UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the Quarterly Period Ended ~~December~~March 31, ~~2016~~2017

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

Commission File Number: 000-55457

ATLAS TECHNOLOGY INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware		47-1391708
(State or other jurisdiction of organization)		(I.R.S. Employer incorporation orof Identification No.)

15260 Ventura Boulevard, Suite 1010 Sherman Oaks, California

Sherman Oaks, California

(Address of principal executive offices)

(888) 992 8527

(Registrant’s telephone number, including area code)

1/F No. 103 Xin Yi Road, Lu Zhou District, Xin Bei, Taiwan

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter 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 whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company filer. See definition 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	☒
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

As of ~~February~~May 1715, 2017, the registrant had 54,~~553~~645,~~000~~084 shares of its common stock issued and outstanding, respectively.

ATLAS TECHNOLOGY INTERNATIONAL, INC.

QUARTERLY REPORT ON FORM 10-Q

~~December~~March 31, ~~2016~~2017

TABLE OF CONTENTS

~~PAGE~~ PART I - FINANCIAL INFORMATION F-1 Item 1. Financial Statements (Unaudited) F-1 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 12 Item 3. Quantitative and Qualitative Disclosures About Market Risk 1413 Item 4. Controls and Procedures 14 PART II - OTHER INFORMATION 1514 Item 1. Legal Proceedings 1514 Item 1A. Risk Factors 1514 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 1514 Item 3. Defaults Upon Senior Securities 1514 Item 4. Mine Safety Disclosure 1514 Item 5. Other Information 1514 Item 6. Exhibits 15 SIGNATURES 16

CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “anticipate,” “predict,” “project,” “forecast,” “potential,” “continue” negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements.

We cannot predict all of the risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this Quarterly Report on Form 10-Q and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future acquisitions, future cash needs, future operations, business plans and future financial results, and any other statements that are not historical facts.

These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of the Quarterly Report on Form 10-Q. All subsequent written and oral forward-looking statements concerning other matters addressed in this Quarterly Report on Form 10-Q and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Quarterly Report on Form 10-Q.

Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.

iii

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

The following unaudited interim financial statements of Atlas Technology International, Inc. (referred to herein as the "Company," "we," "us" or "our") are included in this quarterly report on Form 10-Q:

Atlas Technology International, Inc.

Index to the Consolidated Financial Statements (Unaudited)

Consolidated Balance Sheets at December 31, 2016 (Unaudited) and June 30, 2016	F-2
Consolidated Balance Sheets at March 31, 2017 (Unaudited) and June 30, 2016	F-2
Consolidated Statements of Operations (Unaudited) for the Three and Six Months Ended December 31, 2016 and 2015	F-3
Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) for the Three and Nine Months Ended March 31, 2017 and 2016	F-3
Consolidated Statements of Cash Flows (Unaudited) for the Six Months Ended December 31, 2016 and 2015	F-4
Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended March 31, 2017 and 2016	F-4
Notes to the Unaudited Consolidated Financial Statements	F-5

F-1

Atlas Technology International, Inc.
Consolidated Balance Sheets
		December 31, 2016 (Unaudited)			June 30, 2016
ASSETS
Cash and cash equivalents	$	47,866		$	228
Accounts receivable, net		982,307			25
Prepaid expenses		7,684			29,753
Inventories		6,243			—
Other current assets		1,290			—
Total Current Assets		1,045,390			30,006
Total Assets	$	1,045,390		$	30,006
LIABILITIES AND STOCKHOLDERS' DEFICIT
Accounts payable	$	724,747		$	8,610
Accrued liabilities and other payables		37,427			444
Convertible debt		19,667			—
Short term loans		37,773			—
Loans from related party		219,233			54,800
Total Current Liabilities		1,038,847			63,854
Total Liabilities		1,038,847			63,854
STOCKHOLDERS' EQUITY (DEFICIT):
Common stock par value $0.00001: 100,000,000 shares authorized; 54,416,000 and 20,900,000 shares issued and outstanding as of December 31, 2016 and June 30, 2016		544			209
Additional paid-in capital		204,530			55,883
Accumulated deficit		(198,531	)		(89,940	)
Total Stockholders' Equity		6,543			(33,848	)
Total Liabilities and Stockholders' Equity	$	1,045,390		$	30,006
See accompanying notes to the unaudited consolidated financial statements.

Atlas Technology International, Inc.

Consolidated Balance Sheets

	March 31, 2017			June 30, 2016
	(Unaudited)
ASSETS
Cash and cash equivalents	$	33,122		$	228
Accounts receivable, net		1,675,634			25
Prepaid expenses		21,648			29,753
Other current assets		1,282			—
Total Current Assets		1,731,686			30,006
Total Assets	$	1,731,686		$	30,006

LIABILITIES AND STOCKHOLDERS' DEFICIT
Accounts payable	$	1,078,794		$	8,610
Accrued liabilities and other payables		184,260			444
Convertible debt		29,667			—
Due to related party		1,567			—
Short term loans		117,118			—
Loans from related party		182,051			54,800
Total Current Liabilities		1,593,457			63,854
Total Liabilities		1,593,457			63,854

STOCKHOLDERS' EQUITY (DEFICIT):
Series A preferred stock par value $0.00001: 10,000 shares authorized; 0 shares issued and outstanding as of March 31, 2017 and June 30, 2016, respectively		—			—
Series B preferred stock par value $0.00001: 250,000 shares authorized; 0 shares issued and outstanding as of March 31, 2017 and June 30, 2016, respectively		—			—
Series C preferred stock par value $0.00001: 250,000 shares authorized; 0 shares issued and outstanding as of March 31, 2017 and June 30, 2016, respectively		—			—
Common stock par value $0.00001: 100,000,000 shares authorized; 54,645,084 and 20,900,000 shares issued and outstanding as of March 31, 2017 and June 30, 2016, respectively		546			209
Additional paid-in capital		240,320			55,883
Accumulated deficit		(102,639	)		(89,940	)
Accumulated other comprehensive income		2			—
Total Stockholders' Equity		138,229			(33,848	)
Total Liabilities and Stockholders' Equity	$	1,731,686		$	30,006

See accompanying notes to the unaudited consolidated financial statements

F-2

Atlas Technology International, Inc.
Consolidated Statements of Operations
	For the Three Months Ended December 31, 2016				For the Three Months Ended December 31, 2015				For the Six Months Ended December 31, 2016				For the Six Months Ended December 31, 2015
	(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Revenue		$	769,821			$	—			$	1,005,792			$	—
Cost of goods sold			549,400				—				718,291				—
Gross Profit			220,421				—				287,501				—
Operating expenses:
Research and development			95,535				—				123,264				—
Selling, general and administrative expenses			124,832				3,874				266,733				20,658
Total operating expenses			220,367				3,874				389,997				20,658
Gain on disposal of subsidiary			(12,315	)			—				(12,315	)			—
Income (loss) from operations			12,369				(3,874	)			(90,181	)			(20,658	)
Other income (expenses):
Interest expenses			(11,033	)			—				(21,440	)			—
Other income			3,030				5,000				3,030				5,000
Total other income (expenses)			(8,003	)			5,000				(18,410	)			5,000
Net Income (Loss)		$	4,366			$	1,126			$	(108,591	)		$	(15,658	)
Earnings per common share:
Basic		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)
Diluted		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)
Weighted average common shares:
Basic			53,442,087				244,800,000				51,469,324				244,786,957
Diluted			53,422,087				244,800,000				51,469,324				244,786,957
See accompanying notes to the unaudited consolidated financial statements.

Atlas Technology International, Inc.

Consolidated Statements of Operations and Comprehensive Income (Loss)

	For the Three Months Ended March 31, 2017			For the Three Months Ended March 31, 2016			For the Nine Months Ended March 31, 2017			For the Nine Months Ended March 31, 2016
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Revenue	$	1,393,365		$	—		$	2,399,157		$	—
Cost of goods sold		925,949			—			1,644,240			—
Gross profit		467,416			—			754,917			—

Operating expenses:
Research and development		160,038			—			283,302			—
Selling, general and administrative expenses		202,507			16,272			469,240			36,930
Total operating expenses		362,545			16,272			752,542			36,930
Gain on disposal of subsidiary		—			—			(12,315	)		—
Income (loss) from operations		104,871			16,272			14,690			(36,930	)
Other income (expenses):
Interest expenses		(11,738	)		—			(33,178	)		—
Other income		2,759			—			5,789			5,000
Total other income (expenses)		(8,979	)		—			(27,389	)		5,000

Net income (loss)	$	95,892		$	(16,272	)	$	(12,699	)	$	(31,930	)

Other comprehensive income		2			—			2			—

Total comprehensive income (loss)	$	95,894		$	(16,272	)	$	(12,697	)	$	(31,930	)

Earnings per common share:
Basic	$	0.00		$	(0.00	)	$	(0.00	)	$	(0.00	)
Diluted	$	0.00		$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average common shares:
Basic		54,549,066			228,515,200			52,480,132			195,564,800
Diluted		54,549,066			228,515,200			52,480,132			195,564,800

See accompanying notes to the unaudited consolidated financial statements

F-3

Atlas Technology International, Inc.
Consolidated Statements of Cash Flows
	For the Six Months Ended December 31, 2016			For the Six Months Ended December 31, 2015
	(Unaudited)			(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(108,591	)	$	(15,658	)
Adjustments to reconcile net income to net cash used in operating activities
Bad debt expense		23,576			—
Amortization of debt discount		19,667			—
Gain on disposal of entity		(12,315	)		—
Gain on cancellation of related party debt		(3,030	)		—
Stock issued for service		85,160			—
Stock issued to director and employee		23,822			—
Changes in assets and liabilities:
Accounts receivable		(1,005,592	)		—
Inventories		(6,241)			—
Prepaid expenses and other current assets		20,911			(5,230	)
Accounts payable		724,525			—
Accrued liabilities and other payables		28,630			(1,445	)
Net cash used in operating activities		(209,478	)		(22,333	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid related to disposal of subsidiary		(130	)		—
Net cash used in investing activities		(130	)		—
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowing from related party		219,473			28,659
Borrowing from third party		37,773			52
Net cash provided by financing activities		257,246			28,711
Net change in cash and cash equivalents		47,638			6,378
Cash and cash equivalents, beginning of the reporting period		228			998
Cash and cash equivalents, end of the reporting period	$	47,866		$	7,376
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
Interest paid	$	—		$	—
Income tax paid	$	—		$	—
NON-CASH FINANCING ACTIVITIES
Related party advance transferred to convertible loan	$	40,000		$	—
Beneficial conversion feature	$	40,000		$	—
See accompanying notes to the unaudited consolidated financial statements.

Atlas Technology International, Inc.

Consolidated Statements of Cash Flows

	For the Nine Months Ended March 31, 2017			For the Nine Months Ended March 31, 2016
	(Unaudited)			(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(12,699	)	$	(31,930	)
Adjustments to reconcile net income to net cash used in operating activities:
Bad debt expense		25,535			—
Amortization of debt discount		29,667			—
Gain on disposal of entity		(12,315	)		—
Gain on cancellation of related party debt		(3,030	)		—
Gain on forgiveness of interest		(1	)		—
Stock issued for services		108,629			—
Stock issued to director and employee		36,145			—
Changes in assets and liabilities:
Accounts receivable		(1,701,169	)		32
Prepaid expenses and other current assets		102,961			(9,317	)
Accounts payable		1,093,352			—
Accrued liabilities and other payables		184,269			1,055
Net cash used in operating activities		(148,656	)		(40,160	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid related to disposal of subsidiary		(130	)		—
Net cash used in investing activities		(130	)		—

CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings from related party		218,254			40,013
Repayment to related party		(35,897	)		—
Repayment of loans		(678	)		—
Net cash provided by financing activities		181,679			40,013

EFFECT OF EXCHANGE RATE CHANGES ON CASH		1			—
Net change in cash and cash equivalents		32,894			(147	)
Cash and cash equivalents, beginning of the reporting period		228			998
Cash and cash equivalents, end of the reporting period	$	33,122		$	851

SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:		—			—
Interest paid	$	—		$	—
Income taxes paid	$	—		$	—

NON-CASH FINANCING ACTIVITIES
Related party advance transferred to convertible debt	$	40,000		$	—
Beneficial conversion feature	$	40,000		$	—
Expense paid by others	$	117,796		$	—
Expense paid by related party	$	1,568		$	—

See accompanying notes to the unaudited consolidated financial statements

F-4

Atlas Technology International, Inc.

~~December~~March 31, ~~2016~~2017

Notes to the Unaudited Consolidated Financial Statements

Note 1 - Organization and Operations

Sweets & Treats, Inc. (“~~CA Corp~~Predecessor”)

Sweets & Treats, Inc. (“Predecessor”), a bakery out of Sylmar, California was incorporated on April 13, 2011 under the laws of the State of California. The Predecessor is a bakery shop specializing in freshly-made cakes, cupcakes, desserts and special events catering and was traded as a public company under the ticker symbol “SWTS” on the OTCQB markets.

Atlas Technology International, Inc . (“~~DE Corp~~Company”)

Atlas Technology International, Inc . (the “Company”), a high-tech touch screen company based out of Sherman Oaks, California, was incorporated on July 7, 2014 under the laws of the State of Delaware. ~~for~~The ~~the~~Company ~~sole~~is ~~purpose~~a ofrapidly ~~acquiring~~growing ~~all~~provider of ~~the~~touch ~~issued~~screen technologies ~~and~~to ~~outstanding~~a ~~capital~~vertically ~~stock~~and ofgeographically ~~the~~diversified ~~Predecessor~~blue-chip client base. Upon formation, the Company issued 10,000,000 shares of its common stock to Ms. Aguayo (the ~~President~~“Founder”) of the Company as ~~founder~~Founder’s shares valued at par ~~value~~ value of $0.00001 and recorded as compensation of $100.

On July 18, 2014, the Company ~~issued~~acquired the Predecessor through the issuance of 5,000,000 shares of the ~~newly formed corporation~~Company’s common stock to the ~~President~~Founder of the Predecessor for all of the Predecessor’s issued and outstanding capital stock. No value was given to the common stock issued by the newly formed corporation. Therefore, the shares were recorded to reflect the $0.00001 par value and paid in capital was recorded as a negative amount of ($50). The acquisition process utilizes the capital structure of the Company and the assets and liabilities of Predecessor, which ~~are~~were recorded at historical cost.

The Company applied paragraph 505-10-S99-3 of the FASB Accounting Standards Codification (formerly Topic 4B of the Staff Accounting Bulletins (“SAB”) (“SAB Topic 4B”) issued by the United States Securities and Exchange Commission (the “SEC”), by reclassifying the Predecessor’s undistributed retained earnings of $942 at July 17, 2014 to additional paid-in capital.

~~The~~On ~~accompanying~~March ~~unaudited~~11, ~~consolidated~~2016, ~~financial~~the ~~statements~~Company ~~have~~entered ~~been~~into ~~prepared~~certain asSpin-Off ifAgreement with the ~~Company~~Founder, ~~had~~the ~~its~~majority ~~corporate~~shareholder, ~~capital~~pursuant ~~structure~~to which asthe Shareholder agreed to cancel 14,000,000 pre-split shares of Company's Common stock in exchange for the ~~date~~consummation and execution of the ~~incorporation~~Spin Off agreement and sale of the Predecessor to the Founder. The Spin-Off agreement was not consummated and was replaced by a divestment agreement executed on December 15, 2016. The founder still agreed to cancellation of her shares.

On ~~March~~July 115, 2016, the ~~Company~~Founder, ~~entered~~the ~~into~~majority ~~certain~~shareholder, ~~Spin-Off~~owning ~~Agreement~~approximately ~~with Ms~~76.9% ~~Aguayo,~~of the ~~majority~~total ~~shareholder,~~issued ~~pursuant~~and ~~to which~~outstanding shares of the ~~Shareholder~~Company, ~~agreed~~entered tointo ~~cancel~~two 14separate Stock Purchase Agreements for the sale of 13,000,000 ~~pre-split~~and 3,000,000 shares of the Company's common ~~Common~~ stock inequivalent ~~exchange~~to ~~for~~her ~~the~~complete ~~consummation and~~ownership ~~execution~~ of the ~~Spin~~Company ~~Off~~with ~~agreement~~Ying-Chien Lin and ~~sale~~Lynx ~~of CA~~Consulting ~~Corp to~~Group ~~Ms.~~Ltd ~~Aguayo~~(“LCG”), respectively. ~~The~~Pursuant ~~Spin-Off~~to ~~agreement~~the ~~was~~execution ~~not~~of ~~consummated and~~the ~~was~~Stock ~~replaced~~Purchase byAgreements, aMr. ~~divestment~~Lin ~~agreement~~and ~~executed~~LCG onowned ~~December~~approximately ~~15, 2016~~62.5% Msand 14.4% of ~~Aguayo~~the ~~still~~total ~~agreed~~voting torights ~~cancellation~~ of ~~her~~the ~~shares~~Company, respectively.

On July 5, 2016, Ms. Aguayo, the majority shareholder, owning approximately 76.9% of the total issued and outstanding shares of the Company, entered into two separate Stock Purchase Agreements for the sale of 13,000,000 and 3,000,000 shares of the Company common stock equivalent to her complete ownership of the Company with Ying-Chien Lin and Lynx Consulting Group Ltd (“LCG”), respectively. Pursuant to the execution of the Stock Purchase Agreements, Mr. Lin and LCG owned approximately 62.5% and 14.4% of the total voting rights of the Company, respectively.

On July 19, 2016, the Company filed with the Secretary of State of Delaware, amending its Articles of Incorporation by changing the name of the Company to “Atlas Technology International, Inc.”

On August 23, 2016, the Company filed with the Secretary of State of Delaware an Amended and Restated Certificate of Incorporation in which the Company confirmed its name change to Atlas Technology International, Inc. and set forth therein the designations for the Series A, B and C Preferred Stock.

Atlas Tech Trading Limited (“Atlas Trading”)

Atlas Tech Trading Limited (“Atlas Trading”), a wholly-owned subsidiary of the Company, was incorporated on August 18, 2016 under the laws of Hong Kong for the purpose of facilitating the Company’s business growth strategy across Eastern Asia. 10,000,000 shares of capital stock of Atlas Trading were authorized and issued exclusively in exchange for the investment and incorporation of Atlas Trading by the Company. Atlas Trading uses the Company’s proprietary touch screen technologies to design touch screen solutions for its growing global client base. The Company’s primary business activities are to design touchscreens, source manufacturers for the production of the designed touchscreens, inspects and ensures the quality of the products made by the manufacturers, purchases the qualified finished-goods and then sells and delivers the touchscreens to their corporate clients.

Atlas Technology Shenzhen Trading Co., Ltd. (“Atlas China”)

Atlas Technology Shenzhen Trading Co., Ltd. (“Atlas China”), a wholly-owned subsidiary of Atlas Trading, was incorporated under the laws of China for the purposes of facilitating the Company’s expansion into China’s untapped market, decreasing the Company’s dependency on existing exporters/distributors and improving margins.

F-5

~~Atlas~~Fiscal ~~Tech Trading Limited (“HK Corp”)~~Year

~~Atlas~~On ~~Tech Trading Limited, a wholly-owned subsidiary of the Company, was incorporated on~~ August 1810, 2016, ~~under~~ the ~~laws~~Company ofchanged ~~Hong~~its ~~Kong for~~fiscal ~~the~~year ~~purpose~~end offrom ~~facilitating~~July ~~business~~31 ~~executed~~to inJune ~~Eastern Asia~~30. ~~10,000,000~~As ~~shares~~a ofresult ~~capital stock~~ of ~~the~~this HKchange, ~~Corp~~our ~~were~~fiscal ~~authorized~~year ~~and~~2016 ~~issued~~was ~~exclusively~~an in11-month ~~exchange~~transition ~~for~~period ~~the~~ending ~~investment~~on ~~and~~June ~~incorporation~~30, of2016. ~~the~~We HKreported ~~Corp~~our byquarterly ~~the~~results ~~DE Corp .~~in ~~The~~our HKQuarterly ~~Corp focuses~~Reports on Form ~~the~~10-Q ~~touchscreen~~based ~~business.~~on ~~The~~our ~~Company~~new ~~designs~~fiscal ~~the~~calendar. ~~touchscreens~~Accordingly, ~~sources~~our ~~manufacturers~~results for the ~~production~~nine-month ofperiod ~~the~~ended ~~designed touchscreens~~March 31, ~~inspects~~2017 included the results ~~quality~~ of ~~the~~July ~~products manufactured by the manufacturers~~2016, ~~purchases~~ the ~~qualified~~last ~~finished-goods~~month ~~and then~~of ~~sells~~our ~~and~~previously ~~delivers~~reported ~~the~~fiscal ~~touchscreens~~year ~~to their corporate clients~~2016.

~~Fiscal~~Disposal ~~year~~of Predecessor

On ~~August~~December 1015, 2016, the Company ~~changed~~entered ~~its~~into ~~fiscal year end from July 31 to June 30. As~~ a ~~result~~Divestment ofAgreement ~~this~~with ~~change~~the Founder, ~~our~~who ~~fiscal year 2016~~ was anthen ~~11-month~~the ~~transition~~Company’s ~~period~~Chief ~~ending on June 30 ,~~Executive ~~2016.~~Officer, Wepursuant ~~reported~~to ~~our~~which ~~quarterly~~the ~~results~~Founder inagreed ~~our~~to ~~Quarterly~~cancel ~~Reports~~all onamounts ~~Form~~due ~~10-Q~~to ~~based~~her onby ~~our~~the ~~new~~Predecessor ~~fiscal~~in ~~calendar.~~exchange ~~Accordingly,~~for ~~we reported~~ the ~~second~~acquisition and ~~quarter~~purchase of ~~fiscal~~all ~~year~~of ~~2017 as~~ the ~~three~~Predecessor’s ~~and~~business. ~~six~~The ~~month~~transaction ~~period~~was ~~ended~~closed on December 3115, 2016,. ~~which~~The ~~included~~Company ~~the~~determined ~~results~~that disposal of ~~October~~the ~~2016~~Predecessor, ~~the~~did ~~last~~not ~~months~~constitute ofa ~~our~~discontinued ~~previously~~operation ~~reported~~as ~~first~~it ~~quarter~~did ~~for~~not ~~three~~represent ~~month~~a ~~period~~strategic ~~ended~~shift ~~October~~of ~~31,~~the Company’s ~~2016~~ business.

Disposal of CA Corp

On December 15, 2016, the Company entered into a Divestment Agreement with Ms. Aguayo, the Company’s former Chief Executive Officer, pursuant to which Ms. Aguayo agreed to cancel all amounts due to her by CA Corp in exchange for the acquisition and purchase of all of CA Corp’s business. The transaction was closed on December 15, 2016. The Company determined that disposal of CA Corp, the Predecessor, did not constitute a discontinued operation as it did not represent a strategic shift of the Company’s business.

Note 2 - Significant and Critical Accounting Policies and Practices

The Management of the Company is responsible for the selection and use of appropriate accounting policies and the appropriateness of accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company’s financial condition and results and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain. The Company’s significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles.

Basis of Presentation

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial statements. Accordingly, such interim financial statements do not include all the information and footnotes required by accounting principles generally accepted in the United States for complete annual financial statements. The information furnished reflects all adjustments, consisting only of normal recurring items which are, in the opinion of management, necessary in order to make the financial statements not misleading. The consolidated balance sheet as of June 30, 2016, has been derived from the Company’s Annual Report on Form 10-K for the eleven months ended June 30, 2016. The consolidated financial statements included in this Quarterly Report should be read in conjunction with the financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the eleven months ended June 30, 2016 filed with the SEC on September 27, 2016 .

Use of Estimates

The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company believes the estimates and assumptions utilized are reasonable; however actual results could differ from those estimates.

Stock-based Compensation

We account for the grant of stock options, warrants and restricted stock awards in accordance with ASC 718, "Compensation-Stock Compensation". ASC 718 requires companies to recognize in the statement of operations the grant-date fair value of stock options and other equity based compensation. Pursuant to ASC Topic 505-50, for share-based payments to consultants and other third-parties, compensation expense is determined at the "measurement date". The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company records compensation expense based on the fair value of the award at the reporting date. The awards to consultants and other third-parties are then revalued, or the total compensation is recalculated, based on the then current fair value, at each subsequent reporting date.

Research and development

Research and development costs are charged to expense as incurred. Research and development costs for the nine months ended March 31, 2017 and 2016 were $283,302 and $0, respectively.

Accounts Receivable, Net

Accounts receivable are customer obligations due under normal trade terms. In the ordinary course of business, the Company extends unsecured credit to its customers based on their credit-worthiness and history with the Company. The Company performs continuing credit evaluations of its customers’ financial condition and generally does not require collateral.

~~F-6~~The Company carries its accounts receivable at cost and uses the allowance method to estimate uncollectible accounts receivable when necessary. Management reviews accounts receivable on a regular basis to determine if any receivables will be uncollectible.

The Company carries its accounts receivable at cost and uses the allowance method to estimate uncollectible accounts receivable when necessary. Management reviews accounts receivable on a regular basis to determine if any receivables will be uncollectible .

Inventories

Inventories are stated at cost (first-in, first-out). The component of inventories are as follows:

	As of
	December 31, 2016		June 30, 2016
Finished goods	$	6,243	$	—

The Company does not provide for estimated obsolescence on unmarketable inventory based upon assumptions about future demand and market conditions. If actual demand and market conditions are less favorable than those projected by management, inventory write-downs may be required. Inventory, once written down, is not subsequently written back up, as these adjustments are considered permanent adjustments to the carrying value of the inventory.

Principles of Consolidation

The Company applies the guidance of Topic 810 “Consolidation” of the FASB Accounting Standards Codification ("ASC") to determine whether and how to consolidate another entity. Pursuant to ASC Paragraph 810-10-15-10 all majority-owned subsidiaries—all entities in which a parent has a controlling financial interest—shall be consolidated except (1) when control does not rest with the parent, the majority owner; (2) if the parent is a broker-dealer within the scope of Topic 940 and control is likely to be temporary; (3) consolidation by an investment company within the scope of Topic 946 of a non-investment-company investee. Pursuant to ASC Paragraph 810-10-15-8 the usual condition for a controlling financial interest is ownership of a majority voting interest, and, therefore, as a general rule ownership by one reporting entity, directly or indirectly, of more than 50 percent of the outstanding voting shares of another entity is a condition pointing toward consolidation. The power to control may also exist with a lesser percentage of ownership, for example, by contract, lease, agreement with other stockholders, or by court decree. The Company consolidates all less-than-majority-owned subsidiaries, if any, in which the parent’s power to control exists.

~~The Company consolidates the following entities as of December 31, 2016:~~ F-6

Name of consolidated subsidiary or entity	State or other jurisdiction of incorporation or organization	Date of incorporation or formation (date of acquisition, if applicable)	Attributable interest
Atlas Technology International, Inc.	The State of Delaware	July 7, 2014		100	%
Atlas Tech Trading Limited	Hong Kong	August 18, 2016		100	%

The Company consolidates the following subsidiaries as of March 31, 2017:

The unaudited consolidated financial statements include all accounts of the Company and the subsidiary as of reporting period dates and for the reporting periods then ended. All inter-company balances and transactions have been eliminated.

Name of consolidated subsidiary	State or other jurisdiction of incorporation or organization	Date of incorporation or formation (date of acquisition, if applicable)	Attributable interest
Atlas Tech Trading Limited (subsidiary)	Hong Kong	August 18, 2016		100%

Atlas Technology Shenzhen Trading Co., Ltd. (subsidiary)	Shenzhen, China	March 23, 2017		100%

The unaudited consolidated financial statements include all accounts of the Company and its subsidiaries as of reporting period dates and for the reporting periods then ended. All inter-company balances and transactions have been eliminated.

Revenue Recognition

The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. The Company’s business is mainly operated through ~~the~~Atlas ~~HK entity~~Trading, and operates on a FOB destination model, where sale is recognized once the products have been delivered to the customer.

The Company also follows Section 606-10-55 of the FASB Accounting Standards Codification relating to revenue from contracts with customers for revenue recognition. The Company recognizes gross revenue when the Company: (i) is the primary obligor, (ii) have general inventory risk, (iii) has discretion in establishing the price for the specified products, (iv) changes the product or performs part of the service, (iv) has discretion in supplier selection, (v) is involved in the determination of product specifications, (vi) bears physical loss inventory risk, and (vii) has credit risk. The number of the above criteria met and to which extent shall determine whether the Company considers the revenue to be reported as gross or net .

Foreign Currency Translation

The accompanying consolidated financial statement are presented in United States dollar (“$”), which is the reporting currency of the Company. The functional currency of the Company is United States dollar, the functional currency of Atlas Trading located in Hong Kong is Hong Kong Dollars (“HKD”), and the functional currency of Atlas China located in China is Renminbi (“RMB”). For Atlas Trading, financial positions and the results of operations and the statement of cash flows are translated at a fix exchange rate due the period and at the end of period, as HKD is being pegged to the U.S. Dollar. For Atlas China, the results of operations and the statement of cash flows are translated at the average exchange rates during the period, assets and liabilities are translated at the unified exchange rates at the end of period, and equity denominated in the functional currency is translated at historical exchange rates. The resulting translation adjustments are included in determining other comprehensive income. Transaction gains and losses are reflected in the consolidated statements of income.

Income taxes

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

The Company conducts businesses in Hong Kong through Atlas Trading and China through Atlas China, and is subject to tax in the subsidiaries own jurisdictions. As a result of its business activities, the Company files tax returns that are subject to examination by the local tax authority.

F-7

The Company has not recognized any income tax expenses and a provision for income tax, as the profit of the Atlas Trading are derived from outside of Hong Kong and as such does not qualify as assessable profit for taxation.

The Company has not recognized any income tax expenses and a provision for income tax, as Atlas China did not engage in any business activities during the period from inception to March 31, 2017.

Recently Issued Accounting Pronouncements

In August 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update ("ASU") No. 2016-15, “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments” . ~~The~~ The main objective of this update is to reduce the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. This update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The eight cash flow updates relate to the following issues: 1) debt prepayment or debt extinguishment costs; 2) settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; 3) contingent consideration payments made after a business combination; 4) proceeds from the settlement of insurance claims; 5) proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies; 6) distributions received from equity method investees; 7) beneficial interest in securitization transactions; and 8) separately identifiable cash flows and application of the predominance principle. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of ASU 2016-15 is not expected to have a material impact on the Company’s consolidated financial statements.

On November 17, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash”. It is intended to reduce diversity in the presentation of restricted cash and restricted cash equivalents in the statement. The statement requires that restricted cash and restricted cash equivalents be included as components of total cash and cash equivalents as presented on the statement of cash flows. This pronouncement goes into effect for periods beginning after December 15, 2017. The adoption of ASU 2016-18 is not expected to have a material impact on the Company’s consolidated financial statements.

On December 27, 2016, the FASB issued ASU 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers”. The amendments in ASU 2016-20 affect narrow aspects of the guidance issued in ASU 2014-09 including Loan Guarantee Fees, Contract Costs, Provisions for Losses on Construction-Type and Production-Type Contracts, Disclosure of Remaining Performance Obligations, Disclosure of Prior Period Performance Obligations, Contract Modifications, Contract Asset vs. Receivable, Refund Liability, Advertising Costs, Fixed Odds Wagering Contracts in the Casino Industry, and Costs Capitalized for Advisors to Private Funds and Public Funds. The effective date of these amendments ~~are~~is at the same date that Topic 606 is effective. Topic 606 is effective for public entities for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein. The Company is currently in the process of evaluating the impact of the adoption on its consolidated financial statements.

In January 2017, the FASB issued ASU 2017-03, “Accounting Changes and Error Corrections (Topic 250) and Investments - Equity Method and Joint Ventures (Topic 323)”. This pronouncement amends the SEC’s reporting requirements for public filers in regard to new accounting pronouncements or existing pronouncements that have not yet been adopted. Companies are to provide qualitative disclosures if they have not yet implemented an accounting standards update. Companies should disclose if they are unable to estimate the impact of a specific pronouncement, and provide disclosures including a description of the effect on accounting policies that the registrant expects to apply. These provisions apply to all pronouncements that have not yet been implemented by registrants. There are additional provisions that relate to corrections to several other prior FASB pronouncements. The Company has incorporated language into other recently issued accounting pronouncement notes, where relevant for the corrections in FASB ASU 2017-03. The Company is implementing the updated SEC requirements on not yet adopted accounting pronouncements with these consolidated financial statements.

Note 3 – Going Concern

The Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.

As reflected in the accompanying consolidated financial statements, the Company had an accumulated deficit of $~~198~~102,~~531~~639 and net cash flows used in operating activities asof $~~209~~148,~~478~~656 for the ~~six~~nine months ended ~~December~~March 31, ~~2016~~2017. The Company also had a net loss of $~~108~~12,~~591~~699 for the ~~six~~nine ~~month~~months ~~period~~ended ~~ending~~March ~~December~~ 31, ~~2016~~2017. These factors raise substantial doubt about the Company’s ability to ~~continue~~ continue as a going concern.

The Company is attempting to generate sufficient revenue; however, its cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to generate sufficient revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan, generate sufficient revenue and in its ability to raise additional funds.

~~F-8~~Note 4 – Stockholders' Equity (Deficit)

The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note 4 – Stockholders' Equity (Deficit )

Common Stock

On June 24, 2016, the Company entered into a consulting agreement with Bright Light Marketing for various public relations and ~~issued~~business development services in exchange for 100,000 shares of its common stock ~~in exchange for services~~ valued at $25,000. The total value of shares issued ~~is going to~~ will be recognized over ~~the~~a period of ~~five~~ ~~years~~one year. As of ~~December~~March 31, ~~2016~~2017, $1218,~~696~~906 stock based compensation expense ~~has~~had been recognized.

~~On July 10, 2016, the Company issued 15,000,000 shares of its common stock to Mr. Ying~~F-Chien Lin for services of being a Director and Chairman of the Board valued at $150,000. The total value of shares issued is going to be recognized over the period of five years. As of December 31, 2016, $14,293 stock based compensation expense has been recognized.8

On July 10, 2016, the Company issued 1015,000,000 shares of its common stock to Mr. ~~Ming~~Ying-~~Shu~~Chien ~~Tsai~~Lin for his services ofas ~~being~~the ~~a Director~~Company’s Chairman of the Board valued at $~~100~~150,000. The total value of the shares issued iswill ~~going to~~ be recognized over ~~the~~a period of five years. As As of ~~December~~March 31, ~~2016~~2017, $921,~~529~~ 687 stock based compensation expense ~~has~~had been recognized.

On July 1410, 2016, the Company ~~entered~~issued ~~into~~10,000,000 ashares ~~consulting~~of ~~agreement~~its ~~with~~common ~~Chronos~~stock ~~Investments~~to ~~Ltd~~Mr. ~~Under~~Ming-Shu ~~the~~Tsai ~~Agreement,~~(“Matthew ~~the~~Tsai”) ~~Company~~for ~~issued~~his ~~2,500,000~~services ~~shares~~as ofthe ~~its~~Company’s ~~common~~Chief ~~stock~~Executive inOfficer ~~exchange~~and ~~for~~as ~~services~~a Board Member valued at $25100,000. toThe ~~make~~total ~~better~~value ~~strategic~~of ~~decisions~~the ~~in corporate~~shares ~~performance,~~issued ~~value~~will ~~creating,~~be ~~macro~~recognized ~~economical~~over ~~forces~~a ~~and~~period ~~global~~of &five ~~local markets~~years. ~~The~~As ~~$25,000~~of ~~shares~~March ~~issued~~31, is2017, ~~recognized~~$14,458 as stock based compensation ~~upon~~expense ~~issuance~~has been recognized.

On July 14, 2016, the Company entered into a consulting agreement with ~~Cygnus~~Chronos ~~Management~~Investments Ltd. for various services including, but not limited to, strategic mergers and decisions related to the Company’s corporate performance, strategies related to macro and micro economical forces, development of new revenue channels, and the overall creation of shareholder value. Under the ~~Agreement~~terms of this agreement, the Company issued 2,500,000 shares of its common stock in exchange for services valued at $25,000 ~~in assisting clients to best benefit from M&A or improving operating and financial efficiency. The $25~~,~~000~~ ~~shares~~which ~~issued is~~ was recognized as stock based compensation upon its issuance.

On July 1514, 2016, the Company entered into a consulting agreement with ~~Silverciti~~Cygnus ~~Group~~Management Ltd. for various services including, but not limited to, the pursuit of strategic mergers and acquisitions and/or partnerships, and improvement of financial efficiencies. Under the ~~Agreement~~terms of this agreement, the Company issued 2,500,000 shares of its common stock in exchange for services valued at $25,000 ~~in asset management. The $25~~,~~000~~ ~~shares~~which ~~issued is~~was recognized as stock based compensation upon its issuance.

On ~~November~~ 28July 15, 2016, the Company entered into a consulting agreement with 2Silverciti ~~individual~~Group ~~consultants~~Ltd. ~~The~~for various asset management services. Under the terms of this agreement, the Company issued 12,~~016~~500,000 shares of its common stock in exchange for services valued at $1025,~~160 in strategic marketing development. The $10~~000,~~160~~ ~~shares~~which ~~issued~~was is recognized as stock based compensation upon its issuance.

On November 28, 2016, the Company entered into consulting agreements with two individual consultants for a new strategic marketing development. On December 29, 2016, the Company issued 1,016,000 shares of its common stock in exchange for services valued at $10,160 in strategic marketing development. On, March 17, 2017, the Company further issued 92,084 shares of its common stock in exchange for services valued at $22,099 in strategic marketing development. The aggregate amount of $32,259 shares issued was recognized as stock based compensation upon its issuance.

On December 28, 2016, the Company entered into a consulting agreement with an individual consultant for analytic services in exchange for 37,000 shares of its common stock valued at $370, which was recognized as stock based compensation upon its issuance on January 12, 2017.

On January 3, 2017, the Company entered into a consulting agreement with an individual consultant for financial analysis services in exchange for 100,000 shares of its common stock valued at $1,000 in financial analysis, which was recognized as stock based compensation upon its issuance on January 13, 2017.

Note 5 – Accounts Receivable, Net

	As of
	December 31, 2016			June 30, 2016
	March 31, 2017			June 30, 2016
Trade receivable	$	1,~~005~~701,~~883~~169		$	25
Allowance for doubtful accounts		(2325,~~576~~535	)		—
Accounts receivable, net	$	~~982~~1,~~307~~675,634		$	25

An analysis of the allowance for doubtful accounts for the ~~six~~nine months ended ~~December~~March 31, ~~2016~~2017 and ~~December~~March 31, ~~2015~~2016 is as follow:

	For six months ended
	For the nine months ended
	December 31, 2016		December 31, 2015
	March 31, 2017		March 31, 2016
Beginning balance	$	—	$	—
Addition (recovery) of bad debt expense, net		23,576		—
Addition of bad debt expense, net		25,535		—
Ending balance	$	2325,~~576~~535	$	—

F-9

Note 6 – Related Party Transactions

Related Parties

Related parties with whom the Company had transactions are:

Related Parties	~~Relationship~~	~~Related Party Transactions~~Relationship	~~Business Purpose of transactions~~	Related Party Transactions	Business purpose of Transactions
Ms. Aguayo	Former President, Former CEO and Significant shareholder (Until September 30, 2016)	Divestment of CA entity	Disposal of non-operating business
Tiffany Aguayo		Founder, Former President and Former CEO (Until September 30, 2016)		Divestiture of Predecessor	Disposal of non-operating business
Ming-Shu Tsai	~~CEO, Director and Significant shareholder~~	~~Advances~~Chief toExecutive ~~the~~Officer, ~~Company~~Board member, and significant shareholder	~~Working capital funding~~	Advances to the Company	Working capital funding
Jin-Xia Wu	~~Family member of Ming-Shu Tsai~~	~~Office~~Family ~~space~~member atof ~~approximately~~Ming-Shu ~~$1,300 per month~~Tsai	~~Providing Office space in Taiwan~~	Office space at approximately $1,300 per month	Providing Office space in Taiwan

~~F-9~~Sale of Shares and Change of Ownership

On July 5, 2016, Ms. Aguayo, owning approximately 76.9% of the total issued and outstanding shares of the Company, entered into two separate Stock Purchase Agreements for the sale of 13,000,000 and 3,000,000 shares of the Company’s common stock equivalent to her complete ownership of the Company with Ying-Chien Lin and LCG, respectively. Pursuant to the execution of the Stock Purchase Agreements, Mr. Lin and LCG owned approximately 62.5% and 14.4% of the total voting rights of the Company, respectively.

Ms. Aguayo advanced $305 to the Company in October, 2016, the advance was non-interest bearing and due on demand.

On December 15, 2016, the Company entered into a Divestment Agreement with Ms. Aguayo, pursuant to which Ms. Aguayo agreed to cancel all amounts due to her by the Company in exchange for the acquisition and purchase of all of the Predecessor’s business. The transaction was closed on December 15, 2016. The Company recorded a gain on disposal of subsidiary of $12,315, and a gain on cancellation of debt of $3,030, for the nine-month period ended March 31, 2017.

Advances from Related-Parties

From time to time, ~~the~~certain ~~stockholder~~officers of the Company advances funds to the Company for working capital purpose.

~~The~~Ming-Shu ~~current~~Tsai, ~~CEO~~Chief Executive Officer and significant ~~stockholder~~shareholder, advanced Atlas Trading a total of ~~the~~$217,949 ~~Company~~and paid $1,568 ~~Ming-Shu~~operating expense ~~Tsai~~on ~~has~~behalf ~~advanced~~of Atlas China for the ~~Company~~nine-month ~~$219~~period ending March 31,~~233~~ as2017. Both amounts are non-interest bearing and due on demand. As of ~~December~~March 31, ~~2016~~2017, $35,898 of the advance was repaid. The ~~note~~balance of advance was ~~denominated~~$182,051 included in ~~Hong~~loans ~~Kong~~from related ~~dollar~~parties, ~~for~~and balance of $1,~~700,000~~567 was included in due to related party.

The above advances from the CEO is unsecured, non-interest bearing and due on demand.

Office Space

~~Our~~One ~~principal place~~ of ~~business~~the ~~and~~Company’s ~~corporate~~office ~~offices~~is ~~are~~ located at 1/F No. 103 Xin Yi Road, Lu Zhou District, Xin Bei, Taiwan. The office is ~~90 square meters and was~~ rented from Jin-Xia Wu, a family member of Ming-Shu Tsai , ~~CEO of the Company,~~ for anapproximately ~~approximate amount of~~ $1,300 per month ($10,000 Hong Kong dollars). ~~for~~The space of the office is 90 square meters, and the purpose of ~~carrying~~this ~~out~~office is to continue to focus on the Company’s research and development ~~operations~~ efforts.

Sale of Shares and Change of Control

On July 5, 2016, Ms. Aguayo, the majority shareholder, owning approximately 76.9% of the total issued and outstanding shares of the Company, entered into two separate Stock Purchase Agreements for the sale of 13,000,000 and 3,000,000 shares of the Company’s common stock equivalent to her complete ownership of the Company with Ying-Chien Lin and LCG, respectively. Pursuant to the execution of the Stock Purchase Agreements, Mr. Lin and LCG owned approximately 62.5% and 14.4% of the total voting rights of the Company, respectively.

On December 15, 2016, the Company entered into a Divestment Agreement with Ms. Aguayo, the Company’s former Chief Executive Officer, pursuant to which Ms. Aguayo agreed to cancel all amounts due to her by CA Corp in exchange for the acquisition and purchase of all of CA Corp’s business. The transaction was closed on December 15, 2016. The Company recorded a gain on disposal of subsidiary of $12,315, and a gain on cancellation of debt of $3,030, for the six month period ended December 31, 2016.

F-10

Note 7 – Concentration

During the period from July 1, 2016 to ~~December~~March 31, ~~2016~~2017, the Company purchased all of its inventory from one vendor.

During the period from July 1, 2016 to ~~December~~March 31, ~~2016~~2017, the Company sold a significant amount of products ~~and services~~ to ~~one~~two significant ~~client~~ ~~that~~clients that accounted for 9985.1% and 12.0% individually and an aggregate of 97.1% of the total sales of the ~~company~~Company.

The Company continually evaluates the credit worthiness of its vendor and customers’ financial condition and has policies to minimize any potential risk.

Note 8 – Debt

Convertible Debt

On July 5, 2016, Ms. Aguayo, owning approximately 85.8% of the total liabilities as of June 30, 2016, entered into a Debt Assignment Agreement and sold $40,000 of the outstanding debt from advances made on behalf of the Company to Growth Point Advisors Ltd. Pursuant to this Agreement, the Company entered into a Convertible Promissory Note (the “Note”) with Growth Point Advisors Ltd. to replace the Debt Assignment Agreement. The Note bears an interest rate of 8% per annum, due on July 4th 2017, and has a conversion feature allowing conversion by giving five days’ notice to the Company to convert the debt into the Company’s common shares at a rate of $0.002 per share. As part of the modification, the Company ~~analysed~~analyzed the note and determined that the change in term did qualify as a debt extinguishment under ASC 470-50. Therefore , a Beneficial Conversion Feature value of this convertible promissory note has been calculated to be $40,000 and the amortization of the debt discount for ~~this~~the nine-month period is $1929,667. The aggregate amount of interest due on the principal amount is $2,336.

F-10

Short Term Loans

~~Arc~~For ~~Capital~~the ~~Ltd.~~nine-month ~~has~~period ~~advanced~~ended ~~the~~March 31, 2017, The Company aobtained short-term loans from six creditors for total amount of $30117,~~515~~796, ~~for~~of ~~the~~which ~~six~~were ~~month~~all paid directly to vendors. The Company repaid $678 in the same period ended ~~December~~March 31, ~~2016~~2017. The loans bear interest rate of 6%. ~~$15,990~~APR iscompounded ~~due~~monthly. onA ~~November~~summary 1,of ~~2017~~balance ~~and~~of ~~$14,525~~loans isas ~~due~~of ~~on December 30~~March 31, 2017. is presented below:

Growth Point Advisors Ltd. has advanced the Company a total of $6,530 for the period from July 1, 2016 to December 31, 2016. This loan bears interest rate of 6% starting from November 2, 2016 and is due on November 1, 2017.

Creditors	Due Dates	Balance
Arc Capital Ltd.	From November 1, 2017 to February 28, 2018	$	75,013
Growth Point Advisors Ltd.	November 1, 2017		6,530
Chronos Investments Limited	November 1, 2017		575
Lynx Consulting Group Ltd.	From January 31, 2018 to February 28, 2018		35,000
		$	117,118

~~Chronos~~For ~~Investments~~the ~~Limited has~~nine-months ~~advanced~~ended March 31, 2017, the Company arecognized ~~total~~interest ofexpense ~~$575~~incurred from these loans for the ~~period~~amount ~~from~~of ~~July 1~~$3,511. As ~~2016~~a toresult ~~December~~of 31loan repayments, ~~2016.~~the ~~This loan~~Company ~~bears~~also ~~interest~~recognized ~~rate~~a ofgain 6%on ~~starting~~forgiveness ~~from~~of ~~November~~interest 2of $1, ~~2016~~included ~~and~~in isother ~~due~~income. As onof ~~November~~March 131, 2017, interest payable of $3,510 was included in Accrued liabilities and other payables.

Miss C. Zhang has advanced the Company a total of $153 for the period from July 1, 2016 to December 31, 2016. This loan bears interest rate of 6% starting from December 31, 2016 and is due on December 30, 2017.

Note 9 – Subsequent Events

~~The Company entered into a consulting agreement~~ARC ~~with~~Capital ~~2 consultants~~Ltd. Onhas ~~January~~advanced ~~12 and 13, 2017,~~ the Company ~~issued~~a ~~137,000~~total ~~shares~~ of ~~its~~$1,244 ~~common~~in ~~stock~~May in2017. ~~exchange~~The ~~for~~Company ~~services valued~~has atnot ~~$1,370~~entered ininto ~~financial~~a ~~analysis~~written ~~services~~agreement ~~and~~with ARC ~~analytical~~Capital ~~services~~Ltd. ~~The~~relating ~~$1,370~~to ~~shares~~this ~~issued~~advance ~~are~~and ~~recognized~~plans asto ~~stock~~do ~~based compensation~~so ~~upon~~on ~~issuance~~May 31, 2017.

Cygnus Management Ltd. has advanced the Company a total of $6,875 on April 18, 2017. This loan bears interest rate of 6% APR compounded monthly, beginning on May 1, 2017 and due on May 1, 2018.

F-11

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

The ~~information~~ information set forth in this Management's Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) contains certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, including, among others (i) changes in our revenues, gross margins, earnings and new contracts , (ii) prospective strategic expansion opportunities for the company touch screen technologies (iii) our ability to create and protect new patents and intellectual property rights around our touch screen technology (iv) our ability to continue to finance our business should we begin to incur losses and (v) our ability to attract top high level talent in the touch screen and/or high technology industry. Forward-looking statements are statements other than historical information or statements of current condition. Some forward-looking statements may be identified by use of terms such as “believes”, “anticipates”, “intends” or “expects”. These forward-looking statements relate to our strategic global expansion plans, strength of our balance sheet, ability to complete financing at favorable terms generate a positive return on our capital expenditures growth of our business including entering into partnerships with strategic players in the industry, and plans to launch a successful marketing, advertising and awareness campaign for our next generation touchscreen technologies. . We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial requirements.

~~Although~~We weassume ~~believe~~no ~~that~~obligation ~~our expectations with respect~~ to ~~the~~update these forward-looking statements ~~are~~to ~~based~~reflect ~~upon~~actual ~~reasonable~~results ~~assumptions~~or ~~within~~changes ~~the bounds of our knowledge of our business and operations,~~ in ~~light of~~ the ~~risks~~factors ~~and~~or ~~uncertainties inherent in all future projections,~~assumptions ~~the~~affecting ~~inclusion~~our of forward-looking statements ~~in this Quarterly Report should not be regarded as a representation by us, any other person or entity that our objectives or plans will be achieved~~.

WeOur financial ~~assume~~results nocould ~~obligation to~~differ ~~update~~materially ~~these~~from those projected in any forward-looking statements as a result of numerous factors, including, but not limited to, ~~reflect~~the ~~actual~~following: ~~results~~the risk of other competitors infringing on our patents or proprietary technologies, the inability of our management team to adapt to changes in ~~factors~~the industry, inability to maintain and/or ~~assumptions~~capture ~~affecting~~additional ~~forward-looking~~market ~~statements~~share of the global touchscreen technology industry, inflationary and deflationary conditions and cycles, currency exchange rates, and changing government regulations domestically and internationally that may impact our business.

Our financial results could differ materially from those projected in any forward-looking statements as a result of numerous factors, including, but not limited to, the following: the risk of other competitors infringing on our patents or proprietary technologies, the inability of our management team to adapt to changes in the industry , inability to maintain and/or capture additional market share of the global touchscreen technology industry, inflationary and deflationary conditions and cycles, currency exchange rates, and changing government regulations domestically and internationally affecting our products and businesses.

You should read the following discussion and analysis in conjunction with the Financial Statements and Notes attached hereto, and the other financial data appearing elsewhere in this Quarterly Report.

Overview

~~The Company~~Atlas Technology develops, designs and distributes its touchscreen-technology to a blue-chip client base. On July 18, 2014, the Company completed a reverse merger with Sweets & Treats, in which Atlas Technology International, Inc. became the surviving entity. On December 15, 2016, the Company sold, assigned, transferred conveyed and delivered the Predecessor to ~~Ms.~~the ~~Aguayo~~Founder. ~~Ms.~~The ~~Aguayo~~ Founder agreed to forgive all debt owed to her by the Company in consideration for the Predecessor.

Historically, the Company marketed its touchscreen products primarily through a broad distribution network of distributors exclusive to the Company’s senior management team. Our plan for the next twelve months calls for the further development of the Company’s ~~touchscreen~~ touchscreen business and customer network. We anticipate that the cost for the further development, expansion and launch of our new strategic plan for the touchscreen business will be approximately $1,000,000. ~~Despite our plan, we currently have no firm commitments for additional financing and cannot provide assurance that we will realize this goal.~~

The Company is now in the development stage, its ability to continue as a going concern is dependent upon its ability to obtain additional financing and/or achieve a sustainable profitable level of operations.

Recent Development

On ~~July~~ July 5, 2016, ~~Ms. Aguayo,~~ the ~~majority shareholder~~Founder, owning approximately 76.9% of the total issued and outstanding shares of the Company, entered into two separate Stock Purchase Agreements for the sale of 13,000,000 and 3,000,000 shares of the Company’s common stock ~~equivalent~~ equivalent to her complete ownership of the Company with Ying-Chien Lin and LCG directly, respectively. Pursuant to the execution of the Stock Purchase Agreements, Mr. Lin and LCG owned approximately 62.5% and 14.4% of the total voting rights of the Company, respectively.

On ~~July~~ July 7, 2016, Mr. Lin was elected as Chairman and director, and Mr. Ming-Shu Tsai was elected as director and Co-CEO, overseeing ~~the~~ the Company’s operations with ~~Ms.~~the ~~Aguayo~~Founder.

On August 10, 2016, the Company's Board of Directors approved a change in its Fiscal Year from July 31 to June 30 for administrative purposes. The change in fiscal year became effective for the Company's 2016 fiscal year which began July 1, 2015 and ended June 30, 2016.

On August 23, 2016, the Company filed an Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware in which the Company confirmed its name change to Atlas Technology International, Inc. and set forth therein the designations for the Series A, B and C Preferred Stock (the bylaws of the Company were not amended to reflect the Certificate of Designations for the Series A, B and C Preferred Stock).

On September 30, 2016, the Founder resigned from all of her positions with Atlas Technology International, Inc. (the "Company”). The Founder’s resignation is based solely on personal reasons and is not the result of any disagreement with the Company on any matter relating to its operations, policies (including accounting or financial policies) or practices. The Board of Directors is now comprised of the two remaining members. Concurrent with the Founder’s resignation, the Board of Directors appointed Jing Zhou and Yi An Chen as Chief Financial Officer and Chief Technology Officer, respectively.

On December 15, 2016, the Company sold, assigned, transferred, conveyed and delivered the Predecessor to the Founder. The Founder accepted and purchased all of the business and assets outstanding, totaling $265; assumed, and agreed to perform, and otherwise pay, satisfy and discharge all existing and future liabilities and obligations of the Predecessor’s business, totaling $499. The Founder agreed to forgive all debt owned by the Company to the Founder, totaling $15,105. As more particularly set forth in the Divestment Agreement, filed as an Exhibit of the Current Report 8-K filed on December 19, 2016.

On March 23, 2017, Atlas China, a wholly-owned subsidiary of Atlas Trading, was incorporated under the laws of China in order to expand direct sales to more clients throughout China, lowering dependency on existing exporters/distributors, improving margins and exploiting the increasing demand for touchscreens in China.

On September 30, 2016, Ms. Aguayo resigned from all of her positions with Atlas Technology International, Inc. (the "Company"); namely: Co-Chief Executive Officer; Chief Financial Officer; President and Director. Ms. Aguayo’s resignation is based solely on personal reasons and is not the result of any disagreement with the Company on any matter relating to its operations, policies (including accounting or financial policies) or practices. The Board of Directors is now comprised of the two remaining members. Concurrent with Ms. Aguayo’s resignation, the Board of Directors appointed Jing Zhou and Yi An Chen as Chief Financial Officer and Chief Technology Officer, respectively.

On December 15, 2016, the Company sold, assigned, transferred, conveyed and delivered Sweets & Treats of the State of California (S&T (CA)) to Ms. Aguayo. Ms. Aguayo accepted and purchased all of the business and assets outstanding, totaling $265; assumed, and agreed to perform, and otherwise pay, satisfy and discharge all existing and future liabilities and obligations of S&T (CA) business, totaling $499. Ms. Aguayo agreed to forgive all debt owned by the Company to Ms. Aguayo, totaling $15,105. As more particularly set forth in the Divestment Agreement, filed as an Exhibit of the Current Report 8-K filed on December 19, 2016.

Plan of Operations

Our goal is to further enhance our proprietary touchscreen technology to a level where we believe, due primarily to its technological advantages, it will be able to rapidly capture and expand its market share of the global touchscreen industry following its official global launch. Following its global launch, the Company will seek to build a global reputation for its touchscreen products while developing a blue-chip, global client base. We anticipate the cost for developing our touchscreen business will be approximately $1,000,000 within the next 12 months. We have no commitments for any financing and cannot provide assurance that we will realize this goal.

IfWe are wedependent ~~are unable~~on tothe ~~build~~timely areceipt ~~sustainable~~of ~~customer~~our ~~base,~~accounts wereceivables ~~will~~to ~~cease~~fund our ~~development~~ongoing ~~and/or marketing~~ operations ~~until~~and weexecute ~~able~~our tobusiness ~~raise~~plan. ~~sufficient~~If ~~capital~~we toare ~~continue~~unable ~~as an ongoing concern. Attempting~~ to ~~raise~~timely ~~capital~~receive ~~after failing in any phase of~~ our ~~development plan~~accounts ~~could be difficult. As such~~receivable, if we ~~cannot~~will ~~secure~~require ~~additional~~capital ~~proceeds~~investment weor ~~will~~other ~~have~~financing to ~~cease~~fund our ongoing operations and ~~investors~~to ~~would lose~~execute ~~their~~our ~~entire~~business ~~investment~~plan. WeIf ~~intend~~we are unable to raise additional ~~capital~~cash, ~~through~~we ~~various~~will ~~financial~~either ~~mechanisms,~~have ~~including~~to ~~both debt~~suspend ~~and~~or ~~equity~~cease ~~instruments,~~our ~~but~~expansion ~~there~~plans isentirely. noIf ~~assurance that~~ we ~~will~~are benot ~~able~~successful toin ~~raise~~generating ~~any~~sufficient ~~capital.~~revenue Ifand wecannot ~~require additional cash but are unable to~~ raise ~~it,~~sufficient funds, we ~~will~~may ~~either~~be ~~suspend~~forced ~~our~~to ~~marketing~~cease operations. ~~until~~If wethat ~~are~~is ~~able to raise~~ the ~~necessary capital~~case, orwe ~~cease operations~~will ~~entirely.~~look ~~Other~~for ~~than~~possible asmerger ~~described~~candidate inor ~~this~~another ~~paragraph,~~suitable wecompany to ~~have~~possibly noacquire ~~other financing plans~~us.

Results of Operations - Three and ~~Six~~Nine Months Ended ~~December~~March 31, ~~2016~~2017 Compared to Three and ~~Six~~Nine Months Ended ~~December~~March 31, ~~2015~~2016

We ~~generated~~ generated revenue of $~~769~~1,~~821~~393,365 and $0, and $12,~~005~~399,~~792~~157 and $0 for the three and ~~six~~nine months ended ~~December~~March 31, ~~2016~~2017 and ~~2015~~2016, respectively. The increase in revenue is mainly attributed to the Company’s entry into the touchscreen industry business. The Company ~~has~~ has received orders from ~~three~~four (34) customers for the production of touchscreens per their requirements. The Company designs the touchscreens, source manufacturers for the production of the designed touchscreens, inspects the quality of the products ~~manufactured~~ made by the manufacturers, purchases the qualified finished-goods and then sells and delivers the touchscreens to their corporate clients.

We ~~incurred~~ incurred cost of goods sold as $~~549~~925,~~400~~949 and $0, and $~~718~~1,~~291~~644,240 and $0 for the three and ~~six~~nine months ended ~~December~~March 31, ~~2016~~2017 and ~~2015~~2016, respectively. Cost of goods sold were related mainly to the touchscreen products purchased from sourced manufacturers for sale.

We ~~incurred~~ incurred operating expenses of $~~220~~362,~~367~~545 and $316,~~874~~272, and $~~389~~752,~~997~~542 and $2036,~~658~~930 for the three and ~~six~~nine months ended ~~December~~March 31, ~~2016~~ 2017 and ~~2015~~2016, respectively. The increase is mainly due to the ~~engagement~~cost of consultants ~~for services to be provided~~, ~~engagement~~additional of employees, and professional services related ~~provided~~to being a publicly-traded company.

We ~~incurred~~ incurred interest expense of $11,~~033~~738 and $0, and $2133,~~440~~178 and $0 for the three and ~~six~~nine months ended ~~December~~March 31, ~~2016~~2017 and ~~2015~~2016, respectively. The increase is due to the assignment of non-interest bearing debt from a related party and pursuant to that assignment the Company entered into a convertible promissory note bearing an interest rate of 8% per year with the new debt holder which has beneficial conversion feature as well as a number of non-convertible debt with third parties the Company had entered into and ~~outstanding~~are ~~for six months~~ outstanding ended ~~December~~March 31, ~~2016~~2017 of $37117,~~773~~118 and bear an interest rate of 6% APR compounded monthly that are due between the dates of November 2017 and March 2018.

We had a net income (loss) of $495,~~366~~892 and ($116,~~126~~272), and loss of $~~108~~12,~~591~~699 and $1531,~~658~~930 for the three and ~~six~~nine months ended ~~December~~March 31, 2017 ~~2016~~ and ~~2015~~2016, respectively.

Liquidity and Capital Resources

As of ~~December~~ March 31, ~~2016~~2017, we had total assets of $1,~~045~~731,~~390~~686, mainly in accounts receivable. Our liabilities as of ~~December~~March 31, ~~2016~~2017, were $1,~~038~~593,~~847~~457, which comprised of $~~724~~1,~~747~~078,794 in accounts payable, $37184,~~427~~260 in accrued liabilities and other payables, $37117,~~773~~118 in short term loans, $191,567 due to related party, $29,667 in convertible loans and $~~219~~182,~~233~~051 in loans from related parties. As of March ~~December~~ 31, ~~2016~~2017, we had a working capital of $6138,~~543~~229.

13The following is a summary of our cash flows provided by (used in) operating, investing, and financing activities for the nine months ended March 31, 2017:

The following is a summary of our cash flows provided by (used in) operating, investing, and financing activities for the six months ended December 31, 2016:

	For the Nine Months Ended March 31, 2017
Net cash used in operating activities	$	(148,656	)
Net cash used in investing activities		(130	)
Net cash provided by financing activities		181,679
Effect of exchange rate changes on cash		1
Net (decrease) increase in cash and cash equivalents	$	32,894

		For the Six Months Ended December 31, 2016
Net cash used in operating activities	$	(209,478	)
Net cash used in investing activities		(130	)
Net cash provided by financing activities		257,246
Net (decrease) increase in cash and cash equivalents		47,638

We are dependent on the timely receipt of our accounts receivables to fund our ongoing operations and execute our business plan. If we are unable to timely receive our accounts receivable, we will require capital investment or other financing to fund our ongoing operations and to execute our business plan. If we are unable to raise additional cash, we will either have to suspend or cease our expansion plans entirely. If we are not successful in generating sufficient revenue and cannot raise sufficient funds, we may be forced to cease operations. If that is the case, we will look for possible merger candidate or another suitable company to possibly acquire us.

For the six months ended December 31, 2016, we had used $209,478 for operating activities, used $130 for investing activities and financing activities provided $257,246 cash flow to us. We had a net increase of $47,638 for the six months ended December 31, 2016.

We are dependent on the receipt of capital investment or other financing to fund our ongoing operations and to execute our business plan. If we are unable to raise additional cash, we will either have to suspend or cease our expansion plans entirely. If we are not successful in generating sufficient revenue and cannot raise sufficient funds, we may be forced to cease operations. If that is the case, we will look for possible merger candidate or another suitable company to possibly acquire us.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable because we are a smaller reporting company.

Item 4. Management’s Report on Disclosure Controls and Procedures.

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the Company’s principal financial and accounting officer), of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures are not effective as of ~~December~~March 31, ~~2016~~2017 to ensure that information required to be disclosed by the Company in the reports that the Company 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, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure for the reason described below.

Because of our limited operations, we have limited number of employees which prohibits a segregation of duties. In addition, we lack a formal audit committee with a financial expert. As we grow and expand our operations, we will engage additional employees and experts as needed. However, there can be no assurance that our operations will expand.

Inherent Limitations

Our management, including our Chief Executive Officer and Chief Financial Officer, do not expect that our disclosure controls and procedures will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdown can occur because of simple error or mistake. In particular, many of our current processes rely upon manual reviews and processes to ensure that neither human error nor system weakness has resulted in erroneous reporting of financial data.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during our ~~six~~three-month ~~months~~ period ended ~~December~~March 31, ~~2016~~2017, which were identified in conjunction with management's evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

From time to time, we may become involved in various lawsuits and legal proceedings, which arise, in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

Item 1A. Risk Factors.

Not required for smaller reporting companies.

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

None.

Item 3. Defaults upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

Number	Description
31.1	Certifications of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certifications of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1+	Certifications of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2+	Certifications of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.

+ In accordance with the SEC Release 33-8238, deemed being furnished and not filed. * To be filed by amendment.

* To be filed by amendment.

Signatures

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

		ATLAS TECHNOLOGY INTERNATIONAL, INC.
Date: February 21, 2017		/s/ Ming-Shu Tsai
Date: May 15, 2017	By:	/s/ Ming-Shu Tsai
	Name:	Ming-Shu Tsai
		Chief Executive Officer
		(Principal Executive Officer)

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