10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment No. 1

(Mark One)

þ	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended                December 31, 2014

or

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from to

Commission file number: 000-50140

Eagle Mountain Corp.

(Exact name of Registrant as specified in its charter)

Delaware	16-1642709
State or other jurisdiction of incorporation or organization	(I.R.S. Employer Identification Number)

20333 Tomball Pkwy, Suite 204, Houston, Texas	77070
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number including area code : 208-342-8888

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
NONE	N/A

Securities registered pursuant to Section 12(g) of the Act:
	Common Stock, $0.001 par value
	(Title of class)

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

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   þYes oNo

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) þYes oNo

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

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

Large accelerated filer o	Accelerated filer o
Non-accelerated filer o (Do not check if a smaller reporting company)	Smaller reporting company þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).   oYes þNo

The aggregate market value of the voting common equity held by non-affiliates of the registrant as of June 30, 2014 was approximately $127,907 based upon the closing price of $0.01 of the registrant’s common stock on the OTC Bulletin Board. (For purposes of determining this amount, only directors, executive officers, and 10% or greater stockholders have been deemed affiliates).

The number of shares of Registrant’s Common Stock outstanding as of April 15, 2015 was 39,684,495.

DOCUMENTS INCORPORATED BY REFERENCE

NONE

Explanatory Note

This Amendment No. 1 on Form 10-K/A (this “Amendment”) of Eagle Mountain Corporation (formerly USmart Mobile Device Inc.) for the fiscal year ended December 31, 2014 is being filed solely to file Exhibits 101 to the Form 10-K in accordance with Rule 405 of Regulation S–T.

This Amendment speaks as of the filing date of the original Form 10-K (the "Filing date"), does not reflect events that may have occurred subsequent to the Filing Date, and does not modify or update in any way disclosures made in the original Form 10-K as filed on April 16, 2015.

Item 15. Exhibits and Financial Statement Schedules

(a) Documents filed as part of this Report

(1) The financial statements listed in the Index to Consolidated Financial Statements are filed as part of this report

(2) The financial statements listed in the Index are filed as part of this report.

(3) List of Exhibits  

See Index to Exhibits in paragraph (b) below.

The Exhibits are filed with or incorporated by reference in this report.

(b) Exhibits required by Item 601 of Regulation S-K.

Exhibit No.	Description
31.1	Certification of Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2	Certification of Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

101.CAL	XBRL Taxonomy Extension Calculation Linkbase*
101.DEF	XBRL Taxonomy Extension Definition Linkbase*
101.INS	XBRL Instance Document*
101.LAB	XBRL Taxonomy Extension Label Linkbase*
101.PRE	XBRL Taxonomy Extension Presentation Linkbase*
101.SCH	XBRL Taxonomy Extension Schema*

* Filed herewith

**Furnished herewith

(c) Financial statements required by Regulation S-X which are excluded from the annual report to shareholders by Rule 14a-3(b).

SIGNATURES

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

EAGLE MOUNTAIN CORPORATION
By:	/s/ Ronald Cormick
	Ronald Cormick
	Chief Executive Officer (Principal Executive Officer)
Dated: June 3, 2015

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ Ronald Cormick	Chief Executive Officer and Director	June 3, 2015
Ronald Cormick	(Principal Executive Officer)
/s/ Haley Manchester	Chief Financial Officer	June 3, 2015
Haley Manchester	(Principal Financial and Accounting Officer)
/s/ Larry Eastland	Director	June 3, 2015
Larry Eastland
		June 3, 2015
/s/Ehud Amir	Cheif Operating Officer, Director
Ehud Amir

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Ronald Cormick, certify that:

1. I have reviewed this Amendment No. 1 to the annual report on Form 10-K of Eagle Mountain Corporation (the “registrant”);

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

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

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

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the registrant’s board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 3, 2015	/s/ Ronald Cormick
	Ronald Cormick
	Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Haley Manchester, certify that:

1. I have reviewed this Amendment No. 1 to the annual report on Form 10-K of Eagle Mountain Corporation (the “registrant”);

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

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

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

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the registrant’s board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 3,  2015	/s/ Haley Manchester
	Haley Manchester
	Chief Financial Officer (Principal Financial and Accounting Officer)

EX-32.1

Exhibit 32.1

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

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), I, Ronald Cormick, certify that:

1. This Amendment No. 1 to the Annual Report of Eagle Mountain Corporation (the “Company”) on Form 10-K for the year ended December 31, 2014 (the “Report”), as filed with the Securities and Exchange Commission as of the date hereof, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:     June 3, 2015	/s/Ronald Cormick
	Ronald Cormick
	Chief Executive Officer (Principal Executive Officer)

This certification has been furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

A signed original of this written statement required by Section 906 has been provided to Eagle Mountain Corporation and will be retained by Eagle Mountain Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.1

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

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), I, Haley Manchester, certify that:

1. This Amendment No. 1 to the Annual Report of Eagle Mountain Corporation (the “Company”) on Form 10-K for the year ended December 31, 2014 (the “Report”), as filed with the Securities and Exchange Commission as of the date hereof, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:     June 3, 2015	/s/Haley Manchester
	Haley Manchester
	Chief Financial Officer (Principal Financial and Accounting Officer)

This certification has been furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

A signed original of this written statement required by Section 906 has been provided to Eagle Mountain Corporation and will be retained by Eagle Mountain Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Principles Of Consolidation of Aristo Technologies (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Principles Of Consolidation of Aristo Technologies
Sales to Aristo	$ 0	$ 3,337,735	$ 106,031	$ 7,086,379	$ 7,123,769
Sales to Aristo with account receivable		$ 4,850,769	$ 5,323,933	$ 16,871,739	$ 14,073,937

XML

Bank Loans Parentheticals (Details) (USD $)	Dec. 31, 2013	Dec. 31, 2012
Bank Loans Parentheticals
Interest rate on loan by BEA Bank	5.25%	5.25%
Increase in Interest rate on loan by BEA Bank	0.25%	0.25%
BEA Bank payable in monthly installments	$ 13,291	$ 13,291
Interest rate on loan by BEA Bank	5.25%	5.25%
Increase in Interest rate on loan by BEA Bank	0.25%	0.25%
BEA Bank payable in monthly installments	46,065	46,065
Interest rate on loan by DBS Bank	5.25%	5.25%
Increase in Interest rate on loan by DBS Bank	0.50%	0.50%
DBS Bank payable in monthly installments	55,939	55,939
Interest rate per annum	2.00%
One month HIBOR	0.2143%
Fubon Bank payable in monthly installments	$ 6,283
Term loan Interest rate per annum	3.88429%

XML

Capital Leases (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Capital Leases
Cost		$ 399,473
Less: accumulated depreciation		(341,876)
Total Capital Leases	$ 0	$ 57,597

XML

Repayment Of Bank Loan (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Carrying amount that are repayable on demand or within twelve months from December 31, 2013 containing a repayable on demand clause:
Within twelve months	$ 0	$ 1,937,063
Carrying amount that are not repayable within twelve months from September 30, 2013 containing a repayable on demand clause but shown in current liabilities:
After 1 year, but within 2 years		505,656
After 2 years, but within 5 years		118,775
After 5 years		660,619
Long-term Debt, Excluding Current Maturities		1,285,050
Long-term Debt		$ 3,222,113

XML

Property, Plant And Equipment Capital Leases (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Property, Plant And Equipment Capital Leases
Cost	$ 0	$ 399,473
Less accumulated depreciation		(341,876)
Total Property, Plant And Equipment Capital Leases		$ 57,597

XML

LOAN FROM A THIRD PARTY (TABLES)

12 Months Ended

Dec. 31, 2014

LOAN FROM A THIRD PARTY (TABLES):

LOAN FROM A THIRD PARTY (TABLES)

The repayment time schedule contained in the Loan Agreement as at December 31, 2013 as follows:

Date of Repayment	Amount
The Last date of the 12-month period from September 27, 2013		641,026
The Last date of the 24-month period from September 27, 2013		1,282,051
The Last date of the 36-month period from September 27, 2013		5,128,205
		7,051,282
Current portion		641,026
Non-current portion		6,410,256
		7,051,282

XML

Third Party Loan (Details) (USD $)	Sep. 26, 2013
Third Party Loan
Unrelated third party loan facility (HKD55 Million)	$ 7,051,282
Interest rate on third party loan	1.10%

XML

SIGNIFICANT ACCOUNTING POLICIES (POLICIES)

12 Months Ended

Dec. 31, 2014

SIGNIFICANT ACCOUNTING POLICIES (POLICIES)

Method of Accounting

(a) Method of Accounting

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

Principles of consolidation

(b) Principles of consolidation

The consolidated financial statements are presented in US Dollars and include the accounts of the Company and its subsidiary. All significant inter-company balances and transactions are eliminated in consolidation.

The Company owned its subsidiary soon after its inception and continued to own the equity’s interests through December 31, 2014. The following table depicts the identity of the subsidiary:

Name of Subsidiary	Place ofIncorporation	Attributable EquityInterest %		Registered Capital
ACL International Holdings Limited	Hong Kong		0	$	0.13
Atlantic Components Limited (1)	Hong Kong		0	$	384,615
Aristo Technologies Limited (2)	Hong Kong		0	$	1,282
Dongguan Kezheng Electronics Limited (3)	PRC		0	$	680,499
eVision Telecom Limited (4)	Hong Kong		0	$	25,641
Jussey Investments Limited (1)	BVI		0	$	1
USmart Electronic Products Limited (4)	Hong Kong		0	$	1.28

Note:              (1) Wholly owned subsidiary of ACL International Holdings Limited

  (2) Deemed variable interest entity

  (3) Wholly owned subsidiary of USmart Electronic Products Limited

  (4) Wholly or partially owned by Jussey Investments Limited

Variable Interests Entities

According to ASC 810-10-25 which codified FASB Interpretation No. 46 (Revised December 2003), Consolidation of Variable Interest Entities — an interpretation of ARB No. 51 (FIN 46R), an entity that has one or more of the three characteristics set forth therein is considered a variable interest entity. One of such characteristics is that the equity investment at risk in the relevant entity is not sufficient to permit the entity to finance its activities without additional subordinated financial support provided by any parties, including the equity holders.

ASC 810-05-08A specifies the two characteristics of a controlling financial interest in a variable interest entity (“VIE”): (1) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance; and (2) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company is the primary beneficiary of Aristo because the Company can direct the activities of Aristo through the common director and major shareholder. Also, the Company extended substantial accounts receivable to Aristo and created an obligation to absorb loss if Aristo failed. Moreover, ASC 810-25-42 & 43 provides guidance on related parties treatment of VIE and specifies the relationship of de-facto agent and principal. This guidance will help to determine whether the Company will consolidate Aristo.

All the above mentioned subsidiaries or deem subsidiary were no longer belonged to the Group and were not our subsidiaries and deem subsidiaries after September 30, 2014.

       Aristo Technologies Limited

The Company sells Samsung memory chips to Aristo and allows long grace periods for Aristo to repay the open accounts receivable. Being the biggest creditor, the Company does not require Aristo to pledge assets or enter into any agreements to bind Aristo to specific repayment terms. The Company does not experience any bad debt from Aristo. Hence, the Company does not provide any bad debt provision derived from Aristo. Although, the Company is not involved in Aristo’s daily operation, it believes that there will not be significant additional risk derived from the trading relationship and transactions with Aristo.

Aristo is engaged in the marketing, selling and servicing of computer products and accessories including semiconductors, LCD products, mass storage devices, consumer electronics, computer peripherals and electronic components for different generations of computer related products. Aristo carries various brands of products such as Samsung, Hynix, Micron, Elpida, Qimonda, Lexar, Dane-Elec, Elixir, SanDisk and Winbond.  Aristo 2013 sales were around 7 million; it was only a small distributor that accommodated special requirements for specific customers.

Aristo supplies different generations of computer related products. Old generation products will move slowly owing to lower market demand. According to the management experience and estimation on the actual market situation, old products carrying on hand for ten years will have no resell value. Therefore, inventories on hand over ten years will be written-off by Aristo immediately.

The Company sold to Aristo in order to fulfill Aristo’s periodic need for Samsung memory products based on prevailing market prices, which Aristo, in turn, sells to its customers.  The sales to Aristo for fiscal year 2014 were $Nil. For fiscal year 2013 were $3,337,735 with account receivable of $4,850,769 as of December 31, 2013. For fiscal year 2012 were $106,031 with account receivable of $5,323,933 as of December 31, 2012. For fiscal year 2011 were $7,086,379 with accounts receivable of $16,871,739 as of December 31, 2011. For fiscal year 2010 were $7,123,769 with accounts receivable of $14,073,937 as of December 31, 2010.

The Company purchases from Aristo, from time to time, LCD panels, Samsung memory chips, DRAM, Flash memory, central processing units, external hard disks, DVD readers and writers that the Company cannot obtain from Samsung directly due to supply limitations.

Acquisition

The Company uses the acquisition method of accounting for business combinations which requires that the assets acquired and liabilities assumed be recorded at the date of the acquisition at their respective fair values. Assets acquired and liabilities assumed in a business combination that arise from contingencies are recognized at fair value if fair value can reasonably be estimated. If the fair value of an asset acquired or liability assumed that arises from a contingency cannot be determined at the date of acquisition, the asset or liability is recognized if probable and reasonably estimable; if these criteria are not met, no asset or liability is recognized. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Any excess of the purchase price (consideration transferred) over the estimated fair values of net assets acquired is recorded as goodwill. Transaction costs and costs to restructure the acquired company are expensed as incurred. The operating results of acquired business are reflected in the acquirer’s consolidated financial statements and results of operations after the date of the acquisition.

Jointly-controlled entity

(c) Jointly-controlled entity

A jointly-controlled entity is a corporate joint venture that is subject to joint control, resulting in none of the participating parties having unilateral control over the economic activity of the jointly-controlled entity.

The Group’s investment in a jointly-controlled entity is stated in equity method for the consolidated statement of financial position the Group’s shares of the equity of a jointly-controlled entity and the consolidated income statement and consolidated reserves, respectively.

Use of Estimates, Policy

(d) Use of estimates

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

Economic and political risks

(e) Economic and political risks

The Company’s operations are conducted in Hong Kong and China. A large number of customers are located in Southern China. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in Hong Kong and China, and by the general state of the economy in Hong Kong and China.

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

Property, Plant and Equipment, Policy

(f) Property, plant and equipment

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

Estimated useful lives of the plant and equipment are as follows:

Automobiles	3 1/3 years
Computers	5 years
Leasehold improvement	5 years
Land and buildings	By estimated useful life
Office equipment	5 years
Machinery	10 years

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

Account receivable

(g) Account receivable

Accounts receivable is carried at the net invoiced value charged to customer. The Company records an allowance for doubtful accounts to cover estimated credit losses. Management reviews and adjusts this allowance periodically based on historical experience and its evaluation of the collectability of outstanding accounts receivable. The Company evaluates the credit risk of its customers utilizing historical data and estimates of future performance.

Accounting for the impairment of long-lived assets

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

The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC No. 360 (formerly Statement of Financial Accounting Standards No. 144). The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for the cost to dispose.

During the reporting years, there was no impairment loss.

Cash and Cash Equivalents, Policy

(i) Cash and cash equivalents

The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. The Company maintains bank accounts in Hong Kong. The Company does not maintain any bank accounts in the United States of America.

Inventories

(j) Inventories

Inventories are stated at the lower of cost or market and are comprised of purchased computer technology resale products. Cost is determined using the first-in, first-out method.

Lease assets

(k) Lease assets

Leases that substantially transfer all the benefits and risks of ownership of assets to the company are accounted for as capital leases. At the inception of a capital lease, the asset is recorded together with its long term obligation (excluding interest element) to reflect the purchase and the financing.

Leases which do not transfer substantially all the risks and rewards of ownership to the company are classified as operating leases. Payments made under operating leases are charged to income statement in equal installments over the accounting periods covered by the lease term. Lease incentives received are recognized in income statement as an integral part of the aggregate net lease payments made. Contingent rentals are charged to income statement in the accounting period which they are incurred.

Income Taxes

(l)    Income taxes

We are governed by the Internal Revenue Code of the United States, the Hong Kong Inland Revenue Department and the PRC’s Income Tax Laws. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carry forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income of the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Realization of the deferred tax asset is dependent on generating sufficient taxable income in future years. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company did not have any interest or penalty recognized in the income statements for the period ended December 31, 2014 and December 31, 2013 or the balance sheet, as of December 31, 2014 and December 31, 2013. The Company did not have uncertainty tax positions or events leading to uncertainty tax position within the next 12 months. The Company’s 2011, 2012, 2013 and 2014 U.S. federal income tax returns are subject to U.S. Internal Revenue Service examination and the Company’s 2007/8, 2008/9, 2009/2010, 2010/11, 2011/12, 2012/13, 2013/14 and 2014/15 Hong Kong Company Income Tax filing are subject to Hong Kong Inland Revenue Department examination. The Company’s 2009, 2010, 2011, 2012, 2013 and 2014 PRC income tax returns are subject to PRC State Administration of Taxation examination.

Foreign Currency Translations

(m) Foreign currency translation

The accompanying consolidated financial statements are presented in United States dollars (USD). The functional currencies of the Company’s operating business based in Hong Kong and PRC are the Hong Kong Dollar (HKD) and Renminbi (RMB) respectively. The consolidated financial statements are translated into United States dollars from HKD with a ratio of USD1.00=HKD7.80, a fixed exchange rate maintained between Hong Kong and United States derived from the Hong Kong Monetary Authority pegging HKD and USD monetary policy. For our subsidiaries whose functional currency are the RMB, statement of income, balance sheets and cash flows are translated with a ratio of RMB1.00=HKD1.29 an average exchange rate during the period.

Exchange gains or losses arising from foreign currency transactions are included in the determination of net income for the respective periods. All of our revenue transactions are transacted in the functional currencies. We have not entered into any material transactions that are either originated, or to be settled, in currencies other than the HKD, RMB and USD. Accordingly, transaction gains or losses have not had, and are not expected to have a material effect on our results of operations.

The RMB is not freely convertible into any other currencies. In addition, all foreign exchange transactions in the PRC must be conducted through authorized institutions. Accordingly, management cannot provide any assurance that the RMB underlying the consolidated financial statement amounts could have been, or could be, converted into HKD or USD at the exchange rates used to translate the functional currency into the reporting currency.

Revenue Recognition, Policy

(n) Revenue recognition

The Company derives revenues from resale of computer memory products, providing both ODM (Original Design Manufacturing) and OEM (Original Equipment Manufacturing) services for various electronic products, such as computer and peripherals, flash storage devices and home electronic products. The Company recognizes revenue in accordance with the ASC 605 “Revenue Recognition”. Under ASC 605, revenue is recognized when there is persuasive evidence of an arrangement, delivery has occurred or services are rendered, the sales price is determinable, and collectability is reasonably assured. Revenue typically is recognized at time of shipment. Sales are recorded net of discounts, rebates, and returns, which historically were not material.

Advertising

(o) Advertising

The Group expensed all advertising costs as incurred. Advertising expenses included in general and administrative expenses were $Nil and $1,121 for the years ended December 31, 2014 and 2013, respectively.

Segment Reporting, Policy

(p) Segment reporting

The Company’s sales are generated from Hong Kong and the rest of China and substantially all of its assets are located in Hong Kong.

Fair Value of Financial Instruments, Policy

(q) Fair value of financial instruments

The carrying amount of the Company’s cash and cash equivalents, accounts receivable, lines of credit, convertible debt, accounts payable, accrued expenses, and long-term debt approximates their estimated fair values due to the short-term maturities of those financial instruments.

Comprehensive Income, Policy

(r) Comprehensive income

Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other consolidated financial statements. The Company has no items that represent other comprehensive income and, therefore, has not included a schedule of comprehensive income in the consolidated financial statements.

Basic and diluted earnings (loss) per share

(s) Basic and diluted earnings (loss) per share

In accordance with ASC No. 260 (formerly SFAS No. 128), “Earnings Per Share,” the basic earnings (loss) per common share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of common shares outstanding. Diluted earnings (loss) per common share is computed similarly to basic earnings (loss) per common share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.

Reclassification, Policy

(t) Reclassification

Certain amounts in the prior period have been reclassified to conform to the current consolidated financial statement presentation.

Recently issued Accounting Guidance

(u) Recently issued Accounting Guidance

The FASB has issued Accounting Standards Update (ASU) No. 2014-07, Applying Variable Interest Entities Guidance to Common Control Leasing Arrangements. The guidance addresses the consolidation of lessors in certain common control leasing arrangements and is based on a consensus reached by the Private Company Council (PCC). Under current U.S. GAAP, a company is required to consolidate an entity in which it has a controlling financial interest. The assessment of controlling financial interest is performed under either: (a) a voting interest model; or (b) a variable interest entity model. In a variable interest entity model, the company has a controlling financial interest when it has: (a) the power to direct the activities that most significantly affect the economic performance of the entity; and (b) the obligation to absorb losses or the right to receive benefits of the entity that could be potentially significant to the entity. To determine which model applies, a company preparing financial statements must first determine whether it has a variable interest in the entity being evaluated for consolidation and whether that entity is a variable interest entity.

In February 2013, FASB has issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU improves the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in this ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP.

-The private company lessee and the lessor are under common control;

-The private company lessee has a leasing arrangement with the lessor;

-Substantially all of the activity between the private company lessee and the lessor is related to the leasing activities (including supporting leasing activities) between those two companies, and

-If the private company lessee explicitly guarantees or provides collateral for any obligation of the lessor related to the asset leased by the private company, then the principal amount of the obligation at inception does not exceed the value of the asset leased by the private company from the lessor. If elected, the accounting alternative should be applied to all leasing arrangements meeting the above conditions. The alternative should be applied retrospectively to all periods presented, and is effective for annual periods beginning after December 15, 2014, and interim periods within annual periods beginning after December 15, 2015.

Early application is permitted for all financial statements that have not yet been made available for issuance.

 The FASB has issued Accounting Standards Update (ASU) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The amendments in the ASU change the criteria for reporting discontinued operations while enhancing disclosures in this area. It also addresses sources of confusion and inconsistent application related to financial reporting of discontinued operations guidance in U.S. GAAP.

Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. Examples include a disposal of a major geographic area, a major line of business, or a major equity method investment. In addition, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations.

The new guidance also requires disclosure of the pre-tax income attributable to a disposal of a significant part of an organization that does not qualify for discontinued operations reporting. This disclosure will provide users with information about the ongoing trends in a reporting organization’s results from continuing operations. The amendments in this ASU enhance convergence between U.S. GAAP and International Financial Reporting Standards (IFRS). Part of the new definition of discontinued operation is based on elements of the definition of discontinued operations in IFRS 5, Non-Current Assets Held for Sale and Discontinued Operations. The amendments in the ASU are effective in the first quarter of 2015 for public organizations with calendar year ends. For most nonpublic organizations, it is effective for annual financial statements with fiscal years beginning on or after December 15, 2014. Early adoption is permitted.

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Related Party Transactions (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Related Party Transactions
Outstanding receivable from Aristo	$ 0	$ 931,652
Received service charges from Solution	0	15,384
Sold products to Solution	0	3,530,784
Received service charges from Systematic Information	0	3,077
Sold products to Systematic Information	0	2,000,782
Shareholder of City Royal Limited	50.00%
Shareholder of City Royal Limited remaining owned by Mr. Yang	50.00%
Shareholder of Aristo Components Ltd	90.00%
Remaining of Aristo Comp is owned by a non-related party	10.00%
Management fee from Aristo Comp	0	12,308
Shareholder of Atlantic Ocean Limited	60.00%
Sold products to Atlantic Ocean	$ 0	$ 13,924

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Inventories (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Inventories {2}
Finished goods	$ 0	$ 3,044,793
Less allowance for excess and obsolete inventory		(1,963,282)
Inventory, net		$ 1,081,511

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Organization (Details)	Sep. 17, 2002
Organization
ACL International Holdings Limited owns equity interest	30.00%
Business relating to procurement of Atlantic	90.00%

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Loan (Details) (USD $)	Dec. 31, 2013
Loan
Total bank loans amount	$ 630,946
Revolving short term loan	538,168
Facility limit	$ 538,462
Bearing an interest rate	0.50%

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Acquisition (Details) (USD $)	Sep. 28, 2012
Acquisition
Company completed its acquisition	100.00%
Aggregate purchase consideration	$ 2,150,000
Jussey indirectly owns of Dongguan Kezheng Electronics Limited	80.00%

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Deferred Tax Assets And Liabilities (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Deferred Tax Assets And Liabilities
Net operating losses	$ 666,507	$ 4,681,570
Total deferred tax assets	666,507	4,687,570
Less: valuation allowance	(666,507)	(4,687,570)
Net deferred tax assets	$ 0

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Non-Cancellable Capital Leases (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Non-Cancellable Capital Leases
Current portion		$ 75,917
Non-current portion		57,511
Total Non-Cancellable Capital Leases	$ 0	$ 133,428

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INVENTORIES

12 Months Ended

Dec. 31, 2014

INVENTORIES

INVENTORIES

NOTE 3. INVENTORIES

Inventories consisted of the following:

	December 31, 2014		December 31, 2013
Finished goods	$	-	$	3,044,793
Less allowance for excess and obsolete inventory		-		(1,963,282	)
Inventory, net	$	-	$	1,081,511

The following is a summary of the change in the Company's inventory valuation allowance:

	December 31,2014		December 31, 2013
Inventory valuation allowance, beginning of the year	$	-	$	2,625,375
Obsolete inventory sold		-		(662,093	)
Inventory valuation allowance, end of year	$	-	$	1,963,282

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Cash Flow Information (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Cash Flow Information Details
Interest paid		$ 1,041,095
Income taxes (reversal) paid	$ 0

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Summary Of Change In Inventory Valuation Allowance (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Summary Of Change In Inventory Valuation Allowance
Inventory valuation allowance, beginning of the year	$ 0	$ 2,625,375
Obsolete inventory sold		(662,093)
Inventory valuation allowance, end of year		$ 1,963,282

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CAPITAL LEASE OBLIGATIONS (TABLES)

12 Months Ended

Dec. 31, 2014

CAPITAL LEASE OBLIGATIONS (TABLES):

Company has several non-cancellable capital leases relating to automobiles

The Company has several non-cancellable capital leases relating to automobiles:

	December 31, 2014		December 31, 2013
Current portion	$	-	$	75,917
Non-current portion		-		57,511
	$	-	$	133,428

At December 31, 2014 and 2013, the value of automobiles under capital leases as follows:

At December 31, 2014 and 2013, the value of automobiles under capital leases as follows:

	December 31, 2014		December 31, 2013
Cost	$	-	$	399,473
Less: accumulated depreciation		-		(341,876	)
	$	-	$	57,597

 

December 31, 2014 and 2013, the Company had obligations under capital leases repayable as follows

At December 31, 2014 and 2013, the Company had obligations under capital leases repayable as follows:

	December 31, 2014		December 31, 2013
Total minimum lease payments
-Within one year	$	-	$	81,906
- After one year but within 5 years		-		60,351
	$	-	$	142,257
Interest expenses relating to future periods		-		(8,829	)
Present value of the minimum lease payments	$	-	$	133,428

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PROPERTY, PLANT AND EQUIPMENT, NET (TABLES)

12 Months Ended

Dec. 31, 2014

PROPERTY, PLANT AND EQUIPMENT, NET (TABLES):

Property, plant and equipment, net comprise the following

Property, plant and equipment, net comprise the following:

	December 31, 2014		December 31, 2013
At cost
Land and buildings	$	-	$	8,574,682
Automobiles		-		642,241
Office equipment		-		268,863
Leasehold improvements		-		543,550
Furniture and fixtures		-		57,302
Machinery		-		668,185
	$	-	$	10,754,823
Less: accumulated depreciation		-		(2,541,974	)
	$	-	$	8,212,849

Automobiles include the following amounts under capital leases:

Automobiles include the following amounts under capital leases:

	December 31, 2014		December 31, 2013
Cost	$	-	$	399,473
Less accumulated depreciation		-		(341,876	)
Total	$	-	$	57,597

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Other Current Liabilities (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Other Current Liabilities
Revolving short term loan		$ 1,538,168
Trade deposit from customers		7,725,475
Temporary receipts		2,242,999
Others		937,358
Total Other Current Liabilities	$ 0	$ 12,444,000

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Property, Plant And Equipment (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Property, Plant And Equipment
Land and buildings	$ 0	$ 8,574,682
Automobiles		642,241
Office equipment		268,863
Leasehold improvements		543,550
Furniture and fixtures		57,302
Machinery		668,185
Total Property, Plant And Equipment		10,754,823
Less: accumulated depreciation		(2,541,974)
Property, Plant And Equipment Net		$ 8,212,849

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REVOLVING LINES OF CREDIT AND LOAN FACILITIES (TABLES)

12 Months Ended

Dec. 31, 2014

REVOLVING LINES OF CREDIT AND LOAN FACILITIES (TABLES):

The summary of banking facilities at December 31, 2013 is as follows:

The summary of banking facilities at December 31, 2013 is as follows:

	Granted facilities			Utilized facilities		Not Utilized Facilities
Lines of credit and loan facilities
Import/Export Loan		4,102,564			3,178,580		923,984
	$			$		$
Bank Loans		3,222,113	(a)		3,222,113		-
Revolving Short Term Loan		1,538,462	(a)		1,538,168		294
Overdraft		64,103	(b)		61,758		2,345
	$	8,927,242		$	8,000,619	$	926,623

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BANK LOANS (TABLES)

12 Months Ended

Dec. 31, 2014

BANK LOANS (TABLES):

Bank loans were comprised of the following as of December 31, 2014 and 2013

Bank loans were comprised of the following as of December 31, 2014 and 2013

	December 31, 2014		December 31, 2013
Installment loan provided by BEA Bank having a maturity date in July 28, 2014 and carrying an interest rate of Hong Kong dollar Prime Rate at 5.25% as of December 31, 2013 and 2012 +0.25%, payable in monthly installments of $13,291 including interest through December 2013 without any balloon payment requirements	$	-	$	89,744
Installment loan provided by BEA Bank having a maturity date in April 18, 2015 and carrying an interest rate of Hong Kong dollar Prime Rate at 5.25% as of December 31, 2013 and 2012 +0.25%, payable in monthly installments of $46,065 including interest through December 2013 without any balloon payment requirements		-		683,761
Installment loan provided by DBS Bank having a maturity date in April 25, 2015 and carrying an interest rate of Hong Kong Prime dollar Rate at 5.25% as of December 31, 2013 and 2012 +0.5%, payable in monthly installments of $55,939 including interest through December 2013 without any balloon payment requirements		-		859,612
Installment loan having a maturity date in 23 September, 2028 and carrying an interest rate of 2% per annum over one month HIBOR (0.2143% at December 31, 2013) from Fubon Bank payable in monthly installments of $6,283 including interest through December 2013 without any balloon payment requirements		-		947,971
Term loan having a maturity due in 23 January, 2014 and carrying an interest rate of 3.88429 per annum from Fubon Bank without any balloon payment requirements		-		641,025
	$	-	$	3,222,113

An analysis on the repayment of bank loan

An analysis on the repayment of bank loan as of December 31, 2014 and December 31, 2013 are as follow:

	December 31, 2014		December 31, 2013
Carrying amount that are repayable on demand or within twelve months from December 31, 2013 containing a repayable on demand clause:
Within twelve months	$	-	$	1,937,063
Carrying amount that are not repayable within twelve months from September 30, 2013 containing a repayable on demand clause but shown in current liabilities:
After 1 year, but within 2 years	$	-	$	505,656
After 2 years, but within 5 years		-		118,775
After 5 years		-		660,619
	$	-	$	1,285,050
	$	-	$	3,222,113

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. Summary of significant accounting policies

(a) Method of Accounting

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

(b) Principles of consolidation

The consolidated financial statements are presented in US Dollars and include the accounts of the Company and its subsidiary. All significant inter-company balances and transactions are eliminated in consolidation.

The Company owned its subsidiary soon after its inception and continued to own the equity’s interests through December 31, 2014. The following table depicts the identity of the subsidiary:

Name of Subsidiary	Place ofIncorporation	Attributable EquityInterest %		Registered Capital
ACL International Holdings Limited	Hong Kong		0	$	0.13
Atlantic Components Limited (1)	Hong Kong		0	$	384,615
Aristo Technologies Limited (2)	Hong Kong		0	$	1,282
Dongguan Kezheng Electronics Limited (3)	PRC		0	$	680,499
eVision Telecom Limited (4)	Hong Kong		0	$	25,641
Jussey Investments Limited (1)	BVI		0	$	1
USmart Electronic Products Limited (4)	Hong Kong		0	$	1.28

Note:              (1) Wholly owned subsidiary of ACL International Holdings Limited

  (2) Deemed variable interest entity

  (3) Wholly owned subsidiary of USmart Electronic Products Limited

  (4) Wholly or partially owned by Jussey Investments Limited

Variable Interests Entities

According to ASC 810-10-25 which codified FASB Interpretation No. 46 (Revised December 2003), Consolidation of Variable Interest Entities — an interpretation of ARB No. 51 (FIN 46R), an entity that has one or more of the three characteristics set forth therein is considered a variable interest entity. One of such characteristics is that the equity investment at risk in the relevant entity is not sufficient to permit the entity to finance its activities without additional subordinated financial support provided by any parties, including the equity holders.

ASC 810-05-08A specifies the two characteristics of a controlling financial interest in a variable interest entity (“VIE”): (1) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance; and (2) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company is the primary beneficiary of Aristo because the Company can direct the activities of Aristo through the common director and major shareholder. Also, the Company extended substantial accounts receivable to Aristo and created an obligation to absorb loss if Aristo failed. Moreover, ASC 810-25-42 & 43 provides guidance on related parties treatment of VIE and specifies the relationship of de-facto agent and principal. This guidance will help to determine whether the Company will consolidate Aristo.

All the above mentioned subsidiaries or deem subsidiary were no longer belonged to the Group and were not our subsidiaries and deem subsidiaries after September 30, 2014.

Aristo Technologies Limited

The Company sells Samsung memory chips to Aristo and allows long grace periods for Aristo to repay the open accounts receivable. Being the biggest creditor, the Company does not require Aristo to pledge assets or enter into any agreements to bind Aristo to specific repayment terms. The Company does not experience any bad debt from Aristo. Hence, the Company does not provide any bad debt provision derived from Aristo. Although, the Company is not involved in Aristo’s daily operation, it believes that there will not be significant additional risk derived from the trading relationship and transactions with Aristo.

Aristo is engaged in the marketing, selling and servicing of computer products and accessories including semiconductors, LCD products, mass storage devices, consumer electronics, computer peripherals and electronic components for different generations of computer related products. Aristo carries various brands of products such as Samsung, Hynix, Micron, Elpida, Qimonda, Lexar, Dane-Elec, Elixir, SanDisk and Winbond.  Aristo 2013 sales were around 7 million; it was only a small distributor that accommodated special requirements for specific customers.

Aristo supplies different generations of computer related products. Old generation products will move slowly owing to lower market demand. According to the management experience and estimation on the actual market situation, old products carrying on hand for ten years will have no resell value. Therefore, inventories on hand over ten years will be written-off by Aristo immediately.

The Company sold to Aristo in order to fulfill Aristo’s periodic need for Samsung memory products based on prevailing market prices, which Aristo, in turn, sells to its customers.  The sales to Aristo for fiscal year 2014 were $Nil. For fiscal year 2013 were $3,337,735 with account receivable of $4,850,769 as of December 31, 2013. For fiscal year 2012 were $106,031 with account receivable of $5,323,933 as of December 31, 2012. For fiscal year 2011 were $7,086,379 with accounts receivable of $16,871,739 as of December 31, 2011. For fiscal year 2010 were $7,123,769 with accounts receivable of $14,073,937 as of December 31, 2010.

The Company purchases from Aristo, from time to time, LCD panels, Samsung memory chips, DRAM, Flash memory, central processing units, external hard disks, DVD readers and writers that the Company cannot obtain from Samsung directly due to supply limitations.

Acquisition

The Company uses the acquisition method of accounting for business combinations which requires that the assets acquired and liabilities assumed be recorded at the date of the acquisition at their respective fair values. Assets acquired and liabilities assumed in a business combination that arise from contingencies are recognized at fair value if fair value can reasonably be estimated. If the fair value of an asset acquired or liability assumed that arises from a contingency cannot be determined at the date of acquisition, the asset or liability is recognized if probable and reasonably estimable; if these criteria are not met, no asset or liability is recognized. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Any excess of the purchase price (consideration transferred) over the estimated fair values of net assets acquired is recorded as goodwill. Transaction costs and costs to restructure the acquired company are expensed as incurred. The operating results of acquired business are reflected in the acquirer’s consolidated financial statements and results of operations after the date of the acquisition.

(c) Jointly-controlled entity

A jointly-controlled entity is a corporate joint venture that is subject to joint control, resulting in none of the participating parties having unilateral control over the economic activity of the jointly-controlled entity.

The Group’s investment in a jointly-controlled entity is stated in equity method for the consolidated statement of financial position the Group’s shares of the equity of a jointly-controlled entity and the consolidated income statement and consolidated reserves, respectively.

(d) Use of estimates

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

(e) Economic and political risks

The Company’s operations are conducted in Hong Kong and China. A large number of customers are located in Southern China. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in Hong Kong and China, and by the general state of the economy in Hong Kong and China.

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

(f) Property, plant and equipment

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

Estimated useful lives of the plant and equipment are as follows:

Automobiles	3 1/3 years
Computers	5 years
Leasehold improvement	5 years
Land and buildings	By estimated useful life
Office equipment	5 years
Machinery	10 years

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

(g) Account receivable

Accounts receivable is carried at the net invoiced value charged to customer. The Company records an allowance for doubtful accounts to cover estimated credit losses. Management reviews and adjusts this allowance periodically based on historical experience and its evaluation of the collectability of outstanding accounts receivable. The Company evaluates the credit risk of its customers utilizing historical data and estimates of future performance.

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

The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC No. 360 (formerly Statement of Financial Accounting Standards No. 144). The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for the cost to dispose.

During the reporting years, there was no impairment loss.

(i) Cash and cash equivalents

The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. The Company maintains bank accounts in Hong Kong. The Company does not maintain any bank accounts in the United States of America.

(j) Inventories

Inventories are stated at the lower of cost or market and are comprised of purchased computer technology resale products. Cost is determined using the first-in, first-out method.

(k) Lease assets

Leases that substantially transfer all the benefits and risks of ownership of assets to the company are accounted for as capital leases. At the inception of a capital lease, the asset is recorded together with its long term obligation (excluding interest element) to reflect the purchase and the financing.

Leases which do not transfer substantially all the risks and rewards of ownership to the company are classified as operating leases. Payments made under operating leases are charged to income statement in equal installments over the accounting periods covered by the lease term. Lease incentives received are recognized in income statement as an integral part of the aggregate net lease payments made. Contingent rentals are charged to income statement in the accounting period which they are incurred.

(l)    Income taxes

We are governed by the Internal Revenue Code of the United States, the Hong Kong Inland Revenue Department and the PRC’s Income Tax Laws. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carry forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income of the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Realization of the deferred tax asset is dependent on generating sufficient taxable income in future years. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company did not have any interest or penalty recognized in the income statements for the period ended December 31, 2014 and December 31, 2013 or the balance sheet, as of December 31, 2014 and December 31, 2013. The Company did not have uncertainty tax positions or events leading to uncertainty tax position within the next 12 months. The Company’s 2011, 2012, 2013 and 2014 U.S. federal income tax returns are subject to U.S. Internal Revenue Service examination and the Company’s 2007/8, 2008/9, 2009/2010, 2010/11, 2011/12, 2012/13, 2013/14 and 2014/15 Hong Kong Company Income Tax filing are subject to Hong Kong Inland Revenue Department examination. The Company’s 2009, 2010, 2011, 2012, 2013 and 2014 PRC income tax returns are subject to PRC State Administration of Taxation examination.

(m) Foreign currency translation

The accompanying consolidated financial statements are presented in United States dollars (USD). The functional currencies of the Company’s operating business based in Hong Kong and PRC are the Hong Kong Dollar (HKD) and Renminbi (RMB) respectively. The consolidated financial statements are translated into United States dollars from HKD with a ratio of USD1.00=HKD7.80, a fixed exchange rate maintained between Hong Kong and United States derived from the Hong Kong Monetary Authority pegging HKD and USD monetary policy. For our subsidiaries whose functional currency are the RMB, statement of income, balance sheets and cash flows are translated with a ratio of RMB1.00=HKD1.29 an average exchange rate during the period.

Exchange gains or losses arising from foreign currency transactions are included in the determination of net income for the respective periods. All of our revenue transactions are transacted in the functional currencies. We have not entered into any material transactions that are either originated, or to be settled, in currencies other than the HKD, RMB and USD. Accordingly, transaction gains or losses have not had, and are not expected to have a material effect on our results of operations.

The RMB is not freely convertible into any other currencies. In addition, all foreign exchange transactions in the PRC must be conducted through authorized institutions. Accordingly, management cannot provide any assurance that the RMB underlying the consolidated financial statement amounts could have been, or could be, converted into HKD or USD at the exchange rates used to translate the functional currency into the reporting currency.

(n) Revenue recognition

The Company derives revenues from resale of computer memory products, providing both ODM (Original Design Manufacturing) and OEM (Original Equipment Manufacturing) services for various electronic products, such as computer and peripherals, flash storage devices and home electronic products. The Company recognizes revenue in accordance with the ASC 605 “Revenue Recognition”. Under ASC 605, revenue is recognized when there is persuasive evidence of an arrangement, delivery has occurred or services are rendered, the sales price is determinable, and collectability is reasonably assured. Revenue typically is recognized at time of shipment. Sales are recorded net of discounts, rebates, and returns, which historically were not material.

(o) Advertising

The Group expensed all advertising costs as incurred. Advertising expenses included in general and administrative expenses were $Nil and $1,121 for the years ended December 31, 2014 and 2013, respectively.

(p) Segment reporting

The Company’s sales are generated from Hong Kong and the rest of China and substantially all of its assets are located in Hong Kong.

(q) Fair value of financial instruments

The carrying amount of the Company’s cash and cash equivalents, accounts receivable, lines of credit, convertible debt, accounts payable, accrued expenses, and long-term debt approximates their estimated fair values due to the short-term maturities of those financial instruments.

(r) Comprehensive income

Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other consolidated financial statements. The Company has no items that represent other comprehensive income and, therefore, has not included a schedule of comprehensive income in the consolidated financial statements.

(s) Basic and diluted earnings (loss) per share

In accordance with ASC No. 260 (formerly SFAS No. 128), “Earnings Per Share,” the basic earnings (loss) per common share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of common shares outstanding. Diluted earnings (loss) per common share is computed similarly to basic earnings (loss) per common share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.

(t) Reclassification

Certain amounts in the prior period have been reclassified to conform to the current consolidated financial statement presentation.

(u) Recently issued Accounting Guidance

The FASB has issued Accounting Standards Update (ASU) No. 2014-07, Applying Variable Interest Entities Guidance to Common Control Leasing Arrangements. The guidance addresses the consolidation of lessors in certain common control leasing arrangements and is based on a consensus reached by the Private Company Council (PCC). Under current U.S. GAAP, a company is required to consolidate an entity in which it has a controlling financial interest. The assessment of controlling financial interest is performed under either: (a) a voting interest model; or (b) a variable interest entity model. In a variable interest entity model, the company has a controlling financial interest when it has: (a) the power to direct the activities that most significantly affect the economic performance of the entity; and (b) the obligation to absorb losses or the right to receive benefits of the entity that could be potentially significant to the entity. To determine which model applies, a company preparing financial statements must first determine whether it has a variable interest in the entity being evaluated for consolidation and whether that entity is a variable interest entity.

In February 2013, FASB has issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU improves the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in this ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP.

-The private company lessee and the lessor are under common control;

-The private company lessee has a leasing arrangement with the lessor;

-Substantially all of the activity between the private company lessee and the lessor is related to the leasing activities (including supporting leasing activities) between those two companies, and

-If the private company lessee explicitly guarantees or provides collateral for any obligation of the lessor related to the asset leased by the private company, then the principal amount of the obligation at inception does not exceed the value of the asset leased by the private company from the lessor. If elected, the accounting alternative should be applied to all leasing arrangements meeting the above conditions. The alternative should be applied retrospectively to all periods presented, and is effective for annual periods beginning after December 15, 2014, and interim periods within annual periods beginning after December 15, 2015.

Early application is permitted for all financial statements that have not yet been made available for issuance.

The FASB has issued Accounting Standards Update (ASU) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The amendments in the ASU change the criteria for reporting discontinued operations while enhancing disclosures in this area. It also addresses sources of confusion and inconsistent application related to financial reporting of discontinued operations guidance in U.S. GAAP.

Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. Examples include a disposal of a major geographic area, a major line of business, or a major equity method investment. In addition, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations.

The new guidance also requires disclosure of the pre-tax income attributable to a disposal of a significant part of an organization that does not qualify for discontinued operations reporting. This disclosure will provide users with information about the ongoing trends in a reporting organization’s results from continuing operations. The amendments in this ASU enhance convergence between U.S. GAAP and International Financial Reporting Standards (IFRS). Part of the new definition of discontinued operation is based on elements of the definition of discontinued operations in IFRS 5, Non-Current Assets Held for Sale and Discontinued Operations. The amendments in the ASU are effective in the first quarter of 2015 for public organizations with calendar year ends. For most nonpublic organizations, it is effective for annual financial statements with fiscal years beginning on or after December 15, 2014. Early adoption is permitted.

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OTHER CURRENT LIABILITIES (TABLES)

12 Months Ended

Dec. 31, 2014

OTHER CURRENT LIABILITIES (TABLES):

The other current liabilities consisted the following as of December 31, 2014 and December 31, 2013

The other current liabilities consisted the following as of December 31, 2014 and December 31, 2013:

	December 31, 2014		December 31, 2013
Revolving short term loan	$	-	$	1,538,168
Trade deposit from customers		-		7,725,475
Temporary receipts		-		2,242,999
Others		-		937,358
	$	-	$	12,444,000

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Estimated Useful Lives Of Plant And Equipment (Details)	Dec. 31, 2014
Estimated Useful Lives Of Plant And Equipment
Automobiles in years	4
Computers in years	5
Leasehold improvement in years	5
Land and buildings	0
Office equipment in years	5
Machinery in years	10

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Bank Loans (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Bank Loans {1}
Installment loan provided by BEA Bank having a maturity date in July 28, 2014	$ 0	$ 89,744
Installment loan provided by BEA Bank having a maturity date in April 18, 2015		683,761
Installment loan provided by DBS Bank having a maturity date in April 25, 2015		859,612
Installment loan having a maturity date in 23 September, 2028		947,971
Term loan having a maturity due in 23 January, 2014		641,025
Total term loans		$ 3,222,113

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CONSOLIDATED BALANCE SHEETS (Stated in US Dollars) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Current assets:
Cash and cash equivalents	$ 0	$ 231,119
Restricted cash	0	0
Accounts receivable, net of allowance for doubtful accounts of $0 for 2014 and $555,993 for 2013		1,358,873
Inventories, net		1,081,511
Other current assets	128	91,618
Total current assets	128	2,763,121
Long-term assets:
Property, plant and equipment, net		8,212,849
Other deposits		138,234
Amounts due from Aristo / Mr. Yang		931,652
TOTAL ASSETS	128	12,045,856
Current liabilities:
Accounts payable		623,069
Accruals	335,522	554,231
Lines of credit and loan facilities		3,178,580
Bank loans		3,222,113
Current portion of loan from a third party		641,026
Current portion of capital lease		75,917
Income tax payable		(177,291)
Due to shareholders for converted pledged collateral	112,533	112,385
Other current liabilities		12,444,000
Total current liabilities	448,055	20,674,030
Long-term liabilities:
Loan from a third party, less current portion		6,410,256
Capital lease, less current portion		57,511
Deferred tax liabilities		5,569
Total long-term liabilities		6,473,336
TOTAL LIABILITIES	448,055	27,147,366
NET ASSETS (LIABILITIES)	(447,927)	(15,101,510)
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, 20,000,000 shares authorized; 0 shares issued and outstanding as of December 31, 2014 and 2013	0	0
Common stock, $0.001 par value; 50,000,000 shares authorized; 39,684,495 and 39,684,495 shares issued and outstanding as of December 31, 2014 and 2013	39,685	39,685
Additional paid in capital	4,333,723	4,333,723
Exchange reserve	(1,776)	(1,810)
Retained earnings (deficits)	(4,819,559)	(16,879,337)
Stockholder's equity attributable to parent Total	(447,927)	(12,507,739)
Non-controlling interest		(2,593,771)
TOTAL STOCKHOLDERS' EQUITY	$ (447,927)	$ (15,101,510)

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Depreciation And Amortization (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Depreciation And Amortization
Depreciation and amortization expense	$ 0	$ 756,596

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Stated in US Dollars) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Cash flows provided by (used for) operating activities :
Net (loss) income	$ 12,059,778	$ (13,340,086)
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Allowance for doubtful accounts		457,932
Depreciation and amortization		756,596
Change in inventory reserve		662,093
Issuance of common stocks to consultant as:
Professional fee for consultant services		12,600
Gain on disposal of fixed assets		(1,930,234)
Loss on disposal of investments		68,333
Loss (gain) on investment in a jointly-controlled entity		(883,199)
Loss share by non-controlled party		(451,124)
Amortization of goodwill reserve		11,341,123
Exchange reserve		(3,882)
(Increase) decrease in assets
Accounts receivable - other	1,358,873	(589,104)
Inventories	1,081,511	2,872,546
Other current assets	91,490	685,251
Other assets	138,234	27,091
Increase (decrease) in liabilities
Accounts payable - other	(623,069)	265,063
Account payable - related parties		(9,209,313)
Accrued expenses	(218,709)	178,718
Income tax payable	171,722
Deferred tax		(68,720)
Other current liabilities	(12,444,000)	57,999
Total adjustments	(10,443,948)	4,249,769
Net cash provided by (used for) operating activities	1,615,830	(9,090,317)
Cash flows used for investing activities:
Advanced from Aristo / Mr. Yang	148	3,961,166
Advanced to Aristo / Mr. Yang	931,652	(1,234.459)
(Increase) decrease in restricted cash		838,413
Cash proceeds from sales of fixed assets		2,587,949
Cash proceeds from sales of investments		3,633,173
Purchase of fixed assets		(41,105)
Decrease in minority interest	2,593,805
Decrease of fixed assets	8,212,849
Net cash provided by (used for) investing activities	11,738,454	9,745,137
Cash flows provided by (used for) financing activities:
Net repayments on lines of credit and notes payable	(10,229,862)	(5,140,742)
Principal payments to bank	(3,222,113)	(6,018,222)
Borrowings from bank		3,141,026
Borrowings from non-controlled party		7,051,282
Principal payments under capital lease obligation	(133,428)	(96,507)
Net cash provided by (used for) financing activities	(13,585,403)	(1,063,163)
Net increase (decrease) in cash and cash equivalents	(231,119)	(408,343)
Cash and cash equivalents - beginning of year	231,119	639,462
Cash and cash equivalents - end of year		231,119
Supplementary disclosure of cash flow information:
Interest paid	0	1,041,095
Income tax paid (reversal)	$ 0	$ 0

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Income Taxes (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Income Taxes Details
Income tax expense	$ 0	$ 21,887
Statutory Federal income tax rate	34.00%
Computed tax at federal statutory rate	0.00%	0.00%
Tax rate differential on foreign earnings of Atlantic and Aristo,Hong Kong based companies		(83,680)
Federal tax penalty provision		80,000
Tax (over) under provision for Atlantic		(68,720)
Tax paid by Kezheng		10,607
Net operating loss carry forward		83,680
Income taxes expense (Benefit)		$ 21,887

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CASH FLOW INFORMATION (TABLES)

12 Months Ended

Dec. 31, 2014

CASH FLOW INFORMATION (TABLES):

CASH FLOW INFORMATION (TABLES)

Cash paid during the years ended December 31, 2014 and 2013 is as follows:

	December 31, 2014		December 31, 2013
Interest paid	$	-	$	1,041,095
Income taxes (reversal) paid	$	-	$	-

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Commitments (Details) (USD $)	Dec. 31, 2013
Related parties
Future minimum rental payments 2014	$ 0
Future minimum rental payments 2015	0
Future minimum rental paymentsThereafter	0
Future minimum rental paymentsTotal	0
Others
Future minimum rental payments 2014	376,760
Future minimum rental payments 2015	177,033
Future minimum rental paymentsThereafter	525,100
Future minimum rental paymentsTotal	1,078,893
Total
Future minimum rental payments 2014	376,760
Future minimum rental payments 2015	177,033
Future minimum rental paymentsThereafter	525,100
Future minimum rental paymentsTotal	$ 1,078,893

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ACQUISITION

12 Months Ended

Dec. 31, 2014

ACQUISITION

ACQUISITION

NOTE 16. ACQUISITION

On September 28, 2012, the Company completed its acquisition of 100% equity interest of Jussey Investments Limited (“Jussey”), a company incorporated in British Virgin Islands, for aggregate purchase consideration of approximately US$2,150,000, payable by way of cash or equivalent in favor to the seller within 5 business days after the completion of the acquisition. Jussey owns 100% equity interest in eVision Telecom Limited (“eVision”), a Hong Kong incorporated company, and 80% equity interest in USmart Electronic Products Limited (“UEP”), a Hong Kong incorporated company. Jussey indirectly owns 80% of Dongguan Kezheng Electronics Limited (“Kezheng”), a wholly foreign-owned enterprise (“WFOE”) organized under the laws of the PRC by UEP.

Through the acquisition, the Company has diversified its product portfolio, enhanced its distributor role to a Research and Develop (“R&D”) manufacturer with its own products and brands, entered the telecommunication industry, gained access to the 3G baseband licenses, and design and manufacturing matrix and facility.

The Company accounted for this acquisition of Jussey and its subsidiaries by acquisition method of accounting. The balance sheet items were stated at fair value. The fair value was accounted upon the issuance of fair value report from an independent valuator engaged for this acquisition.

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COMMITMENTS (TABLES)

12 Months Ended

Dec. 31, 2014

COMMITMENTS (TABLES):

COMMITMENTS (TABLES)

The following is a schedule by years of future minimum rental payments required under operating leases that have non-cancellable lease terms in excess of one year as of December 31, 2013:

	Related parties		Others		Total
Year ending December 31,
2014	$	-	$	376,760	$	376,760
2015		-		177,033		177,033
Thereafter		-		525,100		525,100
Total	$	-	$	1,078,893	$	1,078,893

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UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN

12 Months Ended

Dec. 31, 2014

UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN:

UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN

NOTE 18. UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN

The Company's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations. The management will seek to raise funds from shareholders.

For the year ended December 31, 2014, the Company has generated revenue of $1,013,241 and has incurred an accumulated deficit $4,819,559. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. These factors noted above raise substantial doubts regarding the Company's ability to continue as a going concern.

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Uncertainty Of Ability To Continue As A Going Concern (Details) (USD $)	12 Months Ended
	Dec. 31, 2014
Uncertainty Of Ability To Continue As A Going Concern
Company has generated revenue	$ 1,013,241
Company has incurred an accumulated deficit	$ 4,819,559

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ORGANIZATION AND PRINCIPAL ACTIVITY

12 Months Ended

Dec. 31, 2014

ORGANIZATION AND PRINCIPAL ACTIVITY:

ORGANIZATION AND PRINCIPAL ACTIVITY

NOTE 1. Organization and principal activitY

Organization and Basis of Presentation

USmart Mobile Device Inc. (“USmart”) and its subsidiaries are referred to herein collectively and on a consolidated basis as the “Company” or “we”, “us” or “our” or similar terminology.

The Company was incorporated under the laws of the State of Delaware on September 17, 2002 and previously known as ACL Semiconductors Inc. The Company acquired Atlantic Components Limited, a Hong Kong incorporated company (“Atlantic”) through a reverse-acquisition that was effective September 30, 2003. On September 28, 2012, the Company acquired Jussey Investments Limited, a company incorporated in British Virgin Islands (“Jussey”). The subsidiaries were held for disposal since March 31, 2014 and officially disposed on September 30, 2014, the Company disposed all of the equity interest held in ACL International Holdings Limited (“ACL Holdings”).

After the disposal, the Company is still engaged in the sales and distribution of smartphones, electronic products and components in Hong Kong Special Administrative Region (“Hong Kong”) and the People’s Republic of China (“China” or the “PRC”).

Business Activity

USmart was incorporated under the laws of the State of Delaware on September 17, 2002. The Company has been primarily engaged in the business of distribution of memory products mainly under “Samsung” brand name which principally comprised Dynamic Random Access Memory (“DRAM”), Graphic Random Access Memory (“Graphic RAM”), and Flash memory components for the Hong Kong Special Administrative Region (“Hong Kong”) and People’s Republic of China (the “PRC” or “China”) markets formerly through its indirectly wholly owned subsidiary Atlantic Components Limited (“Atlantic”), a Hong Kong incorporated company, and ATMD (Hong Kong) Limited (“ATMD”) after April 1, 2012. The Company, through its wholly owned subsidiary ACL International Holdings Limited (“ACL Holdings”), owns 30% equity interest in ATMD, the joint venture with Tomen Devices Corporation (“Tomen”). ATMD offers a broad range of industry-leading Samsung semiconductor products, and additional components from SAMCO (such as wifi and camera modules) and SMD (smartphone panels). Atlantic integrated around 90% of its business relating to procurement of semiconductors and electronic parts from Samsung to ATMD. Subsequent to the start of the operations of ATMD, the Company’s sales, the cost of sales and operating expenses are expected to evolve in accordance with the transition of the Company’s business as described above. Through the acquisition of Jussey Investments Limited (“Jussey”) on September 28, 2012, the Company has diversified its product portfolio and customer network, obtained design and manufacturing capabilities, and tapped into the blooming telecommunication industry with access to the 3G baseband licenses. On September 30, 2014, the Company disposed all of the equity interest held in ACL International Holdings Limited (“ACL Holdings”) to an independent third party Targa Electronics Company Limited (“Targa”). On completion of the disposal, USmart no longer holds any equity interest in ACL Holdings, and the Company will maintain sales and distribution operation of smartphones, electronic products and components in a moderate size and will also seek for acquisition of other business opportunity.

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BALANCE SHEETS PARENTHETICALS (USD $)	Dec. 31, 2014	Dec. 31, 2013
Parentheticals
Preferred Stock, shares authorized	20,000,000	20,000,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	50,000,000	50,000,000
Common Stock, shares issued	39,684,495	39,684,495
Common Stock, shares outstanding	39,684,495	39,684,495
Accounts receivable, net of allowance for doubtful accounts	$ 0	$ 555,993

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INCOME TAXES

12 Months Ended

Dec. 31, 2014

INCOME TAXES

INCOME TAXES

NOTE 11. Income taxes

Income tax (reversal) expense amounted to $Nil for 2014 and $21,887 for 2013. A reconciliation of the provision for income taxes with amounts determined by applying the statutory federal income tax rate of 34% to income before income taxes is as follows:

	December 31, 2014		December 31, 2013
Computed tax at federal statutory rate	$	-	$	-
Tax rate differential on foreign earnings of Atlantic and Aristo,
Hong Kong based companies		-		(83,680	)
Federal tax penalty provision		-		80,000
Tax (over) under provision for Atlantic		-		(68,720	)
Tax paid by Kezheng		-		10,607
Net operating loss carry forward		-		83,680
	$	-	$	21,887

The income tax provision consists of the following components:

	December 31, 2014		December 31, 2013
Federal	$	-	$	80,000
Foreign		-		(58,113	)
	$	-	$	21,887

The Components of the deferred tax assets and liabilities are as follows:

	December 31, 2014			December 31, 2013
Net operating losses	$	666,507		$	4,681,570
Total deferred tax assets	$	666,507		$	4,687,570
Less: valuation allowance		(666,507	)		(4,687,570	)
	$	-		$	-

The Company did not have any interest and penalty not to recognize- in the income statements for the year ended December 31, 2014 and 2013 or balance sheet as of December 31, 2014 and 2013. The Company did not have uncertainty tax positions or events leading to uncertainty tax position within the next 12 months. The Company’s 2011, 2012, 2013, and 2014 U.S. Corporation Income Tax Return are subject to U.S. Internal Revenue Service examination and the Company’s 2007/8, 2008/9, 2009/2010, 2010/11, 2011/12 2012/13, 2013/14 and 2014/15 Hong Kong Corporations Profits Tax Return filing are subject to Hong Kong Inland Revenue Department examination. The Company’s 2009, 2010, 2011, 2012, 2013 and 2014 PRC income tax returns are subject to PRC State Administration of Taxation examination.

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Document and Entity Information (USD $)	12 Months Ended
	Dec. 31, 2014	Apr. 15, 2015	Jun. 30, 2014
Document and Entity Information:
Entity Registrant Name	Eagle Mountain Corp
Entity Trading Symbol	EMTC
Document Type	10-K
Document Period End Date	Dec. 31, 2014
Amendment Flag	true
Entity Central Index Key	0000934445
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		39,684,495
Entity Public Float			$ 127,907
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	FY
Amendment Description	Amendment No 1

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CASH FLOW INFORMATION

12 Months Ended

Dec. 31, 2014

CASH FLOW INFORMATION:

CASH FLOW INFORMATION

NOTE 12. CASH FLOW INFORMATION

Cash paid during the years ended December 31, 2014 and 2013 is as follows:

	December 31, 2014		December 31, 2013
Interest paid	$	-	$	1,041,095
Income taxes (reversal) paid	$	-	$	-

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CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Stated in US Dollars) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Net sales
Net sales	$ 1,013,241	$ 72,175,289
Costs of sales	(1,113,533)	(71,949,939)
Gross profit (loss)	(100,292)	225,350
Operating expenses
Sales and marketing expenses	118,365	154,014
General and administrative expenses	447,850	4,906,299
Income (loss) from operations	(666,507)	(4,834,963)
Other expenses (income)
Rental income		(167,134)
Interest expenses		1,041,095
Management and service income	(44,362)	(331,816)
Interest income	(7)	(2,000)
(Profit) on disposals of fixed assets		(1,930,234)
Loss (Profit) on disposals of assets	(12,673,201)	68,333
Exchange differences	(4,533)	(28,729)
Reverse for provision of doubtful account	0	0
Miscellaneous	(4,182)	(173,079)
Impairment of goodwill		11,341,123
Share result of a jointly-controlled entity		(883,199)
Income (loss) before income taxes	12,059,778	(13,769,323)
Income tax (reversal) provision		21,887
Net income (loss)	12,059,778	(13,791,210)
Attributable to :
Non-controlling interest		(451,124)
Shareholders of the Company	12,059,778	(13,340,086)
Net income (loss) inculding portion attributable to Non controlling interest Total	$ 12,059,778	$ (13,791,210)
Earnings (loss) per share - basic and diluted	$ 0.30	$ (0.34)
Weighted average number of shares - basic and diluted	39,684,495	39,562,522

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RELATED PARTY TRANSACTIONS

12 Months Ended

Dec. 31, 2014

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 6. RELATED PARTY TRANSACTIONS

Related party receivables are payable on demand upon the same terms as receivables from unrelated parties.

Transactions with Aristo Technologies Limited / Mr. Yang

This represented Aristo transactions with various related parties of Mr. Yang. As of December 31, 2014 and 2013, we had an outstanding receivable from Aristo / Mr. Yang, the President and Chairman of our Board of Directors, totaling $Nil and $931,652, respectively. These advances bear no interest and are payable on demand.

Transactions with Solution Semiconductor (China) Limited

Mr. Yang is a director and the sole beneficial owner of the equity interests of Solution Semiconductor (China) Ltd. (“Solution”).

During the years ended December 31, 2014 and 2013, we received service charges of $Nil and $15,384 respectively from Solution. The service fee was charged for back office support for Solution. During the years ended December 31, 2014 and 2013, we sold products for $Nil and $3,530,784 respectively, to Solution. As of December 31, 2014 and 2013, there were no outstanding accounts receivables from Solution

Two facilities located in Hong Kong owned by Solution were used by the Company as collateral for loans from DBS Bank (Hong Kong) Limited (“DBS Bank”) and The Bank of East Asia, Limited (“BEA Bank”) respectively.

Transactions with Systematic Information Limited

Mr. Yang, the Company’s Chief Executive Officer, majority shareholder and a director, is a director and shareholder of Systematic Information Ltd. (“Systematic Information”) with a total of 100% interest.

During the years ended December 31, 2014 and 2013, we received service charges of $Nil and $3,077 respectively from Systematic Information. The service fee was charged for back office support for Systematic Information. During the years ended December 31, 2014 and 2013, we sold products for $Nil and $2,000,782 respectively, to Systematic Information. As of December 31, 2014 and 2013, there were no outstanding accounts receivables from Systematic Information.

A workshop located in Hong Kong owned by Systematic Information was used by the Company as collateral for loans from BEA Bank.

Transactions with City Royal Limited

Mr. Yang, the Company’s Chief Executive Officer, majority shareholder and a director, is a 50% shareholder of City Royal Limited (“City”). The remaining 50% of City is owned by the wife of Mr. Yang. A residential property located in Hong Kong owned by City was used by the Company as collateral for loans from DBS Bank.

Transactions with Aristo Components Limited

Mr. Ben Wong, the Company’s Chief Executive Officer, is a 90% shareholder of Aristo Components Ltd. (“Aristo Comp”). The remaining 10% of Aristo Comp is owned by a non-related party.

During the years ended December 31, 2014 and 2013, we received a management fee of $Nil and $12,308 respectively from Aristo Comp. The management fee was charged for back office support for Aristo Comp. During the years ended December 31, 2014 and 2013, we have no purchase from Aristo Comp. As of December 31, 2014 and December 31, 2013, there were no outstanding accounts payable to Aristo Comp.

Transactions with Atlantic Ocean (HK) Limited

Mr. Yang is a director and 60% shareholder of Atlantic Ocean (HK) Limited (“Ocean”). During the years ended December 31, 2014 and 2013, we sold products for $Nil and $13,924 respectively, to Ocean. As of December 31, 2014 and 2013, there were no outstanding accounts receivables from Ocean.

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CAPITAL LEASE OBLIGATIONS

12 Months Ended

Dec. 31, 2014

CAPITAL LEASE OBLIGATIONS

CAPITAL LEASE OBLIGATIONS

NOTE 5. CAPITAL LEASE OBLIGATIONS

The Company has no more capital lease obligation after December 31, 2014. Aggregate future obligations under the capital leases in effect as of December 31, 2014 and 2013 are as follows:

The Company has several non-cancellable capital leases relating to automobiles:

	December 31, 2014		December 31, 2013
Current portion	$	-	$	75,917
Non-current portion		-		57,511
	$	-	$	133,428

At December 31, 2014 and 2013, the value of automobiles under capital leases as follows:

	December 31, 2014		December 31, 2013
Cost	$	-	$	399,473
Less: accumulated depreciation		-		(341,876	)
	$	-	$	57,597

At December 31, 2014 and 2013, the Company had obligations under capital leases repayable as follows:

	December 31, 2014		December 31, 2013
Total minimum lease payments
-Within one year	$	-	$	81,906
- After one year but within 5 years		-		60,351
	$	-	$	142,257
Interest expenses relating to future periods		-		(8,829	)
Present value of the minimum lease payments	$	-	$	133,428

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SUBSEQUENT EVENTS

12 Months Ended

Dec. 31, 2014

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 17. SUBSEQUENT EVENTS

In preparing these financial statements, the Company evaluated the events and transactions that occurred from January 1, 2015 through April 15, 2015, the date these financial statements were issued. The Company has intention and decided to consider acquisition of potential business in other segment to broaden and strengthen the Company profitability. Final conclusion and arrangement will be finalized and to be completed by the first quarter of the year 2015. Despite mentioned the Company determined that there were no material subsequent events

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WEIGHTED AVERAGE NUMBER OF SHARES

12 Months Ended

Dec. 31, 2014

WEIGHTED AVERAGE NUMBER OF SHARES:

WEIGHTED AVERAGE NUMBER OF SHARES

NOTE 13. WEIGHTED AVERAGE NUMBER OF SHARES

The Company has a 2006 Incentive Equity Stock Plan, under which the Company may grant options to its employees for up to 5 million shares of common stock. There was no dilutive effect to the weighted average number of shares for the years ended December 31, 2014 and 2013 since there were no outstanding options at December 31, 2014 and 2013.

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OTHER CURRENT LIABILITIES

12 Months Ended

Dec. 31, 2014

OTHER CURRENT LIABILITIES

OTHER CURRENT LIABILITIES

NOTE 9. other current liabilities

The other current liabilities consisted the following as of December 31, 2014 and December 31, 2013:

	December 31, 2014		December 31, 2013
Revolving short term loan	$	-	$	1,538,168
Trade deposit from customers		-		7,725,475
Temporary receipts		-		2,242,999
Others		-		937,358
	$	-	$	12,444,000

The trade deposit from customers consists of letter of credits received from our customers which were financed by the bank and deposit received from customers for future orders.

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Income tax provision (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Income tax provision
Federal	$ 0	$ 80,000
Foreign		(58,113)
Income tax provision		$ 21,887

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REVOLVING LINES OF CREDIT AND LOAN FACILITIES

12 Months Ended

Dec. 31, 2014

REVOLVING LINES OF CREDIT AND LOAN FACILITIES:

REVOLVING LINES OF CREDIT AND LOAN FACILITIES

NOTE 7. REVOLVING LINES OF CREDIT AND LOAN FACILITIES

The summary of banking facilities at December 31, 2013 is as follows:

	Granted facilities			Utilized facilities		Not Utilized Facilities
Lines of credit and loan facilities
Import/Export Loan		4,102,564			3,178,580		923,984
	$			$		$
Bank Loans		3,222,113	(a)		3,222,113		-
Revolving Short Term Loan		1,538,462	(a)		1,538,168		294
Overdraft		64,103	(b)		61,758		2,345
	$	8,927,242		$	8,000,619	$	926,623

(a) The bank loans are combined from the summary of Note (8), total bank loans amount to USD7,630,946 with a revolving short term loan of USD1,538,168. The revolving short term loan is placed under Other Current Liabilities on the balance sheet. It has a facility limit of USD1,538,462, bearing an interest rate of 0.5% below Hong Kong prime rate per annum.

(b) Including in cash and cash equivalents

As of December 31, 2014, the Company disposed all the equity interest of ACL Holdings on September 30, 2014 and all the relevant banking facilities were included in the disposal.

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BANK LOANS

12 Months Ended

Dec. 31, 2014

BANK LOANS

BANK LOANS

NOTE 8. BANK LOANS

Bank loans were comprised of the following as of December 31, 2014 and 2013

	December 31, 2014		December 31, 2013
Installment loan provided by BEA Bank having a maturity date in July 28, 2014 and carrying an interest rate of Hong Kong dollar Prime Rate at 5.25% as of December 31, 2013 and 2012 +0.25%, payable in monthly installments of $13,291 including interest through December 2013 without any balloon payment requirements	$	-	$	89,744
Installment loan provided by BEA Bank having a maturity date in April 18, 2015 and carrying an interest rate of Hong Kong dollar Prime Rate at 5.25% as of December 31, 2013 and 2012 +0.25%, payable in monthly installments of $46,065 including interest through December 2013 without any balloon payment requirements		-		683,761
Installment loan provided by DBS Bank having a maturity date in April 25, 2015 and carrying an interest rate of Hong Kong Prime dollar Rate at 5.25% as of December 31, 2013 and 2012 +0.5%, payable in monthly installments of $55,939 including interest through December 2013 without any balloon payment requirements		-		859,612
Installment loan having a maturity date in 23 September, 2028 and carrying an interest rate of 2% per annum over one month HIBOR (0.2143% at December 31, 2013) from Fubon Bank payable in monthly installments of $6,283 including interest through December 2013 without any balloon payment requirements		-		947,971
Term loan having a maturity due in 23 January, 2014 and carrying an interest rate of 3.88429 per annum from Fubon Bank without any balloon payment requirements		-		641,025
	$	-	$	3,222,113

An analysis on the repayment of bank loan as of December 31, 2014 and December 31, 2013 are as follow:

	December 31, 2014		December 31, 2013
Carrying amount that are repayable on demand or within twelve months from December 31, 2013 containing a repayable on demand clause:
Within twelve months	$	-	$	1,937,063
Carrying amount that are not repayable within twelve months from September 30, 2013 containing a repayable on demand clause but shown in current liabilities:
After 1 year, but within 2 years	$	-	$	505,656
After 2 years, but within 5 years		-		118,775
After 5 years		-		660,619
	$	-	$	1,285,050
	$	-	$	3,222,113

With respect to all of the debt and credit arrangements referred to in this Note 8 and Note 9, the Company pledged its assets to a bank group in Hong Kong comprised of DBS Bank, BEA Bank and Fubon Bank, as collateral for all current and future borrowings from the bank group by the Company. In addition to the above pledged collateral, the debt is also secured by:

1. Collateral for loans from DBS Bank:

(a) a security interest on a residential property located in Hong Kong owned by City, a related party;

(b) a workshop located in Hong Kong owned by Solution, a related party; and

(c) an unlimited personal guarantee by Mr. Yang

2. Collateral for loans from BEA Bank:

(a) a workshop located in Hong Kong owned by Systematic Information, a related party;

(b) a workshop located in Hong Kong owned by Solution, a related party; and

(c) an unlimited personal guarantee by Mr. Yang

3. Collateral for loans from Fubon Bank

(a) a security interest on two residential properties located in Hong Kong owned by Aristo, a company wholly owned by Mr. Yang; and

(b) an unlimited personal guarantee by Mr. Yang

4. As of December 31, 2014, the Company disposed all the equity interest of ACL Holdings on September 30, 2014 and all the relevant banking facilities were included in the disposal.

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LOAN FROM A THIRD PARTY

12 Months Ended

Dec. 31, 2014

LOAN FROM A THIRD PARTY

LOAN FROM A THIRD PARTY

NOTE 10. LOAN FROM A THIRD PARTY

On September 26, 2013, Atlantic Components Limited entered into a Loan Agreement with Excel Precise International Limited, an unrelated third party, for a loan facility to the aggregate extent of HKD55 Million (USD7,051,282). The amount HKD55 Million has been drawn down on September 27, 2013. The rate of interest is 1.1% per month and payable on the 26^th day of each calendar month. The Loan is collateral with mortgage over two Properties owned by Atlantic Components Limited and Personal Guaranteed by Wong, Fung Ming and Yang, Chung Lun.

The repayment time schedule contained in the Loan Agreement as at December 31, 2013 as follows:

Date of Repayment	Amount
The Last date of the 12-month period from September 27, 2013		641,026
The Last date of the 24-month period from September 27, 2013		1,282,051
The Last date of the 36-month period from September 27, 2013		5,128,205
		7,051,282
Current portion		641,026
Non-current portion		6,410,256
		7,051,282

The Loan facility is to provide purpose temporary relief for the Company’s liquidity during the negotiation with new banker for a better term on a new banking facility.

As of December 31, 2014, the Company disposed all the equity interest of ACL Holdings on September 30, 2014 and all the loans from third parties were included in the disposal.

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Retirement Plan (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Retirement Plan
Company contributed and expensed maximum level of income	$ 0	$ 32,872

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Rent expense (Details) (USD $)	12 Months Ended
	Dec. 31, 2013
Rent Expense
Rent expense for the years ended	$ 475,571

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Weighted Average Number Of Shares (Details)	Dec. 31, 2014
Weighted Average Number Of Shares
Company may grant options to its employees	5,000,000

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INCOME TAXES (TABLES)

12 Months Ended

Dec. 31, 2014

INCOME TAXES (TABLES):

A reconciliation of the provision for income taxes

A reconciliation of the provision for income taxes with amounts determined by applying the statutory federal income tax rate of 34% to income before income taxes is as follows:

	December 31, 2014		December 31, 2013
Computed tax at federal statutory rate	$	-	$	-
Tax rate differential on foreign earnings of Atlantic and Aristo,
Hong Kong based companies		-		(83,680	)
Federal tax penalty provision		-		80,000
Tax (over) under provision for Atlantic		-		(68,720	)
Tax paid by Kezheng		-		10,607
Net operating loss carry forward		-		83,680
	$	-	$	21,887

The income tax provision consists of the following components:

The income tax provision consists of the following components:

	December 31, 2014		December 31, 2013
Federal	$	-	$	80,000
Foreign		-		(58,113	)
	$	-	$	21,887

The Components of the deferred tax assets and liabilities are as follows

The Components of the deferred tax assets and liabilities are as follows:

	December 31, 2014			December 31, 2013
Net operating losses	$	666,507		$	4,681,570
Total deferred tax assets	$	666,507		$	4,687,570
Less: valuation allowance		(666,507	)		(4,687,570	)
	$	-		$	-

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Summary Of Banking Facilities (Details) (USD $)	Dec. 31, 2013
Granted Lines of credit and loan facilities
Granted facilities Import/Export Loan	$ 4,102,564
Granted facilities Bank Loans	3,222,113
Granted facilities Revolving Short Term Loan	1,538,462
Granted facilities Overdraft	64,103
Total Granted Lines of credit and loan facilities	8,927,242
Utilized Lines of credit and loan facilities
Utilized facilities Import/Export Loan	3,178,580
Utilized facilities Bank Loans	3,222,113
Utilized facilities Revolving Short Term Loan	1,538,168
Utilized facilities Overdraft	61,758
Total Utilized Lines of credit and loan facilities	8,000,619
Not Utilized Lines of credit and loan facilities
Not Utilized facilities Import/Export Loan	923,984
Not Utilized facilities Bank Loans	0
Not Utilized facilities Revolving Short Term Loan	294
Not Utilized facilities Overdraft	2,345
Total Not Utilized Lines of credit and loan facilities	$ 926,623

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COMMITMENTS

12 Months Ended

Dec. 31, 2014

COMMITMENTS

COMMITMENTS

NOTE 15. COMMITMENTS

The Company leases its facilities. The following is a schedule by years of future minimum rental payments required under operating leases that have non-cancellable lease terms in excess of one year as of December 31, 2013:

	Related parties		Others		Total
Year ending December 31,
2014	$	-	$	376,760	$	376,760
2015		-		177,033		177,033
Thereafter		-		525,100		525,100
Total	$	-	$	1,078,893	$	1,078,893

See Note 6 of the Notes to Consolidated Financial Statements for related party leases. All leases expire prior to December 31, 2018. Real estate taxes, insurance, and maintenance expenses are obligations of the Company. It is expected that in the normal course of business, leases that expire will be renewed or replaced by leases on other properties; thus, it is anticipated that future minimum lease commitments will likely be more than the amounts shown for 2013. Rent expense for the years ended December 31, 2013 totaled $475,571.

As of December 31, 2014, the Company disposed all the equity interest of ACL Holdings on September 30, 2014 and leases were included in the disposal.

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PRINCIPLES OF CONSOLIDATION (TABLES)

12 Months Ended

Dec. 31, 2014

PRINCIPLES OF CONSOLIDATION (TABLES):

PRINCIPLES OF CONSOLIDATION (TABLES)

The Company owned its subsidiary soon after its inception and continued to own the equity’s interests through December 31, 2014. The following table depicts the identity of the subsidiary:

Name of Subsidiary	Place ofIncorporation	Attributable EquityInterest %		Registered Capital
ACL International Holdings Limited	Hong Kong		0	$	0.13
Atlantic Components Limited (1)	Hong Kong		0	$	384,615
Aristo Technologies Limited (2)	Hong Kong		0	$	1,282
Dongguan Kezheng Electronics Limited (3)	PRC		0	$	680,499
eVision Telecom Limited (4)	Hong Kong		0	$	25,641
Jussey Investments Limited (1)	BVI		0	$	1
USmart Electronic Products Limited (4)	Hong Kong		0	$	1.28

Note:              (1) Wholly owned subsidiary of ACL International Holdings Limited

  (2) Deemed variable interest entity

  (3) Wholly owned subsidiary of USmart Electronic Products Limited

  (4) Wholly or partially owned by Jussey Investments Limited

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Obligations Under Capital Leases (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Obligations Under Capital Leases
Total minimum lease payments -Within one year	$ 0	$ 81,906
Total minimum lease payments - After one year but within 5 years		60,351
Capital Leases, Future Minimum Payments Receivable		142,257
Interest expenses relating to future periods		(8,829)
Present value of the minimum lease payments		$ 133,428

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Advertising (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Advertising {1}
Advertising expenses	$ 0	$ 1,121

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME (Stated in US Dollars) (USD $)	Number of shares	Amount	Additional paid-in capital	Reserve	Retained earnings (accumulated losses)	Total
Balance at Jan. 01, 2013	39,474,495	39,475	4,321,333	2,072	(3,539,251)	823,629
Issue of capital	$ 210,000	$ 210	$ 12,390			$ 12,600
Exchange reserve				(3,882)		(3,882)
Net income (loss)					(13,340,086)	(13,340,086)
Balance at Dec. 31, 2013	39,684,495	39,685	4,333,723	(1,810)	(16,879,337)	(12,507,739)
Balance at Jan. 01, 2014	39,684,495	39,685	4,333,723	(1,810)	(16,879,337)	(12,507,739)
Issue of capital	0	0	0	0		0
Exchange reserve				34		34
Net income (loss)					$ 12,059,778	$ 12,059,778
Balance at Dec. 31, 2014	39,684,495	39,685	4,333,723	(1,776)	(4,819,559)	(447,927)

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PROPERTY, PLANT AND EQUIPMENT, NET

12 Months Ended

Dec. 31, 2014

PROPERTY, PLANT AND EQUIPMENT, NET

PROPERTY, PLANT AND EQUIPMENT, NET

NOTE 4. PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment, net comprise the following:

	December 31, 2014		December 31, 2013
At cost
Land and buildings	$	-	$	8,574,682
Automobiles		-		642,241
Office equipment		-		268,863
Leasehold improvements		-		543,550
Furniture and fixtures		-		57,302
Machinery		-		668,185
	$	-	$	10,754,823
Less: accumulated depreciation		-		(2,541,974	)
	$	-	$	8,212,849

Depreciation and amortization expense included in the general and administrative expenses for the years ended December 31, 2014 and 2013 were $Nil and $756,596 respectively.

Automobiles include the following amounts under capital leases:

	December 31, 2014		December 31, 2013
Cost	$	-	$	399,473
Less accumulated depreciation		-		(341,876	)
Total	$	-	$	57,597

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Repayment Time Schedule In Loan Agreement (Details) (USD $)	Dec. 31, 2013
Repayment Time Schedule In Loan Agreement
The Last date of the 12-month period from September 27, 2013	$ 641,026
The Last date of the 24-month period from September 27, 2013	1,282,051
The Last date of the 36-month period from September 27, 2013	5,128,205
Total Repayment Time Schedule In Loan Agreement	7,051,282
Current portion	641,026
Non-current portion	6,410,256
Repayment Time Schedule In Loan Agreement net	$ 7,051,282

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INVENTORIES (TABLES)

12 Months Ended

Dec. 31, 2014

INVENTORIES (TABLES):

Inventories consisted of the following:

Inventories consisted of the following:

	December 31, 2014		December 31, 2013
Finished goods	$	-	$	3,044,793
Less allowance for excess and obsolete inventory		-		(1,963,282	)
Inventory, net	$	-	$	1,081,511

Change in the Company's inventory valuation allowance:

The following is a summary of the change in the Company's inventory valuation allowance:

	December 31,2014		December 31, 2013
Inventory valuation allowance, beginning of the year	$	-	$	2,625,375
Obsolete inventory sold		-		(662,093	)
Inventory valuation allowance, end of year	$	-	$	1,963,282

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Principles Of Consolidation (Details) (USD $)	Dec. 31, 2014
Principles Of Consolidation
ACL International Holdings Limited Attributable Equity Interest	0.00%
ACL International Holdings Limited Registered Capital	$ 0.13
Atlantic Components Limited (1) Attributable Equity Interest	0.00%
Atlantic Components Limited (1) Registered Capital	384,615
Aristo Technologies Limited (2) Attributable Equity Interest	0.00%
Aristo Technologies Limited (2) Registered Capital	1,282
Dongguan Kezheng Electronics Limited (3) Attributable Equity Interest	0.00%
Dongguan Kezheng Electronics Limited (3) Registered Capital	680,499
E Vision Telecom Limited (4) Attributable Equity Interest	0.00%
E Vision Telecom Limited (4) Registered Capital	25,641
Jussey Investments Limited (1) Attributable Equity Interest	0.00%
Jussey Investments Limited (1) Registered Capital	1
USmart Electronic Products Limited (4) Attributable Equity Interest	0.00%
USmart Electronic Products Limited (4) Registered Capital	$ 1.28

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RETIREMENT PLAN

12 Months Ended

Dec. 31, 2014

RETIREMENT PLAN

RETIREMENT PLAN

NOTE 14. RETIREMENT PLAN

Under the Mandatory Provident Fund (“MPF”) Scheme Ordinance in Hong Kong, the Company is required to set up or participate in an MPF scheme to which both the Company and employees must make continuous contributions throughout their employment based on 5% of the employees’ earnings, subject to maximum and minimum level of income. For those earning less than the minimum level of income, they are not required to contribute but may elect to do so. However, regardless of the employees’ election, their employers must contribute 5% of the employees’ income. Contributions in excess of the maximum level of income are voluntary. All contributions to the MPF scheme are fully and immediately vested with the employees’ accounts. The contributions must be invested and accumulated until the employees’ retirement. The Company contributed and expensed $Nil for 2014 and $32,872 for 2013.