UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 10-K

(Mark One)

[X]		ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2017 OR
[ ]		TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______________TO _______________

x	ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED JUNE 30, 2018

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

FOR THE TRANSITION PERIOD FROM _______________TO _______________

Commission file number: 000-27791

~~Wincash~~BANNY ~~Apolo~~COSMIC ~~Gold~~INTERNATIONAL ~~& Energy~~HOLDINGS, Inc. (Exact name of small business issuer in its charter)

Nevada		98-0412805
State or other jurisdiction of		I.R.S. Employer
State or other jurisdiction of incorporation or organization		I.R.S. Employer Identification No.
incorporation or organization		Identification No.

20/F, EIB Centre, 40-44 Bonham Strand
Flat 12, 14/F, Tower 1, Silvercord, 30 Canton Road Kowloon, Hong Kong		-
Sheung Wan, Hong Kong		-
(Address of principal executive offices)		(Zip Code)

Issuer’s telephone number: (852) 2516 5060

Securities Registered Under Section 12(b) of the Exchange Act: None

Securities Registered Under Section 12(g) of the Exchange Act:

Common Stock, $0.001 par value ~~(Title of class)~~

~~Indicate by~~(Title ~~check mark if the registrant is well-known seasoned issuer, as defined in Rule 405~~ of ~~the Securities Act Yes [ ] No [X]~~class)

Indicate by check mark if the registrant is ~~not~~well-known ~~required~~seasoned toissuer, ~~file~~as ~~reports~~defined ~~pursuant~~in toRule ~~Section~~405 ~~13 or 15(d)~~ of the Securities Act. Yes ~~[X]~~¨ No ~~[ ]~~x

~~Check whether~~Indicate ~~the~~by ~~issuer~~check ~~(1)~~mark ~~filed~~if ~~all~~the ~~reports~~registrant is not required to befile ~~filed~~reports bypursuant to Section 13 or 15(d) of the ~~Securities Exchange~~ Act. ofYes x ~~1934~~No ~~during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.~~¨

Indicate by check mark 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 period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ~~[X]~~ x No ~~[ ]~~¨

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

~~Yes [X]~~Indicate Noby ~~[ ]~~check mark if disclosure of delinquent filers in response to Item 405 of Regulation S-K (§229.405) is not contained herein and will not be contained in this form, 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. ¨

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-K contained in this form, and no disclosure will be contained, to the best of the issuer’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. Seethe 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 ¨ (Do not check if a smaller reporting company) ~~[ ]~~ Smaller reporting company ~~[X]~~x

~~Indicate~~ If an emerging growth company, indicate by check mark ~~whether~~if the ~~registrant~~Registrant ishas aelected ~~shell~~not ~~company~~to ~~(as~~use ~~defined~~the inextended ~~Rule~~transition ~~12b-2~~period complying with any new or revised financial accounting standard provided pursuant to Section 13(a) of the Exchange Act). ~~Yes [X] No [ ]~~¨

~~State issuer’s~~Indicate ~~revenues~~by ~~for~~check ~~most~~mark ~~recent~~whether ~~fiscal~~the ~~year:~~registrant ~~Nil~~is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and ask price of such common equity as of the last business day of the Registrant’s most recently completed second fiscal quarter. As of June 30, ~~2017~~2018, the aggregate market value of the voting and non-voting common equity held by non-affiliates, is based on 326,~~664~~137,~~974~~387 shares and the average bid and asked price of $0.~~099~~0305 per share, is $~~362~~797,~~832~~190.

~~State~~ Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 26141,137,387 shares of Common Stock as of September 1117, ~~2017~~2018.

Documents Incorporated by Reference: None

NOTE REGARDING FORWARD LOOKING STATEMENTS

~~Except for~~This ~~statements~~Annual ofReport ~~historical~~on ~~fact,~~Form ~~certain~~10-K ~~information~~contains ~~contained herein constitutes~~ “forward-looking statements,” ~~including~~. ~~without~~Forward-looking ~~limitation~~ statements ~~containing~~discuss ~~the~~matters ~~words~~that ~~“believes,”~~are ~~“anticipates,”~~not ~~“intends,” “expects”~~historical ~~and~~facts. ~~words~~Because ofthey ~~similar~~discuss ~~import, as well as all projections of~~ future ~~results.~~events ~~Such~~or conditions, forward-looking statements ~~involve~~ ~~known~~may ~~and~~include ~~unknown~~words ~~risks,~~such ~~uncertainties~~as ~~and~~“anticipate,” ~~other~~“believe,” ~~factors~~“estimate,” ~~which~~“intend,” ~~may~~“could,” ~~cause~~“should,” ~~the~~“would,” ~~actual~~“may,” ~~results~~“seek,” or“plan,” ~~achievements~~“might,” of“expect,” ~~the~~“anticipate,” ~~Company to~~“predict,” be“project,” ~~materially~~“forecast,” ~~different~~“potential,” ~~from~~“continue” ~~any~~and ~~future~~negatives ~~results~~thereof or ~~achievements~~similar ofexpressions. ~~the Company expressed or implied by such forward~~Forward-looking statements. ~~Such~~speak ~~factors~~only ~~include,~~as ~~but~~of ~~are not limited to~~ the ~~following:~~date ~~the~~they ~~Company’s~~are ~~lack of an operating history~~made, ~~the Company’s~~are ~~minimal~~based ~~level~~on ofvarious ~~revenues~~underlying assumptions and ~~unpredictability~~current ofexpectations ~~future~~about ~~revenues;~~ the ~~Company’s~~ future ~~capital~~and ~~requirements to~~are ~~develop~~not ~~additional~~guarantees. ~~property~~Such ~~within~~statements ~~the~~involve ~~defined~~known ~~claim;~~and ~~the~~unknown risks, ~~associated with rapidly changing technology; the risks associated with governmental regulations and legal~~ uncertainties; and ~~the~~ other ~~risks~~factors ~~and~~that ~~uncertainties~~may ~~described~~cause ~~under~~our ~~“Description of~~actual ~~Business~~results, -level ~~Risk Factors” in this Form 10-KSB. Certain~~ of ~~the~~activity, ~~Forward-looking~~performance ~~statements~~or ~~contained~~achievement into ~~this~~be ~~annual~~materially ~~report are~~different ~~identified~~from ~~with~~the ~~cross-references~~results toof ~~this~~operations ~~section and/~~or toplans ~~specific~~expressed ~~risks~~or ~~identified~~implied ~~under~~by ~~“Description~~such ~~of Business~~ forward-looking ~~Risk Factors”~~statements.

	Page
PART I
ITEM 1. Description of Business	3
Item 1A. Risk factors	4
Item 1B. Unresolved Staff Comments	5
Item 2. Description of Property	5
Item 3. Legal Proceedings	5
Item 4. Mine Safety Disclosures	5
PART II
Item 5. Market for Common Equity and Related Stockholder Matters	5
Item 6. Selected Financial Data	6
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations/Plan of Operation	6
Item 7a. Quantitative and qualitative disclosures about market risk	9
Item 8. Financial Statements and Supplementary Data	10
Item 9. Changes in and disagreements with accountants on accounting and financial disclosure	21
Item 9a. Controls and procedures	21
PART III
Item 10. Directors, executive officers, promoters and control persons; compliance with section 16(a) of the Exchange Act	23
Item 11. Executive compensation	25
Item 12. Security Ownership of Certain Beneficial Owners and Management	28
Item 13. Certain Relationships and Related Transactions	28
Item 14. Principal Accountant Fees And Services	29
Item 15. Exhibits and Financial Statement Schedules	29
SIGNATURES	30

We cannot predict all of the risks and uncertainties associated with such forward-looking statements. 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 Annual Report on Form 10-K and include information concerning possible or assumed future results of our operations, including statements about business strategies; future cash flows; financing plans; plans and objectives of management; 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. Such factors include, but are not limited to, the following: the Company’s lack of an operating history, the Company’s minimal level of revenues and unpredictability of future revenue, the Company’s future capital requirements, the risks associated with governmental regulations and legal uncertainties, and the other risks and uncertainties described in this Form 10-K. 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 this Annual Report on Form 10-K. All subsequent written and oral forward-looking statements concerning other matters addressed in this Annual Report on Form 10-K 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 Annual Report on Form 10-K.

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.

PART 1

		Page

PART I

ITEM 1.	Description of Business	4
Item 1A.	Risk factors	5
Item 1B.	Unresolved Staff Comments	6
Item 2.	Description of Property	6
Item 3.	Legal Proceedings	6
Item 4.	Mine Safety Disclosures	6

PART II

Item 5.	Market for Common Equity and Related Stockholder Matters	7
Item 6.	Selected Financial Data	8
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations/Plan of Operation	8
Item 7a.	Quantitative and qualitative disclosures about market risk	9
Item 8.	Financial Statements and Supplementary Data	10
Item 9.	Changes in and disagreements with accountants on accounting and financial disclosure	22
Item 9a.	Controls and procedures	22

PART III

Item 10.	Directors, executive officers, promoters and control persons; compliance with section 16(a) of the Exchange Act	24
Item 11.	Executive compensation	27
Item 12.	Security Ownership of Certain Beneficial Owners and Management	29
Item 13.	Certain Relationships and Related Transactions	29
Item 14.	Principal Accountant Fees and Services	30
Item 15.	Exhibits and Financial Statement Schedules	31

SIGNATURES		32

ITEM 1. DESCRIPTION OF BUSINESS.

History

Apolo Gold & Energy Inc, (the “Company”) was incorporated in March 1997 under the laws of the State of Nevada as Apolo Gold Inc., for the purpose of financing and operating precious metals concessions. In May 2005, the Company amended its articles of incorporation to change the name of the Company from Apolo Gold Inc. to Apolo Gold & Energy Inc.

After incorporation in 1997 the Company focused on precious metals opportunities in Latin and South America. Shortly thereafter the Company formed a subsidiary, Compania Minera Apologold, C.A. a corporation, and on May 18, 1999 the Venezuela subsidiary entered into an agreement with Empresa Proyectos Mineros Goldma, C.A. in Caracas Venezuela, to acquire the diamond and gold mining concession in Southern Venezuela known as Codsa 13, located in the Gran Sabana Autonomous Municipality, State of Bolivar, Venezuela. This project was subsequently cancelled in August 2001 because of poor testing results. The subsidiary company in Venezuela has been dormant since 2001 and will not be reactivated.

On April 16, 2002, the Company executed an agreement with Pt. Metro Astatama, of Jakarta, Indonesia, for the mining rights to a property known as Nepal Umbar Picung (“NUP”), which is located west of Bandar Lampung, on the island of Sumatra, Indonesia. NUP has a KP, Number KW. 098PP325, which is a mineral tenement license for both Exploration and Exploitation. All KP’s must be held by an Indonesian entity.

The “NUP” is 733.9 hectares in size and Apolo had an 80% interest. These claims are owned privately by citizens of Indonesia and are not crown granted claims. Apolo was entitled to recover all of its development costs on the “NUP” including property payments before the partner with 20% can participate.

The total purchase price for “NUP” was $375,000, of which payments amounting to $250,000 had been made. After various exploration programs including different drilling programs failed to yield sufficient positive results, the Company discussed various options with the property owner and decided to terminate its agreement with the NUP property and return all exploration rights to the property owners.

On December 11, 2013, the Company acquired 70% interest in three gold exploration claims located in China’s Xinjiang Province from Yinfu Gold Corp. (“Yinfu”). The Company issued six million shares of restricted common stocks for the claims.

On December 23, 2013, the Company acquired 24% equity interest in Jiangxi Everenergy New Material Co., Ltd. (“Everenergy”). The consideration was settled by the issuance of eight-million restricted common stocks at a deemed price of $0.375 per share, plus $1-million in cash. Additionally, on February 19, 2014, the Company acquired an additional 29% equity interest in Everenergy. The consideration was settled with the issuance of 11-million restricted common stock at a deemed price of $0.45 per share.

On September 17, 2014, the Company cancelled both transactions with Everenergy and had requested return of the $1-million payment and all the shares. The 11-million shares issued were effectively cancelled on October 21, 2014. The remaining 8-million shares issued are in the process of cancellation and the $1 million paid for the acquisition was written off as investment loss.

On January 19, 2015, the Company and Yinfu reached a mutual agreement to terminate the acquisition of the 70% interest in the three gold exploration claims in the PRC. On February 3, 2015, all six million shares of restricted common stock had been returned by the wholly owned subsidiary of Yinfu and cancelled by the Company.

~~On February~~PART 13, 2015, the Company disposed its 100% equity interest in Apolo Gold Direct Limited (formerly known as Apolo Gold & Energy Asia Limited) to (i) Mr. (Tommy) Tsap Wai Ping, the Chief Executive Officer (“CEO”) and director of the Company, who acquired 50% equity interest, (ii) Mr. Kelvin Chak Wai Man, a relative of the CEO of the Company, who acquired 40% equity interest, and (iii) China Yi Gao Gold Trader Co., Limited, a company incorporated in Hong Kong, which acquired the remaining 10% equity interest, for a consideration of $100.1

~~On June~~ITEM ~~18, 2015, the Company filed an Amendment to its Articles of Incorporation with the Nevada Secretary of State to change its name from Apolo Gold & Energy, Inc~~1. toDESCRIPTION ~~Wincash~~OF ~~Apolo Gold & Energy, Inc~~BUSINESS.

On December 1, 2015, the Board of Directors of the Company approved the issuance of 200,000 shares of restricted common stock at $0.08 per share for the rendering of consulting services of $16,000 in a service period of twelve months commencing from December 2015. For the year ended June 30, 2016, the Company amortized $9,333 to the operations using the straight-line method. As of June 30, 2016, no shares were issued and the $16,000 for this obligation was recorded as stock payable.History

~~On July~~Apolo ~~27,~~Gold ~~2017~~& Energy Inc, (the “Company”) ~~issued~~was 1incorporated in March,~~811,429~~ ~~common~~1997 ~~shares~~under asthe ~~settlement~~laws of ~~$126,800~~the inState ~~advances~~of ~~made~~Nevada byas Apolo Gold Inc., for the ~~director~~purpose of ~~the~~financing ~~Company~~and operating precious metals concessions. In May, as ~~well~~2005, the Company ~~issued~~amended ~~462,495~~its ~~common~~articles ~~shares~~of asincorporation ~~settlement~~to change the name of ~~$32,375~~the inCompany ~~advances~~from ~~made~~Apolo byGold ~~the~~Inc. ~~former~~to ~~director~~Apolo ofGold ~~the~~& ~~Company~~Energy Inc.

~~The~~ After incorporation in 1997 the Company ~~continues~~focused toon ~~pursue~~precious metals opportunities in Latin and South America. Shortly thereafter the ~~natural~~Company ~~resource~~formed ~~industry~~a subsidiary, Compania Minera Apologold, C.A. a corporation, and ~~will~~on ~~consider~~May 18, 1999 the ~~acquisition~~Venezuela ofsubsidiary ~~any~~entered ~~other~~into ~~business opportunity~~an agreement with Empresa Proyectos Mineros Goldma, C.A. in ~~order~~Caracas Venezuela, to ~~enhance~~acquire ~~value~~the ~~for~~diamond ~~our~~and ~~shareholders~~gold mining concession in Southern Venezuela known as Codsa 13, located in the Gran Sabana Autonomous Municipality, State of Bolivar, Venezuela. This project was subsequently cancelled in August 2001 because of poor testing results. The subsidiary company in Venezuela has been dormant since 2001 and will not be reactivated.

~~Government Regulation~~On April 16, 2002, the Company executed an agreement with Pt. Metro Astatama, of Jakarta, Indonesia, for the mining rights to a property known as Nepal Umbar Picung (“NUP”), which is located west of Bandar Lampung, on the island of Sumatra, Indonesia. NUP has a KP, Number KW. 098PP325, which is a mineral tenement license for both Exploration and Exploitation. All KP’s must be held by an Indonesian entity.

The ~~Company~~ ~~was~~“NUP” ~~aware~~is of733.9 ~~environmental~~hectares ~~requirements~~ in size and the ~~operation~~Company had an 80% interest. These claims are owned privately by citizens of aIndonesia ~~concession~~and are not crown granted claims. ~~The~~Apolo ~~Company~~was isentitled ~~comfortable~~to ~~with~~recover all of its development costs on the ~~requirements and~~“NUP” ~~regulations~~including ~~and~~property ~~will~~payments ~~abide~~before bythe ~~them~~partner with 20% can participate.

~~ITEM 1A~~The total purchase price for “NUP” was $375,000, of which payments amounting to $250,000 had been made. ~~Risk~~After ~~Factors~~various exploration programs including different drilling programs failed to yield sufficient positive results, the Company discussed various options with the property owner and decided to terminate its agreement with the NUP property and return all exploration rights to the property owners.

~~1. The~~On ~~Company~~December ~~has~~11, no2013, ~~record~~the ofCompany ~~earnings.~~acquired It70% isinterest ~~also~~in ~~subject~~three togold ~~all~~exploration ~~the~~claims ~~risks~~located ~~inherent~~ in aChina’s ~~developing~~Xinjiang ~~business~~Province ~~enterprise~~from ~~including lack~~Yinfu ofGold ~~cash~~Corp. ~~flow,~~(“Yinfu”). ~~and~~The noCompany ~~assurance~~issued ofsix ~~recovery~~million shares of ~~precious~~restricted ~~metals~~common stocks for the claims.

2On December 23, 2013, the Company acquired 24% equity interest in Jiangxi Everenergy New Material Co. , Ltd. (“Everenergy”). The ~~Company’s~~consideration ~~success~~was ~~and~~settled ~~possible~~by ~~growth~~the ~~will~~issuance ~~depend~~of oneight-million ~~its~~shares ~~ability~~of torestricted ~~develop~~common orstock ~~acquire~~at ~~new~~a ~~business~~deemed ~~operations~~price of $0.375 Itper ~~continues to~~share, ~~explore~~plus ~~opportunities~~$1-million ~~but~~in ~~has~~cash. ~~yet~~Additionally, toon ~~secure~~February 19, 2014, the Company acquired an ~~opportunity~~additional ~~that~~29% isequity ~~acceptable~~interest in Everenergy. The consideration was settled with the issuance of 11-million restricted common stock at a deemed price of $0.45 per share.

~~3. Liquidity~~On ~~and~~September ~~need~~17, ~~for additional financing is a concern for the Company. At the present time~~2014, the Company ~~does~~cancelled ~~not~~both ~~have~~transactions ~~sufficient cash~~with toEverenergy ~~finance~~and ~~its~~had ~~operations.~~requested ~~The~~return ~~Company~~of ~~is dependent on~~ the ~~ability~~$1-million ofpayment ~~its~~and ~~management~~all ~~team to obtain~~ the ~~necessary working capital to operate successfully~~shares. ~~There~~The is11-million noshares ~~assurance~~issued ~~that~~were ~~the~~effectively ~~Company~~cancelled ~~will~~on beOctober ~~able~~21, to2014. ~~obtain~~The ~~additional~~remaining ~~capital~~8-million asshares ~~required or~~issued ifare in the ~~capital~~process isof ~~available,~~cancellation toand ~~obtain it on terms favorable to~~ the ~~Company.~~$1 ~~The~~million ~~Company~~paid ~~may~~for ~~suffer from a lack of liquidity in~~ the ~~future~~acquisition ~~that~~was ~~could~~written ~~impair~~off ~~its~~as ~~production~~an ~~efforts~~investment ~~and adversely affect its results of operations~~loss.

~~4. Competition~~On isJanuary ~~more~~19, in2015, the ~~area~~Company ofand ~~ability~~Yinfu reached a mutual agreement to ~~sell~~terminate atthe ~~world~~acquisition ~~prices~~of ~~that~~the 70% interest in the ~~Company~~three ~~cannot~~gold ~~control,~~exploration ~~and~~claims in the ~~Company~~PRC. ~~competes~~On ~~for access~~February to3, 2015, all six million shares of restricted common stock had been returned by the ~~world~~wholly ~~markets~~owned ~~with~~subsidiary ~~its~~of ~~products~~Yinfu and cancelled by the Company.

~~5. The~~4 ~~Company~~Table ~~is wholly dependent at the present upon the personal efforts and abilities~~ of ~~its Officers and Directors, who exercise control over the day-to-day affairs of the Company.~~Contents

~~6. There~~On ~~are~~February ~~currently~~13, 262015,~~137,387~~ ~~common~~the ~~shares~~Company ~~outstanding~~disposed atof ~~September~~its ~~11,~~100% ~~2017~~equity ~~out~~interest ofin aApolo ~~total~~Gold ~~authorized~~Direct ~~capital~~Limited of(formerly ~~300,000,000 shares.~~known ~~This~~as isApolo ~~after~~Gold ~~giving~~& ~~effect~~Energy ofAsia ~~the~~Limited) ~~cancellation~~to of(i) ~~11,000,000~~Mr. ~~common~~(Tommy) ~~shares~~Tsap ~~for~~Wai Ping, the ~~acquisition~~Chief ofExecutive ~~29%~~Officer ~~interest~~(“CEO”) ~~in Everenergy~~ and ~~cancellation~~director of 6the Company,~~000,000~~ ~~common~~who ~~shares~~acquired ~~for~~50% ~~the~~equity ~~three~~interest, ~~mineral~~(ii) ~~properties~~Mr. ~~The~~Kelvin ~~Company~~Chak ~~continues~~Wai toMan, ~~pursue~~a relative of the ~~return~~CEO of 8the Company,~~000,000 shares~~ ~~from~~who ~~the~~acquired ~~cancelled~~40% ~~acquisition~~equity ofinterest, ~~the~~and ~~additional~~(iii) ~~24%~~China ~~interest~~Yi inGao ~~Everenergy~~Gold Trader Co., ~~The~~Limited, ~~Board~~a ofcompany ~~Directors~~incorporated ~~has~~in ~~the~~Hong ~~power~~Kong, towhich ~~issue such~~acquired ~~shares,~~the ~~subject~~remaining to10% ~~Shareholder~~equity ~~approval~~interest, infor ~~some~~a ~~instances~~consideration of $100.

4On June 18, 2015, the Company filed an Amendment to its Articles of Incorporation with the Nevada Secretary of State to change its name from Apolo Gold & Energy, Inc. to Wincash Apolo Gold & Energy, Inc.

7On December 1, 2015, the Board of Directors of the Company approved the issuance of 200,000 shares of restricted common stock at $0. ~~There~~08 ~~are~~per noshare ~~dividends~~for ~~anticipated~~the byrendering of consulting services of $16,000 in a service period of twelve months commencing from December 2015. For the year ended June 30, 2016, the Company amortized $9,333 to the operations using the straight-line method. As of June 30, 2016, no shares were issued and the $16,000 for this obligation was recorded as stock payable.

On July 27, 2017, the Company~~’s Office~~ issued 3,238,431 common shares as settlement of $126,800 in advances made by a former director of the Company and another 826,838 common shares as settlement of $32,375 in advances made by another former director of the Company.

~~The Company’s~~On ~~office~~October is12, at2017 ~~20/F,~~the ~~EIB~~Company ~~Centre,~~closed ~~40-44~~a ~~Bonham~~private ~~Strand,~~placement ~~Sheung~~and ~~Wan~~issued 20,000,000 ~~Hong~~shares ~~Kong.~~of ~~Its~~its ~~telephone~~common ~~number~~stock isfor ~~852-2516-5060~~$100,000.00 in cash.

~~ITEM 1B~~On October 12, 2017 the Company exchanged 20,000,000 shares of its common stock for 50,000 shares of the common stock of Gain First Group Corporation ("Gain First"), a Corporation formed under the laws of the British Virgin Islands. As a result of that transaction, Gain First became a wholly owned subsidiary of the Company. Gain First is a newly formed start- ~~Unresolved~~up ~~Staff~~Company ~~Comments~~with nominal assets. It has signed a sole agency agreement with De Lassalle Ltd. (“De Lasalle”), whereby Gain First is to market and sell De Lasalle’s wine products in China. This acquisition resulted in a change of business direction of the Company. Since that time the Company has been active in the wine distribution business.

~~Not applicable~~On December 12, 2017, the Company issued 75,000,000 shares of its common stock as consideration in lieu of a payment at a deemed value of $10,000 for Gain First to acquire an agency agreement for exclusive rights to distribute De Lassalle’s wine products in the South East Asia region.

~~ITEM 2~~On -April ~~Description~~3, 2018, the Company entered into a share exchange agreement with Banny International Trading Co., Ltd., a Macau company. Under the terms of ~~Property~~that share exchange agreement, the Company will issue 36,500,000 shares of its common stock and an option to purchase an additional 36,500,000 shares of its common stock in exchange for rights to the brand name “Banny Choice” and the right to use Banny’s sale and distribution network for the sale of wine under the Banny Choice name in Asia and other parts of the World.

~~None~~On July 23, 2018, the Company filed an Amendment to its Articles of Incorporation with the Nevada Secretary of State to change its name from Wincash Apolo Gold & Energy, Inc. to Banny Cosmic International Holdings, Inc. and increases the number of authorized shares from 300,000,000 common shares and 25,000,000 preferred shares, each with a par value of $0.001 per share, to 1,000,000,000 common shares and 100,000,000 preferred shares with a par value of $0.001 per share.

~~ITEM 3~~On -September ~~Legal~~10, ~~Proceedings~~2018, the Company signed a cancellation agreement with Banny International Trading Co. Ltd. to cancel the transaction described in the paragraph above. As a part of this cancellation transaction, the 36,500,000 shares issued to Banny International Group (Holdings) Limited will be returned to the Company’s treasury for cancellation, and the option to acquire 36,500,000 shares of the Company’s common stock granted to Banny International Group (Holdings) Limited will be cancelled.

~~The Company~~ITEM is1A. ~~not~~Risk ~~a party to any pending or threatened litigation and to its knowledge, no action, suit or proceedings has been threatened against its officers and its directors.~~Factors

~~ITEM 4~~Not -applicable ~~Mine~~to ~~Safety~~a ~~Disclosures~~smaller reporting company.

~~None~~5 Table of Contents

~~PART II~~ITEM 1B - Unresolved Staff Comments

~~ITEM 5~~As -a ~~Market~~“smaller ~~for~~reporting ~~Common~~company”, ~~Equity~~we ~~and~~are ~~Related~~not ~~Stockholder~~required ~~Matters~~to provide the information required by this Item.

~~The Company’s~~ITEM ~~common~~2 ~~stock~~- ~~has~~Description ~~been quoted on the National Association~~ of ~~Securities Dealers’ Over-the-Counter market since May 17, 2000. There is no other public trading market for the Company’s equity securities.~~Property

~~The following~~Our ~~table~~executive ~~summarizes~~and ~~trading~~administrative inoffices ~~the~~are ~~Company’s~~located ~~common~~at ~~stock~~Flat 1412, as14/F, ~~provided~~Silvercord, by30 ~~quotations~~Canton ~~published~~Road, byKowloon, ~~the~~Hong ~~OTC~~Kong. ~~Bulletin Board~~We ~~for~~currently share the ~~periods~~office asspace ~~indicated~~with other groups. The ~~quotations~~office ~~reflect~~space ~~inter-dealer~~is ~~prices~~leased ~~without~~by ~~retail~~our ~~mark-up,~~directors. ~~markdown~~We orbelieve ~~commission,~~ that our office space is sufficient to meet our present needs and ~~may~~do not ~~represent~~anticipate ~~actual~~any ~~transactions~~difficulty securing alternative or additional space, as needed, on terms acceptable to us.

Quarter Ended	High Bid		Low Bid
Jun 30, 2016	$	0.10	$	0.06
Sep 30, 2016	$	0.10	$	0.06
Dec 31, 2016	$	0.07	$	0.05
Mar 31, 2017	$	0.10	$	0.07
Jun 30, 2017	$	0.10	$	0.06

ITEM 3 - Legal Proceedings

As We know of ~~August~~no 1material, ~~2017~~existing or pending legal proceedings against our Company, ~~there~~nor ~~were~~are ~~219~~we ~~holders~~involved ofas ~~record~~a ofplaintiff ~~the~~in ~~Company’s~~any ~~common~~material ~~stock~~proceeding or pending litigation. ~~That~~There ~~does~~are ~~not~~no ~~include~~legal ~~the~~proceedings ~~number of~~in ~~beneficial~~which ~~holders~~our ~~whose~~directors, ~~stock~~officers isaffiliates, ~~held~~or inany ~~the~~registered ~~name~~or ofbeneficial ~~broker-dealers~~shareholder is an adverse party or ~~banks~~has a material interest adverse to our interest.

~~The Company~~ITEM ~~has~~4 ~~not~~- ~~paid,~~Mine ~~and,~~Safety ~~in the foreseeable future, the Company does not intend to pay any dividends.~~Disclosures

~~Equity Compensation~~Not ~~Plan Information~~applicable.

~~The Company~~6 ~~has~~Table noof ~~existing Equity Compensation Plan and all options granted under previous plans have been exercised, expired or cancelled.~~Contents

5PART II

ITEM 6 5 - ~~Selected~~ ~~Financial~~Market ~~Data~~for Common Equity and Related Stockholder Matters

As Our common stock is currently quoted on the OTC Markets. OTC Markets securities are not listed and traded on the floor of an organized national or regional stock exchange. Instead, OTC Market securities transactions are conducted through a telephone and computer network connecting dealers. OTC Market issuers are traditionally smaller ~~business~~companies ~~issuer,~~that do not meet the ~~Company~~financial isand ~~not~~other ~~required~~listing torequirements ~~include~~of ~~this~~a ~~Item~~national or regional stock exchange.

~~ITEM 7.~~Our ~~Management’s~~transfer ~~Discussion~~agent ~~and~~is ~~Analysis~~Pacific ofStock ~~Financial~~Transfer ~~Condition~~Company, ~~and~~6725 ~~Results~~Via ofAusti ~~Operations/Plan~~Parkway, ofSuite ~~Operation~~300, Las Vegas, NV, 89119, telephone: (702) 361-3033, fax: (702) 433-1979.

~~General Overview~~Holders

~~Apolo Gold~~As &of ~~Energy~~September ~~Inc.~~12, ~~(“Company”)~~2018, ~~was~~there ~~incorporated~~were in219 ~~March~~holders ~~1997 under the laws~~ of ~~the~~record ~~State~~ of ~~Nevada.~~our ~~Its~~common ~~objective was~~stock toand ~~pursue mineral properties in South America~~141, ~~Central America~~137,387 ~~North~~shares ~~America~~of ~~and~~our ~~Asia.~~common ~~The~~stock ~~Company~~were ~~incorporated~~issued aand ~~subsidiary -~~outstanding ~~Compania~~after ~~Minera~~cancelling ~~Apologold~~36,500,000 ~~C.A~~shares inpreviously ~~Venezuela~~issued to ~~develop~~Banny aInternational ~~gold/diamond~~Group ~~mining~~(Holdings) ~~concession~~Limited, inas ~~Southeastern~~discussed ~~Venezuela. Project was terminated~~ in ~~August~~more ~~2001,~~detail ~~due to poor testing results and the property abandoned~~above. ~~This subsidiary company has been inactive since 2001 and will not be reactivated.~~

On April 16, 2002, the Company announced the acquisition of the mining rights to a property known as the Napal Gold Property, (“NUP”). This property is located 48 km south-west of Bandar Lampung, Sumatra, Indonesia. The property consisted of 733.9 hectares and possessed a Production Permit (a KP) # KW. 098PP325.Dividends

~~The terms~~We ofhave ~~the~~not ~~Napal~~declared ~~Gold~~or ~~Property~~paid ~~called~~any ~~for~~cash adividends ~~total~~since ~~payment~~inception. ofWe ~~$375,000~~intend USto ~~over~~retain afuture ~~six-year~~earnings, ~~period~~if ofany, ~~which~~for ause ~~total~~in ofthe ~~$250,000 have~~operation ~~been~~and ~~made~~expansion toof ~~date.~~our ~~Company~~business ~~paid~~and ~~$250,000~~do ~~over~~not ~~the~~intend ~~past~~to 5pay ~~years~~any ~~and~~cash ~~subsequent~~dividends toin the ~~year~~foreseeable ~~ended~~future. ~~June~~There ~~30,~~are ~~2008~~no ~~the~~restrictions ~~Company terminated~~in ~~its~~our ~~agreement~~articles onof ~~the~~incorporation ~~NUP~~or ~~property~~bylaws ~~and~~that ~~returned~~prevent ~~all~~us ~~exploration~~from ~~rights~~declaring ~~to the owner~~dividends.

~~On December~~Recent ~~11,~~Sales ~~2013, the Company acquired 70% interest in three gold exploration claims located in China’s Xinjiang Province from Yinfu Gold Corp. (“Yinfu”). The Company issued 6,000,000 shares~~ of ~~restricted~~Unregistered ~~common~~Securities; ~~stock~~Use ~~for the claims at $0.20 per share for the consideration~~ of ~~$1,200,000.~~Proceeds Onfrom ~~January~~Registered 19, 2015, the Company and Yinfu reached a mutual agreement to terminate the acquisition at the current market value of $0.10 per share and therefore an investment loss of $600,000 was resulted. On February 3, 2015, all 6,000,000 shares of restricted common stock were returned and effectively cancelled.Securities

~~On December~~We ~~23,~~did ~~2013,~~not ~~the~~sell ~~Company~~any ~~acquired~~equity ~~24%~~securities ~~interest~~which inwere ~~Jiangxi~~not ~~Everenergy~~registered ~~New~~under ~~Material~~the ~~Co.,~~Securities ~~Ltd.~~Act ~~(“Everenergy”)~~during ~~for a~~the ~~consideration~~year ofended $4June 30,~~000,000.~~ ~~The~~2018 ~~consideration~~that ~~was~~were ~~settled~~not ~~with~~otherwise ~~the~~disclosed ~~issuance~~on ofour ~~8,000,000~~quarterly ~~shares~~reports ofon ~~restricted~~Form ~~common~~10-Q ~~stock at~~or aour ~~deemed~~current ~~price~~reports ofon ~~$0.375~~Form ~~per~~8-K ~~share,~~filed ~~plus~~during ~~$1,000,000~~the inyear ~~cash~~ended June 30, 2018.

~~On February~~Equity ~~19,~~Compensation ~~2014,~~Plan the Company acquired an additional 29% interest in Everenergy for a consideration of $4,950,000. The consideration was settled with the issuance of 11,000,000 shares of restricted common stock at a deemed price of $0.45 per share.Information

~~On September~~The ~~17,~~Company ~~2014,~~has ~~the~~no ~~Company~~existing ~~cancelled~~Equity ~~both~~Compensation ~~transactions~~Plan ~~with~~other ~~Everenergy~~than at the ~~current~~option ~~market~~granted ~~value~~to ofBanny ~~$0.12~~International ~~per~~Group ~~share~~(Holdings) ~~and requested~~Limited ~~the~~to ~~return~~acquire ~~of $1~~36,~~000~~500,000 ~~cash~~common ~~payment.~~shares ~~The~~of ~~11,000,000~~the ~~shares~~Company ~~were~~at ~~effectively~~an ~~cancelled~~exercise onprice ~~October~~of ~~21,~~$0.25 ~~2014~~per ~~and~~share. ~~the remaining 8~~Subsequently,~~000,000~~ ~~shares~~this ~~are~~option towas be cancelled. ~~For~~as per the ~~year~~Cancellation ~~ended~~dated ~~June~~September 3010, ~~2015,~~2018 among the Company, ~~could~~Banny ~~not~~International ~~recover~~Trading ~~the~~Co. ~~$1,000,000 cash~~Ltd. ~~payment~~ and ~~therefore~~Choi aKai ~~total~~Weng, ~~investment~~as ~~loss~~discussed ofin ~~$6,670,000~~more ~~was~~detail ~~resulted~~above.

~~On February~~Purchases 13, 2015, the Company disposed its 100% equity interest in Apolo Gold Direct Limited (formerly known as Apolo Gold & Energy Asia Limited) to (i) Mr. Tommy Tsap Wai Ping, who acquired 50% equity interest. Mr. Tsap Wai Ping became the Chief Executive Officer (“CEO”) and director of ~~the~~Equity ~~Company~~Securities onby ~~December 1, 2015. (ii) Mr. Kelvin Chak Wai Man,~~ the ~~former president, CEO and director of the~~ Company and a relative of the current CEO of the Company, acquired 40% equity interest, and (iii) China Yi Gao Gold Trader Co., Limited, a company incorporated in Hong Kong, which acquired the remaining 10% equity interest, for a consideration of $100.

6We did not purchase any of our shares of common stock or other securities during the fiscal year ended June 30, 2018.

~~On June~~7 4,Table ~~2015, the Company issued 6,000,000 shares~~ of restricted common stock at $0.10 per share for the rendering of business and strategic consulting services of $600,000 in a service period of twelve months commencing from June 2015. For the years ended June 30, 2016 and 2015, the Company amortized $550,000 and $50,000, respectively to the operations using the straight-line method.Contents

~~On June~~ITEM 9,6 ~~2015,~~- ~~the~~Selected ~~Company~~Financial issued 400,000 shares of restricted common stock at $0.10 per share for the rendering of administrative consulting services of $40,000. As of June 9, 2015, the current market value was $0.10 per share.Data

~~On June~~As ~~18,~~a ~~2015~~smaller business issuer, the Company ~~filed~~is annot ~~Amendment~~required to ~~its~~include ~~Articles~~this ~~of Incorporation with the Nevada Secretary of State to change its name from Apolo Gold & Energy, Inc~~Item. ~~to Wincash Apolo Gold & Energy, Inc.~~

~~On June~~ITEM ~~26, 2015, the Board of Directors of the Company approved to issue 340,000 shares of restricted common stock at $0~~7.15 ~~per share~~Management’s toDiscussion ~~settle~~and aAnalysis ~~debt~~ of ~~$51,000~~Financial ~~owed~~Condition ~~to the Chief Executive Officer~~ and ~~director~~Results of ~~the~~Operations/Plan ~~Company. All 340,000 shares were issued subsequently on July 2, 2015. As~~ of ~~June 26, 2015, the current market value was $0.16 per share.~~Operation

~~On December~~The 1,following ~~2015,~~discussion ~~the~~should ~~Board~~be ofread ~~Directors~~in ofconjunction with our audited financial statements and the ~~Company~~related ~~approved~~notes for the ~~issuance~~years ofended ~~200~~June 30,~~000~~ ~~shares~~2018 ofand ~~restricted~~June ~~common~~30, ~~stock~~2017 ~~at $0~~that appear elsewhere in this annual report.08 ~~per~~The ~~share~~following ~~for~~discussion ~~the~~contains ~~rendering~~forward-looking ofstatements ~~consulting~~that ~~services~~reflect ofour ~~$16~~plans,~~000~~ inestimates aand ~~service~~beliefs. ~~period~~Our ofactual ~~twelve~~results ~~months~~could ~~commencing~~differ materially from ~~December 2015.~~those ~~For~~discussed in the ~~year~~forward-looking ~~ended~~statements. ~~June~~Factors ~~30,~~that ~~2016,~~could ~~the~~cause ~~Company~~or ~~amortized~~contribute ~~$9,333~~to such differences include but are not limited to ~~the~~those ~~operations~~discussed ~~using~~below and elsewhere in this annual report, particularly in the ~~straight-line~~section ~~method~~entitled "Risk Factors" beginning on page 10 of this annual report.

~~On July~~General 27, 2017, the Company issued 1,811,429 common shares as settlement of $126,800 in advances made by the director of the Company, as well, the Company issued 462,495 common shares as settlement of $32,375 in advances made by the former director of the Company.Overview

~~The Company~~Banny ~~continues~~Cosmic toInternational ~~pursue~~Holdings, ~~opportunities~~Inc. in(formerly ~~the~~Wincash ~~natural~~Apolo ~~resource~~Gold ~~industry~~& ~~and~~Energy ~~will~~Inc.) ~~consider~~was incorporated in March 1997 under the ~~acquisition~~laws of ~~any~~the ~~other~~State ~~business opportunity~~of inNevada. ~~order~~Its initial objective was to ~~enhance~~pursue ~~value~~mineral ~~for~~properties ~~our~~in ~~shareholders~~South America, Central America, North America and Asia.

~~Results~~ On October 12, 2017 the Company acquired Gain First Group Corporation ("Gain First"), a Corporation formed under the laws of ~~Operations~~the British Virgin Islands. As a result of this transaction, Gain First became a wholly owned subsidiary of the Company. Gain First is a newly formed start-up ~~Year~~Company ~~ended~~with ~~June~~nominal 30assets. It has signed a sole agency agreement with De Lassalle Ltd. (“De Lasalle”), ~~2017~~whereby ~~compared~~Gain First is to ~~year~~market ~~ended~~and ~~June~~sell ~~30,~~De ~~2016~~Lasalle’s wine products in China.

~~REVENUES:~~ The acquisition of Gain First resulted in a change of business direction for the Company. ~~had~~Since nothen ~~revenues~~the Company has been active in pursuing the ~~past~~wine ~~fiscal~~distribution ~~years~~business.

~~EXPENSES:~~Going Concern

~~During the~~On ~~fiscal year ended~~ June 30, ~~2017~~2018, ~~and~~we ~~June~~had 30current assets of $2,502 ~~2016~~and current liabilities of $88,348. ~~the~~Our ~~Company~~independent ~~had~~certified nopublic ~~exploration~~accountants ~~costs.~~have ~~Total~~stated ~~expenses~~in their report on our audited financial statements for the calendar year-end ~~ended June~~that ~~30,~~there ~~2017~~is ~~amounted~~a substantial doubt about our ability to ~~$84~~continue as a going concern. In the absence of significant revenue and profits,~~835~~ ~~compared~~we will be completely dependent on additional debt and equity financing. If we are unable to ~~$614~~raise needed funds on acceptable terms,~~505~~ ~~for~~we ~~the~~will ~~year~~not ~~ended~~be ~~June~~able 30to execute our business plan, ~~2016~~develop or enhance existing services, atake ~~decrease~~advantage of ~~$529~~future opportunities,~~670.~~ ~~The~~if ~~decrease is~~any, ~~mainly~~or ~~attributable~~respond to ~~the~~competitive ~~lower~~pressures ~~stock~~or ~~based~~unanticipated ~~compensation~~requirements. If we do not obtain sufficient capital, we will not be able to continue operations.

~~For the~~As ~~year~~of ~~ended~~ June 30, ~~2017~~2018, the Company ~~incurred~~had ~~consulting~~an ~~and~~accumulated ~~professional~~deficit ~~fees~~ of $3016,~~000 (2016 – $11~~327,~~020)~~053, ~~general &~~which ~~administrative~~included ~~expenses~~a net loss of $48191,~~168~~392 ~~(2016~~reported -for ~~$44~~the year ended June 30,~~152)~~ ~~and~~2018. ~~stock-based~~These ~~compensation~~factors ofraise ~~$6,667~~substantial ~~(2016~~doubt -about ~~$559,333)~~our ability to continue as a growing concern.

~~There were~~While nowe ~~additional~~are orattempting ~~extraordinary~~to ~~expenses~~generate ~~incurred~~revenues, inour cash position may not be significant enough to support our daily operations. Management believes that the ~~current~~actions ~~year~~presently ~~ended~~being ~~June~~taken ~~30,~~to ~~2017~~further asimplement our business plan and generate revenues provide the opportunity for the Company ~~focused~~to ~~its~~continue ~~efforts~~ as a going concern. While we believe in ~~seeking~~the viability of out astrategy ~~resource~~to ~~project~~generate ~~that~~revenues ~~would~~and bein ~~beneficial~~our ability to ~~shareholders~~raise additional funds, we may not be successful.

~~The Company~~Our ~~continues~~ability to ~~carefully~~continue ~~control~~as ~~its~~a ~~expenses,~~going ~~and~~concern ~~intends to seek additional financing both for potential business opportunities it may develop. There~~ is nodependent ~~assurance~~upon ~~that~~our ~~the~~capability ~~Company~~to ~~will~~further beimplement ~~successful~~our inbusiness ~~its~~plan ~~attempts~~and togenerate ~~raise additional capital~~revenues.

~~The Company~~Results ~~has~~of noOperations ~~employees~~- inYear ~~its~~ended ~~head~~June ~~office at the present time other than its Officers and Directors~~30, ~~and~~2018 ~~engages~~compared ~~personnel~~to ~~through consulting~~year ~~agreements~~ended ~~where~~June ~~necessary as well as outside attorneys~~30, ~~accountants and technical consultants.~~2017

7Revenues:

~~Cash and~~The ~~cash~~Company ~~equivalents~~had asno ofrevenues ~~June~~for ~~30,~~the ~~2017~~fiscal ~~was~~years ~~$9,630~~ended ~~compared~~June ~~to $8~~30,~~993~~ in2018 ~~2016~~ and ~~the~~June ~~Company recognizes it may not have sufficient funds to conduct its affairs. It fully intends to seek financing by way of loans~~30, ~~private placements or a combination of both in the coming months~~3017. ~~The Company is dependent on its directors to provide necessary funding when required.~~

~~LIQUIDITY AND CAPITAL RESOURCES~~Expenses:

~~Cash Used~~During inthe ~~Operating~~fiscal ~~Activities~~year ended June 30, 2018 and June 30, 2017, the Company had total expenses for the year ended June 30, 2018 of $191,392 compared to $84,835 for the year ended June 30, 2017, an increase of $106,557. The increase is mainly attributable to the expenses related to the change of the company’s management team and the change of the company’s business direction.

~~Net cash~~For ~~used~~the inyear ~~operating~~ended ~~activities~~June ~~for~~30, 2018, the ~~year~~Company ~~ended~~incurred ~~June~~consulting 30fees of $111,474, ~~2017~~professional ~~was~~fees of $8157,~~863~~284, asgeneral ~~compared~~and toadministrative expenses of $392,~~710~~306 ~~for~~and ~~the~~paid ~~comparable~~no ~~year ended~~stock-based compensation compared to nil in ~~2016.~~consulting ~~The~~and ~~cash~~professional ~~used~~fees, ingeneral ~~operating~~and ~~activities~~administration ~~are~~expenses ~~mainly~~of ~~attributed~~$78,168 ~~from~~and ~~the~~stock-based ~~net~~compensation ~~loss~~expense of $846,~~835~~667 for the year ended June 30, 2017.

~~Cash Used~~The Company continues to carefully control its expenses and intends to seek additional financing both for potential business opportunities it may develop. There is no assurance that the Company will be successful in ~~Investing~~its ~~Activities~~attempts to raise additional capital.

~~Net cash~~8 ~~used~~Table inof ~~investing activities for the years ended June 30, 2017 and 2016 were $nil.~~Contents

~~Cash Provided by Financing Activities~~Earnings

~~Net cash~~For ~~provided by financing activities for~~ the ~~years~~year ended June 30, ~~2017~~2018, ~~and~~the ~~2016~~Company ~~was~~incurred ~~$82,500~~net ~~and~~loss of $34191,~~300,~~392 ~~respectively.~~compared ~~The~~to ~~cash provided~~a bynet ~~financing~~loss ~~activities~~of $84,835 for the ~~years~~year ended June 30, 2017 ~~and 2016 were advances from the director of the Company~~.

~~The Company~~Cash ~~has~~Used financed its development to date by way of sale of common stock and with loans from directors/shareholders of the Company. At September 11, 2017, the Company had 26,137,387 shares of common stock outstanding, and has raised total capital since inception in ~~excess~~Operating ~~of $7,500,000.~~Activities

~~The Company~~Net ~~has~~cash ~~limited~~used ~~financial~~in ~~resources~~operating atactivities for the year ended June 30, ~~2017~~2018 ~~with~~was ~~cash~~$107,128 ~~and~~compared to net cash ~~equivalents~~provided in operating activities of $9637 for year ended June 30,~~630~~ ~~and~~2017. The cash used in operating activities is primarily attributed to the net loss of $8191,~~993~~392 asfor ofthe year ended June 30, 2017 ~~and 2016, respectively~~.

~~Other payables~~Cash ~~and~~Used ~~accrued~~in ~~liabilities~~Investing ~~as of June 30, 2017 amounted to $47,567 compared to $43,067 as of June 30, 2016.~~Activities

~~As of~~Net ~~June~~cash ~~30,~~used ~~2017,~~in ~~the~~investing ~~amount~~activities ~~due~~for tothe ayears ~~director~~ended ~~was $126,800. As of~~ June 30, ~~2016,~~2018 ~~the amount due from a director was $44,300. The amounts were unsecured, interest free~~ and ~~repayable on demand. Subsequent to the year ended June 30,~~ 2017, ~~the~~was ~~Company issued 1,811,429 shares to a director as settlement of~~ $~~126,800 advances to the Company~~nil. ~~The Company issued 462,495 shares to a former director of the Company as settlement of $32,375 in funds advanced.~~

~~While the~~Cash ~~Company~~Provided ~~continues~~by toFinancing seek out additional capital, there is no assurance that they will be successful in completing this necessary financing. The Company recognizes that it is dependent on the ability of its management team to obtain the necessary working capital required.Activities

~~While in~~Net cash provided by financing activities for the ~~pursuit~~years ofended ~~additional~~June ~~working~~30, ~~capital~~2018 and 2017 was $100,000 ~~the~~and ~~Company~~$nil, isrespectively. ~~also~~The ~~very~~cash ~~active~~provided inby ~~reviewing~~financing ~~other~~activities ~~resource~~for ~~development~~the ~~opportunities and~~year ~~will~~ended ~~continue~~June ~~with~~30, ~~these~~2018 ~~endeavors~~was from issuance of the company’s common stock.

~~Off-Balance Sheet~~LIQUIDITY ~~Arrangements~~AND CAPITAL RESOURCES

~~We have~~As noat ~~off-balance~~June ~~sheet~~30, ~~arrangements~~2018, ~~financings~~the orCompany had total current assets of $2,502, consisting of cash, and had total current liabilities of $88,348, consisting of trades and other ~~relationships~~payables of $12,628 and due to related parties of $75,720.

~~Contractual Obligations~~As of June 30, 2017, the Company had total current assets of $20,739, consisting of cash and ~~Commitments~~cash equivalents of 9,630 and prepaid expenses of $11,109, and had total current liabilities of $168,367, consisting of trades and other payables of $41,567 and due to related parties of $126,800.

~~As of~~Cash and cash equivalents as at June 30, ~~2017,~~2018 wewere ~~did~~$2,502 ~~not~~compared ~~have~~to ~~any~~$9,630 ~~contractual~~in ~~obligations and commitments~~2017.

8As at June 30, 2018, the amount due to related parties was $75,720, whereas the amount due from related parties was $126,800 as at June 30, 2017. The amounts were unsecured, interest free and repayable on demand.

~~Critical Accounting~~As ~~Policies~~at June 30, 2018, we had a working capital deficit of $85,846 compared to a working capital deficit of $153,628 as at June 30, 2017.

~~Our significant~~The ~~accounting~~Company ~~policies~~recognizes ~~are~~it ~~described~~may innot ~~the~~have ~~notes~~sufficient funds to ~~our~~conduct ~~financial~~its ~~statements~~affairs. ~~for~~It ~~the~~fully ~~year~~intends ~~ended~~to ~~June~~seek 30financing by way of loans, ~~2017~~private placements or a combination of both. While we will continue to seek out additional capital, ~~and~~there ~~are included~~is ~~elsewhere~~no assurance that we will be successful in ~~this~~securing ~~annual~~additional ~~report~~capital. We recognize that we are dependent on ~~Form~~the ~~10-K~~ability of our management to obtain the necessary working capital.

~~INFLATION~~Off-Balance Sheet Arrangements

~~Inflation has~~We ~~not~~have ~~been~~no aoff-balance ~~factor~~sheet ~~during the fiscal year ended June 30~~arrangements, ~~2017.~~financings ~~While inflationary forces are showing some signs of increasing in the next year, it is not considered a factor in capital expenditures~~ or ~~production~~other ~~activities~~relationships.

~~REPORT OF~~Contractual ~~MANAGEMENT~~Obligations ONand ~~INTERNAL CONTROL OVER FINANCIAL REPORTING~~Commitments

~~Our management~~As is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of ~~our~~June financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition30, ~~use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected on a timely basis. Because of its inherent limitations~~2018, ~~internal control~~we ~~over~~did ~~financial reporting is~~ not ~~intended~~have toany ~~provide~~contractual ~~absolute~~obligations ~~assurance~~and ~~that a misstatement of our financial statements would be prevented or detected~~commitments.

~~In connection~~Critical ~~with~~Accounting the preparation of this Annual Report on Form 10-K for the year ended June 30, 2017, Management on Internal Control over Financial Reporting is under the supervision of the principal executive officer who is the chief executive officer of the Company. Under his direction, the Company has evaluated the effectiveness of its disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of June 30, 2017. Based on that evaluation, the Principal Executive Officer concluded that Disclosures Controls and Procedures were not effective as of June 30, 2017. Due to limited financial resources available, there is a lack of segregation of duties in financial reporting although the Principal Executive Officer, who also serves as Principal Financial Officer, is an experienced financial executive and professional with professional accreditation.Policies

~~ITEM 7A.~~Our ~~Quantitative~~significant accounting policies are described in the notes to our financial statements for the year ended June 30, 2018, and ~~Qualitative~~are ~~Disclosures~~included ~~About~~elsewhere ~~Market~~in ~~Risk~~this annual report on Form 10-K

~~The Company~~ITEM ~~does not have any market risk sensitive financial instruments for trading or other purposes~~7A. ~~All~~Quantitative ~~Company~~and ~~cash~~Qualitative isDisclosures ~~held in~~About ~~insured~~Market ~~deposit accounts.~~Risk

9The Company does not have any market risk sensitive financial instruments for trading or other purposes. All Company cash is held in insured deposit accounts.

~~Item 8.~~9 ~~Financial~~Table ~~Statements~~of ~~and Supplementary Data.~~Contents

~~REPORT OF~~Item ~~INDEPENDENT~~8. ~~REGISTERED~~Financial ~~PUBLIC~~Statements ~~ACCOUNTING~~and ~~FIRM~~Supplementary Data.

~~To the~~K. ~~Board~~R. ofMARGETSON ~~Directors~~LTD. ~~and Stockholders~~#210, 905 West Pender Street Vancouver BC V6C 1L6 Canada Chartered Professional Accountant Tel: 604.641.4450 Fax: 1.855.603.3228

~~Wincash Apolo~~REPORT ~~Gold~~OF &INDEPENDENT ~~Energy,~~REGISTERED ~~Inc.~~PUBLIC ACCOUNTING FIRM

~~We have~~To ~~audited~~ the ~~accompanying~~Stockholders ~~balance sheets~~ of Wincash Apolo Gold & Energy, Inc. (the “Company”) as of June 30, 2017 and 2016 and the related statements of operations and comprehensive loss, stockholders’ equity and cash flows for the years ended June 30, 2017 and 2016. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

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

~~In our~~I ~~opinion,~~have audited the ~~financial~~accompanying ~~statements~~consolidated ~~referred~~balance tosheets ~~above~~of ~~present~~Banny ~~fairly,~~Cosmic inInternational ~~all material respects~~Holdings, ~~the~~Inc. ~~financial position of the Company~~ as of June 30, ~~2017~~2018 and ~~2016,~~the ~~and~~related ~~the~~consolidated ~~results~~statements of ~~its~~ operations and comprehensive loss, stockholders' deficiency and cash flows for the ~~years~~year then ended. ~~June~~These ~~30,~~consolidated ~~2017~~financial ~~and~~statements ~~2016, in~~are ~~conformity~~the ~~with~~responsibility ~~accounting~~of ~~principles~~the ~~generally~~Company's ~~accepted~~management. inMy ~~the~~responsibility ~~United~~is ~~States~~to ofexpress ~~America~~an opinion on these consolidated financial statements based on my audit.

~~The accompanying~~I ~~financial~~conducted ~~statements~~my ~~have~~audit ~~been~~in ~~prepared~~accordance ~~assuming~~with ~~that~~the standards of the Public Company ~~will~~Accounting ~~continue~~Oversight asBoard a(United ~~going~~States ~~concern~~of America). Those Asstandards ~~discussed in~~require ~~Note~~that 2I plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement, ~~the~~whether due to error or fraud. The Company ~~has~~is ~~incurred~~not ~~substantial~~required ~~losses~~to have, ~~which~~nor ~~raises~~was ~~substantial~~I ~~doubt~~engaged ~~about~~to perform an audit of its ~~ability to~~internal ~~continue~~control asover financial reporting. An audit includes examining on a ~~going~~test ~~concern.~~basis, ~~Management’s~~evidence ~~plans~~supporting the amounts and disclosures in ~~regard~~the tofinancial ~~their~~statements. ~~planned~~An ~~financing~~audit also includes assessing the accounting principles used and ~~other~~significant ~~matters~~estimates ~~are~~made ~~also~~by ~~described in~~management, ~~Note~~as 2.well ~~The~~as ~~financial~~evaluating ~~statements~~the dooverall ~~not~~financial ~~include~~statement ~~any~~presentation. ~~adjustments~~I believe that ~~might~~my ~~result~~audit ~~from~~provide ~~the~~a ~~outcome~~reasonable ofbasis ~~this~~for ~~uncertainty~~my opinion.

~~/s/Weld~~In ~~Asia~~my ~~Associates~~opinion, ~~WELD~~based ~~ASIA~~on ~~ASSOCIATES~~my audit, these consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as of June 30, 2018 and the changes in consolidated stockholders’ deficiency and the results of its consolidated operations and its consolidated cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

~~Date: 21~~The ~~September~~accompanying ~~2017~~consolidated financial statements have been prepared using accounting principles generally accepted in the United States of America assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has incurred operating losses since inception and has insufficient cash on hand to fund the operation for the ensuing year, which raises substantial doubt about its ability to continue as a going concern. Management’s plans in regard to their planned financing and other matters are also described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Kuala Lumpur, Malaysia

Vancouver, Canada		/s/ K. R. Margetson Ltd
October 12, 2018		Chartered Professional Accountant

10 Table of Contents

WINCASH APOLO GOLD & ENERGY, INC.

BANNY COSMIC INTERNATIONAL HOLDINGS, INC. (Formerly “WINCASH APOLO GOLD & ENERGY, INC.”)
Consolidated Balance Sheet
Stated in US dollars
As at June 30, 2018

ASSETS
Current
Cash	$	2,502
		2,502
Long-term
Intangible Asset (Notes 5 and 6)		20,000
Total Assets	$	22,502

LIABILITIES
Current
Trades and other payables	$	12,628
Due to related parties (Note 8)		75,720
Total Liabilities		88,348

STOCKHOLDERS' DEFICIENCY
Capital Stock
Authorized
1,000,000,000 common stock, voting, par value $0.001 each
100,000,000 preferred stock, non-voting, par value $0.001 each
Issued
141137,387 shares of common stock (Note 7)		141,137
Additional paid in capital		16,115,188
Accumulated deficit		(16,327,053	)
Accumulated other comprehensive income		4,882
Total Stockholders' Deficiency		(65,846	)
Total Liabilities and Stockholders' Deficiency	$	22,502

Going Concern (Note 2) Subsequent event (Note 10)

The accompanying notes are an integral part of these consolidated financial statements

~~BALANCE SHEETS~~11 Table of Contents

AS OF JUNE 30, 2017 AND 2016

BANNY COSMIC INTERNATIONAL HOLDINGS, INC. (Formerly “WINCASH APOLO GOLD & ENERGY, INC.”)
Consolidated Statement of Operations and Comprehensive Loss
Stated in US dollars
For the year ended June 30, 2018

Expenses
Consulting fees	$	111,474
Filing fees		20,328
General & administration		2,306
Professional fees		57,284
Net loss and comprehensive loss	$	(191,392	)

Basic and diluted loss per share	$	(0.00	)

Weighted average number of shares outstanding		96,247,627

The accompanying notes are an integral part of these consolidated financial statements

~~(Currency expressed~~12 inTable ~~United States Dollars (“US$”), except for number~~ of ~~shares)~~Contents

	As of June 30,
	2017			2016
ASSETS
Current assets
Cash and cash equivalents	$	9,630		$	8,993
Prepayments		11,109			2,914
TOTAL ASSETS	$	20,739		$	11,907
LIABILITIES & STOCKHOLDERS’ DEFICIT
Current liabilities
Other payables and accrued liabilities	$	47,567		$	43,067
Amount due to a director		126,800			44,300
Total liabilities		174,367			87,367
Commitments and contingencies
Stockholders’ deficit
Preferred stock, $0.001 par value; 25,000,000 shares authorized; None issued and outstanding		-			-
Common stock, $0.001 par value; 300,000,000 shares authorized; 22,072,118 and 21,872,118 shares issued and outstanding as of June 30, 2017 and 2016, respectively		22,072			21,872
Additional paid-in capital		15,955,079			15,939,279
Deferred compensation		-			(6,667	)
Stock payable		-			16,000
Accumulated other comprehensive income		4,882			4,882
Accumulated deficit		(16,135,661	)		(16,050,826	)
Total stockholders’ deficit		(153,628	)		(75,460	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	20,739		$	11,907

BANNY COSMIC INTERNATIONAL HOLDINGS, INC.

(Formerly “WINCASH APOLO GOLD & ENERGY, INC.”)

Consolidated Statement of Changes in Stockholders’ Deficiency

Stated in US dollars

For the Year Ended June 30, 2018

See accompanying notes to the financial statements.

		Common Stock				Additional Paid in Capital			Accumulated Other Comprehensive Income		Accumulated Deficit			Total Stockholders’ Deficiency
		Shares		Amount
Balance, June 30, 2017			22,072,118	$	22,072	$	15,955,079		$	4,882	$	(16,135,661	)	$	(153,628	)
Common stock issued															-
	-for debt		4,065,269		4,065		155,109			-		-			159,174
	-for cash		20,000,000		20,000		80,000			-		-			100,000
	-for capital stock of Gain First Group Corporation		20,000,000		20,000		(10,000	)		-		-			10,000
	-for exclusive agreement with De Lasselle Ltd.		75,000,000		75,000		(65,000	)		-		-			10,000
Net loss and comprehensive loss for the year			-		-		-			-		(191,392	)		(191,392	)

Balance, June 30, 2018			141,137,387	$	141,137	$	16,115,188		$	4,882	$	(16,327,053	)	$	(65,846	)

11The accompanying notes are an integral part of these consolidated financial statements

~~WINCASH APOLO~~13 ~~GOLD~~Table &of ~~ENERGY, INC.~~Contents

~~STATEMENTS OF~~ BANNY ~~OPERATIONS~~COSMIC ~~AND~~INTERNATIONAL ~~COMPREHENSIVE~~HOLDINGS, ~~LOSS~~INC. (Formerly “WINCASH APOLO GOLD & ENERGY, INC.”) Consolidated Statement of Cash Flows Stated in US dollars For the year ended June 30, 2018 Operating activities Net loss for the year $ (191,392 ) Changes in non-cash working capital: Prepaid expenses 11,109 Trade and other payables (2,565 ) Due to related parties 75,720 Net cash used in operating activities (107,128 ) Financing activities Common stock issued for cash 100,000 Net cash provided by financing activities 100,000 Net cash decrease for the year (7,128 ) Cash, beginning of the year 9,630 Cash, end of the year $ 2,502 Supplemental cash flow information Income taxes paid $ - Interest paid $ - Common stock issued for debt $ 159,174 Common stock issued for intangible assets $ 10,000

~~FOR THE~~The ~~YEARS~~accompanying ~~ENDED~~notes ~~JUNE~~are ~~30,~~an ~~2017~~integral ~~AND~~part ~~2016~~of these consolidated financial statements

~~(Currency expressed~~14 inTable ~~United States Dollars (“US$”), except for number~~ of ~~shares)~~Contents

	For the years ended June 30,
	2017			2016
Revenues	$	-		$	-
Operating expenses
Stock based compensation		6,667			559,333
General and administrative expenses		78,168			55,172
Total operating expenses		84,835			614,505
Loss before income tax		(84,835	)		(614,505	)
Income tax expense		-			-
Net loss and comprehensive loss	$	(84,835	)	$	(614,505	)
Net loss per share – Basic and diluted	$	(0.00	)	$	(0.03	)
Weighted average common stock outstanding – Basic and diluted		22,053,488			21,872,118

BANNY COSMIC INTERNATIONAL HOLDINGS, INC.

~~See accompanying~~(Formerly ~~notes~~“WINCASH toAPOLO ~~the~~GOLD ~~financial~~& ~~statements~~ENERGY, INC.”)

12NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~WINCASH APOLO~~FOR ~~GOLD~~THE &YEAR ~~ENERGY~~ENDED JUNE 30, ~~INC.~~2018

~~STATEMENTS OF~~(Expressed ~~CASH~~in ~~FLOWS~~United States Dollars)

~~FOR THE~~1. ~~YEARS~~ORGANIZATION ~~ENDED~~AND ~~JUNE~~DESCRIPTION ~~30,~~OF ~~2017 AND 2016~~BUSINESS

~~(Currency expressed~~Banny inCosmic ~~United~~International ~~States~~Holdings, ~~Dollars~~Inc., formerly “Wincash Apolo Gold & Energy, Inc., (“~~US$~~the Company”)) was incorporated in March of 1997 under the laws of the State of Nevada primarily for the purpose of acquiring and developing mineral properties.

	For the years ended June 30,
	2017			2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(84,835	)	$	(614,505	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation		6,667			559,333
Changes in operating assets and liabilities
Prepayments		(8,195	)		(2,914	)
Other payables and accrued liabilities		4,500			18,376
Net cash used in operating activities		(81,863	)		(39,710	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Amount due to a director		82,500			34,300
Net cash provided by financing activities		82,500			34,300
NET CHANGE IN CASH AND CASH EQUIVALENTS		637			(5,410	)
Cash and cash equivalents, beginning of year		8,993			14,403
Cash and cash equivalents, end of year	$	9,630		$	8,993
SUPPLEMENTAL CASH FLOWS INFORMATION
Income taxes paid	$	-		$	-
Interest paid	$	-		$	-

On October 12, 2017, the Company acquired Gain First Group Corporation (“Gain First”), a corporation formed under the laws of the British Virgin Islands. Gain First has signed a sole agency agreement with De Lassalle Ltd., a wine producer located in France, to distribute De Lassalle’s wine products in Greater China region. On December 12, 2017, Gain First signed another sole agency with De Lassalle to distribute De Lassalle’s wine products in South East Asia. With the acquisition of Gain First, the Company will no longer pursue investment in the mineral exploration and energy related sectors.

~~See accompanying~~On ~~notes~~April 3, 2018, the Company entered into a share exchange agreement with Banny International Trading Co., Ltd., a Macau company. Under the terms of that share exchange agreement, the Company exchanged 36,500,000 shares of its common stock and an option to purchase an additional 36,500,000 shares of its common stock in exchange for the brand name “Banny Choice” and the right to use Banny’s sale and distribution network for the sale of wine under the Banny Choice name in Asia and other parts of the world. This agreement was subsequently cancelled on September 10, 2018. All shares and options related to this agreement were cancelled and the cancellation of this transaction has been retroactively applied to these consolidated financial statements.

132. GOING CONCERN UNCERTAINTIES

~~WINCASH APOLO~~These ~~GOLD~~consolidated &financial ~~ENERGY,~~statements ~~INC~~have been prepared assuming that the Company will continue as a going concern which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future.

~~STATEMENTS OF~~As ~~STOCKHOLDERS~~of June 30, 2018, the Company has incurred accumulated deficits of $16,327,053. The Company’s ~~EQUITY~~ability to continue as a going concern is dependent upon the continuing financial support from its stockholders or external financing. Management believes the existing stockholders will provide the additional cash to meet with the Company’s obligations as they become due. However, there can be no assurance that the Company will be able to obtain sufficient funds to meet its obligations.

~~FOR THE~~These ~~YEARS~~factors ~~ENDED~~raise ~~JUNE~~substantial ~~30,~~doubt ~~2017~~about ~~AND~~the ~~2016~~Company’s ability to continue as a going concern. These financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

~~(Currency expressed~~3. inSUMMARY ~~United~~OF ~~States~~SIGNIFICANT ~~Dollars~~ACCOUNTING ~~(“US$”), except for number of shares)~~POLICIES

	Common Stock				Additional								Accumulated other					Total
	Number of				paid-in		Deferred			Stock			comprehensive		Accumulated			stockholders’
	shares		Amount		capital		compensation			payable			income		deficit			equity
Balance as of July 1, 2015		21,872,118		21,872		15,939,279		(550,000	)		-			4,882		(15,436,321	)		(20,288	)
200,000 shares of stock payable for stock based compensation at $0.08 per share		-		-		-		(16,000	)		16,000			-		-			-
Amortization of deferred compensation		-		-		-		559,333			-			-		-			559,333
Net loss		-		-		-		-			-			-		(614,505	)		(614,505	)
Balance as of June 30, 2016		21,872,118	$	21,872	$	15,939,279	$	(6,667	)	$	16,000		$	4,882	$	(16,050,826	)	$	(75,460	)
Shares issued		200,000		200		15,800		-			(16,000	)		-		-			-
Amortization of deferred compensation		-		-		-		6,667			-			-		-			6,667
Net loss		-		-		-		-			-			-		(84,835	)		(84,835	)
Balance as of June 30, 2017		22,072,118	$	22,072	$	15,955,079	$	-		$	-		$	4,882	$	(16,135,661	)	$	(153,628	)

Basis of Presentation

~~See accompanying~~The ~~notes~~Company’s toconsolidated financial statements included herein are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. These consolidated financial statements include the financial statements of its wholly owned subsidiary, Gain First. All inter-company balances and transactions have been eliminated.

14Cash

~~WINCASH APOLO~~For ~~GOLD~~purposes &of ~~ENERGY~~the consolidated statement of cash flows, ~~INC~~management considers liquid investments with an original maturity of three months or less to be cash equivalents.

~~NOTES TO~~15 ~~FINANCIAL~~Table ~~STATEMENTS~~of Contents

~~FOR THE~~BANNY ~~YEARS~~COSMIC ~~ENDED~~INTERNATIONAL ~~JUNE 30~~HOLDINGS, ~~2017 AND 2016~~INC.

(~~Currency expressed~~Formerly in“WINCASH ~~United~~APOLO ~~States~~GOLD ~~Dollars~~& ~~(“US$”)~~ENERGY, ~~except for number of shares~~INC.”)

~~1. ORGANIZATION~~NOTES ~~AND~~TO ~~DESCRIPTION~~CONSOLIDATED OFFINANCIAL ~~BUSINESS~~STATEMENTS

~~Wincash Apolo~~FOR ~~Gold~~THE &YEAR ~~Energy,~~ENDED ~~Inc.~~JUNE ~~(“the~~30, ~~Company”)~~2018 ~~was incorporated in March of 1997 under the laws of the State of Nevada primarily for the purpose of acquiring and developing mineral properties.~~

~~On September~~(Expressed ~~17, 2014, the Company terminated the Asset Sale & Purchase Agreements with Mr. Tang and Mr. Hu for the acquisition of 24% and 29% equity interest and assets~~ in ~~Everenergy,~~United ~~respectively~~States due to neither Mr. Tang, Mr. Hu or Everenergy had complied various terms and conditions of the Asset Sale & Purchase Agreement. On the same day, the Board of Directors approved the cancellation of the total 19,000,000 shares of restricted common stock at the current market value of $0.12 per share. On October 21, 2014, 11,000,000 shares were returned and effectively cancelled and the Company continues to pursue the return and cancellation of the remaining 8,000,000 shares. For the year ended June 30, 2015, the Company could not recover the $1,000,000 cash payment and a total investment loss of $6,670,000 was resulted.Dollars)

~~On February 13, 2015, the Company disposed its 100% equity interest in Apolo Gold Direct Limited (formerly known as Apolo Gold & Energy Asia Limited) to Mr~~3. ~~Tommy~~SUMMARY ~~Tsap,~~OF ~~the~~SIGNIFICANT ~~Chief~~ACCOUNTING ~~Executive~~POLICIES ~~Officer~~ (~~“CEO”~~CONT.) and director of the Company, Mr. Tsap Wai Ping, the brother of the CEO and China Yi Gao Gold Trader Co., Limited, a company incorporated in Hong Kong, for a consideration of $100. For the year ended June, 30, 2015, there was no gain or loss recognized on the disposal of a subsidiary.

~~On June~~Use ~~18, 2015, the Company filed an Amendment to its Articles~~ of ~~Incorporation with the Nevada Secretary of State to change its name from Apolo Gold & Energy, Inc. to Wincash Apolo Gold & Energy, Inc.~~Estimates

The ~~Company~~ ~~will~~preparation ~~continue~~of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to ~~anticipate~~make ~~potential~~estimates ~~mineral~~and ~~property~~assumptions ~~exploration~~that affect the reported amounts of assets and ~~other~~liabilities ~~energy~~and ~~related~~disclosures ~~investments~~of contingent assets and liabilities at the date of consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. AsSuch estimates include the value of ~~June~~sales 30and marketing rights acquired through share transactions and the valuation allowance against deferred tax assets. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the consolidated financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, ~~2017,~~ which is typically in the ~~Company~~period ~~does~~when ~~not~~new ~~hold~~information ~~any~~becomes ~~mineral~~available ~~property~~to ~~exploration~~management. ~~claims~~Actual results could differ from those estimates.

~~2. GOING~~Comprehensive ~~CONCERN~~Income ~~UNCERTAINTIES~~(loss)

The ~~accompanying~~ Company adopted FASB ASC 220, “Reporting Comprehensive Income”, which establishes standards for the reporting and display of comprehensive income and its components in the consolidated financial statements. ~~have~~Comprehensive ~~been~~income ~~prepared~~consists ~~assuming~~of net income and other gains and losses affecting stockholders’ equity that ~~the~~are ~~Company~~excluded ~~will~~from ~~continue~~net income, such as aunrealized ~~going~~gains ~~concern~~and losses on investments available for sale, ~~which~~foreign ~~contemplates the~~currency ~~realization~~translation ofgains ~~assets~~and losses and ~~the~~minimum ~~discharge~~pension ofliability. ~~liabilities~~Since ininception, the ~~normal~~Company’s ~~course~~other ofcomprehensive ~~business~~income ~~for~~(loss) ~~the~~represents ~~foreseeable~~foreign ~~future~~currency translation adjustments.

~~As of~~Basic ~~June 30, 2017, the Company suffered the accumulated deficits of $16,135,661 from current~~ and ~~prior~~Diluted ~~years~~Loss ~~and~~per ~~suffered~~Common from a working capital deficit of $153,628. The continuation of the Company as a going concern is dependent upon the continuing financial support from its stockholders or external financing. Management believes the existing stockholders will provide the additional cash to meet with the Company’s obligations as they become due. However, there can be no assurance that the Company will be able to obtain sufficient funds to meet its obligations.Stock

~~These factors~~FASB ~~raise~~ASC ~~substantial~~260 ~~doubt~~requires ~~about~~dual ~~the~~presentation ~~Company’s~~of ~~ability~~basic toand ~~continue~~diluted asearnings aper ~~going~~share ~~concern.~~(EPS) ~~These~~with ~~financial~~a ~~statements~~reconciliation ~~do not~~of ~~include~~the ~~any~~numerator ~~adjustments~~and todenominator ~~reflect~~of the ~~possible~~EPS ~~future~~computations. ~~effects~~Basic earnings per share amounts are based on the ~~recoverability~~weighted ~~and~~average ~~classification~~shares of ~~assets~~common orstock ~~the~~outstanding. ~~amounts and~~If ~~classification~~applicable, ofdiluted ~~liabilities~~earnings ~~that~~per ~~may~~stock ~~result~~would inassume the ~~Company~~conversion, ~~not~~exercise ~~being~~or ~~able~~issuance toof ~~continue~~all potential common stock instruments such as options, warrants and convertible securities, unless the effect is to reduce a ~~going~~loss ~~concern~~or increase earnings per share. Diluted net income (loss) per common stock on the potential exercise of the equity-based financial instruments is not presented where anti-dilutive.

15Financial Instruments

~~WINCASH APOLO~~Fair ~~GOLD & ENERGY, INC.~~Value

~~NOTES TO~~The ~~FINANCIAL~~guidance ~~STATEMENTS~~for fair value measurements establishes the authoritative definition of fair value, sets out a framework for measuring fair value and outlines the required disclosures regarding fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date.

~~FOR THE~~The ~~YEARS~~Company ~~ENDED~~uses ~~JUNE~~a ~~30,~~three-tier ~~2017~~fair ~~AND~~value ~~2016~~hierarchy based upon observable and non-observable inputs as follows:

~~(Currency expressed~~· Level 1 – observable inputs such as quoted prices in ~~United~~active ~~States~~markets; ~~Dollars~~· ~~(“US$”)~~Level 2 – inputs, ~~except~~other ~~for~~than ~~number~~the ofquoted ~~shares)~~prices in active markets, that are observable either directly or indirectly; and · Level 3 – unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

~~3. SUMMARY~~Cash OFis ~~SIGNIFICANT~~measured ~~ACCOUNTING~~using ~~POLICIES~~level 1 inputs.

~~Basis~~ 16 Table of ~~presentation~~Contents

~~The accompanying~~BANNY ~~financial~~COSMIC ~~statements~~INTERNATIONAL ~~are~~HOLDINGS, ~~prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”)~~INC.

~~Use of~~(Formerly ~~estimates~~“WINCASH APOLO GOLD & ENERGY, INC.”)

~~Management uses~~NOTES ~~estimates~~TO ~~and~~CONSOLIDATED ~~assumptions~~FINANCIAL in preparing these financial statements in accordance with US GAAP. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities in the balance sheet, and the reported revenue and expenses during the periods reported. Actual results may differ from these estimates.STATEMENTS

~~Cash and~~FOR ~~cash~~THE ~~equivalents~~YEAR ENDED JUNE 30, 2018

~~Cash and~~(Expressed ~~cash~~in ~~equivalents~~United ~~are~~States carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.Dollars)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT.)

~~Stock-based compensation~~Assets and Liabilities that are measured at Fair Value on a Recurring Basis

The ~~Company~~ ~~adopts~~fair ~~FASB~~value ~~Accounting~~hierarchy ~~Standards~~requires ~~Codification~~the ~~Topic~~use ~~718,~~of ~~Compensation~~observable –market ~~Stock~~data ~~Compensation~~when ~~(“ASC Topic 718”) using the fair value method~~available. ~~Under~~In ~~ASC~~instances ~~Topic~~in ~~718,~~which the ~~stock-based~~inputs ~~compensation~~used isto ~~measured~~measure ~~using~~fair ~~the~~value ~~Black-Scholes Option-Pricing~~fall ~~model~~into ondifferent ~~the~~levels ~~date~~ of ~~grant under~~ the ~~modified~~fair ~~prospective~~value ~~method.~~hierarchy, ~~The~~the fair value ofmeasurement ~~stock-based~~has ~~compensation~~been ~~that are~~determined ~~expected~~based toon ~~vest~~the ~~are~~lowest ~~recognized~~level ~~using~~input ~~the~~that ~~straight-line~~is ~~method~~significant ~~over~~to the ~~requisite~~fair ~~service~~value ~~period~~measurement in its entirety.

~~Income taxes~~The Company’s assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability.

~~Income taxes~~The ~~are~~fair ~~determined~~value ~~in accordance with the provisions~~ of ~~ASC Topic 740, “Income Taxes” (“ASC Topic 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the~~ financial ~~statement~~instruments ~~carrying~~consisting ~~amounts~~ of ~~existing~~cash, ~~assets~~trade and ~~liabilities~~other ~~and~~payables, ~~their respective tax basis. Deferred tax assets~~ and ~~liabilities~~due ~~are measured using enacted income tax rates expected~~ to ~~apply~~related toparties ~~taxable~~were ~~income~~estimated ~~in the periods in which those temporary differences are expected~~ to beapproximate ~~recovered~~their orcarrying ~~settled.~~values ~~Any~~based ~~effect~~ on ~~deferred~~the ~~tax~~short-term ~~assets~~maturity ~~and liabilities~~ of athese ~~change in tax rates is recognized in income in the period that includes the enactment date~~instruments.

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 has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.Risks

16Financial instruments that potentially subject the Company to credit risk consist principally of cash.

~~WINCASH APOLO~~Management ~~GOLD~~does &not ~~ENERGY~~believe the Company is exposed to significant credit risk. Management, ~~INC~~as well, does not believe the Company is exposed to significant interest rate risks during the periods presented in these consolidated financial statements as the Company does not hold any interest-bearing financial instruments.

~~NOTES TO~~Fair ~~FINANCIAL~~Value ~~STATEMENTS~~Measurements

~~FOR THE~~The ~~YEARS~~Company ~~ENDED~~follows ~~JUNE~~FASB 30ASC 820, ~~2017~~Fair ~~AND~~Value ~~2016~~Measurements and Disclosures, for all financial instruments and non-financial instruments accounted for at fair value on a recurring basis. This accounting standard establishes a single definition of fair value and a framework for measuring fair value, sets out a fair value hierarchy to be used to classify the source of information used in fair value measurement and expands disclosures about fair value measurements required under other accounting pronouncements. It does not change existing guidance as to whether or not an instrument is carried at fair value. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

~~(Currency expressed~~When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in ~~United~~which ~~States~~the ~~Dollars~~Company ~~(“US$”)~~would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, ~~except~~such ~~for~~as ~~number~~inherent ofrisk, ~~shares)~~transfer restrictions and credit risk.

~~Net loss~~The ~~per~~Company ~~share~~has adopted FASB ASC 825, Financial Instruments, which allows companies to choose to measure eligible financial instruments and certain other items at fair value that are not required to be measured at fair value. The Company has not elected the fair value option for any eligible financial instruments.

~~The Company~~17 ~~calculates~~Table ~~net loss per share in accordance with ASC Topic 260, “Earnings per Share.” Basic loss per share is computed by dividing the net loss by the weighted average number~~ of common shares outstanding during the period. Diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.Contents

~~Related parties~~BANNY COSMIC INTERNATIONAL HOLDINGS, INC.

~~Parties, which~~(Formerly ~~can~~“WINCASH beAPOLO aGOLD ~~corporation~~& ~~or individual~~ENERGY, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisionsINC. ~~Companies are also considered to be related if they are subject to common control or common significant influence.~~”)

~~Fair value~~NOTES ofTO ~~financial~~CONSOLIDATED ~~instruments~~FINANCIAL STATEMENTS

~~The carrying~~FOR ~~value~~THE ofYEAR ~~the~~ENDED ~~Company’s~~JUNE ~~financial instruments: cash and cash equivalents~~30, ~~other payables and accrued liabilities, and amount due to a director approximate at their fair values because of the short-term nature of these financial instruments.~~2018

~~The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures”~~ (~~“ASC 820-10”),~~Expressed ~~with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used~~ in ~~measuring~~United ~~fair~~States ~~value as follows:~~Dollars)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT.)

~~Level~~Income 1: Observable inputs such as quoted prices in active markets; Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.Taxes

~~Fair value~~The ~~estimates~~Company ~~are~~follows ~~made~~FASB atASC aTopic ~~specific~~740, ~~point~~“Income inTaxes” ~~time~~which ~~based~~requires onthe ~~relevant~~use ~~market~~of ~~information~~the ~~about~~asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the consolidated financial ~~instrument~~statements carrying amounts of existing assets and liabilities and loss carry forwards and their respective tax bases. ~~These estimates~~Deferred tax assets and liabilities are ~~subjective~~measured using enacted tax rates expected to apply to taxable income in ~~nature~~the year in which those temporary differences are expected to be recovered or settled. The tax consequences of most events recognized in the current year’s consolidated financial statements are included in determining income taxes currently payable. However, because tax laws and ~~involve~~financial ~~uncertainties~~accounting standards differ in their recognition and ~~matters~~measurement of ~~significant~~assets, ~~judgment~~liabilities, ~~and~~equity, ~~therefore~~revenues, ~~cannot~~expenses, begains ~~determined with~~and ~~precision.~~losses, ~~Changes~~differences inarise ~~assumptions~~between ~~could~~the ~~significantly~~amount ~~affect~~of taxable income and pre-tax financial income for a year and between the ~~estimates~~tax bases of assets or liabilities and their reported amounts in the consolidated financial statements.

~~Foreign currency~~Because ~~translation~~the Company assumes that the reported amounts of assets and liabilities will be recovered and settled, respectively, a difference between the tax basis of an asset or a liability and its reported amount in the balance sheet will result in a taxable or a deductible amount in some future years when the related liabilities are settled or the reported amounts of the assets are recovered, which gives rise to a deferred tax asset. The Company must then assess the likelihood that the deferred tax assets will be recovered from future taxable income and to the extent the Company believes that recovery is not likely, the Company must establish a valuation allowance.

~~Transactions denominated~~The Company has adopted FASB guidance on accounting for uncertainty in ~~currencies~~income ~~other~~taxes ~~than~~which provides a consolidated financial statement recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return. Under this guidance, the ~~functional~~Company ~~currency~~may ~~are~~recognize ~~translated~~the ~~into~~tax benefit from an uncertain tax position only if it is more likely than not that the ~~functional~~tax ~~currency~~position atwill be sustained on examination by the ~~exchange~~taxing ~~rates prevailing~~authorities, atbased on the ~~dates~~technical merits of the ~~transaction~~position. ~~Monetary~~The ~~assets~~tax ~~and~~benefits ~~liabilities~~recognized ~~denominated~~ in ~~currencies~~the ~~other~~consolidated ~~than~~financial ~~the~~statements ~~functional currency~~from ~~are~~such ~~translated~~a ~~into~~position ~~the~~should ~~functional~~be ~~currency~~measured ~~using~~based on the ~~applicable~~largest ~~exchange~~benefit ~~rates~~that athas ~~the~~a ~~balance~~greater ~~sheet~~than ~~dates~~50% likelihood of being realized upon ultimate settlement. The ~~resulting exchange~~guidance ~~differences~~also ~~are~~extends ~~recorded~~to inde-recognition ~~the~~of ~~statement~~income tax assets and liabilities, classification of ~~operations~~current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and income tax disclosures. As of February 28, 2018, the Company had no uncertain tax positions.

~~The reporting~~Foreign ~~currency~~Currency ~~of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$.~~Translation

17The functional and reporting currency of the Company and its subsidiary is the United States currency (“US dollars”).

~~WINCASH~~(i) ~~APOLO~~Foreign ~~GOLD~~currency ~~& ENERGY, INC.~~transactions

~~NOTES~~Transactions TOin ~~FINANCIAL~~foreign ~~STATEMENTS~~currencies are initially recorded by the Company and its subsidiary at their respective functional currency rates prevailing at the date of the transaction.

~~FOR~~Monetary ~~THE~~assets ~~YEARS~~and ~~ENDED~~liabilities ~~JUNE~~denominated ~~30,~~in ~~2017~~foreign ~~AND~~currencies ~~2016~~are translated at the functional currency spot rate of exchange at the reporting date. All differences are taken to the consolidated statement of operations.

~~(Currency~~Non-monetary ~~expressed~~items that are measured in ~~United~~terms ~~States~~of ~~Dollars (“US$”),~~historical ~~except~~cost ~~for~~in ~~number~~a foreign currency are translated using the exchange rates as at the dates of ~~shares)~~the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined.

~~Recent~~18 ~~accounting~~Table ~~pronouncements~~of Contents

~~FASB~~BANNY ~~issues~~COSMIC ~~various~~INTERNATIONAL ~~Accounting Standards Updates relating to the treatment and recording of certain accounting transactions. On June 10~~HOLDINGS, ~~2014, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No~~INC. 2014-10, Development Stage Entities (Topic 915) - Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which eliminates the concept of a development stage entity (DSE) entirely from current accounting guidance. The Company has elected adoption of this standard, which eliminates the designation of DSEs and the requirement to disclose results of operations and cash flows since inception.

~~The~~(Formerly ~~Company~~“WINCASH ~~has~~APOLO ~~reviewed~~GOLD ~~all~~& ~~recently issued~~ENERGY, ~~but~~ not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operationsINC.”)

4.NOTES ~~AMOUNT DUE~~ TO ACONSOLIDATED ~~DIRECTOR~~FINANCIAL STATEMENTS

AsFOR ofTHE ~~June~~YEAR ~~30,~~ENDED ~~2017~~JUNE ~~and 2016~~30, the director of the Company has advanced $126,800 and $44,300, respectively for the payment of administrative expenses. The amount is unsecured, bears no interest and is payable upon demand. Imputed interest is considered insignificant.2018

5.(Expressed ~~COMMON~~in ~~STOCK~~United States Dollars)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT.

On(ii) ~~September~~Foreign 17, 2014, the Board of Directors approved the cancellation of the total 19,000,000 shares of restricted common stocks issued for the acquisition of equity interest in Everenergy at a current market value of $0.12 per share. The 11,000,000 shares issued to Mr. Hu were effectively cancelled on October 21, 2014 and the Company continues to pursue the return and cancellation of the remaining 8,000,000 shares.operations

OnThe ~~February~~assets ~~12,~~and ~~2015,~~liabilities ~~the~~of ~~Company~~foreign ~~issued~~operations ~~700,000 shares~~are oftranslated ~~restricted~~to ~~common~~US ~~stock~~dollars at ~~$0.10~~exchange ~~per~~rates ~~share~~at tothe ~~settle~~reporting adate. ~~debt~~The ofincome ~~$70,000~~and ~~owed~~expenses toof ~~the~~foreign ~~Chief~~operations ~~Executive~~are ~~Officer~~translated ~~and~~into ~~director of~~US ~~the~~dollars ~~Company.~~at Asexchange ofrates ~~February~~at ~~12, 2015,~~ the ~~current~~dates ~~market~~of ~~value~~the ~~was $0~~transactions.~~10 per share.~~

OnForeign ~~June~~currency 4,adjustments ~~2015,~~are ~~the~~recognized ~~Company~~in ~~issued~~other ~~6,000,000 shares~~comprehensive ofincome ~~restricted~~(loss) ~~common stock at $0.10 per share for the rendering of business and strategic consulting services of $600,000~~ in ~~a service period of twelve months commencing from June 2015. For~~ the ~~years~~accumulated ~~ended~~other ~~June~~comprehensive ~~30,~~income ~~2016 and 2015, the Company amortized $550,000 and $50,000, respectively to the operations using the straight-line method~~(loss).

OnForeign ~~June~~exchange 9,gains ~~2015,~~or ~~the~~losses ~~Company~~arising ~~issued~~from ~~400~~a monetary item receivable from or payable to a foreign operation,~~000 shares~~ the settlement of ~~restricted~~which ~~common~~is ~~stock~~neither atplanned ~~$0.10~~nor ~~per~~likely ~~share~~to ~~for~~occur in the ~~rendering~~foreseeable offuture ~~administrative~~and ~~consulting~~which ~~services~~in ofsubstance ~~$40,000.~~is Asconsidered to form part of ~~June~~ 9,the ~~2015~~net investment in the foreign operation, are recognized in other comprehensive income in the ~~current~~cumulative ~~market~~amount ~~value~~of ~~was~~foreign ~~$0.10~~currency ~~per~~translation ~~share~~differences.

OnBusiness June 26, 2015, the Board of Directors of the Company approved to issue 340,000 shares of restricted common stock at $0.15 per share to settle a debt of $51,000 owed to the Chief Executive Officer and director of the Company. All 340,000 shares were issued subsequently on July 2, 2015. As of June 26, 2015, the current market value was $0.16 per share.Combination

18In determining whether the acquisition of a wholly owned subsidiary constitutes a business combination or an asset purchase, the Company used the guidance under FASB topic 805 Business Combinations and FASB Accounting Standards Update (ASU) No 2017-01. The update requires that an acquisition include inputs and a substantive process in order to be accounted for as a business purchase.

~~WINCASH~~Intangible ~~APOLO GOLD & ENERGY, INC.~~Assets

~~NOTES~~In TOrecording ~~FINANCIAL~~the ~~STATEMENTS~~value of intangible assets acquired, the Company uses the guideline under FASB topic 350-30 General Intangibles Other than Goodwill and topic 805-50-30-2 Acquisition of Assets Rather than a Business. That guidance determines that where consideration given is not in the form of cash, measurement is based on the fair value of the consideration given or the fair value of the assets acquired, whichever is more clearly evident, and, thus more reliably measurable.

~~FOR~~4. ~~THE~~RECENT ~~YEARS~~ACCOUNTING ~~ENDED JUNE 30, 2017 AND 2016~~PRONOUNCEMENTS

~~(Currency~~The ~~expressed~~Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in ~~United~~advance ~~States~~of ~~Dollars (“US$”)~~their effective date. The Company has reviewed all recently issued, ~~except~~but ~~for~~not ~~number~~yet effective, accounting pronouncements and does not believe the future adoption of ~~shares)~~any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

~~On December 1, 2015, the Board of Directors of the Company approved to issue 200,000 shares of restricted common stock at $0~~5.08 ~~per~~ASSET share for the rendering of consulting services of $16,000 in a service period of twelve months commencing from December 2015. In August 2016, all 200,000 shares were issued. For the year ended June 30, 2017, the Company amortized $6,667 to the operations using the straight-line method.ACQUSITION

~~There~~On ~~were~~October no12, ~~stock~~2007, ~~options~~the Company exchanged 20,000,000 ~~warrants~~shares orof ~~other potentially~~its ~~dilutive~~common ~~securities~~stock ~~outstanding~~for as100% atof ~~June~~the 30shares in the common stock of Gain First Group Corporation (“Gain First”) a corporation formed under the laws of the British Virgin Islands. As a result of that transaction, ~~2017~~Gain ~~and~~First ~~2016~~is now a wholly owned subsidiary of the Company. This acquisition resulted in a change of business direction for the Company.

AsGain First had no assets or liabilities other than an agreement to be the exclusive marketing and sales agent in China for a French winery – De Lassalle Ltd. The transaction was recorded as an asset purchase as it did not include the purchase of ~~June~~inputs 30and a substantive process. The fair value of the transaction of $10,000 ~~2017~~was based on the asset acquired, ~~there~~namely ~~were~~the 22agency agreement,~~072,118 shares~~ ofas ~~common~~its ~~stock~~value ~~issued~~was ~~and~~more ~~outstanding~~clearly evident than the consideration given.

6.19 ~~INCOME~~Table ~~TAX~~of Contents

~~For~~BANNY ~~the~~COSMIC ~~years~~INTERNATIONAL ~~ended June 30~~HOLDINGS, ~~2017 and 2016, the local (United States) and foreign components of loss before income taxes were comprised of the following:~~INC.

	For the years ended June 30,
	2017			2016
Tax jurisdictions from:
- Local	$	(84,835	)	$	(614,505	)
- Foreign		-			-
Loss before income tax	$	(84,835	)	$	(614,505	)

(Formerly “WINCASH APOLO GOLD & ENERGY, INC.”)

~~The~~NOTES ~~provision~~TO ~~for~~CONSOLIDATED ~~income~~FINANCIAL ~~taxes consisted of the following:~~STATEMENTS

		For the years ended June 30,
		2017		2016
Current:
- Local	$	-	$	-
- Foreign		-		-
Deferred:
- Local		-		-
- Foreign		-		-
	$	-	$	-

FOR THE YEAR ENDED JUNE 30, 2018

~~The~~(Expressed ~~Company is registered~~ in ~~the State of Nevada and is subject to the tax laws of the~~ United States of America. As of June 30, 2017, the operations in the United States of America incurred $16,135,661 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss carryforwards begin to expire in the year 2017 through 2036, if unutilized. The Company has provided for a full valuation allowance of $4,033,915 against the deferred tax assets on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future.Dollars)

196. INTANGIBLE ASSETS

~~WINCASH~~On ~~APOLO~~December ~~GOLD~~12, &2017, ~~ENERGY~~the Company issued 75,000,000 ~~INC~~shares of its common stock to De Lassalle Ltd. as consideration for Gain First to acquire an agency agreement for exclusive rights to distribute De Lassalle’s wine products in the South East Asia region. The exclusive agreement was valued at $10,000, the same value as the exclusive right acquired noted above in Note 5 Asset Acquisition.

~~NOTES~~No TOamortization ~~FINANCIAL~~has ~~STATEMENTS~~been recorded on these assets as yet. The Company is in the process of determining their useful life.

~~FOR~~7. ~~THE~~COMMON ~~YEARS ENDED JUNE 30, 2017 AND 2016~~STOCK

~~(Currency~~On ~~expressed~~July in27, ~~United~~2017, ~~States~~the ~~Dollars (“US~~Company issued 3,238,431common shares as settlement of $”)126,800 ~~except~~in ~~for~~advances ~~number~~made by the director of ~~shares)~~the Company.

~~Management~~On ~~believes~~July ~~that~~27, ~~it is more likely than not that the deferred tax assets will not be fully realizable in the future. Accordingly~~2017, the Company ~~provided~~issued ~~for~~826,838 acommon ~~full valuation~~shares ~~allowance~~as ~~against~~settlement ~~its deferred tax assets~~ of $432,~~033,915~~375 asin ofadvances ~~June~~made ~~30, 2017. During the year ended June 30, 2017, the valuation allowance increased~~ by ~~$21,209,~~a ~~primarily~~former ~~relating~~director toof ~~net operating loss carryforwards from~~ the ~~various tax regime~~Company.

7On October 12, 2017, the Company completed a private placement of $100,000 and issued 20,000,000 shares of its common stock at a price of $0.005 ~~RELATED~~per ~~PARTY~~share ~~TRANSACTIONS~~and used the proceeds to settle all outstanding liabilities with a former director.

~~For~~On ~~the~~October ~~years ended June 30~~12, ~~2017 and 2016~~2007, the Company ~~paid~~exchanged ~~$24~~20,000 ~~and $17~~,~~650,~~000 ~~respectively~~shares toof aits ~~company~~common ~~controlled~~stock byfor an50,000 ~~officer~~shares of the ~~Company~~common ~~for~~stock ~~accounting~~of ~~services~~Gain First.

On December 112, ~~2015~~2017, the Company ~~approved~~issued ~~to issue 100~~75,000,000 shares of ~~restricted~~its common stock atto ~~$0.08~~as ~~per~~consideration ~~share~~in tolieu ~~an officer~~ of ~~the~~a ~~Company.~~payment Inat ~~August~~a ~~2016,~~deemed ~~all~~value of $100,000 ~~shares were~~for ~~issued~~Gain First to ~~the~~acquire ~~officer.~~an ~~For~~agency ~~the~~agreement ~~year~~for ~~ended~~exclusive ~~June~~rights ~~30,~~to ~~2017,~~distribute ~~the~~De ~~Company~~Lassalle ~~amortized~~Ltd.’s ~~$3,333~~wine toproducts in the ~~operations~~South ~~using~~East ~~the~~Asia ~~straight-line method~~region.

~~The~~As ~~related~~of ~~party~~June ~~transactions~~30, ~~are~~2018, ~~generally transacted~~there inwere an141,137,387 ~~arm-length~~shares ~~basis~~of atcommon ~~the~~stock ~~current~~issued ~~market~~and ~~value~~outstanding inand ~~the~~no ~~normal~~options ~~course~~or ofwarrants ~~business~~issued and outstanding.

8. ~~COMMITMENTS~~RELATED ~~AND CONTINGENCIES~~PARTY TRANSACTIONS

AsCertain ofrelated party transactions for the year ended June 30, ~~2017~~2018 have been described in Note 8. Common Stock. In addition, a director advanced $75,720 to fund company expenses during the ~~Company~~period. ~~has~~The advances bear no ~~commitments~~ interest or ~~contingencies~~stated ~~involved~~terms of repayment and remain unpaid as at June 30, 2018.

9.20 ~~SUBSEQUENT~~Table ~~EVENTS~~of Contents

InBANNY ~~accordance~~COSMIC ~~with~~INTERNATIONAL ~~ASC Topic 855~~HOLDINGS, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred after June 30, 2017 up through the date the Company issued the audited financial statementsINC.

a)(Formerly On“WINCASH ~~July~~APOLO ~~27,~~GOLD ~~2017,~~& ~~the Company issued 1~~ENERGY,~~811,429 common~~ ~~shares as settlement of $126,800 in advances made by the director of the Company~~INC.”)

b)NOTES OnTO ~~July~~CONSOLIDATED ~~27,~~FINANCIAL ~~2017, the Company issued 462,495 common shares as settlement of $32,375 in advances made by the former director of the Company.~~STATEMENTS

20FOR THE YEAR ENDED JUNE 30, 2018

~~ITEM~~(Expressed 9.in ~~CHANGES~~United INStates ~~AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.~~Dollars)

9. INCOME TAX

~~None~~Potential benefits of income tax losses have not been recognized in these consolidated financial statements because the Corporation cannot be assured it is more likely-than-not it will utilize the net operating losses carried forward in future years.

~~ITEM~~Income ~~9A.~~tax ~~CONTROLS~~recovery ~~AND~~differs ~~PROCEDURES~~from that which would be expected by applying the effective rates to net loss as follows:

Disclosure Controls and Procedures

For the Year Ended June 30, 2018
	$
Net loss for the year		(191,392	)
Statutory and effective rates		21	%
Income tax recovery at effective rate		(40,192	)
Effect of change in tax rate on deferred taxes		645,426
Change in unrecognized deductible temporary differences		(605,234	)
Corporate income tax recovery recognized in the accounts		-

WeThe ~~carried~~Corporation ~~out~~has an$16,327,053 ~~evaluation~~ of ~~the~~loss ~~effectiveness of~~carry ~~our~~forwards ~~disclosure controls and procedures (as defined~~ in ~~Exchange~~the ~~Act~~United ~~Rules~~States ~~13a-15(e)~~that ~~and~~expires ~~15d-15(e))~~between ~~as of June 30,~~ 2017 ~~(the “Evaluation Date”). This evaluation was carried out under the supervision~~ and ~~with the participation of our Chief Executive Officer and Chief Financial Officer~~2038. ~~Based~~The ~~upon~~components ~~that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as~~ of the ~~Evaluation~~net ~~Date~~deferred astax aasset ~~result~~are ~~of the material weaknesses in internal control over financial reporting discussed~~ below.:

Disclosure controls and procedures are those controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are 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 in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

As at June 30, 2018
	$
Non-capital losses carried forward		16,327,053
Deferred tax asset value		3,428,681
Valuation allowance		(3,428,681	)
Deferred tax assets recognized		-

Notwithstanding the assessment that our internal control over financial reporting was not effective and that there were material weaknesses as identified in this report, we believe that our financial statements contained in our Annual Report on Form 10-K. ~~for~~SUBSEQUENT ~~the year ended June 30, 2017 fairly present our financial condition, results of operations and cash flows in all material respects.~~EVENT

~~Management’s~~On ~~Annual~~September ~~Report~~21, on2018, ~~Internal Control~~the ~~Over~~Company ~~Financial~~issued ~~Reporting~~36,000,000 in stock options. The options vest upon grant, have a 2 year term and an exercise price of $1 per share.

~~Our~~21 ~~management~~Table isof ~~responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, for the Company.~~Contents

~~Internal~~Item ~~control~~9. ~~over~~Changes ~~financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that,~~ in ~~reasonable detail, accurately~~ and ~~fairly reflect~~Disagreements ~~the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance~~ with ~~generally~~Accountants ~~accepted~~on ~~accounting~~Accounting ~~principles,~~ and ~~that~~Financial our receipts and expenditures are being made only in accordance with authorizations of its management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.Disclosure

~~Management~~There ~~recognizes~~were ~~that~~no ~~there~~disagreements ~~are~~related ~~inherent limitations~~to inaccounting ~~the~~principles ~~effectiveness~~or ~~of any system of internal control~~practices, ~~and accordingly, even effective internal control can provide only reasonable assurance with respect to~~ financial statement ~~preparation and may not prevent or detect material misstatements. In addition~~disclosure, ~~effective~~ internal ~~control~~controls ator aauditing ~~point~~scope ~~in time may become ineffective in future periods because of changes in conditions~~ or ~~due~~procedure toduring ~~deterioration in~~ the ~~degree~~two offiscal ~~compliance~~years ~~with our established policies~~ and ~~procedures~~interim periods.

21Item 9A. Controls and Procedures

ADisclosure ~~material~~Controls ~~weakness~~and is a significant deficiency, or combination of significant deficiencies, that results in there being a more than remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected.Procedures

~~Under~~We ~~the~~carried ~~supervision~~out ~~and~~an ~~with~~evaluation of the ~~participation~~ effectiveness of our ~~Chief~~disclosure ~~Executive~~controls ~~Officer~~ and ~~Chief~~procedures ~~Financial~~(as ~~Officer,~~defined ~~management~~in ~~conducted~~Exchange anAct ~~evaluation~~Rules of13a-15(e) ~~the~~and ~~effectiveness~~15d-15(e)) as of ~~our~~June ~~internal control over financial reporting~~30, as2018 of (the “Evaluation Date,”). ~~based~~This onevaluation ~~the~~was ~~framework~~carried ~~set~~out ~~forth~~under inthe ~~Internal~~supervision ~~Control-Integrated~~and ~~Framework issued~~with by the ~~Committee~~participation of ~~Sponsoring~~our ~~Organizations~~Chief ofExecutive ~~the~~Officer ~~Treadway~~and ~~Commission~~Chief ~~(COSO)~~Financial Officer. Based onupon ~~its~~that evaluation, ~~under~~our ~~this~~Chief ~~framework, management~~Executive Officer and Chief Financial Officer concluded that our ~~internal~~disclosure ~~control~~controls ~~over~~and ~~financial~~procedures ~~reporting~~were ~~was~~ not effective as of the Evaluation Date as a result of the material weaknesses in internal control over financial reporting discussed below.

~~Management~~Disclosure ~~assessed~~controls and procedures are those controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the ~~effectiveness~~Exchange ofAct are recorded, processed, summarized and reported within the ~~Company~~ time periods specified in the SEC’s ~~internal~~rules ~~control~~and ~~over~~forms. ~~financial~~Disclosure ~~reporting~~controls asand ofprocedures ~~Evaluation~~include, ~~Date~~without limitation, controls and ~~identified~~procedures designed to ensure that information required to be disclosed in our reports filed under the ~~following~~Exchange ~~material~~Act ~~weaknesses:~~is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

~~Inadequate~~Management’s ~~Segregation~~Annual ofReport ~~Duties:~~on ~~We have~~Internal anControl ~~inadequate~~Over ~~number~~Financial ~~of personnel to properly implement control procedures.~~Reporting

~~Insufficient~~Our ~~Written~~management ~~Policies~~is &responsible ~~Procedures: We~~for ~~have~~establishing ~~insufficient~~and ~~written~~maintaining ~~policies~~adequate ~~and~~internal ~~procedures~~control ~~for~~over ~~accounting~~financial reporting, as such term is defined in Rules 13a-15(f) and ~~financial~~15d-15(f) ~~reporting~~under the Exchange Act, for the Company.

~~Inadequate~~Internal ~~Financial~~control ~~Statement~~over ~~Closing~~financial ~~Process~~reporting includes those policies and procedures that: We ~~have~~(1) anpertain ~~inadequate~~to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial ~~statement~~statements ~~closing~~in ~~process~~accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of its management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

~~Lack~~Management ofrecognizes ~~Audit~~that ~~Committee:~~there ~~The~~are ~~lack~~inherent limitations in the effectiveness of a ~~functioning~~any ~~audit~~system ~~committee~~of internal control, and ~~lack~~accordingly, ofeven aeffective ~~majority~~internal ofcontrol ~~outside~~can ~~directors~~provide ononly ~~the~~reasonable ~~Company’s~~assurance ~~Board~~with ofrespect ~~Directors~~to financial statement preparation and may not prevent or detect material misstatements. In addition, ~~resulting~~ effective internal control at a point in time may become ineffective ~~oversight~~in future periods because of changes in ~~the~~conditions ~~establishment~~or ~~and~~due ~~monitoring~~to deterioration in the degree of ~~required~~compliance ~~internal~~with ~~controls~~our established policies and procedures.

~~Management~~22 isTable committed to improving its internal controls and will (1) continue to use third party specialists to address shortfalls in staffing and to assist the Company with accounting and finance responsibilities, (2) increase the frequency of independent reconciliations of significant accounts which will mitigate the lack of segregation of duties until there are sufficient personnel and (3) prepare and implement sufficient written policies and checklists for financial reporting and closing processes and (4) may consider appointing outside directors and audit committee members in the future.Contents

~~Management,~~A ~~including our Chief Executive Officer and the Chief Financial Officer, has discussed the~~ material weakness ~~noted~~is ~~above~~a ~~with~~significant ~~our~~deficiency, ~~independent~~or ~~registered~~combination ~~public~~of ~~accounting firm.~~significant ~~Due~~deficiencies, tothat ~~the~~results ~~nature~~in ~~of this material weakness,~~ there isbeing a more than remote likelihood that ~~misstatements~~a ~~which~~material ~~could~~misstatement beof ~~material to~~ the annual or interim financial statements ~~could~~will ~~occur that would~~ not be prevented or detected.

~~This~~Under ~~annual~~the ~~report~~supervision ~~does~~and ~~not~~with ~~include~~the anparticipation ~~attestation report~~ of our ~~registered~~Chief ~~public~~Executive ~~accounting~~Officer ~~firm~~and ~~regarding~~Chief Financial Officer, management conducted an evaluation of the effectiveness of our internal control over financial reporting., ~~Management’s~~as ~~report was~~of ~~not~~the ~~subject~~Evaluation toDate, ~~attestation~~based byon ~~our~~the ~~registered~~framework ~~public~~set ~~accounting~~forth ~~firm~~in ~~pursuant~~Internal toControl-Integrated ~~temporary~~Framework ~~rules~~issued by the Committee of Sponsoring Organizations of the ~~SEC~~Treadway ~~that~~Commission ~~permit~~(COSO). usBased ~~to provide~~on ~~only~~its evaluation under this framework, management’s ~~report~~concluded inthat ~~this~~our ~~annual~~internal ~~report~~control over financial reporting was not effective as of the Evaluation Date.

~~Changes~~Management inassessed the effectiveness of the Company’s internal control over financial reporting as of Evaluation Date and identified the following material weaknesses:

~~There~~Inadequate ~~were~~Segregation noof ~~changes~~Duties: inWe ~~our internal control over financial reporting that occurred during the last quarter ended June 30, 20175 that~~ have ~~materially~~an ~~affected,~~inadequate ornumber ~~that~~of ~~are reasonably~~personnel ~~likely~~ to ~~materially~~properly ~~affect,~~implement ~~our internal~~ control ~~over financial reporting~~procedures.

~~Limitations~~Insufficient onWritten ~~the~~Policies ~~effectiveness~~& ofProcedures: ~~controls~~ We have insufficient written policies and procedures for accounting and financial reporting.

~~Our~~Inadequate ~~management, including our Chief Executive Officer and the Chief~~ Financial ~~Officer,~~Statement doClosing ~~not~~Process: ~~expect~~We ~~that~~have ~~the~~an ~~controls~~inadequate ~~and~~financial ~~procedures~~statement ~~will~~closing ~~prevent all potential errors or fraud~~process. ~~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.~~

22Lack of Audit Committee: The lack of a functioning audit committee and lack of a majority of outside directors on the Company’s Board of Directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures.

~~PART~~Management ~~III~~is committed to improving its internal controls and will (1) continue to use third party specialists to address shortfalls in staffing and to assist the Company with accounting and finance responsibilities, (2) increase the frequency of independent reconciliations of significant accounts which will mitigate the lack of segregation of duties until there are sufficient personnel and (3) prepare and implement sufficient written policies and checklists for financial reporting and closing processes and (4) may consider appointing outside directors and audit committee members in the future.

~~ITEM~~Management, ~~10.~~including ~~DIRECTORS~~our Chief Executive Officer and the Chief Financial Officer, ~~EXECUTIVE~~has ~~OFFICERS~~discussed the material weakness noted above with our independent registered public accounting firm. Due to the nature of this material weakness, ~~PROMOTERS~~there ~~AND~~is ~~CONTROL~~a ~~PERSONS;~~more ~~COMPLIANCE~~than ~~WITH~~remote ~~SECTION~~likelihood ~~16(A)~~that OFmisstatements ~~THE~~which ~~EXCHANGE~~could ~~ACT~~be material to the annual or interim financial statements could occur that would not be prevented or detected.

~~(a)~~This ~~Directors~~annual ~~and~~report ~~Executive~~does ~~Officers~~not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the SEC that permit us to provide only management’s report in this annual report.

NAME	POSITION	Date of Position and Term of Office
Tommy Tsap	Director, President, Chief Executive Officer	December 1, 2015
Edward Low	Chief Financial Officer	December 1, 2015

Changes in internal control over financial reporting

~~Business~~There ~~Experience~~were no changes in our internal control over financial reporting that occurred during the last quarter ended June 30, 2018 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.

~~Tsap~~Limitations ~~Wai~~on ~~Ping~~the ~~(Tommy~~effectiveness ~~Tsap),~~of ~~President,~~controls ~~CEO, Secretary,~~and ~~Director~~procedures

~~Effective~~Our ~~December 1~~management, ~~2015,~~including ~~Mr.~~our ~~Tommy~~Chief ~~Tsap~~Executive ~~was~~Officer ~~appointed President~~ and the Chief ~~Executive~~Financial Officer, ~~and~~do ~~Mr.~~not ~~Edward~~expect ~~Low~~that ~~has~~the ~~been~~controls ~~appointed~~and ~~Chief~~procedures ~~Financial Officer~~will ofprevent ~~the~~all ~~Corporation.~~potential ~~They~~errors ~~replace~~or Mrfraud. ~~Robert~~A ~~Dinning~~control ~~who~~system, ~~submitted~~no ~~his~~matter ~~resignation~~how aswell ~~Director~~conceived and operated, ~~President~~can ~~and~~provide ~~CEO~~only reasonable, ~~CFO~~not absolute, ~~and~~ ~~Secretary~~assurance ~~effective~~that ~~November~~the ~~15,~~objectives ~~2013~~of the control system are met.

~~Tsap~~23 ~~Wai~~Table Ping (Tommy Tsap): President, Chief Executive Officer, Secretary, Director. Mr. Tsap is a securities and gold trading professional with extensive experience in the industry. He was the marketing director for HT Securities Ltd., a Hong Kong based broker dealer from August 1995 to July 2000. From July 2000 to September 2005 he was a director at Wintech Securities Ltd., a Hong Kong based brokerage firm specializing in Hong Kong listed stocks. From January 2006 until October 2008, he was the chief advisor at Legarleon International Ltd., a Hong Kong based gold trading firm. He was chief advisor from United Simsen Global Markets Ltd., a Hong Kong based brokerage firm from November 2008 until July 2009. He joined South China Bullion Limited, a gold and futures trading firm in July 2009 as Chief advisor and departed on March 2010. He was appointed as a director at Legarleon Precious Metals Limited from April 2010 and resigned on 27 August 2012. Mr. Tsap, is a citizen of ~~Hong Kong and is a licensed broker with a Series 7 Futures license and a Series 3 Securities license (USNFA). He is based in Hong Kong.~~Contents

~~Edward~~PART ~~Low, Chief Financial Officer~~III

MrItem 10. ~~Low~~Directors, ~~based~~Executive ~~in Vancouver~~Officers, ~~Canada,~~Promoters ~~has~~and ~~provided~~Control ~~accounting~~Persons; ~~services~~Compliance towith ~~public~~Section ~~companies~~16(A) ~~for the past 18 years. Currently, Mr. Low serves as CFO for a number~~ of ~~publicly traded companies listed in Canada and~~ the ~~United~~Exchange ~~States.~~Act

~~Committees:~~(a) ~~Meetings~~Directors ofand ~~the~~Executive ~~Board~~Officers

The Company does not have a separate Compensation Committee, Audit Committee or Nominating Committee. These functions are done by the Board of Directors meeting as a whole. The Company’s Board of Directors held both in person meetings during the fiscal year ended June 30,2017 and meetings by were conducted by telephone. All corporate actions by the Board of Directors were either consented to in writing by all Directors or were agreed to unanimously at a meeting where proper notice had been given and a quorum was present.

Name	Position	Date First Elected or Appointed

Liu Wenxin	Director, President, Chief Executive Officer	April 23, 2018

Chow Wing Fai	Director, Chief Financial Officer, Secretary	September 29, 2017

Chow Chloe	Director	April 30, 2018

23Business Experience

~~Audit~~Liu ~~Committee~~Wenxin - President, CEO, Director

~~The~~Ms. ~~board~~Liu ofwas ~~directors~~born ~~has~~in ~~not~~1968. ~~established an~~In ~~audit~~1992, ~~committee~~she graduated from Shenzhen University with a major in Business Management. ~~The~~After ~~functions~~graduation, ofshe ~~the~~worked ~~audit~~for ~~committee~~Siemens ~~are~~AG ~~currently~~from ~~performed~~1993 byto ~~the~~1994 ~~entire~~in ~~board~~China ofand ~~directors.~~was ~~The~~involved ~~Company is~~in ~~under~~business nomanagement. ~~legal~~In ~~obligation~~1995, toshe ~~establish~~started anher ~~audit~~own ~~committee~~business and ~~has~~formed ~~elected~~a ~~not~~company, toTall doGoods soTrading atCo., ~~this~~Ltd., ~~time~~involved soin asthe tocosmetics ~~avoid~~business. She worked at the ~~time and~~Company ~~expense~~until of2010. ~~identifying~~In ~~independent~~2010, ~~directors~~she ~~willing~~moved to ~~serve~~UK on(Scotland ~~the~~Glasgow) ~~audit~~with ~~committee.~~her ~~The~~husband ~~Company~~and ~~may~~started ~~establish~~a ancompany, ~~audit~~Chow’s ~~committee in~~Food ~~the~~& ~~future~~Beverage ifCo., ~~the~~Ltd. ~~board~~In ~~determines~~2017, itshe returned to beHong ~~advisable~~Kong orand weestablished ~~are~~a ~~otherwise~~trading ~~required~~company, toCosmic doEquity soGroup byLimited. ~~applicable~~Ms. ~~law,~~Liu ~~rule~~is orthe ~~regulation~~wife of Mr. Chow.

AsChow ~~the~~Wing ~~board~~Fai of- ~~directors~~Chief ~~does~~Financial ~~not have an audit committee~~Officer, ~~it therefore has no “audit committee financial expert” within the meaning of Item 401(e) of Regulation S-B. except its chief financial officer. In general~~Secretary, ~~an “audit committee financial expert” is an individual member of the audit committee who:~~Directors

●Mr. ~~understands~~Chow ~~generally~~is ~~accepted~~a ~~accounting~~businessman ~~principles~~and entrepreneur who has been involved with numerous ventures in both China/Hong Kong and ~~financial~~UK ~~statements~~over the past 20 years. In 1991, ●Mr. isChow ~~able~~attained a business administration degree from Coatbridge College in Glasgow, UK. Upon graduation, Mr. Chow was employed from August, 1991 to ~~assess~~June, 2001 at the ~~general~~Catering ~~application~~& ofBeverage ~~such~~Management ~~principles~~Institute inof ~~connection~~Coatbridge, ~~with~~starting ~~accounting~~as ~~for~~a ~~estimates,~~management ~~accruals~~trainee and ~~reserves~~eventually attaining the position as Senior Purchasing Manager. After leaving his employment at the institute, ●Mr. ~~has~~Chow ~~experience~~moved ~~preparing~~to Birmingham UK. From July 2001 to November 2011, ~~auditing~~Mr. Chow worked as an external consultant on the management team of the Catering & Beverage industry. In February 2012, ~~analyzing~~he orestablished ~~evaluating~~the ~~financial~~Catering ~~statements~~& ~~comparable~~Beverage toManagement Company Ltd. He currently serves as the ~~breadth~~company’s Chief Executive Officer and ~~complexity~~a Director. Mr. Chow travels to ~~our~~China ~~financial~~and ~~statements,~~Hong ●Kong ~~understands~~on ~~internal~~a ~~controls~~regular ~~over~~basis ~~financial~~and ~~reporting,~~has established a management team of Catering & Beverage agents throughout China and ●Hong ~~understands~~Kong. ~~audit~~Mr. ~~committee~~Chow ~~functions~~is the husband of Ms. Liu.

~~Board~~Chow ofChloe ~~Directors~~- ~~Independence~~Director

~~One~~Ms. ofChloe ~~the Company’s directors~~ is ~~“independent” within~~ the ~~meaning~~daughter of ~~definitions~~Liu ~~established~~Wenxin ~~by the Securities~~ and ~~Exchange~~Cho ~~Commission~~Wing orFai. ~~any~~Ms. ~~self-regulatory~~Chloe ~~organization.~~was ~~This director~~born ison ~~Tsap~~September ~~Wai~~23, ~~Ping~~1988 ~~(Tommy~~and ~~Tsap).~~she ~~The Company~~ is ~~not~~ currently ~~subject~~a tostudent ~~any~~at ~~law,~~the ~~rule~~University ~~or regulation requiring that all or any portion~~ of ~~its~~Glasgow ~~board~~in ofGlasgow, ~~directors include “independent” directors~~Scotland.

~~Director~~Committees: ~~Nominees~~Meetings of the Board

The Company does not have a ~~nominating~~separate ~~committee. The~~Compensation ~~board of directors~~Committee, ~~sitting~~Audit asCommittee aor ~~board,~~Nominating ~~selects those individuals to stand for election as members of our board~~Committee. ~~Since~~These ~~the board~~functions ofare ~~directors~~done ~~does~~by ~~not include a majority of independent directors,~~ the ~~decision~~Board of ~~the~~Directors ~~board~~meeting as toa ~~director nominees is made by persons who have an interest in the outcome of the determination~~whole. ~~The~~During board will consider candidates for directors proposed by security holders, although no formal procedures for submitting candidates have been adopted. Until otherwise determined, not less than 90 days prior to the ~~next~~fiscal ~~annual~~year ~~board~~ended ofJune ~~directors’ meeting at which the slate of board nominees is adopted~~30, ~~the board accepts written submissions that include the name~~2018, ~~address and telephone number of~~ the ~~proposed nominee, along with a brief statement of the candidate~~Company’s ~~qualifications~~Board ~~to serve as a director and a statement~~ of ~~why~~Directors ~~the~~held ~~shareholder~~both ~~submitting~~in ~~the name~~person ofmeetings ~~the~~and ~~proposed~~meetings ~~nominee believes~~ that ~~the~~were ~~nomination~~conducted ~~would~~by ~~be in the best interests of shareholders~~telephone. IfAll ~~the~~corporate ~~proposed~~actions ~~nominee is~~by ~~not~~ the ~~security~~Board ~~holder submitting the name~~ of ~~the~~Directors ~~candidate,~~were aeither ~~letter~~consented ~~from~~to ~~the~~in ~~candidate~~writing ~~agreeing~~by toall ~~the~~Directors ~~submission of his~~ or ~~her~~were ~~name~~agreed ~~for~~to ~~consideration~~unanimously ~~should be provided~~ at ~~the time of submission. The letter should be accompanied by~~ a ~~resume~~meeting ~~supporting the~~where ~~nominee’s~~proper ~~qualifications~~notice tohad ~~serve~~been ongiven ~~the~~and ~~board of directors, as well as~~ a ~~list~~quorum ofwas ~~references~~present.

24 Table of Contents

~~The~~Audit board identifies director nominees through a combination of referrals, including by management, existing board members and security holders, where warranted. Once a candidate has been identified the board reviews the individual’s experience and background, and may discuss the proposed nominee with the source of the recommendation. If the board believes it to be appropriate, board members may meet with the proposed nominee before making a final determination whether to include the proposed nominee as a member of management’s slate of director nominees submitted for shareholders for election to the board.Committee

~~Among~~The ~~the~~board ~~factors~~of ~~that~~directors ~~the~~has ~~board~~not ~~considers when~~established ~~evaluating~~an ~~proposed~~audit ~~nominees~~committee. ~~are~~The ~~their~~functions ~~experience~~of in the ~~information~~audit ~~technology~~committee ~~industry,~~are ~~knowledge~~currently ofperformed ~~and~~by ~~experience~~the ~~with and~~entire ~~knowledge~~board of ~~and~~directors. ~~experience~~The inCompany ~~business~~is ~~matters,~~under ~~finance,~~no ~~capital~~legal ~~markets~~obligation ~~and~~to ~~mergers~~establish an audit committee and ~~acquisitions.~~has ~~The~~elected ~~board~~not ~~may~~to ~~request additional~~do ~~information~~so ~~from~~at this time so as to avoid the ~~candidate~~time ~~prior~~and expense of identifying independent directors willing to ~~reaching~~serve aon ~~determination~~the audit committee. The ~~board~~Company ismay ~~under~~establish noan ~~obligation~~audit tocommittee ~~formally~~in ~~respond to~~the ~~all~~future ~~recommendations,~~if ~~although~~the asboard adetermines ~~matter~~it ofto ~~practice,~~be itadvisable ~~will~~or ~~endeavor~~we are otherwise required to do so by applicable law, rule or regulation.

~~Security~~As ~~Holder~~the ~~Communications~~board ~~with~~of ~~our Board~~directors does not have an audit committee, it therefore has no “audit committee financial expert” within the meaning of ~~Directors~~Item 401(e) of Regulation S-K. except its chief financial officer. In general, an “audit committee financial expert” is an individual member of the audit committee who:

~~The~~· ~~Company~~understands ~~provides~~generally anaccepted ~~informal~~accounting ~~process~~principles ~~for security~~and ~~holders~~financial tostatements, ~~send~~· ~~communications~~is able to ~~our~~assess ~~board~~the general application of ~~directors.~~such ~~Security~~principles ~~holders~~in ~~who~~connection ~~wish~~with toaccounting ~~contact~~for ~~the~~estimates, ~~board~~accruals ofand ~~directors or~~reserves, ~~any~~· ofhas ~~its~~experience ~~members~~preparing, ~~may~~auditing, doanalyzing soor byevaluating ~~writing~~financial statements comparable to ~~Wincash~~the ~~Apolo~~breadth ~~Gold~~and &complexity ~~Energy~~to ~~Inc.,~~our atfinancial ~~20/F~~statements, ~~EIB~~· ~~Centre,~~understands ~~40-44~~internal ~~Bonham~~controls ~~Strand,~~over ~~Sheung Wan~~financial reporting, ~~Hong~~and ~~Kong~~· understands audit committee functions.

~~Correspondence~~Board ~~directed~~of toDirectors ~~an individual board member is referred, unopened, to that member. Correspondence not directed to a particular board member is referred, unopened, to the President and CEO.~~Independence

~~Code~~The Company does not currently have any directors that are independent, however, the Company is not currently subject to any law, rule or regulation requiring that all or any portion of ~~Ethics~~its board of directors include “independent” directors.

~~Under~~Director the Sarbanes-Oxley Act of 2002 and the Securities and Exchange Commission’s related rules, the Company is required to disclose whether it has adopted a code of ethics that applies to the Company’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. The Company has adopted a code of ethics that applies to its chief executive officer, chief financial officer and other officers, legal counsel and to any person performing similar functions. The Company has made the code of ethics available and intends to provide disclosure of any amendments or waivers of the code within five business days after an amendment or waiver on the Company’s website wwww.apologold.com.Nominees

~~Compliance~~The Company does not have a nominating committee. The board of directors, sitting as a board, selects those individuals to stand for election as members of our board. Since the board of directors does not include a majority of independent directors, the decision of the board as to director nominees is made by persons who have an interest in the outcome of the determination. The board will consider candidates for directors proposed by security holders, although no formal procedures for submitting candidates have been adopted. Until otherwise determined, not less than 90 days prior to the next annual board of directors’ meeting at which the slate of board nominees is adopted, the board accepts written submissions that include the name, address and telephone number of the proposed nominee, along with ~~Section~~a ~~16(~~brief statement of the candidate’s qualifications to serve as a) director and a statement of ~~Securities Exchange~~why ~~Act~~the shareholder submitting the name of ~~1934~~the proposed nominee believes that the nomination would be in the best interests of shareholders. If the proposed nominee is not the security holder submitting the name of the candidate, a letter from the candidate agreeing to the submission of his or her name for consideration should be provided at the time of submission. The letter should be accompanied by a resume supporting the nominee’s qualifications to serve on the board of directors, as well as a list of references.

~~During~~25 ~~the~~Table ~~fiscal~~of ~~year ended June 30, 2017 our Directors and Officers have complied with all applicable Section 16(a) filing requirements.~~Contents

~~Family~~The ~~Relationships~~board identifies director nominees through a combination of referrals, including by management, existing board members and security holders, where warranted. Once a candidate has been identified the board reviews the individual’s experience and background, and may discuss the proposed nominee with the source of the recommendation. If the board believes it to be appropriate, board members may meet with the proposed nominee before making a final determination whether to include the proposed nominee as a member of management’s slate of director nominees submitted for shareholders for election to the board.

~~There~~Among isthe nofactors ~~family~~that ~~relationship~~the ~~between~~board ~~any Director~~considers when evaluating proposed nominees are their experience, ~~executive~~knowledge orof ~~person~~and ~~nominated~~experience orin ~~chosen~~business bymatters, finance, capital markets and mergers and acquisitions. The board may request additional information from the ~~Company~~candidate prior to ~~become~~reaching a ~~Director~~determination. orThe ~~executive~~board ~~officer~~is under no obligation to formally respond to all recommendations, although as a matter of practice, it will endeavor to do so.

~~ITEM~~Security ~~11.~~Holder ~~EXECUTIVE~~Communications ~~COMPENSATION~~with our Board of Directors

~~Furnish~~The ~~the~~Company ~~information~~provides ~~required~~an byinformal ~~Item 402~~process offor ~~Regulation~~security ~~S-K~~holders (§to ~~229.402~~send communications to our board of ~~this~~directors. ~~chapter)~~Security ~~and~~holders ~~paragraph~~who ~~(e)(4)~~wish ~~and~~to ~~(e)(5)~~contact the board of ~~Item~~directors ~~407~~or any of ~~Regulation~~its ~~S-K~~members may do so by writing to Banny Cosmic International Holdings, Inc.

~~The~~Correspondence ~~following~~directed ~~table~~to ~~shows~~an ~~for~~individual ~~the~~board ~~fiscal~~member ~~years ending~~is ~~June 30~~referred, ~~2017~~unopened, ~~and~~to ~~2016,~~that ~~the~~member. ~~compensation~~Correspondence ~~awarded~~not ordirected ~~paid by the Company~~ to ~~its~~a ~~Chief~~particular ~~Executive~~board ~~Officer.~~member Nois ~~executive~~referred, ~~officers of~~unopened, to the ~~Company~~President ~~had total salary~~ and ~~bonus exceeding $100,000 during such year~~CEO.

25Code of Ethics

~~Summary~~Under ~~Compensation~~the ~~Table~~Sarbanes-Oxley Act of 2002 and the Securities and Exchange Commission’s related rules, the Company is required to disclose whether it has adopted a code of ethics that applies to the Company’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. The Company has adopted a code of ethics that applies to its chief executive officer, chief financial officer and other officers, legal counsel and to any person performing similar functions. The Company has made the code of ethics available and intends to provide disclosure of any amendments or waivers of the code within five business days after an amendment or waiver on the Company’s website wwww.apologold.com.

Annual Compensation

Long Term Compensation

Name and Principle Position

Fiscal Year

Salary ($)

Other Compensation ($)

Stock Option Awards (#)

Value of Stock Option Awards ($)

All Other Compensation ($)

Tommy Tsap Wai Ping, CEO

2017

Nil

Edward Low, CFO

2017

24,000

Nil

Tommy Tsap Wai Ping, CEO

2016

Nil

Edward Low, CFO

2016

17,650

8,000

Nil

Compliance with Section 16(a) of Securities Exchange Act of 1934

~~Option~~During ~~Grants~~the infiscal ~~Fiscal~~year ~~Years~~ended ~~end~~ June 30, ~~2017~~ 2018 our Directors and ~~2016~~Officers ~~was~~have ~~$Nil~~complied with all applicable Section 16(a) filing requirements.

~~Compensation~~Family ~~of Directors~~Relationships

~~Standard~~Our ~~Arrangements:~~President ~~The~~and ~~members~~CEO, ofLiu ~~the~~Wenxin, ~~Company’s Board~~and ofour ~~Directors~~CFO ~~are~~and ~~reimbursed~~Secretary ~~for~~are ~~actual~~husband ~~expenses~~and ~~incurred in attending Board meetings~~wife.

~~Other~~26 ~~Arrangements:~~Table ~~There~~of ~~are no other arrangements.~~Contents

~~Employment~~Item ~~Contracts~~11. ~~and~~Executive ~~Termination of Employment, And Change-in-control Arrangements~~Compensation

~~The~~Furnish ~~Company’s~~the ~~CEO~~information ~~does~~required ~~not~~by ~~have~~Item ~~employment agreements.~~402 ~~The~~of ~~CFO~~Regulation ofS-K ~~the~~(§ ~~Company~~229.402 isof ~~contracted~~this ~~until~~chapter) ~~November~~and ~~30,~~paragraph ~~2016~~(e)(4) and ~~currently~~(e)(5) isof ~~employed~~Item on407 aof ~~month-to-month~~Regulation ~~basis~~S-K

~~Termination~~The offollowing ~~Employment~~table shows for the fiscal years ending June 30, 2018, and ~~Change~~2017, the compensation awarded or paid by the Company to its Chief Executive Officer. No executive officers of ~~Control~~ ~~Arrangement~~the Company had total salary and bonus exceeding $100,000 during such year.

~~There~~Summary isCompensation no compensatory plan or arrangement in excess of $100,000 with respect to any individual named above which results or will result from the resignation, retirement or any other termination of employment with the Company, or from a change in the control of the Company.Table

Compensation Discussion and Analysis

Annual Compensation

Long Term Compensation

Name and Principle Position

Fiscal

Year

Salary

($)

Other

Compensation

($)

Stock Option Awards

(#)

Value of Stock Option Awards

($)

All Other Compensation

($)

Liu Wenxin, CEO

2018

Nil

Chow Wing Fai, CFO

2018

Nil

Tommy Tsap Wai Ping, CEO

2018

Nil

75,000

Nil

2017

Nil

Edward Low, CFO

2017

24,000

Nil

~~The~~Option ~~following~~Grants ~~Compensation~~in ~~Discussion~~Fiscal ~~and~~Years ~~Analysis (CD&A)~~end ~~provides information on the compensation programs established for our “Named Executive Officers” during our fiscal year ended~~ June 30, ~~2017.~~2018 ~~All~~and ~~information~~2017 ~~provided~~was ~~herein should be read in conjunction with the tables provided below~~$Nil.

26Compensation of Directors

~~Our~~Standard ~~Board~~Arrangements: ofThe ~~Directors~~members isof ~~responsible for establishing, implementing and monitoring~~ the ~~policies~~Company’s ~~governing compensation for our executives. Currently our~~ Board ~~does not have a compensation committee. Our officers are members~~ of ~~our Board of~~ Directors ~~and~~ are ~~able~~reimbursed tofor ~~vote~~actual onexpenses ~~matters~~incurred ofin ~~compensation.~~attending ~~We are not currently under any legal obligation to establish a compensation committee and have elected not to do so at this time. In the future, we may establish a compensation committee if the~~ Board ~~determines it to be advisable or we are otherwise required to do so by applicable law, rule or regulation~~meetings. During the year ended June 30, 2017 our Board did not employ any outside consultants to assist in carrying out its responsibilities with respect to executive compensation, although we have access to general executive compensation information regarding both local and national industry compensation practices. In future periods we may participate in regional and national surveys that benchmark executive compensation by peer group factors such as company size, annual revenues, market capitalization and geographical location.

~~The~~Other ~~executive~~Arrangements: ~~employment~~There ~~market~~are inno ~~general is very competitive due to the number of companies with whom we compete to attract and retain executive and~~ other ~~staff with the requisite skills and experience to carry out our strategy and to maintain compliance with multiple Federal and State regulatory agencies~~arrangements. Many of these companies have significantly greater economic resources than our own. Our Board has recognized that our compensation packages must be able to attract and retain highly talented individuals that are committed to our goals and objectives, without at this time paying cash salaries that are competitive with some of our peers with greater economic resources. Our compensation structure is weighted towards equity compensation in the form of options to acquire common stock, which the Board believes motivates and encourages executives to pursue strategic opportunities while managing the risks involved in our current business stage, and aligns compensation incentives with value creation for our shareholders.

~~Components~~Employment Contracts and Termination of ~~Our~~Employment, ~~Executive~~And ~~Compensation Program~~Change-in-control Arrangements

~~Our~~The ~~executive compensation program incorporates components we believe are necessary in order for the~~ Company tohas ~~provide~~no aemployment ~~competitive compensation package relative to our peers and to provide an appropriate mix between short-term and long-term cash and non-cash compensation~~contracts. ~~Elements of our executive compensation are listed below:~~

●Termination ~~Base~~of ~~Salary~~Employment ~~● Stock Awards ● Other benefits available to all employees ● Items specific to our President~~ and ~~Chief~~Change ~~Executive~~of ~~Officer~~Control ~~per an employment agreement~~Arrangement

~~Base~~There ~~Salary:~~is Atno ~~present~~compensatory weplan door ~~not~~arrangement ~~have~~in aexcess ~~salary structure~~of ~~for~~$100,000 ~~employees~~with ~~and~~respect ~~executives~~to isany ~~based~~individual onnamed ~~skill~~above ~~set,~~which ~~knowledge~~results ~~and~~or ~~responsibilities.~~will ~~Base~~result ~~salaries~~from ~~may~~the beresignation, ~~established as~~retirement ~~necessary.~~or ~~During~~any ~~the~~other ~~year~~termination ~~ended~~of ~~June~~employment ~~30,~~with ~~2017~~the ~~none~~Company, ofor ~~our~~from ~~Named~~a ~~Executive~~change ~~Officers~~in ~~received~~the acontrol ~~salary~~of ~~increase~~the Company.

~~Stock~~Compensation ~~Awards:~~Discussion Aand portion of compensation paid to our executives is equity based. We believe equity compensation helps align the interests of our executives with the interests of our shareholders. In that regard, our executives’ compensation is subject to downside risk in the event that our common stock price decreases. In addition, we believe stock awards provide incentives to aid in the retention of key executives.Analysis

27The following Compensation Discussion and Analysis (CD&A) provides information on the compensation programs established for our “Named Executive Officers” during our fiscal year ended June 30, 2018. All information provided herein should be read in conjunction with the tables provided below.

~~Other~~27 ~~Benefits:~~Table ~~Our~~of ~~Executive Officers and employees receive no other benefits.~~Contents

Our Board of Directors is responsible for establishing, implementing and monitoring the policies governing compensation for our executives. Currently our Board does not have a compensation committee. Our officers are members of our Board of Directors and are able to vote on matters of compensation. We are not currently under any legal obligation to establish a compensation committee and have elected not to do so at this time. In the future, we may establish a compensation committee if the Board determines it to be advisable or we are otherwise required to do so by applicable law, rule or regulation. During the year ended June 30, 2018 our Board did not employ any outside consultants to assist in carrying out its responsibilities with respect to executive compensation, although we have access to general executive compensation information regarding both local and national industry compensation practices. In future periods we may participate in regional and national surveys that benchmark executive compensation by peer group factors such as company size, annual revenues, market capitalization and geographical location.

The executive employment market in general is very competitive due to the number of companies with whom we compete to attract and retain executive and other staff with the requisite skills and experience to carry out our strategy and to maintain compliance with multiple Federal and State regulatory agencies. Many of these companies have significantly greater economic resources than our own. Our Board has recognized that our compensation packages must be able to attract and retain highly talented individuals that are committed to our goals and objectives, without at this time paying cash salaries that are competitive with some of our peers with greater economic resources. Our compensation structure is weighted towards equity compensation in the form of options to acquire common stock, which the Board believes motivates and encourages executives to pursue strategic opportunities while managing the risks involved in our current business stage, and aligns compensation incentives with value creation for our shareholders.

Components of Our Executive Compensation Program

Our executive compensation program incorporates components we believe are necessary in order for the Company to provide a competitive compensation package relative to our peers and to provide an appropriate mix between short-term and long-term cash and non-cash compensation. Elements of our executive compensation are listed below:

	·	Base Salary

	·	Stock Awards

	·	Other benefits available to all employees

	·	Items specific to our President and Chief Executive Officer per an employment agreement

Base Salary: At present we do not have a salary structure for employees and executives such salary structure will be based on skill set, knowledge and responsibilities. Base salaries may be established as necessary. During the year ended June 30, 2018 none of our Named Executive Officers received a salary increase.

Stock Awards: A portion of compensation paid to our executives may be equity based. We believe equity compensation helps align the interests of our executives with the interests of our shareholders. In that regard, our executives’ compensation is subject to downside risk in the event that our common stock price decreases. In addition, we believe stock awards provide incentives to aid in the retention of key executives.

Table of Contents

Other Benefits: Our Executive Officers and employees receive no other benefits.

Item 12. Security Ownership of Certain Beneficial Owners and Management

Class

Beneficial Owner

~~Beneficial Owner~~

Position

~~Position~~

Amount and Nature of Beneficial Owner

~~Amount and Nature of Beneficial Owner~~

% of Class (1)

~~% of Class~~

Common

Liu Wenxin

~~Tommy Tsap~~

Director, Chairman, CEO

~~Director, Chairman, CEO~~

115,000,000

~~2,000,000~~

81.52

~~11.95~~%

Edward Low

CFO

400,000

0.01

All officers and directors as a Group (3 persons)

115,000,000

81.52

_____________

(1) Applicable percentage ownership is based on 141,069,676 shares outstanding as of June 30, 2018. There are no options warrants, rights, conversion privilege or similar rights to acquire the common stock of the Company outstanding as of June 30, 2018.

~~During~~As ~~the~~at ~~year ended~~ June 30, ~~2017~~2018, ~~the~~we ~~CEO and~~are obligated to Liu Wenxin, our president, chief executive officer, director ofand ~~the~~beneficial ~~Company~~shareholder for funds advanced to us for working capital in an amount of $~~126~~75,~~800~~720 (~~2016~~2017 -– to a former director of $44126,~~300~~800). ~~for~~The ~~general~~advances ~~expenses~~are unsecured and ~~management~~no ~~fees~~interest rate or payback schedule has been established.

OnDuring ~~February~~the 12year ended June 30, ~~2015~~2017, the Company ~~issued~~paid ~~700~~$100,000 ~~shares~~ ofto ~~restricted~~a ~~common~~former ~~stocks~~director ~~at $0.10 per share~~ to settle aoutstanding ~~debt~~fee ~~of $70,000~~ owed to ~~the CEO and director of the Company at the current market value of $0~~him.~~10 per share.~~

On ~~February~~July 1327, ~~2015~~2017, the Company ~~disposed its~~issued ~~100%~~3,238,431 ~~equity~~common ~~interest~~shares ~~in Apolo Gold Direct Limited (formerly known~~ as ~~Apolo~~settlement ~~Gold~~of ~~& Energy Asia Limited) to (i) Mr. Tommy Tsap Wai Ping~~$126,800 ~~the~~in ~~Chief~~advances ~~Executive~~made ~~Officer~~by ~~(“CEO”)~~a ~~and~~former director of the Company, ~~who~~and ~~acquired~~another ~~50% equity interest~~826,838 ~~(ii) Mr.~~common ~~Kelvin~~shares ~~Chak~~as ~~Wai~~settlement ~~Man, a relative~~ of ~~the CEO of the Company~~$32,375 ~~who acquired 40% equity interest, and (iii) China Yi Gao Gold Trader Co., Limited, a company incorporated~~ in ~~Hong~~advances ~~Kong,~~made ~~which~~by ~~acquired~~another ~~the~~former ~~remaining~~director ~~10% equity interest, for a consideration~~ of ~~$100~~the Company.

OnFor the year ended June 430, ~~2015~~2017, the Company ~~issued~~paid 2$24,000~~,000 shares~~ ofto ~~restricted~~a ~~common~~company ~~stocks~~controlled ~~at $0.10 per share for the rendering of business consulting services provided~~ by ~~the~~a ~~brother of~~former ~~the~~officer ~~CEO and director~~ of the Company atfor ~~the~~accounting ~~current market value of $0~~services.~~11 per share.~~

OnAs ~~June~~at ~~9, 2015,~~ the ~~Company~~date ~~issued~~of ~~200,000 shares~~this ofAnnual ~~restricted~~Report ~~common~~there ~~stocks~~are atno ~~$0.10~~written ~~per~~agreements ~~share~~between ~~for~~our ~~the~~company ~~rendering~~and ofour ~~administrative~~CEO, ~~consulting~~Liu ~~services~~Wenxin ~~provided~~or byour ~~the~~CFO, ~~Chief Financial~~Chow ~~Officer~~Wing ofFai ~~the~~regarding ~~Company~~their atrespective ~~the~~consulting, ~~current~~officer, ~~market~~or ~~value~~director ofservices ~~$0.22~~to ~~per~~the ~~share~~company.

On29 ~~June~~Table ~~26, 2015, the Board~~ of Directors of the Company approved to issue 340,000 shares of restricted common stock at $0.15 per share to settle a debt of $51,000 owed to the CEO and director of the Company at the current market value of $0.16 per share. All 340,000 shares were issued subsequently on July 2, 2015.Contents

OnItem ~~December 1, 2015, the Company approved the issuance of 100,000 shares of restricted common stock at $0~~14.08 ~~per~~Principal ~~share~~Accountant toFees anand ~~officer of the Company. In August 2016, all 100,000 shares were issued to the officer.~~Services

~~For~~K. ~~the~~R. ~~year~~Margetson ~~ended~~Ltd. ~~June~~is ~~30, 2017,~~ the Company ~~paid~~’s ~~$24,000~~independent ~~(2016~~auditor ~~- $17,750)~~ to aexamine ~~company~~the ~~controlled~~financial bystatements ~~an officer~~ of the Company for ~~accounting~~the ~~services~~fiscal year ending June 30, 2018.

~~Subsequent~~Weld toAsia ~~the~~Associates ~~year~~was ~~ended June 30, 2017,~~ the Company’s ~~issued~~independent ~~1,811,429~~auditor ~~common~~to ~~shares~~examine asthe ~~settlement~~financial statements of ~~$126,800~~the inCompany ~~advances~~for ~~made~~the byfiscal ~~the~~year ~~director~~ending ofJune ~~the~~30, ~~Company~~2017.

28The aggregate fees billed for the most recently completed fiscal year ended June 30, 2018 and for fiscal year ended June 30, 2017 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:

Item 14. Principal Accountant Fees And Services

	Year Ended
	June 30, 2018			June 30, 2017
Audit Fees		9,000	⁽¹⁾	$	15,000
Audit Related Fees		Nil			Nil
Tax Fees		Nil			Nil
All Other Fees		Nil			Nil
Total		9,000		$	15,000

~~Weld Asia Associates is the Company’s independent auditor to examine the financial statements of the Company for the fiscal year ending June 30, 2017.~~_____________

~~Audit~~(1) ~~Fees~~Estimate only.

~~Weld~~Our ~~Asia~~board ~~Associates was paid aggregate fees~~ of ~~approximately~~directors ~~$15,000~~pre-approves ~~for~~all ~~professional~~ services ~~rendered~~provided ~~including~~by ~~(i)~~our ~~the~~independent ~~2017~~auditors. ~~audit~~All of the ~~Company’s~~above ~~annual~~services ~~financial statements,~~ and ~~(ii)~~fees ~~the~~were ~~reviews~~reviewed ofand ~~the~~approved ~~financial~~by ~~statements included in~~ the ~~Company’s~~board ~~quarterly~~of ~~reports~~directors oneither ~~Form~~before ~~10QSB~~or ~~during~~ after the ~~fiscal~~respective ~~year~~services ofwere ~~2017~~rendered.

~~Audit~~Our ~~-Related~~board ~~Fees~~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.

~~Weld Asia Associates was not paid any additional fees for the fiscal years ended June~~ 30, ~~2017~~Table ~~and 2016 for assurance and related services reasonably related to the performance~~ of ~~the audit or review of the Company’s financial statements.~~Contents

Tax Fees

Weld Asia Associates was not paid any aggregate fees for the fiscal years ended June 30, 2017 and 2016 for professional services rendered for tax compliance, tax advice and tax planning. This service was not provided.

Other Fees

Weld Asia Associates was paid no other fees for professional services during the fiscal years ended June 30, 2017 and 2016.

Item 15. Exhibits and Financial Statement Schedules

A. Exhibits

3.1		Articles of Incorporation (Incorporated by reference from Form 10SB)

3.2		By-Laws effective May 20, 2005 (Incorporated by reference from Current Report on Form 8-K filed on May 31, 2005

3.3		Certificate of Amendment (Incorporated by reference from Annual Report on Form 10KSB filed on August 29, 2005.

14		Code of Ethics (Incorporated by reference from Annual Report on Form 10KSB filed on August 30, 2004)

16.1		Letter of Williams & Webster, P.S., dated September 16, 2008, regarding change in certifying accountant of Apolo Gold & Energy, Inc. (Incorporated by reference from Current Report on Form 8-K filed on September 16, 2008)

31.1		Sarbanes Oxley Section 302 Certification from C.E.O.

31.2		Sarbanes Oxley Section 302 Certification from C.F.O.

32.1		Sarbanes Oxley Section 906 Certification from C.E.O.

32.2		Sarbanes Oxley Section 906 Certification from C.F.O.

101		Interactive Data Files

2931 Table of Contents

SIGNATURES

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

Date: ~~September~~October 2815, ~~2017~~2018 /s/ ~~Tommy~~Liu ~~Tsap~~Wenxin ~~Tommy~~Liu ~~Tsap~~Wenxin, President/CEO

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title Date	Date
/s/ Tommy Tsap
/s/ Liu Wenxin
Tommy Tsap	Chairman, President, CEO, Director	September 28, 2017
Liu Wenxin	Chairman, President, CEO, Director	October 15, 2018
/s/ Edward Low
/s/ Chow Wing Fai
Edward Low	Chief Financial Officer	September 28, 2017
Chow Wing Fai	Chief Financial Officer, Director	October 15, 2018

/s/ Chow Chloe
Chow Chloe		Director		October 15, 2018

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