Filing Compare · Jade Global Holdings, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended ~~March~~ December 31, ~~2017~~2018

~~☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~ or

~~For~~☐ TRANSITION REPORT ~~the~~PURSUANT ~~transition~~TO ~~period~~SECTION ~~from [_________]~~13 toOR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ~~[_________]~~

For the transition period from __________________ to __________________

Commission file number 000-54828

JADE GLOBAL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Florida		45-0966109
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

8950 SW 74 Court

Suite 2201-A44

Miami, FL

33156

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: 786-363-0136

Securities registered pursuant to Section 12(b) of the Act:

Title of ~~Each~~each ~~Class~~class Name of ~~Each~~each ~~Exchange~~exchange Onon ~~Which~~which ~~Registered~~registered None None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, par value $0.0001

(Title of class)

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

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

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 preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the last 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted~~ on its corporate Website, if any, every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-K (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ☒ No ☐

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

The aggregate market value of Common Stock held by non-affiliates of the Registrant on ~~September~~June 30, ~~2016~~2018 was $36969,~~009~~395.44 based on a $0.3026 closing bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.

There are 12,000,383 ~~common~~ shares ~~outstanding~~of common stock issued and outstanding as of ~~June 23~~March 27, ~~2017~~2019.

TABLE OF CONTENTS

Item 1.	Business	1
Item 1A.	Risk Factors	56
Item 1B.	Unresolved Staff Comments	86
Item 2.	Properties	86
Item 3.	Legal Proceedings	86
Item 4.	Mine Safety Disclosures	86
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchase of Equity Securities	97
Item 6.	Selected Financial Data	108
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	13
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	8
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	12
Item 8.	Financial Statements and Supplementary Data	F-1
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	1413
Item 9A.	Controls and Procedures	1413
Item 9B.	Other Information	1413
Item 10.	Directors, Executive Officers and Corporate Governance	1514
Item 11.	Executive Compensation	1917
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	2119
Item 13.	Certain Relationships and Related Transactions, and Director Independence	2120
Item 14.	Principal Accounting Fees and Services	2220
Item 15.	Exhibits, Financial Statement Schedules	2221

PART I

Item 1. Business.

~~This annual report contains forward~~Forward-~~looking~~Looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors”, that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.Statements

~~Although~~This annual report contains forward-looking westatements. ~~believe~~These ~~that~~statements ~~the~~relate ~~expectations~~to ~~reflected~~future inevents ~~the~~or our future financial performance. In some cases, you can identify forward-looking statements ~~are~~by ~~reasonable~~terminology such as “could”, we“may”, ~~cannot~~“will”, ~~guarantee~~“should”, ~~future~~“expect”, “plan”, ~~results~~“anticipate”, “believe”, “estimate”, “predict”, “potential” ~~levels~~or the negative of ~~activity,~~these ~~performance~~terms or ~~achievements~~other comparable terminology. ~~Except~~These asstatements ~~required~~are byonly ~~applicable~~predictions ~~law~~and involve known and unknown risks, ~~including~~uncertainties ~~the~~and ~~securities~~other ~~laws~~factors ofthat ~~the~~may ~~United States~~cause our or our industry’s actual results, welevels doof ~~not~~activity, ~~intend~~performance or achievements to ~~update~~be materially different from any future results, levels of ~~the~~activity, ~~forward-looking~~performance ~~statements~~or toachievements ~~conform~~expressed ~~these~~or implied ~~statements~~by tothese ~~actual~~forward-looking ~~results~~statements.

~~Our~~Although we believe that the expectations ~~financial~~reflected in the forward-looking statements are ~~stated~~reasonable, inwe ~~United~~cannot ~~States~~guarantee ~~Dollars~~future ~~(US$)~~results, ~~and~~levels ~~are~~of ~~prepared~~activity, inperformance or ~~accordance~~achievements. ~~with~~Except as required by applicable laws, including the securities laws of the United States, ~~Generally~~we ~~Accepted~~do not intend to ~~Accounting~~update ~~Principles~~any of the forward-looking statements so as to conform these statements to actual results.

InOur financial statements are ~~this~~stated ~~annual~~in ~~report,~~U.S. ~~unless~~dollars ~~otherwise~~and ~~specified,~~are ~~all~~prepared ~~dollar~~in ~~amounts~~accordance ~~are~~with ~~expressed~~generally accepted accounting principles in the United States. ~~Dollars~~The following ~~and~~discussion ~~all~~should ~~references~~be ~~to “common~~read ~~shares”~~in ~~refer~~conjunction towith our financial statements and the ~~common~~related ~~shares~~notes that appear elsewhere in ~~our~~this ~~capital~~annual ~~stock~~report.

As used in this ~~annual~~current report and unless otherwise indicated, the terms “we”, “us”, “our” and “our company”, ~~refer~~mean to Jade Global ~~Holdings,~~ Holdings Inc. (f/k/a Media Analytics Corporation), a Florida corporation, unless otherwise indicated.

Corporate Overview

We were incorporated in the State of Florida on March 16, 2011 under the name FanSport, Inc. Our company’s goal was to develop social media tools and solutions to enable advertisers, publishers and agencies in the North American and United Kingdom (including the Republic of Ireland) markets to gather deep social intelligence, generate true engagement and simplify promotional management. Our company was the official reseller of Klarity for the U.S. and U.K. markets. Klarity provides detailed comparative metrics from the widest range of social platforms, and provides the added uniqueness for western marketers to gain insights into the social behavior of Asian consumers.

On January 31, 2013, our board of directors approved a 20 for 1 forward stock split of our issued and outstanding common stock. As disclosed in the Information Statement on Schedule 14C as filed with the SEC on February 12, 2013, on February 11, 2013, our majority shareholder consented to this action. In conjunction therewith, we filed Articles of Amendment to our Articles of Incorporation with the Secretary of State of Florida, which became effective on February 27, 2013. The forward split became effective with the Over-the-Counter Bulletin Board at the opening of trading on February 25, 2013.

On June 17, 2013, our board of directors and a majority of our stockholders approved a change of name of our company from FanSport, Inc. to Media Analytics Corporation. Articles of Amendment to Articles of Incorporation were filed with the Florida Secretary of State on August 28, 2013, with an effective date of September 3, 2013.

The name change was approved by the Financial Industry Regulatory Authority (FINRA) and became effective with the Over-the-Counter Bulletin Board at the opening of trading on September 3, 2013 under the symbol “MEDA”.

On October 3, 2014, our board of directors approved a forward stock split by way of a stock dividend. In connection with the stock split, shareholders on record as of November 10, 2014, received two (2) shares of common stock for each one (1) share of common stock held on November 10, 2014. The pay-out date as approved by our board of directors and Financial Industry Regulatory Authority was November 10, 2014. Upon completion of the stock split, our issued and outstanding shares increased from 100,000,000 shares of common stock to 300,000,000 shares of common stock with a par value of $0.0001.

On February 26, 2016, our company’s board of directors, and a majority of our stockholders approved by resolution, a reverse stock split of our authorized and issued and outstanding shares of common stock on a thirty (30) old for one (1) new basis. Articles of Amendment to the Articles of Incorporation for the reverse stock split were filed and became effective with the Florida Secretary of State on March 22, 2016. Consequently, our authorized share capital decreased from 500,000,000 shares of common stock to 16,666,667 shares of common stock and correspondingly, our issued and outstanding shares of common stock decreased from 300,000,000 to 10,000,629 shares of common stock, all with a par value of $0.0001. The reverse split became effective with the OTC Markets at the opening of trading on March 30, 2016. Our CUSIP number is 584393 201.

On December 15, 2016, we, the ~~majority~~ majority shareholders of the Company and certain buyers entered into a stock purchase agreement, whereby the buyers purchased from the sellers 7,600,000 shares of common stock, par value $0.0001 per share, of the Company representing approximately 75.99% of the issued and outstanding shares of the Company, for an aggregate purchase price of $175,000. On December 21, 2016, the transaction closed. In connection therewith, Michael Johnson, the Company’s sole officer and Director, resigned from his positions and named Guoqiang Qian, Scott Silverman and Min Shi as directors, and Guoqiang Qian, Scott Silverman and Min Shi to the positions of President and CEO, Treasurer and CFO and Secretary, respectively.

On December 27, 2016, ~~the~~our ~~Company's~~ board of directors approved a name change from Media Analytics Corporation to Jade Global Holdings, Inc. and a reverse stock split whereby each twenty (20) shares of our Common Stock were converted automatically into one (1) share of Common Stock. To avoid the issuance of fractional shares of Common Stock, the Company issued 984 additional shares to all holders of a fractional share. The effective date of the reverse stock split was January 30, 2017. Upon the completion of the reverse stock split, the Company had 501,016 issued and outstanding shares of common stock, which represented a decrease of 9,4989,613 shares over its prior total of 10,000,629 issued and outstanding shares of common stock.

On ~~March~~January 1330, 2017, our weboard ~~entered~~of ~~into~~directors ~~certain~~and ~~stock~~a ~~purchase~~majority ~~agreements~~of ~~with~~our ~~ten~~shareholders ~~(10)~~approved ~~non-U.S.~~a ~~investors,~~name change asof ~~defined~~our ~~under~~company ~~the~~from ~~Securities~~Media ~~Act~~Analytics ofCorporation ~~1933,~~to asJade ~~amended~~Global Holdings, ~~pursuant~~Inc., toan ~~Regulation~~increase Sin ofour ~~the~~authorized ~~Securities~~common ~~Act.~~shares ~~In accordance with the~~from ~~SPAS~~16,666,667 ~~the~~shares ~~Company~~to ~~sold~~25,000,000 shares and authorized the ~~Non-U.S.~~ability ~~Investors~~to ~~purchased~~issue ~~an aggregate of 9~~10,~~476~~000,~~525~~000 preferred shares ofwith ~~Company’s~~a ~~common stock $0.0001~~ par value ~~per share for an aggregate~~ of $~~873,500, or at $~~0.~~0922~~ 00001 per share. ~~Pursuant~~Articles toof ~~the~~Amendment ~~agreements,~~to ~~the~~Articles ~~Non-U.S.~~of ~~Investors~~Incorporation ~~shall receive~~were ~~restricted~~filed ~~shares~~with ~~that~~the ~~are~~Florida ~~subject~~Secretary ~~to Rule 144~~ of ~~the~~State ~~Securities~~on ~~Act.~~January ~~The~~31, ~~agreements contain customary representations~~2017, ~~and~~with ~~warranties~~an byeffective ~~the~~date ~~Company~~of ~~and~~January ~~the~~31, ~~purchasers~~2017.

On March 13, 2017, we entered into a certain stock purchase ~~agreement~~agreements with ~~our~~ten ~~CEO,~~(10) a non-U.S. ~~investor~~investors, as defined under the Securities Act of 1933, as amended, pursuant to Regulation S of the Securities Act. In accordance with the ~~SPA~~SPAS, the Company sold and ~~our CEO converted a loan to~~ the ~~Company~~Non-U.S. ~~of $160,000~~investors ~~into~~purchased an aggregate of 19,~~735~~476,~~358~~525 shares of Company’s common stock $0.0001 par value per share for an aggregate of $873,500, or at $0.0922 per share. Pursuant to the agreements, ~~our~~the ~~CEO~~Non-U.S. investors shall receive restricted shares that are subject to Rule 144 of the Securities Act. The ~~agreement contains~~agreements contain customary representations and warranties by the Company and the ~~purchaser~~purchasers.

On March 13, 2017, we entered into a certain stock purchase agreement with ~~EverAsia~~our ~~Financial Group~~CEO, ~~Inc~~a non-U.S. investor, as defined under the Securities Act of 1933, as amended, pursuant to Regulation ~~which~~S of the Securities Act. In accordance with the SPA, the Company ~~offered~~ sold and ~~sold~~our ~~287~~CEO converted a loan to the Company of $160,~~484~~000 into an aggregate of 1,735,358 shares of ~~Common~~Company’s ~~Stock~~common ~~for~~stock $~~26,500,~~0.0001 orpar value per share at $0.0922 per share. Pursuant to the ~~agreement~~agreements, ~~EverAsia~~our ~~Financial Group,~~CEO ~~Inc.~~ shall receive restricted shares that are subject to Rule 144 of the Securities Act. The agreement contains customary representations and warranties by the Company and the ~~purchasers~~purchaser.

~~Our~~On ~~business~~March ~~and~~13, ~~registered~~2017, ~~office~~we isentered ~~located~~into a certain atstock ~~8950~~purchase SWagreement ~~74th~~with ~~Court~~EverAsia Financial Group, ~~Suite~~Inc. ~~2201-A44~~pursuant to which the Company offered and sold 287,484 ~~Miami~~shares of Common Stock for $26,500, FLor ~~33156~~at $0.0922 per share. Pursuant to the agreement, ~~our~~EverAsia ~~telephone~~Financial ~~number~~Group, isInc. ~~(786)~~shall ~~363-0136~~receive restricted shares that are subject to Rule 144 of the Securities Act. The agreement contains customary representations and warranties by the Company and the purchasers.

~~Our~~On ~~Current~~July ~~Business~~20, 2017, we received Chinese government approval to form a new wholly foreign-owned enterprise (“WFOE”) operating subsidiary in Shanghai, P.R. China, Shanghai Jaedo Jewelry Co., Ltd. Shanghai Jaedo Jewelry Co., Ltd. will seek opportunities to either enter into joint ventures or to open wholly-owned jade trading club and retail jade stores in the People’s Republic of China. The new subsidiary is expected to be the first step in opening our retail and private club establishments in furtherance of our business plan. As of December 31, 2018, Jaedo had not begun operations.

Jade Global Holdings intends to bring the Jade market to the masses around the world. Until Jade Global Holdings’ entry into the global jade trade, there has been no centralized market for trading of jade and jade products. The traditional distribution channels involved working through purchasing agents, traveling around the world in search of inventory or purchasing finished jade jewelry products from often disreputable wholesalers. The Company’s intention is to grow Jade Global Holdings into a vertically integrated global company that will comprise of international mining operations, jewelry design and manufacturing, business to business (“B2B”) and business to consumer (“B2C”) eCommerce operations, wholesale trade, traditional bricks and mortar retail stores, global depository and one or more online jade trading platform. Jade Global Holdings plans to begin by building its retail store and global trading platforms.2

~~The Company believes that in order to educate~~On ~~and~~January ~~tempt~~16, ~~buyers globally~~2018, itour ~~must~~Board ~~maintain~~of aDirectors ~~modified~~adopted ~~storefront~~a ~~presence.~~resolution ~~Specifically, Jade Global Holdings intends~~ to ~~open showrooms~~change ~~in strategic locations around~~ the ~~world where it will display its products for sale. All purchases would be completed via internet kiosks located in the showrooms. Jade Global Holdings~~Company’s ~~intends~~fiscal toyear ~~make~~end ~~its~~from ~~Jaedo®~~March ~~website and JadeShares®~~31 to ~~trading~~December ~~platform accessible via these kiosks~~31, ~~and~~effective ~~all~~as ~~products ordered would be drop shipped directly to the customer. The Company intends to follow a 4 pronged strategy to increase awareness and increase sales~~ of ~~this~~December ~~precious~~31, ~~stone~~2017.

1.Our ~~The~~business ~~Company~~and ~~plans~~registered tooffice ~~open~~is ~~retail~~located at ~~showrooms~~8950 inSW ~~strategic~~74th Court, ~~locations~~Suite ~~throughout~~2201-A44, ~~the~~Miami, ~~United~~FL ~~States. It will not necessarily plan to locate in areas with large Asian populations~~33156, ~~but~~our ~~instead~~telephone innumber ~~affluent~~is ~~communities~~(786) ~~and other locales visited by high net worth individuals~~363-0136.

2.Our ~~The~~Current ~~Company plans to acquire and build retail outlets in China, which will allow it to have a foothold, as well as to monitor trends, in the biggest market for jade in the world.~~Business

3.We ~~The~~intend ~~Company~~to ~~plans~~increase toglobal ~~build~~awareness and ~~the~~ownership ~~JadeShares®~~of ~~global~~jade ~~online~~globally. ~~trading~~Until ~~platform~~our entry into the global jade trade, ~~which~~there ~~will~~has ~~allow~~been no centralized market for ~~collectors~~trading of jade and ~~investors~~jade toproducts. ~~purchase~~The ~~partial~~traditional ~~ownership~~distribution ~~shares~~channels involved working through purchasing agents, traveling around the world in ~~Jade~~search ~~Investment~~of ~~Trusts~~inventory or purchasing finished jade jewelry products from often disreputable wholesalers. We intend to grow into a vertically integrated global company that will comprise of international mining operations, jewelry design and manufacturing, Business-to-business (~~JIT’s~~“B2B”), ~~which~~eCommerce wholesale trade, inbricks ~~turn~~and mortar membership only jade trading centers, ~~plans~~global depository toand ~~own~~one ~~expensive~~or ~~museum~~more ~~quality~~online ~~collectors~~jade ~~pieces~~trading platforms.

4.We ~~The~~believe ~~Company~~that ~~plans~~in order to ~~launch~~educate ~~its~~and tempt ~~Jaedo.com®~~buyers ~~B2B~~globally, ~~and~~we ~~B2C~~must ~~eCommerce~~maintain ~~website,~~a ~~which~~modified ~~will~~storefront ~~allow~~presence. ~~its~~Specifically, ~~customers~~we intend to ~~not~~open ~~only~~showrooms ~~purchase~~in ~~jade~~strategic locations around the world where will display our products,. ~~but~~All ~~also~~purchases towould ~~sell~~be itcompleted ~~back~~via internet kiosks located in ~~repurchase~~the showrooms. ~~transactions~~We intend to make our Jaedo® website and JadeExchange® trading platform accessible via these kiosks, ~~much~~and ~~like~~all products ordered would be drop shipped directly to the ~~spot~~customer. ~~market~~We ~~for~~intend ~~gold~~to follow a multi-stage strategy to increase awareness and ~~diamonds~~increase sales of this precious stone.

21. Build Membership Trade Centers in China, which will allow it to have a foothold, as well as to monitor trends, in the biggest market for jade in the world.

~~Jade Global~~2. ~~Holdings~~Build ~~intends~~the toJadeExchange® ~~establish~~global aonline ~~Wholly~~trading ~~Foreign Owned Entity~~platform, ~~or WFOE, in China~~ which ~~the~~will ~~Company~~allow ~~plans~~for tocollectors ~~utilize~~and toinvestors ~~establish JV’s~~ to ~~open~~purchase ~~retail~~partial ~~stores~~ownership shares in ~~mainland~~Jade ~~China.~~Units ~~The~~(JU’s), ~~shopping~~which, ~~experience will be unlike that~~ in ~~any existing traditional retail jewelry store. Instead~~turn, ~~Jade Global Holdings’ stores~~ will ~~include~~own aexpensive ~~retail showroom and a private viewing room with a~~ museum~~-like setting~~ ~~displaying a rotating collection of museum~~ quality ~~pieces~~collectors ~~where patrons may examine or purchase higher value items~~pieces. ~~The Company intends to decorate in a tasteful blend of Western and Eastern aesthetics to appeal to all customers, while reminding customers of the Asian spirituality of Jade.~~

In3. ~~addition~~Open toJadeUnit® ~~the~~centers ~~Company’s retail stores, Jade Global Holdings intends to also include VIP “back rooms”~~ in ~~its outlets~~London, ~~where suitably qualified customers can~~Dubai, bySydney appointment only, view specific “Investment Grade” Jade jewelry pieces for purchase. The Company also intends to feature large TV monitors displaying our JadeShares® Online Trading Platform with live pricing and ~~sales data~~Toronto. ~~The~~These ~~lounges~~four ~~would~~world-renowned ~~have~~money ~~full~~centers ~~VIP~~will ~~services~~give ~~and~~us ~~personal~~broad ~~assistants~~access to ~~cater~~ toinvestors ~~the Company’s high net worth clients~~ and ~~would~~traders who have ~~armed guard security on duty at all times. Finally, the Company plans to build each showroom with~~ an ~~“educational~~interest ~~area” with some “Gem Quality” Jade on display and Audio/Visual presentations of history of Jade and its importance~~ in ~~Chinese culture. The Company intends to set itself apart from other~~ jade ~~retailers in that it plans to not only sell jade and jade products, but buy them as well~~. ~~Much~~As ~~like the spot market for other precious metals and stones~~necessary, ~~such~~we asintend ~~gold,~~to ~~platinum~~open oradditional ~~diamonds,~~JadeUnit® ~~customers~~centers ~~would~~to ~~have~~gain aaccess ~~guarantee that they will be able~~ to ~~sell their~~an ~~jade~~even ~~easily~~larger ~~at market prices~~audience.

~~The Jade~~4. ~~Global~~Launch ~~Holdings~~Jaedo.com® ~~brand~~B2B ~~will~~and ~~endeavor~~B2C toeCommerce ~~offer trendy~~website, ~~hip~~which ~~products~~will ~~for~~allow ~~all~~our ~~ages.~~customers ~~The Company plans~~ to ~~supply~~not ~~medium~~only ~~quality and~~purchase ~~high~~jade ~~quality~~products, ~~“designer”~~but ~~Jewelry~~also to ~~appeal~~sell toit ~~every~~back ~~taste.~~in Inrepurchase ~~addition to jewelry~~transactions, ~~the~~much ~~Company~~like ~~will also sell high quality and museum quality collectibles. Finally,~~ the ~~Company~~spot ~~plans~~market tofor ~~sell~~gold ~~bulk jade on a wholesale basis to jewelry designers, artisans, investors~~ and ~~collectors~~diamonds.

~~Jade~~On July 20, 2017, we received approval ~~Global~~from ~~Holdings~~the ~~plans~~PRC government to ~~purchase~~form ~~jade~~a ~~from~~wholly ~~trusted~~foreign ~~supply~~owned ~~chains~~entity, ~~located~~or WFOE, in ~~the~~China, ~~biggest~~which ~~jade~~we ~~producing~~plan ~~regions~~to ofutilize ~~the~~to ~~world,~~establish joint ventures ~~including~~to ~~China,~~open ~~Korea~~wholly-owned ~~and~~jade ~~Canada~~trading clubs in China. The ~~Company~~shopping ~~also~~experience ~~plans~~will tobe ~~purchase~~unlike ~~jade~~that ~~from~~in ~~customers~~any asexisting ~~part~~traditional retail jewelry store. Instead, our stores will include a retail showroom and a private viewing room with a museum-like setting displaying a rotating collection of ~~its~~museum ~~Buyback~~quality ~~Guarantee~~pieces ~~program,~~where patrons may examine or purchase higher value items. We intend to decorate ~~ensuring~~in a ~~constant~~tasteful ~~stream~~blend of ~~investment~~Western ~~grade~~and ~~jade~~Eastern ~~products~~aesthetics into ~~addition~~appeal to ~~the~~all ~~investment~~customers, ~~high~~while ~~end~~reminding ~~and~~customers ~~commercial~~of ~~grade~~the ~~jade~~Asian spirituality ~~and~~of ~~jade~~Jade. ~~products~~As ~~purchased~~of ~~from~~December ~~resale~~31, ~~through~~2018, ~~its~~the ~~wholesale~~WFOE ~~channels~~has not yet been formed and operations have not commenced.

~~Jade Global~~In ~~Holdings~~addition ~~plans~~to our retail stores, we intend to ~~utilize~~also ~~famous~~include ~~jewelry~~VIP ~~designers~~“back ~~from~~rooms” ~~around~~in ~~the~~our ~~world~~outlets, towhere ~~create~~suitably ~~unique~~qualified ~~pieces~~customers ofcan, by appointment only, view specific “Investment Grade” Jade jewelry pieces for ~~all~~purchase. ~~price~~We also intend to feature large TV monitors displaying ~~points,~~our asJadeShares® ~~well~~Online asTrading ~~for~~Platform ~~mass~~with ~~production~~live pricing and ~~resale~~sales ~~through~~data. ~~its~~The ~~wholesale~~lounges ~~business-~~would have full VIP services and personal assistants to~~-business~~ ~~channels~~cater to our high net worth clients and would have armed guard security on duty at all times. ~~Additionally~~Finally, ~~the~~we ~~Company intends~~plan to build ~~commission~~each ~~artisans~~showroom towith ~~create~~an ~~valuable~~“educational ~~collectibles~~area” ~~for~~with ~~sale~~some “Gem Quality” Jade on ~~its~~display ~~Global~~and ~~Trading~~Audio/Visual presentations ~~Platform~~of history of Jade and its importance in ~~its~~Chinese ~~stores~~culture. ~~Finally, the~~We ~~Company~~intend ~~may~~to ~~employ~~set ~~jade~~ourselves ~~jewelry~~apart ~~designers~~from other jade retailers in ~~its~~that ~~stores~~we ~~who~~plan ~~can~~to ~~create~~not ~~beautiful~~only sell jade and jade products, ~~one-of-~~but ~~a-kind~~buy ~~custom~~them ~~Jewelry~~as well. Much like the spot market for ~~its~~other ~~customers~~precious metals ~~while~~and ~~they~~stones, ~~wait~~such as gold, ~~giving~~platinum ~~them~~or andiamonds, ~~added~~customers ~~appreciation~~would ofhave ~~the~~a ~~beautiful~~guarantee that they will be able to sell their jade ~~pieces~~easily at ~~being~~market ~~created~~prices.

~~Description of our Products and Services~~3

~~The~~Our ~~Company~~brand ~~also~~will ~~intends~~endeavor to ~~launch~~offer ~~an eCommerce website~~trendy, ~~which~~ ~~would~~hip beproducts afor ~~blend~~all ~~between~~ages. aWe ~~traditional~~plan ~~online~~to ~~jewelry~~supply ~~retailer~~medium quality and anhigh ~~online~~quality ~~auction~~“designer” ~~site~~jewelry ~~similar~~to appeal to ~~eBay~~every taste. ~~Within~~In ~~the~~addition ~~Jaedo® site~~to jewelry, ~~the~~we ~~Company~~will ~~intends~~also tosell ~~require~~high ~~customers~~quality and museum quality collectibles. Finally, we plan to ~~register~~sell ~~and~~bulk ~~join~~jade on ~~one~~a ofwholesale ~~three~~basis ~~membership~~to ~~tiers.~~jewelry ~~The~~designers, ~~tiers~~artisans, ~~are:~~investors and collectors.

~~1. Retail Tier~~We –plan ~~The~~to ~~entry~~purchase ~~level~~jade ~~Retail~~from ~~Tier~~trusted ~~created~~supply chains aslocated ain ~~web~~the ~~store~~biggest ~~for~~jade ~~retail~~producing ~~purchases.~~regions ~~The~~of ~~Retail~~the ~~Tier~~world, isincluding ~~not~~China, ~~expected~~Korea and Canada. We also plan to ~~require~~purchase ~~any~~jade ~~membership~~from ~~fee,~~customers ~~and~~as ispart ~~intended~~of toour beBuyback ~~accessible~~Guarantee toprogram, ~~the~~ensuring ~~general~~a ~~public.~~constant Itstream isof ~~expected~~investment tograde bejade ~~similar~~products in addition to ~~Bluenile.com~~the investment, ~~which is~~high ~~regarded~~end asand ~~the~~commercial ~~current~~grade ~~market~~jade ~~leader~~and injade ~~online~~products ~~diamond~~purchased ~~transactions~~from resale through our wholesale channels.

~~2. Collectors Tier~~We –plan ~~This~~to ~~tier~~utilize isfamous ~~expected~~jewelry todesigners from ~~include~~around ~~higher~~the ~~value~~world ~~collector~~to ~~and~~create ~~museum~~unique ~~quality~~ pieces ~~for~~of ~~sale.~~jewelry Infor ~~order~~all toprice ~~access these collections~~points, ~~the~~as ~~Company~~well ~~plans~~as tofor ~~require~~mass ~~members~~production toand ~~purchase~~resale athrough its ~~monthly~~wholesale ~~membership~~business-to-business channels. ~~The~~Additionally, ~~membership~~we isintend ~~expected~~ to ~~carry~~commission aartisans ~~monthly recurring~~to ~~fee~~create ofvaluable ~~$50.~~collectibles ~~The~~for sale ~~Collectors~~on ~~Tier~~our isGlobal ~~also~~Trading ~~expected~~Platform toand ~~offer~~in ~~the~~our ~~opportunity~~stores. ~~for~~Finally, ~~members~~we tomay ~~sell~~employ ~~their~~ jade ~~pieces~~jewelry todesigners ~~Jade Global~~in ~~Holdings~~our atstores ~~prevailing~~who ~~market~~can ~~prices. Additionally~~create beautiful, ~~The~~one-of- ~~Collectors~~a-kind ~~Tier~~custom ~~should~~Jewelry ~~allow~~for ~~collectors~~customers towhile ~~trade~~they ~~pieces among themselves. On these third party transactions~~wait, ~~Jade~~giving ~~Global~~them ~~Holdings~~an ~~plans~~added ~~charge~~appreciation aof ~~small~~the ~~transaction~~beautiful ~~fee~~jade pieces tobeing ~~cover processing costs~~created.

3In May, 2018, we introduced its Jaedo® luxury jade jewelry to the world at JCK Las Vegas 2018, the leading jewelry expo in the United States.

~~3. Wholesale Tier~~Our –current ~~The~~principal ~~Wholesale~~office ~~Tier is planned to be made available to those engaged in the jewelry trade, such as buyers, artists, designers~~ and ~~other purchasers of jade in bulk. The products sold at the Wholesale Tier are expected to be comprised of jewelry~~mailing ~~designed~~address ~~for~~is ~~retail~~8950 ~~sale~~SW in74 ~~jewelry stores other than the Company’s own~~Court, ~~bulk~~Suite ~~sales~~2201 ~~of raw jade and other large scale purchases. This tier is also expected to allow for sell back~~A44, ~~though that is planned to be limited mostly to raw jade~~Miami, ~~rather~~FL ~~than finished jewelry~~33156. ~~The~~Our ~~Company~~telephone ~~anticipates~~number ~~pricing~~is ~~the~~(786) ~~Wholesale Tier of membership at $500/mo~~363-0136.

~~The Company~~Description ~~does not anticipate charging any membership fees for the first full year~~ of ~~operations,~~our ~~during~~Products ~~which time the Company intends to build its client base~~ and refine both its platform and products. The Company plans to offer customers the use of its showrooms and lounges, as well as its expert staff, for their own private transactions, for an additional fee. Additionally, the Company plans to offer storage of its customers’ jade at secure storage facilities that the Company intends to build or lease around the world. The Company’s Collectors Tier and Wholesale Tier are slated to include the Company’s Buyback Guarantee whereby Jade Global Holdings guarantees that it will repurchase any piece of jewelry, raw jade or collectible purchased through its platform at current market prices. The Company expects that this Buyback Guarantee combined with its Global Trading Platform will entice customers to purchase its products not only to be worn or displayed, but also for investment purposes in the hopes that the value increases, and customers will have a medium on which to trade their pieces.Services

~~Markets~~We also intend to launch an eCommerce website, which would be a blend between a traditional online jewelry retailer and an online auction site similar to eBay. Within the Jaedo® site, we intend to require customers to register and join one of three membership tiers. The tiers are:

1. Retail Tier – The ~~Company~~ ~~operates~~entry inlevel ~~multiple~~Retail ~~market~~Tier ~~segments,~~created ~~including~~as ~~jewelry~~a web store for retail purchases. The Retail Tier is not expected to require any membership fee, and ~~collectibles~~is ~~trading~~intended to be accessible to the general public. WeIt ~~plan~~is expected to ~~access~~be ~~these~~similar ~~markets~~to ~~through traditional~~Bluenile.com, ~~retail~~which ~~stores~~is ~~and~~regarded ~~eCommerce~~as ~~websites~~the current market leader in online diamond transactions.

~~Competition~~2. Collectors Tier – This tier is expected to include higher value collector and museum quality pieces for sale. In order to access these collections, we plan to require members to purchase a monthly membership. The membership is expected to carry a monthly recurring fee of $50. The Collectors Tier is also expected to offer the opportunity for members to sell their jade pieces to us at prevailing market prices. Additionally, The Collectors Tier should allow collectors to trade pieces among themselves. On these third party transactions, we plan to charge a small transaction fee to cover processing costs.

~~The~~3. ~~global~~Wholesale ~~jewelry~~Tier ~~industry~~– isThe ~~competitively fragmented.~~Wholesale ~~The~~Tier ~~Company~~is ~~will~~planned ~~encounter~~to ~~significant~~be ~~competition~~made inavailable ~~all~~to ~~product~~those ~~categories,~~engaged ~~however~~in ~~Jade~~the isjewelry ~~not~~trade, ~~widely~~such ~~used~~as inbuyers, ~~jewelry sales~~artists, ~~the~~designers ~~United~~and ~~States.~~other ~~Some~~purchasers ~~competitors~~of ~~specialize~~jade in ~~just~~bulk. ~~one~~The ~~area~~products insold ~~which~~at the ~~Company~~Wholesale ~~will~~Tier beare ~~active.~~expected ~~Many~~to ~~competitors~~be ~~have established~~comprised ~~worldwide,~~of ~~national~~jewelry ordesigned ~~local reputations~~ for ~~style,~~retail ~~quality,~~sale ~~expertise~~in ~~and~~jewelry ~~customer~~stores ~~service~~other ~~and~~than ~~compete~~our onown, ~~the~~bulk ~~basis~~ sales of ~~that~~raw ~~reputation.~~jade ~~Certain~~and other ~~jewelers~~large ~~and~~scale ~~retailers~~purchases. ~~compete~~This ~~primarily~~tier ~~through~~is ~~advertised~~also ~~price~~expected ~~promotion.~~to ~~The~~allow ~~Company~~for ~~will differentiate~~sell ~~itself~~back, ~~through~~though ~~our offerings. We believe~~ that ~~our~~is ~~close~~planned ~~connections~~ to ~~the~~be ~~supply~~limited ~~channels~~mostly ~~will enable us~~ to ~~access better~~raw ~~supply~~jade, ~~and~~rather ~~better pricing~~ than ~~new~~finished ~~entrants~~jewelry. ~~The~~We ~~Company~~anticipate ~~will~~pricing ~~compete on~~ the ~~basis~~Wholesale Tier of ~~the~~membership ~~Brand's~~at ~~reputation for high-quality products, customer service and distinctive merchandise~~$500/mo.

~~Government~~We do not anticipate charging any membership ~~Regulation~~fees for the first full year of operations, during which time we intend to build our client base and refine both our platform and products. We plan to offer customers the use of our showrooms and lounges, as well as our expert staff, for their own private transactions, for an additional fee. Additionally, we plan to offer storage of the customers’ jade at secure storage facilities that we intend to build or lease around the world. The Collectors Tier and Wholesale Tier are slated to include our Buyback Guarantee whereby we guarantee that we will repurchase any piece of jewelry, raw jade or collectible purchased through its platform at current market prices. We expect that this Buyback Guarantee combined with our Global Trading Platform will entice customers to purchase its products not only to be worn or displayed, but also for investment purposes in the hopes that the value increases, and customers will have a medium on which to trade their pieces.

We are not aware of any specific governmental regulation, as it pertains to our distribution. Each country in which we operate has specific laws and regulations surrounding the export and import of jade and jade products. We expect to comply with all applicable laws, rules and regulations relating to our business, and at this time, we do not anticipate incurring any material capital expenditures to comply with any government regulations or other requirements.4

~~Environmental Regulations~~Markets

We ~~are~~ ~~not~~operate ~~aware~~in ofmultiple ~~any~~market ~~material violations of environmental permits~~segments, including ~~licenses~~jewelry orand ~~approvals~~collectibles ~~that have been issued with respect to our operations~~trading. We ~~expect~~plan to ~~comply~~access ~~with~~these ~~all~~markets ~~applicable~~through ~~laws,~~traditional ~~rules~~retail ~~and~~stores ~~regulations relating to our business,~~ and ateCommerce ~~this time, we do not anticipate incurring any material capital expenditures to comply with any environmental regulations or other requirements~~websites.

~~Intellectual Property~~Competition

The global jewelry industry is competitively fragmented. We ~~have~~will ~~filed~~encounter ansignificant ~~application~~competition ~~with~~in all product categories, however Jade is not widely used in jewelry sales the United States. ~~Patent~~Some ~~and~~competitors ~~Trademark~~specialize ~~Office~~in ~~(“USPTO”)~~just toone area in which we will be active. Many competitors have established worldwide, ~~register~~national ~~Jaedo~~or local reputations for ~~trademark~~style, ~~protection~~quality, expertise and customer service and compete on the basis of that reputation. Certain other jewelers and retailers compete primarily through advertised price promotion. We dowill ~~not~~differentiate ~~know~~our ifcompany orthrough ~~when~~our offerings. ~~such~~We ~~trademark~~believe ~~protection~~that our close connections to the supply channels will beenable ~~granted~~us to access better supply and better pricing than new entrants. We will compete on the basis of our brand’s reputation for high-quality products, customer service and distinctive merchandise.

~~Employees and~~Government ~~Employment Agreements~~Regulation

~~Currently, we~~We doare not ~~have~~aware of any ~~employees.~~specific ~~Additionally~~governmental regulation, weas ~~have~~it ~~not~~pertains ~~entered~~to ~~into any consulting or employment agreements with~~ our ~~president, chief~~distribution. ~~executive~~Each ~~officer,~~country ~~treasurer,~~in ~~secretary~~which orwe ~~chief~~operate ~~financial~~has ~~officer.~~specific ~~Our~~laws ~~directors, executive officers~~ and ~~certain~~regulations ~~contracted~~surrounding ~~individuals~~the ~~play~~export anand ~~important~~import ~~role~~of injade ~~the~~and ~~running~~jade ~~of our company~~products. We expect to ~~increase~~comply ~~the~~with ~~number~~all ofapplicable ~~our~~laws, ~~employees~~rules ~~over~~and ~~the~~regulations ~~next~~relating 12to ~~month~~our ~~period~~business, asand weat ~~begin~~this totime, ~~scale~~we updo ~~our~~not ~~operations.~~anticipate Weincurring doany ~~and~~material ~~will~~capital ~~continue~~expenditures to ~~outsource~~comply ~~contract~~with ~~employment~~any ~~as needed until~~government ~~such~~regulations ~~time~~or ~~that~~other ~~our operation requires additional staff~~requirements.

4Environmental Regulations

We are not aware of any material violations ~~intend~~of toenvironmental ~~engage~~permits, ~~contractors~~licenses ~~from~~or ~~time~~approvals that have been issued with respect to ~~time~~our operations. We expect to ~~consult~~comply with all usapplicable onlaws, ~~specific~~rules ~~corporate~~and ~~affairs~~regulations orrelating to ~~perform~~our ~~specific~~business, ~~tasks~~and inat this time, we do not anticipate incurring any material ~~connection~~capital expenditures to comply with ~~our~~any ~~business~~environmental ~~and~~regulations ~~development~~or ~~programs~~other requirements.

~~Research and~~Intellectual ~~Development~~Property

We have ~~not~~filed ~~spent~~an ~~any~~application ~~amounts~~with onthe ~~that~~United States ~~which~~Patent ~~has~~and ~~been~~Trademark ~~classified~~Office as(“USPTO”) ~~research~~to ~~and~~register ~~development~~Jaedo ~~activities~~for intrademark ~~our~~protection. ~~financial~~On ~~statements during~~June 5, 2018, the ~~last~~USPTO approved ~~two~~our ~~fiscal~~application ~~years.~~and granted us a trademark to use Jaedo for commerce in jewelry and precious stones business

~~Item 1A.~~Employees ~~Risk~~and ~~Factors~~Employment Agreements

~~Risks~~Currently, we do not have any employees. ~~Related~~Additionally, we have not entered into any consulting or employment agreements with our president, chief executive officer, treasurer, secretary or chief financial officer. Our directors, executive officers and certain contracted individuals play an important role in the running of our company. We expect to increase the number of our ~~Overall~~employees ~~Business~~over ~~Operations~~the next 12 months period as we begin to scale up our operations. We do and will continue to outsource contract employment as needed until such time that our operation requires additional staff.

~~Much of~~We ~~the~~intend ~~information~~to ~~included~~engage incontractors ~~this~~from ~~annual report includes or is based upon estimates, projections or other “forward-looking~~time ~~statements”.~~to ~~Such~~time ~~forward-looking~~to ~~statements~~consult ~~include~~with ~~any~~us ~~projections~~on ~~and~~specific ~~estimates~~corporate ~~made~~affairs byor usto ~~and~~perform ~~our~~specific ~~management~~tasks in connection with our business ~~operations. While these forward-looking statements,~~ and ~~any assumptions upon which they are based, are made~~development in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested hereinprograms.

~~Such estimates,~~Research ~~projections or other “forward-looking statements” involve various risks~~ and uncertainties as outlined below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other “forward-looking statements”.Development

~~The global~~We ~~economy~~have ~~and~~not ~~the~~spent ~~financial~~any ~~markets~~amounts ~~may~~on ~~negatively~~that ~~affect~~which has ~~our~~been ~~business~~classified as research and ~~clients,~~development asactivities ~~well~~in asour ~~the~~financial ~~supply~~statements ofduring ~~and~~the ~~demand~~last ~~for works~~two offiscal ~~jade~~years.

Our business is affected by global, national and local economic conditions since the services we provide are discretionary and we depend, to a significant extent, upon a number of factors relating to discretionary consumer spending in Hong Kong and Mainland China. These factors include economic conditions and perceptions of such conditions, employment rates, business conditions, interest rates, availability of credit and levels of taxation in regional and local markets. There can be no assurance that our services will not be adversely affected by changes in general economic conditions in Hong Kong and globally.5

~~The jade~~Item ~~market is influenced over time by the overall strength and stability of the global economy and the financial markets, although this correlation may not be immediately evident~~1A. InRisk addition, political conditions and world events may affect our business through their effect on the economies, as well as on the willingness of potential buyers and sellers to invest and sell art in the wake of economic uncertaintyFactors.

~~We have~~As a ~~limited~~“smaller ~~operating~~reporting ~~history~~company”, we ~~with~~are ~~significant~~not ~~losses~~required ~~and~~to ~~expect~~provide ~~losses~~the toinformation ~~continue~~required ~~for~~by ~~the~~this ~~foreseeable future~~Item.

~~We have~~Item ~~yet to establish any history of profitable operations~~1B. WeUnresolved ~~have~~Staff ~~incurred net losses of $131,305 and $53,183 for the fiscal years ended March 31, 2017 and 2016, respectively~~Comments. As a result, at March 31, 2017, we had an accumulated deficit of $703,911 and total stockholders’ equity of $942,768. We have not generated any revenues since our inception and do not anticipate that we will generate revenues which will be sufficient to sustain our operations. We expect that our revenues will not be sufficient to sustain our operations for the foreseeable future. Our profitability will require the successful commercialization of our jade trading platforms. We may not be able to successfully commercialize our jade trading platforms or ever become profitable.

5As a “smaller reporting company”, we are not required to provide the information required by this Item.

~~Our company~~Item ~~may be unable to manage its future growth~~2. ~~If our company cannot successfully manage the growth, our company may run out of money and fail~~Properties.

~~Any extraordinary~~Our ~~growth~~company ~~may~~does ~~place~~not aown ~~significant~~any ~~strain~~real onestate or ~~management,~~other ~~finance,~~properties. ~~operating~~We ~~and~~currently ~~technical~~rent ~~resources.~~our ~~Failure~~principal business office on a month-to-month ~~manage this~~basis ~~growth~~for ~~effectively~~$150 ~~could~~per ~~have~~month, awhich ~~material~~is ~~adverse~~located at ~~effect~~8950 onSW ~~our~~74th Court, ~~company’s~~Suite ~~financial~~2201-A44, ~~condition~~Miami, orFL ~~the~~33156. ~~results~~Our oftelephone ~~its~~number ~~operations~~is 786-363-0136.

~~As our~~Item ~~business~~3. ~~grows,~~Legal ~~we will need to attract additional managerial employees which we might not be able to do~~Proceedings.

~~In order~~We toknow ~~grow~~of ~~and~~no ~~implement~~material, ~~our~~existing ~~business~~or ~~plan~~pending legal proceedings against our company, wenor ~~would~~are ~~need~~we toinvolved ~~add~~as ~~managerial~~a ~~talent~~plaintiff in ~~sales,~~any ~~technical,~~material ~~and~~proceeding ~~finance~~or topending ~~support~~litigation. There are no proceedings in which any of our ~~business~~directors, ~~plan.~~officers ~~There~~or isaffiliates, noor ~~guarantee~~any ~~that~~registered weor ~~will~~beneficial bestockholder, ~~successful~~is inan ~~adding~~adverse party ~~such~~or ~~managerial~~has ~~talent~~a material interest adverse to our interest.

~~Our company~~Item ~~may retain independent contractors or consultants due to capital constraints to help grow the business~~4. IfMine ~~these~~Safety ~~resources do not perform, our company may have to cease operations and you may lose your investment~~Disclosures.

~~Our company’s~~Not ~~management may decide due to economic reasons to retain independent contractors to provide services to our company~~applicable. ~~Those independent individuals have no fiduciary duty to the shareholders of our company and may not perform as expected.~~

~~Risks Related to Doing Business in the People’s Republic Of China~~6

~~Changes in~~PART the political and economic policies of the PRC government may materially and adversely affect our business, financial condition and results of operations and may result in our inability to sustain our growth and expansion strategies.II

~~The PRC~~Market economy differs from the economies of most developed countries in many respects, including the extent of government involvement, level of development, growth rate, control of foreign exchange and allocation of resources. Although the PRC government has implemented measures emphasizing the utilization of market forces for economic reform, the reduction of state ownership of productive assets, and the establishment of improved corporate governance in business enterprises, a substantial portion of productive assets in China is still owned by the government. In addition, the PRC government continues to play a significant role in regulating industry development by imposing industrial policies. The PRC government also exercises significant control over China’s economic growth by allocating resources, controlling payment of foreign currency-denominated obligations, setting monetary policy, regulating financial services and institutions and providing preferential treatment to particular industries or companies.Information

~~While the~~Our ~~PRC~~shares ~~economy~~of ~~has~~common ~~experienced~~stock ~~significant~~were ~~growth in the past three decades, growth has been uneven, both geographically and~~originally ~~among~~listed ~~various~~on ~~sectors of~~ the ~~economy.~~OTC ~~The~~Markets ~~PRC~~under ~~government has implemented various measures to encourage economic growth and guide~~ the ~~allocation~~trading ofsymbol ~~resources~~“BLFL”. ~~Some~~Effective ofSeptember ~~these~~3, ~~measures may benefit the overall PRC economy~~2013, ~~but~~our ~~may~~stock ~~also~~symbol ~~have~~changed ~~a negative effect on~~to us“MEDA”. ~~Our~~Effective ~~financial~~April ~~condition and results of operation could be materially and adversely affected by government control over capital investments or changes in tax regulations that are applicable to us. In addition~~3, ~~the PRC government has implemented in the past certain measures~~2017, ~~including~~our ~~interest~~stock ~~rate~~symbol ~~increases,~~changed to ~~control~~“JADG” ~~the~~and ~~pace of economic growth. These measures may cause decreased economic activity, which in turn could lead to a reduction in demand for~~ our ~~services~~stock ~~and~~is ~~consequently~~currently ~~have a material adverse~~trading ~~effect~~ on ~~our~~the ~~businesses,~~OTCQB ~~financial~~Venture ~~condition and results of operations~~Market.

~~There are~~The ~~uncertainties~~following ~~regarding~~table reflects the ~~interpretation~~high and low ~~enforcement~~bid ofinformation ~~PRC~~for ~~laws~~our common stock obtained from OTC Markets and reflects inter-dealer prices, ~~rules~~without retail mark-up, markdown or commission, and ~~regulations~~may not necessarily represent actual transactions.

~~As some~~The ofhigh ~~our operations are conducted in the PRC,~~ and ~~are~~low ~~governed~~bid byprices ~~PRC~~of ~~laws,~~our ~~rules and regulations. The PRC legal system is~~common astock ~~civil~~for ~~law system based on written statutes. Unlike~~ the ~~common~~periods ~~law~~indicated ~~system,~~below ~~prior~~are ~~court~~as ~~decisions may be cited for reference but have limited precedential value.~~follows:

~~In 1979,~~OTC the PRC government began to promulgate a comprehensive system of laws, rules and regulations governing economic matters in general. The overall effect of legislation over the past three decades has significantly enhanced the protections afforded to various forms of foreign investment in China. However, China has not developed a fully integrated legal system, and recently enacted laws, rules and regulations may not sufficiently cover all aspects of economic activities in China or may be subject to significant degree of interpretation by PRC regulatory agencies and courts. In particular, because these laws, rules and regulations are relatively new, and because of the limited number of published decisions and the non-precedential nature of such decisions, and because the laws, rules and regulations often give the relevant regulator significant discretion in how to enforce them, the interpretation and enforcement of these laws, rules and regulations involve uncertainties and can be inconsistent and unpredictable. In addition, the PRC legal system is based in part on government policies and internal rules, some of which are not published on a timely basis or at all, and which may have a retroactive effect. As a result, we may not be aware of our violation of these policies and rules until after the occurrence of the violation.Markets

Quarter Ended	High		Low
December 31, 2018	$	0.35	$	0.20
September 30, 2018	$	0.54	$	0.26
June 30, 2018	$	0.548	$	0.26
March 31, 2018	$	0.5459	$	0.30
December 31, 2017	$	0.998	$	0.4079
September 30, 2017	$	1.00	$	0.40
June 30, 2017	$	1.00	$	0.0483
March 31, 2017	$	2.00	$	0.24

~~Any administrative~~Our ~~and~~common ~~court~~stock ~~proceedings~~is inissued ~~China may be protracted, resulting~~ in ~~substantial costs and diversion of resources and~~registered ~~management attention~~form. ~~Since~~VStock ~~PRC~~Transfer, ~~administrative~~LLC, ~~and~~18 ~~court~~Lafayette ~~authorities~~Place, ~~have~~Woodmere, ~~significant~~NY ~~discretion~~11598, intelephone ~~interpreting~~number ~~and~~(212) ~~implementing statutory and contractual terms~~828-8436, itis ~~may be more difficult to evaluate~~ the ~~outcome~~registrar ~~of administrative~~ and ~~court proceedings and~~transfer ~~the~~agent ~~level~~for ~~of legal protection we enjoy than in more developed legal systems. These uncertainties may impede~~ our ~~ability~~common ~~to enforce the contracts we have entered into and could materially and adversely affect our business, financial condition and results of operations~~stock.

~~Risks Related~~Shareholders toof ~~the Market for our Stock~~Record

~~The market~~As ~~price~~ of ~~our~~March ~~common~~27, ~~stock can become volatile~~2019, ~~leading~~there towere ~~the~~14 ~~possibility~~holders of record of ~~its~~our ~~value~~common ~~being~~stock. ~~depressed~~As atof asuch ~~time~~date, ~~when~~12,000,383 ~~you may~~common ~~want~~shares towere ~~sell~~issued ~~your~~and ~~holdings~~outstanding.

~~The market~~Dividend price of our common stock can become volatile. Numerous factors, many of which are beyond our control, may cause the market price of our common stock to fluctuate significantly. These factors include: our earnings releases, actual or anticipated changes in our earnings, fluctuations in our operating results or our failure to meet the expectations of financial market analysts and investors; changes in financial estimates by us or by any securities analysts who might cover our stock; speculation about our business in the press or the investment community; significant developments relating to our relationships with our customers or suppliers; stock market price and volume fluctuations of other publicly traded companies and, in particular, those that are in our industry; customer demand for our products; investor perceptions of our industry in general and our Company in particular; the operating and stock performance of comparable companies; general economic conditions and trends; announcements by us or our competitors of new products, significant acquisitions, strategic partnerships or divestitures; changes in accounting standards, policies, guidance, interpretation or principles; loss of external funding sources; sales of our common stock, including sales by our directors, officers or significant stockholders; and additions or departures of key personnel. Securities class action litigation is often instituted against companies following periods of volatility in their stock price. Should this type of litigation be instituted against us, it could result in substantial costs to us and divert our management’s attention and resources.Policy

~~Moreover,~~Any decisions regarding dividends will ~~securities~~be ~~markets~~made ~~may~~by ~~from~~our ~~time~~board toof ~~time~~directors. ~~experience~~We ~~significant~~currently ~~price~~intend ~~and~~to ~~volume~~retain ~~fluctuations~~and ~~for~~use ~~reasons~~any ~~unrelated~~future toearnings for the ~~operating performance~~development and expansion of ~~particular~~our ~~companies.~~business ~~These~~and ~~market~~do ~~fluctuations~~not ~~may~~anticipate ~~adversely~~paying ~~affect~~any ~~the~~cash ~~price~~dividends ofin ~~our~~the ~~common~~foreseeable ~~stock~~future. ~~and~~Our ~~other~~board ~~interests in~~of ~~our~~directors ~~Company~~has atcomplete discretion aon ~~time~~whether ~~when~~to ~~you~~pay ~~want~~dividends, subject to ~~sell~~the ~~your~~approval ~~interest~~of inour usstockholders. WeEven doif ~~not~~our ~~intend~~board toof directors decides to pay dividends, onthe ~~shares~~form, offrequency and amount will depend upon our ~~common~~future operations and earnings, capital requirements and surplus, ~~stock~~general ~~for~~financial condition, contractual restrictions and other factors that the ~~foreseeable~~board ~~future~~of directors may deem relevant.

~~We may~~Recent beSales ~~subject~~of toUnregistered ~~penny~~Securities; Use ~~stock regulations and restrictions and you may have difficulty selling shares~~ of ~~our~~Proceeds ~~common~~from ~~stock.~~Registered Securities

~~The SEC~~There ~~has~~were ~~adopted~~no ~~regulations~~unregistered which generally define so-called “penny stocks” to be an equity security that has a market price less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exemptions. If our common stock becomes a “penny stock,” we may become subject to Rule 15g-9 under the Exchange Act, or the Penny Stock Rule. This rule imposes additional sales ~~practice requirements on broker-dealers that sell such securities to persons other than established customers and “accredited investors” (generally, individuals with a net worth in excess~~ of ~~$1,000,000 or annual incomes exceeding $200,000, or $300,000 together with their spouses). For transactions covered by~~ the ~~Penny Stock Rule, a broker-dealer~~ ~~must make a special suitability determination for the purchaser and have received the purchaser~~Company’s ~~written~~equity ~~consent~~securities toduring the ~~transaction prior~~period tofrom ~~sale.~~January ~~As a result~~1, ~~this~~2018 ~~rule may affect the ability of broker-dealers~~ to ~~sell~~December ~~our~~31, ~~securities~~2018 ~~and~~that ~~may~~were ~~affect~~not ~~the~~otherwise ~~ability~~disclosed ofin ~~purchasers~~a toCurrent ~~sell~~Report ~~any~~on ofForm ~~our securities in the secondary market~~8-K.

7Equity Compensation Plans

~~For any~~We ~~transaction~~do ~~involving~~not ahave ~~penny~~in ~~stock,~~effect ~~unless exempt, the rules require delivery, prior to~~ any ~~transaction in a penny stock,~~compensation ofplans aunder ~~disclosure~~which ~~schedule~~our ~~prepared~~equity by the SEC relating to the penny stock market. Disclosure is also required to be made about sales commissions payable to both the broker-dealer and the registered representative and current quotations for the securities~~. Finally,~~ ~~monthly statements~~ are ~~required~~authorized ~~to be sent disclosing recent price information~~ for ~~the~~issuance ~~penny stock held in the account~~ and ~~information~~we ondo ~~the~~not ~~limited~~have ~~market~~any inoutstanding ~~penny~~ stock options.

There can be no assurance that our common stock will qualify for exemption from the Penny Stock Rule. In any event, even if our common stock were exempt from the Penny Stock Rule, we would remain subject to Section 15(b)(6) of the Exchange Act, which gives the SEC the authority to restrict any person from participating in a distribution of penny stock, if the SEC finds that such a restriction would be in the public interest.7

~~Our common~~Purchases ~~stock~~of isEquity ~~illiquid~~Securities ~~and~~by ~~subject~~the toRegistrant ~~price~~and ~~volatility unrelated to our operations.~~Affiliated Purchasers

~~If a~~We ~~market~~did ~~for~~not ~~our~~purchase ~~common~~any ~~stock does develop, its market price could fluctuate substantially due to a variety~~ of ~~factors, including market perception of~~ our ~~ability~~shares ~~to achieve our planned growth, quarterly operating results~~ of ~~other companies in the same industry,~~ ~~trading volume in our~~ common stock, ~~changes in general conditions in the economy and the financial markets~~ or other ~~developments affecting~~securities usduring orthe ~~our~~period ~~competitors.~~from InJanuary ~~addition~~1, ~~the~~2018 ~~stock market itself is subject~~ to ~~extreme~~December ~~price~~31, ~~and volume fluctuations~~2018. This volatility has had a significant effect on the market price of securities issued by many companies for reasons unrelated to their operating performance and could have the same effect on our common stock.

~~A large~~Item ~~number~~6. ofSelected ~~shares~~Financial ~~may be eligible for future sale and may depress our stock price~~Data.

~~We may~~As bea ~~required,~~“smaller ~~under~~reporting ~~terms of future financing arrangements~~company”, towe ~~offer~~are anot ~~large number of common shares~~ required to provide the ~~public,~~information orrequired ~~to register for sale~~ by ~~future~~this ~~private investors a large number of shares sold in private sales to them~~Item.

~~Sales of~~Item ~~substantial~~7. ~~amounts~~Management’s ofDiscussion ~~common stock, or a perception that such sales could occur,~~ and ~~the~~Analysis ~~existence~~ of ~~options~~Financial orCondition ~~warrants to purchase shares of common stock at prices that may be below the then-current market price of our common stock, could adversely affect the market price of our common stock~~ and ~~could~~Results ~~impair our ability to raise capital through the sale~~ of ~~our equity securities, either of which would decrease the value of any earlier investment in our common stock~~Operations.

~~Item~~The following discussion should be read 1Bin conjunction with our audited financial statements and the related notes for the twelve months ended December 31, 2018 that appear elsewhere in this annual report. ~~Unresolved~~The ~~Staff~~following ~~Comments~~discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to those discussed below and elsewhere in this annual report, particularly in the section entitled “Risk Factors” beginning on page 6 of this annual report.

AsOur audited financial statements are stated ain ~~“smaller~~United ~~reporting~~States ~~company”,~~Dollars weand are ~~not~~prepared ~~required~~in toaccordance ~~provide~~with ~~the~~United ~~information~~States ~~required~~Generally byAccepted ~~this~~Accounting ~~Item~~Principles.

~~Item 2. Properties~~Overview

~~Our~~We ~~company~~intend ~~does~~to ~~not~~increase ~~own~~global ~~any~~awareness and ~~real~~ownership ~~estate or~~of ~~other~~jade ~~properties~~globally. WeUntil ~~currently~~our ~~rent~~entry ~~our~~into ~~principal~~the ~~business~~global ~~office~~jade ontrade, athere ~~month-to-month~~has ~~basis~~been no centralized market for ~~$100~~trading ~~per~~of jade ~~month~~and jade products. The traditional distribution channels involved working through purchasing agents, ~~which~~traveling isaround ~~located~~the atworld ~~8950~~in SWsearch ~~74th~~of ~~Court~~inventory or purchasing finished jade jewelry products from often disreputable wholesalers. We intend to grow into a vertically integrated global company that will comprise of international mining operations, ~~Suite~~jewelry ~~2201~~design and manufacturing, Business-~~A44~~to-business (“B2B”) eCommerce wholesale trade, ~~Miami~~bricks and mortar membership only jade trading centers, FLglobal depository ~~33156.~~and ~~Our~~one ~~telephone~~or ~~number~~more isonline ~~786-363-0136~~jade trading platforms.

~~Item~~We believe that in order to educate and 3tempt buyers globally, we must maintain a modified storefront presence. ~~Legal~~Specifically, ~~Proceedings~~we intend to open showrooms in strategic locations around the world where will display our products. All purchases would be completed via internet kiosks located in the showrooms. We intend to make our Jaedo® website and JadeExchange® trading platform accessible via these kiosks, and all products ordered would be drop shipped directly to the customer. We intend to follow a multi-stage strategy to increase awareness and increase sales of this precious stone.

~~We know~~On ofJuly no20, ~~material~~2017, ~~existing~~we orreceived ~~pending~~approval from ~~legal~~the ~~proceedings~~PRC ~~against~~government ~~our~~to ~~company~~form a wholly foreign owned entity, ~~nor~~or ~~are~~WFOE, in China, which we ~~involved~~plan asto autilize ~~plaintiff~~to establish joint ventures to open wholly-owned jade trading clubs in China. The shopping experience will be unlike that in any ~~material~~existing traditional retail ~~proceeding~~jewelry store. Instead, our stores will include a retail showroom and a private viewing room with a museum-like setting displaying a rotating collection of museum quality pieces where patrons may examine or ~~pending~~purchase ~~litigation.~~higher ~~There~~value ~~are~~items. noWe ~~proceedings~~intend to decorate in ~~which~~a ~~any~~tasteful blend of ~~our~~Western ~~directors,~~and ~~officers~~Eastern oraesthetics ~~affiliates~~to appeal to all customers, orwhile ~~any~~reminding ~~registered~~customers of the Asian spirituality orof ~~beneficial~~Jade. ~~stockholder,~~As isof anDecember ~~adverse~~31, ~~party~~2018, orthe WFOE has anot ~~material~~yet ~~interest~~been ~~adverse~~formed toand ~~our~~operations ~~interest~~have not commenced.

~~Item~~In addition to our retail stores, we intend 4to also include VIP “back rooms” in our outlets, where suitably qualified customers can, by appointment only, view specific “Investment Grade” Jade jewelry pieces for purchase. ~~Mine~~We ~~Safety~~also ~~Disclosures~~intend to feature large TV monitors displaying our JadeShares® Online Trading Platform with live pricing and sales data. The lounges would have full VIP services and personal assistants to cater to our high net worth clients and would have armed guard security on duty at all times. Finally, we plan to build each showroom with an “educational area” with some “Gem Quality” Jade on display and Audio/Visual presentations of history of Jade and its importance in Chinese culture. We intend to set ourselves apart from other jade retailers in that we plan to not only sell jade and jade products, but buy them as well. Much like the spot market for other precious metals and stones, such as gold, platinum or diamonds, customers would have a guarantee that they will be able to sell their jade easily at market prices.

~~Not~~Our brand will endeavor to offer trendy, ~~applicable~~hip products for all ages. We plan to supply medium quality and high quality “designer” Jewelry to appeal to every taste. In addition to jewelry, we will also sell high quality and museum quality collectibles. Finally, we plan to sell bulk jade on a wholesale basis to jewelry designers, artisans, investors and collectors.

8In May, 2018, we introduced its Jaedo® luxury jade jewelry to the world at JCK Las Vegas 2018, the leading jewelry expo in the United States.

~~PART II~~8

~~Item~~We plan to purchase jade from trusted supply 5.chains ~~Market~~located ~~for~~in ~~Registrant’s~~the ~~Common~~biggest ~~Equity~~jade producing regions of the world, ~~Related~~including ~~Stockholder~~China, ~~Matters~~Korea and ~~Issuer~~Canada. ~~Purchases~~We also plan to purchase jade from customers as part of ~~Equity~~our ~~Securities~~Buyback Guarantee program, ensuring a constant stream of investment grade jade products in addition to the investment, high end and commercial grade jade and jade products purchased from resale through our wholesale channels.

~~Market~~We plan to utilize famous jewelry designers ~~Information~~from around the world to create unique pieces of jewelry for all price points, as well as for mass production and resale through its wholesale business-to-business channels. Additionally, we intend to commission artisans to create valuable collectibles for sale on our Global Trading Platform and in our stores. Finally, we may employ jade jewelry designers in our stores who can create beautiful, one-of- a-kind custom Jewelry for customers while they wait, giving them an added appreciation of the beautiful jade pieces being created.

Our ~~shares~~current ofprincipal ~~common~~office ~~stock~~and ~~were originally~~mailing ~~listed~~address onis ~~the~~8950 ~~OTC~~SW ~~Markets~~74 ~~under~~Court, ~~the~~Suite ~~trading~~2201 ~~symbol “BLFL”. Effective September 3~~A44, ~~2013~~Miami, ~~our~~FL ~~stock symbol changed to “MEDA”~~33156. ~~Effective~~Our ~~April~~telephone 3,number ~~2017, our stock symbol changed to “JADG” and our stock~~ is ~~currently~~(786) ~~trading on the OTCQB Venture Market~~363-0136.

~~The~~Results ~~following~~of table reflects the high and low bid information for our common stock obtained from OTC Markets and reflects inter-dealer prices, without retail mark-up, markdown or commission, and may not necessarily represent actual transactions.Operations

~~The~~Set forth below is a discussion of the ~~high~~financial condition and ~~low~~results ~~bid~~of ~~prices~~operations of our ~~common~~company ~~stock~~ for the ~~periods~~years ~~indicated~~ended ~~below~~December ~~are~~31, as2018 ~~follows:~~and 2017, respectively. The following discussion should be read in conjunction with the information set forth in the financial statements and the related notes thereto appearing elsewhere in this report.

OTC Markets
Quarter Ended	High		Low
March 31, 2017	$	0.75	$	0.75
December 31, 2016	$	1.20	$	0.40
September 30, 2016	$	0.30	$	0.30
June 30, 2016	$	0.32	$	0.32
March 31, 2016	$	0.00255	$	0.0006
December 31, 2015	$	0.003	$	0.0007
September 30, 2015	$	0.0048	$	0.0015
June 30, 2015	$	0.055	$	0.032
March 31, 2015	$	0.032	$	0.0031

For the Years Ended December 31, 2018 and December 31, 2017, respectively

Our common stock is issued in registered form. VStock Transfer, LLC, 18 Lafayette Place, Woodmere, NY 11598, telephone number (212) 828-8436, is the registrar and transfer agent for our common stock.

	Year Ended December 31, 2018			Year Ended December 31, 2017
Revenue	$	Nil		$	Nil
Total Operating Expenses	$	723,184		$	595,566
Net Loss	$	(723,136	)	$	(595,217	)

~~Shareholders of Record~~Revenue

AsOur ofcompany ~~June~~has ~~23,~~not ~~2017,~~yet ~~there~~implemented ~~were~~its 13business ~~holders of~~model ~~record~~and ~~of our common stock. As of such~~ to date, ~~12,000,383~~has ~~common~~generated ~~shares~~no ~~were issued and outstanding~~revenues.

~~Dividend Policy~~Expenses

~~Any decisions~~Our ~~regarding~~operating ~~dividends~~results ~~will be made by our board of directors. We currently intend to retain and use any future earnings~~ for the ~~development~~years ~~and expansion of our business and do not anticipate paying any cash dividends in the foreseeable future. Our~~ended ~~board~~December ~~of directors has complete discretion on whether to pay dividends~~31, ~~subject~~2018 ~~to the approval of our stockholders. Even if our board of directors decides to pay dividends, the form, frequency~~ and ~~amount will depend upon our future operations and earnings~~2017, ~~capital~~ ~~requirements~~respectively ~~and~~are ~~surplus,~~summarized ~~general~~as ~~financial condition, contractual restrictions and other factors that the board of directors may deem relevant.~~follows:

Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities

	Year Ended December 31, 2018			Year Ended December 31, 2017
Filing fees	$	5,980		$	8,836
General and administrative expenses	$	671,637		$	507,113
Transfer agent fees	$	2,988		$	6,005
Professional fees	$	42,579		$	73,612
Other income/expense	$	48		$	349
Net Loss	$	(723,136	)	$	(595,217	)

OnTotal ~~March~~expenses ~~13,~~for ~~2017,~~the weyear ~~entered~~ended ~~into~~December 31, ~~certain~~2018 ~~stock~~were ~~purchase agreements with ten (10) non-U.S. investors~~$723, as184, ~~defined~~comprised ~~under~~of ~~the~~operating ~~Securities~~expenses ~~Act~~ of ~~1933~~$723,184; asand ~~amended,~~other ~~pursuant~~income ~~to Regulation S~~ of ~~the~~$48, ~~Securities~~resulting ~~Act.~~in Ina ~~accordance~~net ~~with~~loss ~~the SPAS,~~for the ~~Company sold and the Non-U.S. Investors purchased an aggregate~~ year of 9$723,~~476,525~~136 ~~shares~~compared ofto ~~Company’s~~a ~~common~~net ~~stock~~loss ~~$0.0001 par value per share for an aggregate~~ of $~~873~~595,~~500,~~217 orfor atthe ~~$0.0922~~year ~~per~~ended ~~share.~~December ~~Pursuant to the agreements~~31, ~~the Non-U~~2017.S. ~~Investors~~The ~~shall receive~~increase ~~restricted~~in ~~shares~~expenses ~~that~~was ~~are~~primarily ~~subject~~ due to ~~Rule~~costs ~~144~~related ofto ~~the~~displaying ~~Securities~~at ~~Act.~~the ~~The~~JCK ~~agreements~~Jewelry ~~contain~~show ~~customary~~in ~~representations and~~Las ~~warranties by the Company and the purchasers~~Vegas.

On March 13, 2017, we entered into a certain stock purchase agreement with our CEO, a non-U.S. investor, as defined under the Securities Act of 1933, as amended, pursuant to Regulation S of the Securities Act. In accordance with the SPA, the Company sold and our CEO converted a loan to the Company of $160,000 into an aggregate of 1,735,358 shares of Company’s common stock $0.0001 par value per share at $0.0922 per share. Pursuant to the agreements, our CEO shall receive restricted shares that are subject to Rule 144 of the Securities Act. The agreement contains customary representations and warranties by the Company and the purchaser.9

OnLiquidity ~~March 13, 2017, we entered into a certain stock purchase agreements with EverAsia Financial Group, Inc. pursuant to which the Company offered~~ and ~~sold~~Capital 287,484 shares of Common Stock for $26,500, or at $0.0922 per share. Pursuant to the agreement, EverAsia Financial Group, Inc. shall receive restricted shares that are subject to Rule 144 of the Securities Act. The agreement contains customary representations and warranties by the Company and the purchasers.Resources

~~Equity Compensation~~Working ~~Plans~~Capital

We do not have in effect any compensation plans under which our equity securities are authorized for issuance and we do not have any outstanding stock options.

	At			At
	December 31,			December 31,
	2018			2017
Current Assets	$	22,411		$	472,485
Current Liabilities	$	287,605		$	4,744
Working Capital (deficit)	$	(265,194	)	$	467,741

9Cash Flows

Purchases of Equity Securities by the Registrant and Affiliated Purchasers

	Year Ended			Year Ended
	December 31,			December 31,
	2018			2017
Net Cash Provided by (Used in) Operating Activities	$	(438,373	)	$	(587,455	)
Net Cash Provided by (Used in) Investing Activities	$	(12,161	)	$	Nil
Net Cash Provided by Financing Activities	$	Nil		$	900,000
Net Increase (Decrease) in Cash During the Period	$	(450,534	)	$	312,545

WeAs of December 31, 2018, we had a working ~~did~~capital ~~not~~deficiency ~~purchase~~of ~~any~~$265,194 consisting of ~~our~~cash ~~shares~~on hand of ~~common~~$21,951, ~~stock~~prepaid orexpenses ~~other~~of ~~securities~~$460 ~~during~~and ~~our~~$287,605 ~~fiscal~~in ~~year~~current ~~ended~~liabilities, as ~~March~~compared to working capital of $467,751 with $472,485 of cash on hand and $4,744 in current liabilities at December 31, 2017.

~~Item 6.~~Operating ~~Selected Financial Data~~Activities

AsNet cash used by operating activities for athe ~~“smaller~~year ~~reporting~~ended ~~company”~~December 31, we2018 ~~are~~was ~~not~~$438,373 ~~required~~as compared to ~~provide~~net cash used by operating activities of $587,455 for the ~~information~~year ~~required~~ended December 31, 2017. The decrease of cash used by ~~this~~operating ~~Item~~activities was due to the changes in our level of operating activities, specifically costs related to the development and execution of our business plan and the reduction in use of certain consultants and professionals.

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

~~The following~~Net ~~discussion~~cash ~~should~~used ~~be read~~ in ~~conjunction~~financing ~~with~~activities ~~our audited financial statements and the related notes~~ for the ~~years~~year ended ~~March~~ December 31, ~~2017~~2018 ~~and~~was ~~March 31~~$12,161 ~~2016~~as ~~that~~compared ~~appear~~to ~~elsewhere~~net incash ~~this~~used ~~annual~~by ~~report.~~operating ~~The~~activities ~~following~~of ~~discussion~~$nil ~~contains~~for ~~forward-looking statements~~the ~~that~~year ~~reflect~~ended ~~our plans~~December 31, ~~estimates and beliefs~~2017. ~~Our~~The ~~actual~~increase ~~results could differ materially from those discussed~~ in ~~the forward-looking~~cash ~~statements.~~used ~~Factors~~by ~~that~~investing ~~could~~activities ~~cause~~was ordue ~~contribute~~ to ~~such~~the ~~differences~~acquisition ~~include,~~of ~~but~~property ~~are~~and ~~not~~equipment ~~limited~~for tothe ~~those~~JCK ~~discussed~~jewelry ~~below~~show and ~~elsewhere~~for ~~in this annual report, particularly in~~ the ~~section~~filing ~~entitled “Risk Factors” beginning on page 6~~ of ~~this~~our ~~annual report~~trademark.

~~Our audited~~Financing ~~financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.~~Activities

~~Results~~Net cash provided by financing activities for the year ended December 31, 2018 was $nil as compared to net cash provided by financing activities of ~~Operations~~$900,000 for the year ended December 31, 2017.

~~Set forth~~Cash below is a discussion of the financial condition and results of operations of our company for the years ended March 31, 2017 and 2016. The following discussion should be read in conjunction with the information set forth in the financial statements and the related notes thereto appearing elsewhere in this report.Requirements

~~For~~As of December 31, 2018, our company raised $nil from financing activities. There was $21,951 cash on hand in the ~~Years~~corporate ~~Ended~~bank ~~March~~accounts. 31As of the date of this report, ~~2017~~we have ~~and~~not ~~2016~~generated any revenue from our business operations.

	Year Ended
	March 31,
	2017			2016
Revenue	$	Nil		$	Nil
Total Operating Expenses	$	131,712		$	53,183
Net Loss	$	(131,305	)	$	(53,183	)

We will require additional funds for our budgeted expenses over the next 12 months. These funds may be raised through equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares. There is still no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment in our common stock. Further, we may continue to be unprofitable. We need to raise additional funds in the immediate future in order to proceed with our budgeted expenses.

~~Revenue~~10

~~Our company~~Specifically, ~~has~~based ~~not~~on ~~yet~~nominal ~~implemented~~operations we ~~its~~estimate ~~business~~our ~~model~~operating expenses and toworking ~~date~~capital ~~has~~requirements ~~generated~~for nothe ~~revenues.~~next 12 months to be as follows:

Expenses

Description	Estimated Expenses ($)
General and administrative expenses	$	365,000
Transfer agent fees		3,000
Professional fees		35,000
Total	$	403,000

~~Our operating~~Future ~~results for the years ended March 31, 2016 and 2015 are summarized as follows:~~Financings

	Year Ended
	March 31,
	2017			2016
Filing fees	$	7,737		$	6,618
General and administrative expenses	$	101,112		$	Nil
License fees	$	Nil		$	30,000
Transfer agent fees	$	5,379		$	2,150
Professional fees	$	17,484		$	14,415
Other income/expense	$	407		$	Nil
Net Loss	$	(131,305	)	$	(53,183	)

We will require additional financing in order to enable us to proceed with our plan of operations, as discussed above, including approximately $403,000 over the next 12 months to pay for our ongoing expenses. These expenses, which will of course be higher in the event we enter into any transactions or complete any acquisitions include legal, accounting and audit fees as well as general and administrative expenses. There is no assurance that any party will advance additional funds to us in order to enable us to sustain our plan of operations or to repay our liabilities.

10We anticipate continuing to rely on equity sales of our common stock in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing stockholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our planned business activities.

~~Total~~We ~~expenses~~presently ~~for~~do ~~the~~not ~~year~~have ~~ended~~any ~~March~~arrangements ~~31,~~for ~~2017~~additional ~~were~~financing ~~$131,305,~~for ~~comprised~~the expansion of ~~operating~~our ~~expenses~~exploration ~~of $131~~operations,~~712~~ and ~~other~~no ~~income~~potential lines of ~~$407,~~credit ~~resulting~~or insources aof ~~net loss for the year~~financing ofare ~~$131,305~~currently ~~compared~~available ~~to a net loss of $53,183~~ for the ~~year~~purpose ~~ended~~of ~~March~~proceeding ~~31,~~with ~~2016. The increase in expenses was primarily due to costs related to developing and implementing~~ our ~~new business~~ plan, ~~the engagement~~ of ~~certain contract professionals and our fund raise~~operations.

~~Liquidity and~~Purchase ~~Capital~~of ~~Resources~~Significant Equipment

~~Working~~We do not intend to purchase any significant ~~Capital~~equipment over the next twelve months.

	At		At
	March 31,		March 31,
	2017		2016
Current Assets	$	945,908	$	3,211
Current Liabilities	$	3,140	$	129,019
Working Capital (deficit)	$	942,768	$	(125,808	)

Research and Development

~~Cash~~We do not intend to allocate any funds ~~Flows~~to research and development over the next twelve months.

	Year			Year
	Ended			Ended
	March 31,			March 31,
	2017			2016
Net Cash Provided by (Used in) Operating Activities	$	(134,184	)	$	266
Net Cash Provided by Investing Activities	$	1,076,881		$	Nil
Net Cash Provided by Financing Activities	$	Nil		$	Nil
Net Increase in Cash During the Period	$	942,697		$	266

Contractual Obligations

As at ~~March~~a ~~31,~~smaller ~~2017,~~reporting company we ~~had~~are ~~working capital of $942,768 consisting of cash on hand of $945,908 and $3,140 in current liabilities,~~not asrequired ~~compared~~ to aprovide ~~working~~tabular ~~capital~~disclosure ~~deficit of $125,808 with $3,211 of cash on hand and $129,019 in current liabilities at March 31, 2016~~obligations.

~~Operating Activities~~Off-Balance Sheet Arrangements

~~Net cash~~We ~~used~~have byno ~~operating~~significant ~~activities~~off-balance ~~for~~sheet arrangements ~~the~~that ~~year~~have ~~ended~~or ~~March~~are ~~31,~~reasonably ~~2017~~likely ~~was $134,184 as compared~~ to ~~net~~have ~~cash~~a ~~provided~~current byor ~~operating activities~~future ofeffect ~~$266~~on ~~for~~our ~~the~~financial ~~year ended March 31~~condition, ~~2016.~~revenues ~~The~~or ~~increase of cash used by operating activities was due to the changes~~expenses, inresults ~~our level~~ of ~~operating activities~~operations, ~~specifically costs related to the development and execution of our business plan~~liquidity, ~~the~~capital ~~hiring of~~expenditures ~~certain~~or ~~consultants~~capital ~~and~~resources ~~professionals,~~that ~~our~~are ~~fund~~material ~~raise~~to ~~and change of control transaction~~stockholders.

~~Financing Activities~~Critical Accounting Policies

~~Net cash~~Accounting ~~provided by financing activities for the year ended March 31, 2017 was $1,076,881 as compared to net cash provided by financing activities of $Nil for the year ended March 31, 2016.~~Basis

~~Cash~~These financial statements are prepared ~~Requirements~~on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America.

As of March 31, 2017, our company raised $1,076,881 from financing activities. There was $945,908 cash on hand in the corporate bank accounts. As of the date of this report, we have not generated any revenue from our business operations.11

~~We will~~Earnings ~~require~~(Loss) ~~additional~~per funds for our budgeted expenses over the next 12 months. These funds may be raised through equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares. There is still no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment in our common stock. Further, we may continue to be unprofitable. We need to raise additional funds in the immediate future in order to proceed with our budgeted expenses.Share

11Our company adopted FASB ASC 260, Earnings per Share. Basic earnings (loss) per share is calculated by dividing our company’s net income available to common shareholders by the weighted average number of common shares outstanding during the year. Diluted earnings (loss) per share is calculated by dividing our company’s net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. There were no diluted or potentially diluted shares outstanding for all periods presented.

~~Specifically, based~~Income ~~on nominal operations we estimate our operating expenses and working capital requirements for the next 12 months to be as follows:~~Taxes

Description	Estimated Expenses ($)
General and administrative expenses		673,000
Transfer agent fees		15,000
Professional fees		77,000
Total		765,000

Our company adopted FASB ASC 740, Income Taxes, at its inception, under FASB ASC 740, 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 carryforwards, 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 in 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. 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. No deferred tax assets or liabilities were recognized as of December 31, 2018 or December 31, 2017, respectively.

~~Future Financings~~Related Parties

~~We will~~Related ~~require~~parties, ~~additional~~which ~~financing~~can inbe ~~order~~a ~~to enable us to proceed with our plan of operations~~corporation, ~~as discussed above, including~~ ~~approximately $765~~individual,~~000~~ ~~over~~investor ~~the~~or ~~next~~another 12entity ~~months~~are considered to ~~pay~~be ~~for~~related ~~our~~if ~~ongoing~~the ~~expenses.~~party ~~These~~has ~~expenses~~the ability, ~~which~~directly ~~will~~or ofindirectly, ~~course~~to ~~be higher~~control in the ~~event~~other weparty ~~enter into any transactions~~ or ~~complete~~exercise ~~any~~significant ~~acquisitions~~influence ~~include~~over ~~legal,~~our ~~accounting~~company ~~and~~in ~~audit~~making ~~fees~~financial ~~as well as general~~ and ~~administrative~~operating ~~expenses~~decisions. ~~There~~Companies isare noalso considered ~~assurance~~to ~~that~~be ~~any~~related ~~party~~if ~~will~~they ~~advance~~are ~~additional~~subject ~~funds~~ to uscommon incontrol ~~order~~or tocommon ~~enable~~significant usinfluence. ~~to sustain~~Our ~~our~~company ~~plan~~has ofthese ~~operations or to repay our liabilities~~relationships.

~~We anticipate~~Recent ~~continuing~~Accounting to rely on equity sales of our common stock in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing stockholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our planned business activities.Pronouncements

~~We presently~~Our docompany ~~not~~has ~~have~~adopted ~~any~~all ~~arrangements~~recently ~~for~~issued accounting ~~additional~~pronouncements. ~~financing~~The ~~for~~adoption ~~the expansion~~ of ~~our~~the ~~exploration~~accounting ~~operations,~~pronouncements ~~and~~including nothose ~~potential lines~~not ofyet ~~credit~~effective oris ~~sources~~not ofanticipated ~~financing~~to have ~~are~~a ~~currently~~material ~~available~~effect ~~for~~on the ~~purpose~~financial ofposition ~~proceeding~~or ~~with~~results ~~our~~of ~~plan~~operations of ~~operations~~our company.

~~Purchase of~~Item ~~Significant~~7A. ~~Equipment~~Quantitative and Qualitative Disclosures About Market Risk.

~~We do~~As ~~not~~a ~~intend~~“smaller toreporting ~~purchase~~company”, we ~~any~~are ~~significant~~not ~~equipment~~required ~~over~~to provide the ~~next~~information ~~twelve~~required ~~months~~by this Item.

~~Research and Development~~12

~~We do~~Item ~~not~~8. ~~intend~~Financial toStatements ~~allocate any funds to research~~ and ~~development~~Supplementary ~~over the next twelve months~~Data.

~~Contractual~~REPORT OF INDEPENDENT REGISTERED PUBLIC ~~Obligations~~ACCOUNTING FIRM

~~As a~~To ~~smaller~~the ~~reporting~~Board ~~company~~of weDirectors ~~are~~and ~~not required to provide tabular disclosure obligations.~~Stockholders

~~Off-Balance Sheet~~Jade ~~Arrangements~~Global Holdings, Inc.

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

~~Critical Accounting~~Opinion ~~Policies~~on the Consolidated Financial Statements

~~Accounting~~We have audited the accompanying consolidated ~~Basis~~balance sheets of Jade Global Holdings, Inc. (the Company) as of December 31, 2018 and 2017, and the related consolidated statements of operations, stockholders’ equity (deficit), and cash flows for the years then ended, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and 2017, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

~~These financial~~Basis ~~statements~~for ~~are prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America.~~Opinion

12These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

~~Cash~~We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and ~~Cash~~perform ~~Equivalents~~the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

~~Cash~~Our audits included performing procedures ~~and~~to ~~cash~~assess ~~equivalents~~the ~~are~~risks ~~reported~~of inmaterial misstatement of the ~~balance~~consolidated ~~sheet~~financial atstatements, ~~cost~~whether due to error or fraud, ~~which~~and ~~approximates~~performing procedures ~~fair~~that ~~value~~respond to those risks. ~~For~~Such procedures included examining, on a test basis, evidence regarding the ~~purpose~~amounts ofand disclosures in the consolidated financial statements. ~~cash~~Our ~~equivalents~~audits ~~include~~also ~~all~~included ~~highly~~evaluating ~~liquid~~the ~~investments~~accounting ~~with~~principles anused ~~original~~and ~~maturity~~significant estimates made by management, as well as evaluating the overall presentation of ~~three~~the ~~months~~consolidated orfinancial ~~less~~statements. ~~when~~We ~~purchased~~believe that our audits provides a reasonable basis for our opinion.

~~Earnings (Loss)~~Emphasis ~~per~~of ~~Share~~Matter

~~Our company~~The ~~adopted~~accompanying ~~FASB~~consolidated ~~ASC~~financial ~~260,~~statements have ~~Earnings~~been ~~per~~prepared ~~Share.~~assuming ~~Basic~~that ~~earnings~~the ~~(loss)~~Company ~~per~~will ~~share~~continue isas ~~calculated~~a bygoing ~~dividing~~concern. The ~~our~~Company ~~company’s net~~has ~~income~~suffered ~~available~~recurring tolosses and ~~common~~has ~~shareholders~~no byoperations ~~the~~which ~~weighted~~raise ~~average~~substantial ~~number~~doubt ofabout ~~common~~its ~~shares~~ability ~~outstanding~~to ~~during~~continue ~~the~~as ~~year.~~a ~~Diluted earnings~~going ~~(loss) per share is calculated by dividing our company~~concern. Management’s plans ~~net~~in ~~income~~regard ~~(loss) available~~ to ~~common~~these ~~shareholders~~matters byare ~~the~~described ~~diluted weighted~~in ~~average~~Note ~~number of shares outstanding during the year~~3. The ~~diluted~~consolidated ~~weighted~~financial ~~average~~statements ~~number~~do ofnot ~~shares~~include ~~outstanding~~any ~~is the~~adjustments ~~basic~~that ~~weighted~~might ~~number~~result offrom ~~shares adjusted as of~~ the ~~first~~outcome of ~~the~~this ~~year for any potentially dilutive debt or equity~~uncertainty. ~~There were no diluted or potentially diluted shares outstanding for all periods presented.~~

~~Dividends~~/s/ Pinnacle Accountancy Group of Utah

~~Our company~~We ~~has~~have ~~not~~served adopted any policy regarding payment of dividends. On October 3, 2014, our board of directors approved a forward stock split by way of a stock dividend of two (2) authorized but unissued shares of our common stock on each one (1) issued and outstanding share of its common stock held by shareholders of record as ~~of November 10, 2014. The payment date for~~ the ~~stock~~Company’s ~~dividend was~~auditor ~~November~~since ~~10, 2014, as determined by the Financial Industry Regulatory Authority (“FINRA”)~~2015. Upon the payment of the stock dividend, our company had 300,000,000 issued and outstanding shares of common stock, which represents an increase of 200,000,000 shares over its prior total of 100,000,000 issued and outstanding shares of common stock. The split is reflected retrospectively in the accompanying financial statements.

~~Income Taxes~~Pinnacle Accountancy Group of Utah

~~Our company adopted FASB ASC 740~~Farmington, ~~Income~~ Taxes, at its inception, under FASB ASC 740, 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 carryforwards, 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 in 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. 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. No deferred tax assets or liabilities were recognized as of March 31, 2017 or 2016, respectively.Utah

~~Fair Value~~March of27, ~~Financial Investments~~2019

~~The fair value of cash and cash equivalents, accounts payable, accrued liabilities, and notes payable approximates the carrying amount of these financial instruments due to their short~~F-~~term maturity.~~1

~~Use~~JADE ofGLOBAL ~~Estimates~~HOLDINGS, INC.

~~The preparation~~CONSOLIDATED ofBALANCE ~~financial~~SHEETS statements in conformity with accounting principles generally accepted 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 financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Related Parties

	December 31,			December 31,
	2018			2017

ASSETS

CURRENT ASSETS
Cash and Equivalents	$	21,951			472,485
Prepaid Expenses		460			-
Total Current Assets		22,411			472,485

FIXED ASSETS
Intangible Assets		350			-
Furniture and Equipment (Net)		9,449			-
Total Fixed Assets		9,799			-

TOTAL ASSETS	$	32,210		$	472,485

LIABILITIES AND STOCKHOLDERS’ EQUITY / (DEFICIT)

CURRENT LIABILITIES
Accounts payable and Accrued Expenses	$	1,754		$	3,609
Accounts payable – related party		15,000			-
Due to Related Parties		270,851			1,135

TOTAL LIABILITIES		287,605			4,744

COMMITMENTS AND CONTINGENCIES		-			-

STOCKHOLDERS’ EQUITY / (DEFICIT)
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, 0 shares issued and outstanding		-			-
Common stock, $0.0001 par value, 25,000,000 shares authorized, 12,000,383 and 12,000,383 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively		1,200			1,200
Additional paid in capital		1,645,479			1,645,479
Accumulated deficit		(1,902,074	)		(1,178,938	)
Total Stockholders’ Equity / (Deficit)		(255,395	)		467,741

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY / (DEFICIT )	$	32,210		$	472,485

~~Related parties,~~See ~~which~~Accompanying ~~can~~Notes ~~be a corporation, individual, investor or another entity are considered~~ to ~~be related if~~ the ~~party has the~~Consolidated ~~ability,~~Financial directly or indirectly, to control the other party or exercise significant influence over our company in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. Our company has these relationships.Statements

~~Recent Accounting Pronouncements~~F-2

~~Our~~JADE ~~company~~GLOBAL ~~has~~HOLDINGS, ~~adopted all recently issued accounting pronouncements~~INC. ~~The adoption of the accounting pronouncements including those not yet effective is not anticipated to have a material effect on the financial position or results of operations of our company.~~

~~Item~~CONSOLIDATED ~~7A.~~STATEMENTS ~~Quantitative~~OF ~~and Qualitative Disclosures About Market Risk~~OPERATIONS

As a “smaller reporting company”, we are not required to provide the information required by this Item.

	Year Ended			Year Ended
	December 31, 2018			December 31, 2017
REVENUES:
Revenue	$	-		$	-

OPERATING EXPENSES
General and Administrative		378,637			202,563
Filing Fees		5,980			8,836
Management Consulting Fees – related party		203,000			184,550
Financial Management Consulting Fees – related party		90,000			120,000
Transfer Agent Fees		2,988			6,005
Professional Fees		42,579			73,612
Total Operating Expenses		723,184			595,566

LOSS FROM OPERATIONS		(723,184	)		(595,566	)

Other Income / (Loss)
Interest Income		48			349
Total Other Loss		48			349

NET LOSS BEFORE PROVISION FOR INCOME TAXES		(723,136	)		(595,217	)

PROVISION FOR INCOME TAXES		-			-

NET LOSS	$	(723,136	)	$	(595,217	)

Net loss per share - basic and diluted	$	(0.06	)	$	(0.06	)

Weighted average number of shares outstanding during the period - basic and diluted		12,000,383			10,108,542

13See Accompanying Notes to the Consolidated Financial Statements

~~Item 8. Financial Statements and Supplementary Data~~F-3

JADE GLOBAL HOLDINGS, INC.

~~FINANCIAL~~CONSOLIDATED STATEMENT STOCKHOLDERS’ ~~STATEMENTS~~EQUITY / (DEFICIT)

March 31, 2017 and 2016

	Preferred Stock				Common Stock				Additional Paid-In		Accumulated
	Shares		Amount		Shares		Amount		Capital		Deficit			Total

Balance, December 31, 2016		-	$	-		500,032	$	50	$	585,645	$	(582,737	)	$	2,958

Common stock issued for reverse split		-		-		984		-		984		(984	)		-

Conversion of related party note to common stock		-		-		1,735,358		174		159,826		-			160,000

Sale of common stock for cash		-		-		9,764,009		976		899,024		-			900,000

Net Loss, 2017		-		-		-		-		-		(595,217	)		(595,217	)

Balance, December 31, 2017		-		-		12,000,383		1,200		1,645,479		(1,178,938	)		467,741

Net Loss, 2018		-		-		-		-		-		(723,136	)		(723,136	)

Balance, December 31, 2018		-		-		12,000,383	$	1,200	$	1,645,479	$	(1,902,074	)	$	(255,395	)

~~Index~~See Accompanying Notes to the Consolidated Financial Statements

	Page
Report of Independent Registered Public Accounting Firm	F-1
Balance sheets – as of March 31, 2017 and 2017	F-2
Statements of Operations - for the fiscal years ended March 31, 2017 and 2016	F-3
Statement of Stockholders’ Equity/(Deficit) - for the fiscal years ended March 31, 2017 and 2016	F-4
Statement of Cash Flows - for the fiscal years ended March 31, 2017 and 2016	F-5
Notes to financial statements	F-6

F-4

~~Heaton~~JADE &GLOBAL ~~Company~~HOLDINGS, ~~PLLC~~ INC.

~~REPORT~~CONSOLIDATED STATEMENTS OF ~~INDEPENDENT~~CASH ~~REGISTERED PUBLIC ACCOUNTING FIRM~~FLOWS

To The Board of Directors and Stockholders of

	Year Ended			Year Ended
	December 31, 2018			December 31, 2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(723,136	)	$	(595,217	)

Changes in operating assets and liabilities:
Decrease / (Increase) in prepaid expense		(460	)		-
Depreciation and amortization		2,362
Increase in accounts payable and accrued expenses, including related party		13,145			6,627
Increase in due to related party		269,716			1,135
Net Cash Provided / (Used In) By Operating Activities		(438,373	)		(587,455	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of furniture and equipment		(11,811	)		-
Trademark		(350	)		-
Net Cash Used In Investing Activities		(12,161	)		-

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of common stock		-			900,000
Net Cash Provided By Financing Activities		-			900,000

NET INCREASE / (DECREASE) IN CASH		(450,534	)		312,545

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		472,485			159,940

CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	21,951		$	472,485

Supplemental Disclosures of Cash Flow Information
Non-cash investing & financing activities
Cash paid for Income Taxes	$	-		$	-
Conversion of related party debt to common stock	$	-		$	160,000

~~Jade~~See ~~Global~~Accompanying ~~Holdings,~~Notes ~~Inc.~~to the Consolidated Financial Statements

We have audited the accompanying balance sheets of Jade Global Holdings, Inc. (the Company) as of March 31, 2017 and 2016, and the related statements of operations, changes in stockholders’ equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.F-5

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

InNOTES ~~our~~TO ~~opinion,~~CONSOLIDATED ~~the~~FINANCIAL financial statements referred to above present fairly, in all material respects, the financial position of Jade Global Holdings, Inc. as of March 31, 2017 and 2016, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America. STATEMENTS

~~/s/Heaton & Company~~December 31, ~~PLLC~~2018

~~Farmington,~~NOTE 1. ~~Utah~~GENERAL ORGANIZATION AND BUSINESS

~~June~~Jade Global 19Holdings, ~~2017~~Inc. (formerly Media Analytics Corporation) (the “Company”) was incorporated as FanSport Inc., on March 16, 2011, to develop and provide social gaming mobile applications for fantasy sports enthusiasts. On September 3, 2013, the Company changed its name from FanSport, Inc. to Media Analytics Corporation. The Company was focused on developing or acquiring software that helps companies track their social data.

FOn December 15, 2016, Media Analytics Corporation, the majority shareholders of the Company (the “Sellers”) and certain buyers (the “Purchasers”) entered into a stock purchase agreement (the “Stock Purchase Agreement”), whereby the Purchasers purchased from the Sellers 380,000 (7,600,000 pre-1split) shares of common stock, par value $0.0001 per share, of the Company (the “Shares”), representing approximately 75.99% of the issued and outstanding shares of the Company. On December 27, 2016, the Company changed its name to Jade Global Holdings, Inc. The Company intends to engage in the wholesale and retail trade of jade and jade products through retail stores and online websites. In connection therewith, Michael Johnson, the Company’s sole officer and Director, resigned from his positions and named Guoqiang Qian, Scott Silverman and Min Shi as directors, and Guoqiang Qian, Scott Silverman and Min Shi to the positions of President and CEO, Treasurer and CFO and Secretary, respectively.

~~JADE~~On July 20, 2017, Jade Global Holdings ~~GLOBAL~~received ~~HOLDINGS~~Chinese government approval to form a new wholly-owned foreign enterprise operating subsidiary in Shanghai, ~~INC~~P.R.China, Shanghai Jaedo Jewelry Co., Ltd. (“Jaedo”). Jaedo will seek opportunities to either enter into joint ventures or to open wholly-owned jade trading clubs in the People’s Republic of China. As of December 31, 2018, Jaedo had not begun operations.

~~BALANCE~~In ~~SHEETS~~May, 2018, we introduced our Jaedo® luxury jade jewelry to the world at JCK Las Vegas 2018, the leading jewelry expo in the United States.

	March 31, 2017			March 31, 2016
ASSETS
CURRENT ASSETS
Cash and Equivalents	$	945,908		$	3,211
		945,908			3,211
TOTAL ASSETS	$	945,908		$	3,211
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable and Accrued Expense	$	504		$	6,018
Due to Related Party		2,636			123,001
TOTAL LIABILITIES		3,140			129,019
COMMITMENTS AND CONTINGENCIES		-			-
STOCKHOLDERS’ EQUITY / (DEFICIT)
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, 0 shares issued and outstanding		-			-
Common stock, $0.0001 par value, 25,000,000 shares authorized, 12,000,383 and 500,032 shares issued and outstanding at March 31, 2017 and 2016, respectively		1,200			50
Additional paid in capital		1,645,479			445,764
Accumulated deficit		(703,911	)		(571,622	)
Total Stockholders’ Equity / (Deficit)		942,768			(125,808	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	945,908		$	3,211

In January 2018, the Company elected to change its year end from March 31 to December 31.

~~See~~NOTE 2. ~~Accompanying~~SUMMARY ~~Notes~~OF toSIGNIFICANT ~~the~~ACCOUNTING ~~Financial Statements~~POLICIES

~~F-2~~Basis of Consolidation

~~JADE~~The accompanying ~~GLOBAL~~consolidated ~~HOLDINGS~~financial statements have been prepared on the accrual basis and include Shanghai Jaedo Jewelry Co., Ltd. ~~INC~~(“Jaedo”). All significant inter-company accounts have been eliminated.

~~STATEMENTS OF OPERATIONS~~Accounting Basis

	For the Year Ended March 31,
	2017			2016
REVENUES:
Revenue	$	-		$	-
		-			-
OPERATING EXPENSES
General and Administrative		101,112			-
Filing Fees		7,737			6,618
License Fees		-			30,000
Transfer Agent Fees		5,379			2,150
Professional Fees		17,484			14,415
Total Operating Expenses		131,712			53,183
LOSS FROM OPERATIONS		(131,712	)		(53,183	)
Other Income / (Loss)
Interest Income		40			-
Gain on Foreign Currency Exchange		367			-
Total Other Loss		407			-
NET LOSS BEFORE PROVISION FOR INCOME TAXES		(131,305	)		(53,183	)
PROVISION FOR INCOME TAXES		-			-
NET LOSS	$	(131,305	)	$	(53,183	)
Net loss per share - basic and diluted	$	(0.14	)	$	(0.11	)
Weighted average number of shares outstanding during the period - basic and diluted		941,141			500,032

These consolidated financial statements are prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America. The Company’s fiscal year end is December 31.

~~See~~Cash and ~~Accompanying~~Cash ~~Notes to the Financial Statements~~Equivalents

~~F-3~~Cash and cash equivalents are reported in the balance sheet at cost, which approximates fair value. For the purpose of the financial statements, cash equivalents include all highly liquid investments with an original maturity of three months or less when purchased.

~~JADE~~Earnings (Loss) ~~GLOBAL~~per ~~HOLDINGS, INC.~~Share

~~STATEMENT~~The Company ~~STOCKHOLDERS'~~adopted ~~EQUITY~~FASB /ASC 260, Earnings per Share. Basic earnings (~~DEFICIT~~loss) per share is calculated by dividing the Company’s net income available to common shareholders by the weighted average number of common shares outstanding during the year. Diluted earnings (loss) per share is calculated by dividing the Company’s net loss available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. There were no dilutive or potentially dilutive shares outstanding as of December 31, 2018 and 2017.

	Preferred Stock				Common Stock				Additional Paid-In		Accumulated
	Shares		Amount		Shares		Amount		Capital		Deficit			Total
Balance, March 31, 2015		-	$	-		500,032		50	$	22,559	$	(518,439	)	$	(495,830	)
Debt Settlement		-		-		-		-		423,205		-			423,205
Net loss, 2016		-		-		-		-		-		(53,183	)		(53,183	)
Balance, March 31, 2016		-	$	-		500,032		50	$	445,764		(571,622	)	$	(125,808	)
Forgiveness of debt from former Officer/Director		-		-		-		-		139,881		-			139,881
Common stock issued for reverse split		-		-		984		-		984		(984	)		-
Conversion of related party debt to common stock		-		-		1,735,358		17		159,983		-			160,000
Sale of common stock for cash		-		-		9,764,009		1,133		898,867		-			900,000
Net loss, 2017		-		-		-		-		-		(131,305	)		(131,305	)
Balance, March 31, 2017		-	$	-		12,000,383		1,200	$	1,645,479		(703,911	)	$	942,768

F-6

~~See Accompanying Notes to the~~JADE ~~Financial~~GLOBAL ~~Statements~~HOLDINGS, INC.

~~F-4~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~JADE GLOBAL HOLDINGS~~December 31, ~~INC.~~2018

~~STATEMENTS~~NOTE 2. SUMMARY OF ~~CASH~~ ~~FLOWS~~SIGNIFICANT ACCOUNTING POLICIES – Continued

	For the year ended March 31,
	2017			2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(131,305	)	$	(53,183	)
Changes in operating assets and liabilities:
Decrease / (increase) in prepaid expense		-			-
Decrease / (increase) in accounts payable and accrued expense		(5,515	)		(1,698	)
Decrease / (increase) in due to related party		2,636			55,147
Net Cash Provided By / (Used in) Operating Activities		(134,184	)		266
CASH FLOWS FROM INVESTING ACTIVITIES:
Net Cash Provided By Investing Activities		-			-
CASH FLOWS FROM FINANCING ACTIVITIES:
Capital provided by related parties		176,881			-
Proceeds from sale of common stock		900,000			-
Net Cash Provided By Financing Activities		1,076,881			-
NET INCREASE IN CASH		942,697			266
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		3,211			2,945
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	945,908		$	3,211
Supplemental Disclosures of Cash Flow Information
Non-cash investing & financing activities
Forgiveness of long-term debt related party	$	139,881		$	300,000
Forgiveness of related party accrued expenses	$	-		$	123,205
Conversion of related party debt to common stock	$	160,000		$	-
Cash paid for:
Interest expense	$	-		$	-
Income taxes	$	-		$	-

Income Taxes

~~See~~The Company ~~Accompanying~~adopted ~~Notes~~FASB ASC 740, Income Taxes, at its inception. Under FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing ~~Financial~~assets ~~Statements~~and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carryforwards, 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 in 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. 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. No deferred tax assets or liabilities were recognized as of December 31, 2018 or December 31, 2017, respectively.

~~F-5~~Property and Equipment

~~JADE~~Property and ~~GLOBAL~~equipment ~~HOLDINGS~~is recorded at cost. Expenditures for major betterments and additions are charges to the asset accounts, ~~INC~~while replacements, maintenance and repairs which do not improve or extend the lives of the respective assets are charged to expense as incurred.

~~NOTES~~Property TOand ~~FINANCIAL~~Equipment ~~STATEMENTS~~at December 31, 2018 and 2017 were as follows:

March 31, 2017

	December 31, 2018			December 31, 2017
Furniture	$	11,811		$	-
Less accumulated depreciation		(2,362	)		-

	$	9,449		$	-

~~NOTE~~Depreciation 1.and ~~GENERAL ORGANIZATION AND BUSINESS~~Amortization

~~Jade Global Holdings, Inc. (formerly Media~~Depreciation ~~Analytics~~of ~~Corporation)~~property ~~(the "Company") was incorporated as FanSport Inc., on March 16, 2011, to develop~~ and ~~provide~~equipment ~~social gaming~~is ~~mobile~~computed ~~applications~~by ~~for fantasy sports enthusiasts. In September 3, 2013,~~ the ~~Company~~straight-line ~~changed~~method ~~its~~using ~~name~~various ~~from~~rates ~~FanSport,~~based ~~Inc. to~~generally ~~Media Analytics Corporation. The Company was focused~~ on ~~developing or acquiring software that helps companies track their social data. On December 15, 2016, Media Analytics Corporation~~ the ~~majority~~useful ~~shareholders~~lives of the ~~Company (the “Sellers”)~~ ~~and certain buyers (the “Purchasers”) entered into a stock purchase agreement (the “Stock Purchase Agreement”)~~assets, ~~whereby~~ ~~the~~which ~~Purchasers~~range ~~purchased~~ from ~~the~~five Sellers 7,600,000 shares of common stock, par value $0.0001 per share, of the Company (the “Shares”), representing approximately 75.99% of the issued and outstanding shares of the Company. On December 27, 2016, the Company changed its name to ~~Jade~~seven ~~Global Holdings, Inc~~years. The Company intends to engage in the wholesale and retail trade of jade and jade products through retail stores and online web site. In connection therewith, Michael Johnson, the Company’s sole officer and Director, resigned from his positions and named Guoqiang Qian, Scott Silverman and Min Shi as directors, and Guoqiang Qian, Scott Silverman and Min Shi to the positions of President and CEO, Treasurer and CFO and Secretary, respectively.

~~NOTE~~During the years ended December 31, 2018 2.and ~~SUMMARY~~2017, OFthe ~~SIGNIFICANT~~Company ~~ACCOUNTING~~recorded ~~POLICIES~~depreciation expense of $2,362 and $0, respectively.

~~Accounting~~Fair ~~Basis~~Value of Financial Investments

~~These~~The ~~financial~~fair ~~statements~~value ~~are~~of ~~prepared~~cash onand ~~the~~cash ~~accrual~~equivalents, ~~basis~~accounts ofpayable, ~~accounting~~accrued inliabilities, ~~conformity~~and ~~with~~notes ~~accounting~~payable ~~principles~~approximates ~~generally accepted in~~ the ~~United~~carrying ~~States~~ amount of ~~America.~~these ~~The~~financial ~~Company’s~~instruments ~~fiscal~~due ~~year~~to ~~end~~their isshort ~~March~~term 31maturity.

~~Cash and Cash Equivalents~~Advertising

~~Cash~~The ~~and~~Company ~~cash~~will ~~equivalents~~expense ~~are~~advertising ~~reported~~as inincurred. ~~the~~Advertising ~~balance~~expense ~~sheet~~was ~~at cost~~$3,206 ~~which~~and ~~approximates~~$249 ~~fair~~for ~~value. For~~ the ~~purpose~~twelve ofmonths ~~the~~ended ~~financial statements~~December 31, 2018 ~~cash~~and ~~equivalents~~December ~~include~~31, ~~all~~2017, ~~highly liquid investments with an original maturity of three months or less when purchased~~respectively.

~~Dividends~~Use of Estimates

~~Our company has not adopted any policy~~The ~~regarding~~preparation ~~payment~~ of ~~dividends.~~financial Onstatements ~~October~~in 3,conformity ~~2014,~~with ~~our~~accounting ~~board~~principles ofgenerally ~~directors~~accepted ~~approved~~in athe ~~forward~~United ~~stock~~States ~~split by way~~ of ~~a stock dividend~~America ofrequires ~~two~~management ~~(2)~~to ~~authorized~~make ~~but~~estimates ~~unissued~~and ~~shares~~assumptions ofthat ~~our~~affect ~~common~~the ~~stock~~reported onamounts ~~each~~of ~~one~~assets ~~(1)~~and ~~issued~~liabilities and ~~outstanding share of its common stock~~disclosure ~~held by shareholders~~ of ~~record~~contingent asassets ofand ~~November~~liabilities ~~10,~~at ~~2014.~~the ~~The payment~~ date ~~for~~of the ~~stock~~financial ~~dividend~~statements ~~was~~and ~~November 10, 2014, as determined by~~ the ~~Financial~~reported ~~Industry~~amounts ~~Regulatory Authority (“FINRA”). Upon the payment~~ of ~~the~~revenue ~~stock dividend, our company had 300,000,000 issued~~ and ~~outstanding shares of common stock, which represents an increase of 200,000,000 shares over its prior total of 100,000,000~~expenses ~~issued~~during ~~and~~the ~~outstanding~~reporting ~~shares of common stock~~period. ~~The~~Actual ~~split~~results iscould ~~reflected~~differ ~~retrospectively~~from inthose ~~the accompanying financial statements~~estimates.

~~Earnings~~Related ~~(Loss) per Share~~Parties

~~The~~Related parties, ~~Company~~which ~~adopted~~can ~~FASB~~be ~~ASC~~a ~~260~~corporation, ~~Earnings per~~individual, ~~Share.~~investor ~~Basic~~or ~~earnings~~another ~~(loss)~~entity ~~per~~are ~~share~~considered isto ~~calculated~~be byrelated ~~dividing~~if the ~~Company's~~party ~~net~~has ~~income available to common shareholders~~the byability, ~~the~~directly ~~weighted~~or ~~average~~indirectly, ~~number~~to ofcontrol ~~common shares outstanding during~~ the ~~year.~~other ~~Diluted~~party ~~earnings~~or ~~(loss)~~exercise ~~per~~significant ~~share~~influence isover ~~calculated by dividing~~ the Company's ~~net~~in ~~loss~~making ~~available to common shareholders by the diluted weighted average number of shares outstanding during~~financial ~~the~~and ~~period~~operating decisions. ~~The~~Companies ~~diluted~~are ~~weighted~~also ~~average~~considered ~~number~~to ofbe ~~shares~~related ~~outstanding~~if isthey ~~the~~are ~~basic~~subject ~~weighted~~to ~~number~~common ofcontrol ~~shares~~or ~~adjusted~~common ~~as of the~~significant ~~first of the year for any potentially dilutive debt or equity~~influence. ~~There~~The ~~were~~Company nohas ~~diluted~~these ~~or potentially diluted shares outstanding for all periods presented~~relationships.

~~Reverse Stock~~Other ~~Split~~Intangible Assets

~~On December~~The ~~27,~~cost ~~2016, the Company's board~~ of ~~directors~~intangible ~~approved~~assets awith ~~reverse~~determinable useful ~~stock~~lives ~~split~~is ~~whereby~~amortized ~~each~~to ~~twenty~~reflect ~~(20)~~the ~~shares~~pattern of ~~our~~economic ~~Common Stock~~benefits ~~were~~consumed, ~~converted~~either ~~automatically~~on ~~into~~a ~~one~~straight-line ~~(1)~~or ~~share~~accelerated ofbasis over ~~Common Stock. To avoid~~ the ~~issuance~~estimated ofperiods ~~fractional~~benefited. ~~shares~~Patents, oftechnology ~~Common~~and ~~Stock, the~~other ~~Company~~intangibles ~~issued~~with ~~984~~contractual ~~additional~~terms ~~shares~~are togenerally ~~all~~amortized over ~~holders~~their ofrespective alegal ~~fractional~~or ~~share~~contractual lives. ~~The~~Customer ~~effective~~relationships, ~~date~~brands ofand ~~the~~other ~~reverse~~non-contractual ~~stock~~intangible ~~split~~assets ~~was~~with ~~January~~determinable ~~30,~~lives ~~2017.~~are ~~Upon~~amortized ~~the~~over ~~completion~~periods ofgenerally ~~the~~ranging ~~reverse~~from ~~stock~~5 ~~split,~~to ~~the~~30 ~~Company~~years. ~~had~~When ~~501,016~~certain ~~issued~~events ~~and~~or ~~outstanding~~changes ~~shares~~in ~~of common~~operating ~~stock,~~conditions ~~which represented a decrease of 9~~occur,~~4989,613~~ ~~shares~~an ~~over~~impairment ~~its~~assessment ~~prior~~is ~~total~~performed ~~of 10,000,629 issued~~ and ~~outstanding~~lives ~~shares~~ of ~~common stock.~~intangible ~~The~~assets ~~reverse~~with ~~split~~determinable islives ~~reflected~~may ~~retrospectively~~be ~~in the accompanying financial statements~~adjusted.

F-67

JADE GLOBAL HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~March~~ December 31, ~~2017~~2018

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -– Continued

~~Income~~Intangible ~~Taxes~~ assets at December 31, 2018 and 2017 were as follows:

The Company adopted FASB ASC 740, Income Taxes, at its inception. Under FASB ASC 740, 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 carryforwards, 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 in 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. 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. No deferred tax assets or liabilities were recognized as of March 31, 2017 or March 31, 2016, respectively.

	December 31, 2018		December 31, 2017
Trademark	$	350	$	-
Less accumulated amortization		-		-

	$	350	$	-

~~Fair~~Recent ~~Value~~Authoritative ofAccounting ~~Financial Investments~~Pronouncements

The ~~fair~~Company ~~value~~has ofreviewed ~~cash~~the ~~and~~Accounting ~~cash~~Standards ~~equivalents,~~Updates ~~accounts~~through ~~payable,~~ASU ~~accrued~~No. ~~liabilities,~~2018-20 and ~~notes~~these ~~payable~~updates ~~approximates~~have ~~the~~no ~~carrying~~current ~~amount~~applicability ofto ~~these~~the ~~financial~~Company ~~instruments~~or ~~due~~their toeffect ~~their~~on ~~short~~the ~~term~~financial ~~maturity~~statements would not have been significant.

~~Advertising~~NOTE 3. GOING CONCERN

~~The~~As reflected in the accompanying consolidated financial statements, the Company ~~will~~has ~~expense~~a ~~advertising~~net asloss ~~incurred.~~of ~~Advertising~~$723,136 ~~expense~~and ~~was~~negative cash flows of $0450,534 for ~~years~~the ~~ended~~twelve ~~March~~months ended December 31, ~~2017~~2018. In addition, the Company has not had any revenues and ~~2016~~the only prospect for positive cash flow is through the issuance of common stock or debt. If the Company does not begin to generate sufficient revenue or raise additional funds through a financing, the ~~respectively~~Company may need to incur additional liabilities with certain related parties to sustain the Company’s existence. There are currently no plans or agreements in place to provide such funding. The Company will require additional funding to finance the growth of its future operations as well as to achieve its strategic objectives. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and generate revenue. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

~~Use~~NOTE of4. ~~Estimates~~INCOME TAXES

The ~~preparation~~Financial ofAccounting ~~financial~~Standards ~~statements~~Board in(FASB) ~~conformity~~has ~~with~~issued ~~accounting~~FASB ~~principles~~ASC ~~generally~~740-10. ~~accepted~~This instandard ~~the~~requires ~~United~~a ~~States~~company ofto ~~America~~determine whether ~~requires~~it ~~management~~is tomore ~~make~~likely ~~estimates~~than ~~and~~not ~~assumptions~~ that ~~affect~~a tax position will be sustained upon examination based upon the ~~reported~~technical ~~amounts~~merits of ~~assets~~the ~~and~~position. If ~~liabilities~~the ~~and~~more-likely-than-not ~~disclosure of~~threshold ~~contingent~~is ~~assets~~met, ~~and~~a ~~liabilities~~company atmust measure the ~~date~~tax ofposition to determine the amount to recognize in the financial statements. ~~and~~As a result of the ~~reported~~implementation ~~amounts~~of this standard, the Company performed a review of ~~revenue~~its material tax positions in accordance with recognition and ~~expenses~~measurement standards established by FASB ASC 740-10, and did not have any material ~~during~~unrecognized ~~the~~tax ~~reporting~~benefits ~~period.~~as ~~Actual~~of ~~results~~December ~~could~~31, ~~differ~~2018 ~~from~~and ~~those~~December ~~estimates~~31, 2017, respectively.

~~Revenue~~The Company files tax returns in the U.S. federal jurisdiction and ~~Cost~~the ~~Recognition~~state of Florida. Our policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. During the twelve months ended December 31, 2018 and 2017, the Company did not recognize expense for interest or penalties related to income tax, and does not have any amounts accrued at December 31, 2018, as the Company does not believe it has taken any uncertain tax positions. Tax returns for the years ended December 31, 2015, December 31, 2016, December 31, 2017 and December 31, 2018 have been filed and remain open for examination by the taxing authorities.

~~The Company has no current source of revenue; therefore the Company has not yet adopted any policy regarding the recognition of revenue or cost.~~F-8

~~Related~~JADE ~~Parties~~GLOBAL HOLDINGS, INC.

~~Related~~NOTES ~~parties,~~TO ~~which~~CONSOLIDATED ~~can~~FINANCIAL be a corporation, individual, investor or another entity are considered to be related if the party has the ability, directly or indirectly, to control the other party or exercise significant influence over the Company in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. The Company has these relationships.STATEMENTS

~~Recent~~December ~~Authoritative~~31, ~~Accounting Pronouncements~~2018

~~The~~NOTE ~~Company has reviewed the Accounting Standards Updates through ASU No~~4. ~~2016-17~~INCOME ~~and~~TAXES ~~these~~– ~~updates have no current applicability to the Company or their effect on the financial statements would not have been significant.~~Continued

~~F-7~~Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. 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. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

~~JADE~~On ~~GLOBAL~~December ~~HOLDINGS~~22, ~~INC~~2017, the 2017 Tax Cuts and Jobs Act (the Tax Act) was enacted into law including a one-time mandatory transition tax on accumulated foreign earnings and a reduction of the corporate income tax rate to 21% effective January 1, 2018, among others. We are required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, remeasuring our U.S. deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. The Company does not have any foreign earnings and therefore, we do not anticipate the impact of a transition tax.

~~NOTES~~At TODecember ~~FINANCIAL~~31, ~~STATEMENTS~~2018 and 2017, the Company had net operating loss carryforwards of approximately $1,902,074 and $1,178,939, respectively, which may be offset against future taxable income through 2038. No tax benefit has been reported in the financial statements because the potential tax benefits of the net operating loss carryforwards of approximately $399,436 are offset by a valuation allowance of the same amount. In 2017, there was a reduction in the potential tax benefit from $412,639 to $247,577 as a result of the change of the federal income tax rate from 35% to 21% due to the provisions of the Tax Act but offset by an increase in additional net operating losses during the period.

~~March~~Due to 31the change in ownership provisions of the Tax Reform Act of 1986, ~~2017~~net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. As a result of the change in majority ownership, net operating loss carryforwards may be limited as to future use.

NOTE 35. ~~INCOME~~STOCKHOLDERS’ ~~TAXES~~EQUITY / (DEFICIT)

~~The Financial Accounting Standards Board~~Preferred (FASB) has issued FASB ASC 740-10. This standard requires a company to determine whether it is more likely than not that a tax position will be sustained will be sustained upon examination based upon the technical merits of the position. If the more-likely-than- not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. As a result of the implementation of this standard, the Company performed a review of its material tax positions in accordance with recognition and measurement standards established by FASB ASC 740-10, and did not have any material unrecognized tax benefits as of March 31, 2017 and March, 31, 2016, respectively.Stock

~~The Company files tax returns in the U.S.~~There ~~federal~~are ~~jurisdiction~~10,000,000 ~~and~~Preferred ~~the~~Shares ~~state~~at ~~of Florida~~$0.0001 ~~Our~~par ~~policy~~value isauthorized towith ~~recognize~~none ~~interest~~issued and ~~penalties~~outstanding ~~related~~at toDecember ~~uncertain tax positions in income tax expense. During the twelve months ended March~~ 31, ~~2017,~~2018 ~~the Company did not recognize expense for interest or penalties related to income tax,~~ and ~~does not have any amounts accrued at March~~ December 31, 2017~~, as the Company does not believe it has taken any uncertain tax positions~~.

~~Deferred~~Common taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. 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. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.Stock

AtThere ~~March~~are 3125, ~~2017~~000,000 ~~the~~Common ~~Company~~shares ~~had~~at ~~net~~$0.0001 ~~operating~~par ~~loss~~value ~~carryforwards~~authorized ofwith ~~approximately $703~~12,~~911~~000,383 ~~which~~and ~~may~~12,000,383 beshares ~~offset~~issued ~~against~~and ~~future taxable~~outstanding ~~income~~at ~~through 2037. No tax benefit has been reported in the financial statements because the potential tax benefits of~~December ~~the~~31, ~~net~~2018 ~~operating~~and ~~loss~~December ~~carryforwards~~31, ~~of approximately $246~~2017,~~369~~ ~~are offset by a valuation allowance of the same amount~~respectively.

~~Due~~On toMarch ~~the~~13, ~~change~~2017, ~~in ownership provisions of~~ the ~~Tax~~Company ~~Reform~~sold ~~Act of 1986~~9,764,009 ~~net~~common ~~operating~~shares ~~loss~~at ~~carryforwards for Federal income tax reporting purposes are subject to annual limitations~~US$0.0922 Asper ~~a result of the change in majority ownership, net operating loss carryforwards may be limited as to future use~~share.

~~NOTE~~On 4.March ~~STOCKHOLDERS'~~13, ~~DEFICIT~~2017, our CEO converted a loan in the amount of $160,000 into 1,735,358 shares of common stock at a price of $0.0922 per share.

~~Preferred~~NOTE ~~Stock~~6. RELATED PARTY TRANSACTIONS AND DUE TO RELATED PARTY

~~There~~The officers and directors of the Company are 10involved in business activities outside of the Company and may,~~000~~ in the future,~~000~~ ~~Preferred~~become involved ~~Shares~~in atother $0business opportunities that become available.~~0001~~ ~~par~~They ~~value~~may ~~authorized~~face ~~with~~a ~~none~~conflict ~~issued~~in selecting between the Company and other ~~outstanding~~business atinterests. ~~March~~The ~~31,~~Company ~~2017~~has ~~and~~not ~~March~~formulated ~~31, 2016~~a policy for the resolution of such conflicts.

~~Common~~On ~~Stock~~December 27, 2016, the Company’s CEO loaned the Company $160,000 to fund operations. The loan was due on demand and bore no interest. On March 17, 2017, the loan was converted into 1,735,358 shares of common stock at a price of $0.0922 per share.

~~There~~On ~~are~~August 257,~~000~~ 2017,~~000~~ ~~Common~~the ~~shares~~Company’s atCEO loaned the Company $~~0.0001~~1,135 ~~par~~to ~~value~~fund ~~authorized~~operations. ~~with~~The ~~12,000383~~loan ~~and~~is ~~500,032~~due ~~shares~~on ~~issued~~demand and ~~outstanding~~bears atno ~~March~~interest. As of December 31, 2018 and 2017, $1,135 is owed and ~~March~~recorded ~~31,~~in ~~2016, respectively~~due to related parties on the balance sheet.

~~F-8~~During the 12 months ended December 31, 2018, Jade International Group, Inc, a company owned and controlled by the Company’s CEO, loaned the Company $276,300 to fund operations. The loans are due on demand and bears no interest. Also, during the 12 months ended December 31, 2018, the Company repaid $6,584. As of December 31, 2018 and 2017, $270,851 and $1,135, respectively, is owed and recorded in due to related parties on the balance sheet.

~~JADE GLOBAL HOLDINGS, INC.~~F-9

~~NOTES~~JADE GLOBAL TOHOLDINGS, ~~FINANCIAL STATEMENTS~~INC.

~~March~~NOTES TO ~~31,~~CONSOLIDATED ~~2017~~FINANCIAL STATEMENTS

~~NOTE~~December 4.31, ~~STOCKHOLDERS’ DEFICIT – Continued~~2018

~~On October 3, 2014, the Company's~~NOTE board of directors approved a forward stock split by way of a stock dividend of two (2) authorized but unissued shares of its common stock on each one (1) issued and outstanding share of its common stock held by shareholders of record as of November 10, 20146. ~~The~~RELATED ~~payment~~PARTY ~~date~~TRANSACTIONS ~~for~~AND ~~the~~DUE ~~stock~~TO ~~dividend~~RELATED ~~was~~PARTY ~~November~~– 10, 2014, as determined by the Financial Industry Regulatory Authority (FINRA). Upon the payment of the stock dividend, the Company had 300,000,000 issued and outstanding shares of common stock, which represents an increase of 200,000,000 shares over its prior total of 100,000,000 issued and outstanding shares of common stock.Continued

~~On February~~During ~~26, 2016,~~ the ~~Board~~twelve ofmonths ~~Directors~~ended ~~of the Company approved Articles of Amendment to our Articles of Incorporation which~~December ~~affected~~31, a2018 ~~reverse~~and ~~stock~~2017, ~~split~~$90,000 ~~of our issued~~ and ~~outstanding~~$120,000 ~~common~~in ~~stock~~consulting onfees awere ~~thirty~~paid, ~~(30)~~respectively, ~~old~~to ~~for~~EverAsia ~~one~~Financial ~~(1)~~Group, ~~new~~Inc, ~~basis.~~a ~~No cash~~company ~~was~~beneficially ~~paid~~owned or ~~distributed~~controlled asby aScott ~~result~~Silverman, ofour ~~the~~Chief ~~forward~~Financial ~~stock~~Officer ~~split~~ and ~~no fractional shares were issued~~Director. ~~All~~At ~~fractional~~December ~~shares~~31, ~~which would~~2018 ~~otherwise~~and beDecember 31, ~~required~~2017, to$15,000 beand ~~issued~~$0 asin aaccounts ~~result~~payable ~~of the stock split,~~ were ~~rounded~~due up to ~~the~~EverAsia ~~nearest~~Financial ~~whole~~Group ~~share.~~and ~~There~~recorded ~~was no change~~ in ~~the~~accounts ~~par~~payable ~~value~~– ofrelated party ~~our~~on ~~common~~the ~~stock~~balance sheet.

~~On December 27, 2016, the Board of Directors~~During of the ~~Company~~twelve ~~approved~~months ~~Articles~~ended ofDecember ~~Amendment~~31, to2018 ~~our~~and ~~Articles of Incorporation which increased the Company’s authorized common shares from 16~~2017,~~666,667~~ ~~shares, par value~~ $~~0.0001 to 25~~203,000~~,000~~ ~~common~~and ~~shares~~$184,550 ~~par~~in ~~value~~consulting ~~$0.0001~~fees ~~and~~were ~~affected~~paid, arespectively, ~~reverse~~to ~~stock split~~Forbstco ofInternational, ~~our~~LLC, ~~issued and outstanding common stock on~~ a ~~twenty~~company ~~(20)~~beneficially ~~old~~owned ~~for one (1) new basis. No cash was paid~~ or ~~distributed~~controlled asby aMin ~~result of~~Shi, ~~the~~our ~~reverse~~Secretary ~~stock split~~ and ~~no fractional shares were issued~~Director. ~~All~~At ~~fractional~~December ~~shares~~31, ~~which~~2018 ~~would otherwise be required to be~~and ~~issued~~December ~~as a result of the stock split~~31, ~~were rounded up to the nearest whole share~~2017, ~~resulting~~$0 inand an$0 ~~additional 984 shares being issued. There was no change~~ in ~~the~~accounts ~~par~~payable ~~value~~were ofdue ~~our~~Forbstco ~~common~~International, ~~stock~~respectively. ~~The split is reflected retrospectively in the accompanying financial statements.~~

OnThe Company ~~March~~owed 13$285,851 ~~2017~~and $1,135 ~~the~~to ~~Company~~Related ~~sold~~Parties 9at December 31,~~764,009 common~~ ~~shares~~2018 atand ~~US$0.0922~~December ~~per~~31, ~~share~~2017, respectively.

~~On March 13, 2017, our CEO converted a~~NOTE ~~loan in the amount of $160,000 into 1,735,358 shares of common stock at a price of $0~~7.~~0922~~ ~~per~~CONCENTRATIONS ~~share.~~OF RISKS

~~There~~Cash ~~are 25,000,000 common shares at $0.0001 par value authorized with 12,000,383 shares issued and outstanding at March 31, 2017.~~Balances

~~NOTE~~The Company 5maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (FDIC). ~~RELATED~~All ~~PARTY~~other ~~TRANSACTIONS~~deposit ~~AND~~accounts ~~DUE~~at TOFDIC-insured ~~RELATED~~institutions ~~PARTY~~were insured up to at least $250,000 per depositor until December 31, 2009. On April 1, 2010, FDIC deposit insurance for all deposit accounts, except for certain retirement accounts, returned to $250,000 per depositor. Insurance coverage for certain retirement accounts, which include all IRA deposit accounts, will remain at $250,000 per depositor. Our cash balance at December 31, 2018 and December 31, 2017 was not and was in excess of the FDIC insurance threshold, respectively.

~~The~~NOTE ~~officers and directors of the Company are involved in business activities outside of the Company and may, in the future, become involved in other business opportunities that become available~~8. ~~They~~SUBSEQUENT ~~may face a conflict in selecting between the Company and other business interests. The Company has not formulated a policy for the resolution of such conflicts.~~EVENTS

~~Effective~~On ~~December~~January 2731, ~~2016~~2019, Jade International Group, Inc, a company owned and controlled by the ~~former~~Company’s CEO, ofloaned the Company $25,000 ~~resigned~~to ~~and~~fund aoperations. ~~new~~The ~~director~~loan ~~was~~is ~~appointed~~due ~~for~~on ~~the~~demand ~~position~~and bears no interest.

~~In connection with a certain Stock Purchase~~On ~~Agreement~~March ~~between~~1, ~~the Company~~2019, ~~the~~Jade ~~CEO~~International ~~and~~Group, ~~several purchasers~~Inc, ~~the~~a ~~previous CEO of the~~ company ~~forgave~~owned ~~$139,881~~and ofcontrolled ~~advances~~by to the Company.’s ~~The Company classified the $139~~CEO,~~881~~ asloaned ~~a capital contribution. Also in connection with~~ the ~~Stock~~Company ~~Purchase Agreement~~$20,000 ~~the~~to ~~sole~~fund ~~officer~~operations. ~~and~~The ~~director~~loan ofis ~~the~~due ~~Company~~on ~~resigned~~demand and ~~new~~bears ~~officers~~no ~~and directors were appointed to the positions of President and CEO, Treasurer and CFO, and Secretary~~interest.

On December 27, 2016, the Company’s CEO loaned the Company $160,000 to fund operations. The loan was due on demand and bore no interest. On March 17, 2017, the loan was converted into 1,735,358 shares of common stock at a price of $0.0922 per share.F-10

~~During~~Item ~~the~~9. ~~year~~Changes ~~ended March 31, 2017, $30,000~~ in ~~consulting~~and ~~fees~~Disagreements ~~were~~with ~~paid~~Accountants toon ~~EverAsia~~Accounting ~~Financial~~and ~~Group, Inc, a company beneficially owned or controlled by Scott Silverman, our Chief~~ Financial ~~Officer and Director~~Disclosure.

~~During~~There ~~the~~were ~~year~~no ~~ended~~disagreements ~~March~~related ~~31, 2017, $39,000~~to inaccounting ~~consulting~~principles ~~fees~~or ~~were~~practices, ~~paid~~financial tostatement ~~Forbstco International~~disclosure, ~~LLC,~~internal acontrols ~~company~~or ~~beneficially~~auditing ~~owned~~scope or ~~controlled~~procedure byduring ~~Min~~the two ~~Shi,~~fiscal ~~our~~years ~~Secretary~~ and ~~Director~~interim periods.

~~The~~Item ~~Company~~9A. ~~owed~~Controls ~~$2,636~~ and ~~$123,001 to Related Parties at March 31, 2017 and March 31, 2016 respectively~~Procedures.

~~F-9~~Evaluation of Disclosure Controls and Procedures

~~JADE~~Based ~~GLOBAL~~on ~~HOLDINGS~~an evaluation under the supervision and with the participation of the Company’s management, ~~INC~~the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act were not effective as of December 31, 2018 to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

~~NOTES~~Management’s Report TOon ~~FINANCIAL~~Internal ~~STATEMENTS~~Control over Financial Reporting

~~March~~Our ~~31,~~management is ~~2017~~responsible for establishing and maintaining adequate internal control over financial reporting as defined in Securities Exchange Act Rules 13a-15(f) or 15d-15(f). 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 reporting purposes in accordance with U.S. GAAP.

~~NOTE~~We conducted an 6assessment of the effectiveness of our internal control over financial reporting as of December 31, 2017, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer. ~~CONCENTRATIONS~~In OFmaking ~~RISKS~~this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013). Based on the Company’s assessment, management has concluded that its internal control over financial reporting was not effective as of December 31, 2018 to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with GAAP.

~~Cash~~All internal control ~~Balances~~systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable, not absolute, assurance with respect to financial statement preparation and presentation and may not prevent or detect misstatements. We do not expect that our disclosure controls and procedures or internal control over financial reporting will prevent all errors and all fraud. In addition, projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may deteriorate.

~~The~~Our ~~Company maintains its cash in institutions~~Management’s ~~insured~~Report byon ~~the~~Internal ~~Federal~~Control ~~Deposit~~over ~~Insurance~~Financial ~~Corporation~~Reporting ~~(FDIC).~~was ~~All~~not ~~other~~subject ~~deposit accounts at FDIC-insured institutions were insured up~~ to atattestation ~~least~~by ~~$250,000~~our ~~per~~independent ~~depositor~~registered ~~until~~public ~~December~~accounting firm ~~31,~~pursuant ~~2009.~~to Onrules ~~April~~of 1,the ~~2010,~~SEC ~~FDIC~~that ~~deposit~~permit ~~insurance~~us ~~for~~to ~~all~~provide ~~deposit~~only ~~accounts, except~~our ~~for~~report. ~~certain retirement accounts~~Therefore, ~~returned~~this toTransition ~~$250,000~~Report ~~per~~on ~~depositor.~~Form ~~Insurance~~10-K ~~coverage for certain retirement accounts,~~does ~~which~~not include ~~all~~an ~~IRA~~attestation ~~deposit~~report ~~accounts,~~of ~~will~~our ~~remain~~independent atregistered ~~$250,000~~public ~~per~~accounting ~~depositor.~~firm ~~Our~~regarding ~~cash~~our ~~balance~~internal atcontrol ~~March~~over ~~31, 2017 was in excess~~financial ~~of the FDIC insurance threshold~~reporting.

~~NOTE~~Changes in Internal Control over 7.Financial ~~COMMITMENT~~Reporting

~~On September~~There ~~11,~~were ~~2013,~~no ~~the~~changes ~~Company~~in ~~entered into a licensing agreement with Social Media Broadcasts (SMB) Limited wherein~~ the Company’s ~~will~~internal ~~have~~control ~~the~~over ~~right~~financial toreporting ~~the~~during ~~sales and marketing of~~ the ~~Klarity~~year ~~Analytic~~December ~~Dashboard~~31, ~~in Canada~~2018, ~~the~~which ~~United~~were ~~States~~identified ~~and~~in ~~the~~connection ~~United~~with ~~Kingdom~~management’s ~~(including~~evaluation ~~the~~required ~~Republic~~by ofparagraph ~~Ireland~~(d) ~~for~~of anRules ~~initial~~13a-15 ~~period~~and of15d-15 ~~two~~under ~~years~~the ~~and~~Exchange ~~for~~Act, ~~successive~~that ~~periods~~have ofmaterially ~~one~~affected, ~~year~~or ~~each~~are ~~upon mutual~~reasonably ~~agreement.~~likely ~~Pursuant~~ to ~~the~~materially ~~terms~~affect, of the ~~licensing agreement the~~ Company’s ~~shall~~internal ~~pay~~control toover ~~Social~~financial ~~Media Broadcasts the following license fees:~~reporting.

~~(a)~~Item an9B. ~~initial~~Other ~~nonrefundable fixed fee of US$300,000 payable in installments over 3 years; (b) an annual technical support fee of US$60,000; and (c) a 20% royalty payment on all sales of Klarity~~Information.

~~The Company's social media tools and solutions will enable advertisers, publishers and agencies in the U~~None.S. and U.K. markets to gather deep social intelligence, generate true engagement and simplify promotional management. The Company's current offering as a result of the license agreement, Klarity, is a comprehensive and robust social analytics dashboard available. Klarity provides detailed comparative metrics from the widest range of social platforms, and provides the added uniqueness for Western marketers to gain insights into the social behavior of Asian consumers.

~~The Company's former CEO is also the CEO of Social Media Broadcasts (SMB) Limited.~~13

~~The Company~~PART ~~suspended the business venture relating to the SMB licensing agreement.~~III

~~The Company~~Item ~~was unable to make any of the SMB licensing agreement payments as required under the agreement~~10. ~~As a result~~Directors, ~~effective October~~Executive ~~28,~~Officers ~~2015 the Company~~ and ~~SMB~~Corporate ~~consented to a cancellation and termination of the licensing agreement~~Governance.

~~NOTE~~All directors of our company hold office 8until the next annual meeting of the security holders or until their successors have been elected and qualified. ~~SUBSEQUENT~~The ~~EVENTS~~officers of our company are appointed by our board of directors and hold office until their death, resignation or removal from office. Our directors and executive officers, their ages, positions held, and duration as such, are as follows:

Management has evaluated subsequent events through the date these financial statements were issued. Based on our evaluation no events have occurred that require disclosure.

Name	Position	Age		Date First Elected or Appointed

Guoqiang Qian	President, Chief Executive Officer and Chairman		61	December 21, 2016
Scott J. Silverman	Treasurer, Chief Financial Officer and Director		49	December 21, 2016
Min Shi	Secretary and Director		59	December 21, 2016

~~F-10~~Business Experience

~~Item~~The following is a brief account of the 9.education ~~Changes~~and inbusiness experience during at least the past five years of each director, executive officer and ~~Disagreements~~key ~~with~~employee ~~Accountants~~of onour company, ~~Accounting~~indicating the person’s principal occupation during that period, and ~~Financial~~the ~~Disclosure~~name and principal business of the organization in which such occupation and employment were carried out.

~~There were~~Guoqiang noQian ~~disagreements~~— ~~related to accounting principles or practices~~President, ~~financial~~Chief ~~statement~~Executive ~~disclosure, internal controls or auditing~~Officer ~~scope or procedure during the two fiscal years~~ and ~~interim periods.~~Chairman

~~Item~~Guoqiang Qian spent the earlier part of 9Ahis 40-year career working for the Shanghai Railway Yangpu Station and Shanghai Railway Bureau. ~~Controls~~Since 1995, Mr. Qian has served in several executive roles, including as the Executive President of the Hong Kong Huntec Group and ~~Procedures~~General Manager of Shanghai Guoyin Science & Technology Co., Ltd. In 2010, Mr. Qian created Shanghai Bridgeway-Horizon Multimedia Technology Co., Ltd., which was engaged in the development of multimedia, animation and gaming technologies that were implemented at several large-scale resorts in China. In 2012, he founded Shanghai Dingyangxuan Investment Management, that engaged in the investment and management of artwork. He then founded the Shanghai Dingyangxuan Tea Culture Museum and the Shanghai Shuojue Art Museum and Shanghai Cuicange Treasury Museum in 2014 and 2016 respectively. He currently sits on the Board of Directors of the Shanghai Cuican Culture Diffusion Co., Ltd and is the Deputy Chairman of Chinese Civil Collections Preservation Commission. Mr. Qian attended university in China and earned his Master’s degree in political economics.

~~Management’s Report~~Scott onJ. ~~Disclosure~~Silverman ~~Controls~~— Treasurer, Chief Financial Officer and ~~Procedures~~Director

~~We maintain~~Mr. ~~disclosure~~Silverman ~~controls~~is an accomplished and ~~procedures~~integrity-driven financial ~~that~~executive ~~are~~who ~~designed~~has toover ~~ensure~~25 ~~that~~years ~~the~~of ~~information~~business ~~disclosed~~success on national and international levels, with strong concentration and successes in ~~the~~SME ~~reports~~operational weand ~~file~~financial management. He has a highly diverse knowledge of financial, legal and operations management; ~~with~~public ~~the~~company management, accounting and Securities and Exchange Commission ~~under~~regulations. Mr. Silverman specializes in establishing and streamlining back-office policies and procedures and implementing sound financial management and internal controls necessary for enterprise growth and scalability. While serving as the ~~Exchange~~VP ~~Act~~of isFinance ~~recorded,~~of ~~processed~~Itopia, ~~summarized~~Mr. ~~and~~Silverman ~~reported~~was ~~within~~involved in the raise of ~~time~~over ~~periods~~$5 ~~specified~~million, reduced expenses by more than 40% and participated in a 100% increase in year-over-year top line revenues. Mr. Silverman is also one of the ~~Securities~~founders, and ~~Exchange~~serves ~~Commission’s~~as ~~rules~~President and ~~forms~~CEO, ~~and~~of ~~that~~EverAsia ~~such~~Financial ~~information~~Group, iswhich ~~accumulated~~grew ~~and~~into a multi-national ~~communicated~~corporate tofinancial ~~our~~management ~~president~~and ~~(our~~advisory ~~principal~~firm ~~executive~~serving ~~officer~~clients in the United States and ~~our~~Asia. ~~principal~~Well ~~financial~~versed ~~officer~~in securities regulations and ~~principal~~ accounting, ~~officer)~~Mr. Silverman has orchestrated investor exits for multiple companies, including ushering five client companies through successful public offerings. While at ICV, a boutique private equity firm, Mr. Silverman managed a $35 million portfolio of companies, simultaneously serving as ~~appropriate~~the CFO for both the parent company and for several portfolio companies, one of which was listed on the Entrepreneur Magazine “Hot 100” list, and was ultimate successfully spun off, delivering added value to ~~allow~~its ~~timely~~shareholders. ~~decisions~~In ~~regarding~~addition ~~required~~to ~~disclosure~~being an Intuit QuickBooks ProAdvisor, Mr. Silverman is well versed in Microsoft licensing and Office365 administration and has a working knowledge of IT systems.

Management, including our president (our principal executive officer and our principal financial officer and principal accounting officer), evaluated the effectiveness of our disclosure controls and procedures, as of March 31, 2017, in accordance with Rules 13a-15(b) and 15d-15(b) of the Securities and Exchange Act of 1934, as amended and concluded that our disclosure controls and procedures are not effective to ensure the information required to be disclosed by us in the reports that we file or submit under the Securities and Exchange Act of 1934, as amended is recorded, processed, summarized and reported within the time period specified in SEC rules and forms.14

~~Our management,~~Min ~~including~~Shi ~~our~~— ~~president~~Secretary ~~(our principal executive officer~~ and our principal financial officer and principal accounting officer), do not expect that our disclosure controls, and procedures or internal controls will prevent all possible error and fraud. Our disclosure controls and procedures are, however, designed to provide reasonable assurance of achieving their objectives, and our president (our principal executive officer and our principal financial officer and principal accounting officer) have concluded that our financial controls and procedures are not effective at that reasonable assurance level.Director

Min Shi has been an international business consultant and has worked in the investment and finance industry, both in the United States and in China, for more than 25 years. Since 2001, Ms. Shi has assisted American companies which were conducting, or wished to conduct, business in China. She has worked successively in the roles of associate, senior counselor, Finance and Investment Department Manager, Asset Management’s, Mutual Fund ~~Report~~Department Manager, and Vice President at the Nan Yang Investment Company of China, Jia Shi Investment Group of Hong Kong, China Hao Ran Investment Company, China Long Sheng Heng Ye Investment Company and China Wall Street Investment Company, respectively. Ms. Shi has worked with many small and medium sized companies on ~~Internal~~overseas ~~Control~~market ~~over~~development, ~~Financial~~assisting ~~Reporting~~them in securing financing in the United States, Hong Kong and Chinese capital markets. Additionally, she has consulted for several US based companies by making introductions to, and improving relations with, the Chinese government. Ms. Shi has worked with several banks and Chinese provincial governments on various projects, including financing government real estate development projects and mergers or acquisitions between government owned and private enterprises in China. Ms. Shi has a Bachelors degree from the Chinese Medical University of Beijing.

~~Our management~~Family is responsible for establishing and maintaining adequate internal control over financial reporting. Responsibility, estimates and judgments by management are required to assess the expected benefits and related costs of control procedures. The objectives of internal control include providing management with reasonable, but not absolute, assurance that assets are safeguarded against loss from unauthorized use or disposition, and that transactions are executed in accordance with management’s authorization and recorded properly to permit the preparation of financial statements in conformity with accounting principles generally accepted in the United States. Our management assessed the effectiveness of our internal control over financial reporting as of March 31, 2017. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control-Integrated Framework (2013). Our management has concluded that, as of March 31, 2017, our internal control over financial reporting was not effective in providing reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with US generally accepted accounting principles. Our management reviewed the results of their assessment with our board of directors.Relationships

~~This annual~~There ~~report~~are ~~does~~no ~~not~~family ~~include~~relationships anbetween any ~~attestation report~~ of our ~~company’s~~directors, ~~registered~~executive ~~public~~officers accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our company’s registered public accounting firm pursuant to rules of the Securities and ~~Exchange~~proposed ~~Commission~~directors ~~that~~or ~~permit~~executive ~~our company to provide only management’s report in this annual report~~officers.

~~Inherent Limitations~~Involvement onin ~~Effectiveness~~Certain ofLegal ~~Controls~~Proceedings

~~Internal control~~To ~~over financial reporting has inherent limitations, which include, but is not limited to~~ the ~~use~~best of ~~independent~~our ~~professionals for advice and guidance~~knowledge, ~~interpretation~~none of ~~existing and/or changing rules and principles, segregation of management duties, scale~~our ofdirectors organization, and personnel factors. Internal control over financial reporting is a process which involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or ~~improper~~executive ~~management~~officers ~~override. Because of its inherent limitations~~has, ~~internal control~~during ~~over financial reporting may not prevent or detect misstatements on a timely basis, however these inherent limitations are known features of~~ the ~~financial~~past ~~reporting~~ten process and it is possible to design into the process safeguards to reduce, though not eliminate, this risk. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.years:

~~Changes~~ 1. been convicted in ~~Internal~~a ~~Control~~criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offences); 2. had any bankruptcy petition filed by or against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at the time of the bankruptcy filing or within two years prior to that time; 3. been subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction or federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment, banking, savings and loan, or insurance activities, or to be associated with persons engaged in any such activity; 4. been found by a court of competent jurisdiction in a civil action or by the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated; 5. been the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated (not including any settlement of a civil proceeding among private litigants), relating to an alleged violation of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 6. been the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over ~~Financial~~its ~~Reporting~~members or persons associated with a member.

There have been no changes in our internal controls over financial reporting that occurred during the year ended March 31, 2017 that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.15

~~Item~~Compliance with Section 16(a) of the ~~9B.~~Securities ~~Other~~Exchange ~~Information~~Act of 1934

~~None~~Section 16(a) of the Securities Exchange Act of 1934, as amended, requires our executive officers and directors and persons who own more than 10% of a registered class of our equity securities to file with the Securities and Exchange Commission initial statements of beneficial ownership, reports of changes in ownership and annual reports concerning their ownership of our shares of common stock and other equity securities, on Forms 3, 4 and 5, respectively. Based solely on our review of the copies of such forms received by us, or written representations from certain reporting persons, we believe that during the periods covered by this report, all filing requirements applicable to our officers, directors and greater than 10% percent beneficial owners were complied with.

14Code of Ethics

~~PART~~We have adopted a written code of conduct ~~III~~that applies to all of our directors, executive officers and employees, including our principal executive officer, principal accounting officer and principal financial officer. Our Code of Business Conduct and Ethics was filed with the Securities and Exchange Commission as Exhibit 14.1 to our Registration Statement on Form S-1 on April 27, 2011. We will provide a copy of the Code of Business Conduct and Ethics to any person without charge, upon request. Requests can be sent to: 8950 SW 74th Court, Suite 2201-A44, Miami, FL 33156.

~~Item 10.~~Committees ~~Directors,~~of ~~Executive~~the ~~Officers and Corporate Governance~~Board

All ~~directors~~ proceedings of our ~~company~~sole ~~hold~~director ~~office~~were conducted ~~until~~by ~~the~~resolutions ~~next~~consented ~~annual~~to ~~meeting~~in ofwriting by the ~~security~~director ~~holders~~and orfiled ~~until~~with ~~their~~the ~~successors~~minutes ~~have~~of ~~been elected~~the ~~and~~proceedings ~~qualified.~~of ~~The~~the ~~officers~~directors. Such ofresolutions ~~our~~consented ~~company~~to ~~are~~in ~~appointed~~writing by ~~our~~the ~~board~~director ofentitled ~~directors~~to ~~and~~vote ~~hold~~on ~~office~~that ~~until~~resolution ~~their~~at ~~death~~a meeting of the directors are, ~~resignation~~according orto ~~removal~~the ~~from~~corporate ~~office.~~laws ~~Our~~of ~~directors~~the state of Nevada and ~~executive~~bylaws ~~officers,~~of ~~their~~our ~~ages~~company, ~~positions~~as ~~held,~~valid and ~~duration~~effective as ~~such,~~if ~~are~~they had been passed asat ~~follows:~~a meeting of the directors duly called and held.

Name	Position Held with the Company	Age	Date First Elected or Appointed
Guoqiang Qian	President, Chief Executive Officer and Chairman	59	December 21, 2016
Scott J. Silverman	Treasurer, Chief Financial Officer and Director	47	December 21, 2016
Min Shi	Secretary and Director	57	December 21, 2016

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

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

~~The following~~A isshareholder awho ~~brief~~wishes ~~account~~to ofcommunicate with ~~the~~our ~~education~~board ~~and~~of ~~business~~directors ~~experience~~may ~~during~~do atso ~~least~~by ~~the~~directing ~~past~~a ~~five~~written ~~years~~request ofaddressed ~~each~~to ~~director, executive officer and key employee of~~ our ~~company,~~president ~~indicating~~at the ~~person’s~~address ~~principal~~appearing ~~occupation~~on ~~during that period, and~~ the ~~name and principal~~ ~~business~~first page of ~~the~~this ~~organization~~annual ~~in which such occupation and employment were carried out~~report.

~~Guoqiang~~Audit ~~Qian~~Committee —and ~~President,~~Audit ~~Chief Executive Officer~~Committee ~~and~~Financial ~~Chairman~~Expert

~~Guoqiang Qian~~We ~~spent~~do ~~the~~not ~~earlier~~have ~~part~~a ofdirector ~~his~~that ~~40-year career working for the Shanghai Railway Yangpu Station and Shanghai Railway Bureau.~~qualifies ~~Since~~as ~~1995,~~an ~~Mr.~~“audit ~~Qian~~committee ~~has~~financial ~~served~~expert” ~~in several executive roles, including~~ as ~~the~~defined ~~Executive~~in ~~President~~Item of407(d)(5)(ii) ~~the Hong Kong Huntec Group and General Manager~~ of ~~Shanghai~~Regulation ~~Guoyin Science & Technology Co., Ltd. In 2010, Mr. Qian created Shanghai Bridgeway~~S-~~Horizon Multimedia Technology Co.~~K, ~~Ltd., which was engaged in the development of multimedia, animation~~ and ~~gaming~~is ~~technologies that were~~“independent” ~~implemented~~as atthe ~~several~~term ~~large~~is ~~scale~~used ~~resorts~~ in ~~China.~~Item In7(d)(3)(iv) ~~2012, he founded Shanghai Dingyangxuan Investment Management, that engaged in the investment and management~~ of ~~artwork.~~Schedule He14A ~~then~~under ~~founded~~ the ~~Shanghai~~Securities ~~Dingyangxuan~~Exchange ~~Tea~~Act ~~Culture Museum and the Shanghai Shuojue Art Museum and Shanghai Cuicange Treasury Museum in 2014 and 2016 respectively. He currently sits on the Board~~ of ~~Directors of the Shanghai Cuican Culture Diffusion Co.~~1934, ~~Ltd~~as ~~and is the Deputy Chairman of Chinese Civil Collections Preservation Commission~~amended. ~~Mr. Qian attended university in China and earned his Master’s degree in political economics.~~

~~Scott J. Silverman — Treasurer, Chief Financial Officer and Director~~16

~~Mr. Silverman~~We isbelieve anthat ~~accomplished~~members ~~and integrity-driven financial executive who has over 25 years~~ of ~~business~~our ~~success~~board ~~on national and~~of ~~international~~directors ~~levels,~~are ~~with~~capable ~~strong~~of ~~concentration~~analyzing and ~~successes~~evaluating inour ~~SME operational and~~ financial ~~management.~~statements ~~He has a highly diverse knowledge of financial, legal~~ and ~~operations~~understanding ~~management;~~internal ~~public~~controls ~~company management, accounting~~ and ~~Securities and Exchange Commission regulations. Mr. Silverman specializes in establishing and streamlining back-office policies and~~ procedures ~~and implementing sound~~for financial ~~management~~reporting. ~~and~~We ~~internal~~believe ~~controls~~that ~~necessary~~retaining ~~for~~an ~~enterprise~~independent ~~growth~~director ~~and~~who ~~scalability.~~would ~~While~~qualify ~~serving~~ as ~~the~~an VP“audit ofcommittee ~~Finance~~financial ofexpert” ~~Itopia,~~would ~~Mr.~~be ~~Silverman~~overly ~~was~~costly ~~involved~~and inburdensome ~~the raise of over $5 million, reduced expenses by more than 40%~~ and ~~participated~~is innot ~~a 100%~~warranted ~~increase~~ in ~~year-over-year~~our ~~top~~circumstances ~~line~~given ~~revenues. Mr. Silverman is also one of~~ the ~~founders,~~early ~~and~~stages ~~serves as President and CEO,~~ of ~~EverAsia~~our ~~Financial Group, which grew into a multi-national corporate financial management~~ development and ~~advisory firm serving clients in~~ the ~~United~~fact ~~States~~that ~~and~~we ~~Asia.~~have ~~Well~~not ~~versed~~generated inany ~~securities~~material ~~regulations~~revenues ~~and~~to ~~accounting, Mr~~date. ~~Silverman~~In ~~has orchestrated investor exits for multiple companies~~addition, ~~including~~we ~~ushering~~currently ~~five~~do ~~client~~not ~~companies~~have ~~through successful public offerings. While at ICV~~nominating, ~~a boutique~~compensation ~~private~~or ~~equity~~audit ~~firm,~~committees ~~Mr.~~or ~~Silverman~~committees ~~managed~~performing asimilar ~~$35~~functions ~~million~~nor ~~portfolio~~do ofwe ~~companies,~~have ~~simultaneously~~a ~~serving~~written ~~as the CFO for both the parent company and for several portfolio companies~~nominating, ~~one~~compensation ofor ~~which~~audit ~~was listed on the Entrepreneur Magazine “Hot 100”~~committee ~~list,~~charter. ~~and~~Our ~~was~~directors ~~ultimate~~do ~~successfully~~not ~~spun~~believe ~~off,~~that ~~delivering~~it ~~added~~is ~~value~~necessary to ~~its~~have ~~shareholders.~~such Incommittees ~~addition~~because tothey ~~being~~believe anthe ~~Intuit~~functions ~~QuickBooks ProAdvisor,~~of ~~Mr.~~such ~~Silverman~~committees can isbe ~~well~~adequately ~~versed~~performed inby ~~Microsoft~~the ~~licensing~~members ~~and~~of ~~Office365~~our ~~administration~~board ~~and has a working knowledge~~ of ~~IT systems~~directors.

15Item 11. Executive Compensation.

~~Min~~The following table provides summary information ~~Shi~~concerning —compensation ~~Secretary~~paid or accrued by us to our named executive officers for services rendered to us for the years ended December 31, 2018 and ~~Director~~2017.

Min Shi has been an international business consultant and has worked in the investment and finance industry, both in the United States and in China, for more than 25 years. Since 2001, Ms. Shi has assisted American companies which were conducting, or wished to conduct, business in China. She has worked successively in the roles of associate, senior counselor, Finance and Investment Department Manager, Asset Management, Mutual Fund Department Manager, and Vice President at the Nan Yang Investment Company of China, Jia Shi Investment Group of Hong Kong, China Hao Ran Investment Company, China Long Sheng Heng Ye Investment Company and China Wall Street Investment Company, respectively. Ms. Shi has worked with many small and medium sized companies on overseas market development, assisting them in securing financing in the United States, Hong Kong and Chinese capital markets. Additionally, she has consulted for several US based companies by making introductions to, and improving relations with, the Chinese government. Ms. Shi has worked with several banks and Chinese provincial governments on various projects, including financing government real estate development projects and mergers or acquisitions between government owned and private enterprises in China. Ms. Shi has a Bachelor’s degree from the Chinese Medical University of Beijing.

Summary Compensation Table
Name and Principal Position	Year	Salary ($)		Bonus ($)		Stock Awards ($)		Option Awards ($)		Non-Equity Incentive Plan Compensation ($)		Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)		All Other Compensation ($)			Total ($)

Guoqiang Qian	2018		-		-		-		-		-		-		-			-
President & Chief Executive Officer	2017		-		-		-		-		-		-		-			-

Scott J. Silverman	2018		-		-		-		-		-		-		105,000	(1)		105,000
Treasurer & Chief Financial Officer	2017		-		-		-		-		-		-	$	120,000	(1)		120,000

Min Shi	2018		-		-		-		-		-		-		203,000	(2)		203,000
Secretary	2017		-		-		-		-		-		-	$	184,550	(2)		184,550

Family Relationships

(1)	During the years ended December 31, 2018 and 2017, $90,000 and $120,000 in consulting fees were paid to EverAsia Financial Group, Inc, a company beneficially owned or controlled by Scott Silverman, our Chief Financial Officer and Director, respectively. At December 31, 2018 and December 31, 2017, $15,000 and $0 in accounts payable were due to EverAsia Financial Group.

(2)	During the years ended December 31, 2018 and 2017, $203,000 and $184.550 in consulting fees were paid to Forbstco International, LLC, a company beneficially owned or controlled by Min Shi, our Secretary and Director, respectively.

~~There are~~Stock noOption ~~family relationships between any of our directors, executive officers and proposed directors or executive officers.~~Plan

~~Involvement~~Currently, we do not have a stock option plan in ~~Certain~~favor ~~Legal~~of ~~Proceedings~~any director, officer, consultant or employee of our company.

~~To the best of our knowledge, none of our directors or executive officers has, during the past ten years:~~17

1.Outstanding ~~been~~Equity ~~convicted~~Awards in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offences); 2. had any bankruptcy petition filed by or against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at ~~the~~Fiscal Year time of the bankruptcy filing or within two years prior to that time; 3. been subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction or federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment, banking, savings and loan, or insurance activities, or to be associated with persons engaged in any such activity; 4. been found by a court of competent jurisdiction in a civil action or by the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated; 5. been the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated (not including any settlement of a civil proceeding among private litigants), relating to an alleged violation of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 6. been the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.End

16No equity awards were outstanding as of the year ended December 31, 2018.

~~Compliance with~~Option ~~Section 16(a) of the Securities Exchange Act of 1934~~Exercises

~~Section 16(a)~~During ~~of the Securities Exchange Act of 1934, as amended, requires~~ our ~~executive~~year ~~officers~~ended ~~and~~December ~~directors and persons who own more than 10% of a registered class of our equity securities to file with the Securities and Exchange Commission initial statements of beneficial ownership~~31, ~~reports of changes in ownership and annual reports concerning their ownership of our shares of common~~2018 ~~stock~~there ~~and~~were ~~other~~no ~~equity~~options ~~securities,~~exercised ~~on Forms 3, 4 and 5, respectively. Executive officers, directors and greater than 10% shareholders are required~~ by ~~the~~our ~~Securities~~named ~~and Exchange Commission regulations to furnish us with copies of all Section 16(a) reports they file~~officers.

~~Based solely~~Compensation ~~on our review~~ of the copies of such forms received by us, or written representations from certain reporting persons, we believe that during fiscal year ended March 31, 2017, all filing requirements applicable to our officers, directors and greater than 10% percent beneficial owners were complied with, with the exception of the following:Directors

We do not have any agreements for compensating our directors for their services in their capacity as directors, although such directors are expected in the future to receive stock options to purchase shares of our common stock as awarded by our board of directors.

~~Code~~We have determined that none of our directors are independent directors, as that term is used in Item 7(d)(3)(iv)(B) of ~~Ethics~~Schedule 14A under the Securities Exchange Act of 1934, as amended, and as defined by Rule 4200(a)(15) of the NASDAQ Marketplace Rules.

~~We have adopted a Code of Business Conduct and Ethics that applies to~~Pension, ~~among~~Retirement ~~other~~or ~~persons,~~Similar ~~members of our board of directors, our~~Benefit company’s officers including our president, chief executive officer and chief financial officer, employees, consultants and advisors. As adopted, our Code of Business Conduct and Ethics sets forth written standards that are designed to deter wrongdoing and to promote:Plans

1.There ~~honest~~are ~~and~~no ~~ethical~~arrangements ~~conduct,~~or ~~including~~plans ~~the~~in ~~ethical~~which we ~~handling~~provide ofpension, ~~actual~~retirement or ~~apparent~~similar ~~conflicts~~benefits offor ~~interest~~directors ~~between~~or ~~personal~~executive ~~and professional relationships; 2~~officers. ~~full,~~We ~~fair,~~have ~~accurate,~~no ~~timely,~~material ~~and~~bonus ~~understandable~~or ~~disclosure~~profit insharing plans ~~reports~~pursuant ~~and~~to ~~documents~~which ~~that~~cash ~~we file with,~~ or ~~submit~~non-cash ~~to,~~compensation ~~the~~is ~~Securities~~or ~~and~~may ~~Exchange~~be ~~Commission~~paid ~~and~~to inour ~~other~~directors ~~public~~or ~~communications~~executive ~~made~~officers, byexcept ~~us;~~that 3.stock options ~~compliance~~may ~~with~~be ~~applicable~~granted ~~governmental~~at ~~laws, rules and regulations; 4.~~ the ~~prompt~~discretion ~~internal reporting~~ of ~~violations of~~ the ~~Code~~board of ~~Business~~directors ~~Conduct and Ethics to an appropriate person~~ or ~~persons~~a ~~identified~~committee ~~in the Code of Business Conduct and Ethics; and 5~~thereof. ~~accountability for adherence to the Code of Business Conduct and Ethics.~~

~~Our Code~~Indebtedness of ~~Business Conduct and Ethics requires~~Directors, ~~among~~Senior ~~other things~~Officers, ~~that all of our company’s senior officers commit to timely,~~ ~~accurate~~Executive ~~and~~Officers ~~consistent disclosure of information; that they maintain confidential information;~~ and ~~that~~Other ~~they act with honesty and integrity.~~Management

17None of our directors or executive officers or any associate or affiliate of our company during the last two fiscal years, is or has been indebted to our company by way of guarantee, support agreement, letter of credit or other similar agreement or understanding currently outstanding.

~~In addition,~~Family our Code of Business Conduct and Ethics emphasizes that all employees, and particularly senior officers, have a responsibility for maintaining financial integrity within our company, consistent with generally accepted accounting principles, and federal and state securities laws. Any senior officer who becomes aware of any incidents involving financial or accounting manipulation or other irregularities, whether by witnessing the incident or being told of it, must report it to our company. Any failure to report such inappropriate or irregular conduct of others is to be treated as a severe disciplinary matter. It is against our company policy to retaliate against any individual who reports in good faith the violation or potential violation of our company’s Code of Business Conduct and Ethics by another.Relationships

~~Our Code~~There ofare ~~Business~~no ~~Conduct~~family ~~and~~relationships ~~Ethics~~between ~~was~~any ~~filed~~of ~~with the Securities and Exchange Commission as Exhibit 14.1 to~~ our ~~Registration Statement on Form S-1 on April 27~~directors, ~~2011. We will provide a copy of the Code of Business Conduct and Ethics to any person without~~ ~~charge,~~executive ~~upon~~officers ~~request.~~or ~~Requests can be sent to: 8950 SW 74th Court, Suite 2201-A44, Miami, FL 33156~~directors.

~~Committees of~~Equity ~~the~~Compensation ~~Board~~Plans

~~All proceedings~~We ofdo ~~our~~not ~~sole~~have ~~director~~any ~~were~~securities ~~conducted by resolutions consented to in writing by the director and filed with the minutes~~authorized offor ~~the~~issuance ~~proceedings~~under ofany ~~the~~equity ~~directors~~compensation plan. ~~Such~~We ~~resolutions~~also ~~consented~~do tonot inhave ~~writing~~an byequity ~~the~~compensation ~~director~~plan ~~entitled~~and todo ~~vote~~not onplan ~~that resolution at a meeting of the directors are, according~~ to ~~the~~implement ~~corporate laws of the state of Nevada and bylaws of our company, as valid~~such ~~and effective as if they had been passed at~~ a ~~meeting of the directors duly called and held~~plan.

~~Our company~~Item ~~does not have any defined policy or procedure requirements for shareholders to submit recommendations or nominations for directors~~12. ~~The~~Security ~~sole~~Ownership ~~director believes that, given the early stage~~ of ~~our~~Certain ~~development,~~Beneficial aOwners ~~specific nominating policy would be premature~~ and ofManagement little assistance until our business operations develop to a more advanced level. Our company does not currently have any specific or minimum criteria for the election of nominees to the board of directors and weRelated doStockholder ~~not have any specific process or procedure for evaluating such nominees~~Matters. ~~Our director assesses all candidates, whether submitted by management or shareholders, and makes recommendations for election or appointment.~~

~~A shareholder~~The ~~who~~following ~~wishes~~table tosets ~~communicate~~forth, as of March 27, 2019, certain information with respect to the beneficial ownership of our ~~board~~common shares by each shareholder known by us to be the beneficial owner of ~~directors~~more ~~may~~than do5% soof our common shares, as well as by ~~directing~~each of our current directors and executive officers as a ~~written~~group. ~~request~~Each ~~addressed~~person has sole voting and investment power with respect to ~~our~~the ~~president~~shares of common stock, except as otherwise indicated. atBeneficial ~~the~~ownership ~~address~~consists ~~appearing~~of ona ~~the~~direct ~~first~~interest ~~page~~in the shares of ~~this~~common ~~annual~~stock, ~~report~~except as otherwise indicated.

Audit Committee and Audit Committee Financial Expert

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership		Percentage of Class⁽¹⁾
Directors and Officers
Guoqiang Qian No. 2 1099 Nong Tangshan Road, Room 504 Yangpu District Shanghai 200082 China		4,945,716		41.2	%
Scott J. Silverman⁽²⁾ 8950 SW 74^th Ct Miami, FL 33156		296,954		2.5	%
Min Shi 109 Alumroot Irvine Ca 92620		1,841,302		15.3	%
Directors and Officers as a group (3 persons)		7,083,972		59	%
5% Shareholders
Yanping Qian⁽³⁾ No. 3, 1100 Nong Lanzhou Road, Room 604 Yangpu District Shanghai CHINA		1,187,937		9.9	%

Our board of directors has determined that it does not have a member of its audit committee that qualifies as an “audit committee financial expert” as defined in Item 407(d)(5)(ii) of Regulation S-K, and is “independent” as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of 1934, as amended.

(1)	Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding on March 27, 2019. As of March 27, 2019, there were 12,000,383 shares of our company’s common stock issued and outstanding.

(2)	Indirectly through EverAsia Financial Group, Inc. which Mr. Silverman has sole voting and dipositive power over.

(3)	Yanping Qian is the sister of our CEO, Guoqiang Qian.

~~We believe~~Changes that members of our board of directors are capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting. We believe that retaining an independent director who would qualify as an “audit committee financial expert” would be overly costly and burdensome and is not warranted in our circumstances given the early stages of our development and the fact that we have not generated any material revenues to date. In addition, we currently do not have nominating, compensation or audit committees or committees performing similar functions nor do we have a written nominating, compensation or audit committee charter. Our directors do not believe that it is necessary to have such committees because they believe the functions of such committees can be adequately performed by the members of our board of directors.Control

18We are unaware of any contract or other arrangement or provisions of our Articles or Bylaws the operation of which may at a subsequent date result in a change of control of our company. There are not any provisions in our Articles or Bylaws, the operation of which would delay, defer, or prevent a change in control of our company.

~~Item 11. Executive Compensation~~19

~~(a)~~Except ~~our~~as ~~principal~~disclosed herein, no director, executive officer;, ~~(b)~~shareholder ~~each~~holding ofat ~~our~~least ~~two~~5% ~~most~~of ~~highly~~shares ~~compensated~~of ~~executive~~our ~~officers~~common ~~who~~stock, ~~were~~or ~~serving~~any asfamily ~~executive~~member ~~officers~~thereof, athad ~~the~~any ~~end~~material interest, ofdirect ~~the~~or ~~years~~indirect, ~~ended~~in ~~March~~any 31transaction, ~~2017~~or ~~and~~proposed ~~2016;~~transaction ~~and~~for ~~(c)~~the upyear toended ~~two~~December ~~additional~~31, ~~individuals~~2018, ~~for~~in ~~whom~~which ~~disclosure~~the ~~would~~amount involved ~~have~~in ~~been~~the ~~provided~~transaction ~~under~~exceeded ~~(b)~~or ~~but~~exceeds ~~for~~ the ~~fact~~lesser ~~that~~of ~~the~~$120,000 ~~individual~~or ~~was~~one ~~not~~percent ~~serving~~of asthe average of our ~~executive~~total ~~officer~~assets at the year-end offor the ~~years~~last ~~ended~~three ~~March~~completed ~~31,~~fiscal ~~2017 and 2016;~~years.

~~who we~~During ~~will~~the ~~collectively~~years ~~refer~~ended toDecember as31, ~~the~~2018 and ~~named~~2017, ~~executive~~$90,000 ~~officers~~and of$120,000 ~~our~~in ~~company,~~consulting ~~are~~fees ~~set~~were ~~out~~paid into ~~the~~EverAsia ~~following~~Financial ~~summary~~Group, ~~compensation table~~Inc, ~~except~~a ~~that~~company nobeneficially ~~disclosure~~owned isor ~~provided~~controlled by ~~for~~Scott ~~any~~Silverman, ~~named~~our ~~executive~~Chief ~~officer,~~Financial ~~other~~Officer ~~than~~and ~~our~~Director, ~~principal~~respectively. ~~executive~~At ~~officers~~December 31, ~~whose total~~2018 ~~compensation~~and ~~did~~December ~~not~~31, ~~exceed~~2017, $~~100~~15,000 and ~~for~~$0 ~~the~~in ~~respective~~accounts ~~fiscal~~payable ~~year:~~were due to EverAsia Financial Group.

SUMMARY COMPENSATION TABLE

Name and Principal Position

Year

Salary ($)

Bonus ($)

Stock Awards ($)

Option Awards ($)

Non-Equity Incentive Plan Compensation ($)

Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)

All Other Compensation ($)

Total ($)

Guoqiang Qian (1)

2017

Nil

President, Chief Executive Officer, Chairman

2016

Nil

Scott J. Silverman (2)

2017

Nil

Treasurer, Chief Financial Officer, Director

2016

Nil

30,000

(3)

30,000

Min Shi (4)

2017

Nil

39,000

(5)

39,000

Secretary, Director

2016

Nil

During the years ended December 31, 2018 and 2017, $203,000 and $184,550 in consulting fees were paid to Forbstco International, LLC, a company beneficially owned or controlled by Min Shi, our Secretary and Director, respectively.

(1)	Guoqiang Qian was appointed as our president, chief executive officer and chairman on December 21, 2016.
(2)	Scott J. Silverman was appointed as our treasurer, chief financial officer, and director on December 21, 2016.
(3)	During the year ended March 31, 2017, $30,000 in consulting fees were paid to EverAsia Financial Group, Inc, a company beneficially owned or controlled by Scott Silverman, our Chief Financial Officer and Director.
(4)	Min Shi was appointed as our secretary and director on December 21, 2016.
(5)	During the year ended March 31, 2017, $39,000 in consulting fees were paid to Forbstco International, LLC, a company beneficially owned or controlled by Min Shi, our Secretary and Director.

During the years ended December 31, 2018 and 2017, $270,851 and $1,135 were loaned to the Company by Guoqiang Qian, our CEO, and/or a company beneficially owned or controlled by our CEO.

~~Stock Option~~Director ~~Plan~~Independence

~~Currently, we~~We ~~do not~~ have adetermined ~~stock~~that ~~option~~our ~~plan~~directors inare not ~~favor~~“independent ofdirectors” ~~any~~as ~~director,~~defined ~~officer,~~in ~~consultant~~NASDAQ orMarketplace ~~employee~~Rule ~~of our company~~4200(a)(15).

19We do not have a standing audit, compensation or nominating committee, but our entire board of directors acts in such capacities. We believe that our members of our board of directors are capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting. The board of directors of our company does not believe that it is necessary to have an audit committee because we believe that the functions of an audit committee can be adequately performed by the board of directors. In addition, we believe that retaining an independent director who would qualify as an “audit committee financial expert” would be overly costly and burdensome and is not warranted in our circumstances given the early stages of our development.

~~Stock Options/SAR~~Item ~~Grants~~14. Principal Accounting Fees and Services.

~~During our~~The ~~fiscal~~aggregate ~~year~~fees billed for the years ended ~~March~~December 31, 2018 and 2017 ~~there~~for ~~were~~professional noservices ~~options~~rendered ~~granted~~by tothe principal accountant for the audit of our ~~named~~annual ~~officers~~financial statements and review of the financial statements included in our quarterly reports on Form 10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or ~~directors.~~engagements for these fiscal periods were as follows:

Outstanding Equity Awards at Fiscal Year End

	Year Ended December 31, 2018		Year Ended December 31, 2017
Audit Fees	$	10,000	$	8,300
Audit Related Fees		Nil		Nil
Tax Fees		Nil		Nil
All Other Fees		Nil		Nil
Total	$	10,000	$	8,300

NoOur board of directors pre-approves all ~~equity~~services ~~awards~~provided ~~were~~by ~~outstanding~~our asindependent auditors. All of the ~~year~~above ~~ended~~services ~~March~~and ~~31,~~fees ~~2017~~were reviewed and approved by the board of directors either before or after the respective services were rendered.

~~Option~~Our board of directors has considered the ~~Exercises~~nature and amount of fees billed by our independent auditors and believes that the provision of services for activities unrelated to the audit is compatible with maintaining our independent auditors’ independence.

~~During our fiscal year ended March 31, 2017 there were no options exercised by our named officers.~~20

~~Compensation of~~PART ~~Directors~~IV

~~We do~~Item ~~not~~15. ~~have any agreements for compensating our directors for their services in their capacity as directors~~Exhibits, ~~although~~Financial ~~such~~Statement ~~directors are expected in the future to receive stock options to purchase shares of our common stock as awarded by our board of directors~~Schedules.

We have determined that none of our directors are independent directors, as that term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as amended, and as defined by Rule 4200(a)(15) of the NASDAQ Marketplace Rules.

(a)	Financial Statements

	(1)	Financial statements for our company are listed in the index under Item 8 of this document

	(2)	All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.

~~Pension, Retirement~~(b) ~~or Similar Benefit Plans~~Exhibits

There are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive officers. We have no material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may be granted at the discretion of the board of directors or a committee thereof.

Exhibit Number		Description
3.1		Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed on April 27, 2011)
3.2		Bylaws (incorporated by reference to our Registration Statement on Form S-1 filed on April 27, 2011)
3.3		Articles of Amendment (incorporated by reference to our Current Report on Form 8-K filed on February 14, 2013)
3.4		Articles of Amendment (incorporated by reference to our Current Report on Form 8-K filed on August 30, 2013)
3.5		Articles of Amendment date January 31, 2017 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
3.6		Articles of Amendment dated March 14 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
10.1		Form of Stock Purchase Agreement between the Company and Non-U.S. Investors dated March 13, 2017 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
10.2		Stock Purchase Agreement between the Company and EverAsia Financial Group, Inc. dated March 13, 2017 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
10.3		Stock Purchase Agreement dated December 15, 2016 (incorporated by reference to our Current Report on Form 8-K filed on December 21, 2016)
14.1		Code of Ethics and Business Conduct (incorporated by reference to our Registration Statement on Form S-1 filed on April 27, 2011)
31.1*		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer.
31.2*		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Accounting Officer.
32.1+		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer.
32.2+		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Accounting Officer.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

~~Indebtedness of~~* ~~Directors,~~Filed ~~Senior Officers, Executive Officers and Other Management~~herewith.

~~None of~~+ ~~our~~In ~~directors~~accordance orwith ~~executive~~SEC ~~officers~~Release ~~or any associate or affiliate of our company during the last two fiscal years~~33-8238, isExhibit or32.1 ~~has been~~and ~~indebted~~32.2 toare ~~our~~being ~~company~~furnished byand ~~way~~not ~~of guarantee, support agreement, letter of credit or other similar agreement or understanding currently outstanding~~filed.

~~Family Relationships~~21

~~There are no family relationships between any of our directors, executive officers or directors.~~SIGNATURES

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

We do not have any securities authorized for issuance under any equity compensation plan. We also do not have an equity compensation plan and do not plan to implement such a plan.

	JADE GLOBAL HOLDINGS, INC.

Dated: March 27, 2019	By:	/s/ Guoqiang Qian
		Guoqiang Qian
		President, Chief Executive Officer and Director (Principal Executive Officer)

Dated: March 27, 2019	By:	/s/ Scott J. Silverman
		Scott J. Silverman
		Treasurer, Chief Financial Officer and Director (Principal Accounting Officer)

20Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

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

Dated: March 27, 2019	By:	/s/ Guoqiang Qian
		Guoqiang Qian
		President, Chief Executive Officer and Director (Principal Executive Officer)

Dated: March 27, 2019	By:	/s/ Scott J. Silverman
		Scott J. Silverman
		Treasurer, Chief Financial Officer and Director (Principal Accounting Officer)

Dated: March 27, 2019	By:	/s/ Min Shi
		Min Shi
		Secretary and Director

The following table sets forth, as of June 9, 2017, certain information with respect to the beneficial ownership of our common shares by each shareholder known by us to be the beneficial owner of more than 5% of our common shares, as well as by each of our current directors and executive officers as a group. Each person has sole voting and investment power with respect to the shares of common stock, except as otherwise indicated. Beneficial ownership consists of a direct interest in the shares of common stock, except as otherwise indicated.22

Name and Address of Beneficial Owner	Title of Class	Amount and Nature of Beneficial Ownership	Percentage of Class(1)
Guoqiang Qian No. 2 1099 Nong Tangshan Road, Room 504 Yangpu District Shanghai 200082 China	Common	5,245,716 Common Shares		43.7	%
Min Shi 109 Alumroot Irvine Ca 92620	Common	1,841,302 Common Shares		15.3	%
Yanping Qian No. 3, 1100 Nong Lanzhou Road, Room 604 Yangpu District Shanghai CHINA	Common	1,187,937 Common Shares		9.9	%
EverAsia Financial Group, Inc.(2) 8950 SW 74th Ct Miami, FL 33156	Common	296,954		2.5	%
Directors and Officers as a group	Common	7,383,972 Common Shares		61.5	%

(1)

Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding on June 9, 2017. As of June 9, 2017, there were 12,000,383 shares of our company’s common stock issued and outstanding.

(2)

EverAsia Financial Group, Inc. is a company beneficially owned or controlled by Scott Silverman, our Chief Financial Officer.

Changes in Control

We are unaware of any contract or other arrangement or provisions of our Articles or Bylaws the operation of which may at a subsequent date result in a change of control of our company. There are not any provisions in our Articles or Bylaws, the operation of which would delay, defer, or prevent a change in control of our company.

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

Except as disclosed herein, no director, executive officer, shareholder holding at least 5% of shares of our common stock, or any family member thereof, had any material interest, direct or indirect, in any transaction, or proposed transaction since the year ended March 31, 2017, in which the amount involved in the transaction exceeded or exceeds the lesser of $120,000 or one percent of the average of our total assets at the year-end for the last three completed fiscal years.

Director Independence

We have determined that our directors are not “independent directors” as defined in NASDAQ Marketplace Rule 4200(a)(15).

We do not have a standing audit, compensation or nominating committee, but our entire board of directors acts in such capacities. We believe that our members of our board of directors are capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting. The board of directors of our company does not believe that it is necessary to have an audit committee because we believe that the functions of an audit committee can be adequately performed by the board of directors. In addition, we believe that retaining an independent director who would qualify as an “audit committee financial expert” would be overly costly and burdensome and is not warranted in our circumstances given the early stages of our development.

Item 14. Principal Accounting Fees and Services

The aggregate fees billed for the most recently completed fiscal year ended March 31, 2017 and for the fiscal year ended March 31, 2016 for professional services rendered by the principal accountant for the audit of our annual financial statements and review of the financial statements included in our quarterly reports on Form 10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:

	Year Ended
	March 31, 2017 $		March 31, 2016 $
Audit Fees		8,000		7,500
Audit Related Fees		Nil		Nil
Tax Fees		Nil		Nil
All Other Fees		Nil		Nil
Total		8,000		7,500

Our board of directors pre-approves all services provided by our independent auditors. All of the above services and fees were reviewed and approved by the board of directors either before or after the respective services were rendered.

Our board of directors has considered the nature and amount of fees billed by our independent auditors and believes that the provision of services for activities unrelated to the audit is compatible with maintaining our independent auditors’ independence.

PART IV

Item 15. Exhibits, Financial Statement Schedules

(a)	Financial Statements
	(1)	Financial statements for our company are listed in the index under Item 8 of this document
	(2)	All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.

(b) Exhibits

Exhibit Number		Description
(3)		Articles of Incorporation and Bylaws
3.1		Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed on April 27, 2011)
3.2		Bylaws (incorporated by reference to our Registration Statement on Form S-1 filed on April 27, 2011)
3.3		Articles of Amendment (incorporated by reference to our Current Report on Form 8-K filed on February 14, 2013)
3.4		Articles of Amendment (incorporated by reference to our Current Report on Form 8-K filed on August 30, 2013)
3.5		Articles of Amendment date January 31, 2017 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
3.6		Articles of Amendment dated March 14 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
10.1		Form of Stock Purchase Agreement between the Company and Non-U.S. Investors dated March 13, 2017 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
10.2		Stock Purchase Agreement between the Company and EverAsia Financial Group, Inc. dated March 13, 2017 (incorporated by reference to our Current Report on Form 8-K filed on April 10, 2017)
10.3		Stock Purchase Agreement dated December 15, 2016 (incorporated by reference to our Current Report on Form 8-K filed on December 21, 2016)
(14)		Code of Ethics
14.1		Code of Ethics and Business Conduct (incorporated by reference to our Registration Statement on Form S-1 filed on April 27, 2011)
(31)		Rule 13a-14(a) / 15d-14(a) Certifications
31.1*		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer.
31.2*		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Accounting Officer.
32.1*		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer.
32.2*		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Accounting Officer.
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Extension Schema Document
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		XBRL Taxonomy Extension Label Linkbase Document
101.PRE*		XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

SIGNATURES

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

	JADE GLOBAL HOLDINGS, INC.
	(Registrant)
Dated: June 23, 2017	By:	/s/ Guoqiang Qian
		Guoqiang Qian
		President, Chief Executive Officer and Director (Principal Executive Officer)
Dated: June 23, 2017	By:	/s/ Scott J. Silverman
		Scott J. Silverman
		Treasurer, Chief Financial Officer and Director (Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Dated: June 23, 2017	By:	/s/ Guoqiang Qian
		Guoqiang Qian
		President, Chief Executive Officer and Director (Principal Executive Officer)

Dated: June 23, 2017	By:	/s/ Scott J. Silverman
		Scott J. Silverman
		Treasurer, Chief Financial Officer and Director (Principal Accounting Officer)
Dated: June 23, 2017	By:	/s/ Min Shi
		Min Shi
		Secretary and Director

Number of Late Reports

Number of Transactions Not Reported on a Timely Basis

Failure to File Required Forms

Silverman, Scott J.

Guoqiang, Qian