20-F/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F /A

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

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

For the fiscal year ended December 31, 2008

OR

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

For the transition period from _____________________ to ______________________

Commission file number: 000-50392

TransAKT Ltd.
(Exact name of Registrant as specified in its charter)

(Translation of Registrant’s name into English)

Alberta, Canada
(Jurisdiction of incorporation or organization)

Suite 260, 1414 – 8^thStreet S.W., Calgary, Alberta, Canada, T2R 1J6
(Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each class	Name of each exchange on which registered
None	Not applicable

Securities registered or to be registered pursuant to Section 12(g) of the Act.

Common Stock
(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None (Title of Class)

Indicate the number of outstanding shares of each of the issuer’s capital or common stock as of the close period covered by the annual report.

On December 31, 2008, there were a total of 102,645,120 common shares issued and outstanding.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [ X ] Yes    [ ] No

Indicate by check mark which financial statement item the registrant has elected to follow.     
[ ] Item 17    [ X ] Item 18

_________________________________

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.
[ ] Yes    [ ] No

TABLE OF CONTENTS

PART I		1
Item 1.	Identity of Directors, Senior Management and Advisers	1
Item 2.	Offer Statistics and Expected Timetable	1
Item 3.	Key Information	1
Item 4.	Information on the Company	5
Item 4A.	Unresolved Staff Comments	9
Item 5.	Operating and Financial Review and Prospects	9
Item 6.	Directors, Senior Management and Employees	13
Item 7.	Major Shareholders and Related Party Transactions	16
Item 8.	Financial Information	17
Item 9.	The Offering and Listing	17
Item 10.	Additional Information	18
Item 11.	Quantitative and Qualitative Disclosures About Market Risk	21
Item 12.	Description of Securities Other than Equity Securities	21
PART II		22
Item 13.	Defaults, Dividend Arrearages and Delinquencies	22
Item 14.	Material Modifications to the Rights of Security Holders and Use of Proceeds.	22
Item 15.	Controls and Procedures	22
Item 15T.	Controls and Procedures	22
Item 16.	Code of Ethics	22
PART III		26
Item 17.	Financial Statements	26
Item 18.	Financial Statements	26
Item 19.	Exhibits	26

PART I

Forward-looking statements are not guarantees of future performance. They involve risks, uncertainties and assumptions. Our future results and shareholder values may differ materially from those expressed in these forward-looking statements. Readers are cautioned not to put undue reliance on any forward-looking statements.

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS

Not applicable to Form 20-F/A filed as an Annual Report.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable to Form 20-F/A filed as an Annual Report.

ITEM 3. KEY INFORMATION

3.A. Selected Financial Data

The table below presents selected financial information. Our financial statements are stated in United States dollars (“USD”) and are prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”). The following table presents selected financial information under U.S. GAAP. The table should be read in conjunction with the financial statements and notes thereto and our discussion and analysis included elsewhere in this Annual Report. All dollar amounts in this report are expressed in USD unless otherwise stated.

Selected Financial Data US GAAP
(USD$)

	2008	2007
Operating Revenues	9,546,132	9,687,678
Income (loss) from Operations	(206,483)	(1,463,176)
Net Income (loss)	(420,776)	(921,158)
Net Loss per share (basic and diluted)	(0.00)	(0.01)
Dividends per share	-	-
Weighted Ave Shares Outstanding	102,645,120	99,707,278
Working Capital	1,493,102	1,778,734
Long Terms Debt	-	-
Shareholders’ Equity	1,531,931	1,854,514
Capital Stock	3,260,018	3,260,018
Total Assets	6,161,158	6,331,827

This Annual Report contains financial statements that were prepared in USD with conversions of certain amounts of Taiwan dollars (“TWD”) converted into USD based upon the exchange rate in effect at the end of the calendar year to which the amount relates, or the exchange rate on the date specified. These translations should not be construed as representations that the TWD amounts actually represent such USD amounts or that TWD could be converted into USD at the rate indicated.

3.B. Capitalization and Indebtedness

Not applicable to Form 20-F/A filed as an Annual Report.

3.C. Reasons for the Offer and Use of Proceeds

Not applicable to Form 20-F/A filed as an Annual Report.

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3.D. Risk Factors

INVESTMENT IN OUR COMMON SHARES IS HIGHLY SPECULATIVE. A PROSPECTIVE INVESTOR SHOULD CAREFULLY CONSIDER THE FOLLOWING RISK FACTORS:

Risks Relating to Our Stock

We Have a History of Operating Losses Which May Affect Our Ability to Continue Operations.

We sustained operating losses for each of the fiscal years ended December 31, 2008 and 2007 of respectively $(420,776) and $(921,158). We also anticipate sustaining a loss from operations for the fiscal year ended December 31, 2009. If we are unable to achieve profitability or to raise sufficient capital to carry out our business plan, we may not be able to continue operations.

We Have a Limited Operating History and Are Still Proving the Viability of Our Products and Business Model, and thus, We May Be Unable to Sustain Operations and You May Lose Your Entire Investment.

Since inception, we have been primarily focused on research and development. In April 2003, our products became commercial and in 2006, our product line was changed significantly. We are still adding to our product line and in the process of proving the viability of our products and business model. If we are unable to prove our business model or the viability of our products, we may not be able to sustain operations and our ability to raise additional funding may be jeopardized.

Our Competition Has Greater Resources Than We Do and Can Respond More Quickly To Changes in the Industry Which Could Adversely Affect Our Ability to Compete.

Communications-based businesses are intensely competitive and involve a high degree of risk. Public acceptance of business transacted by us may never reach the magnitude required to be commercially profitable.

Many of our existing competitors, as well as a number of potential new competitors have longer operating histories, greater name recognition, larger customer bases and significantly greater financial, technical and marketing resources than us. These factors may allow them to respond more quickly than us to new or emerging technologies and changes in customer requirements. It may also allow them to devote greater resources than we can to the development, promotion and sale of their products and services. Such competitors may also engage in more extensive research and development, undertake more far-reaching marketing campaigns, adopt more aggressive pricing policies and make more attractive offers to existing and potential employees, strategic partners, advertisers and Internet publishers. In addition, current and potential competitors have established or may establish cooperative relationships among themselves or with third parties to increase the ability of their products or services.

Volatility of World Economic Factors May Affect Our Ability to Raise Capital and Product Costs Which May Affect Our Ability to Continue Operations.

Our revenues, profitability and future growth and the carrying value of assets are substantially dependent on prevailing world economic conditions and fluctuations in influencing factors such as exchange rates, rates of inflation, governmental stability and natural disasters. Our ability to borrow and to obtain additional capital on attractive terms is also substantially dependent upon these factors. The negative impact of these factors on sales orders originating from an affected country would have an adverse effect on our borrowing capacity, revenues, profitability and cash flows from operations. For example, unfavorable changes in exchange rates can increase the cost of our products and reduce revenues resulting in reduced profitability. In the event that our profitability is reduced and we are unable to maintain our profit margins, it may be difficult to raise capital and reduce our borrowing ability. In addition, as has been recently experienced, general downturns in the technology sector worldwide have made fundraising difficult. Since the marketing of our products will require us to raise capital, this may have an adverse affect on our ability to continue operations and to effectively market our products.

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We are Dependent on Key Personnel Who Have Extensive Knowledge With Respect to Our Product and Business and thus, the Loss of One or More of These Individuals May Adversely Affect Our Business.

We are heavily dependent upon the expertise of our management and certain other key officers and directors who have extensive knowledge about our products and our operations, and the loss of one or more of these individuals could have a material adverse effect. We do not maintain key-person insurance policies on any of our executive officers. Since we are a technology based company, our future success also depends on our ability to continue to attract, retain and motivate highly skilled employees in the payments and communications industry. Competition for employees in our industry is intense. We may be unable to retain key employees or attract, assimilate or retain other highly qualified employees in the future. We currently have employment agreements with our key executive officers, engineers and other key employees. These contracts are for five (5) year terms and include non-competition clauses.

If We Are Unable to Respond To the Rapid Technological Change in Our Industry, Our Products Could Become Obsolete and We May Be Unable to Compete Resulting In the Termination of Our Operations.

The communications industry is characterized by rapid and significant technological change. Many communication applications have a short life cycle. For example, our payment system technologies product lines became obsolete and reached their end-of-life. Furthermore, due to changes in governmental policy, the cellular phones that our products were designed to work with have become obsolete. Going forward, our main products will be in the areas of telecommunications equipment, including VoIP hardware, HTT’s USB Dongle designed for use with Skype, HTT’s SkyDECT, HTT’s EZDECT advanced multi-line cordless telephone systems, etc. We also plan to distribute other name-brand telecommunications equipment in Taiwan, China and other regions throughout Asia. Our future success will depend in large part on our ability to continue to respond to such changes. If we are unable to respond to such changes and/or new or improved competing technology is developed, our technology may be rendered non-competitive. In the event that we are unable to respond to these changes, our ability to raise capital to carry out our business plan may be severely restricted. In addition, our profitability may decrease as any existing inventory may need to be sold at a discount. In this event, our cash flow and liquidity would also be decreased.

Government Regulation Could Adversely Affect Our Ability to Sell Our Products.

Laws and regulations directly applicable to communications, commerce and advertising are becoming more prevalent. In addition, the growth and development of the communications industry may prompt calls for more stringent consumer protection laws, both in Canada and abroad, that may impose additional burdens on companies. Recently, the United States government mandated wireless number portability for all new cell phones allowing consumers to keep their existing phone numbers when changing carriers. The implementation of wireless number portability rendered several phones obsolete. In the event that a phone model that our unit attaches to is rendered obsolete by regulations such as wireless number portability, our sales and inventory values would be adversely affected. In addition, to the extent that regulatory bodies put restrictions on VoIP, our ability to compete with major telecommunication companies would be effected. The result would be decreased profitability which may adversely affect our share price.

Government regulations could potentially slow down our expansion plans. We may be required to have our products approved by several regulatory agencies. This process can be onerous and slow, and could adversely affect our ability to meet our financial projections. Compliance with different standards may require additional capital investments and testing. If we are unable to obtain such financing, our business could be adversely impacted.

We Will Need Additional Funds In Order to Implement Our Intended Projects and There Is No Assurance That Such Funds Will Be Available As, If and When Needed Which May Adversely Affect Our Operations.

Cash flow from operations for the fiscal years ended December 31, 2008 and 2007 were $(890,840) and $(1,110,500), respectively. We have been dependent upon the proceeds of equity and non-equity financing to fund operations. No assurances can be given that our actual cash requirements will not exceed our budget or that anticipated revenues will be realized when needed, lines of credit will be available if necessary or that additional capital will be available. We anticipate that over the next twelve (12) months, we will need a minimum of $3,000,000 to sustain operations and market our products effectively.

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Failure to obtain such additional funds on terms and conditions that we deem acceptable may materially and adversely affect our ability to effectively market and distribute our products resulting in decreased revenues which may also result in a decreased share price.

The Market Price of Our Common Shares Has Been and Will In All Likelihood Continue To Be Volatile Which May Adversely Affect the Value of Your Investment.

The market price of our common shares has fluctuated over a wide range and it is likely that the price of our common stock will continue to fluctuate in the future. Announcements regarding acquisitions, the status of corporate collaborations, regulatory approvals or other developments by us or our competitors could have a significant impact on the market price of our common shares.

Our shares currently trade on the Over-the-Counter Bulletin Board (“OTCC.BB”) with limited trading. If this market is not sustained or we are unable to satisfy any future trading criteria that may be imposed by the National Association of Securities Dealers (“NASD”), there may not be any liquidity for our shares. We have generated only limited revenue from the sale of our products to date. These factors could have a negative impact on the liquidity of any investment made in our stock.

The Value and Transferability of Our Shares May Be Adversely Impacted By the Penny Stock Rules.

In addition, holders of our common stock in the United States may experience substantial difficulty in selling their securities as a result of the “penny stock rules.” Our common stock is covered by the penny stock rules, a Securities and Exchange Commission (“SEC”) rule that imposes additional sales practice requirements on broker-dealers who sell such securities to persons other than established customers and accredited investors, generally institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. For transactions covered by the rule, the broker-dealer must make a special suitability determination for the purchaser and transaction prior to the sale. Consequently, the rule may affect the ability of broker-dealers to sell our securities and also may affect the ability of purchasers of our stock to sell their shares in the secondary market. It may also cause fewer broker-dealers to make a market in our stock.

The Large Number of Shares Eligible for Future Sale by Existing Shareholders May Adversely Affect the Market Price for Our Common Shares.

Future sales of substantial amounts of our common shares in the public market, or the perception that such sales could occur, could adversely affect the market price of our common shares. At December 31, 2008, we had 102,645,120 common shares outstanding. On that date, we had no common shares reserved for issuance under our stock option plan; and no common shares reserved for issuance under the warrants issued pursuant to various private placements.

No prediction can be made as to the effect, if any, that sales of shares of our common stock or the availability of such shares for sale will have on the market prices of our common stock.

We Have Limited Sales of Products to Date and No Assurance Can Be Given That Our Products Will Be Widely Accepted In the Marketplace Which May Adversely Affect Your Investment.

Our future sales, and therefore, cash flow and income, and our success, are highly dependent on success in marketing our products and consumer acceptance of those products. If our products are not widely accepted or we are unable to market our products effectively, we may face reduced share prices, decreased profitability, and decreased cash flow.

There Is A Limited Public Market for Our Common Shares At This Time In the United States Which May Affect Your Ability to Sell Our Stock.

Our shares currently trade on the OTCC.BB with limited trading. If this market is not sustained or we are unable to satisfy any future trading criteria that may be imposed by the NASD, there may not be any liquidity for our shares. We have generated only limited revenue from the sale of our products to date. These factors could have a negative impact on the liquidity of any investment made in our stock.

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You Should Not Expect to Receive Dividends.

We have never paid any cash dividends on shares of our capital stock, and we do not anticipate that we will pay any dividends in the foreseeable future. Our current business plan is to retain any future earnings to finance the expansion of our business. Any future determination to pay cash dividends will be at the discretion of our board of directors, and will be dependent upon our consolidated financial condition, results of operations, capital requirements and other factors as our board of directors may deem relevant at that time.

ITEM 4. INFORMATION ON THE COMPANY

History and Development of the Company

TransAKT Ltd. (“we”, “us”, “our” or similar terms was incorporated in the Province of British Columbia on December 10, 1996 as Green Point Resources Inc. On October 18, 2000, we changed our name to Wildcard Wireless Solutions Inc. On June 30, 2001, we filed Articles of Continuance in the Province of Alberta and became an Alberta corporation. On that same day, we conducted an amalgamation with Wildcard Communications Canada Inc., an Alberta corporation, our wholly-owned subsidiary, wherein Wildcard Communications Canada was merged into Wildcard Wireless Solutions Inc. On June 20, 2003, we changed our name to TransAKT Corp. We changed our name from TransAKT Corp. to TransAKT Ltd. on July 12, 2006. The legislation under which we operate is the Alberta Company Act and our registered office is located at Suite 260, 1414 – 8^th Street S.W., Calgary, Alberta, T2R 1J6 (403) 290-1744.

We have operated principally as a research and development company since our inception. Initial seed capital has been directed toward areas of product research and development, patent filings and administration. We initially focused on the research, design, development and manufacturing of mobile payment terminals. However, the sale of these payment terminals reached its end-of life due to changes in cellular phone regulations and limited acceptance in the marketplace. In October 2004, we purchased the existing business and certain assets of IP Mental Inc., a Taiwan-based Voice over Internet Protocol (“VoIP”) hardware and software provider. On November 15, 2006, we acquired Taiwan Halee International Co. Ltd. (“HTT”), a Taiwan-based leading designer, manufacturer and distributor of telecommunications equipment, including specialized VoIP-compatible phone systems. These acquisitions were intended to enable us to remain competitive in the marketplace. Our current business is the design, development and manufacturing of telecommunications equipment, including VoIP compatible telephone systems and multi-line cordless telephone systems.

Over the past three (3) years we have had no major capital expenditures and we currently do not have any planned capital expenditures. In 2004, we purchased the assets of IP Mental Inc. for our shares that were fair valued at USD$2,944,000 and we also advanced them USD$500,000 by way of a promissory note. Other capitalized costs in the transaction were $363,618 which included a finder’s fee in stock of $294,400 and miscellaneous acquisition costs. On May 19, 2006, IP Mental Inc. settled its debt with us in the amount of $505,150 in exchange for the return of 9,300,000 of our common shares. Our outstanding shares were reduced correspondingly. On November 15, 2006, we acquired HTT, for the sum of USD$5,000,000. The purchase price was paid by the delivery to the shareholders of HTT of: (i) USD$200,000 in cash; (ii) USD$300,000 in a promissory note from us due in cash six (6) months after closing; (iii) 50,000,000 of our common voting shares, with a deemed value of USD$0.09 per share; and (iv) 5,000,000 of our common voting shares issued to Mr. James Wu as performance-based compensation. Other than the acquisitions of IP Mental Inc. and HTT, we have generally only had capital expenditures on computer equipment, tools and dies, patents, and trademarks.

We have mainly financed our operations through the use of debt and the issuance of equity in private placements. In October 2006, we repaid a loan we took against inventory produced to fund our first commercial run of our payment terminals. We settled the loan for USD$90,000 using funds raised from the private placement of our shares. In the short-term and until our sales are sufficient to fund operations, we will continue to finance our operations through debt or equity financing.

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Business Overview

1. Operations and Principal Activities

We began operations in 1997 and commercialized our first product line of mobile point-of-sale (“POS”) terminals in April 2003. With the use of cellular phones, these terminals allow merchants to accept payments anywhere, anytime. In October 2004, through the acquisition of the business and certain assets of IP Mental Inc., we entered the VoIP business. We currently offer a range of telecommunications products including VoIP equipment and advanced multi-line cordless phone systems.

We sustained operating losses for each of the fiscal years ended December 31, 2008 and 2007 of $(420,776) and $(921,158), respectively. In addition, we expect to incur an operating loss in 2009.

We have operated principally as a research and development company since our inception. Initial seed capital has been directed toward areas of product research and development, patent filings and administration. We have now completed development of our initial products and have entered into the sales and distribution phase. Our current business is the design, development and manufacturing of mobile wireless solutions and telecommunications equipment and solutions for enterprise and consumer markets including VoIP solutions in Taiwan and the Far East. In 2009, our business will include the design, manufacturing, and distribution of telecommunications equipment, including specialized VoIP compatible phone systems and multi-line cordless telephone systems, and the distribution of name brand telecommunications equipment including Panasonic, Sanyo, Siemens, etc. in Taiwan and the Far East.

2. Principal Markets

Our mobile point-of-sale (“MPOS”) products are no longer available. HTT’s products are currently distributed in Taiwan and we plan to expand distribution to China, other regions of Asia and North America beginning in 2009. We have had limited revenues in the last four (4) fiscal years as we only began marketing our VoIP products in October 2004.

Our first product was the TransAKT™. The TransAKT™ is a wireless point-of-sale (“WPOS”) device that clips onto the back of certain Motorola cellular phones providing the user with a mechanism for swiping cards with magnetic stripes (e.g., credit cards, debit cards, etc.) for conducting wireless commercial transactions. Once attached, the phones are used to send transaction information over the cellular network to the processing center for credit approval. This application provides mobile merchants, business professionals and consumers with voice, data and transactional capability all in one handheld device. TransAKT™ was never adapted for use with other types of cellular phones and is no longer offered.

Our second product line is VoIP products and solutions. These products allow communication over the World Wide Web at reduced communication rates. Our products range from Universal Serial Bus (“USB”) plug and play phones to stand alone phone adapters and phones. We currently offer a range of telecommunication and VoIP products developed by HTT, including a USB dongle adapter for use with a DECT phone with Skype, HTT’s SkyDECT cordless phone system that integrates use of VoIP, a traditional telephone based on a landline and EZDECT specialized multi-line cordless phone systems.

It is not our intention to engage in the capital and management intensive industry of manufacturing our products. We intend to outsource our manufacturing, warehousing and distribution. Following this approach, we do not expect that we will experience volatility in our gross margins because all outsourcing will be undertaken on a fixed contract basis. We have spent considerable time identifying suitable international engineering and manufacturing firms.

We are not generally restricted to manufacturers for our products. To date, we have been able to select from a number of potential contractors and manufacturers and have been able to contract with well-organized firms that have a proven track record. Our MPOS products are no longer in production and our VoIP products are being manufactured in Taiwan and China.

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3. Seasonality

Our products can be used all year round and are not affected by seasonal trends.

4. Sources and Availability of Raw Materials

All raw materials for our products are sourced from China, Taiwan and the United Kingdom. Due to the fact that our products use computer components, the price of these components can be highly volatile and are subject to the risk of obsolescence. In order to control costs and the risk of obsolescence, we contract with a manufacturer at a set price for the building of our product over a number of terminals. The manufacturer becomes responsible for making sure enough inventory is in stock, and if not available, quickly implements minor product changes to allow for components to be replaced. This process is conducted for all manufacturing of our products.

5. Marketing Channels

We are no longer marketing the MPOS products. For VoIP, we plan to align ourselves with Internet Service Providers (“ISPs”), computer retailers, telephone companies, and computer manufacturers to capitalize on the existing distribution infrastructure. These large established partners normally will fund and support extensive domestic and international marketing programs for our products. We plan to develop new businesses and joint ventures and to enter into distribution agreements to diversify our products, clients and geographic revenue base. We have recruited a senior sales executive from a major consumer electronics corporation to help us develop the Asian market for our products.

Our VoIP marketing is being conducted through the association with distribution partners in several countries on a global basis. We attend trade shows to market to the distributors and once signed we provide them with marketing and technical support in order to enhance their sales.

The marketing of the VoIP products is targeted at consumers and small businesses that are calling internationally on a regular basis. With our products, consumers can have the benefit of either calling free inside our network or at reduced rates outside the network.

6. Patents or Licenses

Patent rights, copyrights, trademarks, trade secrets and similar intellectual property are important to our success. We rely on patent, trademark and copyright law, trade secret protection and confidentiality or license agreements with our employees, customers, partners and others to protect their proprietary rights. Our patent application for our VoIP technology filed in United States was cancelled and we are no longer pursuing any patents for this technology. In addition, all our intellectual properties relating to the MPOS technologies have become obsolete and were written off on December 20, 2006.

7. Competitive Position

Competition in the cordless phone market is currently decreasing. Innovation in this market is focusing on combining different technologies in new ways. Our management believes that our SKYDECT, a single device capable of connecting to different technologies, is one such device. Our research and development team is focusing on creating more such products.

We currently generate revenues, at least in part, through the distribution of name brand products in Taiwan. Our management believes that this provides us with an insider’s view of some of the latest developments and trends in technology and design. It also may provide us with relationships that can be utilized for globalizing some of our new products. For example, we have formed a partnership with SANYO to develop a Wi-Fi phone and a GSM/Wi-Fi dual mode phone.

We do not rely on a single revenue base or third parties for revenue generation. We also have kept our marketing, allowances or rebates to a minimum. Our management believes that these factors will allow us to effectively compete in the industry and keep costs minimal, thereby allowing us to focus on intellectual property development.

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The VoIP industry is relatively young and several of the more well-known players have much greater resources than we do. They have used their resources to get their name out to the public and become leaders in the industry. Some of the more well-known companies are Vonage, Packet 8, and Net 2 Phone. Our current share of the global VoIP market is negligible.

Our main focus is on telecommunications equipment, including VoIP hardware and multi-line cordless telephone systems. We also plan to distribute other name-brand telecommunications equipment in Taiwan, China and other regions throughout Asia. These areas are marked by strong competition and rapid change. The following summarizes our current competitors.

VTech

VTech was founded in Hong Kong in October 1976 by two (2) engineers. VTech began its operations with 2,000 sq. ft. of office space and a staff of forty (40) employees. Sales in VTech’s first year were under US$1 million. Today, VTech has worldwide operations and approximately 20,000 employees. In fiscal year 2006, VTech recorded annual sales of US$1 billion.

In 1984, VTech introduced its first self-designed satellite receiver. By 1991, VTech had designed a new generation of high frequency cordless telephones employing microwave technology - the 900MHz cordless phone.

Subsequently, VTech introduced several new generations of 900MHz cordless phones and has –established itself as a leading provider of high-frequency cordless phones in the US.

In 1988, to assist in business expansion, VTech moved its production facilities to Dongguan, Guangdong province in southern China. Currently, VTech has two (2) manufacturing sites in China, located at Houjie town and Liaobu Science Park, within hours of its headquarters in Hong Kong.

VTech acquired the consumer phone business of Lucent Technologies, as well as a license to sell AT&T branded products on wireline telephones and accessories in the US and Canada in April 2000. These transactions allowed VTech to expand its product range to be sold under both the "VTech" and the "AT&T" brand names.

In August of 2002, VTech launched the industry's first 5.8GHz cordless phone in the US. Furthermore, VTech amended the AT&T brand license agreement in which the revised terms granted VTech exclusive rights to sell AT&T-branded wireline telephone products and accessories in Greater China, and non-exclusive rights in Europe, Mexico, Central and South America.

Uniden

Uniden's principal activities are to develop, manufacture and sell telecommunication equipments and related products. Its operations are carried out through the following divisions: telephone-related equipment; wireless communication and applied equipment; digital home appliances and others. The telephone-related equipments division deals in cordless phones and mobile phones. The wireless communication and applied equipment division deals in handheld walkie-talkies radios, radar detectors and scanners. The other activities include marine electronics, CB radios and business phones manufacturing. Uniden develops its products in Japan and China and has manufacturing facilities in Asia. Its North American subsidiary manufactures and markets wireless consumer products for sale in North, Central, and South America. Uniden had sales of $729 million in 2006.

Advance Wireless Technology Corp.

Advance Wireless Technology Corp. (“Advance Wireless”) was established in 2000 as a design house engaged in the development of wireless communication and networking products. Its founders were predominantly from a Taiwan-based communication company, Vidar SMS (Sun Moon Star) Group, which develops and markets pagers and cellular phones.

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Over the years, Advance Wireless has expanded its core wireless technologies to include Bluetooth products, GSM phone modules, wireless PBXs, home gateways and VoIP products such as phones and gateways. Advance Wireless plans to focus on DECT-based products and IP PBXs in the next two (2) years.

DECT cordless phones supporting voice and data transmission have been Advance Wireless’ main product line. To generate sales, Advance Wireless sells its finished products and licenses its wireless technologies.

In 2005, net revenues reached USD$9,167,708 and USD$8,385,075 was attained in 2006.

BBK Communication Equipment Ltd.

Founded in 1995 as one of three (3) subsidiaries (communication equipment, A/V electronics, and educational electronics), BBK Communication Equipment Ltd. (“BBK”) specializes in the research, development, production and distribution of DECT phones, 2.4G digital cordless telephones, GSM WLL/FWP phones, basic telephones, caller ID phones, and 46-49MHz cordless telephones. BBK has business partners in Russia and Vietnam, and is expanding worldwide. BBK currently sells only to the Chinese market. It has a 43,000 sq. ft. facility in China and annual sales of $150 million.

8. Government Regulations

We are not aware of any current material effects of government regulations on our business. However, the VoIP industry is in its infancy and is not currently heavily regulated, and thus, in the future, governments may put in place regulations that affect our ability to compete in foreign markets with local communications providers. In addition, regulations may also come into effect in our domestic market that limits our ability to compete with incumbent telephone companies.

Organizational Structure

We have one (1) wholly owned subsidiary, TransAKT Holdings Limited (a Turks and Caicos company). TransAKT Holdings Limited owns all of the issued and outstanding shares of TransAKT Taiwan Corp, our Taiwan based operating company. Other than holding the shares of TransAKT Taiwan Corp., TransAKT Holdings Limited is non-active. TransAKT Taiwan Corp. owns all of the issued and outstanding shares of HTT (a Taiwan corporation).

Property, Plants and Equipment

We have no material tangible fixed assets as we subcontract all manufacturing to third parties.

ITEM 4A. UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Operating Results

In 2007, we expanded our product portfolio with the launch of our EZ DECT multiline cordless telephone systems. These revolutionary products allow small offices to create extensions to their telecommunications similar to a PABX system, but without the need for wires. Full functionality including 3-way conference calls and multiple lines of up to 16 cordless phones provide smaller offices with mobile, reliable communications.

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In September 2007, we entered into a distribution agreement with Senao Telecom, a subsidiary of Chung-Hua Telecom. Senao Telecom is a well known publicly traded telecommunications company in Taiwan with projected total revenues of over USD $500 million in 2007. Senao Telecom has more than two hundred (200) retail outlets in Taiwan, and will be distributing HTT branded products throughout its well established channels. We anticipate generating $200,000 in annual revenues as a result of this agreement.

In the fourth quarter of 2007, we began expansion of our operations into China and we received regulatory approval of our operations in the second quarter of 2008. Management expects to achieve exponential revenue growth and profits beginning in the third quarter of 2009.

1. Changes in Net Sales or Revenues

Revenues for the year ended December 31, 2008 decreased by $141,546 to $9,546,132 compared to $9,687,678 for the same period in 2007. The decrease was due to the economic downturn during the fiscal year. We expect our sales to improve in 2009.

2. Impact of Inflation

Inflation is not considered to be a material factor affecting our continuing operations, as the inflation rate of the country in which we are presenting our financial statements remains low.

3. Impact of Foreign Currency Fluctuations

Our revenue and cost of product sales are primarily earned and spent in Taiwan dollars (“TWD”). Operating expenses are likewise primarily denominated in TWD. Consequently, significant movements in exchange rates may have a significant impact on our financial results. In addition, sales and cost of products for our Taiwan office are based in United States dollars (“USD”) while operational expenses are in TWD, and therefore, any significant movements in exchange rates between the USD and the TWD may also have a significant impact on our financial results.

4. Governmental Economic, Fiscal, Monetary of Political Policies

There are no known governmental economic, fiscal, monetary or political policies or factors that have materially affected, or could materially affect, directly or indirectly, our operations or investments by host country shareholders.

1. Sources of Liquidity

Our primary source of liquidity as of December 31, 2008 is our cash on hand and accounts receivable. Net cash (used in) operations for the year ended December 31, 2008 was $(890,840) as compared to net cash (used in) operations of $(1,110,500) during the same period in 2007. The decrease in net cash used in operating activities was a result of the decrease in cost of sales and operating expenses described below. Our cash and cash equivalents were $205,658 and $228,061 as of December 31, 2008 and 2007, respectively. Our current assets totaled $6,122,329 on December 31, 2008. Our current liabilities were $4,629,227 on December 31, 2008. Working capital was $1,493,102 as of December 31, 2008.

In management’s opinion, our working capital is currently sufficient for our present requirements. Nevertheless, we will continue to evaluate alternative sources of capital to meet our growth requirements, including other asset or debt financing, issuing equity securities and entering into other financing arrangements. There can be no assurance, however, that any of the contemplated financing arrangements described herein will be available and, if available, can be obtained on terms favorable to us.

Historically, operations and short-term financing have been sufficient to meet our cash needs. We believe that we will be able to generate revenues from sales and raise capital through private placement offerings of our equity securities to provide the necessary cash flow to meet anticipated working capital requirements. However, our actual working capital needs for the long and short -term will depend upon numerous factors, including operating results, competition, and the availability of credit facilities, none of which can be predicted with certainty. Future expansion will be limited by the availability of financing products and raising capital.

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Our Cash Flows

Net sales

Net sales for the year ended December 31, 2008 totaled $9,546,132 compared to $9,687,678 for the year ended December 31, 2007, a decrease of $141,546 or approximately 1.5% . The increase was due to the economic downturn during the fiscal year. We expect our sales to improve in 2009.

Cost of Sales

Cost of sales for the year ended December 31, 2008 totaled $8,489,638 or approximately 88.9% of net sales compared to $9,440,398 or approximately 97.4% for the year ended December 31, 2007, a decrease of $950,760 or approximately 10%. The decrease was due to decreased purchase costs including purchase allowance from major vendors for the year ended December 31, 2008.

Operating Expenses

Operating expenses for the year ended December 31, 2008 totaled $1,262,977 or approximately 13% of net sales compared to $1,710,456 or approximately 18% for the year ended December 31, 2007, a decrease of $447,479 or approximately 26%. The decrease in operating expenses was due to decreases in travel expense, commission, and professional fee, which is partially offset by increases in payroll and pension expenses.

Income (Loss) from Operations

Loss from operations for the year ended December 31, 2008 totaled $(206,483) or approximately (2.2)% of sales compared to $(1,463,176) or approximately (15.1)% of sales for the year ended December 31, 2007, a decrease of $1,256,693. The decrease in loss from operations was primarily due to decreased purchase costs and operating expenses recognized in 2008.

Interest Expense

Interest expense for the year ended December 31, 2008 totaled $122,573 compared to $113,138 for the year ended December 31, 2007, an increase of $9,435 or approximately 8.3% . The increase was due to increased capital requirements to finance the launch of new product lines during the fiscal year.

Net Income (Loss)

Loss for the year ended December 31, 2008 totaled $(420,776) compared to $(921,158) for the year ended December 31, 2007, an increase of $500,382. The decrease in net loss was primarily due to decreases in purchase costs and operating expenses recognized in 2008 as described above.

2. Financial Instruments

Net cash provided by financing activities totaled $886,531 for the year ended December 31, 2008, compared with net cash used in financing activities of $1,749,430 for the same period in 2007. The decrease was mainly due to the decrease in cash proceeds received from the private placement of shares and operating loans borrowed. In 2007, we closed a private placement of 8,650,000 shares for total proceeds of $1,037,653. No private placement was closed in 2008.

Net cash provided by (used) in investing activities totaled $20,094 for the year ended December 31, 2008, compared with $(536,360) for the same period in 2007. The increase in cash provided by investing activities was the result of a decrease in restricted cash in 2008 which was partially offset by increase in investments.

3. Material Commitments for Capital Expenditures

We anticipate expanding our current operations in Taiwan into mainland China over the next twelve (12) months. We estimate that expenditures related to this project will be approximately USD$500,000. We intend to finance the project through the private placement of our common shares.

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Research and Development, Patents and Licenses, etc.

In 2007, we spent USD$400,000 for the development of the multiline cordless phone systems. No significant research and development expenses were incurred in 2008.

Trend Information

VoIP has emerged as the next generation global communications platform and has greatly impacted the telecommunications industry. Traditional telecommunications companies are seeing their market share start to erode away as barriers to entry in the industry are dropping due to VoIP. According to Juniper Research, by 2009, the global VoIP market will contribute $32 billion to a total worldwide telephony market of $260 billion, or some 12% of revenues. Ian Cox of Juniper Research says “VoIP will bring new revenue-generating opportunities to the telephony market by combining voice services with other IP applications”. The use of VoIP for communications drastically reduces the cost of long distance.

Many of the networks and much of the hardware available today have problems with Network Address Translation (“NAT”). Our diverse VoIP offerings include a proprietary network that operates in NAT environments as well as behind firewalls, and also includes hardware that works with or without a computer. We currently have four (4) different hardware offerings and are continuing to expand on them.

As more and more companies enter the VoIP market, margins on hardware are shrinking in exchange for capturing clients. As the larger incumbent telecommunications companies enter the market and offer significant discounts to retain their existing client base, we will be forced to offer the same rates in order to stay competitive.

In addition to risks described elsewhere in this report, we are subject to each of, and the cumulative effect of all the following uncertainties. We have risk management practices in place designed to offset these uncertainties to the greatest extent possible, however there are no guarantees that these practices will be effective. These uncertainties include, but are not necessarily limited to:

• Competition in the industry;
• Technological change, new products and standards and dependence on proprietary technologies;
• Third party claims for patent infringement;
• Inability to protect our intellectual property against unauthorized or infringing uses;
• Inability to effectively manage future growth and expansion;
• Dependence on key personnel, products and customers;
• Variances in the industry growth rate;
• Dependence on continuing demand for our products;
• Finite financial resources and the potential need for future financing;
• Dependence on third party manufacturers, suppliers and licensees;
• Potential fluctuations in quarterly results;
• Lengthy and variable sales cycles;
• Acquisitions;
• Reliance on international sales;
• Product liability issues;
• Changes in the regulatory environment;
• Regulatory approval; and
• Changes in currency exchange rates.

Off-Balance Sheet Arrangements

We do not currently have any off-balance sheet arrangements.

Tabular Disclosure of Contractual Obligations

The following table provides information, as of the latest fiscal year, with respect to our known contractual obligations, including amounts aggregated by contractual obligation.

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Year		Amount (for leases)
2009	$	53,942
2010	$	21,483
Total	$	75,425

We lease various office facilities under operating leases that terminate on various dates. Rental expense for these leases consisted of approximately $83,677 and $64,717 for the years ending December 31, 2008 and 2007, respectively. Our lease for office space in Taiwan expires in December 2009 and our lease in Canada expires in 2010.

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

Directors and Senior Management

Name	Age	Position
James Wu	55	Chairman, Chief Executive Officer, President and Director
Taifen Day	49	Chief Financial Officer
Cheng Chun-Chih	62	Director (Chairman of Taiwan Halee International Co. Ltd.)
Dr. Shiau Tzong- Huei	54	Director (Chief Technical Officer of Taiwan Halee International Co. Ltd. and Chairman of TransAKT Taiwan Corp.)
Tseng Ming-Huang	40	Director
Mark Fletcher	45	Director and Corporate Secretary
J.T. Wang	43	Vice President of Asia Operations

None of the above directors or officers is related and no arrangements or understandings with major shareholders, customers, suppliers, or other persons resulted in their selections as a director or officer.

The following summaries include the name, business experience, functions and areas of experience of each of our directors and executive officers.

James Wu - Chairman, Chief Executive Officer, President and Director

Mr. James Wu served as President of IP Mental Inc. from 1997 to 2006. During his tenure at IP Mental Inc., Mr. Wu oversaw the development of a line of VoIP hardware and was part of the development team of the proprietary U&Me VoIP network. Mr. Wu has over twenty (20) years of experience in the information technology and telecommunication business. He has also served as the founder of Cellstar South Africa and Anstek Electronics South Africa, where he successfully grew these businesses. He was also an agent for Asus, COMPEL and Motorola Computer and Cellular Handsets in South Africa.

Taifen Day– Chief Financial Officer

Ms. Day holds a BA from Tunghai University of Taiwan and an MBA from the University of St. Thomas of Texas. She became a Certified Public Accountant in the State of Texas in 1987. After working in Texas for one (1) year, Ms. Day returned to Taiwan where she worked for two (2) years as an in-house Accounting Manager, and then eight (8) years as an auditor (five (5) as a partner) with a public accounting firm. She became a Certified Public Accountant in Taiwan in 1992. Ms. Day then moved to Alberta, receiving her Chartered Accountant designation in 2001, where she currently works performing public company accounting.

Cheng Chun-Chih- Director (Chairman of Taiwan Halee International Co. Ltd.)

Mr. Cheng is the Chairman of Taiwan Halee International Co. Ltd., which was acquired by us for US$5MM on November 15, 2006, and has served in this position since 1997. Prior to joining HTT Mr. Cheng was a consultant to the Economy Department of Taiwan on small and medium industry.

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Dr. Shiau Tzong-Huei- Director (Chief Technical Officer of Taiwan Halee and Chairman of TransAKT Taiwan Corp.)

Dr. Shiau holds a Ph.D in Computer Sciences from the University of Wisconsin-Madison, an MSc in Mathematics from the John Hopkins University and a BSc in Mathematics from the National Taiwan University. Dr. Shiau has been a director of Taiwan Halee since 2003, is a specialist in digital cordless switching and has directed the engineering team at the Hsinchu Science Park (“HSP”) for more than fifteen (15) years. Established in December 1980, HSP leads the high-tech industry as the most respected science park created by the Taiwanese government. Dr. Shiau is the founder and current Chief Technical Officer of Computer & Communications Associates, INC. (now UWIN Technologies), a research and development oriented company.

Tseng Ming-Huang- Director

Mr. Tseng was a founder and currently serves as CEO of CeraMicro Technology Corp. which was started in 2003. From 2001 to 2003, he served as the general manager of international strategy investment for the Wise Group Inc.

Mark Fletcher– Director and Corporate Secretary

Mr. Fletcher has been a member of the Law Society of Alberta since 1988 and has been an associate of the law firm of Thackray Burgess since 2001. Previously, he served as the President of RadioCompass Corp.

J.T. Wang– Vice President of Asia Operations

Mr. Wang Joined us on April 1, 2007. During the past seventeen (17) years, Mr. Wang served as a senior regional manager of Panasonic Taiwan Operations. Mr. Wang has profound knowledge of the telecommunications industry not only in the associated technologies, but also with sales distribution channels.

Compensation

The following table sets forth the amount of compensation paid, and benefits in kind granted, to our directors and members of our administrative, supervisory or management bodies and our subsidiaries for services in all capacities to us and our subsidiaries by any such person(s), including, but not limited to, total amounts set aside or accrued by us or our subsidiaries to provide pension, retirement or similar benefits, within the last full financial year.

Name and Principal Position	Annual Compensation			Long-Term Compensation
	Salary ($)	Bonus ($)	Other Annual Compensation ($)	Stock Awards
				Securities Under Options/ SARs Granted (#)	Restricted Shares or Restricted Share Units ($)
James Wu President & Chief Executive Officer	90,000
J.T. Wang Vice President of Asia Operations	40,000
Taifen Day Chief Financial Officer
Lionel Ni Director

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Mark Fletcher
Director

Tseng Ming-Huang
Director

Leroy Wolbaum
Director

Board Practices

The following table lists information for our last completed financial year (2008) with respect to our directors and executive officers.

Name	Position	Director(1) or Executive Officer Since
James Wu	Chairman, President and CEO	2004/10/25
Cheng Chun-Chih	Director	2006/12/14
Dr. Shiau Tzong-Huei	Director	2006/12/14
Mark Fletcher	Director and Corporate Secretary	2006/05/26
Taifen Day	Chief Financial Officer	2006/07/27
Tseng Ming-Huang	Director	2006/05/25

(1) Each director is elected at our Annual General Meeting and holds office until the next Annual General Meeting or until his or her successor is duly elected or appointed, unless the office is earlier vacated in accordance with our Articles or the Company Act (Alberta) or he or she becomes disqualified as a director.

None of our directors or executive officers has a service contract with us.

Audit Committee

We have no formal audit committee. Our Board of Directors (“Board”) oversees the retention, performance and compensation of our independent auditors, and the establishment and oversight of our systems of internal accounting and auditing control.

Compensation Committee

We have no formal compensation committee. Our Board determines the terms of the compensation packages provided to our senior executive officers, including salary, bonus and awards under our stock option plan and any other compensation plans that we may adopt in the future.

Corporate Governance Committee

We have no formal corporate governance committee. Our Board meets with and discusses current disclosure issuances with our management personnel and with both our Canadian and United States counsel, in order to not only report any matters which should be the subject of either public disclosure or remedial action, but also to assist in establishing reporting and disclosure procedures to ensure that we are in compliance with our disclosure and compliance obligations under applicable laws, rules and obligations.

Employees

We have thirty (30) employees in Taiwan in various capacities and also use independent consultants for all corporate activities. We currently have three (3) independent consultants in addition to our executive Board members that carry out day-to-day operations. One consultant takes care of our sales efforts, the other takes care of overseeing day-to-day operations and the third takes care of investor relations activities.

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Share Ownership

The following table sets forth information, as of June 23, 2009, with respect to the beneficial ownership of our common stock, by each of our executive officers and directors, and by our executive officers and directors as a group. Information is also provided regarding beneficial ownership of common stock if all outstanding options, warrants, rights and conversion privileges (to which the applicable executive officers and directors have the right to exercise in the next sixty (60) days) are exercised and additional shares of common stock are issued.

Beneficial Owner	Common Shares	Options	Total	Percent of
				Class (2)
James Wu (1)	5,000,000	-	5,000,000	4.9%
Cheng Chun-Chih	5,000,000	-	5,000,000	4.9%
Tseng Ming-Huang	50,000	-	50,000	-
Dr. Shiau Tzong-Huei	1,000,000	-	1,000,000	1.0%
Mark Fletcher	-	-	-	-
Taifen Day	-	-	-	-
All Officers and Directors as a	11,050,000	-	11,050,000	10.8%
group

(1)	James Wu is our current President and CEO.
(2)	Based on 102,645,120 common shares outstanding as of June 23, 2009.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

Major Shareholders

The following table sets forth information, as of June 23, 2009, with respect to the beneficial ownership of our common shares by each person known to be the beneficial owner of more than five percent (5%) of the outstanding common shares, by each of our executive officers and directors, including the names of our major shareholders, the number of their shares and the percentage of outstanding shares of each class owned by each of them.

TITLE OF	BENEFICIAL	AMOUNT AND NATURE	PERCENT
CLASS	OWNER	OF BENEFICIAL OWNER	OF
			CLASS (1)
Common	James Wu	5,000,000	4.9%
Common	Cheng Chun Chih	5,000,000	4.9%
Common	Hsieh Chi-Hsien	7,650,000	7.5%
Common	Lin Yu-Hsiung	10,000,000	9.7%
Common	Pan Yu-Jung	6,000,000	5.9%

⁽¹⁾ Based on 102,645,120 common shares outstanding as of June 23, 2009.

During the past three (3) years, the only significant changes in the percentage ownership of shares held by our major shareholders that we are aware of were as follows:

Mr. Gordon Miller – Pursuant to a private placement that closed on June 24, 2004, Mr. Miller purchased 1,000,000 of our shares at USD$0.30 per share.

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In October 2004, we purchased the business and certain assets of IP Mental Inc. in exchange for 12,800,000 of our common shares. On May 19, 2006, IP Mental Inc. settled its debt of USD$505,150 with us. In settlement, IP Mental Inc. surrendered 12,800,000 shares it received as consideration for the sale of its assets in exchange for 3,500,000 shares.

Our major shareholders do not have any different voting rights than those held by any other shareholder.

We are not directly or indirectly owned or controlled by any other corporation(s), by a foreign government or by any other natural or legal person(s) severally or jointly, except as disclosed above. We are not aware of any arrangements, the operation of which may at a subsequent date result in a change in our control.

Related Party Transactions

During the last three (3) fiscal; years, we entered into the following related party transactions.

A loan payable to a related party amounted to $216,632 and $48,954 as of December 31, 2008 and 2007, respectively. The amount is payable to our officers and is interest free, unsecured, all current, and without fixed terms of repayment.

The Company also had loans payable to five shareholders amounted to $60,400 as of December 31, 2008. The unsecured loans bear interest at the rate of 12% per annum, and due on May and June 2010.

As at December 31, 2007, the Company had $178,289 due from an officer of TransAKT Ltd. This amount was unsecured, interest free and due on demand. Subsequently on March 2008, the officer paid $340,000 to clear his debt and loaned the remaining amount to the Company.

Interests of Experts and Counsel

None of our named experts or counsellors was or is employed on a contingent basis, owns an amount of our shares or our subsidiaries which is material to that person, or has a material, direct or indirect economic interest us.

ITEM 8. FINANCIAL INFORMATION

The required financial statements are provided at the end of this Annual Report starting on Page F-1.

ITEM 9. THE OFFER AND LISTING

Offer and Listing Details

(a) Set forth below are the annual high and low market prices for our stock for the last five (5) most recent full financial years ending December 31.

	2004*	2005	2006	2007	2008
High	$0.60	0.23	0.24	0.25	0.12
Low	0.27	0.031	0.04	0.042	0.01

* These numbers represent the annual high and low market prices for our stock since it commenced trading on the TSX Venture Exchange (“TSX”) on October 18, 2000. We voluntarily de-listed from the TSX on September 17, 2004.

(b) Set forth below are the high and low market prices for each full financial quarter for the two most recent full financial years and any subsequent period.

For the Over-the-Counter Bulletin Board (“OTC.BB”)⁽¹⁾

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Year 2007

Quarter	March	June	Sept	Dec
High	0.25	0.23	0.158	0.095
Low	0.06	0.11	0.09	0.042

Year 2008

Quarter	March	June	Sept	Dec
High	0.07	0.07	0.12	.02
Low	0.04	0.02	0.01	.01

Year 2009

Quarter	March
High	0.02
Low	0.01

(1)	Our stock began trading on the OTCC.BB on May 20, 2004.
	(c) Set forth below are the high and low market prices for each month for the most recent six (6) months on the OTC.BB.

Six Months	December	January	February	March	April	May
	2008	2009	2009	2009	2009	2009
High	0.02	0.02	0.01	0.02	0.06	0.04
Low	0.01	0.01	0.01	0.01	0.03	0.03

Plan of Distribution

Not applicable to Form 20-F/A filed as an Annual Report.

Markets

Currently, our shares trade on the OTCC.BB under the symbol TAKDF. There is a limited trading market for our shares and the market is not liquid.

Selling Shareholders

Not applicable to Form 20-F/A filed as an Annual Report.

Dilution

Not applicable to Form 20-F/A filed as an Annual Report.

Expenses of the Issue

Not applicable to Form 20-F filed as an Annual Report.

ITEM 10. ADDITIONAL INFORMATION

Share Capital

Not applicable to Form 20-F/A filed as an Annual Report.

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Memorandum and Articles of Association

Reference is hereby made to our Articles of Amalgamation (“Articles”) and to our Bylaws, each of which is incorporated herein by reference to, respectively, Exhibits 1.1 and 1.2 to our Registration Statement on Form 20-F, file number 000-50392 as filed on September 16, 2003.

On June 23, 2006, our Board and majority shareholders approved an amendment to our Articles to effect the consolidation of our common shares on a 2-for-1 basis.

All stock issuances have been retroactively updated to reflect the 2-for-1 reverse stock split.

Material Contracts

On April 27, 2007, we entered into a consulting agreement with Mr. Liu Fu Ming for a twelve (12) month period beginning on Aprill 27, 2007. Persuant to this agreement, we issued 2,000,000 shares of common stock to Mr. Liu, as compensation for service provided. These shares were recorded at the fair market value of $326,778, based on the price of stock on the agreement date. Since the compensation for services is settled through issuance of shares, we recorded $195,488 as an expense for the period and the balance of $131,290 was recorded as prepaid consulting for the service not performed as part of equity.

Exchange Controls

There are no governmental laws, decrees, regulations or other legislation of Canada that may affect the import or export of capital for use.

Other than the withholding of any taxes due under the terms of specific treaties between countries on dividends paid to our shareholders, there are no restrictions on the remittance of dividends, interests or other payments.

Taxation

The discussions below summarize the material tax considerations relevant to an investment in common shares by individuals and corporations who, for income tax purposes, are resident in the U.S. for purposes of the Convention (as hereinafter defined) and are not resident in Canada, who hold common shares as a capital asset (a “Holder”), and who do not hold the common shares in carrying on a business through a permanent establishment in Canada or in connection with a fixed base in Canada (collectively, "Unconnected U.S. Shareholders" or "Holders"). The tax consequences of an investment in common shares by investors who are not Unconnected U.S. Shareholders may differ substantially from the tax consequences discussed herein. The discussion of U.S. tax considerations is addressed only to Unconnected U.S. Shareholders whose "functional currency" within the meaning of Section 985 of the Internal Revenue Code of 1986, as amended (the "Code"), is the U.S. dollar, and to U.S. citizens who are not residents in the U.S. for the purpose of the Convention, but who otherwise meet the definition of Unconnected U.S. Shareholders. Furthermore, the discussion of U.S. tax considerations do not address the tax treatment of Unconnected U.S. Shareholders that own, or are deemed for U.S. federal income tax purposes to own, ten percent (10%) or more of the total combined voting power of all classes of our voting stock. The discussion of Canadian tax considerations does not address the tax treatment of a trust, company, organization or other arrangement that is a resident of the U.S. and that is generally exempt from U.S. tax.

This discussion does not address all of the income tax consequences that may be applicable to any Holder subject to special treatment under the U.S. federal income tax law or to any particular Holder in light of such Holder's particular facts and circumstances. Some Holders, including tax exempt entities, banks, insurance companies and persons who hold common shares as part of a hedging transaction, may be subject to special or different rules not discussed below. The discussion of U.S. tax considerations is based on the provisions of the Code.

The discussion of Canadian tax considerations is based upon the provisions of the Income Tax Act (Canada) (the "Tax Act"), the Convention between Canada and the U.S. with Respect to Taxes on Income and Capital, as amended from time to time (the "Convention"), and our understanding of published

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administrative practices of Canadian Customs and Revenue Agency and judicial decision, all of which are subject to change. The discussion does not take into account the tax laws of the various provinces or territories of Canada or the tax laws of the various state and local jurisdictions in the U.S.

U.S. Federal Income Tax Considerations

Unconnected U.S. Shareholders generally will treat the gross amount of the distributions paid by us, including the amount of any Canadian tax withheld, as foreign source dividend income for U.S. federal income tax purposes to the extent of our current or accumulated earnings and profits, as computed for U.S. federal income tax purposes. Distribution in excess of that amount will reduce an Unconnected U.S. Shareholder's tax basis in the common shares, but not below zero, and the remainder, if any, will be treated as taxable capital gains. In general, in computing its U.S. federal income tax liability, an Unconnected U.S. Shareholder may elect for each taxable year whether to claim a deduction or, subject to the limitations described below, a credit for Canadian taxes withheld from dividends paid on their common shares. If the Unconnected U.S. Shareholder elects to claim a credit for such Canadian taxes, the election will be binding for all foreign taxes paid or accrued by the Shareholder for such taxable year. The Code applies various limitations on the amount of foreign tax credit that may be available to a U.S. taxpayer based upon the segregation of foreign source income into separate categories of income. The amount of credit which may be claimed with respect to the category of income to which the dividend is allocated, and to which the foreign taxes are attributable generally may not exceed the same portion of the U.S. tax on worldwide taxable income, before applying the foreign tax credit as the U.S. Holder's foreign source taxable income allocation to such category bears to such U.S. Holder's entire taxable income. The foreign tax credit is disallowed for dividends on stock unless a minimum holding period is satisfied and additional limitations may restrict the ability of some individuals to claim the foreign tax credit. Accordingly, we urge investors to consult their own tax advisors with respect to the potential consequences to them of the foreign tax credit limitations.

For U. S. federal income tax purposes, the amount of any distributions made on a common share to an Unconnected U.S. Shareholder in Canadian dollars will equal the U.S. dollar value of the Canadian dollars calculated by reference to the appropriate exchange rate in effect on the date of receipt of the distribution, regardless of whether the Canadian dollars are actually converted into U.S. dollars upon receipt. Unconnected U.S. Shareholders are urged to consult their own tax advisors regarding the treatment of foreign currency gain or loss, if any, on any Canadian dollars which are converted into U.S. dollars subsequent to receipt by the shareholder.

The sale of common shares generally will result in a gain or loss to the Holder in an amount equal to the difference between the amount realized and the Holder's adjusted cost basis in the shares. Provided that the Holder is not considered a "dealer' in the shares sold, gain or loss on the sale of the common shares will generally be capital gain or loss.

Capital losses are deductible to the extent of capital gains. Individual taxpayers may deduct excess capital losses of up to US$3,000 a year, US$1,500 in the case of a married individual filing separately, from ordinary income. Non-corporate taxpayers may carry-forward unused capital losses indefinitely. Unused capital losses of a corporation may be carried back three (3) years and carried forward five (5) years.

Canadian Tax Considerations

Dividends paid or credited, or that we deem to pay or credit, on the common shares to Unconnected U.S. Shareholders will be subject to Canadian withholding tax. Under the Convention, the maximum rate of withholding tax on dividends paid or credited on the common shares is fifteen percent (15%) if the beneficial owner of such dividends is an Unconnected U.S. Shareholder. However, that rate is reduced to five percent (5%) under the Convention if the beneficial owner of such dividends is an Unconnected U.S. Shareholder that is a corporation that owns at least ten percent (10%) of our voting stock.

An Unconnected U.S. Shareholder will not be subject to tax in Canada on any capital gain realized upon the disposition or deemed disposition of the common shares, provided that the common shares do not constitute "taxable Canadian property" of the shareholder within the meaning of the Tax Act.

Canada does not currently impose any estate taxes or succession duties.

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Dividends and Paying Agents

Not applicable to Form 20-F/A filed as an Annual Report.

Statements By Experts

Not applicable to Form 20-F/A filed as an Annual Report.

Documents on Display

All documents filed in connection with this Annual Report have been filed with the Securities and Exchange Commission (“SEC”) using the Electronic Data Gathering, Analysis and Retrieval (“EDGAR”) system. The SEC maintains a Web site on the Internet at the address http://www.sec.gov that contains reports, proxy information statements and other information regarding registrants that file electronically with the SEC.

Subsidiary Information

Not applicable.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Currency Exchange Rate Sensitivity

The results of our operations are subject to currency translational risk and currency transactional risk. Regarding currency translational risk, the operating results and financial position of our subsidiaries are reported in TWD and then translated into USD at the applicable exchange rate for preparation of our consolidated financial statements. The fluctuation of the TWD in relation to the USD will, therefore, have an impact upon profitability of our operations and may also affect the value of our assets and the amount of shareholders’ equity.

In regards to transaction risk, our functional currency is TWD and are activities are predominantly executed in TWD. However, due to the fact that the majority of our financings are completed in USD, we are not subject to significant operational exposures due to fluctuations in these currencies. Our common shares are listed on the OTC.BB and are bought and sold in USD (see tables in Item 9). We have not entered into any agreements or purchased any instruments to hedge any possible currency risks at this time.

Interest Rate Sensitivity

We currently have no significant short-term or long-term debt requiring interest payments. This does not require us to consider entering into any agreements or purchasing any instruments to hedge against possible interest rate risks at this time. Our interest earning investments are short-term. Thus, any reductions in future income or carrying values due to future interest rate declines are believed to be immaterial.

Commodity Price Sensitivity

Not applicable.

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

Not applicable to Form 20-F/A filed as an Annual Report.

21

PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

Not applicable.

ITEM 15. CONTROLS AND PROCEDURES

We have elected to report under Item 15T.

ITEM 15T. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the United States SEC rules and forms, and that such information is accumulated and communicated to our management, including our President and acting Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control Over Financial Reporting

Within ninety (90) days prior to the date of this report, we carried out an evaluation, under the supervision and with the participation of our management, including our President and acting Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon the foregoing, our President and our acting Chief Financial Officer concluded that our disclosure controls and procedures are effective.

Changes in Internal Control Over Financial Reporting

There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any significant deficiencies or material weaknesses of internal controls that would require corrective action.

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT

We have no formal audit committee, and thus, we have no audit committee financial expert. Our Board is responsible for reviewing our financial reporting procedures, internal controls, and the performance of our auditors. Our Board is also responsible for reviewing all disclosure with respect to financial matters prior to filing or release. Ms. Taifen Day is our Chief Financial Officer and a Chartered Accountant in the Province of Alberta, Canada. Ms. Day reports to our Board in her capacity as Chief Financial Officer.

ITEM 16B. CODE OF ETHICS

TransAKT Ltd. (the "Corporation") will adhere to high ethical standards in all of its business activities and all of the Corporation's directors, officers, employees and consultants are expected to maintain these standards. The Corporation's directors, officers, employees and consultants are expected to strive to deal fairly with the Corporation's security holders, customers, suppliers and competitors.

22

The Corporation and its directors, officers, employees and consultants shall comply with all laws and regulations applicable to the Corporation's activities. Directors, officers, employees and consultants must diligently ensure that their conduct is not and cannot be interpreted as being in contravention of laws governing the affairs of the Corporation in any jurisdiction where it carries on business.

In view of the ever-increasing complexity of the law affecting business activity, whenever a director, officer, employee or consultant is in doubt about the application or interpretation of any legal requirement, the director, officer, employee or consultant should seek the advice of the President and Chief Executive Officer of the Corporation or, if that is not considered satisfactory, the Corporation's legal counsel.

1.	No business operation should be considered effective or complete without proper attention to safety, health and the environment.
2.	The Corporation believes that its directors, officers, employees and consultants are a valuable asset to be treated fairly without discrimination by reason of race, national or ethnic origin, color, religion, age, sex, sexual orientation, marital status or physical handicap.
3.	Directors, officers, employees and consultants shall not use their status with the Corporation to obtain personal gain from those doing or seeking to do business with the Corporation.
4.	Directors, officers, employees and consultants shall not furnish, on behalf of the Corporation, expensive gifts or provide excessive benefits to other persons. At times, the Corporation's suppliers may offer gifts, including entertainment. While gifts of cash are never acceptable, you may accept nominal gifts on behalf of the Corporation. If in doubt, consult a senior officer of the Corporation for advice in this regard or if you are an officer or director, consult the Chairman of the Corporation.
5.	The direct or indirect use of the Corporation's funds, goods or services as contributions to political parties, campaigns or candidates for election to any level of government requires approval of a senior executive officer of the Corporation.
6.	All dealings between directors, officers, employees and consultants of the Corporation and public officials are to be conducted in a manner that will not, and will not appear to, compromise the integrity or impugn the reputation of any public official or the Corporation.
7.	Directors, officers, employees and consultants who become involved in a situation in which their personal interests conflict or might conflict with their duties to the Corporation must immediately report the situation to their manager or a senior executive officer or, in the case of officers or directors, to the Chairman of the Corporation.
8.	Directors, officers, employees and consultants have an obligation to promote the best interests of the Corporation at all times. They should avoid any action which may involve a conflict of interest with the Corporation.
9.	Where conflicts of interest arise, directors, officers, employees and consultants must provide full disclosure of the circumstances and not be involved in any related decision making process.
10.	Directors, officers, employees and consultants should also avoid apparent conflicts of interest, which occur where a reasonable observer might assume there is a conflict of interest and, therefore, a loss of objectivity in their dealings on behalf of the Corporation.
11.	All directors, officers, employees and consultants are responsible for protecting the Corporation's assets and managers are specifically responsible for establishing and maintaining appropriate internal controls to safeguard the Corporation's assets against loss from unauthorized use or disposition.
12.	The books and records of the Corporation must reflect in reasonable detail all of its business transactions in a timely and accurate manner in order to, among other things, permit the preparation of accurate financial statements in accordance with generally accepted accounting

23

	principles. All assets and liabilities of the Corporation must be recorded as necessary to maintain accountability for them. All business transactions must be properly authorized and transactions must be supported by materially accurate documentation in reasonable detail and recorded properly.
13.	No information may be concealed from the Corporation's external auditors, the board of directors of the Corporation or any committee of the board of directors of the Corporation. In addition, it is illegal to fraudulently influence, coerce, manipulate or mislead an external auditor who is auditing the Corporation's financial statements.
14.	Certain of the Corporation's records, reports, papers, devices, processes, plans, methods and apparatus are considered by the Corporation to be confidential information, and directors, officers, employees and consultants are prohibited from revealing such matters except as may be allowed under the Corporation's Disclosure Policy. Confidential information includes, but is not limited to, technical information, results, observations, analyses, compilations, evaluations, assessments, business or commercial data or plans and investor related data. The term "confidential information" relates to the underlying nature of the information, covering both oral and written information, and is independent of the medium on which the information is stored. It thus covers information stored on paper, various magnetic media, computer, microfiche or any other medium.
15.	During the course of employment in the case of employees, the term of the consulting contract with the Corporation in the case of consultants and during their term as directors or officers in the case of directors and officers of the Corporation and for a period of one year thereafter, directors, officers, employees and consultants shall not use for their own financial gain or disclose for the use of others, confidential information, obtained as a result of their position with the Corporation.
16.	As a publicly traded entity, the Corporation has an obligation to comply with the rules relating to disclosure of material information under the relevant Canadian and American securities legislation and the rules, policies and guidance of the OTCBB.
17.	In accordance with the Corporation's disclosure obligations, all financial communications and reports must contain full, accurate and timely manner. All directors, officers, employees and consultants who are responsible for the preparation of the Corporation's public disclosure, or who provide information as part of the process, have a responsibility to ensure that such disclosure is prepared and information is provided honestly, accurately and in compliance with the various disclosure controls and procedures.
18.	Any director, officer, employee or consultant in possession of material information must not disclose such information before its public disclosure and must take steps to ensure that the Corporation complies with its timely disclosure obligations.
19.	Speculation in business, shares and other securities, land or other ventures of any kind on the basis of confidential information obtained in the course of a director's, officer's, employee's or consultant's duties with the Corporation is prohibited. This includes but is not limited to shares or securities of any company which the Corporation is evaluating or is studying as a possible acquisition or joint venture partner or with whom a major contract may be concluded. Use or disclosure of such information can result in civil or criminal penalties, for both the individuals involved and the Corporation.
20.	It is the responsibility of every director, officer, employee and consultant to bring to the attention of the Corporation knowledge of any situation which might adversely affect the Corporation's reputation. All directors, officers, employees and consultants are encouraged to report, verbally, or in writing any evidence of improper practice of which they are aware. As used here, the term "improper practice" means any illegal, fraudulent, dishonest, unsafe, negligent or otherwise unethical action by a director, officer, employee or consultant.

24

21.

The Corporation and the Corporation's directors, officers, employees and consultants shall comply with copyright law and any other laws applicable to the use of computer software, hardware and related materials, as well as with any and all contracts entered into by the Corporation with suppliers or licensers of computer software, hardware and related materials.

22.

Any waiver of this Code for directors or officers may be made only by the board of directors and will be promptly disclosed as required by law, regulation or stock exchange requirement. Any amendment of this Code will be disclosed as required by law. Waivers in respect of employers or consultants may be given by the President and Chief Executive Officer who shall report any waivers given to the board of directors at its next meeting.

All directors, officers, employees and consultants are responsible for abiding by this Code. This includes individuals responsible for the failure to exercise proper supervision and to detect and report a violation by their subordinates. Violations of this Code will result in the Corporation taking effective remedial action commensurate with the severity of the violation. This action may include disciplinary measures up to and including termination in the case of a director, employee or officer or termination of the consulting contract in the case of a consultant and, if warranted, legal proceedings. If determined appropriate, a matter may be referred to the appropriate authorities.

This Code of Conduct has been approved by the board of directors of the Corporation.

In addition, we practice corporate governance in accordance with rules and regulations in Canada.

Corporate governance relates to the activities of our Board who are elected by and accountable to the shareholders and takes into account the role of management who are appointed by the Board and who are charged with our on-going management. Our Board encourages sound corporate governance practices designed to promote our well being and on-going development, having always as its ultimate objective the best long-term interests of us and the enhancement of value for all shareholders. The Board also believes that sound corporate governance benefits our employees and the communities in which we operate. The Board is of the view that our corporate governance policies and practices, outlined below, are appropriate and substantially consistent with the guidelines for improved corporate governance in Canada as adopted by TSX.

ITEM 16C. PRINCIPAL ACCOUNTANTS FEES AND SERVICES

Audit Fees

Our external auditors, KCCW Accountancy Corp., charged total fees of $45,000 for the year ended December 31, 2008. All of the $45,000 above was for audit fees and none of the amount was for audit-related fees or income tax preparation fees. Our external auditors, Kabani & Company, Inc., charged total fees of $100,000 for the year ended December 31, 2007. All of the $100,000 above was for audit fees and none of the amount was for audit-related fees or income tax preparation fees.

Audit-Related Fees

None.

Tax Fees

None.

All Other Fees

None.

25

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not Applicable.

ITEM 16E. PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASER

Not Applicable.

PART III

ITEM 17. FINANCIAL STATEMENTS

The required financial statements are provided herein starting on page F-1.

ITEM 18. FINANCIAL STATEMENTS

We have elected to report under Item 17.

ITEM 19. EXHIBITS

Exhibit No.	Exhibit
1.1*	Articles of Amalgamation
1.2*	Bylaws
2(a)*	See Exhibit 1.1 and 1.2
2(b)*	Form of Loan Agreement and Promissory Note
12.1**	Section 302 Certification under Sarbanes-Oxley Act of 2002 for James Wu
12.2**	Section 302 Certification under Sarbanes-Oxley Act of 2002 for Taifen Day
13.1**	Section 906 Certification under Sarbanes-Oxley Act of 2002 for James Wu
13.2**	Section 906 Certification under Sarbanes-Oxley Act of 2002 for Taifen Day

* Incorporated by reference to the Exhibits filed with our Form 20-F filed on September 16, 2003.
** Filed herewith.

26

TRANSAKT LTD. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2008 AND 2007

TABLE OF CONTENTS

Description	Page No.
Report of Independent Registered Public Accounting Firms	F-1 – F-2
Consolidated Balance Sheets	F-3 – F-4
Consolidated Statements of Operations	F-5
Consolidated Statements of Stockholders’ Equity	F-6
Consolidated Statements of Cash Flows	F-7
Notes to Consolidated Financial Statements	F-8 – F-19

27

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
TransAKT Ltd.

We have audited the accompanying consolidated balance sheet of TransAKT Ltd. and its subsidiaries (the “Company”) as of December 31, 2008, and the related consolidated statements of operations, shareholders’ equity and comprehensive income, and cash flows for the year then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the consolidated financial position of TransAKT Ltd. as of December 31, 2008, and the consolidated results of their operations and their consolidated cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has accumulated deficit of $(1,789,249) at December 31, 2008 including a net loss of $(420,776) during the year ended December 31, 2008. Management's plans in regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ KCCW Accountancy Corp.

Diamond Bar, California
June 15, 2009

F-1

Report of Independent Registered Public Accounting Firm

Board of Directors and Shareholders

TransAKT Ltd and Subsidiaries
Calgary, Canada.

     We have audited the accompanying consolidated balance sheet of TransAKT Ltd and Subsidiaries as of December 31, 2007, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the year then ended. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit.

     We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provide a reasonable basis for our opinion.

     In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of TransAKT Ltd and Subsidiaries as of December 31, 2007, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

     The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has accumulated deficit of $(1,368,473) at December 31, 2007 including a net loss of $(921,158) during the year ended December 31, 2007. Management's plans in regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ KABANI & COMPANY, INC.

CERTIFIED PUBLIC ACCOUNTANTS

Los Angeles, California
February 6, 2008

F-2

TRANSAKT LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2008 and 2007

		December 31,		December 31,
Assets		2008		2007
Current Assets
Cash and cash equivalents	$	205,658	$	228,061
Restricted cash		563,756		751,044
Accounts receivable, net		2,245,101		2,912,005
Inventory, net		2,924,211		1,929,840
Other receivable		4,351		231,701
Prepaid expenses		26,683		25,107
Due from shareholders		-		178,289
Investments		152,569		-
Total current assets		6,122,329		6,256,047
Property and Equipment, net		9,205		45,397
Deposits		29,624		30,382
Total Assets	$	6,161,158	$	6,331,827

F-3

TRANSAKT LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2008 and 2007

		December 31,			December 31,
Liabilities and Shareholders' Equity		2008			2007
Current Liabilities
Accounts payable and accrued expenses	$	1,556,676		$	1,974,528
Other payable		22,120			96,190
Bank loans		2,773,399			2,357,641
Loan payable to related party		277,032			48,954
Total current liabilities		4,629,227			4,477,313
Commitments and contingencies
Shareholders' Equity
Common stock, unlimited shares authorized for issuance,
no par value, 102,645,120 shares issued and outstanding		3,260,018			3,260,018
Prepaid consulting		-			(131,290	)
Other comprehensive income		61,162			94,259
Accumulated deficit		(1,789,249	)		(1,368,473	)
Total shareholders' equity		1,531,931			1,854,514
Total Liabilities and Shareholders' Equity	$	6,161,158		$	6,331,827

F-4

TRANSAKT LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For the Years Ended December 31, 2008 and 2007

		2008			2007
Revenues:
Sales of goods, net	$	9,546,132		$	9,687,678
Total revenues		9,546,132			9,687,678
Operating costs and expenses:
Cost of sales		8,489,638			9,440,398
Selling, general and administrative expenses		1,262,977			1,710,456
Loss from operations		(206,483	)		(1,463,176	)
Other income (expenses)
Interest income		8,147			6,516
Other expense		(82,308	)		-
Gain on settlement of debt		-			4,603
Miscellaneous income		-			655,242
Interest expense		(122,573	)		(113,138	)
Total other income		(196,734	)		553,224
Loss before provision for income taxes		(403,217	)		(909,952	)
Provision for income taxes		17,559			11,206
Net loss	$	(420,776	)	$	(921,158	)
Weighted average number of common shares:
Basic and diluted		102,645,120			99,707,278
Not loss per share:
Basic and diluted	$	(0.00	)	$	(0.01	)

F-5

TRANSAKT LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME

For the Years Ended December 31, 2008 and 2007

								Other
	Common Stock				Prepaid			Comprehensive			Accumulated
	Shares		Amount		Consulting			Earning			Deficit			Total
Balance at December 31, 2006	90,912,620	$	1,832,174	$	(189,151	)	$	38,271		$	(411,994	)	$	1,269,299
Issuance of shares for cash	8,772,500		1,037,653		-			-			-			1,037,653
Issuance of shares for services	2,000,000		362,098		(131,290	)		-			(35,320	)		195,488
Issuance of shares for compensation	500,000		-		-			-			-			-
Issuance of shares for debt settlement	460,000		28,093		-			-			-			28,093
Amortization of consulting fees	-		-		189,151			-			-			189,151
Foreign currency translation adjustment	-		-		-			55,988			-			55,988
Net loss	-		-		-			-			(921,158	)		(921,158	)
Balance at December 31, 2007	102,645,120		3,260,018		(131,290	)		94,259			(1,368,473	)		1,854,514
Amortization of consulting fees	-		-		131,290			-			-			131,290
Foreign currency translation adjustment	-		-		-			(33,097	)		-			(33,097	)
Net loss	-		-		-			-			(420,776	)		(420,776	)
Balance at December 31, 2008	102,645,120	$	3,260,018	$	-		$	61,162		$	(1,789,249	)	$	1,531,931

F-6

TRANSAKT LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2008 and 2007

		2008			2007
Cash flows from operating activities
Net loss	$	(420,776	)	$	(921,158	)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation		18,526			64,976
Gain on settlement of debt		-			(4,603	)
Loss on disposal of fixed assets		16,724			-
Investment loss		9,279			-
Issuance of shares for services		-			195,488
Amortization of consulting fees		121,592			189,151
Changes in assets and liabilities:
(Increase) Decrease in accounts receivable		858,511			(242,458	)
(Increase) Decrease in inventory		(1,052,753	)		189,174
(Increase) Decrease in other receivables		(4,529	)		68,420
Decrease in prapaid expense		44,206			54,221
(Increase) in deposits		(329	)		(18,921	)
(Decrease) in accounts payable and accrued expenses		(405,066	)		(401,517	)
(Decrease) in note payable		(76,225	)		(292,209	)
Increase in tax payable		-			8,936
Net cash used in operating activities		(890,840	)		(1,110,500	)
Cash flows from investing activities
Proceeds from sales of property and equipment		91			-
(Increase) Decrease in restricted cash		188,104			(536,360	)
Increase in investments		(168,101	)		-
Net cash provided by (used in) investing activities		20,094			(536,360	)
Cash flows from financing activities
Proceeds from issuance of loan payable		454,333			993,731
Proceed from loan from related party		432,198			-
Payment on loan to related party		-			(281,954	)
Issuance of shares for cash		-			1,037,653
Net cash provided by financing activities		886,531			1,749,430
Effect of exchange rate changes on cash and cash equivalents		(38,188	)		21,738
Net increase (decrease) in cash and cash equivalents		(22,403	)		124,308
Cash and cash equivalents
Beginning		228,061			103,753
Ending	$	205,658		$	228,061
Supplemental disclosure of cash flows
Cash paid during the year for:
Income tax	$	30,524		$	3,201
Interest expense	$	115,391		$	93,858

Supplemental disclosure of noncash financing activity

The Company issued 460,000 shares to settle debt amounting to $32,495 during the year ended December 31, 2007.

F-7

TRANSAKT LTD. AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2008

Note 1 – ORGANIZATION

TransAKT Ltd. (the “Company”) was incorporated under the laws of the Province of Alberta on June 3, 1997. The Company completed the acquisition of Green Point Resources Inc. on October 18, 2000 whereby it became a publicly traded company listed on the Canadian Venture Exchange. In 2004 the Company voluntarily delisted from the TSX Venture Exchange and retained a listing on the Over the Counter Bulletin Board in the United States.

In October 2004 the Company purchased certain assets of IP Mental Inc., a Taiwan based Voice over Internet Protocol (VoIP) company. The company name was changed from TransAKT Corp. to TransAKT Ltd. on September 29, 2006. The Company designs and develops Voice over Internet Protocol (“VoIP”) solutions and mobile payment terminals for the consumer electronics industry.

On November 15, 2006 TransAKT Ltd and the shareholders of Taiwan Halee International Co. Ltd. (HTT), entered into a Share Exchange Agreement in which TransAKT Ltd. acquired 100% of Taiwan Halee International Co. Ltd.’s outstanding common stock. HTT was incorporated under the laws of Republic of China in 1985. HTT is engaged in designing, manufacturing and distribution of Taiwan telecommunications equipment. The acquisition has been accounted for as a reverse acquisition under the purchase method of accounting. Accordingly, the merger of the two companies has been recorded as a recapitalization of HTT, with HTT being treated as the continuing entity. The historical financial statements presented are those of HTT. The continuing company has retained December 31 as its fiscal year end.

Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include the accounts of TransAKT Holdings Limited and its wholly owned subsidiaries Taiwan Halee International Co. Ltd. and TransAKT Taiwan Limited, collectively referred to within as the Company. All material intercompany accounts, transactions and profits have been eliminated in consolidation.

Exchange Gain (Loss):

During the years ended December 31, 2008 and 2007, the transactions of TransAKT Holdings Limited, Taiwan Halee International Co. Ltd. and TransAKT Taiwan Limited were denominated in foreign currency and were recorded in Taiwan Dollar (TWD) and Canadian Dollar (CAD) at the rates of exchange in effect when the transactions occur. Exchange gains and losses are recognized for the different foreign exchange rates applied when the foreign currency assets and liabilities are settled.

Translation Adjustment

The Company’s functional currency is the Taiwan and Canadian dollar; however the accompanying consolidated financial statements have been translated and presented in United States Dollars ($).

As of December 31, 2008 and 2007, the accounts of TransAKT Holdings Limited, Taiwan Halee International Co. Ltd. and TransAKT Taiwan Limited were maintained, and its financial statements were expressed, in CAD and TWD. Such financial statements were translated into U.S. Dollars (USD) in accordance with Statement of Financial Accounts Standards (“SFAS”) No. 52, “Foreign Currency Translation,” with CAD and TWD as the functional currencies. According to the Statement, all assets and liabilities were translated at the current exchange rate, stockholder’s equity are translated at the historical rates and income statement items are translated at the average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income in accordance with SFAS No. 130, “Reporting Comprehensive Income” as a component of shareholders’ equity.

F-8

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make certain 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 period. Actual results could differ from those estimates.

Revenue Recognition

The Company’s revenue recognition policies are in compliance with Staff Accounting Bulletin (SAB) 104. Revenues are recognized when finished products are shipped to unaffiliated customers and both title and the risks and rewards of ownership are transferred and collectibility is reasonably assured.

The Company’s revenues are recorded upon confirmed acceptance after inspection by the customers of the Company.

Stock-Based Compensation

In December 2004, the FASB issued SFAS No. 123 (revised 2004), ‘‘Share-Based Payment’’ (‘‘SFAS 123R’’), which requires the measurement of all employee share-based payments to employees, including grants of employee stock options, using a fair-value-based method and the recording of such expense in the consolidated statements of operations. In March 2005, the SEC issued Staff Accounting Bulletin No. 107 (“SAB 107”) regarding the SEC’s interpretation of SFAS 123R and the valuation of share-based payments for public companies.

Advertising

Advertising expenses consist primarily of costs of promotion for corporate image and product marketing and costs of direct advertising. The Company expenses all advertising costs as incurred.

Income Taxes

The Company utilizes SFAS No. 109, “Accounting for Income Taxes,” which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

On January 1, 2007, the Company adopted the provisions of FASB Interpretation No. 48 ‘Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109’ (FIN 48). FIN 48 prescribes a more-likely-than-not threshold for financial statement recognition and measurement of a tax position taken or expected to be taken in tax return. FIN 48 also provides guidance on the recognition and derecognition of income tax assets and liabilities; classification of current and deferred income tax assets and liabilities; accounting for interest and penalties associated with tax positions; accounting for income taxes in interim periods; and income tax disclosures. The cumulative effect of the application of the provisions of FIN 48 is described in note 9.

Statement of Cash Flows

In accordance with SFAS No. 95, “Statement of Cash Flows,” cash flows from the Company’s operations is based upon the local currencies. As a result, amounts related to assets and liabilities

F-9

reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheet.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk are accounts receivable and other receivables arising from its normal business activities. The Company has a diversified customer base. The Company controls credit risk related to accounts receivable through credit approvals, credit limits and monitoring procedures. The Company routinely assesses the financial strength of its customers and, based upon factors surrounding the credit risk, establishes an allowance, if required, for un-collectible accounts and, as a consequence, believes that its accounts receivable credit risk exposure beyond such allowance is limited.

Risks and Uncertainties

The Company is subject to substantial risks from, among other things, intense competition associated with the industry in general, other risks associated with financing, liquidity requirements, rapidly changing customer requirements, limited operating history, foreign currency exchange rates and the volatility of public markets.

Contingencies

Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material would be disclosed.

Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed.

Cash and Cash Equivalents

Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less.

Allowance for Doubtful Accounts

The Company maintains reserves for potential credit losses on accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns to evaluate the adequacy of these reserves. Allowance for doubtful debts amounted to $187,353 as at December 31, 2008 ($145,839 as at December 31, 2007).

Inventory

Inventories are valued at the lower of cost (determined on a weighted average basis) or market. The Management compares the cost of inventories with the market value and allowance is made

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for writing down their inventories to market value, if lower. As of December 31, 2008 and 2007, inventory consisted only of finished goods.

Property, Plant & Equipment

Property and equipment are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of property and equipment is provided using the straight-line method for substantially all assets with estimated lives of:

Furniture and Fixtures	3 -5 years
Equipment	3- 5 years
Computer Hardware and Software	3- 5 years
Automobile	3-5 years

As of December 31, 2008, Property, Plant & Equipment consist of the following:

Computer and office equipment	$	81,587
Accumulated depreciation		(72,382	)
	$	9,205

Depreciation expenses were $18,526 and $64,976 for the years ended December 31, 2008 and 2007, respectively.

Fair Value of Financial Instruments

Statement of financial accounting standard No. 107, Disclosures about fair value of financial instruments, requires that the Company disclose estimated fair values of financial instruments. The carrying amounts reported in the statements of financial position for current assets and current liabilities qualifying as financial instruments are a reasonable estimate of fair value.

Basic and Diluted Earnings Per Share

Earnings per share is calculated in accordance with the Statement of financial accounting standards No. 128 (SFAS No. 128), “Earnings per share”. SFAS No. 128 superseded Accounting Principles Board Opinion No.15 (APB 15). Net loss per share for all periods presented has been restated to reflect the adoption of SFAS No. 128. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

Long-Lived Assets

The Company has adopted Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” (“SFAS 144”), which addresses financial accounting and reporting for the impairment or disposal of long-lived assets and supersedes SFAS No. 121, “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of,” and the accounting and reporting provisions of APB Opinion No. 30, “Reporting the Results of Operations for a Disposal of a Segment of a Business.” The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with SFAS 144. SFAS 144 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on

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the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal. Based on its review, the Company believes that, as of December 31, 2008 and 2007 there were no significant impairments of its long-lived assets.

Recent accounting pronouncements

In April 2009, the FASB issued FSP No. FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or the Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly. FSP No. FAS 157-4 amends Statement No. 157 to provide additional guidance on (i) estimating fair value when the volume and level of activity for an asset or liability have significantly decreased in relation to normal market activity for the asset or liability, and (ii) circumstances that may indicate that a transaction is not orderly. FSP No. FAS 157-4 also requires additional disclosures about fair value measurements in interim and annual reporting periods. FSP No. FAS 157-4 is effective for the Company for the quarter ending June 30, 2009. The Company does not expect the adoption of FSP No. FAS 157-4 to have a material effect on its condensed consolidated financial statements.

In April 2009, the FASB issued FSP No. FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary Impairments (“FSP No. FAS 115-2”). FSP No. FAS 115-2 provides additional guidance on the timing of impairment recognition and greater clarity about the credit and noncredit components of impaired debt securities that are not expected to be sold. FSP No. FAS 115-2 also requires additional disclosures about impairments in interim and annual reporting periods. FSP No. FAS 115-2 is effective for the Company for the quarter ending June 30, 2009. The Company does not expect the adoption of FSP No. FAS 115-2 to have a material effect on its condensed consolidated financial statements.

In April 2009, the FASB issued FSP No. FAS 107-1 and APB No. 28-1, Interim Disclosures about Fair Value of Financial Instruments, which amends SFAS No. 107, Disclosures about Fair Value of Financial Instruments, to require disclosures about fair value of financial instruments for interim reporting periods of publicly traded companies, as well as in annual financial statements. This FSP also amends APB Opinion No. 28, Interim Financial Reporting, to require those disclosures in summarized financial information at interim reporting periods. The disclosure requirements of FSP No. FAS 107-1 and APB No. 28-1 will be required to be included in the Company’s interim condensed consolidated financial statements for the three and six months ending June 30, 2009.

In December 2008, the FASB issued FSP No. FAS 132(R)-1, Employers’ Disclosures about Postretirement Benefit Plan Assets, which amends Statement No. 132(R) Employers’ Disclosures about Pensions and Other Postretirement Benefits-an amendment of FASB Statements No. 87, 88, and 106, to require more detailed disclosures about employers’ plan assets, including employers’ investment strategies, major categories of plan assets, concentrations of risk within plan assets, and valuation techniques used to measure the fair value of plan assets. The disclosure requirements of FSP No. FAS 132(R)-1 will be required to be included in the Company’s annual consolidated financial statements for the year ending December 31, 2009.

Going Concern

The Company has incurred a net loss of $420,776 and $921,158 during the years ended December 31, 2008 and 2007, respectively, and has an accumulated deficit of $1,789,249 AND $1,368,473 as of December 31, 2008 and December 31, 2007, respectively.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. This presentation presumes funds will be available to finance ongoing research and development, operations and capital expenditures and permit the realization of assets and the payment of liabilities in the normal course of operations for the foreseeable future.

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The ability of the Company to continue research and development projects and realize the capitalized value of proprietary technologies and related assets is dependent upon future commercial success of the technologies and raising sufficient funds to continue research and development as well as to effectively market its products. Through December 31, 2008, the Company has not realized commercial success of the technologies, nor have they raised sufficient funds to continue research and development or to market its products.

There can be no assurances that there will be adequate financing available to the Company and the consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

The Company has taken certain restructuring steps to provide the necessary capital to continue its operations. These steps included: (1) Tightly budgeting and controlling all expenses; (2) Expanding the company’s operations into China, expanding product lines and recruiting a strong sales team to significantly increase sales revenue and profit in 2009; (3) The Company plans to continue actively seeing additional funding opportunities to improve and expand upon our product lines.

Note 3 – OTHER RECEIVABLES

The other receivables are summarized as follows:

		2008		2007
Other receivables	$	-	$	173,890
Advance to suppliers		4,351		45,106
Others		-		12,705
Total	$	4,351	$	231,701

As of December 31, 2008, the balance of other receivables consists of $ $4,351 of advance to suppliers for purchase of merchandise.

As of December 31, 2007, the Company had $231,701 in other receivables from various customers. The customers issued checks with future date as payment to the Company. These receivables are interest free, unsecured, and receivable on due dates.

Note 4 – PREPAID EXPENSES

As of December 31, 2008, prepaid expenses were $26,683, which is comprised of prepaid auto lease of $8, 693, prepaid tax of $14,530, and others of $3,460.

As of December 31, 2007, prepaid expenses were $25,107, which is comprised of prepaid auto lease of $15,785, prepaid tax of $7,895 and others of $1,427.

Note 5 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

The accounts payable and accrued expenses as of December 31, 2008 and 2007 are summarized as follows:

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		2008		2007
Accounts payable	$	1,390,155	$	1,796,606
Accrued expenses		153,482		119,532
Payroll tax payable		-		3,447
Other payables		-		46,815
Income Taxes Payable		13,039		8,128
Total	$	1,556,676	$	1,974,528

Note 6 - RELATED PARTY TRANSACTIONS

Loan Payable To A Related Party

Temporary Loan payable to related parties amounted to $216,632 as of December 31, 2008. The amount is payable to an officer of TransAKT Taiwan and is interest free, unsecured, and without fixed terms of repayment.

Loan payable to related parties amounted to $48,954 as of December 31, 2007. The amount is payable to an officer of TransAKT Taiwan and is interest free, unsecured, all current, and due on December 31, 2008.

The Company also had loans payable to five shareholders amounted to $60,400 as of December 31, 2008. The unsecured loans bear interest at the rate of 12% per annum, and due on May and June 2010.

Amount Due From A Related Party

As at December 31, 2007, the Company had $178,289 due from an officer of Canadian TransAKT. This amount is unsecured, interest free and due on demand. Subsequently on March 2008, the officer paid $340,000 to clear his debt and loaned the remaining amount to the Company.

Note 7 - LOANS PAYABLE

The Company has loan payable amounting to $2,773,399 as of December 31, 2008 from several commercial banks in Taiwan. The loans are partially secured by certificate of deposits for $563,756. The loans payable at December 31, 2008 comprised of the following:

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Nature	Due on	Interest per Annum		Amount
Secured note payable from a bank	1/21/2009	5.04%		13,725
Secured note payable from a bank	3/26/2009	5.04%		91500
Secured note payable from a bank	4/19/2009	5.04%		70,760
Secured note payable from a bank	1/18/2009	5.75%		41,300
Secured note payable from a bank	1/25/2009	5.75%		47,304
Secured note payable from a bank	2/3/2009	5.75%		71,400
Secured note payable from a bank	2/11/2009	5.75%		62,700
Secured note payable from a bank	1/3/2009	5.75%		52,150
Secured note payable from a bank	3/4/2009	5.75%		27,400
Secured note payable from a bank	3/4/2009	5.75%		69,200
Secured note payable from a bank	5/13/2009	6.25%		30,900
Secured note payable from a bank	5/24/2009	6.25%		39,300
Secured note payable from a bank	6/21/2009	5.50%		94,300
Secured note payable from a bank	6/17/2009	5.50%		39,000
Secured note payable from a bank	2/28/2009	5.19%		121,695
Secured note payable from a bank	4/29/2009	5.64%		122,000
Secured note payable from a bank	12/17/2009	3.715%		152,500
Secured note payable from a bank	1/5/2009	6.25%		31,495
Secured note payable from a bank	1/14/2009	6.25%		26,000
Secured note payable from a bank	1/23/2009	6.25%		68,560
Secured note payable from a bank	1/23/2009	6.25%		2,455
Secured note payable from a bank	1/30/2009	6.25%		31,800
Secured note payable from a bank	2/27/2009	6.25%		40,900
Secured note payable from a bank	3/11/2009	6.25%		35,400
Secured note payable from a bank	3/24/2009	6.25%		33,800
Secured note payable from a bank	4/3/2009	6.25%		67,200
Secured note payable from a bank	4/7/2009	6.25%		77,000
Secured note payable from a bank	4/6/2009	6.25%		41,300
Secured note payable from a bank	4/13/2009	6.25%		55,000
Secured note payable from a bank	4/24/2009	6.25%		36,000
Secured note payable from a bank	5/4/2009	6.25%		14,000
Secured note payable from a bank	5/30/2009	6.25%		113,150
Secured note payable from a bank	5/13/2009	2.97%		446,629
Secured note payable from a bank	6/6/2009	3.46%		32,400
Secured note payable from a bank	1/2/2009	3.39%		252,156
Secured note payable from a bank	1/2/2009	3.33%		178,730
Secured note payable from a bank	2/2/2009	3.24%		220,820
Secured note payable from a bank	3/2/2009	2.96%		221,430
Secured note payable from a bank	11/30/2008	3.725%		153,850
	Total		$	2,773,399
	Current portion		$	2,773,399
	Long-term portion		$	-

Note 8 - STOCKHOLDERS' EQUITY

On January 25, 2007, the Company issued 460,000 shares of common stock to Patrick Hillier and Manfred Schauer in connection with the settlement of debt. These shares have been recorded at fair value of $28,093, based on the price of the stock on the agreement date. The Company recorded gain on settlement of debt amounting to $4,603.

On January 25, 2007, the Company issued 22,500 shares of common stock to Rick Martens as 10% commission for arranging the private placement in September 2006 .These shares have been recorded as net of cash received as part of private placement..

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On January 25, 2007 the Company issued 500,000 shares to its former shareholders as compensation for loss of capital due to termination of a distribution agreement for the Asia Pacific region. The Company recorded those shares as deemed dividend amounting to $35,320.

On April 3, 2007, the Company had a private placement and issued 8,650,000 shares of common stock. The Company issued share at $0.12 per share for cash.

On April 3, 2007, the Company issued 100,000 shares of common stock to Allen Schwabe as 10% commission for arranging the private placement to 10 individuals in British.Columbia in April 2007 .These shares have been recorded as net of cash received as part of private placement.

On April 27, 2007, the Company issued 2,000,000 shares of common stock to Liu Fu Ming, an outside consultant, as compensation for service provided. These shares were recorded at the fair market value of $326,778, based on the price of stock on the agreement date. The consulting agreement is for the period of 12 months starting April 27, 2007. Since the compensation for services is settled thru issuance of shares therefore the Company recorded $195,488 as an expense for the period and the balance of $131,290 was recorded as prepaid consulting for the service not performed as part of equity.

Stock Based Compensation:

Stock Option Plan

In 2004 the Company filed a stock option plan where management is authorized to issue 5,250,000 shares under the plan.

Activity under the 2004 plan is as follows:

				Weighted		Aggregate
	Number of			Average		Intrinsic Value
2004 Equity Incentive Plan	Shares			Exercise Price
Outstanding at December 31, 2005	4,235,000		$	0.36	$	-
Granted in 2006	4,600,000
Exercised in 2006	(4,235,000	)
Canceled in 2006	(1,900,000	)
Outstanding at December 31, 2006	2,700,000		$	0.18
Exercisable at December 31, 2006	2,700,000		$	0.18	$	-
Expired in 2007	(2,700,000	)
Outstanding at December 31, 2007	-
Exercisable at December 31, 2007	-

All outstanding options under the 2004 plan have expired during the year 2007.

Note 9– INCOME TAXES

The Company was incorporated under the laws of the Province of Alberta, Canada and has operations in primarily two tax jurisdictions - Taiwan and Canada. For certain operations in Taiwan and Canada, the Company has incurred net accumulated operating losses for income tax purposes. The Company believes that it is more likely than not that these net accumulated operating losses will not be utilized in the future. Therefore, the Company has provided full valuation allowance for the deferred tax assets arising from the losses at these locations as of December 31, 2008 and 2007. Accordingly, the Company has no net deferred tax assets.

Canada

The statutory tax rate under Canada tax law is 34%. The Company has significant income tax net operating losses (“NOL”) carried forward from prior years. Due to the uncertainty of the

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realizability of the related deferred tax assets, a reserve equal to the amount of deferred income taxes has been established at December 31, 2008 and 2007. The Company has provided 100% valuation allowance to the deferred tax assets as of December 31, 2008 and 2007.

Taiwan

The statutory tax rate under Taiwan tax law is 25%. The Company has several deferred tax asset items. Due to the uncertainty of the realizability of the related deferred tax assets, a reserve equal to the amount of deferred income taxes has been established at December 31, 2008 and 2007. The Company has provided 100% valuation allowance to the deferred tax assets as of December 31, 2008 and 2007.

The provision for income taxes from continuing operations on income consists of the following for the years ended December 31, 2008 and 2007:

		2008		2007
Income tax expense – current	$	17,559	$	11,206
Income tax expense – deferred		-		-
Total income tax expense	$	17,559	$	11,206

The following is a reconciliation of the statutory tax rate to the effective tax rate for the years ended December 31, 2008 and 2007:

	2008		2007
Canadian tax at statutory rate	34%		34%
Valuation allowance	(34%	)	(34%	)
Taiwan tax at statutory rate	25%		25%
Valuation allowance	-		(24%	)
Net effect of non-taxable income/non-deductible expenses:			-
Unrealized investment loss	46%		-
Foreign currency exchange loss	244%		-
Effective tax rate	315%		1%

Deferred taxes:

The tax effect of temporary differences that give rise to the Company’s deferred tax asset as of December 31, 2008 and 2007 are as follows:

Canada:		2008			2007
Deferred tax asset – non-current:
Net operating loss carry forward	$	2,241,872		$	2,569,000
Valuation allowance		(2,241,872	)		(2,569,000	)
Net deferred tax asset	$	-		$	-
Taiwan:		2008			2007
Deferred tax asset – non-current:
Net operating loss carry forward	$	-		$	24,000
Foreign currency exchange loss		14,280			-
Other temporary non-deductible difference		2,539			-
Valuation allowance		(16,819	)		(13,000	)
Net deferred tax asset	$	-		$	11,000

Note 10 - COMMITTMENTS

Operating Leases

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The Company leases various office facilities under operating leases that terminate on various dates. Rental expense for these leases consisted of approximately $83,677 and $64,174 for the years ended December 31, 2008 and 2007, respectively. The Company has future minimum lease obligations as follows:

	December 31,
2009	53,942
2010	21,483
Total	75,425

Note 11 - OTHER COMPREHENSIVE INCOME

Balances of related after-tax components comprising accumulated other comprehensive income (loss), included in stockholders’ equity, at December 31, 2008 and 2007 are as follows:

		Foreign Currency
		Translation
		Adjustment
Balance at December 31, 2006	$	38,271
Change for 2007		55,988
Balance at December 31, 2007		94,259
Change for 2008		(33,097	)
Balance at December 31, 2008	$	61,162

Note 12 - FAIR VALUE MEASUREMENTS

The Company adopted SFAS No. 157, effective January 1, 2008. SFAS No. 157 applies to “investments”, which were composed of mutual funds that were measured and reported on a fair value basis.

SFAS No. 157 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value of certificates of deposit, the Company uses the market approach. SFAS No. 157 establishes a hierarchy which prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy increases the consistency and comparability of fair value measurements and related disclosures by maximizing the use of observable inputs and minimizing the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the assets or liabilities based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy prioritizes the inputs into three broad levels based on the reliability of the inputs as follows:

Level 1 – Inputs are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Valuation of these instruments does not require a high degree of judgment as the valuations are based on quoted prices in active markets that

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are readily and regularly available. The Company does not currently have any financial instruments utilizing Level 1 inputs.

Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable as of the measurement date, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. The certificates of deposit, which were the only component of long-term investments, utilized Level 2 inputs. These financial instruments are valued by quoted prices that are less frequent than those in active markets or by models that use various assumptions that are derived from or supported by data that is generally observable in the marketplace. Valuations in this category are inherently less reliable than quoted market prices due to the degree of subjectivity involved in determining appropriate methodologies and the applicable underlying assumptions.

Level 3 – Valuations based on inputs that are unobservable and not corroborated by market data. The Company does not currently have any financial instruments utilizing Level 3 inputs. These financial instruments have significant inputs that cannot be validated by readily determinable data and generally involve considerable judgment by management.

The following table summarizes by level within the fair value hierarchy “investments” as of December 31, 2008.

		Level 1		Total
Investments
Mutual funds	$	152,569	$	152,569
	$	152,569	$	152,569

******

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SIGNATURES

The registrant hereby certifies that it meets all the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

TRANSAKT LTD.

Date:     July 20 , 2009	By: /s/ James Wu
	Name: James Wu Title:    President and Chief Executive Officer (principal executive officer)

Date:     July 20 , 2009	By: /s/ Taifen Day
	Name: James Wu Title:    Chief Financial Officer (principal financial officer and principal accounting officer)

EX-12.1

CERTIFICATION

I, James Wu, certify that:

1. I have reviewed this annual report on Form 20-F/A of TransAKT Ltd.;

     2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

     3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

     4. The company’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and

     5. The company’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.

Date: July 20, 2009

/s/ James Wu
James Wu
President and Chief Executive Officer (principal executive officer)

EX-12.2

CERTIFICATION

I, Taifen Day, certify that:

1. I have reviewed this annual report on Form 20-F/A of TransAKT Ltd.;

     2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

     3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

     4. The company’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and

     5. The company’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.

Date: July 20, 2009

/s/ Taifen Day
Taifen Day
Chief Financial Officer (principal financial officer and principal accounting officer)

EX-13.1

EXHIBIT 13.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, James Wu, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	the Annual Report on Form 20-F/A of TransAKT Ltd. for the year ended December 31, 2008 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of TransAKT Ltd.

Dated: July 20, 2009

/s/ James Wu
James Wu
President and Chief Executive Officer
(Principal Executive Officer)
TransAKT Ltd.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to TransAKT Ltd. and will be retained by TransAKT Ltd. and furnished to the Securities and Exchange Commission or its staff upon request.

EX-13.2

EXHIBIT 13.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Taifen Day, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	the Annual Report on Form 20-F/A of TransAKT Ltd. for the year ended December 31, 2008 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of TransAKT Ltd.

Dated: July 20, 2009

/s/ Taifen Day
Taifen Day
Chief Financial Officer
(Principal Financial Officer and Principal
Accounting Officer)
TransAKT Ltd.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to TransAKT Ltd. and will be retained by TransAKT Ltd. and furnished to the Securities and Exchange Commission or its staff upon request.