S-1

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Hyperera, Inc.

(Name of small business issuer in our charter)

Nevada	7370	26-2007556
(State or other jurisdiction of incorporation or organization)	(Primary Standard Industrial Classification Code Number)	IRS I.D.

2316 S Wentworth Ave Chicago, IL	60616
(Address of principal executive offices)	(Zip Code)

 Registrant’s telephone number:  312-842-2288

InCorp Services, Inc.

375 N. Stephanie St., Suite 1411

Henderson, NV 89014

(702) 866-2500

(Name, address and telephone number of agent for service)

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. x

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.

Large accelerated filer ¨	Accelerated Filer ¨
Non-accelerated filer ¨	Smaller reporting company x

CALCULATION OF REGISTRATION FEE

Title of each class of securities to be registered	Amount to be registered [1]		Proposed maximum offering price per unit		Proposed maximum aggregate offering price		Amount of registration fee [2] [3]
Common Stock offered by the Selling Stockholders [4]		6,839,000	$	0.20	$	1,367,800	$	76.33

(1) In accordance with Rule 416(a), the registrant is also registering hereunder an indeterminate number of shares that may be issued and resold resulting from stock splits, stock dividends or similar transactions.

(2) Estimated in accordance with Rule 457(c) of the Securities Act of 1933 solely for the purpose of computing the amount of the registration fee based on recent prices of private transactions.

(3) Calculated under Section 6(b) of the Securities Act of 1933 as .00005580 of the aggregate offering price.

(4) Represents shares of the registrant’s common stock being registered for resale that have been issued or will be issued to the selling shareholders named in this registration statement.

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay our effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission, acting pursuant to Section 8(a) may determine.

PROSPECTUS

Hyperera, Inc.

Selling shareholders are offering up to 6,839,000 shares of common stock.  The selling shareholders will offer their shares at $0.20 per share until our shares are quoted on the OTC Bulletin Board and, assuming we secure this qualification, thereafter at prevailing market prices or privately negotiated prices.    We will not receive proceeds from the sale of shares from the selling shareholders.

There are no underwriting commissions involved in this offering.  We have agreed to pay all the costs of this offering. Selling shareholders will pay no offering expenses.

Prior to this offering, there has been no market for our securities. Our common stock is not now listed on any national securities exchange, the NASDAQ stock market, or the OTC Bulletin Board.  There is no guarantee that our securities will ever trade on the OTC Bulletin Board or other exchange.

This offering is highly speculative and these securities involve a high degree of risk and should be considered only by persons who can afford the loss of their entire investment.  See “Risk Factors” beginning on page 9.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

The date of this prospectus is _________________ , 2010.

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TABLE OF CONTENTS

Summary Information and Risk Factors	4
Risk Factors	7
Our generating no revenues from operations makes it difficult for us to evaluate our future business prospects and make decisions based on those estimates of our future performance.	7
There is substantial doubt about our ability to continue as a going concern as a result of our lack of significant revenues and if we are unable to generate significant revenue or secure financing we may be required to cease or curtail our operations.	7
Any decrease in the availability, or increase in the cost, of hardware and software we purchase for resale could materially affect our earnings.	7
If clinics or hospitals that use our products or their patients successfully assert product liability claims against us due to defects in our products, our operating results may suffer and our reputation may be harmed.	7
We depend heavily on key personnel, and turnover of key senior management could harm our business.	8
Because our holding company structure creates restrictions on the payment of dividends, our ability to pay dividends is limited.	11
We may be unable to enforce our rights due to policies regarding the regulation	11
of foreign investments in China, which could reduce our ability to compete and our revenues.	11
It may be difficult for stockholders to enforce any judgment obtained in the	12
United States against us, which may limit the remedies otherwise available to our stockholders.	12
If we do not file a Registration Statement on Form 8-A to become a mandatory reporting company under Section 12(g) of the Securities Exchange Act of 1934, we will continue as a voluntary reporting company and will not be subject to the proxy statement or other information requirements of the 1934 Act, our securities can no longer be quoted on the OTC Bulletin Board, and our officers, directors and 10% stockholders will not be required to submit reports to the SEC on their stock ownership and stock trading activity, all of which could reduce the value of your investment and the amount of publicly available information about us.	13
Use of Proceeds	14
Determination of Offering Price	14
Dilution	14
Selling Shareholders	15
Plan of Distribution	16
Legal Proceedings	18
Directors, Executive Officers, Promoters, and Control Persons	18
Security Ownership of Certain Beneficial Owners and Management	20
Description of Securities	21
Interest of Named Experts	22
Disclosure of Commission Position on Indemnification for Securities Liabilities	22
Description of Business	22
Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Description of Property	29
Certain Relationships and Related Transactions	30
Market for Common Equity and Related Stockholder Matters	31
Executive Compensation	33
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	36
financial statements	37

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SUMMARY INFORMATION AND RISK FACTORS

You should carefully read all information in the prospectus, including the financial statements and their explanatory notes, under the Financial Statements prior to making an investment decision.

Organization

Hyperera, Inc. is a Nevada corporation formed on February 19, 2008, with registered address at 375 N. Stephanie St., Suite 1411, Henderson, NV 89014-8909.  Hyperera, Inc. transacts its business in the U.S. located in the State of Illinois and has principal office at 2316 South Wentworth Avenue, Chicago, IL 60616.

On July 3, 2009, we established a wholly owned subsidiary, Hyperera Technologies (Beijing) Co., Limited, located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.

Hyperera, Inc. is headquartered in 2316 South Wentworth Avenue, Chicago, IL 60616, USA.  Our telephone number is 312-842-2288.

Business

Our business is sale of hardware and software and customization of clinical information system software for medical clinics and hospitals in China and throughout Asia.

We sell, install, and customize the following Clinical Information System:

· Surgery Anesthesia Clinic Management Software and Intensive Care Unit, or ICU, Management System

The Clinical Information System of we sell was developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”).  It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment.  Beijing Chaoran is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China.  Beijing Chaoran is a Chinese Technology company owned 100% by Mr. Liancheng Li, the father of our Chairman Zhi Yong Li.

We signed a three-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement.  Beijing Chaoran is the exclusive supplier of the products Hyperera sells.  The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions.  Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

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In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of  $59,998 and $148,000 was prepaid on March 9 and 18, 2009 respectively.

The Offering

As of the date of this prospectus, we had 27,939,000 shares of common stock outstanding.

Selling shareholders are offering up to 6,839,000 shares of common stock.  The selling shareholders will offer their shares at $0.20 per share until our shares are quoted on the OTC Bulletin Board and thereafter at prevailing market prices or privately negotiated prices.  The selling shareholders cannot acquire the shares underlying these warrants until our shares are quoted on the OTC Bulletin Board and will be sold thereafter at prevailing market prices or privately negotiated prices.  We will pay all expenses of registering the securities, estimated at approximately $100,000.  We will not receive any proceeds of the sale of these securities.

To be quoted on the OTC Bulletin Board, a market maker must file an application on our behalf in order to make a market for our common stock.  The current absence of a public market for our common stock may make it more difficult for you to sell shares of our common stock that you own.

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Financial Summary

Because this is only a financial summary, it does not contain all the financial information that may be important to you. Therefore, you should carefully read all the information in this prospectus, including the financial statements and their explanatory notes before making an investment decision.

STATEMENT OF LOSS

							Period
							February 19,
	Six Month			Year			2008 (Date of
	Ended			Ended			Inception)
	June 30			December			Through
	2009			31,			June 30
	(unaudited)			2008			2009
Revenues:	$	0.00		$	0.00		$	0.00
COGS:	$	0.00		$	0.00		$	0.00
Gross Profit	$	0.00		$	0.00		$	0.00
Operating expenses:	$	12,099		$	51,622		$	63,721
Net Loss	$	(12,057	)	$	(51,612	)	$	(63,669	)

HYPERERA, INC.

BALANCE SHEETS

	June 30 2009		December 31
	(unaudited)		2008
ASSETS	$	234,266	$	207,770
LIABILITIES	$	40,217	$	1,522
STOCKHOLDERS’ Equity	$	194,050	$	206,247
TOTAL LIABILITIES & EQUITY	$	234,266	$	207,770

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Risk Factors

In addition to the other information provided in this prospectus, you should carefully consider the following risk factors in evaluating our business before purchasing any of our common stock.  All material risks are discussed in this section.

Our generating no revenues from operations makes it difficult for us to evaluate our future business prospects and make decisions based on those estimates of our future performance.

Although we have taken significant steps to develop our business plan since our inception, as of June 30, 2009, we have generated no revenues.  Our business plan is still speculative and unproven.  There is no assurance that we will be successful in executing our business plan or that even if we successfully implement our business plan, we will ever generate revenues or profits, which makes it difficult to evaluate our business.  As a consequence, it is difficult, if not impossible, to forecast our future results based upon our historical data.  Because of the uncertainties related to our lack of historical operations, we may be hindered in our ability to anticipate and timely adapt to increases or decreases in sales, revenues or expenses.  If we make poor budgetary decisions as a result of unreliable historical data, we may never generate revenues or become profitable or incur losses, which may result in a decline in our stock price. 

There is substantial doubt about our ability to continue as a going concern as a result of our lack of significant revenues and if we are unable to generate significant revenue or secure financing we may be required to cease or curtail our operations.

Our lack of significant revenues raise substantial doubt about our ability to continue as a going concern.  Our financial statements do not include adjustments that might result from the outcome of this uncertainty and if we are unable to generate significant revenue or secure financing we may be required to cease or curtail our operations.  

Any decrease in the availability, or increase in the cost, of hardware and software we purchase for resale could materially affect our earnings.

Our operations depend heavily on the availability of hardware and software we resell. We purchase software and hardware from Beijing Chaoran and then resell it to our customers. However, if Beijing Chaoran Co., Ltd.  is unable or unwilling to provide us with software and hardware on terms favorable to us, we may be unable to produce certain products and services. This could result in a decrease in profit and damage to our reputation in our industry.  In the event our costs of acquiring these hardware and software increases, we may not be able to pass these higher costs on to our customers in full or at all. Any increase in the prices for hardware and software could materially increase our costs and therefore lower our earnings. 

If clinics or hospitals that use our products or their patients successfully assert product liability claims against us due to defects in our products, our operating results may suffer and our reputation may be harmed.

Our products will be applied in the management of many critical systems in medical clinics and hospitals.  If our products are not properly installed or customized, we could be subject to claims for damages based on theories of product liability and other legal theories. The costs and resources to defend such claims could be substantial and, if such claims are successful, we could be responsible for paying some or all of the damages. We do not have product liability insurance. The publicity surrounding these sorts of claims is also likely to damage our reputation, regardless of whether such claims are successful. Any of these consequences resulting from defects in our products would hurt our operating results and stockholder value.

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Risks Related to Management and Personnel

We depend heavily on key personnel, and turnover of key senior management could harm our business.

Our future business and results of operations depend in significant part upon the continued contributions of our senior management personnel, including Zhi Yong Li, Chairman; Wei Wu, President and Simon Bai, CFO. If we Zhi Yong Li, Chairman; Wei Wu, President and Simon Bai, CFO, if Zhi Yong Li, Chairman; Wei Wu, President and Simon Bai, CFO fail to perform in their current positions, or if we are not able to attract and retain skilled employees as needed, our business could suffer. Significant turnover in our senior management could significantly deplete our institutional knowledge held by our existing senior management team. We depend on the skills and abilities of these key employees in managing the product acquisition, marketing and sales aspects of our business, any part of which could be harmed by turnover in the future.

Our management has limited experience in managing the day to day operations of a public company and, as a result, we may incur additional expenses associated with the management of our company.

The management team, including Zhi Yong Li, Chairman; Wei Wu, President and Simon Bai, CFO is responsible for the operations and reporting of the combined company. The requirements of operating as a small public company are new to the management team and the employees as a whole. This may require us to obtain outside assistance from legal, accounting, investor relations, or other professionals that could be more costly than planned. We may also be required to hire additional staff to comply with additional SEC reporting requirements and compliance under the Sarbanes-Oxley Act of 2002. Our failure to comply with reporting requirements and other provisions of securities laws could negatively affect our stock price and adversely affect our results of operations, cash flow and financial condition.

Although we believe that we currently have adequate internal control over financial reporting, we are exposed to risks from recent legislation requiring companies to evaluate internal control over financial reporting.

Section 404 of the Sarbanes-Oxley Act of 2002 ("Section 404") requires our management to report on the operating effectiveness of the Company's Internal Controls over financial reporting for the year ending December 31 following the year in which this registration statement is declared effective. Enterprise CPAs, Ltd., our independent registered public accounting firm, will be required to attest to the effectiveness of our internal control over financial reporting beginning with the year ending thereafter. We must establish an ongoing program to perform the system and process evaluation and testing necessary to comply with these requirements. We expect that the cost of this program will require us to incur expenses and to devote resources to Section 404 compliance on an ongoing basis.

It is difficult for us to predict how long it will take to complete management's assessment of the effectiveness of our internal control over financial reporting for each year and to remediate any deficiencies in our internal control over financial reporting. As a result, we may not be able to complete the assessment and process on a timely basis. In the event that our Chief Executive Officer, Chief Financial Officer or independent registered public accounting firm determine that our internal control over financial reporting is not effective as defined under Section 404, we cannot predict how regulators will react or how the market prices of our shares will be affected.

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Because we do not have an audit or compensation committee, shareholders will have to rely on the entire board of directors, none of which are independent, to perform these functions.

We do not have an audit or compensation committee comprised of independent directors.  Indeed, we do not have any audit or compensation committee.  These functions are performed by the board of directors as a whole.  No members of the board of directors are independent directors.  Thus, there is a potential conflict in that board members who are also part of management will participate in discussions concerning management compensation and audit issues that may affect management decisions.

Certain of our stockholders hold a significant percentage of our outstanding voting securities which could reduce the ability of minority shareholders to effect certain corporate actions.

Our officers, directors and majority shareholders are the beneficial owners of approximately 73% of our outstanding voting securities. As a result, they possess significant influence and can elect a majority of our board of directors and authorize or prevent proposed significant corporate transactions. Their ownership and control may also have the effect of delaying or preventing a future change in control, impeding a merger, consolidation, takeover or other business combination or discourage a potential acquirer from making a tender offer.

Risks Related to our Operations in China

Because all our customers and operations are located in China, the following risks could affect our business of our suppliers and thus harm our revenues.

General economic conditions in China could reduce our revenues.

General economic conditions in China have an impact on our business and financial results. The global economy in general and in China specifically remains uncertain. As a result, individuals and companies may delay or reduce expenditures. Weak economic conditions and/or softness in the consumer or business channels could result in lower demand for our products, resulting in lower sales, earnings and cash flows.

Changes in China’s political or economic situation could harm us and our operating results.

Economic reforms adopted by the Chinese government have had a positive effect on the economic development of the country, but the government could change these economic reforms or any of the legal systems at any time. This could either benefit or damage our operations and profitability. Some of the things that could have this effect are:

· Level of government involvement in the economy;

· Control of foreign exchange;

· Methods of allocating resources;

· Balance of payments position;

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· International trade restrictions; and

· International conflict.

The Chinese economy differs from the economies of most countries belonging to the Organization for Economic cooperation and Development, or OECD, in many ways. For example, state-owned enterprises still constitute a large portion of the Chinese economy, and weak corporate governance traditions and a lack of flexible currency exchange policy continue to persist. As a result of these differences, the business of our suppliers could be adversely affected.

Our business is largely subject to the uncertain legal environment in China and your legal protection could be limited.

The Chinese legal system is a civil law system based on written statutes. Unlike common law systems, it is a system in which precedents set in earlier legal cases are not generally used. The overall effect of legislation enacted over the past 20 years has been to enhance the protections afforded to foreign invested enterprises in China. However, these laws, regulations and legal requirements are relatively recent and are evolving rapidly, and their interpretation and enforcement involve uncertainties. These uncertainties could limit the legal protections available to foreign investors, such as the right of foreign invested enterprises to hold licenses and permits such as requisite business licenses. In addition, all of our executive officers and our directors are residents of China and not of the U.S., and substantially all the assets of these persons are located outside the U.S. As a result, it could be difficult for investors to effect service of process in the U.S., or to enforce a judgment obtained in the U.S. against our Chinese operations and subsidiaries.

The Chinese government exerts substantial influence over the manner in which we and our suppliers must conduct their business activities.

Only recently has China permitted provincial and local economic autonomy and private economic activities. The Chinese government has exercised and continues to exercise substantial control over virtually every sector of the Chinese economy through regulation and state ownership. Our ability to operate in China may be harmed by changes in its laws and regulations, including those relating to taxation, import and export tariffs, environmental regulations, land use rights, property and other matters. We believe that our operations in China are in material compliance with all applicable legal and regulatory requirements. However, the central or local governments of the jurisdictions in which we operate may impose new, stricter regulations or interpretations of existing regulations that would require additional expenditures and efforts on our part to ensure our compliance with such regulations or interpretations.

Accordingly, government actions in the future, including any decision not to continue to support recent economic reforms and to return to a more centrally planned economy or regional or local variations in the implementation of economic policies, could have a significant effect on economic conditions in China or particular regions thereof, and could require us to divest ourselves of any interest we then hold in Chinese properties or joint ventures.  Any divestiture could reduce our assets or revenues and thus reduce the value of our stock.

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The value of our securities will be affected by the foreign exchange rate between U.S. dollars and RMB.

The value of our common stock will be affected by the foreign exchange rate between U.S. dollars and RMB, and between those currencies and other currencies in which our sales may be denominated. Currently, RMB is stronger than U.S. Dollars. For example, to the extent that we need to convert U.S. dollars into RMB for our operational needs and should RMB appreciate against the U.S. dollar at that time, our financial position, the business of the Company, and the price of our common stock may be harmed. Conversely, if we decide to convert our RMB into U.S. dollars for the purpose of declaring dividends on our common stock or for other business purposes and the U.S. dollar appreciates against RMB, the U.S. dollar equivalent of our earnings from our subsidiaries in China would be reduced.

In the event that the U.S. dollars appreciate against RMB, our costs will increase. If we cannot pass the resulting cost increase on to our customers, our profitability and operating results will suffer. In addition, since our sales to international customers grew rapidly, we are subject to the risk of foreign currency depreciation.

Because our holding company structure creates restrictions on the payment of dividends, our ability to pay dividends is limited.

We have no direct business operations, other than our ownership of our subsidiaries. If we decide in the future to pay dividends, as a holding company, our ability to pay dividends and meet other obligations depends upon the receipt of dividends or other payments from our operating subsidiary.  In addition, our operating subsidiary, from time to time, may be subject to restrictions on their ability to make distributions to us, including as a result of restrictive covenants in loan agreements, restrictions on the conversion of local currency into U.S. dollars or other hard currency and other regulatory restrictions. If future dividends are paid in Renminbi, fluctuations in the exchange rate for the conversion of Renminbi into U.S. dollars may adversely affect the amount received by U.S. stockholders upon conversion of the dividend payment into U.S. dollars. We do not presently have any intention to declare or pay dividends in the future. You should not purchase shares of our common stock in anticipation of receiving dividends in future periods.

We may be unable to enforce our rights due to policies regarding the regulation of foreign investments in China, which could reduce our ability to compete and our revenues.

The PRC's legal system is a civil law system based on written statutes in which decided legal cases have little value as precedents, unlike the common law system prevalent in the United States.  The PRC does not have a well-developed, consolidated body of laws governing foreign investment enterprises. As a result, the administration of laws and regulations by government agencies may be subject to considerable discretion and variation, and may be subject to influence by external forces unrelated to the legal merits of a particular matter.  China's regulations and policies with respect to foreign investments are evolving. Definitive regulations and policies with respect to such matters as the permissible percentage of foreign investment and permissible rates of equity returns have not yet been published.  Statements regarding these evolving policies have been conflicting and any such policies, as administered, are likely to be subject to broad interpretation and discretion and to be modified, perhaps on a case-by-case basis. The uncertainties regarding such regulations and policies present risks which may affect our ability to achieve our business objectives.  If we are unable to enforce any legal rights we may have under our contracts or otherwise, our ability to compete with other companies in our industry could be materially and negatively affected and our revenues could be reduced.

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It may be difficult for stockholders to enforce any judgment obtained in the United States against us, which may limit the remedies otherwise available to our stockholders.

All of our assets are located outside the United States and all of our current operations are conducted in China.  Moreover, all of our directors and officers are nationals or residents of China.  All or a substantial portion of the assets of these persons are located outside the United States.  As a result, it may be difficult for our stockholders to effect service of process within the United States upon these persons.  In  addition,  there is  uncertainty  as to whether the courts of China would recognize or enforce  judgments of U.S. courts obtained against us or such officers and/or directors  predicated upon the civil liability  provisions  of the  securities  law of the United States or any state thereof, or be competent to hear original actions brought in China against us or such persons  predicated  upon the  securities  laws of the United States or any state thereof.  Further, China’s treaties do not provide for reciprocal recognition and enforcement of judgments of U.S. courts.

Risks Related to the Market for our Stock

Investors may have difficulty in reselling their shares due to the lack of market or state Blue Sky laws. 

Our common stock is currently not quoted on any market. No market may ever develop for our common stock, or if developed, may not be sustained in the future.

The holders of our shares of common stock and persons who desire to purchase them in any trading market that might develop in the future should be aware that there may be significant state law restrictions upon the ability of investors to resell our shares. Accordingly, even if we are successful in having the Shares available for trading on the OTCBB, investors should consider any secondary market for the Company's securities to be a limited one. We intend to seek coverage and publication of information regarding the company in an accepted publication which permits a "manual exemption." This manual exemption permits a security to be distributed in a particular state without being registered if the company issuing the security has a listing for that security in a securities manual recognized by the state. However, it is not enough for the security to be listed in a recognized manual. The listing entry must contain (1) the names of issuers, officers, and directors, (2) an issuer's balance sheet, and (3) a profit and loss statement for either the fiscal year preceding the balance sheet or for the most recent fiscal year of operations.  We may not be able to secure a listing containing all of this information.  Furthermore, the manual exemption is a non issuer exemption restricted to secondary trading transactions, making it unavailable for issuers selling newly issued securities. Most of the accepted manuals are those published in Standard and Poor's, Moody's Investor Service, Fitch's Investment Service, and Best's Insurance Reports, and many states expressly recognize these manuals. A smaller number of states declare that they “recognize securities manuals” but do not specify the recognized manuals. The following states do not have any provisions and therefore do not expressly recognize the manual exemption: Alabama, Georgia, Illinois, Kentucky, Louisiana, Montana, South Dakota, Tennessee, Vermont and Wisconsin.

Accordingly, our shares should be considered totally illiquid, which inhibits investors’ ability to resell their shares.

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We will be subject to penny stock regulations and restrictions and you may have difficulty selling shares of our common stock.

The SEC has adopted regulations which generally define so-called “penny stocks” to be an equity security that has a market price less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exemptions.  We anticipate that our common stock will become a “penny stock”, and we will become subject to Rule 15g-9 under the Exchange Act, or the “Penny Stock Rule”. This rule imposes additional sales practice requirements on broker-dealers that sell such securities to persons other than established customers. For transactions covered by Rule 15g-9, a broker-dealer must make a special suitability determination for the purchaser and have received the purchaser’s written consent to the transaction prior to sale. As a result, this rule may affect the ability of broker-dealers to sell our securities and may affect the ability of purchasers to sell any of our securities in the secondary market.

For any transaction involving a penny stock, unless exempt, the rules require delivery, prior to any transaction in a penny stock, of a disclosure schedule prepared by the SEC relating to the penny stock market. Disclosure is also required to be made about sales commissions payable to both the broker-dealer and the registered representative and current quotations for the securities. Finally, monthly statements are required to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stock.

We do not anticipate that our common stock will qualify for exemption from the Penny Stock Rule. In any event, even if our common stock were exempt from the Penny Stock Rule, we would remain subject to Section 15(b)(6) of the Exchange Act, which gives the SEC the authority to restrict any person from participating in a distribution of penny stock, if the SEC finds that such a restriction would be in the public interest.

Sales of our common stock under Rule 144 could reduce the price of our stock.

There are 7,539,000 shares of our common stock held by non- affiliates and 20,400,000 shares held by affiliates Rule 144 of the Securities Act of 1933 defines as restricted securities.

All of our shares held by non-affiliates are currently eligible for resale or are being registered in this offering, however affiliates will still be subject to the resale restrictions of Rule 144.  In general, persons holding restricted securities, including affiliates, must hold their shares for a period of at least six months, may not sell more than one percent of the total issued and outstanding shares in any 90-day period, and must resell the shares in an unsolicited brokerage transaction at the market price.  The availability for sale of substantial amounts of common stock under Rule 144 could reduce prevailing market prices for our securities.

If we do not file a Registration Statement on Form 8-A to become a mandatory reporting company under Section 12(g) of the Securities Exchange Act of 1934, we will continue as a voluntary reporting company and will not be subject to the proxy statement or other information requirements of the 1934 Act, our securities can no longer be quoted on the OTC Bulletin Board, and our officers, directors and 10% stockholders will not be required to submit reports to the SEC on their stock ownership and stock trading activity, all of which could reduce the value of your investment and the amount of publicly available information about us.

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As a result of this offering assuming it is declared effective in the year ended December 31, 2010, as required under Section 15(d) of the Securities Exchange Act of 1934, we will file periodic reports with the Securities and Exchange Commission through December 31, 2010, including a Form 10-K for the year ending December 31, 2010, assuming this registration statement is declared effective before that date.  At or prior to December 31, 2010, we intend voluntarily to file a registration statement on Form 8-A which will subject us to all of the reporting requirements of the 1934 Act. This will require us to file quarterly and annual reports with the SEC and will also subject us to the proxy rules of the SEC. In addition, our officers, directors and 10% stockholders will be required to submit reports to the SEC on their stock ownership and stock trading activity.  We are not required under Section 12(g) or otherwise to become a mandatory 1934 Act filer unless we have more than 500 shareholders and total assets of more than $10 million on December 31, 2010.  If we do not file a registration statement on Form 8-A at or prior to December 31, 2010, we will continue as a voluntary reporting company and will not be subject to the proxy rules, Section 16 ownership reporting and short swing profits provisions or other requirements of the 1934 Act, our securities can no longer be quoted on the OTC Bulletin Board, and our officers, directors and 10% stockholders will not be required to submit reports to the SEC on their stock ownership and stock trading activity.

Special Information Regarding Forward Looking Statements

Some of the statements in this prospectus are “forward-looking statements.”  These forward-looking statements involve certain known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements.  These factors include, among others, the factors set forth above under “Risk Factors.”  The words “believe,” “expect,” “anticipate,” “intend,” “plan,” and similar expressions identify forward-looking statements.  We caution you not to place undue reliance on these forward-looking statements.  We undertake no obligation to update and revise any forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements in this document to reflect any future or developments.  However, the Private Securities Litigation Reform Act of 1995 is not available to us as a non-reporting issuer.  Further, Section 27A(b)(2)(D) of the Securities Act and Section 21E(b)(2)(D) of the Securities Exchange Act expressly state that the safe harbor for forward looking statements does not apply to statements made in connection with an initial public offering.

USE OF PROCEEDS

Not applicable.  We will not receive any proceeds from the sale of shares offered by the selling shareholders.

DETERMINATION OF OFFERING PRICE

The offering price has been arbitrarily determined and does not bear any relationship to our assets, results of operations, or book value, or to any other generally accepted criteria of valuation. Prior to this offering, there has been no market for our securities.  In order to assure that selling shareholders will offer their shares at $.20 per share until our shares are quoted on the OTC Bulletin Board, we will notified our shareholders and our Transfer Agent that no sales will be allowed prior to the date our shares are quoted on the OTC Bulletin Board without proof of the selling price.

DILUTION

Not applicable. We are not offering any shares in this registration statement. All shares are being registered on behalf of our selling shareholders.

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SELLING SHAREHOLDERS

The selling shareholders named below are selling the securities.  The table assumes that all of the securities will be sold in this offering. However, any or all of the securities listed below may be retained by any of the selling shareholders, and therefore, no accurate forecast can be made as to the number of securities that will be held by the selling shareholders upon termination of this offering.  These selling shareholders acquired their shares by purchase exempt from registration under section 4(2) of the Securities Act of 1933 or Regulation S under the Securities Act of 1933.  We believe that the selling shareholders listed in the table have sole voting and investment powers with respect to the securities indicated.  We will not receive any proceeds from the sale of the securities by the selling shareholders.  No selling shareholders are broker-dealers or affiliates of broker-dealers.

Selling Shareholder	Shares to offered by the Selling Shareholders		Date of Purchase	% owned before Offering			Amount owned after the offering, assuming all shares sold [1]		% owned after the offering, assuming all shares sold [1]			Any Transaction or Relationship in past 3 years
Lian Cheng Li		100,000	3/19/2008		0.36	%		0		0.00	%
Lian Rong Zhou		100,000	3/19/2008		0.36	%		0		0.00	%
Ya Jun Li		100,000	3/19/2008		0.36	%		0		0.00	%
Jia Bin Fu		100,000	3/19/2008		0.36	%		0		0.00	%
De Lu Zhang		100,000	3/19/2008		0.36	%		0		0.00	%
Gui Yun Tian		100,000	3/19/2008		0.36	%		0		0.00	%
Tong Xu		100,000	3/19/2008		0.36	%		0		0.00	%
Pei Ji Wu		100,000	3/19/2008		0.36	%		0		0.00	%
Lan Fen Wang		100,000	3/19/2008		0.36	%		0		0.00	%
Jian Wu		100,000	3/19/2008		0.36	%		0		0.00	%
Quan Wu		100,000	3/19/2008		0.36	%		0		0.00	%
Qing Tian		100,000	3/19/2008		0.36	%		0		0.00	%
Yu Fang Zhou		100,000	3/19/2008		0.36	%		0		0.00	%
Yue Hui Zhou		100,000	3/19/2008		0.36	%		0		0.00	%
Yue Ming Zhou		100,000	3/19/2008		0.36	%		0		0.00	%
Xiang You Kong		100,000	3/19/2008		0.36	%		0		0.00	%
Zhi Nan Zhou		100,000	3/19/2008		0.36	%		0		0.00	%
Jian Zhong Zhang		100,000	3/19/2008		0.36	%		0		0.00	%
Jian Guo Zhang		100,000	3/19/2008		0.36	%		0		0.00	%
Wen Zhang		100,000	3/19/2008		0.36	%		0		0.00	%
Yan Yun Xi		100,000	3/20/2008		0.36	%		0		0.00	%
Ling Luan		100,000	3/20/2008		0.36	%		0		0.00	%
Qing Liang Chen		100,000	3/20/2008		0.36	%		0		0.00	%
Yan Mei Du		100,000	3/20/2008		0.36	%		0		0.00	%
Zhi Hui Zhang		100,000	3/20/2008		0.36	%		0		0.00	%
Shu Ting Zhang		100,000	3/20/2008		0.36	%		0		0.00	%
Wen Fang Dong		100,000	3/20/2008		0.36	%		0		0.00	%
Yan Hu		100,000	3/20/2008		0.36	%		0		0.00	%
Zhen Qin Wang		100,000	3/20/2008		0.36	%		0		0.00	%
Wei Lin		100,000	3/22/2008		0.36	%		0		0.00	%
Yi Xiong Wang		100,000	3/22/2008		0.36	%		0		0.00	%
Yang Yu		100,000	3/22/2008		0.36	%		0		0.00	%
Shu Jun Huang		100,000	3/22/2008		0.36	%		0		0.00	%
Zheng Jie Hua		100,000	3/22/2008		0.36	%		0		0.00	%
Li Wen Shi		100,000	3/22/2008		0.36	%		0		0.00	%
Zhong Huan Li		100,000	3/22/2008		0.36	%		0		0.00	%
Ji Xiang Liu		100,000	3/22/2008		0.36	%		0		0.00	%
Hao Chen Liu		100,000	3/22/2008		0.36	%		0		0.00	%
Da Liu		100,000	3/22/2008		0.36	%		0		0.00	%
Yu Ming Zhou		100,000	3/22/2008		0.36	%		0		0.00	%
Bao Shu Dai		100,000	3/22/2008		0.36	%		0		0.00	%
Jun Liu		100,000	4/28/2008		0.36	%		0		0.00	%
Yu Yan Qin		100,000	4/28/2008		0.36	%		0		0.00	%
Lian Sheng Zhou		100,000	4/28/2008		0.36	%		0		0.00	%
Wen Hui Zhou		100,000	4/28/2008		0.36	%		0		0.00	%
Yong Heng Hao		100,000	4/28/2008		0.36	%		0		0.00	%
Mei Sheng		100,000	4/28/2008		0.36	%		0		0.00	%
Wen Luan Hu		100,000	4/28/2008		0.36	%		0		0.00	%
Guang Yue Shang		100,000	4/28/2008		0.36	%		0		0.00	%
Ke Yan Liu		100,000	4/28/2008		0.36	%		0		0.00	%
Li Fang Huang		100,000	4/28/2008		0.36	%		0		0.00	%
Hui Li		100,000	4/28/2008		0.36	%		0		0.00	%
Fu Jun Jia		100,000	4/28/2008		0.36	%		0		0.00	%
Yong Yu Liu		100,000	4/28/2008		0.36	%		0		0.00	%
Bao Yu Li		100,000	4/28/2008		0.36	%		0		0.00	%
Sen Chai		100,000	7/20/2008		0.36	%		0		0.00	%
Qian Sun		100,000	7/20/2008		0.36	%		0		0.00	%
Yun Sun		100,000	7/20/2008		0.36	%		0		0.00	%
Wan Ting Li		100,000	7/20/2008		0.36	%		0		0.00	%
Fu Xiang Tian		200,000	7/20/2008		0.72	%		0		0.00	%
Zeng Zhao		300,000	7/20/2008		1.07	%		0		0.00	%
Lie Rong Huang		300,000	7/20/2008		1.07	%		0		0.00	%
Michael T. Williams		139,000	7/20/2008		0.50	%		0		0.00	%	Attorney
Total		6,839,000			24.48	%		0		0.00	%

[1]   All shares owned by each selling shareholder are being registered and, if sold, no selling shareholder will own any of our stock after this offering.

15

Blue Sky

The holders of our shares of common stock and persons who desire to purchase them in any trading market that might develop in the future should be aware that there may be significant state law restrictions upon the ability of investors to resell our shares. Accordingly, even if we are successful in having the Shares available for trading on the OTCBB, investors should consider any secondary market for the Company's securities to be a limited one. We intend to seek coverage and publication of information regarding the company in an accepted publication which permits a "manual exemption." This manual exemption permits a security to be distributed in a particular state without being registered if the company issuing the security has a listing for that security in a securities manual recognized by the state. However, it is not enough for the security to be listed in a recognized manual. The listing entry must contain (1) the names of issuers, officers, and directors, (2) an issuer's balance sheet, and (3) a profit and loss statement for either the fiscal year preceding the balance sheet or for the most recent fiscal year of operations.  We may not be able to secure a listing containing all of this information.  Furthermore, the manual exemption is a non issuer exemption restricted to secondary trading transactions, making it unavailable for issuers selling newly issued securities. Most of the accepted manuals are those published in Standard and Poor's, Moody's Investor Service, Fitch's Investment Service, and Best's Insurance Reports, and many states expressly recognize these manuals. A smaller number of states declare that they “recognize securities manuals” but do not specify the recognized manuals. The following states do not have any provisions and therefore do not expressly recognize the manual exemption: Alabama, Georgia, Illinois, Kentucky, Louisiana, Montana, South Dakota, Tennessee, Vermont and Wisconsin.

We currently do not intend to and may not be able to qualify securities for resale in other states which require shares to be qualified before they can be resold by our shareholders.

PLAN OF DISTRIBUTION

Our common stock is currently not quoted on any market.  No market may ever develop for our common stock, or if developed, may not be sustained in the future.  Accordingly, our shares should be considered totally illiquid, which inhibits investors’ ability to resell their shares.

Selling shareholders are offering up to 6,839,000 shares of common stock.  The selling shareholders will offer their shares at $0.20 per share until our shares are quoted on the OTC Bulletin Board and thereafter at prevailing market prices or privately negotiated prices.  We will not receive any proceeds of the sale of these securities.  We will pay all expenses of registering the securities.

The securities offered by this prospectus will be sold by the selling shareholders without underwriters and without commissions.  The distribution of the securities by the selling shareholders may be effected in one or more transactions that may take place in the over-the-counter market or privately negotiated transactions.

The selling shareholders may pledge all or a portion of the securities owned as collateral for margin accounts or in loan transactions, and the securities may be resold pursuant to the terms of such pledges, margin accounts or loan transactions. Upon default by such selling shareholders, the pledge in such loan transaction would have the same rights of sale as the selling shareholders under this prospectus. The selling shareholders may also enter into exchange traded listed option transactions, which require the delivery of the securities listed under this prospectus. After our securities are qualified for quotation on the OTC Bulletin Board, the selling shareholders may also transfer securities owned in other ways not involving market makers or established trading markets, including directly by gift, distribution, or other transfer without consideration, and upon any such transfer the transferee would have the same rights of sale as such selling shareholders under this prospectus.

In addition to the above, each of the selling shareholders will be affected by the applicable provisions of the Securities Exchange Act of 1934, including, without limitation, Regulation M, which may limit the timing of purchases and sales of any of the securities by the selling shareholders or any such other person.  We have instructed our selling shareholders that they many not purchase any of our securities while they are selling shares under this registration statement.  We have advised them that we will monitor our stock transfer records on a regular basis and will void any transaction they undertake in violation of this restriction.

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Upon this registration statement being declared effective, the selling shareholders may offer and sell their shares from time to time until all of the shares registered are sold; however, this offering may not extend beyond two years from the initial effective date of this registration statement.

There can be no assurances that the selling shareholders will sell any or all of the securities.  In various states, the securities may not be sold unless these securities have been registered or qualified for sale in such state or an exemption from registration or qualification is available and is complied with.

All of the foregoing may affect the marketability of our securities. Pursuant to oral promises we made to the selling shareholders, we will pay all the fees and expenses incident to the registration of the securities.

Should any substantial change occur regarding the status or other matters concerning the selling shareholders or us, we will file a post-effective amendment disclosing such matters.

OTC Bulletin Board Considerations

To be quoted on the OTC Bulletin Board, a market maker must file an application on our behalf in order to make a market for our common stock.  We have engaged in preliminary discussions with an NASD Market Maker to file our application on Form 211 with the NASD, but as of the date of this prospectus, no filing has been made.  Based upon our counsel’s prior experience, we anticipate that after this registration statement is declared effective, it will take approximately 2 – 8 weeks for the NASD to issue a trading symbol.

The OTC Bulletin Board is separate and distinct from the NASDAQ stock market.  NASDAQ has no business relationship with issuers of securities quoted on the OTC Bulletin Board.  The SEC’s order handling rules, which apply to NASDAQ-listed securities, do not apply to securities quoted on the OTC Bulletin Board.

Although the NASDAQ stock market has rigorous listing standards to ensure the high quality of our issuers, and can delist issuers for not meeting those standards, the OTC Bulletin Board has no listing standards.  Rather, it is the market maker who chooses to quote a security on the system, files the application, and is obligated to comply with keeping information about the issuer in our files.  The NASD cannot deny an application by a market maker to quote the stock of a company.  The only requirement for inclusion in the bulletin board is that the issuer be current in our reporting requirements with the SEC.

Although we anticipate listing on the OTC Bulletin board will increase liquidity for our stock, investors may have greater difficulty in getting orders filled because it is anticipated that if our stock trades on a public market, it initially will trade on the OTC Bulletin Board rather than on NASDAQ.  Investors’ orders may be filled at a price much different than expected when an order is placed.  Trading activity in general is not conducted as efficiently and effectively as with NASDAQ-listed securities.

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Investors must contact a broker-dealer to trade OTC Bulletin Board securities.  Investors do not have direct access to the bulletin board service.  For bulletin board securities, there only has to be one market maker.

Bulletin board transactions are conducted almost entirely manually.  Because there are no automated systems for negotiating trades on the bulletin board, they are conducted via telephone.  In times of heavy market volume, the limitations of this process may result in a significant increase in the time it takes to execute investor orders.  Therefore, when investors place market orders - an order to buy or sell a specific number of shares at the current market price - it is possible for the price of a stock to go up or down significantly during the lapse of time between placing a market order and getting execution.

Because bulletin board stocks are usually not followed by analysts, there may be lower trading volume than for NASDAQ-listed securities.

LEGAL PROCEEDINGS

There are no pending or threatened lawsuits against us.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS

The board of directors elects our executive officers annually.  A majority vote of the directors who are in office is required to fill vacancies.  Each director shall be elected for the term of one year, and until his successor is elected and qualified, or until his earlier resignation or removal. Our directors and executive officers are as follows:

Name	Age	Position
Zhi Yong Li	45	Chairman of the Board, CEO
Wei Wu	50	President, COO
Simon Bai	49	Chief Financial Officer
Huitao Zhou	58	Director
Hong Tao Bai	31	Vice President
JianWu Zhang	45	Director
Ming Liu	50	Director
Nan Su	33	CTO

Zhi Yong Lijoined us in February, 2008, founder of Hyperera, Inc., and has been Chairman and CEO since then.  In June 1982, he received a Business Administration Associated Degree at Beijing Ren Min University of China. In year 1987 to 1990, he was a Qinggongye department manager of Food Industry Company.  In year 1991 to 1993, he was the Vice-manager of Country Construct Material Company.  In year 1994 to 2000, he was the manager of Beijing Zhichengjingmao Trading company.  In year 2001 to 2003, he was the president of Beijing Zhishichengke Corporation.  In 2004 to January 2008, he was the General Manager of Beijing Chaoranchuangshi Technology & Trade Co.

Wei Wujoined us in February, 2008, founder of Hyperera, Inc., and has been President & COO since then.In July 1982, he received a Finance Bachelor Degree at Liaoning Finance and Economics Institute of China.  From August 1982 to March 1987, he was the supervisor of the 4th banch of Beijing East area of China Constructive Bank.  From July 1987 to June 1992, he was the assistant manager in the Beijing Branch of China Constructive Bank.  From July 1992 to December 1995, he worked at China Renmin Bank of Beijing branch.  From January 1996 to June 2000, he was the General Manager of Beijing Kalete Fine Chemical Company.  From July 2000 to January 2008, he was the president of Beijing Kalete Fine Chemical Company.

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Simon Bai joined Hyperera, Inc. in March, 2008, and has been CFO since then.  In September 1995, he received a Business Administration Degree at DePaul University of USA.  In year 1996 to 2008, he was the manager of Oriental Travel Company.

Haitao Zhou joined us in February, 2008, founder of Hyperera, Inc., and has been Director since then.  From January 1967 to June 1980, he was a executive coordinator in the production department of Beijing Nenjian Company. From July 1980 to December 1987, he was the assistant manager in the Beijing Branch of China Development Bank.  From July 1992 to December 1995, he was the vice director of Beijing Yuandong  Pressure Container Factory.  From January 1988 to January 2008, he was the Director of Beijing Yuandong Pressure Container Factory.

HongTao Bai joined us in March, 2008, and has been a Vice-President of Hyperera, Inc. since then.   In June 1995, she received a Master Degree of Software Engineering at Beijing university of Posts and Telecommunications in China.  From August 1995 to December 1997, she was a Project Manager Beijing Chuyou Company.  From January 1998 to December 1999, she was the Manager of Software Department of Zhongqingchuangye Company.  From January 2000 to January 2008, she was the Manager of Technology Department of Beijing Donghuahechuang Digital Technology Ltd.

JianWu Zhang joined us in March, 2008, and has been a Director of Hyperera, Inc. since then.   From January 1995 to January 2008, he joined Beijing Kalete Fine Chemical Company, and was the Manager of Sales Department, Vice General Manager and Finance Officer.

Ming Liujoined us in March, 2008, and has beena Director of Hyperera, Inc. since then.

From June 1979 to June 2001, he was the manager of Beijing Qianmen Branch of China Constructive Bank.  From July 2001 to June 2005, he was the Vice General Manager of Beijing Hansenweikang Trading Company.  From July 2005 to January 2008, he was the General Manager of Beijing Triple Leaf Investment and Management Company, and the President of Zhongjing Credit & Insurance Ltd.

Nan Sujoined us in March, 2008, and has been the CTO of Hyperera, Inc. since then.   In June 1993, he received a Computer Science Bachelor Degree at East China University of Metallurgy.  From July 1993 to June 1994, he worked at communication department of Jinan Iron & Steel Factory. From July 1994 to August 1995, he was the technology support department manager of Beijing Hengyuan Technology Company. From September 1995 to May 2000, he was the exploitation department manager and the general senior engineer of Beijing Zhuyouxinle Technology Exploitation Company.  From June 2000 to September 2001, he was the system and software technology department manager of China Zhumulangma Telecommunications Data Company.  From October 2001 to February 2005,  he was the Software Maintain Department’s Technology Manager of Beijing DongHua Hechuang Digital Technology Corporation. From March 2005 to January 2008, he was the CTO of Beijing Chaoranchuangshi Technology & Trade Co.

Family Relationships

There are no family relationships between our officers and directors.

19

Legal Proceedings

No officer, director, promoter or significant employee has been involved in the last five years in any of the following:

· Any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

· Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

· Being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; and

· Being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following tables set forth the ownership, as of the date of this prospectus, of our common stock by each person known by us to be the beneficial owner of more than 5% of our outstanding common stock, our directors, and our executive officers and directors as a group.  To the best of our knowledge, the persons named have sole voting and investment power with respect to such shares, except as otherwise noted.  There are not any pending or anticipated arrangements that may cause a change in control.

The information presented below regarding beneficial ownership of our voting securities has been presented in accordance with the rules of the Securities and Exchange Commission and is not necessarily indicative of ownership for any other purpose. Under these rules, a person is deemed to be a "beneficial owner" of a security if that person has or shares the power to vote or direct the voting of the security or the power to dispose or direct the disposition of the security. A person is deemed to own beneficially any security as to which such person has the right to acquire sole or shared voting or investment power within 60 days through the conversion or exercise of any convertible security, warrant, option or other right. More than one person may be deemed to be a beneficial owner of the same securities. The percentage of beneficial ownership by any person as of a particular date is calculated by dividing the number of shares beneficially owned by such person, which includes the number of shares as to which such person has the right to acquire voting or investment power within 60 days, by the sum of the number of shares outstanding as of such date plus the number of shares as to which such person has the right to acquire voting or investment power within 60 days. Consequently, the denominator used for calculating such percentage may be different for each beneficial owner. Except as otherwise indicated below and under applicable community property laws, we believe that the beneficial owners of our common stock listed below have sole voting and investment power with respect to the shares shown. The business address for these shareholders is 2316 South Wentworth Avenue, Chicago, IL 60616, USA.

20

Name	Title	Number of Shares		% of Common Share
Zhi Yong Li	Chairman		10,000,000		35.79	%
Wei Wu	President		5,000,000		17.90	%
Hui Tao Zhou	Director		5,000,000		17.90	%
Jian Wu Zhang	Director		100,000		0.36	%
Ming Liu	Director		100,000		0.36	%
Hong Tao Bai	Vice-President		100,000		0.36	%
Nan Su	CTO		100,000		0.36	%
All officers and directors as a group [8 persons]			20,400,000		73.02	%

This table is based upon information derived from our stock records. Unless otherwise indicated in the footnotes to this table and subject to community property laws where applicable, each of the shareholders named in this table has sole or shared voting and investment power with respect to the shares indicated as beneficially owned. Except as set forth above, applicable percentages are based upon 27,939,000 shares of common stock outstanding as of November 1, 2009.

DESCRIPTION OF SECURITIES

The following description as a summary of the material terms of the provisions of our Articles of Incorporation and Bylaws.  The Articles of Incorporation and Bylaws have been filed as exhibits to the registration statement of which this prospectus is a part.

Common Stock

We are authorized to issue 200,000,000 shares of common stock with $0.001 par value per share. As of the date of this registration statement, there were 27,939,000 shares of common stock issued and outstanding held by 77 shareholders of the record.

Each share of common stock entitles the holder to one vote, either in person or by proxy, at meetings of shareholders. The holders are not permitted to vote their shares cumulatively. Accordingly, the shareholders of our common stock who hold, in the aggregate, more than fifty percent of the total voting rights can elect all of our directors and, in such event, the holders of the remaining minority shares will not be able to elect any of such directors. The vote of the holders of a majority of the issued and outstanding shares of common stock entitled to vote thereon is sufficient to authorize, affirm, ratify or consent to such act or action, except as otherwise provided by law.

Holders of common stock are entitled to receive ratably such dividends, if any, as may be declared by the Board of Directors out of funds legally available. We have not paid any dividends since our inception, and we presently anticipate that all earnings, if any, will be retained for development of our business. Any future disposition of dividends will be at the discretion of our Board of Directors and will depend upon, among other things, our future earnings, operating and financial condition, capital requirements, and other factors.

21

Holders of our common stock have no preemptive rights or other subscription rights, conversion rights, redemption or sinking fund provisions. Upon our liquidation, dissolution or winding up, the holders of our common stock will be entitled to share ratably in the net assets legally available for distribution to shareholders after the payment of all of our debts and other liabilities. There are not any provisions in our Articles of Incorporation or our Bylaws that would prevent or delay change in our control.

INTEREST OF NAMED EXPERTS

The financial statements for the period from inception to December 31, 2008 included in this prospectus have been audited by Enterprise CPAs, Ltd. which are independent certified public accountants, to the extent and for the periods set forth in our report and are incorporated herein in reliance upon such report given upon the authority of said firm as experts in auditing and accounting.

The legality of the shares offered under this registration statement is being passed upon by Williams Law Group, P.A., Tampa, Florida.  Michael T. Williams, principal of Williams Law Group, P.A., owns 139,000, shares of our common stock being registered in this offering.

DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES LIABILITIES

Our Bylaws, subject to the provisions of Nevada Law, contain provisions which allow the corporation to indemnify any person against liabilities and other expenses incurred as the result of defending or administering any pending or anticipated legal issue in connection with service to us if it is determined that person acted in good faith and in a manner which he reasonably believed was in the best interest of the corporation.  Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to our directors, officers and controlling persons, we have been advised that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable.

DESCRIPTION OF BUSINESS

Hyperera, Inc. is a Nevada corporation formed on February 19, 2008, with registered address at 375 N. Stephanie St., Suite 1411, Henderson, NV 89014-8909.  Hyperera, Inc. transacts its business in the U.S. located in the State of Illinois and has principal office at 2316 South Wentworth Avenue, Chicago, IL 60616.

On July 3, 2009, we established a wholly owned subsidiary, Hyperera Technologies (Beijing) Co., Limited, located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.

Hyperera, Inc. is headquartered in 2316 South Wentworth Avenue, Chicago, IL 60616, USA.  Our telephone number is 312-842-2288.

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Business

Our business is sale of hardware and software and customization of clinical information system software for medical clinics and hospitals in China and throughout Asia.

We sell, install, and customize the following Clinical Information System:

· Surgery Anesthesia Clinic Management Software and Intensive Care Unit, or ICU, Management System

Product

Compared with Management-Oriented Information System, the Clinical Information System (CIS) is more important for the whole clinical information system. The collection, storage, presentation and processing of the patient's information is the center of the CIS, CIS is an information system which serve for doctors, nurses and the systems of Medical Laboratory. CIS mainly includes doctor workstation system, nursing system, laboratory information system (LIS), radioactive information system (RIS), surgery anesthesia information system, ICU management information system, cardiograph information system, Picture Archiving and Communication System (PACS) and some other biology information processing systems.

With CIS, the medical workers can find out the change of the patients’ state in time. At the same time, with such a powerful tool, the medical workers can establish a standard convention for diagnoses and treatments. Without CIS, the difference of treatment for the same disease will cause the increase of medical costs and the deviations of treatment results.

One basic function of clinic information system is that the medical workers can use CIS to find change of the patients’ state swiftly and exactly. At the same time, the medical workers and their management can measure the clinic quality and medical cost in the high level, build a reasonable criterion of quality control. Besides the relative data collection and analysis, it will also provide valuable and effective help to the science research work.

In CIS, operational monitoring and ICU need to supervise the status very closely, so the staff in operating room and ICU room should try effort to record the thing simply in order to increase nurse care and watch illness time. However, in the recording process, nothing of patient data can be missed. With computer technology, we can simplify the recording process of surgery and ICU. We can use computer to directly collect and store the data of operating room equipments and ICU room equipments (such as respirator, monitor, anesthetic apparatus, and blood gas analyzer). At the same time, all kinds of life data and care data of ICU and operating room can be exchanged with clinical information system. So the staff in operating room and ICU room can integrate all kinds of clinic information to immediately and momentarily decide how to care and treat patients.

Distribution Agreement

The Clinical Information System of we sell was developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”).  It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment.  Beijing Chaoran is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China.  Beijing Chaoran is a Chinese Technology company owned 100% by Mr.Liancheng Li, the father of our Chairman Zhi Yong Li.

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We signed a three-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement.  Beijing Chaoran is the exclusive supplier of the products Hyperera sells.  The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions.  Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of  $59,998 and $148,000 was prepaid on March 9 and 18, 2009 respectively.

Market and Marketing

Our target customers are the hospitals that have surgery room and ICU or Critical Care Unit (CCU) department, no matter the hospital’s size. For the near future, the primary target customers are provincial hospitals and some city hospitals in the developed regions.

Our products are sold directly by our officers, directors and employees to customers and potential customers.  We locate these customers primarily by personal contacts or referrals.

Our Competition and Our Market Position

Competition within the clinical information system industry is intense. We compete with both large scale state-owned enterprises and smaller scale private companies. In addition, we also face competition from international clinical information system resellers directly.  Many of our competitors have substantially greater financial, marketing, personnel and other resources than we do.

Our major competitors in the clinical information system industry are Microsoft Healthcare Solutions, GE Healthcare, Oracles.  In China, our major competitors are Beijing Medical Systems Co, Ltd., Beijing Wanbo Eastern Software Engineering Co., Ltd., China MPSoft Co., Ltd., EKIT Softwares, etc.  We are a very small competitor in the industry.

We compete with these and other suppliers based upon our competitive products, low cost operation and marketing strategies, simplicity of the method of information collection and entry, flexible visual information analysis, integrated with medical management modes, integral design to ensure the continuity of the system, integration capacity with existing management system, standardized implementation, our new development and upgrade, and our professional IT service team and marketing team to serve our clients with their customized needs.

Research and Development

We have not incurred research and development expenses in the last fiscal year.

Our Intellectual Property

We have no intellectual property.

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Our Employees

We have the following employees:

Full time:

Operations – 1

Management – 1

Sales – 1

Other [Software Engineer] – 1

Part time:

Administrative – 1

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of the financial condition and results of our operations should be read in conjunction with our financial statements and the notes thereto which appear elsewhere in this Prospectus. The results shown herein are not necessarily indicative of the results to be expected for any future periods.

This discussion contains forward-looking statements, based on current expectations. All statements regarding future events, our future financial performance and operating results, our business strategy and our financing plans are forward-looking statements and involve risks and uncertainties. In many cases, you can identify forward-looking statements by terminology, such as "may," "will," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," "potential" or "continue," or the negative of such terms and other comparable terminology. These statements are only predictions.  Known and unknown risks, uncertainties and other factors could cause our actual results and the timing of events to differ materially from those projected in any forward-looking statements. In evaluating these statements, you should specifically consider various factors, including, but not limited to, those set forth under "Summary Information and Risk Factors" and elsewhere in this Prospectus.

David:  MDA needs to be drafted and inserted (See below)

Our Management’s Discussion and Analysis contains not only statements that are historical facts, but also statements that are forward-looking.  Forward-looking statements are, by their very nature, uncertain and risky.  These risks and uncertainties include international, national, and local general economic and market conditions; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; change in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; the risk of foreign currency exchange rate; and other risks that might be detailed from time to time in our filing with the Securities and Exchange Commission.

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Although the forward-looking statements in this Registration Statement reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them.  Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements.  You are urged to carefully review and consider the various disclosures made by us in this report and in our other reports as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.

Overview

Our business is sale of hardware and software and customization of clinical information system software for medical clinics and hospitals in China and throughout Asia.  We have not generated any revenues from the sale of these products.  We have been developing our infrastructure to begin to sell these products and anticipate that we will have sales and revenues commencing January 2010.

The Clinical Information System of we sell was developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”).  It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment.  Beijing Chaoran is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China.  Beijing Chaoran is a Chinese Technology company owned 100% by Mr.Liancheng Li, the father of our Chairman Zhi Yong Li.

We signed a three-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement.  Beijing Chaoran is the exclusive supplier of the products Hyperera sells.  The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions.  Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of  $59,998 and $148,000 was prepaid on March 9 and 18, 2009 respectively

Results of Operations

For the period ended December 31, 2008, and June 30, 2009.

Revenue

Since our company incorporated on February 19, 2008, there was no revenue realized as of December 31, 2008 and June 30, 2009.

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Cost of Revenue

Our Costs of Goods Sold, as we expected will increased slightly due to increasing Chinese Yuan’s currency exchange rate, and labor costs.  We anticipate this trend to continue and may adjust our unit price upward to reduce the impact of rising costs.

Since our company incorporated on February 19, 2008, there was no revenue realized as of December 31, 2008 and June 30, 2009.  Accordingly, there was no cost of goods sold incurred.

Expense

Our expenses consist of selling, general and administrative expenses, and amortization.

	6/30/2009		12/31/2008		Cumulative Period February 19, 2008 (date of inception) through June 30, 2009
Expense
Bank Service Charges		157.62		260.02		417.64
License & Registration		299.00		1,311.00		1610.00
Meals and Entertainment		300.00		115.86		415.86
Telephone Expense		155.00		0.00		155.00
Office Supplies		0.00		1,416.14		1416.14
Payroll Expenses						0.00
Net Wage Payment-China		4,007.15		4,675.02		8682.17
Payroll Withholding Tax-China		285.60		325.00		610.60
Total Payroll Expenses		4,292.75		5,000.02		9292.77
Professional Fees						0.00
Accounting		0.00		15,000.00		15000.00
Legal Fee		600.00		16,170.00		16770.00
Professional Fees - Other		178.00		252.29		430.29
Total Professional Fees		778.00		31,422.29		32200.29
Rent Expense						0.00
Rent Expense - China Office		0.00		2,729.58		2729.58
Rent Expense - US Corporation		3,600.00		6,000.00		9600.00
Total Rent Expense		3,600.00		8,729.58		12329.58
Tax-China Operation						0.00
Income Tax - China		0		0		0
Local Operation Tax - China		271.00		990.15		1261.15
Total Tax-China Operation		271.00		990.15		1261.15
Travel Expense						0.00
Air Tickets		2,043.00		2,243.95		4286.95
Lodging & Hotel		202.99		0.00		202.99
Visa Application Fee		0.00		132.86		132.86
Total Travel Expense		2,245.99		2,376.81		4622.80
Total Expense	$	12,099.36	$	51,621.87	$	63,721.23

We had essentially no revenue in the fiscal year ended December 31, 2008, and six month ended June 30, 2009.  And we had total operation expenses of $51,621.87 and $12,099.36 for the fiscal year ended December 31, 2008 and six month ended June 30, 2009, respectively by the Company as selling, general, and administrative expenses.

We expect selling, general, and administrative expenses to increase in future periods as we initiate a number of marketing and promotional activities.

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Income & Operation Taxes

We are subject to income taxes in the U.S., while the representative office in China was subject to the operation tax laws of China.

We paid no income taxes in USA for the year ended December 31, 2008, and June 30, 2009 due to the net operation loss.

We paid local operation tax of $990.15 and $271 in China for the year ended December 31, 2008, and June 30, 2009 for the representative office in China.

Net Loss

We incurred net losses of ($51,612) for the period ended December 31, 2008, net loss of ($12,057) for the six month period ended June 30, 2009.

Commitments and Contingencies

We signed a three-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement.  Beijing Chaoran is the exclusive supplier of the products Hyperera sells.  The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions.  Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of  $59,998 and $148,000 was prepaid on March 9 and 18, 2009 respectively.

Foreign Currency Translation

The Company has determined the United States dollars to be its functional currency for Hyperera, Inc.; People’s Republic of China Chinese Yuan Renminbi to be its functional currency in Hyperera Beijing office.  Assets and liabilities were translated to U.S. dollars at the period-end exchange rate.  The exchange rate of issuance of common stocks to shareholders was used as one U.S. dollar to 6.828 Chinese Yuan (RMB).  Statement of operations amounts were translated to U.S. dollars using the historic rate, i.e., the rate at first date of each month during the year.  Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.

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Liquidity and Capital Resources

	At December 31		At June 30
	2008		2009
Current Ratio		136.50		5.83
Cash	$	92,770	$	26,268
Working Capital	$	206,247	$	167,781
Total Assets	$	207,770	$	234,266
Total Liabilities	$	1,522	$	40,217
Total Equity	$	206,247	$	194,050
Total Debt/Equity		0.01		0.21

*Current Ratio = Current Assets /Current Liabilities

** Total Debt / Equity = Total Liabilities / Total Shareholders Equity.

The Company had cash and cash equivalents of $92,770 at December 31, 2008 and the working capital of $206,247, and cash and cash equivalent of $26,268 at June 30, 2009 and the working capital of $167,781.

Shareholder’s Equity

The Company had total equity of $206,147 at December 31, 2008, and $194,050 at June 30, 2009, respectively.

On Feburary19, 2008, the Company was incorporated in the State of Nevada.

On February 19, 2008, three founders of the Company, Zhiyong Li, Wei Wu, and Huitao Zhou purchased 20,000,000 shares at $0.001 per share. The proceeds of $ 20,000 were received.

On March 31, 2008, total 5,200,000 shares were issued at price of $0.03 per share to 52 shareholders for $156,000.  On April 28, 2008, additional 1,400,000 shares were issued to 14 shareholders and sold at price of $0.03 per share.  The proceeds of $42,000 were received.  On July 20, 2008, additional 1,200,000 shares were issued to 7 shareholders for total proceeds of $36,000.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $ 4,170.

As of December 31, 2008, the total 27,939,000 shares were issued and outstanding.

DESCRIPTION OF PROPERTY

We rent the following properties:

Hyperera Technology (Beijing) Co., Ltd. (started on July 3, 2009)

· Address: City/State/Zip ：is located at No. 17 Dongsanhuan Routh Rd., Kingwing Tower, Suite 11A, Block B, Chaoyang District, Beijing, China 100021

· Number of Square Feet:  300 Square Feet

· Name of Landlord: Beijing Kingwing Tower Real Estate Management Co., Ltd.

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· Term of Lease: One Year （from July , 2009  to June 30, 2010）

· Monthly Rental: RMB 1980 yuan plus actual utilities （Chinese Rmb were translated to U.S. dollars using the first date of each month, the current exchange rate is 1 US dollar to 7.0 Chinese RMB, i.e, the average rent is USD 282.86 per month ）

· Adequate for current needs: √ Yes 

Hyperera, Inc.

· Address: City/State/Zip ：is located at 2316 S. Wentworth Ave, Chicago, IL 60616

· Number of Square Feet:  350 Square Feet

· Name of Landlord: Simon Bai

· Term of Lease: Three year from March 1, 2008 to Feb 28, 2011

· Monthly Rental: $600.00

We do not intend to renovate, improve, or develop properties.  We are not subject to competitive  conditions for  property  and currently  have  no property to insure.  We have no policy with respect to investments in real estate or interests in real estate and  no policy with  respect to investments in real estate mortgages.  Further, we have no policy with respect to investments in securities of or interests in persons primarily engaged in real estate activities.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On February 19, 2008, three founders of the Company, Zhi Yong Li, Wei Wu, and Hui Tao Zhou incorporated Hyperera, Inc. in the State of Nevada, and they purchased shares at $0.001 per share for 20,000,000 shares.  The total proceeds of $20,000 were received in the fiscal year 2008.

The Clinical Information System of we sell was developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”).  We signed a three-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement.  Beijing Chaoran is the exclusive supplier of the products Hyperera sells.  The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions.  Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of  $59,998 and $148,000 was prepaid on March 9 and 18, 2009 respectively.

We rent the property from Mr. Simon Bai, CFO of Hyperera, Inc.  The rent is $600 per month.  We believe the rent paid for this space was comparable to what we would have paid a non-related party in arm’s-length transactions.

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Except as set forth above, we have not entered into any material transactions with any director, executive officer, and promoter, beneficial owner of five percent or more of our common stock, or family members of such persons.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market Information

There is no established public trading market for our securities and a regular trading market may not develop, or if developed, may not be sustained.  A shareholder in all likelihood, therefore, will not be able to resell his or her securities should he or she desire to do so when eligible for public resales. Furthermore, it is unlikely that a lending institution will accept our securities as pledged collateral for loans unless a regular trading market develops.

Penny Stock Considerations

Our shares will be "penny stocks", as that term is generally defined in the Securities Exchange Act of 1934 to mean equity securities with a price of less than $5.00.  Thus, our shares will be subject to rules that impose sales practice and disclosure requirements on broker-dealers who engage in certain transactions involving a penny stock.

Under the penny stock regulations, a broker-dealer selling a penny stock to anyone other than an established customer must make a special suitability determination regarding the purchaser and must receive the purchaser's written consent to the transaction prior to the sale, unless the broker-dealer is otherwise exempt.

In addition, under the penny stock regulations, the broker-dealer is required to:

· Deliver, prior to any transaction involving a penny stock, a disclosure schedule prepared by the Securities and Exchange Commission relating to the penny stock market, unless the broker-dealer or the transaction is otherwise exempt;

· Disclose commissions payable to the broker-dealer and our registered representatives and current bid and offer quotations for the securities;

· Send monthly statements disclosing recent price information pertaining to the penny stock held in a customer's account, the account's value, and information regarding the limited market in penny stocks; and

· Make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction, prior to conducting any penny stock transaction in the customer's account.

Because of these regulations, broker-dealers may encounter difficulties in their attempt to sell shares of our Common Stock, which may affect the ability of selling shareholders or other holders to sell their shares in the secondary market, and have the effect of reducing the level of trading activity in the secondary market.  These additional sales practice and disclosure requirements could impede the sale of our securities, if our securities become publicly traded.  In addition, the liquidity for our securities may be decreased, with a corresponding decrease in the price of our securities.  Our shares in all probability will be subject to such penny stock rules and our shareholders will, in all likelihood, find it difficult to sell their securities.

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OTC Bulletin Board Qualification for Quotation

To have our shares of Common Stock on the OTC Bulletin Board, a market maker must file an application on our behalf in order to make a market for our Common Stock.  We have engaged in preliminary discussions with a FINRA Market Maker to file our application on Form 211 with FINRA, but as of the date of this Prospectus, no filing has been made.  Based upon our counsel's prior experience, we anticipate that after this registration statement is declared effective, it will take approximately 2 - 8 weeks for FINRA to issue a trading symbol and allow sales of our Common Stock under Rule 144.

Sales of our common stock under Rule 144.

Once this registration statement is effective, the shares of our common stock being offered by our selling shareholders will be freely tradable without restrictions under the Securities Act of 1933, except for any shares held by our "affiliates," which will be restricted by the resale limitations of Rule 144 under the Securities Act of 1933.

There are 7,539,000 shares of our common stock held by non-affiliates and 20,400,000 shares held by affiliates Rule 144 of the Securities Act of 1933 defines as restricted securities.

All of our shares held by non-affiliates are currently eligible for resale or are being registered in this offering, however affiliates will still be subject to the resale restrictions of Rule 144.  In general, persons holding restricted securities, including affiliates, must hold their shares for a period of at least six months, may not sell more than one percent of the total issued and outstanding shares in any 90-day period, and must resell the shares in an unsolicited brokerage transaction at the market price.  The availability for sale of substantial amounts of common stock under Rule 144 could reduce prevailing market prices for our securities.

Holders

As of the date of this registration statement, we had approximately 77 shareholders of record of our common stock.

Dividends

We have not declared any cash dividends on our common stock since our inception and do not anticipate paying such dividends in the foreseeable future.  We plan to retain any future earnings for use in our business.  Any decisions as to future payments of dividends will depend on our earnings and financial position and such other facts, as the Board of Directors deems relevant.

Reports to Shareholders

As a result of this offering and assuming the registration statement is not declared effective until after December 31, 2009, as required under Section 15(d) of the Securities Exchange Act of 1934, we will file periodic reports with the Securities and Exchange Commission through December 31, 2010, including a Form 10-K for the year ended December 31, 2010, assuming this registration statement is declared effective before that date.  At or prior to December 31, 2010, we intend voluntarily to file a registration statement on Form 8-A which will subject us to all of the reporting requirements of the 1934 Act. This will require us to file quarterly and annual reports with the SEC and will also subject us to the proxy rules of the SEC. In addition, our officers, directors and 10% stockholders will be required to submit reports to the SEC on their stock ownership and stock trading activity.  We are not required under Section 12(g) or otherwise to become a mandatory 1934 Act filer unless we have more than 500 shareholders and total assets of more than $10 million on December 31, 2010.  If we do not file a registration statement on Form 8-A at or prior to December 31, 2010, we will continue as a voluntary reporting company and will not be subject to the proxy statement or other information requirements of the 1934 Act, our securities can no longer be quoted on the OTC Bulletin Board, and our officers, directors and 10% stockholders will not be required to submit reports to the SEC on their stock ownership and stock trading activity.

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Where You Can Find Additional Information

We have filed with the Securities and Exchange Commission a registration statement on Form S-1.  For further information about us and the shares of common stock to be sold in the offering, please refer to the registration statement and the exhibits and schedules thereto. The registration statement and exhibits may be inspected, without charge, and copies may be obtained at prescribed rates, at the SEC's Public Reference Room at 100 F St., N.E., Washington, D.C. 20549.  The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.  The registration statement and other information filed with the SEC are also available at the web site maintained by the SEC at http://www.sec.gov.

EXECUTIVE COMPENSATION

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to our Principal Executive Officer, our two most highly compensated executive officers other than our PEO who occupied such position at the end of our latest fiscal year and up to two additional executive officers who would have been included in the table below except for the fact that they were not executive officers at the end of our latest fiscal year, by us, or by any third party where the purpose of a transaction was to furnish compensation, for all services rendered in all capacities to us for the year ended December 31, 2008.

Name	Title	Year	Salary		Bonus		Stock awards		Option awards		Non equity incentive plan compensation		Non qualified deferred compensation		All other compensation		Total
Zhi Yong Li	Chairman	2008		0		0		0		0		0		0		0		0
Wei Wu	President	2008	$	5,858		0		0		0		0		0		0		0
Simon Bai	CFO	2008		0		0		0		0		0		0		0		0

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Summary Equity Awards Table

The following table sets forth certain information for our executive officers concerning unexercised options, stock that has not vested, and equity incentive plan awards as of December 31, 2008.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END DECEMBER 31, 2008
Name	Number of Securities Underlying Unexercised Options (#) Exercisable		Number of Securities Underlying Unexercised Options (#) Unexercisable		Equity Incentive Plan Awards:  Number of Securities Underlying Unexercised Unearned Options (#)		Option Exercise Price ($)		Option Expiration Date		Number of Shares or Units of Stock That Have Not Vested (#)		Market Value of Shares or Units of Stock That Have Not Vested ($)		Equity Incentive Plan Awards: Number Of Unearned Shares, Units or Other Rights That Have Not Vested  (#)		Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)
Zhi Yong Li		0		0		0		0		0		0		0		0		0
Wei Wu		0		0		0		0		0		0		0		0		0
Simon Bai		0		0		0		0		0		0		0		0		0

Narrative disclosure to summary compensation and option tables

We have an oral agreement to pay Wei Wu a monthly salary of $734.  We have no other agreements concerning employment or compensation of our executive officers.  Compensation decisions concerning our executive officers are made by the Board of Directors annually.

At no time during the last fiscal year with respect to any person listed in the Table above was there:

· any outstanding option or other equity-based award repriced or otherwise materially modified (such as by extension of exercise periods, the change of vesting or forfeiture conditions, the change or elimination of applicable performance criteria, or the change of the bases upon which returns are determined;

34

· any waiver or modification of any specified performance target, goal or condition to payout with respect to any amount included in non-stock incentive plan compensation or payouts;

· any option or equity grant;

· any non-equity incentive plan award made to a named executive officer;

· any nonqualified deferred compensation plans including nonqualified defined contribution plans; or

· any payment for any item to be included under All Other Compensation (column (i)) in the Summary Compensation Table.

Board of Directors

Director Compensation

Name	Fees earned or paid in cash ($)		Stock awards ($)		Option awards ($)		Non-equity incentive plan compensation ($)		Nonqualified deferred compensation earnings ($)		All other compensation ($)		Total ($)
Zhi Yong Li,		0		0		0		0		0		0		0
Huitao Zhou,		0		0		0		0		0		0		0
JianWu Zhang,		0		0		0		0		0		0		0
Ming Liu		0		0		0		0		0		0		0

We have no compensation arrangements (such as fees for retainer, committee service, service as chairman of the board or a committee, and meeting attendance) with directors.

35

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

36

FINANCIAL STATEMENTS

HYPERERA, INC.

(A Development Stage Enterprise)

Audited Financial Statements

As of December 31, 2008

37

Table of Contents

Independent Auditor’s Report on the Financial Statements	F-2
Balance Sheet	F-3
Statement of Loss	F-4
Shareholders Equity	F-5
Cash Flows	F-6
Notes to Financial Statements	F-7

F-1

Independent Registered Public Accounting Firm’s Auditor’s Report on the Consolidated Financial Statements

Board of Directors and Shareholders of Hyperera, Inc.

We have audited the accompanying balance sheets of Hyperera, Inc. as of December 31, 2008, and the related statements of income, shareholders’ equity, and cash flows for the period February 19, 2008 (date of inception) through December 31, 2008, and the cumulative period February 19, 2008 (date of inception ) through December 31, 2008.  These 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 auditing 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 provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hyperera, Inc. as of December 31, 2008, and the results of its operations and their cash flows for the period February 19, 2008 (date of inception) through December 31, 2008, and the cumulative period from February 19, 2008 (date of inception) through December 31, 2008 in conformity with accounting principles generally accepted in the United States of America.

The Company’s lack of operating history and financial resources raise substantial doubt about its ability to continue as a going concern.  The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operation.

/s/Enterprise CPAs, Ltd.

Enterprise CPAs, Ltd.

November 06, 2009

F-2

HYPERERA, INC

(A Development Stage Enterprise)

BALANCE SHEET

	December 31
	2008
ASSETS
Current assets:
Cash and cash equivalents	$	92,770
Accounts receivable, net		-
Total Current Assets	$	92,770
Other current assets:
Loan to shareholders		115,000
Total Other Current Assets	$	115,000
TOTAL ASSETS	$	207,770
LIABILITIES & EQUITY
Current liabilities:
Account payable	$	354
Payroll liabilities		668
Total current liabilities	$	1,022
Other current liabilities:
Loan from shareholders		500
Total other current liabilities	$	500
Total liabilities	$	1,522
Stockholders' Equity:
Common stock, $0.001 par value;
200,000,000 shares authorized;
27,939,000 shares issued and outstanding.	$	27,939
Paid-in capital	$	230,231
Deficit accumulated during the development stage		(51,612	)
Accumulated other comprehensive loss		(311	)
Total stockholders' equity	$	206,247
TOTAL LIABILITIES & EQUITY	$	207,770

F-3

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF LOSS

	Period from			Cumulative from
	February 19, 2008 (Date			February 19, 2008 (Date
	of Inception) Through			of Inception) Through
	December 31, 2008			December 31, 2008
Revenues	$	-		$	-
Cost of Goods Sold		-			-
Gross Profit	$	-		$	-
Operating expenses:
Research and development		-			-
Selling, general and administrative expenses		51,622			51,622
Depreciation and amortization expenses		-			-
Total Operating Expenses		51,622			51,622
Operating Loss	$	(51,622	)	$	(51,622	)
					-
Investment income, net	$	10		$	10
Interest Expense, net		-			-
Loss before income taxes		(51,612	)		(51,612	)
Loss tax expense					-
Net loss	$	(51,612	)	$	(51,612	)
					-
Net loss per common share- Basics	$	(0.00	)	$	(0.00	)
Net loss per common share- Diluted	$	(0.00	)	$	(0.00	)
Other comprehensive loss, net of tax:
Foreign currency translation adjustments		(311	)		(311	)
Other comprehensive loss	$	(311	)	$	(311	)
Comprehensive Loss	$	(51,923	)	$	(51,923	)

F-4

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF STOCKHOLDERS EQUITY

The Period February 19, 2008 ( Date of Inception)

through December 31, 2008

							Deficit
							Accumulated			Accumulated
					Additional		During the			Other			Total
	Common Stock				Paid-in		Development			Comprehensive			Stockholders'
	Shares		Amount		Capital		Stage			Income (Loss)			Equity
Issuance of common stocks to shareholders @0.001 per share on February 19, 2008		20,000,000	$	20,000	$	-	$	-					$	20,000
Issuance of common stocks to shareholders @0.03 per share on March 31, 2008		5,200,000	$	5,200	$	150,800							$	156,000
Issuance of common stocks to shareholders @0.03 per share on April 28, 2008		1,400,000	$	1,400	$	40,600							$	42,000
Issuance of common stocks to shareholders @0.03 per share on July 20, 2008		1,200,000	$	1,200	$	34,800							$	36,000
Issuance of common stocks to Williams @0.03 per share on July 20, 2008		139,000	$	139	$	4,031							$	4,170
Adjustment for Exchange rate changes										$	(311	)	$	(311	)
Net loss for the period ended December 31, 2008							$	(51,612	)				$	(51,612	)
Balance, December 31, 2008		27,939,000	$	27,939	$	230,231	$	(51,612	)	$	(311	)	$	206,247

F-5

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF CASH FLOWS

	Period from			Cumulative from
	February 19,			February 19,
	2008 (date of			2008 (Date of
	Inception) Through			Inception) Through
	December 31,			December 31,
	2008			2008
Operating Activities:
Net loss	$	(51,612	)	$	(51,612	)
Adjustments to reconcile net income to net cash provided by  operating activities:
Non-cash portion of share based legal fee expense	$	4,170		$	4,170
Loan to shareholders		(115,000	)		(115,000	)
Account payable		354			354
Payroll liabilities		668			668
Loan from shareholders		500			500
Net cash provided by operating activities	$	(160,920	)	$	(160,920	)
Investing Activities:
Net cash provided by investing activities	$	-		$	-
Financing Activities:
Proceeds from issuance of common stock		254,000			254,000
Net cash provided by financing activities	$	254,000		$	254,000
Effect of  Exchange Rate on Cash	$	(311	)	$	(311	)
Net increase (decrease) in cash and cash equivalents	$	92,770		$	92,770
Cash and cash equivalents at beginning of the year	$	-		$	-
Cash and cash equivalents at end of year	$	92,770		$	92,770

F-6

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE A- BUSINESS DESCRIPTION

Hyperera, Inc. (the “Company”), incorporated under the laws of Nevada on February 19, 2008, with registered address at 375 N. Stephanie, Suite 1411, Henderson, NV 89014.  Hyperera, Inc. operates its business in the U.S. as Hyperera USA, Inc. the Company’ s wholly owned branch located in the State of Illinois and has principal office at 2316 South Wentworth Avenue, Chicago, IL 60616.

In addition to our U.S. operation, we have one representative office in China:

· Hyperera Inc Beijing Representative Office. (“Hyperera Beijing”): Hyperera Beijing Office was established on April 2, 2008.  It is a representative office on behalf of Hyperera, Inc. to conduct the business of trading services, distribution, promotion and marketing of the software and system in China. The Hyperera Beijing Office is located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.

Hyperera, Inc. is headquartered in 2316 South Wentworth Avenue, Chicago, IL 60616, USA.  Our telephone number is 312-842-2288.

Hyperera Inc is a high-tech enterprise specialized in the surgery anesthesia clinic management software and intensive care unit (ICU) management system, control software research, development, software maintenance, upgrade and services. Our business is the sale of the surgery anesthesia clinic management software and ICU management system in Asia, and North America.

The surgery anesthesia clinic management software and ICU management system software is developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”).  It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment.  Beijing Chaoran Chuangshi Technology Co., is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China.  On March 1st, 2008, Hyperera, Inc. signed a long-term distribution agreement with Beijing Chaoran Chuangshi Technology Co.  Beijing Chaoran Chuangshi Technology Co is a Chinese Technology company owned 100% by Mr.Liancheng Li, a Chinese national, the founder of the company.

F-7

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE B – SIGNIFICANT ACCOUNTING POLICIES

Basis of accounting

The financial statements reflect the assets, revenues and expenditures of the Company on the accrued basis of accounting.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect certain amounts reported in the financial statements and disclosures.  Accordingly, actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of December 31, 2008, there’s $ 92,770 cash and cash equivalents.

Foreign Currency Translation

The Company has determined the United States dollars to be its functional currency for Hyperera USA, Inc; People’s Republic of China Chines Yuan Renminbi to be its functional currency in Hyperera BeiJing office.  Assets and liabilities were translated to U.S. dollars at the period-end exchange rate.  Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year.  Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.

Property, Plant, and Equipment Depreciation

Property, plant, and equipment are stated at cost.  Depreciation is being provided principally by straight line methods over the estimated useful lives of the assets.  As of December 31, 2008, there were no fixed assets in the Company’s balance sheets.

Stock-Based Compensation

The Company accounts for stock issued for services using the fair value method.  In accordance with Emerging Issues Task Force (“EITF”) 96-98, the measurement date of shares issued for services is the date at which the counterparty’s performance is complete.

F-8

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Net Loss Per Common Share

The Company computes per share amounts in accordance with SFAS No. 128, “Earnings per Share”.  SFAS No. 128 requires presentation of basis and diluted EPS.  Basic EPS is computed by dividing the income (loss) available to Common Shareholders by the weighted-average number of common shares outstanding for the period.  Diluted EPS is based on the weighted-average number of shares of common stock and common stock equivalents outstanding during the periods.

The Company only issued one type of shares, i.e., common shares only.  There are no other types securities were issued.  Accordingly, the diluted and basics net loss per common share are the same.

The following table shows the calculations for basics and diluted net loss per common share for the period from February 19 (Date of inception) through December 31, 2008.

Basic & Diluted EPS Computation
Net Loss	$	(51,612	)
Loss available to common stockholders	$	(51,612	)

Dates	Shares			Fractionof Period		Weighted-
Outstanding	Outstanding			OnDailyBasis		AverageShares
February 19, 2008		20,000,000			316/ 365		17,315,068
March 31, 2008		5,200,000			275/ 365		3,917,808
April 28, 2008		1,400,000			247/ 365		947,397
July 20, 2008		1,339,000			164 / 365		601,633
Weighted-average shares							22,781,907
Basic & Diluted Net Loss Per Common Share	$	(0.00	)

F-9

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenue Recognition

In accordance with the Securities and Exchange Commission’s (“SEC”) Staff Accounting Bulletin (“SAB”) No. 104, “Revenue Recognition,” the Company recognizes revenue when it is realized or realizable and earned. The Company must meet all of the following four criteria under SAB 104 to recognize revenue:

· Persuasive evidence of an arrangement exists

· Delivery has occurred

· The sales price is fixed or determinable

· Collection is reasonably assured

Income Tax

The Company filed extension for corporate tax return Form 1120 to Internal Revenue Service and IL 1120 to the State of Illinois.  There is no income tax for the State of Nevada.

Payroll Expense

Started from June 1, 2008, Hyperera BeiJing’s Representative office have one full time employees to take care of daily management and administrative activities for the Company.  The total payroll expense for the year 2008 was $5,000. There was no payroll expense incurred in USA.

Operating Expenses

From the period of February 19, 2008 to December 31, 2008, there’s total of $ 51,622 operating expense, which included $ 31,422 professional fees.

Concentration of credit risk

The Company maintains its cash in bank accounts which, at times, may exceed the federally insured limits.  The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash.

F-10

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Recent Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) has recently issued several new accounting pronouncements, which may apply, to the Company at present, or in the proceeding months as operations expand.

In July 2006, the FASB issued Financial Interpretation No. 48, “Accounting for Uncertainty in Income Taxes-an interpretation of FASB Statement No. 109” (“FIN 48”), and supplemented by FASB Financial Staff Position FIN 48-1, Definition of Settlement in FASB Interpretation No. 48, issued May 2, 2007.  FIN 48 specifies how tax benefits for uncertain tax positions are to be recognized, measured, and derecognized in financial statements; requires certain disclosures of uncertain tax matters; specifies how reserves for uncertain tax positions should be classified on the balance sheet; and provides transition and interim period guidance, among other provisions.  FIN 48 is effective for fiscal years beginning after December 15, 2006 and as a result, is effective for the Company in the fiscal year 2008.

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements (“SFAS 157”).  SFAS 157 defines fair value, establishes a framework for using fair value assets and liabilities, and expends disclosures about fair value measurements.  This statement applies whenever other statements require or permit assets or liabilities to be measured at fair value.  SFAS 157 is effective for fiscal years beginning after November 15, 2007.  The management believes that there is no material impact on its consolidated results of operations, cash flows, and financial position.

In September 2006, the Securities and Exchange Commission (“SEC”) issued Staff Accounting Bulletin (“SAB”) No. 108, Quantifying Financial Misstatements (“SAB 108”), which expresses the Staff’s views regarding the process of quantifying financial statement misstatements.  Registrants are required to quantify the impact of correcting all misstatements, including both carryover and reversing effects of prior year misstatements, on the current year financial statements.  The financial statements would require adjustment when either approach results in quantifying a misstatement that is material, after considering all relevant quantitative and qualitative factors.  SAB 108 is effective for financial statements covering the first fiscal year ending after November 15, 2006.  The management believes that there is no material impact on its consolidated results of operations, cash flows, and financial position.

F-11

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Recent Accounting Pronouncements (Continued)

In December 2007, the SEC issued Staff Accounting Bulletin (“SAB”) 110 Share-Based Payment. SAB 110 amends and replaces Question 6 of Section D.2 of Topic 14, “Share-Based Payment,” of the Staff Accounting Bulletin series. Question 6 of Section D.2 of Topic 14 expresses the views of the staff regarding the use of the “simplified” method in developing an estimate of the expected term of “plain vanilla” share options and allows usage of the “simplified” method for share option grants prior to December 31, 2007. SAB 110 allows public companies which do not have historically sufficient experience to provide a reasonable estimate to continue use of the “simplified” method for estimating the expected term of “plain vanilla” share option grants after December 31, 2007. SAB 110 is effective January 1, 2008 which the Company adopted upon its inception. The Company currently uses the “simplified” method to estimate the expected term for share option grants to employees as it does not have enough historical experience to provide a reasonable estimate. The Company will continue to use the “simplified” method until it has enough historical experience to provide a reasonable estimate of expected term in accordance with SAB 110. The Company does not expect SAB 110 will have a material impact on its balance sheet, statement of operations and cash flows.

In December 2007, the Financial Accounting Standards Board (“FASB”) issued Statement No. 141R, Business Combinations. Statement No. 141R modifies the accounting and disclosure requirements for business combinations and broadens the scope of the previous standard to apply to all transactions in which one entity obtains control over another business.

In December 2007, the FASB issued SFAS No. 160 Non-controlling Interests in Consolidated Financial Statements, an amendment of ARB No. 51, this Statement amends Accounting Research Bulletin No. 51, “Consolidated Financial Statements” to establish accounting and reporting standards for the non-controlling interest in a subsidiary and for the deconsolidation of a subsidiary. SFAS 160 is required to be adopted simultaneously with SFAS 141R and is effective for reporting periods on or after December 15, 2008. An earlier adoption is not permitted. Currently, the Company does not have any non-controlling interests and accordingly, the adoption of SFAS 160 is not expected to have a material impact on our financial position, cash flows or results of operations.

F-12

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS

Loans from Shareholders

On March 2, 2008, founder of the Company, Mr. Zhiyong Li opened a bank account at Chicago branch with CitiBank.  Mr. Zhiyong Li loaned $500.00 to the Company to open the bank account.

Loans to Officers

As December 31 2008, the Company advance $115,000 to the Company’s Executive officers and shareholders.

Operating Leases

The Company entered into a lease for its corporate office in Chicago under terms of non-cancelable operating leases. The lease term is from March 1, 2008 through February 28, 2011 and requires a $ 600 monthly lease payment. This office space is leased from a related party, which is the Company’s officer Simon Bai.

Common Shares Issued to Executive and Non-Executive Officers and Directors

As of December 31, 2008, total 20,400,000 shares were issued to officers and directors.  Please see the Table below for details:

Name	Title	Share QTY		Amount		Date	% of Common Share
Zhi Yong Li	Chairman		10,000,000	$	10,000.00	2/19/2008		35.79	%
Wei Wu	President		5,000,000	$	5,000.00	2/19/2008		17.90	%
Hui Tao Zhou	Director		5,000,000	$	5,000.00	2/19/2008		17.90	%
Jian Wu Zhang	Director		100,000	$	3,000.00	3/31/2008		0.36	%
Ming Liu	Director		100,000	$	3,000.00	3/31/2008		0.36	%
Hong Tao Bai	Vice-President		100,000	$	3,000.00	3/31/2008		0.36	%
Nan Su	CTO		100,000	$	3,000.00	3/31/2008		0.36	%
Total			20,400,000	$	32,000.00			73.02	%

F-13

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE D – SHAREHOLDERS’ EQUITY

On Feburary19, 2008, the Company was incorporated in the State of Nevada.

On February 19, 2008, three founders of the Company, Zhiyong Li, Wei Wu, and Huitao Zhou purchased 20,000,000 shares at $0.001 per share. The proceeds of $ 20,000 were received.

On March 31, 2008, total 5,200,000 shares were issued at price of $0.03 per share to 52 shareholders for $156,000.  On April 28, 2008, additional 1,400,000 shares were issued to 14 shareholders and sold at price of $0.03 per share.  The proceeds of $42,000 were received.  On July 20, 2008, additional 1,200,000 shares were issued to 7 shareholders for total proceeds of $36,000.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $ 4,170.

As of December 31, 2008, the total 27,939,000 shares were issued and outstanding.

NOTE E – SUBSEQUENT EVENTS

The loan amount of $ 115,000 to the Company’s Executive officers and shareholders was paid back on February 2009.

NOTE F – GOING CONCERN

As shown in the accompanying financial statements which have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern, the Company has incurred operating losses of $ 51,612 in the 12 months ended December 31, 2008 and period February 19, 2008 (inception) through December 31, 2008. The Company has not recorded any revenues and is considered to be a development stage company.

F-14

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE F – GOING CONCERN (Continue)

There is no guarantee that the Company will be able to raise enough capital or generate revenues to sustain its operations and carry out its business plan.  These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

The financial statements do not include any adjustments relating to the carrying amounts of recorded assets or the carrying amounts and classification of recorded liabilities that may be required should the Company be unable to continue as a going concern.

The Company’s lack of operating history and financial resources raise substantial doubt about its ability to continue as a going concern.  The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operations.

F-15

Interim Financial Statements

Hyperera, Inc

Six Months Ended June 30, 2009 and 2008 (Unaudited)

Contents

Financial Statement (unaudited)

Balance Sheet	F-17
Statement of Loss	F-18
Shareholders Equity	F-19
Cash Flows	F-20
Notes to Financial Statements	F-21

F-16

HYPERERA, INC

(A Development Stage Enterprise)

BALANCE SHEET

	June 30			December 31
	2009			2008
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	26,268		$	92,770
Accounts receivable, net		-			-
Total Current Assets	$	26,268		$	92,770
Other current assets:
Prepaid expense to supplier		207,998			-
Loan to shareholders		-			115,000
Total Other Current Assets	$	207,998		$	115,000
TOTAL ASSETS	$	234,266		$	207,770
LIABILITIES & EQUITY
Current liabilities:
Account payable	$	217		$	354
Payroll liabilities		-			668
Total current liabilities	$	217		$	1,022
Other current liabilities:
Loan from shareholders		40,000			500
Total other current liabilities	$	40,000		$	500
Total liabilities	$	40,217		$	1,522
Stockholders' Equity:
Common stock, $0.001 par value;
200,000,000 shares authorized;
27,939,000 shares issued and outstanding.	$	27,939		$	27,939
Paid-in capital	$	230,231		$	230,231
Deficit accumulated during the development stage		(63,669	)		(51,612	)
Accumulated other comprehensive loss		(451	)		(311	)
Total stockholders' equity	$	194,050		$	206,247
TOTAL LIABILITIES & EQUITY	$	234,266		$	207,769

F-17

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF LOSS

							Cumulative from
	Six Month Ended			Six Month Ended			February 19, 2008 (Date
	June 30			June 30			of Inception) Through
	2009			2008			June 30, 2009
	(Unaudited)			(Unaudited)			(Unaudited)
Revenues	$	-		$	-		$	-
Cost of Goods Sold		-			-			-
Gross Profit	$	-		$	-		$	-
Operating expenses:
Research and development		-			-			-
Selling, general and administrative expenses		12,099			5,294			63,721
Depreciation and amortization expenses		-			-			-
Total Operating Expenses	$	12,099		$	5,294		$	63,721
Operating Loss	$	(12,099	)	$	(5,294	)	$	(63,721	)
								-
Investment income, net	$	42		$	-		$	52
Interest Expense, net		-			-			-
Loss before income taxes		(12,057	)		(5,294	)		(63,669	)
Loss tax expense		-						-
Net loss	$	(12,057	)	$	(5,294	)	$	(63,669	)
								-
Net loss per common share- Basics	$	(0.00	)	$	(0.00	)	$	(0.00	)
Net loss per common share- Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)
Other comprehensive loss, net of tax:
Foreign currency translation adjustments		(140	)		-			(451	)
Other comprehensive loss		(140	)	$	-		$	(451	)
Comprehensive Loss		(12,198	)	$	(5,294	)	$	(64,120	)

F-18

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF STOCKHOLDERS EQUITY

The Period February 19, 2008 ( Date of Inception)

through June 30, 2009

							Deficit
							Accumulated			Accumulated
					Additional		During the			Other			Total
	Common Stock				Paid-in		Development			Comprehensive			Stockholders'
	Shares		Amount		Capital		Stage			Income (Loss)			Equity
Issuance of common stocks to shareholders @0.001 per share on February 19, 2008		20,000,000	$	20,000	$	-	$	-					$	20,000
Issuance of common stocks to shareholders @0.03 per share on March 31, 2008		5,200,000	$	5,200	$	150,800							$	156,000
Issuance of common stocks to shareholders @0.03 per share on April 28, 2008		1,400,000	$	1,400	$	40,600							$	42,000
Issuance of common stocks to shareholders @0.03 per share on July 20, 2008		1,200,000	$	1,200	$	34,800							$	36,000
Issuance of common stocks to Williams @0.03 per share on July 20, 2008		139,000	$	139	$	4,031							$	4,170
Adjustment for Exchange rate changes										$	(311	)	$	(311	)
Net loss for the period ended December 31, 2008							$	(51,612	)				$	(51,612	)
Balance, December 31, 2008		27,939,000	$	27,939	$	230,231	$	(51,612	)	$	(311	)	$	206,247
Adjustment for Exchange rate changes										$	(140	)	$	(140	)
Net loss for the period ended June 30, 2009							$	(12,057	)				$	(12,057	)
Balance, June 30, 2009		27,939,000		27,939	$	230,231	$	(63,669	)	$	(451	)	$	194,050

F-19

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF CASH FLOWS

							Cumulative from
							February 19,
	Six Month Ended			Six Month Ended			2008 (Date of
	June 30			June 30			Inception) Through
	2009			2008			June 30, 2009
	(Unaudited)			(Unaudited)			(Unaudited)
Operating Activities:
Net loss	$	(12,057	)	$	(5,294	)	$	(63,669	)
Adjustments to reconcile net income to net cash provided by operating activities:
Non-cash portion of share based legal fee expense	$	-		$	-		$	4,170
Prepaid Expense to Supplier	$	(207,998	)	$	-		$	(207,998	)
Loan to shareholders		115,000			-			-
Account payable		(138	)		2,653			216
Payroll liabilities		(668	)		668			(0	)
Loan from shareholders		39,500			2,838			40,000
Net cash provided by operating activities	$	(66,361	)	$	864		$	(227,281	)
Investing Activities:
Net cash provided by investing activities	$	-		$	-		$	-
Financing Activities:
Proceeds from issuance of common stock		-			-			254,000
Net cash provided by financing activities	$	-		$	-		$	254,000
Effect of  Exchange Rate on Cash	$	(140	)	$	-		$	(451	)
Net increase (decrease) in cash and cash equivalents	$	(66,502	)	$	864		$	26,268
Cash and cash equivalents at beginning of the year	$	92,770		$	-		$	-
Cash and cash equivalents at end of year	$	26,268		$	864		$	26,268
Supplemental schedule of non-cash investing and financing activities:
Common stock issued pursuant to stock subscription receivable	$	-		$	218,000		$	-

F-20

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE A- BUSINESS DESCRIPTION

Hyperera, Inc. (the “Company”), incorporated under the laws of Nevada on February 19, 2008, with registered address at 375 N. Stephanie, Suite 1411, Hendenson, NV 89104.  Hyperera, Inc. operates its business in the U.S. as Hyperera USA, Inc. the Company’s wholly owned branch located in the State of Illinois and has principal office at 2316 South Wentworth Avenue, Chicago, IL 60616.

In addition to our U.S. operation, we have one representative office in China:

· Hyperera Inc Beijing Representative Office. (“Hyperera Beijing”): Hyperera Beijing Office was established on April 2, 2008.  It is a representative office on behalf of Hyperera, Inc. to conduct the business of trading services, distribution, promotion and marketing of the software and system in China. The Hyperera Beijing Office is located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.

Hyperera, Inc. is headquartered in 2316 South Wentworth Avenue, Chicago, IL 60616, USA.  Our telephone number is 312-842-2288.

Hyperera Inc is a high-tech enterprise specialized in the surgery anesthesia clinic management software and intensive care unit (ICU) management system, control software research, development, and service. Our business is the sale of the surgery anesthesia clinic management software and ICU management system software and hardware system in Asia, and North America.

The software and hardware are developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”).  It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment.  Beijing Chaoran Chuangshi Technology Co., is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China.  On March 1st, 2008, Hyperera, Inc. signed a long-term distribution agreement with Beijing Chaoran Chuangshi Technology Co.  Beijing Chaoran Chuangshi Technology Co is a Chinese Technology company owned 100% by Mr.Liancheng Li, a Chinese national, the founder of the company.

F-21

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE B – SIGNIFICANT ACCOUNTING POLICIES

At June 30, 2009 and for the six months then ended, the financial statements reflect the assets, revenues and expenditures of the Company on the accrued basis of accounting.

The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect certain amounts reported in the financial statements and disclosures. Accordingly, actual results could differ from those estimates.

The Company has determined the United States dollars to be its functional currency for Hyperera; People’s Republic of China Chinese Yuan Renminbi to be its functional currency in Hyperera Beijing office. Assets and liabilities were translated to U.S. dollars at the period-end exchange rate. Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year. Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.

Cash and Cash Equivalents

The Company considers all highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of June 30, 2009, there’s $26,268 cash and cash equivalents.

Property, Plant, and Equipment Depreciation

Property, plant, and equipment are stated at cost.  Depreciation is being provided principally by straight line methods over the estimated useful lives of the assets.  As of June 30, 2009, there were no fixed assets in the Company’s balance sheets.

Stock-Based Compensation

The Company accounts for stock issued for services using the fair value method.  In accordance with Emerging Issues Task Force (“EITF”) 96-98, the measurement date of shares issued for services is the date at which the counterparty’s performance is complete.

F-22

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Net Loss Per Common Share

The Company computes per share amounts in accordance with SFAS No. 128, “Earnings per Share”.  SFAS No. 128 requires presentation of basis and diluted EPS.  Basic EPS is computed by dividing the income (loss) available to Common Shareholders by the weighted-average number of common shares outstanding for the period.  Diluted EPS is based on the weighted-average number of shares of common stock and common stock equivalents outstanding during the periods.

The Company only issued one type of shares, i.e., common shares only.  There are no other types securities were issued.  Accordingly, the diluted and basics net loss per common share are the same.

Revenue Recognition

In accordance with the Securities and Exchange Commission’s (“SEC”) Staff Accounting Bulletin (“SAB”) No. 104, “Revenue Recognition,” the Company recognizes revenue when it is realized or realizable and earned. The Company must meet all of the following four criteria under SAB 104 to recognize revenue:

· Persuasive evidence of an arrangement exists

· Delivery has occurred

· The sales price is fixed or determinable

· Collection is reasonably assured

There’s no revenue is recognized for the six month ended June 30, 2009.

Payroll Expense

Started from June 1, 2008, Hyperera BeiJing’s Representative office have one full time employees to take care of daily management and administrative activities for the Company.  The total payroll expense for the period of January 1, 2009 to June 30, 2009 was $ 4,292.75. There was no payroll expense incurred in USA.

Operating Expenses

From the period of January 1, 2009 to June 30, 2009, there’s total of $ 12,099 operating expense.

F-23

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Prepaid Expense to Supplier

On March, 2009, the Company wire transferred $207,998 to Beijing Chaoran for prepaid hardware purchase orders.

NOTE C – RELATED PARTY TRANSACTIONS

Operating Leases

The Company entered into a lease for its corporate office in Chicago under terms of non-cancelable operating leases. The lease term is from March 1, 2008 through February 28, 2011 and requires a $ 600 monthly lease payment. This office space is leased from a related party, which is the Company’s officer Simon Bai.

Common Shares Issued to Executive and Non-Executive Officers and Directors

As of June 30, 2009, total 20,400,000 shares were issued to officers and directors.  Please see the Table below for details:

Name	Title	Share QTY		Amount		Date	% of Common Share
Zhi Yong Li	Chairman		10,000,000	$	10,000.00	2/19/2008		35.79	%
Wei Wu	President		5,000,000	$	5,000.00	2/19/2008		17.90	%
Hui Tao Zhou	Director		5,000,000	$	5,000.00	2/19/2008		17.90	%
Jian Wu Zhang	Director		100,000	$	3,000.00	3/31/2008		0.36	%
Ming Liu	Director		100,000	$	3,000.00	3/31/2008		0.36	%
Hong Tao Bai	Vice-President		100,000	$	3,000.00	3/31/2008		0.36	%
Nan Su	CTO		100,000	$	3,000.00	3/31/2008		0.36	%
Total			20,400,000	$	32,000.00			73.02	%

F-24

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE C – RELATED PARTY TRANSACTIONS (Continue)

Cost of Goods Sold

The Company’s purchase cost is primarily from supplier, Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”), owned 100% by Mr.Liancheng Li, the father of Mr. Zhiyong Li.  The management believes that the purchase price for the parts will be market price.

The products the Company will sell are provided by Beijing Chaoran Chuangshi Technology Co., Ltd.  Beijing Chaoran was established in 2002 specializing in management information system applied in power industry.  The Company signed a two-year software license and distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for suegery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed solely by Beijing Chaoran during the term of the agreement.  Beijing Chaoran is the exclusive supplier of the products Hyperera sells.  The management Hyperera, Inc. believes that the purchase price for the system and software from Hyperera will be market price.  Hyperera, Inc. and Beijing Chaoran are two totally separated entities, i.e., Hyperara, Inc. is a USA corporation and will fully comply with USA regulations and USA general accepted accounting principles; Beijing Chaoran is a Chinese company and it will comply with Chinese legal systems.  Hyperera, Inc. and Beijing Chaoran will operate independently.  Beijing Chaoran, as a Chinese local company, will record their software and hardware costs based on the Chinese accounting regulations rulings.  But, when Hyperera, Inc. purchases the software and hardware and the services from Beijing Chaoran, Hyperera, Inc. will record the actual costs paid to Beijing Chaoran as long as the products or services been delivered to Hyperera, Inc. by Beijing Chaoran.

The management of Beijing Chaoran disclosed to Hyperera, Inc. that Beijing Chaoran adopted the cost plus pricing policies with market adjustment, negotiable with customers.  Beijing Chaoran adopted the cost plus system for all the products for all customers including the product, surgery anesthesia clinic management software and ICU management system exclusively distributed by Hyperera, Inc.  Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of  $ 59,998 and $ 148,000 was prepaid on March 9 and 18, 2009 respectively.

F-25

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE D – SHAREHOLDERS’ EQUITY

On Feburary19, 2008, the Company was incorporated in the State of Nevada.

On February 19, 2008, three founders of the Company, Zhiyong Li, Wei Wu, and Huitao Zhou purchased 20,000,000 shares at $0.001 per share. The proceeds of $ 20,000 were received.

On March 31, 2008, total 5,200,000 shares were issued at price of $0.03 per share to 52 shareholders for $156,000.  On April 28, 2008, additional 1,400,000 shares were issued to 14 shareholders and sold at price of $0.03 per share.  The proceeds of $42,000 were received.  On July 20, 2008, additional 1,200,000 shares were issued to 7 shareholders for total proceeds of $36,000.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $ 4,170.

As of June 30, 2009, the total 27,939,000 shares were issued and outstanding.

NOTE E – SUBSEQUENT EVENTS

On July 3, 2009, the Company established a wholly owned subsidiary, Hyperera Technologies (Beijing) Co., Limited, located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.  The newly established subsidiary Hyperera Technologies (Beijing) Co., Ltd would replace the Beijing Representative Office to conduct the sales, distribution, maintenance, and services for the surgery anesthesia clinic management software and intensive care unit (ICU) management systems.

Effective on July 1, 2009, Hyperera Technologies (Beijing) Co., Limited entered into a office lease agreement with Kingwing Real Estate Co., Ltd. for one year, the monthly rent is $2570.00

The Beijing Representative Office was closed on July 1, 2009, and some of accounts are still under the processing of closing.  There were no liabilities accrued for the Beijing Representative Office.

F-26

HYPERERA, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE F – GOING CONCERN

As shown in the accompanying financial statements which have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern, the Company has incurred operating losses of $ 12,099 and $ 63,721in the 6 months ended June 30, 2009 and period February 19, 2008 (inception) through June 30, 2009, respectively. The Company has not recorded any revenues and is considered to be a development stage company.

The financial statements do not include any adjustments relating to the carrying amounts of recorded assets or the carrying amounts and classification of recorded liabilities that may be required should the Company be unable to continue as a going concern.

The Company’s lack of operating history and financial resources raise substantial doubt about its ability to continue as a going concern.  The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operations.

F-27

PROSPECTUS

HYPERERA, INC.

Dated _____________, 2010

Selling shareholders are offering up to 6,839,000 shares of common stock.  The selling shareholders will offer their shares at $0.20 per share until our shares are quoted on the OTC Bulletin Board and thereafter at prevailing market prices or privately negotiated prices.

Our common stock is not now listed on any national securities exchange, the NASDAQ stock market or the OTC Bulletin Board.

Dealer Prospectus Delivery Obligation

Until _________ (90 days from the date of this prospectus) all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers' obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.

38

Part II-INFORMATION NOT REQUIRED IN PROSPECTUS

INDEMNIFICATION OF OFFICERS AND DIRECTORS

Our Articles of Incorporation provide that no director or officer of the Company shall be personally liable to the Company or its stockholders for monetary damages for any breach of fiduciary duty by such person as a director or officer, except for the payment of dividends in violation of Nevada law.  Our Bylaws provide, in pertinent part, that the Company shall indemnify any person made a party to or involved in any civil, criminal or administrative action, suit or proceeding by reason of the fact that such person is or was a director or officer of the Company, or of any corporation which such person served as such at the request of the Company, against expenses reasonably incurred by, or imposed on, such person in connection with, or resulting from, the exercise of such action, suit, proceeding or appeal thereon, except with respect to matters as to which it is adjudged in such action, suit or proceeding that such person was liable to the Company, or such other corporation, for negligence or misconduct in the performance of such persons duties as a director or officer of the Company.  The determination of the rights of such indemnification and the amount thereof may be made, at the option of the person to be indemnified, by (1) order of the Court or administrative body or agency having jurisdiction over the matter for which indemnification is being sought; (2) resolution adopted by a majority of a quorum of our disinterested directors; (3) if there is no such quorum, resolution adopted by a majority of the committee of stockholders and disinterested directors of the Company; (4) resolution adopted by a majority of the quorum of directors entitled to vote at any meeting; or (5) Order of any Court having jurisdiction over the Company.  Such right of indemnification is not exclusive of any other right which such director or officer may have, and without limiting the generality of such statement, they are entitled to their respective rights of indemnification under any bylaws, agreement, vote of stockholders, provision of law, or otherwise in addition to their rights under our Bylaws.

With regard to the foregoing provisions, or otherwise, we have been advised that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Securities Act of 1933, as amended, and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by us of expenses incurred or paid by a director, officer or controlling person of the Corporation in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, we will, unless in the opinion of our counsel the matter has been settled by a controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by us is against public policy as expressed in the Securities Act of 1933, as amended, and will be governed by the final adjudication of such case.

OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

The following table is an itemization of all expenses, without consideration to future contingencies, incurred or expected to be incurred by us in connection with the issuance and distribution of the securities being offered by this prospectus. Items marked with an asterisk (*) represent estimated expenses. We have agreed to pay all the costs and expenses of this offering. Selling security holders will pay no offering expenses.

39

ITEM	AMOUNT
SEC Registration Fee*	$	25
Legal Fees and Expenses		50,000
Accounting Fees and Expenses*		50,000
Total*	$	100,025

* Estimated Figure

RECENT SALES OF UNREGISTERED SECURITIES

On February 19, 2008, three founders of the Company, Zhiyong Li, Wei Wu, and Huitao Zhou purchased 20,000,000 shares at $0.001 per share. The proceeds of $ 20,000 were received.

On March 31, 2008, total 5,200,000 shares were issued at price of $0.03 per share to 52 shareholders for $156,000.  On April 28, 2008, additional 1,400,000 shares were issued to 14 shareholders and sold at price of $0.03 per share.  The proceeds of $42,000 were received.  On July 20, 2008, additional 1,200,000 shares were issued to 7 shareholders for total proceeds of $36,000.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $ 4,170.

All persons acquiring shares were non U.S. citizens or residents except for Williams Law Group.

We relied upon Section 4(2) of the Securities Act of 1933, as amended for the above issuances to US citizens or residents.

We believed that Section 4(2) of the Securities Act of 1933 was available because:

· None of these issuances involved underwriters, underwriting discounts or commissions.

· Restrictive legends were and will be placed on all certificates issued as described above.

· The distribution did not involve general solicitation or advertising.

· The distributions were made only to investors who were sophisticated enough to evaluate the risks of the investment.

We relied upon Regulation S of the Securities Act of 1933, as amended for the above issuances to non US citizens or residents.

We believed that Regulation S was available because:

· None of these issuances involved underwriters, underwriting discounts or commissions;

· We placed Regulation S required restrictive legends on all certificates issued;

· No offers or sales of stock under the Regulation S offering were made to persons in the United States;

· No direct selling efforts of the Regulation S offering were made in the United States.

In connection with the above transactions, although some of the investors may have also been accredited, we provided the following to all investors:

40

· Access to all our books and records.

· Access to all material contracts and documents relating to our operations.

· The opportunity to obtain any additional information, to the extent we possessed such information, necessary to verify the accuracy of the information to which the investors were given access.

Prospective investors were invited to review at our offices at any reasonable hour, after reasonable advance notice, any materials available to us concerning our business. Prospective Investors were also invited to visit our offices.

41

EXHIBITS

Item 3

1  Articles of Incorporation of Hyperera, Inc.

2 Bylaws of Hyperera, Inc.

3 Organizational Documents of Hyperera Technologies (Beijing) Co., Limited,

Item 4

1 Form of common stock Certificate of Hyperera, Inc.(1)

Item 5

1  Legal Opinion of Williams Law Group, P.A.

Item 10

1      Agreement with Beijing Chaoran Technology Co., Ltd.

Item 21

One subsidiary:  Hyperera Technologies (Beijing) Co., Limited,

Item 23

1      Consent of Enterprise CPAs, Ltd.

2      Consent of Williams Law Group, P.A.   (included in Exhibit 5.1)

All other Exhibits called for by Rule 601 of Regulation SB-2 or SK are not applicable to this filing.

(1) Information pertaining to our common stock is contained in our Articles of Incorporation and Bylaws.

UNDERTAKINGS

The undersigned registrant hereby undertakes:

1.  To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

i.  To include any prospectus required by section 10(a)(3) of the Securities Act of 1933;

42

ii.  To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20% change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective registration statement.

iii.  To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;

2.  That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

3.  To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

4.  That, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities: The undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:

i.  Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424;

ii.  Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;

iii.  The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and

iv.  Any other communication that is an offer in the offering made by the undersigned registrant to the purchaser.

43

5.  That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser:  Each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to our directors, officers and controlling persons, we have been advised that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable.  In the event that a claim for indemnification against such liabilities (other than the payment by us of expenses incurred or paid by a director, officer or controlling person of the corporation in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, we will, unless in the opinion of our counsel the matter has been settled by a controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by us is against public policy as expressed in the Securities Act of 1933, as amended, and will be governed by the final adjudication of such case.

SIGNATURES

 Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in Beijing China on November 10, 2009.

Hyperera, Inc.

Title	Name	Date	Signature
Chairman	Zhi Yong Li	November 10, 2009	/s/ Zhi Yong Li

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

SIGNATURE	NAME	TITLE	DATE
Zhi Yong Li	/s/ Zhi Yong Li	Chairman of the Board/Principal Executive Officer	November 10, 2009
Wei Wu	/s/ Wei Wu	President	November 10, 2009
Simon Bai	/s/ Simon Bai	Chief Financial Officer/Principal Accounting Officer	November 10, 2009
Huitao Zhou	/s/ Huitao Zhou	Director	November 10, 2009
JianWu Zhang	/s/ JianWu Zhang	Director	November 10, 2009
Ming Liu	/s/ Ming Liu	Director	November 10, 2009

44

EX-3.1

EX-5.1

EX-10.1

DISTRIBUTION AGREEMENT

This Distribution Agreement made and entered into as of this 1st day of March 2009 by and between Hyperera Inc. (hereinafter refered to as “Hyperera”), having its principal offices at 2316 South Wentworth Avenue, Chicago, IL 60616, USA, and Beijing Chaoran Chuangshi Technology Co., Ltd. (hereinafter refered to as “Beijing Chaoran”), having its principal offices at No.28 Mujiu Road, Mujiayu Town, Miyun,  Beijing, China (collectively, the “Parties”).   

Recitals

WHEREAS, Hyperera Inc is Clinical Information System (“CIS”) distributor in China and throughout Asia and eventually throughout the world.

WHEREAS, Beijing Chaoran Mechanical Electronics Manufacturing Co., Ltd. is an developer of CIS systems, including surgery anesthesia clinic management software and ICU management system product lines and seller of related computer hardware. Beijing Chaoran is a leading developer in China of CIS product lines. Beijing Chaoran also has the design capability on the CIS system.

WHEREAS, Hyperera and Beijing Chaoran believe that (1) the market for CIS will have the large growth in the next 3 years in China and Asia and elsewhere in the world; (2) the integrated design and development will be helpful to ensure the functionality and quality of the surgery anesthesia clinic management software and ICU management and other CIS system product lines; (3) the experienced system supplier of the surgery anesthesia clinic management software and ICU management and other CIS system product lines systems will be more competitive than regular developers.

NOW, THEREFORE, the Parties agree as follows:

Part 1 – Cooperation on CIS product lines

A. Beijing Chaoran will design and develop CIS systems with input from Hyperera, Inc.  All design and development responsibility shall be solely that of Beijing Chaoran.

B. Beijing Chaoran authorizes Hyperera to be its exclusive sales agent for the CIS product lines, including the surgery anesthesia clinic management software and ICU management systems, all over the world. The CIS product lines shall include the products that Beijing Chaoran developed before this Cooperation Agreement signed and additional CIS system products that will be developed by Beijing Chaoran.  All products shall be developed solely by Beijing Chaoran.

C. Both Parties agree that Hyperera will be the Party to sign up all kinds of Agreement with the clients during the product development period and the supplying period, in addition, Hyperera will be the party to take the orders from the Clients. Under the above Agreement, Beijing Chaoran will be the only design and supply resource to Hyperera. Hyperera commits to use Beijing Chaoran as its only supplier for CIS system products and related computer hardware.

D. The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions

Part 2 – Responsibilities for Both Parties

A. Hyperera’s responsibilities:

i) Communicates with clients to get the technical, commercial information in order to develop and supply the products.

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ii) Negotiates and signs up the Design and Development Agreement as well as the Supplying Agreement with the clients.

iii) After getting the orders from the Clients, Hyperera issues the orders to Beijing Chaoran. Hyperera should give the clear instruction to Beijing Chaoran to produce the products and give the clear information on delivery address, payment term and other commercial information.

iv) Deals with the client claim and provides the customer care service whenever necessary.

B. Beijing Chaoran’s responsibilities:

i) Designs and develops the products according to the requirement from the Clients.

ii) Supplies the products to Client through Hyperera, meet the quality and time expectation from the Clients.

iii) Be responsible for its own investment plan in order to produce the products.

iv) Be responsible for the return, repair, rework and other related costs for the failure products.

Part 3 - Definitions

When used in this Agreement the following terms shall have the definitions stated in this Part 3:

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A. “CIS Product Lines” refers to Clinical Information Systems including the surgery anesthesia clinic management software and ICU management systems. This cooperation can be also expanded to other similar CIS systems.

B. “Sales Region” refers to all over the world.

C. “Confidential Information” shall meanall information relating to Both Parties that is designated as confidential or that, given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered as confidential. Confidential Information includes, without limitation, all information relating to technology, customers, business plans, promotional and marketing activities, finances, other business affairs, as well as all information relating to third parties that Amazon may be obligated to keep confidential.  Confidential Information may be contained in tangible materials, such as drawings, data, specifications, reports and computer programs, or may be in the nature of unwritten knowledge.  Unless and except as otherwise agreed by the Parties, the content of all meetings, discussions, and communications relating to the negotiation of this Agreement, shall constitute Confidential Information.  Confidential Information shall not include (a) information that at the time of disclosure is generally and publicly available; (b) information that becomes generally and publicly available through no act or omission of Both Parties or its employees or agents; (c) information that Both Parties receive from a third party who has a right to disclose such information and who is not under an obligation of confidentiality to Both Parties; or (d) information that one Party expressly authorizes the other Party in writing to disclose in advance of making such disclosure.

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Part 4 - Other Cooperation

A. Hyperera and Beijing Chaoran shall both agree to not release the confidential information between each other.

Part 5 - Term

This Agreement shall have effect from the date first written above and, unless terminated earlier by mutual consent, shall continue in force for a period of Three (3) years.

Part 6 - Governing Law

This Agreement shall be governed, construed and interpreted in accordance with the laws of the State of Nevada shall govern without regard to the conflicts of laws provisions thereof.

Part 7 – Entire Agreement/Modifications/Authorization

This Cooperation Agreement, along with the Addendum in Exhibit A hereto (collectively, the “Agreement”), contains the entire agreement of the Parties concerning the subject matter hereof, and supersedes any other prior agreements, either oral or written.  No modification to this Agreement shall be effective unless reduced to writing and signed by the duly authorized representatives of both Hyperera and Beijing Chaoran.  Each signatory represents that he/she is authorized by their respective Party to enter into this Agreement on such Party’s behalf.

Part 8 - Notices

Notices to be given to a party shall be effective when delivered via e-mail.

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Part 9 - Assignment

No party may assign any of its rights nor delegate any of its obligations under this Agreement to any third party without the express prior written consent of the other party; provided that, notwithstanding the foregoing, Both Parties may assign this Agreement to (a) any corporation or other entity resulting from any merger, consolidation, or other reorganization, (b) any of the subsidiaries or affiliates, or (c) any person to which it transfers all or substantially all of the assets.  Any prohibited assignment shall be null and void for all purposes.  This Agreement shall be binding upon the successors, affiliates and permitted assigns of each of the Parties.

IN WITNESS WHEREOF, the Parties having agreed to the terms and conditions set forth herein signify their intention to be bound thereto through the signatures of their duly authorized representatives which are set forth below.

Hyperera Inc.	Beijing Chaoran Chuangshi Technology Co., Ltd.
By /s/ Zhi Yong Li	By /s/ Liancheng Li
Zhi Yong Li	Liancheng Li
Chairman	Chairman

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EX-23.1