UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended ~~September~~December 3031, 2014

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ toto___________

Commission File Number: 000-55194

GEO JS TECH GROUP CORP.

(Exact name of registrant as specified in its charter)

Texas	27-2359458
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

6360 Corporate Drive, Houston, Texas 77036

(Address of principal executive offices)

(347) 341-0731

(Registrant's telephone number, including area code)

Indicate by check mark 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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the 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 [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] (Do not check if a smaller reporting company)

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

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date.

~~Class~~	~~Outstanding as of November 14, 2014~~Class	Outstanding as of February 13, 2015
~~Common Stock, $0.001 par value~~	~~204~~Common Stock,~~980,000~~ $0.001 par value	204,980,000

TABLE OF CONTENTS

Heading		Page
PART I — FINANCIAL INFORMATION	~~PART I — FINANCIAL INFORMATION~~
Item 1.	Financial Statements	23
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	29
Item 4.	Controls and Procedures	29
PART II — OTHER INFORMATION	~~PART II — OTHER INFORMATION~~
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	Mine Safety Disclosures	3031
Item 5.	Other Information	3031
Item 6.	Exhibits	31
	Signatures	32

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

The accompanying unaudited balance sheet of GEO JS Tech Group Corp. as at ~~September~~December 3031, 2014, related unaudited statements of operations and cash flows for the three and ~~six~~nine months ended ~~September~~December 3031, 2014 and 2013, have been prepared by management in conformity with United States generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the ~~company~~Company’s March 31, 2014 audited financial statements ~~included in its Form 10-K annual report filed with the SEC on July 11, 2014~~. Operating results for the period ended ~~September~~December 3031, 2014, are not necessarily indicative of the results that can be expected for the fiscal year ending March 31, 2015 or any other subsequent period.

GEO JS TECH GROUP CORP.

FINANCIAL STATEMENTS

AS AT DECEMBER 31, 2014 AND 2013

GEO JS Tech Group Corp.

Index to Financial Statements

Balance Sheets as at September 30, 2014 and March 31, 2014	3
Balance Sheets as at December 31, 2014 and March 31, 2014	F-5
Statements of Income – Three and Six Months Ended September 30, 2014 and 2013	4
Statements of Income for the Three and Nine Months ended December 31, 2014	F-6
Statements of Stockholders’ Equity – Six Months Ended September 30, 2014	5
Statements of Stockholders’ Equity - Nine Months Ended December 31, 2014	F-8
Statements of Cash Flows – Six Months Ended September 30, 2014 and 2013	6
Statements of Cash Flows - Nine Months Ended December 31, 2014 and 2013	F-9
Notes to Financial Statements	7F-10

GEO JS TECH GROUP CORP.

BALANCE SHEETS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

ASSETS	Notes	Unaudited ~~September~~December 3031, 2014		Audited March 31, 2014
Current assets
Cash and cash equivalents	2(d)	$	2414,~~358~~937	$	191,513
Inventory	2(p)		0		0
Total current assets		$	2414,~~358~~937	$	191,513
Machinery, equipment and other depreciable assets, net	4	$	2,~~323~~269,~~230~~928		2,429,835
Mining assets	2(g)		217,600		217,600
Total long term assets		$	2,~~540~~487,~~830~~528	$	2,647,435
TOTAL ASSETS		$	2,~~565~~502,~~188~~465	$	2,838,948
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable		$	27,240	$	58,240
Loans from shareholders	5		~~581~~567,000		500,000
Payroll tax payable			133		132
Total current liabilities		$	~~608~~594,373	$	558,372
TOTAL LIABILITIES		$	~~608~~594,373	$	558,372

COMMITMENT AND CONTINGENCIES	10
STOCKHOLDERS’ EQUITY
Common stock at $0.001 par value,500,000,000 shares authorized, 204,980,000 and 97,980,000 shares issued and outstanding at September 30, 2014 and March 31, 2014	11	$	204,980	$	204,980
Common stock at $0.001 par value,500,000,000 shares authorized, 204,980,000 and 97,980,000 shares issued and outstanding at March 31, 2014 and 2013	11	$	204,980	$	204,980
Additional paid-in capital	11		5,995,520		5,995,520
Accumulated deficit			(4,~~243~~292,~~684~~408)		(3,919,924)
		$	1,~~956~~908,~~816~~092	$	2,280,576
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	1,~~956~~908,~~816~~092	$	2,838,948

See accompanying notes to financial statements

3F - 5

GEO JS TECH GROUP CORP

STATEMENTS OF INCOME AND COMPREHENSIVE INCOME AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013 (Unaudited ) (Stated in US Dollars)

(Unaudited )

				Three Months Ended				Nine Months Ended
	Notes			Unaudited		Unaudited		Unaudited		Unaudited
				December 31,		December 31,		December 31,		December 31,
					2014		2013		2014		2013

Net revenues		2(j)	(j)	$	189,800	$	0	$	1,628,800	$	1,598,936

Cost of net revenues					-181,998		0		-1,775,526		2,040,142

Gross(loss) / profit				$	7,802	$	0	$	-146,726	$	-441,206

Operating expenses				$	-56,525	$	-514,935	$	-225,758	$	-1,556,236

Profit/(Loss) from operations				$	-48,723	$	-514,935	$	-372,484	$	-1,997,442

Interest income					0		0		0		0

Interest expense		5			0		0		0		0

Profit/(Loss) before income taxes				$	-48,723	$	-514,935	$	-372,484	$	-1,997,442

Income taxes		7			0		0		0		0

Net profit loss				$	-48,723	$	-514,935	$	-372,484	$	-1,997,442

Net Profit/(loss) per share - Basic and diluted				$	-0.0002	$	-0.0025	$	-0.0018	$	-0.0140

Weighted average no. of common stock - Basic and diluted		13			204,980,000		204,980,000		204,980,000		142,186,522

(Stated in US Dollars)

STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

			Three Months Ended				Six Months Ended
	Notes		Unaudited		Unaudited		Unaudited		Unaudited
			September 30,		September 30,		September 30,		September 30,
				2014		2013		2014		2013
Net revenues		2 (j)	$	109,000	$	0	$	1,439,000	$	1,598,936
Cost of net revenues				-369,522		-29,500		-1,593,527		2,040,142
Gross(loss) / profit			$	-260,522	$	-29,000	$	-154,528	$	-441,206
Operating expenses			$	-75,463	$	-500,697	$	-169,232	$	-1,041,301
Profit/(Loss) from operations			$	-335,986	$	-530,197	$	-323,760	$	-1,482,507
Interest income				0		0		0		0
Interest expense		5		0		0		0		0
Profit/(Loss) before income taxes			$	-335,986	$	-530,197	$	-323,760	$	-1,482,507
Income taxes		7		0		0		0		0
Net profit loss			$	-335,986	$	-530,197	$	-323,760	$	-1,482,507
Net Profit/(loss) per share - Basic and diluted			$	-0.0016	$	-0.0026	$	-0.0016	$	-0.0072
Weighted average no. of common stock - Basic and diluted		13		204,980,000		204,980,000		204,980,000		204,980,000

See accompanying notes to financial statements

4F - 6

GEO JS TECH GROUP CORP.

STATEMENTS OF STOCKHOLDERS’ EQUITY

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Unaudited)

(Stated in US Dollars)

	No. Shares Outstanding		Common Stock		Additional Paid-In capital		Accumulated Deficit (Restated)			Total (Restated)
	No.				Additional
Balance, April 1, 2011		85,000,000	$	85,000	$	2,167,500	$	(763,205	)	$	1,489,295
	Shares		Common		Paid-In		Accumulated
	Outstanding		Stock		capital		Deficit			Total
							(Restated)			(Restated)
Balance, April 1, 2011		85,000,000	$	85,000	$	2,167,500	$	(763,205)		$	1,489,295
Issuance of common stock		12,980,000		12,980		1,285,020		-			1,298,000
Net loss (restated)		-		-		-		(91,388)	)		(91,388)	)
Balance, March 31, 2013 (restated)		97,980,000	$	97,980	$	3,452,520	$	(854,593	)	$	2,695,907
Balance, April 1, 2013		97,980,000	$	97,980	$	3,452,520	$	(854,593	)	$	2,695,907
Issuance of common stock		107,000,000		107,000		2,543,000		-			2,650,000
Net loss		-		-		-		(3,065,331)	)		(3,065,331)	)
Balance, March 31, 2014		204,980,000		204,980	$	5,995,520	$	(3,919,924)	)	$	2,280,576
Net Profit		-		-		-		(~~323~~372,~~760~~484)	)		(~~323~~372,~~760~~484)	)
Balance, September 30, 2014		204,980,000		204,980		5,995,520		(4,243,684	)		1,956,816
Balance December 31, 2014		204,980,000		204,980	$	5,995,520	$	(4,292,408)		$	1,908,092

See accompanying notes to financial statements

5F - 7

GEO JS TECH GROUP CORP.

STATEMENTS OF CASH FLOWS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Unaudited)

(Stated in US Dollars)

	Note	Unaudited ~~September~~December 3031 2014		Unaudited ~~September~~December 3031 2013
Cash flows from operating activities
Net Profit/(loss)		$	(~~323~~372,~~760~~484)		$	(1,~~482~~997,~~507~~442)
Depreciation	4		~~106~~159,~~606~~907			~~106~~159,~~606~~907
Non cash professional expenses			0
Adjustments to reconcile net loss to net cash provided by operating activities:
Account Receivable			0			(~~480~~287,~~000~~600)
Inventory			0			250,000
Accounts payable			(31,000)			(10,000)
Prepayment Non-Cash			0			~~850~~1,275,000
Other payables – payroll tax			0			(~~730~~729)
Net cash used in operating activities		$	(~~248~~243,~~154~~577)		$	(~~756~~610,~~631~~864)
Cash flows from investing activities:
Purchase of mining machinery and equipment		$	0		$	0
Acquisition of mining assets			0			0
Net cash used in investing activities		$	0		$	0
Cash flows from financing activities:
Issuance of common stock	10	$	0		$	0
Forfeiture of common stock	10		0			0
Loans from shareholders			8167,000			515,000
Net cash provided by investing activities		$	8167,000		$	515,000
Net (decrease) / increase in cash and cash equivalents		$	(~~167~~176,~~155~~577)		$	(~~241~~95,~~632~~864)
Cash and cash equivalents – beginning of year			191,~~513~~514			(317,297)
Cash and cash equivalents – end of year		$	2414,~~358~~937		$	75221,~~666~~433
Supplementary cash flow information:
Interest received		$	0		$	0
Interest paid		$	0		$	0

Non-cash Transactions:
Expenses	$	0	$	(1,700,000)
Acquisition of machinery, equipment and other assets	$	0	$	(300,000)
Acquisition deposit of mining assets	$	0	$	(650,000)
Issuance of common stock for non cash properties	$	0	$	2,650,000

See accompanying notes to financial statements

6F - 8

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

1.	ORGANIZATION AND PRINCIPAL ACTIVITIES

Geo JS Tech Group Corp. (hereinafter referred to as the “Company”) was incorporated in the State of Texas on April 13, 2010. The Company is engaged in sand, stone and iron mineral mine exploration in Mexico. Recently, the Company explored shifting its operations from Mexico to a similar trading and mining operation in Malaysia, primarily due to the Mexico federal government placing an additional 9% tax on all export iron mineral and unexpected domestic difficulties levied by the local state government. The Company's fiscal year-end is March 31.

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)	Method of Accounting

The Company maintains its general ledger and journals with the accrual method accounting for financial reporting purposes. The financial statements and notes are representations of management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied in the presentation of financial statements, which are compiled on the accrual basis of accounting.

Group Santander SA DE CV and GEO Iron Resource DE CV is under common control by certain directors of the Company, however, the shareholders component and structure, risk involved, operation regions, accounting policy, mission and objectives are totally different.

Geo Tech will account for the 50% equal interest ownership joint ventures under equity method. Since both joint ventures have no activity in the last ~~six~~nine months due to waiting for the Mexico Mining Minister approval on the necessary license and permit, the equity share contributed by these two joint ventures are zero.

(b)	Use of estimates

The preparation of the financial statements in conformity with generally accepted accounting principles in the United States of America 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 periods. Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ materially from those estimates.

(c)	Economic and political risks

The Company’s operations are mainly conducting mine exploration in the Mexico and selling to People’s Republic of China (“PRC”). Accordingly, the Company’s business, financial condition and results of operations in the Mexico and PRC may be influenced by the political, economic and legal environment in the Mexico and PRC, and by the general state of the Mexico and PRC economy.

The Company’s major mining operations in the Mexico and selling in PRC are subject to special considerations and significant risks not typically associated with companies in North America. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in the Mexico and PRC, and by changes in government administration, governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things. The Company is exploring shifting its trading and mining operations to Malaysia. It is anticipated that the Company will be subject to different type of economic and political risks in Malaysia which may not be similar to those of in Mexico.

7F - 9

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(d)	Cash and cash equivalents

The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. The Company maintains bank accounts in the United States of America and is under $250,000 deposit insurance coverage per account from Federal Deposit Insurance Corporation.

(e)	Account receivable

Accounts receivable is carried at the net invoiced value charged to customer. The Company records an allowance for doubtful accounts to cover estimated credit losses. Management reviews and adjusts this allowance periodically based on historical experience and its evaluation of the collectability of outstanding accounts receivable. The Company evaluates the credit risk of its customers utilizing historical data and estimates of future performance.

(f)	Machinery, equipment and other depreciable assets

Machinery and equipment are carried at cost less accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method. Estimated useful lives of the, machinery and equipment, are as follows:

Machinery	10 years
Equipment	10 years

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the statement of income/operation. The cost of maintenance and repairs is charged to income as incurred, whereas significant renewals and betterments are capitalized.

(g)	Mining assets, Exploration and Stripping Costs

Mining assets include mineral properties and rights, their acquisition costs are initially capitalized as tangible assets when purchased. The Company assesses the carrying costs for impairment when indicators of impairment exist, such as the carrying cost is below the fair value. When determining on the fair value of the asset, the company will include value beyond proven and probable reserves and anticipated future price fluctuations, which include marketplace assumptions with consideration of the company’s operating plans with respect to developing and producing minerals. If proven and probable reserves are established for a mining assets and they have been determined that certain mineral properties can be economically developed and produced, costs will be amortized using the units-of-production method over the estimated life of the proven and probable reserve or duration of mining rights, whichever is practicable.

Exploration costs are expensed as incurred until the establishment of economically viable reserves.

Stripping costs are classified as production costs and are included in the cost of inventory produced.

8F - 10

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(h)

Goodwill

Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. In accordance with Accounting Standards Codification ASC 350 “Intangibles - Goodwill and Other”, goodwill is no longer subject to amortization. Rather, goodwill is subject to at least an annual assessment for impairment, applying a fair-value based test. Fair value is generally determined using a discounted cash flow analysis.

(i)	Accounting for the impairment of long-lived assets

Impairment of Long-Lived Assets is evaluated for impairment at a minimum on an annual basis whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with ASC 360-10 “Impairments of Long-Lived Assets”. An asset is considered impaired if its carrying amount exceeds the future net cash flow the asset is expected to generate. If an asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds its fair market value. The recoverability of long-lived assets is assessed by determining whether the unamortized balances can be recovered through undiscounted future net cash flows of the related assets. The amount of impairment, if any, is measured based on projected discounted future net cash flows using a discount rate reflecting the Company's average cost of capital.

(j)	Revenue recognition

The Company recognizes revenue in accordance with ASC 605 “Revenue Recognition”. The Company recognizes revenue when the significant risks and rewards of ownership have been transferred to the customer pursuant to PRC law, including factors such as when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable, sales and value-added tax laws have been complied with, and collectability is probable. Furthermore, for sales with right of return, the company will anticipate the re-negotiation and price reduction process. The Company will provide a sales reduction provision to reflect the revenue reduction in accordance with ASC 605-15-25-1.

Revenue represents the invoiced value of goods sold recognized upon the delivery of goods to customers and may include shipping/freight charges and/or insurance. Since we do not provide insurance for clients, we do not charge insurance as part of our gross revenue. Revenue on freight charges may be recognized as income in case of the freight charges are borne by our Company. In sales which we do not bear freight charges, no freight charge will be incurred in the gross revenue.

Revenue is recognized when all of the following criteria are met:

- Persuasive evidence of an arrangement exists;

- Delivery has occurred or services have been rendered;

- The seller’s price to the buyer is fixed or determinable; and

- Collection is reasonably assured.

9F - 11

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(k)	Stock compensation

The Company may periodically issue shares of common stock for services rendered or for financing costs. Such shares are valued based on the market price of the shares on the transaction date.

The Company may periodically issue stock options to employees and stock options or warrants to non-employees in non-capital raising transactions for services and for financing costs.

ASC 718 "Compensation - Stock Compensation" prescribes accounting and reporting standards for all stock-based compensation plans, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights may be classified as either equity or liabilities. The Company should determine if a present obligation to settle the share-based payment transaction in cash or other assets exists. A present obligation to settle in cash or other assets exists if: (a) the option to settle by issuing equity instruments lacks commercial substance or (b) the present obligation is implied because of an entity's past practices or stated policies. If a present obligation exists, the transaction should be recognized as a liability; otherwise, the transaction should be recognized as equity.

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50 "Equity -Based Payments to Non-Employees". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date.

In accordance with ASC 718, the cost of stock options and warrants issued to non-employees is measured at the grant date based on the fair value of the award. The fair value of the stock-based award is determined using the Black-Scholes option-pricing model. The resulting amount is charged to expense on the straight-line basis over the period in which the Company expects to receive benefit, which is generally the vesting period.

Stock options issued to non-employee directors at fair market value will be accounted for under the intrinsic value method.

The Company did not have any stock options outstanding during the year ended March 31, 2014 and 2013. Accordingly, no pro forma financial disclosure is provided herein.

10F - 12

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(l)	Issuance of shares for service

The Company accounts for the issuance of equity instruments to acquire goods and services based on the fair value of the goods and services or the fair value of the equity instrument at the time of issuance, whichever is more reliably measurable.

(m)	Advertising

The Company expensed all advertising costs as incurred. Advertising expenses included in selling expenses were $nil and $nil for the ~~quarter~~nine months ended ~~September 31~~December31, 2014 and ~~year ended March 31~~2013, ~~2014,~~ respectively.

(n)	Income taxes

The Company uses the accrual method of accounting to determine and report its taxable income and tax credit in the year in which they are available. The Company has implemented ASC 740 “Income Taxes”.

Income tax liabilities computed according to the United States tax laws are provided for the tax effects of transactions reported in the financial statements and consists of taxes currently due plus deferred taxes related primarily to differences between the basis of fixed assets and intangible assets for financial and tax reporting. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes also are recognized for operating losses that are available to offset future income taxes. A valuation allowance is created to evaluate deferred tax assets if it is more likely than not that these items will either expire before the Company is able to realize that tax benefit, or that future realization is uncertain.

(o)	Comprehensive income

Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other consolidated financial statements. The Company’s has no components of other comprehensive income.

11F - 13

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(p)	Inventories

The Company has only one category of inventory. The inventory consists of finished goods and states at lower of cost or market value. The inventory is derived from crunching down of large rock into 2 to 4 inched lump size ore with appropriate overhead incurred which included labor and processing cost. The management will regularly evaluate the inventory to determine if additional write-downs are required.

(q)	Recent accounting pronouncements

In January 2013, FASB has issued Accounting Standards Update (ASU) No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. This ASU clarifies that ordinary trade receivables and receivables are not in the scope of ASU No. 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities. Specifically, ASU 2011-11 applies only to derivatives, repurchase agreements and reverse purchase agreements, and securities borrowing and securities lending transactions that are either offset in accordance with specific criteria contained in the FASB Accounting Standards Codification™ (Codification) or subject to a master netting arrangement or similar agreement. The FASB undertook this clarification project in response to concerns expressed by U.S. stakeholders about the standard’s broad definition of financial instruments. After the standard was finalized, companies realized that many contracts have standard commercial provisions that would equate to a master netting arrangement, significantly increasing the cost of compliance at minimal value to financial statement users. An entity is required to apply the amendments in ASU 2013-01 for fiscal years beginning on or after January 1, 2013, and interim periods within those annual periods. An entity should provide the required disclosures retrospectively for all comparative periods presented. The effective date is the same as the effective date of ASU 2011-11.

In February 2013, FASB has issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU improves the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in this ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP.

The new amendments will require an organization to:

-Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period.

-Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense.

12F - 14

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (~~continued~~Continued)

(q)	Recent accounting pronouncements (continued)

The amendments apply to all public and private companies that report items of other comprehensive income. Public companies are required to comply with these amendments for all reporting periods (interim and annual). A private company is required to meet the reporting requirements of the amended paragraphs about the roll forward of accumulated other comprehensive income for both interim and annual reporting periods. However, private companies are only required to provide the information about the effect of reclassifications on line items of net income for annual reporting periods, not for interim reporting periods. The amendments are effective for reporting periods beginning after December 15, 2012, for public companies and are effective for reporting periods beginning after December 15, 2013, for private companies. Early adoption is permitted.

In February 2013, FASB issued Accounting Standards Update (ASU) No. 2013-03, Financial Instruments (Topic 825). This ASU clarifies the scope and applicability of a disclosure exemption that resulted from the issuance of Accounting Standards Update No. 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The amendment clarifies that the requirement to disclose "the level of the fair value hierarchy within which the fair value measurements are categorized in their entirety (Level 1, 2, or 3)" does not apply to nonpublic entities for items that are not measured at fair value in the statement of financial position, but for which fair value is disclosed. This ASU is the final version of Proposed Accounting Standards Update 2013-200—Financial Instruments (Topic 825) which has been deleted. The amendments are effective upon issuance.

In February 2013, FASB has issued Accounting Standards Update (ASU) No. 2013-04, Liabilities (Topic 405): Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date. This ASU provides guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements for which the total amount of the obligation within the scope of this ASU is fixed at the reporting date, except for obligations addressed within existing guidance in U.S. GAAP. The guidance requires an entity to measure those obligations as the sum of the amount the reporting entity agreed to pay on the basis of its arrangement among its co-obligors and any additional amount the reporting entity expects to pay on behalf of its co-obligors. The guidance in this ASU also requires an entity to disclose the nature and amount of the obligation as well as other information about those obligations. The amendments in this ASU are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. For nonpublic entities, the amendments are effective for fiscal years ending after December 15, 2014, and interim periods and annual periods thereafter. The amendments in this ASU should be applied retrospectively to all prior periods presented for those obligations resulting from joint and several liability arrangements within the ASU’s scope that exist at the beginning of an entity’s fiscal year of adoption. An entity may elect to use hindsight for the comparative periods (if it changed its accounting as a result of adopting the amendments in this ASU) and should disclose that fact. Early adoption is permitted.

13F - 15

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (~~continued~~Continued)

(q)	Recent accounting pronouncements (continued)

In March 2013, FASB has issued Accounting Standards Update (ASU) No. 2013-05, Foreign Currency Matters (Topic 830). This ASU resolve the diversity in practice about whether Subtopic 810-10, Consolidation—Overall, or Subtopic 830-30, Foreign Currency Matters—Translation of Financial Statements, applies to the release of the cumulative translation adjustment into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business (other than a sale of in substance real estate or conveyance of oil and gas mineral rights)within a foreign entity. In addition, the amendments in this Update resolve the diversity in practice for the treatment of business combinations achieved in stages (sometimes also referred to as step acquisitions) involving a foreign entity. This ASU is the final version of Proposed Accounting Standards Update EITF11Ar—Foreign Currency Matters (Topic 830), which has been deleted. The amendments in this Update are effective prospectively for fiscal years (and interim reporting periods within those years) beginning after December 15, 2013. For nonpublic entities the amendments in this Update are effective prospectively for the first annual period beginning after December 15, 2014, and interim and annual periods thereafter. The amendments should be applied prospectively to derecognition events occurring after the effective date. Prior periods should not be adjusted. Early adoption is permitted. If an entity elects to early adopt the amendments, it should apply them as of the beginning of the entity’s fiscal year of adoption.

In April 2013, FASB Accounting Standards Update 2013-07, Presentation of Financial Statements (Topic 205): Liquidation Basis of Accounting. This ASU clarifies when an entity should apply the liquidation basis of accounting. In addition, the guidance provides principles for the recognition and measurement of assets and liabilities and requirements for financial statements prepared using the liquidation basis of accounting. Liquidation is the process by which a company converts its assets to cash or other assets and settles its obligations with creditors in anticipation of ceasing all of its activities. An organization in liquidation must prepare its financial statements using a basis of accounting that communicates information to users of those financial statements to enable those users to develop expectations about how much the organization will have available for distribution to investors after disposing of its assets and settling its obligations. The ASU requires organization to prepare its financial statements using the liquidation basis of accounting when liquidation is “imminent.” Liquidation is considered imminent when the likelihood is remote that the organization will return from liquidation and either: (a) a plan for liquidation is approved by the person or persons with the authority to make such a plan effective and the likelihood is remote that the execution of the plan will be blocked by other parties; or (b) a plan for liquidation is being imposed by other forces (e.g., involuntary bankruptcy). In cases where a plan for liquidation was specified in the organization’s governing documents at inception (e.g., limited-life entities), the organization should apply the liquidation basis of accounting only if the approved plan for liquidation differs from the plan for liquidation that was specified in the organization’s governing documents. The ASU requires financial statements prepared using the liquidation basis to present relevant information about a company’s resources and obligations in liquidation, including the following:

●l The organization’s assets measured at the amount of the expected cash proceeds from liquidation, including any items it had not previously recognized under U.S. GAAP that it expects to either sell in liquidation or use in settling liabilities (e.g., trademarks).

●l The organization’s liabilities as recognized and measured in accordance with existing guidance that applies to those liabilities.

●l Accrual of the costs it expects to incur and the income it expects to earn during liquidation, including any anticipated disposal costs.

This ASU is effective for interim and annual reporting periods beginning after December 15, 2013, with early adoption permitted.

In July 2013, The FASB has published Accounting Standards Update 2013-09, Fair Value Measurement (Topic 820): Deferral of the Effective Date of Certain Disclosures for Nonpublic Employee Benefit Plans in Update No. 2011-04. This ASU defers indefinitely certain disclosures about investments held by nonpublic employee benefit plans in their plan sponsors’ own nonpublic equity securities. The ASU was approved by the FASB on June 12, 2013. ASU No. 2013-09, Fair Value Measurement (Topic 820): Deferral of the Effective Date of Certain Disclosures for Nonpublic Employee Benefit Plans in Update No. 2011-04, applies to disclosures of certain quantitative information about the significant unobservable inputs used in Level 3 fair value measurement for investments held by certain employee benefit plans.

14F - 16

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(q) Recent accounting pronouncements (continued)

In July 2013, the FASB has issued ASU No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (a consensus of the FASB Emerging Issues Task Force).U.S. GAAP does not include explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The amendments in this ASU state that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This ASU applies to all entities that have unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. The amendments in this ASU are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. For nonpublic entities, the amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. Early adoption is permitted. The amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date. Retrospective application is permitted.

The FASB has issued Accounting Standards Update (ASU) No. 2014-06, Technical Corrections and Improvements Related to Glossary Terms. The amendments in this ASU relate to glossary terms and cover a wide range of Topics in the FASB’s Accounting Standards Codification™ (Codification). These amendments are presented in four sections:

1. Deletion of Master Glossary Terms (Section A) arising because of terms that were carried forward from source literature (e.g., FASB Statements, EITF Issues, and so forth) to the Codification but were not utilized in the Codification.

2. Addition of Master Glossary Term Links (Section B) arising from Master Glossary terms whose links did not carry forward to the Codification.

3. Duplicate Master Glossary Terms (Section C) arising from Master Glossary terms that appear multiple times in the Master Glossary with similar, but not identical, definitions.

4. Other Technical Corrections Related to Glossary Terms (Section D) arising from miscellaneous changes to update Master Glossary terms.

The amendments do not have transition guidance and are effective upon issuance for both public entities and nonpublic entities.

The FASB has issued Accounting Standards Update (ASU) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The amendments in the ASU change the criteria for reporting discontinued operations while enhancing disclosures in this area. It also addresses sources of confusion and inconsistent application related to financial reporting of discontinued operations guidance in U.S. GAAP.

Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. Examples include a disposal of a major geographic area, a major line of business, or a major equity method investment.

In addition, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations.

The new guidance also requires disclosure of the pre-tax income attributable to a disposal of a significant part of an organization that does not qualify for discontinued operations reporting. This disclosure will provide users with information about the ongoing trends in a reporting organization’s results from continuing operations.

15F - 17

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The amendments in this ASU enhance convergence between U.S. GAAP and International Financial Reporting Standards (IFRS). Part of the new definition of discontinued operation is based on elements of the definition of discontinued operations in IFRS 5, Non-Current Assets Held for Sale and Discontinued Operations.

The amendments in the ASU are effective in the first quarter of 2015 for public organizations with calendar year ends. For most nonpublic organizations, it is effective for annual financial statements with fiscal years beginning on or after December 15, 2014. Early adoption is permitted.

The Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements that may have a material impact on results of operations, financial condition, or cash flows, based on current information.

3.	PREPAYMENTS

Prepayments are made for half of 50% of mining assets include mining concession rights in Maria, Manzanillo, Mexico to a joint venture partner and third party for professional fees which are summarized as follow:

	September 30, 2014		March 31, 2014
	December 31, 2014		March 31, 2014
Beginning balance	$	0	$	0
Add: Prepayment for mining assets		0		0
Prepayment for professional fees		0		1,700,000
Less: Transferred to mining assets		0		0
Transferred to expenses		0		(1,700,000)	)
Ending balance	$	0	$	0

16F - 18

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

4.	MACHINERY AND EQUIPMENT, NET

Machinery and equipment comprise the followings:

	September 30 2014			March 30, 2014
	December 31, 2014			March 31, 2013
At cost
Machinery	$	613,184		$	613,184
Equipment		2,482,000			2,482,000
Total assets at cost	$	3,095,184		$	3,095,184
Less: Accumulated depreciation		(~~771~~825,~~954~~256	)		(665,349	)
Net assets	$	2,~~323~~269,~~230~~928		$	2,429,835

Depreciation expenses were $53,305 for ~~September~~the 30nine months ended December 31, 2014 and $213,210 for the years ended March 31, ~~2014~~2013 respectively.

5.	LOANS FROM SHAREHOLDERS

Loans from shareholders are unsecured, interest free and repayable on demand.

In May 2013, the company recorded loans from stockholders and other unrelated party of was $515,000. Details of the company’s loan transactions for the twelve months ended March 31, 2014 are as follows;

Name	Date	Total Aggregate Amount		Payment During the Year		Total Outstanding as of March 31, 2014		Total Interest Paid During the year		Interest Rate			Related or Unrelated
Jimmy Yee(1)	5/18/2013	$	115,000.00	$	0	$	150,000	$	0		0.00	%	Related
Po Wing Hong(2)	5/1/2013	$	200,000.00	$	0	$	200,000	$	0		0.00	%	Unrelated
Madalero Realty(3)	5/1/2013	$	200,000.00	$	50,000	$	150,000	$	0		0.00	%	Unrelated
As of December 31, 2013		$	515,000.00	$	50,000	$	500,000	$	0				$

Notes:

(1)	Jimmy Yee, a related party, made a loan of $150,000, which amount remains outstanding as of March 31, 2014. The loan is unsecured with no interest and repayable on demand.

(2)	Po Wing Hong, a related party, made a loan of $200,000, which amount remains outstanding as of March 31, 2014. The loan is unsecured with no interest and repayable on demand

(3)	Madalero Realty, a related party, made a loan of $200,000, which $150,000 amount remains outstanding as of March 31, 2014. The loan is unsecured with no interest and repayable on demand.

17F - 19

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

6.	RELATED PARTY TRANSACTIONS

During the ~~fiscal~~nine ~~year~~months ended ~~March~~December 31, 2014 and ~~2013~~fiscal year ended March 31, 2014, the Company has the following related party transactions:

During the ~~fiscal~~nine ~~year~~months ended ~~March~~December 31, 2014 and ~~2013~~fiscal year ended March 31, 2014, the Company paid $0 and $0 production cost; and $0 management fees and $0 royalty fees to Pan American Mineral Ventures, S.A. DE C.V., Baja California, Mexico, which was a 50% equal share joint venture partner for Mexico mineral exploration projects since September 26, 2010.

During the ~~fiscal~~nine ~~year~~months ended ~~March~~December 31, 2014 and ~~2013~~fiscal year ended March 31, 2014, the Company paid $0 and $0 management fees to Geo Tech S.A. DE Mexico which was majority owned by one of the shareholder of the Company.

During the ~~fiscal~~nine ~~year~~months ended ~~March~~December 31, 2014 and ~~2013~~fiscal year ended March 31, 2014, the Company paid $0 and $0 production cost to Geotech S.A. DE C.V., which was 70% owned by Edward Mui, one of the shareholder of the Company and 30% owned by unrelated person Wai Tsang.

During the ~~fiscal~~nine ~~year~~months ended ~~March~~December 31, 2014 and ~~2013~~fiscal year ended March 31, 2014, the Company paid $~~29,000~~0 and $429,~~062,~~000 production cost to Geo Iron Resource S.A., which was 51% owned by Edward Mui, 13% by Jimmy Yee, 12% by Huang Y Kao, with aggregated 76% owned by the shareholders of the Company. The rest of the 24% was owned by 6 other unrelated persons, 6% by Mathieu Goldenberg, 6% by Roman Avzski, 3% by Angela Sung, 3% by John Lionti, 3% by Joe Greco Sr., 3% by Joe Greco Jr.

The nature of the $29,000 production cost was for patio rental and administration. The nature of the $4,062,000 production cost payment were made for $2,963,086 iron mineral purchase, $365,820 trucking and gasoline, $332,820 port fee, $229,989 heavy equipment lease, $53,200 salary for Mexico personnel, $48,000 patio rental, $35,585 general administration, $21,500 maintenance, $12,000 rent.

During the ~~fiscal~~nine ~~year~~months ~~March~~ended December 31, 2014 and ~~2013~~fiscal year March 31, 2014, we did no business with Groupo Santander S.A. DE C.V... The detail shareholders of Santander SA DE CV were 62.62% owned by Jeff Zhou, one of the shareholder of the Company; the rest of the 37.37% were owned by 5 other unrelated persons, 18.75% by Wei Qiu, 7.5% by Shan M Chan, 6.25% by Guo D Lin, 4.25% owned by Anita Cheung, 0.63% owned by Dak T Yee.

18F - 20

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

7.	INCOME TAXES

The Company is subject to federal corporation income taxes at a maximum rate of 33% in the United States, the tax jurisdiction in which they are operating. Texas State is not required to file the corporation income tax returns and no corporation income tax is levied.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carry forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income of the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Realization of the deferred tax asset is dependent on generating sufficient taxable income in future years. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company is subject to the United States Federal corporation income tax at a rate of 33%. The reconciliation of the United State Federal income tax rate to the effective income tax rate based on loss before income taxes stated in the financial statements concerning the net operation loss carried forwards and the deferred taxation are as following:

	September 30, 2014			March 31, 2014
	Dec 31, 2014			March 31, 2014
Deferred Tax Assets:
Net operating loss carried forwards	$	(4,~~243~~292,~~684~~520	)	$	(3,~~919~~065,~~924~~331	)
Federal tax rate		33%			33%
Less: Valuation allowance	$	(4,~~243~~292,~~684)~~520	)	$	(3,~~919~~065,~~924)~~331	)
Federal tax rate		(33%)			(33%)	)
Deferred tax assets, net	$	-		$	-

The Company did not have any interest or penalty recognized in the income statements for the period ended ~~September~~March 3031, 2014 and ~~period~~2013 ~~ended March 31, 2014,~~ or balance sheet as of ~~September~~March 3031, 2014 and ~~March 31, 2014~~2013. The Company did not have uncertain tax positions or events leading to uncertain tax position within the next 12 months. The Company’s 2013, 2012 and 2011 U.S. Corporation Income Tax Return are subject to Internal Revenue Service examination.

8.F ~~CONCENTRATION~~- 21

Suppliers

The Company’s major suppliers for the period ended September 30, 2014 and the year ended March 31, 2014 are listed as following:

Purchases							Accounts Payable
	Twelve			Twelve
	Months			Months
	Ended			Ended
Major Customers	March, 31, 2014			March, 31, 2013			March 31, 2014			March 31, 2013
Company A		0	%		0	%		0	%		0	%
Company B			%		60	%		0	%		0	%
Company C			%		4.8	%		0	%		0	%
Company D			%		4.8	%		0	%		0	%
Company E			%		4.4	%		0	%		0	%

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

8. CONCENTRATION ~~(continued)~~

Suppliers

The Company’s major suppliers for the year ended December 31, 2014 and March 31, 2014 are listed as following:

	Purchases						Accounts Payable
	Nine			Nine
	Months			Months
	Ended			Ended
Major Customers	Dec 31, 2014			Dec 31, 2013			Dec 31, 2014			Mar 31, 2014
Company A		100	%		0	%		0	%		0	%
Company B			%		60	%		0	%		0	%
Company C			%		4.8	%		0	%		0	%
Company D			%		4.8	%		0	%		0	%
Company E			%		4.4	%		0	%		0	%

Customers

The Company’s major customers for the ~~year~~nine months ended ~~March~~December 31, 2014 and ~~2013~~year ended March 31, 2014 are listed as following:

~~Sales~~	Sales						Accounts Receivable
	Twelve			Twelve
	Nine			Nine
	Months			Months
	Ended			Ended
Major Customers	~~March,~~Dec 31, 2014			~~March,~~Dec 31, 2013			~~March~~De c 31, 2014			~~March~~Mar 31, 2013
Company M		0100	%		0	%		0	%		0	%
Company N		0	%		0	%		0	%		0	%
Company O			%		38	%		0	%		0	%
Company P			%		31	%			%		100	%
Company Q			%		11	%		0	%		0	%

9.	GOING CONCERN

As shown in the accompanying financial statements, the Company has an accumulated deficit of $34,~~919~~292,~~924~~520 as of ~~March~~December 31, 2014. The Company also experience insufficient cash flows from operations and will be required to raise capital to fund its operations until it is able to generate sufficient revenue to support the future development. Moreover, the Company may be continuously raising capital through the sale of debt and equity securities. These factors have raised substantial doubt about the Company’s ability to continue as a going concern. There can be no assurances that the Company will be able to obtain adequate financing or achieve profitability. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

20F - 22

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

10.	COMMITMENT AND CONTINGENCIES

Operating Leases - The Company has operating lease agreements for office premises, which expiring through ~~March~~December 2014. Future minimum rental payments under agreements classified as operating leases with non-cancelable terms for the next one year and thereafter are as follows:

March 31, 2015	$	1,800
December 31, 2015	$	900
2016 and thereafter		0
Total	$	~~1,800~~900

Rental expense paid for the ~~years~~nine months ended ~~March~~December 31, ~~2014~~2015 and ~~2013~~2014 were $32,~~600~~700 and $32,~~600~~700 respectively.

The Company is a plaintiff in a motion filed in the Harris County, Texas. The defendant filed counter-claim. Based on the information from the legal counsel, the Company has meritorious claims against the defendant. ~~The case is in the initial stages and no outcome can be determined.~~

On July 14, 2014, the Texas case was presented before a jury. The defendants did not appear and the jury rendered a liability decision for Breach of Fiduciary Duty against defendant. The Company has filed for a judgment for equitable remedies, but the Court has not issued its final judgment. The counter-claim is still open, although no outcome can be determined at this time.

11.	COMMON STOCK

On April 17, 2010, the Company has issued 100,000,000 shares of ordinary common stock at par value $0.001 per share for $2,650,000.

On December 8, 2011, the Company has forfeited 15,000,000 shares of ordinary common stock for two shareholders as they did not intend to pay cash on them. Accordingly, the common stock was reduced by $15,000 and the paid in capital was reduced by $382,500. Total capital was reduced by $397,500.

On January 31, 2013, the company has re-issued 12,980,000 shares of ordinary common stock at par value $0.001 per share to various accredit investors for $1,298,000.

On March 28, 2014, the company issued 107,000,000 shares for acquisition of mining assets and consultant contracts.

12.	SEGMENT INFORMATION

Segment information is not required as the Company has one product and generates income in one geographic region.

21F - 23

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT ~~SEPTEMBER~~DECEMBER 3031, 2014 AND 2013

(Stated in US Dollars)

13.	EARNINGS PER SHARE

The Company calculates earnings per share in accordance with ASC 260, “Earnings Per Share”, which requires a dual presentation of basic and diluted earnings per share. Basic earnings per share are computed using the weighted average number of shares outstanding during the fiscal year. Potentially dilutive common shares consist of convertible preferred stock (using the if-converted method) and exercisable warrants and stock options outstanding (using the treasury method). Holder of convertible preferred stock participate in dividends of the Company on the same basis as holders of the Company’s common stock and is therefore included in the calculation of basic earnings per share using the two class method.

The following table sets forth the computation of basic and diluted net income per common share:

Periods Ended September 30,	2014		2013
Nine Months Ended December 31,	2014		2013
Net income for computing basic net income(loss) per share	$	(~~323~~372,~~760~~484)	$	(1,~~482~~997,~~507~~442)
Adjusted net income(loss) for computing diluted net income(loss) per share		-		-
Net income(loss) attributable to ordinary shareholders for computing basic net income	$	(~~323~~372,~~760~~484)	$	(1,~~482~~997,~~507~~442)
Weighted-average shares of common stock outstanding in computing net income (loss) per common stock
Basic		204,980,000		97142,~~980~~186,~~000~~522
Diluted		204,980,000		97142,~~980~~186,~~000~~522
Basic (loss) earnings per share of common stock	$	(0.~~0016~~0018)	$	(0.~~0072~~0140)
Diluted (loss) earnings per share	$	(0.~~0016~~0018)	$	(0.~~0072~~0140)

14.	SUBSEQUENT EVENT

The Company has evaluated all other subsequent events through ~~November~~February 1411, ~~2014~~2015 the date these financial statements were issued, and determined that there were no other subsequent events or transactions that require recognition or disclosures in the financial statements.

22F - 24

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT SEPTEMBER 30, 2014 AND 2013

(Stated in US Dollars)

15. RESTATEMENT

The Company has evaluated the prepayment item concerning with the acquisition of mineral mining assets $100,000 and the company was unable to determine the future mining asset benefits and relevant income generating amount. Therefore, the company determined to provide adjustment to write it off and restate the related March 31, 2013 financial statements to eliminate this uncertain prepayment.

ITEMS	ORIGINAL 2013		Adjustment			RESTATED 2013
ASSETS
Current assets
Prepayment	$	100,000	$	(100,000	)	$	0
Total current assets	$	950,047	$	(100,000	)	$	850,047
TOTAL ASSETS	$	2,840,008	$	(100,000	)	$	2,740,008

Stockholders’ Equity
Accumulated deficit	$	(754,593	)	$	(100,000	)	$	(854,593	)
Total Stockholders’ Equity	$	2,795,907		$	(100,000	)	$	2,695,907
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,840,008		$	(100,000	)	$	2,740,008

As a result of restatement of the balance sheet as of March 31, 2013, the prepayment was reduced by $100,000 and changed from $100,000 to $0. Total current assets was reduced by $100,000 and changed from $950,047 to $850,047. Total assets was reduced by $100,000 and changed from $2,840,008 to $2,740,009. The accumulated deficit was reduced by $100,000 and changed from $(754,593) to $(854,593). The total stockholders’ equity was reduced by $100,000 and changed from $2,795,907 to $2,695,907. Total liabilities and stockholders’ equity was reduced by $100,000 and changed from $2,840,008 to $2,740,008.

ITEMS	ORIGINAL 2013			Adjustment			RESTATED 2013
STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
Net revenue	$	5,568,172		$	-		$	5,568,172
Cost of revenues		(5,019,636	)		(100,000	)		(5,119,636	)
Gross profits	$	548,536		$	(100,000	)	$	448,436

Operating expenses	$	539,924	$	-		$	539,924
Profits/(loss) from operations	$	8,612	$	(100,000	)	$	(91,388	)
Income/(loss) before income taxes	$	8,612	$	(100,000	)	$	(91,388	)

Net profits/(loss)	$	8,612	$	(100,000	)	$	(91,388	)
Net earnings/(loss) per share – Basic and diluted	$	0.0001	$	(0.0011	)	$	(0.0010	)
Weighted average no. of common stock- Basic and diluted		87,133,699					87,133,699

GEO JS TECH GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS AT SEPTEMBER 30, 2014 AND 2013

(Stated in US Dollars)

15. RESTATEMENT (continued)

As a result of restatement of the statements of income and comprehensive income for the year ended March 31, 2013, the net revenue did not have changes, the cost of revenue was reduced by $100,000 and changed from $(5,019,636) to $(5,119,636).Gross profits was reduced by $100,000 and changed from $548,536 to $448,436. The profits/(loss) from operations, income/(loss) before income taxes and net profits/(loss) were reduced by $100,000 and changed from $8,612 to $(91,388). The net earnings/(loss) per share-basic and diluted was reduced by $(0.0011) and changed from $0.0001 to $(0.0010).

ITEMS	ORIGINAL 2013			Adjustment			RESTATED 2013
STATEMENTS OF CASH FLOW
Net income/(loss)	$	8,612		$	(100,000	)	$	(91,388	)
Prepayment		0			100,000			100,000
Net cash (used)/provided by operating activities	$	(296,890	)	$	0		$	(296,890	)

As a result of restatement of the statements of cash flow for the year ended March 31, 2013, the net income/(loss) reduced by $100,000 and changed from $8,612 to $(91,388) which is offset by the $100,000 reduction of prepayment and changed from $0 to $(100,000). The net cash (used)/provided by operating activities did not have changes.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations

Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this ~~report~~prospectus.

Our independent auditors have expressed a going concern modification to their report to our financial statements. To date we have incurred substantial losses and will require financing for working capital to meet future obligations. We anticipate needing additional financing on an ongoing basis for the foreseeable future unless our operations provide adequate funds, of which there can be no assurance. It is most likely we will satisfy future financial needs through the sale of equity securities, although we could possibly consider debt securities or promissory notes. We believe the most probable source of funds will be from existing stockholders and/or management, although there are no formal agreements to do so. If ~~there~~we isare ~~not~~unable ato ~~viable~~get ~~public~~our ~~trading~~shares ~~market~~included ~~for~~in ~~our~~a ~~shares~~public trading market, it will be more difficult to raise funds though the sale of common stock. We cannot assure you that we will be able to obtain adequate financing, achieve profitability, or to continue as a going concern in the future.

For the three months ended ~~September30~~December 310, 2014 compared to the three months ended ~~September~~December 3031, 2013.

We had a smaller loss from operations in the three months ended ~~September~~December 3031, 2014 compared to the three months ended ~~September~~December 3031, 2013.

The following table sets forth the percentage relationship to total revenues of principal items contained in our financial statements of operations for the three months ended ~~September~~December 3031, 2014 and 2013. It should be noted that percentages discussed throughout this analysis are stated on an approximate basis.

	Three months ended September 30,
	Three months ended December 31,
	2014				2013
Revenue	$	~~109~~189,~~000~~800	100	%	$	0	0	%
Cost of sales		(~~369~~181,~~522~~998)	(~~339~~96)	%)		~~(29,000)~~0	~~(5)~~0	%)
Gross(loss)/gain		~~(260~~7,~~522)~~802	~~(239)~~4	%		~~(29,000)~~0	~~(5)~~0	%
Total operating expenses		(7556,~~463~~525)	(6930)	%)		(~~500~~514,~~697~~935)	(100)	%)
Profit from operations before other expenses		(~~335~~48,~~986~~723)	(~~308~~26)	%		(~~530~~514,~~197~~935)	(~~105~~100)	%)
Total other expenses		0	0	%			0	%
Net Profit/( Loss)	$	(335,986)	(308)	%	$	(530,197)	(105	%)
Net Profit/(loss)	$	(48,723)	(26)	%	$	(514,935)	(100	%)

Total revenues for the three months ended ~~September~~December 3031, 2014 and 2013 were $ ~~109~~189,~~000~~800 and $0, respectively. We attribute the increase in revenues in the ~~second~~third quarter due to ~~less~~small ~~restrictions~~trading in ~~South~~the ~~Mexico~~United States and Malaysia in 2014.

Cost of sales and gross loss for the three months ended ~~September~~December 3031, 2014 were $~~369~~181,~~522~~998 and ~~29,500~~0 respectively, and gross ~~loss~~income $~~(260~~7,~~522)~~802 for 2014 and $~~(29,000)~~0 for 2013.

For the three months ended ~~September~~December 3031, 2014, our net loss was $(~~335~~48,~~986~~723) compared to a net loss of ($~~530~~514,~~197~~935) for the three months ended ~~September~~December 3031, 2013. The 2014 results small profit are attributed to cost control, ~~decreased~~decrease professional ~~fees~~fee for registration for public company and a lack of adequate funding. For the three months ended ~~September~~December 3031, 2014 and 2013, our Mexico operation was temporary limited due to new Mexico Government law and exporting permits. Iron ore spot price has decreased 4060% from beginning of the year ~~which~~that limits the amount of trading and mining in Mexico.

Operating expenses for the three months ended ~~September~~December 3031, 2014 were $7556,~~463~~525, ana 85910% decrease of $~~425~~458,~~234~~410 compared to expenses of $~~500~~514,~~697~~935 for the three months ended ~~September~~December 3031, 2013. As a percentage of revenues, operating expenses were 6930% for the three months ended ~~September~~December 3031, 2014 compared to 100% for the three months ended ~~September~~December 3031, 2013. The major component of the decrease in operating expenses for the three months ended ~~September~~December 3031, 2014 is primarily attributed to decreased professional fees ($425,000) and ~~administration expense~~ $(~~234~~33,410) administration expense. The ~~September~~December 3031, 2014 fixed amortization and administrative expenses comprised of $53,303 depreciation expenses, $52,~~625~~250 ~~legal fees, $5,107~~ travel expenses, ~~registration fees of $6,535~~ and $~~4,893~~973 for ordinary administration expenses.

Net loss for the three months ended ~~September~~December 3031, 2014 was $(~~335~~48,~~986~~723) compared to a net loss of ($~~530~~514,~~197~~935) for three months ended ~~September~~December 3031, 2013. The ~~smaller~~small net loss is primary due to cost control and ~~decrease~~decreased professional ~~fee~~fees for registration for public company and new government regulation that rendered smaller revenue.

~~For~~ Recently, the ~~six~~Company ~~months~~began exploring shifting operations from Mexico to a similar trading and mining operation in Malaysia, primarily due to the Mexico government placing an additional 9% tax on all export Iron mineral and unrest with the local government. The iron mineral spot price was $140.00 per ton at the beginning of January 2014 and ended ~~September30~~on December 31, 2014 ~~compared~~at $70.00. Management believes that it is not feasible to operate our existing mine due to the ~~six~~low ~~months~~spot ~~ended~~price ~~September~~of 30iron mineral. To operate in Mexico, ~~2013~~our cost will be around $82.00 per ton, including shipping, which will not be profitable. The high cost of shipping from Mexico to China is around $25 to 30 per ton making it unfeasible for our operation. We are exploring in Malaysia for opportunities in trading and mining due to lower shipping cost of approximately $10 to $11 per ton. Operation in Malaysia may not commence if the iron spot price continue to drop.

We For ~~had a smaller loss from operations in~~ the ~~six~~Nine months ended ~~September~~December 3031, 2014 compared to the ~~six~~Nine months ended ~~September~~December 3031, 2013.

~~The~~We ~~following~~had ~~table~~a ~~sets~~smaller ~~forth~~loss ~~the~~from ~~percentage~~operations ~~relationship to total revenues of principal items contained~~ in ~~our financial statements of operations for~~ the ~~six~~ nine months ended ~~September~~December 3031, 2014 ~~and~~compared ~~2013. It~~to ~~should~~the benine ~~noted~~months ~~that~~ended ~~percentages~~December ~~discussed~~31, ~~throughout this analysis are stated on an approximate basis~~2013.

	Six months ended September 30,
	2014				2013
Revenue	$	1,439,000	100	%	$	1,598,936	100	%
Cost of sales		(1,593,528)	(111)	%)		(2,040,142)	(128)	%)
Gross(loss)/gain		(154,528)	(11)	%		(441,206)	(28)	%
Total operating expenses		169,323	(12)	%)		(1,041,301)	(65)	%)
Profit from operations before other expenses		(332,760)	(23)	%		(1,482,507)	(93)	%)
Total other expenses		0	0	%			0	%
Net Profit/( Loss)	$	(332,760)	(23)	%	$	(1,482,507)	(93	%)

The following table sets forth the percentage relationship to total revenues of principal items contained in our financial statements of operations for the nine months ended December 31, 2014 and 2013. It should be noted that percentages discussed throughout this analysis are stated on an approximate basis.

Total revenues for the six months ended September 30, 2014 and 2013 were $ 1,439,000 and 1,598,936, respectively. We attribute the 9% decrease in revenues in the second quarter due to a lack of funding and more Mexico government regulations in 2014.

	Nine months ended December 31,
	2014				2013
Revenue	$	1,628,800	100	%	$	1,598,936	100	%
Cost of sales		(1,775,526)	(109)	%)		(2,040,142)	(128)	%)
Gross(loss)/gain		(146,726)	(9)	%		(441,206)	(28)	%
Total operating expenses		225,758	(14)	%)		(1,556,236)	(97)	%)
Profit from operations before other expenses		(372,484)	(23)	%		(1,997,442)	(125)	%)
Total other expenses		0	0	%			0	%
Net Profit/(loss)	$	(372,484)	(23)	%	$	(1,997,442)	(125	%)

~~Cost~~Total ofrevenues ~~sales and gross profits~~ for the ~~six~~nine months ended ~~September~~December 3031, 2014 and 2013 were $ 1,~~593~~628,~~528~~800 and ~~(154~~1,~~528)~~598,936, respectively,. We ~~compared~~attribute tothe $2~~,040,142~~% ~~and~~increase ~~$(441,206)~~in ~~for~~revenues ~~2013~~in the third quarter due to some trading in United States and Malaysia 2014.

~~For~~We ~~the~~are ~~six~~temporarily ~~months~~stopping ~~ended~~operations ~~September~~in 30Mexico, ~~2014,~~but ~~our~~will ~~net~~continue ~~loss was $(332,760) compared~~ to amonitor ~~net loss of ($1,482,507) for~~ the ~~six~~current ~~months~~price ~~ended~~of ~~September~~iron ~~30, 2013~~mineral. ~~The~~ We ~~2014~~intend ~~results are attributed~~ to ~~cost~~concentrate ~~controls~~operations ~~and~~in ~~decrease~~Malaysia ~~professional~~in ~~fees~~the ~~related~~immediate ~~to our registration as a public company~~future. ~~For~~We ~~the~~will ~~six~~also ~~months~~monitor ~~ended~~the ~~September~~growth ~~30, 2014~~ and ~~2013,~~demand ~~our~~for ~~Mexico~~iron ~~operation~~mineral ~~was~~coming ~~temporarily~~from ~~limited due to new Mexico Government laws and exporting permits. Iron ore spot price also has dropped 40% which limits~~ the ~~amount~~China ~~of trading and mining in Mexico~~economy.

~~Operating~~Cost ~~expenses for the six months ended September 30, 2014 were $169,323, an 84% decrease~~ of ~~$871,978~~sales ~~compared~~and togross ~~expenses~~profits ~~of $1,041,301~~ for the ~~six~~nine months ended ~~September~~December 3031, ~~2013. As~~2014 ~~a percentage of revenues, operating expenses~~ were ~~12% for the six months ended September 30~~$1, ~~2014 compared to 28% for the six months ended September 30~~775,526 ~~2013. The major component of the decrease in operating expenses for the six months ended September 30, 2014 is primarily attributed to decreased professional fees ($850,000)~~ and ~~administration expense $~~(21146,~~978~~726)~~. The~~ ~~September 30~~respectively, ~~2014~~compared ~~fixed~~to ~~amortization and administrative expenses were comprised of~~ $~~106~~2,~~605 depreciation expenses~~040, ~~$11,675 legal fees, $15,241 travel expenses, registration fees of $21,269~~ 142 and ~~$14~~(441,~~443~~206) for ~~ordinary administration expenses~~2013.

For the nine months ended December 31, 2014, our net loss was $(372,484) compared to a net loss of ($1,997,442) for the nine months ended December 31, 2013. The 2014 smaller Loss is attributed to cost control and decreased professional fees for registration expenses. For the nine months ended December 31, 2014 and 2013, our Mexico operation was temporary limited due to new Mexico Government law and exporting permits. Iron ore spot price also has dropped 60% which limit amount of trading and mining in Mexico.

~~Net~~Operating ~~loss~~expenses for the ~~six~~nine months ended ~~September~~December 3031, 2014 ~~was~~were $~~(332~~225,~~760)~~756, ~~compared~~a to689% adecrease ~~net~~of ~~loss~~$1,330,480 compared to expenses of ($1,~~482~~556,~~507)~~236 for ~~six~~the nine months ended ~~September~~December 3031, 2013. As a percentage of revenues, operating expenses were 14% for the nine months ended December 31, 2014 compared to 100% for the nine months ended December 31, 2013. The ~~smaller~~major ~~net~~component ~~loss~~of the decrease in operating expenses for the nine months ended December 31, 2014 is primarily ~~due~~attributed to ~~cost~~decrease ~~controls~~professional fee ($1,275,000), ~~decrease~~$(55,480) ~~professional~~administration ~~fees~~expense. The December 31, 2014 fixed amortization and ~~new~~administrative ~~Mexico~~expenses ~~government~~comprised ~~regulations~~of ~~that~~$159,907 ~~rendered~~depreciation ~~smaller~~expenses, ~~revenue~~$11,675 legal fees, $17,490 travel expenses, registration fees of $15,691 and $20,995 for ordinary administration expenses.

Net loss for the nine months ended December 31, 2014 was $(372,484) compared to a net loss of ($1,997,442) for nine months ended December 31, 2013. The small net loss is primary due to cost control, decreased professional fees and new Mexico government regulation that rendered smaller revenue.

Liquidity and Capital Resources

At ~~six~~nine months ended ~~September~~December 3031, 2014 compared to the ~~six~~nine months ended ~~September~~December 3031, 2013.

Net cash used by operating activities for the ~~six~~nine months ended ~~September~~December 3031, 2014 was $~~(248~~243,~~154)~~577, and net cash used by operating activities for the ~~six~~nine months ended ~~September~~December 3031, 2013 was $(~~756~~610,~~631~~864). The ~~September~~December 3031, 2014 cash ~~decreased~~decrease was primarily derived from the net loss $(~~323~~372,~~760~~484), ~~and~~ decrease in accrued expense by $(31,000). This was partially offset by depreciation non-cash expenses of $~~106~~159,~~606~~907. The ~~September~~December 3031, 2013 reduction is primarily attributed to the net loss of $(1,~~482~~997,~~207~~442), partially off-set by the depreciation non-cash expenses of $~~106~~159,~~606~~907 and increase of inventory of $250,000, ~~decrease~~decreased account receivable (~~480~~287,~~000~~600) and ~~850~~1,275,000 non-cash transaction of professional fee.

Net cash used in investing activities for the ~~six~~nine months ended ~~September~~December 3031, 2014 was $0, and net cash used in investment activities for the ~~six~~nine months ended ~~September~~December 3031, 2013 was $0.

The cash used from financing activities increased by $8167,000 for the ~~six~~nine months ended ~~September~~December 3031, 2014. The cash generated from financing activities increased by $515,000 for the ~~six~~nine months ended ~~September~~December 3031, 2013, due to a $515,000 increase in loans from stockholders. Because the company did not have sources from public financing or financial institution financing, the issuance of common stock ~~from~~for private accredited investor, or as a prepayment for acquisition of fixed and mining assets, ~~deferred~~ legal and professional expenses and loans from stockholders, are the primary source of financing ~~funds~~fund for the company.

Working capital at ~~September~~December 3031, 2014 was decreased by $~~167~~176,~~155~~577 as compared to a decreased ($~~341~~95,~~631~~584) at ~~September~~December 3031, 2013.

At ~~September~~December 3031, 2014, we had an accumulated a deficit of $(4,~~243~~292,~~684~~408) and we expect to incur additional losses in the foreseeable future. While we have funded our operations since inception through ~~investor~~investors, private ~~placement~~placements and related party loans and through collection of our accounts receivable, there can be no assurance that adequate financing will continue to be available to us and, if available, on terms that are favorable to us.

Net Operating Loss

We have accumulated a net operating loss carryforward of approximately $(2,280,576) as of our fiscal year ended March 31, 2014. This loss carry forward may be offset against future taxable income through the year 2033. The use of these losses to reduce future income taxes will depend on the generation of sufficient taxable income prior to the expiration of the net operating loss carryforwards. In the event of certain changes in control, there will be an annual limitation on the amount of net operating loss carryforwards that can be used. No tax benefit has been reported in the financial statements for the fiscal year ended March 31, 2014 or the three month period ended ~~September~~December 3031, 2014 because it has been fully offset by a valuation reserve. The use of future tax benefit is undeterminable because we presently have no operations.

Inflation

In the opinion of management, inflation has not and will not have a material effect on our operations in the immediate future. Management will continue to monitor inflation and evaluate the possible future effects of inflation on our business and operations.

Business Trends and Forecast

The company’s past performance is not indicative of future performance since commodities prices have fluctuated approximately 50% over the last two years. The price of iron mineral has traded as high as $154.68 (February 2013) and as low as $99.47 (September 2011). Furthermore, methods of cost, insurance and shipping add to vulnerability of costs. In fiscal year 2011, goods were sold inclusive of freight (CNF or Cost and Freight) with two shipments, MV Kriton $1,527,861 and MV Loreto $1,480,310, accounting for an additional of $3,008,171 more in revenue and freight charges. Whereas in fiscal year 2012, goods were sold with our buyer paying for freight (FOB or Freight on Board) because the company did not have the cash flow to prepay the shipping charges including certain cost, insurance and freight charges. These two shipments, MV Pretty and MV STX, changed the discharge port and related risk to the buyer and the 2012 gross revenues were reduced along with shipping costs.

27We are temporarily stopping operations in Mexico, but will continue to monitor the spot price of iron mineral and the growth and demand for iron mineral coming from the China economy. We intend to focus on operations in Malaysia that will reduce shipping costs and increase margins.

It is our experience that the price range of iron mineral spot rate is highly unpredictable. The company’s gross profits margin could increase or decrease by at least 10% inside the Mexico domestic or international market. Management is not able to forecast the future price and volume of the iron mineral product because of this mismatch demand and supply, and intensified market price fluctuation. Moreover, the shipping and related goods title transfer method can change the company’s gross profits as mentioned above.

Based on observations over the last 30 months, the company does not have adequate information to establish any known trends that may provide a definitive indication of future market activities. The major reason was the recent market did not response rationally and there were a lot of changing factors on the demand and supply side, such as changing industrial practices, seasonal demands, suppliers’ competition, evolving vendors and identification of new exploration locations. All of these reasons contributed to the current chaotic market and therefore the market demand and supply did not follow a linear or predictable co-relationship with material factors or indicators. We believe it will take time before the market returns to normal supply and demand patterns, whereby management can identify the new market trends and demand-supply co-relationships. Therefore, management cannot supply any forecast based on this unpredictable market situation.

Recent Accounting Pronouncements

The company has evaluated recent accounting pronouncements and their adoption has not had nor is expected to have a material impact on the company’s financial position or statements.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

Critical Accounting Policies

JOBS Act

The JOBS Act provides that, so long as a company qualifies as an “emerging growth company,” it will, among other things:

●	be exempted from the provisions of Section 404(b) of the Sarbanes-Oxley Act requiring that its independent registered public accounting firm provide an attestation report on the effectiveness of its internal control over financial reporting;

●	be exempted from the “say on pay” and “say on golden parachute” advisory vote requirements of the Dodd-Frank Wall Street Reform and Customer Protection Act (the “Dodd-Frank Act”), and certain disclosure requirements of the Dodd-Frank Act relating to compensation of its chief executive officer and be permitted to omit the detailed compensation discussion and analysis from proxy statements and reports filed under the Securities Exchange Act of 1934; and

●	instead provide a reduced level of disclosure concerning executive compensation and be exempted from any rules that may be adopted by the Public Company Accounting Oversight Board requiring mandatory audit firm rotations or a supplement to the auditor’s report on the financial statements.

It should be noted that notwithstanding our status as an emerging growth company, we would be eligible for these exemptions as a result of our status as a “smaller reporting company” as defined by the Securities Exchange Act of 1934.

Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. An emerging growth company can therefore delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have irrevocably elected not to take advantage of the benefits of this extended transition period and, therefore, will be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies.

Forward-Looking and Cautionary Statements

Statements contained in this report which are not historical facts, may be considered "forward-looking statements," which term is defined by the Private Securities Litigation Reform Act of 1995. Any “safe harbor under this Act does not apply to a “penny stock” issuer, which definition would include the company. Forward-looking statements are based on current expectations and the current economic environment. We caution readers that such forward-looking statements are not guarantees of future performance. Unknown risks and uncertainties as well as other uncontrollable or unknown factors could cause actual results to materially differ from the results, performance or expectations expressed or implied by such forward-looking statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

This item is not required for a smaller reporting company.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures. ~~Under~~Disclosure the supervision and with the participation of our senior management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934~~, as amended (the “Exchange Act”~~), asare ofdesigned ~~the~~to ~~end~~ensure of the period covered by this quarterly report on Form 10-Q (the “Evaluation Date”). Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded as of the Evaluation Date that ~~our disclosure controls and procedures were effective such that the~~ information ~~relating to us~~ required to be disclosed in ~~our~~reports ~~Securities~~filed ~~and~~or ~~Exchange~~submitted ~~Commission~~under ~~(“SEC”)~~the ~~reports~~Exchange ~~(i)~~Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms,. Disclosure and ~~(ii)~~control procedures are also designed to ensure that such information is accumulated and communicated to ~~our~~ management, including ~~our~~the chief executive officer and chief financial officer, ~~as appropriate~~ to allow timely decisions regarding required ~~disclosure~~disclosures.

Management’s Quarterly Report on Internal Control Over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving their control objectives. With the participation of our Chief Executive and Financial Officer, our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of September 30, 2014 based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control – Integrated Framework. Based upon such evaluation, our management concluded that we did maintain effective internal control over financial reporting as of September 30, 2014 based on the COSO framework criteria.

Officers’ Certifications. Appearing as exhibits to this Quarterly Report are “Certifications” of our Chief Executive Officer and Chief Financial Officer. The Certifications are required pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (the “Section 302 Certifications”). This section of the quarterly report contains information concerning the Controls Evaluation referred to in the Section 302 Certification. This information should be read in conjunction with the Section 302 Certifications for a more complete understanding of the topics presented.

Changes in Internal Control Over Financial Reporting. There have been no changes in our internal control over financial reporting that occurred during the period ended September 30, 2014 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

As of the end of the period covered by this quarterly report, we carried out an evaluation, under the supervision and with the participation of management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures. In designing and evaluating the disclosure controls and procedures, management recognizes that there are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their desired control objectives. Additionally, in evaluating and implementing possible controls and procedures, management is required to apply its reasonable judgment. Based on the evaluation described above, our management, including our chief executive officer and chief financial officer, concluded that, as of December 31, 2014, our disclosure controls and procedures were effective.

Changes in Internal Control Over Financial Reporting. Management has evaluated whether any change in our internal control over financial reporting occurred during the third quarter of fiscal 2015. Based on its evaluation, management, including the chief executive officer and chief financial officer, has concluded that there has been no change in our internal control over financial reporting during the third quarter of fiscal 2015 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

Except as set forth below, there are no material pending legal proceedings to which we are a party or to which any of our property is subject and, to the best of our knowledge, no such actions against us are contemplated or threatened.

In the ordinary course of our business, we may from time to time become subject to routine litigation or administrative proceedings which are incidental to our business. We are not a party to nor are we aware of any existing, pending or threatened lawsuits or other legal actions involving us except the followings:

GEO Tech is a party to an action filed on July 6, 2012 in the Harris County, Texas Judicial Court titled GEO JS Tech Group Corp, Inc. vs. Robert L. Cotton, et. al. GEO Tech’s action is based on breach of contract, breach of fiduciary duty and tortuous interference of an existing contract with defendant, Cotton & Western Mining, Inc. The action involves payments claimed to be due under a contract for equipment related to the shipment of iron ore and the return of the equipment. In a related action, the defendants filed an action in September 2012 in the Superior Court of San Diego County, California titled Cotton & Western Mining, Inc. vs. GEO J.S. Tech Group, Inc., et al., in which they allege similar claims against GEO Tech.

On July 14, 2014, the Texas case on its merits was presented before a jury. The defendants did not appear at trial and the jury rendered a liability decision for Breach of Fiduciary Duty against Defendant, Cotton & Western Mining Company for their actions. Our attorneys have drafted the Final Judgment in the case asking for equitable remedies, which has been filed with the Court for approval and signature. As of the date hereof, we have not received a Final Judgment from the Court. The San Diego County action is still open, although no outcome can be determined at this time.

Item 1A. Risk Factors

This item is not required for a smaller reporting company.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the three-month period ended ~~September~~December 3031, 2014, the company did not issue any new equity securities.

Item 3. Defaults Upon Senior Securities

This Item is not applicable.

Item 4. Mine Safety Disclosures

~~Pursuant~~This toItem ~~Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Dodd-Frank Act”), issuers that are operators, or that have a subsidiary that~~ is an operator, of a coal or other mine in the United States are required to disclose in their periodic reports filed with the SEC information regarding specified health and safety violations, orders and citations, related assessments and legal actions, and mining-related fatalities under the regulation of the Federal Mine Safety and Health Act of 1977. The Company did not ~~have any mines in the United States during the period ended September 30, 2014~~applicable.

Item 5. Other Information

This Item is not applicable.

Item 6.	Exhibits

Exhibit 31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 31.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 32.1	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 32.2	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101 INS	XBRL Instance Document*

101 SCH	XBRL Schema Document*

101 CAL	XBRL Calculation Linkbase Document*

101 DEF	XBRL Definition Linkbase Document*

101 LAB	XBRL Labels Linkbase Document*

101 PRE	XBRL Presentation Linkbase Document*

Item 6. Exhibits

	Exhibit 31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	Exhibit 31.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	Exhibit 32.1	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	Exhibit 32.2	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	101 INS	XBRL Instance Document*
	101 SCH	XBRL Schema Document*
	101 CAL	XBRL Calculation Linkbase Document*
	101 DEF	XBRL Definition Linkbase Document*
	101 LAB	XBRL Labels Linkbase Document*
	101 PRE	XBRL Presentation Linkbase Document*

* The XBRL related information in Exhibit 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

* In accordance with Rule 406T of Regulation S-T, these XBRL (eXtensible Business Reporting Language) documents are furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under these sections.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

GEO JS TECH GROUP CORP.

Date: November 14, 2014	By: /S/ Edward Mui
Date: February 13, 2015	By: /S/ Edward Mui
	Edward Mui
	Chief Executive Officer
	(Principal Executive Officer)
Date: November 14, 2014	By: /S/ Jimmy Yee
Date: February 13. 2015	By: /S/ Jimmy Yee
	Jimmy Yee
	Chief Financial Officer
	(Principal Accounting Officer)

Filing Compare · GEO JS Tech Group Corp.