UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 10-K

☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR0R 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~For~~FOR ~~the~~THE ~~fiscal~~FISCAL ~~year~~YEAR ~~ended~~ENDING ~~December~~DECEMBER 31, ~~2014~~2015

ORCOMMISSION FILE NUMBER: 000-54629

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

For transition period ___ to ____

Commission file number: 000-54629

GMCI CORP.

(~~Name~~Exact name of registrant as specified in its charter)

Nevada	~~43- 2110431~~	47-5567250
(State or jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

~~1255~~Level W.1 ~~Rio~~Tower ~~Salado~~1 ~~Parkway~~Avenue 3 The Horizon Bangsar South City, Kuala Lumpur, Malaysia 59200 (Address of principal executive offices, including zip code) 60-3-2242-2259 (Registrant’s telephone number, including area code)

~~Suite~~Securities ~~215~~registered pursuant to Section 12(b) of the Act: None

~~Tempe,~~Securities AZregistered ~~85282~~pursuant to Section 12(g) of the Act: Common Stock: $0.001 par value

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

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(~~480~~d) ~~830-2700~~of the Act. [ ] Yes [X] No

Indicate by check mark whether the registrant (~~Registrant's~~1) ~~telephone~~has ~~number~~filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

~~SECURITIES~~[ ~~REGISTERED~~] ~~PURSUANT~~Yes TO[X] ~~SECTION 12(b) OF~~No

~~THE~~Indicate ~~EXCHANGE~~by ~~ACT:~~check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data Filed required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

~~None.~~[ ] Yes [X] No

~~SECURITIES~~Indicate ~~REGISTERED~~by ~~PURSUANT~~check TOmark ~~SECTION~~if ~~12(g)~~disclosure OFof delinquent filers pursuant to Item 405 of Regulation S-K 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 amendments to this Form 10-K. [ ]

THE EXCHANGE ACT:

Common Stock, Par Value $.001; 4,000,000,000 shares authorized.

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

Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes☐ No☑

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No☑

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes☑ No☐

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

Large accelerated filer ☐[ ] Accelerated filer ☐[ ] Non-accelerated filer ☐[ ] Smaller reporting company ☑[X]

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

AsThe ofcompany ~~June~~has ~~30,~~only ~~2014,~~sporadic ~~the~~trading. ~~aggregate~~Therefore, no market value ofcan ~~the~~be ~~shares~~calculated. ofA ~~the~~total ~~Registrant’s~~of ~~common~~30,340,526 ~~stock~~shares are held by non-affiliates ~~(based upon the closing price of such shares as reported on the OTC Bulletin Board) was approximately $82,407, (137,345 shares at $0~~.~~60 per share).~~

AtIndicate ~~October~~the ~~31,~~number ~~2015~~of shares outstanding of each of the registrant’s classes of common stock, ~~there~~as ~~were~~of the latest practicable date: We had 720,802,346 shares of ~~the registrant's~~ common stock ~~issued~~outstanding ~~and~~as ~~outstanding~~of May 19, 2017.

~~TABLE~~DOCUMENTS OFINCORPORATED ~~CONTENTS~~BY REFERENCE

ITEM NUMBER AND CAPTION		PAGE
PART I
ITEM 1.	DESCRIPTION OF BUSINESS	3
ITEM 1A.	RISK FACTORS	5
ITEM 1B.	UNRESOLVED STAFF COMMENTS	10
ITEM 2.	PROPERITES	11
ITEM 3.	LEGAL PROCEEDINGS	11
ITEM 4.	MINE SAFETY DISCLOSURE	11
PART II
ITEM 5.	MARKET FOR REGISTRANTS COMMON EQUITY & RELATED STOCKHOLDER MATTERS	11
ITEM 6.	SELECTED FINANCIAL DATA	12
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	12
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	14
ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	15
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	28
ITEM 9A.	CONTROLS AND PROCEDURES	28
ITEM 9B.	OTHER INFORMATION	29
PART III
ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	29
ITEM 11.	EXECUTIVE COMPENSATION	30
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	30
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE	31
ITEM 14.	PRINCIPAL ACCOUNTANT FEES AND SERVICES	31
PART IV
ITEM 15.	EXHIBITS, FINANCIAL STATEMENT SCHEDULES	32

None.

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		Page
	A Warning About Forward-Looking Statements

	PART I
Item 1.	Business	4
Item 1A.	Risk Factors	6
Item 1B.	Unresolved Staff Comments	10
Item 2.	Properties	10
Item 3.	Legal Proceedings	10
Item 4.	Mine Safety Disclosures	10

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Shares	11
Item 6.	Selected Financial Data	12
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	13
Item 8.	Financial Statements and Supplementary Data	13
	(The financial statements and supplementary data required by this item are set forth at the end of this Annual Report on Form 10-K beginning on page F-1.)
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	14
Item 9A.	Controls and Procedures	14
Item 9B.	Other Information	14

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	15
Item 11.	Executive Compensation	16
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	17
Item 13.	Certain Relationships and Related Transactions, and Director Independence	18
Item 14.	Principal Accounting Fees and Services	18

PART IV

Item 15.	Exhibits, Financial Statements, Schedules	19
	Index to Financial Statements	19
	Index to Exhibits	21

A WARNING ABOUT FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are subject to a number of risks and uncertainties. All statements that are not historical facts are forward-looking statements, including statements about our business strategy, the effect of Generally Accepted Accounting Principles ("GAAP") pronouncements, uncertainty regarding our future operating results and our profitability, anticipated sources of funds and all plans, objectives, expectations and intentions and the statements regarding future potential revenue. These statements appear in a number of places and can be identified by the use of forward-looking terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "future," "intend," or "certain" or the negative of these terms or other variations or comparable terminology, or by discussions of strategy.

Actual results may vary materially from those in such forward-looking statements as a result of various factors that are identified in "Item 1A.— Risk Factors" and elsewhere in this document. No assurance can be given that the risk factors described in this Annual Report on Form 10-K are all of the factors that could cause actual results to vary materially from the forward-looking statements. References in this Annual Report on Form 10-K to (i) the "Company," the "Registrant," "GMCI” "we," "our," and "us" refer to GMCI CORP.

Investors and security holders may obtain a free copy of the Annual Report on Form 10-K and other documents filed by GMCI CORP. with the Securities and Exchange Commission ("SEC") at the SEC's website at http://www.sec.gov. Free copies of the Annual Report on Form 10-K and other documents filed by GMCI CORP. with the SEC may also be obtained from GMCI CORP. by directing a request to GMCI CORP. Attention: Calvin Chin, GMCI CORP., Level 1 Tower 1 Avenue 3, The Horizon, Bangsar South City, Kuala Lumpur, Malaysia 59200.

PART I

~~ITEM~~Item 1. ~~DESCRIPTION OF BUSINESS~~ Business

Overview

The Company

GENERAL

GMCI Corp. (“GMCI,” or the “~~company~~Company”) was incorporated in the State of Nevada on June 28, 2006, under the name “Pacific Metals Corp.”. On March 17, 2015, the Company ~~filed~~changed ~~Articles~~its ofname ~~Merger~~to ~~with~~“GMCI ~~the~~Corp.” ~~Nevada~~by ~~SOS~~conducting ~~whereby it entered into~~ a statutory merger with its wholly-owned subsidiary, GMCI Corp., pursuant to Nevada Revised Statutes 92A.200 et. seq. ~~The~~As ~~effect~~a result of such merger, ~~is that~~ the Company was the surviving entity ~~and changed its name to "GMCI Corp~~."

On December 12, 2014, a change in control of the Company occurred by virtue of the company's largest shareholder, Pacific Gold Corp., selling 15,110,823 shares of the Company's common stock to Legacy Fiduciary Services Limited. Such shares represented 75.2% of the Company's total issued and outstanding shares of common stock at the time of the transaction. As part of the sale of the shares, Legacy Fiduciary Services Limited arranged to appoint Mr. Lok Khing Ming as the sole officer and director of the Company at the time.

On January 2, 2015, the Company filed a Certificate of Amendment with the State of Nevada to (a) increase the number of authorized shares of Common Stock from 200 million shares to 4 billion shares; and (b) decrease all of the Company's then issued and outstanding shares of Common Stock at a ratio of one (1) share for every 25 existing shares, with all fractional shares to be purchased by the Company at the price of $0.02 per share (the "Reverse Split"). These actions were taken by the Company's Board of Directors after receiving the written consent of shareholders holding 82.7% of the Company's voting shares.

On March 26, 2015, the Company, entered into a Share Exchange Agreement (the "~~Share~~SBS ~~Exchange~~ Agreement") with all of the shareholders of SBS Mining Corp. Malaysia SdSdn. Bhd., ("SBS") a Malaysian corporation whose primary business is mining and exploration of properties located in Malaysia. Pursuant to the Share Exchange Agreement, the Company acquired 600,000 shares of capital stock of SBS from the SBS Shareholders and in exchange issued 500,000,000 restricted shares of its common stock to the SBS Shareholders.

The 600,000 shares of SBS constituted all of the issued and outstanding shares of SBS and were held by a total of three (3) shareholders, including the Company's sole director and Chief Executive Officer, Mr. Lok Khing Ming. Mr. Lok Khing Ming owned ten percent (10%) of SBS, or 60,000 shares. The remaining shares were owned by Mr. Liew Chin Loong (90,000 shares; 15%), who resides in Malaysia and LYF & Son Realty Sdn. Bhd., a Malaysian corporation (450,000 shares; 75%). Pursuant to the Share Exchange Agreement, Mr. Lok received 50 million shares of the Company's common stock; Mr. Liew received 75 million shares; and LYF & Son Realty Sd. Bhd. received 375 million shares. As a result of the Share Exchange Agreement, SBS became a wholly owned subsidiary of the Company and the Company now carries on the business of SBS as its primary business. The closing of the ~~Share~~SBS ~~Exchange~~Agreement ~~(the "Closing")~~ occurred on April 23, 2015.

SBS Mining Corp. Malaysia Sdn. Bhd. is a producer of metal ore and is focused on producing iron ore, bauxite and tin ore. Currently SBS is principally engaged in the prospecting of minerals and to carry out the mining of minerals upon successful exploration. The Company is not in actual development or production of any mineral deposits.

In order to assist the Company’s entry into the principal business of SBS, the Company has added to two (2) officers of the Company and a member of the Board of Directors.

Mr. Lok Khing Ming was previously the managing director of SBS Mining Corporation Malaysia Sdn. Bhd., a company engaged in mining and trading iron ore. Mr. Lok's responsibilities include leading the exploration for mining opportunities in and around Malaysia, developing business strategies and implementing the Company's marketing plan. From 2007-2010, Mr. Lok was General Manager of Asia East Coast Mining Sdn. Bhd., a company engaged in gold mining.

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In November 1991 Mr. Lok earned a Diploma in Electronic Engineering from the Federal Institute of Technology, Malaysia.

Mr. Lok is the Chief Executive Officer of the Company and is also the sole member of the Company’s Board of Directors.

CURRENT INVESTMENTS

At the time of the acquisition of SBS ~~holds~~by GMCI, SBS held licenses to the following two (2) properties on which it is prospecting for iron ore mining:

NO	Mining Land	Mining Area (Hectares)
1	Sungai Bekil, Mukim Of Batu Talam, State Of Pahang Darul Makmur, Malaysia	50
2	Sungai Semeriang, Mukim Of Batu Talam, State Of Pahang Darul Makmur, Malaysia	50

The total mining area measures approximately 100 hectares (247 Acres).

~~Due~~In toJanuary 2016, the ~~continued~~licenses ~~bearish trend~~ for ~~iron~~these ~~ore~~concessions ~~prices, SBS believes that iron ore price will eventually fall to $30~~expired. ~~Therefore~~ SBS ~~Mining~~ is ~~now moving into bauxite mining and trading~~ in ~~the~~negotiations ~~surrounding~~with ~~area. China imported 14 times more bauxite from Malaysia in November 2014 than in March 2014, after an export ban in Indonesia stopped supplies of~~ the ~~ore~~owners ~~to the world's biggest consumer~~ of ~~industrial~~these ~~metals~~concessions.

At the time that the SBS Agreement was concluded (approximately the second quarter of 2015), the market price for iron ore was between $45 and $65. SBS believed that there would be a downward trend for iron ore prices and eventually the market price fell below $45 in December 2015. Therefore, SBS Mining commenced a plan to move into financing bauxite mining and trading in the surrounding area. SBS believes that shipments and demand for bauxite will increase, as illustrated by the fact that China imported 14 times more bauxite from Malaysia in November 2014 than in March 2014, after an export ban in Indonesia stopped supplies of the ore to the world's biggest consumer of industrial metals.

Bauxite mines are springing up in Malaysia and shipping an ever-increasing amount of the raw material used for the production of aluminum to China, helping fill a gap since Indonesia banned ore exports in January 2015 in a bid to encourage value-added processing at home.

China will need around 130 million tonnes of bauxite next year to feed its fast-growing aluminum industry and must import about 36.8 million of that, according to consultancy CRU. "Definitely bauxite imports from Malaysia will increase significantly next year," said Wan Ling, an analyst with CRU in Beijing, forecasting the country's shipments to China could reach 10 million tonnes. During the first nine (9) months of 2014, Malaysia supplied just 1.27 million tonnes to China and that was 12 times more than the 105,000 tonnes shipped in the same period of 2013.

COMPETITION

Currently, we do not have any direct competition with respect to the specific properties we hold licenses to. If we develop production capacity with respect to bauxite, we would compete with other suppliers of these materials. Because bauxite is sourced world-wide, our competition would include companies operating in diverse locations such as Australia, the People’s Republic of China, Brazil, and India, among others. The companies that commonly are producing materials of this nature are large capitalization companies, with established mining clams and operations. Their deposits are often refined and sold through related parties or to and through companies with which they have long standing relationships.

In terms of developing our business plan and conducting exploration and later deposit development, we also expect to compete for qualified geological and environmental experts to assist us in our exploration of mining prospects, as well as any other consultants, employees and equipment that we may require in order to conduct our operations.

Currently, there is significant competition for financial capital to be deployed in mining and material extraction. Therefore, it is difficult for smaller companies such as us to attract investment for its exploration activities. We cannot give any assurances that we will be able to compete for capital funds, and without adequate financial resources management cannot assure that the Company will be able to compete in exploration activities and ultimately in material deposit development, production and sales.

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REGULATION

The exploration and development of a mining prospect in Malaysia is subject to regulation by a number of governmental authorities. The regulations address many environmental issues relating to air, soil and water contamination and apply to many mining related activities including exploration, mine construction, mineral and ore extraction, ore milling, water use, waste disposal and use of toxic substances. In addition, we are subject to regulations relating to labor standards, occupational health and safety, mine safety, general land use, export of minerals and taxation. Many of the regulations require permits or licenses to be obtained and the filing of certain notices, the absence of which or inability to obtain will adversely affect the ability for us to conduct our exploration, development and operation activities. The failure to comply with the regulations and terms of permits and licenses may result in fines or other penalties or in revocation of a permit or license or loss of a prospect.

EMPLOYEES

Effective December 12, 2014, Mr. Lok Khing Ming was added as the Chief Executive Officer, President, Treasurer and sole director of the Company.

~~Currently~~ As of the closing of the SBS Agreement, Mr. Lok does not draw a salary. Notwithstanding the current arrangement, the Company may pay Mr. Lok a salary or other compensation on a bonus basis in the future, in amounts determined in the discretion of the Company or as negotiated, which compensation may take the form of cash, stock issuances, employee options and promissory notes.

WeOn doOctober ~~not~~5, ~~have~~2016, ~~any~~the ~~other~~Board ~~employees~~of atDirectors ~~this~~(the ~~time.~~“Board”) Inof ~~the~~GMCI ~~future~~Corp., ~~when~~a weNevada ~~need~~corporation ~~other persons for aspects of~~ (the ~~exploratory work and other functions~~“Company”), weappointed ~~will~~its ~~hire~~current ~~persons~~Chief ~~under~~Executive ~~service agreements as consultants~~Officer, ~~part-time~~Mr. ~~and~~Lok ~~full~~Khing ~~time~~Ming, ~~employees~~ as ~~necessary.~~the WeCompany’s doChairman ~~not~~of ~~have any arrangements for~~ the ~~hiring of any persons at this time~~Board.

Concurrently therewith, Mr. Calvin Chin, the Company’s current Chief Financial Officer (“CFO”) was appointed as the Chief Executive Officer (“CEO”), which left a vacancy for the position of Chief Financial Officer. The following individuals were therefore appointed to their respective positions:

M.W. Jason Chan as the Company’s Chief Financial Officer.

S.N. Loh as the Company’s Chief Operating Officer.

Dr. Brian Kee Mun Wong as the Company’s Chief Marketing Officer.

Kevin Chea Lin Liu as the Company’s Chief Sales Officer.

Following is biographical information for each of the new Officers listed above.

M.W. “Jason” Chan

From August 2010 to September 2016, Mr. Chan managed a portfolio of audit clients with divergent operations, including but not limited to, public offerings, due diligence audits, restructuring and reverse takeovers for Baker Tilly Monteiro Heng, an accounting and audit firm located in Kuala Lumpur, as its Director of Transaction Reporting division.

S.N. Loh

From April 2012 to October 2015, Mr. Loh was the General Manager responsible for marketing, sales, business development and planning for WRP Asia Pacific Sd. Bhd., a medical glove manufacturing company located in Malaysia. From August 2009 to March 2012, Mr. Loh was the Operations Director, responsible for factory operations, for Vinh Chanh Co. Ltd., a bio mass fuel supplier in Vietnam.

Dr. Brian Kee Mun Wong

From March 2016 to August 2016, Dr. Wong was Marketing Director for Putra Business School in Serdang, Malaysia. While in this position he was responsible for implementing new marketing strategies for the school. From November 2014 to February 2016, he was Head of Infrastructure Segment (Marketing) for Lafarge Malaysia Bhd, a construction company located in Damansara, Malaysia. His responsibilities in this position included overseeing the budget and growth of the infrastructure segment business. From February 2013 to October 2014, Dr. Wong was responsible for market intelligence data as Head of Research & Informatics at Malaysia Healthcare Travel Council in Malaysia. From July 2009 to June 2011, Dr. Wong was a faculty member in Taylor’s University, Malaysia.

Kevin Chea Lin Liu

From March 2014 to March 2016, Mr. Liu was Managing Director responsible for recruitment at AIMS Select, a human resources management and services company located in Kuala Lumpur, Malaysia. From November 2010 to January 2014, Mr. Liu was Head of Retail Sales for Maxis, a telecommunications company located in Malaysia.

Executive Offices

Our principal executive offices are located at ~~1255~~Level W.1 ~~Rio~~Tower ~~Salado~~1 ~~Parkway~~Avenue 3 The Horizon, ~~Suite~~Bangsar ~~215~~South City, ~~Tempe~~Kuala Lumpur, AZMalaysia ~~85281~~59200. Our telephone number is ~~(480) 830~~60-~~2700~~3-2242-2259.

~~ITEM 1A. RISK FACTORS~~5

Item 1A. Risk Factors

RISK FACTORS RELATING TO GMCI CORP. AND ITS BUSINESS

LOSSES FROM CONTINUING OPERATIONS MAY OCCUR AND, AS A RESULT, THE PRICE OF OUR COMMON STOCK MAY BE NEGATIVELY AFFECTED. IF WE ARE NOT ABLE TO GROW OUR BUSINESS, THE RESULTS OF OUR OPERATIONS AND OUR FINANCIAL CONDITION MAY BE ADVERSELY IMPACTED.

Risks Related to Our Business

We are an "emerging growth company" under the JOBS Act of 2012, and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our common stock less attractive to investors.

We are an “emerging growth company”, as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”), and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We cannot predict if investors will find our common stock less attractive because we may rely on these exemptions. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile.

In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We are choosing to take advantage of the extended transition period for complying with new or revised accounting standards.

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We will remain an “emerging growth company” for up to five years, although we will lose that status sooner if our revenues exceed $1 billion, if we issue more than $1 billion in non-convertible debt in a three year period, or if the market value of our common stock that is held by non-affiliates exceeds $700 million as of any June 30.

Our status as an “emerging growth company” under the JOBS Act of 2012 may make it more difficult to raise capital as and when we need it. Because of the exemptions from various reporting requirements provided to us as an “emerging growth company” and because we will have an extended transition period for complying with new or revised financial accounting standards, we may be less attractive to investors and it may be difficult for us to raise additional capital as and when we need it. Investors may be unable to compare our business with other companies in our industry if they believe that our financial accounting is not as transparent as other companies in our industry. If we are unable to raise additional capital as and when we need it, our financial condition and results of operations may be materially and adversely affected.

We have elected not to have to comply with new and revised accounting standard while we are an emerging growth company until such standards apply to private companies, which means our financial statements may not be comparable to other public companies.

The JOBS Act affords us the ability to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. This election, which we have made, is irrevocable. The result of this election means that our financial statements may not be comparable to other public companies that comply with the accounting standards when effective.

There is substantial doubt as to whether we can continue as a going concern.

~~Our~~At ~~auditors~~December ~~have~~31, ~~included~~2015 anand ~~explanatory~~December ~~paragraph~~31, in2014, ~~their~~the ~~opinion~~Company reported a net loss of $435,185 and $385,329, respectively. The Company believes that ~~accompanies~~its ~~our~~existing ~~audited~~capital ~~financial~~resources ~~statements~~may not be adequate to enable it to execute its business plan. These conditions raise substantial doubt as ofto the Company’s ability to continue as a going concern. The Company estimates that it will require additional cash resources during 2015 and ~~for~~beyond ~~the~~based ~~year~~on ~~ended~~its ~~December~~current 31operating plan and condition. The Company expects cash flows from operating activities to improve, ~~2014~~primarily as a result of commencement of revenues from our proposed operating activities. While we expect to commence revenues within the next 24 months, ~~indicating~~there can be no assurance that ~~our~~we ~~accumulated~~will ~~deficit~~ever ofachieve ~~$177~~profitable operations. We continue to rely on funding from our officers,~~174~~ directors and ~~negative~~controlling ~~working~~shareholders ~~capital~~to ofmeet ~~$213~~our operational shortfalls. While we expect to continue to have these resources available to us,~~665~~ ~~raise~~there ~~substantial~~is ~~doubt~~no ~~about~~guarantee ~~our~~we ~~ability~~will be able to continue asto ameet ~~going~~our ~~concern~~obligations in the normal course. The accompanying consolidated financial statements do not include any adjustments that might ~~result~~be ~~from~~necessary ~~the~~should ~~outcome~~we be unable to continue as a going concern. If we fail to generate positive cash flow or obtain additional financing, when required, we may have to modify, delay, or abandon some or all of ~~this~~our ~~uncertainty~~business and expansion plans.

If we are not able to face and solve one or more of the challenges that a developing company in the mining industry typically encounters, we will not succeed in implementing our business plan.

We expect to face many challenges in our business. These will include, but are not limited to:

The failure to address one or more of these above factors may impair our ability to carry out our business plan. In that event, an investment in the company would be substantially impaired.

We will be dependent on locating and hiring, at economical rates, independent consultants and occasional workers for the implementation of our business plan.

To locate, obtain and evaluate prospects and to conduct initial testing and later on any excavation and processing, we will rely on consultants and occasional workers in addition to our own staff. We may not be able to locate, employ or retain persons with the appropriate experience and skills to successfully execute our business plan. The inability to do the proposed actions on a timely basis or at all may result in the delay of implementing our business plan, thereby causing additional expense or our business failure.

Mineral and ore extraction has many risks associated with it, which risks may make our business more costly or more difficult to pursue. We may have to curtail our operations if we are not able to surmount any issues that we encounter.

Mineral and ore exploration has significant risks. Some of the exploratory risks include the following:

Engaging and retaining the services of qualified geological, engineering and mining personnel and consultants;

Establishing and maintaining budgets;

Implementing appropriate financial controls;

Acquiring relevant mineral and ore deposit data efficiently;

Staking and evaluating appropriate prospects;

Establishing initial exploration plans for mining prospects;

Obtaining and verifying studies to determine mineral and ore deposit levels on our prospects;

Ensuring the necessary exploratory and operational permits are filed on a timely basis, and the necessary permits are maintained and approved by the federal and state authorities; and

Adhering to regulatory requirements.

Any of these individually or together could delay or halt implementation of the business plan or raise costs to levels that may make it unprofitable or impractical to pursue our business objectives.

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The failure to address one or more of these above factors may impair our ability to carry out our business plan. In that event, an investment in the company would be substantially impaired.

We will be dependent on locating and hiring, at economical rates, independent consultants and occasional workers for the implementation of our business plan.

Mineral and ore exploration has significant risks. Some of the exploratory risks include the following:

· It is dependent on locating commercially viable mineral or ore deposits in our prospects and skillful management of prospects once found or located; and

· Mineral and ore deposits may vary substantially in a prospect, rendering what was initially believed a profitable deposit of little or no value.

Mineral and ore exploration and ultimate exploitation may be affected by unforeseen changes including:

· Changes in the value of minerals and ore;

· Changes in regulations, including mining and environmental regulations;

· Environmental concerns about mining in an area or in general, particularly in relation to minerals and ores in the rare earth category;

· Technical issues relating to extraction, such as rock falls, subsidence, flooding and weather conditions; and

· Labor issues.

Any of these individually or together could delay or halt implementation of the business plan or raise costs to levels that may make it unprofitable or impractical to pursue our business objectives.

Our business future is dependent on finding prospects with sufficient mineral and ore grade and consistency without which it may not be practical to pursue the business plan, and investors will lose their investment.

Our business model depends on locating prospects with commercially sufficient amounts of iron ore, bauxite, and tin ore. Until actual extraction and processing is undertaken, we will not know if our prospects have commercially viable mineral or ore deposits that can be profitably marketed. Even if initial reports about a particular prospect are positive, subsequent activities may determine that the prospect is not commercially viable. Thus, at any stage in the exploration and development process, we may determine there is no business reason to continue, and at that time, our financial resources may not enable us to continue exploratory operations and will cause us to terminate our current business plan. If we do substantially curtail or terminate our business, investors will lose their entire investment.

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The properties that the Company holds licenses to may not have any of the mineral or ore deposits sought by the Company or if there are such mineral or ore deposits, they may not be commercially viable, therefore causing a total loss of investment in the Company.

The probability of the properties that the Company holds licenses to having mineral or ore deposits of iron ore, bauxite or tin ore that are commercially viable is remote. The fact that mining is a capital intensive and operationally an expensive business, and natural resources are subject to market volatility, makes commercial viability difficult to assess and obtain. Therefore, the exploration activities may result in a final decision that there is no commercial point in pursing the mining properties. In that event, investors will lose their investment in the Company with no prospect of realizing on their investment.

Regulatory compliance is complex and the failure to meet all the various requirements could result in loss of a prospect, fines or other limitations on the proposed business.

We will be subject to regulation by numerous governmental authorities in Malaysia. The failure or delay in making required filings and obtaining regulatory approvals or licenses will adversely affect our ability to explore for viable mineral or ore deposits and carry out subsequent aspects of our business plan. The failure to obtain and comply with any regulations or licenses may result in fines or other penalties, and even the loss of our rights over a prospect. We expect compliance with these regulations to be a substantial expense in terms of time and cost. Therefore, compliance with or the failure to comply with applicable regulation will affect our ability to succeed in our business plan and ultimately to generate revenues and profits.

Our business plan is premised on the price of minerals and ores in the global markets.

Our business plan depends on the price of minerals and ores in the global markets. The viability of any commercialization of minerals and ores will depend on the cost of recovery versus the market price of the mineral or ore and whether or not it has uses in the markets. An increase in market use and price will encourage industry interest in mine development of smaller operations such as our prospects and improve the likelihood of our overall success. The viability of our business plan is also dependent on the price of minerals and ores remaining at least at current prices. If prices fall substantially from the current levels, then our costs will be such that there will be insufficient profit margins and incentives to pursue our business plan. In that event, the Company will have to curtail its business plan and investors will lose their investment.

The Company faces competition from established mining operations and competition may develop among the junior mining companies, which will be better able to locate, stake and explore new mineral and ore sources more cost effectively and quicker than us.

There are many established mining companies that command greater resources than those available to the Company. These established companies have adequate financing, established claims, operations that are working and established means of extracting, processing and distribution. Additionally, there are numerous junior mining, exploration and production companies in existence that may be compete with us if the prices iron ore, bauxite or tin ore increase. These smaller companies may be more established and have resources unavailable to the Company, which will provide them advantage in their exploration, development and extraction activities. These companies likely would be able to reach production stages sooner than the Company and obtain market share before us. If our competition is such that we cannot compete and generate a sufficient return on our investment and operations, we may be forced to curtail our operations, resulting in a loss to investors.

We will compete with other mining enterprises for appropriate consultants and employees.

We will compete in the hiring of appropriate geological, engineering, permitting, environmental and other operational experts to assist with the location, exploration and development of prospects and implementation of our business plan. We believe we will have to offer or pay appropriate cash compensation and options to induce persons to be associated with an early-stage exploration company. If we are unable to make appropriate compensation packages available to induce persons to be associated with the Company because of its limited resources, we will not be able to hire the persons we need to carry out our business plan. In that event, investors will have their investment impaired or it may be entirely lost.

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The Company will require additional capital to fund expanded operations, without which we will have to curtail our plans and investors, may lose the potential of their investment.

To commence our business plan, we will need additional capital. We believe we will need substantial amounts of equity investment in the early stages of our business plan. If we encounter unexpected expenses, the initial amounts of working capital will have to be increased, therefore, we may need additional capital sooner than expected during the exploratory stages of the business plan. The mining business, in all of its aspects, requires significant capital. Without additional capital the Company will have to curtail or substantially modify its overall business plan or abandon elements of it.

As of December 31, ~~2014~~2015 the Company had approximately $~~221~~869,~~440~~011 in debt, which if it cannot repay when due, will permit the holders to seek renegotiation or bankruptcy alternatives, the result of which could terminate implementation of the business plan.

The Company has $~~221~~869,~~440~~011 of debt related totoaccounts ~~convertible notes, related party notes and accounts~~ payable~~. From time to time~~, ~~the~~including ~~Company may also have~~ trade ~~debt~~payables, and ~~equipment~~advances ~~financing~~from ~~outstanding~~related parties. If the Company is unable to repay any of its obligations when due, the creditors could put the company into bankruptcy or force renegotiation of the terms of outstanding debt on terms that may be substantially less favorable. In either event, the ability of the Company to pursue its business plan will be impaired and the equity of the company will become worthless. To settle existing debt and any other debt outstanding from time to time, the Company may seek agreement with the holders to exchange the debt or obligation for shares of capital stock. In that case, there may be dilution experienced by investors in the Company. The management cannot predict whether it will be able to use any capital stock in this manner or the amount of capital stock that may have to be issued.

The Company does not have any identified sources of additional capital, the absence of which may prevent it from continuing its operations.

The Company does not have any arrangements with any investment banking firms or institutional lenders. Because we will need additional capital in the future, we will have to expend significant effort to raise operating funds. These efforts may not be successful, and they may be disruptive to our executives other responsibilities and our operations. In the absence of necessary capital, we will have to limit or curtail operations.

A majority stockholder has the ability to control our business direction.

Because our majority stockholder owns approximately 52% of the issued and outstanding shares of common stock, it is in a position to control the election of our board of directors and the selection of officers, management and consultants. Therefore, investors will be entirely dependent on its judgment in implementing the business plan of the Company.

There is not an active trading market for our common stock, and if a market for our common stock does not develop, our investors may be unable to sell their shares.

Our common stock is currently quoted on the OTC Pink trading system. The OTC Pink trading system is not a listing service or exchange, but is instead a dealer quotation service for subscribing members. The securities that trade on the OTC Pink trading system tend to be highly illiquid, and there is a greater chance of market volatility for securities that trade on the OTC Pink. In addition, the value of our common stock could be affected by many factors such as the following, some of which we may not be able to control or influence:

Actual or anticipated variations in our operating results;

Changes in the market valuations of other companies operating in our industry;

Announcements by us or our competitors of significant acquisitions, strategic partnerships, joint ventures or capital commitments;

Additions or departures of key personnel;

Sales of our common stock or other securities in the open market; and

Conditions or trends in the market in which we operate.

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In a volatile market, investors may experience wide fluctuations in the market price of our securities. These fluctuations may prevent investors from obtaining a market price equal to the purchase price upon an attempt to sell our securities in the open market. In these situations, investors may be required either to sell our securities at a market price which is lower than the purchase price, or to hold our securities for a longer period of time than planned. An inactive market may also impair our ability to raise capital by selling shares of capital stock and may impair our ability to acquire other companies, assets or technologies by using common stock as consideration.

A decline in the price of our common stock could affect our ability to raise further working capital, it may adversely impact our ability to continue operations and we may go out of business.

A prolonged decline in the price of our common stock could result in a reduction in the liquidity of our common stock and a reduction in our ability to raise capital. Because we may attempt to acquire a significant portion of the funds we need in order to conduct our planned operations through the sale of equity securities, or convertible debt instruments, a decline in the price of our common stock could be detrimental to our liquidity and our operations because the decline may cause investors to not choose to invest in our stock. If we are unable to raise the funds we require for all our planned operations, we may be forced to reallocate funds from other planned uses and may suffer a significant negative effect on our business plan and operations, including our ability to develop new products and continue our current operations. As a result, our business may suffer, and not be successful and we may go out of business. We also might not be able to meet our financial obligations if we cannot raise enough funds through the sale of our common stock and we may be forced to go out of business

Because our principal assets will be located in Malaysia, outside of the United States, and ~~some of~~ our officers and directors, reside outside of the United States, it may be difficult for an investor to enforce any right based on U.S. federal securities laws against us and/or our officers and directors, or to enforce a judgment rendered by a United States court against us or our officers or directors.

Our principal operations and assets will be located in Malaysia, outside of the United States, and ~~some of~~ our officers and directors are non-residents of the United States. Therefore, it may be difficult to effect service of process on all our officers or directors in the United States, and it may be difficult to enforce any judgment rendered against our officers or directors. As a result, it may be difficult or impossible for an investor to bring an action against all our officers or directors, in the event that an investor believes that such investor's rights have been infringed under the U.S. securities laws, or otherwise. Even if an investor is successful in bringing an action of this kind, the laws of Malaysia, or any other country, may render that investor unable to enforce a judgment against the assets of our officers or directors. As a result, our shareholders may have more difficulty in protecting their interests through actions against our management, officers or directors, compared to shareholders of a corporation doing business and whose officers and directors reside within the United States.

Additionally, because of our assets are located outside of the United States, they will be outside of the jurisdiction of United States courts to administer, if we become subject of an insolvency or bankruptcy proceeding. As a result, if we declare bankruptcy or insolvency, our shareholders may not receive the distributions on liquidation that they would otherwise be entitled to if our assets were to be located within the United States under United States bankruptcy laws. We believe that if the prospective investors are located outside of the United States, that the protection afforded them by the United States bankruptcy code will be unavailable for them, or that it may not be enforceable where the primary assets are located.

~~ITEM~~We ~~1B.~~cannot ~~UNRESOLVED~~assure ~~STAFF~~you ~~COMMENTS~~that we will declare dividends or have the available cash to make dividend payments, and as a result you may not receive any return on investment unless you sell your common stock for a price greater than that which you paid for it.

~~Not~~Although ~~Applicable~~we do not currently intend to pay dividends, to the extent we decide in the future to pay dividends on our common stock, we will pay such dividends at such times and in such amounts as the board of directors determines appropriate and in accordance with applicable law. Our board of directors may take into account general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions and implications on the payment of dividends by us to our stockholders or by our subsidiaries to us and such other factors as our board of directors may deem relevant. There can be no assurance that we will pay dividends going forward or as to the amount of such dividends. As a result, you may not receive any return on an investment in our common stock unless you sell our common stock for a price greater than that which you paid for it.

Our common stock is and will be subordinate to all of our existing and future indebtedness.

Shares of our common stock are common equity interests in us and, as such, will rank junior to all of our existing and future indebtedness and other liabilities. Additionally, our right to participate in a distribution of assets upon any of our subsidiaries’ liquidation or reorganization is subject to the prior claims of that subsidiary’s creditors.

Because we may be subject to the “penny stock” rules, you may have difficulty in selling our common stock.

Our common stock may be subject to regulations of the SEC relating to the market for penny stocks. Penny stock, as defined by the Penny Stock Reform Act, is any equity security not traded on a national securities exchange that has a market price of less than $5.00 per share. The penny stock regulations generally require that a disclosure schedule explaining the penny stock market and the risks associated therewith be delivered to purchasers of penny stocks and impose various sales practice requirements on broker-dealers who sell penny stocks to persons other than established customers and accredited investors. The broker-dealer must make a suitability determination for each purchaser and receive the purchaser’s written agreement prior to the sale. In addition, the broker-dealer must make certain mandated disclosures, including the actual sale or purchase price and actual bid offer quotations, as well as the compensation to be received by the broker-dealer and certain associated persons. The regulations applicable to penny stocks may severely affect the market liquidity for your common stock and could limit your ability to sell your securities in the secondary market.

The Financial Industry Regulatory Authority (“FINRA”) sales practice requirements may also limit your ability to buy and sell our common stock, which could depress the price of our shares.

FINRA has adopted rules that require broker-dealers to have reasonable grounds for believing that an investment is suitable for a customer before recommending that investment to the customer. Prior to recommending speculative low-priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status and investment objectives, among other things. Under interpretations of these rules, FINRA believes that there is a high probability such speculative low-priced securities will not be suitable for at least some customers. Thus, FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our shares, have an adverse effect on the market for our shares, and thereby depress our share price.

Item 1B. Unresolved Staff Comments

Not applicable.

Item 2. Properties

The Company office is located at Level 1 Tower 1 Avenue 3 The Horizon, Bangsar South City, Kuala Lumpur, Malaysia 59200. The SBS office is located at No 1, 1st Floor, Lorong Sekilau 1, Bukit Sekilau, 25200 Kuanan, Pahang Darul Makmur, Malaysia.

Item 3. Legal Proceedings

In the ordinary course of business, the Company may become involved in legal proceedings from time to time. The Company is not currently party to any legal proceedings, nor is it aware of any material pending legal proceedings.

Item 4. Mine Safety Disclosures

Not applicable.

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ITEM 2. PROPERTIES

SBS holds licenses to the following two (2) properties on which it is prospecting for iron ore mining:

NO	Mining Land	Mining Area (Hectares)
1	Sungai Bekil, Mukim Of Batu Talam, State Of Pahang Darul Makmur, Malaysia	50
2	Sungai Semeriang, Mukim Of Batu Talam, State Of Pahang Darul Makmur, Malaysia	50

The total mining area measures approximately 100 hectares (247 Acres).

ITEM 3. LEGAL PROCEEDINGS

Not Applicable.

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable.

PART II

~~ITEM~~Item 5. ~~MARKET~~ Market ~~FOR~~for ~~REGISTRANT’S~~Registrant's ~~COMMON~~Common ~~EQUITY~~Equity, ~~RELATED~~Related ~~STOCKHOLDER~~Stockholder ~~MATTERS~~Matters ~~AND~~and ~~ISSUER~~Issuer ~~PURCHASES~~Purchases OFof ~~EQUITY~~Equity ~~SECURITIES~~Securities

Market Information

Our common stock is available for trading on the OTC Pink trading platform. Currently, there is only very occasional, sporadic trading and at such times only minimal volume. The common stock does not exhibit any consistent trading or regular prices to report herein. There can be no assurance given that the common stock will continue to be available for trading in any public market or that there will develop an active public market in the security. Therefore, holders of our common stock may not be able to sell their securities from time to time in the future, if at all.

Number of Holders

As of ~~October~~March 3114, ~~2015~~2017, we had ~~146~~204 shareholders of record of our common stock and believe that there may be additional beneficial holders of our common stock.

Dividends

We have not paid any cash dividends to our shareholders. The declaration of any future cash dividends is at the discretion of our board of directors and depends upon our earnings, if any, our capital requirements and financial position, our general economic conditions, and other pertinent conditions. It is our present intention not to pay any cash dividends in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

Equity Compensation Plans

The ~~company~~Company has not adopted any equity compensation plans and does not anticipate adopting any equity compensation plans in the near future. Notwithstanding the foregoing, because the ~~company~~Company has limited cash resources at this time, it may issue shares or options to or enter into obligations that are convertible into shares of common stock with its employees and consultants as payment for services or as discretionary bonuses. The ~~company~~Company does not have any arrangements for such issuances or arrangements at this time.

Recent Sales of Unregistered Securities

1. On May 20, 2014, the Company acquired numerous maps, old drill log results and other data from a mining data base. In exchange for the data, 100,000 shares of common stock were issued. The acquired data was recognized as an intangible asset and measured at the market value of the common stock on date of issuance of $0.025; as such the cost base of the assets was $2,500.

2. On November 20, 2014, the Company entered a Debt Swap agreement with its former parent company Pacific Gold Corp, whereby the company indebtedness to the parent company from $204,932 as of November 20, 2014 to $195,000 in 10% interest rate convertible notes with conversion price at $0.05 per share. The notes were later waived and released by the holder.

3. During the period ended December 31, 2014, the Company received funds in the amount of $23,468 from a third party. These amounts are due on demand and bear no interest.

4. On March 26, 2015, the Company entered into a Share Exchange Agreement (the "Share Exchange Agreement") with all of the shareholders of SBS Mining Corp. Malaysia Sdn. Bhd., ("SBS") a Malaysian corporation. Pursuant to the Share Exchange Agreement, the Company acquired 600,000 shares of capital stock of SBS from the SBS Shareholders and in exchange issued 500,000,000 restricted shares of its common stock to the SBS Shareholders.

The 600,000 shares of SBS constituted all of the issued and outstanding shares of SBS and were held by a total of three (3) shareholders, including the Company's sole director and Chief Executive Officer, Mr. Lok Khing Ming. Mr. Ming owned ten percent (10%) of SBS, or 60,000 shares. The remaining shares were owned by Mr. Liew Chin Loong (90,000 shares; 15%), who resides in Malaysia and LYF & Son Realty Sdn. Bhd., a Malaysian corporation (450,000 shares; 75%). Pursuant to the Share Exchange Agreement, Mr. Lok received 50 million shares of the Company's common stock; Mr. Liew received 75 million shares; and LYF & Son Realty Sdn. Bhd. received 375 million shares.

5. On June 15, 2015, the Company entered into Subscription Agreements with its President and CEO, Mr. Lok Khing Ming, and Mr. Liew Kin Sing, a resident of Malaysia, whereby the Company sold to Mr. Lok 120 million shares of its common stock and sold to Mr. Liew 100 million shares of common stock. Both sales were priced at the par value of $0.001. Mr. Lok and Mr. Liew paid cash for these shares.

Exemptions from Registration

The shares of common stock and debt referenced in items #1 -3 above were issued in reliance upon an exemption from registration afforded under Section 4(2) of the Securities Act for transactions by an issuer not involving a public offering, or Regulation D promulgated thereunder. These issuances were exempt transactions pursuant to Section 4(2) of the Securities Act as they were private transactions by the Company and did not involve any public offering.

~~Table~~The sales described in items #4 and #5 above were made pursuant to the exemption from registration set forth in Regulation S, promulgated by the Securities Exchange Commission under the Securities Act of ~~Contents~~1933. No underwriters were utilized in connection with this sale of securities.

~~Recent~~Each ~~Sales~~issuance of ~~unregistered~~these securities was to a single “non-U.S. person” (as that term is defined in Regulation S of the Securities Act of 1933, as amended) in an offshore transaction in which the Company relied on the registration exemption provided for in Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended (the “Act”), as the conditions of Regulation S were met, including but not limited to the following conditions:

On- ~~May~~Mr. ~~20,~~Lok ~~2014,~~is ~~the~~a ~~Company~~Malaysian ~~acquired~~citizen ~~numerous maps, old drill log results~~ and ~~other data from a mining data base. In exchange for the data, 100,000 shares of common stock were issued. The acquired data~~ was ~~recognized~~in asMalaysia ~~an intangible asset and measured~~ at the ~~market~~time ~~value~~ of the ~~common~~sale ~~stock on date~~ of ~~issuance of $0.025; as such~~ the ~~cost base of the assets was $2,500.~~shares;

On- ~~November~~Mr. ~~20,~~Lok ~~2014,~~agreed ~~the~~to ~~Company~~resell ~~entered~~the ashares ~~Debt~~only ~~Swap~~in ~~agreement~~accordance with ~~its~~Regulation ~~former parent company Pacific Gold Corp~~S, ~~whereby~~pursuant ~~the~~to ~~company~~a ~~indebtedness~~registration tounder the ~~parent company from $204~~Act,~~932~~ asor ofpursuant ~~November 20, 2014~~ to ~~$195,000~~an inavailable ~~10%~~exemption ~~interest~~from ~~rate convertible notes with conversion price at $0.05 per share.~~registration;

~~During~~- ~~the~~Mr. ~~period~~Liew ~~ended~~is ~~December~~a ~~31,~~Malaysian ~~2014,~~citizen ~~the~~and ~~Company~~was ~~received~~in ~~funds~~Malaysia inat the ~~amount~~time of ~~$23,468~~the ~~from~~sale aof ~~third~~the ~~party. These amounts are due on demand and bear no interest.~~shares;

On- ~~March~~Mr. ~~26,~~Liew ~~2015,~~agreed ~~the~~to ~~Company,~~resell ~~entered into a Share Exchange Agreement (~~the ~~"Share~~shares ~~Exchange~~only ~~Agreement")~~in accordance with ~~all~~Regulation ~~of the shareholders of SBS Mining Corp. Malaysia Sd. Bhd.~~S, ~~("SBS")~~pursuant ~~a Malaysian corporation whose primary business is mining and exploration of properties located in Malaysia. Pursuant~~ to ~~the~~a ~~Share~~registration ~~Exchange~~under ~~Agreement,~~ the ~~Company acquired 600~~Act,~~000~~ ~~shares~~or ofpursuant ~~capital~~to ~~stock~~an ofavailable ~~SBS~~exemption from ~~the SBS Shareholders and in exchange issued 500,000,000 restricted shares of its common stock to the SBS Shareholders.~~registration;

~~The~~Each ~~600,000~~certificate ~~shares~~representing ~~of SBS constituted all of~~ the ~~issued and outstanding~~ shares ofsold ~~SBS~~contains ~~and~~a ~~were~~legend ~~held~~that bytransfer ~~a total~~ of ~~three (3) shareholders, including~~ the ~~Company's~~shares ~~sole~~is ~~director~~prohibited ~~and~~except ~~Chief~~in ~~Executive~~accordance ~~Officer,~~with ~~Mr.~~the ~~Lok~~provisions ~~Khing~~of ~~Ming.~~Regulation ~~Mr.~~S, ~~Ming~~pursuant ~~owned~~to ~~ten~~a ~~percent~~registration ~~(10%)~~under ofthe ~~SBS~~Act, or ~~60,000~~pursuant ~~shares.~~to ~~The~~an ~~remaining~~available ~~shares~~exemption ~~were~~from ~~owned~~registration byand ~~Mr.~~the ~~Liew~~hold ~~Chin~~may ~~Loong~~engage ~~(90,000 shares; 15%), who resides~~ in ~~Malaysia~~hedging ~~and~~transactions ~~LYF~~with &regards ~~Son Realty Sdn. Bhd., a Malaysian corporation (450,000 shares; 75%). Pursuant~~ to the ~~Share Exchange Agreement, Mr. Lok received 50 million shares of the~~ Company'’s common stock; ~~Mr.~~unless ~~Liew~~in ~~received~~compliance 75with ~~million~~the ~~shares; and LYF & Son Realty Sd~~Act. ~~Bhd. received 375 million shares.~~

Exemption from Registration. The shares of common stock and debt referenced herein were issued in reliance upon an exemption from registration afforded under Section 4(2) of the Securities Act for transactions by an issuer not involving a public offering, or Regulation D promulgated thereunder, or Regulation S for offers and sales of securities outside the United States. The Share Exchange Agreement and the issuance of shares in exchange for data are exempt transactions pursuant to Section 4(2) of the Securities Act as they were private transactions by the Company and did not involve any public offering.

Issuer Purchases of Equity Securities

There were no repurchases of common stock for the fiscal year ended December 31, ~~2014~~2015.

~~Stock~~Item ~~Transfer~~6. Selected ~~Agent~~Financial Data

~~Our~~Not ~~transfer agent is Globex Transfer, LLC, 780 Deltona Blvd~~applicable.~~, Suite 202, Deltona, FL 32725.~~

~~ITEM~~Item 67. Management’s ~~SELECTED~~Discussion ~~FINANCIAL~~and ~~DATA~~Analysis of Financial Condition and Result of Operations

~~Not~~The ~~Applicable~~following discussion is intended to assist in the understanding and assessment of significant changes and trends related to the results of operations and financial condition of GMCI CORP. This discussion and analysis should be read in conjunction with our financial statements and notes thereto included elsewhere in this Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

~~ITEM~~Results 7.of ~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS~~Operations

~~Overall Operating Results:~~Revenues

~~The~~During ~~Company~~the ~~does~~fiscal ~~not~~year ~~have~~ended ~~the~~December ~~financial~~31, ~~resources~~2015 ~~and~~we ~~does~~did not ~~have~~realize any ~~commitments~~revenues ~~for~~as ~~funding~~we ~~from~~did ~~unrelated~~not ~~parties~~commence ormining ~~any~~activities ~~other~~on ~~agreements~~our ~~that~~properties ~~will~~due ~~provide~~to ~~working~~the ~~capital.~~depressed Wevalue ~~cannot~~of ~~give~~iron ~~any~~ore. Further ~~assurance that~~ we ~~will~~had ~~locate~~not ~~any~~commenced ~~funding~~our orbauxite ~~enter~~lead ~~into~~financing ~~any~~activities ~~agreements~~until ~~that~~subsequent ~~will~~to ~~provide~~ the ~~required~~fiscal ~~operating~~year ~~capital~~end. ~~The~~We ~~Company~~expect ~~has~~the ~~been~~first ~~dependent~~quarter onin ~~its~~which ~~former~~we ~~parent~~will ~~company~~commence ~~Pacific~~earning ~~Gold~~revenue ~~Corp.~~will ~~and~~be ~~third~~the ~~parties~~quarter toended ~~provide~~March it31, ~~with working capital since inception~~2017.

Operating Expenses

Our consolidated expenses for the fiscal years ended December 31, 2015 and 2014:

	Year ended
	December 31,
	2015		2014

Operating Expenses
Mining exploration expenses	$	2,829	$	134,762
Professional fees		201,433		3,818
General and administrative		230,923		246,596
Total Operating Expenses	$	435,185	$	385,176

~~Table~~Our ofgeneral ~~Contents~~and administrative expenses include rent, telephone, internet services, banking charges, salaries and miscellaneous office costs.

InThe ~~2013,~~increase ~~Pacific~~in ~~Gold~~expenses ~~Corp.~~for ~~advanced~~the ~~funds~~fiscal ~~such~~year ~~that~~ended ~~the~~December ~~Company~~31, ~~could~~2015 ~~begin~~is primarily due to a ~~implement~~substantive ~~its~~increase ~~business~~in ~~plan~~professional byfees ~~engaging~~incurred aincluding ~~geologist~~legal, ~~consulting~~filing ~~firm. On~~and ~~November~~accounting ~~20,~~fees ~~2014,~~as the Company ~~entered~~completed a ~~Debt~~reverse ~~Swap~~merger transaction ~~agreement~~in ~~with~~March ~~its~~of ~~former~~fiscal ~~parent~~2015. Salaries ~~company~~for ~~Pacific~~ongoing ~~Gold~~staffing ~~Corp,~~requirements ~~whereby~~following the ~~Company~~conclusion ~~indebtedness~~of our prospecting efforts were allocated to General and administrative expense, which explains the ~~parent~~period ~~company~~over ~~from~~period ~~$204,932~~increase asin that category of ~~November~~expenditure. 20General and administrative fees experienced a slight reduction from $246,596 in fiscal 2014 to $~~195~~230,~~000~~923 in ~~10%~~fiscal ~~interest~~2015 ~~rate~~as ~~convertible~~a ~~notes~~result ~~with~~of ~~conversion~~a ~~price~~reduction atto ~~$0.05~~overall ~~per~~office ~~share~~costs.

~~During~~We expect the ~~period~~general ~~ended~~and ~~December~~administrative ~~31,~~expenses ~~2014~~to increase in future periods as we continue to grow our recently acquired bauxite financing business, as a result of the ~~Company~~addition ~~received~~of ~~funds~~management staff to help manage growth in the ~~amount~~financing ofbusiness. ~~$23,468~~The ~~from~~Company ais ~~third~~also ~~party.~~developing ~~These~~plans ~~amounts~~and ~~are~~aggressively ~~due~~moving ontowards ~~demand~~further acquisition of profitable companies and ~~bear~~businesses noin ~~interest~~order to expand our operations.

~~Revenue~~ Further in fiscal 2015 the Company recorded impairment on collection of other receivables in the total amount $128,358 with no comparative entry in fiscal 2014. During fiscal 2014 the Company provided an advance of $128,358 (RM$500,000) to a third party, the collectability was determined to be impaired in the current fiscal year.

~~The~~Net ~~company~~losses ~~has~~in ~~had~~fiscal no2015 ~~revenues~~and ~~since~~2014 ~~inception~~totaled ~~(June 28~~$563,543 ~~2006)~~and ~~through December 31~~$385,329 ~~2014~~respectively.

Liquidity and Capital Resources

Amortization Expense

	At December 31, 2015			At December 31, 2014

Current Assets	$	44,999		$	162,666
Current Liabilities		869,011			495,225
Working Capital Deficit	$	(824,012	)	$	(332,559	)

~~Amortization~~As ~~expense~~of ~~for~~December 31, 2015, the ~~year~~Company ~~ended~~had ~~December~~total 31current assets of $44,999 ~~2014~~and a ~~were~~working capital deficit of $1824,~~156~~012, compared to ~~operating~~total ~~expenses~~current assets of $1162,~~000~~666 ~~for~~and ~~year~~a ~~ended~~working capital deficit of $332,559 as of December 31, ~~2013~~2014. The increase in our working capital deficit was due to an increase in our accounts payable, and advances payable to a related party which allowed us to fund ongoing operations. Further the Company’s current assets were reduced by $128,358 in the current fiscal year as a result of the impairment of certain other accounts receivable. A substantive portion of our current assets relate to sundry receivables and deposits on leased property, as well as a deposit paid to a third party by our subsidiary, SBS, which is expected to be recovered in fiscal 2017.

~~Geologist~~During ~~Fees~~the fiscal year ended December 31, 2015, cash provided by operating activities totaled $10,360, primarily as a result of a net loss from operations of $563,543 where we experienced a significant increase in advances from related parties of $356,413, a reduction to other receivables of $128,358 as a result of the impairment of certain other accounts receivable, an increase in accounts payable of $88,400, an increase in accounts receivable of $24,722, and depreciation expense of $25,454. During fiscal 2014 we reported cash used by operating activities of $312,917 as a result of advances from related parties of $204,650, an increase in accounts payable of $1,755, an increase in accounts receivable of $163,395, and depreciation expense of $29,402.

Net cash used in investing activities was $3,370 (December 31, 2014 - $21,836) and net cash provided by financing activities was $35 (December 31, 2014 - $152,925) during the fiscal year ended December 31, 2015 as the Company did not receive proceeds from any further share subscriptions.

~~Geologist~~Off-balance ~~fees~~sheet for the years ended December 31, 2014 and December 31, 2013 were $0 and $17,835, respectively. The reduction in geologist fees resulted from our inability to continue exploration work on our properties.arrangements

~~Due~~We todid ~~our~~not ~~recent~~have ~~change~~during inthe ~~focus~~periods topresented, ~~bauxite~~and ~~mining~~we do not currently have, weany ~~expect~~off-balance ~~that~~sheet inarrangements, ~~future~~as ~~periods~~defined wein ~~will~~the ~~need~~rules toand ~~expend~~regulations ~~significant~~of ~~amounts~~the onSecurities ~~geologist~~and ~~fees~~Exchange Commission (‘SEC”).

~~Licenses~~Critical ~~and~~Accounting ~~Permits~~Policies

~~Licenses~~The preparation of our consolidated financial statements and ~~permits~~notes ~~expense~~thereto ~~for~~requires management to make estimates and assumptions that affect the ~~year~~amounts ~~ended~~and ~~December~~disclosures 31reported within those financial statements. On an ongoing basis, ~~2014~~management ~~was~~evaluates ~~$475~~its ~~compared~~estimates, including those related to ~~license~~revenue recognition, contingencies, litigation and ~~permit~~income ~~expense~~taxes. ofManagement ~~$710~~bases ~~for~~its ~~year~~estimates ~~ended~~and ~~December~~judgments ~~31,~~on ~~2013~~historical experiences and on various other factors believed to be reasonable under the circumstances. Actual results under circumstances and conditions different than those assumed could result in differences from the estimated amounts in the financial statements. Refer to Note 1 of the audited financial statements included herein.

~~Professional~~There ~~Fees~~have been no material changes to these policies during fiscal 2016.

~~Professional~~Item ~~fees~~7A. Quantitative ~~for~~and ~~the~~Qualitative ~~year~~Disclosures ~~ended~~About ~~December~~Market ~~31, 2014 were $41,975 compared to professional fees of $18,237 for year ended December 31, 2013.~~Risk

~~General~~Not ~~and Administrative~~applicable.

~~General~~Item ~~and~~8. Financial ~~administrative~~Statements ~~expenses for the year ended December 31, 2014 were $3,058 compared to general~~ and ~~administrative~~Supplementary ~~expenses of $6,314 for the year ended December 31, 2013.~~Data

~~Liquidity~~ The ~~and~~financial ~~Capital~~statements ~~Resources:~~appear beginning on page F-1, immediately following the signature page of this report.

We do not currently have any working capital with which we can fund our future operations. We cannot assure that we will be able to continue our operations without adequate funding. We have total assets of $7,775 and total liabilities of $221,440 as of December 31, 2014. Total stockholders’ deficit at December 31, 2014 was $213,665.

We will need capital for all aspects of our business development. We cannot give any assurance that we will locate any funding or enter into any agreements that will provide the required operating capital.

JOBS Act - Adoption of New and Revised Standards

~~Table~~FINANCIAL ~~of Contents~~STATEMENTS

~~Emerging~~FOR ~~Growth~~THE ~~Company~~FISCAL ~~Status~~YEARS ENDED

WeDECEMBER ~~have elected to be treated as an “emerging growth company” under the federal securities laws and will be subject to reduced public company reporting requirements. In addition~~31, ~~Section~~2015 ~~107~~AND of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We are choosing to take advantage of the extended transition period for complying with new or revised accounting standards.2014

Going Concern

Our auditors have included an explanatory paragraph in their opinion that accompanies our audited financial statements as of and for the year ended December 31, 2014, indicating that our accumulated deficit of $245,281 and negative working capital of $213,665 raise substantial doubt about our ability to continue as a going concern. We do not have any current prospects for obtaining financing and as part of our business plan we intend to seek operational capital to commence our exploration activities and maintain our operations. We do not have any prospects for generating revenues within the near or longer-term future because we are in the exploration stage of a mining business. Therefore, we may not be able to continue with our business plan and have to curtail our operations and any early exploration activities.

To date, we have financed our operations from the issuance of non-interest bearing, demand notes to our prior parent corporation and third parties. We have not had any external sources of capital for our operations.

Off balance sheet arrangements:

The company has no off-balance sheet arrangements.

New Accounting Pronouncements

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position, or cash flow.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable.

Table of Contents

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

INDEX TO FINANCIAL STATEMENTS

TABLE OF CONTENTS

Reports of Independent Registered Public Accounting Firms	16
		PAGE
Balance Sheets as of December 31, 2014 and 2013	18
Reports of Independent Registered Public Accounting Firms		F-2
Statements of Operations for the years ended December 31, 2014 and 2013	19
Consolidated Balance Sheets		F-3
Statements of Changes in Stockholders’ Deficit through December 31, 2014	20
Consolidated Statements of Operations and Comprehensive Loss		F-4
Statements of Cash Flows for the years ended December 31, 2014 and 2013	21
Consolidated Statement of Changes in Shareholders’ Equity (Deficit)		F-5
Notes to the Financial Statements	22
Consolidated Statements of Cash Flows		F-6
Notes to the Audited Consolidated Financial Statements		F-7 to F-15

15F-1

Table of Contents

Silberstein Ungar, PLLC CPAs and Business Advisors

Phone (248) 331-5465

Fax (248) 281-0940

20750 Civic Center Drive, Suite 418

Southfield, MI 48076

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of GMCI Corp.:

We have audited the accompanying consolidated balance sheets of GMCI Corp. (~~formerly~~“the ~~Pacific~~Company”) ~~Metals~~as ~~Corp.~~of December 31, 2015 and 2014 and the related statement of operations, 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 audit.

~~Tempe~~We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, ~~Arizona~~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 audit provides a reasonable basis for our opinion.

WeIn ~~have~~our ~~audited~~opinion, the ~~accompanying~~financial ~~balance~~statement ~~sheet~~referred ofto ~~GMCI~~above ~~Corp.~~present ~~(formerly~~fairly, ~~Pacific~~in ~~Metals~~all ~~Corp.)~~material (respects, the ~~“Company”)~~financial position of GMCI Corp., as of December 31, ~~2013~~2015 and 2014, and the ~~related~~results ~~statements~~ of its operations, ~~stockholders’ deficit,~~ and its cash flows for the year then ended~~. These~~, ~~financial~~in ~~statements~~conformity ~~are~~with ~~the~~generally ~~responsibility~~accepted ofaccounting ~~the~~principles ~~Company’s~~in ~~management.~~the ~~Our~~United ~~responsibility~~States isof ~~to express an opinion on these financial statements based on our audit~~America.

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

InThe ~~our~~accompanying ~~opinion,~~financial statements have been prepared assuming that the ~~financial~~Company ~~statements~~will ~~referred~~continue toas ~~above~~a ~~present~~going ~~fairly,~~concern. As discussed in ~~all~~Note ~~material~~2 ~~respects,~~to the financial ~~position~~statements, ofthe ~~GMCI~~Company ~~Corp.~~has ~~(formerly~~suffered ~~Pacific~~recurring ~~Metals~~losses ~~Corp.)~~from asoperations ofand ~~December~~has ~~31,~~a ~~2013~~significant ~~and~~accumulated deficit. In addition, the ~~results~~Company ofcontinues ~~its~~to ~~operations~~experience ~~and~~negative cash flows ~~for~~from operations. These factors raise substantial doubt about the ~~year~~Company's ~~then~~ability ~~ended,~~to continue as a going concern. Management's plans in ~~conformity~~regard ~~with~~to ~~accounting~~these ~~principles~~matters ~~generally~~are ~~accepted~~also described in Note 2. The financial statements do not include any adjustments that might result from the ~~United~~outcome ~~States~~of this uncertainty.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 7 to the financial statements, the Company has negative working capital, has not yet received revenue from sales of products or services, and has incurred losses from operations. These factors raise substantial doubt about the Company’/s/ ~~ability~~BF toBorgers ~~continue~~CPA as a going concern. Management’s plans with regard to these matters are described in Note 7. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.PC

~~/s/~~BF ~~Silberstein~~Borgers ~~Ungar,~~CPA ~~PLLC~~PC

~~Silberstein Ungar~~Lakewood, ~~PLLC~~CO

~~December~~May 823, ~~2015~~2017

16F-2

Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Boards of Directors and Stockholders

of GMCI Corp.

We have audited the accompanying balance sheet of GMCI Corp., as of December 31, 2014, and the related statements of operations, stockholders’ equity (deficit), and cash flows for the year 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 audit.

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

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of GMCI Corp., as of December 31, 2014 and the results of its operations and cash flows for the year ended December 31, 2014, in conformity with accounting principles generally accepted in the United States.

The accompanying financial statements have been prepared assuming that GMCI Corp. will continue as a going concern. As discussed in Note 7 to the financial statements, the Company has incurred losses from operations, has limited working capital and is in need of additional capital to grow its operations so that it can become profitable. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans with regard to these matters are described in Note 7. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ KLJ & Associates, LLP

KLJ & Associates, LLP

Edina, Minnesota

December 9, 2015

5201 Eden Avenue

Suite 300

Edina, MN 55436

630.277.2330

Table of Contents

GMCI Corp.

~~(formerly~~Consolidated ~~Pacific~~Balance ~~Metals Corp.)~~Sheets

Balance Sheets

	December 31, 2015			December 31, 2014

ASSETS
Current Assets
Cash	$	17,334		$	13,297
Prepaid expenses and deposits		27,665			149,369
Total Current Assets		44,999			162,666

Plant and equipment, net		57,586			95,444

TOTAL ASSETS	$	102,585		$	258,110

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts Payable and accrued liabilities	$	86,512		$	2,958
Advances payable, related party		782,499			492,267
Total Current Liabilities		869,011			495,225

Total Liabilities		869,011			495,225

Stockholders' Deficit
Common stock - $0.001 par value; 4,000,000,000 shares authorized, 720,802,346 and 500,000,000 issued and outstanding at December 31, 2015 and December 31, 2014		720,802			500,000
Preferred Stock - $0.001 par value; 10,000,000 shares authorized, no shares issued and outstanding at December 31, 2015 and December 31, 2014		-			-
Subscriptions receivable		(220,000	)		-
Additional Paid in Capital		(360,607	)		(316,348	)
Other comprehensive income (loss)		94,847			17,158
Accumulated deficit		(1,001,468	)		(437,925	)
Total Stockholders' Deficit		(766,426	)		(237,115	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	102,585		$	258,110

	December 31, 2014			December 31, 2013
ASSETS
Current Assets
Cash	$	7,775		$	-
Prepaid Expenses		-			500
Total Current Assets		7,775			500
Mineral Rights
Total Mineral Rights		-			42,215
Intangibles
Total Intangible Assets, net		-			8,417
TOTAL ASSETS	$	7,775		$	51,132
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts Payable	$	2,972		$	6,821
Convertible notes		195,000			-
Notes payable, related party		-			162,563
Advances payable, related party		23,468			-
Total Current Liabilities		221,440			169,384
Total Liabilities		221,440			169,384
Stockholders' Deficit
Common stock - $0.001 par value; 4,000,000,000 shares authorized, 802,346 and 800,000 issued and outstanding at December 31, 2014 and December 31, 2013		802			800
Preferred Stock - $0.001 par value; 10,000,000shares authorized, no shares issued and outstanding at December 31, 2014 and December 31, 2013		-			-
Additional Paid In Capital		30,814			19,200
Accumulated deficit		(245,281	)		(138,252	)
Total Stockholders' Deficit		(213,665	)		(118,252	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	7,775		$	51,132

See accompanying notes to the financial statements

18F-3

Table of Contents

GMCI Corp.

~~(formerly~~Consolidated ~~Pacific~~Statements ~~Metals~~of ~~Corp.)~~Operations

Statements of Operations

	Year ended
	December 31,
	2015			2014

Revenue	$	-		$	-

Operating Expenses
Mining exploration expenses		2,829			134,762
Professional fees		201,433			3,818
General and administrative		230,923			246,596
Total Operating Expenses		435,185			385,176

Impairment of uncollected other receivable		(128,358	)		-

(Loss) from operation		(563,543	)		(385,176	)

(Loss) before taxation		(563,543	)		(385,176	)
Taxation		-			(153	)
Net (Loss)	$	(563,543	)	$	(385,329	)

Net Loss Per Share: Basic and Diluted	$	(0.00	)	$	(0.00	)

Weighted Average Shares Outstanding: Basic and Diluted		620,560,704			178,082,192

Comprehensive Income (Loss):
Net loss	$	(563,543	)	$	(385,329	)
Effect of foreign currency translation		77,689			16,239
Comprehensive Loss	$	(485,854	)	$	(369,090	)

	Year Ended December 31,
	2014			2013
Revenue	$	-		$	-
Operating Expenses
Amortization Expense		1,156			1,000
Geologist Fees		-			17,835
Licenses and Permits		475			710
Professional Fees		41,975			18,237
General and administrative		3,058			6,314
Total Operating Expenses	$	46,664		$	44,096
Other Income (Expenses)
Impairment of intangible assets and mineral rights		(58,175	)		-
Interest expense		(2,190	)		-
		(60,365	)		-
Net Loss		(107,029	)		(44,096	)
Net Loss Per Share: Basic and Diluted	$	(0.005	)	$	(0.00	)
Weighted Average Shares Outstanding: Basic and Diluted		20,048,897			800,000

See accompanying notes to the financial statements

19F-4

Table of Contents

GMCI Corp.

~~(formerly~~Consolidated ~~Pacific~~Statements ~~Metals~~of ~~Corp.)~~Changes in Stockholders' Deficit

Statements of Changes in Stockholders' Deficit

											Accumulated
	Common Stock				Shares			Additional			Other
			Par		Subscription			Paid in			Comprehensive		Accumulated			Total
	Shares		Value		Receivable			Capital			Income (Loss)		Deficit			Equity
Balance, December 31, 2013		83,333,333	$	83,333	$	-		$	(52,606	)	$	919	$	(52,596	)	$	(20,950	)
Share issuance for cash		416,666,667		416,667		-			(263,742	)		-		-			152,925
Foreign currency translation adjustments		-		-		-			-			16,239		-			16,239
Loss for the period		-		-		-			-			-		(385,329	)		(385,329	)
Balance, December 31, 2014		500,000,000		500,000		-			(316,348	)		17,158		(437,925	)		(237,115	)
Recapitalization/shares issued as part of reverse merger (Notes 3, 8)		802,346		802		-			(246,258	)		-		-			(245,456	)
Convertible note released and waived		-		-		-			201,999			-		-			201,999
Share issuance for cash		220,000,000		220,000		(220,000	)		-			-		-			-
Foreign currency translation adjustments		-		-		-			-			77,689		-			77,689
Loss for the period		-		-		-			-			-		(563,543	)		(563,543	)
Balance, December 31, 2015		720,802,346	$	720,802	$	(220,000	)	$	(360,607	)	$	94,847	$	(1,001,468	)	$	(766,426	)

							Additional
	Common Stock						Paid in			Accumulated
	Shares			Amount			Capital			Deficit			Total
Balance at December 31, 2012		800,000		$	800		$	19,200		$	(94,156	)	$	(74,156	)
Net Loss											(44,096	)		(44,096	)
Balance at December 31, 2013		800,000			800			19,200			(138,252	)		(118,252	)
Shares issued in exchange for acquisition of data regarding mining claims		4,000			4			2,496						2,500
Fractional share cancellation due to reverse split		(1,654	)		(2	)		(814	)					(816	)
Gain on debt swap								9,932						9,932
Net Loss											(107,029	)		(107,029	)
Balance at December 31, 2014		802,346		$	802		$	30,814		$	(245,281	)	$	(213,665	)

See accompanying notes to the financial statements

20F-5

Table of Contents

GMCI Corp.

~~(formerly~~Consolidated ~~Pacific~~Statements ~~Metals~~of ~~Corp.)~~Cash Flows

Statements of Cash Flows

	Year Ended December 31,
	2015			2014
CASH FLOW FROM OPERATING ACTIVITIES:
Net Loss	$	(563,543	)	$	(385,329	)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Depreciation		25,454			29,402
Impairment of uncollected other receivable		128,358			-
Changes in operating assets and liabilities:
Other receivable and deposits		(24,722	)		(163,395	)
Accounts Payable and accrued liabilities		88,400			1,755
Advances, related parties		356,413			204,650
NET CASH USED IN OPERATING ACTIVITIES		10,360			(312,917	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Plant and equipment		(3,370	)		(21,836	)
NET CASH USED IN INVESTING ACTIVITIES		(3,370	)		(21,836	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from subscription		-			152,925
Cash acquired via reverse acquisition		35			-
NET CASH PROVIDED BY FINANCING ACTIVITIES		35			152,925

Effects of changes in foreign exchange rate		(2,988	)		493

NET CHANGE IN CASH		4,037			(181,335	)
CASH AT BEGINNING OF PERIOD		13,297			194,632
CASH AT END OF PERIOD	$	17,334		$	13,297

Cash Paid during the year for:
Interest	$	-		$	-
Income Taxes	$	-		$	-

Non-Cash financing and investing activities:
Other receivable and deposits acquired per reverse merger	$	(6,000	)	$	-
Accounts payable and accrued liabilities acquired per reverse merger		9,448			-
Convertible notes acquired per reverse merger		195,000			-
Amounts due to related parties acquired per reverse merger		47,043			-
Convertible note released and contributed to additional paid in capital		(195,000	)
Accrued interest contributed to additional paid in capital		(6,999	)
	$	43,492		$	-

See accompanying notes to the financial statements

	Year ended December 31,
	2014			2013
CASH FLOW FROM OPERATING ACTIVITIES:
Net Loss	$	(107,029	)	$	(44,096	)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Impairment of intangible assets and mineral rights		58,175
Amortization Expense		1,156			1,000
Changes in operating assets and liabilities:
Prepaid Expenses		500			-
Accounts Payable		(4,630	)		2,438
NET CASH USED IN OPERATING ACTIVITIES		(51,828	)		(40,658	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in Mineral Rights		(6,200	)		(5,600	)
NET CASH USED IN INVESTING ACTIVITIES		(6,200	)		(5,600	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from advances, related party		23,468			-
Proceeds note payable, related party		42,335			44,468
NET CASH PROVIDED BY FINANCING ACTIVITIES		65,803			44,468
NET CHANGE IN CASH		7,775			(1,791	)
CASH AT BEGINNING OF PERIOD		-			1,791
CASH AT END OF PERIOD	$	7,775		$	-
Cash Paid during the year for:
Interest	$	-		$	-
Income Taxes	$	-		$	-
Non-Cash financing and investing activities:
Common Stock Issued for Intangible Assets Purchase	$	2,500		$	-
Gain on debt swap contributed to additional paid in capital		9,932
Related party note payable converted to convertible notes		204,932			-

F-6

See accompanying notes to the financial statements

Table of Contents

GMCI Corp.

~~(Formerly~~NOTES ~~Pacific~~TO ~~Metals~~CONSOLIDATED ~~Corp.)~~FINANCIAL STATEMENTS

~~NOTES~~December TO31, ~~FINANCIAL STATEMENTS~~2015

~~December~~Note ~~31,~~1 ~~2014~~– Organization and Summary of Significant Accounting Policies

~~NOTE~~GMCI 1Corp., –formerly ~~ORGANIZATION~~Pacific ~~AND~~Metals ~~SUMMARY~~Corp. OF(“GMCI” ~~SIGNIFICANT~~or ~~ACCOUNTING~~the ~~POLICIES~~“Company”) was incorporated in Nevada on June 28, 2006.

On March 17, 2015, the Company filed Articles of Merger with the Nevada Secretary of State whereby it entered into a statutory merger with its wholly-owned subsidiary, GMCI Corp., ~~formerly~~pursuant ~~Pacific~~to ~~Metals~~Nevada ~~Corp~~Revised Statutes 92A.200 ~~(“GMCI”~~et. orseq. The effect of such merger is that the “Company”) was ~~incorporated~~the insurviving ~~Nevada~~entity onand ~~June~~changed ~~28,~~its ~~2006~~name to "GMCI Corp."

On March 19, 2015, the Company filed an Issuer Company-Related Action Notification Form with FINRA requesting that the aforementioned name change be effected in the market. The Company also requested that its ticker symbol be changed to "GMCI". On April 16, 2015, FINRA granted approval for the name change and the ticker symbol change.

On March 26, 2015, GMCI entered into and closed a Share Exchange Agreement (the "Agreement") with all of the shareholders of SBS Mining Corp. Malaysia Sd. Bhd., ("SBS") a Malaysian corporation whose primary business is mining and exploration of properties located in Malaysia. Pursuant to the Share Exchange Agreement, the Company acquired 600,000 shares of capital stock of SBS from the SBS Shareholders and in exchange issued 500,000,000 restricted shares of its common stock to the SBS Shareholders.

As a result of the completion of the aforementioned acquisition, SBS is now the Company's wholly-owned subsidiary. The aforementioned business combination was accounted for as a reverse acquisition and recapitalization using accounting principles applicable to reverse acquisitions whereby the financial statements subsequent to the date of the transaction are presented as a continuation of SBS. Under reverse acquisition accounting SBS (subsidiary) is treated as the accounting parent (acquirer) and the Company (parent) is treated as the accounting subsidiary (acquiree). All outstanding shares have been restated to reflect the effect of the business combination. As a result of the aforementioned transactions a total of 802,346 shares of the Company’s common stock issued and outstanding at December 31, 2014 are reflected as part of the recapitalization transactions impacted March 26, 2015, in our Statements of Stockholder’s Equity (Deficit).

SBS Mining Corp. Malaysia Sdn. Bhd. is a producer of metal ore and is focused on producing iron ore, bauxite and tin ore. Currently SBS is principally engaged in the prospecting of minerals and ultimately the mining of minerals upon successful exploration. As at the date of this report SBS is not yet generating revenues as a result of its mineral exploration and ore acquisition efforts.

Principals of Consolidation

The consolidated financial statements include the accounts of GMCI and its wholly-owned subsidiary SBS. All significant intercompany balances and transactions have been eliminated.

Basis of Presentation

~~These~~The accompanying consolidated financial statements ~~are~~have ~~expressed~~been prepared in ~~U.S~~accordance ~~dollars.~~with ~~The~~generally ~~company’s~~accepted ~~year-end~~accounting isprinciples ~~December~~in ~~31.~~the ~~Financial~~United ~~statements~~States ~~and~~of ~~related~~America ~~notes~~("US GAAP") and are presented in ~~accordance~~U.S. ~~with accounting principles generally accepted in the United States~~dollars.

Reclassification

Certain reclassifications have been made to the prior period’s financial statements to conform to the current period’s presentation.

F-7

GMCI Corp.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2015

Note 1 – Organization and Summary of Significant Accounting Policies (cont’d)

Significant Accounting Principles

Use of Estimates and Assumptions.

The preparation of financial statements in conformity with ~~accounting principles~~ generally accepted inaccounting ~~the~~principles ~~United States (“GAAP”)~~ requires management to make estimates and assumptions that affect ~~(i)~~ the reported amounts of assets and liabilities, ~~(ii) the~~and disclosure of contingent assets and liabilities ~~known~~at tothe ~~exist~~date as of the ~~date the~~ financial statements ~~are published~~, and ~~(iii)~~ the reported ~~amount~~amounts of ~~net~~revenue ~~sales,~~and expenses ~~and costs recognized~~ during the ~~periods~~reporting ~~presented~~period. ~~Adjustments~~Actual ~~made~~results ~~with~~when ~~respect~~ultimately torealized the use of estimates often relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates.

Cash and Cash Equivalents

The company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At December 31, ~~2014~~2015, cash includes cash on hand and cash in the bank.

Fair Value of Financial Instruments

The carrying value of financial instruments including cash and cash equivalents, receivables, prepaid expenses, accounts payable and accrued expenses, approximates their fair value due to the relatively short-term nature of these instruments.

Foreign Currencies

Functional and presentation currency - Items included in the consolidated financial statements of each of the Company and its subsidiary are measured using the currency of the primary economic environment in which the entity operates (the ‘functional currency’). The consolidated financial statements are presented in US Dollars, which is the Company’s functional and presentation currency. The functional currency of the Company’s subsidiary, SBS is the Malaysian Ringgit.

Transactions and balances - Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at quarter end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the statement of operations.

Subsidiaries The results and financial position of the subsidiary that has a functional currency different from the presentation currency are translated into the presentation currency as follows:

i) assets and liabilities are translated at the closing rate at the date of the balance sheet;

ii) income and expenses are translated at average exchange rates;

iii) all resulting exchange differences are recognized as other comprehensive income, a separate component of equity.

Plant and equipment and depreciation

Plant and equipment are stated at cost less accumulated depreciation and impairment loss, if any. Depreciation is calculated on straight line basis to write off the cost of plant and equipment over their expected useful lives at the following annual rates:

Motor Vehicles	20	%
Office equipment	33	%
Tools and equipment	33	%
Computer and software	33	%

F-8

GMCI Corp.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2015

Note 1 – Organization and Summary of Significant Accounting Policies (cont’d)

Mineral Properties

The Company is primarily engaged in the business of the acquisition, exploration, development, mining, and production of mineral properties and or resources, with a current emphasis on iron ore, bauxite and tin. Mineral claims and other property acquisition costs are capitalized as incurred. Such costs are carried as an asset of the Company until it becomes apparent through exploration activities that the cost of such properties will not be realized through mining operations. Mineral exploration costs are expensed as incurred, and when it becomes apparent that a mineral property can be economically developed as a result of establishing proven or probable reserve, the exploration costs, along with mine development costs, are capitalized. The costs of acquiring mineral claims, capitalized exploration costs, and mine development costs are recognized for depletion and amortization purposes under the units-of-production method over the estimated life of the probable and proven reserves. If mineral properties, exploration, or mine development activities are subsequently abandoned or impaired, any capitalized costs are charged to operations in the current period.

Exploration expenditures

Exploration, acquisition (except for property purchase costs), and general and administrative costs related to exploration projects and prospecting activities are charged to expense as incurred. During the years ended 2015 and 2014, the Company incurred exploration expenses of $2,829 and $134,762, respectively. As at June 30, 2014 the Company had completed its prospecting activities in relation to certain iron ore resources, at which time all associated overhead pending the extraction of the resource in place has been allocated to general operating expense, save certain annual expenses for permitting and licensing of the property which are recorded in the current period.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. During the years ended December 31, 2015and 2014, there was no impairment of long-lived assets.

Income Taxes

The company accounts for income taxes in accordance with ASC Topic 740, Income Taxes. This statement prescribes the use of the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse.

Loss Per Share

The company follows the provisions of ASC Topic 260, Earnings per Share. Basic net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Basic and diluted losses per share are the same as all potentially dilutive securities are anti-dilutive.

Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock or conversion of notes into shares of the company’s common stock that could increase the number of shares outstanding and lower the earnings per share of the company’s common stock. This calculation is not done for periods in a loss position as this would be antidilutive. As of December 31, 2015, and 2014, there were no stock options or stock awards that would have been included in the computation of diluted earnings per share that could potentially dilute basic earnings per share in the future.

22F-9

Table of Contents

GMCI Corp.

~~(formerly~~NOTES ~~Pacific~~TO ~~Metals~~CONSOLIDATED ~~Corp.)~~FINANCIAL STATEMENTS

~~NOTES~~December TO31, ~~FINANCIAL STATEMENTS~~2015

~~December~~Note ~~31,~~1 ~~2014~~– Organization and Summary of Significant Accounting Policies (cont’d)

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

Mineral Rights

All mine-related costs, other than acquisition costs, are expensed prior to the establishment of proven or probable reserves. Reserves designated as proven and probable are supported by a final feasibility study, or the profitable extraction of ores, indicating that the reserves have had the requisite geologic, technical and economic work performed and are legally extractable at the time of reserve determination. Once proven or probable reserves are established, all development and other site-specific costs are capitalized.

Capitalized development costs and production facilities are depleted using the units-of-production method based on the estimated gold which can be recovered from the ore reserves processed. There has been no change to the estimate of proven and probable reserves. Maintenance and repairs are charged to expense as incurred.

Intangible Assets

The company follows the provisions of ASC 350-30, Intangibles Other Than Goodwill, and ASC 805-50-30-30-1 Acquisition of Assets Rather than a business. Intangible assets acquisitions in which the consideration given is cash are measured by the amount of cash paid. If the consideration given is not in the form of cash, measurement is based on either the cost which shall be measured based on the fair value of the consideration given or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus more reliably measureable.

Impairment of Long-Lived Assets.

The company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical cost-carrying value of an asset may no longer be appropriate. GMCI assesses recoverability of the carrying value of the asset by estimating the undiscounted future net cash flows, which depend on estimates of metals to be recovered from proven and probable ore reserves, and also identified resources beyond proven and probable reserves, future production costs and future metals prices over the estimated remaining mine life. If undiscounted cash flows are less that the carrying value of a property, an impairment loss is recognized based upon the estimated expected future net cash flows from the property discounted at an interest rate commensurate with the risk involved. If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value.

The fair value of an asset retirement obligation is recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. The present value of the estimated asset retirement costs is capitalized as part of the carrying amount of the long-lived asset. For GMCI, asset retirement obligations primarily relate to the abandonment of ore-producing property and facilities.

We review the carrying value of our interest in each mineral claim on a quarterly basis to determine whether impairment has incurred in accordance with ASC 360-930.

Where information and conditions suggest impairment, we write-down these properties to the net recoverable amount, based on estimated discounted future cash flows. Our estimate of mineral price, mineralized materials, operating capital, and reclamation costs are subject to risks and uncertainties affecting the recoverability of our investment in property, plant, and equipment. Although we have made our best estimate of these factors based on current conditions, it is possible that changes could occur in the near term that could adversely affect our estimate of net cash flows expected to be generated from our operating properties and the need for possible asset impairment write-downs.

Table of Contents

GMCI Corp.

(formerly Pacific Metals Corp.)

NOTES TO FINANCIAL STATEMENTS

December 31, 2014

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

Impairment of Long-Lived Assets (cont’d).

Where estimates of future net operating cash flows are not available and where other conditions suggest impairment, we assess if carrying value can be recovered from net cash flows generated by the sale of the asset or other means.

The company evaluated impairment on its mining claim assets at December 31, 2014 and December 31, 2013 and determined that $58,175 impairment loss should be recorded during the year ended December 31, 2014.

Recently issued accounting pronouncements

OnIn ~~June~~November 102015, ~~2014,~~ the ~~Financial Accounting Standards Board ("~~FASB") issued ~~update~~ ASU ~~2014~~No. 2015-1017, "Income ~~Development~~Taxes ~~Stage Entities~~ (Topic ~~915~~740)~~. Amongst~~: ~~other~~Balance ~~things,~~Sheet ~~the~~Classification ~~amendments~~of inDeferred Taxes." Under this ~~update~~guidance, ~~removed~~deferred ~~the~~tax ~~definition~~liabilities ofand ~~development~~assets ~~stage~~are ~~entity~~required ~~from~~to ~~Topic~~be ~~915,~~classified ~~thereby~~as ~~removing~~noncurrent ~~the~~in ~~distinction~~a ~~between~~classified ~~development~~statement ~~stage~~of ~~entities~~financial ~~and~~position. ~~other~~Prior ~~reporting~~to ~~entities~~this ~~from US GAAP. In addition~~guidance, the ~~amendments~~deferred ~~eliminate~~taxes ~~the requirements~~ for ~~development~~each ~~stage~~jurisdiction ~~entities to~~ (1)or ~~present inception~~tax-~~to-date~~paying ~~information~~component ~~on the statements~~ of ~~income,~~a ~~cash flows and shareholders equity, (2~~jurisdiction) ~~label~~would ~~the~~be ~~financial~~presented ~~statements~~ as ~~those of~~ a ~~development~~net ~~stage~~current ~~entity; (3)~~asset ~~disclose~~or aliability ~~description of the development stage activities in which the entity is engaged~~ and ~~(4)~~net ~~disclose~~non-current inasset ~~the~~or ~~first~~liability. ~~year~~This inguidance ~~which the entity~~ is ~~no longer a development stage entity that in prior years it had been in the development stage. The amendments are~~ effective for ~~annual~~interim ~~reporting periods beginning after December 31, 2014~~ and ~~interim~~annual reporting periods beginning after December 15, ~~2015,~~2016 ~~however~~with ~~entities~~earlier ~~are~~application permitted ~~to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued~~. ~~The~~ ~~Company~~This ~~has~~amendment ~~elected~~will tonot ~~early adopt these amendments and accordingly~~ have ~~not labeled the financial statements as those of~~ a ~~development~~material ~~stage~~impact ~~entity and have not presented inception-to-date information~~ on ~~the~~our ~~respective~~ financial statements.

~~NOTE~~On 2September –25, ~~MINERAL~~2015, ~~RIGHTS~~the FASB issued Accounting Standards Update, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. The amendments are effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The amendments should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this Update with earlier application permitted for financial statements that have not been issued. This amendment will not have a material impact on our financial statements.

~~Mineral~~In ~~rights~~April at2015, ~~December~~the 31FASB issued ASU 2015-03, ~~2014~~Simplifying ~~and~~the ~~December~~Presentation 31of Debt Issuance Costs. The new standard will require debt issuance costs to be presented on the balance sheet as a direct reduction of the carrying value of the associated debt liability, ~~2013~~consistent ~~consisted~~with the presentation of debt discounts. Currently, debt issuance costs are presented as a deferred asset. The recognition and measurement requirements will not change as a result of this guidance. The standard is effective for the ~~following:~~annual reporting periods beginning after December 15, 2015 and will be applied on a retrospective basis. This amendment will not have a material impact on our financial statements.

Intangibles Assets	December 31, 2014			December 31, 2013
Graysill Claims	$	48,415		$	42,215
Impairment		(48,415	)		-
Total:		--			42,215

There are several new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) which are not yet effective. Each of these pronouncements, as applicable, has been or will be adopted by the Company. As of December 31, 2015, none of these pronouncements is expected to have a material effect on the financial position, results of operations or cash flows of the Company.

AtNote ~~the~~2 ~~fiscal~~– ~~year~~Going ended December 31, 2014, combined with a proposed change in the geographical location of planned future mineral exploration and production operations, the Company evaluated the carrying value of the Graysill Claims and determined to fully impair the capitalized value totaling $48,415.Concern

~~NOTE~~At 3December –31, ~~INTANGIBLE~~2015 ~~ASSETS~~and December 31, 2014, the Company reported a net loss of $563,543 and $385,329, respectively. The Company believes that its existing capital resources may not be adequate to enable it to execute its business plan. These conditions raise substantial doubt as to the Company’s ability to continue as a going concern. The Company estimates that it will require additional cash resources during 2016 and beyond based on its current operating plan and condition. The Company expects cash flows from operating activities to improve, primarily as a result of an increase in revenue and a decrease in certain operating expenses, although there can be no assurance thereof. The accompanying consolidated financial statements do not include any adjustments that might be necessary should we be unable to continue as a going concern. If we fail to generate positive cash flow or obtain additional financing, when required, we may have to modify, delay, or abandon some or all of our business and expansion plans.

~~GMCI~~The ~~acquired~~financial astatements ~~mining~~do ~~claims~~not ~~database~~include ~~which~~any ~~will~~adjustments berelating ~~amortized~~to ~~over~~the ~~its~~recoverability ~~estimated~~and ~~useful~~classification ~~life~~of recorded asset amounts, or amount and classification of ~~ten~~liabilities ~~years~~that ~~using~~might ~~the~~cause ~~straight-line~~results ~~method~~from this uncertainty.

On May 20, 2014, GMCI has acquired numerous maps, old drill log results and other data from a mining data base containing information produced by past Graysill area claim owners. In exchange for the data 4,000 shares of common stock were issued. The acquired data was recognized as an intangible asset and measured at the market value of the common stock on date of issuance of $0.625; as such the cost base of the assets was $2,500.F-10

Table of Contents

GMCI Corp.

~~(Formerly~~NOTES ~~Pacific~~TO ~~Metals~~CONSOLIDATED ~~Corp.)~~FINANCIAL STATEMENTS

~~NOTES~~December TO31, ~~FINANCIAL STATEMENTS~~2015

~~December~~Note ~~31,~~3 ~~2014~~– Business Combination

NOTE 3 – INTANGIBLE ASSETS (cont’d)

Intangibles Assets	December 31, 2014			December 31, 2013
Mining Claims Database	$	12,500		$	10,000
Accumulated Amortization		(2,740	)		(1,583	)
Net		9,760			8,417
Impairment		(9,760	)		-
Balance	$	-			8,417

Amortization expense for the year ended December 31, 2014 and 2013 was $1,156, and $1,000, respectively.

At the fiscal year ended December 31, 2014, combined with a proposed change in the geographical location of planned future mineral exploration and production operations, the Company evaluated the carrying value of the aforementioned intangible assets, and determined to fully impair the capitalized value totaling $9,760.

NOTE 4 – SHAREHOLDER NOTE PAYABLE / RELATED PARTY TRANSACTIONS

Pacific Gold Corp.

During the fiscal year the Company’s former parent company, Pacific Gold Corp. advanced a further $42,335 to fund our ongoing operations. On November 20, 2014, the Company entered a Debt Swap agreement with Pacific Gold Corp, whereby the company indebtedness to the parent company totaling $204,932 as of November 20, 2014 was converted to $195,000 in convertible notes bearing interest at a rate of 10% per annum, with a conversion price of $0.05 per share, due and payable on November 20, 2016. The convertible note is payable to the brother of our former officer and director.

SBS Resources Inc.

On December 12, 2014 SBS Resources Inc., a company controlled by our current officer and director, Mr. Lok Khing Ming, advanced the Company a total of $23,468 as general working capital. The advances are non-interest bearing and due on demand.

NOTE 5 – INCOME TAXES

Deferred income taxes are determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of the Company’s assets and liabilities. Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differences are included in the Company’s tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases.

Operating loss carry-forwards generated during the period from date of inception through December 31, 2014 of approximately $245,281, will begin to expire in 2026. The Company applies a statutory income tax rate of 35%.

Table of Contents

GMCI Corp.

(formerly Pacific Metals Corp.)

NOTES TO FINANCIAL STATEMENTS

December 31, 2014

NOTE 5 – INCOME TAXES (cont’d)

Accordingly, deferred tax assets related to net operating loss carry-forwards total approximately $85,840 at December 31, 2014. For the year ended December 31, 2014 and 2013, the valuation allowance increased by approximately $37,460 and $15,400, respectively.

Any available and unexpired losses carried forward may be appropriated as a result of the change of control in the Company.

The Company has no tax positions at December 31, 2014, or December 31, 2013, for which the ultimate deductibility is highly uncertain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company had no accruals for interest and penalties since inception.

The tax returns for the years from inception date to December 31, 2014 are subject to examination by the Internal Revenue Service.

NOTE 6 – COMMON STOCK

On January 2, 2015, the Company filed a Certificate of Amendment with the State of Nevada to (a) increase the number of authorized shares of Common Stock from 200 million to 4 billion; and (b) decrease all of the Company's issued and outstanding shares of Common Stock at a ratio of one (1) share for every 25 existing shares, with all fractional shares to be purchased by the Company at the price of $0.02 per share (the "Reverse Split"). All share and per share data in these financial statements and notes have been retroactively restated to reflect the effects of the stock split.

On May 20, 2014, 4,000 common shares were issued in exchange for acquisition of data regarding mining claims held by the company (see Note 3).

The Company had a total of 802,346 shares issued and outstanding at December 31, 2014 (800,000 – December 31, 2013.

NOTE 7 – GOING CONCERN

The company’s financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of December 31, 2014, the company had an accumulated deficit of $245,281 and negative working capital of $213,665, raising substantial doubt about its ability to continue as a going concern. During the year ended December 31, 2014, the company financed its operations through issuance of debt to the parent company.

NOTE 8 – CHANGE IN CONTROL

On December 12, 2014, a change in control of Pacific Metals Corp. (the "Company") occurred by virtue of the company's largest shareholder, Pacific Gold Corp., selling 15,110,823 shares of the Company's common stock to Legacy Fiduciary Services Limited. Such shares represents 75.2% of the Company's total issued and outstanding shares of common stock. As part of the sale of the shares, Legacy Fiduciary Services Limited arranged with the resigning member of the Company's Board of Directors to appoint Mr. Lok Khing Ming as the sole officer and director of the Company.

Table of Contents

GMCI Corp.

(formerly Pacific Metals Corp.)

NOTES TO FINANCIAL STATEMENTS

December 31, 2014

NOTE 8 – CHANGE IN CONTROL (Cont’d)

Effective December 12, 2014, the Company accepted the resignations of Robert Landau as the sole officer of the Company and as a member of the Company's board of directors. Simultaneously, Mr. Lok Khing Ming was elected as the as the Company's President, Secretary, Treasurer and sole member of the Board.

Effective December 12, 2014, the Company appointed W. Scott Lawler, Esq. as the Company's Secretary.

NOTE 9 – SUBSEQUENT EVENTS

On March 17, 2015, the Company filed Articles of Merger with the Nevada SOS whereby it entered into a statutory merger with its wholly-owned subsidiary, GMCI Corp., pursuant to Nevada Revised Statutes 92A.200 et. seq. The effect of such merger is that the Company was the surviving entity and changed its name to "GMCI Corp."

AsOn ~~discussed above in Note 1 to these financial statements, on~~ March 26, 2015, GMCI entered into a Share Exchange Agreement (the "Agreement") with all of the shareholders of SBS Mining Corp. Malaysia SdSdn. Bhd., ("SBS") a Malaysian corporation whose primary business is mining and exploration of properties located in Malaysia. Pursuant to the Share Exchange Agreement, the Company acquired 600,000 shares of capital stock of SBS from the SBS Shareholders and in exchange issued 500,000,000 restricted shares of its common stock to the SBS Shareholders. As a result of the aforementioned transactions a total of 802,346 shares of the Company’s common stock issued and outstanding at December 31, 2014 are reflected as part of the recapitalization transactions impacted March 26, 2015, in our Statements of Stockholder’s Equity (Deficit).

~~On April 23, 2015, the Company completed the acquisition of SBS per the terms of the aforementioned Share Exchange Agreement.~~ As a result of the completion of this acquisition, SBS is now the Company's wholly-owned subsidiary. The aforementioned business combination was accounted for as a reverse acquisition and recapitalization using accounting principles applicable to reverse acquisitions whereby the financial statements subsequent to the date of the transaction are presented as a continuation of SBS. Under reverse acquisition accounting SBS (subsidiary) is treated as the accounting parent (acquirer) and the Company (parent) is treated as the accounting subsidiary (acquiree). All outstanding shares have been restated to reflect the effect of the business combination.

27Pursuant to the terms and conditions of the acquisition agreement, we acquired 100% of the issued capital stock (600,000 common shares) of SBS in exchange for 500,000,000 shares of common stock of the Company.

~~Table~~The following table summarizes the estimated fair values of ~~Contents~~the assets acquired and liabilities assumed relative to the Parent company operations, at the business combination transaction date:

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Cash and bank balance	$	35
Other receivable and deposits		6,000
Total identifiable assets	$	6,035

Other payables and accruals	$	9,448
Amounts due to related parties		47,043
Convertible notes		195,000
Total identifiable liabilities	$	251,491

Net identifiable assets	$	(245,456	)

~~Not~~Note ~~applicable.~~4 – Plant and Equipment

ITEM 9A. CONTROLS AND PROCEDURES

	December 31, 2014		Additions		FX changes			December 31, 2015
Cost
Motor Vehicles	$	118,294	$	-	$	(21,931	)	$	96,363
Office equipment		7,060	984			(1,387	)		6,657
Computers and software		4,696		2,386		(1,236	)		5,846
Tools and equipment		606				(112	)		494
	$	130,656	$	3,370	$	(24,666	)	$	109,360

	December 31, 2014		Additions		FX changes			December 31, 2015
Accumulated depreciation
Motor Vehicles	$	30,589	$	21,246	$	(7,644	)	$	44,191
Office equipment		2,867		2,045		(722	)		4,190
Computers and software		1,586		1,982		(478	)		3,090
Tools and equipment		170		181		(48	)		303
	$	35,212	$	25,454	$	(8,892	)	$	51,774

F-11

GMCI Corp.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2015

Note 4 – Plant and Equipment (cont’d)

	December 31, 2013		Additions		FX changes			December 31, 2014
Cost
Motor Vehicles	$	112,052	$	13,960	$	(7,718	)	$	118,294
Office equipment		4,569	2,952			(461	)		7,060
Computers and software		741		4,276		(321	)		4,696
Tools and equipment		-		648		(42	)		606
	$	117,362	$	21,836	$	(8,542	)		130,656

	December 31, 2013		Additions		FX changes			December 31, 2014
Accumulated depreciation
Motor Vehicles	$	7,241	$	25,425	$	(2,077	)	$	30,589
Office equipment		796		2,174		(103	)		2,867
Computers and software		74		1,622		(110	)		1,586
Tools and equipment		-		181		(11	)		170
	$	8,111	$	29,402	$	(2,301	)	$	35,212

	December 31, 2015		December 31, 2014
Carrying Value
Motor Vehicles	$	52,172	$	87,705
Office equipment		2,467		4,193
Computers and software		2,756		3,110
Tools and equipment		191		436
	$	57,586	$	95,444

Note 5 – Prepaid expenses and deposits

	December 31, 2015		December 31, 2014

Sundry receivables	$	4,471	$	3,145
Deposits		23,194		3,288
Recoverable deposit from third party		-		142,936
	$	27,665	$	149,369

Note 6 – Mineral Licenses

On January 6, 2014 the Company’s subsidiary, SBS, entered into two agreements with unrelated third parties, YM Tengku Dato’ Kalsom Ibni Al-Marhum Sultan Abu Bakar and YM Tengku Dato’ Norazahan Ibni Al-Marhum Sultan Abu Bakar where under the Company was granted in consideration of all work and fees payable on the underlying lands a power of attorney granting a license to prospect, extract and monetize iron ore on the following two (2) properties:

F-12

GMCI Corp.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2015

Note 6 – Mineral Licenses (Cont’d)

NO	Mining Land	Mining Area (Hectares)
1	Sungai Bekil, Mukim Of Batu Talam, State Of Pahang Darul Makmur, Malaysia	50
2	Sungai Semeriang, Mukim Of Batu Talam, State Of Pahang Darul Makmur, Malaysia	50

The total mining area measures approximately 100 hectares (247 Acres). Under the terms of the agreements the Company may extract and sell the iron ore subject to the payment of 5% royalties, tributes, and all such other fees and expenses as may be assessed. Concurrently with the aforementioned agreements the Company and each of the respective parties entered into an exclusive operating agreement the terms of which set out terms and conditions for the mining operation including the annual costs of the mineral license, rents and other fees over the two-year term of the mineral license, totaling US$7,219 (RM$31,000) per mining area.

Note 7 – Convertible Note

During the fiscal year ended December 31, 2014 the Company’s former parent company, Pacific Gold Corp. advanced a further $42,335 to fund our ongoing operations. On November 20, 2014, the Company entered a Debt Swap agreement with Pacific Gold Corp, whereby the Company indebtedness to the parent company totaling $204,932 as of November 20, 2014 was converted to $195,000 in convertible notes bearing interest at a rate of 10% per annum, with a conversion price of $0.05 per share, due and payable on November 20, 2016. The convertible note is payable to the brother of our former officer and director. On May 6, 2015, a General Release and Waiver of debt was entered into between the Company and the brother of our former office and director. Under the General Release and Waiver of debt, the debtor provided the Company a full waiver and release of the convertible note and deemed the convertible note null and void in exchange for the Company quit claiming certain mining claims in return.

The Company recorded a total of $201,999 in respect of the aforementioned debt extinguishment of which $195,000 was principal and $6,999 was accrued interest. The entire amount was allocated to additional paid in capital.

Note 8 – Office Lease

On February 28, 2014, the Company’s subsidiary entered into a two-year sublease commencing March 1, 2014 for shared office premises in Kuala Lumpur. Under the terms of the sublease the Company will pay monthly rent of $233 USD (RM$1,000) and shall be responsible for all monthly utilities. The Company has paid a deposit of two months rent and a deposit for utilities with a cumulative total of $466 USD (RM$2,000). In February 2015, the Company verbally agreed with the landlord to assume additional office space upon departure of the tenant with whom the sublease had been agreed. For the period February 2015 until November 2015, the Company paid base rent of $513 USD (RM$2,200). In November 2015, the Company and the landlord agreed to terminate the lease with no further obligation.

On July 10, 2015, the Company’s subsidiary entered into a two-year lease commencing August 1, 2015 for office premises in Kuala Lumpur. Under the terms of the lease the Company will pay monthly rent of $605 USD (RM$2,600) and shall be responsible for all monthly utilities. The Company has paid a deposit of two months rent and a deposit for utilities with a cumulative total of $1,816 USD (RM$7,800). The annual lease commitment, exclusive of utilities is noted below:

Fiscal 2016 - US$6,660 (RM$28,600)

Fiscal 2017 - US$7,266 (RM$31,200)

Fiscal 2018 - US$605 (RM$2,600)

F-13

GMCI Corp.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2015

Note 9 – Advances from Related Parties / Related Parties Transactions

(a) Expenses paid by related parties:

	December 31, 2015		December 31, 2014

Expenses paid on behalf of the Company by its Directors	$	219,792	$	9,413
Expenses paid on behalf of the Company by controlling shareholder, LYF & Sons Realty Sdn. Bhd.	$	546,585	$	482,854
Advances to the Company by Sincere Pacific Mining(M) Sdn. Bhd. (1)	$	16,122		-
Total	$	782,499	$	492,267

(1)	Sincere Pacific Mining is a company which shares a director in common with SBS.

Note 10 – Common Stock

The Company’s authorized common stock consists of 4,000,000,000 common shares with par value of $0.001 and 10,000,000 shares of preferred stock with par value of $0.001 per share.

The Company had 500,000,000 common shares issued and outstanding as of December 31, 2014 as a result of the recapitalization and reverse merger transaction described above in Note 3. In addition, as of the transaction date, there were 802,346 common shares issued and outstanding which are reflected as part of the recapitalization.

On June 15, 2015, the Company entered into Subscription Agreements with its President and CEO, Mr. Lok Khing Ming, and Mr. Liew Kin Sing, a resident of Malaysia, whereby the Company sold to Mr. Lok 120 million shares of its common stock and sold to Mr. Liew 100 million shares of common stock. Both sales were priced at the par value of $0.001. Mr. Lok and Mr. Liew paid cash for these shares in July of 2016. As at December 31, 2015, the amounts payable under the aforementioned subscription agreements has been recorded on the balance sheet as “subscription receivable”

As of December 31, 2015 and December 31, 2014, the Company has 720,802,346 and 500,000,000 shares of common stock issued and outstanding.

Note 11 – Income Taxes

The Company uses the liability method, where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. During 2015 and 2014, the Company incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward is approximately $1,001,468 and $437,925 at December 31, 2015 and 2014, respectively, and will begin to expire in the year 2034.

F-14

GMCI Corp.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2015

Note 11 – Income Taxes (Cont’d)

The Company had deferred income tax assets as of December 31, 2015, and 2014 as follows:

	December 31, 2015			December 31, 2014
Operating loss carryforwards before income tax	$	1,001,483		$	437,925
Expected recovery at statutory rate 34%		34%			34%
Loss carryforwards		340,504			148,895
Less - valuation allowance		(340,504	)		(148,895	)
Total net deferred tax assets	$	-		$	-

F-15

Item 9. Changes in and Disagreements with Accountants and Financial Disclosure

None.

Item 9A. Controls and Procedures

(a)	Evaluation of Disclosure Controls

Our management evaluated the effectiveness of our disclosure controls and procedures as of December 31, ~~2014~~2015. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files and submits under the Exchange Act is accumulated and communicated to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Based on the evaluation of our disclosure controls and procedures as of December 31, ~~2014~~2015, our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures were not effective.

(b)	Management’s Responsibility for Financial Statements

Our management is responsible for the integrity and objectivity of all information presented in this report. The consolidated financial statements were prepared in conformity with accounting principles generally accepted in the United States of America and include amounts based on management’s best estimates and judgments. Management believes the consolidated financial statements fairly reflect the form and substance of transactions and that the financial statements fairly represent the ~~company~~Company’s ~~condensed~~ consolidated financial position and results of operations for the periods and as of the dates stated therein.

(c)	Management’s Assessment of Internal Control over Financial Reporting

The Company management is responsible for establishing and maintaining adequate internal control over financial reporting as defined by Rules 13a–15(f) and 15(d)-15(f) under the Securities and Exchange Act of 1934. This system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted accounting principles.

Our internal control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, a system of internal control over financial reporting can only provide reasonable assurance and may not prevent or detect misstatements. Further, because of changes in conditions, effectiveness of internal control over financial reporting may vary over time.

Under the direction of Chief Executive Officer and Chief Financial Officer, management evaluated the effectiveness of the system of internal control over financial reporting based on the framework in Internal Control-Integrated Framework, published by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). ~~Management~~During isfiscal ~~aware~~2015 ~~that~~the ~~there~~Company isachieved aincreased ~~lack of~~ segregation of duties ~~due~~by toretaining ~~the~~additional ~~small number of~~ employees ~~dealing~~to deal with general administrative and financial matters~~. However~~, atas ~~this~~well ~~time~~as ~~management~~segregated ~~has~~duties ~~decided~~for ~~that~~corporate ~~taking~~officers. ~~into~~While ~~account~~management ~~the~~has ~~abilities~~retained ofadditional ~~the~~ employees ~~now~~and ~~involved,~~has ~~the~~implemented additional control procedures inwithin ~~place~~the framework ~~and its awareness~~ of ~~the~~controls ~~issues~~over ~~presented~~financial reporting, the ~~risks~~Company ~~associated~~is ~~with~~still ~~such~~evaluating ~~lack~~possible ofweaknesses ~~segregation~~in ~~are~~our ~~low~~system ~~and the potential benefits~~ of ~~adding employees to clearly segregate duties do not justify the substantial expenses associated with such increases~~controls. Management ~~will~~ periodically ~~reevaluate~~re-evaluates this situation and ~~report~~reports to the registered public accounting firm to the ~~company~~Company about this condition. Based on our overall controls, and ~~taking~~considering ~~into account~~ the reporting and interaction by our Board of Directors, management determined that the ~~company~~Company’s system of internal control over financial reporting was not effective as of December 31, ~~2014~~2015. Management is continuing to implement further measures to ensure an effective framework of controls is in place for our future reporting periods.

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(d)	Report of Independent Registered Public Accounting Firm

This annual report does not include an attestation report of the company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the company’s registered public accounting firm.

During the Company’s last fiscal quarter there were no changes in internal control over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

~~ITEM~~Item 9B. ~~OTHER~~ Other ~~INFORMATION~~Information

There is no information to be disclosed in a report on Form 8-K during the fourth quarter of the year covered by this Form 10-K that has not been previously filed with the Securities and Exchange Commission.None

PART III

~~ITEM~~Item 10. ~~DIRECTORS~~ Directors, ~~EXECUTIVE~~Executive ~~OFFICERS~~Officers ~~AND~~and ~~CORPORATE~~Corporate ~~GOVERNANCE~~Governance

(a) – (b) Identification of Directors and Executive Officers.

The Company: The following ~~individuals~~table ~~are~~identifies all of the members of the Company’s Board of Directors and ~~executive~~its ~~officers;~~Executive ~~all~~Officers, as of ~~the~~March 14, 2017. The members of the Board ~~are~~serve ~~appointed~~ until ~~their~~the ~~respective~~next annual meeting and a successor is ~~elected~~appointed and qualified, or until ~~their~~ resignation or removal.

Name	Age	~~Age~~Positions Held	Date of Appointment	~~Positions Held~~	~~Date of Appointment~~
Lok Khing Ming	45	45Sole Director, Chairman of the Board	October 5, 2016(1)	~~Sole Member of the Board of Directors; Chief Executive Officer, President, Treasurer and Secretary~~	~~December 12, 2014~~
Calvin Chin	41	Chief Executive Officer	October 5, 2016(2)
M.W. “Jason” Chan	43	Chief Financial Officer	October 5, 2016
S.N. Loh	44	Chief Operating Officer	October 5, 2016

(c1) ~~Identification~~Mr. ofLok ~~certain~~was ~~significant~~originally ~~employees~~appointed as an officer and director on December 12, 2014.

~~The~~(2) ~~Company~~Mr. ~~currently~~Chin ~~does~~was ~~not~~originally ~~have~~appointed ~~any~~as ~~significant~~the ~~employees~~Chief Financial Officer of GMCI on October 1, 2015.

(d) Family relationships. None.

(e) Business experience.

Mr. Lok Khing Ming, ~~Member~~Sole ofDirector ~~the~~and ~~Board~~Chairman of ~~Directors, Chief Executive Officer, President and Treasurer~~Board

In November 1991 Mr. Lok earned a Diploma in Electronic Engineering from the Federal Institute of Technology, Malaysia.

29Calvin Chin – Chief Executive Officer

~~Table~~Mr. Chin was the Head of ~~Contents~~Finance for HCM-Hygenic Corporation (M) Sdn. Bhd. (US multinational corporation) located in Batu Gajah, Perak, Malaysia) from July 2004 to October 2015. Mr. Chin’s duties included leading and emerging the finance team and assisting the managing auditor in management of the daily business operations. Mr. Chin, acting as one of the local directors for the Malaysia entity and sat on the Board of Directors as part of a decision maker for the Malaysia business entity. Mr. Chin reported directly to the CFO based in the Unites States on the financial position of the Malaysia Corporation.

Mr. Chin was a lead auditor with Ernst & Young from 2004 to 2008 and has auditing experience in specializing in Manufacturing, retailing, plantation and property development industry.

Mr. Chin earned a Professional degree from the Association of Certified Chartered Accountants. (ACCA , UK)

M.W. “Jason” Chan – Chief Financial Officer

S.N. Loh – Chief Operating Officer

From April 2012 to October 2015, Mr. Loh was the General Manager responsible for marketing, sales, business development and planning for WRP Asia Pacific Sdn. Bhd., a medical glove manufacturing company located in Malaysia. From August 2009 to March 2012, Mr. Loh was the Operations Director, responsible for factory operations, for Vinh Chanh Co. Ltd., a bio mass fuel supplier in Vietnam.

(f) Involvement in certain legal proceedings.

None of the Company’s executive officers or directors have been involved in any legal proceedings during the past ~~five~~ten (510) years.

(g) Promoters and control persons.

LYF & Son Realty ~~SDN~~Sdn. ~~BHD~~Bhd. is the Company’s controlling shareholder and is a Malaysian corporation. LYF & Son has not been a party to any legal proceedings at any time during the past ~~five~~ten (510) years.

~~Section~~Corporate ~~16(a) Beneficial Ownership Reporting Compliance~~Governance

~~Code~~Nominating Committee. We have not established a Nominating Committee because of ~~Ethics~~our limited operations; and because we have only one director, we believe that we are able to effectively manage the issues normally considered by a Nominating Committee.

Audit Committee. We do not ~~currently~~ have an Audit Committee. The Company's board of directors performs some of the same functions of an Audit Committee, such as; recommending a ~~Code~~firm of ~~Ethics~~independent incertified ~~place~~public ~~for~~accountants to audit the ~~Company.~~financial ~~Our~~statements; ~~business~~reviewing ~~operations~~the ~~are~~auditors' ~~not~~independence, ~~complex~~the financial statements and ~~are~~their ~~very~~audit ~~limited.~~report; ~~The~~and ~~Company~~reviewing ~~seeks~~management's ~~advice~~administration ~~and~~of ~~counsel~~the ~~from~~system ~~outside~~of ~~experts~~internal ~~such~~accounting ascontrols. ~~our~~The ~~lawyers~~Company ~~and~~does ~~accountants~~not oncurrently ~~matters~~have ~~relating~~a towritten ~~corporate~~audit ~~governance~~committee ~~and~~charter ~~financial~~or ~~reporting~~similar document.

~~Audit~~Code ~~Committee~~of Ethics. We do not currently have a Code of Ethics in place for the Company, although our Board of Directors has developed a framework for adoption in the coming months. Our business operations are currently not complex and are very limited. The Company seeks advice and counsel from outside experts such as our lawyers and accountants on matters relating to corporate governance and financial reporting.

WeItem ~~do not have an Audit Committee~~11. Executive The Company's board of directors performs some of the same functions of an Audit Committee, such as; recommending a firm of independent certified public accountants to audit the financial statements; reviewing the auditors' independence, the financial statements and their audit report; and reviewing management's administration of the system of internal accounting controls. The Company does not currently have a written audit committee charter or similar document.Compensation

~~ITEM~~Executive ~~11. EXECUTIVE COMPENSATION~~Compensation

The Company has not paid any compensation to any of its officers or directors and does not have any agreements in place or understandings to pay any compensation to its officers and directors.

~~ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS~~16

~~The~~Item ~~following~~12. Security ~~table~~Ownership ~~sets forth certain information concerning the number~~ of ~~shares~~Certain ofBeneficial ~~our~~Owners common stock owned beneficially as of October 31, 2015 by: (i) each person (including any group) known to us to own more than five percent (5%) of any class of our voting securities, (ii) members of our Board of Directors, and orManagement ~~(iii) our executive officers. Unless otherwise indicated, the stockholder listed possesses sole voting~~ and ~~investment~~Related ~~power~~Stockholder ~~with respect to the shares shown.~~Matters

Title of Class		Name and Address of beneficial owner	Amount and nature of beneficial ownership(1)	Percent of class
Common Stock		LYF & Son Realty Sdn. Bhd. 37A 1st Fl. Linstasan Perajuirt 6 Taman Perak 31400 IPOH Perak, Malaysia	375,000,000	52.03%]
Common Stock		Liew Kin Sing 24 Laluan Rokam 12 Pekan Razaki, 31350, IPOH Perak, Malaysia	100,000,000	13.87%
Common Stock		Liew Chin Loong L/491-B, Jin Pengkalan Chepa 15400 Kota Bahru Kelantan, Malaysia	75,000,000	10.41%
Common Stock		Lok Khing Ming No. 20 Jalan Raja Nong 6 Taman Bunga Raya 41000 Klang Selangor DE, Malaysia	155,936,354	21.63%
Common Stock		Officers and Directors as a group		21.63%
(1)	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 October 31, 2015. As of October 31, 2015, there were 720,802,346 shares of our common stock issued and outstanding.

The following table sets forth certain information concerning the number of shares of our common stock owned beneficially as of March 14, 2017 by: (1) each person, or group of affiliated persons, who is known by us to beneficially own more than 5% of our common stock; (2) each of our directors and named executive officers; and (3) all of our current directors and executive officers as a group. Unless otherwise indicated, the stockholder listed possesses sole voting and investment power with respect to the shares shown.

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership(1)	Percentage of Class
Named Directors and Executive Officers
Lok Khing Ming (2) - Sole Director, Chairman of Board No. 20 Jalan Raja Nong 6 Taman Bunga Raya 41000 Klang Selangor Darul Ehsan, Malaysia	140,461,820	19.5%
Calvin Chin – Chief Executive Officer Perdana Exclusive Condo, Jalan PJU8/1 47820 Damansara Perdana Petaling Jaya, Selangor Darul Ehsan Malaysia	-0-	---
M.W. Jason Chan - Chief Financial Officer Level 1, Tower 1 Avenue 3, The Horizon Bangsar South City 59200 Kuala Lumpur Malaysia	-0-	---
S.N. Loh – Chief Operating Officer 19 Laluan Lapangan Siber 3 Bandar Cyber 31350 Ipoh, Perak Darul Ridzuan Malaysia	-0-	---
Directors and Executive Officers as a Group(2)	140,461,820	19.5%
5%+ Shareholders
Lok Khing Ming(2) No. 20 Jalan Raja Nong 6 Taman Bunga Raya 41000 Klang Selangor Darul Ehsan, Malaysia	140,461,820	19.5%
LYF & Son Realty Sdn. Bhd. 37A 1st Fl. Lintasan Perajurit 6 Taman Perak 31400 Ipoh, Perak Darul Ridzuan, Malaysia	375,000,000	52.0%
Liew Chin Loong L/491-B, Jin Pengkalan Chepa 15400 Kota Bahru Kelantan Darul Naim, Malaysia	75,000,000	10.4%
Liew Kin Sing (3) 24 Laluan Rukam 12 Pekan Razaki Ipoh, Perak 31350 Malaysia	100,000,000	13.9%
All 5%+ Shareholders as a Group	690,461,820	95.8%

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(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 14, 2017. As of March 14, 2017, there were 720,802,346 shares of our company’s common stock issued and outstanding.
(2)	Lok Khing Ming, was appointed sole director of the Company effective December 12, 2014 and then appointed Chairman of the Board on October 5, 2016. Included in his 140,461,820 shares are 82,159,951 shares held by My Premier Trustee (Malaysia) Berhad for the sole benefit of Mr. Lok and 58,301,869 shares held by Victory Global Trustee Company Limited for the sole benefit of Mr. Lok.
(3)	These shares, beneficially owned and controlled by Mr. Liew, are held in trust by MyPremier Trustee (Malaysia) Berhand.

The company has not adopted any equity compensation plans and does not anticipate adopting any equity compensation plans in the near future. Notwithstanding the foregoing, because the company has limited cash resources at this time, it may issue shares or options to or enter into obligations that are convertible into shares of common stock with its employees and consultants as payment for services or as discretionary bonuses. The company does not have any arrangements for such issuances or arrangements at this time.17

~~ITEM~~Changes ~~13.~~in ~~CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE~~Control

~~Other~~We ~~than~~are asunaware ~~described~~of ~~below,~~any contract or other arrangement or provisions of our Articles or Bylaws the ~~Company~~operation ~~has~~of ~~not~~which ~~engaged~~may at a subsequent date result in ~~any~~a ~~transactions~~change ~~with~~of control of our company. There are not any provisions in our Articles or Bylaws, the operation of ~~its~~which ~~related~~would ~~persons~~delay, defer, or prevent a change in control of our company.

~~The~~Item ~~Company has outstanding a single demand note (the “Note”) held by Pacific Gold Corp~~13., Certain ~~which~~Relationships was the Company’s largest shareholder until December 12, 2014. On December 12, 2014, a change in control of the Company occurred by virtue of the Company's largest shareholder at that time, Pacific Gold Corp., selling 15,110,823 shares of the Company's common stock and ~~the~~Related ~~Note~~Transactions ~~to Legacy Fiduciary Services Limited. Such shares represented 75.2% of the Company's total issued~~ and ~~outstanding~~Director ~~shares of common stock at that time.~~Independence

~~With~~During ~~respect~~Fiscal toYear ~~the Note~~2015, ~~which~~there ~~bears~~were no ~~interest,~~other ~~the~~material ~~largest~~transactions ~~aggregate~~between ~~amount~~the ofCompany ~~principal~~and ~~outstanding~~any ~~during 2014 was $195~~officer,~~000,~~ ~~the~~director ~~amount~~or ofrelated ~~principal~~party ~~outstanding~~that ashas ofnot ~~November~~been ~~11,~~disclosed ~~2015.~~in ~~The principal amount of the~~ Note is9 ~~convertible into shares of~~ the ~~company’s~~financial ~~common stock at $0~~statements.~~05 per share.~~

~~On March 26~~Additionally, ~~2015,~~except ~~the~~as ~~Company,~~provided ~~entered~~in ~~into a Share Exchange Agreement (~~the ~~"Share~~preceding ~~Exchange~~sentence, ~~Agreement")~~there ~~with~~are ~~all~~no ~~of the shareholders of SBS Mining Corp. Malaysia Sd. Bhd.~~officers, ~~("SBS")~~directors aor ~~Malaysian~~other ~~corporation whose~~related ~~primary~~parties ~~business~~that ~~is mining~~since ~~and~~the ~~exploration~~date of ~~properties~~incorporation, ~~located~~had inany ~~Malaysia. Pursuant~~material ~~to the Share Exchange Agreement~~interest, ~~the~~direct ~~Company~~or ~~acquired 600~~indirect,~~000~~ ~~shares~~in ofany ~~capital~~transaction ~~stock~~with ofus ~~SBS~~or ~~from the SBS Shareholders and~~ in ~~exchange~~any ~~issued~~presently ~~500,000,000~~proposed ~~restricted~~transaction ~~shares~~that ofhas ~~its~~or ~~common~~will ~~stock~~materially toaffect ~~the SBS Shareholders.~~us:

· The ~~600,000~~Officers ~~shares of SBS constituted all of the issued~~ and ~~outstanding~~Directors; ~~shares~~Any ofperson ~~SBS~~proposed ~~and~~as ~~were held by~~ a ~~total~~nominee offor ~~three~~election ~~(3)~~as ~~shareholders,~~a ~~including the Company's sole~~ director ~~and Chief Executive Officer, Mr. Lok Khing Ming. Mr. Ming owned ten percent (10%) of SBS, or 60,000 shares. The remaining shares were owned by Mr. Liew Chin Loong (90,000 shares~~; 15%), who resides in Malaysia and LYF & Son Realty Sdn. Bhd., a Malaysian corporation (450,000 shares; 75%). Pursuant to the Share Exchange Agreement, Mr. Lok received 50 million shares of the Company's common stock; Mr. Liew received 75 million shares; and LYF & Son Realty Sd. Bhd. received 375 million shares.

~~ITEM~~· ~~14.~~Any ~~PRINCIPAL~~other ~~ACCOUNTANT~~person ~~FEES~~who ~~AND~~beneficially ~~SERVICES~~owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to the outstanding shares of common stock;

~~Audit~~· ~~Fees~~Any relative or spouse of any of the foregoing persons who have the same house as such person; and

~~(1)~~· ~~The~~Any ~~aggregate~~future ~~fees~~transactions ~~billed~~between byus and our ~~independent auditors~~Officers, ~~KJL & Associates~~Directors, ~~LLP,~~and ~~Certified~~Affiliates ~~Public~~will ~~Accountants,~~be ~~for~~on ~~professional services~~terms ~~rendered for~~no ~~the~~less ~~review~~favorable ofto ~~our~~us ~~financial~~than ~~statements~~can ~~included in~~be ~~our~~obtained ~~Quarterly~~from ~~Reports~~unaffiliated onthird ~~Form 10-Q~~parties. ~~for~~Such ~~quarters~~transactions ~~ended~~with ~~June~~such 30persons ~~and~~will ~~September~~be ~~30,~~subject ~~2014~~to ~~and~~approval ~~amendments thereto and for the audit~~ of our ~~annual~~Board ~~financial~~of ~~statements included in our Annual Report on Form 10-K for the year ended December 31, 2014, were $6,500~~Directors.

~~(2)~~Item ~~The~~14. Principal ~~aggregate~~Accountant ~~fees~~Fees billed by our independent auditors Silberstein Unger PLLC, for professional services rendered for the (a) review of our financial statements included in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2014 and amendments thereto were $1,650 ; and (b) review of our financial statements included in our Quarterly Reports on Form 10-Q and for the audit of our annual financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2013 were $10,000.Services

~~Tax~~The ~~Fees~~aggregate fees billed for the most recently completed fiscal year ended December 31, 2015 and for the fiscal year ended December 31, 2014 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:

None.


	Year Ended
	December 31, 2015 $		December 31, 2014 $
Audit Fees		25,000		25,000
Audit Related Fees		-		-
Tax Fees		-		-
All Other Fees		-		-
Total		25,000		25,000

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

~~None~~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.

~~Audit committee policies & procedures~~18

The Company does not currently have a standing audit committee. The above services were approved by the company’s Board of Directors.

Table of Contents

PART IV

~~ITEM~~Item 15. ~~EXHIBITS~~ Exhibits, ~~AND~~Financial ~~FINANCIAL~~Statements, ~~STATEMENT SCHEDULES~~Schedules

(a)~~(1)~~ Financial Statements –and ~~See Part II, Item 8~~Schedules.

~~(2) Schedules~~The following documents have been filed as a part of this annual report on Form 10-K. The financial statements and schedules required to be filed hereunder are set forth at the end of this Annual Report on Form 10-K beginning on page F-1, and are accompanied by a Financial Statements Index.

~~Financial statement schedules are omitted because they are not required or are not applicable or because the required information is included in the financial statements listed above~~Exhibits.

~~(3) Exhibits~~The Exhibit Index attached behind the signature page is incorporated herein by reference.

AFINANCIAL ~~list~~STATEMENTS ~~of exhibits required to be filed as part of this report is set forth in the Index of Exhibits, which immediately precedes such exhibits, and is incorporated herein by reference.~~INDEX

	Page
Management’s Report on Internal Control Over Financial Reporting	14
Independent Auditor’s Report	F-2
Balance Sheets	F-3
Statements of Operations	F-4
Statements of Cash Flows	F-5
Statement of Changes in Shareholder’s Equity	F-6
Notes to the Financial Statements	F-7 to F-15
Management’s Discussion and Analysis and Plan of Operation	12

~~Table of Contents~~19

SIGNATURES

Pursuant to the requirements of Section 1213 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this ~~amendment~~report to ~~the registration statement on Form 10 to~~ be signed on its behalf by the undersigned, thereunto duly authorized.

GMCI CORP. ~~By:~~(the "Registrant") /s/ ~~Lok~~Calvin ~~Khing~~Chin ~~Ming~~Name: ~~Lok~~Calvin ~~Khing~~Chin ~~Ming,~~Title: Chief Executive Officer ~~and~~Date: May 24, 2017 /s/ M.W. Chan Name: M.W. Chan Title: Chief Financial Officer ~~Dated~~Date: ~~December~~May 1124, ~~2015~~2017

InPursuant ~~accordance~~to ~~with~~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.

Signatures		Title		Date
Date:	May 24, 2017	By:	/s/ Lok Khing Ming
/s/ Lok Khing Ming		Chief Executive Officer, President, Treasurer, Secretary and Director		December 11, 2015
		Name:	Lok Khing Ming
Lok Khing Ming
		Title:	Sole Director and Chairman of the Board

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~~Table~~EXHIBIT ~~of Contents~~INDEX

Index of Exhibits

Certain of the following exhibits are incorporated by reference from prior filings. The form with which each exhibit was filed and the date of filing are as indicated below.

3.1	Articles of Incorporation of the Registrant incorporated by reference to Exhibit 3.01 to the Registrant’s Form 10-12g, filed on March 27, 2012.
Item No.	Description
3.2	Articles of Merger dated March 16, 2015, changing the Registrant’s name to GMCI Corp(1).
3.1	Articles of Incorporation of the Registrant incorporated by reference to Exhibit 3.01 to the Registrant’s Form 10-12g, filed on March 27, 2012.
3.3	Certificate of Amendment dated January 2, 2015, increasing the Registrant’s authorized share capital to 4 billion shares and decreasing its issued and outstanding shares at a ratio of 25:1.(1)
3.2	Articles of Merger dated March 16, 2015, changing the Registrant’s name to GMCI Corp
3.3	~~Bylaws~~Certificate of ~~Registrant~~Amendment ~~incorporated~~dated byJanuary ~~reference~~2, to2015, ~~Exhibit~~increasing ~~3.02 to~~ the Registrant’s ~~Form~~authorized ~~10-12g,~~share ~~filed~~capital ~~March~~to ~~27,~~4 ~~2012~~billion shares and decreasing its issued and outstanding shares at a ratio of 25:1.
10.1	Promissory note from Pacific Gold Corp incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-12g, filed on March 27, 2012.
3.4	Bylaws of Registrant incorporated by reference to Exhibit 3.02 to the Registrant’s Form 10-12g, filed March 27, 2012.
10.2	Share Exchange Agreement, dated March 26, 2015, incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K, filed on April 29, 2015, file number 000-54629.
10.1	Promissory note from Pacific Gold Corp incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-12g, filed on March 27, 2012.
23.1	Consent of Silberstein Ungar, PLLC CPAs and Business Advisors. (1)
10.2	Share Exchange Agreement, dated March 26, 2015, incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K, filed on April 29, 2015, file number 000-54629.
31.1	Certification of the Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1)
32.1	Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350). (1)
31.2	Certification of the Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1)
101	The following financial information from our Annual Report on Form 10-K for the fiscal year ended December 31, 2014, formatted in Extensible Business Reporting Language (XBRL): [___________________]. (1)
32.1	Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350). (1)
(1)	Filed herewith electronically
32.2	Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350). (1)
101.CAL	XBRL Taxonomy Extension Calculation Linkbase (1)
101.DEF	XBRL Taxonomy Extension Definition Linkbase (1)
101.INS	XBRL Instance Document (1)
101.LAB	XBRL Taxonomy Extension Label Linkbase (1)
101.PRE	XBRL Taxonomy Extension Presentation Linkbase (1)
101.SCH	XBRL Taxonomy Extension Schema (1)
(1)	Filed herewith electronically

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Filing Compare · GMCI Corp.