ALL OF THE INFORMATION CONTAINED IN THIS INFORMATION AND DISCLOSURE STATEMENT HAS BEEN COMPILED TO FULFILL THE DISCLOSURE REQUIREMENTS OF RULE 15C2-11 (A)(5) PROMULGATED UNDER THE SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED. THE ENUMERATED CAPTIONS CONTAINED HEREIN CORRESPOND TO THE SEQUENTIAL FORMAT SET FORTH IN THE RULE. Item (i): The exact name of the issuer and its predecessor (if any).
 
MUNDUS GROUP, INC.
Item (ii): The address of its principal executive offices.
Mundus Group, Inc.
3540 W. Sahara Ave #1255
Las Vegas, NV 89102-5816
Tel: +1 (866) 990-1118
Fax: +1 (805) 426-8888
Email: e-mail to: Info
 
Issuer's Investor Relations:
Tel +1(866) 990-1118 EXT. 4
Email: e-mail to: Investor Relations
 
Item (iii): The state and date of incorporation, if it is a corporation. Nevada. September 1, 1992. Item (iv): The exact title and class of each class of securities outstanding. The Corporation has outstanding common stock. The trading symbol for the common stock is MNDP The CUSIP # for the common stock is 626137 301. Item (v): The par or stated value of the security. The par value for both the common and preferred stock is $0.001. Item (vi): The number of shares or total amount of the securities outstanding for each class of securities outstanding and a list of securities offerings and shares issued for services in the past two years.
 
COMMON STOCK Fiscal Year Ended Current Date
Period and Date: January 31, 2011 January 26, 2012
Number of Shares Authorized 10,000,000,000 10,000,000,000
Number of Shares Outstanding 2,706,075,036 1,429,275,989
Freely Tradeable (Public Float) 2,584,837,053 1,183,909,465
Total Number of Shareholders of Record 713 181
     
PREFERRED STOCK    
Period and Date: January 31, 2011 October 03, 2011
Number of Shares Authorized 20,000,000 20,000,000
Number of Shares Outstanding 3 3
Total Number of Shareholders 3 3
 
March 2003, The Company entered into a merger agreement for all issued and outstanding shares of New Thought Broadcasting, Inc. ("NTB"), in exchange for 6,064,464 shares of the Company. The Company later issued 39,200,000 shares to the principals of NTB, completing the merger agreement. The transaction was subsequently canceled and all 45,264,464 shares were returned to the Company.

In April 2004, the Company's directors received 2,400,000 shares of the Company's common stock, in reliance on the exemption from the registration requirements of the Securities Act pursuant to Section 4(2) for offers and sales of securities that do not involve a public offering.

In November 2004, the Company entered into a merger agreement for all outstanding shares of Kettleman City Properties, LLC, Selma Cost Less Markets, Inc., R and M Supermarkets, Inc. and Dinuba Cost Less Markets Inc., collectively referred to as the “Faridi Group,” in exchange for 27,000,000 shares of the Company. The transaction was subsequently canceled and all 27,000,000 shares were returned to the Company.

In February 2005, the Company issued 11,550,000 shares of common stock for cash and services to various investors, including former officers and directors in reliance on the exemption from registration provided by Section 4(2).

In September 2005, the Company issued 650,000 shares of its common stock.
In October 2005, the Company issued 7,248,818 shares of its common stock.
In November 2005, the Company issued 525,000 shares of its common stock.
From January 10, 2006 to July 21, 2006, the Company issued 3,887,930 shares of its common stock. All of the above transactions were in reliance on the exemption from registration provided by Section 4(2) of the Securities Act of 1933 as non-public offerings.

On July 28, 2006, the Company issued 56, 234 shares of its common stock to four (4) investors pursuant to Regulation S under the Securities Act of 1933 as offshore transactions with non-United States residents residing abroad.

In instances described above where we indicate that we relied upon Section 4(2) of the Securities Act of 1933 in issuing securities, our reliance was based upon the following factors: (a) the issuance of the securities was an isolated private transaction by us which did not involve a public offering; (b) there were only a limited number of offerees; (c) there were no subsequent or contemporaneous public offerings of the securities by us; (d) the securities were not broken down into smaller denominations; and (e) the negotiations for the sale of the stock took place directly between the offeree and us.

Item (vii): The name and address of the transfer agent.
Transfer Online, Inc. 512 SE Salmon St. Portland, OR 97214 Telephone: (503) 227-2950. The transfer agent is registered under the Securities Exchange Act of 1934 and is regulated by the Securities and Exchange Commission. Item (viii): The nature of the issuer's business.
 

A. Business Development
Form of Organization: Nevada Corporation. Year Issuer was organized: Incorporated in Nevada on September 1, 1992, Fiscal Year End Date: January 31. Whether the issuer (and/or any predecessor) has been in bankruptcy, receivership or any similar proceedings: No. Any material reclassification, merger, consolidation or purchase or sale: In September 2005, as amended November 2005, the Company entered into an agreement to acquire all of the issued and outstanding shares of Roadable Aircraft International, Inc., a Delaware corporation formed in January 2000, in exchange for 6,773,818 shares of the Company's common stock. In February 2006, Twin Hills, Inc., a Kentucky corporation, a wholly-owned subsidiary of the Company, merged with and into Twin Hills Collectables, Inc., a Kentucky corporation. Twin Hills Collectables, Inc. subsequently changed its name to Twin Hills IV, Inc.

On July 29, 2007, Mundus Group, Inc. and Twin Hills IV, Inc. agreed to divest Twin Hills IV, Inc.
On July 13, 2009 Mundus Group, Inc. acquired Airstar International, Inc.
On February 17, 2011 Mundus Group, Inc. aquired LKKO, Inc.with its subsidiary Goki-Mfg
On February 18, 2011 Mundus Group, Inc. and Airstar Intl. agreed to divest Airstar Intl.
Has the Company had any default of the terms of any note, loan, lease, or other indebtedness or financing arrangement requiring the issuer to make payments?  No.
Has the Issuer undergone any change of control?  No.
Has there been an increase in Ten (10%) Percent or more of the same class of outstanding equity securities?  Yes. There was an increase in common stock outstanding of greater than 10% in fiscal years 2005, 2006 and 2007. The number of Common Stock issued each year was 9,360,051, 10,556,856, and 11,174,173 respectively. Describe any past, pending or anticipated stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization. Effective April 8, 2003, the Company completed a 1-for-50 reverse stock split. Effective August 16, 2004, the Company completed a 6-for-1 forward stock split. Effective October 27, 2008, the Company completed a 100 to 1 reverse stock split. Effective June 10, 2011 the company completed a 1000 to 1 reverse stock split

Whether the issuer has been delisted by any securities exchange or NASDAQ or deletion from the OTC Bulletin Board?  No.
Whether there are any current, past, pending or threatened legal proceedings or administrative actions either by or against the issuer that could have a material effect on the issuer's business, financial condition, or operations?  Yes. A suit and counter-suit have been filed in connection with the divestiture of Twin Hills. The suit was settled without any loss to the Company.
Whether there are any current, past or pending trading suspensions by a securities regulator?  No.
State the names of the principal parties, the nature and current status of the matters, and the amounts involved.

Whether there are any current, past or pending trading suspensions by a securities regulator?  No.
State the names of the principal parties, the nature and current status of the matters, and the amounts involved.

B. Business of the Issuer.
Provide a description of the Issuer's business so a potential investor can clearly understand it. The Primary SIC Code for the Company 3944. Whether the Issuer has never conducted operations, is in the development stage or is currently conducting operations. The Company's subsidiary Roadable Aircraft International has no significant operations to date.
State the names of any parent, subsidiary, or affiliate of the issuer, and describe its business purpose, its method of operation, its ownership, and whether it is included in the financial statements attached to this disclosure document. The Company and its Board of Directors have unanimously decided that it is in the best interest of Mundus Group and its investors to focus on the VTOL Technology interests within the RAI subsidiary/division. To this extent Mundus Group, Inc. is divesting its unprofitable subsidiary, “Twin Hills.” Twin Hills had a whirlwind success story that peaked in 1999 when Twin Hills grossed $15,000,000 and was listed in Inc. Magazine as the 32nd fastest growing business in the country.

Roadable Aircraft International, Inc. has developed and intends to market a vertical take-off and landing vehicle (VTOL). It should be noted to the investor that all 3 of the RAI (Roadable Aircraft Inc.) Prototypes, business plans and technology were previously invented, researched, developed and built in California between 1992 and 2003 and remains strategically and intellectually based in the Southern California aerospace industry.

The effect of existing or probable governmental regulations on the business. The Company does not foresee any substantial changes that could adversely affect the business of the Company at this time.

Goki Manufacturing Group brings a state of the art CNC prototyping facility to Mundus with over forty years in machining, fabrication and assembly providing production capabilities. Goki Manufacturing and its Storm Products brand have become well known in the Off Road Bike and All Terrain Vehicle world for their superior engineered parts and durability under the worse conditions imaginable. Storm Products provides custom engineered replacement parts for Honda, Kawasaki, Yamaha and Suzuki that are the professional?s choice among top motocross, off road racing and ATV high performance equipment. Goki Manufacturing holds World Land Speed Record set at Bonneville Nationals, Inc. with the Southern California Timing Association "Sponsors of the World's Fastest Automotive Speed Trials", Goki holds world speed records for September 25, 1980 94.074 and September 27, 1980 100.807 mph Class A-AB-125 Motorcycle. Goki Mfg grew with the film production industry and built the first 2 axis camera mounts made for Camera Car Industries Inc. in 1987. When Hollywood vehicle engineer Allan Padleford needed close up high speed race car action for the 1990 hit movie, Days of Thunder, he turned to Goki Manufacturing to build and configure the tools he would need to get that amazing camera car auto-racing footage. This was the first time that a camera car was driving at high speeds embedded in the race in order to capture the thrills through what was the cutting edge of cinematography at its inception. Serving the Mecca for the movie industry, custom vehicles, aerospace and high tech innovation in southern California, Goki Manufacturing Group grew in business because of exceptional experience in multiple technologies.

C. Investment Policies. The Company does not have any investments and does not presently own any real estate or real estate-related investments.

Item (ix): The nature of products or services offered.
Principal products or services, and their markets. Through its subsidiary, the Company is engaged in the following activities: Roadable Aircraft International, Inc is involved in research and development on the patented technology of VTOL. The Company’s goal is to develop and market the world's first commercially successful vertical takeoff and landing vehicle. Roadable has had no significant operations to date. The Company, through this subsidiary holds two US patents on the Vertical Take-Off and Landing Vehicle.

Roadable Aircraft International is in the development stage and does not yet distribute any products or services. Status of any publicly announced new product or service. Announcements of new products are made as they become available. The purpose of any such announcements is only to inform present and potential customers of new products and services.

Competitive business conditions, the issuer's competitive position in the industry, and methods of competition. Sources and availability of raw materials and the names of principal suppliers. Not applicable at this time.

Dependence on one or a few major customers. The Company is not particularly dependent on a few major customers.

Patents, trademarks, licenses, franchises, concessions, royalty agreements or labor contracts, including their duration. The Company's subsidiary, Roadable Aircraft International, holds the following patents on the Vertical Take-Off and Landing Vehicle: US 6,457,670 and US 2002/0104919A1, dated October 1, 2002 entitled “Counter Rotating Ducted Fan Flying Vehicle”. Mundus Group also holds a patent on a "Telescopyng Wing System" issued on November 16, 2010 under patent US 7,832,690 B1

The need for any government approval of principal products or services. Discuss the status of any requested government approvals. None at this time.

Item (x): The nature and extent of the issuer's facilities. Describe the assets, properties or facilities of the issuer, give the location of the principal plants and other property of the issuer and describe the condition of the properties. If the issuer does not have complete ownership or control of the property (for example, if others also own the property or if there is a mortgage on the property), describe the limitations on the ownership. If the issuer leases any assets, properties or facilities, clearly describe them as above and the terms of their leases. Not Applicable at this time.

 
The Company's current officers and directors are as follows:
Name Age Title
Josef Obermeier 60 Chief Executive Officer and Director
Keith Michael Field 59 Chairman of the Board and Director
A. Dale Henry 58 Director
Josef Obermeier has been appointed as our President, Chief Executive Officer and a Director since August 16, 2007 replacing Mr. Halsell who resigned as President and CEO after retaining that position since April 2006.

Josef Obermeier, President/CEO, and Director Mr. Obermeier has been Technical Advisor for RAI since 2001. Mr. Obermeier has had a successful career in the electronic industry. He graduated in Munich, Germany at the GBS, Technical School and has a degree in Electrical Engineering. He worked in Germany as a project manager for FSG a company building TV studios. He immigrated in 1979 to the US and until 1988, worked as an IT manager and purchasing manager at California based Soltec, Inc., an electronic test equipment company, where he also acted as the liaison for the company's European vendors. From 1988 until 1993 he has been the General Manager for Sim-Trade Co., a computer peripheral company. He increased the company's business by setting up hard drive repair shops in Germany and Korea. In 1993 he founded what is now a successful computer consulting company. Mr. Obermeier brings to Mundus a wealth of knowledge and diverse expertise in the industry.

Keith Michael Field, Chairman of the Board and Director Mr. Field is currently chairman of Mundus Group, Inc. and Sr. Vice President of Marketing for RAI a subsidiary, where he has been involved in the VTOL aerospace technologies project since 1997 as project development coordinator. Mr. Field co-developed the current UAV VTOL military and civilian applications including the concept of Pedestrian Proximity. As coordinator for the US Navy CRADA Cooperative Research and Development Agreement from 2000-2004 he prospected all CNC steel and composite parts vendors, design and aviation engineers, business acquisitions and services and continues work with US NAVY patent attorneys. In high tech marketing and sales for over 25 years and a manager for ITT 1995-96 and consultant for AT&T 1991-93, he was Director of Marketing and Investor Relations at North Park Holdings 2003. Mr. Field majored in Architectural Engineering and received honors from Illinois Institute of Technology. Mr. Field attended Drake University where he majored in Business/Psychology. Mr. Field received/academic scholarship to Loyola University's Medical school and majored in Bio/Psychology completed internship program as Loyola counselor & staff / studied Computer Science at Roosevelt University, Chicago.

A. Dale Henry, Director has been elected to the Board of Directors of the Company in November 2010. Mr. Henry graduated from the University of Texas in 1974, where he earned a Bachelor in Business Administration. He began his career as a State Auditor for the State of Texas. He is a Certified Public Accountant and has spent most of his career in the private sector as a CFO for both public companies and small corporations. As Finance Director Mr. Henry has directed Accounting and Finance Departments, been responsible for human resources and payroll functions including benefits and payroll processing for 100+ employees, prepared operating statements for Board of Directors and Supervised staff and trained managers. He is currently the CEO of Spectrum Acquisition Holdings.


Corporate Counsel
David Sayid Attorney at Law, 408 West 57th Street Ste 8E,  New York, NY 10019, Telephone: (212) 262-1166 Fax: (212) 247-7535 Mr. Sayid is not the beneficial holder of any securities of the Company.

Accountant or Auditor
A. Dale Henry, CPA is a Certified Public Accountant and has spent most of his career in the private sector as a CFO for both public companies and small corporations. Mr. Henry began his career in government as a State Auditor for the State of Texas auditing Title XIX and XX programs.
Mr. Henry is diligent as our CPA with the requirements of SEC reporting, the accounting system and the calculations behind the accounting to explain the key concepts to auditors. Therefore, the auditors will be able to perform their review, and the company will be able to prepare and submit the required financial statements timely.

None of the above named parties have, in the past five years, been the subject of:

(i) A conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding (excluding traffic violations and other minor offenses); (ii) The entry of an order, judgment or decree, not subsequently reversed, suspended or vacated, by a court of competent jurisdiction that permanently or temporarily enjoined, barred, suspended or otherwise limited such person's involvement in any type of business, securities, commodities, or banking activities; (iii) A finding or judgment by a court of competent jurisdiction (in a civil action), the SEC, the CFTC, or a state securities regulator of a violation of federal or state securities or commodities law, which finding or judgment has not been reversed, suspended, or vacated; or (iv) There entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended or otherwise limited such party's involvement in any type of business or securities activities.

Beneficial Ownership The following table sets forth information, as of September 03, 2011, with respect to the beneficial ownership of the issuer's common and class A preferred stock by each person known by the issuer to be the beneficial owner of more than 5% of the before mentioned stock of the issuer.

 
Common Stock
Name Shares Held Percentage
Josef Obermeier 101,042,697 8.53%
Keith M. Field 61,043,212 5.16%
A. Dale Henry 60,000,000 5.07%
Preferred Stock of Class A
Name Shares Held Percentage
Josef Obermeier 1 33.3%
Keith M. Field 1 33.3%
A. Dale Henry 1 33.3%
Item (xii): Adequate disclosure of the issuer's (or its predecessor's) current financial position, which should include the most recent fiscal year and any interim quarters. Item (xiii): Similar financial information for such part of the 2 preceding fiscal years as the issuer or its predecessor has been in existence. Item (xiv): Whether any quotation is being submitted or published directly or indirectly on behalf of the issuer, or any director, officer, affiliate, or any person, directly or indirectly the beneficial owner of more than 10 percent of the outstanding units or shares of any equity security of the issuer, or at the request of any promoter for the issuer, and, if so, the name of such person, and the basis for any exemption under the federal securities laws for any sales of such securities on behalf of such person. A person is presumed to be an affiliate if they own more than 10% of the stock, but may be an affiliate even if they own less stock if the facts and circumstances indicate that they are participating with the issuer in a distribution of securities with a view to raising capital for the issuer. Not Applicable

CERTIFICATION I, Josef Obermeier, hereby certify that I have reviewed the Information and Disclosure Statement and the Exhibits thereto, and I have full authority to sign on behalf of the Company and do hereby certify that the information contained herein is complete and presented fairly in all material respects.

Dated: January 26, 2012 /s/ Josef Obermeier