UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ~~Form 10-K~~

~~[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d)~~ OFForm THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to ______10-K

☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 2017

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from _____ to ________

AMERICATOWNE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

Delaware (STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)

Delaware	000-55206	46-5488722

(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)	(COMMISSION FILE NO.)	(IRS EMPLOYEE IDENTIFICATION NO.)

000-55206 (COMMISSION FILE NO.)

46-5488722 (IRS EMPLOYEE IDENTIFICATION NO.)

4700 Homewood Court, Suite 100, Raleigh North Carolina 27609
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

(888) 406 2713
(ISSUER TELEPHONE NUMBER)

Securities registered under Section 12(b) of the Exchange Act: None.

Securities registered under Section 12(g) of the Exchange Act: Common Stock (Form 10/A-12(g) dated June 13, 2014).

Indicate by check mark if the registrant is a well-1-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes [_] No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.

Yes ☐ ~~[_]~~ No ~~[X]~~☒

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

Yes ☒ ~~[X]~~ No ~~[_]~~☐

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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 (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ☒ ~~[X]~~ No ~~[ ]~~☐

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

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

~~Accelerated~~Indicate by ~~filer [~~check ]mark whether the issuer is a shell company (as defined in Rule 12b-2 of the Exchange Act).

~~Non-accelerated~~Yes ☐ ~~filer [~~No ]☒

~~Smaller~~State the ~~reporting~~aggregate ~~company [X]~~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 asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal year: $2.75/share as of December 31, 2015 based upon the Company’s direct public offering under its prospectus declared effective on November 5, 2015. There is currently no secondary market for these shares. The number of shares of the Registrant's common stock outstanding as of the most recent practicable date was 49,200,932.

Indicate by check mark whether the issuer 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 asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal year: $2.75/share as of December 31, 2015 based upon the Company’s direct public offering under its prospectus declared effective on November 5, 2015. There is currently no secondary market for these shares. The number of shares of the Registrant's common stock outstanding as the latest practicable date is 27,034,775.

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~~AMERICATOWNE, INC. 2016 FORM 10-K~~ TABLE OF CONTENTS

~~PART I~~	PART I
Item 1.	Business	45
Item 2.	Properties	2125
Item 3.	Legal Proceedings	2125
Item 4.	Mine Safety Disclosures	2125
	PART II
Item 5.	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	2225
Item 6.	Selected Financial Data	2427
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	2427
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	3132
Item 8.	Financial Statements and Supplementary Data	3132
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	3132
Item 9A.	Controls and Procedures	3233
Item 9B.	Other Information	3233
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	33
Item 11.	Executive Compensation	3637
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	3940
Item 13.	Certain Relationships and Related Transactions, and Director Independence	4142
Item 14.	Principal Accountant Fees and Services	4142
	PART IV
Item 15.	Exhibits, Financial Statement Schedules	42
	SIGNATURES	4345

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[Table of Contents]

Special Note Regarding Forward-Looking Statements

Information included or incorporated by reference in this Annual Report on Form 10-K contains forward-looking statements. All forward-looking statements are inherently uncertain as they are based on current expectations and assumptions concerning future events or future performance of the Company. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. Forward-looking statements may contain the words "believes," "project," "expects," "anticipates," "estimates," "forecasts," "intends," "strategy," "plan," "may," "will," "would," "will be," "will continue," "will likely result," and similar expressions, and are subject to numerous known and unknown risks and uncertainties. Additionally, statements relating to implementation of business strategy, future financial performance, acquisition strategies, capital raising transactions, performance of contractual obligations, and similar statements may contain forward-looking statements. In evaluating such statements, prospective investors and shareholders should carefully review various risks and uncertainties identified in this Report, including the matters set forth under the captions "Risk Factors" and in the Company's other SEC filings. These risks and uncertainties could cause the Company's actual results to differ materially from those indicated in the forward-looking statements. The Company disclaims any obligation to update or publicly announce revisions to any forward-looking statements to reflect future events or developments.

Although forward-looking statements in this Annual Report on Form 10-K reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the heading "Risk Factors Related to Our Business" below, as well as those discussed elsewhere in this Annual Report on Form 10-K. Readers are urged 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. We file reports with the Securities and Exchange Commission ("SEC"). You can read and copy any materials we file with the SEC at the SEC's Public Reference Room, 100 F. Street, NE, Washington, D.C. 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an Internet site (https://www.sec.gov/) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us.

We disclaim any obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this Annual Report on Form 10-K. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this Annual Report, which attempt to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

~~ITEM 1. BUSINESS~~-4-

~~As with any business~~Table ~~plan that is aspirational in nature, there is no assurance we will be able to accomplish all~~ of ~~our objectives or that we will be able to meet our financing needs to accomplish our objectives.~~Contents

~~-4-~~ITEM 1. BUSINESS

~~[Table~~As with any business plan that is aspirational in nature, there is no assurance we will be able to accomplish all of ~~Contents]~~our objectives or that we will be able to meet our financing needs to accomplish our objectives.

~~Mission~~AmericaTowne aims to increase US export and employment by providing upper and middle-income consumers in China, and government entities in Africa and elsewhere with “Made in the USA” goods and services allowing customers to experience the United States’ culture and lifestyle. In achieving this objective, AmericaTowne focuses on four initiatives:

~~"AmericaTowne is~~(1) to The bedevelopment of a ~~world-class,~~United ~~globally~~States ~~respected~~International ~~and~~Trade ~~profitable~~Center ~~company,~~in ~~providing~~Meishan ~~value~~Ningbo ~~to its customers~~China, ~~the~~Africa ~~environment~~ and ~~the~~elsewhere ~~lives~~with employees ofand/or ~~the~~independent ~~people~~contractors wefocusing ~~service."~~on ~~Although~~advancing ~~this~~our ~~statement~~initial isbusiness ~~forward-looking~~objective, ~~the~~which ~~Company~~is ~~has~~to ~~already~~be ~~made~~the ~~strides~~"go-to" ~~in facilitating~~place ~~relationships~~for ~~intended~~all tothings ~~advance~~“Made ~~its~~In ~~mission~~The USA.”

(2) The ~~Company's~~development ~~aim~~of ~~is to~~upwards ~~increase~~of US20 ~~export~~AmericaTowne ~~and~~communities ~~employment~~in byChina, ~~providing upper~~ and ~~middle-income~~Africa ~~consumers~~with ineach ~~China~~community ~~and~~consisting ~~elsewhere~~of ~~with~~upwards of ~~"Made~~50 InUnited ~~The USA"~~States ~~goods~~based companies, and ~~services~~upscale ~~allowing~~hotels, ~~customers~~villas, tochildren ~~experience~~theme ~~the~~parks, ~~United~~senior ~~States'~~care, ~~culture~~wellness and ~~lifestyle.~~educational Infacilities - ~~achieving~~all ~~this~~based ~~objective, our~~upon ~~focus~~United isStates onculture ~~four~~and ~~initiatives:~~lifestyle.

(13) ~~The~~ The development of aan ~~United~~internet ~~States~~platform ~~International Trade Center~~ in ~~Meishan~~Chinese ~~Ningbo~~to ~~China~~complement ~~and~~(1) ~~elsewhere with employees~~ and~~/or~~ ~~independent contractors~~(2), above, focusing on ~~advancing~~importing ~~our~~"Made ~~initial~~In The ~~business~~USA" ~~objective,~~goods ~~which~~and isservices to beChina ~~the~~through ~~"go-to"~~internet ~~place for all things "Made In The USA~~sales."

(24) ~~The~~ The development of ~~upwards~~franchise ofTrade 20Center ~~AmericaTowne~~operations ~~communities~~ in ~~China~~the ~~with each community consisting of upwards of 50~~ United States ~~based companies,~~ and ~~upscale~~internationally ~~hotels,~~to ~~villas,~~support ~~children theme parks, senior care, wellness~~ and ~~educational~~advance ~~facilities~~ the above-referenced ~~all based upon United States culture and lifestyle~~initiatives.

~~(3) The~~These ~~development~~initiatives ofare anaspirational ~~internet~~in ~~platform~~nature. inAmericaTowne’s ~~Chinese~~intent is to ~~complement~~accomplish ~~(1)~~the ~~and (2)~~majority, ~~above,~~if ~~focusing~~not onall, ~~importing~~of ~~"Made~~these ~~In The USA"~~initiatives, ~~goods~~but ~~and~~there ~~services~~is tono ~~China~~assurance ~~through~~of ~~internet sales~~success.

~~(4) The~~General ~~development of franchise operations in the United States and internationally to support and advance the above-referenced initiatives.~~Discussion

~~These~~AmericaTowne aims ~~initiatives~~to ~~are admittedly~~earn ~~aspirational~~revenues inand ~~nature~~income, and generate cash, by focusing on the four core business operations and initiatives set forth above. ~~Our~~AmericaTowne ~~intent~~revenue is togenerated ~~accomplish~~from ~~the~~Service ~~majority~~Provider, ifExporter ~~not~~Services, ~~all~~Trade Center Operations Agreements and related agreements with companies throughout the United States. AmericaTowne generates revenues and cash by servicing these agreements. It works with exporters, ofand Trade Center operators carefully and focus on our ~~initiatives~~accounts receivable as part of managing its projected tight liquidity position. Additionally, ~~but~~AmericaTowne ~~there~~works isTrade noCenter ~~assurance~~operators and with exporters closely in developing export westrategies ~~will~~for orthe ~~that~~goods ~~our~~and ~~financing~~services ~~needs~~they planned to ~~meet~~export. ~~our~~AmericaTowne ~~initiatives~~has ~~will~~successfully beengaged ~~met~~in multiple Export Service and Trade Center Agreements with individuals and entities throughout the United States, Canada and Africa since the Company’s inception.

~~General~~At present, ~~Discussion~~the bulk of AmericaTowne’s operations take place in its Raleigh, North Carolina office, which acts as a model for plans for our United States Trade Center Operations. AmericaTowne has outfitted operations in Chizhou, China. Two full-time managers have been hired to operate the facilities located at Chizhou and other locations in China. AmericaTowne is working with the Chizhou Port Authorities to ensure that our operational procedures are in compliance with various import laws. Additionally, Trade Center Operations are registered and on-going in the USA, China, Canada and Africa.

We aim to earn revenues and income, and generate cash, by focusing on our four core business operations and initiatives, as set forth above. At this point, the Company's revenue is generated from our Service Provider, Exporter Service Agreements, and related agreements with companies throughout the United States. We generate revenues and cash by servicing these agreements. We work with exporters carefully and focus on our accounts receivable as part of managing our projected tight liquidity position. Additionally, we work with exporters closely in developing export strategies for the goods and services they planned to export.-5-

~~At present, the bulk~~Table of our operations take place at our Raleigh, North Carolina office, which acts as a model for plans for our United States Trade Center Operations. We are in the process of outfitting our operations in Chizhou, China. We have hired two full-time managers to operate the facilities located at Chizhou and other locations in China, selected our first exporters, and the products we plan to export. Additionally, we are working with the Chizhou Port Authorities to ensure that our operational procedures are in compliance with various import laws.Contents

AmericaTowne’s short-5term operational objective is to develop exporter pipeline, grow revenues and increase operations and facilities in the United States, Africa and Europe while bringing the facility online in Chizhou, China. AmericaTowne’s focus currently is on enhancing an exporter base, including working with state export agencies to identify exporters as well as sources of goods and services made in the United States that are in demand in China and Africa. Along with increasing its United States operations, AmericaTowne aims to expand additional key staff in the United States, China and Africa that can help implement its plan. In Africa, in addition to increasing Trade Center operations, the Company has implemented two initiatives which it believes will provide business opportunities. The Company has implemented an International Ambassador Business Program where it has contacted the Embassies of twenty-seven Countries and scheduled visits with many of the Ambassadors of these Countries. The intent is to advise Ambassadors of our programs and increase USA exports, trade and procurement opportunities. Additionally, the Company implemented a County Government Business Initiative whereby it contacts County Governors and Speakers of the General Assembly to advise of programs and seek exporting opportunities. Both programs are in their early stages and have yet proven to be successful.

~~[Table~~AmericaTowne sees positive trends in the export area. Additionally, AmericaTowne plans to pursue opportunities in export not often thought of ~~Contents]~~as an "exported commodity. Along with AmericaTowne’s planned core “AmericaTowne communities,” trade centers in the United States, Africa, Canada, and China, and Internet operations, AmericaTowne plans on pursuing opportunities that are traditionally not thought of as an export commodity.

~~Our short-term operational~~Business ~~objectives~~Developments ~~are to develop our exporter pipeline, grow revenues and increase operations and facilities~~ in ~~the~~Fiscal ~~United~~Year States, Africa and Europe while bringing our facility online in Chizhou, China. Our focus currently is on enhancing our exporter base, including working with state export agencies to identify exporters as well as sources of goods and services made in the United States that are in demand in China. Along with increasing our United States operations, we are hoping to identify additional key staff in the United States and China that can help us implement our plan. While we feel optimistic about meeting the challenges as well as the opportunities before us, there is no assurance that we will be able to meet the challenges or take advantage of opportunities we perceive are available.2017

~~To achieve its long-term~~Trade ~~objectives,~~Center ~~the~~Agreements ~~Company intends on shifting its revenue stream from a United Stated-based to a China-based stream by fully operating all planned activities at the planned Chizhou trade center,~~ and ~~activities~~Exporter ~~within~~Service ~~our AmericaTowne complexes and Chinese-based internet sites. Each of the Company's four core initiatives presents challenges, risks, and opportunities.~~Agreements

WeThe Company ~~believe~~has ~~that~~entered weinto ~~see~~a series of International Trade Center Service Provider Agreements (the “Trade Center Agreements”, ~~positive~~or ~~trends~~singularly, the “Trade Center Agreement”). As disclosed in prior filings, the ~~export~~general purpose behind the Trade Center Agreements is for the specific “Service Provider,” defined under the Trade Center Agreement, to support the operations of the Company’s programs in a specific geographical area. ~~Additionally~~As a Service Provider, the ~~Company~~party ~~plans~~represents to ~~pursue~~the Company ~~opportunities~~that inthe ~~export~~individual or his related entity has distinct experience working with individuals and businesses who may be candidates for the Company’s operations and business, including but not ~~often~~limited ~~thought~~to, ofexperience asassisting anbusinesses and entrepreneurs ~~"exported~~who ~~commodity.~~may ~~Along~~be ~~with~~candidates ~~our~~for ~~planned~~occupancy ~~core~~and participation in an AmericaTowne ~~communities~~community, ~~trade~~or ~~centers~~facilitating inthe acquisition of goods and performing services to the ~~United~~Company, ~~States~~securing funding (credit lines, loans and ~~China~~loan guarantees), insurance, supplier and export ~~Internet~~contracts ~~operations,~~and other related services that could assist candidates in conducting business with the Company. ~~plans~~These onservices ~~pursuing~~are referred ~~opportunities~~to ~~that~~in similar and previously disclosed agreements as “Support Services.” Trade Center Agreements are ~~traditionally~~for both ~~not~~International ~~thought~~services of(International Trade Center Agreements) and services based in the United States (U.S. Trade Center Agreements). The US Trade Service Agreements provide for the same, or similar, “Support Services” as anthe ~~export~~Trade ~~commodity~~Center Agreement in foreign jurisdictions, but the joint venture’s hub of operations is in the United States.

~~There is no assurance~~In weconsideration ~~will~~for bethe ~~able~~Service toProvider ~~pursue~~entering ~~these~~into ~~opportunities~~the ~~successfully.~~Trade ~~Additionally~~Center Agreement, ~~our~~the ~~short~~parties ~~and~~agree ~~long-term~~to ~~liquidity~~form ~~position~~a isjoint ~~impacted~~venture limited byliability ~~the~~company ~~success~~(or wesimilarly ~~achieve~~structured inentity ~~implementing~~upon ~~our~~consent ~~plans.~~of Wethe doparties) ~~plan~~in onwhich ~~pursuing~~ the ~~full~~Service ~~range~~Provider ofwould ~~available~~be ~~funding~~issued ~~opportunities.~~a ~~Additionally,~~specific wepercentage ~~expect~~of toequity ~~help~~and ~~those~~would deploy its resources in ~~our~~furtherance ~~exporting~~of ~~program~~an ~~with~~AmericaTowne ~~funding~~community ~~opportunities~~in ~~and~~a ~~various~~given ~~programs~~geographical area. ~~that~~Each ~~may~~party behas ~~available~~ agreed to ~~them~~a inmutual compensation schedule, which is incorporated into the ~~private~~Trade ~~community,~~Center Agreements resulting in a fully integrated and atmaterially definitive agreement. The reader is directed to the ~~state~~exhibits ~~and~~for ~~national~~the ~~level~~full ~~within~~copy of the ~~United~~Trade Center ~~States~~Agreements executed by the Company.

~~Additionally,~~The Company ~~going~~also ~~forward we~~enters ~~expect~~into toExporter ~~take~~Service ~~advantage~~Agreements. ofUnder the ~~various~~Exporter ~~export~~Services ~~tax~~Agreements, ~~laws~~the ~~that~~Company ~~will~~represents ~~help~~to ~~our~~the ~~cash~~customer that ~~flow~~it ~~position~~is asin ~~well~~the asprocess ~~assist~~of ~~our~~preparing ~~exporters with~~the ~~their~~AmericaTowne ~~growth~~Platform. ~~There~~This isplatform nowill ~~assurance~~consist ~~that~~of ~~our~~exhibition, ~~plans~~showroom ~~will~~and bedisplay facilities, ~~successful.~~support ~~There~~office(s) ~~will~~and bestaff ~~cost~~located toin ~~bring~~the ~~all~~United ofStates and China, and the ~~planned~~platform ~~facilities~~will provide a buyer’s network, and online inwebsites ~~China.~~either ~~While~~directly weowned doby ~~have~~AmericaTowne or in a ~~plan~~partnership with third-parties in order to ~~cover~~support the ~~these~~exhibition ~~costs~~center, ~~there~~showroom ~~can~~and benetwork noto ~~assurance~~market ~~that~~imported ~~our~~goods ~~plan~~and ~~will~~services beto ~~successful~~consumers in China. ~~While we~~The ~~have~~AmericaTowne ~~discussed~~Platform will provide the ~~possibility~~customer ofwith ~~outside~~access ~~investments~~to and participation in ~~various~~a ~~forms,~~program ~~there~~whereby ~~are~~the noCompany ~~agreements~~will exercise its experience, expertise and training in ~~place~~assessing the customer’s market acceptance and demand of the customer’s products or ~~any~~services ~~assurance~~in ~~that~~China ~~they~~(and ~~will~~perhaps beother ~~realized~~locales independing on the ~~future~~Company’s findings). In short, the Company is focused on increasing USA exports to China and elsewhere.

The uncertainty of implementing our business plan in China and the various laws and policies in China and how they may impact our Company going forward is real. There is no assurance that we will be able to navigate the laws and policies at the national or local level that will allow us to achieve objectives outlined in our business plan. Though our results of operations thus far have been effective, there can be no assurance that we will obtain the same results going forward.-6-

~~-6-~~Table of Contents

~~[Table~~In 2017, the Company entered into a total of ~~Contents]~~twenty-three (23) Trade Center Agreements and three (3) Export Service Agreements. If all twenty-six contracts are performed without breach, the Company stands to earn a total of $2,173,500 in revenue over the lifetime of these agreements. Each individual agreement is discussed in detail below. The Company notes that, while this revenue is projected, it is not certain as there are risks associated with these contracts, including non-performance by the service providers.

~~Business~~On January ~~Developments~~28, 2017, the Company entered into an International Trade Center Service Provider Agreement with Alice W. Mwangi (“Mwangi”) for operations in ~~Fiscal~~Mombasa, ~~Year~~Kenya (the “Mwangi Agreement”). The Mwangi Agreement terminates on December 31, 2021, though ~~2016~~the Company retains the option to extend the Mwangi Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Mwangi, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Mwangi a stock award of 25,000 shares of the Company’s common stock to be issued by or before January 28, 2018. Starting at the end of April 2017, provided Mwangi has met the agreed upon production schedule, the Company will pay Mwangi a $1,600 monthly stipend. The Company has also issued a stock option to Mwangi to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Mwangi Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

~~In fiscal year 2016,~~Mwangi ~~the~~has ~~Company~~agreed ~~continued~~ to ~~develop~~pay ~~its~~the ~~business~~Company ina ~~accordance~~nonrefundable ~~with~~service ~~the~~fee ~~goals~~of ~~and missions outlined above~~$35,000. The ~~Company~~service ~~entered~~fee ~~into six~~is ~~(6)~~paid ~~Exporter~~for ~~Service~~deliverables ~~Agreements~~including the formation and ~~four~~registration ~~(4)~~of ~~Trade~~the ~~Center~~joint ~~Service~~venture ~~Provider~~entity, ~~agreements. In fiscal years 2015~~ and ~~2014,~~ the ~~Company entered~~delivery ~~into~~of ~~nineteen~~marketing ~~(19)~~materials ~~and~~to ~~six~~be ~~(6)~~used ~~Exporter~~by ~~Service Agreements, respectively~~Mwangi. ~~Information~~The ~~regarding~~service ~~the~~fee ~~scope of the Exporter~~is ~~Services~~to ~~Agreements~~be ispaid ~~discussed~~as infollows: ~~more detail~~$1,500 ~~below,~~upon inexecution ~~subsection~~of ~~(A). In fiscal year 2016,~~ the ~~Company~~Mwangi ~~did not enter into any Licensing~~Agreement, ~~Lease~~ and ~~Use~~monthly ~~Agreements~~payments ~~(“Licensing~~of ~~Agreements”)~~$500.00 ~~The~~a ~~general~~month ~~scope~~for ofsixty-seven months with the ~~Licensing~~first ~~Agreements~~monthly ~~is discussed~~payment indue ~~more~~on ~~detail,~~March ~~below~~30, in2017. ~~subsection~~On ~~(B).~~December By20, ~~comparison~~2017, pursuant to the ~~Company~~terms ~~had~~and ~~entered~~conditions ~~into~~of ~~two~~the ~~(2)~~Mwangi ~~Licensing~~Agreement, ~~Agreements~~“AmericaTowne ~~in fiscal~~Mombasa ~~year~~Limited” ~~2014~~was ~~and~~incorporated ~~none~~under inthe ~~2015~~laws of Kenya.

~~Additionally~~On January 28, 2017, the Company ~~has~~ ~~acquired~~entered ~~two~~into ~~companies~~a Trade Center Agreement with Simon Essi (“Essi”) for operations in Yaounde in the ~~2016~~Republic ~~fiscal~~of ~~year:~~Cameroon ~~ATI~~(the ~~Modular~~“Essi ~~Technology~~Agreement”). ~~Corp~~The Essi Agreement terminates on December 31, 2021. ~~f/k/a~~The ~~Global~~Company retains ~~Recycle~~the ~~Energy~~option to extend the Essi Agreement to December 7, ~~Inc~~2025 provided written notice is given prior to October 31, 2021. In ~~(“ATI~~consideration for Essi entering into the Essi Agreement, the parties have agreed to form ~~Modular”~~a joint venture limited liability company (or similarly structured entity upon consent of the parties) in which Essi would be issued a specific percentage of equity and ~~ATI~~would ~~Nationwide~~deploy ~~Holding~~resources ~~Corp~~in furtherance of an AmericaTowne community in the Republic of Cameroon. ~~f/k/~~Each party has agreed to a ~~EXA~~mutual compensation schedule, ~~Inc.~~which ~~(“ATI~~is ~~Nationwide”)~~incorporated into the Essi Agreement resulting in a fully integrated and materially definitive agreement. ~~Discussions~~For ~~regarding~~the ~~these~~services ~~acquisitions~~provided by Essi, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and ~~plans~~or ~~for~~guarantees charged and collected from those businesses and individuals participating or contracting with the ~~subsidiaries~~Company’s ~~moving~~export ~~forward~~program. ~~are~~The ~~discussed~~Company inhas ~~detail~~granted Essi a stock award of 25,000 ~~below~~shares of the Company’s common stock to be issued by or before February 1, 2018. Starting at the end of May 2017, provided Essi has met the agreed upon production schedule, the Company will pay Essi a $1,600 monthly stipend. The Company has also issued a stock option to Essi to purchase 25,000 shares of common stock in ~~subsection~~the ~~(C)~~Company ~~and~~at ~~(D)~~$1.50 per share for each year the Essi Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

~~In fiscal year 2016,~~Essi ~~the~~has ~~Company~~agreed ~~entered~~to ~~into~~pay ~~Employment~~the ~~Agreements with four (4) senior employees. The~~ Company ~~now~~a ~~employs~~nonrefundable ~~eleven~~service ~~(11)~~fee ~~total~~of ~~senior employees~~$55,000. The ~~terms~~service offee ~~the~~is ~~agreements~~paid ~~vary~~for ~~following~~deliverables ~~arms-length~~including ~~negotiations between~~ the ~~parties.~~formation and Toregistration ~~the~~of ~~extent~~ the ~~Company~~joint ~~has sufficient~~venture ~~cash~~entity, ~~flow~~ and ~~capital,~~ the ~~Company~~delivery ~~may~~of ~~elect~~marketing materials to ~~include~~be ~~money~~used ~~compensation~~by ~~for~~Essi. ~~services~~The ofservice ~~its~~fee ~~employees.~~is ~~Subsequent~~to ~~action~~be bypaid ~~the~~as ~~Company~~follows: ~~following~~$5,000 ~~the~~upon ~~close~~execution of ~~its~~the ~~2016~~Essi ~~fiscal~~Agreement, ~~year~~and ~~have~~monthly ~~been~~payments ~~disclosed~~of in$1,000.00 ~~filings~~a ~~between~~month ~~January~~for ~~20,~~fifty ~~2017~~months ~~up to~~with the ~~present~~first ~~and~~monthly ~~are~~payment ~~incorporate~~due ~~herein~~on March 30, 2017.

~~(A) The Exporter Services Agreement~~-7-

~~The AmericaTowne Platform~~Table ~~consists or will consist~~ of exhibition, showroom and display facilities, support office(s) and staff located in the United States and China, and the platform consists or will consist of a buyer's network, and online websites either directly owned by AmericaTowne or in a partnership with third-parties in order to support the exhibition center, showroom and network to market imported goods and services to consumers in China.Contents

~~The~~On February ~~AmericaTowne~~16, ~~Platform works~~2017, inthe ~~conjunction~~Company executed an Exporter Services Agreement with ~~the~~Blessed ~~Sample~~Autos, ~~and~~a ~~Test~~wholesale ~~Market~~automobile ~~Program~~dealer (license no. ~~Under~~0073651) ~~this~~(“Blessed ~~program~~Autos”), ~~the~~which ~~customer~~conducts ~~will~~business beat ~~provided~~2726 ~~with~~Croasdale ~~access~~Drive, ~~to and~~Suite ~~participation~~205 in aDurham, ~~program~~NC ~~whereby~~27705 (the “Blessed Autos Agreement”). The Company ~~will~~intends ~~exercise~~on ~~its~~providing ~~experience~~Blessed Autos with market analysis and support, ~~expertise~~and specialty products pertaining to industrial equipment and ~~training~~exporting inof ~~assessing~~auto ~~the~~parts, ~~customer's market~~auto ~~acceptance~~equipment, and ~~demand~~related services through the AmericaTowne Platform. The term of the ~~customer's~~agreement ~~products~~is fifteen years (absent extension or ~~services~~termination). Blessed Autos has one-year from the effective date of the agreement to participate in ~~China~~the (Company’s Sample and ~~perhaps~~Test ~~other~~Market ~~locales~~Programs. ~~depending~~Blessed onAutos agreed to pay the Company's ~~findings)~~a nonrefundable service fee of $1,000,000.00. The ~~customer~~service ~~will~~fee ~~work~~is inrecognized ~~conjunction~~when ~~with~~deliverables ~~the~~are ~~Company~~provided. isThe ~~arranging~~service ~~for~~fee ~~the~~is paid ~~delivery~~for ofdeliverables ~~the~~including ~~customer's~~a ~~samples~~market oranalysis, ~~examples~~ review of ~~products~~proposed orgoods and services, toexpectations ~~the~~for ~~AmericaTowne~~supply ~~Platform~~and demand in the market, ~~and~~how ifto ~~deemed~~conduct ~~strategically~~an ~~beneficial~~export bybusiness ~~the~~in ~~Company~~China, information on financing, the ~~customer~~export ~~may~~tax ~~send specific~~savings ~~videos~~programs, ~~brochures~~and selecting and ~~other~~assigning ~~promotional~~a ~~material~~sister totax ~~explain,~~saving ~~show,~~company. ~~and~~The ~~demonstrate~~Parties have agreed that the ~~products~~service orfee ~~services~~will ~~features~~be topaid as follows: (a) $10,000 on the ~~Chinese~~date ~~consumer~~the Agreement was signed, and or(b) ~~wholesale~~$5,000.00 ~~customers~~per month for 198 months. The ~~customer~~first ~~agrees~~monthly topayment beis ~~responsible~~scheduled for ~~those~~March 15, ~~costs~~2017. ~~associated~~Blessed ~~with~~Autos ~~packaging, shipping~~may ~~and~~be ~~other~~required ~~reasonable~~to ~~and~~sign ~~commercially~~a ~~acceptable~~note ~~costs~~for inoutstanding ~~sending~~service fees. Also, the ~~samples~~Company, toat ~~the~~its ~~AmericaTowne~~sole ~~Platform~~discretion, ~~including~~ ~~where~~may ~~applicable,~~exchange ~~Value~~other ~~Added~~assets ~~Tax~~or ~~(VAT)~~items orof ~~custom~~value ~~costs~~for payments due.

Blessed Autos has also agreed to pay the Company a “Transaction Fee” for each transaction between Bless Autos and any end-7buyer arranged through or facilitated by the Company in the amount of 8% (the “Transaction Fee”). The Transaction Fee shall include the services provided by the Company in its Platform, Sample and Test Market Program, and if applicable, Accepted Market Program. The Transaction Fee shall be recognized as revenue after the transactions is completed. The Transaction Fee shall be first deducted by the Company from the amount the end-buyer owes Bless Autos, plus other fees, if any, unless otherwise prohibited under any applicable restriction associated with health care fees being paid in violation of any applicable laws.

~~[Table~~On March 17, 2017, the Blessed Autos Agreement was amended by the Company and Blessed Autos (the “Addendum”). The Addendum amended the scope of ~~Contents~~the services of the exporter to cover “…[c]amping [s]toves and other supplies, equipment and goods to customers in Nigeria, other parts of Africa and elsewhere.” Blessed Autos scope of services are set forth in more detail in the Addendum, attached hereto as an exhibit. In order for Blessed Auto to secure the exporter services, the Company extended Blessed Auto a line of credit of $1,000,000. In addition to extending the line of credit, the Company agreed to perform other duties, including ensuring financial capabilities and resources to secure the exported goods. To the extent not amended in the Addendum, the Agreement remained in full force and effect. The service fee pursuant to a production contract and agreement is recognized upon receipt of profits by the Company as outlined in the agreement.

~~Upon~~On August ~~receipt of samples~~17, ~~brochures,~~ ~~and other promotional and marketing materials~~2017, the Company ~~will~~entered beinto ~~responsible~~an ~~for~~agreement ~~displaying~~ regarding the ~~customer's~~facilitation ~~goods~~of the manufacturing and delivery ~~services~~of ongas ~~its~~cylinders ~~online~~under ~~portal,~~an ~~and/or~~agreement ~~exhibition~~with Shanghai ~~and~~Nahui ~~showroom~~International ~~facilities~~Trade ~~in China~~Co., asLtd. (hereinafter ~~well as marketing the customer's products~~“Shanghai ~~through marketing channels~~Nahui”). The ~~Company,~~gas incylinders ~~conjunction~~are ~~with~~intended ~~any~~for ~~representative~~delivery ofto the ~~customer,~~end ~~will~~consumer ~~exercise~~through Favoulin ~~commercially~~Global ~~reasonable~~Services of Lagos ~~discretion~~NigeriaPIL in(Nigeria), ~~determining~~Ltd. ~~how~~– ~~the~~Lagos ~~customer's products and services are exhibited~~ in ~~the~~Lagos, ~~AmericaTowne Platform~~Nigeria. The ~~Company~~Bill ~~will use its best efforts to match the customer with an end buyer~~ of ~~its~~Lading ~~products or services. The customer agrees that there~~ is ~~no assurance~~enclosed ~~that~~herein aas ~~demand for its product will exist or~~ an ~~end buyer will be found~~exhibit.

~~The Sample and Test Market~~Mrs. ~~Program~~Ubezonu ~~allows~~had personally ~~the~~contributed ~~customer~~$58,000 anto ~~opportunity~~Blessed Auto to ~~(i)~~facilitate ~~test~~this ~~the~~transaction ~~demand~~with ~~and~~the ~~market~~funds ~~for~~being ~~its products and service by exhibiting it products~~placed orin ~~service~~escrow inwith the ~~AmericaTowne Platform~~Company, ~~and~~as ~~(ii)~~part ~~receive~~of ~~follow-on~~the ~~orders~~March ~~for its products or services~~17, if2017 aaddendum ~~demand~~discussed ~~and buyers exist, without expending normal costs for exporting~~above. The ~~customer~~$58,000 ~~has~~constituted ~~one~~approximately ~~year~~25% of ~~from~~ the ~~effective~~costs ~~date under the Exporter Services Agreement~~ to ~~participate~~manufacture inand ship the ~~Sample~~cylinders ~~and~~to ~~Test Market Program~~Nigeria. Mrs. ~~Afterwards~~Ubezonu, ~~provided~~on nobehalf ~~transaction~~of Blessed ~~has~~Auto, ~~occurred~~and in the ~~AmericaTowne~~Company ~~Platform,~~also ~~the~~agreed ~~customer~~that ~~agrees to pay a fee equal to 25% of~~ the ~~original~~net ~~Service~~profit ~~Fee~~from ~~within thirty days to extend~~ the ~~customer's participation.~~shipment Toand ~~the~~delivery ~~extent~~of ~~this~~these ~~fee~~exported isgoods ~~not~~would ~~paid,~~be ~~the~~split ~~customer's~~between ~~participation and membership in~~ the ~~Sample~~Company (75%) and Blessed ~~Test Program terminates~~Auto (25%). In ~~the~~The ~~event~~Company ofexpects ~~termination,~~to ~~the~~receive ~~Company~~its ~~and~~service ~~customer~~fee ~~agree~~from ~~that~~ the ~~balance~~profits of the ~~Exporter~~transaction ~~Services~~which ~~Agreement~~the Company ~~would~~expects ~~remain~~to ~~in full~~be ~~force~~a ~~and~~long ~~effect~~term business.

Provided that the Company concludes that the Sample and Test Market Program has resulted in market demand and target consumers for the customer's goods and services, the Company will notify the customer within a commercially reasonable time of its opinions, conclusions and recommendations, and in turn, provide services associated with its Accepted Market Program. Under this program, the Company will advise the customer in the negotiation of price, and terms and conditions of sale of its goods and/or services. The Company will assist the customer in all phases of the exporting process, including but not limited to, labeling and preparation for exporting, customs inspection and clearance, shipping, warehousing, and payment. The Company, if deemed necessary, will propose the form and substance of purchase orders to be presented to the target buyer setting forth, amongst other things, terms and conditions of sale, costs, and payment to the customer (or its assignee or designee) with the Company being responsible for currency exchange into United States dollars.-8-

~~Under the Accepted Market~~Table ~~Program, the Company anticipates advising the customer~~ of the various components of the selling price including, but not limited to, normal product costs, shipping costs, other related expenses, and customs and VAT. The customer will make the final determination of its sale price offered to the buyer. The Company will advise the customer on available incentives and accommodations as a result of the Company operating out of a Bonded Port Zone in China, such as, but not limited to, making the determination that the buyer assumes VAT and customs costs by including such costs in the price of the product or service, and reduced warehousing and logistics product costs in China. From time to time state and federal agencies will have marketing and promotional programs to assist small businesses in exporting their products and services. The Company will work with the customer where warranted, to take advantage of the various funding, grants and promotional opportunities available.Contents

~~-8-~~Mrs. Ubezonu subsequently requested that the $58,000 held in escrow with the Company be applied towards a Stock Purchase Agreement for 38,667 shares of restricted common stock in the Company. The Stock Purchase Agreement is enclosed herein as an exhibit and is addressed in Item 3.02, below. The $58,000 was subsequently applied to the Stock Purchase Agreement, but this left a shortfall of $58,000 associated with the closing of the gas cylinder agreement identified herein. In order to cover this shortfall, Mrs. Ubezonu agreed to enter into a Secured Promissory Note with the Company whereby she would replenish the escrow in the amount of $58,000 pursuant to the payment terms set forth therein. The gas cylinders have been manufactured but not delivered yet, so the Company has agreed not to enforce its rights under the Note in demanding payment. Rather, the Company believes that the Note payment is a receivable that will be paid upon final completion of the gas cylinder transaction. Furthermore, as collateral for the repayment of the Note, Mrs. Ubezonu has pledged the 38,667 shares as collateral pursuant to Section 3 of the Note.

~~[Table~~On March 27, 2017, the Company entered into a Trade Center Agreement with Mabiala Phuati Josue (“Josue”) for operations in the Democratic Republic of ~~Contents]~~Congo (the “Josue Agreement”). The Josue Agreement terminates on December 31, 2021. The Company retains the option to extend the Josue Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. In consideration for Josue entering into the Josue Agreement, the parties have agreed to form a joint venture limited liability company (or similarly structured entity upon consent of the parties) in which Josue would be issued a specific percentage of equity and would deploy resources in furtherance of an AmericaTowne community in the Democratic Republic of Congo. Each party has agreed to a mutual compensation schedule, which is incorporated into the Josue Agreement resulting in a fully integrated and materially definitive agreement. For the services provided by Josue, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Josue a stock award of 25,000 shares of the Company’s common stock to be issued by or before January 28, 2018. Starting at the end of April 2017, provided Josue has met the agreed upon production schedule, the Company will pay Josue a $1,600 monthly stipend. The Company has also issued a stock option to Josue to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Josue Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

InJosue has ~~certain~~agreed ~~cases,~~to ~~special~~pay ~~certification~~the ~~will be~~Company ~~required~~a ~~from~~nonrefundable ~~the~~service ~~appropriate~~fee ~~authorities~~of ~~in China~~$35,000. ~~prior~~The toservice ~~export~~fee ofis ~~the~~paid ~~customer's~~for ~~goods~~deliverables ~~and/or~~including ~~services~~the ~~in conjunction with~~formation aand ~~buyer's~~registration ~~purchase~~of ~~order.~~the Injoint ~~such~~venture ~~a case~~entity, and the ~~Company~~delivery ~~will~~of ~~assist~~marketing ~~the~~materials ~~customer~~to inbe ~~securing~~used ~~the~~by ~~proper certification~~Josue. The ~~customer~~service fee is ~~will~~paid beas ~~responsible~~follows: ~~for~~$1,000 ~~all~~upon ~~costs~~execution of ~~such~~the ~~certification.~~Josue ~~Prior~~Agreement, toand ~~any~~monthly ~~such~~payments ~~certification~~of ~~action,~~$500.00 ~~the~~a ~~Company~~month ~~will~~for ~~advise~~sixty-eight ~~the customer,~~months ~~and~~with the ~~customer~~first ~~will~~monthly ~~have~~payment ~~the~~due ~~sole~~on ~~discretion~~May to30, ~~determine~~2017. The ifreader ~~a certification~~ is directed to bethe ~~obtained, and understand if such certification~~exhibits isfor ~~obtained,~~ the ~~customer,~~full orcopy ~~its~~of ~~assignee~~the orTrade ~~designee,~~Center isAgreement ~~ultimately~~executed ~~responsible~~by ~~for~~ the ~~costs of certification~~Company.

On June 26, 2017, the Company entered into a Trade Center Service Agreement with Toni Oyelowo (B“Oyelowo”) for operations in North Carolina (the “Oyelowo Agreement”). Pursuant to the Oyelowo Agreement, the parties will form a limited liability company that will operate in an agreed upon location. The ~~Licensing~~Oyelowo Agreement terminates on December 31, ~~Lease~~2021. The Company retains the option to extend the Oyelowo Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Oyelowo, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and ~~Use~~or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Oyelowo a stock award of 25,000 shares of the Company’s restricted stock to be issued one year after the Oyelowo Agreement was entered into. Starting the third month the Oyelowo Agreement is in effect, the Company may pay Oyelowo a monthly stipend. The Company has also issued a stock option to Oyelowo to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Oyelowo Agreement is in effect for up to five year to be exercised by or before December 31st of the given year.

The general intent behind the Licensing Agreement is for the Company to license its intellectual property to the customer and a right to lease a future physical location to conduct its business in China for the consideration stated therein. The Licensing Agreement incorporates as exhibits the approved licensed intellectual property to be used by the customer at the Authorized Location, the proposed site for the Authorized Location (which in the case of Landmark is yet to be determined), the consideration to be paid by the customer associated with the Authorized Location, a preliminary financing budget, and a source and use schedule.-9-

~~For the consideration~~Table set forth in the Licensing Agreement, the Company grants to the customer a license and lease right to operate one business unit on the proposed, anticipated and intended location in China (defined as the "Authorized Location"), The granting of this right by the Company does not constitute a representation, warranty, or guarantee by the Company that the customer's business can be successfully operated at the Authorized Location. The consideration paid by the customer associated with the Authorized Location is in addition to any other payment obligations of the customer set forth in the Licensing Agreement, or where applicable, the Exporter Services Agreement discussed in subsection (A), above.Contents

~~Provided~~Oyelowo has ~~the~~agreed ~~customer is~~to inpay ~~full~~the ~~compliance~~Company ~~with~~a ~~all~~nonrefundable ~~provisions~~service fee of ~~the~~$55,000. ~~Licensing~~The ~~Agreement,~~service ~~any~~fee ~~and~~is ~~all~~paid ~~other~~for ~~agreements~~deliverables ~~between~~including the ~~Company~~ formation and ~~the customer~~registration ~~(i.e.~~of the ~~Exporter~~limited ~~Services~~liability ~~Agreement~~company, ~~if applicable),~~ and ~~has provided~~ the ~~agreed~~delivery ~~upon~~of ~~written~~marketing ~~notice,~~materials ~~the customer has the option~~ to ~~renew~~be ~~the~~used ~~business~~by ~~operations~~Oyelowo. atThe ~~the~~service fee ~~Authorized~~is ~~Location~~to ~~for~~be ~~successive~~paid ~~periods~~as offollows: ~~ten~~$5,000 ~~years~~ upon ~~the~~execution ~~payment~~of to the ~~Company~~Oyelowo ~~of a renewal fee in an amount $25~~Agreement,~~000,~~ and ~~the~~monthly ~~execution~~payments of ~~any~~$500 ~~standard~~a ~~business~~month ~~operation's~~for ~~agreement~~eighty months ~~used~~with by the ~~Company~~ atfirst ~~the~~monthly ~~time~~payment ofdue ~~the~~on ~~written~~September ~~notice~~15, 2017.

~~Provided~~On April 19, 2017, the ~~customer is~~Company inentered ~~full~~into ~~compliance~~a ~~with~~United ~~all~~States ofTrade ~~its~~Center ~~payment~~Service ~~and~~Provider ~~performance~~Agreement ~~obligations~~with ~~under~~Anita Umeweni (“Umeweni”) for operations in Nigeria (the ~~Licensing~~“Umeweni Agreement,”). ~~and~~The ~~any~~Umeweni ~~other~~Agreement ~~agreements~~terminates on December 31, 2021. The Company ~~related~~retains the option to ~~its~~extend ~~performance~~the ~~hereunder~~Umeweni Agreement to December 7, ~~and~~2025 ~~any~~provided ~~and~~written ~~all~~notice ~~applicable~~is ~~laws~~given ~~and~~prior ~~regulations~~to October 31, 2021. For the ~~Company~~services ~~agrees~~provided ~~that~~by itUmeweni, ~~will~~the ~~not~~Company ~~operate, or~~retains ~~permit~~the ~~any~~option ~~other~~to ~~entity~~pay ora ~~person~~fee equal to ~~operate~~1% ~~any~~to ~~similar~~13% of the gross value of all funds, insurance, loans and or ~~like~~guarantees ~~business~~charged asand ~~the~~collected ~~customer~~from ~~within~~those ~~the~~businesses ~~AmericaTowne~~and ~~location~~individuals inparticipating or contracting ~~which~~with the ~~Authorized~~Company’s ~~Location~~export ~~is situated~~program. The Company has ~~acknowledged~~granted ~~that~~Umeweni ~~the~~a ~~Authorized~~stock ~~Location~~award isof ~~currently~~25,000 ~~not~~shares ~~ready~~of ~~for~~the Company’s ~~occupancy~~restricted stock to be issued by or before December 20, 2017. ~~The~~Starting ~~customer~~March ~~acknowledges~~31, ~~and~~2018, ~~agrees~~provided ~~that~~Umeweni has met the ~~consideration~~agreed ~~paid~~upon production ~~under~~schedule, the ~~Licensing~~Company ~~Agreement~~may ispay ~~for,~~Umeweni ina ~~part,~~monthly ~~site development~~stipend. ~~and~~The ~~construction~~Company ~~services,~~has ~~expenses~~also issued a stock option to Umeweni to purchase 25,000 ~~fees~~shares ~~and~~of ~~costs~~common ~~incurred~~stock byin the Company inat ~~building~~$1.50 ~~the~~per ~~Authorized~~share ~~Location exclusively~~ for each year the ~~benefit~~Umeweni ofAgreement ~~the~~is ~~customer,~~in ~~subject~~effect for up to ~~the~~five year ~~terms~~to ~~and~~be ~~conditions~~exercised by or before December 31st of the ~~Licensing~~given ~~Agreement~~year.

Umeweni has agreed to pay the Company a nonrefundable service fee of $35,000. The service fee is paid for deliverables including the formation and registration of the joint venture entity, and the delivery of marketing materials to be used by Umeweni. The service fee is to be paid as follows: $1,750 upon execution of the Umeweni Agreement, and monthly payments of $500 a month for sixty-9-six (66) months with the first monthly payment due on June 15, 2017.

~~[Table~~On June 7, 2017, the Company entered into a Trade Center Agreement with Malack Abiut Ongige (“Ongige”) for operations in the United Republic of ~~Contents]~~Tanzania (the “Ongige Agreement”). The Ongige Agreement terminates on December 31, 2021. The Company retains the option to extend the Ongige Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Ongige, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Ongige a stock award of 25,000 shares of the Company’s restricted stock to be issued by or before December 20, 2017. Starting March 31, 2018, provided Ongige has met the agreed upon production schedule, the Company may pay Ongige a $1,600 monthly stipend. The Company has also issued a stock option to Ongige to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Ongige Agreement is in effect for up to five year to be exercised by or before December 31st of the given year.

~~The parties agree that~~Ongige ~~the~~has ~~occupancy~~agreed byto ~~the~~pay ~~customer post-construction shall be considered a leasehold interest with~~ the Company ~~being~~a ~~the~~nonrefundable ~~lessor~~service ~~and the~~fee ~~customer~~of ~~as the lessee~~$55,000. The ~~parties~~service ~~agree~~fee tois ~~execute~~paid afor ~~lease~~deliverables ~~agreement~~including ~~consistent with~~ the ~~terms of Section 3 of the Licensing~~formation ~~Agreement~~and ~~within~~registration ~~thirty days~~ of the ~~Company~~joint ~~securing~~venture ~~all applicable permits~~entity, ~~licenses~~ and ~~necessary authorization from~~ the ~~proper regulatory~~delivery ~~agency approving the construction~~ of ~~the~~marketing ~~specific~~materials ~~AmericaTowne~~to ~~site~~be inused ~~which~~by ~~the~~Ongige. ~~Authorized~~The ~~Location~~service isfee is to be ~~situated. Unless~~paid ~~otherwise~~as ~~negotiated~~follows: $2,500 ~~the~~upon ~~parties~~execution ~~agree that the term~~ of the ~~lease~~Ongige ~~shall coincide with the balance of the "Term" under the Licensing~~ Agreement, asand ~~defined~~monthly ~~under~~payments ~~Section 1~~ of ~~the~~$500 ~~Licensing~~a ~~Agreement.~~month ~~For~~for ~~example,~~one tohundred ~~the extent the Company provides~~and ~~notification~~five to(105) ~~the~~months ~~customer~~with ~~that~~ the ~~AmericaTowne~~first ~~site~~monthly ~~has~~payment ~~been~~due ~~approved for construction and there is a balance of fourteen years left~~ on ~~the~~August ~~Licensing Agreement at the time of the notification~~30, ~~the customer agrees that the term under the corresponding lease shall be fourteen years~~2017.

~~Unless~~On July ~~otherwise~~7, ~~negotiated~~2017, ~~the~~ ~~lease price shall be~~ the ~~average~~Company ~~square~~executed ~~meter~~an ofExporter ~~leased~~Services ~~space~~Agreement ~~for~~(“Global ~~businesses~~Agreement”) atwith ~~the~~Global ~~location to be determined as stated by~~Entrepreneurship ~~published~~Solutions, ~~and/or~~a ~~stated~~Ghana ~~lease~~Corporation ~~rates~~doing atbusiness ~~the specific location~~ at ~~the~~P.O. ~~time~~Box ~~the~~CT3827 ~~customer~~Cantonments, ~~provides~~Accra ~~notice~~in toGhana ~~the Company~~(“Global”). The ~~lease~~Company ~~shall~~intends ~~contain~~on ~~such~~providing ~~terms~~Global with market analysis and ~~provisions~~support, asand ~~are~~specialty ~~reasonably~~products ~~acceptable~~pertaining to ~~the~~industrial ~~Company~~equipment and, atexporting of ~~the~~auto ~~Company's~~parts, ~~sole~~auto ~~option~~equipment, ~~shall~~and ~~be subleased~~related toservices ~~third-parties~~through ~~provided that~~ the ~~subtenant~~AmericaTowne ~~acknowledges~~Platform. inThe ~~writing~~term ~~that~~of ~~its obligations under~~ the ~~Licensing~~ Agreement ~~are~~ ~~equally~~is ~~primary~~fifteen toyears (absent ~~the~~extension ~~customer~~or (itermination).e. aGlobal ~~sublease~~has ~~versus~~one-year anfrom ~~assignment~~the ofeffective ~~lease),~~date ~~and~~of ~~that~~ the ~~Company~~Agreement ~~may be entitled~~ to ~~adequate collateral~~participate toin ~~secure payment and performance by~~ the ~~subtenant~~Company’s Sample and ~~the~~Test ~~customer,~~Market ~~jointly and severally~~Program.

~~The Company shall provide~~Global ~~the~~has ~~customer~~agreed ~~with~~to apay ~~budget and funding plan for~~ the ~~Authorized~~Company ~~Location,~~a ~~and~~nonrefundable ~~the~~service ~~customer's~~fee ~~business~~of ~~start-up~~$55,000.00 ~~based~~USD on the ~~Company's experience~~Effective ~~and~~Date. ~~expertise~~The inservice ~~conducting~~fee ~~business~~is ~~within~~recognized when ~~the~~deliverables ~~particular~~are ~~locale (the "Financing Budget")~~provided. The ~~parties~~service ~~agree that~~fee ~~the~~is ~~approval~~paid offor ~~the~~deliverables ~~Financing~~including ~~Budget~~a ~~does~~market ~~not~~analysis, ~~guarantee~~review ~~success~~ of ~~actually~~proposed ~~securing~~goods and ~~the~~services, ~~necessary~~expectations ~~financing~~for orsupply inand ~~the~~demand ~~overall success~~in of the ~~business.~~market, ~~The~~how ~~parties~~to ~~agree~~conduct toan ~~the~~export ~~preliminary~~business ~~Financing~~in ~~Budget~~China, ~~and~~information ~~will~~on ~~agree~~financing, the toexport antax ~~updated~~savings ~~Financing~~programs, ~~Budget~~and ~~within sixty~~selecting ~~days~~and ~~prior~~assigning toa ~~construction~~sister oftax ~~the~~saving ~~Authorized Location~~company. ~~Upon~~The ~~agreement~~Parties ofhave ~~all~~agreed ~~terms~~that ~~and~~the ~~conditions of an updated Financing~~service ~~Budget,~~fee ~~the~~will ~~parties~~be ~~shall~~paid ~~mutually~~as ~~execute~~follows: (a) ~~"Final Financing Budget~~$1,"500 ~~which~~on ~~can~~the bedate ~~amended~~the orGlobal ~~modified~~Agreement ~~only~~was bysigned, a(b) ~~writing signed~~monthly bypayments ~~the~~of ~~parties~~$1,000.00 ~~The~~for ~~parties~~53 months, ~~acknowledge~~and ~~that~~(3) ~~the~~a ~~Final~~final ~~Financing~~payment ~~Budget~~of ~~might~~$500 ~~alter~~the ormonth ~~modify~~after ~~their~~the ~~respective~~final ~~rights~~$1,000 ~~duties and~~payment. ~~obligations,~~The ~~and~~first ifmonthly ~~so,~~payment ~~such~~is ~~modification~~scheduled ~~will~~for beAugust 30, ~~memorialized~~2017. inGlobal ~~writing~~may ~~signed~~be byrequired ~~the~~to ~~parties.~~sign ~~Absent~~ a ~~writing,~~note ~~the~~for ~~Licensing Agreement~~outstanding isservice tofees. ~~be interpreted~~Also, asthe ~~a whole~~Company, ~~consistent~~at ~~with~~its ~~the~~sole ~~Final~~discretion, ~~Financing~~may ~~Budget~~exchange other ~~and~~assets ~~the alterations~~ or ~~modifications~~items ~~caused by~~of ~~the~~value ~~Final~~for ~~Financing~~payments ~~Budget~~due.

The Company agrees to provide to the customer plans and specifications for the AmericaTowne location in which the Authorized Location shall be constructed within a commercially reasonable period of time. The plans and specifications will reflect the Company's requirements, recommendation and suggestions for dimensions, exterior design, interior design and layout, decor, building materials, equipment, fixtures, furniture, and signs, which shall all be designed after business facilities typically found in the United States of America. Promptly after being provided with the plans and specifications, the customer shall submit any requested changes and/or comments to the plans and specifications, and the Company reserves the right to accept or reject such recommendations in order to (i) ensure continuity of appearance within the AmericaTowne site, (ii) ensure capacity for the type, size, scope and adequacy of any machinery and equipment utilized by the Licensee, and (iii) ensure that the recommendation is within the Final Financing Budget.-10-

~~-10-~~Table of Contents

~~[Table~~Global has also agreed to pay the Company a transaction fee for each transaction between Global and any end buyer arranged through or facilitated by the Company in the amount of ~~Contents]~~8%. The transaction fee shall include the services provided by the Company in its Platform, Sample and Test Market Program, and if applicable, Accepted Market Program. The transaction fee shall be recognized as revenue after the transactions is completed. The transaction fee shall be first deducted by the Company from the amount the end-buyer owes Global, plus other fees, if any, unless otherwise prohibited under any applicable restriction associated with health care fees being paid in violation of any applicable laws. There are no related-party disclosures under the Global Agreement, and the control persons of Global are not shareholders in the Company. Though the Effective Date of the Global Agreement is July 7, 2017, the Company did not receive a fully executed copy of the Global Agreement on July 18, 2017.

~~The~~On July 14, 2017, the Company ~~agrees~~executed ~~that it~~an ~~shall~~Exporter beServices ~~solely~~Agreement ~~responsible~~(“BATROMACK ~~for~~Agreement”) ~~construction,~~with ~~and~~BATROMACK inEnterprises, LLC, ~~securing~~a ~~the~~North ~~proper~~Carolina ~~licenses,~~limited ~~permits,~~liability ~~and~~company ~~certificates~~doing ~~required~~business ~~for~~at ~~all construction~~1305 ofMooreland ~~the~~Court ~~Authorized~~in ~~Location~~Raleigh, ~~and~~NC ~~for~~27603 ~~building~~(“BATROMACK”). Similar to its other Export Services Agreements, the ~~Authorized~~Company ~~Location~~intends inon ~~accordance~~providing BATROMACK with ~~the~~market ~~highest~~analysis ~~building~~and ~~standards~~support, ~~consistent~~and ~~with~~specialty ~~the~~products ~~intent~~pertaining to industrial equipment and exporting of auto parts, auto equipment, and related services through the AmericaTowne ~~concept~~Platform. The ~~Company~~term ~~further~~of ~~agrees~~the ~~that~~BATROMACK itAgreement ~~will~~is bealso ~~responsible~~fifteen ~~for~~years ~~equipping~~(absent ~~and finishing~~extension ~~the~~or ~~Authorized~~termination). ~~Location~~BATROMACK has inone-year afrom ~~commercially~~the ~~reasonable~~effective ~~period~~date of ~~time~~the ~~and~~Agreement into aparticipate ~~manner~~in ~~consistent~~the ~~with~~Company’s ~~securing~~Sample ~~occupancy for~~and ~~the~~Test ~~customer~~Market Program.

~~The~~BATROMACK agreed ~~rights granted~~ to ~~the~~ ~~customer~~pay ~~under~~ the ~~Licensing~~Company ~~Agreement,~~a ~~and~~nonrefundable ~~more~~service ~~specifically,~~fee ~~rights related to the Authorized Location cannot be transferred to any other location without the prior written approval~~ of ~~the Company~~$55,000.00 IfUSD ~~the~~on ~~customer has operated its business for less than twelve months from~~ the "Effective Date". ~~and~~The ~~requests~~service ~~relocation~~fee tois anrecognized ~~alternative AmericaTowne site, the customer must~~when ~~set~~deliverables ~~forth~~are ~~its~~provided. ~~reasons~~The ~~for~~Parties ~~requesting~~have ~~the~~agreed ~~relocation~~that ~~in writing to~~ the ~~Company,~~service ~~and~~fee ~~its~~will ~~requested~~be ~~relocation~~paid ~~plan,~~as ~~along~~follows: ~~with~~ (a ~~proposed~~) ~~timeline~~$3,000 ofon ~~relocation. The Company reserves~~ the ~~right~~date ~~to approve~~ the ~~relocation. To the extent the Company agrees to~~BATROMACK ~~the~~Agreement ~~relocation~~was signed, ~~the~~(b) ~~customer~~$500 ~~agrees~~per ~~that~~month ~~the~~for ~~relocation~~50 ~~does not alter~~months, ~~impair or modify its duties~~ and ~~obligations~~(3) ~~under~~after the ~~Licensing Agreement,~~50 ~~unless~~consecutive ~~otherwise~~monthly ~~set~~payments, ~~forth~~two inmonthly antow ~~amended agreement~~ payments in the ~~same~~amount ~~form~~of ~~and substance as the Licensing Agreement~~$12. The ~~customer agrees~~first to$500 ~~pay~~monthly ~~the~~payment ~~Company~~is ascheduled ~~nonrefundable~~for ~~design~~August ~~and~~30, ~~set~~2017. upBATROMACK ~~fee~~may ~~for~~be ~~the~~required ~~preparation~~to ofsign a ~~design~~ note for ~~the~~outstanding ~~Licensee's~~service ~~new~~fees. ~~location based~~Also, onthe ~~current~~Company, ~~market conditions~~ at ~~the~~its ~~time~~sole ofdiscretion, ~~the~~may ~~request~~exchange ~~for~~other ~~and~~assets ~~implementation~~or items of ~~the~~value ~~relocation~~for payments due.

~~(C)~~BATROMACK ~~ATI~~has ~~Modular~~also ~~Technology~~agreed ~~Corp~~to pay the Company a transaction fee for each transaction between BATROMACK and any end buyer arranged through or facilitated by the Company in the amount of 8%. The transaction fee shall include the services provided by the Company in its Platform, Sample and Test Market Program, and if applicable, Accepted Market Program. The transaction fee shall be recognized as revenue after the transactions is completed. The transaction fee shall be first deducted by the Company from the amount the end-buyer owes Global, plus other fees, if any, unless otherwise prohibited under any applicable restriction associated with health care fees being paid in violation of any applicable laws. There are no related-party disclosures under the BATROMACK Agreement, and the control persons of BATROMACK are not shareholders in the Company.

On June 6, 2016, the Company purchased the majority and controlling interest in Global Recycle Energy, Inc., a Nevada corporation, through the acquisition of 100,000,000 shares of restricted common stock from Joseph Arcaro (“Arcaro”). The Stock Purchase and Sale Agreement dated June 2, 2016 (the “SPA”) closed on June 6, 2016 with the payment of the purchase price to Arcaro of $175,000 from the Company’s working capital, and the transfer of the restricted common stock certificate to the Company.-11-

~~The SPA was the result~~ Table of a privately negotiated transaction at arms-length between unrelated parties, or affiliates thereto, in a non-brokered transaction. Global Recycle Energy, Inc., is not publicly traded, but is listed on OTC Pink Sheets on OTC Markets Group, which is regulated by FINRA.Contents

~~Subsequent~~On August 17, 2017, the Company entered into a Trade Center Agreement with Jay Udoka Odunukwe for operations in at a location to be determined and approved by the Company’s ~~acquisition~~(the “Odunukwe agreement”). The Odunukwe Agreement terminates on December of31, ~~Global~~2021. ~~Recycle~~The ~~Energy~~Company retains the option to extend the Odunukwe Agreement to December 7, ~~Inc~~2025 provided written notice is given prior to October 31, 2021. For the services provided by Odunukwe, the Company’s ~~Chairman~~retains the option to pay a fee equal to 1% to 13% of the ~~Board~~gross value of all funds, ~~President~~insurance, loans and ~~Treasurer,~~or ~~Alton~~guarantees ~~Perkins,~~charged ~~was~~and ~~appointed to~~collected ~~the~~from ~~same~~those ~~positions~~businesses and individuals participating or contracting with ~~Global~~the ~~Recycle~~Company’s ~~Energy,~~export ~~Inc~~program. ~~Amendments~~The toCompany ~~the~~has ~~Articles~~granted ofOdunukwe ~~Incorporation~~a ~~changed~~stock ~~Global~~award ~~Recycle~~of ~~Energy~~25,000 ~~Inc.~~shares of the Company’s ~~name~~restricted stock to ~~ATI~~be ~~Modular~~issued ~~Technology~~by ~~Corp.~~or ~~(“ATI~~before ~~Modular”).~~December ~~ATI~~20, ~~Modular~~2017. ~~then~~Starting ~~filed~~March ~~the~~31, ~~appropriate~~2017, ~~company-related~~provided ~~action~~Odunukwe ~~with~~has met the ~~Financial~~agreed ~~Industry~~upon ~~Regulatory~~production ~~Authority~~schedule, ~~(“FINRA”)~~the toCompany ~~finalize~~will ~~its~~pay ~~name~~Odunukwe ~~change~~a ~~and~~$1,800 ~~change~~monthly ~~its~~stipend. ~~trading~~The Company has ~~symbol,~~also ~~which~~issued isa ~~presently~~stock ~~GREI.ATI~~option ~~Modular~~to ~~filed~~Odunukwe ~~its~~to ~~Form~~purchase 1025,000 ~~information~~shares onof ~~September~~common ~~30,~~stock ~~2016.~~in Asthe ofCompany ~~this~~at ~~filing,~~$1.50 ~~comments~~per ~~from~~share for each year the ~~Securities~~Don-Mello ~~Exchange~~Agreement ~~Commission~~is ~~(“SEC”)~~in ~~are~~effect ~~still~~for ~~pending~~up to five year to be exercised by or before December 31st of the given year.

Odunukwe has agreed to pay the Company a nonrefundable service fee of $38,500. The service fee is paid for deliverables including the formation and registration of the joint venture entity, and the delivery of marketing materials to be used by Odunukwe. The service fee is to be paid as follows: $1,500 upon execution of the Odunukwe Agreement, and monthly payments of $500 a month for sixty months, with the sixty-~~11-~~first payment being $7,000. The first monthly payment due on October 30, 2017.

~~[Table~~On August 17, 2017, the Company entered into a Trade Center Agreement with Chike Odunukwe for operations in an area to be approved by the Company (the “Chike Odunukwe Agreement”). The Chike Odunukwe Agreement terminates on December 31, 2021. The Company retains the option to extend the Chike Odunukwe Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Chike Odunukwe, the Company retains the option to pay a fee equal to 1% to 13% of ~~Contents]~~the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Chike Odunukwe a stock award of 25,000 shares of the Company’s restricted stock to be issued one year after the Chike Odunukwe Agreement is in effect. Starting at the end of October 2017, provided Chike Odunukwe has met the agreed upon production schedule, the Company will pay Chike Odunukwe a $1,800 monthly stipend. The Company has also issued a stock option to Chike Odunukwe to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Chike Odunukwe Agreement is in effect for up to five year to be exercised by or before December 31stof the given year.

~~The~~Chike Odunukwe ~~Company~~has ~~intends~~agreed ~~on working with ATI Modular~~ to ~~furtherance~~pay the ~~development of modular communities in China, as well as other aspects of developing AmericaTowne communities. On June 21, 2016, the~~ Company ~~entered into~~ a ~~Cooperative~~nonrefundable ~~Agreement~~service ~~with~~fee ~~the Shexian County Investment Promotion Bureau (the “Shexian County Bureau”) out~~ of ~~Shexian~~$40, ~~China (hereinafter, the “AT/Shexian Cooperative Agreement”)~~000. The ~~AT/Shexian~~service ~~Cooperative Agreement~~fee ~~relates~~is topaid ~~the~~for ~~construction~~deliverables ~~of an AmericaTowne location in advancing tourism in~~ including the ~~Hanwang~~formation ~~mountains.~~and ~~Under~~registration ~~the terms~~ of the ~~AT/Shexian~~joint ~~Cooperative~~venture ~~Agreement~~entity, ~~AmericaTowne~~ and the ~~Shexian~~delivery ~~County~~of ~~Bureau~~marketing ~~have~~materials ~~agreed~~ to abe ~~strategic~~used ~~partnership~~by ~~wherein~~Doré/Konate. ~~the~~The ~~Shexian~~service ~~County~~fee ~~Bureau~~is ~~intends~~ to ~~invest~~be ~~local~~paid ~~resources~~as tofollows: ~~AmericaTowne for construction of an AmericaTowne community. In consideration~~$1, ~~AmericaTowne~~500 ~~intends~~upon onexecution ~~investing funds towards the development~~ of the ~~AmericaTowne~~Chike ~~community.~~Odunukwe ~~AmericaTowne~~Agreement, ~~will~~$ bemonthly ~~obligated~~payments ~~to bear any and all applicable taxes and the projected investment by AmericaTowne into the development~~ of ~~the AmericaTowne community is estimated to be~~ $~~30,000,000.~~500 ~~It is anticipated that the definitive agreement will set forth~~ a month ~~detailed~~for ~~projection~~sixty ~~and~~months ~~proforma associated~~ with the ~~use~~first ofmonthly ~~funds.~~payment ~~There~~due ison noOctober ~~guarantee~~30, ~~that AmericaTowne will be able to raise this capital in the event a definitive agreement is executed. Furthermore~~2017, ~~AmericaTowne’s ability to raise the necessary capital~~ and toa ~~perform~~final ~~obligations~~payment ~~under any definitive agreement might be materially affected in the event the Company is not able to perform any~~ of ~~its~~$8,500 ~~obligations~~on ~~under any future definitive agreement with~~ the ~~Shexian County Bureau~~sixty-first month.

On August ~~June~~ 21, ~~2016~~2017, ~~ATI~~the ~~Modular~~Company ~~agreed~~entered tointo ~~participate~~ a Trade Center Agreement with ~~the~~Daphne ~~Shexian~~Cummings-Branche ~~County~~(“Branche”) ~~Bureau~~for operations in ~~building~~Dallas, ~~local~~Texas ~~modular~~(the ~~construction~~“Branche Agreement”). The Branche Agreement terminates on December 31, ~~researching~~2021. ~~technology~~The ~~and~~Company ~~intelligent~~retains the ~~systems~~option ~~related~~to ~~thereto~~extend the Branche Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Branche, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and ~~servicing~~or guarantees charged and collected from those businesses and individuals participating or contracting with the ~~full~~Company’s ~~lifecycle~~export program. The Company has granted Branche a stock award of ~~modular~~25,000 ~~construction~~shares inof the ~~locale~~Company’s ~~through~~restricted stock to be issued on or after the one year anniversary of the execution of the ~~Cooperative~~Branche Agreement. (Starting at the end of November ~~“ATI~~2017, ~~Modular/Shexian~~provided ~~Cooperative~~Branche has met the agreed upon production schedule, the Company will pay Branche a monthly stipend in an amount to be determined. The Company has also issued a stock option to Branche to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Branche Agreement”) is in effect for up to five year to be exercised by or before December 31stof the given year.

~~Pursuant to future negotiations and more definitive~~Branche ~~agreements, ATI Modular~~ has agreed to ~~purchase~~pay the ~~requisite~~Company ~~equipment~~a ~~and~~nonrefundable ~~technology~~service infee ~~performing~~of ~~under~~$55,000. ~~the~~The ~~ATI~~service ~~Modular/Shexian Cooperative~~fee ~~Agreement.~~is Inpaid ~~consideration~~ for ~~the~~deliverables ~~services~~including ~~provided~~the byformation and ~~ATI~~registration ~~Modular,~~of the ~~Shexian~~joint ~~County~~venture ~~Bureau has agreed to be responsible for providing factories and land~~entity, and ~~other~~the ~~resources~~delivery ~~and~~of ~~manpower~~marketing inmaterials ~~developing~~to ~~the~~be ~~modular~~used ~~construction~~by Branche. The ~~Company~~service ~~has~~fee ~~also~~is ~~agreed~~ to ~~exercise~~be ~~its~~paid ~~best~~as ~~efforts~~follows: ~~in raising approximately~~ $302,000~~,000~~ inupon ~~furthering~~execution ~~the~~of ~~parties’ collective interests under~~ the ~~ATI~~Branche ~~Modular/Shexian Cooperative~~ Agreement. ~~These~~and ~~funds~~monthly ~~would~~payments beof ~~allocated~~$500 ~~towards~~a ~~different~~month ~~operating costs than the funds necessary~~ for ~~AmericaTowne~~sixty tomonths ~~perform under~~ with the ~~AT/Shexian~~first ~~Cooperative~~monthly ~~Agreement.~~payment Itdue ison ~~anticipated~~October ~~that~~30, ~~the definitive agreement will set forth a detailed projection and proforma associated with the use of funds~~2017. ~~The~~After ~~Company and~~ the ~~Shexian~~sixty ~~County~~monthly ~~Bureau~~payments, ~~have agreed~~Branche towill ~~continue~~make totwo ~~cooperate~~monthly inpayments ~~good faith in executing and further agreements needed in furthering their respective objectives.~~on ~~However, notwithstanding this intent,~~ the ~~Company’s~~sixty-first ~~ability~~and tosixty-second ~~perform~~month ~~might~~of ~~be materially affected in the event AmericaTowne is not able to meet its obligations in furthering any future definitive agreement with the Shexian County Bureau~~$11,500.

~~Further~~On August 19, 2017, the Company entered into a ~~Modular~~Trade Center Agreement with Okezie U Onyemelukwewith (“Onyemelukwewith”) ~~Construction~~for &operations ~~Technology~~of ~~Services~~a ~~Agreement~~trade center in Enugu, Nigeria (the “~~Modular~~Onyemelukwewith ~~Services~~ Agreement”). ~~with~~The ~~ATI~~Onyemelukwewith ~~Modular~~Agreement terminates on ~~June~~December 2831, ~~2016~~2021. The ~~impetus~~Company ~~behind~~retains the ~~Modular~~option ~~Services~~to extend the Onyemelukwewith Agreement ~~was~~to ~~ATI~~December ~~Modular’s~~7, ~~Cooperative~~2025 ~~Agreement~~provided written ~~with~~notice ~~the~~is ~~Shexian~~given ~~County~~prior ~~Government~~to October 31, ~~China~~ 2021. ~~Under~~For the ~~Modular~~services ~~Services~~provided ~~Agreement~~by Onyemelukwewith, ~~ATI~~the ~~Modular~~Company ~~shall~~retains ~~provide~~ the ~~research, development,~~option ~~training~~to ~~and~~pay ~~modular~~a ~~technology~~fee inequal ato ~~manner~~1% ~~deemed~~to ~~commercially~~13% ~~acceptable~~of by the ~~Company~~gross ~~based~~value onof ~~its~~all ~~commercially~~funds, ~~reasonable requirements~~insurance, ~~plans~~loans and ~~specifications,~~or ~~which~~guarantees ~~shall~~charged beand ~~agreed~~collected ~~upon~~from those inbusinesses ~~advance~~and ofindividuals ~~any~~participating ~~substantial~~or ~~and~~contracting ~~material~~with ~~construction.~~the ~~The~~ Company’s ~~will~~export ~~pay~~program. ~~ATI~~The ~~Modular~~Company has granted Onyemelukwewith a ~~quarterly~~stock ~~fee~~award of ~~$125~~25,000 ~~per~~shares ~~quarter.~~of ~~The~~the ~~initial~~Company’s ~~fee~~restricted ~~under~~stock ~~the~~to ~~Modular~~be ~~Services~~issued ~~Agreement~~on ~~with AmericaTowne~~or ~~was~~after ~~recorded~~the asone ayear ~~related-party~~anniversary of ~~receivable~~the ~~upon~~execution ~~its~~of ~~execution~~the Onyemelukwewith Agreement. ~~The~~Starting ~~Modular~~at ~~Services~~the ~~Agreement~~end isof ~~set~~November to2017, ~~expire~~provided onOnyemelukwewith has met the ~~June~~agreed ~~10,~~upon ~~2020~~production schedule, ~~absent~~the ~~early~~Company ~~termination~~will ~~for~~pay ~~breach~~Onyemelukwewith ~~thereof~~a bymonthly ~~either~~stipend ~~party~~in an amount to be determined. ~~ATI~~The ~~retains~~Company has analso issued a stock option to ~~extend~~Onyemelukwewith to purchase 25,000 shares of common stock in the ~~term~~Company ~~under~~at ~~its~~$1.50 per share ~~sole~~for ~~discretion~~each ~~until~~year ~~June~~the ~~10,~~Onyemelukwewith ~~2025~~Agreement byis ~~providing~~in ~~written~~effect ~~notice~~for up to ~~the~~five ~~Company~~year to be exercised by ~~March~~or ~~10,~~before ~~2019~~December 31st of the given year.

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[Table of Contents]

~~ATI~~Onyemelukwewith has ~~Modular~~agreed ~~plans~~to onpay ~~engaging~~the inCompany ~~onsite~~a ~~placement and~~nonrefundable ~~delivery~~service fee of ~~modular structures~~$55,000. ~~Mr.~~The ~~Perkins~~service ~~has~~fee ~~extensive~~is ~~experience~~paid infor ~~operating~~deliverables ~~business~~including inthe ~~China.~~formation and ~~One~~registration of the ~~reasons~~joint ~~that Mr.~~venture ~~Perkins~~entity, ~~was~~and ~~sought~~the ~~out~~delivery ~~and~~of ~~invited~~marketing materials to ~~participate~~be inused ~~developing~~by ~~the~~Onyemelukwewith. ~~modular~~The ~~industry~~service fee inis ~~China~~to isbe ~~that~~paid heas ~~was~~follows: ~~the~~$1,500 ~~co-chairman of~~upon aexecution ~~construction~~of ~~company~~the inOnyemelukwewith ~~China~~Agreement -and ~~Yilaime~~monthly ~~Foreign~~payments ~~Partnership~~of in$500 ~~Henghsui~~a ~~China.~~month ~~His~~for sixty ~~experience~~months with ~~Yilaime~~the ~~Foreign~~first ~~Partnership allows~~monthly ~~ATI~~payment ~~Modular~~due toon ~~call~~November on15, ~~local~~2017. ~~companies~~After inthe ~~China~~sixty asmonthly ~~well~~payments, asOnyemelukwewith ~~modular~~will ~~companies~~make two ~~and~~monthly ~~experts~~payments inon the ~~United~~sixty-first ~~States~~and ~~to help provide on~~sixty-~~site~~second ~~services.~~month ~~Yilaime~~of ~~Foreign Partnership is not a related party to the Company or ATI Modular~~$11,750.

On August 19, 2017, the Company entered into a Trade Center Agreement with Kelvin Mundati Gatabaki (“Gatabaki”) for operations of a trade center in Nakuru, Kenya (the “Gatabaki Agreement”). The Gatabaki Agreement terminates on December 31, 2021. The Company retains the option to extend the Gatabaki Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Gatabaki, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and ~~ATI~~or ~~Modular~~guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Gatabaki a stock award of 25,000 shares of the ~~goals~~Company’s ~~are~~restricted ~~uncertain~~stock to be issued on or after the one year anniversary of the execution of the Gatabaki Agreement. Starting Asat ~~previously~~the ~~stated~~end of November 2017, ~~there~~provided isGatabaki nohas ~~assurance~~met wethe agreed upon production schedule, the Company will orpay ~~that~~Gatabaki a ~~our~~monthly ~~financing~~stipend ~~needs~~in an amount to ~~meet~~be ~~our~~determined. ~~initiatives~~The ~~will~~Company has also issued a stock option to Gatabaki to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Gatabaki Agreement is in effect for up to five year to be exercised ~~met~~by or before December 31stof the given year.

~~(D)~~Gatabaki has ~~ATI~~agreed ~~Nationwide~~to pay the Company a nonrefundable service fee of $55,000. The service fee is paid for deliverables including the formation ~~Holding~~and ~~Corp~~registration of the joint venture entity, and the delivery of marketing materials to be used by Gatabaki. The service fee is to be paid as follows: $1,700 upon execution of the Gatabaki Agreement and monthly payments of $500 a month for sixty months with the first monthly payment due on November 15, 2017. After the sixty monthly payments, Gatabaki will make two monthly payments on the sixty-first and sixty-second month of $11,650.

On ~~July~~ 5August 9, ~~2016~~2017, the Company entered into a ~~Master~~Trade ~~Joint~~Center ~~Venture~~Agreement ~~and~~with ~~Operational~~Justus ~~Agreement~~Ongige (~~the~~ “~~Joint Venture Agreement~~Ongige”) for operations of ~~with~~a ~~Nationwide~~trade ~~Microfinance~~center ~~Limited,~~in aEssex ~~Ghanaian~~County, ~~corporation~~New Jersey (the “~~Nationwide~~Ongige Agreement”). ~~Under~~The ~~the~~Ongige ~~terms~~Agreement ofterminates on December 31, 2021. The Company retains the ~~Joint~~option ~~Venture~~to extend the Ongige Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Ongige, the Company retains the option to pay a fee equal to 1% to 13% of the ~~parties~~gross ~~agreed~~value ~~combine~~of ~~efforts~~all funds, ~~resources~~insurance, loans and ~~established~~or ~~relationship~~guarantees incharged ~~furthering~~and ~~the~~collected ~~operational~~from those businesses and ~~financial~~individuals ~~development~~participating ofor contracting with the Company’s export program. The Company has granted Ongige a ~~Savings~~stock ~~and~~award ~~Loan~~of ~~company~~25,000 ~~operating~~shares ~~under~~of the ~~laws~~Company’s restricted stock to be issued on or after the one year anniversary of ~~Ghana,~~the ~~and~~execution ~~potentially~~of ~~related~~the ~~services~~Ongige Agreement. Starting at the end of the second month of the Ongige Agreement, inprovided Ongige has met the ~~United~~agreed ~~States~~upon ~~and~~production ~~Ghana~~schedule, the Company will pay ~~through~~Ongige a ~~publicly~~monthly ~~reporting~~stipend ~~and~~of ~~trading~~$1,800 ~~entity~~at in the ~~United~~Company’s ~~States~~sole discretion. ~~Nationwide~~The Company has ~~represented~~also ~~that~~issued ita ~~currently~~stock ~~operates~~option ato ~~Tier~~Ongige 2to ~~microfinance~~purchase ~~company~~25,000 ~~providing~~shares ~~retail~~of ~~and~~common ~~commercial~~stock ~~financial~~in ~~products~~the ~~and~~Company ~~services~~at $1.50 per share for each year the Ongige Agreement is in ~~Ghana~~effect ~~pursuant~~for up to afive ~~valid~~year ~~license~~to inbe exercised by or before December 31st of the given year. Finally, if the location becomes ~~good~~an ~~standing~~EB-5 ~~issued~~investment location, as defined in the Ongige Agreement, a onetime $10,000 payment will be made by the ~~Ghana~~Company ~~Banking~~to ~~Authority~~Ongige within one year of the formation of the joint LLC.

~~The intent, at this time, is that the Company~~Ongige ~~will~~has beagreed ~~issued~~to ~~51%~~pay of the ~~voting shares in the joint venture entity; however, as set forth in more detail in the Joint Venture Agreement, the~~ Company ~~will~~a ~~not~~non-refundable beservice ~~involved~~fee inof ~~financing~~$35, ~~insurance, securities or other investment company or banking matters~~000. ~~Rather,~~ aThe ~~subcommittee~~service tofee ~~the~~is ~~Board~~paid offor ~~Directors~~deliverables ~~called~~including the ~~“Ghana Committee” will operate under the sole direction~~ offormation ~~the~~and ~~Accountable~~registration ~~Manager~~ of ~~Nationwide, and will be responsible for~~ the ~~day-to-day~~joint ~~operations~~venture ~~in Ghana~~entity, and the ~~operational~~delivery ~~recommendations to the Board~~ of ~~Directors,~~marketing ~~and~~materials to ~~the~~be ~~Operations~~used ~~and~~by ~~Ethics~~Ongige. The service ~~Committee~~fee ~~(another~~is ~~subcommittee as set forth in the Joint Venture Agreement) related~~ to ~~any~~be ~~and~~paid ~~all~~as ~~aspects of Nationwide’s financial services business~~follows: $3,000 ~~including~~upon ~~but~~execution ~~not limited to, (i) final decisions concerning day-to-day operations~~ of the ~~savings~~Ongige Agreement and ~~loans~~monthly ~~programs,~~payments ~~(ii) determination~~ of ~~personnel~~$500 ~~employed~~a ~~in support of savings~~month ~~and~~for ~~loan~~sixty-four ~~service~~months ~~operations~~with ~~including~~ the ~~managing~~first ~~director,~~monthly ~~human~~payment ~~resources,~~due ~~customers,~~on September ~~operations~~30, sales and marketing, quality assurance, and accounting and payroll, and (iii) any other commercially necessary and reasonable services benefiting Nationwide and the joint venture business combination entity2017. ~~The Ghana Committee will report directly to the Board of Directors, and the officers of the joint venture business combination entity shall implement the directives of the Ghana Committee.~~

On October 3, 2016 the Company entered into two Stock Purchase Agreements with sellers Carson Holdings, LLC, and Joseph C. Passalaqua in furtherance of the Joint Venture Agreement. Pursuant to the Stock Purchase Agreements, the Company acquired 65,000,000 shares of common stock in EXA, Inc., a Florida corporation, traded on the OTC Pink Sheets under the symbol EXAI. The Stock Purchase Agreements were privately negotiated between the parties without facilitation through brokers or promotors, or third-parties, except legal counsel, and were approved by the Company’s Board of Directors as being in the best interests of the Company. As a result of the Stock Purchase Agreements, the Company became the controlling and majority shareholder in EXA, Inc.13-

~~-13-~~Table of Contents

~~[Table~~On August 23, 2017, the Company entered into a Trade Center Agreement with Kenneth Uchenna Ubochi (“Ubochi”) for operations of ~~Contents]~~a trade center in River State, Nigeria (the “Ubochi Agreement”). The Ubochi Agreement terminates on December 31, 2021. The Company retains the option to extend the Ubochi Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Ubochi, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Ubochi a stock award of 25,000 shares of the Company’s restricted stock to be issued on or after the one year anniversary of the execution of the Ubochi Agreement. Starting at the end of the third month of the Ubochi Agreement, provided Ubochi has met the agreed upon production schedule, the Company will pay Ubochi a monthly stipend in an amount to be determined. The Company has also issued a stock option to Ubochi to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Ubochi Agreement is in effect for up to five year to be exercised by or before December 31st of the given year.

~~The~~Ubochi has ~~Company~~agreed ~~owns~~to ~~65,000,000~~pay of the ~~99,175,486 issued~~Company ~~and~~a ~~outstanding~~nonrefundable ~~shares~~service fee of ~~EXA~~$55, ~~Inc~~000. The ~~shares~~service ~~under~~fee is paid for deliverables including the ~~Stock~~formation and ~~Purchase~~registration ~~Agreement~~of ~~were~~the ~~purchased~~joint ~~for~~venture ~~$175~~entity,~~000,~~ and the ~~source~~ delivery of ~~funds~~marketing ~~was~~materials ~~working~~to ~~capital~~be ~~from~~used ~~the~~by ~~Company~~Ubochi. The ~~Company~~service ~~purchased~~fee ~~the~~is to ~~shares~~be ~~with~~paid as follows: $2,500 upon execution of the ~~intent~~Ubochi toAgreement ~~hold~~and inmonthly ~~its~~payments ~~personal~~of ~~account~~$500 a month for sixty months with the first monthly payment due on aOctober ~~restricted~~30, ~~basis~~2017. ~~absent~~After ~~registration~~the orsixty ~~qualification~~monthly ~~under~~payments, anUbochi ~~exemption~~will tomake ~~registration~~two monthly payments on the sixty-first and sixty-second month of $11,250.

~~Following~~On August 28, 2017, the ~~acquisition~~Company ofentered ~~EXA~~into a Trade Center Agreement with Uzo Odunukwe (“Odunukwe”) for operations in Nigeria (the “Odunukwe Agreement”). The Odunukwe Agreement terminates on December 31, ~~Inc~~2021. The Company retains the option to extend the Odunukwe Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Odunukwe, the Company ~~filed~~retains ~~Amended~~the ~~Articles~~option to pay a fee equal to 1% to 13% of ~~Incorporation,~~the ~~changing~~gross ~~EXA~~value of all funds, insurance, ~~Inc~~loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Odunukwe a stock award of 25,000 shares of the Company’s ~~name~~restricted stock to ~~ATI~~be ~~Nationwide~~issued ~~Holding~~by ~~Corp.~~or ~~(“ATI~~before ~~Nationwide”)~~August 28, 2018. Starting March 31, 2018, provided Odunukwe has met the agreed upon production ~~The~~schedule, the Company ~~filed~~will ~~the~~pay ~~required~~Odunukwe ~~company-related~~a ~~action~~monthly ~~with~~stipend ~~FINRA~~solely at the discretion of the Company. ~~Though~~The itCompany ~~did~~has ~~not~~also doissued a sostock option to Odunukwe to purchase 25,000 shares of common stock in the ~~2016~~Company ~~fiscal~~at $1.50 per share for each year, the ~~Company~~Odunukwe ~~intends~~Agreement onis ~~filing~~in ~~ATI~~effect ~~Nationwide’s~~for ~~Form~~up 10to ~~information~~five ~~and~~years ~~utilizing~~to ~~the~~be ~~entity~~exercised inby ~~furtherance~~or before December 31st of the ~~Joint~~given ~~Venture Agreement~~year.

~~AmericaTowne is~~Odunukwe has agreed to bepay the Company a ~~world~~nonrefundable ~~class~~service fee of $55,000. ~~globally-respected~~The service fee is paid for deliverables including the formation and ~~profitable~~registration ~~company~~of ~~providing~~the ~~value~~joint venture entity, and the delivery of marketing materials to ~~its~~be ~~customers~~used by Odunukwe. The service fee is to be paid as follows: $1,500 upon execution of the ~~environment~~Odunukwe Agreement, and ~~the~~monthly ~~lives~~ payments of $500 a month for sixty months with the ~~people~~first wemonthly ~~service~~payment due on November 15, 2017.

On September 22, 2017, the Company entered into a Trade Center Agreement with Joy Omooba (“Omooba”) for operations in Nigeria (the “Omooba Agreement”). The Omooba Agreement terminates on December 31, 2021. The Company retains the option to extend the Omooba Agreement to December 7, 2025 provided written notice is ingiven prior to October 31, 2021. For the services ~~process~~provided by Omooba, the Company retains the option to pay a fee equal to 1% to 13% of ~~planning~~the gross value of all funds, insurance, loans and ~~developing~~or ~~the~~guarantees ~~AmericaTowne~~charged and ~~AmericaStreet~~collected ~~concept~~from those businesses and individuals participating or contracting with the Company’s export program. The ~~concept~~Company ~~allows~~has ~~American~~granted ~~style~~Omooba ~~communities~~a stock award of 25,000 shares of the Company’s restricted stock to be ~~built~~issued by inor ~~China~~before September 22, 2018. ItStarting isMarch ~~anticipated~~31, ~~that~~2018, provided Omooba has met the ~~AmericaTowne~~agreed ~~community~~upon production schedule, the Company will bepay ~~planned~~Omooba ona ~~50-plus~~monthly ~~acres~~stipend ~~consisting~~solely at the discretion of ~~small~~the ~~businesses,~~Company. The Company has also issued a stock option to Omooba ~~hotel,~~to ~~villas~~purchase 25,000 ~~senior~~shares ~~care~~of ~~facilities,~~common astock ~~theme~~in ~~park~~the ~~and~~Company ~~performing~~at ~~arts~~$1.50 ~~center~~per -share ~~all~~for ~~located~~each onyear ~~specific~~the ~~acreage~~Omooba Agreement is in ~~China~~effect ~~depicting~~for ~~the~~up ~~American~~to ~~lifestyle~~five ~~and~~years to be exercised by or before December 31st of the ~~American~~given ~~experience~~year.

~~Through AmericaTowne,~~Omooba has agreed to pay the Company's ~~goal~~a isnonrefundable toservice ~~provide~~fee ~~unique one-~~of~~-a-kind~~ ~~communities~~$55,000. ~~for~~The ~~people~~service infee ~~China~~is topaid gofor ~~spend~~deliverables ~~their~~including ~~leisure~~the ~~time~~formation and ~~all~~registration ~~fashioned after~~of the ~~American~~joint ~~way,~~venture ~~business~~entity, and ~~lifestyle~~the delivery of marketing materials to be used by Omooba. InThe ~~short~~service fee is to be paid as follows: $2,000 ~~the~~upon ~~focus~~execution of ~~AmericaTowne~~the isOmooba toAgreement, ~~bring~~and "amonthly ~~slice~~payments of ~~Americana~~$500 toa month for sixty-two months ~~China~~with the first monthly payment due on November 30, 2017."

The Company plans to develop communities and conduct business operations within China using "Made in America" goods and services within five core areas: 1) small business operations (including 50 United States based businesses that will be either franchises, joint venture partners or individual operators); 2) a hotel with the development, construction, management and ownership through the Company or an entity under the control of the Company; 3) approximately 50 villas with the construction, management, leasing, timeshare and sales through the Company or an entity under the control of the Company; 4) a theme park and performing arts center with the development, construction, management, ownership and operations through the Company or an entity under the control of the Company; and 5) senior care facilities with the development, construction, management, ownership and operations through the Company or an entity under the control of the Company. All components of AmericaTowne are expected to be similar in style, decor and business operations typically found in the United States.-14-

~~AmericaTowne is targeted~~Table ~~at the middle to upper income consumer in China. The Company believes that this type~~ of consumer in China desires goods and services from the United States, but also the experiences of American culture and lifestyle. The Company believes that by providing this target consumer with unique "Made in America" experiences, it will meet its business model's needs and growth strategy. In addition, the business model offers United States based small businesses a complete ecosystem for their businesses. For those businesses that would not typically seek to export because of various reasons, AmericaTowne will strive to offer those businesses a complete support system that will allow them to market their products and services in China.Contents

~~-14-~~On September 23, 2017, the Company entered into a Trade Center Agreement with Albert George Miruka (“Miruka”) for operations in Kenya (the “Miruka Agreement”). The Miruka Agreement terminates on December 31, 2021. The Company retains the option to extend the Miruka Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Miruka, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Miruka a stock award of 25,000 shares of the Company’s restricted stock to be issued by or before September 23, 2018. Starting March 31, 2018, provided Miruka has met the agreed upon production schedule, the Company will pay Miruka a monthly stipend solely at the discretion of the Company. The Company has also issued a stock option to Miruka to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Miruka Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

~~[Table~~Miruka has agreed to pay the Company a nonrefundable service fee of ~~Contents]~~$55,000. The service fee is paid for deliverables including the formation and registration of the joint venture entity, and the delivery of marketing materials to be used by Miruka. The service fee is to be paid as follows: $2,000 upon execution of the Miruka Agreement and monthly payments of $500 a month for sixty-two months with the first monthly payment due on November 30, 2017.

~~The~~On September ~~revenue~~22, ~~streams~~2017, ~~from~~ the Company's ~~business~~entered ~~operations~~into ~~align~~a ~~themselves~~Trade Center Agreement with Theresa Macon (“Macon”) for operations in Sierra Leone (the ~~five~~“Macon ~~core~~Agreement”). ~~business~~The ~~components~~Macon ~~set~~Agreement ~~forth~~terminates ~~above~~on December 31, ~~and~~2021. ~~provides~~The ~~eight~~Company ~~potential~~retains ~~revenue~~the ~~streams,~~option ifto ~~not~~extend ~~more,~~the asMacon ~~follows:~~Agreement 1)to ~~licenses~~December ~~and~~7, or2025 ~~franchise~~provided ~~fees~~written ~~for~~notice ~~businesses~~is ~~that~~given ~~set-up~~prior ~~shop~~to ~~and~~October ~~operate~~31, ~~within~~2021. For the ~~AmericaTowne~~services asprovided ~~well~~by asMacon, ~~businesses~~the ~~that~~Company ~~desire~~retains the option to ~~export~~pay ~~their~~a ~~goods~~fee ~~and~~equal ~~services~~to 1% to ~~China~~13% ~~through~~of ~~AmericaTowne;~~the 2)gross ~~franchise~~value of all funds, insurance, ~~joint~~loans ~~venture~~ and ~~partnership~~or ~~arrangements~~guarantees ~~with~~charged ~~United~~and ~~States~~collected ~~based~~from those businesses ~~residing~~and inindividuals ~~and~~participating ~~operating~~or ~~within~~contracting ~~AmericaTowne;~~with 3)the Company’s ~~revenue~~export ~~from~~program. ~~villa~~The ~~sales~~Company has granted Macon a stock award of 25,000 ~~rentals~~shares of the Company’s restricted stock to be issued by or before September 22, ~~timeshare~~2018. ~~and~~Starting ~~leasing;~~March 4)31, ~~hotel~~2018, ~~leasing~~provided ~~and~~Macon orhas ~~operational~~met ~~revenues~~the ~~and~~agreed ~~sales;~~upon 5)production ~~theme~~schedule, ~~park~~the Company ~~and~~will ~~performing~~pay ~~art~~Macon ~~center~~a ~~operations,~~monthly ~~sales~~stipend ~~and~~solely orat ~~leasing;~~the 6)discretion ~~senior~~of ~~care~~the ~~facilities,~~Company. ~~operations~~The ~~and~~Company orhas ~~sales;~~also 7)issued ~~export~~a ~~sales,~~stock option to Macon ~~marketing~~to ~~and~~purchase ~~license~~25,000 ~~fees;~~shares ~~and~~of 8)common ~~franchise~~stock ~~and~~in ~~license~~the ~~fees~~Company at $1.50 per share for ~~United~~each ~~States~~year ~~support~~the ~~locations~~Macon Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

~~Mr. Perkins, the creator~~Macon ~~of the AmericaTowne concept,~~ has ~~extensive~~agreed ~~experience~~to inpay ~~business~~the inCompany ~~China~~a ~~involving~~nonrefundable ~~operations,~~service ~~construction,~~fee ~~marketing,~~of ~~consumer behavior~~$55, ~~finance and exporting~~000. ~~Mr.~~The ~~Perkins~~service ~~has~~fee ~~experience~~is aspaid afor ~~co-chairman~~deliverables ofincluding athe ~~Foreign~~formation and ~~Invested~~registration ~~Partnership~~of inthe ~~China~~joint ~~that~~venture ~~focused on~~entity, ~~real estate development~~ and ~~laid~~the ~~much~~delivery of ~~the~~marketing ~~foundation~~materials ~~for~~to ~~the~~be ~~concepts~~used ~~behind~~by ~~AmericaTowne~~Macon. The ~~Company~~service ~~intends~~fee ~~on continuing~~is to ~~use~~be ~~the~~paid ~~management~~as ~~systems~~follows: ~~and~~$2,000 ~~services~~upon ~~provided~~execution byof ~~Yilaime.~~the ~~The~~Macon ~~Company~~Agreement ~~intends on evaluating~~ and ~~assessing~~monthly ~~potential~~payments ~~management service~~of ~~agreements~~$500 ~~with~~a ~~Yilaime~~month ~~whereby~~for ~~Yilaime~~sixty-two ~~would~~months with ~~provide valuable services to~~ the ~~Company~~first inmonthly ~~effectuating~~payment ~~and~~due ~~facilitating the~~on ~~business~~November ~~model~~30, ~~associated with AmericaTowne~~2017.

~~Between~~On September ~~November~~22, 152017, the Company entered into a US Trade Center Agreement with Ms. Ping Wang (“Wang”) for operations ~~2015~~of ~~and~~a trade center in Lawrence, Georgia (the “Wang Agreement”). The Wang Agreement terminates on December 1831, ~~2015~~2021. The Company retains the option to extend the Wang Agreement to December 7, Dr2025 provided written notice is given prior to October 31, 2021. For the services provided by Wang, ~~visited~~the ~~several~~Company ~~locations~~retains inthe ~~China~~option ~~and~~to ~~met~~pay ~~with~~a ~~local~~fee ~~government~~equal ~~officials~~to ~~and~~1% ~~private~~to ~~businesses~~13% of the gross value ~~concerning~~of ~~establishing~~all ~~areas~~funds, ~~for~~insurance, ~~AmericaTowne~~loans and ~~AmericaStreet.~~or ~~Mr.~~guarantees ~~Perkins~~charged ~~followed-up~~and ~~visiting~~collected ~~proposed~~from ~~locations~~those businesses and ~~facilities~~individuals participating or ~~between~~contracting ~~December~~with 26the Company’s export program. The Company has granted Wang a stock award of 25,000 ~~2015~~shares ~~and~~of ~~January~~the 3Company’s restricted stock to be issued by or before September 22, ~~2016~~2018. Starting March 31, 2017, provided Wang has met the agreed upon production schedule, the Company will pay Wang a monthly stipend solely at the discretion of the Company. The Company has also issued a stock option to Wang to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Wang Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

~~The Company will promptly file a Form 8~~-K upon execution of a materially definitive agreement associated with the acquisition of land and/or rights in China for placement of its first AmericaTowne location. It is anticipated that the location will be within a 100 miles of a Tier I or II city that the Company believes has the right economic and consumer base to support the AmericaTowne concept. See http://sme.amcham15-shanghai.org/faq/what-meant-first-tier-second-tier-and-third-tier-cities (American Chamber of Commerce in Shanghai). Any location selected requires the cooperation of the local government and approval of the local and provincial planning and zoning boards. Though the Company has submitted plans, it does not yet have all required approvals from the applicable boards.

~~The~~Table of ~~Company's Strategy~~Contents

~~The Company's primary~~Wang ~~business~~has ~~strategy~~agreed is to ~~develop~~pay athe ~~position~~Company as a ~~leader~~nonrefundable inservice ~~supplying~~fee ~~quality~~of ~~"Made~~$55,000. inThe ~~the~~service ~~USA"~~fee ~~goods~~is ~~and~~paid ~~services~~for todeliverables ~~middle, upper~~including ~~middle,~~the formation and ~~upper~~registration ~~income~~of ~~consumers in China. The Company seeks to create market share in~~ the ~~rapidly~~joint ~~growing~~venture ~~middle~~entity, and ~~upper income~~the ~~population~~delivery ~~demographic~~of ~~with~~marketing amaterials ~~focus~~to onbe ~~tourism,~~used ~~exports,~~by ~~and senior care~~Wang. The ~~Company~~service ~~believes~~fee ~~China's economy~~ is ~~robust.~~to ~~People~~be inpaid ~~China~~as ~~are~~follows: ~~prospering~~$3,000 ~~making~~upon ~~more~~execution ~~money~~of ~~and~~the ~~are~~Wang ~~looking~~Agreement ~~for~~and ~~more~~monthly ~~places~~payments toof go$500 toa ~~enjoy~~month ~~leisure~~for ~~and~~sixty-seven ~~tourism.~~months ~~Today and~~with in the ~~foreseeable~~first ~~future,~~monthly inpayment ~~China,~~due ~~the~~on ~~Company~~November ~~believes~~30, ~~the demand for leisure activities is outstripping the supply~~2017.

On October 20, 2017, the Company entered into a Trade Center Agreement with Ike Djanal Aser (“Aser”) for operations of a trade center in Yaounde, Cameroon (the “Aser Agreement”). The Aser Agreement terminates on December 31, 2021. The Company retains the option to extend the Aser Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Aser, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Aser a stock award of 25,000 shares of the Company’s restricted stock to be issued on or after the one-~~15-~~year anniversary of the execution of the Aser Agreement. Starting on March 31, 2018, provided Aser has met the agreed upon production schedule, the Company will pay Aser a monthly stipend in an amount to be determined. The Company has also issued a stock option to Aser to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Aser Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

~~[Table~~Aser has agreed to pay the Company a nonrefundable service fee of ~~Contents]~~$55,000. The service fee is paid for deliverables including the formation and registration of the joint venture entity, and the delivery of marketing materials to be used by Aser. The service fee is to be paid as follows: $2,000 upon execution of the Aser Agreement and monthly payments of $500 a month for sixty months with the first monthly payment due on November 15, 2017. After the sixty monthly payments, Aser will make two monthly payments on the sixty-first and sixty-second month of $11,500.

AsOn October ~~set~~18, ~~forth above~~2017, the Company's ~~objective~~entered isinto toa ~~provide~~Trade ~~unique~~Center ~~one-of-a-kind~~Agreement ~~communities~~with Jane Mugwe for ~~people~~operations in ~~China~~at a location to ~~spend~~be ~~their~~determined and ~~leisure~~approved ~~time.~~by ~~The~~the Company~~'s current~~ ~~planning~~(the ~~committee~~“Mugwe isAgreement”). ~~concentrating~~The ~~its~~Mugwe ~~efforts~~Agreement terminates on ~~securing~~December ~~land~~31, ~~between~~2021. 50The ~~and~~Company retains ~~165~~the ~~acres,~~option ~~and~~ to ~~chart~~extend ~~out~~the ~~land~~Mugwe upAgreement to 50 ~~unique~~December ~~American~~7, ~~small~~2025 ~~businesses,~~provided awritten ~~5-star~~notice ~~hotel,~~is 50given ~~villas,~~prior ato ~~theme~~October ~~park~~31, ~~performing~~2021. For ~~arts~~the ~~center~~services provided by Mugwe, ~~and~~the Company retains the option to pay a ~~senior~~fee ~~care~~equal ~~facility all~~to ~~fashioned~~1% ~~after~~to 13% of the ~~American~~gross ~~way,~~value ~~business~~of all funds, insurance, loans and ~~lifestyle~~or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The ~~aforementioned~~Company ~~businesses~~has ~~will~~granted ~~bring~~Mugwe a ~~slice~~stock award of ~~America~~25,000 shares of the Company’s restricted stock to ~~China~~be issued by or before October 18, 2018. ~~The~~ ~~Company~~Starting ~~believes~~March 31, 2018, provided Mugwe has met the ~~communities~~agreed upon production schedule, a monthly stipend will ~~offer~~be ~~authentic~~paid ~~goods,~~to ~~products~~Mugwe ~~and~~solely ~~services~~based ~~that~~on ~~are~~the ~~"Made~~discretion inof the ~~USA~~Company." The Company has also issued a stock option ~~company~~to isMugwe into ~~the~~purchase ~~process~~25,000 shares of ~~identifying~~common ~~United~~stock ~~States~~in ~~based~~the ~~businesses~~Company ~~looking~~at to$1.50 ~~locate~~per ~~their~~share ~~operations~~for ~~and~~each ~~conduct~~year ~~business~~ the Mugwe Agreement is in ~~AmericaTowne,~~effect for ~~and~~up to ~~take~~five ~~advantage~~years to be exercised by or before December 31st of the ~~key~~given ~~Chinese demographic~~year.

WeMugwe has ~~believe~~agreed ~~that~~to ~~AmericaTowne will~~pay ~~help~~the ~~China~~Company ~~counter~~a ~~its~~nonrefundable ~~tourist~~service ~~deficit,~~fee ~~satisfy~~of ~~China's~~$55,000. ~~increasing~~The ~~need~~service tofee ~~import~~is ~~United~~paid ~~States~~for ~~based~~deliverables ~~goods~~including the formation and ~~meet~~registration of the ~~growing demand~~joint ~~for~~venture ~~senior~~entity, ~~living~~and ~~facilities~~the ~~(all~~delivery of ~~which~~marketing ~~are~~Mugwe ~~discussed~~Agreement. inThe ~~more~~service ~~detail~~is ~~below).~~to Asbe apaid ~~dual~~as ~~and~~follows: $2,000 ~~added~~upon ~~value,~~execution of the ~~Company~~Mugwe ~~believes AmericaTowne~~Agreement ~~will~~and ~~provide~~monthly ~~export~~payments ~~opportunities~~of ~~and~~$500 ~~jobs~~a inmonth ~~China~~for ~~and~~sixty ~~America.~~months ~~Furthermore,~~with ~~AmericaTowne~~the ~~supports~~first ~~America's~~monthly ~~national~~payment ~~initiative~~due toon ~~improve~~December 31, 2017. After the ~~balance~~sixty ofmonthly ~~trade~~payments, byMugwe ~~exporting~~will ~~goods~~make ~~and~~two ~~services~~monthly ~~carrying~~payments on the ~~"Made~~sixty-first inand ~~the~~sixty-second month ~~USA"~~of ~~tag~~$11,000.

On October 20, 2017, the Company entered into a Trade Center Agreement with Marie Jeanne Bissou for operations in at a location to be determined and approved by the Company (ithe “Bissou Agreement”) . The Bissou Agreement terminates on December 31, ~~Tourism~~2021. The Company retains the option to extend the Mugwe Agreement to December 7, 2025 provided written notice is given prior to October 31, 2021. For the services provided by Bissou, the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from those businesses and individuals participating or contracting with the Company’s export program. The Company has granted Bissou a stock award of 25,000 shares of the Company’s restricted stock to be issued by or before October 20, 2018. Starting March 31, 2018, provided Bissou has met the agreed upon production schedule, a monthly stipend of $1,800 will be paid to Bissou solely based on the discretion of the Company. The Company has also issued a stock option to Bissou to purchase 25,000 shares of common stock in the Company at $1.50 per share for each year the Bissou Agreement is in effect for up to five years to be exercised by or before December 31st of the given year.

AmericaTowne meets the challenge of helping China reduce its tourist deficit by keeping more Chinese citizens at home to enjoy a slice of America. In short, instead of an economy based upon manufacturing and exporting products to other countries, the Company believes that China's focus has now changed to internal domestic consumption. The Company believes that China's government is ramping up the demand for its citizens to buy and use consumer products. At the same time, the Chinese government is emphasizing stability and improving its citizen's quality of life.-16-

~~The Company believes~~Table ~~leisure and tourism are cornerstones~~ of China's long-term plans. Additionally, the Company believes that the demand by Chinese consumers for "Made in America" goods and services are high. Most important, the Company believes that the target Chinese consumer is sophisticated and focused on goods and services, but also the experiences that those goods and services bring. The Company believes that providing an AmericaTowne community with support services model after the American lifestyle will provide those experiences.Contents

Bissou ~~(ii) Exporting~~has agreed to pay the Company a nonrefundable service fee of $55,000. The service fee is paid for deliverables including the formation and registration of the joint venture entity, and the delivery of marketing Bissou Agreement. The service fee is to be paid as follows: $2,000 upon execution of the Bissou Agreement and monthly payments of $500 a month for sixty months with the first monthly payment due on December 15, 2017. After the sixty monthly payments, Bissou will make two monthly payments on the sixty-first and sixty-second month of $11,500.

~~According to~~On ~~Forbes'~~November ~~Major~~6, ~~Trends~~2017, Inthe ~~China:~~Company ~~The~~entered ~~Next~~into 10a ~~Years,~~Trade ~~China~~Center ~~will~~Provider ~~account~~Agreement ~~for~~with ~~36%~~Elizah ofWanjiru ~~global~~Wainaina ~~growth~~for operations in ~~consumer spending during~~San ~~this~~Francisco, ~~period~~California (~~http://www.forbes.com/sites/jackperkowski/2012/11/27/major-trends-in-china-~~the~~-next-10-years/~~ “Wainaina Agreement”). The Wainaina Agreement terminates on December 31, 2021. The Company ~~believes~~retains ~~that~~the ~~over~~option to extend the ~~next~~Wainaina ~~ten~~Agreement ~~years,~~to ~~global~~December ~~spending~~7, on2025 ~~consumer~~provided ~~goods~~written notice is ~~expected~~given prior to ~~increase~~October 31, 2021. For the services provided by ~~$4.8~~Wainaina, ~~trillion~~the Company retains the option to pay a fee equal to 1% to 13% of the gross value of all funds, insurance, loans and or guarantees charged and collected from ~~$7.3~~those businesses and individuals participating or ~~trillion~~contracting inwith ~~2010~~the toCompany’s ~~$12~~export program.1 ~~trillion~~The inCompany ~~2020.~~has Ingranted ~~2013~~Wainaina a stock award of 25,000 ~~United~~shares ~~States~~of ~~exports~~the Company’s restricted stock to ~~China~~be ~~reached~~issued ~~$120~~by ~~billion~~or before November 8, ~~according~~2018. toStarting February 28, 2018, provided Wainaina has met the agreed ~~US-China~~upon ~~Business~~production ~~Council~~schedule, ~~making~~a itmonthly stipend will be paid to Wainaina solely based on the ~~third-largest~~discretion ~~export~~of ~~market~~the ~~for~~Company. ~~United~~The ~~States~~Company has ~~goods~~also ~~behind~~issued ~~Canada~~a ~~and~~stock ~~Mexico~~option to Wainaina to purchase 25,000 ~~our neighbors~~shares ~~and~~of ~~NAFTA~~common ~~partners~~stock in the Company at $1.50 ~~United~~per ~~States~~share ~~exports~~for toeach year ~~China~~the ~~have~~Wainaina ~~grown~~Agreement ~~faster~~is ~~than~~in ~~exports~~effect for up to ~~any~~five ~~other~~years ~~major~~to ~~United States~~be ~~trading~~exercised ~~partner~~by or before December 31st of the given year.

Wainaina has agreed to pay the Company a nonrefundable service fee of $55,000. The service fee is paid for deliverables including the formation and registration of the joint venture limited liability company, which has not been organized as of the date of this filing, and the delivery of marketing materials by Wainaina for approval by the Company. The service fee is to be paid as follows: $2,000 upon execution of the Wainaina Agreement and monthly payments of $500 a month for sixty months with the first monthly payment due on January 30, 2018. After the sixty monthly payments, Wainaina will make two monthly payments on the sixty-16first and sixty-second month of $11,000.

~~[Table~~International Maritime ofAgents ~~Contents]~~Agreement – Ocean Channel Shipping Co., Ltd.

~~From~~On June ~~2005~~30, ~~to 2014~~2017, ~~United States'~~the ~~exports~~Company toentered ~~China~~into ~~increased~~an ~~198%.~~International ~~That~~Maritime ~~rate~~Agents isAgreement ~~greater~~(“Maritime ~~than~~Agreement”) ~~growth~~with toOcean Channel ~~any~~Shipping ofCo., ~~the~~Ltd., ~~other~~a ~~top~~Chinese ~~ten~~corporation USdoing ~~export~~business ~~markets,~~at ~~including the~~Room ~~two~~511, ~~largest~~No. US43 ~~trading~~Guoquan ~~partners~~Road, ~~Canada~~Fortunre ~~(47~~International ~~percent~~Plaza, Yangpu ~~growth)~~District ~~and~~in ~~Mexico~~Shanghai, ~~(102~~China ~~percent~~200433 ~~growth~~(“Ocean Channel”). ~~With~~Pursuant ~~its~~to ~~large~~the ~~population~~Maritime Agreement, ~~rapidly~~the Company retains ~~growing~~Ocean ~~middle~~Channel ~~class,~~to ~~and~~handle ~~long~~the ~~list~~import and export of ~~infrastructure~~good ~~goals,~~to and from China. ~~will~~Additionally, ~~continue~~the Maritime Agreement directs Ocean Channel to beaddress aall ~~major~~international ~~export~~maritime ~~market~~agency matters for ~~United~~the ~~States~~Company or any of its related parties. The Maritime Agreement addresses a variety of different scenarios under which goods may be delivered to China and ~~services~~how Ocean Channel shall address the same. ~~(US-China~~The term ~~Business~~of ~~Council~~the Maritime Agreement is two (2) years, USwith ~~Exports~~the topossibility ~~China~~of ~~2005-2014~~a ~~https://www~~renewal.~~uschina.org/reports/us-exports/national).~~

In ~~(iii) Senior~~exchange ~~Care~~for Ocean Channel’s services, the Company has agreed to pay Ocean Channel a monthly fee based. The Company will provide an upfront payment to Ocean Channel, and any balance remaining after deducting the costs and fees associated with Ocean Channel’s work will be addressed via a “monthly checkout method.”

~~A component of the Company's~~Master ~~business~~Joint isVenture ~~designed to take advantage of market conditions by constructing, developing~~ and ~~operating~~Operational ~~either~~Agreement ~~through~~– ~~partnership or~~Millennium ~~independently~~Aircraft ~~senior care facilities in China. "There is no stronger brand in the world than 'Made in America~~Services,' according to USA Export-Import Bank Chairman and President Fred P. Hochberg. We want to build on this and provide a slice of Americana in the fastest growing economy in the world. As stated by the Chairman and President of the United States Export-Import Bank - Fred P. Hochberg, "There is no stronger brand in the World that 'Made in America'". See "Export-Import Bank Report to Congress: Aggressive, Unregulated Financing from Foreign Competitors is Costing U.S. Jobs" dated June 25, 2014. The Company intends on building on this brand and provides a "slice of Americana" in the fastest growing economy in the World.LLC

~~According~~On June to16, ~~China's National~~2017, ~~Bureau~~the ofCompany ~~Statistics,~~entered ~~China~~into ~~has~~a ~~roughly~~Master ~~185,000,000~~Joint ~~people~~Venture ~~over~~and Operational Agreement (the ~~age~~“Joint ofVenture ~~60.1~~Agreement”) with AMillennium ~~2007~~Aircraft ~~study~~Services, byLLC, ~~the~~a ~~United~~North ~~Nations~~Carolina ~~estimated that~~corporation in(“Millennium”). ~~2005,~~Under ~~there~~the ~~were~~terms 16of ~~retired~~the ~~people~~Joint Venture inAgreement, ~~China~~the ~~for~~parties ~~every~~agree ~~100~~to ~~workers.~~implement ~~The~~their ~~study~~respective ~~projected~~skills ~~that~~and ~~this~~resources ~~ratio~~to ~~will~~develop ~~reach~~a 64profitable ~~elderly~~company providing ~~for~~aircraft ~~every~~services. ~~100~~To ~~workers~~that byend, ~~2025.~~AmericaTowne ~~Compare~~agrees ~~this~~ to fund the ~~United~~joint ~~States,~~venture ~~which~~by ~~currently~~providing ~~has~~up ~~approximately~~to 20$500,000 ~~retirees~~in support for ~~every~~the ~~100 workers~~development ~~and~~of isaircraft ~~projected~~services contracts. Further, Millennium agrees to ~~have~~ensure 33the ~~retirees~~completion ~~for~~of ~~every~~operations ~~100~~of ~~workers~~the byjoint ~~2050~~venture, including staffing. ~~See~~The ~~also~~full ~~"Major~~terms ~~Trends~~of inthe ~~China:~~Joint ~~The~~Venture ~~Next~~Agreement 10may ~~Years"~~ be read in the exhibit attached hereto.

China's government funding only covers 1.6% of seniors in need of care, who cannot otherwise pay for their own care. The World Bank's standard for developed nations is 8% coverage. As Li Jianguo, vice chairman and general secretary of the Standing Committee of the National People's Congress stated last year, this translates to a need for an additional 3,400,000 hospital and nursing home beds dedicated to senior care over the next five years alone. Clearly, the need for senior care facilities is outstripping the supply.-17-

~~According to China's~~Table ~~National Bureau~~ of Statistics, China has roughly 185 million people over the age of 60. A 2007 study by the United Nations estimated that in 2005, there were 16 retired people in China for every 100 workers. The study projected that this ratio will reach 64 elderly for every 100 workers by 2025. Compare this to the United States, which currently has approximately 20 retirees for every 100 workers and is projected to have 33 retirees for every 100 workers by 2050.Contents

~~China's government funding~~On ~~only~~or ~~covers~~before ~~1.6%~~July of31, ~~seniors~~2017, inMillennium ~~need~~will ofexecute ~~care,~~a ~~who~~Service ~~cannot~~Provider ~~otherwise~~Agreement ~~pay~~in ~~for~~the ~~their~~same ~~own~~or ~~care.~~similar ~~The~~format ~~World~~as ~~Bank's~~disclosed ~~standard~~in ~~for developed~~AmericaTowne’s ~~nations~~prior ispublic ~~8 percent coverage~~filings. AsThis Liis ~~Jianguo,~~a ~~vice~~condition ~~chairman~~precedent ~~and general secretary~~ of the ~~Standing~~effectiveness ~~Committee~~ of the ~~National~~Joint ~~People's Congress,~~Venture ~~stated~~Agreement. ~~last~~Prior ~~year, this translates~~ to athe ~~need~~execution of ~~for~~the anJoint ~~additional~~Venture ~~3.4~~Agreement, ~~million~~Millennium ~~hospital~~was ~~and~~not ~~nursing~~an ~~home beds dedicated to~~affiliate or ~~senior~~beneficial ~~care~~shareholder ~~over~~of the ~~next five years alone. Clearly~~Company, ~~the~~nor ~~need~~a ~~for~~vendor ~~senior~~or ~~care~~creditor ~~facilities~~to ~~is outstripping~~ the ~~supply~~Company.

~~-17-~~Professional Services Agreement with JS Architecture, PLLC

~~[Table~~On October 31, 2017, the Company entered into an Agreement for Professional Services (the “Agreement) with JS Architecture PLLC, a North Carolina professional limited liability company (“JS Architecture”), for planning and architectural services for design of ~~Contents]~~the Company’s headquarters to be located at 1100 Carrington Mill Boulevard, Morrisville, North Carolina (the “JS Architecture Agreement”). The fee under the JS Architecture Agreement is based on a cost-plus model, and is set forth on the Invoice Schedule attached thereto. There is no material relationship between JS Architecture and the Company.

~~Gap~~Cooperative Agreement inwith ~~Small~~Xuzhou ~~and Mid-Size Businesses~~City

InOn February ~~June~~24, of2017, ~~2013~~AmericaTowne, ~~the Commerce~~Inc., ~~Department reported that exports hit~~ a ~~record~~Delaware ~~high~~corporation ~~for~~(the ~~one~~“Company”) ~~month~~entered ofinto ~~$191.1~~a ~~billion-up~~Cooperative ~~3.2%~~Agreement (the ~~from~~“Cooperative ~~June~~Agreement”) ofwith ~~2012.~~Xuzhou AsCity, aJiangsu ~~result of imports falling~~Province, ~~the~~Jia ~~United~~Wang ~~States~~District ~~trade~~People ~~deficit~~Government ~~shrank~~(hereinafter referred ~~22.4%~~ to ~~its~~as ~~lowest~~“Xuzhou ~~monthly~~City”). ~~level~~The ~~since~~Cooperative ~~October~~Agreement ~~2009.Small~~is ~~and~~not ~~medium-sized companies~~definitive ~~account~~until ~~for~~the ~~98%~~compensation ofand ~~United~~commission ~~States'~~schedules are ~~exporters,~~agreed ~~but~~upon ~~represent~~no ~~less~~later than ~~one-third~~April of15, ~~the known export value of United States' goods' exports~~2017. ~~In 2010~~However, ~~there~~the ~~were~~Company ~~over~~believes ~~293,000~~disclosure ~~identified~~of ~~U.S.~~the ~~exporters~~Cooperative -Agreement ~~269,269~~is ofimportant to ~~which~~security ~~were small or medium-sized~~holders.

~~The~~Under the terms of the Cooperative Agreement, the Company ~~believes a~~and ~~market~~Xuzhou ~~clearly~~City ~~exists;~~have ~~yet~~agreed ~~most~~to ~~small~~cooperate ~~businesses~~in dogood ~~not~~faith ~~have~~under the ~~resources~~relevant laws ~~including~~and ~~time,~~regulations ~~money~~of ~~and~~the ~~knowledge~~People’s toRepublic ~~enter~~of ~~the~~China ~~export market.~~to Aplan ~~goal~~and ofdevelop an AmericaTowne iscommunity toin ~~provide~~the ~~United~~Jiangsu ~~States~~Xuzhou Industrial ~~based~~Park ~~small~~and ~~businesses~~its ~~with~~surrounding aareas. ~~support~~The ~~system~~parties anticipate that the community will ~~allow~~include ~~them~~facilities tofor trade, senior ~~flourish~~care ~~without~~and ~~undue~~other ~~worry~~buildings. ofThe ~~conducting~~parties ~~business~~have ~~from~~agreed ~~afar.~~to ~~The~~utilize ~~Company~~the ~~believes~~low ~~that~~carbon ~~AmericaTowne~~modular ~~provides~~construction ~~some~~technologies ~~United~~of ~~States~~AmericaTowne’s ~~based~~affiliate ~~businesses~~and ~~with~~related aparty ~~safety~~– ~~net,~~ATI anModular ~~entire~~Technology ~~team~~Corp. of(“ATI ~~businesses~~Modular”). ~~working~~ATI ~~together~~Modular ~~all~~has ~~focused~~entered oninto ~~the~~a ~~same~~similar cooperative ~~objective~~agreement, -and toit ~~sell~~has ~~Americana to~~been ~~the~~included ~~Chinese~~in ~~consumer~~this Form 8-K as an exhibit.

~~Keys~~Under the Cooperative Agreement, subject to ~~Success~~performance of certain condition precedents by both parties, the Company has agreed to provide an investment in the amount of approximately $20,000,000 to $30,000,000 in fixed assets, equipment, technology and/or case to develop the AmericaTowne community. The Company may not be able to raise the funds set forth in the Cooperative Agreement. In return, Xuzhou City will serve as a liaison with the local and national governments, identify communities and locations suitable for the AmericaTowne community, and provide preferential support including land, tax, and other benefits to develop the AmericaTowne community, and other related business and trade activities. If the Company fails to raise the funds set forth in the Cooperative Agreement, there is the possibility that the anticipated definitive agreements will not be executed. The reader is directed to the specific agreements attached hereto for further information.

~~In order to meet its~~Reverse ~~goals~~Merger ~~and~~Involving ~~objectives,~~ATI ~~and~~Modular toTechnology achieve short-term and long-term success, the Company must develop significant cooperative agreements with key partners, including local governments in the United States and China, a business developer and United States based entrepreneurs and businessesCorp. The Company must continue to develop and utilize cutting edge technology and commit to research and development of its brand and market presence. It must dedicate financial resources and executive time towards establishing world-class marketing programs and procedures designed exclusively with the Chinese consumer in mind. As stated above, the Company must continue to be dedicated to building and operating AmericaTowne centers to meet the growing demand by citizens for more leisure and tourism opportunities.

AsOn or ~~part~~about ofJuly ~~his ongoing market analysis~~29, ~~over the past five years~~2017, ata ~~the~~majority ~~invitation~~ of ~~China~~the ~~city~~Company’s ~~mayors~~shareholders ~~and~~that ~~other~~collectively ~~government~~own ~~officials~~approximately in85.61% ~~China,~~of ~~our~~the Company’s ~~Chief~~issued ~~Executive~~and ~~Officer,~~outstanding ~~Mr.~~common ~~Perkins~~stock ~~lived~~at ~~and~~that ~~worked~~time inconsented ~~China,~~to ~~researching~~the ~~and~~execution ~~studying~~of ~~consumer~~an ~~trends,~~Agreement and ~~helping~~Plan toof ~~develop import,~~Merger ~~tourist~~between the Company and ~~leisure~~ATI ~~projects~~Modular ~~for~~Technology ~~the Chinese consumer~~Corp. ~~While~~(“ATI ~~in China~~Modular”), ~~Mr.~~a ~~Perkins~~subsidiary ~~had~~of the ~~opportunity~~Company, towhereby ~~work~~the ~~with~~Company ~~local government~~would ~~officials,~~merge ~~city~~into ATI ~~mayors and Provincial Governments~~Modular, ~~and~~with ~~mid-size~~ATI ~~and~~Modular ~~large~~being ~~Chinese~~the ~~companies~~surviving entity. The ~~formation~~merger of the Company and ~~the~~ATI ~~contribution~~Modular ofwill ~~assets~~be byeffectuated ~~Yilaime were~~ after the ~~byproduct~~merger ofis ~~Mr.~~approved ~~Perkins' work dating back to 2009 and 2010~~ by the ~~privately-held~~ Securities and ~~Chinese-based~~Exchange ~~Development~~Commission ~~Center Foreign Invested Partnership, which he owned~~ and ~~co-chaired.~~Financial ~~This~~Industry ~~early~~Regulatory ~~partnership did much of the work paving the way for much of the Company's current business plans~~Authority.

~~As part of his market~~In ~~research~~connection ~~efforts,~~with ~~Mr. Perkins visited~~ the ~~United~~Agreement ~~States~~and ~~Ex-Im~~Plan ~~Bank~~of ~~in Washington~~Merger, ~~D.C.,~~the ~~and~~Company ~~attended~~increased aits ~~United~~shares ~~States~~of ~~Ex-Im~~authorized ~~Bank National~~stock ~~Conference~~from 100,000,000 to ~~learn~~200,000,000 shares ~~exporting~~at ~~rules~~par ~~and~~vale ~~financing requirements~~$0.0001. ~~Additionally~~Thereafter, the ~~AmericaTowne~~Company ~~concept~~will ~~was~~effectuate ~~presented~~a 1-to ~~the United States Ex~~-Im4 ~~Bank,~~share ~~which provided a Letter of Interest for AmericaTowne, Mr~~split. ~~Perkins~~Shareholders ~~coordinated~~will ~~the~~then ~~initial~~receive ~~draft of~~shares ~~the~~of ~~business~~ATI ~~plan~~Modular ~~and~~on ~~proposed actions with~~ a ~~representative~~1-to-1 ofexchange ~~the~~basis. ~~United~~ATI ~~States~~Modular ~~Small~~will ~~Business~~be ~~Administration~~renamed ~~with~~“AmericaTowne ~~expertise in both exporting and finance~~Holdings, ~~who in turn~~Inc.,” ~~reviewed the Company's business plan~~ and ~~provided~~will ~~suggestions and directions for implementing~~continue the ~~plan.~~operations ~~It is this level~~ of ~~involvement~~the ~~and~~Company ~~dedication that is necessary to continue developing market awareness~~ and ~~success~~ATI Modular.

-18-

[Table of Contents]

~~The~~ATI Modular ~~Company~~is ~~must~~a ~~also continue~~Nevada tocorporation ~~stick~~and toa ~~its~~publicly ~~core~~reporting ~~principles~~company ofwith ~~delivering~~the ~~superb~~Securities and ~~unique~~Exchange ~~products~~Commission. ~~and~~It ~~services~~is atpublicly traded on the ~~lowest~~Over-the-Counter ~~possible~~Marketplace ~~cost~~(“OTC”), ~~while still~~which ~~maintaining~~is governed by the ~~highest~~Financial ~~quality~~Industry -Regulatory Authority, under the ~~quality~~trading ~~accustomed~~symbol to“ATMO.” ~~United~~Previously, ~~States'~~ATI ~~goods~~Modular’s trading symbol was labeled with the “skull and ~~services~~crossbones caveat emptor” (meaning buyer beware). AsThe anOTC ~~international~~indicated ~~operation operating~~that onthe ~~opposite~~caveat ~~ends~~emptor ofwas associated with a “public interest concern” with the ~~World~~company, though the ~~Company~~OTC ~~must~~had ~~maintain~~not aprovided ~~strong~~specifics ~~dual-economic~~regarding ~~strategic~~the ~~plan~~same. ~~and~~On ~~implement~~September ~~financial~~5, 2017, the OTC removed ~~controls~~the incaveat emptor. On September 22, 2017, the ~~United~~OTC ~~States~~reissued the skull and ~~China~~crossbones caveat emptor. ATI ~~Finally,~~Modular is unaware of why the ~~Company~~OTC ~~will~~has ~~need~~reissued tothe ~~aggressively~~caveat ~~pursue~~emptor, ~~adequate~~though ~~funding~~it appears to ~~implement~~be ~~these keys~~related to an ~~success~~unusually ~~and~~high inbid for the ~~continued~~company’s ~~development~~stock. ATI ofModular ~~attractive~~has ~~programs~~reached inout ~~providing~~to the ~~Chinese~~OTC ~~consumer~~and ~~with~~FINRA ~~the~~to ~~"Made~~address in the ~~USA"~~new caveat ~~experience~~emptor, but no additional information has been provided as of this filing.

The Plan of Merger was first proposed as a cost-savings measure to Alton Perkins, the Chairman of the Board of Directors for the Company, which operated ATI Modular as a subsidiary. The Company had contemplated the expenses associated with filing a Form 211 with the Financial ~~Objectives~~Industry Regulatory Authority (“FINRA”) in order to trade on the OTC, as well as the costs associated with operating two publicly reporting companies separately. It became clear to Mr. Perkins that merging the Companies would make fiscal sense. Notably, Mr. Perkins is the sole director of both ATI Modular and the Company. He also beneficially owns a majority of the Company’s issued and outstanding stock, as he controls the Company’s two largest shareholders—Yilaime and the Perkins Trust. As such, he is also the beneficial owner of a majority of ATI’s common stock, as the Company is ATI Modular’s majority shareholder. Mr. Perkins’ relationship to ATI Modular and the Company presents a potential conflict of interests. To ensure that these conflicts were addressed, Mr. Perkins discussed the proposed Plan of Merger with counsel and sought independent advice regarding the potential benefits of the same, as well as any potential negative impact. Ultimately, Mr. Perkins believed the benefits associated with cost savings associated with public reporting obligations, as well as the ability of AmericaTowne shareholders to potentially access the OTC, greatly outweighed any negatives. Potential positive effects of the Plan of Merger for shareholders of the Company include, but are not limited to, the ability to trade stock over the OTC Markets, decreased costs associated with the Company’s reporting obligations, and a potential for increased stock value. However, the Plan of Merger may have a negative impact on shareholders of the Company. This may include a decrease in value of the surviving entity’s shares, a general decrease in the Company’s value due to increased operating expenses, and other, unknown variables that may cause the Company’s stock value to decline. The rights of shareholders may be adversely effected as a result of the Plan of Merger. No fairness opinion was sought regarding the Plan of Merger.

The Pan of Merger outlines the terms of the merger, which was filed with the Company’s ~~seeks~~Schedule to14C. The Company is defined ~~achieve~~as ~~commercial~~the ~~success~~“Merging inEntity” ~~its~~while ~~initial~~ATI ~~AmericaTowne~~Modular ~~location~~is defined as the “Surviving Entity.” ~~The~~Pursuant to the merger, the Company ~~seeks~~will merge into ATI Modular to ~~validate~~increase ~~its~~operational ~~work~~efficiency ~~through~~and to increase shareholder value. Conditions precedent to the ~~success~~closing of ~~its~~ ~~products~~the Plan of Merger include ATI Modular effectuating a 50-to-1 reverse stock split and ~~services~~the Company effectuating a 1-to-4 stock split. ~~The~~Thereafter, shareholders of the Company's ~~revenues~~will ofhave $2their shares exchanged on a pro rata basis with ATI Modular shares. Thus,~~259,540~~ ~~realized~~approximately ~~and~~148,142,156 ~~earned~~shares ~~for~~of the ~~year~~Surviving ~~ended~~Entity’s ~~December~~restricted 31common ~~2016,~~stock ~~and~~will abe issued to the Company’s ~~Letter~~shareholders in consideration for closing the Plan of ~~Interest~~Merger. ~~from~~This USwill ~~Ex-Im~~equate ~~Bank~~to ~~are~~approximately an98.3% ~~initial~~of ~~step~~the ~~towards~~Surviving Entity’s issued and outstanding common stock, though this ~~effort~~percentage may vary due to fractional share rounding. The ~~Company~~Surviving ~~also~~Entity, ~~seeks~~being traded toover-the-counter, ~~develop~~intends aon ~~robust~~providing ~~line of~~resources ~~additional~~to ~~AmericaTowne~~the ~~products~~Company’s ~~including~~former ~~licensing~~shareholders ~~and~~to ~~franchising~~sell ~~fees~~or ~~for~~transfer ~~additional~~their ~~project~~shares. This ~~locations~~includes inthe intention of the ~~near~~Surviving ~~future and~~Entity to ~~become~~register ~~financially~~those ~~sustainable~~shares by filing a Registration Statement on Form S-1.

~~Sourcing~~In addition to the aforementioned conditions precedent to the effectuation of the Plan of Merger, the Plan of Merger is contingent upon ATI Modular filing a registration statement on Form S-4 to register the shares being issued in exchange for the AmericaTowne shareholder’s shares. Filing the registration statement is required under federal law and ~~Fulfillment~~will be reviewed by the Securities and Exchange Commission. Once the registration is deemed effective, and the other conditions precedent have been meet, including the approval of the Company’s Schedule 14C and ATI Modular’s Schedule 14C, the merger will be deemed effective.

To complete the initial AmericaTowne, the Company expects a collaborative effort between small businesses owners in the United States looking for expansion opportunities in China. The Company through its relationship with Yilaime will contract with these businesses providing unique goods and services carrying the "Made in the USA" label. These select businesses will team with local counterparts to supply, source and operate the core businesses that are a part of AmericaTowne.-19-

~~Competition~~Table of Contents

~~Our~~The Surviving ~~competitive~~Entity ~~position within~~will ~~the~~be ~~tourism~~named AmericaTowne Holdings, ~~export~~Inc., and ~~senior~~will ~~care~~assume ~~industry~~the ~~are~~contracts ~~affected~~and byliabilities aof ~~number~~the ofCompany ~~factors~~and ATI Modular. ~~There~~The ~~are~~Surviving ~~barriers~~Entity will, if necessary, develop separate committees to ~~entry~~address ~~that~~commitments ~~make it~~or ~~difficult~~business ~~for~~of ~~entrants~~ATI ~~into~~Modular and the ~~industry,~~Company. ~~including,~~It ~~but~~is ~~not~~estimated ~~limited~~that tothis ~~the~~Plan ~~socio-political~~of ~~environment~~Merger inwill ~~China~~be deemed effective 20 days after this Information Statement is distributed to shareholders of the Company.

~~In reviewing market conditions,~~Reasons ~~the Company determined that although there is no known structure or operations existing within Mainland China similar to AmericaTowne, the concept could be duplicated. The challenge~~ for competitors whose business originates from China would be to identify and provide business owners and operators, as well as goods and services that would provide a unique American experience in one location, under one roof, and receive the ~~support~~Plan of ~~the local government in providing "authentic American goods."~~Merger

ItThe Company has ~~been~~an ~~Management's experience~~interest ~~that~~in atregistering ~~the~~its ~~local~~shares ~~level~~with ~~mayors~~a ~~and~~national ~~other~~market, ~~government~~such ~~officials~~as ~~have~~the ~~concerns~~OTC ~~about~~Markets ~~the~~Group. ~~authenticity~~In ofresearching ~~both~~ the ~~concept~~most ~~and~~cost-effective ~~the~~ways ~~goods~~to ~~and~~move ~~services~~forward ~~that~~with ~~would~~registration, ~~originate~~it ~~from~~became ~~America.~~apparent ~~Therefore,~~that ~~operators~~merging ~~from~~into ~~America~~ATI ~~that~~Modular, ~~provide~~the ~~goods~~Company’s ~~and services~~subsidiary, ~~especially~~which ~~from~~was ~~America's~~already ~~small~~trading ~~businesses~~over-the-counter, ~~have~~would aprovide ~~competitive~~two ~~advantage~~benefits to the Company’s shareholders.

~~Builders and developers~~First, ~~focusing~~it onwould ~~tourism~~allow ~~and~~for ~~quality~~the ofCompany’s ~~life~~issued ~~components~~and ~~are~~outstanding ~~regionally~~shares ~~based,~~to ~~and~~be ~~most~~exchanged ~~focus~~with onthe ~~operations~~shares inof ~~what~~ATI ~~are~~Modular ~~called~~and ~~(based~~traded on ~~demographics~~OTCPink ~~and~~under ~~other~~the ~~criteria)~~symbol ~~Tier~~“ATMO.” 2,This ~~Tier~~allows 3for ~~and~~the ~~Tier~~Company’s 4investors ~~Cities. Competitors that appear~~ to behave ~~doing~~greater ~~exceptionally~~liquidity ~~well~~and itallows ~~seems~~shareholders ~~have~~to ~~designed~~enter ~~internal~~a ~~management,~~marketplace ~~finance~~where ~~and~~they ~~control~~more ~~systems~~easily ~~that~~transfer ~~work~~their ~~well~~shares, insubject ~~the~~to ~~United~~all ~~States~~applicable federal and ~~China~~state regulations.

~~-19-~~Second, by merging operations, the Company and ATI Modular will benefit from a decrease in operational costs. Presently, both entities have reporting obligations under the Securities Exchange Act, resulting in duplicative reporting. By merging the entities, the Company and ATI Modular eliminate the duplicative work, resulting in decreased administrative and professional costs. Though not guaranteed, the Plan of Merger would ideally allow for the Surviving Entity to be more profitable, have less overhead, increasing shareholder value.

~~[Table~~Effect of the Plan of ~~Contents]~~Merger and Shareholder Rights

~~Though Management is~~The ~~aware~~Plan of ~~"Disney"~~Merger ~~typed~~will ~~operations~~result ~~and~~in ~~ventures~~the inCompany ~~China~~merging ~~that~~into ~~focuses~~ATI onModular. ~~themed~~ATI ~~leisure~~Modular ~~activities,~~will ~~AmericaTowne~~amend ~~focus~~its Articles of Incorporation to change isits onname ~~business~~to ~~operations~~AmericaTowne inHoldings, ~~three~~Inc. ~~specific~~The ~~areas~~Surviving Entity will assume the obligations and ~~providing~~assets anof ~~experience~~the ~~unique~~Company toand ~~America~~shareholders of the Company will have their shares exchanged on a pro rata basis. ToThus, ~~date~~once ~~Management~~the Plan of Merger is ~~not~~complete, ~~aware~~the remaining ofentity—AmericaTowne ~~similar~~Holdings, ~~businesses~~Inc.—will orbe ~~concept~~trading ~~operating~~on ~~within~~the ~~Mainland~~OTCPink ~~China~~using the symbol “ATMO.”

~~In Management~~The Company's opinion based upon its analysis, and research over three and a half year period direct competition and the intensity of that competition will depend upon the specific sector. Management believes that competition from other businesses and communities in some specific sectors will be intense. For example, Management expects to receive stiff competition in the real estate sector specifically in developing villas. On the other hand, Management expects to receive moderate to little competition in developing its senior care and business communities.Strategy

The Company's ~~key~~primary ~~competitors~~business ~~within the~~strategy ~~real~~is ~~estate~~to ~~sector~~develop a position as ~~reflected~~a leader in ~~SEC~~supplying ~~filings~~quality ~~consist~~"Made ofin ~~seven~~the ~~companies~~USA" ~~operating~~goods and ~~within~~services ~~China.~~to ~~However~~middle, ~~there~~upper ~~are~~middle, ~~considerably more~~and ~~developers~~upper ~~operating~~income ~~within~~consumers ~~the~~in ~~industry~~China and government agencies in Africa. OfThe Company seeks to create market share in the ~~competitors,~~rapidly wegrowing ~~focused~~middle onand ~~two~~upper ~~are~~income ~~listed~~population ondemographic ~~NASDAQ~~with ~~(China~~a ~~HGS~~focus ~~Real~~on ~~Estate~~tourism, exports, ~~Inc~~and senior care. ~~(HGSH)~~The ~~and~~Company believes China's ~~Housing~~and &Africa’s ~~Land~~economy ~~Development,~~are ~~Inc~~robust. ~~(CHLN))~~People in China and ~~two~~select orlocations ~~listed~~in onAfrica are ~~the~~developing ~~New~~and ~~York~~prospering ~~Stock~~making ~~exchange~~more ~~(Xinyuan~~money ~~Real Estate~~and Coare looking for more places to go to enjoy leisure and tourism., ~~Ltd~~Today ~~(XIN)~~and in the foreseeable future, ~~and~~in ~~IFM~~China, ~~Investments~~the ~~Limited~~Company ~~(CTC));~~believes the ~~other~~demand ~~three~~for ~~are~~leisure ~~listed~~activities onis ~~OTCB~~outstripping the supply.

~~All have the advantage~~As ofset ~~being~~forth ~~from~~above, ~~China~~the ~~and~~Company's ~~may~~objective ~~have~~is ~~better~~to ~~competitive~~provide ~~balances~~unique ~~because~~ one-of-a-kind ~~this.~~communities ~~All~~for ~~may~~people ~~receive~~in ~~various~~China ~~support~~to ~~and~~spend ~~perceived~~their ~~benefits~~leisure ~~that~~time. ~~are~~The ~~afforded~~Company's tocurrent ~~companies~~planning ~~that~~committee ~~are~~is ~~"home~~concentrating ~~grown."~~its ~~Additionally,~~efforts ~~all~~on ~~appear~~securing toland ~~focus~~between on50 ~~regional~~ and or165 ~~Tier II~~acres, ~~III~~ and IVto chart ~~cities.~~out Onland ~~the~~up ~~other~~to ~~hand,~~50 ~~AmericaTowne~~unique ~~focuses~~American onsmall ~~Tier I~~businesses, ~~II,~~a ~~and~~5-star ~~III~~hotel, ~~cities~~50 ~~were~~villas, ~~the~~a ~~competition~~theme ~~for~~park, ~~development~~performing ~~could be~~arts ~~both~~center, ~~keen~~ and a atsenior ~~times~~care ~~restricted~~facility toall afashioned ~~larger~~after ~~degree by~~ the ~~Central~~American ~~Government~~way, ~~than~~business, ~~smaller~~and ~~Tier locations~~lifestyle. ~~AmericaTowne~~The aforementioned businesses will bring ~~have~~a toslice ~~adapt~~of America to aChina. ~~system~~The ~~that~~Company ~~its~~believes ~~competitors~~the ~~have~~communities ~~been~~will ~~operating~~offer ~~all~~authentic ofgoods, ~~their~~products ~~existence~~and ~~virtually.~~services ~~Additionally,~~that ~~most~~are of"Made in the ~~competition~~ ~~will~~USA." ~~not~~The ~~only~~company ~~have~~is ~~more~~in ~~experience~~the ~~but~~process beof ~~better~~identifying ~~capitalized.~~United AsStates webased ~~develop~~businesses ~~our~~looking ~~business~~to ~~model~~locate ~~further,~~their weoperations and ~~expect~~conduct ~~additional competitors~~business toin ~~service~~AmericaTowne, and ~~the~~to ~~competitive~~take ~~picture~~advantage toof ~~become~~the ~~clearer~~key demographic.

~~Tax~~We believe ~~Exempt~~that ~~Status~~AmericaTowne will help Country’s counter its tourist deficit, satisfy China's and other countries’ increasing need to import United States based goods and meet the growing demand for ~~Certain~~senior ~~Export~~living ~~Transactions~~facilities (all of which are discussed in more detail below). As a dual and added value, the Company believes AmericaTowne will provide export opportunities and jobs in China, Africa and America. Furthermore, AmericaTowne supports America's national initiative to improve the balance of trade by exporting goods and services carrying the "Made in the USA" tag.

Because AmericaTowne focuses on providing "Made in the USA" goods and services to China and elsewhere, a portion of the Company's activities will involve not only development but also exporting. To take advantage of favorable United States tax rates on dividend distributions or to direct a steady flow of cash distributions for shareholders of corporate exporters, the Company has identified and work with Perkins-~~Hsu Export Corporation, a Nevada corporation that is qualified as an Interest Charge~~ 20- Domestic International Sales Corporation ("IC-DISC") under section 992(a)(1) of the Internal Revenue Code of 1986. Perkins-Hsu Export is an IC-DISC and an affiliate of the Company, with Mr. Perkins as the majority shareholder and the controlling person. The tax benefits to the Company are accomplished by allowing the Company to deduct a portion of its export-related income as commissions to the IC DISC. On an individual basis Federal taxes on the export-related income are deferred until such time as the income is distributed or deemed distributed. Perkins –Hsu as an IC DISC does not need additional offices, employees, or tangible assets, nor is it required to perform any invoicing or services. Additionally, with its IC-DISC association, if warranted, the Company may achieve a significant reduction in taxes on the first $10,000,000 in revenues.

~~-20-~~Table of Contents

~~[Table of Contents]~~ (i) Tourism

~~ITEM~~AmericaTowne meets 2the challenge of helping Countries reduce its tourist deficit by keeping more Chinese citizens at home to enjoy a slice of America. ~~PROPERTIES~~In short, instead of an economy based upon manufacturing and exporting products to other countries, the Company believes that China's and other countries focus has now changed to internal domestic consumption. The Company believes that China's government is ramping up the demand for its citizens to buy and use consumer products. At the same time, the Chinese government is emphasizing stability and improving its citizen's quality of life. In Africa governments are increasing their demand to purchase US goods for development and infrastructure growth.

WeThe Company ~~currently~~believes ~~lease~~leisure ~~an office~~and attourism ~~the~~are ~~address~~cornerstones ~~set~~of ~~forth~~China's ~~above~~long-term plans. WeAdditionally, ~~believe~~the ~~that~~Company ~~this~~believes ~~space~~that ~~will~~the demand beby ~~sufficient~~Chinese consumers for ~~our~~"Made ~~initial~~in ~~needs~~America" goods and services are high. Most important, ~~although~~the asCompany ~~funding~~believes that the targeted Chinese consumer is sophisticated and ~~revenues~~focused ~~become~~on ~~available,~~goods and services, but also the ~~Company's~~experiences ~~operations~~that ~~grow~~those goods and services bring. In Africa, we ~~anticipate~~believe ~~finding~~County ~~other~~and ~~office~~local ~~space~~governments asin ~~needed~~some locations have increased their development efforts and purchase of exports. The Company believes that providing an AmericaTowne community with support services model after the American lifestyle will provide those experiences.

~~ITEM 3. LEGAL PROCEEDINGS~~ (ii) Exporting

~~None~~According to Forbes' Major Trends In China: The Next 10 Years, China will account for 36% of global growth in consumer spending during this period (http://www.forbes.com/sites/jackperkowski/2012/11/27/major-trends-in-china-the-next-10-years/). The Company believes that over the next ten years, global spending on consumer goods is expected to increase by $4.8 trillion, from $7.3 trillion in 2010 to $12.1 trillion in 2020. In 2013, United States exports to China reached $120 billion, according to the US-China Business Council, making it the third-largest export market for United States goods behind Canada and Mexico, our neighbors and NAFTA partners. United States exports to China have grown faster than exports to any other major United States trading partner.

~~ITEM~~From 2005 4to 2014, United States' exports to China increased 198%. ~~MINE~~That ~~SAFETY~~rate ~~DISCLOSURES~~is greater than growth to any of the other top ten US export markets, including the two largest US trading partners, Canada (47 percent growth) and Mexico (102 percent growth). With its large population, rapidly growing middle class, and long list of infrastructure goals, China will continue to be a major export market for United States goods and services. (US-China Business Council, US Exports to China 2005-2014 https://www.uschina.org/reports/us-exports/national).

~~Not~~Additionally, in ~~applicable~~our opinion as a result of our Ambassador and County Government Inititaives, we have seen an increase in efforts to purchase equipment and industrial goods made in the USA by some countries in Africa.

~~-21-~~ (iii) Senior Care in China

~~[Table~~A component of ~~Contents]~~the Company's business is designed to take advantage of market conditions by constructing, developing and operating either through partnership or independently senior care facilities in China. "There is no stronger brand in the world than 'Made in America,' according to USA Export-Import Bank Chairman and President Fred P. Hochberg. We want to build on this and provide a slice of Americana in the fastest growing economy in the world. As stated by the Chairman and President of the United States Export-Import Bank - Fred P. Hochberg, "There is no stronger brand in the World that 'Made in America'". See "Export-Import Bank Report to Congress: Aggressive, Unregulated Financing from Foreign Competitors is Costing U.S. Jobs" dated June 25, 2014. The Company intends on building on this brand and provides a "slice of Americana" in the fastest growing economy in the World.

~~PART II~~-21-

~~ITEM~~Table of ~~5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS~~Contents

~~Authorized~~According to ~~Capital~~China's National Bureau of Statistics, China has roughly 185,000,000 people over the age of 60.1 A 2007 study by the United ~~Stock~~Nations estimated that in 2005, there were 16 retired people in China for every 100 workers. The study projected that this ratio will reach 64 elderly for every 100 workers by 2025. Compare this to the United States, which currently has approximately 20 retirees for every 100 workers and is projected to have 33 retirees for every 100 workers by 2050. See also "Major Trends in China: The Next 10 Years" attached hereto.

~~The authorized~~China's ~~capital~~government ~~stock~~funding only covers 1.6% of ~~the~~seniors ~~Company~~in ~~consists~~need of ~~100~~care,~~000,000~~ ~~shares~~who ofcannot ~~Common~~otherwise ~~Stock,~~pay ~~par~~for ~~value~~their $own care.~~0001~~ ~~per~~The ~~share,~~World ~~(the "Common~~Bank's ~~Stock"),~~standard offor ~~which,~~developed asnations ofis ~~December~~8% ~~31,~~coverage. ~~2016,~~As ~~there~~Li ~~are 26~~Jianguo,~~974,775~~ ~~issued and~~vice ~~outstanding,~~chairman and ~~5,000,000~~general ~~shares~~secretary of ~~Preferred~~the ~~Stock,~~Standing (Committee of the ~~"Preferred~~National ~~Stock")~~People's ~~par~~Congress ~~value~~stated ~~$.0001~~last ~~per~~year, ~~share~~this translates to a need for an additional 3,400,000 ofhospital and nursing home ~~which~~beds ~~none~~dedicated ~~have~~to ~~been~~senior ~~designated~~care orover ~~issued.~~the ~~The~~next ~~following~~five ~~summarized~~years alone. Clearly, the ~~important~~need ~~provisions~~for ofsenior ~~the~~care ~~Company's~~facilities ~~capital~~is outstripping the ~~stock~~supply.

~~Common~~According to ~~Stock~~China's National Bureau of Statistics, China has roughly 185 million people over the age of 60. A 2007 study by the United Nations estimated that in 2005, there were 16 retired people in China for every 100 workers. The study projected that this ratio will reach 64 elderly for every 100 workers by 2025. Compare this to the United States, which currently has approximately 20 retirees for every 100 workers and is projected to have 33 retirees for every 100 workers by 2050.

~~Holders of shares of~~China's ~~common~~government ~~stock~~funding ~~are~~only ~~entitled~~covers to1.6% ~~one~~of ~~vote~~seniors ~~for~~in ~~each~~need ~~share~~of oncare, ~~all~~who ~~matters~~cannot tootherwise bepay ~~voted~~for ontheir byown ~~the stockholders~~care. ~~Holders~~The ofWorld ~~common stock~~Bank's dostandard ~~not~~for ~~have~~developed ~~cumulative~~nations ~~voting~~is ~~rights.~~8 ~~Holders~~percent ofcoverage. ~~common~~As ~~stock~~Li ~~are entitled to share ratably in dividends~~Jianguo, ifvice ~~any,~~chairman asand ~~may~~general besecretary ~~declared from~~of ~~time to time by~~ the ~~Board~~Standing Committee of ~~Directors in its discretion from funds legally available. In~~ the ~~event~~National ofPeople's ~~a liquidation~~Congress, ~~dissolution or~~stated ~~winding~~last ~~up of the company~~year, ~~the~~this ~~holders~~translates ~~of common stock are entitled~~ to ~~share~~a ~~pro~~need ~~rata~~for ~~all~~an ~~assets~~additional ~~remaining after payment in full of all liabilities~~3.4 ~~All~~million ofhospital ~~the outstanding shares of common stock are fully paid~~ and ~~non-assessable. Holders of common stock~~nursing ~~have~~home nobeds ~~preemptive~~dedicated ~~rights~~ to ~~purchase~~senior ~~the~~care ~~Company's~~over ~~common~~the ~~stock.~~next ~~There~~five ~~are~~years noalone. ~~conversion~~Clearly, orthe ~~redemption~~need ~~rights~~for orsenior ~~sinking~~care ~~fund provisions~~facilities ~~with~~is ~~respect to~~ outstripping the ~~common stock~~supply.

~~Preferred~~Gap in ~~Stock~~Small and Mid-Size Businesses

~~The~~In June ~~Board~~ of ~~Directors is~~2013, ~~authorized to provide for~~ the ~~issuance~~Commerce ofDepartment ~~shares~~reported ofthat ~~preferred~~exports ~~stock~~hit ~~in series and, by filing~~ a ~~certificate~~record ~~pursuant~~high tofor ~~the~~one ~~applicable law~~month of ~~Delaware,~~$191.1 tobillion-up ~~establish~~3.2% from June ~~time~~of to2012. ~~time~~As ~~the~~a ~~number~~result of ~~shares~~imports ~~to be included in each such series~~falling, ~~and to fix~~ the ~~designation, powers,~~United ~~preferences~~States ~~and~~trade ~~rights~~deficit ofshrank ~~the~~22.4% ~~shares~~to ofits ~~each~~lowest ~~such~~monthly ~~series~~level ~~and the qualifications, limitations or restrictions thereof without~~since ~~any~~October ~~further vote or action by the shareholders~~2009. ~~Any~~Small ~~shares~~and ofmedium-sized ~~preferred~~companies ~~stock~~account sofor ~~issued~~98% ~~would have priority over the common stock with respect to dividend or liquidation rights. Any future issuance~~ of ~~preferred~~United ~~stock~~States' ~~may have the effect of delaying~~exporters, ~~deferring or~~but ~~preventing~~represent aless ~~change~~than ~~in control~~ one-third of ~~our Company without further action by~~ the ~~shareholders~~known ~~and~~export ~~may~~value ~~adversely affect the voting and other rights~~ of ~~the~~United ~~holders~~States' ofgoods' ~~common stock~~exports. AtIn ~~present~~2010, wethere ~~have~~were noover ~~plans~~293,000 toidentified ~~neither~~U.S. ~~issue~~exporters ~~any preferred stock nor adopt any~~- ~~series~~269,269 ~~preferences~~of orwhich ~~other~~were ~~classification~~small ofor ~~preferred stock~~medium-sized.

The Company believes a market clearly exists; yet most small businesses do not have the resources including time, money and knowledge to enter the export market. A goal of AmericaTowne is to provide United States based small businesses with a support system that will allow them to flourish without undue worry of conducting business from afar. The Company believes that AmericaTowne provides some United States based businesses with a safety net, an entire team of businesses working together all focused on the same objective -~~22-~~ to sell Americana to the Chinese consumer.

~~[Table~~Keys to ~~of Contents]~~Success

~~The issuance of shares~~In oforder ~~preferred~~to ~~stock,~~meet orits ~~the~~goals ~~issuance~~and ~~of rights to purchase such shares~~objectives, ~~could~~and ~~be used~~ to ~~discourage~~achieve anshort-term ~~unsolicited~~and ~~acquisition~~long-term ~~proposal. For instance~~success, the ~~issuance~~Company ofmust adevelop ~~series~~significant cooperative ofagreements ~~preferred~~with ~~stock~~key ~~might~~partners, ~~impede a business combination by~~ including ~~class~~local ~~voting~~governments ~~rights that~~in ~~would enable~~ the ~~holder~~United toStates ~~block~~and ~~such a transaction~~China, ~~or facilitate~~ a business ~~combination~~developer ~~by including voting rights that~~and ~~would~~United ~~provide~~States abased ~~required~~entrepreneurs ~~percentage~~and ~~vote~~businesses. ofThe ~~the~~Company ~~stockholders.~~must Incontinue ~~addition,~~to ~~under~~develop ~~certain~~and ~~circumstances,~~utilize ~~the~~cutting ~~issuance~~edge oftechnology ~~preferred~~and ~~stock~~commit ~~could~~to ~~adversely~~research ~~affect~~and ~~the~~development ~~voting power~~ of ~~the~~its ~~holders~~brand ofand ~~the~~market ~~common stock~~presence. ~~Although~~It ~~the~~must ~~Board~~dedicate offinancial ~~Directors~~resources isand ~~required~~executive totime towards ~~make~~establishing ~~any~~world-class ~~determination~~marketing toprograms ~~issue~~and ~~such~~procedures ~~stock~~designed ~~based~~exclusively onwith ~~its judgment as to~~ the ~~best~~Chinese ~~interests~~consumer ~~of our stockholders, the Board of Directors could act~~ in amind. ~~manner~~As ~~that~~stated ~~would discourage an acquisition attempt or other transaction that some~~above, ~~or a majority, of~~ the ~~stockholders might~~Company ~~believe~~must continue to be indedicated ~~their~~to ~~best~~building ~~interests~~and oroperating inAmericaTowne ~~which~~centers ~~stockholders~~to ~~might~~meet ~~receive a premium for their stock over~~ the ~~then~~growing ~~market price~~demand ofby ~~such stock. The Board of Directors does not at present intend to seek stockholder approval prior to any issuance of currently~~citizens ~~authorized~~for ~~stock,~~more ~~unless~~leisure ~~otherwise~~and ~~required~~tourism ~~by law or stock exchange rules~~opportunities. ~~We have no present plans to issue any preferred stock.~~

~~The~~As part ~~description~~ of ~~certain matters~~his ~~relating~~ongoing tomarket analysis, over the ~~securities~~past offive years, at the ~~Company~~invitation isof aChina ~~summary~~city mayors and isother ~~qualified~~government officials in ~~its~~China, ~~entirety~~our byChief Executive Officer, Mr. Perkins lived and worked in China, researching and studying consumer trends, and helping to develop import, tourist and leisure projects for the ~~provisions~~Chinese ofconsumer. While in China, Mr. Perkins had the ~~Company's~~opportunity to work ~~Certificate~~with oflocal ~~Incorporation~~government officials, city mayors and ~~By-Laws~~Provincial Governments, ~~copies~~and mid-size and large Chinese companies. The formation of ~~which~~the ~~have~~Company ~~been~~and ~~filed~~the ascontribution ~~exhibits~~of toassets by Yilaime were the ~~Company~~byproduct of Mr. Perkins's ~~Form~~work 10dating ~~filed~~back ~~with~~to ~~the~~2009 ~~Commission~~and 2010 onby ~~May~~the 18privately-held and Chinese-based Development Center Foreign Invested Partnership, ~~2014~~which (he owned and ~~which~~co-chaired. ~~have~~This ~~been~~early partnership ~~incorporated~~did ~~herein~~much byof ~~reference~~the aswork anpaving ~~exhibit,~~the ~~below)~~way for much of the Company's current business plans.

~~Dividends~~-22-

~~We have not paid any~~Table ~~dividends on our common stock and do not presently intend to pay cash dividends. The payment~~ of cash dividends in the future, if any, will be contingent upon our revenues and earnings, if any, capital requirements and general financial condition subsequent to consummation of a business combination, if any. The payment of any dividends subsequent to a business combination, if any, will be within the discretion of our then existing board of directors. It is the present intention of our board of directors to retain all earnings, if any, for use in our business operations and, accordingly, the board of directors does not anticipate paying any cash dividends in the foreseeable future.Contents

~~Securities~~As part ~~Authorized~~of his market research efforts, Mr. Perkins visited the United States Ex-Im Bank in Washington, D.C., and attended a United States Ex-Im Bank National Conference to learn exporting rules and financing requirements. Additionally, the AmericaTowne concept was presented to the United States Ex-Im Bank, which provided a Letter of Interest for ~~Issuance~~AmericaTowne, ~~under~~Mr. ~~Equity~~Perkins ~~Compensation~~coordinated ~~Plans~~the initial draft of the business plan and proposed actions with a representative of the United States Small Business Administration with expertise in both exporting and finance, who in turn, reviewed the Company's business plan and provided suggestions and directions for implementing the plan. It is this level of involvement and dedication that is necessary to continue developing market awareness and success.

InThe Company ~~2016,~~must also continue to stick to its core principles of delivering superb and unique products and services at the ~~Company~~lowest ~~entered~~possible ~~into~~cost ~~Employment~~while ~~Agreements~~still ~~with~~maintaining ~~four~~the ~~(4)~~highest ~~employees~~quality - the quality accustomed to United States' goods and services. ~~Four~~As ofan international ~~these~~operation ~~employees~~operating ~~were~~on ~~issued~~opposite ~~shares~~ends of ~~restricted~~the ~~common~~World, ~~stock~~the Company must maintain a strong dual-economic strategic plan and implement financial controls in ~~lieu~~the United States and China. Finally, the Company will need to aggressively pursue adequate funding to implement these keys to success and in the continued development of ~~compensation~~attractive programs in ~~2016.~~providing ~~These~~the ~~employees~~Chinese ~~are~~consumer with asthe ~~follows:~~"Made in the USA" experience.

Name	Position	Date of Employment Agreement	Stock Issuance
Lilian Nekesa Mabonga	Executive Vice President of Business Development	March 22, 2016	100,000 shares of restricted common stock
Ying Cheng	Managing Director for Business Development in China	July 10, 2016	40,000 shares of restricted common stock
Arhibald Ihegaranya	Vice President for Marketing	November 28, 2016	25,000 shares of restricted common stock
Watson Salapo	Vice President for Marketing	November 28, 2016	25,000 shares of restricted common stock

Financial Objectives

~~Recent~~The Company ~~Sales~~seeks to achieve commercial success in its initial AmericaTowne operations. The Company seeks to validate its work through the success of ~~Unregistered~~its ~~Securities~~products and services. The Company's revenues of $ 1,775,003 realized and earned through December 31 2017, and a Letter of Interest from US Ex-Im Bank are an initial step towards this effort. The Company also seeks to develop a robust line of additional AmericaTowne products including licensing and franchising and Trade Center fees for additional project locations in the near future and to become financially sustainable.

~~N/A~~Sourcing and Fulfillment

~~Issuer~~To complete ~~Purchases~~the ofinitial ~~Equity~~AmericaTowne, ~~Securities~~the Company expects a collaborative effort between small businesses owners in the United States looking for expansion opportunities in China and Africa. The Company through its relationship with its Trade Centers, International Ambassador Business Program, and Government County initiatives expect to trade and exports goods and services with the "Made in the USA" label. These select businesses and initiatives will team with local counterparts to supply, source and operate the core businesses that are a part of AmericaTowne.

~~See discussion of “ATI Modular” and “ATI Nationwide” under Item 1.~~Competition

Our competitive position within the tourism, export and senior care industry are affected by a number of factors. There are barriers to entry that make it difficult for entrants into the industry, including, but not limited to the socio-~~23-~~political environment in China and elsewhere.

~~[Table~~In reviewing market conditions, the Company determined that although there is no known structure or operations existing within Mainland China or Africa similar to AmericaTowne, the concept could be duplicated. The challenge for competitors whose business originates from China and elsewhere would be to identify and provide business owners and operators, as well as goods and services that would provide a unique American experience in one location, under one roof, and receive the support of ~~Contents]~~the local government in providing "authentic American goods."

~~ITEM 6. SELECTED FINANCIAL DATA~~-23-

~~As a “smaller~~Table ~~reporting company,” as defined by Item 10~~ of ~~Regulation S-K, the Company is not required to provide this information.~~Contents

~~ITEM~~It has 7.been ~~MANAGEMENT~~Management'Ss ~~DISCUSSION~~experience ~~AND~~that ~~ANALYSIS~~at OFthe ~~FINANCIAL~~local ~~CONDITION~~level ~~AND~~mayors ~~RESULTS~~and OFother ~~OPERATIONS~~government officials have concerns about the authenticity of both the concept and the goods and services that would originate from America. Therefore, operators from America that provide goods and services especially from America's small businesses have a competitive advantage.

~~You~~Builders and ~~should~~developers ~~read~~focusing ~~the~~on ~~following discussion~~tourism and quality of ~~our~~life ~~financial~~components ~~condition~~are regionally based, and ~~results~~most offocus on operations ~~together~~in ~~with~~what ~~the~~are called ~~audited~~(based ~~financial~~on ~~statements~~demographics and ~~the~~other ~~notes~~criteria) ~~to the~~Tier ~~audited~~2, ~~financial~~Tier ~~statements~~3 ~~included~~and inTier ~~this~~4 ~~Annual~~Cities. ~~Report~~Competitors onthat ~~Form~~appear ~~10-K.~~to ~~This~~be ~~discussion~~doing ~~contains~~exceptionally well ~~forward-looking~~it ~~statements that~~seems ~~reflect~~have ~~our~~designed ~~plans~~internal management, ~~estimates~~finance and ~~beliefs.~~control ~~Our~~systems ~~actual~~that ~~results~~work ~~may~~well ~~differ~~in ~~materially~~the ~~from~~United ~~those~~States ~~anticipated~~and inChina ~~these forward-looking~~or ~~statements~~Africa.

WeThough Management ~~qualify~~is asaware anof "~~emerging growth company~~Disney" ~~under~~typed ~~the~~operations ~~JOBS~~and ~~Act.~~ventures Asin aChina ~~result,~~that wefocuses ~~are~~on ~~permitted~~themed ~~to,~~leisure ~~and intend to~~activities, ~~rely~~AmericaTowne focus is on ~~exemptions~~business ~~from~~operations ~~certain~~in ~~disclosure requirements.~~three ~~For~~specific soareas ~~long~~and asproviding wean ~~are~~experience anunique ~~emerging~~to ~~growth~~America. ~~company,~~To wedate ~~will~~Management is not aware beof ~~required~~similar ~~to:~~businesses or concept operating within Mainland China.

~~have~~In Management's anopinion ~~auditor~~based ~~report~~upon onits ~~our~~analysis, ~~internal~~and ~~controls~~research over ~~financial~~three and a half year period direct competition and the intensity ~~reporting~~of ~~pursuant~~that competition will depend upon the specific sector. Management believes that competition from other businesses and communities in some specific sectors will be intense. For example, Management expects to ~~Section~~receive ~~404(b)~~stiff ofcompetition in the ~~Sarbanes-Oxley~~real ~~Act;~~estate sector specifically in developing villas. On the other hand, Management expects to receive moderate to little competition in developing its senior care and business communities.

~~comply~~The key ~~with~~competitors ~~any~~within ~~requirement~~the ~~that~~real ~~may~~estate besector ~~adopted~~as byreflected ~~the~~in ~~Public Company~~SEC ~~Accounting~~filings ~~Oversight~~consist ~~Board~~of ~~regarding~~seven ~~mandatory~~companies ~~audit~~operating ~~firm~~within ~~rotation~~China. orHowever, there aare ~~supplement~~considerably tomore developers operating within the ~~auditor's~~industry. ~~report~~Of ~~providing~~the ~~additional~~competitors, we focused on two are listed on NASDAQ ~~information~~(China ~~about~~HGS ~~the~~Real ~~audit~~Estate Inc. (HGSH) and China Housing & Land Development, Inc. (CHLN)) and two or listed on the ~~financial~~New ~~statements~~York Stock exchange (iXinyuan Real Estate Co.e., anLtd ~~auditor~~(XIN), ~~discussion~~ and ~~analysis~~IFM Investments Limited (CTC)); the other three are listed on OTCB.

~~submit~~All have ~~certain~~the ~~executive~~advantage ~~compensation~~of ~~matters~~being tofrom ~~shareholder~~China and may have better competitive balances because of this. All may receive various support ~~advisory~~and ~~votes,~~perceived ~~such~~benefits asthat are afforded to companies that are "~~say-on-pay~~home grown." Additionally, all appear to focus on regional and ~~"say-~~or Tier II, III and IV cities. On the other hand, AmericaTowne focuses on~~-frequency;"~~ Tier I, II, and III cities were the competition for development could be both keen and at times restricted to a larger degree by the Central Government than smaller Tier locations. AmericaTowne will have to adapt to a system that its competitors have been operating all of their existence virtually. Additionally, most of the competition will not only have more experience but be better capitalized. As we develop our business model further, we expect additional competitors to service and the competitive picture to become clearer.

~~disclose certain executive compensation related items such~~Tax asExempt ~~the~~Status ~~correlation~~for ~~between~~Certain ~~executive~~Export ~~compensation and performance and comparisons of the CEO's compensation to median employee compensation.~~Transactions

InBecause AmericaTowne ~~addition~~focuses on providing “Made in the USA” goods and services to China and elsewhere, ~~Section 107~~a portion of the ~~JOBS~~Company's activities ~~Act~~will ~~also~~involve ~~provides~~not ~~that~~only andevelopment ~~emerging~~but ~~growth~~also ~~company~~exporting. ~~can~~To take advantage of favorable United States tax rates on dividend distributions or to direct a steady flow of cash distributions for shareholders of corporate exporters, the ~~extended~~Company ~~transition~~has ~~period~~identified and ~~provided~~work with Perkins-Hsu Export Corporation, a Nevada corporation that is qualified as an Interest Charge - Domestic International inSales ~~Section~~Corporation 7(a"IC-DISC") under section 992(2a)(B1) of the ~~Securities~~Internal ~~Act~~Revenue ~~for~~Code ~~complying~~of ~~with~~1986. ~~new~~Perkins-Hsu orExport ~~revised~~is ~~accounting~~an IC-DISC ~~standards.~~and Inan ~~other~~affiliate ~~words~~of the Company, anwith ~~emerging~~Mr. Perkins as the majority shareholder and the controlling person. The tax benefits ~~growth~~to ~~company~~the ~~can~~Company ~~delay~~are accomplished by allowing the ~~adoption~~Company ofto ~~certain~~deduct ~~accounting~~a ~~standards~~portion ~~until~~of ~~those~~its ~~standards~~export-related ~~would~~income ~~otherwise~~as ~~apply~~commissions to ~~private~~the IC ~~companies~~DISC. We ~~have~~On ~~elected~~an toindividual ~~take~~basis ~~advantage~~Federal oftaxes on the ~~benefits~~export-related ofincome ~~this~~are ~~extended~~deferred ~~transition~~until ~~period~~such time as the income is distributed or deemed distributed. ~~Our~~Perkins ~~financial~~–Hsu ~~statements~~as ~~may~~an ~~therefore~~IC DISC does not need additional offices, employees, or tangible assets, nor is beit ~~comparable~~required to ~~those~~perform ofany ~~companies~~invoicing ~~that~~or ~~comply~~services. Additionally, with ~~such~~its ~~new~~IC-DISC orassociation, ~~revised~~if ~~accounting~~warranted, ~~standards~~the Company may achieve a significant reduction in taxes on the first $10,000,000 in revenues.

We will remain an "emerging growth company" for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our total annual gross revenues exceed $1 billion, (ii) the date that we become a "large accelerated filer" as defined in Rule 12b-~~2 under the Securities Exchange Act of 1934, which would occur if the market value of our ordinary shares that is held by non~~24-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period. As an emerging growth company, the company is exempt from Section 14A and B of the Securities Exchange Act of 1934 which require the shareholder approval of executive compensation and golden parachutes. The Company is an Emerging Growth Company under the JOBS Act of 2012, but the Company has irrevocably opted out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(B) of the JOBS Act.

~~-24-~~Table of Contents

~~[Table~~ITEM 2. ~~of Contents]~~PROPERTIES

~~The~~We currently ~~Company~~lease ~~incorporates by~~an ~~reference~~office at the ~~historical~~address ~~information~~ set forth above~~, including but not limited to the discussion related to material definitive agreements under Item 1~~.01 ~~and~~We ~~completion~~believe ofthat ~~acquisition~~this ofspace ~~assets~~will ~~under~~be ~~Item~~sufficient ~~2.01.~~for Inour ~~further~~initial ~~response~~needs, ~~we were originally organized~~ although as afunding ~~vehicle to investigate~~ and, ifrevenues ~~such~~become ~~investigation warrants~~available, ~~acquire~~and athe ~~target~~Company's ~~company~~operations orgrow, ~~business~~we ~~seeking~~anticipate ~~the~~finding ~~perceived~~other ~~advantages~~office space ofas ~~being a publicly held corporation~~needed.

~~We plan to raise capital~~ITEM ~~following our recent change in status to an operating entity through the offering of shares of common stock or preferred stock to investors~~3. WeLEGAL anticipate we will need to pursue capital to fund our operations over the next twelve months. We believe we will be able to raise the necessary capital to carry out our business plan, but there is no assurance that we will be able to do so.PROCEEDINGS

~~Overview~~None.

~~As a result of the Contribution~~ITEM Agreement, the Company acquired all rights, title and interest in and to AmericaTowne and AmericaStreet images, signatures, business plans, studies, analyses, likenesses and goodwill appurtenant thereto4. ~~The~~MINE ~~Company~~SAFETY ~~acquired certain rights of publicity in the trademark and registration of AmericaTowne, and the name, image, likeness, signature and other elements of AmericaTowne persona and identity~~DISCLOSURES. The Company acquired all rights, title and interest in any derivative or joint development programs using the intellectual property contributed under the Contribution Agreement, plus all historical contacts, business relationships, business expectancies, references and any other actual or perceived business interests in China. Using these assets, the Company procured those agreements set forth in Item 1.01 (i.e. the Exporter Services Agreement and the Licensing, Lease and Use Agreement).

~~In fiscal year 2016,~~Not ~~the Company achieved $2,259,540 in revenue, compared to $1,259,541 in revenue for the fiscal year 2015~~applicable. We can make no assurances that we will find commercial success in any of our products. We also rely upon the Service Agreement with Yilaime NC, November 11, 2014 Form 8K, under Item 15(a)(3) 10.8, for revenues. We are a new company and thus have very limited experience in sales expectations and forecasting. We also have not fully discovered any seasonality to our business as we began operations for the first quarter of 2016. We intend on relying on Yilaime for operational support. If we cannot achieve independent commercial success, we may need to continue to rely on Yilaime for support. If Yilaime at any time decides to alter or change materially our arrangement, we could experience a material adverse effect on the Company.

~~-25-~~PART II

~~[Table~~ITEM 5. ofMARKET ~~Contents]~~FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

~~Results of Operations through December~~Authorized ~~31,~~Capital ~~2016~~Stock

~~Our~~The authorized ~~operating~~capital ~~results~~stock of the Company consists of 100,000,000 shares of Common Stock, par value $.0001 per share, (the "Common Stock"), of which, as of the most recent practicable date, there are 49,200,932 issued and outstanding, and 5,000,000 shares of Preferred Stock, (the "Preferred Stock") par value $.0001 per share, of which none have been designated or issued. The following summarized asthe ~~follows:~~important provisions of the Company's capital stock.

	For the Year Ended December 31, 2016	For the Year Ended December 31, 2015
Revenues	$2,259,540	$1,259,541
Cost of Revenues	$420,099	$126,197
Gross Profit	$1,839,441	$1,133,344
Operating Expenses	$1,703,123	$995,339
Provision for income taxes	$22,967	$26,950
Net Income	$115,792	$107,658

Common Stock

~~Revenues~~Holders of shares of common stock are entitled to one vote for each share on all matters to be voted on by the stockholders. Holders of common stock do not have cumulative voting rights. Holders of common stock are entitled to share ratably in dividends, if any, as may be declared from time to time by the Board of Directors in its discretion from funds legally available. In the event of a liquidation, dissolution or winding up of the company, the holders of common stock are entitled to share pro rata all assets remaining after payment in full of all liabilities. All of the outstanding shares of common stock are fully paid and non-assessable. Holders of common stock have no preemptive rights to purchase the Company's common stock. There are no conversion or redemption rights or sinking fund provisions with respect to the common stock.

~~During fiscal year 2016,~~Preferred the Company had sales of $2,259,540, compared to 2015 sales of $1,259,541. Our sales consisted of $2,059,540 in primarily Export Service Agreements, and $200,000 in Services to related parties for Operation fees. The Cost of Revenues to related parties were $420,099. Compared to 2014, our revenues increased $999,999 or 79%. The increase is due to implementing our business plan focusing on increasing exporters in our program and inclusion of revenue from a new subsidiary.Stock

~~Pursuant~~The Board of Directors is authorized to provide for the ~~Company's Service~~issuance ~~Agreement~~of ~~with~~shares ~~Yilaime~~of preferred stock in series and, ~~Yilaime~~by ~~paid~~filing a certificate pursuant to the ~~Company~~applicable ~~$200~~law of Delaware,~~000~~ into ~~fiscal~~establish ~~year~~from ~~2016~~time ~~for~~to antime ~~"Operations~~the ~~Fee".~~number Inof ~~2015~~shares to be included in each such series, and to fix the ~~Company~~designation, ~~had~~powers, ~~paid~~preferences anand ~~Operations~~rights ~~Fee~~of the shares of ~~$200~~each such series and the qualifications,~~000~~ limitations or restrictions thereof without any further vote or action by the shareholders. ~~The~~Any ~~Operations~~shares ~~Fee~~of ~~stems~~preferred ~~from~~stock so issued would have priority over the ~~agreement~~common ~~between~~stock ~~Yilaime~~with ~~and~~respect to dividend or liquidation rights. Any future issuance of preferred stock may have the effect of delaying, deferring or preventing a change in control of our Company without further action by the shareholders ~~whereby~~and ~~Yilaime~~may ~~acts~~adversely asaffect the ~~Company’s~~voting ~~exclusive~~and ~~representative~~other rights of the holders of common stock. ~~The~~At ~~Operations~~present, ~~Fee~~we ishave ~~not~~no ~~related~~plans to ~~costs~~neither issue any preferred stock nor adopt any series, preferences or other classification of ~~revenues~~preferred stock.

The related costs of revenues of $420,099 were costs associated with the Service Provider Agreement with Yilaime. The cost of revenues increased by $293,902 or 233%. The increase in the Operations Fee and costs of revenue were due to a full year worth of operations implementing our business plan.-25-

~~We can make no assurances~~Table ~~that we will find commercial success in any~~ of our revenue producing contracts. We are a new company and thus have very limited experience in sales expectations and forecasting. We also have not fully discovered any seasonality to our business as we began operations in the first quarter of 2016.Contents

~~-26-~~The issuance of shares of preferred stock, or the issuance of rights to purchase such shares, could be used to discourage an unsolicited acquisition proposal. For instance, the issuance of a series of preferred stock might impede a business combination by including class voting rights that would enable the holder to block such a transaction, or facilitate a business combination by including voting rights that would provide a required percentage vote of the stockholders. In addition, under certain circumstances, the issuance of preferred stock could adversely affect the voting power of the holders of the common stock. Although the Board of Directors is required to make any determination to issue such stock based on its judgment as to the best interests of our stockholders, the Board of Directors could act in a manner that would discourage an acquisition attempt or other transaction that some, or a majority, of the stockholders might believe to be in their best interests or in which stockholders might receive a premium for their stock over the then market price of such stock. The Board of Directors does not at present intend to seek stockholder approval prior to any issuance of currently authorized stock, unless otherwise required by law or stock exchange rules. We have no present plans to issue any preferred stock.

~~[Table~~The description of ~~Contents]~~certain matters relating to the securities of the Company is a summary and is qualified in its entirety by the provisions of the Company's Certificate of Incorporation and By-Laws, copies of which have been filed as exhibits to the Company's Form 10 filed with the Commission on May 18, 2014 (and which have been incorporated herein by reference as an exhibit, below).

~~Operating Expenses~~Dividends

~~Our~~We have ~~expenses~~not ~~for~~paid any dividends on our common stock and do not presently intend to pay cash dividends. The payment of cash dividends in the future, if any, will be contingent upon our revenues and earnings, if any, capital requirements and general financial condition ~~period~~subsequent ~~through~~to ~~December~~consummation 31of a business combination, ~~2015~~if ~~are~~any. ~~outlined~~The payment of any dividends subsequent to a business combination, if any, will be within the discretion of our then existing board of directors. It is the present intention of our board of directors to retain all earnings, if any, for use in our business operations and, accordingly, the ~~table~~board ~~below:~~of directors does not anticipate paying any cash dividends in the foreseeable future.

	December 31, 2016	December 31, 2015
General and administrative	$1,386,079	$889,202
Professional fees	$317,044	$106,137
Total operating expenses	$1,703,123	$995,339

Securities Authorized for Issuance under Equity Compensation Plans

~~Our operating expenses~~In ~~are~~2017, ~~largely~~the ~~attributable~~Company toentered ~~office,~~into ~~rent~~Employment ~~and~~Agreements ~~professional~~with ~~fees~~four ~~related~~(3) toemployees. ~~our~~Three ~~reporting~~of ~~requirements~~these asemployees awere ~~public~~issued ~~company~~shares ~~and~~of ~~preparing~~restricted ~~our~~common ~~Registration~~stock ~~Statement~~in onlieu ~~Form~~of ~~S-1,~~compensation ~~implementing~~in ~~our business plan, and inclusion expenses from new subsidiaries~~2017. ~~Compared to~~These ~~2015,~~employees ~~our~~are ~~operating~~as ~~expenses increased $707,784 or 71%.~~follows:

Net Income

Name	Position	Date of Employment Agreement	Stock Issuance
Andre Chaslin	Executive Vice President for Export & Europe Operations	October 18, 2017	120,000 shares of restricted common stock
Brian Eberhart	Vice President for Procurement Services	October 18, 2017	20,000 shares of restricted common stock
Du Jixiang	Executive Sales & Marketing Manager—China	November 1, 2017	10,000 shares of restricted common stock

~~As a result of our operations,~~Recent ~~for~~Sales ~~2016, the Company reported net income after provision for income tax~~ of ~~$115,792.~~Unregistered ~~Compared to 2015, our net income increased $8,134 or 8%. The increase is due to inclusion of net income from a new subsidiary.~~Securities

~~Liquidity and Capital~~810,700 ~~Resources~~common shares

~~Working~~Issuer Purchases ~~Capital~~of Equity Securities

	December 31, 2016	December 31, 2015
Current Assets	$2,420,971	$1,503,180
Current Liabilities	$351,399	$171,697
Working Capital	$2,069,572	$1,331,483

None.

We have working capital of $2,069,572 on December 31, 2016. Compared to December 31, 2015, our working capital increased $738,089 or 55%. The increase is due to effectively implementing our marketing, growth and equity sales plans.-26-

~~Cash~~Table of ~~Flow~~Contents

	December 31, 2016	December 31, 2015
Net cash provided by (used in) operating activities	$311,225	($79,968)
Cash used in investing activities	$360,891	$20,346
Cash provided by financing activities	$381,019	$725,574
Increase (Decrease) in cash	$331,352	$625,260

ITEM 6. SELECTED FINANCIAL DATA

As a “smaller reporting company,” as defined by Item 10 of Regulation S-~~27-~~K, the Company is not required to provide this information.

~~[Table~~ITEM 7. ofMANAGEMENT'S ~~Contents]~~DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

~~Cash~~You should ~~Provided~~read bythe ~~Operating~~following discussion of our financial condition and results of operations together with the audited financial ~~Activities~~statements and the notes to the audited financial statements included in this Annual Report on Form 10-K. This discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results may differ materially from those anticipated in these forward-looking statements.

~~Compared~~We qualify toas ~~2015,~~an ~~increase in~~"emerging ~~cash~~growth ~~used~~company" inunder ~~operating~~the ~~activities~~JOBS inAct. ~~2016~~As isa ~~mainly~~result, ~~due~~we toare ~~increase~~permitted into, ~~cash~~and ~~related~~intend ~~net~~to, ~~income~~rely ~~and~~on exemptions ~~increase~~from incertain ~~accounts~~disclosure ~~payable~~requirements. For so long as we are an emerging growth company, we will not be required to:

~~Cash~~have an ~~Used~~auditor inreport ~~Investing Activities~~on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;
Wecomply with ~~spent~~any ~~$10,891~~requirement onthat ~~fixed~~may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation ~~assets~~or ~~and~~a ~~$350,000~~supplement onto ~~acquisition~~the ofauditor's ~~subsidiaries~~report ~~for~~providing ~~2016~~additional information about the audit and the financial statements (i.e., an auditor discussion and analysis);
~~Cash~~submit certain ~~Provided~~executive bycompensation ~~Financing~~matters to shareholder advisory votes, such as "say-on-pay" and "say-on-frequency;" ~~Activities~~and
~~Compared~~disclose certain toexecutive ~~2015,~~compensation ~~our cash~~related ~~provided~~items bysuch ~~financing~~as ~~activities~~the ~~decreased~~correlation ~~$344,555.~~between ~~The~~executive ~~decrease~~compensation isand ~~due~~performance toand ~~fewer~~comparisons of ~~proceeds~~the ~~from~~CEO's ~~issuance~~compensation ofto ~~common~~median ~~stock~~employee ~~in 2016~~compensation.

AsIn addition, ofSection ~~December~~107 ~~31,~~of ~~2016,~~ the ~~Company~~JOBS ~~had~~Act ~~sufficient~~also ~~amount~~provides that an emerging growth company can take advantage of ~~cash~~the toextended ~~operate~~transition period ~~its~~provided ~~business~~in atSection 7(a)(2)(B) of the ~~current~~Securities ~~level~~Act for ~~the~~complying ~~next~~with ~~twelve~~new ~~months,~~or ~~but~~revised ~~insufficient~~accounting standards. In other words, ~~cash~~an toemerging ~~achieve~~growth ~~our~~company ~~business~~can ~~goals~~delay ~~and~~the ~~initiatives~~adoption ~~set~~of ~~forth~~certain ~~above~~accounting standards until those standards would otherwise apply to private companies. ToWe ~~address~~have ~~the~~elected ~~cash~~to ~~situation,~~take advantage of the ~~Company~~benefits ~~continues~~of tothis ~~manage~~extended transition period. Our financial statements ~~its~~may ~~cash~~therefore ~~accounts~~not ~~and~~be ~~receivables~~comparable ~~closely~~to those of companies that comply with such new or revised accounting standards.

ToWe will ~~date,~~remain wean ~~have~~"emerging ~~been able~~growth company" for up to ~~meet~~five ~~all~~years, or until the earliest of (i) the last day of the first fiscal year in which our ~~account~~total ~~payable~~annual ~~obligations~~gross ~~within~~revenues exceed $1 billion, (ii) the date that we become a ~~five~~"large toaccelerated filer" ~~ten~~as ~~day~~defined ~~window.~~in IfRule ~~required~~12b-2 under the Securities Exchange Act of 1934, wewhich ~~can~~would ~~extend~~occur ~~this~~if ~~window~~the tomarket value of our ordinary ~~improve~~shares that is held by non-affiliates exceeds $700 million as of the last business day of our ~~cash~~most ~~flow~~recently ~~position.~~completed ~~Additionally,~~second fiscal quarter or (iii) the date on which we have aissued ~~plan~~more tothan ~~increase~~$1 ~~sales~~billion in non-convertible debt during the preceding three year period. ~~There~~As an emerging growth company, the company is noexempt ~~assurance~~from ~~that~~Section we14A ~~will~~and beB ~~able~~of tothe ~~maintain~~Securities Exchange Act of 1934 which ~~this~~require ~~level~~the shareholder approval of ~~operations~~executive compensation and golden parachutes. The Company is an Emerging Growth Company under the JOBS Act of 2012, but the Company has irrevocably opted out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(B) of the JOBS Act.

The Company ~~success~~incorporates ofby ~~our~~reference ~~business plan beyond~~ the ~~next~~historical ~~twelve~~information ~~months~~set isforth ~~contingent upon us growing our business~~above, ~~keeping~~including ~~costs~~but ~~down,~~not ~~increasing~~limited ~~revenue and obtaining additional equity and/or debt financing. We intend~~ to ~~fund~~the ~~operations~~discussion ~~through our pro-active efforts to monitor receivables, and~~related ~~debt and/or equity financing arrangements, which may be insufficient~~ to ~~fund~~material ~~our~~definitive ~~capital~~agreements ~~expenditures,~~under ~~working~~Item ~~capital, or other cash requirements~~1.01 Weand docompletion ~~not~~of ~~have~~acquisition ~~any formal commitments or arrangements for the sales~~ of ~~stock~~assets orunder ~~the~~Item ~~advancement~~2.01. orIn ~~loan~~further ~~of funds~~response, atwe ~~this~~were ~~time.~~originally ~~There~~organized isas noa ~~assurance~~vehicle ~~that~~to ~~such~~investigate ~~additional~~and, ~~financing~~if ~~will~~such beinvestigation ~~available~~warrants, toacquire usa ontarget ~~acceptable~~company ~~terms,~~ or ~~at all or that~~business ~~our~~seeking ~~receivable~~the ~~plan~~perceived ~~will~~advantages beof ~~effective~~being ina ~~the~~publicly ~~future~~held corporation.

~~-28-~~We plan to raise capital following our recent change in status to an operating entity through the offering of shares of common stock or preferred stock to investors. We anticipate we will need to pursue capital to fund our operations over the next twelve months. We believe we will be able to raise the necessary capital to carry out our business plan, but there is no assurance that we will be able to do so.

~~[Table of Contents]~~-27-

~~Plan~~ Table of ~~Operation and Cash Requirements~~Contents

The Company anticipates that its expenses over the next twelve months will be approximately $3,000,000 as described in the table below. These estimates may change significantly depending on the nature of our business activities and our ability to raise capital from our shareholders or other sources.Overview

		Estimated
	Potential	Expenses
Description	Completion Date	($)
Trade Center Operations	12 months	550,000
Salaries	12 months	500,000
Utility expenses	12 months	50,000
Investor relations costs	12 months	100,000
Marketing expenses	12 months	350,000
Professional fees	12 months	150,000
Other administrative expenses	12 months	1,200,000
Total		3,000,000

As a result of the Contribution Agreement, the Company acquired all rights, title and interest in and to AmericaTowne and AmericaStreet images, signatures, business plans, studies, analyses, likenesses and goodwill appurtenant thereto. The Company acquired certain rights of publicity in the trademark and registration of AmericaTowne, and the name, image, likeness, signature and other elements of AmericaTowne persona and identity. The Company acquired all rights, title and interest in any derivative or joint development programs using the intellectual property contributed under the Contribution Agreement, plus all historical contacts, business relationships, business expectancies, references and any other actual or perceived business interests in China. Using these assets, the Company procured those agreements set forth in Item 1.01 (i.e. the Exporter Services Agreement and the Licensing, Lease and Use Agreement).

~~Our~~In fiscal ~~other~~year ~~administrative expenses~~2017, the Company achieved $1,775,003 in revenue, compared to $1,759,540 in revenue for the fiscal year 2016. We can make no assurances that we will ~~consist~~find ~~primarily~~commercial success in any of ~~transfer~~our ~~agent~~products. ~~fees~~We also rely upon the Service Agreement with Yilaime NC, ~~bank~~November ~~and~~11, ~~interest~~2014 ~~charges~~Form ~~and~~8K, ~~general~~under ~~office~~Item ~~expenses~~15(a)(3) 10.8, ~~The professional~~for ~~fees~~revenues. We are ~~related~~a new company and thus have very limited experience in sales expectations and forecasting. We also have not fully discovered any seasonality to our ~~regulatory~~business ~~filings~~as ~~throughout~~we began operations for the ~~year~~first ~~and~~quarter ~~include~~of ~~legal~~2016. We intend on relying on Yilaime for operational support. If we cannot achieve independent commercial success, ~~accounting~~we ~~and~~may ~~auditing~~need ~~fees~~to continue to rely on Yilaime for support. If Yilaime at any time decides to alter or change materially our arrangement, we could experience a material adverse effect on the Company.

~~Based on our planned~~Results ~~expenditures, we will require approximately $1,500,000 to proceed with our business plan over the next twelve months. If we secure less than the full amount~~ of ~~financing~~Operations ~~that~~through weDecember ~~require~~31, ~~we will not be able to carry out our complete business plan and we will be forced to proceed with a scaled back business plan based on our available financial resources.~~2017

~~We intend to raise the~~Our ~~balance~~operating ofresults ~~our cash requirements for the next twelve months from private placements, shareholder loans or possibly a registered public offering (either self-underwritten or through a broker-dealer). If we~~ are ~~unsuccessful~~summarized ~~in raising enough money through such efforts, we may review other financing possibilities such~~ as bank loans. At this time we do not have a commitment from any third-party to provide us with financing. There is no assurance that any financing will be available to us or if available, on terms that will be acceptable to us.follows:

Even though we plan to raise capital through equity or debt financing, we believe that the latter may not be a viable alternative for funding our operations, as we do not have sufficient tangible assets to secure any such financing. We anticipate that any additional funding will be in the form of equity financing from the sale of our common stock. At the close of 2016, we are considering financing arrangements for our common stock. However, the arrangements are not final and we cannot provide any assurance that we will be able to raise sufficient funds from the sale of our common stock to finance our operations. In the absence of such financing, we may be forced to abandon our business plan.

	For the Year Ended December 31, 2017	For the Year Ended December 31, 2016
Revenues	$1,775,003	$1,759,540
Cost of Revenues	$303,549	$244,486
Gross Profit	$1,471,454	$1,515,054
Operating Expenses	$1,938,462	$1,592,185
Provision for income taxes	($146,512)	($3,549)
Net Income (Loss)	($318,144)	($71,141)

~~-29-~~Revenues

~~[Table~~During fiscal year 2017, the Company had revenues of ~~Contents]~~$1,775,003, compared to 2016 sales of $1,759,540. Our sales consisted of $478,011 in primarily Export Service Agreements, and $1,209,540 in Services to related parties for Operation fees. The Cost of Revenues to related parties were $303,549 and 244,486 for the years ended December 31, 2017 and 2016, respectively. Compared to 2016, our revenues increased $15,463 or less than 1%. The increase is due to implementing our business plan focusing on increasing exporters in our program.

~~Quantitative~~Pursuant to the Company’s Service Agreement with Yilaime, Yilaime paid the Company $200,000 in fiscal year 2017 for an “Operations Fee.” In 2016, the Company had paid an Operations Fee of $200,000. The Operations Fee stems from the agreement between Yilaime and ~~Qualitative~~the ~~Disclosures~~Company whereby Yilaime acts as the Company’s exclusive representative. In 2017, the Operations Fee remained the ~~about~~same ~~Market~~as ~~Risk~~2016. The Operations Fee is not related to costs of revenues.

We have not utilized any derivative financial instruments such as futures contracts, options and swaps, forward foreign exchange contracts or interest rate swaps and futures. We believe that adequate controls are in place to monitor any hedging activities. We do not have any borrowings and, consequently, we are not affected by changes in market interest rates. We do not currently have any sales or own assets and operate facilities in countries outside the United States and, consequently, we are not affected by foreign currency fluctuations or exchange rate changes. Overall, we believe that our exposure to interest rate risk and foreign currency exchange rate changes is not material to our financial condition or results of operations.-28-

~~Off-Balance Sheet~~Table ~~Arrangements~~of Contents

We can ~~have~~make ~~not~~no ~~entered~~assurances ~~into~~that we will find commercial success in any ~~off-balance~~of ~~sheet arrangements~~our ~~that~~revenue ~~have~~producing orcontracts. We are ~~reasonably~~a ~~likely~~new tocompany and thus have avery ~~current~~limited orexperience ~~future~~in ~~effect~~sales onexpectations ~~our~~and ~~financial~~forecasting. ~~condition,~~We ~~changes~~also inhave ~~financial condition,~~not ~~revenues~~fully ordiscovered ~~expenses,~~any ~~results~~seasonality ofto our business as we began operations, ~~liquidity,~~in ~~capital~~the ~~expenditures~~first orquarter ~~capital~~of ~~resources~~2016.

~~Critical Accounting~~Operating ~~Policies~~Expenses

Our ~~financial statements~~ ~~and~~expenses ~~related~~for ~~public financial information are based on~~ the ~~application~~period ofthrough ~~accounting~~December ~~principles generally accepted in the United States ("US GAAP"). US GAAP requires the use of estimates; assumptions~~31, ~~judgments~~2017 ~~and~~are ~~subjective~~outlined ~~interpretations~~in ~~of accounting principles that have an impact on~~ the ~~assets,~~table liabilities, revenues and expenses amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition.below:

We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

	December 31, 2017	December 31, 2016
General and administrative	$1,567,366	$1,275,141
Professional fees	$371,096	$317,044
Total operating expenses	$1,938,462	$1,592,185

~~We believe the following~~Our isoperating ~~among~~expenses ~~the~~are ~~most~~largely ~~critical~~attributable ~~accounting~~to ~~policies~~office, ~~that~~rent ~~impact~~and ~~our~~professional ~~consolidated~~fees ~~financial~~related ~~statements.~~to ~~We suggest that~~ our ~~significant accounting~~reporting ~~policies,~~requirements as ~~described~~a inpublic company ~~our~~and ~~financial~~preparing ~~statements~~our inRegistration ~~the~~Statement ~~Summary~~on ofForm ~~Significant Accounting Policies~~S-1, beand ~~read~~implementing inour ~~conjunction with~~business ~~this~~plan. ~~Management's~~Compared ~~Discussion~~to ~~and~~2016, ~~Analysis~~our ofoperating expenses ~~Financial~~decreased ~~Condition~~by ~~and Results of Operations~~$346,277.

~~Revenue Recognition~~Net Income

~~The Company recognizes~~As ~~revenue~~a atresult ~~the~~of ~~date~~our ofoperations, ~~delivery~~for to2017, ~~customers~~the ~~when~~Company areported ~~formal~~net ~~arrangement~~loss ~~exists,~~after ~~the~~provision ~~price~~for isincome ~~fixed~~tax orof ~~determinable~~$318,144. ~~the~~Compared ~~delivery is~~to ~~completed~~2016, our nonet ~~other~~loss ~~significant~~increased ~~obligations~~$246,973. ofThis ~~the~~increase ~~Company exist and collectability~~ is ~~reasonably~~due ~~assured.~~to ~~The~~starting ~~Company's~~our ~~Revenue Recognition~~marketing ~~policy~~strategy isto ~~provided~~increase inexporters, ~~detail~~as atwell ~~Note~~as 2,increased costs ~~page~~associated ~~F11~~with ofimplementing ~~the~~our ~~Financial~~business ~~Statements~~plan.

~~-30-~~Liquidity and Capital Resources

~~[Table of Contents]~~Working Capital

Income Taxes

	December 31, 2017	December 31, 2016
Total Current Assets	$4,255,338	$2,531,909
Total Current Liabilities	$1,404,024	$660,043
Working Capital	$2,851,314	$1,871,866

~~The Company accounts~~We ~~for~~have ~~income~~working ~~taxes~~capital inof ~~accordance~~$2,851,314 ~~with~~on ~~ASC~~December ~~Topic 740~~31, ~~"Income Taxes~~2017." ~~ASC~~Compared ~~740 requires a company~~ to ~~use~~December ~~the~~31, ~~asset and liability method of accounting for income taxes~~2016, ~~whereby~~our ~~deferred~~working ~~tax~~capital ~~assets~~increased ~~are recognized for deductible temporary differences~~$979, ~~and deferred~~448 ~~tax~~or ~~liabilities are recognized for taxable temporary differences~~52%. ~~Temporary~~The ~~differences~~increase ~~are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it~~ is ~~more~~due ~~likely~~to ~~than~~effectively ~~not~~implementing ~~that~~our ~~some portion~~marketing, orgrowth ~~all of, the deferred tax assets will not be realized. Deferred tax assets~~ and ~~liabilities~~equity ~~are~~sales ~~adjusted for the effects of changes in tax laws and rates on the date of enactment~~plans.

~~Under ASC 740, a tax~~Cash position is recognized as a benefit only if it is "more likely than not" that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the "more likely than not" test, no tax benefit is recorded. The adoption had no effect on the Company's consolidated financial statements.Flow

Recent Accounting Pronouncements

	December 31, 2017	December 31, 2016
Net cash provided by (used in) operating activities	($734,977)	$311,225
Cash used in investing activities	$96,885	$360,891
Cash provided by financing activities	$759,015	$381,019
Increase (Decrease) in cash	($72,847)	$331,352

~~The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.~~-29-

~~Contractual~~Table of ~~Obligations~~Contents

~~As a "smaller reporting~~Cash ~~company"~~Provided ~~as defined~~ by ~~Item~~(Used 10in) ofOperating ~~Regulation S-K, the Company is not required to provide this information.~~Activities

~~ITEM~~Compared to ~~7A.~~2016, ~~QUANTITATIVE~~increase ~~AND~~in ~~QUALITATIVE~~cash ~~DISCLOSURES~~used ~~ABOUT~~in ~~MARKET~~operating ~~RISK~~activities in 2017 is mainly due to increase in accounts receivable.

~~As a “smaller reporting~~Cash ~~company”~~Used asin ~~defined~~Investing ~~by Item 10 of Regulation S-K, the Company is not required to provide this information.~~Activities

~~ITEM~~We spent 8.$23,885 ~~FINANCIAL~~on ~~STATEMENTS~~fixed ~~AND~~assets ~~SUPPLEMENTARY~~for ~~DATA~~2017.

~~Please see the financial~~Cash ~~statements~~Provided ~~beginning on page F-1 located elsewhere in this annual report on Form 10-K and incorporated herein~~ by ~~reference.~~Financing Activities

~~ITEM~~Compared to 92016, our cash used in financing activities increased $377,996. ~~CHANGES~~The INincrease ~~AND~~is ~~DISAGREEMENTS~~due ~~WITH~~to ~~ACCOUNTANTS~~proceeds ONfrom ~~ACCOUNTING~~issuance ~~AND~~of ~~FINANCIAL~~common ~~DISCLOSURE~~stock in 2017.

~~There~~As of ~~are~~December ~~not~~31, ~~and~~2017, ~~have not~~the ~~been~~Company ~~any~~had ~~disagreements~~sufficient ~~between~~amount ~~the~~of ~~Company~~cash ~~and~~to operate its ~~accountants~~business onat ~~any~~the ~~matter~~current oflevel ~~accounting~~for ~~principles~~the next twelve months, ~~practices~~but orinsufficient ~~financial~~cash to achieve our business goals and initiatives set forth above. To address the cash situation, the ~~statement~~Company ~~disclosure~~continues to manage its cash accounts and receivables closely.

~~-31-~~To date, we have been able to meet all of our account payable obligations within a five to ten day window. If required, we can extend this window to improve our cash flow position. Additionally, we have a plan to increase sales. There is no assurance that we will be able to maintain this level of operations.

~~[Table~~The success of ~~Contents]~~our business plan beyond the next twelve months is contingent upon us growing our business, keeping costs down, increasing revenue and obtaining additional equity and/or debt financing. We intend to fund operations through our pro-active efforts to monitor receivables, and debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There is no assurance that such additional financing will be available to us on acceptable terms, or at all or that our receivable plan will be effective in the future.

~~ITEM~~Plan of ~~9A.~~Operation ~~CONTROLS~~and ~~AND~~Cash ~~PROCEDURES~~Requirements

~~Under the supervision~~The ~~and~~Company ~~with~~anticipates ~~the~~that ~~participation~~its ofexpenses ~~our~~over ~~management, including our principal executive officer and~~ the ~~principal~~next ~~financial~~twelve ~~officer,~~months ~~we are~~will ~~responsible~~be ~~for~~approximately ~~conducting an evaluation of the effectiveness of the design and operation of our internal controls and procedures~~$5, ~~as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934~~000,000 as ofdescribed ~~the~~in ~~end of~~ the ~~fiscal~~table ~~year covered~~below. byThese ~~this~~estimates ~~report.~~may ~~Disclosure~~change ~~controls~~significantly ~~and~~depending ~~procedures~~on ~~means that~~ the ~~material~~nature ~~information~~of ~~required to be included in~~ our ~~Securities and~~business ~~Exchange~~activities ~~Commission ("SEC") reports is recorded, processed, summarized~~ and ~~reported~~our ~~within~~ability ~~the~~to ~~time~~raise ~~periods~~capital ~~specified~~from ~~in SEC rules and forms relating to~~ our ~~company,~~shareholders ~~particularly~~or ~~during~~other ~~the period when this report was being prepared~~sources.

Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures as of December 31, 2016 were not effective to ensure that the information required to be disclosed by our company in reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities Exchange Commission and to ensure that such information is accumulated and communicated to our company's management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure. The conclusion that our disclosure controls and procedures were not effective was due to the presence of the following material weaknesses in internal control over financial reporting which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both United States generally accepted accounting principles and Securities and Exchange Commission guidelines. Management anticipates that such disclosure controls and procedures will not be effective until the material weaknesses are remediated.

		Estimated
	Potential	Expenses
Description	Completion Date	($)
Trade Center Operations	12 months	550,000
Salaries	12 months	2,500,000
Utility expenses	12 months	50,000
Investor relations costs	12 months	100,000
Marketing expenses	12 months	350,000
Professional fees	12 months	150,000
Other administrative expenses	12 months	1,200,000
Total		5,000,000

~~We plan to take steps~~Our toother ~~enhance~~administrative ~~and~~expenses ~~improve~~for the ~~design~~year ofwill ~~our~~consist ~~internal~~primarily ~~controls~~of ~~over~~transfer ~~financial~~agent ~~reporting. During the period covered by this quarterly report on Form 10-Q~~fees, webank have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending December 31, 2017, subject to obtaining additional financing: (i) appoint additional qualified personnel to address inadequate segregation of duties and ~~ineffective~~interest ~~risk~~charges ~~management;~~ and ~~(ii)~~general ~~adopt~~office ~~sufficient written policies and procedures for accounting and financial reporting~~expenses. The ~~remediation~~professional ~~efforts~~fees ~~set out above~~ are ~~largely~~related ~~dependent~~to ~~upon~~ our ~~securing~~regulatory ~~additional~~filings ~~financing~~throughout ~~to cover~~ the ~~costs~~year ofand ~~implementing~~include ~~the~~legal, ~~changes required. If we are~~accounting ~~unsuccessful~~and inauditing ~~securing such funds, remediation efforts may be adversely affected in a material manner~~fees.

Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-~~making can be faulty and that breakdowns can occur because of simple error or mistake.~~30-

~~No events occurred requiring~~Table ~~disclosure under Item 304~~ of Regulation S-K during the subject fiscal year. This annual report does not include a report of management's assessment regarding internal control over financial reporting or an attestation report of the company's registered public accounting firm due to a transition period established by rules of the Securities and Exchange Commission for new public companies.Contents

~~ITEM~~Based on 9Bour planned expenditures, we will require approximately $5,000,000 to proceed with our business plan over the next twelve months. If ~~OTHER~~we ~~INFORMATION~~secure less than the full amount of financing that we require, we will not be able to carry out our complete business plan and we will be forced to proceed with a scaled back business plan based on our available financial resources.

~~Not~~We intend ~~applicable~~to raise the balance of our cash requirements for the next twelve months from private placements, shareholder loans or possibly a registered public offering (either self-underwritten or through a broker-dealer). If we are unsuccessful in raising enough money through such efforts, we may review other financing possibilities such as bank loans. At this time we do not have a commitment from any third-party to provide us with financing. There is no assurance that any financing will be available to us or if available, on terms that will be acceptable to us.

~~-32-~~Even though we plan to raise capital through equity or debt financing, we believe that the latter may not be a viable alternative for funding our operations, as we do not have sufficient tangible assets to secure any such financing. We anticipate that any additional funding will be in the form of equity financing from the sale of our common stock. At the close of 2017, we are considering financing arrangements for our common stock. However, the arrangements are not final and we cannot provide any assurance that we will be able to raise sufficient funds from the sale of our common stock to finance our operations. In the absence of such financing, we may be forced to abandon our business plan.

~~[Table~~Quantitative and ofQualitative ~~Contents]~~Disclosures about Market Risk

~~PART~~We have ~~III~~not utilized any derivative financial instruments such as futures contracts, options and swaps, forward foreign exchange contracts or interest rate swaps and futures. We believe that adequate controls are in place to monitor any hedging activities. We do not have any borrowings and, consequently, we are not affected by changes in market interest rates. We do not currently have any sales or own assets and operate facilities in countries outside the United States and, consequently, we are not affected by foreign currency fluctuations or exchange rate changes. Overall, we believe that our exposure to interest rate risk and foreign currency exchange rate changes is not material to our financial condition or results of operations.

~~ITEM~~Off-Balance Sheet ~~10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE~~Arrangements

~~The~~We have ~~following~~not ~~table~~entered ~~contains~~into ~~information~~any ~~concerning~~off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our ~~directors~~financial ~~and~~condition, ~~officers~~changes asin financial condition, revenues or expenses, results of ~~December~~operations, 31liquidity, ~~2016~~capital expenditures or capital resources.

~~Directors~~Critical Accounting ~~and Executive Officers~~Policies

Name	Age	Position
Alton Perkins	65	President, Chief Executive Officer, Chief Financial Officer, Secretary and Chairman of the Board of Directors
Xianghai Lin	39	Vice President China Operations
Mabiala T. Phuati	55	Senior Vice President Worldwide Operations
Dr. Yu Wang	61	Senior Vice President for Human and Export Technical Compliance
Dr. Daniel K. Gatabaki	64	Vice President for Marketing USA and Africa
Ying Cheng	54	Managing Director of Business Development in China

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States ("US GAAP"). US GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expenses amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition.

~~Biographical~~We believe ~~Information~~our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. ~~for~~We ~~Alton~~base ~~Perkins,~~our ~~Age~~estimates ~~65,~~on ~~Chairman~~historical ofexperience and on various other assumptions that we believe to be reasonable under the ~~Board~~circumstances. Actual ofresults ~~Directors,~~may ~~President,~~differ ~~Chief~~materially ~~Executive~~from ~~Officer,~~these ~~Chief~~estimates ~~Financial~~under ~~Officer~~different ~~and~~assumptions or conditions. We continue to monitor significant ~~Secretary~~estimates made during the preparation of our financial statements.

~~Mr. Perkins currently~~We ~~serves~~believe ~~as President, Chief Executive Officer and Chairman of~~ the ~~Board~~following ~~of Directors of Yilaime and Yilaime's related entity doing business in North Carolina. Mr. Perkins~~ is aamong ~~former decorated Air Force Officer and Missile Launch Officer with 22 years of military service who graduated from~~ the ~~University~~most ofcritical ~~Southern~~accounting ~~Illinois~~policies ~~with~~that aimpact ~~B.S.~~our inconsolidated ~~Business~~financial ~~Administration and a M~~statements.~~B.A.~~ ~~from~~We ~~the University~~suggest ofthat ~~North~~our ~~Dakota.~~significant ~~From~~accounting ~~1988~~policies, ~~through~~as ~~1997~~described hein ~~held~~our ~~CEO~~financial ~~positions~~statements ~~with start-up companies~~ in the ~~Jet~~Summary ~~Fuels,~~of ~~Defense~~Significant ~~Contracting,~~Accounting ~~construction~~Policies, ~~business~~be ~~consulting~~read ~~and~~in ~~development,~~conjunction ~~and~~with ~~real~~this ~~estate~~Management's ~~industries.~~Discussion ~~From 1997 through 2009, Mr. Perkins served as the CEO~~ and ~~Chief Technology~~Analysis ~~Officer~~of ~~for~~Financial ~~Internet,~~Condition ~~childcare operations, media,~~ and ~~realty~~Results ~~development companies. From 2009 to present, Mr. Perkins has served as Chairman~~ of ~~Yilaime and its related entity~~Operations. Mr. Perkins has expertise in conducting business in China. Living and working in China studying Chinese consumer habits, working with Chinese entrepreneurs and government agencies, he developed the AmericaTowne and AmericaStreet concept.

~~In addition to serving as Co~~-Chair of Yilaime Foreign Invested Partnership in China an entity focused on real estate development, he served as a Chief consultant to a major Chinese Chemical Company responsible for funding and technology transfer; he coordinated business with USA based auditors, DOW Chemical and USA Exim Bank. Mr. Perkins is subject to a Desist and Refrain Order dated March 21, 2008 issued by the State of California's Business, Transportation and Housing Agency, Department of Corporations. Mr. Perkins has been in compliance with the Order since issuance. The Order is not related in any manner with respect to the Company or its related parties. To the extent the Order was entered, there is no restriction on Mr. Perkins from engaging in an offering in the State of California provided he complies with the appropriate disclosures and laws.31-

~~-33-~~Table of Contents

~~[Table of Contents]~~Revenue Recognition

~~Biographical~~The Company ~~Information~~recognizes revenue at the date of delivery to customers when a formal arrangement exists, the price is fixed or determinable, ~~for~~the ~~Xianghai~~delivery ~~Lin~~is completed, ~~Age~~no 38other significant obligations of the Company exist and collectability is reasonably assured. The Company's Revenue Recognition policy is provided in detail at Note 2, ~~Vice~~page ~~President~~F11 of the Financial Statements.

~~Mr. Xianghai Lin, a Chinese~~Income citizen residing in China is responsible for the Corporation's operations in China. From 2010 to 2012 Mr. Lin served as Director of Marketing and Investments for Yilaime Corporation's Foreign Invested Partnership in China. Mr. Lin was a lead executive in helping to develop the AmericaTowne and AmericaStreet concept. Mr. Lin serves as the Company's Managing Director for all operations in China. Prior to working with Yilaime Corporation, Mr. Lin was the Assistant Managing Director for one of China's largest Grocery Chains. Mr. Lin has expertise in product design, marketing and sales. He is responsible for the export Buyer Program and the AmericaTowne and AmericaStreet Export Support programs in China.Taxes

~~Biographical~~The Company ~~Information~~accounts for income taxes in accordance with ASC Topic 740, "Income Taxes." ASC 740 requires a company to use the asset and liability method of accounting for ~~Mabiala~~income Ttaxes, whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. ~~Phuati~~Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, ~~Age~~in 55the opinion of management, ~~Vice~~it ~~President~~is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

~~Mr.~~Under ASC ~~Mabiala~~740, T.a ~~Phuati currently~~tax ~~serves~~position asis ~~President~~recognized ~~and~~as ~~Chief~~a ~~Executive~~benefit ~~Officer~~only ofif ~~the~~it ~~Yilaime~~is ~~entity~~"more ~~doing~~likely ~~business~~than innot" ~~North~~that ~~Carolina.~~the ~~Mr.~~tax ~~Phuati~~position iswould abe ~~retired~~sustained ~~from~~in ~~the~~a ~~Zaire~~tax ~~Government~~examination, ~~now~~with ~~the~~a ~~Democratic~~tax ~~Republic~~examination ofbeing ~~Congo.~~presumed Mrto occur. ~~Phuati~~The ~~previously~~amount ~~worked~~recognized atis the ~~World~~largest ~~Bank, and the~~amount ~~United Nations. His portfolio~~ of ~~work~~tax ~~includes:~~benefit ~~Executive~~that ~~Administrator~~is ofgreater ~~the~~than ~~Democratic~~50% ~~Republic~~likely of ~~Congo~~being ~~Government;~~realized ~~Executive Administrator~~on ~~for~~examination. ~~United~~For ~~Nations~~tax ~~High~~positions ~~Commission~~not ~~for~~meeting ~~Refugees~~the in"more likely ~~the~~than ~~Central~~not" ~~African~~test, ~~Region;~~no ~~World~~tax ~~Bank;~~benefit ~~World~~is ~~Health~~recorded. ~~Organization; and~~The ~~the~~adoption ~~State~~had ~~Banking~~no ~~Commission~~effect ~~for~~on the ~~North~~Company's ~~Carolina~~consolidated ~~Department~~financial ~~of Commerce~~statements.

~~After leaving the State~~Recent ~~Banking~~Accounting Commission, in 2000, Mr. Phuati served as the President and Chief Executive Officer of Global Development Corporation a private enterprise where he focused on developing business in Africa in the mining industry. In 2012, Mr. Phuati became Managing Director of the Yilaime entity doing business in North Carolina. In 2013, Mr. Phuati was promoted to President and Chief Executive Officer of the Yilaime entity doing business in North Carolina and Vice President of Yilaime.Pronouncements

~~Biographical Information~~The ~~for~~Company ~~Dr.~~does Yunot ~~Wang,~~expect ~~Age~~the ~~61,~~adoption ~~Senior~~of ~~Vice~~recently ~~President~~issued accounting pronouncements to have a significant impact on the Company's results of ~~Human~~operations, ~~Resources~~financial ~~and~~position, ~~Export~~or ~~Technical~~cash ~~Compliance~~flow.

~~Dr. Wang is from China,~~Contractual and is a resident of the United States. She serves as the Senior Vice President of Human Resources and Export Technical Compliance. Dr. Wang worked for Duke University for more than twenty years in the field of medical research. Prior to her work at Duke University, Dr. Wang was an Associate Professor for six years at Tongi University China. After retiring from Duke University in 2013, Dr. Wang served as the President and Chief Executive Officer of United International Development Inc. ("United Development"), a private enterprise where she focused on international trade and development. In 2014, Dr. Wang became Managing Assistant Director in United Development. In late-August 2015, Dr. Wang was appointed to her current Senior Vice President position with the Company.Obligations

~~Biographical Information~~As ~~for~~a ~~Dr.~~“smaller ~~Daniel~~reporting ~~Gatabaki,~~company” ~~Age~~as 64defined by Item 10 of Regulation S-K, ~~Vice~~the ~~President~~Company ~~for~~is ~~Marketing~~not ~~USA~~required ~~and~~to ~~Africa~~provide this information.

~~Dr. Gatabaki is 63 years~~ITEM ~~old~~7A. HeQUANTITATIVE isAND aQUALITATIVE ~~native~~DISCLOSURES ofABOUT ~~Kenya,~~MARKET ~~and a resident of the United States~~RISK. He is responsible for the Corporation’s development of operations in Africa. Dr. Gatabaki earned a Bachelor of Education degree from University of Nairobi and Master of International Affairs, Master of Economics and Ph.D. degrees from Ohio University. In addition to holding a number of Associate and Assistant faculty positions at the college level, Dr. Gatabaki comes to the Company from Behavioral Health Care, where since 2011 he has been a President and Chief Executive Officer of Canaan Care Homes, LLC, an entity focusing on catering to residential homes for intellectually and developmentally disabled adults in Wake County, North Carolina.

As a “smaller reporting company” as defined by Item 10 of Regulation S-~~34-~~K, the Company is not required to provide this information.

~~[Table~~ITEM 8. ofFINANCIAL ~~Contents]~~STATEMENTS AND SUPPLEMENTARY DATA.

~~Biographical~~Please ~~Information~~see ~~for~~the ~~Ying~~financial ~~Cheng,~~statements ~~Age~~beginning ~~54,~~on ~~Managing~~page ~~Director~~F-1 ~~for~~located ~~Business~~elsewhere ~~Development~~ in ~~China~~this annual report on Form 10-K and incorporated herein by reference.

~~Mrs.~~ITEM ~~Ying Cheng, a Chinese citizen and long-term US resident, had served as an agent in building materials and had engaged in import and export business in China~~9. ~~Her~~CHANGES ~~responsibilities~~IN inAND ~~the~~DISAGREEMENTS ~~company includes~~WITH ~~developing business~~ACCOUNTANTS ~~plans~~ON ~~in China;~~ACCOUNTING ~~focusing~~AND onFINANCIAL ~~capital investments. She is responsible for setting up a subsidiary in Chizhou and developing AmericaTowne and all its related businesses in China.~~ DISCLOSURE

~~The~~There are ~~Board~~not ofand ~~Directors~~have not been any disagreements between the Company and ~~Committees~~its accountants on any matter of accounting principles, practices or financial statement disclosure.

~~As of the date of this Report, we had no independent directors. We anticipate appointing independent directors as required in the future.~~-32-

~~Audit~~Table of ~~Committee~~Contents

~~As of the date of this~~ITEM ~~Report, we do not have an Audit Committee~~9A. WeCONTROLS ~~intend~~AND to establish an Audit Committee of the Board of Directors, which will consist of independent directors, of which at least one director will qualify as a qualified financial expert as defined in the regulations of the SEC. The Audit Committee's duties would be to recommend to our Board of Directors the engagement of independent auditors to audit our consolidated financial statements and to review our accounting and auditing principles. The Audit Committee would review the scope, timing and fees for the annual audit and the results of audit examinations performed by the internal auditors, if any, and independent public accountants, including their recommendations to improve the system of accounting and internal control. The Audit Committee would at all times be composed exclusively of directors who are, in the opinion of our Board of Directors, free from any relationship that would interfere with the exercise of independent judgment as a committee member and who possess an understanding of financial statements and generally accepted accounting principles. As of the date of this Report, we did not have an audit committee financial expert, in light of our size, although we intend to review this issue as the Company grows, especially as the Company implements an Audit Committee.PROCEDURES

~~Compensation~~Under the ~~Committee~~supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we are responsible for conducting an evaluation of the effectiveness of the design and operation of our internal controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal year covered by this report. Disclosure controls and procedures means that the material information required to be included in our Securities and Exchange Commission (“SEC”) reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, particularly during the period when this report was being prepared.

AsBased on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date ofthat ~~this~~our ~~Report~~disclosure controls and procedures as of December 31, we2017 dowere not ~~have~~effective ato ~~Compensation~~ensure ~~Committee.~~that Wethe ~~intend~~information required to ~~establish~~be adisclosed by ~~Compensation~~our ~~Committee~~company ofin reports it files or submits under the ~~Board~~Securities Exchange Act of ~~Directors.~~1934 ~~The~~is recorded, processed, summarized and ~~Compensation~~reported ~~Committee~~within ~~would~~the ~~review~~time periods specified in the rules and ~~approve~~forms ~~our~~of ~~salary~~the Securities Exchange Commission and ~~benefits~~to ~~policies~~ensure that such information is accumulated and communicated to our company's management, including ~~compensation~~our ofprincipal executive ~~officers.~~officer and principal ~~The~~financial ~~Compensation~~officer, ~~Committee~~to ~~would~~allow ~~also~~timely ~~administer~~decisions ~~any~~regarding ~~stock~~required ~~option~~disclosure. ~~plans~~The conclusion that weour ~~may~~disclosure ~~adopt~~controls and ~~recommend~~procedures were not effective was due to the presence of the following material weaknesses in internal control over financial reporting which are indicative of many small companies with small staff: (i) inadequate segregation of duties and ~~approve~~effective ~~grants~~risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of ~~stock~~both United States generally accepted accounting principles and Securities and Exchange Commission guidelines. ~~options~~Management ~~under~~anticipates that such ~~plans~~disclosure controls and procedures will not be effective until the material weaknesses are remediated.

~~Nominating~~We plan to take steps to enhance and improve the design of our internal controls over financial reporting. During the period covered ~~Corporate~~by ~~Governance~~this ~~Committee~~Annual Report on Form 10-K, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending December 31, 2018, subject to obtaining additional financing: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out above are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

~~As of the date of this~~Because ~~Report, we do not have a Nominating and Corporate Governance Committee. We intend to establish a Nominating and Corporate Governance Committee~~ of the ~~Board~~inherent oflimitations ~~Directors~~in toall ~~assist~~control insystems, ~~the~~no ~~selection~~evaluation of ~~director~~controls ~~nominees,~~can ~~approve~~provide ~~director~~absolute ~~nominations~~assurance tothat beall ~~presented~~control ~~for~~issues, ~~stockholder~~if ~~approval~~any, atwithin our ~~annual~~company ~~meeting~~have ofbeen ~~stockholders~~detected. ~~and~~These ~~fill~~inherent ~~any~~limitations ~~vacancies~~include onthe ~~our~~realities ~~Board~~that ofjudgments ~~Directors,~~in ~~consider any nominations~~decision-making ofcan ~~director~~be ~~candidates~~faulty ~~validly~~and ~~made~~that bybreakdowns ~~stockholders,~~can ~~and~~occur ~~review~~because ~~and~~of ~~consider~~simple ~~developments~~error inor ~~corporate governance practices~~mistake.

No events occurred requiring disclosure under Item 304 of Regulation S-~~35-~~K during the subject fiscal year. This annual report does not include a report of management's assessment regarding internal control over financial reporting or an attestation report of the company's registered public accounting firm due to a transition period established by rules of the Securities and Exchange Commission for new public companies.

~~[Table~~ITEM 9B. ofOTHER ~~Contents]~~INFORMATION

~~Compliance with~~Not ~~Section 16(A) of the Securities Exchange Act of 1934~~applicable.

~~Section 16(a) of the~~PART Securities Exchange Act of 1934, as amended ("Section 16(a)"), requires our Directors and executive officers, and persons who beneficially own more than ten percent of a registered class of our equity securities (collectively, "Section 16 reporting persons"), to file with the SEC initial reports of ownership and reports of changes in ownership of our Common Stock and other equity securities. Section 16 reporting persons are required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. Based upon reports provided to the Company, all Section 16 reporting persons filed timely reports on Form 3 and/or Form 4 in fiscal year 2016.III

~~Code~~ITEM 10. ofDIRECTORS, ~~Ethics~~EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

~~As of the date of this~~The ~~Report,~~following wetable docontains ~~not~~information ~~have~~concerning aour ~~formal,~~directors ~~written~~and ~~code~~officers ofas ~~conduct ("Code~~ of ~~Ethics")~~December ~~within the specific guidelines promulgated by the SEC~~31, ~~although we intend to adopt a Code of Ethics~~2016.

~~ITEM 11. EXECUTIVE COMPENSATION~~-33-

ItTable ~~is the intention~~ of the Company to establish nominating committees, audit committees, compensation committees and protocols and procedures associated with annual and special meetings of shareholders (to the extent not addressed in the enclosed Bylaws). Since we do not have an audit or compensation committee comprised of independent directors, the functions that would have been performed by such committees are performed by our director. The Company is of the opinion that such committees are not necessary since AmericaTowne is an early exploration stage company and has only one director, and to date, said director has been performing the functions of said committees. Thus, there is a potential conflict of interest in that our director and officer has the authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions. We anticipate that we will form such committees of the Board of Directors once we have a full Board of Directors.Contents

~~To further its development,~~Directors ~~the Company entered into several employment agreements in 2016 that resulted in stock-based compensation. On March 22, 2016, the Company entered into an Employment, Lock-Up~~ and ~~Options Agreement with Lilian Nekesa Mabonga to serve as the Company’s~~ Executive ~~Vice~~ President of Business Development. It is anticipated that Ms. Mabonga will focus on African markets. The Company issued 100,000 shares of common stock to Ms. Mabonga in consideration of her services. Additionally, Ms. Mabonga has the option to acquire up to 100,000 shares of stock for each year she is employed by the Company for up to four years.Officers

On July 10, 2016, the Company entered into an employment agreement with Ying Cheng to serve as its Managing Director for Business Development in China. Mr. Cheng was issued 40,000 shares of restricted common stock in the Company as compensation. Mr. Cheng also has the right, but not the obligation, to purchase up to 100,000 shares of restricted common stock at $0.50 per share of the Company for each year of his employment for up to five years.

Name	Age	Position
Alton Perkins	66	President, Chief Executive Officer, Chief Financial Officer, Secretary and Chairman of the Board of Directors
Xianghai Lin	40	Vice President China Operations
Mabiala T. Phuati	56	Senior Vice President Worldwide Operations
Dr. Yu Wang	62	Senior Vice President for Human and Export Technical Compliance
Dr. Daniel K. Gatabaki	65	Vice President for Marketing USA and Africa
Ying Cheng	56	Managing Director of Business Development in China
Ijeoma Ubezonu	54	Vice President of Operations
Andre Chaslin	70	Executive Vice President for Export & Europe Operations
Brian Eberhart	45	Vice President for Procurement Services
Du Jixiang a/k/a/ Allen Miller	32	Executive Sales & Marketing Manager—China

~~On November 28, 2016,~~Biographical ~~the~~Information ~~Company entered into employment agreements with Arhibald Ihegaranya and Watson Salapo to serve as the Company’s Vice Presidents~~ for ~~Marketing.~~Alton ~~The Company issued 25~~Perkins,~~000~~ ~~shares~~Age ~~of common stock to Mr. Ihegaranya and 25~~66,~~000~~ ~~shares~~Chairman of ~~common~~the ~~stock to~~Board ~~Mr. Salapo in consideration~~ of ~~their services. The Company also agreed to provide Mr. Ihegaranya and Mr. Salapo options to acquire up to 80~~Directors,~~000~~ ~~shares of common stock of the Company~~President, ~~each,~~Chief inExecutive ~~increments of one-fourth (i.e. 80~~Officer,~~000~~ ~~divided~~Chief ~~by 4) per year over~~Financial aOfficer ~~four-year~~and ~~period.~~Secretary

Mr. Perkins currently serves as President, Chief Executive Officer and Chairman of the Board of Directors of Yilaime and Yilaime's related entity doing business in North Carolina. Mr. Perkins is a former decorated Air Force Officer and Missile Launch Officer with 22 years of military service who graduated from the University of Southern Illinois with a B.S. in Business Administration and a M.B.A. from the University of North Dakota. From 1988 through 1997 he held CEO positions with start-~~36-~~up companies in the Jet Fuels, Defense Contracting, construction, business consulting and development, and real estate industries. From 1997 through 2009, Mr. Perkins served as the CEO and Chief Technology Officer for Internet, childcare operations, media, and realty development companies. From 2009 to present, Mr. Perkins has served as Chairman of Yilaime and its related entity. Mr. Perkins has expertise in conducting business in China. Living and working in China studying Chinese consumer habits, working with Chinese entrepreneurs and government agencies, he developed the AmericaTowne and AmericaStreet concept.

~~[Table~~In addition to serving as Co-Chair of ~~Contents]~~Yilaime Foreign Invested Partnership in China an entity focused on real estate development, he served as a Chief consultant to a major Chinese Chemical Company responsible for funding and technology transfer; he coordinated business with USA based auditors, DOW Chemical and USA Exim Bank. Mr. Perkins is subject to a Desist and Refrain Order dated March 21, 2008 issued by the State of California's Business, Transportation and Housing Agency, Department of Corporations. Mr. Perkins has been in compliance with the Order since issuance. The Order is not related in any manner with respect to the Company or its related parties. To the extent the Order was entered, there is no restriction on Mr. Perkins from engaging in an offering in the State of California provided he complies with the appropriate disclosures and laws.

~~The Company has adopted~~Biographical anInformation ~~Employee Stock Option Plan, but no shares have been registered or issued. The Company has not yet adopted retirement, pension, or profit sharing programs~~ for ~~the~~Xianghai ~~benefit of directors~~Lin, ~~officers~~Age ~~or other employees~~40, ~~but~~Vice our officers and directors may recommend adoption of one or more such programs in the future. The Company paid $1.00 to its director and Principle Executive Officer, Mr. Perkins, in compensation for 2016.President

~~Compensation~~Mr. Xianghai ~~paid~~Lin, a Chinese citizen residing in China is responsible for the Corporation's operations in China. From 2010 to 2012 ~~executives~~Mr. Lin served as Director of Marketing and ~~directors~~Investments ~~are~~for ~~detailed~~Yilaime Corporation's Foreign Invested Partnership in China. Mr. Lin was a lead executive in helping to develop the ~~following~~AmericaTowne ~~tables~~and AmericaStreet concept. Mr. Lin serves as the Company's Managing Director for all operations in China. Prior to working with Yilaime Corporation, Mr. Lin was the Assistant Managing Director for one of China's largest Grocery Chains. Mr. Lin has expertise in product design, marketing and sales. He is responsible for the export Buyer Program and the AmericaTowne and AmericaStreet Export Support programs in China.

~~Summary Compensation Table~~-34-

Name and Principle Position	Year	Salary	Bonus	Stock Awards	Option Awards	Nonequity Incentive Plan Compensation	Nonqualified Deferred Compensation Earnings	All Other Compensation	Total
Alton Perkins (PEO)	2016	$1		$255,018
Mabiala T. Phuati	2016	$55,173		$20,000
Daniel K. Gatabaki	2016	$29,280		$37,500
Yu Wang	2016	$24,604		$39,764

Table of Contents

~~-37-~~Biographical Information for Mabiala T. Phuati, Age 56, Vice President

~~[Table~~Mr. Mabiala T. Phuati currently serves as President and Chief Executive Officer of ~~Contents]~~the Yilaime entity doing business in North Carolina. Mr. Phuati is a retired from the Zaire Government now the Democratic Republic of Congo. Mr. Phuati previously worked at the World Bank, and the United Nations. His portfolio of work includes: Executive Administrator of the Democratic Republic of Congo Government; Executive Administrator for United Nations High Commission for Refugees in the Central African Region; World Bank; World Health Organization; and the State Banking Commission for the North Carolina Department of Commerce.

~~Outstanding~~After leaving ~~Equity~~the ~~Awards~~State atBanking ~~Fiscal~~Commission, ~~Year-End~~in 2000, Mr. Phuati served as the President and Chief Executive Officer of Global Development Corporation a private enterprise where he focused on developing business in Africa in the mining industry. In 2012, Mr. Phuati became Managing Director of the Yilaime entity doing business in North Carolina. In 2013, Mr. Phuati was promoted to President and Chief Executive Officer of the Yilaime entity doing business in North Carolina and Vice President of Yilaime.

Name	Option awards					Stock awards
	Number of securities underlying unexercised options (#) exercisable	Number of securities underlying unexercised options (#) unexercisable	Equity incentive plan awards: Number of securities underlying unexercised unearned options (#)	Option exercise price ($)	Option expiration date	Number of shares or units of stock that have not vested (#)	Market value of shares of units of stock that have not vested ($)	Equity incentive plan awards: Number of unearned shares, units or other rights that have not vested (#)	Equity incentive plan awards: Market or payout value of unearned shares, units or other rights that have not vested ($)
Alton Perkins	3,900,000			.05	12/31/2019
Mabiala T. Phuati	1,000,000			.50	12/31/2019
Daniel K. Gatabaki	250,000			.50	12/31/2018
Yu Wang	1,000,000			.50	12/31/2018

Biographical Information for Dr. Yu Wang, Age 62, Senior Vice President of Human Resources and Export Technical Compliance

Dr. Wang is from China, and is a resident of the United States. She serves as the Senior Vice President of Human Resources and Export Technical Compliance. Dr. Wang worked for Duke University for more than twenty years in the field of medical research. Prior to her work at Duke University, Dr. Wang was an Associate Professor for six years at Tongi University China. After retiring from Duke University in 2013, Dr. Wang served as the President and Chief Executive Officer of United International Development Inc. ("United Development"), a private enterprise where she focused on international trade and development. In 2014, Dr. Wang became Managing Assistant Director in United Development. In late-~~38-~~August 2015, Dr. Wang was appointed to her current Senior Vice President position with the Company.

~~[Table~~Biographical Information offor ~~Contents]~~Dr. Daniel Gatabaki, Age 65, Vice President for Marketing USA and Africa

~~Director~~Dr. Gatabaki ~~Compensation~~is 63 years old. He is a native of Kenya, and a resident of the United States. He is responsible for the Corporation’s development of operations in Africa. Dr. Gatabaki earned a Bachelor of Education degree from University of Nairobi and Master of International Affairs, Master of Economics and Ph.D. degrees from Ohio University. In addition to holding a number of Associate and Assistant faculty positions at the college level, Dr. Gatabaki comes to the Company from Behavioral Health Care, where since 2011 he has been a President and Chief Executive Officer of Canaan Care Homes, LLC, an entity focusing on catering to residential homes for intellectually and developmentally disabled adults in Wake County, North Carolina.

Name	Fees earned or paid in cash ($)	Stock awards ($)	Option awards ($)	Non-equity incentive plan compensation ($)	Nonqualified deferred compensation earnings ($)	All other compensation ($)	Total ($)
Alton Perkins	$1	$-	$-	$-	$-	$-	$1

Biographical Information for Ying Cheng, Age 56, Managing Director for Business Development in China

~~Retirement~~Mrs. Ying ~~Plan~~Cheng, a Chinese citizen and long-term US resident, had served as an agent in building materials and had engaged in import and export business in China. Her responsibilities in the company includes developing business plans in China; focusing on capital investments. She is responsible for setting up a subsidiary in Chizhou and developing AmericaTowne and all its related businesses in China.

~~The Company does not~~Biographical ~~currently~~Information ~~have~~for ~~any~~Ijeoma ~~retirement plan~~Ubezonu, ~~but~~Age we54, ~~expect~~Vice toPresident ~~adopt~~of ~~one in the near term.~~Operations

~~Compensation~~Mrs. Ubezonu is a graduate of ~~Directors~~North Carolina Central University with a degree in nursing. Over the past five years, Mrs. Ubezonu’s ~~During~~principal ~~Period~~occupation ~~Ended~~was ~~December~~with 31Duke Home Care and owner of Blessed Auto and Rays of Joy (discussed in prior disclosures). This entity is not a parent, ~~2016~~subsidiary or other affiliate of the Company. There is no familial relationship between Mrs. Ubezonu or any control person of the Company. In addition to being Vice President of Operations for the Company, Mrs. Ubezonu is the principal of AmericaTowne Durham and is individually a debtor of the Company, all of which is disclosed above.

~~None.~~-35-

~~Audit~~Table of ~~Committee Financial Expert~~Contents

~~The~~Biographical Information ~~Company~~for ~~does~~Andre ~~not~~Chaslin, ~~have~~Age an70, ~~audit~~Executive ~~committee financial~~Vice ~~expert.~~President for Export & Europe Operations

~~ITEM~~Mr. 12Chaslin is originally from France. ~~SECURITY~~He ~~OWNERSHIP~~is OFa ~~CERTAIN~~resident ~~BENEFICIAL~~of ~~OWNERS~~the ~~AND~~United ~~MANAGEMENT~~States. He owned and operated a successful new car dealership for thirty-five (35) years in New York. Chaslin received a variety of awards throughout his career. After retiring from his car dealership operations, Chaslin joined the Company as Vice President of Export/Import and Europe Operations.

~~The~~Biographical ~~table~~Information ~~set~~for ~~forth~~Brian ~~in this subsection lists~~Eberhart, asAge ~~of December 31~~45, ~~2016,~~Vice ~~the~~President ~~number~~for ofProcurement shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our company; and (iii) all officers and directors as a group.Services

~~Information relating~~Mr. toEberhart ~~beneficial~~received ~~ownership~~a ofmarketing ~~common~~degree ~~stock~~from ~~by our principal shareholders and management is based upon information furnished by each person using "beneficial ownership" concepts under~~ the ~~rules~~University of ~~the~~Central ~~SEC~~Florida. ~~Under~~He ~~these rules, a person~~ is ~~deemed to be~~ a ~~beneficial~~United ~~owner~~States ofcitizen aand ~~security~~resides ifin ~~that~~Raleigh, North ~~person~~Carolina. ~~has~~Mr. orEberhart ~~shares~~worked ~~voting~~in ~~power, which includes~~ the ~~power~~automotive toindustry ~~vote~~for orover ~~direct~~twenty ~~the~~(20) ~~voting of the security~~years, orspecializing ~~investment~~in ~~power, which includes~~ the ~~power~~procurement ~~to vote or direct the voting~~ of ~~the security. The person is also~~ ~~deemed~~heavy ~~to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within sixty days. Under the SEC rules~~equipment, ~~more than one person may be deemed to be a beneficial owner of the same securities~~trucks, and aautomobiles ~~person~~for ~~may~~large benational ~~deemed to~~accounts. beMr. aEberhart ~~beneficial~~is ~~owner~~responsible offor ~~securities~~all asproduct tocontracted ~~which~~acquisitions deemed hefor orexport. ~~she~~Mr. ~~may~~Eberhart ~~not~~has ~~have~~worked ~~any pecuniary beneficial interest. Except~~ as ~~noted~~a ~~below, each~~consultant ~~person~~for ~~has~~the ~~sole~~Company ~~voting~~since ~~and investment power~~2015.

~~The~~Biographical ~~percentages~~Information ~~below~~for ~~are~~Du ~~calculated~~Jixiang ~~based~~a/k/a/ onAllen 27Miller,~~034,775~~ ~~shares~~Age ~~of our common stock issued and outstanding as of the latest practicable date prior to this filing. As part of their employment agreement~~32, ~~all~~ ~~key~~Executive ~~employees~~Sales ~~retain~~& anMarketing ~~option to purchase shares of common stock of the Company. We do not have any other outstanding warrant, options or other securities exercisable for or convertible into shares of our common stock.~~Manager—China

~~-39-~~A native of the China residing in Chizhou, Anhui, Mr. Miller has worked in the eyeglasses industry for over five (5) years, focusing on the production details of eyeglasses to control and customer demand for products. Mr. Miller has worked as a sales manager for the Company since 2017.

~~[Table~~The Board of ~~Contents]~~Directors and Committees

Name of Beneficial Owner (1) Named Executive Officers	Amount and Nature of Beneficial Ownership	Percent (%) of Common Stock
Alton Perkins (2)(3)	21,842,691	80.79%
Xianghai Lin	78,421	0.29%
Mabiala T. Phuati	517,198	1.91%
Yu Wang	477,190	1.76%
Daniel K. Gatabaki	583,310	2.16%
Ying Cheng	100,000	0.37%
All Directors and Officers	23,598,810	87.29%

As of the date of this Report, we had no independent directors. We anticipate appointing independent directors as required in the future.

~~(1) The above table is based upon information derived from our stock records~~B. ~~Unless otherwise indicated in the footnotes to this table and subject to~~ ~~community~~Significant property laws where applicable. Unless otherwise indicated, beneficial ownership is determined in accordance with the Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended, and includes voting or investment power with respect to the shares beneficially owned.Employees

~~(2)~~We are dependent on the experience, knowledge, skill and expertise of our President, CEO, CFO, Secretary and Chairman of the Board, ~~President,~~- ~~Chief~~Alton ~~Executive~~Perkins. ~~Officer~~The loss of Mr. Perkins could materially and adversely affect our future business efforts. Our success depends in substantial part upon the services, ~~Chief~~efforts ~~Financial~~and ~~Officer~~abilities of Mr. Perkins. We do not currently carry key-man life insurance on Mr. Perkins or any of our officers and ~~Secretary~~have no present plans to obtain this insurance.

~~(3) Mr~~C. ~~Perkins is the~~ ~~majority shareholder of Yilaime. Mr. Perkins is also the Trustee of the Alton & Xiang Mei Lin Perkins~~ Family ~~Trust. These two entities are the holders of the majority of issued and outstanding shares of common stock in the Company.~~Relationships

B.There are ~~Significant~~no ~~Employees~~family relationships among directors, executive officers, or persons nominated or chosen by the issuer to become directors or executive officers.

~~We are dependent on the experience, knowledge, skill and expertise of our President, CEO, CFO, Secretary and Chairman of the Board - Alton Perkins~~D. ~~The~~ ~~loss~~Involvement ~~of Mr. Perkins could materially and adversely affect our future business efforts. Our success depends~~ in ~~substantial~~Certain ~~part upon~~Legal the services, efforts and abilities of Mr. Perkins, and our two related entities - Yilaime and Yilaime NC. We do not currently carry key-man life insurance on Mr. Perkins or any of our officers and have no present plans to obtain this insurance.Proceedings

C.There have ~~Family~~been ~~Relationships~~no events under any bankruptcy act, no criminal proceedings and no judgments, injunctions, orders or decrees material to the evaluation of the ability and integrity of any director, executive officer, promoter or control person of Registrant during the past five years.

~~There are no family relationships~~Nominating ~~among directors, executive officers, or persons nominated or chosen by the issuer to become directors or executive officers.~~Committee

DAs of the date of this Report, we do not have a Nominating and Corporate Governance Committee. ~~Involvement~~We intend to establish a Nominating and Corporate Governance Committee of the Board of Directors to assist in the selection of director nominees, approve director ~~Certain~~nominations ~~Legal~~to ~~Proceedings~~be presented for stockholder approval at our annual meeting of stockholders and fill any vacancies on our Board of Directors, consider any nominations of director candidates validly made by stockholders, and review and consider developments in corporate governance practices.

There have been no events under any bankruptcy act, no criminal proceedings and no judgments, injunctions, orders or decrees material to the evaluation of the ability and integrity of any director, executive officer, promoter or control person of Registrant during the past five years.-36-

~~-40-~~Table of Contents

~~[Table of Contents]~~Audit Committee

~~Nominating~~As of the date of this Report, we do not have an Audit Committee. Rather, the Board of Directors acts as the Company’s Audit Committee. We intend to establish an Audit Committee of the Board of Directors, which will consist of independent directors, of which at least one director will qualify as a qualified financial expert as defined in the regulations of the SEC. The Audit Committee's duties would be to recommend to our Board of Directors the engagement of independent auditors to audit our consolidated financial statements and to review our accounting and auditing principles. The Audit Committee would review the scope, timing and fees for the annual audit and the results of audit examinations performed by the internal auditors, if any, and independent public accountants, including their recommendations to improve the system of accounting and internal control. The Audit Committee would at all times be composed exclusively of directors who are, in the opinion of our Board of Directors, free from any relationship that would interfere with the exercise of independent judgment as a committee member and who possess an understanding of financial statements and generally accepted accounting principles. As of the date of this Report, we did not have an audit committee financial expert, in light of our size, although we intend to review this issue as the Company grows, especially as the Company implements an Audit Committee.

~~We have not adopted any~~Compensation ~~procedures by which security holders may recommend nominees to our Board of Directors.~~Committee

~~Audit~~As of the date of this Report, we do not have a Compensation Committee. We intend to establish a Compensation Committee of the Board of Directors. The Compensation Committee would review and approve our salary and benefits policies, including compensation of executive officers. The Compensation Committee would also administer any stock option plans that we may adopt and recommend and approve grants of stock options under such plans.

~~The~~Compliance with ~~Board~~Section 16(A) of ~~Directors acts~~the asSecurities ~~the~~Exchange ~~audit~~Act ~~committee.~~of 1934

~~Our officers and director~~Section do16(a) ~~not~~of ~~receive~~the ~~any~~Securities ~~compensation~~Exchange ~~for~~Act ~~services~~of ~~rendered~~1934, toas ~~the~~amended ~~Company~~("Section ~~since inception~~16(a)"), ~~have~~requires ~~not~~our ~~received~~Directors ~~such~~and ~~compensation~~executive ~~in the past~~officers, and ispersons ~~not~~who ~~accruing~~beneficially ~~any~~own ~~compensation~~more ~~pursuant~~than toten ~~any~~percent ~~agreement~~of ~~with~~a ~~the~~registered ~~Company.~~class ~~No remuneration~~ of ~~any~~our ~~nature~~equity ~~has~~securities ~~been~~(collectively, ~~paid~~"Section ~~for~~16 orreporting onpersons"), ~~account~~to file with the SEC initial reports of ~~services~~ownership ~~rendered~~and byreports aof ~~director~~changes in ~~such~~ownership ~~capacity.~~of ~~Our~~our ~~CFO~~Common Stock and ~~our~~other ~~outside~~equity ~~directors~~securities. ~~intend~~Section to16 ~~devote~~reporting nopersons ~~more than~~are ~~(25)~~required ~~twenty~~by ~~five~~SEC ~~hours~~regulations ~~per~~to ~~week~~furnish tous ~~our~~with ~~affairs.~~copies ~~Our~~of ~~officers~~all Section ~~and~~16(a) ~~directors~~forms ~~will~~they ~~not~~file. ~~receive~~Based ~~any~~upon ~~finder's~~reports ~~fee,~~provided ~~either~~to ~~directly or~~the ~~indirectly~~Company, asall aSection ~~result~~16 ofreporting ~~any~~persons ~~efforts~~filed totimely ~~implement~~reports on ~~our~~Form ~~business~~3 ~~plan~~and/or ~~outlined~~Form ~~herein~~4 in fiscal year 2016.

~~ITEM~~Code of ~~13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS~~Ethics

As of ~~set forth above,~~ the ~~Company~~ ~~has~~date ~~engaged~~of inthis Report, ~~and~~we ~~anticipates~~do ~~that~~not ithave ~~will~~a ~~continue~~formal, towritten ~~engage~~code ~~in,~~of ~~related~~conduct ~~party~~(“Code ~~transactions~~of ~~with~~Ethics”) ~~Yilaime,~~within ~~ATI~~the ~~Modular,~~specific ~~and~~guidelines ~~ATI~~promulgated ~~Nationwide.~~by ~~The~~the ~~Company~~SEC, ~~believes~~although ~~that~~we ~~maintaining~~intend ato ~~relationship~~adopt ~~with~~a ~~all~~Code ~~three related entities will enhance its prospects~~ of ~~success and facilitate additional benefits for its shareholders~~Ethics.

ITEM 14 11. ~~PRINCIPAL~~EXECUTIVE ~~ACCOUNTANT FEES AND SERVICES~~COMPENSATION

~~Audit~~It is ~~Fees~~the intention of the Company to establish nominating committees, audit committees, compensation committees and protocols and procedures associated with annual and special meetings of shareholders (to the extent not addressed in the enclosed Bylaws). Since we do not have an audit or compensation committee comprised of independent directors, the functions that would have been performed by such committees are performed by our director. The Company is of the opinion that such committees are not necessary since AmericaTowne is an early exploration stage company and has only one director, and to date, said director has been performing the functions of said committees. Thus, there is a potential conflict of interest in that our director and officer has the authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions. We anticipate that we will form such committees of the Board of Directors once we have a full Board of Directors.

The aggregate fees billed by the Company's auditors, Yichien Yeh, CPA for professional services rendered for the audit of our annual financial statements, review of our quarterly financial statements or services that are normally provided in connection with statutory and regulatory filings for the year ending December 31, 2016 was $39,000.-37-

~~Audit~~Table of ~~Related Fees~~Contents

~~There were no fees billed~~To ~~for~~further ~~assurance~~its ~~and~~development, ~~related services that are reasonably related to~~ the ~~performance~~Company ofentered ~~the~~into ~~audit~~several oremployment ~~review~~agreements ofin ~~our~~2017 ~~financial~~that ~~statements for~~resulted ~~the~~in ~~year~~stock-based ~~ending December 31, 2016~~compensation.

~~Tax~~On June ~~Fees~~21, 2017, the Company entered into the First Amended Employment Agreement (“Amended Employment Agreement”) with Alton Perkins, the Company’s Chairman of the Board of Directors, Chief Executive Officer, Chief Financial Officer, and Secretary (“Perkins”). Perkins is also a beneficial owner of 21,842,691 shares of the Company’s common stock. The Amended Employment Agreement supersedes the Employment, Lock-Up and Options Agreement dated November 21, 2014 between the Company and Perkins. Pursuant to the Amended Employment Agreement, Perkins will continue to serve as the Company’s Chairman of the Board of Directors, Chief Executive Officer, Chief Financial Officer, and Secretary for a period of five (5) years, i.e. until June 21, 2022 (the “Initial Term”). After the Initial Term, Perkins may serve additional one (1) year terms at the option of the Company, provided Perkins is provided thirty (30) days’ notice of the Company’s option to extend the term of the employment. The Company may terminate the Amended Employment Agreement “for cause” only. Additionally, should the Amended Employment Agreement be terminated, the parties agree that any compensation previously paid shall be considered fully paid and not subject to any claw back, unless such compensation was obtained through fraud, false pretenses, or other intentional tort. Perkins is compensated for his services pursuant to the First Amended Compensation Schedule (“Amended Schedule”), attached as Exhibit A to the Amended Employment Agreement. The Amended Schedule supersedes and voids the terms of the Compensation Schedule dated November 21, 2014. Pursuant to the Amended Schedule, the Company agrees to issue to the Alton & Xiang Lin Perkins Family Trust (the “Family Trust”) 10,000,000 shares of the Company’s common stock (the “Stock Compensation”). The Company is presently in the process of issuing the Stock Compensation to the Family Trust. Perkins acknowledges that the shares are subject to all securities regulations and the transfer/conveyance limitations associated therewith.

~~There~~On September ~~were~~29, no2017, ~~fees~~the ~~billed~~ Company and Mrs. Ubezonu entered into an Employment, Lock-Up and Options Agreement for ~~professional~~her ~~services~~employment as “Vice President of Operations” (the “Ubezonu Employment Agreement”). The term of employment is five years with one-year options held by the Company. Her employment may be terminated without cause as set forth in Section 7 of the Ubezonu Employment Agreement. The Company issued 100,000 shares of restricted common stock to Mrs. Ubezonu for ~~tax~~serving ~~compliance~~in this capacity. These shares are subject to the restrictions set forth in the Ubezonu Employment Agreement, ~~tax~~which ~~advice~~is attached hereto, and ~~tax~~Mrs. ~~planning~~Ubezonu ~~for~~has the ~~year~~option ~~ending~~to ~~December~~purchase 31up to 1,000,000 ~~2016~~shares of restricted common stock in the Company at $.50/share pursuant to Section 5 of the Compensation Schedule.

~~All~~The Company ~~Other~~has ~~Fees~~adopted an Employee Stock Option Plan, but no shares have been registered or issued. The Company has not yet adopted retirement, pension, or profit sharing programs for the benefit of directors, officers or other employees, but our officers and directors may recommend adoption of one or more such programs in the future. The Company paid $1.00 to its director and Principle Executive Officer, Mr. Perkins, in compensation for 2017.

~~There were no fees billed~~Compensation ~~for~~paid ~~other~~to ~~products~~executives and ~~services~~directors ~~for~~are ~~the~~detailed ~~year~~in ~~ending~~the ~~December~~following ~~31, 2015~~tables.

-4138-

[Table of Contents]

~~PART~~Summary Compensation IVTable

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Name and Principle Position	Year	Salary	Bonus	Stock Awards	Option Awards	Nonequity Incentive Plan Compensation	Nonqualified Deferred Compensation Earnings	All Other Compensation	Total
Alton Perkins (PEO)	2017	$1		$1,210,269

Mabiala T. Phuati	2017	$53,854		$55,075

Daniel K. Gatabaki	2017	$36,930		$40,625

Yu Wang	2017	$25,455		$150,834

Exhibit	Exhibit Description	Filed herewith	Form	Period Ending	Exhibit	Filing Date
3.1	Certificate of Incorporation		10-12G		31.1	5/8/2014
3.2	By-Laws		10-12G		3.2	5/8/2014
3.3	Specimen Stock Certificate		10-12G		4.1	5/8/2014
10.1	United States Service Provider Agreement dated January 15, 2016		8-K		10.1	1/25/2016
10.2	Exporter Service Agreement dated June 30, 2015 and Amendment Dated January 27, 2016 (Kaise Strong, LLC f/k/a KCC Construction, Inc.)		8-K		10.4	1/29/2016
10.3	United States Service Provider Agreement dated January 15, 2016		8-K		10.1	1/25/2016
10.4	Exporter Service Agreement dated June 30, 2015 and Amendment Dated January 27, 2016 (Kaise Strong, LLC f/k/a KCC Construction, Inc.)		8-K		10.4	1/29/2016
10.5	EB-5 Project Advisory Agreement dated February 4, 2016 (Artisan Business Group, Inc.)		8-K		10.1	2/5/2016
10.6	Transfer Agent Agreement dated February 4, 2016 (Island Stock Transfer)		8-K		10.1	2/5/2016
10.7	Exporter Service Agreement dated February 26, 2016 (Hosana)		8-K		10.1	3/2/2016
10.8	Project Development Agreement dated March 8, 2016 (Clarke Associates, LLC)		8-K		10.1	4/4/2016
10.9	Feasibility Economic Impact Analysis Agreement dated March 31, 2016 (Barnhart Economic Services, LLC)		8-K		10.2	4/4/2016
10.10	Employment, Lock-Op, and Options Agreement dated March 22, 2016		8-K		10.3	4/4/2016
10.11	Exporter Services Agreement dated March 28, 2016 (Golden Ventures, LLC)		8-K		10.1	4/12/2016
10.12	Exporter Services Agreement dated March 30, 2016 (Veterans Resource Team)		8-K		10.2	4/12/2016
10.13	International Trade Center Service Provider Agreement dated March 21, 2016 (Yilaime)		8-K		10.3	4/12/2016
10.14	International Trade Center Service Provider Agreement dated March 25, 2016 (Toni Oyelowo)		8-K		10.6	4/12/2016
10.15	International Trade Center Service Provider Agreement dated March 28, 2016 (Joseph Tackie)		8-K		10.7	4/12/2016
10.16	Exporter Service Agreement dated April 27, 2016 (FEMEB Nigeria Limited)		8-K		10.1	5/9/2016
10.17	International Trade Center Services Provider Agreement (Ivory Coast Trade Center Agreement)		8-K		10.1	5/18/2016
10.18	Consulting, Confidentiality and Restrictive Covenants Agreement dated May 20, 2016 (Chaslin)		8-K		10.1	5/24/2016
10.19	Mutual Compensation Schedule dated March 30, 2016 (Yilaime)		8-K		10.8	5/26/2016
10.20	Mutual Compensation Schedule dated March 25, 2016 (Oyelowo)		8-K		10.9	5/26/2016
10.21	Mutual Compensation Schedule dated March 28, 2016 (Tackie)		8-K		10.10	5/26/2016
10.22	Stock Purchase and Sale Agreement dated June 2, 2016 (Global Recycle Energy, Inc.)		8-K		1.01	6/7/2016
10.23	Cooperative Agreement (Modular Construction)		8-K		1.01	6/28/2016
10.24	Cooperative Agreement (AmericaTowne Community)		8-K		1.02	6/28/2016
10.25	Modular Construction & Technology Services Agreement dated June 28, 2016 (ATI Modular)		8-K		10.1	7/14/2016
10.26	Master Joint Venture and Operational Agreement dated July 11, 2016 (Nationwide)		8-K		10.2	7/14/2016
10.27	Employment, Lock-up, and Options Agreement dated July 10, 2016 (Ying Cheng)		8-K		10.3	7/14/2016
10.28	Stock Purchase Agreement dated October 3, 2016 (Carson Holdings, LLC)		8-K		10.1	10/13/2016
10.29	Stock Purchase Agreement dated October 3, 2016 (Passalaqua)		8-K		10.2	10/13/2016
10.30	Master Joint Venture and Operational Agreement dated July 5, 2016 (Nationwide)		8-K		10.1	10/27/2016
10.31	Cooperative Agreement (Shexian and ATI Modular)		8-K/A		10.1	11/22/2016
10.32	Cooperative Agreement (Shexian and AmericaTowne)		8-K		10.2	11/22/2016
10.33	International Trade Center Service Provider Agreement dated November 21, 2016 (Guinea, Bangoura Djibril)		8-K		10.1	12/7/2016
10.34	United States Trade Center Service Provider Agreement dated November 28, 2016 (Mardy MD Eger)		8-K		10.2	12/7/2016
10.35	Employment, Lock-Up, and Options Agreement dated November 28, 2016 (Ihegaranya)		8-K		10.3	12/7/2016
10.36	Employment, Lock-Up, and Options Agreement dated November 28, 2016 (Salapo)		8-K		10.4	12/7/2016
10.37	Exporter Service Agreement dated December 18, 2016 (Rays)		8-K		10.1	12/20/2016
10.38	First Amendment to Master Joint Venture and Operational Agreement dated December 19, 2016 (Nationwide)		8-K/A		10.1	12/23/2016
31.1	Certification of Chief Executive Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
31.2	Certification of Chief Financial Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
32.1	Certification of Chief Executive Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
32.2	Certification of Chief Financial Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X

Outstanding Equity Awards at Fiscal Year-End

(b) The following documents are filed as part of the report:

Name	Option awards					Stock awards
Name	Number of securities underlying unexercised options (#) exercisable	Number of securities underlying unexercised options (#) unexercisable	Equity incentive plan awards: Number of securities underlying unexercised unearned options (#)	Option exercise price ($)	Option expiration date	Number of shares or units of stock that have not vested (#)	Market value of shares of units of stock that have not vested ($)	Equity incentive plan awards: Number of unearned shares, units or other rights that have not vested (#)	Equity incentive plan awards: Market or payout value of unearned shares, units or other rights that have not vested ($)
Daniel K. Gatabaki	66,690	N/A	N/A	.50	12/31/2018	N/A	N/A	N/A	N/A
Yu Wang	672,276	N/A	N/A	.50	12/31/2018	N/A	N/A	N/A	N/A
Ijeoma Ubezonu	263,467	666,666	N/A	.50	9/29/2020	N/A	N/A	N/A	N/A
Andre Chaslin	25,000	75,000	N/A	.50	1/10/2022	N/A	N/A	N/A	N/A
Brian Eberhart	10,000	30,000	N/A	.50	10/18/2021	N/A	N/A	N/A	N/A
Du Jixiang	5,000	20,000	N/A	.50	11/30/2022	N/A	N/A	N/A	N/A

~~1. Financial Statements: Balance Sheet, Statement of Operations, Statement of Stockholder's Equity, Statement of Cash Flows, and Notes to Financial Statements.~~-39-

~~-42-~~Table of Contents

~~[Table of Contents]~~Director Compensation

SIGNATURES

Name	Fees earned or paid in cash ($)	Stock awards ($)	Option awards ($)	Non-equity incentive plan compensation ($)	Nonqualified deferred compensation earnings ($)	All other compensation ($)	Total ($)
Alton Perkins	$1	$-	$-	$-	$-	$-	$1

~~Pursuant to the requirements of Section 13~~Retirement ~~or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~Plan

~~AMERICATOWNE~~The Company does not currently have any retirement plan, ~~INC~~but we expect to adopt one in the near term.

~~By: /s/ Alton Perkins~~Compensation ~~Alton Perkins Chairman~~ of ~~the~~Directors ~~Board,~~During ~~President,~~Period ~~Chief~~Ended ~~Executive Officer,~~December ~~Chief Financial Officer~~31, ~~Secretary Dated: April 13,~~ 2017.

~~-43-~~None.

~~[Table~~Audit Committee ofFinancial ~~Contents]~~Expert

~~FINANCIAL~~The Company ~~INDEX~~does not have an audit committee financial expert.

Report of Independent Registered Public Accounting Firm	F-1
Financial Statements:
Consolidated Balance Sheets	F-2
Consolidated Statements of Operations	F-3
Consolidated Statements of Stockholders' equity	F-4
Consolidated Statements of Cash Flows	F-5
Consolidated Notes to Financial Statements	F-6

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

~~-44-~~The following table sets forth certain information regarding our shares of Common Stock beneficially owned as of the most recent practicable date for (i) each shareholder known to be the beneficial owner of 5% or more of the Company’s outstanding shares of Common Stock, (ii) each named executive officer and director, and (iii) all executive officers and directors as a group. A person is considered to beneficially own any shares: (i) over which such person, directly or indirectly, exercises sole or shared voting or investment power, or (ii) of which such person has the right to acquire beneficial ownership at any time within 60 days. Unless otherwise indicated, the address of each shareholder is c/o AmericaTowne, Inc., 4700 Homewood Court, Suite 100 in Raleigh, North Carolina 27609.

~~[Table~~For purposes of ~~Contents]~~this table, a person or group of persons is deemed to have “beneficial ownership” of any shares of Common Stock that such person has the right to acquire within 60 days of this Information Statement. For purposes of computing the percentage of outstanding shares of our Common Stock held by each person or group of persons named above, any shares that such person or persons has the right to acquire within 60 days of this Information Statement is deemed to be outstanding, but is not deemed to be outstanding for the purpose of computing the percentage ownership of any other person. The inclusion herein of any shares listed as beneficially owned does not constitute an admission of beneficial ownership. The beneficial ownership of each person was calculated based on 49,200.932 shares of common stock outstanding of the Company as of the most recent practicable date.

~~REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM~~-40-

~~To the Board of Directors~~Table ~~and Stockholders~~ of ~~AMERICATOWNE Inc.~~Contents

We have audited the accompanying consolidated balance sheets of AMERICATOWNE Inc. and its subsidiaries (the “Company”) as of December 31, 2016 and 2015, and the related statement of operations, stockholders' equity, and cash flows for each of the years in the two-year period ended December 31, 2016. The Company's management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

Name and Address of Beneficial Owner	Number of Shares Beneficially Owned	Percentage Beneficially Owned
All Executive Officers and Directors	46,203,950	93.91%
Alton Perkins (1)(2)	43,173,893	87.75 %
Xianghai Lin (1)	78,421	<1.0%
Mabiala T. Phuati (1)	647,198	1.32%
Yu Wang (1)	804,913	1.64%
Daniel K. Gatabaki (1)	633,310	1.29%
Ying Cheng (1)	100,000	<1.0%
Ijeoma Ubezonu (1)	169,867	<1.0%
Andre Chaslin (1)	546,348	1.11%
Brian Eberhart (1)	40,000	<1.0%
Du Jixiang(1)	10,000	<1.0%

~~We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board~~ (~~United States~~1)~~. Those standards require that~~ weDenotes ~~plan~~officers and ~~perform~~directors ~~the audits to obtain reasonable assurance about whether the financial statements are free~~ of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the ~~circumstances, but not for the purpose of expressing an opinion on the effectiveness of the~~ Company~~'s internal control over financial reporting~~. Accordingly, we express no such opinion. An audit 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 consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In(2) Alton ~~our~~Perkins ~~opinion,~~is the ~~financial statements~~Company’s ~~referred~~sole todirector ~~above~~and ~~present~~the ~~fairly,~~natural inperson ~~all~~who ~~material~~controls ~~respects,~~ the ~~financial~~Alton ~~position~~& ofXiang ~~the~~Mei ~~Company.~~Lin asPerkins ~~of December 31,~~Family ~~2016~~Trust and ~~2015,~~Yilaime ~~and~~Corporation. ~~the~~In ~~results~~addition ofto ~~operations~~those ~~and~~shares ~~cash~~beneficially ~~flows~~owned ~~for~~by ~~each~~Mr. ofPerkins ~~the~~via ~~years~~his incontrol over the ~~two~~Family ~~–year~~Trust and ~~period~~Yilaime, ~~ended~~he ~~December 31~~beneficially owns 447,145 ~~2016~~shares inof ~~conformity~~common ~~with~~stock ~~accounting~~owned ~~principles~~by ~~generally~~Perkins ~~accepted~~HSU inExport ~~the~~Corporation, ~~United~~which ~~States~~is ofalso ~~America~~controlled by Mr. Perkins.

~~/s/Yichien~~Securities Authorized ~~Yeh,~~for ~~CPA~~Issuance Under Equity Compensation Plans

~~Yichien~~The following ~~Yeh,~~table ~~CPA~~is provided pursuant to Rule 201(d) of Regulation S-K:

Oakland Gardens, New York

Plan Category

Number of securities to be issued

upon exercise of outstanding

options, warrants, and rights

Weighted-average exercise price of outstanding options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

Equity compensation plans approved by security holders

N/A

Equity compensation plans not approved by security holders

11,415,000

.50

TOTAL

11,415,000

~~April 10, 2017~~-41-

~~F-1-~~Table of Contents

~~[Financial~~ITEM 13. ~~Index]~~CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

~~AMERICATOWNE~~As ~~Inc~~set forth above, the Company has engaged in, and anticipates that it will continue to engage in, related party transactions with Yilaime, ATI Modular, and ATI Nationwide. The Company believes that maintaining a relationship with all three related entities ~~Consolidated~~will ~~Balance~~enhance ~~Sheets~~its prospects of success and facilitate additional benefits for its shareholders.

		December 31		December 31
		2016		2015
ASSETS
Current Assets
Cash and cash equivalents	$	973,015	$	641,663
Accounts receivable, net		610,715		823,144
Accounts receivable, net - related parties		687,966		35,779
Other receivables - related parties		148,631		-
Prepayment-current		644		2,594
Total Current Assets		2,420,971		1,503,180
Prepayment-non current		7,675		8,161
Property, plant and equipment, net		25,861		18,357
Goodwill		393,656		40,331
Investments		3,860		3,860
Total Assets	$	2,852,023	$	1,573,889
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	240,288	$	121,408
Deferred revenues-current		4,542		4,542
Notes payable		-		10,000
Other payables		5,016		-
Due to related parties		42,839		-
Income tax payable		58,714		35,747
Total Current Liabilities		351,399		171,697
Deferred revenues-non current		53,981		58,521
Total Liabilities		405,380		230,218
Commitments & Contingencies
Shareholders' Equity
Preferred stock, $0.0001 par value; 5,000,000 shares authorized;
none issued and outstanding		-		-
Common stock, $0.0001 par value; 100,000,000 shares authorized,
26,974,775 and 25,243,205 shares issued and outstanding		2,697		2,524
Common stock subscribed		90		-
Additional paid-in capital		3,706,582		2,438,099
Deferred compensation		(1,450,842)		(1,233,198)
Receivable for issuance of stock		(65,223)		-
Retained Earnings		241,871		136,246
Noncontrolling interest		11,468		-
Shareholders' Equity		2,446,643		1,343,671
Total Liabilities and Shareholders' Equity	$	2,852,023	$	1,573,889

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

~~See Notes to Financial Statements~~Audit Fees

~~F-2-~~The aggregate fees billed by the Company's auditors, Yichien Yeh, CPA for professional services rendered for the audit of our annual financial statements, review of our quarterly financial statements or services that are normally provided in connection with statutory and regulatory filings for the year ending December 31, 2017 was $48,500.

~~[Financial~~Audit Related ~~Index]~~Fees

~~AMERICATOWNE~~There ~~Inc~~were no fees billed for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements for the year ending December 31, 2017.

~~Consolidated~~Tax ~~Statement of Operations~~Fees

	For the Years Ended
		December 31, 2016		December 31, 2015
Revenues
Sales	$	1,209,540	$	1,059,541
Services-related parties		1,050,000		200,000
		2,259,540		1,259,541
Cost of Revenues-Related Parties		420,099		126,197
Gross Profit		1,839,441		1,133,344
Operating Expenses
General and administrative		1,386,079		889,202
Professional fees		317,044		106,137
Total operating expenses		1,703,123		995,339
Income from operations		136,318		138,005
Other Expenses (Income)		(2,441)		3,397
Provision for income taxes		22,967		26,950
Net Income		115,792		107,658
Less: Net income attributable to the noncontrolling interest		(10,167)		-
Net income attributable to AMERICATOWNE, Inc common stockholders	$	105,625	$	107,658
Earnings per share - basic and diluted	$	0.004	$	0.005
Weighted average shares outstanding- basic and diluted		26,599,745		21,777,024

There were no fees billed for professional services for tax compliance, tax advice, tax planning for the year ending December 31, 2017.

~~See~~All Other ~~Notes to Financial Statements~~Fees

~~F-3-~~There were no fees billed for other products and services for the year ending December 31, 2017.

~~[Financial~~ITEM 15. ~~Index]~~EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

AMERICATOWNE Inc. Statements of Stockholders' Equity

Exhibit	Exhibit Description	Filed herewith	Form	Period Ending	Exhibit	Filing Date
3.1	Certificate of Incorporation		10-12G		31.1	5/8/14
3.2	By-Laws		10-12G		3.2	5/8/14
3.3	Specimen Stock Certificate		10-12G		4.1	5/8/14
10.1	Exporter Services Agreement Dated December 20, 2016 (Mai Dolfin Nig Ltd.)		8-K		10.1	1/20/17
10.2	Trade Center Service Provider Agreement Dated December 20, 2016 (Jacob Ahoua Don		8-K		10.2	1/20/17
10.3	Trade Center Service Provider Agreement Dated December 21, 2016 (Joseph Togna Do		8-K		10.3	1/20/17
10.4	Trade Center Service Provider Agreement Dated December 22, 2016 (Ijeoma Ubezonu)		8-K		10.4	1/20/17
10.5	Trade Center Service Provider Agreement Dated December 29, 2016 (Menelik Consult		8-K		10.5	1/20/17

~~April 22, 2014 (Inception) through December 31, 2016~~ -42-

			Americatowne Inc. Shareholders
															Additional								Receivable		Non-
			Preferred Stock			Common Stock					Common Stock			Paid-In			Retained			Deferred			for Issuance		Controlling
		Total	Shares		Amount		Shares		Amount			Subscribed			Capital			Earnings			Compensation		of stock		Interest
Balance, December 31, 2014	$	99,781	-	$	-		18,577,565	$	1,858	$		-	$		1,432,533	$		28,588	$		(1,363,198)	$	-	$	-
Shares issued for Intangibles		-	-		-		750,000		75			-			(75)			-			-		-		-
Shares Issued for Investments		3,860	-		-		3,616,059		362			-			3,498			-			-		-		-
Shares Issued for Proceeds		740,574	-		-		1,252,391		125			-			740,449			-			-		-		-
Shares Issued for Compensation		-	-		-		1,047,190		105			-			261,693						(261,798)		-		-
Amortization of Deferred Compensation		391,798	-		-		-		-			-			-			-			391,798		-		-
Net Income for the Period		107,658	-		-		-		-			-			-			107,658			-		-		-
Balance, December 31, 2015	$	1,343,671	-	$	-		25,243,205	$	2,524	$		-	$		2,438,099	$		136,246	$		(,233,198)	$	-	$	-
Shares Issued for Service		875	-		-		8,718		1			-			874			-			-		-		-
Shares Issued for Compensation		-	-		-		617,190		62			-			654,236			-			(654,298)		-		-
Amortization of Deferred Compensation		436,653	-		-		-		-			-			-			-			436,653		-		-
Shares issued for Debt Conversion		169,168	-		-		171,628		17			-			169,151			-			-		-		-
Shares Issued for Proceeds		235,970	-		-		934,034		93			90			301,010			-			-		(65,223)		-
Business Combination		(534)	-		-		-		-			-			-			-			-		-		(534)
Capital Contribution		145,049	-		-		-		-			-			143,213			-			-		-		1,836
Net loss for the Period		115,792	-		-		-		-			-			-			105,625			-		-		10,167
Balance, December 31, 2016	$	2,446,643	-	$	-		26,974,775	$	2,697	$		90	$		3,706,582	$		241,871	$		(1,450,842)	$	(65,223)	$	11,468

Table of Contents

See Notes to Financial Statements

10.6	Trade Center Service Provider Agreement Dated January 28, 2017 (Alice W. Mwangi)	8-K	10.1	2/3/17
10.7	Trade Center Service Provider Agreement Dated February 1, 2017 (Simon Essi)	8-K	10.1	2/7/17
10.8	Agreement Dated February 9, 2017 (Simple Consulting)	8-K	10.1	2/13/17
10.9	Exporters Service Agreement Dated February 16, 2017 (Blessed Auto)	8-K	10.1	2/22/17
10.1	Cooperative Agreement – Xuzhou City, Jiangsu Province, Jia Wang District People Government	8-K	10.1	2/28/17
10.11	Cooperative Agreement between ATI Modular and Xuzhou City, Jiangsu Province, Jia Wang District People Government	8-K	10.2	2/28/17
10.12	International Trade Center Services Provider Agreement – Josue	8-K	10.1	4/12/17
10.13	First Amended Employment Agreement (Perkins)	8-K	10.1	6/28/17
10.14	United States Trade Center Service Provider Agreement – Toni Oyelowo	8-K	10.2	6/28/17
10.15	United States Trade Center Service Provider Agreement – Ms. Anita Umeweni	8-K	10.3	6/28/17
10.16	International Trade Center Service Provider Agreement – Mr. Malack Abiut Ongige	8-K	10.4	6/28/17
10.17	Master Joint Venture and Operational Agreement – Millennium Aircraft Services, LLC	8-K	10.5	6/28/17
10.18	Plan of Merger between Company and ATI Modular Technology Corp.	8-K	2.1	7/14/17
10.19	Exporter Services Agreement – Global Entrepreneurship Solutions	8-K	10.1	7/19/17
10.20	Exporter Service Agreement – BATROMACK	8-K	10.2	7/19/17
10.21	International Maritime Agents Agreement – Ocean Channel Shipping Co., Ltd.	8-K	10.3	7/19/17
10.22	United States Trade Center Service Provider Agreement (Odunukwe)	8-K	10.1	8/29/17
10.23	United States Trade Center Service Provider Agreement (Chike Odunukwe)	8-K	10.2	8/29/17
10.24	United States Trade Center Service Provider (Daphne Cummings-Branche)	8-K	10.3	8/29/17
10.25	International Trade Center Service Provider Agreement (Okezie U Onyemelukwewith)	8-K	10.4	8/29/2017

F-443-

~~[Financial~~Table of ~~Index]~~Contents

AMERICATOWNE Inc. Consolidated Statement of Cash Flows

10.26	International Trade Center Service Provider Agreement (Kelvin Mundati Gatabaki)		8-K	10.5	8/29/2017
10.27	United States Trade Center Service Provider Agreement (Justus Ongige)		8-K	10.6	8/29/2017
10.28	International Trade Center Service Provider Agreement (Kenneth Uchenna Ubochi)		8-K	10.7	8/29/2017
10.29	Exporter Services Agreement Precious Metal		8-K	10.8	8/29/2017
31.1	Certification of Chief Executive Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
31.2	Certification of Chief Executive Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
32.1	Certification of Chief Executive Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
32.2	Certification of Chief Executive Officer pursuant to Securities and Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X

	For the Years Ended
		December 31, 2016		December 31, 2015
Operating Activities:
Net income	$	115,792	$	107,658
Adjustments to reconcile net income to net cash provided by operations
Depreciation		3,388		1,989
Notes issued for expenses		-		25,000
Stock compensation		436,653		391,798
Stock issued for services		875		-
Bad debt provision		128,816		84,767
Changes in operating assets and liabilities:
Accounts receivable, net		(568,573)		(800,556)
Other receivable - related parties		(148,632)		-
Prepayment		2,436		(1,303)
Accounts payable and accrued expenses		274,189		94,867
Deferred revenues		(34,540)		(4,541)
Other payables		5,016		-
Deposit from customers		30,000		-
Due to related parties		42,839		-
Income tax payable		22,967		20,353
Net cash provided by (used in) operating activities		311,225		(79,968)
Investing Activities:
Purchase of fixed assets		(10,891)		(20,346)
Acquisition of subsidiaries		(350,000)		-
Net cash used in Investing activities		(360,891)		(20,346)
Financing Activities:
Repayment of notes payable		-		(15,000)
Proceeds from issuance of common stock		381,019		740,574
Net cash provided by financing activities		381,019		725,574
Increase (Decrease) in cash and cash equivalents		331,352		625,260
Cash and cash equivalents at beginning of period		641,663		16,403.00
Cash and cash equivalents at end of period	$	973,015		641,663
Supplemental disclosure of cash flow information
Interest paid	$	535	$	638
Income taxes paid	$	-	$	6,597

PART IV

~~See~~(b) The ~~Notes~~following todocuments ~~Financial Statements~~are filed as part of the report:

~~F-5-~~1. Financial Statements: Balance Sheet, Statement of Operations, Statement of Stockholder's Equity, Statement of Cash Flows, and Notes to Financial Statements.

~~[Financial Index]~~-44-

~~AMERICATOWNE Inc.~~Table ~~Notes~~of ~~to Financial Statements~~ Contents

~~NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS~~SIGNATURES

~~AmericaTowne, Inc. (the~~Pursuant ~~"Company")~~to ~~was incorporated under~~ the ~~laws~~requirements of ~~the~~Section ~~State~~13 ofor ~~Delaware~~15(d) onof ~~April~~the ~~22,~~Securities ~~2014.~~Exchange ~~The~~Act ~~Company is engaged in exporting and consulting in the exportation~~ of ~~American made goods~~1934, ~~products and services to China and Africa through strategic relationships in China and in~~ the ~~United~~registrant ~~States,~~has ~~which~~duly iscaused ~~referred~~this ~~to internally by the Company as the "AmericaTowne Platform". The~~report ~~Company's forward-looking vision is~~ to ~~create~~be asigned ~~physical~~on ~~location~~its ~~called~~behalf ~~AmericaTowne~~by ~~in China that incorporates business selling~~ the ~~"American experience" in housing~~undersigned, ~~retail,~~thereunto ~~education,~~duly ~~senior care and entertainment~~authorized. ~~The Company's Registration Statement on Form S-1/A went effective on November 6, 2015 and we terminated the S1 on October 19, 2016.~~

~~On June 6~~AMERICATOWNE, ~~2016, the~~ ~~Company purchased the majority and controlling interest in ATI Modular Technology Corp (“ATI Modular”), formerly Global Recycle Energy, Inc~~INC. OTC:Pinks (GREI) through the acquisition of 100,000,000 shares (86%) of restricted common stock. The Stock Purchase and Sale Agreement dated June 2, 2016 (the “SPA”) closed on June 6, 2016 with the $175,000 payment of the purchase price to Joseph Arcaro, prior shareholder and sole director and officer of ATI Modular.

~~ATI Modular is engaged~~By: in/s/ ~~the~~Alton ~~development and the exporting of modular energy efficient technology and processes that allow government and private enterprises~~Perkins inAlton ~~China to use US based methods for creating modular spaces, facilities, and properties. The Company's forward-looking vision~~Perkins isChairman toof ~~create a physical location and manufacturing facility that promotes~~ the ~~export of US based technology~~Board, ~~equipment~~President, ~~and~~Chief ~~process~~Executive ~~that~~Officer, ~~focuses~~Chief onFinancial ~~building modular buildings~~Officer, ~~and structures of all types that will be used by both the public and private building~~Secretary ~~and~~Dated: ~~technology~~April ~~sectors~~16, ~~in China.~~2018

On October 3, 2016, the Company purchased the majority and controlling interest in ATI Nationwide Holding Corp (“ATI Nationwide”), formerly EXA, Inc. OTC:Pinks (EXAI) through the acquisition of 65,000,000 shares (65.5%) shares of restricted common stock. The Stock Purchase and Sale Agreement dated October 3, 2016 (the “SPA EXAI”) closed on October 10, 2016 with the $175,000 payment of the purchase price to Joseph C. Passalaqua, prior shareholder and director and officer of ATI Nationwide.-45-

~~The Company intends on~~Table ~~using~~of this acquisition to facilitate its performance under the July 11, 2016 Master Joint Venture and Operational Agreement with Nationwide Microfinance Limited, a Ghanaian corporation, as disclosed in the Company’s July 14, 2016 Form 8-K (see exhibit table above).Contents

~~In both acquisitions,~~REPORT ~~the~~OF ~~Company~~INDEPENDENT ~~purchased~~REGISTERED ~~the~~PUBLIC ~~shares~~ACCOUNTING with the intent to hold in its personal account on a restricted basis absent registration or qualification under an exemption to registration. The Stock Purchase Agreements were privately negotiated between the parties without facilitation through brokers or promotors, or third-parties, except legal counsel, and were approved by the Company’s Board of Directors as being in the best interests of the Company. The source of funds was working capital from the Company. There is no material relationship between the Company and any of the parties under the Stock Purchase Agreements.FIRM

~~As with any business~~To ~~plan~~the ~~that~~Board isof ~~aspirational~~Directors inand ~~nature,~~Stockholders ~~there is no assurance we will be able to accomplish all~~ of ~~our~~AMERICATOWNE ~~objective or that we will be able to meet our financing needs to accomplish our objectives~~Inc.

FWe have audited the accompanying consolidated balance sheets of AMERICATOWNE Inc. and its subsidiaries (the “Company”) as of December 31, 2017 and 2016, and the related statement of operations, stockholders' equity, and cash flows for each of the years in the two-6-year period ended December 31, 2017. The Company's management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

~~[Financial~~We conducted ~~Index]~~our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit 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 consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~Mission~~In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company. as of December 31, 2017 and 2016, and the results of operations and cash flows for each of the years in the two–year period ended December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.

~~"AmericaTowne is~~Yichien ~~to be a world-class~~Yeh, globally respected and profitable company, providing value to its customers, the environment and the lives of the people we service." This statement is a forward-looking statement; however, the Company has already made strides in facilitating relationships intended to advance its mission.CPA

~~The Company's aim is~~Oakland ~~to provide upper and middle-income consumers in China with "Made In The USA" goods and services allowing customers to experience the United States' culture and lifestyle. In achieving this objective~~Gardens, ~~our~~New ~~focus is to create a $2.4 billion enterprise through on four initiatives:~~York

~~(1) The development of~~April ~~a United States International Trade Center in Chizhou and Shexian China with employees and/or independent contractors focusing on advancing our initial business objective~~11, ~~which is to be the "go-to" place for all things "Made in the USA."~~2017

(2) The development of upwards of 20 AmericaTowne communities in China with each community consisting of upwards of 50 United States based companies, and upscale hotels, villas, children theme parks, senior care and educational facilities - ~~all based upon United States culture and lifestyle.~~46-

~~(3) The development of~~Table anof ~~internet platform in Chinese to complement (1) and (2), above, focusing on importing "Made in the USA" goods and services to China through internet sales.~~Contents

(4) The development of franchise operations in the United States and internationally to support and advance the above-referenced initiatives.

AMERICATOWNE Inc. and Subsidiaries
Consolidated Balance Sheets

	December 31			December 31
		2017			2016


ASSETS
Current Assets
Cash and cash equivalents	$	900,168		$	973,015
Notes receivable - related parties		73,000			—
Accounts receivable, net		764,800			610,715
Accounts receivable, net - related parties		2,336,179			687,966
Other receivables - related parties		180,547			259,569
Prepayment-current		644			644
Total Current Assets		4,255,338			2,531,909

Prepayment-non current		7,035			7,675
Property, plant and equipment, net		41,264			25,861
Deferred tax assets		169,291			10,774
Goodwill		40,331			40,331
Investments		3,860			3,860
Total Assets	$	4,517,119		$	2,620,410

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	80,611		$	240,287
Deferred revenues-current		1,258,930			328,929
Other payables		1,060			5,016
Deposit from customers		1,469			—
Due to related parties		8,646			42,839
Income tax payable		53,309			42,972
Total Current Liabilities		1,404,025			660,043
Deferred revenues-non current		49,441			53,981
Total Liabilities		1,453,466			714,024

Commitments & Contingencies

Shareholders' Equity
Preferred stock, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding		—			—
Common stock, $0.0001 par value; 100,000,000 shares authorized, 48,985,026 and 26,974,775 shares issued and outstanding		4,899			2,697
Common stock subscribed		87			90
Additional paid-in capital		5,684,903			3,329,750
Deferred compensation		(2,359,220	)		(1,450,842	)
Receivable for issuance of stock		(90,223	)		(65,223	)
Retained Earnings		(204,425	)		98,631
Noncontrolling interest		27,632			(8,717	)
Shareholders' Equity		3,063,653			1,906,386
Total Liabilities and Shareholders' Equity	$	4,517,119		$	2,620,410


See Notes to Consolidated Financial Statements

These initiatives are admittedly aspirational in nature. Our intent is to accomplish the majority, if not all, of our initiatives, but there is no assurance we will or that our financing needs to meet our initiatives will be met.-47-

~~The Company currently~~Table has 30 exporters in our export program. Our intention is to bring the United States International Trade Center in Chizhou and Shexian China online in 2017. We expect to complete our initial trade operations with our exporters in 2017. In addition, our office in Raleigh, North Carolina is operational and serves as our base and model for our export franchise operations planned in the United States and other locations. The AmericaTowne Community planned in China and our Internet operations with Chinese websites planned are not yet operational. While we plan to have robust operations in the United States and international locations to support the AmericaTowne concept and trade center, we expect the bulk of ~~our operations and revenue will come from China.~~Contents

China's economy and its government impact our revenues and operations. While we have an agreement in place with the government in Meishan Ningbo China to operate the United States International Trade Center in Chizhou and Shexian China, there is no assurance that we will operate the center successfully. Additionally, the Company will need government approval in China to operate other aspects of our business plan. There is no assurance that we will be successful in obtaining approvals from government entities to operate other aspects of our business plan.

AMERICATOWNE Inc. and Subsidiaries
Consolidated Statements of Operations


	For the Years Ended
		December 31, 2017			December 31, 2016


Revenues
Sales	$	478,011		$	1,209,540
Services-related parties		1,296,992			550,000
		1,775,003			1,759,540
Cost of Revenues-Related Parties		303,549			244,486
Gross Profit		1,471,454			1,515,054

Operating Expenses
General and administrative		1,567,366			1,275,141
Professional fees		371,096			317,044
Total operating expenses		1,938,462			1,592,185
Income from operations		(467,008	)		(77,131	)

Other Expenses (Income)		(2,352	)		(2,441	)

Provision for income taxes		(146,512	)		(3,549	)
Net Income (Loss)		(318,144	)		(71,141	)

Less: Net loss (income) attributable to the noncontrolling interest		15,088			33,525

Net income (loss) attributable to AMERICATOWNE, Inc common stockholders	$	(303,056	)	$	(37,616	)

Earnings per share - basic and diluted	$	(0.01	)	$	(0.003	)
Weighted average shares outstanding- basic and diluted		35,356,412			26,599,745


See Notes to Consolidated Financial Statements.

~~The Company is in the development phase and intends to be in the business set forth in the forward~~-~~looking statements herein. As such, the Company is not subject to all risks inherent in the establishment of a start~~48-~~up business enterprise.~~

~~F-7-~~Table of Contents

[Financial Index]

AMERICATOWNE Inc. and Subsidiaries
Consolidated Statements of Stockholders' Equity
For the Years Ended December 31, 2017 and 2016

			Americatowne Inc. Shareholders
																				Non-
			Preferred Stock			Common Stock				Common Stock		Additional Paid-In		Retained		Deferred		Receivable for Issuance		Controlling
		Total	Shares		Amount	Shares		Amount		Subscribed		Capital		Earnings		Compensation		of stock		Interest


Balance, December 31, 2015	$	1,343,671	-	$	-	25,243,205	$	2,524	$	-	$	2,438,099	$	136,246	$	(1,233,198)	$	-	$	-

Shares Issued for Service		875	-		-	8,718		1		-		874		-		-		-		-

Shares Issued for Compensation		-	-		-	617,190		62		-		654,236		-		(654,298)		-		-

Amortization of Deferred Compensation		436,653	-		-	-		-		-		-		-		436,653		-		-

Shares issued for Debt Conversion		169,168	-		-	171,628		17		-		169,151		-		-		-		-

Shares Issued for Proceeds		235,970	-		-	934,034		93		90		301,010		-		-		(65,223)		-

Business Combination		(534)	-		-	-		-		-		-		-		-		-		(534)

Capital Contribution		145,049	-		-	-		-		-		119,706		-		-		-		25,343

Acquisition of non-business entity		(353,325)	-		-	-		-		-		(353,325)		-		-		-		-

Net loss for the Period		(71,141)	-		-	-		-		-		-		(37,616)		-		-		(33,525)

Balance, December 31, 2016	$	1,906,386	-	$	-	26,974,775	$	2,697	$	90	$	3,329,750	$	98,631	$	(1,450,842)	$	(65,223)	$	(8,717)

Shares Issued for Compensation		-				11,148,892		1,115				1,519,879				(1,520,994)

Amortization of Deferred Compensation		612,616														612,616

Shares Issued for Proceeds		734,991				10,861,359		1,086		(3)		758,908						(25,000)

Capital Contribution		127,803										76,365								51,438

Net loss for the Period		(318,144)												(303,056)						(15,088)

Balance, December 31, 2017		3,063,653	-	$	-	48,985,026	$	4,899	$	87	$	5,684,903	$	(204,425)	$	(2,359,220)	$	(90,223)	$	27,632



See Notes to Consolidated Financial Statements.

~~NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~-49-

~~Basis~~ Table of ~~Presentation~~Contents

These consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP").

AMERICATOWNE Inc. and Subsidiaries
Consolidated Statements of Cash Flows


	For the Years Ended
		December 31, 2017			December 31, 2016


Operating Activities:
Net income (loss)	$	(318,144	)	$	(71,141	)
Adjustments to reconcile net income to net cash provided by operations
Depreciation		8,484			3,388
Stock compensation		612,616			436,653
Stock issued for services		—			875
Bad debt provision		198,443			128,816
Changes in operating assets and liabilities:
Accounts receivable, net		(2,000,740	)		(568,573	)
Other receivable		0			—
Other receivable - related parties		74,495			(278,811	)
Prepayment		640			2,436
Deferred tax assets		(158,517	)		(10,774	)
Accounts payable and accrued expenses		(159,678	)		274,187
Deferred revenues		925,460			319,847
Other payables		(3,956	)		5,016
Deposit from customers		1,469			—
Due to related parties		74,114			62,080
Income tax payable		10,337			7,225
Net cash provided by (used in) operating activities		(734,977	)		311,224

Investing Activities:
Purchase of fixed assets		(23,885	)		(10,891	)
Issuance of notes receivable		(73,000	)		—
Acquisition of subsidiaries		—			(350,000	)
Net cash used in Investing activities		(96,885	)		(360,891	)

Financing Activities:
Proceeds from issuance of common stock		759,015			381,019
Net cash provided by financing activities		759,015			381,019

Increase (Decrease) in cash and cash equivalents		(72,847	)		331,352
Cash and cash equivalents at beginning of period		973,015			641,663
Cash and cash equivalents at end of period	$	900,168			973,015

Supplemental disclosure of cash flow information		—
Interest paid	$	—		$	535
Income taxes paid	$	—		$	—

Noncash investing and financing activities:
Shares issued to convert notes payable and other debts	$	—			169,168


See Notes to Consolidated Financial Statements.

~~Accounting Method~~-50-

~~The Company's financial~~Table ~~statements are prepared using the accrual method~~ of ~~accounting. The Company has elected a fiscal year ending on December 31.~~Contents

~~Use~~ AMERICATOWNE Inc. Notes ofto ~~Estimates~~Consolidated Financial Statements

~~The preparation of financial~~NOTE statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period1. InORGANIZATION ~~the~~AND ~~opinion~~DESCRIPTION ofOF ~~management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.~~BUSINESS

~~Financial~~AmericaTowne, Inc. ~~Instruments~~(the “Company”) was incorporated under the laws of the State of Delaware on April 22, 2014. The Company is engaged in exporting and consulting in the exportation of American made goods, products and services to China and Africa through strategic relationships in China and in the United States, which is referred to internally by the Company as the “AmericaTowne Platform”. The Company’s forward-looking vision is to create a physical location called AmericaTowne in China that incorporates business selling the “American experience” in housing, retail, education, senior care and entertainment. On June 6, 2016, the Company purchased the majority and controlling interest in ATI Modular Technology Corp (“ATI Modular”), formerly Global Recycle Energy, Inc. through the acquisition of 100,000,000 shares (86%) of restricted common stock. The Stock Purchase and Sale Agreement dated June 2, 2016 (the “SPA”) closed on June 6, 2016 with the $175,000 payment of the purchase price to Joseph Arcaro, prior shareholder, and sole director and officer of ATI Modular.

~~The~~ATI Modular ~~carrying~~is ~~amount~~engaged ~~reported~~ in the ~~balance~~development and the exporting of modular energy efficient technology and processes that allow government ~~sheet~~and private enterprises in China to use US based methods for ~~cash,~~creating ~~accounts~~modular ~~receivable~~spaces, ~~accounts payable~~facilities, ~~accrued~~and ~~expenses,~~properties. ~~interest~~The ~~payable~~Company's forward-looking vision is to create a physical location and ~~short-term~~manufacturing ~~notes~~facility ~~payable~~that ~~approximate~~promotes the export of US based technology, ~~fair~~equipment, ~~value~~and ~~because~~process that focuses on building modular buildings, and structures of all types that will be used by both the ~~immediate~~public and orprivate ~~short-term~~building ~~maturity~~and oftechnology ~~these~~sectors ~~financial~~in ~~instruments~~China.

~~Cash~~On October ~~Equivalents~~3, 2016, the Company purchased the majority and controlling interest in ATI Nationwide Holding Corp (“ATI Nationwide”), formerly EXA, Inc. OTC:Pinks (EXAI) through the acquisition of 65,000,000 shares (65.5%) shares of restricted common stock. The Stock Purchase and Sale Agreement dated October 3, 2016 (the “SPA EXAI”) closed on October 10, 2016 with the $175,000 payment of the purchase price to Joseph C. Passalaqua, prior shareholder and director and officer of ATI Nationwide.

The Company ~~considers all~~intends ~~highly~~on ~~liquid~~using ~~investments~~this acquisition to facilitate its performance under the July 11, 2016 Master Joint Venture and Operational Agreement with ~~maturity~~Nationwide ofMicrofinance ~~three~~Limited, ~~months~~a orGhanaian ~~less~~corporation, ~~when~~as ~~purchased~~disclosed toin bethe ~~cash~~Company’s ~~equivalents~~July 14, 2016 Form 8-K (see exhibit table above).

~~Concentration~~In both acquisitions, the Company purchased the shares with the intent to hold in its personal account on a restricted basis absent registration or qualification under an exemption to registration. The Stock Purchase Agreements were privately negotiated between the parties without facilitation through brokers or promotors, or third-parties, except legal counsel, and were approved by the Company’s Board of ~~Credit~~Directors as being in the best interests of the Company. The source of funds was working capital from ~~Risk~~the Company. There is no material relationship between the Company and any of the parties under the Stock Purchase Agreements.

~~Financial instruments~~As ~~that~~with ~~potentially~~any ~~subject~~business ~~the~~plan ~~Company~~that tois aaspirational ~~significant~~in ~~concentration~~nature, ofthere ~~credit~~is ~~risk~~no ~~consist~~assurance ~~primarily~~we ofwill ~~cash~~be ~~and~~able ~~cash~~to ~~equivalents. The~~accomplish ~~Company~~all ~~maintains~~our ~~deposits~~objective ~~in federally insured financial institutions in excess of federally insured limits. However, management~~or ~~believes~~that ~~the~~we ~~Company~~will isbe ~~not~~able ~~exposed~~ to ~~significant~~meet ~~credit~~our ~~risk~~financing ~~due~~needs to ~~the~~accomplish ~~financial~~our ~~position of the depository institutions in which those deposits are held~~objectives.

~~Property, Plant, and Equipment~~-51-

~~Property, plant and equipment~~Table ~~are initially recognized recorded at cost. Gains or losses on disposals are reflected as gain or loss in the period~~ of disposal. The cost of improvements that extend the life of plant and equipment are capitalized. These capitalized costs may include structural improvements, equipment and fixtures. All ordinary repairs and maintenance costs are expensed as incurred.Contents

~~F-8-~~NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

~~[Financial~~Basis of ~~Index]~~Presentation

~~Depreciation~~These financial ~~for~~statements ~~financial reporting~~have ~~purposes~~been isprepared ~~provided~~in ~~using~~accordance ~~the~~with ~~straight-line~~generally ~~method~~accepted ~~over~~accounting ~~the~~principles ~~estimated~~in ~~useful~~the ~~lives~~United States of ~~the~~America ("U.S. ~~assets:~~GAAP").

~~Office~~Principles of ~~equipment 5 years~~Consolidation

~~For~~The consolidated financial statements include the ~~year~~accounts ~~ended~~of ~~December 31,~~the ~~2016~~Company and ~~2015,~~all ~~depreciation~~its ~~expense~~majority-owned issubsidiaries ~~$3,388~~which ~~and~~require ~~$1,989,~~consolidation. Inter-company ~~respectively~~transactions have been eliminated in consolidation.

~~Investments~~Accounting Method

~~Investments primarily~~The ~~include~~Company's ~~cost~~financial ~~method~~statements ~~investments.~~are Onprepared ~~December~~using ~~31, 2016,~~ the ~~carrying~~accrual ~~amount~~method of ~~investments is $3,860~~accounting. ~~There~~The ~~are~~Company nohas ~~identified~~elected ~~events or changes in circumstances that may have~~ a ~~significant~~fiscal ~~adverse~~year ~~effect~~ ending on ~~fair value of the investment as of~~ December 31~~, 2016~~.

~~Income~~Use of ~~Taxes~~Estimates

~~Income taxes are provided~~The inpreparation ~~accordance with Statement~~ of ~~Financial~~financial ~~Accounting~~statements ~~Standards~~in ~~ASC~~conformity ~~740~~with ~~Accounting~~generally ~~for~~accepted ~~Income~~accounting ~~Taxes.~~principles Arequires ~~deferred~~management ~~tax~~to ~~asset~~make ~~or liability~~estimates isand ~~recorded~~assumptions ~~for~~that ~~all~~affect ~~temporary~~the ~~differences~~reported ~~between~~amounts ~~financial~~of assets and ~~tax~~liabilities ~~reporting~~ and ~~net~~disclosure ~~operating~~of ~~loss~~contingent ~~carry~~assets ~~forwards.~~and ~~Deferred tax~~liabilities ~~expense~~at ~~(benefit)~~the ~~results~~date ~~from~~of the ~~net~~financial ~~change~~statements ~~during~~and the ~~year~~reported amounts of ~~deferred~~revenues ~~tax assets~~ and ~~liabilities.~~expenses ~~Deferred~~during ~~tax~~the ~~assets~~reporting ~~are~~period. ~~reduced by~~In ~~a valuation allowance when, in~~ the opinion of management, ~~it is more likely than not that some portion of~~ all ofadjustments ~~the~~necessary ~~deferred tax~~in ~~assets~~order ~~will~~to bemake ~~realized. Deferred tax assets and liabilities are adjusted for~~ the ~~effects~~financial ofstatements ~~changes~~not inmisleading ~~tax~~have ~~laws~~been ~~and rates~~included. onActual ~~the~~results ~~date~~could ofdiffer ~~enactment~~from those estimates.

~~The Company was established~~Financial under the laws of the State of Delaware and is subject to U.S. federal income tax and Delaware state income tax. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts and are based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred income tax assets to the amount expected to be realized. On December 31, 2016, there are no deferred tax assets and liabilities. The Company accrued $34,746 income tax for the year ended December 31, 2015. The Company had $66,020 of income tax liability as of December 31, 2016.Instruments

~~For~~The carrying amount reported in the ~~year~~balance ~~ended~~sheet ~~December 31~~for cash, ~~2016~~accounts receivable, ~~statutory~~accounts ~~U.S~~payable, ~~tax~~accrued ~~rate~~expenses, isinterest ~~17%~~payable and ~~based~~short-term onnotes ~~the~~payable ~~Company’s~~approximate ~~pre-tax~~fair ~~net~~value ~~income~~because inof ~~2016.~~the ~~The~~immediate ~~Company’s~~or ~~2016~~short-term ~~effective income~~maturity ~~tax~~of ~~rate~~these isfinancial ~~17%~~instruments.

~~Earnings per Share~~Cash Equivalents

~~In February 1997, the~~The ~~FASB~~Company ~~issued~~considers ~~ASC~~all ~~260,~~highly ~~"Earnings~~liquid ~~per~~investments ~~Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities~~ with ~~publicly~~maturity ~~held common stock. ASC 260 supersedes the provisions~~ of ~~APB~~three ~~No.~~months ~~15,~~or ~~and requires~~less ~~the~~when ~~presentation~~purchased ofto ~~basic~~be ~~earnings~~cash ~~(loss) per share and diluted earnings (loss) per share~~equivalents. ~~The Company has adopted the provisions of ASC 260 effective (inception).~~

~~Basic earnings and net~~Concentration ~~loss per share amounts are computed by dividing the net income by the weighted average number~~ of ~~common~~Credit ~~shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.~~Risk

~~F-9-~~Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. However, management believes the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held.

~~[Financial Index]~~-52-

~~Segment~~Table of ~~Information~~Contents

~~The standard~~Property, ~~"Disclosures~~ ~~about Segments of an Enterprise and Related Information"~~Plant, ~~codified with ASC 280, requires certain financial~~ and supplementary information to be disclosed on an annual and interim basis for each reportable segment of an enterprise. The Company believes that it operates in business segment of marketing and sales in China while the Company's general administration function is performed in the United States. On December 31, 2016, all assets and liabilities are located in the United States where the income and expense has been incurred since inception to December 31, 2016.Equipment

~~Impact~~Property, plant and equipment are initially recognized recorded at cost. Gains or losses on disposals are reflected as gain or loss in the period of ~~New~~disposal. ~~Accounting~~The cost of improvements that extend the life of plant and equipment are capitalized. These capitalized costs ~~Standards~~may include structural improvements, equipment and fixtures. All ordinary repairs and maintenance costs are expensed as incurred.

~~The Company does not~~Depreciation ~~expect~~for ~~the~~financial ~~adoption~~reporting ofpurposes ~~recently~~is ~~issued~~provided ~~accounting~~using ~~pronouncements~~the tostraight-line ~~have~~method aover ~~significant impact on~~ the ~~Company's~~estimated ~~results~~useful lives of ~~operations, financial~~the ~~position, or cash flow.~~assets:

~~Pushdown~~Office ~~Accounting and~~equipment ~~Goodwill~~3-5 years

~~Pursuant to applicable~~For ~~rules (FASB ASC 805-50-S99)~~ the ~~Company~~years ~~used~~ended ~~push~~December ~~down accounting to reflect Yilaime Corporation's purchase of 100% of the shares of the Company's common stock. Richard Chiang~~31, ~~the~~2017 ~~Company's~~and ~~prior sole shareholder entered into an agreement to sell an aggregate of 10~~2016,~~000,000~~ ~~shares~~depreciation ofexpense ~~the~~is ~~Company's common stock to Yilaime Corporation effective upon the closing date of the Share Purchase Agreement dated June 26~~$8,484 ~~2014. Richard Chiang executed the agreement~~ and ~~owned no shares of the Company's common stock. This transaction resulted in Yilaime Corporation retaining rights~~$3,388, ~~title and interest to all issued and outstanding shares of common stock in the Company~~respectively.

The purchase cost for the agreement was $40,000. The Company used $40,000 as a new accounting basis for its net assets. Since there was no assets on the company's book on June 26, 2014, to make the company's net assets $40,000, the Company recorded $40,331 in goodwill ($40,331-$331=$40,000; $331 was a liability due to a related party). Therefore, in recognizing push down accounting, the Company's net asset increased by the amount reflected by Goodwill. Investments

~~Purchased~~Investments primarily ~~goodwill~~include ~~from acquisitions~~cost ismethod ~~$178~~investments. On December 31,~~325~~ 2017 and ~~$175~~2016,~~000~~ ~~for~~the ~~acquiring~~carrying ~~ATI~~amount ~~Modular~~of ~~and~~investments ~~ATI~~was ~~Nationwide~~$3,860 and $3,860, respectively. There are no identified events or changes in ~~2016,~~circumstances ~~none~~that ofmay ~~which~~have isa ~~deductible~~significant adverse effect on fair value ~~for~~of ~~tax~~the ~~purposes~~investment as of December 31, 2017.

~~Revenue Recognition~~Income Taxes

~~The~~Income taxes ~~Company's~~are ~~revenue recognition~~provided ~~policies~~in ~~comply~~accordance with ~~FASB~~Statement of Financial Accounting Standards ASC ~~Topic~~740 ~~605~~Accounting for Income Taxes. ~~Revenue~~A deferred tax asset or liability is ~~recognized~~recorded ~~when~~for ~~persuasive~~all ~~evidence~~temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of andeferred ~~arrangement~~tax ~~exists,~~assets ~~delivery~~and liabilities. Deferred ~~has~~tax ~~occurred~~assets are reduced by a valuation allowance when, in the ~~price~~opinion of management, it is ~~fixed~~more orlikely ~~determinable,~~than ~~collectability~~not isthat ~~reasonably~~some ~~assured,~~portion of all of the deferred tax assets will be realized. Deferred tax assets and ~~there~~liabilities are noadjusted ~~significant~~for ~~subsequent~~the effects of changes ~~obligations~~in ~~for~~tax laws and rates on the ~~Company~~date toof ~~assume~~enactment.

~~Prior~~The Company was established under the laws of the State of Delaware and is subject to anU.S. ~~agreement,~~federal income tax and Delaware state income tax. Deferred income tax assets and liabilities are computed for differences between the ~~Company~~financial ~~assesses~~statement ~~whether~~and ~~collectability~~tax ~~from~~bases of assets and liabilities that will result in future taxable or deductible amounts and are based on enacted tax laws and rates applicable to the ~~potential~~periods ~~customer~~in iswhich ~~reasonably~~the ~~assured~~differences are expected to affect taxable income. ~~The~~Valuation ~~Company~~allowances ~~reviews~~are ~~the~~established ~~customer's~~when necessary ~~financial~~to ~~condition~~reduce deferred income tax assets to the amount expected to be realized. On December 31, ~~which~~2017 and 2016, there is andeferred ~~indicator~~tax assets of ~~both~~$169,291 ~~its~~$10,774, ~~ability~~respectively. toThe ~~pay~~Company had $53,309 and $42,972 inof ~~turn,~~income ~~whether~~tax orliability ~~not~~as ~~revenue~~of isDecember ~~realizable~~31, 2017 and 2016, respectively.

~~F-10-~~Earnings per Share

~~[Financial~~In February ~~Index]~~1997, the FASB issued ASC 260, "Earnings per Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. ASC 260 supersedes the provisions of APB No. 15, and requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted the provisions of ASC 260 effective (inception).

The ability to pay is an important criterion for entrance into an agreement with the customer. If management believes that the potential customer does not have the ability to pay, normally an agreement is not entered into with the customer.-53-

~~If, at the outset an~~Table ~~arrangement is entered into and the Company determines that the collectability~~ of the revenue amount from the customer is questionable, management would not recognize revenue until it receives the amount due or conditions change so that collectability is reasonably assured. If collectability is reasonably assured at the outset of an arrangement, but subsequent changes in facts and circumstances indicate collection from the customer is no longer probable, the amount is recorded as bad debt expense.Contents

~~There~~Basic earnings ~~are~~(loss) ~~two~~per ~~primary customer~~common ~~agreements~~share ~~currently~~is ~~offered~~computed by dividing net income (loss) available to common shareholders by the ~~Company's~~weighted-average number ~~customers~~of shares of common stock outstanding during the period. Diluted earnings per common share is computed by dividing income available to common shareholders by the weighted-average ~~(a)~~number ~~Licensing,~~of ~~Lease~~shares ~~and~~of ~~Use~~common ~~Agreement~~stock ~~("Licensing~~outstanding ~~Agreement"),~~during the period increased ~~and~~to ~~(b)~~include ~~Exporter~~the ~~Services~~number ~~Agreement~~of ~~("Exporter~~additional ~~Agreement")~~shares of common stock that would have been outstanding if potentially dilutive securities had been issued. There were no potentially dilutive securities outstanding during the periods presented.

~~(a)~~For the ~~Licensing~~years ended December 31, ~~Lease~~ 2017 and ~~Use~~2016, ~~Agreement~~diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

~~For the License, Lease~~Segment ~~and Use Agreement, the Company reflects revenue recognition over the course of the term.~~Information

~~(b)~~The standard, ~~Exporter~~"Disclosures ~~Services~~about Segments of an Enterprise and Related Information", codified with ASC 280, requires certain ~~Agreement~~financial and supplementary information to be disclosed on an annual and interim basis for each reportable segment of an enterprise. The Company believes that it operates in business segment of marketing and sales in China while the Company's general administration function is performed in the United States. On December 31, 2017, all assets and liabilities are in the United States where the income and expense has been incurred since inception to December 31, 2017.

~~For services provided~~Impact ~~in the Exporter Service Agreement, the Company has two primary types~~ of ~~services~~New ~~called~~Accounting the Service Fee and Transaction Fee. Additionally, under certain circumstances, the Company may charge an Extension Fee. The customer under the Exporter Services Agreement is defined in this section as the "Exporter."Standards

The Company ~~Service~~does ~~Fee~~not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.

~~Upon signing the Exporters~~Pushdown ~~Agreement,~~Accounting ~~the Exporter is provided with services consisting of eight related components including: 1) market analysis; 2) review of proposed goods~~ and services; 3) expectations for supply and demand in the market; 4) conducting export business in China; 5) information on financing; 6) information on the export tax savings programs; 7) international trade center assistance; and 8) selecting and assigning a tax saving company. All eight components of the Service Fee are delivered as one deliverable upon the signing or shortly thereafter of the Exporter Service Agreement with the exporter. The Company completes the earnings process upon the signing the Exporter Service Agreement since the one service fee deliverable has been delivered and we have no further obligations. Revenue is not recognized until the completion of these eight components and the Company has no further obligations.Goodwill

~~The~~Pursuant to ~~Transaction~~applicable ~~Fee~~rules (FASB ASC 805-50-S99) the Company used push down accounting to reflect Yilaime Corporation's purchase of 100% of the shares of the Company's common stock. Richard Chiang, the Company's prior sole shareholder entered into an agreement to sell an aggregate of 10,000,000 shares of the Company's common stock to Yilaime Corporation effective upon the closing date of the Share Purchase Agreement dated June 26, 2014. Richard Chiang executed the agreement and owned no shares of the Company's common stock. This transaction resulted in Yilaime Corporation retaining rights, title and interest to all issued and outstanding shares of common stock in the Company.

~~During this process,~~Revenue the Exporter's goods and services are tested in the market, buyers or identified, deals or negotiated and the exporter products and services are delivered, and payment is made. The Transaction Fee is normally a percentage of each transaction.Recognition

~~F-11-~~The Company's revenue recognition policies comply with FASB ASC Topic 605. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, collectability is reasonably assured, and there are no significant subsequent obligations for the Company to assume.

~~[Financial~~Prior to ~~Index]~~an agreement, the Company assesses whether collectability from the potential customer is reasonably assured. The Company reviews the customer's financial condition, which is an indicator of both its ability to pay, and, in turn, whether or not revenue is realizable.

The ~~Transaction Fee process~~ ~~includes~~ability ~~the~~to ~~Exporter's~~pay ~~participation~~is inan ~~three~~important ~~programs:~~criterion 1)for ~~the~~entrance ~~Sample~~into ~~and Test Market Program; 2) Market Acceptance Program; and 3) Export Delivery Action. In the Sample and Test Market Program,~~ an ~~Exporter's~~agreement ~~products~~with ~~and services are tested in~~ the ~~market; sources~~customer. ofIf ~~goods~~management ~~and~~believes ~~services~~that ~~are confirmed; price indications are confirmed; and an Exporter and buyer match occurs. In~~ the ~~Market~~potential ~~Acceptance~~customer ~~Program,~~does ~~the~~not ~~export~~have ~~deal is identified and negotiated. Finally, in~~ the ~~Export~~ability ~~Delivery~~to ~~Action~~pay, ~~the~~normally ~~goods~~an ~~are~~agreement ~~shipped and delivered and payment~~ is ~~made. The Company does~~ not ~~recognize~~entered ~~revenue~~into ~~until~~with ~~completion of these three programs and~~ the ~~Company has no further obligations~~customer.

~~Throughout the life of the Exporter Agreement, the Company expects Exporters to complete multiple transactions. Each transaction is a separate and independent process.~~-54-

~~The~~Table of ~~Extension Fee~~Contents

~~The~~If, at ~~Extension~~the ~~Fee~~outset is an ~~independent~~arrangement ~~accounting unit. The Extension Fee~~ is aentered ~~fee~~into ~~charged~~and tothe ~~those~~Company ~~Exporters~~determines ~~who~~that inthe ~~rare~~collectability ~~cases for whatever reason fail to avail themselves~~ of the ~~Transaction~~revenue ~~Process.~~amount ~~The~~from ~~Exporter has one-year to participate in~~ the customer ~~Sample~~is ~~and~~questionable, ~~Test~~management ~~Market~~would ~~Program. Afterwards,~~not ~~provided~~recognize norevenue ~~transaction~~until ~~has~~it ~~occurred~~receives ~~and~~ the ~~Exporter~~amount ~~agrees~~due toor ~~pay~~conditions achange ~~fee~~so ~~equal to 25% of the original Service fee~~that ~~within~~collectability ~~thirty~~is ~~(30)~~reasonably ~~days~~assured. ~~(the~~If ~~"Extension~~collectability ~~Fee"),~~is ~~the~~reasonably ~~Exporter~~assured ~~may~~at ~~continue~~ the ~~Transaction~~outset ~~Process.~~of Ifan ~~the~~arrangement, ~~Extension~~but ~~Fee~~subsequent ischanges ~~not paid, the Exporter's participation and membership~~ in ~~the~~facts ~~Sample~~ and ~~Test~~circumstances ~~Program~~indicate ~~terminates.~~collection Infrom the ~~event~~customer ofis ~~termination, the~~no ~~balance~~longer ofprobable, ~~any~~the ~~prior~~amount ~~fees~~ is ~~still~~recorded ~~due~~as ~~and~~bad debt ~~payable~~expense.

~~Provided that the Exporter~~There ~~agrees~~are totwo ~~pay~~primary ~~the~~customer ~~Extension~~agreements ~~Fee~~currently ~~and~~offered ~~continues~~to ~~with~~ the ~~Transaction~~Company's ~~Process,~~customers at- ~~the~~(a) ~~end~~Licensing, ofLease ~~the Transaction Process~~ and ~~the~~Use ~~last Transaction~~Agreement ~~Fee deliverable is made, the Transaction Fee Process is completed. Upon completion, the Company has no further obligations,~~("Licensing ~~revenue is recognized~~Agreement"), and ~~the~~(b) Exporter isServices ~~invoiced~~Agreement ~~for~~("Exporter ~~both the Extension Fee and the Transaction Fee~~Agreement").

~~After the Exporter pays the Extension Fee, if no transaction has occurred for sixty~~ (60a) ~~calendars days~~ Licensing, ~~the~~Lease ~~Company is exempt from any obligation to provide further Transaction Process services~~ and itUse ~~recognizes revenue of the Extension Fee.~~Agreement

~~The~~For the License, Lease and Use Agreement, the Company ~~recognizes~~ reflects revenue onrecognition aover ~~gross~~the ~~basis~~course of the term.

~~We have gross presentation~~(b) ~~for~~Exporter ~~services~~Services ~~provided by Yilaime, a contractor to the Company prior to the consummation of an arrangement~~Agreement.

InFor services ~~accordance~~provided ~~with~~in ~~ASC605-45-45~~the Exporter Service Agreement, the ~~gross~~Company ~~basis~~has totwo ~~recognize~~primary ~~revenue~~types ~~applies~~of ~~since~~services called the Service Fee and Transaction Fee. Additionally, under certain circumstances, the Company ismay charge an Extension Fee. The customer under the ~~primary~~Exporter Services ~~obligor~~Agreement is defined in this section as the ~~arrangement~~"Exporter."

The ~~Company expects to~~ ~~realize~~Service revenue for export funding and support, and franchise and license fees for United States support locations, and education initiatives. Additionally, if and when the Company further develops AmericaTowne, revenues would be expected to be recognized for (a) villa sales, rentals, timeshare and leasing; (b) hotel leasing and or operational revenues and sales; (c) theme park and performing art center operations, sales and/or leasing; and (d) senior care facilities, operations and or sales.Fee

~~The~~Upon signing ~~Company~~the ~~does~~Exporters ~~not~~Agreement, the Exporter is provided with services consisting of eight related components including: 1) market ~~provide~~analysis; ~~unconditional~~2) ~~right~~review of ~~return,~~proposed ~~price~~goods ~~protection~~and services; 3) expectations for supply and demand in the market; 4) conducting export business in China; 5) information on financing; 6) information on the export tax savings programs; 7) international trade center assistance; and 8) selecting and assigning a tax saving company. All eight components of the Service Fee are delivered as one deliverable upon the signing or ~~any~~shortly ~~other~~thereafter ~~concessions~~of tothe ~~its~~Exporter ~~customers~~Service Agreement with the exporter. The Company completes the earnings process upon the signing the Exporter Service Agreement since the one service fee deliverable has been delivered and we have no further obligations. Revenue is not recognized until the completion of these eight components and the Company has no further obligations.

~~F-12-~~The Transaction Fee

~~[Financial~~During this ~~Index]~~process, the Exporter's goods and services are tested in the market, buyers or identified, deals or negotiated and the exporter products and services are delivered, and payment is made. The Transaction Fee is normally a percentage of each transaction.

~~There~~The Transaction ~~was~~Fee ~~sales~~process ~~return~~includes the Exporter's participation in three programs: 1) the Sample and Test Market Program; 2) Market ofAcceptance ~~$849~~Program; and 3) Export Delivery Action. In the Sample and Test Market Program,~~000~~ ~~for~~an Exporter's products and services are tested in the ~~year~~market; ~~ended~~sources ~~December~~of 31goods and services are confirmed; price indications are confirmed; and an Exporter and buyer match occurs. In the Market Acceptance Program, ~~2016~~the export deal is identified and negotiated. Finally, in the Export Delivery Action, the goods are shipped and delivered and payment is made. The Company does not recognize revenue until completion of these three programs and the Company has no further obligations.

~~Valuation~~Throughout the life of ~~Goodwill~~the Exporter Agreement, the Company expects Exporters to complete multiple transactions. Each transaction is a separate and independent process.

~~We assess goodwill for~~The ~~potential~~Extension impairments at the end of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the asset. In evaluating goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If we conclude that it is not more likely than not that the fair value of a reporting unit is less than its carrying value, then no further testing of the goodwill assigned to the reporting unit is required. However, if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment to be recognized, if any.Fee

~~In the first step of~~The ~~the~~Extension ~~review~~Fee ~~process,~~is wean ~~compare~~independent ~~the~~accounting ~~estimated fair value of the reporting~~ unit ~~with its carrying value~~. IfThe ~~the~~Extension ~~estimated~~Fee ~~fair~~is ~~value of~~a ~~the~~fee ~~reporting~~charged ~~unit~~to ~~exceeds~~those ~~its~~Exporters ~~carrying~~who ~~amount,~~in norare ~~further~~cases ~~analysis~~for ~~is needed. If the estimated fair value of the reporting~~whatever ~~unit~~reason isfail ~~less than its carrying amount, we proceed~~ to ~~the~~avail ~~second~~themselves ~~step~~ of the ~~review~~Transaction ~~process~~Process. toThe ~~calculate~~Exporter ~~the~~has ~~implied~~one-year ~~fair~~to ~~value of~~participate ~~the reporting unit goodwill~~ in ~~order~~the toSample ~~determine~~and ~~whether~~Test ~~any impairment is required~~Market Program. WeAfterwards, ~~calculate~~provided ~~the~~no ~~implied~~transaction ~~fair~~has ~~value~~occurred ~~of the~~and ~~reporting unit goodwill by allocating~~ the ~~estimated~~Exporter ~~fair~~agrees ~~value~~to ofpay ~~the~~a ~~reporting~~fee ~~unit~~equal to ~~all~~25% of the ~~assets~~original ~~and liabilities of~~Service ~~the~~fee ~~reporting~~within ~~unit~~thirty as(30) ifdays (the ~~reporting~~"Extension ~~unit~~Fee"), ~~had~~the ~~been~~Exporter ~~acquired~~may incontinue athe ~~business~~Transaction ~~combination~~Process. If the ~~carrying~~Extension Fee ~~value~~is ofnot paid, the ~~reporting unit~~Exporter's ~~goodwill~~participation ~~exceeds~~and ~~the~~membership ~~implied~~in ~~fair value of~~ the ~~goodwill,~~Sample weand ~~recognize~~Test anProgram ~~impairment loss for that excess amount~~terminates. In ~~allocating~~ the ~~estimated~~event ~~fair value~~ of termination, the ~~reporting~~balance ~~unit to all~~ of ~~the~~any ~~assets~~prior ~~and~~fees ~~liabilities~~is ofstill ~~the~~due ~~reporting unit, we use industry~~ and ~~market~~ ~~data, as well as knowledge of the industry and our past experiences~~payable.

We base our calculation of the estimated fair value of a reporting unit on the income approach. For the income approach, we use internally developed discounted cash flow models that include, among others, the following assumptions: projections of revenues and expenses and related cash flows based on assumed long-~~term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. We base these assumptions on our historical data and experience, third~~55-~~party appraisals, industry projections, micro and macro general economic condition projections, and our expectations.~~

~~We have had no goodwill~~Table ~~impairment charges for the period from April 22, 2014 (inception) through December 31, 2016, and as~~ of ~~December 31, 2016, the estimated fair value of each of our reporting units exceeded its' respective carrying amount by more than 100 percent based on our models and assumptions.~~Contents

~~NOTE~~Provided that 3the Exporter agrees to pay the Extension Fee and continues with the Transaction Process, at the end of the Transaction Process and the last Transaction Fee deliverable is made, the Transaction Fee Process is completed. ~~ACCOUNT~~Upon completion, the Company has no ~~RECEIVABLES~~further obligations, revenue is recognized, and the Exporter is invoiced for both the Extension Fee and the Transaction Fee.

~~The~~After the ~~nature~~Exporter ofpays the ~~accounts receivable~~Extension ~~for December 31~~Fee, ~~2016~~if inno ~~the~~transaction ~~amount~~has ofoccurred ~~$1,519,902 are~~ for ~~Export~~sixty ~~Service~~(60) ~~Agreements.~~calendars ~~The~~days, the Company's ~~allowance~~is ~~for~~exempt ~~bad~~from ~~debt~~any isobligation ~~$221,221,~~to ~~which~~provide ~~provides~~further aTransaction ~~net~~Process ~~receivable~~services ~~balance~~and it recognizes revenue of ~~$1,298,681~~the Extension Fee.

~~Accounts' receivable~~The ~~are~~Company ~~stated~~recognizes atrevenue ~~the amount management expects to collect from outstanding balances. Management provides for probable uncollected amounts through a charge to earnings and a credit to an allowance for bad debts based~~ on ~~its assessment of the current status of individual accounts. Balances that are still outstanding after management has used reasonable collection efforts are written off through~~ a ~~charge~~gross ~~to the allowance for bad debts and a credit to accounts receivable~~basis.

~~F-13-~~We have gross presentation for services provided by Yilaime, a contractor to the Company prior to the consummation of an arrangement.

~~[Financial~~In accordance ~~Index]~~with ASC605-45-45, the gross basis to recognize revenue applies since the Company is the primary obligor in the arrangement.

~~Accounts~~The Company ~~receivable~~expects ~~consist~~to realize revenue for export funding and support, and franchise and license fees for United States support locations, ofand education initiatives. Additionally, if and when the ~~following:~~Company further develops AmericaTowne, revenues would be expected to be recognized for (a) villa sales, rentals, timeshare and leasing; (b) hotel leasing and or operational revenues and sales; (c) theme park and performing art center operations, sales and/or leasing; and (d) senior care facilities, operations and or sales.

	December 31	December 31
	2016	2015
Accounts receivable	$1,215,377	$ $913,666
Accounts receivable- related parties	304,525	37,662
Less: Allowance for doubtful accounts	(221,221)	(92,405)
Accounts receivable, net	$1,298,681	$858,923

The Company does not provide unconditional right of return, price protection or any other concessions to its customers.

~~Bad~~There were ~~debt~~no ~~expense~~sales ~~was $128,816~~returns and ~~$84,767~~allowances ~~for~~from ~~the~~inception ~~fiscal~~to ~~year ended~~ December 31, ~~2016 and December 31, 2015, respectively~~2017.

~~Allowance for bad~~Valuation ~~debt~~of ~~policy~~Goodwill

~~Our~~We assess ~~bad~~goodwill ~~debt~~for ~~policy~~potential ~~is determined~~impairments byat the ~~Company's~~end ~~periodic review~~ of each ~~account~~fiscal ~~receivable~~year, ~~for~~or ~~reasonable~~during ~~assurance~~the ofyear ~~collection.~~if ~~Factors~~an ~~considered~~event or other circumstance ~~are~~indicates that we may not be able to recover the ~~exporter's~~carrying ~~financial~~amount ~~condition~~of the asset. In evaluating goodwill for impairment, ~~past~~we ~~payment~~first assess ~~history~~qualitative iffactors ~~any~~to determine whether it is more likely than not (that is, ~~any~~a ~~conversations~~likelihood ~~with~~of ~~the~~more ~~exporter~~than ~~about~~50 percent) that the ~~exporter's~~fair ~~financial conditions~~value ~~and~~of ~~any~~a ~~other~~reporting ~~extenuating~~unit ~~circumstances~~is less than its carrying amount. ~~Based~~If ~~upon~~we ~~the~~conclude ~~above~~that ~~factors~~it ~~the~~is ~~Company~~not ~~makes~~more alikely ~~determination~~than ~~whether~~not that the ~~receivable~~fair value of a reporting unit is ~~reasonable~~less ~~assured~~than its carrying value, then no further testing of ~~collection.~~the ~~Based~~goodwill ~~upon~~assigned ~~our~~to ~~review~~the ifreporting unit is required. However, if we ~~adjust~~conclude ~~the~~that ~~allowance~~it ~~for~~is ~~bad~~more ~~debt.~~likely Asthan not that the fair value of ~~December~~a reporting unit is less than ~~31,~~its ~~2016~~carrying value, ~~and~~then ~~2015,~~we ~~based~~perform ~~upon~~a ~~our~~two-step ~~limited~~goodwill ~~history,~~impairment ~~our~~test ~~allowance~~to ~~for~~identify ~~bad~~potential ~~debt~~goodwill isimpairment ~~just~~and ~~above~~measure the ~~bad~~amount ~~debt~~of wegoodwill ~~anticipate~~impairment ~~will~~to be ~~written off~~recognized, ~~for~~if ~~the year~~any.

~~NOTE~~In the 4first step of the review process, we compare the estimated fair value of the reporting unit with its carrying value. ~~NOTES~~If ~~PAYABLE~~the estimated fair value of the reporting unit exceeds its carrying amount, no further analysis is needed. If the estimated fair value of the reporting unit is less than its carrying amount, we proceed to the second step of the review process to calculate the implied fair value of the reporting unit goodwill in order to determine whether any impairment is required. We calculate the implied fair value of the reporting unit goodwill by allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit as if the reporting unit had been acquired in a business combination. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of the goodwill, we recognize an impairment loss for that excess amount. In allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit, we use industry and market data, as well as knowledge of the industry and our past experiences.

~~A $25,000 promissory note was issued to Mr. Xianghai Lin, General Manager of Operations in Meishan Island China, for cost of startup operations Mr. Xianghai Lin may incur on behalf of the Company.~~ -56-

~~The~~Table note bears a 5% annual interest rate and its principal and accrued interest are due on December 31, 2015. After the maturity date, the interest rate will increase to 10.5%. This Note is secured by the personal guarantee of ~~Alton Perkins, Chairman of the Company.~~Contents

OnWe base ~~December~~our ~~31,~~calculation ~~2015,~~of ~~unpaid~~the ~~principle~~estimated ~~for~~fair value of a reporting unit on the ~~note~~income isapproach. For the income approach, we use internally ~~$10~~developed discounted cash flow models that include,~~000~~ among others, the following assumptions: projections of revenues and ~~interest~~expenses and ~~expense~~related ~~for~~cash ~~the~~flows ~~year~~based ~~ended~~on ~~December~~assumed 31long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. We base these assumptions on our historical data and experience, ~~2015~~third-party isappraisals, ~~$935~~industry projections, micro and macro general economic condition projections, and our expectations.

OnWe have ~~February~~had ~~13,~~no ~~2016~~goodwill impairment charges for the nine months ended September 30, Mr2017. ~~Lin~~The ~~was~~estimated ~~issued~~fair ~~3,976~~value ~~shares~~of each of our ~~common~~reporting ~~stock~~units atexceeded ~~$2.75~~its' ~~per~~respective ~~share~~carrying toamount ~~pay~~by ~~out~~more ~~the~~than ~~note~~100 ~~with~~percent ~~interest~~based on our models and assumptions.

NOTE 5 3. ~~SHAREHOLDER'S EQUITY~~NOTES RECEIVABLE – RELATED PARTIES

~~The~~On July 12, 2017, the Company ~~incorporates by~~issued ~~reference~~$15,000 ~~all~~secured ~~prior~~promissory ~~disclosures~~note ~~for~~to ~~the~~a ~~period~~shareholder ~~identified~~with ~~herein~~annual 6% interest rate. ~~See~~The ~~Part~~note IIis due on October 30, ~~Item~~2017. 6The interest rate is 9% after the due date. The ~~stockholders'~~note ~~equity~~is ~~section~~secured by the personal guarantee of the borrower ~~Company~~and ~~contains~~ the ~~following~~borrower’s ~~classes~~stock of ~~capital~~the ~~stock~~Company. The note is past due as of December 31, ~~2016:~~2017

~~Common~~On August ~~stock~~31, $2017, ~~0.0001~~the ~~par~~Company ~~value:~~issued ~~100~~$58,000~~,000~~ ~~shares~~secured ~~authorized;~~promissory note to a shareholder with annual 3.5% interest rate. The note 26is due on April 1,~~974,775~~ ~~shares~~2018. ~~issued~~The ~~and~~interest ~~outstanding~~rate is 9% after the due date. The note is secured by the borrower’s stock of the Company.

~~Preferred stock, $ 0~~NOTE 4.~~0001~~ ~~par~~ACCOUNTS ~~value: 5,000,000 shares authorized; but not issued and outstanding.~~RECEIVABLE

~~F-14-~~The nature of the net accounts receivable for December 31, 2017, in the amount of $3,504,547 are for Export Service Agreements. The Company's allowance for bad debt is $403,568 which provides a net receivable balance of $3,100,979

~~[Financial~~Accounts' receivable ~~Index]~~is stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollected amounts through a charge to earnings and a credit to an allowance for bad debts based on its assessment of the current status of individual accounts. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the allowance for bad debts and a credit to accounts receivable.

~~NOTE~~Accounts receivable 6.consist ~~STOCK~~of ~~BASED COMPENSATION~~the following:

In 2016, the following employees were awarded common shares pursuant to their employment lock-up agreement with various terms and options Lillian Mabonga 100,000 common shares, Jay Hsu 477,190 shares and Ying Cheng 40,000 common shares. Additionally, where warranted by cash flow the Company may elect to include money compensation for employees. The Perkins Family Trust received 100,000 shares of common stock at $.05 per share upon Mr. Perkins exercising options for 2016 pursuant to his employment agreement.

	December 31			December 31
	2017			2016

Accounts receivable	$	1,045,412		$	795,727
Accounts receivable- related parties		2,459,135			724,175
Less: Allowance for doubtful accounts		(403,568	)		(221,221	)
Accounts receivable, net	$	3,100,979		$	1,298,681

~~ATI Modular and ATI Nationwide~~Bad ~~entered~~debt ~~employment~~expense ~~lock-up~~was ~~agreements on July 1~~$198,443 ~~2016~~ and ~~December 31~~$128,816 ~~2016~~for ~~with Alton Perkins to serve as~~ the ~~Chairman~~years ofended ~~the Board,~~December ~~President~~31, ~~Chief~~2017 ~~Executive Officer, Chief Financial Officer~~ and ~~Secretary. For both agreements~~2016, ~~the term of Mr~~respectively. Perkins' agreement is five years with ATI Modular and ATI Nationwide retaining an option to extend in one-year periods. In consideration for Mr. Perkins' services, the companies issued to his designee, the Alton & Xiang Mei Lin Perkins Family Trust, 10,000,000 shares of ATI Modular’s common stock. The Companies may elect in the future to include money compensation to Mr. Perkins or his designee for his services provided there is sufficient cash flow.

For the year ended December 31, 2016 and December 31, 2015, $436,653 and $391,798 in stock compensation was charged to operating expenses, respectively and $1,450,842 and $1,233,198 was recorded as deferred compensation on December 31, 2016 and 2015, respectively.-57-

~~NOTE 7. RELATED~~Table ~~PARTIES~~of ~~TRANSACTIONS~~Contents

~~Yilaime Corporation,~~Allowance a Nevada corporation ("Yilaime") and Yilaime Corporation of NC ("Yilaime NC") are related parties to the Company. Yilaime is a "Control Party" to AmericaTowne because it has title to greater than 50% of the issued and outstanding shares of common stock in the Company. Alton Perkins is the majority shareholder and controlling principal of Yilaime, Yilaime NC, Perkins DISC and the Company. Additionally, for ~~those~~bad ~~“trade~~debt centers” set forth below, Mr. Perkins directs all major activities and operating policies of each entity. AmericaTowne, is a “Control Party” for ATI Modular Technology Corp, Anhui Ao De Xin Modular Construction Technology Co., Ltd., of China. The common control may result in operating results or a financial position significantly different from that, which would have been obtained if the enterprises were autonomous. Further, pursuant to ASC 850-10-50-6 the Company lists and provides details for all material Related Party transactions so that readers of the financial statements can better assess and predict the possible impact on performance.policy

~~Nature~~Our bad debt policy is determined by the Company's periodic review of ~~Related~~each ~~Parties~~account receivable for reasonable assurance of collection. Factors considered are the exporter's financial condition, past payment history if any, any conversations with the exporter about ~~Relationship~~the exporter's financial conditions and any other extenuating circumstances. Based upon the above factors the Company makes a determination whether the receivable are reasonable assured of collection. Based upon our review if required we adjust the allowance for bad debt.

~~On October 8, 2014, the~~NOTE ~~Company entered into the Stock Exchange Agreement with Yilaime NC~~5. ~~Pursuant~~SHAREHOLDER'S to the terms of the Stock Exchange Agreement, in consideration for the issuance of 3,616,059 shares of common stock in the Company to Yilaime NC, Yilaime NC conveyed 10,848,178 shares of its restricted common stock to the Company. The intent of the parties in executing and performing under the Stock Exchange Agreement is to effectuate tax-free reorganization under Section 368 of the Internal Revenue Code of 1986. The Company issued the 3,616,059 shares of common stock to Yilaime NC on May 14, 2015. As result of receiving 10,848,178 shares of issued and outstanding common stock in Yilaime (4.5% of issued and outstanding), the Company recorded a $3,860 investment in use of Cost Method.EQUITY

~~F-15-~~The Company incorporates by reference all prior disclosures for the period identified herein. See Part II, Item 6. The stockholders' equity section of the Company contains the following classes of capital stock as of September 30, 2017:

~~[Financial~~Common stock, ~~Index]~~$ 0.0001 par value: 100,000,000 shares authorized; 48,985,026 shares issued and outstanding
~~The Company authorized~~Preferred ~~Yilaime~~stock, NC$ to0.0001 ~~transfer~~par 3value: 5,~~616~~000,~~059~~000 ~~of these~~ shares ~~pursuant~~authorized; tobut ~~the~~not ~~Company's~~issued ~~effective~~and ~~registration statement on Form S-1/A on November 5, 2015~~outstanding.

~~The Company entered a~~NOTE Service Provider Agreement with Yilaime on October 27, 2014 (the "Service Agreement") wherein certain "Export Funding and Support Services" and "Occupancy Services," as defined therein, are provided to the Company in consideration for a fee6. InDEFFERED addition to these fees, Yilaime pays an Operations Fee to the Company for exclusive rights. Mr. Perkins is the Chief Executive Officer of the Company and is the majority shareholder and controlling person of Yilaime.REVENUE

~~The~~ATI Modular ~~Company~~receives ~~also~~$250,000 ~~leased office~~quarterly ~~space~~fee from Yilaime NCfor Sales and Support Services Agreement. In accordance with ASC 605-50-45, the Company defers and recognizes as a reduction to the future costs for quarterly fee. For the year December 31, 2017, $31,~~416/month~~000,000 fee from exclusive agreement incurred; $1,258,929 is booked deferred revenue as current liability on December 31, 2017 and $70,000 went against cost charged by Yilaime.

~~Pursuant to ASC 850-10-50-6,~~NOTE ~~the~~7. ~~Company~~STOCK ~~makes~~BASED ~~the following transaction disclosures for twelve months ending December 31, 2016:~~COMPENSATION

~~Consolidated Operating~~For ~~Statement~~the ~~Related~~years ~~Party~~ended ~~Transactions~~December ~~(for~~31, ~~twelve~~2017 ~~months~~and ~~ending~~2016, ~~December~~$612,616 31and $436,653 ~~2016~~of stock compensation were charged to operating expenses, respectively. $2,359,220 and $1,450,842 were recorded as deferred compensation on December 31, ~~2015)~~2017 and 2016, respectively.

~~(a)~~ATI Modular ~~$700~~entered into an employment lock-up agreement on July 1,~~000~~ ~~and~~2016 ~~$200~~with Alton Perkins to serve as the Chairman of the Board,~~000~~ President, Chief Executive Officer, Chief Financial Officer and Secretary. The term of Mr. Perkins' agreement is five years with ATI Modular retaining an option to extend in ~~revenues~~one-year periods. In consideration for ~~Yilaime~~Mr. Perkins's ~~exclusive~~services, ~~agreement~~ATI ~~with~~Modular has agreed to issue to his designee, the ~~Company;~~Alton & Xiang Mei Lin Perkins Family Trust, 10,000,000 shares of common stock. ATI Modular may elect in the future to include money compensation to Mr. Perkins or his designee for his services provided there is sufficient cash flow.

~~(b)~~On June ~~$350~~20,~~000~~ ~~and~~2017, 0the Company signed the “First Amendment Employment Agreement with Alton Perkins amending the original Employment Agreement dated November 21, 2014. The new Agreement lifts up any lock-up provisions related to shares issued to Alton Perkins or its designee. In addition, in ~~Trade~~accordance ~~Center~~with ~~Service~~the new Agreement, ~~Revenue;~~the Company issued Alton Perkins additional 10,000,000 shares of restricted common stock and extend his employment until June 19, 2022.

~~(c)~~On September ~~$420~~11,~~099~~ ~~and~~2017, ~~126~~the Company signed the “Second Amendment Employment Agreement with Alton Perkins amending the original Employment Agreement dated November 21,~~197~~ in2014, ~~expenses~~as ~~under~~amended ~~costs~~on June 20, 2017. Mr. Perkins agreed to serve as the Chairman and Chief Executive of ~~revenues~~AmericaTowne ~~paid~~Holdings, Inc. as well as continue to ~~Yilaime~~serve for ~~services~~five ~~pursuant~~years tothrough September 11, 2022, in the ~~Service~~same capacity for AmericaTowne, Inc., ATI Modular Technology Corp, and its subsidiary Anhui Ao De Xin Modular New Building Material Co., Ltd. In accordance with the new amended Agreement;, the Company issued Alton Perkins and or his designee 8,831,145 shares of restricted common stock.

(d) $33,118 and $15,300 for general and administrative expenses for rent expenses the Company paid to Yilaime towards its lease agreement; $15,000 and $0 ATI Modular Technology Corp paid rent expenses to Yilaime; and $7,500 and $0 ATI Nationwide Holding Corp paid rent expenses to Yilaime-58-

~~(e)~~Table of ~~$110,939 and $180,961 for Commission and Fees paid to Perkins Hus Export Corporation pursuant to its qualification as an Interest Charge - Domestic International Sales Corporation ("IC-DISC");~~Contents

~~(f)~~NOTE 8. ~~$48,000~~INCOME ~~and 0 for general and administrative operating expenses recorded as Trade Center Service Agreement Expenses;~~TAXES

~~(g)~~Deferred income ~~$282,829~~taxes

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