Nickelback, Theory
Of A Deadman, Three Days Grace, All American Rejects, and Hoobastank. In the process, he gained considerable experience and knowledge
about breaking and developing bands from the beginning stages to global success. Mr. Sakowski served as the Production Manager
for Hoobastank from January 2005 through October of 2010. In November of 2007, he founded his own management company called 38
Entertainment, Inc. and he currently serves as its President. In December of 2010 Mr. Sakowski became President of Arsenic Records,
a full service record/management company based in Nashville, Tennessee. Currently, he is working on various projects with Chris
Henderson of 3 Doors Down and world-renowned producer/engineer, Kevin Churko, along with record producer Toby Wright.



Term
of Office



Our
Directors are appointed for a one year term to hold office until the next annual general meeting of our shareholders or until
removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until
removed by the board.



Family
Relationships



There
are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become
directors or executive officers.



Involvement
in Certain Legal Proceedings



To
the best of our knowledge, during the past ten years, none of the following occurred with respect to a present or former director,
executive officer, or employee: (1) any bankruptcy petition filed by or against any business of which such person was a general
partner or executive officer either at the time of the bankruptcy or within two years prior to that time; (2) any conviction in
a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);
(3) being subject to any order, judgment or decree, not subsequently reversed, suspended vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business,
securities or banking activities; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the
Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has
not been reversed, suspended or vacated.

11


Table of Contents


Committees
of the Board



Our
company currently does not have nominating, compensation or audit committees or committees performing similar functions nor does
our company have a written nominating, compensation or audit committee charter. Our directors believe that it is not necessary
to have such committees, at this time, because the functions of such committees can be adequately performed by the board of directors.



Our
company does not have any defined policy or procedural requirements for shareholders to submit recommendations or nominations
for directors. The board of directors believes that, given the stage of our development, a specific nominating policy would be
premature and of little assistance until our business operations develop to a more advanced level. Our company does not currently
have any specific or minimum criteria for the election of nominees to the board of directors and we do not have any specific process
or procedure for evaluating such nominees. The board of directors will assess all candidates, whether submitted by management
or shareholders, and make recommendations for election or appointment.



A
shareholder who wishes to communicate with our board of directors may do so by directing a written request addressed to our President,
Mr. Sakowski, at the address appearing on the first page of this annual report.



Code
of Ethics



As
of June 30, 2011, we had not adopted a Code of Ethics for Financial Executives, which would include our principal executive officer,
principal financial officer, principal accounting officer or controller, or persons performing similar functions.



Item
11. Executive Compensation



Compensation
Discussion and Analysis



We
currently do not have an employment agreement with our sole executive officer and we have not established a system of executive
compensation or any fixed policies regarding compensation of executive officers.  Due to financial constraints typical
of those faced by a development stage business, we have not paid any cash and/or stock compensation to our named executive officer.

As
our business and operations expand and mature, we expect to develop a formal system of compensation designed to attract, retain
and motivate talented executives.



Summary
Compensation Table



The
table below summarizes all compensation awarded to, earned by, or paid to our former or current executive officers for the fiscal
years ended 2011 and 2010.



|SUMMARY
    COMPENSATION TABLE                                                                                                                  
|------------------------------------------------------------------------------------------------------------------------------------------------
|Name
                                                                                                     and
        principal
        position
|Jason
    Sakowski, President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, and Director                             
|David
    Woo, former officer                                                                                                                   



12


Table of Contents


Narrative
Disclosure to the Summary Compensation Table



We
have not entered into any employment agreement or consulting agreement with our executive officer. There are no arrangements or
plans in which we provide pension, retirement or similar benefits for executive officers.



Although
we do not currently compensate our officers, we reserve the right to provide compensation at some time in the future. Our decision
to compensate officers depends on the availability of our cash resources with respect to the need for cash to further our business
purposes.



Outstanding
Equity Awards at Fiscal Year-End



The
table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive
officer as of June 30, 2011.



|OUTSTANDING
    EQUITY AWARDS AT FISCAL YEAR-END
|------------------------------------------------
|OPTION
    AWARDS                               
|Name                                            
|Jason
    Sakowski                              
|David
    Woo, former officer                   



Director
Compensation



The
table below summarizes all compensation of our directors as of June 30, 2011.



|DIRECTOR
    COMPENSATION     
|------------------------------
|Name                          
|Jason
    Sakowski            
|David
    Woo, former director



Narrative
Disclosure to the Director Compensation Table



We do not
compensate our directors for their service at this time.



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Table of Contents


Item 12. Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters



The
following table sets forth, as of September 13, 2011, the beneficial ownership of our common stock by each executive officer and
director, by each person known by us to beneficially own more than 5% of the our common stock and by the executive officers and
directors as a group:





|Title
    of class                  | Name
    and address of beneficial owner (1)                                                                                                                                                                                                                                                                                                                                                                                                                                                        | Amount
    of beneficial ownership | Percent
    of class*
|----------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------- | ---------------------
|                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                    |                      
|Executive
    Officers & Directors:
|                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                    |                      
|Common                              | Jason
                                                                                          Sakowski
        1114
        17th Ave., Suite 105
        Nashville,
        TN 37212                                                                                                                                                                                                                                                                                                              | 0                                  | 0%                   
|                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                    |                      
|Common                              | Total
    all executive officers and directors                                                                                                                                                                                                                                                                                                                                                                                                                                                      | 0                                  | 0%                   
|                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                    |                      
|Other
    5% Owners                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                   
|Common                              | Kenneth
        Roy White
        1114
        17th Ave., Suite 105
        Nashville,
        TN 37212                                                                                                                                                                                                                                                                                                                                                                                             | 388,800,000                        | 82.84%               
|                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                    |                      
|(1)                                 | As
    used in this table, "beneficial ownership" means the sole or shared power to vote, or to direct the voting of, a
    security, or the sole or shared investment power with respect to a security (i.e., the power to dispose of, or to direct the
    disposition of, a security). In addition, for purposes of this table, a person is deemed, as of any date, to have "beneficial
    ownership" of any security that such person has the right to acquire within 60 days after such date.
|                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                    |                      



Item
13. Certain Relationships and Related Transactions, and Director Independence



Except
as stated herein, none of our directors or executive officers, nor any proposed nominee for election as a director, nor any person
who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to all of our outstanding
shares, nor any members of the immediate family (including spouse, parents, children, siblings, and in-laws) of any of the foregoing
persons has any material interest, direct or indirect, in any transaction over the last two years or in any presently proposed
transaction which, in either case, has or will materially affect us.



Various
expenses including advertising, promotional expenses, and general and administrative expenses as well as loans for operating purposes
have been paid for or made by our former officer, David Woo. The related party payables total $68,691 and $63,091 as of June 30,
2011 and 2010, respectively, bear interest at six percent (6.0%), are unsecured and are due upon demand. During the years ended
June 30, 2011 and 2010, we recorded interest expense of $4,121, and $3,686, respectively. Accrued interest associated with these
payables totaled $11,255, and $7,134 as of June 30, 2011 and 2010, respectively.



Item
14. Principal Accounting Fees and Services



Below is
the table of Audit Fees (amounts in US$) billed by our auditor in connection with the audit of the Company’s annual financial
statements for the years ended:





|Financial
    Statements for the Year Ended June 30 |  | Audit
    Services |        | Audit
    Related Fees |  | Tax
    Fees |   | Other
    Fees
|--------------------------------------------------- |  | ------------------ | ------ | ---------------------- |  | ------------ | - | --------------
|2011                                                |  | $                  | 15,250 |                        |  | $            | 0 |               
|2010                                                |  | $                  | 4,750  |                        |  | $            | 0 |               







We do not have an audit committee. Our Board of Directors acts as our audit committee and pre-approves all
services, including both audit and non-audit services, provided by our independent accountants.

14


Table of Contents


PART
IV



Item
15. Exhibits, Financial Statements Schedules



|(a) | Financial
    Statements and Schedules
|--- | --------------------------------------



Financial
Statements (See Item 8)



|(b) | Exhibits
|--- | --------



|Exhibit
    Number | Description                                                                                                                                                                          
|------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1                | Articles
    of Incorporation, as amended(1)                                                                                                                                         
|3.2                | Bylaws,
    as amended(2)                                                                                                                                                            
|3.3                | Certificate
    of Amendment(3)                                                                                                                                                      
|3.4                | Certificate
    of Amendment(4)                                                                                                                                                      
|21.1               | Subsidiaries
    of Registrant(5)                                                                                                                                                    
|31.1               | Certification
    of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302
    of the Sarbanes-Oxley Act of 2002  
|31.2               | Certification
    of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302
    of the Sarbanes-Oxley Act of 2002  
|32.1               | Certification
    of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
    906 of the Sarbanes-Oxley Act of 2002



(1)Incorporated by reference to the Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on
December 17, 2008.

(2)Incorporated by reference to the Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on
December 17, 2008.

(3)Incorporated by reference to the 8K filed with the Securities and Exchange Commission on June 22, 2011.

(4)Incorporated by reference to the 8K filed with the Securities and Exchange Commission on August 4, 2011.(5) Incorporated by reference to the 10K filed with the Securities and Exchange Commission on September 30, 2011.

15


Table of Contents


SIGNATURES



In accordance
with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.



GLOBAL
KARAOKE NETWORK, INC.



By:
/s/ Jason Sakowski

Jason
Sakowski

President,
Chief Executive Officer, and Director

October
4, 2011



In accordance
with Section 13 or 15(d) of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated:



By:
/s/ Jason Sakowski

Jason
Sakowski

President,
Chief Executive Officer, and sole Director

October
4, 2011



16