UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF

THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2009~~2010

Commission File Number 1-15497

Maydao Corporation

(formerly RecycleNet Corporation)

(Exact name of small business issuer in its charter)

Utah	87-0301924
(State or other jurisdiction of	(IRS Employer
incorporation or organization)	Identification No.)
175 East 400 South, Suite 900 Salt Lake City, Utah 84111	801-531-0404
4804 Skycrest Park Cove Salt Lake City, Utah 84108	801-531-0404
(Address of principal executive offices, including Zip Code)	(Registrant's telephone number,)

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

Common Stock, $0.01 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ~~( )~~ o No ( x )

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act Yes ~~( )~~ o No (x )

Indicate by check mark whether the issuer (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. Yes ~~[X]~~ x No ~~[ ]~~ o

Indicate by check mark ifwhether ~~disclosure~~the ofregistrant ~~delinquent~~has ~~filers~~submitted ~~pursuant~~electronically toand ~~Item~~posted ~~405~~on ~~of Regulation~~its ~~S-K~~corporate isWeb ~~not~~site, ~~contained~~if ~~herein~~any, ~~and~~every ~~will~~Interactive ~~not~~Data File required to be ~~contained,~~submitted and posted pursuant to ~~the~~Rule ~~best~~ 405 of ~~registrant's~~Regulation ~~knowledge,~~S-T in(§ ~~definitive~~232.405 ~~proxy~~of orthis ~~information~~chapter) ~~statements incorporated~~during bythe ~~reference~~preceding in12 ~~Part~~months ~~III~~(or offor ~~this~~such ~~Form~~shorter ~~10-K~~period orthat ~~any~~the ~~amendment~~registrant was required to ~~this Form~~submit ~~10-K. Yes (~~and xpost such files). Yes x No( )o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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. Yes x No o

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

Large Accelerated Filer (o ) Accelerated Filer (o ) Non-Accelerated Filer (o ) Smaller Reporting Company ( x )

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

As of June 30, ~~2009~~2010, the aggregate market value of the voting ~~stock~~and non-voting common equity held by non-affiliates of the registrant, based on the average bid and ask prices of $0.3009 and $0.3009 respectively, namely $0.3009 x 35,~~182~~493,~~053~~689 common shares outstanding was $~~954~~494,~~616~~432.

As of March 1523, ~~2010~~2011, there were 8,685,742 of the issuer's Common Shares, $0.010 par value, outstanding.

MAYDAO CORPORATION

(FORMERLY RECYCLENET CORPORATION)

INDEX

Table of Contents

Part I
Item 1.	Business	3
Item 1A.	Risk Factors	7
Item 1B.	Unresolved Staff Comments	7
Item 2.	Properties	87
Item 3.	Legal Proceedings	87
Item 4.	Submission of Matters to a Vote of Security Holders .	8
Part II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	98
Item 6.	Selected Financial Data	119
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	119
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	1511
Item 8.	Financial Statements and Supplemental Data	1612
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosures	1723
Item 9A(T).	Controls and Procedures	17
Item 9A.	Controls and Procedures	23
Part III
Item 10.	Directors, Executive Officers, and Corporate Governance	1824
Item 11.	Executive Compensation	1926
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters	2026
Item 13.	Certain Relationships and Related Transactions and Director Independence	2127
Item 14.	Principal ~~Accountant~~Accounting Fees and Services	2228
Part IV
Item 15.	Exhibits, Financial Statement Schedules	2429

FORWARD LOOKING STATEMENTS

Maydao Corporation (formerly RecycleNet Corporation) (the "Company", "we" or "us") cautions readers that certain important factors may affect our actual results and could cause such results to differ materially from any forward-looking statements that may have been made in this Form 10-K or that are otherwise made by or on behalf of us. For this purpose, any statements contained in the Form 10-K that are not statements of historical fact may be deemed to be forward-looking statements.

Without limiting the generality of the foregoing, words such as "may," "expect," "believe," "anticipate," "intend," "could," "estimate," "plan" or “continue" or the negative other variations thereof or comparable terminology are intended to identify forward-looking statements. Factors that may affect our results include, but are not limited to, our limited history of non-profitability, our dependence on a limited number of customers and key personnel, the need for additional financing and our dependence on certain industries. We are also subject to other risks detailed herein or detailed from time to time in our filings with the Securities and Exchange Commission.

PART I

ITEM 1. Business

History of the Company

Maydao Corporation, formerly RecycleNet Corporation, ("the Company") is a Utah corporation originally incorporated on December 29, 1961 as Bern Enterprises Inc. and the name was changed to Garbalizer Machinery Corporation in April 1977.

On February 25, 1999, RecycleNet Corporation (Ontario) entered into a reorganization agreement with Garbalizer Machinery Corporation of Utah, a company whose shares were publicly traded on the bulletin board securities market utilizing the symbol “GARM.” On March 19, 1999, the reorganization was consummated with Garbalizer Machinery Corporation surviving and changing its name to RecycleNet Corporation (Utah). Prior to the March 19, 1999 reorganization, the assets and liabilities of Garbalizer Machinery Corporation were sold to Garb-Oil & Power Corporation (Utah).

RecycleNet Corporation (Utah) acquired all of the common shares of RecycleNet Corporation (Ontario) for shares of the Utah Company. As a result of that reorganization, shareholders of RecycleNet (Ontario) exchanged their common shares in that company for Class N voting, non-equity shares of RecycleNet Corporation (Utah) and Class X non-voting, equity shares of RecycleNet Corporation (Ontario). One Class N share and one Class X share were exchangeable into one common share of RecycleNet Corporation (Utah). The Company retained the market symbol "GARM" as its market symbol and as an acronym for the slogan, "Global Access to Recycling Markets".

On December 31, 2007, the Company sold its RecycleNet Corporation (Ontario) operations to Inter-Continental Recycling Inc., a related party. Inter-Continental Recycling Inc. assumed the outstanding debt of $138,019 owed by RecycleNet Corporation (Utah) to RecycleNet Corporation (Ontario) in exchange for 100% of the issued and outstanding common shares of RecycleNet Corporation (Ontario) held by RecycleNet Corporation (Utah). At December 31, 2007, RecycleNet (Ontario) had common stock of $3 and accumulated losses of $458,674. As a result of the sale, the Company recognized a distribution to shareholders in the amount of $40,427.

Upon completion of the sale of RecycleNet (Ontario) there are no longer any Class X shares remaining within the Company. At the Annual Meeting of Shareholders on June 20, 2008, shareholders unanimously voted to amend the Articles of Incorporation for the Class N voting, non-equity shares of the Company to be directly convertible to common shares on a one for one basis.

Due to the economic downturn during 2008-2009, Management was of the opinion that the economy would not recover quickly enough for the core operations of its business to be sustainable as a “going concern”. Since the fall of 2008 the Company had seen a number of its customers closing their operations or declaring bankruptcy.

With the economic turnaround occurring more slowly than expected and the erosion of the customer base, maintaining the core operations of the business iswas at risk. Management had implemented strong steps to reduce costs since late 2008 in the attempt to maintain the operations of the Company.

~~Since~~ In April 1, 2009 and forward, Paul Roszel, President, Chief Executive Officer and Chairman of the Board of Directors of the Company reduced his compensation by 25% and Richard Ivanovick, Chief Financial Officer and Director of the Company ~~had~~ waived his consulting fees ~~during the same period~~.

In addition, all expenses were reviewed and reduced accordingly to “right size” the company relative to sales revenues and cash management.

On September 24, 2009, the Board of Directors initiated a reorganization of the Company resulting in the centralization of all of the Company’s recycling operations and websites into Scrap.Net Inc, a wholly owned subsidiary of the Company as of September 30, 2009.

The Company had no external debt, which allowed the Company the opportunity to reorganize.

In an effort to preserve shareholder value, a vote was requested of the shareholders of the Company at its Annual Meeting held November 25, 2009, to sell its operations and become a publicly traded “Corporate Shell” available for merger or acquisitions. The Board of Directors had determined that if the Company continued on its current path and did not reorganize, the Company would not have had the financial resources to meet the obligations to continue as a reporting company with the United States Securities and Exchange Commission. In that event, the Company would have to consider deregistration, which would make it more difficult to trade its shares and also more difficult to hold the share price at current levels.

A “Shell Company” is a registrant with no or nominal operations and either no or nominal assets, assets consisting solely of cash and cash equivalents, or assets consisting of any amount of cash and cash equivalents and nominal other assets.

Currently the Company has not entered into any potential transactions related to corporate mergers or acquisitions.

If the Company had continued on its current path and not reorganized, the Company would not have had the financial resources to meet the obligations to continue as a reporting company with the United States Securities and Exchange Commission. In that event, the Company would have had to consider deregistration, which would have made it more difficult to trade its shares and also more difficult to hold the share price at current levels.

On November 25, 2009, at the Annual Meeting of Shareholders, the shareholders voted unanimously to change the Company name from RecycleNet Corporation to Maydao Corporation. An amendment to the Articles of Incorporation was submitted and accepted by the State of Utah with this name change on November 30, 2009. The Financial Industry Regulatory Authority (subsequently referred to as FINRA) approved this change effective January 20, 2010.

In addition, at the November 25, 2009 Annual Shareholders Meeting, the shareholders unanimously approved the proposal from Inter-Continental Recycling Inc, to acquire all of the outstanding shares of the Company’s wholly owned subsidiary, Scrap.Net Inc, by a share exchange, effective at the close of business November 30, 2009.

Inter-Continental Recycling Inc. ~~proposed~~proposal was to ~~purchase the recycling operations in~~ exchange ~~for~~ all of the issued and outstanding Class N shares of Maydao Corporation ~~owned~~for ~~by Inter-Continental~~all ~~Recycling~~of the issued outstanding shares of Scrap.Net, Inc., which consisted of the recycling operations.

Inter-Continental is the majority shareholder of the Company, an entity controlled by Mr. Paul Roszel, the President and Chief Executive Officer and the Chairman of the Board of Directors of the Company and his immediate family

The shareholders of the Company did not receive any consideration as a result of ~~this~~ ~~sale~~share exchange. The impact of the ~~sale~~exchange on the ownership of the Company was through the ~~retirement~~return of the Class N shares. On a fully diluted basis the issued and outstanding shares of the Company were reduced from 58,675,741 shares to 8,675,~~742~~746 shares.

Upon completion of this transaction there were no material assets or liabilities remaining within the Company, there were no special class, or Class N shares ~~remaining~~ outstanding. The Company has sold its regular operations and has become a “Shell Company”.

The ~~sale of~~share ~~all~~exchange ~~of the operations within Maydao Corporation~~ resulted in a shareholder distribution of $5,265. In our view this would not have any federal income tax consequences to the shareholders.

In order to groom the corporate shell to make it attractive for potential transactions including, but not limited to, financings, corporate merger or acquisition, the Board of Directors strongly believed a reduction of the issued and outstanding common shares was necessary.

At the November 25, 2009 Annual Meeting of Shareholders, a reverse split of the common stock of the Company on a one-for-ten basis (for each ten common shares of the Company held by a shareholder, the shareholder will receive one common share of the reorganized Company) was unanimously approved. The financial statements were retroactively restated as of December 31, 2009 ~~and 2008~~ to reflect the stock spilt.

Fractional shares, based upon the foregoing ratio were rounded up to a whole share for fractions in excess of 50% and were rounded down for fractions of 50% or less. For shareholders holding less than 10 common shares the same treatment applied; 6 or more shares were issued 1 (one) share of the reorganized Company, 5 or less shares ~~wererounded~~were rounded down to 0 (zero) shares after completion of the reverse split.

Prior to the reverse stock split, there were 250,000,000 authorized shares of Class N and common stock, of which 86,757,421 were issued and outstanding. Upon the approval of the reverse stock split, the authorized common shares remained at 250,000,000 and the issued and outstanding common shares were reduced to 8,675,742. The Board of Directors of the Company may at any time issue, without prior shareholder approval, common shares up to a maximum of the 250,000,000 authorized.

The reorganization of the share structure positions the Company for possible mergers, acquisitions or financing. At this time the Company has not entered into any potential transactions related to corporate mergers, acquisitions or financing.

On December 15, 2009, Maydao Corporation retained IBC USA, Inc, a professional consulting firm specialized at USA & China Capital formation, as a strategic advisor in developing its new strategic corporate initiative. IBC USA, Inc. shall introduce Maydao Corporation to prospective reverse merger candidates, with a focus on companies from China that desire to expand into the USA. Maydao Corporation ~~will~~issued ~~issue~~ IBC USA, Inc. 10,000 common “restricted” shares as total compensation for the services provided by IBC USA, Inc. The 10,000 common restricted shares ~~will~~were be issued to IBC USA, Inc ~~within~~in ~~the~~February ~~first quarter of~~ 2010. The 10,000 post-split common shares ~~have~~were ~~been~~ valued based on the adjusted market close price as of December 15, 2009 at $1,000 and were recorded as a prepaid expense and accrued liability as the shares were issuable, but had not yet been issued as of December 31, 2009.

Effective at the open of business on January 20, 2010, the corporate actions to process the name change from RecycleNet Corporation to Maydao Corporation and the one-for-ten reverse split of the common shares of the Company were approved by FINRA. The stock symbol of the Company was changed from “GARM” to “MYDO”. The common shares of the Company ~~will~~ continue to trade on the Over-The-Counter-Bulletin-Board (OTCBB) with the stock symbol “MYDO”.

The Company is now a “Shell Company” operating under the name “Maydao Corporation” with the stock symbol of “MYDO”.

Business Condition and Re-Organization

In 1989, Paul Roszel, an officer, director and principal shareholder of the Company began publishing a newsletter entitled "The Recycler's Exchange". This newsletter was published for a period of approximately seven years and was a regional recycling industry newsletter that circulated to an estimated 3,200 recycling based businesses in Ontario, Canada. Along with the newsletter, Mr. Roszel inserted classified type advertisements for commodities that were available to buy, sell or trade. In late 1994, Mr. Roszel began work on physically developing the concept of an electronic format trading system to distribute the Recycler's Exchange information world wide via the World Wide Web and e-mail. Thus, the Recycler's Exchange evolved from a printed newsletter with limited distribution to one available electronically with worldwide distribution.

The electronic exchange was activated online on May 1, 1995.

With the divestiture of Scrap.Net Inc. on November 30, 2009, all of the operations within Maydao Corporation have been sold. The Company no longer has any operations or revenues and is actively pursuing potential transactions including, but not limited to, financings, corporate merger or acquisition.

On December 15, 2009, Maydao Corporation retained IBC USA, Inc, a professional consulting firm specializing in USA & China Capital formation, as a strategic advisor in developing its new strategic corporate initiative. IBC USA, Inc. shall introduce Maydao Corporation to prospective reverse merger candidates, with a focus on companies from China that desire to expand into the USA. Maydao Corporation will issue IBC USA, Inc. 10,000 common “restricted” shares as total compensation for the services provided by IBC USA, Inc. The 10,000 common restricted shares will be issued to IBC USA, Inc within the first quarter of 2010. The 10,000 post-split common shares have been valued based on the adjusted market close price as of December 15, 2009 at $1,000 and recorded as a prepaid expense and accrued liability as the shares were issuable, but had not yet been issued as of December 31, 2009.

Bankruptcy, receivership or similar proceeding

None

Employees

The Company has no employees.

Prior to the divestiture of the operations of the Company, all management and staff were retained on an unwritten contract basis under a related party transaction with Inter-Continental Recycling Inc. Inter-Continental Recycling is owned 100% by the Company’s President. Because of the affiliation between Inter-Continental and the Company, the agreement between them had no definite duration and continued as necessary for the conduct of business by the Company. Inter-Continental assigned and provided employees to the Company as long as the Company required them and could pay the associated costs. Inter-Continental provided services to and for the Company by employees of Inter-Continental. There was no mark-up or other charges incurred by the Company from Inter-Continental and the Company paid the same amount for services for the Inter-Continental employees, as did Inter-Continental.

The average monthly invoice from Inter-Continental to the Company in 2009 was approximately $17,277 paying for services for seven full-time and part-time employees of Inter-Continental utilized by the Company. The Company was invoiced for the salaries as well as employee benefits, such as deductions for Canada Pension Plans and Employment Insurance, which is a deduction mandated by the Canadian Government. Management of the Company believed this arrangement was beneficial to the Company in that all payroll and employee withholding transactions were consolidated into one company, Inter-Continental, thereby saving the Company a duplicative expense.

Inter-Continental was responsible for acquiring and maintaining appropriate insurance covering liabilities, including employee conduct.

Reports to Security Holders

The Company intends to prepare and deliver to its security holders an annual report each year, which will include audited financial statements.

Effect of Governmental Regulations

The Company is a "Reporting Company" under the Securities Exchange Act of 1934 and is required to file annual, quarterly and periodic reports with the Securities and Exchange Commission, such as Forms 10-K, 10-Q, and 8-K. The reports are available at the Commission's Public Reference Room at 450 Fifth Street, NW, Washington, DC 20549, telephone 1-800-SEC-0330 and may be retrieved electronically via the Internet at www.sec.gov.

ITEM 1A. RISK FACTORS

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

ITEM 1B. UNRESOLVED STAFF COMMENTS

None

ITEM 2. PROPERTIES

Facilities

The Company does not currently own any operating facilities. The Company’s corporate offices are located at ~~175~~4804 ~~East~~Skycrest ~~400~~Park ~~South~~Cove, ~~Suite 900,~~ Salt Lake City, Utah. The Company also maintains shared office space at 7 Darren Place, Guelph, Ontario. The Company believes that the current facilities will be adequate for the foreseeable future. All research and development activities are performed in these facilities.

ITEM 3. LEGAL PROCEEDINGS

Neither the Company, nor any of its officers, directors or greater than 10% beneficial shareholders, are involved in any litigation or legal proceedings involving the business of the Company.

~~ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS~~7

The Annual Meeting of Shareholders of Maydao Corporation was held at the office of Hertzberger, Olsen and Associates located at Corporate Square, Penthouse, 30 Duke St. W., Kitchener, Ontario, Canada, N2H 3W5 on Wednesday, November 25, 2009, commencing at 10:00 o’clock a.m., EST for the following purposes. All items were passed.

Item 1: Election of Directors

The three persons elected as directors of the Company are Paul Roszel, Richard Ivanovick and James Roszel.

Filing Compare · MAYDAO Corp