f10q0911_jinmimi.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_______________

FORM 10-Q

_______________

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2011

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

For the transition period from ______to______.

JINMIMI NETWORK INC.

(Exact name of registrant as specified in Charter)

NEVADA		333-156950		20-4281128
(State or other jurisdiction of incorporation or organization)		(Commission File No.)		(IRS Employee Identification No.)

10/F, Chinese Plaza of Tea

Jingtian Road, Futian District

Shenzhen, Guangdong, 518051 P.R. China

(Address of Principal Executive Offices)

+ 86 (755) 8340-6503

(Issuer Telephone number)

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

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

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

Large Accelerated Filer o

Accelerated Filer o

Non-Accelerated Filer o

Smaller Reporting Company x

Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes o No x

State the number of shares outstanding of each of the issuer’s classes of common equity, as of November 15, 2011: 87,150,000 shares of Common Stock.

JINMIMI NETWORK INC.

FORM 10-Q

September 30, 2011

INDEX

PART I-- FINANCIAL INFORMATION

Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3	Quantitative and Qualitative Disclosures About Market Risk	25
Item 4	Controls and Procedures	25

PART II-- OTHER INFORMATION

Item 1	Legal Proceedings	26
Item 2	Risk Factors	26
Item 3.	Unregistered Sales of Equity Securities and Use of Proceeds	26
Item 4.	Defaults Upon Senior Securities	26
Item 5.	(Removed and Reserved.)	26
Item 6.	Other Information	26

SIGNATURE

JINMIMI NETWORK INC.

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011

(Stated in US Dollars)(Unaudited)

JINMIMI NETWORK INC.

CONTENTS	PAGES

CONSOLIDATED BALANCE SHEETS	1 – 2

CONSOLIDATED STATEMENTS OF OPERATION AND COMPREHENSIVE LOSS
	3

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY	4

CONSOLIDATED STATEMENTS OF CASH FLOWS	5 – 6

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS	7 – 17

JINMIMI NETWORK INC.

CONSOLIDATED BALANCE SHEETS

AS AT SEPTEMBER 30, 2011 AND DECEMBER 31, 2010

(Stated in US Dollars)(Unaudited)

			September 30,		December 31,
			2011		2010
	Note		(Unaudited)		(Audited)
ASSETS
Current assets
Cash and cash equivalents			$	18,547	$	18,350
Subscription receivables				2,000		2,000
Amount due from a director		5		17,354		16,837
Rental deposits				469		455
Prepaid expenses				22,106		45,370


Total current assets			$	60,476	$	83,012
Goodwill		6		-		-
Property, plant and equipment, net		7		-		-
TOTAL ASSETS			$	60,476	$	83,012

LIABILITIES AND
STOCKHOLDERS’ EQUITY
Accruals			$	2,600	$	14,984
Amount due to a director		8		281		273
Other payable		9		40,435		-


TOTAL LIABILITIES			$	43,316	$	15,257


Commitments and contingencies			$	-	$	-

See accompanying notes to consolidated financial statements

JINMIMI NETWORK INC.

CONSOLIDATED BALANCE SHEETS (Continued)

AS AT SEPTEMBER 30, 2011 AND DECEMBER 31, 2010

(Stated in US Dollars)(Unaudited)

	September 30,			December 31,
	2011			2010
	(Unaudited)			(Audited)
STOCKHOLDERS’ EQUITY
Common stock at $0.0001 par value;
100,000,000 shares authorized;
8,300,000 and 24,000,000 issued and
outstanding at September 30, 2011
and December 31, 2010	$	830		$	2,400
Additional paid-in capital		680,828			687,143
Stock split provision		7,885			-
Accumulated loss		(675,802	)		(624,782	)
Accumulated other comprehensive
income		3,419			2,994


	$	17,160		$	67,755



TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY	$	60,476		$	83,012

See accompanying notes to consolidated financial statements

JINMIMI NETWORK INC.

CONSOLIDATED STATEMENTS OF OPERATION AND COMPREHENSIVE LOSS

FOR THE PERIOD FROM NOVEMBER 13, 2008 (INCEPTION) TO SEPTEMBER 30,2011

(Stated in US Dollars)(Unaudited)

			Nine months ended September 30,						Three months ended September 30,						For the period from November 13 2008 (inception) to September 30,
			2011			2010			2011			2010			2011
	Note
Net revenues			$	-		$	-		$	-		$	-			4,785
Cost of net revenues				-			-			-			-			(5,841	)


Gross profit			$	-		$	-		$	-		$	-			(1,056	)
Operating expenses:
General and administrative				(51,020	)		(111,353	)		(26,476	)		(39,531	)		(318,312	)


Operating loss			$	(51,020	)	$	(111,353	)	$	(26,476	)	$	(39,531	)		(319,368	)
Net investment income				-			5,287			-			5,287			5,287
Other expense				-			(82,113	)		-			(81,009	)		(82,113	)
Interest income				-			20			-			6			7,875
Loss on deconsolidation				-			(287,483	)		-			(287,483	)		(287,483	)


Loss before income taxes			$	(51,020	)	$	(475,642	)	$	(26,476	)	$	(402,730	)		(675,802	)
Income taxes		12		-			-			-			-			-


Net loss			$	(51,020	)	$	(475,642	)	$	(26,476	)	$	(402,730	)		(675,802	)
Foreign currency translation adjustment				425			2,223			153			1,244			3,419


Comprehensive loss			$	(50,595	)	$	(473,419	)	$	(26,323	)	$	(401,486	)		(672,383	)


Net loss per share:
-Basic and diluted		10	$	(0.0023	)	$	(0.0198	)	$	(0.001	)	$	(0.0168	)		(0.0289	)

Weighted average number of common stock
-Basic and diluted		10		22,255,556			24,000,000			18,766,667			24,000,000			23,365,366

See accompanying notes to consolidated financial statement

JINMIMI NETWORK INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE PERIOD FROM NOVEMBER 13, 2008 (INCEPTION) TO SEPTEMBER 30, 2011
(Stated in US Dollars)(Unaudited)
															Accumulated
							Additional			Stock					other
	Number of			Common			paid-in			split		Accumulated			comprehensive
	shares			stock			capital			provision		loss			income		Total

Issuance of common stock		20,000,000		$	2,000		$	-		$	-	$	-		$	-	$	2,000

Balance, December 31, 2008		20,000,000		$	2,000		$	-		$	-	$	-		$	-	$	2,000


Balance, January 1, 2009		20,000,000		$	2,000		$	-		$	-	$	-		$	-	$	2,000
Issuance of common stock		4,000,000			400			99,600			-		-			-		100,000
Net loss		-			-			-			-		(130,683	)		-		(130,683	)
Foreign currency translation adjustment		-			-			-			-		-			301		301


Balance, December 31, 2009		24,000,000		$	2,400		$	99,600		$	-	$	(130,683	)	$	301	$	(28,382	)


Balance, January 1, 2010		24,000,000		$	2,400		$	99,600		$	-	$	(130,683	)	$	301	$	(28,382	)
Shareholder’s contribution		-			-			587,543			-		-			-		587,543
Net loss		-			-			-			-		(494,099	)		-		(494,099	)
Foreign currency translation adjustment		-			-			-			-		-			2,693		2,693


Balance, December 31, 2010		24,000,000		$	2,400		$	687,143		$	-	$	(624,782	)	$	2,994	$	67,755

Balance, January 1, 2011		24,000,000		$	2,400		$	687,143		$	-	$	(624,782	)	$	2,994	$	67,755
Treasury stock - cancellation of shares on August 31, 2011		(15,700,000	)		(1,570	)		1,570			-					-		-
Stock split provision								(7,885	)		7,885					-		-
Net loss		-			-			-			-		(51,020	)		-		(51,020	)
Foreign currency translation adjustment		-			-			-			-		-			425		425


Balance, September 30, 2011		8,300,000		$	830		$	680,828		$	7,885	$	(675,802	)	$	3,419	$	17,160

See accompanying notes to consolidated financial statement

JINMIMI NETWORK INC.

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE PERIOD FROM NOVEMBER 13, 2008 (INCEPTION) TO SEPTEMBER 30, 2011

(Stated in US Dollars)(Unaudited)

	Nine months ended September 30,						For the period from November 13, 2008 (inception) to September 30,
	2011			2010			2011
Cash flows from operating activities
Net loss	$	(51,020	)	$	(475,642	)	$	(675,802	)
Depreciation		-			764			1,656
Sale of plant and equipment		-			4,069			4,069
Good will		-			187,081			187,081
Additional paid in capital		-			587,543			587,543
Amount due to shareholder		-			(220,084	)		(220,084	)
Other payables		-			(220,991	)		(220,987	)
Accounts receivable					2,448			-
Advance to employees					73			-
Adjustments to reconcile net income to net
cash provided by operating activities:
Other payables		40,435			-			40,435
Amount due from a director		-			(16,537	)		(5,119	)
Rental deposits		-			1,015			277
Prepaid expenses		23,264			32,318			(22,097	)
Accruals		(12,384	)		(2,022	)		1,498
Other loans		-						146,753


Net cash generated from/(used in) operating activities	$	295		$	(119,965	)	$	(174,777	)


Cash flows from investing activities
Acquisition of subsidiary	$	-		$	-		$	(52,814	)
Purchases of trading securities		-			2,852			-
Purchase of plant and equipment		-			-			(1,840	)


Net cash used in investing activities	$	-		$	2,852		$	(54,654	)

Cash flows from financing activities
Proceed from Issuance of common share	$	-		$	-		$	100,000
Amount due to a shareholder		-			-			145,877


Net cash provided by financing activities	$	-		$	-		$	245,877


Net cash and cash equivalents (used) sourced	$	295		$	(117,113	)	$	16,446

Effect of foreign currency translation on cash		(98	)		1,459			2,101
and cash equivalents
Cash and cash equivalents-beginning of period		18,350			133,759			-


Cash and cash equivalents–end of period	$	18,547		$	18,105		$	18,547

Supplementary cash flow information:
Interest received	$	-	$	20	$	7,875

See accompanying notes to consolidated financial statements

JINMIMI NETWORK INC.

CONSOLIDATED STATEMENT OF CASH FLOWS (Continued)

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

ACQUISITION OF SUBSIDIARY:

On January 14, 2009, the Company acquired 100% interest of Active Choice Limited (“HKAC”) for $438,975 and HKAC became a 100% owned subsidiary of the Company. The following represents the assets purchased and liabilities assumed at the acquisition date:


Cash and cash equivalents	$	386,161
Amount due from a director		11,694
Other receivables		729
Prepaid expenses		6
Office equipment		3,113


Total assets purchased	$	401,703


Amount due to a shareholder	$	(74,207	)
Other payables		(74,505	)
Accrued liabilities		(1,097	)


Total liabilities assumed	$	(149,809	)


Total net assets	$	251,894

Share percentage		100	%

Consideration	$	438,975
Less: Net asset acquired		(251,894	)


Goodwill	$	187,081



Consideration	$	438,975
Cash acquired		(386,161	)


Net cash consideration paid	$	52,814

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

1.	ORGANIZATION AND PRINCIPAL ACTIVITIES

Jinmimi Network Inc. (the “Company”) was incorporated under the laws of the State of Nevada on November 13, 2008. The Company was a shell company with no substantial operations or assets.

Active Choice Limited (“HKAC”) was incorporated under the laws of Hong Kong with limited liability on September 26, 2008. HKAC has only nominal operations.

Chuangding Investment Consultant (Shenzhen) Co., Ltd (“Chuangding”) was incorporated under the laws of the People’s Republic of China (the PRC) as a limited company on December 4, 2008. The Company operated through itself and one operating company located in Mainland China: Shenzhen Jinmimi Network Technology Limited Company (“Shenzhen Jinmimi”), which Chuangding controls, through contractual arrangements between Chuangding and Shenzhen Jinmimi, as if Shenzhen Jinmimi was a wholly-owned subsidiary of the Chuangding before September 16, 2010.

Afterwards, Chuangding has been committed to carry out its core business by providing project investment consulting focus on preliminary research. The consulting services are based on customer requirement which involves investment value analysis, market risk analysis, business plan design, project financing proposal, and project data analysis. All the researches are derived from objective, comprehensive and scientific analysis, market risk study, enterprises sensitivity analysis, commercial operatives, capital raising possibility, investment value and other aspects that would help reduce the investment risk and improve capital efficiency.

Shenzhen Jinmimi was established in the PRC as a limited company on August 4, 2008.

On January 6, 2009, HKAC acquired 100% of the shareholdings of Chuangding, for a consideration $147,500.

On January 14, 2009, the Company entered into a Purchase Agreement with HKAC and HKAC Shareholders, for a purchase price of $438,975 by delivery of promissory note. As a result, HKAC and its subsidiary, Chuangding, became the wholly-owned subsidiaries of the Company.

On September 16, 2010, the Company entered into a Termination of Management Consultancy Agreement with Shenzhen Jinmimi Networks Company Limited (“Shenzhen Jinmimi”) owing to unfeasible and unreasonable expenses and delay. From then on, Shenzhen Jinmimi is no longer a deemed subsidiary (Variable Interest Entity) of the Company and should be deconsolidated from the Company’s financial statement.

The Company and its subsidiaries (hereinafter, collectively referred to as “the Group”) were the online media company and value-added information service provider in the PRC before September 16, 2010. Afterwards, it undertakes investment consulting services for variety of Mainland China business organizations and owners.

On August 31, 2011, the shareholders of the Company returned 15,700,000 common shares to the Company for cancellation in order to reduce the number of shares issued and outstanding which is more in line with the Company’s current business plans.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

1.	ORGANIZATION AND PRINCIPAL ACTIVITIES (continued )

On September 26, 2011, the Company declared a stock dividend of 9.5 shares for each share of common stock. The payable date of such dividend is October 5, 2011. The Financial Industry Regulatory Authority (“FINRA”) has processed this transaction as stock split of one-for-10.5 shares and therefore, the company recorded this as stock split. The company will round-up fractional shares and the additional shares will be mailed out to shareholders of record.

2.	UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN

The Company's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not generated significant revenues since inception and is unlikely to generate significant earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations. The management will seek to raise funds from shareholders.

For the nine months then ended September 30, 2011, the Company has not generated revenue yet and has incurred an accumulated deficit $682,117. As of September 30, 2011, its current assets exceed its current liabilities by $17,160.

3.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)	Method of accounting

The Group maintains its general ledger and journals with the accrual method of accounting for financial reporting purposes. The financial statements and notes are representations of management. Accounting policies adopted by the Group conform to generally accepted accounting principles in the United States of America (“US GAAP”) and have been consistently applied in the presentation of financial statements.

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures 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. This basis of accounting differs in certain material respects from that used for the preparation of the books of account of the Group’s principal subsidiaries, which are prepared in accordance with the accounting principles and the relevant financial regulations applicable to enterprises with limited liabilities established in the PRC and Hong Kong, the accounting standards used in the places of their domicile. The accompanying condensed interim consolidated financial statements reflect necessary adjustments not recorded in the books of account of the Company's subsidiaries to present them in conformity with US GAAP.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

3.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(b)	Principles of consolidation

The Company consolidates its subsidiaries and the entities it controls through a majority voting interest or otherwise, including entities that are variable interest entities (“VIEs”) for which the Company is the primary beneficiary pursuant to Accounting Standards Codification (“ASC”) No. 810, “Consolidation” (“ACS 810”). The provisions of ASC 810 have been applied respectively to all periods presented in the consolidated financial statements.

Subsidiary

The Company consolidates its wholly owned subsidiaries, Active Choice Limited, Chuangding Investment Consultant (Shenzhen) Co., Ltd and Shenzhen Jinmimi, because it controls these entities through its 100% voting interest in them. The following sets forth information about the whollowned subsidiaries:

Name of Subsidiary

Place & Date of Incorporation

Equity Interest Attributable to the Company (%)

Registered Capital ($)

Issued Capital (HKD)

Registered Capital

(RMB)

Active Choice Limited (“HKAC”)

Hong Kong/

September 26,2008

100

$1,290

HKD10,000

Chuangding Investment Consultant (Shenzhen) Co., Ltd (“Chuangding”)

PRC/

December 4, 2008

100

$146,056

RMB1,000,000

*Shenzhen Jinmimi Network Technology Limited Company (“Shenzhen Jinmimi”)

PRC/August 4, 2008

100

$291,864

RMB 2,000,000

*Note : Deemed variable interest entity was deconsolidated on September 16, 2010

(c)	Use of estimates

The preparation of the financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ materially from those estimates.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

3.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(d)	Economic and political risks

The Group’s operations are conducted in the PRC. Accordingly, the Group’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in the PRC, and by the general state of the PRC economy.

The Group’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Group’s results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things.

(e)	Property, plant and equipment

Plant and equipment are carried at cost less accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method. Estimated useful lives of the plant and equipment are as follows:

Office equipment

5 years

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the statement of income.

(f)

Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the net acquired identifiable assets at the date of acquisition. Goodwill is included in intangible assets and no amortization is provided.

Goodwill is tested annually for impairment. See Note 6 for impairment of goodwill.

(g)	Accounting for the impairment of long-lived assets

The Group periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC No. 360, “Property, Plant and Equipment”. The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for the cost to dispose.

During the reporting periods, there was no impairment loss.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

3.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(h)	Foreign currency translation

The accompanying financial statements are presented in United States dollars. The functional currencies of the Group are Hong Kong dollars (HKD) and the Renminbi (RMB). The financial statements are translated into United States dollars from HKD and RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred.

The exchange rates used to translate amounts in HKD and RMB into USD for the purposes of preparing the consolidated financial statements were as follows:

	SEPTEMBER 30, 2011	December 31, 2010	SEPTEMBER 30, 2010
Twelve months ended
USD : RMB exchange rate	-	6.5918	-
Average twelve months ended
USD : RMB exchange rate	-	6.7605	-
Nine months ended
USD : RMB exchange rate	6.3952	-	6.6981
Average nine months ended
USD : RMB exchange rate	6.4972	-	6.8164
Average three months ended
USD:RMB exchange rate	6.4132	-	6.7803
Twelve months ended
USD : HKD exchange rate	-	7.7822	-
Average twelve months ended
USD : HKD exchange rate	-	7.7682	-
Nine months ended
USD : HKD exchange rate	7.7932	-	7.7582
Average nine months ended
USD : HKD exchange rate	7.7862	-	7.7717
Average three months ended
USD:HKD exchange rate	7.7935	-	7.7718

The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into USD at the rates used in translation. In addition, the current foreign exchange control policies applicable in PRC also restrict the transfer of assets or dividends outside the PRC.

(i)	Cash and cash equivalents

The Group considers all highly liquid investments purchased with original maturities of nine months or less to be cash equivalents. The Group maintains bank accounts in Hong Kong and the PRC. The Group does not maintain any bank accounts in the United States of America. The cash located outside the United States is not restricted as to usage.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

3.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(j)

Leases

The Group did not have a lease that met the criteria of a capital lease. Leases that do not qualify as a capital lease are classified as an operating lease. Operating lease rental payments included in selling expenses for the nine months end September 30, 2011 and 2010 were nil and $7,885 respectively.

(k)	Advertising

The Group expensed all advertising costs as incurred. Advertising expenses included in the general and administrative expense for the nine months ended September 30, 2011 and 2010 were nil and $2,756 respectively.

(l)	Income taxes

The Group accounts for income taxes using an asset and liability approach and allows for recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Group is able to realize their benefits, or that future realization is uncertain.

The Group is operating in the PRC, and in accordance with the relevant tax laws and regulations of PRC, the enterprise income tax rate for the nine months ended September 30, 2011 and 2010 are 25%.

(m)	Cash and concentration of risk

Cash includes cash on hand and demand deposits in accounts maintained within Hong Kong and the PRC. Total cash in these banks at September 30, 2011 and December 31, 2010 amounted to $18,547 and $18,350 respectively, of which no deposits are covered by Federal Depository Insured Commission. The Group has not experienced any losses in such accounts and believes it is not exposed to any risk on its cash in bank accounts.

(n)	Comprehensive income

Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other financial statements. The Group’s current component of other comprehensive income is the foreign currency translation adjustment.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

3.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(o)	Treasury stock

Treasury stock consists of the Company’s own stock which has been issued, subsequently reacquired by the Company, and not yet reissued or retired. 15,700,000 common shares were reacquired and cancelled by the Company. The constructive retirement method was adopted that the aggregate par value of reacquired shares is charged to the common stock account. After the retirement of the treasury stock, the issued and outstanding common stock were reduced from 24,000,000 shares to 8,300,000 shares.

(p)	Stock dividends and stock splits

Stock dividends represent neither an actual distribution of the assets of the Company nor a promise to distribute those assets. Stock dividend is not considered a legal liability or a taxable transaction. The stock dividends has been processed by Financial Industry Regulatory Authority (“FINRA”) as a stock split of one-for-10.5 shares and therefore the Company will record this as stock split. The record date for this transaction was September 26, 2011 and the payable date was October 5, 2011. The Company will round-up fractional shares and the additional shares will be mailed out to shareholders of record. On October 5, 2011, the common stock was increased from 8,300,000 shares to 87,150,000 shares.

(q)	Earnings per share

Basic earnings per share, which includes no dilution, is computed by dividing income available to common stockholders by the weighted-average number of shares outstanding for the period. In contrast, diluted earnings per share consider the potential dilution that could occur from other financial increase the total number of outstanding shares of common stock.

(r)	Recently implemented standards

In September 2011, the Financial Accounting Standard Board (“FASB”) issued Accounting Standard Update (“ASU”) 2011-05, Presentation of Comprehensive Income, which requires an entity to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income, or in two separate but consecutive statements. ASU 2011-05 eliminates the option to present components of other comprehensive income as part of the statement of equity. ASU 2011-05 will be effective for the Company beginning after December 15, 2011. The Company does not expect the adoption of ASU 2011-05 to have a material effect on its operating results or financial position. However, it will impact the presentation of comprehensive income.

In May 2011, the FASB issued ASU 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and International Financial Reporting Standards (“IFRS”). ASU 2011-04 clarifies some existing concepts, eliminates wording differences between U.S. GAAP and IFRS, and in some limited cases, changes some principles to achieve convergence between U.S. GAAP and IFRS. ASU 2011-04 results in a consistent definition of fair value and common requirements for measurement of and disclosure about fair value between U.S. GAAP and IFRS. ASU 2011-04 also expands the disclosures for fair value measurements that are estimated using significant unobservable (Level 3) inputs. ASU 2011-04 will be effective for the Company beginning after December 15, 2011. The Company does not expect the adoption of ASU 2011-04 to have a material effect on its operating results or financial position.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

3.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

In April 2011, the FASB issued ASU 2011-03, Consideration of Effective Control on Repurchase Agreements, which deals with the accounting for repurchase agreements and other agreements that both entitle and obligate a transferor to repurchase or redeem financial assets before their maturity. ASU 2011-03 changes the rules for determining when these transactions should be accounted for as financings, as opposed to sales. The guidance in ASU 2011-03 is effective for the first interim or annual period beginning on or after December 15, 2011. The guidance should be applied prospectively to transactions or modifications of existing transactions that occur on or after the effective date. Early adoption is not permitted. The adoption of ASU 2011-03 is not expected to have a material impact on the Company’s financial condition or results of operation.

In April 2011, the FASB issued ASU 2011-02, “A Creditor’s Determination of Whether a Restructuring is a Troubled Debt Restructuring”, which clarifies when creditors should classify loan modifications as troubled debt restructurings. The guidance is effective for interim and annual periods beginning on or after September 15, 2011, and applies retrospectively to restructurings occurring on or after the beginning of the year. The guidance on measuring the impairment of a receivable restructured in a troubled debt restructuring is effective on a prospective basis. A provision in ASU 2011-02 also ends the FASB’s deferral of the additional disclosures about troubled debt restructurings as required by ASU 2010-20. The adoption of ASU 2011-02 is not expected to have a material impact on the Company’s financial condition or results of operations.

4.	CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS

Financial instruments which potentially expose the Group to concentrations of credit risk, consists of cash and trade receivables as of September 30, 2011 and December 31, 2010. The Group performs ongoing evaluations of its cash position and credit evaluations to ensure collections and minimize losses.

As of September 30, 2011 and December 31, 2010, the Group’s bank deposits were placed with banks in Hong Kong and the PRC where there is currently no rule or regulation in place for obligatory insurance of bank accounts.

For the nine months ended September 30, 2011 and 2010, the Group did not generate any revenue and as of September 30, 2011 there was no additional trade receivable.

The maximum amount of loss due to credit risk that the Group would incur if the counter parties to the financial instruments failed to perform is represented the carrying amount of each financial asset in the balance sheet.

Normally the Group does not obtain collateral from customers or debtors.

As at September 30, 2011 and December 31, 2010, no customer accounted for 10% of the Group’s revenue and trade receivables.

5.	AMOUNT DUE FROM A DIRECTOR

Amount due from a director is unsecured, interest-free, and repayable on demand.

GOODWILL

On January 14, 2009, the Company acquired 100% interest of HKAC for $438,975. Including in this acquisition was the primary beneficiary status of HKAC derived from a Variable Interest Entity, Shenzhen Jinmimi Technology Company Limited. Goodwill represents the excess of the cost of the purchases over the fair value of the net acquired identifiable assets at the date of acquisition. The goodwill was derived from the primary beneficiary status of VIE, Shenzhen Jinmimi Technology Company Limited, which comprised of the actual operation and assets and liabilities. The entire goodwill has been written off when the Company performed the deconsolidation of Shenzhen Jinmimi Technology Company Limited according to the Termination of Management Consultancy Agreement signed on September 16, 2010.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

7.	PROPERTY, PLANT AND EQUIPMENT, NET

Details of property, plant and equipment are as follows:

	September 30, 2011		December 31, 2010
At cost
Office equipment	$	-	$	5,183
Less: accumulated depreciation		-		(1,807	)


	$	-	$	3,376
Deconsolidation adjustment		-		(3,376	)
		-		-

Depreciation expense included in the general and administrative expenses for the nine months ended September 30, 2011 and 2010 were nil and $764 respectively.

8.	AMOUNT DUE TO A DIRECTOR

Amount due to a director is unsecured, interest-free, and repayable on demand.

9.	OTHER PAYABLE

Other payable due to a third party is unsecured, interest free and repayable on demand.

10.	LOSS PER SHARE

The calculation of the basic and diluted loss per share attributable to the common stock holders is based on the following data:

	For the nine months ended September 30,
	2011			2010
Loss:
Loss for the purpose of basic and
dilutive earnings per share	$	(51,020	)	$	(475,642	)



Number of shares:

Weighted average number of
common stock for the purpose of basic
and dilutive earnings per share		22,255,556			24,000,000

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

11.	FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties. The carrying amounts of financial assets and liabilities, such as cash and cash equivalents, trade receivables, amount due from a director, other receivables, amount due to a shareholder and other payables, approximate their fair values because of the short maturity of these instruments and market rates of interest.

12.	INCOME TAXES

(a)

The Company, being registered in the State of Nevada whereas its subsidiary, HKAC being incorporated in Hong Kong is not subject to any income tax as the U.S. Holding company and Hong Kong subsidiary does not generate any positive income. The Company has conducted all of its business through its PRC subsidiary, Chuangding, is subject to the PRC’s Enterprise Income Tax (“EIT”). Pursuant to the PRC Income Tax Laws, EIT is generally imposed at 25%.

A reconciliation between the income tax computed at the U.S. statutory rate and the Group’s provision for income tax is as follows:

	For the nine months ended September 30
	2011			2010

U.S. statutory rate		34	%		34	%
Foreign income not recognized in the U.S.		(34	%)		(34	%)
PRC Enterprise Income Tax		25	%		25	%


Provision for income tax		25	%		25	%

(b)	PRC EIT rate was 25% for the nine months ended September 30, 2011 and 2010.

No income before income taxes for the nine months ended September 30, 2011 and 2010 were attributed to the subsidiary with operations in China. No income taxes related to China income for the nine months ended September 30, 2011 and 2010.

(c)	No deferred tax has been provided as there are no material temporary differences arising for the nine months ended September 30, 2011 and 2010.

The Company did not have any interest and penalty recognized in the income statements for the nine months ended September 30, 2011 and 2010 or balance sheet as of September 30, 2011 and 2010. The Company did not have uncertainty tax positions or events leading to uncertainty tax position within the next 12 months. The Company’s 2009, 2010 and 2011 U.S. Corporation Income Tax Return are subject to U.S. Internal Revenue Service examination and the Company’s, 2009/2010, and 2010/11 Hong Kong Corporations Profits Tax Return filing are subject to Hong Kong Inland Revenue Department examination. The Company’s 2008, 2009, 2010 and 2011 China Enterprise Income Tax Returns are subject to State Administration of Taxation examination.

JINMIMI NETWORK INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010

(Stated in US Dollars)(Unaudited)

13.	COMMON STOCK

On September 6, 2011, the Company reacquired 15,700,000 restricted common shares which were cancelled by the Company. After the retirement of the treasury stock, the issued and outstanding common stock were reduced from 24,000,000 shares to 8,300,000 shares.

On September 26, 2011 the stock dividends has been processed by Financial Industry Regulatory Authority (“FINRA”) as a stock split of one-for-10.5 shares. The record date for this transaction was September 26, 2011 and the payable date was October 5, 2011.

On October 5, 2011, the common stock was increased from 8,300,000 shares to 87,150,000 shares.

14.	SUBSEQUENT EVENTS

On November 3, 2011, Brian Cohen was appointed as a director, CEO, CFO and Secretary of the Company while Deng Zhang resigned as CEO, CFO and director of the Company. In the same date, Brian Cohen bought shares from the Company’s two controlling shareholders for total consideration of $5,000 result in Brian Cohen owns 45,150,000 common shares of the Company representing 51.81% out of the Company’s issued and outstanding 87,150,000 shares of common stock. The Company has evaluated all other subsequent events through November 11, 2011, the date these consolidated financial statements were issued, and determined that there were no other subsequent events or transactions that require recognition or disclosures in the financial statements other than aforementioned events.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information contained in Item 2 contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual results may materially differ from those projected in the forward-looking statements as a result of certain risks and uncertainties set forth in this report. Although management believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove to be correct or that actual results will not be different from expectations expressed in this report.

Overview of Our Performance and Operations

We were incorporated under the laws of the State of Nevada in November 2008. We are one of the companies that specialize in providing online financial and listed company data and information in China. We offer registered-based services on a single information platform that provided financial data and information that we deliver through online forums. Prior to the termination of the long-term management consultancy agreement, our service offerings permit users to post and search financial information on the forum – Jinmimi Financial Forum. Jinmimi Financial Forum is divided into six (6) sub-forums: Stock Market Information, Mutual Funds Information, Bonds Market Information, Commodities & Futures Information, Foreign Currencies Information, and Our Life Section. After the termination of the long-term management consultancy agreement, Chuangding has been committed to carry out its core business by providing project investment consulting focus on preliminary research. The consulting services are based on customer requirement which involves investment value analysis, market risk analysis, business plan design, project financing proposal, and project data analysis. All the researches are derived from objective, comprehensive and scientific analysis, market risk study, enterprises sensitivity analysis, commercial operates, capital raising possibility, investment value and other aspects that would help reduce the investment risk and improve capital efficiency.

Going Concern

The Company's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not generated significant revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations. The management will seek to raise funds from shareholders.

Plan of Operation

The subsidiary of the Company, Chuangding has been committed to carry out its core business by providing project investment consulting focus on preliminary research. The consulting services are based on customer requirement which involves investment value analysis, market risk analysis, business plan design, project financing proposal, and project data analysis. All the researches are derived from objective, comprehensive and scientific analysis, market risk study, enterprises sensitivity analysis, commercial operates, capital raising possibility, investment value and other aspects that would help reduce the investment risk and improve capital efficiency.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that we are required to disclose pursuant to these regulations. In the ordinary course of business, we enter into operating lease commitments, purchase commitments and other contractual obligations. These transactions are recognized in our financial statements in accordance with generally accepted accounting principles in the United States.

We do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as “special purpose entities” (SPEs).

Critical Accounting Policies

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use if estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Our significant accounting policies are summarized in Note 3 of our financial statements for the period ended September 30, 2011. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.

Recent accounting pronouncements

PART II - OTHER INFORMATION

Item 1.Legal Proceedings.

We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

Item 2. Risk Factors

Not applicable because we are a smaller reporting company.

Item 3. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 4. Defaults Upon Senior Securities.

None.

Item 5. (Removed and Reserved).

Item 6.Other Information.

On September 6, 2011, the Company reacquired 15,700,000 restricted common shares which were cancelled by the Company. After the retirement of the treasury stock, the issued and outstanding common stock was reduced from 24,000,000 shares to 8,300,000 shares.

On September 26, 2011 the stock dividend was processed by Financial Industry Regulatory Authority (“FINRA”) as a stock split of one-for-10.5 shares. The record date for this transaction was September 26, 2011 and the payable date was October 5, 2011. The company rounded up fractional shares and the additional shares were mailed out to shareholders of record.

On October 5, 2011, the common stock was increased from 8,300,000 shares to 87,150,000 shares as a result of the stock split.

On November 3, 2011, Brian Cohen was appointed as a director, CEO, CFO and Secretary of the Company while Deng Zhang resigned as CEO, CFO and director of the Company. On the same date, Brian Cohen bought shares from the Company’s two controlling shareholders for total consideration of $5,000 resulting in Brian Cohen owning 45,150,000 common shares of the Company, representing 51.81% out of the Company’s issued and outstanding 87,150,000 shares of common stock.

SIGNATURES

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

	JINMIMI NETWORK INC.

Date: November 17, 2011	By:
		Brian Cohen
		President, CEO and CFO, Chairman of the Board of Directors