UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, ~~2014~~2015

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________to ___________

Commission File No. 333-169802

Engage Mobility, Inc.

(Name of small business issuer in its charter)

Florida		45-4632256
(State or other jurisdiction of		(IRS Employer ~~Identification No.)~~
incorporation or organization)		Identification No.)
140 Walnut St. Kansas City, MO		64106
15C, China Merchants Tower No. 1166 Wanghai Road, Nansha District Shenzhen, Guangdong, China		518067
(Address of principal executive offices)		(Zip Code)

~~(407) 329~~+86-~~7404~~755-86575200

(Registrant’s telephone number, including area code)

Securities registered under Section 12(b) of the Exchange Act:

Title of each class registered:		Name of each exchange on which registered:
None		None

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

Common Stock, no 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. Yes ☐ No ☒

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 ☐ No ☒

Indicate by check mark ifwhether the registrant is(1) ~~not~~has ~~required~~filed toall ~~file~~ reports ~~pursuant~~required to be filed by Section 13 or ~~Section~~ 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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐☒ No ☒☐

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.

Yes ☒ No ☐

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 Part III of this Form 10-K or any amendment to this Form 10-K. ☒

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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

~~Yes~~As of September 29, 2015, the registrant had 23,082,567 ~~☐ No ☒~~shares of its common stock outstanding.

As of October 14, 2014, the registrant had 21,772,567 shares of its common stock outstanding.

TABLE OF CONTENTS

		PAGE
	PART I
Item 1.	Business	3
Item 1A.	Risk Factors	64
Item 1B.	Unresolved Staff Comments	64
Item 2.	Properties	64
Item 3.	Legal Proceedings	64
Item 4.	Mine Safety Disclosures	65
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	65
Item 6.	Selected Financial Data	7
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation	87
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	1211
Item 8.	Financial Statements and Supplementary Data	13F-1
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	1412
Item 9A.	Controls and Procedures	1412
Item 9B.	Other Information
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	1513
Item 11.	Executive Compensation	1614
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	1716
Item 13.	Certain Relationships and Related Transactions, and Director Independence	1817
Item 14.	Principal Accounting Fees and Services	1817
	PART IV
Item 15.	Exhibits, Financial Statement Schedules	1918
SIGNATURES		2019

CAUTIONARY NOTE FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K (this “Report”) contains “forward-looking statements” within the meaning of the Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “predict,” “project,” “forecast,” “potential,” “continue” negatives thereof or similar expressions. These forward-looking statements are found at various places throughout this Report and include information concerning possible or assumed future results of our operations; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future operations, future cash needs, business plans and future financial results, and any other statements that are not historical facts.

From time to time, forward-looking statements also are included in our other periodic reports on Forms 10-Q and 8-K, in our press releases, in our presentations, on our website and in other materials released to the public. Any or all of the forward-looking statements included in this Report and in any other reports or public statements made by us are not guarantees of future performance and may turn out to be inaccurate. These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Report. All subsequent written and oral forward-looking statements concerning other matters addressed in this Report and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Report.

Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.

PART I

Item 1. Business

We were incorporated, under the name MarketKast, ~~Inc.~~Incorporated, under the laws of the State of Florida on December 28, 2011. On March 22, 2013, we filed Articles of Amendment to our Articles of Incorporation (the “Amendment”) to change our name from “MarketKast, Incorporated” to “Engage Mobility, Inc.” The Amendment was effective as of March 22, 2013. In connection with the name change, our trading symbol was changed from “MRKK” to “ENGA,” effective April 4, 2013.

We ~~function~~functioned as a provider of mobile marketing systems and solutions for business. We ~~combine~~combined relevant technologies, data management and delivery and proprietary marketing methodology to assist business owners with marketing their products or services.

We ~~sell~~sold to businesses, on monthly subscription or per user basis, our Mobile Engagement System, which ~~includes~~included a front end augmented reality browser to allow their business logos to come to life in video, and a back end mobile CRM that ~~allows~~allowed them to interact with their customers in an ongoing manner in the mobile environment. We ~~offer~~offered the Engage Mobility App as a free download to ~~consumers~~ consumers and ~~allow~~allowed the consumer to locate businesses in their area through our platform and receive information, contact the business, receive coupons or offers or otherwise engage with that brand. Our platform also ~~offers~~offered the business full analytics ~~regarding~~ regarding their customer base and the ability to communicate with their customer base in a contextually relevant manner.

AsOn February 18, 2014, we entered into a joint venture agreement (“Joint Venture Agreement”, a form of ~~October~~which ~~2014~~is filed weherewith ~~have~~as ~~taken~~Exhibit ~~the~~10.4) ~~following~~with ~~steps~~Xinhua Ruide (Beijing) Network Technology Co., Ltd. (“Xinhua Ruide”) and Shenzhen Yingjia Mobile Technology Co., Ltd. (“Shenzhen Yingjia”) to ~~become~~establish ana ~~operating~~joint ~~company:~~venture, Datang Engage (China) Mobile Technology Co., Ltd. (“Datang Engage”) to develop and launch a Chinese version of our mobile platform. However, the joint venture has never commenced any operations. We own 30% interest of the joint venture. The Chairman of the joint venture is Mr. Hua Zhang.

1. We have experienced some revenue and have signed up a number of customers for the system, however we have not begun to experience substantial revenue from the offering of the system as of October 2014. 2. We partnered with certain parties in China to develop and launch a Chinese version of our mobile platform, and we entered into a Joint Venture Agreement with our partners in China in February 2014. The Chinese JV was formed in August 2014 and the initial product launch in China commenced in late August 2014. We have not yet experienced any revenue from our interest in the Chinese Joint Venture. 3. We have continued to offer our full suite of mobile marketing products to business and during the past 12 months we have begun offering mobile responsive website design and hosting services, mobile marketing services and other related services to our clients. We have begun to experience some recurring monthly revenues from these offerings.

WeAlthough the dojoint venture we established in 2014 has not ~~own~~yet ~~any~~commenced ~~real~~operations, ~~estate~~our ~~and~~partners ~~no real~~in ~~property~~China ishad ~~included~~confidence in our ~~financial~~business and ~~statements.~~technology Weand ~~lease~~hoped to continue the alliance through acquisition of the control of our ~~corporate~~Company. ~~office~~On inApril ~~Kansas~~9, ~~City~~2015, ~~Missouri~~a onStock Purchase Agreement (“Stock Purchase Agreement”) was entered into by and among Engage International Technology Co. Ltd. (“Engage International”), of which Mr. Hua Zhang owns substantially all of the shares, and James S. Byrd, Jr. (“Byrd”) and Douglas S. Hackett (“Hackett”) (collectively, the “Sellers”), who were the principal stockholders of Engage Mobility, Inc.. Pursuant to the Stock Purchase Agreement, Engage International acquired from the Sellers a ~~three~~total ~~year~~of ~~lease~~16,462,505 shares of the Company’s common stock, representing 75.61% of the Company’s issued and outstanding atshares $2on that date,~~602~~ and a change in control of the Company occurred.50 ~~per~~Mr. ~~month~~Zhang was appointed as the Company’s Chairman of the Board and Chief Executive Officer, while the then directors and officers of the Company resigned.

~~Our~~We ~~Service~~do not own any real estate and no real property is included in our financial statements. We leased our corporate office in Kansas City, Missouri on a three year lease at approximately $2,600 per month. The lease was terminated in May 2015 pursuant to mutual agreement with the landlord.

WeOur provide a full menu of mobile and online marketing services for business owners who want to grow or maintain their customer base, with the focus being on using video content as a marketing platform for driving customer acquisition.Services

~~Our~~We ~~Strategy~~provided a full menu of mobile and online marketing services for business owners who want to grow or maintain their customer base, with the focus being on using video content as a marketing platform for driving customer acquisition. The Company was not able to generate significant revenues and currently does not have significant operation of its mobile and online marketing business. Since the change of its ownership on April 9, 2015, the Company intends to work together with its China affiliate, under common control, to further develop the its existing platform and introduce it to the Chinese market. As the platform matures, the Company plans to reintroduce it into the U.S. and other markets.

Our objective is to become the leader in mobile marketing, data delivery and customer engagement for business owners. We believe that the mobile marketing industry is growing rapidly and with our augmented reality platform, MCRM, data delivery and marketing system we have the potential to take advantage of that growth.

Acquire and Retain Clients. We believe a strong and diverse client base is critical to the success of our company. The use of mobile marketing is growing rapidly, and our ability to acquire business owners as clients during this growth phase is important to developing market share. Subject to availability of capital, we intend to focus on client acquisition through a variety of means including e-mail marketing, national and local sales marketing, telemarketing, development of agreements with channel partners, as well as the use of conventional Internet marketing methods such as pay per click and cost per acquisition programs. Additionally, and subject to availability of capital, we intend to use our own marketing efforts for our video content and video syndication for the purpose of driving customer acquisition and revenues. Once we have acquired the client initially, we intend to continue to work with the client to deepen the relationship as we assist the client in using our services to enhance their business. If we do a good job for clients and help their business grow, we should be able to expand our relationship with the client as well, resulting in greater long term sustainable revenue for us. However, we cannot be certain that sufficient capital will be available to us to accomplish the above objectives, or that we will be able to expand our relationships with our clients in order to create such revenue and that we will be able to generate long term sustainable revenue from such relationships.

Distribution and Marketing

Subject to availability of capital, we plan to distribute our products and services through national and local sales efforts, independent reps, channel partners, online marketing, and video marketing, as well as through email, our website, social networks, telemarketing and by affiliating with channel partners such as advertising and other marketing companies. We intend to use both internal and outsourced sales groups and programs to sell our products and offerings to qualified client lists and databases.

Operations

Our business operations are divided into the following core functions:

Sales and Marketing

We intend, subject to availability of capital, to implement all of the above stated programs in fiscal 2015 for purposes of driving customer acquisition and building our revenue base. Our sales and marketing initiatives will include deployment and oversight of our internal sales and marketing personnel, our outsourced telesales and channel partner sales organizations, and our email and direct marketing partners to deploy an array of marketing programs as set forth above and herein.

Fulfillment

We will deploy both internal product fulfillment and outsourced fulfillment services that will fulfill all sales and service obligations to our customers.

Customer Service

We will have a dedicated customer services group with two primary functions. One is to answer questions about products, procedures and our business philosophy. In addition, our customer service group will monitor fulfillment and solve fulfillment issues and handle other aspects of post purchase issues that may arise.

Competition

In the past few years, the number of online and mobile video technologies, offerings and companies has grown rapidly. The markets for the products and services that we offer are very competitive, are rapidly evolving and have relatively low barriers to entry. In addition to other video production and technology companies, we compete with all general advertising and marketing companies who eventually will want to include video marketing in their suite of product offerings, and who may develop their own similar products and compete with us for market share. These potential competitors may have more mature lines of distribution than us, be better financed than us, or may create a product offering that is superior to ours. Any of these factors can cause a competitor to take market share away from us or otherwise substantially hurt our business. We believe that competition in our market is based predominantly on:

● price

● brand recognition;

● product and service components and deliverables;

● track record of creating and keeping satisfied clients;

● success of underlying marketing programs for online video content;

order delivery performance and customer service.

We believe that we will enjoy the following competitive advantages, provided that we have sufficient access to capital:

● Our President, Chief Executive Officer and Chief Financial Officer, Douglas S. Hackett, has experience in internet marketing including video driven internet marketing. We believe his knowledge of design and sales strategy gleaned from previous experience with online marketing products and services, will be critical to our success.

● We intend, subject to capital availability, to provide a suite of products that will allow all business owners to use our Mobile Engagement System including the pricing of our product offerings based on per user or performance based pricing. By developing a user based pricing model, we believe that we will make mobile marketing business video affordable for all business owners, even small proprietors or home based business owners. By opening this door to a larger group of potential users, we believe that we have the ability to gain market share rapidly and take a leadership role in this growing space.

● We will attempt to use our outsourced relationships to keep costs down, which will allow us to offer competitive pricing. We have outsourced certain sales and fulfillment functions, including the outsourcing of certain fulfillment functions to offshore contractors, and that will allow us to keep our sales and fulfillment costs low and marginal. This will allow us to maintain margin and pricing integrity, and this should give us a competitive advantage.

Government Regulation

We are subject to a number of laws and regulations that affect companies generally and specifically those conducting business on the internet, many of which are still evolving and could be interpreted in ways that could harm our business. Existing and future laws and regulations may impede our growth. These regulations and laws may cover online marketing, e-mail marketing, telemarketing, taxation, privacy, data protection, pricing, content, copyrights, distribution, mobile communications, electronic contracts and other communications, consumer protection, web services, the provision of online payment services, unencumbered internet access to our services, the design and operation of websites, and the characteristics and quality of products and services. It is not clear how existing laws governing issues such as property ownership, libel, and personal privacy apply to the internet, e-commerce, digital content and web services. Unfavorable regulations and laws could diminish the demand for our products and services and increase our cost of doing business.

Intellectual Property

Although we believe that our business methodology is proprietary in terms of how we deliver our service to our client, and how we use deploy video in a marketing context~~, we currently hold no patents, copyrights or trademarks~~. ~~We have filed for patent protection on our Mobile Engagement System, however we do not know if such a patent will issue.~~ It is our policy to enter into confidentiality agreements with any outsourced sales or service providers so that our proprietary methodology, customer’s lists and business information are contractually protected, and we intend to enforce any such contractual provisions as the law allows in the event of a breach. We cannot assure you that these contractual arrangements will prevent third parties from acquiring or using our proprietary business information to compete against us. We have filed a provisional patent application seeking patent protection for version 2.0 of our Mobile Engagement System.

Employees

We currently have 4 full time and 2 part time employees in the areas of sales, marketing, IT and tech support, financial management, administrative, investor relations and executive management.

Item 1A. Risk Factors

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.

Item 1B. Unresolved Staff Comments

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.

Item 2. Properties

We rented ~~rent~~ our office space at 140 Walnut St, Kansas City, Mo for $2,602.50 per month ~~where~~until weMay ~~house our company and staff~~2015.

Item 3. Legal Proceedings

From time to time, we may become involved in various lawsuits and legal proceedings, which arise, in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. Other than discussed below, we are not aware of any other legal proceedings.

We are currently involved in one legal proceeding, a breach of contract lawsuit against IRTH Communications, LLC. On May 24, 2014, we filed a lawsuit in Orange County, FL (case # 2014-CA-00-2626-O), against IRTH for breach of a contract to provide investor relations services to us. In that lawsuit we seek return of $110,000 of monies paid to IRTH, and we seek the cancellation of 54,950 shares of stock issued to IRTH. IRTH has subsequently sued us for breach of contract, seeking damages and also seeking to have their shares cleared for trading, which they are not currently.4

We were involved in one legal proceeding, a breach of contract lawsuit against IRTH Communications, LLC. On May 24, 2014, we filed a lawsuit in Orange County, FL (case # 2014-CA-00-2626-O), against IRTH for breach of a contract to provide investor relations services to us. In that lawsuit we sought return of $110,000 of monies paid to IRTH, and the cancellation of 54,950 shares of stock issued to IRTH. IRTH subsequently sued us for breach of contract, seeking damages and to have their shares cleared for trading. On December 10, 2014, both parties entered into a settlement agreement to settle and dismiss the suit. As part of the settlement, the Company reissued 54,950 shares of common stock to IRTH, which IRTH agreed not sell, hypothecate, pledge or otherwise transfer any of the stocks until after December 15, 2015.

The Company is currently not involved in any legal proceedings.

Item 4. Mine Safety Disclosures

Not applicable.

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

Our common stock has been trading on the Over-the-Counter (OTC) Markets under the symbol ENGA since April 4, 2013. Between February 20, 2013 and April 4, 2013 we traded under the symbol MRKK. The OTC Markets is a quotation service that displays real-time quotes, last-sale prices, and volume information in over-the-counter, or the OTC, equity securities.

Price range of common stock

The following table shows, for the periods indicated, the high and low bid prices per share of our common stock as reported by the OTC Markets quotation service. The quotations reflect inter-dealer prices, without retail mark-up, mark-down or commissions, and may not represent actual transactions.

	Fiscal June 30, 2014				Fiscal June 30, 2013
	June 30, 2015				June 30, 2014
	High		Low		High			Low
First Quarter (July 1 – Sept 30)	$	12.8440	$	01.8090	$	--1.84	~~(1)~~	$	--0.80	~~(1)~~
Second Quarter (October 1 – December 31)	$	31.1990	$	10.2825	$	--3.19	~~(1)~~	$	--1.28	~~(1)~~
Third Quarter (January 1 – March 31)	$	41.50	$	20.0532	$	14.3050		$	2.05
Fourth Quarter (April 1 – June 30)	$	43.0038	$	10.3050	$	14.5900		$	1.2530

~~(1) A~~On ~~public~~September ~~market~~25, ~~for~~2015, ~~our~~the ~~common~~closing ~~stock~~bid ~~did~~price ~~not~~of ~~exist~~our ~~prior~~common tostock ~~February~~was ~~20, 2013~~$0.33.

Holders

As of ~~October~~June 1430, ~~2014~~2015, we had ~~452~~447 ~~shareholders~~stockholders of our common stock.

Transfer Agent and Registrar

ClearTrust, LLC is currently the transfer agent and registrar for our common stock. Its address is 16540 Pointe Village Dr., Suite 206, Lutz, FL 33558. Its phone number is (813) 235-4490.

Authorized Capital Stock

Our authorized stock consists of 100,000,000 shares of common stock, with no par value. There are currently 2123,~~772~~082,567 shares of common stock issued and outstanding.

Common Stock

Each share of our common stock entitles its holder to one vote in the election of each director and on all other matters voted on generally by our stockholders, other than any matter that (1) solely relates to the terms of any outstanding series of preferred stock or the number of shares of that series and (2) does not affect the number of authorized shares of preferred stock or the powers, privileges and rights pertaining to the common stock. No share of our common stock affords any cumulative voting rights. This means that the holders of a majority of the voting power of the shares voting for the election of directors can elect all directors to be elected if they choose to do so.

Holders of our common stock will be entitled to dividends in such amounts and at such times as our Board of Directors in its discretion may declare out of funds legally available for the payment of dividends. We currently intend to retain our entire available discretionary cash flow to finance the growth, development and expansion of our business and do not anticipate paying any cash dividends on the common stock in the foreseeable future. Any future dividends will be paid at the discretion of our Board of Directors after taking into account various factors, including:

	●	general business conditions;

	●	industry practice;

	●	our financial condition and performance;

	●	our future prospects;

	●	our cash needs and capital investment plans;

	●	our obligations to holders of any preferred stock we may issue;

	●	income tax consequences; and

	●	the restrictions Delaware and other applicable laws and our credit arrangements then impose.

If we liquidate or dissolve our business, the holders of our common stock will share ratably in all our assets that are available for distribution to our stockholders after our creditors are paid in full and the holders of all series of our outstanding preferred stock, if any, receive their liquidation preferences in full.

Our common stock has no preemptive rights and is not convertible or redeemable or entitled to the benefits of any sinking or repurchase fund.

Dividends

Since inception we have not paid any dividends on our common stock. We currently do not anticipate paying any cash dividends in the foreseeable future on our common stock, when issued pursuant to this offering. Although we intend to retain our earnings, if any, to finance the exploration and growth of our business, our Board of Directors will have the discretion to declare and pay dividends in the future. Payment of dividends in the future will depend upon our earnings, capital requirements, and other factors, which our Board of Directors may deem relevant.

Securities Authorized for Issuance Under Equity Compensation Plans

We presently do not have any equity based or other long-term incentive programs. In the future, we may adopt and establish an equity-based or other long-term incentive plan if it is in the best interest of the Company and our stockholders to do so.

Item 6. Selected Financial Data

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following is management’s discussion and analysis of the consolidated financial condition and results of operations of Engage Mobility, Inc. (“Engage Mobility”, the “Company”, “we”, and “our”) for the ~~three~~years ~~and nine month period~~ ended June 30, ~~2014~~2015 and ~~2013~~2014.

Overview

WeOn ~~function~~February ~~as a provider of mobile technology~~18, ~~marketing and data solutions for business. Through the sale of our Mobile Engagement System~~2014, we ~~enable~~entered ~~business~~into ~~owners~~a tojoint ~~engage~~venture ~~with~~agreement ~~new~~(“Joint ~~and~~Venture ~~existing~~Agreement”) ~~customers~~ with aXinhua ~~turnkey~~Ruide ~~mobile~~(Beijing) Network ~~marketing~~Technology ~~solution~~Co. ~~The~~, ~~Mobile~~Ltd. ~~Engagement~~(“Xinhua ~~System~~Ruide”) ~~integrates an augmented reality browser~~ and ~~content~~Shenzhen ~~with~~Yingjia ~~our~~Mobile ~~proprietary~~Technology ~~cloud~~Co., ~~based~~Ltd. ~~mobile~~(“Shenzhen ~~video~~Yingjia”) ~~delivery~~to ~~system,~~establish a ~~mobile~~joint ~~customer~~venture, ~~relationship~~Datang ~~manager~~Engage ~~and~~(China) ~~our~~Mobile ~~Dynamic~~Technology ~~Data~~Co., ~~platform~~Ltd. to(“Datang ~~create~~Engage”) ato ~~full~~develop ~~solution~~and ~~for business to~~launch ~~market~~a ~~their~~Chinese ~~products~~version inof ~~the~~our mobile ~~environment~~platform. ~~The~~We ~~Mobile~~own ~~Engagement~~30% ~~System~~interest isof ~~sold~~the tojoint ~~businesses~~venture. ~~under~~However, ~~a “user based” model – so that~~ the ~~business~~joint ~~pays~~venture ushas anever ~~monthly~~commenced any ~~user~~operations. ~~fee~~The ~~based~~Chairman onof the ~~number~~joint ofventure ~~“engaged”~~is ~~users~~Mr. inHua ~~their database at any given time~~Zhang.

InAlthough ~~addition~~the tojoint ~~this~~venture ~~core~~we ~~product~~established ~~offering~~in 2014 has not yet commenced operations, weour ~~will~~partners ~~offer~~in China had confidence in our business and technology and hoped to continue the alliance through acquisition of the control of our ~~clients~~Company. ~~additional~~On ~~products~~April 9, 2015, pursuant to a Stock Purchase Agreement (the “Stock Purchase Agreement”), Engage International Technology Co. Ltd. (“Engage International”) acquired from James S. Byrd, Jr. (“Byrd”) and ~~services~~Douglas S. Hackett (“Hackett”), who were the principal stockholders of the Company, a total of 16,462,505 shares of the Company’s common stock, representing 75.61% of the Company’s issued and outstanding shares. Following the transaction, a change in ~~order~~control of the Company has occurred. Pursuant to ~~assist~~the interms ~~growing~~of the Stock Purchase Agreement, as a condition to the sale and transfer of the controlling stake ~~their~~of ~~business~~the Company, ~~including~~the ~~mobile~~then ~~optimization~~directors and officers of ~~websites~~the Company resigned simultaneously at the closing of the transaction. Accordingly, Mr. asByrd ~~well~~ceased asto ~~additional~~be ~~mobile~~Chairman ~~marketing~~of the Board of Directors of the Company; and Mr. Hackett ceased to be President, ~~customer~~Chief ~~acquisition~~Executive Officer, ~~services~~Chief Financial Officer, Secretary, Treasurer and Director of the Company; and Eric Fellows ceased to be the Chief Operating Officer of the Company. At the same time, Mr. Hua Zhang was appointed as the sole director and ~~mobile~~Chairman ~~data~~of ~~services~~the Board of Directors, as well as the Chief Executive Officer of the Company. Mr. Zhang is also the Chairman of the Chinese joint venture, Datang Engage.

We functioned as a provider of mobile technology, marketing and data solutions for business. Through the sale of our Mobile Engagement System, we enable business owners to engage with new and existing customers with a turnkey mobile marketing solution. The Mobile Engagement System integrated an augmented reality browser and content with our proprietary cloud based mobile video delivery system, a mobile customer relationship manager and our Dynamic Data platform to create a full solution for business to market their products in the mobile environment. The Mobile Engagement System was sold to businesses under a “user based” model so that the business pays us a monthly user fee based on the number of “engaged” users in their database at any given time.

In addition to this core product offering, we also offered to our clients additional products and services in order to assist in growing their business, including mobile optimization of websites, as well as additional mobile marketing, customer acquisition services and mobile data services.

Currently we do not have significant operation of our mobile technology business. We intend to work together with our China affiliate, under common control, to further develop the Company’s platform and introduce it to the Chinese market. As the platform matures, the Company plans to reintroduce it into the U.S. and other markets.

Recent Developments

InAs ~~September 2013, we completed initial development and launch~~ of ~~version~~December ~~1.0~~2014, ~~of our Mobile Engagement System. In conjunction therewith~~ we ~~launched~~were ~~our~~unable ~~Engage~~to ~~Mobility~~raise ~~mobile application as a free download in~~ the ~~Apple~~necessary ~~iTunes®~~capital ~~and~~to ~~Google~~continue ~~Play®~~to ~~stores.~~fund ~~We began initial~~ marketing and sales efforts for ~~version~~our ~~1.0~~products, and oftherefore ~~the~~we ~~system~~greatly toreduced ~~clients~~our efforts in ~~September~~that ~~2013~~regard.

WeOn April ~~partnered~~9, ~~with~~2015, ~~certain~~the ~~parties~~Company inentered ~~China~~into toa ~~develop~~Stock ~~and launch~~Purchase aAgreement ~~Chinese~~(“Stock ~~version~~Purchase ofAgreement”) ~~our~~with ~~mobile~~Engage ~~platform~~International, pursuant ~~and~~to wewhich ~~entered~~Engage ~~into~~International acquired a ~~Joint~~total ~~Venture~~of ~~Agreement~~16,462,505 ~~with~~shares ~~our~~of ~~partners~~the inCompany’s ~~China~~common instock ~~February 2014.~~from ~~The~~the ~~Chinese~~principal stockholders JVof ~~was~~the ~~formed~~Company, inwhich ~~August~~representing ~~2014~~75.61% ~~and~~of the ~~initial~~Company’s ~~product~~issued ~~launch~~and inoutstanding ~~China~~shares ~~commenced~~on inthat ~~late August 2014~~date. ~~We have not~~Pursuant ~~yet~~to ~~experienced~~the ~~any~~Stock ~~revenue~~Purchase ~~from~~Agreement, ~~our~~a ~~interest~~change in control of the ~~Chinese~~Company ~~Joint~~has ~~Venture~~occurred.

InSince ~~April,~~the ~~2014~~change wein ~~completed~~control ~~development~~ of ~~version~~the ~~2.0~~Company, ofthe ~~our~~Company ~~Mobile~~intends ~~Engagement~~to ~~System,~~raise ~~which~~capital ~~was~~through ~~developed~~future ~~internally~~mergers byand ~~our~~acquisitions. ~~own~~The Company ~~development~~intends ~~team,~~to ~~and~~work ~~which~~together ~~includes~~with ~~our~~one ~~new~~of ~~product~~its ~~immersion~~China affiliates, aunder ~~street~~common ~~view~~control, ~~augmented reality platform that allows users~~ to ~~locate~~development ~~businesses~~a indata ~~their~~platform ~~geographical~~for ~~area~~investment, corporation ~~who~~internal ~~are~~management, onfinancial ~~the~~management, ~~Engage~~marketing ~~system.~~and Wewealth ~~have~~management ~~filed a provisional patent application seeking patent protection~~ for ~~version~~small ~~2.0~~and ofmid-size ~~our Mobile Engagement System~~corporations.

In May 2014, we commenced our marketing and sales efforts for our new Mobile Engagement System. We have only experienced nominal initial revenue, and we do not expect to experience consistent revenue until fiscal 2015. Due to our failure to raise substantial capital to roll out a full sales initiative for the Mobile Engagement System, we have recently scaled back our staff and are focusing on larger contracts with certain corporate clientele in order to build revenue. If we are able to raise the capital necessary to launch a full sales and marketing initiative we will hire the sales and marketing staff to do so at that time.

Plan of Operation

Until May 2014, our efforts ~~have~~had been primarily limited to business formation, strategic development, marketing, website, and product development, negotiations with third party sales and channel partners, and capital raising activities. We ~~have~~ developed and begun to launch our newest suite of products including version 2.0 of the Mobile Engagement System as of May 2014. ~~We are,~~Version ~~subject~~2.0 toof ~~availability~~our ofMobile ~~capital,~~Engagement inSystem ~~the~~includes ~~process~~our ofnew ~~developing~~product ~~and~~immersion, ~~implementing~~which ~~sales~~is ~~and~~a ~~marketing~~street ~~initiatives~~view toaugmented ~~sell~~reality ~~our~~platform ~~products.~~that ~~Although~~allows weusers ~~have~~to ~~experienced~~locate ~~some~~businesses ~~initial~~in ~~revenue,~~their ~~mainly~~geographical inarea who are on the ~~form~~Engage system. We have filed a provisional patent application seeking patent protection for version 2.0 of ~~initial~~our ~~development~~Mobile ~~fees,~~Engagement weSystem. doWe were not ~~expect~~able to raise additional capital necessary to ~~begin~~properly ~~realizing~~launch ~~consistent~~and ~~revenue~~market ~~until~~our ~~fiscal~~products ~~2015~~and had to cease operations.

AsOn ofApril ~~October~~9, ~~2014~~2015, weEngage ~~have~~International ~~taken~~purchased 75.61% of the ~~following~~Company’s ~~steps~~issued and outstanding shares from two major stockholders of the Company. Following the transaction, a change in control of the Company has occurred and all of the then directors and officers of the Company resigned simultaneously at the closing of the transaction. At the same time, Mr. Hua Zhang was appointed to ~~implement~~be the ~~our~~sole ~~business~~director ~~plan:~~and Chairman of the Board of Directors, as well as the Chief Executive Officer. Mr. Zhang is also the Chairman of the Chinese joint venture of which we own 30%.

We had ~~partnered~~not ~~with~~experienced ~~certain~~significant ~~parties~~revenue infrom ~~China~~our tobusiness ~~develop~~operations, and ~~launch~~we ahave ~~Chinese~~been ~~version~~unable ofto ~~our~~raise ~~mobile platform,~~the ~~and~~capital wenecessary ~~entered~~to ~~into~~fund ~~a Joint Venture Agreement with~~ our ~~partners~~marketing inand ~~China~~sales ~~in February 2014~~plan. ~~The~~Therefore, ~~Chinese~~during ~~JV was formed in August 2014 and~~ the ~~initial~~next ~~product~~12 ~~launch~~months, ~~in China commenced in late August 2014. We have not yet experienced any revenue from our interest in~~ the ~~Chinese Joint Venture.~~ Company:

~~In April,~~- ~~2014~~Anticipates we completed development of version 2.0 of our Mobile Engagement System, which was developed internally by our own development team, and which includes our new product immersion , a street view augmented reality platform that allows users to ~~locate~~raise ~~businesses~~additional infunds ~~their~~through ~~geographical~~debt ~~area~~or ~~who~~equity ~~are on the Engage system~~financing. ~~We have filed a provisional patent application seeking patent protection for version 2.0 of our Mobile Engagement System.~~

8- Intends to work together with its China affiliate, under common control, to further develop the Company’s platform and introduce it to the Chinese market. As the platform matures, the Company plans to reintroduce it into the U.S. and other markets.

In May 2014, we commenced our marketing and sales efforts for our new Mobile Engagement System.

During the next 12 months, subject to availability of capital, we expect to:

Launch a full roll out in the U.S. of our Mobile Engagement System. We expect to market the Mobile Engagement System through direct marketing via the internet, through trade shows and seminars, through the hiring of both national and local sales personnel, through channel partners, independent reps and telesales. Subject to availability of capital, we intend to implement all of these sales initiatives during the 4th quarter of 2014 or the first quarter of 2015. This will involve hiring a national sales manager, a number of local sales managers and local sales representatives, five to 15 telesales people, as well as associated staffs. The cost of marketing our Mobile Engagement System is estimated to be between $30,000 and $250,000 per month, but will be scaled in if and when capital is available.

We have a current burn rate, as of October 2014, of approximately $15,000 to $25,000 per month. It includes office rental expenses, payroll, insurance, marketing, travel, telephone, internet and other office expenses, legal and accounting expenses and other miscellaneous expenses including filing fees, transfer agent fees and other costs of being public.

Therefore, if we do not experience any income or obtain additional financing, we could expect to run out of capital sometime between November 2014 and December 2014. For this reason, if we do not experience any income in the first half of fiscal 2015, we will need to raise additional capital of between $15,000 and $25,000 per month, in order to continue our business. In addition, in order to fully implement our business plan, we will need to raise an additional $1,000,000 to $5,000,000 of capital for the purpose of initiating and ramping up marketing and sales efforts, hiring of sales personnel and for general working capital. This additional $1,000,000 to $5,000,000 of financing will need to be raised between October 2014 and March 2015 in order to effectively implement our business plan. It is not necessary that we receive such a capital infusion at any one time; we could implement our plan through the raising of at least $500,000 per quarter beginning October 2014. However, there is no assurance that we will be able to raise any capital in the future, or that capital will be available on terms acceptable to us.

Results of Operations

Comparison of the ~~year~~years ended June 30, ~~2014~~2015 and ~~2013~~2014

Revenues

Since inception, our activities have been primarily limited to business formation, strategic development, marketing, website and product development, negotiations with third party sales and channel partners, and capital raising activities. During the year ended June 30, ~~2013~~2014, we have ~~generated~~ generated $2387,~~234~~185 in revenue as compared to $8732,~~185~~086 for the year ended June 30, ~~2014~~2015. Our revenue was derived primarily from development and service fees. For the year ended June 30, 2015, we were unable to raise the necessary capital to continue to fund marketing and sales efforts for our products, and therefore our business was limited to marketing and sales efforts in the United States, resulting in a decrease in revenue.

During the year ended June 30, 2014, we incurred $6,500 cost of revenues for commission expenses and video production costs. For the year ended June 30, 2015, the Company did not incur any such costs.

Operating Expenses

During the year ended June 30, ~~2013~~2014, we incurred general and administrative expenses of $~~417~~4,~~520~~259,153, and during the year ended June 30, ~~2014~~2015, we incurred general and administrative expenses of $4926,~~259,153~~152. These general and administrative expenses consist of rent, insurance, professional fees, travel, employee compensation and other miscellaneous items. InThe ~~addition,~~decrease ~~they~~in ~~include~~general and administrative expenses was primarily due to our issuance of $3,125,410 of non-cash stock based ~~costs~~compensation in 2014.

~~Net~~Interest ~~Income and Loss~~Expense

WeInterest ~~had~~expense ~~net~~was ~~loss of~~ $~~419~~905,~~855~~160 for the year ended June 30, ~~2013~~2014, as compared to $531,~~083,628~~125 for the ~~period~~year ended June 30, ~~2014~~2015. ~~Our~~The ~~auditor~~decrease in ~~has~~interest ~~expressed~~expense ~~doubt~~resulted asfrom ~~to whether we will be able to continue to operate as~~ a ~~“going~~decrease ~~concern”~~in ~~due to~~ the ~~fact~~amortization ~~that~~ of the ~~Company~~beneficial ~~has~~conversion ~~had~~features ~~no material revenues since inception~~ and ~~will~~warrants ~~need~~issued toin ~~raise~~conjunction with ~~capital to further its operations~~debt.

Net Loss

We had net loss of $5,083,628 for the year ended June 30, 2014, compared to $1,068,330 for the year ended June 30, 2015. The decrease was primarily due to the decrease in operating expenses and interest expense as discussed above.

Liquidity and Capital Resources

As of June 30, ~~2014~~2015, we had ~~minimal~~no cash. Our primary uses of cash were for development and testing of products, marketing expenses, employee compensation, and general and administrative expenses. We have historically financed our operations through sale of common stock to our founders, private equity ~~offering~~offerings, and debt from third party lenders. ~~The~~We ~~following trends~~ are ~~reasonably likely~~ attempting to ~~result~~obtain infund afrom ~~material~~additional ~~decrease~~debt inor ~~our~~equity ~~liquidity~~financing into ~~both~~support ~~near~~our ~~and~~daily ~~long term:~~business.

●The following Ansummarizes ~~increase~~the inkey ~~working~~components ~~capital requirements; ● Addition~~ of ~~administrative~~the ~~and~~Company’s ~~sales~~cash ~~personnel~~flows asfor the ~~business~~years ~~grows;~~ended ●June ~~Increases in advertising~~30, ~~public~~2015 ~~relations~~ and ~~sales promotions as we commence operations; ● Development of new customers and market initiation, and ● Increased cost of being a public company due to governmental compliance activities.~~2014:

	2015			2014
Cash flows (used in) operating activities	$	(388,297	)	$	(1,871,362	)
Cash flows (used in) investing activities	$	-		$	(88,760	)
Cash flows from financing activities	$	372,096		$	1,976,323
Net increase (decrease) in cash and cash equivalents	$	(16,201	)	$	16,201

During the year ended June 30, 2015, the Company had a net loss of $1,068,330, and net cash used in its operating activities was $388,297. Comparatively, during the year ended June 30, 2014, the Company had a net loss of $5,083,628, and net cash used in its operating activities was $1,871,362 including $7,850 decrease in accounts receivable, $32,805 increase in prepaid expenses, and $37,085 increase in accrued expenses. We have a current monthly cash expenditure rate of approximately $7,000 to $10,000 per month. It includes office rental expenses, payroll, insurance, marketing, travel, telephone, internet and other office expenses, legal and accounting expenses and other miscellaneous expenses including filing fees, transfer agent fees and other costs of being public.

We did not have cash flows from investing activities in 2015. For the year ended June 30, 2014, cash flows used in investing activities consisted of the purchase of the mobile platform for $75,000 and the acquisition of property and equipment of $14,000.

The following summarizes the key components of the Company’s cash flows for the year ended June 30, 2014:
Cash used in operating activities	$	(1,400,880	)
Cash used in investing activities	$	(89,242	)
Cash flows provided by financing activities		1,506,323
Net increase in cash and cash equivalents	$	16,201

For the year ended June 30, 2015, cash flows provided by financing activities consisted of the proceeds from notes payable of $181,000, advances from related parties of $92,096, repayment of notes payable of $451,000 and common shares issued for cash of $550,000. For the year ended June 30, 2014, cash flows provided by financing activities consisted of the proceeds from notes payable of $180,000, proceeds of convertible note payable of $250,000, advances from related parties of $470,000, repayment of notes payable of $185,000, common share issued for cash of $1,275,605, and cash overdraft of $14,282.

Cash flows used in investing activities consisted of the acquisition of intangibles of $75,000 and the acquisition of property and equipment of $14,000.

Cash flows provided by financing activities consisted of the proceeds from notes and convertible notes payable of $430,000, the sale of common shares for cash of $1,276,000 and the repayment of notes payable of $185,000.

We have a current burn rate, as of October 2014, of approximately $15,000 to $25,000 per month. It includes office rental expenses, payroll, consulting fees, insurance, marketing, travel, telephone, internet and other office expenses, legal and accounting expenses and other miscellaneous expenses including filing fees, transfer agent fees and other costs of being public.

Therefore, if we do not experience any income or obtain additional financing, we could expect to run out of capital sometime between November 2014 and December 2014. For this reason, if we do not experience any income in the first half of fiscal 2014, we will need to raise additional capital of between $15,000 and $25,000 per month, in order to continue our business. In addition, in order to fully implement our business plan, we will need to raise an additional $1,000,000 to $5,000,000 of capital for the purpose of initiating and ramping up marketing and sales efforts, hiring of sales personnel and for general working capital. This additional $1,000,000 to $5,000,000 of financing will need to be raised in between October 2014 and January 2015 in order to effectively implement our business plan. However, there is no assurance that we will be able to raise any capital in the future, or that capital will be available on terms acceptable to us.

Off-Balance Sheet Arrangements

We do not have any off balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, sales or expenses, results of operations, liquidity or capital expenditures

Critical Accounting Policies

Use of Estimates

~~Loss~~Revenue ~~Per Share~~Recognition

~~Basic~~In ~~earnings~~general, ~~(loss)~~the ~~per~~Company ~~share~~records ~~are~~revenue ~~calculated~~when bypersuasive ~~dividing~~evidence ~~net~~of ~~income~~an ~~(loss)~~arrangement byexists, ~~the~~services ~~weighted~~have ~~average~~been ~~number~~rendered ofor ~~common~~product delivery ~~shares~~has ~~outstanding for~~occurred, the ~~period.~~sales ~~Diluted~~price ~~earnings~~to ~~(loss)~~the ~~per~~customer ~~share~~ is ~~calculated~~fixed byor ~~dividing~~determinable, ~~net income (loss) by the weighted average number of common shares~~ and ~~dilutive~~collectability ~~common~~is ~~stock~~reasonably ~~equivalents outstanding~~assured. ~~During periods in which the Company incurs losses common stock~~The ~~equivalents,~~following ifreflects ~~any,~~specific ~~are~~criteria ~~not~~for ~~considered,~~the asvarious ~~their~~revenues ~~effect~~streams ~~would~~of bethe ~~anti dilutive.~~Company:

~~Income~~Revenue ~~Taxes~~for services is recognized at the time the services are rendered.

~~Deferred~~Where ~~tax assets and liabilities are computed based upon~~ the ~~difference~~Company ~~between~~has ~~the~~entered ~~financial~~into ~~statement~~a ~~and~~revenue ~~income~~sharing ~~tax~~agreement ~~basis~~with ofa ~~assets and~~third ~~liabilities~~party, ~~using~~ the ~~enacted~~Company ~~marginal~~records ~~tax~~their ~~rate~~proportionate ~~applicable~~share when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of ~~the deferred tax assets will not be realized, a~~ ~~valuation allowance is required to reduce~~ the ~~deferred tax assets to the amount that is more likely than not to be realized~~revenue. ~~Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change.~~

~~All~~Intangible ~~tax~~Assets ~~periods~~and ~~from~~Long ~~inception~~Lived ~~remain open to examination by taxing authorities.~~Assets

~~Fair~~The ~~Value~~Company reviews its long-lived assets and certain identifiable finite lived intangibles for impairment whenever events or changes in circumstances indicate that the carrying amount of ~~Financial~~an ~~Instruments~~asset may not be recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. The Company’s finite lived intangibles, including mobile platform, patents, and web and domain assets, are being amortized over a period of 3 years.

~~The Company’s short~~Stock-~~term financial~~Based instruments consist of cash, ,receivables, accounts payable and accrued expenses, and other current liabilities. The carrying amounts of these financial instruments approximate fair value because of their short-term maturities. The Company does not hold or issue financial instruments for trading purposes nor does it hold or issue interest rate or leveraged derivative financial instruments. The carrying value of the Company’s long-term debt approximates fair value based on the terms and conditions at which the Company could obtain similar financing.Compensation

The Company records the cost resulting from all share-based transactions in the financial statements. The Company applies a fair-value-based measurement in accounting for share-based payment transactions with employees and when the Company acquires goods or services from non-employees in share-based payment transactions.

Going concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company had an accumulated deficit of approximately $6,600,000 and a working capital deficit of approximately $647,000 at June 30, 2015, and has no significant revenue generating operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

~~Going~~The ~~Concern~~Company’s lack of cash and profit generating activities are not sufficient to support the Company’s daily operations without significant financing. The Company believes in its ability to raise additional funds; however there can be no assurances to that effect, and to date insufficient capital has been raised for the Company to execute this strategy. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to obtain funds from additional debt or equity funding, and generate sufficient revenues. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

~~The accompanying financial statements~~During ~~have been prepared assuming that~~ the ~~Company~~next ~~will~~12 ~~continue as a going concern~~months, ~~which~~we ~~contemplate~~hope ~~continuity~~to ofraise ~~operations,~~additional ~~realization of~~funds ~~assets,~~through ~~and~~debt ~~liquidation~~or ofequity ~~liabilities in the normal course of business~~financing. As ~~reflected in the accompanying financial statements, the Company had an accumulated deficit of $5,534,892 and a working capital deficit of $479,369.~~ We ~~have~~intend ~~a current burn rate, as of October 2015, of approximately $15,000~~ to ~~$25,000~~work ~~per~~together ~~month.~~with Itour ~~includes office rental expenses, payroll, consulting~~China ~~fees~~affiliate, ~~insurance,~~under ~~marketing,~~common ~~travel~~control, ~~telephone,~~to ~~internet~~further ~~and~~develop ~~other~~the ~~office~~Company’s ~~expenses,~~platform ~~legal~~ and ~~accounting~~introduce ~~expenses~~it ~~and~~to ~~other~~the ~~miscellaneous expenses~~Chinese ~~including filing fees, transfer agent fees and other costs of being public~~market. ~~Therefore,~~As ~~if we do not experience any income~~the orplatform ~~obtain additional financing~~matures, wethe ~~could~~Company ~~expect~~plans to ~~run~~reintroduce ~~out~~it ofinto ~~capital~~the ~~sometime between October 2014 and December 2014~~U.S. ~~For this reason, if we do not experience any income in the first half of fiscal 2015, we will need to raise additional capital of between $15,000~~ and ~~$25,000~~other ~~per month, in order to continue our business~~markets. ~~These conditions raise substantial doubt about its ability to continue as a going concern.~~

While the Company is attempting to execute its business strategy, the Company’s cash position may not be sufficient to support the Company’s daily operations without significant financing. While the Company believes in the viability of its strategy to produce sales volume and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenues. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

We are not required to provide the information required by this Item because we are a smaller reporting company.

Item 8. Financial Statements and Supplementary Data

ENGAGE MOBILITY, INC.

FINANCIAL STATEMENTS

AS OF JUNE 30, 2014 and 2013

Financial Statements Table of Contents

FINANCIAL STATEMENTS

Balance Sheets	F-24
Statements of Operations	F-36
Statement of Stockholders’ Equity (Deficit)	F-4
Statements of Stockholders’ (Deficit)	F-7
Statements of Cash Flows	F-58
Notes to the Financial Statements	F-610

12F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

Engage Mobility, Inc.

We have audited the accompanying balance sheet of Engage Mobility, Inc. (the “Company”) as of June 30, 2015, and the related statements of operations, stockholders’ (deficit), and cash flows for the year ended June 30, 2015. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Engage Mobility, Inc. as of June 30, 2015, and the results of its operations and cash flows for the year ended June 30, 2015, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 4 to the financial statements, the Company has incurred significant losses and has deficiencies in both stockholders’ equity and working capital. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to this matter are also discussed in Note 4. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Friedman LLP

New York, New York

September 29, 2015

F-2

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors

Engage Mobility, Inc.

We have audited the accompanying balance ~~sheets~~ sheet of Engage Mobility, Inc. (the "Company") as of June 30, 2014 ~~and 2013~~, and the related statements of operations, stockholders' equity (deficit), and cash flows for the ~~years~~year ended June 30, 2014 ~~and 2013~~. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our ~~audits~~audit.

We conducted our ~~audits~~audit in accordance ~~with~~ with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the ~~audits~~audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our ~~audits~~audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our ~~audits~~audit ~~provide~~provides a reasonable basis for our opinion.

In our opinion, the financial statements ~~referred~~ referred to above present fairly, in all material respects, the financial position of Engage Mobility, Inc. as of June 30, 2014, and ~~2013, and~~ the ~~related~~results ~~statements~~ of operations, ~~stockholders' equity (deficit),~~ and cash flows for the ~~years~~year ended June 30, ~~2014~~ ~~and 2013~~2014, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 4 to the ~~financial~~ financial statements, the Company has incurred significant losses from operations and a working capital deficit. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to this matter are also discussed in Note 34. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Kingery & Crouse PA

Kingery & Crouse PA

Certified Public Accountants

Tampa, Florida

October 14, 2014

F-13

ENGAGE MOBILITY, INC.

BALANCE SHEETS

~~As of~~ June 30, ~~2014~~2015 and ~~2013~~2014

	2014			2013
	2015			2014
ASSETS
CURRENT ASSETS
Current assets:
Cash	$	~~16,201~~-		$	-16,201
Accounts receivable		650			8,500
Accounts receivable, net of allowance for doubtful accounts of $14,660 for 2015 and $14,185 for 2014		-			650
Prepaid expenses		~~32,805~~-			-32,805
Total Current Assets		~~49,656~~-			849,~~500~~656
PROPERTY AND EQUIPMENT, net		9,627			2,958
Property and equipment		-			16,755
OTHER ASSETS
Less: accumulated depreciation		-			7,128
Intangible asset, net		74,263			24,000
Total property, plant and equipment, net		-			9,627
TOTAL ASSETS	$	133,546		$	35,458
Other assets
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Intangible assets		26,629			74,263
CURRENT LIABILITIES
TOTAL ASSETS	$	26,629		$	133,546
Accounts Payable and accrued expenses	$	59,025		$	21,940
LIABILITIES AND STOCKHOLDERS’ (DEFICIT)
Other current liabilities		470,000			-
Current liabilities:
Due to bank		-			14,282
Accrued expenses	$	79,688		$	59,025
Total Current Liabilities		529,025			36,222
Notes payable		5,000			-
LONG TERM LIABILITIES
Due to related parties		562,096			470,000
Notes payable		275,000			280,000
Total current liabilities		646,784			529,025
Convertible notes payable		2,454			-
Long-term liabilities
STOCKHOLDERS' EQUITY (DEFICIT)
Notes payable		-			275,000
Common Stock - No Par Value;
Convertible notes payable		-			2,454
Authorized: 100,000,000
Total Long-term liabilities		-			277,454
Issued and Outstanding: 21,772,567 and 20,126,500 shares		1,976,595			166,500
TOTAL LIABILITIES		646,784			806,479
Paid in capital		2,885,364			4,000
Accumulated Deficit		(5,534,892	)		(451,264	)
Total stockholders' equity (deficit)		(672,933	)		(280,764	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	133,546		$	35,458

The accompanying notes are an integral part of these financial statements.

F-24

ENGAGE MOBILITY, INC. ~~STATEMENTS OF OPERATIONS Years ended June 30, 2014 and 2013~~

	2014			2013
REVENUE	$	87,185		$	23,234
COST OF SALES		6,500			15,626
GROSS PROFIT		80,685			7,608
OPERATING EXPENSES:
GENERAL AND ADMINISTRATIVE EXPENSES		4,259,153			417,520
TOTAL OPERATING EXPENSES		4,259,153			417,520
OPERATING LOSS		(4,178,468	)		(409,912	)
INTEREST EXPENSE		905,160			9,943
LOSS BEFORE INCOME TAXES		(5,083,628	)		(419,855	)
INCOME TAXES		-			-
NET LOSS	$	(5,083,628	)	$	(419,855	)
Net Loss Per Common Share, basic & diluted	$	(0.24	)	$	(0.02	)
Weighted Average Common Shares Outstanding, basic & diluted		20,836,050			20,126,500

BALANCE SHEETS

June 30, 2015 and 2014

	2015			2014

COMMITMENTS AND CONTINGENCIES		-			-

Stockholders’ (deficit)
Common stock – no par value; authorized: 100,000,000 issued and outstanding: 23,082,567 shares and 21,772,567 shares at June 30, 2015 and 2014, respectively.		2,891,995			1,976,595
Additional paid-in capital		3,091,072			2,885,364
Accumulated (deficit)		(6,603,222	)		(5,534,892	)

TOTAL STOCKHOLDERS’ (DEFICIT)		(620,155	)		(672,933	)

TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT)	$	26,629		$	133,546

The accompanying notes are an integral part of these financial statements.

F-35

ENGAGE MOBILITY, INC. ~~STATEMENT~~STATEMENTS OF ~~STOCKHOLDERS'~~OPERATIONS ~~EQUITY~~For ~~(DEFICIT)~~the ~~Years~~years ended June 30, ~~2014~~2015 and ~~2013~~2014

	COMMON STOCK						PAID-IN			ACCUMULATED
	2015			2014
	SHARES			AMOUNT			CAPITAL			DEFICIT			TOTAL
Revenues	$	32,086		$	87,185
Balance, June 30, 2012		20,126,500		$	166,500		$	4,000		$	(31,409	)	$	139,091
Costs of revenues		-			6,500
Net Loss		-			-			-			(419,855	)		(419,855	)
Gross profit		32,086			80,685
Balance, June 30, 2013		20,126,500			166,500			4,000			(451,264	)		(280,764	)
Operating expenses:
Stock issued for cash		1,343,150			1,275,605			-			-			1,275,605
General and administrative expenses		926,152			4,259,153
Stock issued for services, inducements and interest		47,967			234,490			-			-			234,490
Operating loss		(894,066	)		(4,178,468	)
Stock issued for debt conversion		200,000			200,000						-			200,000
Other (income) and expense
Stock issued for deferred compensation		54,950			100,000			(100,000	)
Loss on disposal of assets		3,909			-
Options and warrants issued for services and interest		-			-			2,807,587			-			2,807,587
Loss on extinguishment of debt		139,230			-
Beneficial conversion feature		-			-			90,444			-			90,444
Interest expense		31,125			905,160
Deferred compensation expense recognized		-			-			83,333			-			83,333
Total other expense		174,264			905,160
Net Loss		-			-			-			(5,083,628	)		(5,083,628	)
Loss before provision for income taxes		(1,068,330	)		(5,083,628	)
Balance, June 30, 2014		21,772,567		$	1,976,595		$	2,885,364		$	(5,534,892	)	$	(672,933	)
PROVISION FOR INCOME TAXES		-			-
NET LOSS	$	(1,068,330	)	$	(5,083,628	)
Net loss per common share, basic & diluted	$	(0.05	)	$	(0.24	)
Weighted average common shares outstanding, basic & diluted		22,068,594			20,836,050

The accompanying notes are an integral part of these financial statements.

F-46

ENGAGE MOBILITY, INC.

STATEMENTS OF STOCKHOLDERS’ (DEFICIT)

For the years ended June 30, 2015 and 2014

	COMMON STOCK				ADDITIONAL PAID-IN			ACCUMULATED
	SHARES		AMOUNT		CAPITAL			DEFICIT			TOTAL

Balance, June 30, 2013		20,126,500	$	166,500	$	4,000		$	(451,264	)	$	(280,764	)

Stock issued for cash		1,343,150		1,275,605		-			-			1,275,605
Stock issued for services, inducements and interest		47,967		234,490		-			-			234,490
Stock issued for debt conversion		200,000		200,000		-			-			200,000
Stock issued for deferred compensation		54,950		100,000		(100,000	)		-			-
Options and warrants issued for services and interest		-		-		2,807,587			-			2,807,587
Beneficial conversion feature		-		-		90,444			-			90,444
Deferred compensation expense recognized		-		-		83,333			-			83,333
Net Loss		-		-		-			(5,083,628	)		(5,083,628	)

Balance, June 30, 2014		21,772,567		1,976,595		2,885,364			(5,534,892	)		(672,933	)

Issuance of common stock for cash		1,100,000		550,000		-			-			550,000
Stock issued for debt conversion		110,000		191,400		(41,722	)		-			149,678
Stock issued for compensations		100,000		174,000		-			-			174,000
Stock based compensation		-		-		247,430			-			247,430
Net Loss		-		-		-			(1,068,330	)		(1,068,330	)

Balance, June 30, 2015		23,082,567	$	2,891,995	$	3,091,072		$	(6,603,222	)	$	(620,155	)

The accompanying notes are an integral part of these financial statements.

F-7

ENGAGE MOBILITY, INC.

STATEMENTS OF CASH FLOWS

~~Years~~For the years ended June 30, ~~2014~~ 2015 and ~~2013~~2014

	2014			2013
	2015			2014
CASH FLOWS FROM OPERATING ACTIVITIES
Cash flows from operating activities:
Net loss	$	(51,~~083~~068,~~628~~330	)	$	(~~419~~5,~~855~~083,628	)
Depreciation and amortization of property and equipment and intangibles		31,828			1,443
Adjustment to reconcile net loss to net cash used in operating activities:
Non-cash interest expense resulting from beneficial conversion feature		42,898			—
Loss on disposal of assets		3,909			-
Common stock, options and warrants issued for services, interest and inducements		3,125,410			—
Loss on debt extinguishment		139,230			-
Changes in assets and liabilities:
Provision for doubtful accounts		475			-
Accounts receivable		7,850			(8,500	)
Depreciation and amortization		53,352			31,828
Prepaid expenses		(32,805	)		2,500
Non-cash interest expense		7,994			42,898
Accounts payable and accrued expenses		37,085			19,940
Common stock, options and warrants issued for services, interest and inducements		421,430			3,125,410
Other current liabilities		470,000			—
Changes in operating assets and liabilities:
Total adjustments to net income		3,682,266			15,383
Decrease in accounts receivable		175			7,850
Net cash (used in) operating activities		(1,401,362	))		(404,472	)
Decrease (increase) in prepaid expenses		32,805			(32,805	)
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in accrued expenses		20,663			37,085
Acquisition of intangibles		(74,963	)		(24,000	)
Net cash used in operating activities		(388,297	)		(1,871,362	)
Purchase of property and equipment		(13,797	)		(4,401	)
Cash flows from investing activities:
Net cash (used in) investing activities		(88,760	)		(28,401	)
Disposition of intangible asset		-			(74,963	)
CASH FLOWS FROM FINANCING ACTIVITIES
Disposition of property and equipment		-			(13,797	)
Due to bank		(14,282	)		14,282
Net cash (used in) investing activities		-			(88,760	)
Notes payable		180,000			265,000
Cash flows from financing activities:
Convertible notes payable		250,000			—
Advances from related parties		92,096			470,000
Notes payable – repayment		(185,000	)		—
Cash overdraft		-			(14,282	)
Common shares issued for cash, net		1,275,605			—
Proceeds of note payable		181,000			180,000
Net cash provided by financing activities		1,506,323			279,282
Proceeds of convertible note payable		-			250,000
Net increase (decrease) in cash		16,201			(153,591	)
Repayment of note payable		(451,000	)		(185,000	)
Cash - beginning balance		—			153,591
Net proceeds from issuance of common stock		550,000			1,275,605
CASH ENDING BALANCE	$	16,201		$	—
Net cash provided by financing activities		372,096			1,976,323
Cash paid for:
Net change in cash		(16,201	)		16,201
Interest	$	—		$	9,943
Cash – beginning balance		16,201			-
Income taxes	$	—		$	—
Cash – ending balance	$	-		$	16,201
Non-cash investing and financing activities:
Conversion of note payable to common stock	$	200,000		$	—
Beneficial conversion feature on note payable	$	90,444		$	—

The accompanying notes are an integral part of these financial statements.

F-58

ENGAGE MOBILITY, INC.

STATEMENTS OF CASH FLOWS

For the Years ended June 30, 2015 and 2014

	2015		2014

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid for interest	$	20,993	$	-

Cash paid for income taxes	$	-	$	-

Non-cash investing and financing activities:

Conversion of note payable to common stock	$	-	$	200,000

Stock issued for debt extinguishment	$	191,400	$	-

Beneficial conversion feature on note payable	$	-	$	90,444

The accompanying notes are an integral part of these financial statements.

F-9

ENGAGE MOBILITY, INC.

NOTES TO FINANCIAL STATEMENTS

June 30, ~~2014~~2015 and ~~2013~~2014

NOTE 1

NATURE OF OPERATIONS

Engage Mobility, Inc. (the “Company”) was incorporated on December 28, 2011 under the laws of the State of Florida as MarketKast Incorporated. On March 22, 2013, the Company changed its name to Engage Mobility, Inc. The Company ~~functions~~functioned as a provider of mobile marketing services, online and mobile video production, distribution, syndication and marketing services for business owners.

~~The~~On April 9, 2015, a Stock Purchase Agreement (“Stock Purchase Agreement”) was entered into by and among Engage International Technology Co. Ltd. (“Engage International”), James S. Byrd, Jr. (“Byrd”) and Douglas S. Hackett (“Hackett”) (collectively, the “Sellers”) who were the principal stockholders of the Company, ~~has~~pursuant ~~adopted~~to ~~its~~which ~~fiscal~~Engage ~~year~~International ~~end~~acquired from the Sellers a total of 16,462,505 shares of the Company’s common stock, representing 75.61% of the Company’s issued and outstanding shares on that date. Pursuant to bethe ~~June~~Stock 30Purchase Agreement, a change in control of the Company has occurred.

NOTE 2

SUMMARY OF ACCOUNTING POLICIES

Basis of Accounting Presentation

The Company’s financial statements are ~~have been~~ prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

~~Cash Equivalents~~Reclassification

Certain prior year amounts have been reclassified to conform to the current year presentation. These reclassifications had no effect on the accompanying statements of operations and cash flows.

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. Bank overdrafts are presented in the financial statements under the caption “Due to Bank”.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates. Significant estimates include the valuation of ~~stock~~options ~~based~~and warrants issued for services and compensation and deferred income taxes.

Revenue Recognition

In general, the Company records revenue when persuasive evidence of an arrangement exists, services have been rendered or product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured. ~~Revenue~~The isfollowing ~~recognized~~reflects atspecific ~~the~~criteria ~~time the product~~for ~~is delivered or~~ the ~~service~~various isrevenues ~~performed.~~streams ~~Where the Company has entered into a revenue sharing agreement with a third party, the Company will record its’ proportionate share~~ of the ~~revenue.~~Company:

~~Deferred revenue~~Revenue ~~is recorded~~ for ~~amounts~~services ~~received~~is inrecognized ~~advance of~~ at the time atthe ~~which~~ services are ~~performed and included in revenue at the completion of the related services~~rendered.

Where the Company has entered into a revenue sharing agreement with a third party, the Company records their proportionate share of the revenue.

The Company’s revenues are principally from video distribution and advertising fees via the platform.

F-10

NOTE 2

SUMMARY OF ACCOUNTING POLICIES (continued)

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are reported at their outstanding unpaid principal balances reduced by an allowance for doubtful accounts. The Company estimates doubtful accounts based on historical bad debts, factors related to specific customers'’ ability to pay and current economic trends. The Company writes off accounts receivable against the allowance when a balance is determined to be uncollectible.

~~F-6~~Property, Plant and Equipment

Property, plant and equipment are recorded at cost, less accumulated depreciation. Cost includes the price paid to acquire or construct the asset, including capitalized interest during the construction period, and any expenditures that substantially increase the assets value or extends the useful life of an existing asset. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Major repairs and betterments that significantly extend original useful lives or improve productivity are capitalized and depreciated over the periods benefited. Maintenance and repairs are generally expensed as incurred.

The estimated useful lives for property, plant and equipment categories are as follows:

Machinery and equipment	1-2 years
Furniture and fixture	2 years

Intangible Assets and Long Lived Assets

The Company ~~makes~~ reviews for ~~the~~ impairment of its long-lived assets and certain identifiable ~~intangibles~~intangible assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. The Company’s finite lived intangibles, comprised of patents, a mobile platform, and web and domain assets, are being amortized over a period of three years.

During January 2013 the Company entered into a licensing and development agreement with a third party to develop and integrate a mobile communication platform for a fee aggregating $48,000 In addition to the development fee the Company will pay a monthly license fee based on the number of users. Amortization for the intangible asset began in February 2014.

In November 2013 the Company entered into an agreement to build a mobile platform for a fee of $50,000. The platform was completed during the year and the Company began amortizing the platform in January 2014.

In addition, the Company developed a website at a cost of $963.

Intangible assets consisted of the following:

		2014			2013
Cost basis	$	98,963		$	24,000
Accumulated amortization		(24,700	)		-
	$	74,263		$	24,000

Property and Equipment

Depreciation of office and production equipment is provided for by the straight-line method over the estimated useful lives of the related assets. Equipment is currently being depreciated over a period of 5 years.

Property and Equipment consist of the following:

Equipment and furniture	$	16,755		$	2,958
Accumulated depreciation		(7,128	)		-
	$	9,627		$	2,958

Fair value of financial instruments

The Company’s short-term financial instruments consist of cash, accounts receivable, accounts payable and accrued expenses, and other current liabilities. The carrying amounts of these financial instruments approximate fair value because of their short-term maturities. The Company does not hold or issue financial instruments for trading purposes nor does it hold or issue interest rate or leveraged derivative financial instruments. The carrying value of the Company’s long-term debt approximates fair value based on the terms and conditions at which the Company could obtain similar financing.

Income Taxes

~~Deferred~~In accordance with FASB ASC 740, “Income Taxes” (“ASC 740”), deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. The Company has recorded a valuation allowance against its deferred tax assets based on the history of losses incurred.

ASC 740 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC 740, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position would be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. ASC 740 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. As of June 30, 2015 and 2014, the Company does not have a liability for any unrecognized tax benefits.

All tax periods from inception remain open to examination by taxing authorities.

F-11

NOTE 2

SUMMARY OF ACCOUNTING POLICIES (continued)

Stock-Based Compensation

~~Net~~Basic ~~Income~~and ~~(Loss)~~Diluted Earnings Per ~~Common~~ Share

Basic earnings (loss) per share are calculated by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares and dilutive common stock equivalents outstanding. During periods in which the Company incurs losses, common stock equivalents, if any, are not considered, as their effect would be anti-dilutive.

~~Recent Pronouncements~~NOTE 3 RECENTLY ISSUED ACCOUNTING STANDARDS

In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. The amendment in this ASU defers ~~Company~~the ~~has~~effective ~~elected~~date toof ~~early~~ASU ~~adopt~~No. 2014-09 for all entities for one year. Public business entities, certain not-for-profit entities, and certain employee benefit plans should apply the ~~FASB~~guidance ~~Codification~~in ~~topic~~ASU ~~915~~2014-09 ~~Development~~to ~~Stage~~annual ~~Entities~~reporting periods beginning December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 31, 2016, including interim reporting periods with that reporting period. This accounting standard update is not expected to have a material impact on the Company’s financial statements.

FIn April 2015, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update No. 2015-705, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, or ASU 2015-05. This amendment provides guidance to help entities determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. Upon adoption, an entity has the option to apply the provisions of ASU 2015-05 either prospectively to all arrangements entered into or materially modified, or retrospectively. We will evaluate the effects, if any, the adoption of ASU 2015-05 will have upon our consolidated financial position, results of operations or cash flows. This accounting standard update is not expected to have a material impact on the Company’s financial statements.

In November 2014, the FASB issued ASU 2014-17, Business Combinations (Topic 805): Pushdown Accounting. The amendments in this Update apply to the separate financial ~~Company~~statements ~~does~~of ~~not~~an ~~believe~~acquired entity and its subsidiaries that ~~other~~are ~~recently~~a ~~issued~~business or nonprofit activity (either public or nonpublic) upon the occurrence of an event in which an acquirer (an individual or an entity) obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting ~~pronouncements~~in the reporting period in which the change-in-control event occurs. If pushdown accounting is not applied in the reporting period in which the change-in-control event occurs, an acquired entity will have the option to elect to apply pushdown accounting in a subsequent reporting period to the acquired entity’s most recent change-in-control event. The amendments in this Update are effective on November 18, 2014. After the effective date, an acquired entity can make an election to apply the guidance to future change-in-control events or to its most recent change-in-control event. This Update is not expected to have a significant impact on the Company’s financial statements. This accounting standard update is not expected to have a material impact on ~~its~~the Company’s financial statements.

~~NOTE~~In 3August ~~GOING~~2014, ~~CONCERN~~the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. For all entities, the ASU is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted. The Company is currently assessing the potential impact, if any, the adoption of ASU 2014-15 may have on its condensed consolidated financial statements. This accounting standard update is not expected to have a material impact on the Company’s financial statements.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has an accumulated deficit of $5,534,892 and a working capital deficit of $479,369 at June 30, 2014. These conditions raise substantial doubt about its ability to continue as a going concern.F-12

~~While~~NOTE ~~the~~3 ~~Company~~RECENTLY isISSUED ~~attempting~~ACCOUNTING toSTANDARDS execute its strategy, the Company’s cash position may not be sufficient to support the Company’s daily operations without significant financing. While the Company believes in the viability of its strategy to produce sales volume and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenues to meet its obligations. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. (continued)

~~NOTE~~In 4June ~~ACCOUNTS~~2014, ~~PAYABLE~~FASB ~~AND~~issued ~~OTHER~~ASU ~~LIABILITIES~~No. 2014-12, “Compensation – Stock Compensation (Topic 718); Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period”. The amendments in this ASU apply to all reporting entities that grant their employees share-based payments in which the terms of the award provide that a performance target that affects vesting could be achieved after the requisite service period. The amendments require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718 as it relates to awards with performance conditions that affect vesting to account for such awards. For all entities, the amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. This accounting standard update is not expected to have a material impact on the Company’s financial statements.

~~Accounts payable~~In ~~and~~May ~~accrued~~2014, ~~expenses~~the ~~consist~~FASB ofissued ~~accruals~~ASU 2014-09, Revenue from ~~normal~~Contracts ~~operations~~with ofCustomers ~~the~~(a ~~business~~new revenue recognition standard). As The Update’s core principle is that a company will recognize revenue to depict the transfer of ~~June~~goods ~~30,~~or ~~2014~~services ~~and~~to ~~2013~~customers in an amount that reflects the consideration to which the ~~balances~~entity ~~are~~expects ~~$59~~to be entitled in exchange for those goods or services. In addition,~~025~~ this update specifies the accounting for certain costs to obtain or fulfill a contract with a customer and ~~$21~~expands disclosure requirements for revenue recognition. This Update is effective for annual reporting periods beginning after December 15,~~940~~ 2016, including interim periods within that reporting period. The Company is evaluating the effect of adopting this new accounting Update. This accounting standard update is not expected to have a material impact on the Company’s financial statements.

~~Other current~~In ~~liabilities~~April ~~consist~~2014, ofthe anFASB ~~aggregate~~issued ASU 2014-08, Presentation of ~~$470~~Financial Statements (Topic 205) and Property,~~000~~ ~~received~~Plant and Equipment (Topic 360). ASU 2014- 08 amends the requirements for reporting discontinued operations and requires additional disclosures about discontinued operations. Under the ~~development~~new ofguidance, only disposals representing a ~~mobile~~strategic ~~platform~~shift ~~from~~in operations or that have a major effect on the ~~Joint~~Company’s ~~Venture~~operations and financial ~~described~~results inshould ~~Note~~be 12presented as discontinued operations. This new accounting guidance is effective for annual periods beginning after December 15, 2014. This accounting standard update did not have a material impact on the Company’s financial statements.

NOTE 54 ~~NOTES~~GOING ~~PAYABLE~~CONCERN

~~Through~~The accompanying financial statements ~~June~~have ~~30,~~been ~~2013,~~prepared assuming that the Company ~~borrowed~~will ancontinue ~~aggregate~~as ofa ~~$280~~going concern,~~000~~ ~~pursuant~~which tocontemplates ~~non-convertible~~continuity ~~promissory~~of ~~notes~~operations, ~~bearing~~realization of ~~interest~~assets, ~~at 10%~~and ~~per~~liquidation ~~annum.~~of ~~During~~liabilities in the ~~year~~normal ~~ended~~course ~~June~~of ~~30,~~business. As ~~2014~~reflected in the accompanying financial statements, the Company ~~borrowed~~has an ~~additional~~accumulated deficit of approximately $~~180~~6,600,000 ~~pursuant~~and toa ~~non-convertible~~working ~~promissory~~capital deficit of approximately $647,000 ~~notes~~at ~~with~~June ~~similar~~30, ~~terms~~2015. In addition, the Company ~~repaid~~continues ~~$185,000~~to ofgenerate ~~the~~operating ~~previously~~losses ~~issued~~and ~~notes.~~negative ~~Interest~~cash isflows ~~payable~~from ~~monthly~~operations. Management ~~and~~believes ~~the~~these ~~principal,~~factors ~~together~~raise ~~with~~substantial ~~any~~doubt ~~unpaid~~about ~~interest,~~the isCompany’s ~~due~~ability 48to ~~months~~continue ~~from~~as ~~the~~a ~~dates~~going ~~of the notes~~concern.

While management is attempting to execute its strategy, the Company does not have the cash to support the Company’s daily operations and requires significant additional debt or equity financing. While the Company believes in the viability of its strategy to increase sales volume and in its ability to raise additional funds, there can be no assurances to that effect. The ~~notes~~ability ~~are~~of ~~due~~the Company to continue as ~~follows:~~a going concern is dependent upon the Company’s ability to obtain additional debt or equity financing, further implement its business plan and generate sufficient revenues to meet its obligations. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Year Ended June 30, 2017	$	205,000
Year Ended June 30, 2018		70,000
	$	275,000

During the next 12 months, the Company:

~~NOTE~~- 6Anticipates ~~CONVERTIBLE~~to ~~NOTES~~raise ~~PAYABLE~~additional funds through debt or equity financing.

~~During July~~- ~~2013,~~Intends ~~the Company issued $250,000 of 10% convertible promissory notes~~ to ~~certain~~work ~~private~~together ~~investors.~~with ~~The~~its ~~convertible~~China ~~notes mature~~affiliate, ~~after~~under ~~three~~common ~~years~~control, atto ~~which~~further ~~time~~develop ~~all outstanding principal and accrued interest is due. The notes were convertible by~~ the ~~investors~~ ~~into the~~ Company'’s ~~current~~platform ~~registered offering on Form S-1 with $200,000 being convertible into the offering at a 20% discount to the offering price of $1.60 per share, or $1.28 per share,~~ and ~~$50,000~~introduce ~~being~~it ~~convertible at a 50% discount~~ to the ~~offering~~ ~~price,~~Chinese ~~or $0~~market.80 ~~per~~As ~~share. In addition to~~ the ~~interest~~platform ~~due~~matures, the Company ~~issued~~plans ~~125,000 warrants~~ to ~~the~~reintroduce ~~lenders~~it atinto ~~an exercise price of 125% of~~ the ~~share price of the proposed offering or $2~~U.~~00 per share (see Note 8)~~S. ~~These~~and ~~convertible~~other ~~notes are secured by all of the Company’s assets~~markets.

~~In addition, the Company recognized a beneficial conversion feature related to the convertible notes of $90,444, calculated using a binomial model which was credited to additional paid~~F-~~in capital. Interest on the notes is being recognized using the effective yield method over the three year life of the notes.~~13

~~F-8~~NOTE 5 PROPERTY, PLANT AND EQUIPMENT

~~During February~~Property ~~2014~~and ~~the~~Equipment ~~holder~~consist of the ~~$200,000 convertible note agreed to convert the note into 200,000 shares of the Company’s~~ common stock (see Note 7). This note holder also purchased an additional 100,000 shares of the Company’s common stock for $100,000 in cash. The Company also granted the note holder an option to purchase 200,000 common shares at $1.50 per share and 200,000 shares at $2.00 per share for a three year period (see Note 8).following:

Convertible notes payable consist of the following at June 30, 2014:

	June 30,
	2015		2014

Equipment and furniture	$	-	$	16,755
Accumulated depreciation		-		(7,128	)

	$	-	$	9,627

Notes payable	$	50,000
Beneficial conversion feature and unamortized warrants		(47,546	)
	$	2,454

Depreciation expense for the year ended June 30, 2015 and 2014 was $ 6,681 and $7,128, respectively. During the fourth quarter of 2015, the Company disposed of all its property and equipment and recognized a loss on disposal of $3,909.

~~Charges to~~NOTE ~~interest~~6 ~~expense~~INTANGIBLE ~~related to amortization of the cost of the warrants and beneficial conversion feature during the year ended June 30, 2014, were $202,454.~~ASSETS

~~NOTE~~Intangible 7assets ~~STOCKHOLDERS’~~consisted ~~EQUITY~~of the following:

	June 30,
	2015			2014

Mobile platform	$	98,000		$	98,000
Patents		1,000			-
Web and domain		-			963

Total intangible assets		99,000			98,963
Less: accumulated amortization		(72,371	)		(24,700	)

	$	26,629		$	74,263

Amortization expense for the year ended June 30, 2015 and 2014 was $46,671 and $24,700, respectively. Future estimated amortization expense is $26,629 for the year ended June 30, 2016.

NOTE 7

RELATED PARTY TRANSACTIONS

The Company received advances from the following related parties, under common control, to supplement the Company’s working capital.

	June 30,
	2015		2014

Shenzhen Engage Mobile Technology Co., Limited	$	470,000	$	470,000
Shenzhen Datang Engage Telecom Co., Limited		92,096		-

	$	562,096	$	470,000

Shenzhen Engage Mobile Technology Co., Limited became a related party after Engage International Technology Co., Ltd. purchased 75.61% of the Company’s common stock from two stockholders of the Company on April 9, 2015. The advance is payable on demand and non-interest bearing.

F-14

NOTE 8

NOTES PAYABLE

As of June 30, 2014, the Company had borrowed funds pursuant to non-convertible promissory notes of $275,000, bearing interest at 10% per annum. Interest was payable monthly and the principal, together with any unpaid interest, was to be repaid 48 months from the dates of the notes. Total interest accrued on the outstanding note was approximately $21,000 for the year ended. The Company repaid the outstanding balance of the note along with interest on April 9, 2015.

During the nine months ended March 31, 2015, the Company borrowed $181,000 pursuant to promissory notes from its two major stockholders of the Company at that time. The notes were fully repaid in April 2015.

NOTE 9

CONVERTIBLE NOTES PAYABLE

During July 2013, the Company issued $250,000 of 10% convertible promissory notes to private investors. The convertible notes were to mature in three years, at which time all outstanding principal and accrued interest was to be paid. The notes were convertible by the investors into the Company’s common stock based upon the price in a proposed registered offering on Form S-1 with $200,000 being convertible at a 20% discount to the offering price of $1.60 per share, or $1.28 per share, and $50,000 being convertible at a 50% discount to the offering price, or $0.80 per share. In addition to the interest due, the Company issued 125,000 warrants to the lenders at an exercise price of 125% of the share price of the offering or $2.00 per share (see Note 7).

During February 2014 the holder of the $200,000 convertible note agreed to convert the note into 200,000 shares of the Company’s common stock. This note holder also purchased an additional 100,000 shares of the Company’s common stock for $100,000 in cash. The Company also granted the note holder warrants to purchase 200,000 common shares at $1.50 per share and 200,000 shares at $2.00 per share for a three year period. On April 6, 2015, the holder of the $50,000 convertible note agreed to convert the note and its interest into the 110,000 shares of the Company’s common stock (See Note 11). The loss on extinguishment of the above debt was $139,230 and there was $41,722 decrease to additional paid-in capital for the value allocated to the beneficial conversion feature of the debt.

NOTE 10

COMMITMENTS AND CONTINGENCY

Lease

On June 1, 2014, the Company entered into a three-year lease agreement with an unrelated third party.

Rent expense for the year ended June 30, 2015 and 2014 was $42,964 and $34,193, respectively. Pursuant to a termination agreement dated May 6, 2015 between the Company and the landlord, the lease has been terminated.

Legal Status

The Company was involved in one legal proceeding, a breach of contract lawsuit against IRTH Communications, LLC. On May 24, 2014, the Company filed a lawsuit in Orange County, FL (case # 2014-CA-00-2626-O), against IRTH for breach of a contract to provide investor relations services to them. In that lawsuit the Company sought return of $110,000 of monies paid to IRTH, and the cancellation of 54,950 shares of stock issued to IRTH. IRTH subsequently sued the Company for breach of contract, seeking damages and also to have their shares cleared for trading. On December 10, 2014, both parties entered into a settlement agreement to settle and dismiss the suit. As part of the settlement, the Company reissued 54,950 shares to IRTH, which IRTH agreed not to sell, hypothecate, pledge or otherwise transfer any of the stock until after December 15, 2015.

The Company is currently not involved in any legal proceedings.

F-15

NOTE 11

STOCKHOLDERS’ (DEFICIT)

Equity

Common Stock includes 100,000,000 shares authorized at no par value.

2014

During the year ended June 30, 2014, the Company issued common shares as follows:

~~The~~ On July 31, 2013, the Company’s registration ~~issued~~statement on Form S-1 became effective. The Company offered for sale a maximum of 6,~~343~~250,~~150~~000 shares of its no par value common stock ~~for~~at ~~cash~~a price of $1~~,275,605~~.60 per share.

~~On July 31, 2013, the Company’s registration statement on Form S-1 became effective.~~ The Company isissued ~~offering for sale a maximum of 6~~1,~~250~~343,~~000~~150 shares of ~~its no par value~~ common stock atfor acash ~~price~~ of $1~~.60 per share. As of June 30~~, ~~2014~~275,605, among which 312,500 shares had been sold pursuant to the offering ~~for cash of $500,000~~. ~~These shares are included in the shares issued for cash described above.~~

The Company issued 47,967 shares of common stock for services, inducements and interest. These shares were valued at the trading price of the Company’s common shares on the date it was agreed the shares would be issued of $234,490 which has been charged to operations during the period.

The Company issued 200,000 shares of common stock for the conversion of a $200,000 note ~~(see Note 6)~~. The fair value of the shares in excess of the note of $84,000 has been charged to operations during the period.

The Company issued 54,950 common shares for services to be performed over a one year period, which were valued at their estimated fair value of $100,000 based on the trading price of the Company’s common shares. The value of these shares has been recorded as deferred compensation as a reduction of paid in capital and is being amortized over the one year period during which the related services will be received. At June 30, 2014, $83,333 of deferred compensation has been charged to operations.

~~NOTE 8 STOCK OPTIONS AND WARRANTS~~2015

~~Two employees~~On ~~were~~April ~~granted~~6, ~~an aggregate of 614~~2015,~~000~~ ~~five~~the ~~year~~Company ~~options~~issued ~~(see Note 10) which vested immediately as to 114~~110,000 ~~options~~ ~~and~~shares asof tocommon ~~125,000~~stock ~~options~~pursuant ~~per~~to ~~year over~~ the ~~next~~conversion 4of ~~years.~~a ~~The options are exercisable at~~ $2.50 ~~per share for 114~~,000 ~~options, $3.00~~note ~~per~~issued ~~share~~by ~~for~~the ~~125~~Company,~~000~~ ~~options, $3.50 per share for 125,000 options, $3.75 for 125,000 options~~ and ~~$4.00 for 125~~100,000 ~~options. The~~shares ~~aggregate grant date fair value~~ of ~~the~~common ~~options~~stock ~~was $1,415,710 of which $413,398 has been charged~~ to ~~operations during the~~ ~~year~~a ~~ended~~consultant ~~June~~in ~~30,~~consideration ~~2014.~~for ~~The~~his ~~balance of the fair value of the options will be charged to operations over the vesting period~~service. ~~The options were valued using the Binomial option pricing model with the following assumptions:~~

~~Volatility~~On April 9, 2015, the Company completed a Subscription ~~154%~~Agreement -with ~~Dividend~~Engage ~~rate~~International 0%Technology -Co. ~~Interest~~Ltd. ~~rate~~pursuant to which Engage International purchased 1,100,000 shares of the Company’s restricted common stock, at the price of $0.~~36%~~50 -per 1share for a total purchase price of $550,000.~~66%~~ -The ~~Term~~price 5was based ~~years~~on the market price of the Company’s stock prior to April 9, 2015 when the agreement was being negotiated. The issuance of the shares was in reliance upon the exemptions from securities registration afforded by Regulation S promulgated under Regulations of the Securities Act of 1933, as amended. The sole purpose and objective of the sale was to use the proceeds received to pay off certain outstanding debts, loans, obligations and liabilities of the Company.

F-916

~~A summary~~NOTE of11 ~~the~~STOCKHOLDERS’ ~~status~~(DEFICIT) ~~of the stock options granted to employees and others as of June 30, 2014 is as follows:~~(continued)

			Weighted
	Number		Average
	of		Exercise
	Options		Price
Options outstanding at beginning of year		—	$	—
Changes during the year:
Granted		614,000	$	3.37
Cancelled/exercised		—
Options outstanding at end of year		614,000	$	3.37
Options exercisable at end of year		114,000	$	2.50
Weighted average fair value of options granted during the year			$	3.37

Stock Options and Warrants

~~Costs~~During ~~incurred~~the ~~with~~year ~~respect~~ended June 30, 2014, totwo ~~stock~~employees ~~based~~were ~~compensation~~granted ~~related~~an aggregate of 614,000 five year options which vested immediately as to 114,000 options ~~for~~and 125,000 options each year over the next 4 years. ~~ended~~The ~~June~~options 30were exercisable at $2.50 per share for 114,000 ~~2014~~options, ~~was~~$3.00 per share for 125,000 options, $~~413~~3.50 per share for 125,~~398~~000 options, $3.75 ~~Unrecognized~~for ~~cost~~125,000 asoptions ofand ~~June~~$4.00 30for 125,000 options. The aggregate grant ~~2014~~date fair value of the options was approximately $1,~~002~~415,~~312~~710, of which ~~amount~~$225,719 isand ~~expected~~$413,398 had been charged to beoperations ~~recognized~~during the ~~over~~year ~~approximately~~ended 54June ~~months~~30, 2015 and 2014, respectively. As of June 30, 2015 and 2014, respectively, the aggregate intrinsic value of all stock options outstanding and expected to vest was approximately $0 and the aggregate intrinsic value of currently exercisable stock options was approximately $0. The intrinsic value of each option share is the difference between the fair market value of our common stock and the exercise price of such option share to the extent it is “in-the-money”. Aggregate intrinsic value represents the value that would have been received by the holders of in-the-money options had they exercised their options on the last trading day of the year and sold the underlying shares at the closing stock price on such day. The intrinsic ~~value~~ value calculation is based on the assumed market value of our common stock on June 30, 2015 and 2014, at $0.5 and $2.01 per share. The total number of in-the-money options outstanding and exercisable as of June 30, 2015 and 2014, was 0. The fair value of the options charged to operations during the year ended June 30, 2015 was $247,430. These two employees left the Company in April 2015 and the remaining unvested options were cancelled. The options were valued using a binomial option pricing model with the following assumptions:

~~The following~~Volatility ~~table~~154% ~~presents~~- ~~summary~~Dividend ~~information~~rate ~~concerning~~0% ~~the~~- Interest ~~options~~rate ~~outstanding~~1.36%-1.66% as- ofTerm ~~June~~5 ~~30, 2014:~~years

Exercise prices

Number Outstanding

Number Exercisable

Weighted Average Remaining Contractual Life (Years)

$ 2.50 – 4.00

614,000

114,000

4.50

A summary of the status of the stock options granted to employees and others as of June 30, 2015 and 2014 are as follows:

Stock Warrants

	June 30,
	2015						2014
	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)		Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)

Options outstanding at beginning of year		614,000	$	3.37		4.37		-	$	-		-
Changes:
Granted		-		-		-		614,000		3.37		-
Exercised		-		-		-		-		-		-
Forfeited		-		-		-		-		-		-
Cancelled		406,250		3.69		-		-		-		-

Options outstanding at end of year		207,750		2.73		3.42		614,000		3.37		4.37

Options exercisable at end of year		207,750	$	2.73		3.42		114,000	$	2.50		0.83

In conjunction with the issuance of the convertible notes described in Note 6, the Company issued 125,000 warrants exercisable at $2.00 per share that expire after three years. The aggregate fair value of the warrants was $157,584, using a binomial option pricing model and the following assumptions:F-17

~~F-10~~NOTE 11 STOCKHOLDERS’ (DEFICIT) (continued)

~~Volatility 154%~~Stock -Options ~~Dividend~~and ~~rate~~Warrants ~~0% - Interest rate 0.77% - Term 3 years~~(continued)

~~In conjunction~~Stock ~~with the conversion of the $200,000 note described in note 6 the Company issued an aggregate of 400,000 three year~~ warrants ~~exercisable~~outstanding ~~200,000 warrants~~ at ~~$1.50 per share and 200,000 warrants at $2.00 per share. The aggregate grant date fair value of the warrants was $580,600 and has been charged to operations during the year ended~~ June 30, ~~2014.~~2015 ~~The~~are ~~warrants~~as ~~were valued using the Binomial option pricing model with the following assumptions~~follows:

Volatility 108% - Dividend rate 0% - Interest rate 0.86% - 1.66% - Term 3 years

	Number of Shares		Weighted Average Remaining Contractual Life (Years)

Warrants outstanding at June 30, 2014		1,525,000		0.60
Changes:
Granted		-		-
Exercised		-		-
Forfeited		-		-
Cancelled		1,000,000		-

Warrants outstanding at June 30, 2015		525,000		1.48

Warrants exercisable at June 30, 2015		525,000		1.48

~~The Company~~Stock ~~issued~~warrants aoutstanding ~~1,000,000 five year warrant exercisable~~ at ~~$1.00 per share for services. The aggregate grant date fair value of the warrant was $1,572,005 and has been charged to operations during the year ended~~ June 30, ~~2014.~~2015 ~~The~~were ~~warrant~~as ~~was valued using the Binomial option pricing model with the following assumptions~~follows:

Volatility 108% - Dividend rate 0% - Interest rate 0.86% - 1.66% - Term 3 years

Date Issued	Expiration Date	Exercise Price		Number of Warrants
July 2013	July 2016	$	2.00		125,000
February 2014	February 2017	$	1.50		200,000
February 2014	February 2017	$	2.00		200,000

~~The~~On April 9, 2015, in anticipation of ~~total~~and ~~fair~~in ~~value~~connection with the share purchase by Engage International, the holder of ~~all~~a ~~warrants~~warrant ~~issued~~to ~~was~~purchase $21,~~310~~000,~~189~~000 shares of common stock at an exercise price of $1.00, agreed to its cancellation for no consideration.

~~Stock warrants outstanding at June 30, 2014 are as follows:~~F-18

Date Issued	Expiration Date	Exercise Price		Number of Warrants
July 2013	July 2016	$	2.00		125,000
February 2014	February 2019	$	1.00		1,000,000
February 2014	February 2017	$	1.50		200,000
February 2014	February 2017	$	2.00		200,000

NOTE 12

INCOME TAXES

~~NOTE~~No 9provision ~~INCOME~~was ~~TAXES~~made for federal income taxes since the Company has significant net operating losses. At June 30, 2015, the Company had operating loss carryforwards of approximately $3,000,000. The net operating loss carry-forwards may be used to reduce taxable income through the year 2035. The principal difference between the net operating loss for book purposes and income tax purposes results from non-cash charges to operations related to stock options and warrants and common shares issued for services that are not currently deductible for income tax purposes. The availability of the Company’s net operating loss carry-forwards are subject to significant limitation since there was more than 50% positive change in the ownership of the Company’s stock.

NoDeferred ~~provision~~income ~~was~~taxes ~~made~~reflect ~~for~~the ~~federal income~~net tax ~~since~~effects ~~the~~of ~~Company~~temporary ~~has~~differences ~~significant~~between ~~net operating losses. At June 30, 2014 ,~~ the ~~Company~~carrying ~~had~~amounts ~~operating loss carryforwards~~ of ~~approximately~~ ~~$1,400,000~~assets .and ~~The~~liabilities ~~net~~for ~~operating~~financial ~~loss~~statement ~~carry-forwards~~purposes ~~may be used to reduce taxable income through the year 2034. The~~and ~~principal difference between~~ the ~~net~~amounts ~~operating~~used ~~loss~~ for ~~book purposes and~~ income tax purposes ~~results from non-cash charges to operations related to stock options and warrants and common shares issued for services that are not currently deductible for income tax purposes~~. ~~The~~Significant ~~availability~~components of the Company’s ~~net~~deferred ~~operating~~tax ~~loss~~liabilities ~~carry-forwards~~and ~~are~~assets ~~subject to limitation if there is a~~as ~~50%~~of orJune ~~more~~30, ~~positive~~2014 ~~change~~and in2015, ~~the~~are ~~ownership~~as ~~of the Company’s stock.~~follows:

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial statement purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax liabilities and assets as of June 30, 2013 and 2014, are as follows:

	June 30,
	2015			2014
Deferred tax assets:
Federal net operating loss	$	979,000		$	457,000
State net operating loss		145,000			67,000

Total deferred tax assets		1,124,000			524,000
Less: valuation allowance		(1,124,000	)		(524,000	)

	$	-		$	-

2013: Deferred tax assets:
Federal net operating loss	$	142,000
State net operating loss		21,000
Total deferred tax assets		163,000
Less valuation allowance		(163,000	)
	$	--

F-19

2014: Deferred tax assets:
Federal net operating loss	$	457,000
State net operating loss		67,000
Total deferred tax assets		524,000
Less valuation allowance		(524,000	)
	$	--

NOTE 12

INCOME TAXES (continued)

FThe Company has provided a 100% valuation allowance on the deferred tax assets at June 30, 2015 and 2014, to reduce such assets to zero, since there are significant limitations on the utilization of the Company’s net operating loss carry-11forwards and there is no assurance that the Company will generate future taxable income to utilize such assets. Management reviews this valuation allowance requirement periodically and makes adjustments as warranted. The valuation allowance increased $600,000 and $361,000.

The ~~Company~~reconciliation ~~has~~of ~~provided a 100% valuation allowance on~~ the ~~deferred~~effective income tax ~~assets~~rate ~~at June 30, 2014 and 2013,~~ to ~~reduce~~the federal ~~such~~statutory ~~asset~~rate tofor ~~zero, since there is no assurance that~~ the ~~Company~~years ~~will~~ended ~~generate~~June ~~future~~30, ~~taxable~~2015 ~~income to utilize such assets. Management reviews this valuation allowance requirement periodically~~ and ~~makes~~2014 ~~adjustments~~is as ~~warranted.~~follows:

The reconciliation of the effective income tax rate to the federal statutory rate for the periods ended June 30, 2014 and 2013 is as follows:

	June 30,
	2015			2014

Federal income tax rate		(34.0	)%		(34.0	)%
State tax, net of federal benefit		(5.0	)		(5.0	)
Increase in valuation allowance		39.0			39.0

Effective income tax rate		0.0	%		0.0	%

Federal income tax rate	(34.0	)%
State tax, net of federal benefit	(5.0	)
Increase in valuation allowance	39.0
Effective income tax rate	-	%

NOTE 13

CONCENTRATION OF CREDIT RISK

~~NOTE~~For 10the ~~COMMITMENTS~~year ~~AND~~ended ~~CONTINGENCIES~~June 30, 2015, three customers accounted for approximately 89% of sales. For the year ended June 30, 2014, another three customers accounted for approximately 89% of sales.

During the period ended March 31, 2014, the Company entered into a consulting agreement for a one year period. The Company advanced $103,000 in cash and issued 54,950 shares of common stock for these services, which shares were valued at their estimated fair value of $100,000. The total consideration paid of $203,000 is being amortized over the one year period of the agreement commencing in September 2013. The unamortized balance is included in prepaid expenses for the cash payment ($14,128) and deferred compensation for the share payment ($16,667).F-20

~~During the~~Item ~~period ended March 31, 2014, the Company entered into employment contracts with two employees, with no set duration, for aggregate compensation of $260,000 per year~~9. ~~The~~Changes ~~employees~~in ~~were granted an aggregate of 614,000 five year options which vested immediately as to 114,000 options~~ and asDisagreements towith ~~125,000~~Accountants ~~options~~on ~~per~~Accounting ~~year over the next 4 years. The options are exercisable at $2.50 per share for 114,000 options, $3.00 per share for 125,000 options, $3.50 per share for 125,000 options, $3.75 for 125,000 options~~ and ~~$4.00 for~~Financial ~~125,000 options (see Note 8).~~Disclosure

~~We are currently involved in one legal proceeding, a breach of contract lawsuit against IRTH Communications, LLC.~~ On ~~May~~February 2417, ~~2014~~2015, the weCompany ~~filed~~dismissed aKingery ~~lawsuit~~& inCrouse ~~Orange~~PA ~~County, FL~~ (~~case # 2014-CA-00-2626-O~~“Kingery”), ~~against~~as ~~IRTH~~its ~~for~~registered ~~breach~~independent ofpublic aaccounting ~~contract~~firm ~~to provide investor relations services to us. In that lawsuit~~and weengaged ~~seek~~Frazier ~~return~~& ~~of $110~~Deeter,~~000~~ ofLLC ~~monies~~(“Frazier ~~paid~~& toDeeter”) ~~IRTH,~~as ~~and~~a weresult ~~seek~~of the ~~cancellation~~acquisition of ~~54,950~~substantially ~~shares~~all of ~~stock issued to IRTH. IRTH~~the ~~has~~assets ~~subsequently~~and ~~sued~~business usof ~~separately~~Kingery inby ~~the~~Frazier ~~California~~& ~~courts~~Deeter. ~~for~~The ~~breach~~report of ~~contract,~~Kingery ~~seeking~~on ~~damages~~the ~~and~~Company’s ~~also~~financial ~~seeking~~statements tofor ~~have their~~the ~~shares~~years ~~cleared~~ended ~~for~~June ~~trading~~30, ~~which~~2014 ~~they~~and ~~are not currently. However~~2013, ~~the~~did ~~California~~not ~~action~~contain ~~has~~an ~~been~~adverse ~~stayed~~opinion ~~pending~~or ~~the~~disclaimer ~~outcome~~ of ~~the~~ ~~Florida~~opinion, ~~lawsuit.~~and Wesuch ~~believe~~report ~~the~~were ~~counterclaim~~not isqualified or ~~without~~modified ~~merit~~as ~~and~~to ifuncertainty, ~~needed~~audit ~~will~~scope, ~~defend~~or itaccounting ~~vigorously. Because of this~~principles, ~~and because~~except ~~the~~that ~~case is in~~ the ~~early~~report ~~stages~~contained ita isgoing ~~not~~concern ~~possible to estimate its possible outcome~~paragraph. This Aschange ~~such,~~in nothe ~~effect~~Company’s ~~has~~certifying ~~been~~accountant ~~given to~~was ~~any~~reported ~~loss~~in ~~that~~a ~~may~~Current ~~result~~Report ~~from~~on ~~the~~Form ~~resolution~~8-K offiled ~~this~~on ~~matter~~February in24, ~~the accompanying financial statements~~2015.

~~NOTE~~On 11June ~~STOCK~~16, ~~BASED~~2015, the ~~EXPENSES~~Company dismissed Frazier & Deeter as its registered independent public accounting firm. The decision to dismiss Frazier & Deeter and retain Friedman was approved by the Company’s Board of Directors. During the period from February 17, 2015 to June 16, 2015, Frazier & Deeter reviewed the Company’s interim financial statements for the quarters ended December 31, 2014 and March 31, 2015. During the period when Frazier & Deeter was engaged by us, there have been no disagreements between the Company and Frazier & Deeter on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements if not resolved to the satisfaction of Frazier & Deeter would have caused them to make reference thereto in their report on the financial statements. During the Engaged Period, there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K of the Securities Exchange Act of 1934, as amended.

~~During~~On June 16, 2015, the Board approved the appointment of Friedman LLP (“Friedman”) as its new registered independent public accountant. Our financial statements as of and for the year ended June 30, ~~2014,~~2015 ~~the~~included ~~Company~~in ~~charged~~this ~~stock~~report ~~based~~have ~~compensation~~been toaudited ~~operations~~by Friedman as ~~follows:~~set forth in this Report.

General and administrative expense		$	2,348,329
Interest expense		$	867,081

Item 9A. Controls and Procedures

~~NOTE~~Evaluation 12of ~~SUBSEQUENT~~Disclosure ~~EVENTS~~Controls and Procedures

WePursuant ~~partnered~~to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with ~~certain~~the ~~parties~~participation inof the ~~China~~Company’s tomanagement, ~~develop~~including the Company’s President, Chief Financial Officer, Secretary, Treasurer and Director, ~~launch~~of athe ~~Chinese~~effectiveness ~~version~~of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of ~~our~~the ~~mobile~~end ~~platform~~of the period covered by this report. Based upon that evaluation, the Company’s CEO and weCFO ~~entered~~concluded that ~~into~~the aCompany’s ~~Joint~~disclosure ~~Venture~~controls ~~Agreement~~and ~~with~~procedures ~~our~~were ~~partners~~not ineffective ~~China~~to inensure ~~February 2014.~~that ~~The~~information ~~Chinese~~required JVto ~~was~~be ~~formed~~disclosed by the Company in ~~August~~the ~~2014~~reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the ~~initial~~time ~~product~~periods ~~launch~~specified in ~~China~~the ~~commenced~~SEC’s inrules ~~late~~and ~~August~~forms, ~~2014.~~and Wethat ~~have~~such ~~not yet~~information ~~experienced~~is ~~any~~accumulated ~~revenue~~and ~~from~~communicated to ~~our~~the ~~interest~~Company’s inmanagement, including the ~~Chinese~~Company’s ~~Joint~~CEO, ~~Venture.~~to Weallow ~~have~~timely adecisions ~~15%~~regarding ~~interest~~required indisclosure ~~this~~for the JVreasons discussed below.

~~F-12~~Management’s Annual Report on Internal Control Over Financial Reporting.

~~Item~~The management of the Company is responsible 9for establishing and maintaining adequate internal control over financial reporting for the Company. ~~Changes~~ Our internal control system was designed to, in ~~and~~general, ~~Disagreements~~provide ~~with~~reasonable ~~Accountants~~assurance onto ~~Accounting~~the Company’s management and ~~Financial~~board ~~Disclosure~~regarding the preparation and fair presentation of published financial statements, but because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

~~There~~Our management assessed the effectiveness ~~have~~of ~~been~~the noCompany’s ~~disagreements~~internal ~~with~~control over financial reporting as of June 30, 2015. The framework used by management in making that assessment was the criteria set forth in the document entitled “Internal Control – Integrated Framework 2013” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that assessment, our ~~auditor~~Chief ~~regarding~~Executive ~~accounting~~Officer has determined and concluded that, as of June 30, 2015, the Company’s internal control over financial ~~disclosure~~reporting were not effective.

~~Our financial statements as of and for the year ended June 30, 2014 and 2013 included in this report have been audited by Kingery & Crouse PA as set forth in this Report.~~12

~~Item~~A material weakness is a deficiency, 9Aor a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. ~~Controls~~ ~~and~~In ~~Procedures~~its assessment of the effectiveness of internal control our financial reporting as of June 30, 2015, the Company determined that the following items constituted a material weakness:

~~Evaluation~~ ● The Company does not have an independent audit committee in place, which would provide oversight of ~~Disclosure~~the ~~Controls~~Company’s officers, operations and ~~Procedures~~financial reporting function; ● The Company’s accounting department, which consists of a limited number of personnel, does not provide adequate segregation of duties and timely information; ● The Company does not have effective controls over period end financial disclosure and reporting processes; ● The Company does not have a Chief Financial Officer; and ● Lack of formal security policies and management oversight, including formal password policy for IT management.

~~Pursuant to~~Management ~~Rule~~believes ~~13a-15(b)~~that ~~under~~ the ~~Securities Exchange Act~~ appointment of ~~1934~~one ~~(“Exchange~~or ~~Act”),~~more ~~the~~outside ~~Company carried out an evaluation~~directors, ~~with~~ ~~the~~who ~~participation~~shall ofbe ~~the~~appointed ~~Company’s~~to ~~management,~~a ~~including~~fully ~~the~~functioning ~~Company’s~~audit ~~President~~committee, ~~Chief~~will ~~Financial~~remedy ~~Officer, Secretary, Treasurer and Director, of~~ the ~~effectiveness~~lack of ~~the~~a ~~Company’s~~functioning audit ~~disclosure~~committee ~~controls~~ and ~~procedures~~a ~~(as~~lack ~~defined under Rule 13a-15(e) under the Exchange Act) as~~ of ~~the~~a ~~end~~majority of ~~the~~outside ~~period~~directors ~~covered~~on byour ~~this report~~Board. ~~Based~~Management ~~upon~~plans ~~that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were not effective~~ to ~~ensure~~take ~~that~~action ~~information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized~~ and ~~reported,~~implementing ~~within the time periods specified in the SEC’s rules and forms, and that such information~~improvements ~~is accumulated and communicated~~ to ~~the~~our ~~Company’s~~controls ~~management, including the Company’s CEO~~ and ~~CFO,~~procedures aswhen ~~appropriate, to~~our ~~allow~~financial ~~timely~~position ~~decisions regarding required disclosure for the reasons discussed below~~permits.

This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management'’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to the ~~Annual~~permanent ~~Report~~exemption of onthe ~~Internal~~Securities ~~Control~~and ~~Over~~Exchange ~~Financial~~Commission ~~Reporting~~that permit the Company to provide only management’s report in this annual report.

~~The management~~Changes ~~of the Company is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Our internal control system was designed to,~~ in ~~general,~~Internal ~~provide~~Control reasonable assurance to the Company’s management and board regarding the preparation and fair presentation of published financial statements, but because of its inherent limitations, internal control over ~~financial~~Financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Reporting

~~Our management~~No ~~assessed~~change ~~the~~in ~~effectiveness~~our system of ~~the Company’s~~ internal control over financial reporting asoccurred ofduring ~~June~~the ~~30,~~period ~~2014.~~covered ~~The framework used~~ by ~~management~~this inreport ~~making~~(i.e. ~~that assessment was~~ the ~~criteria~~fourth ~~set~~quarter ~~forth~~of in the ~~document~~fiscal ~~entitled “ Internal Control~~year –ended ~~Integrated~~June ~~Framework”~~30, ~~issued~~2015) bythat ~~the~~has ~~Committee~~materially ofaffected, ~~Sponsoring~~or ~~Organizations~~is ofreasonably ~~the~~likely ~~Treadway~~to ~~Commission.~~materially ~~Based on that assessment~~affect, our ~~President and Chief Financial Officer have determined and concluded that, as of June 30, 2014, the Company’s~~ internal control over financial reporting ~~were not effective~~.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control our financial reporting as of June 30, 2014, the Company determined that the following items constituted a material weakness:13

●PART The Company does not have an independent audit committee in place, which would provide oversight of the Company’s officers, operations and financial reporting function; ● The Company’s accounting department, which consists of a limited number of personnel, does not provide adequate segregation of duties and timely information; and ● The Company does not have effective controls over period end financial disclosure and reporting processes.III

~~Management believes~~Item ~~that~~10. ~~the appointment of one or more outside directors~~Directors, ~~who~~Executive ~~shall~~Officers ~~be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee~~ and aCorporate ~~lack of a majority of outside directors on our Board. Management plans to take action and implementing improvements to our controls and procedures when our financial position permits.~~Governance

~~This~~The following table sets forth the name, ~~annual~~age, ~~report~~and ~~does~~position ~~not~~of ~~include~~our anexecutive ~~attestation~~officers ~~report~~and directors as of ~~the~~June ~~Company’s~~30, ~~registered~~2015. ~~public~~Executive ~~accounting~~officers ~~firm~~are ~~regarding~~elected ~~internal control~~annually ~~over~~by ~~financial~~our ~~reporting~~Board of Directors. ~~Management's~~Each ~~report~~executive ~~was~~officer ~~not~~holds ~~subject~~his tooffice ~~attestation~~until he resigns, is removed by the ~~Company's~~Board, ~~registered~~or ~~public~~his ~~accounting~~successor is elected and ~~firm~~qualified. ~~pursuant~~Directors toare ~~the~~elected ~~permanent~~annually ~~exemption of~~by ~~the~~our ~~Securities~~shareholders ~~and~~at ~~Exchange~~the ~~Commission~~annual ~~that~~meeting. ~~permit~~Each ~~the~~director ~~Company~~holds tohis ~~provide~~office ~~only~~until his successor ~~management's~~is ~~report~~elected inand ~~this~~qualified ~~annual~~or ~~report~~his earlier resignation or removal.

Changes in Internal Control over Financial Reporting

Name		Age		Position
Hua Zhang		66		Chairman of the Board of Directors, Chief Executive Officer, President, Secretary and Treasurer

NoMr. ~~change~~Hua Zhang has over 20-years experience in ~~our~~business ~~system~~management and marketing. Mr. Zhang was the President of ~~internal~~Tianli Agritech, Inc. from 2006 to 2010. He established Beijing ~~control~~Fengrong ~~over~~Insurance ~~financial~~Brokerage ~~reporting~~Co., ~~occurred~~Ltd. ~~during~~In 2010 and served as Chairman of the ~~period~~Board. ~~covered~~He byalso ~~this~~established ~~report~~an (iinvestment fund management company in 2011 and served as the Legal Representative and Chairman.e He established Shenzhen Engage Mobility Technology Co., ~~the~~Ltd in ~~fourth~~2013 ~~quarter~~and successfully introduced the technology of augmented reality from the ~~fiscal~~U.S. ~~year~~to China. He also contributed in the establishment ~~ended~~of ~~June~~a 30joint venture, Datang Engage Mobility Inc. in 2014). ~~that~~He ~~has~~is ~~materially~~Special ~~affected~~Adviser to the Marketing Association of Beijing University, and ortens isof ~~reasonably~~thousands ~~likely~~of people across China have been to ~~materially~~his ~~affect~~lectures about marketing. With his connections in the domestic and international finance industry and profound business experience, ~~our~~he ~~internal~~assisted ~~control~~three ~~over~~companies ~~financial~~to go public in the United States. ~~reporting~~Mr. Zhang received a Bachelor degree from Hunan Economic Management University.

~~PART III~~Term of Office

~~Item~~Our directors are appointed for a one-year 10term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. ~~Directors,~~ ~~Executive~~Our ~~Officers~~officers are appointed by our board of directors and ~~Corporate~~hold ~~Governance~~office until removed by the board.

OnEmployment October 13, 2014, Ms. Byrd resigned as our chief executive officer and secretary. Mr. Byrd’s resignation is not a result of any disagreement with the Company or its executive officers, or any matter relating to the Company’s operations, policies or practices. Mr. Byrd will continue to serve as the Company’s chairman of the board of directors. On the same date, the Board appointed Mr. Hackett, the Company’s president, chief financial officer, treasurer and director to serve as chief executive officer of the Company.Agreements

~~The following~~We ~~table~~have ~~sets~~not ~~forth~~entered ~~the~~into ~~name,~~employment agreements ~~age,~~with ~~and~~any ~~position~~ of our ~~executive~~employees, officers and directors. Executive officers are elected annually by our Board of Directors. Each executive officer holds his office until he resigns, is removed by the Board, or his successor is elected and qualified. Directors are elected annually by our shareholders at the annual meeting. Each director holds his office until his successor is elected and qualified or his earlier resignation or removal.

Name	Age	Position
James S. Byrd, Jr.	55	Chairman of the Board of Directors
Douglas S. Hackett	50	President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director
Eric Fellows	43	Chief Operating Officer

Certain Legal Proceedings

~~James Byrd~~Our ~~Jr. has served as our chairman of the board of~~ directors ~~since~~and ~~inception.~~officers ~~Mr.~~have ~~Byrd has spent his career focused on building~~not ~~businesses~~been convicted in a ~~wide~~criminal ~~range of industries~~proceeding, ~~from~~excluding ~~start-ups~~traffic toviolations ~~mature~~or ~~companies~~similar misdemeanors, ~~both~~nor ~~publicly~~have ~~traded~~been ~~and~~a ~~privately~~party ~~held.~~to Inany ~~addition~~judicial toor ~~being~~administrative ~~CEO~~proceeding ofduring ~~our~~the ~~Company,~~past ~~Mr.~~ten ~~Byrd~~years isthat ~~also~~resulted ~~a practicing attorney and partner~~ in ~~Byrd~~a ~~& Byrd~~judgment, ~~PL,~~decree aor ~~small~~final ~~commercial~~order ~~law~~enjoining the person ~~firm~~from ~~that~~future heviolations ~~owns~~of, ~~with~~or ~~his~~prohibiting ~~wife.~~activities ~~Prior~~subject to ~~that~~, ~~Mr.~~federal ~~Byrd~~or ~~was~~state asecurities ~~Managing~~laws, ~~Director~~or ~~and~~a ~~Attorney~~finding ~~for~~of ~~the~~any ~~Morgan & Morgan Business~~violation ~~Trial~~of ~~Group~~federal ~~(2010~~or –state ~~2012).~~securities ~~From~~laws, ~~2008~~except tofor ~~2009~~matters ~~Mr.~~that ~~Byrd~~were ~~was~~dismissed ~~the~~without ~~Chairman~~sanction ~~and~~or ~~CEO of Gen2Media Corp~~settlement. ~~(now~~Except ~~Vidaroo~~as ~~Corp),~~set ~~and~~forth ~~was~~in aour ~~Director~~discussion atbelow ~~Best~~in ~~Energy~~“Certain ~~Services,~~Relationships ~~Inc.~~and ~~Mr.~~Related ~~Byrd~~Transactions,” ~~was~~our ~~also~~directors ~~a Principal owner~~ and ~~Managing~~officers ~~Member~~have ofnot ~~Vanguard~~been involved ~~Capital,~~in ~~LLC, a~~any ~~privately~~transactions ~~owned~~with ~~venture~~us ~~capital~~or ~~firm,~~any ~~from~~of ~~2005~~our toaffiliates ~~2010.~~or Weassociates ~~believe~~which ~~that~~are ~~Mr.~~required ~~Byrd’s~~to ~~experience~~be asdisclosed apursuant ~~business~~to ~~attorney,~~the ~~public~~rules ~~company officer~~ and ~~director~~regulations ~~qualify him to serve on our board~~ of ~~directors~~the SEC.

~~Douglas~~Except ~~S. Hackett has served~~ as ~~our~~set ~~president,~~forth ~~treasurer and director since inception and was appointed as our acting chief financial officer~~ in ~~July 2012. On October 13, 2014, Mr. Hackett was appointed to serve as~~ our ~~chief executive officer. He is a media and marketing veteran with~~discussion ~~special~~below ~~interest~~ in ~~humanitarian~~“Certain ~~projects~~Relationships ~~around the world. Mr. Hackett has experience in public company~~ and ~~privately~~Related ~~held business leadership positions. From 2011 until the present~~Transactions,” henone ~~has served as Partner and Chairman~~ of ~~Market~~our ~~Leverage,~~directors ~~LLC,~~or aexecutive ~~digital~~officers ~~advertising network.~~has ~~From~~been ~~2009 until 2011 he served on the Board of Directors of C3 Investment Fund, a fund related to the Global Orphan Project~~involved ~~concentrated on sustainable business projects~~ in ~~third~~any ~~world~~transactions ~~countries~~with tous ~~support~~or ~~the~~any ~~care~~ of ~~children.~~our ~~From 2011 to 2012~~directors, heexecutive ~~was a Member of Life Giving Fuels~~officers, ~~LLC~~affiliates ~~and~~or ~~LSK~~associates ~~Farms,~~which ~~entities~~are ~~that~~required ~~concentrate~~to onbe ~~sustainable bio fuel and farming projects. In 2012,~~disclosed hepursuant served as a Board Member of a mobile marketing company called Total Communicator Solutions, Inc. In addition, he is a Co-Founder (2009) and currently serving as Chairman of the Board of Directors for Life Giving Force Foundation, a not for profit company focused on delivering clean water solutions to ~~third world countries and specializes in disaster relief assistance. Mr. Hackett also served on~~ the ~~Board~~rules ~~of Directors of the World Rainforest Foundation (2009-2010), a non-profit organization focused on preserving the unique~~ and ~~precious~~regulations ~~resources that abound in undisturbed natural rainforest land for future generations~~ of the ~~world~~SEC. Mr. Hackett presently serves as a Director for Looking Glass Funds, a venture fund that targets emerging companies with strong growth potential for early stage financing. Mr. Hackett is currently a Board Member and President for Hub Data, Inc, a technology firm that specializes in website hosting, web-based marketing services and database management. We believe that Mr. Hackett’s experience as an entrepreneur and officer and director of public company qualify him to serve on our board of directors.

~~Eric~~Code ~~Fellows,~~of Mr. Fellows serves as the Chief Operating Officer for Engage Mobility. He has an MBA and experienced financial and business analyst, customer acquisition expert, and multi-channel marketing and advertising executive. As the Network Director and partner at Market Leverage, he has managed online, email and website marketing, and has vast experience in affiliate marketing; media planning; financial analysis; business planning; website “sales funnel” optimization for online lead and customer acquisition; lead generation; ecommerce; website search engine optimization and online product launch management.Ethics

~~Term~~To date, we have not adopted a code of ~~Office~~business conduct and ethics for our management and employees. We intend to adopt one in the near future.

~~Our directors~~Board are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board.Committees

~~Employment~~Our Board of Directors has no separate ~~Agreements~~committees and our Board of Directors acts as the audit committee and the compensation committee. We do not have an audit committee financial expert serving on our Board of Directors

~~With~~Item ~~the~~11. ~~exception~~Executive ~~of the employment agreements discussed in Note 10 of the accompanying financial statements, we have not entered into employment agreements with any of our employees, officers and directors.~~Compensation

~~Certain~~The following table sets forth the compensation ~~Legal~~paid ~~Proceedings~~by us for the last two fiscal years ending June 30, 2015 and 2014 for our executive officers. This information includes the dollar value of base salaries, bonus awards and number of stock options granted, and certain other compensation, if any. The compensation discussed addresses all compensation awarded to, earned by, or paid or named executive officers. On October 13, 2014, Mr. Byrd resigned as our chief executive officer. Mr. Byrd’s resignation is not a result of any disagreement with the Company or its executive officers, or any matter relating to the Company’s operations, policies or practices. Until April 9, 2015, Mr. Byrd continued to serve as the Company’s secretary and chairman of the board of directors. On October 13, 2014, the Board appointed Mr. Hackett, the Company’s then President, Acting Chief Financial officer, Treasurer and Director, to serve as Chief Executive Officer of the Company. Mr. Hackett resigned from all positions with the Company on April 9, 2015.

Our directors and officers have not been convicted in a criminal proceeding, excluding traffic violations or similar misdemeanors, nor have been a party to any judicial or administrative proceeding during the past ten years that resulted in a judgment, decree or final order enjoining the person from future violations of, or prohibiting activities subject to, federal or state securities laws, or a finding of any violation of federal or state securities laws, except for matters that were dismissed without sanction or settlement. Except as set forth in our discussion below in “Certain Relationships and Related Transactions,” our directors and officers have not been involved in any transactions with us or any of our affiliates or associates which are required to be disclosed pursuant to the rules and regulations of the SEC.15

15Summary Compensation Table

~~Except~~The ~~as set~~following ~~forth~~table insets ~~our~~forth ~~discussion~~information ~~below~~concerning inall cash ~~“Certain Relationships~~ and ~~Related~~non-cash ~~Transactions,”~~compensation ~~none~~awarded ~~of our directors or executive officers has been involved in any transactions with us or any of our directors~~to, ~~executive~~earned ~~officers,~~by ~~affiliates~~ or ~~associates~~paid ~~which are required~~ to bethe ~~disclosed~~named ~~pursuant~~persons tofor ~~the~~services ~~rules~~rendered ~~and~~in ~~regulations~~all ofcapacities during the ~~SEC~~noted periods.

Code of Ethics

Name and Principal Position	Year Ended June 30			Salary ($)		Bonus ($)		Stock Awards ($)		Option Awards ($)		Non-Equity Incentive Plan Compensation Earnings ($)		Non- Qualified Deferred Compensation Earnings ($)		All Other Compensation ($)		Total ($)
Hua Zhang, Chairman, Chief Executive Officer, President, Secretary and Treasurer		2015	(1)	$	—		—		—		—		—		—		—	$	—
Hua Zhang, Chairman, Chief Executive Officer, President, Secretary and Treasurer		2014		$	—		—		—		—		—		—		—	$	—
James S. Byrd, Jr., Chairman		2015	(2)	$	—		—		—		—		—		—		—	$	—
James S. Byrd, Jr., Chairman		2014		$	67,754.46		—		—		—		—		—		—	$	67,754.46
Douglas S. Hackett, President, CEO, CFO, Secretary, Treasurer, and Director		2015	(3)	$	—		—		—		—		—		—		—	$	—
Douglas S. Hackett, President, CEO, CFO, Secretary, Treasurer, and Director		2014		$	54,807.69		—		—		—		—		—		—	$	54,807.69
Eric Fellows, COO		2015	(4)	$	10,250		—		174,000		—		—		—		—	$	184,250
Eric Fellows, COO		2014		$	35,966.73		—		—		—		—		—		—	$	35,966.73

To date, we have not adopted a code of business conduct and ethics for our management and employees. We intend to adopt one in the near future.

	(1)	On April 9, 2015, Mr. Zhang was appointed as the Company’s Chairman, Chief Executive Officer, President, Secretary and Treasurer. Mr. Zhang did not take compensation from the Company in fiscal year ended June 30, 2015.
	(2)	On April 9, 2015, Ms. Byrd resigned from all positions with the Company.
	(3)	On April 9, 2015, Ms. Hackett resigned from all positions with the Company.
	(2)	On April 9, 2015, Mr. Fellows resigned as COO of the Company.

~~Board~~Outstanding Equity Awards at Fiscal ~~Committees~~Year-End Table

~~Our~~During ~~Board~~our 2014 fiscal year, two employees were granted an aggregate of ~~Directors~~614,000 ~~has~~five noyear ~~separate~~options ~~committees~~(see ~~and~~Note 11 of our ~~Board~~Financial ofStatements) ~~Directors~~which ~~acts~~vested immediately as ~~the~~to 114,000 ~~audit~~options ~~committee~~ and as to 125,000 options per year over the ~~compensation~~next ~~committee~~4 years. The options are exercisable at $2.50 per share for 114,000 Weoptions, do$3.00 ~~not~~per ~~have~~share anfor ~~audit~~125,000 ~~committee~~options, ~~financial~~$3.50 ~~expert~~per ~~serving~~share onfor ~~our~~125,000 ~~Board~~options, $3.75 for 125,000 options and $4.00 for 125,000 options. The aggregate grant date fair value of ~~Directors~~the options was $1,415,710 of which $247,430 and $413,398 has been charged to operations during the year ended June 30, 2015 and 2014, respectively.

~~Item 11. Executive Compensation~~16

~~The~~A ~~following~~summary ~~table~~of ~~sets forth~~ the ~~compensation paid~~status byof ~~us for~~ the ~~last two fiscal years ending June 30, 2014 and 2013 for our executive officers. This information includes the dollar value of base salaries, bonus awards and number of~~ stock options granted, ~~and certain other compensation, if any. The compensation discussed addresses all compensation awarded~~ to, ~~earned~~employees ~~by,~~and orothers ~~paid or named executive officers. On October 13, 2014, Mr. Byrd resigned~~ as ~~our chief executive officer. Mr. Byrd’s resignation is not a result~~ of ~~any~~June ~~disagreement with the Company or its executive officers~~30, or2015 ~~any~~is ~~matter relating to the Company’s operations, policies or practices. Mr. Byrd will continue to~~provided ~~serve~~in asNote ~~the~~11 ~~Company’s secretary and chairman~~ of ~~the~~our ~~board~~Financial ~~of directors~~Statements. ~~On the same date, the Board appointed Mr. Hackett, the Company’s president,, acting chief financial officer, treasurer and director to serve as chief executive officer of the Company.~~

~~Summary~~Other than discussed above, we do not ~~Compensation~~have ~~Table~~ any equity compensation plans and therefore no equity awards are outstanding as of June 30, 2015.

~~The~~Compensation ~~following table~~of ~~sets forth information concerning all cash and non-cash compensation awarded to, earned by or paid to the named persons for services rendered in all capacities during the noted periods.~~Directors

Name and Principal Position	Year Ended June 30			Salary ($)		Bonus ($)		Stock Awards ($)		Option Awards ($)		Non-Equity Incentive Plan Compensation Earnings ($)		Non- Qualified Deferred Compensation Earnings ($)		All Other Compensation ($)		Total ($)
James S. Byrd, Jr.		2014		$	67,754.46		—		—		—		—		—		—	$	67,754.46
Chairman (1)
James S. Byrd, Jr.		2013		$	0		—		—		—		—		—		—	$	0
Chairman (1)
Douglas S. Hackett		2014		$	54,807.69		—		—		—		—		—		—	$	54,807.69
President, CEO, CFO, Secretary, Treasurer, and Director
Douglas S. Hackett		2013		$	0		—		—		—		—		—		—	$	0
President, CEO, CFO, Secretary, Treasurer, and Director
Eric Fellows		2014		$	35,966.73		—		—		—		—		—		—	$	35,966.73
COO
Eric Fellows		2013	(2)	$	—		—		—		—		—		—		—	$	—
COO

Our directors are reimbursed for expenses incurred by them in connection with attending board of directors’ meetings. They do not receive any other compensation for serving on the board of directors, but may participate in our incentive compensation program, once such a program is established

	(1)	On October 13, 2014, Ms. Byrd resigned as our chief executive officer and secretary.
	(2)	Mr. Fellows was appointed as COO in October 2013.

Compensation Committee Interlocks and Insider Participation

16Our Board of Directors does not have a compensation committee and the entire Board of Directors performs the functions of a compensation committee.

~~Outstanding~~No member of our Board of Directors ~~Equity~~has ~~Awards~~a atrelationship ~~Fiscal~~that ~~Year-End~~would ~~Table~~constitute an interlocking relationship with our executive officers or directors or another entity.

~~During~~Item ~~our~~12. ~~2014~~Security ~~fiscal~~Ownership ~~year, two employees were granted an aggregate~~ of ~~614,000~~Certain ~~five~~Beneficial ~~year~~Owners ~~options (see Note 8 of our Financial Statements) which vested immediately as to 114,000 options~~ and asManagement to 125,000 options per year over the next 4 years. The options are exercisable at $2.50 per share for 114,000 options, $3.00 per share for 125,000 options, $3.50 per share for 125,000 options, $3.75 for 125,000 options and ~~$4.00~~Related ~~for~~Stockholder ~~125,000 options. The aggregate grant date fair value of the options was $1,415,710 of which $413,398 has been charged to operations during the year ended June 30, 2014.~~Matters

AThe following table sets forth certain ~~summary~~information regarding our shares of ~~the~~common ~~status~~stock beneficially owned as of September 29, 2015, for (i) each stockholder known to be the beneficial owner of 5% or more of our outstanding shares of common stock, ~~options~~(ii) ~~granted~~each tonamed ~~employees~~executive officer and ~~others~~director, and (iii) all executive officers and directors as a group. A person is considered to beneficially own any shares: (i) over which such person, directly or indirectly, exercises sole or shared voting or investment power, or (ii) of ~~June~~which 30such person has the right to acquire beneficial ownership at any time within 60 days through an exercise of stock options or warrants or otherwise. Unless otherwise indicated, ~~2014~~voting isand ~~provided~~investment power relating to the shares shown in ~~Note~~the 8table offor our ~~Financial~~directors and executive ~~Statements~~officers is exercised solely by the beneficial owner or shared by the owner and the owner’s spouse or children.

~~Other than~~For ~~discussed~~purposes ~~above~~of this table, wea doperson or ~~not~~group of persons is deemed to have “beneficial ownership” of any ~~equity~~shares ~~compensation~~of ~~plans~~common ~~and~~stock ~~therefore~~that nosuch ~~equity~~person ~~awards~~has ~~are~~the right to acquire within 60 days of the date of this prospectus. For purposes of computing the percentage of outstanding asshares of our common stock held by each person or group of ~~June~~persons 30named above, any shares that such person or persons has the right to ~~2014~~acquire within 60 days of the Closing Date is deemed to be outstanding, but is not deemed to be outstanding for the purpose of computing the percentage ownership of any other person. The inclusion herein of any shares listed as beneficially owned does not constitute an admission of beneficial ownership.

~~Compensation~~Unless otherwise specified, the address of ~~Directors~~each of the persons set forth below is in care of the Company, 15C, China Merchants Tower, No. 1166 Wanghai Road, Nansha District, Shenzhen, Guangdong, China 518067.

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership			Percentage of Class (1)
Executive Officers and Directors
Hua Zhang		17,562,505	(2)		76.09	%
Directors and executive officers as a group (1 person)		17,562,505			76.09	%
Other 5% Holders:		None

Compensation Committee Interlocks and Insider Participation

(1)	Based on 23,082,567 shares of common stock issued and outstanding as of September 29, 2015. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. Except as otherwise indicated, we believe that the beneficial owners of the common stock listed above, based on information furnished by such owners, have sole investment and voting power with respect to such shares, subject to community property laws where applicable.

(2)	Includes 16,462,505 shares of common stock held through Engage International Technology Co. Ltd. purchased from two shareholders on April 9, 2015, and 1,100,000 shares of common stock acquired through a subscription agreement with the Company on April 9, 2015.

~~Our Board of Directors does not have a compensation committee and the entire Board of Directors performs the functions of a compensation committee.~~17

~~No member~~Item of13. ~~our~~Certain ~~Board~~Relationships ofand ~~Directors~~Related ~~has~~Transactions, aand ~~relationship~~Director ~~that would constitute an interlocking relationship with our executive officers or directors or another entity.~~Independence

~~Item~~Director ~~12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters~~Independence

~~The following~~We ~~table~~do ~~sets~~not ~~forth~~have ~~certain~~any ~~information~~independent ~~regarding~~directors. Because our ~~shares of~~ common stock ~~beneficially~~is ~~owned~~not ascurrently oflisted ~~October~~on ~~14,~~a ~~2014, for~~national ~~(i)~~securities ~~each~~exchange, ~~stockholder~~we ~~known~~have toused be the ~~beneficial~~definition ~~owner~~ of ~~5% or more~~ “independence” of ~~our~~The ~~outstanding~~NASDAQ ~~shares~~Stock ofMarket ~~common~~to ~~stock,~~make ~~(ii)~~this ~~each~~determination. ~~named executive~~NASDAQ ~~officer~~Listing ~~and~~Rule ~~director, and~~ 5605(~~iii~~a)(2) ~~all~~provides ~~executive~~that ~~officers~~an ~~and~~“independent ~~directors~~director” is as a ~~group. A~~ person isother ~~considered~~than toan ~~beneficially own~~officer ~~any~~or ~~shares:~~employee ~~(i)~~of ~~over~~the ~~which~~company ~~such person, directly~~ or ~~indirectly,~~any ~~exercises~~other ~~sole~~individual orhaving ~~shared~~a ~~voting~~relationship ~~or investment power~~which, orin ~~(ii)~~the opinion of ~~which such person has~~ the ~~right~~Company’s toBoard ~~acquire~~of ~~beneficial~~Directors, ~~ownership~~would atinterfere ~~any~~with ~~time~~the ~~within 60 days through an~~ exercise of ~~stock~~independent ~~options or~~judgment ~~warrants~~in orcarrying ~~otherwise.~~out ~~Unless otherwise indicated, voting and investment power relating to~~ the ~~shares shown in the table for~~responsibilities ~~our~~of ~~directors~~a ~~and~~director. ~~executive~~The ~~officers~~NASDAQ islisting ~~exercised~~rules ~~solely~~provide bythat ~~the~~a ~~beneficial~~director ~~owner~~cannot orbe ~~shared~~considered byindependent ~~the owner and the owner’s spouse or children.~~if:

~~For purposes~~● ofthe ~~this~~director ~~table~~is, aor ~~person~~at orany ~~group~~time ofduring ~~persons~~the ispast ~~deemed~~three toyears ~~have~~was, ~~“beneficial~~an ~~ownership”~~employee of ~~any~~the ~~shares~~company; of● ~~common stock~~the ~~that~~director ~~such~~or ~~person~~a ~~has~~family ~~the~~member ~~right~~of tothe ~~acquire~~director ~~within~~accepted 60any ~~days~~compensation offrom the ~~date~~company in excess of ~~this~~$120,000 ~~prospectus.~~during ~~For~~any ~~purposes~~period of ~~computing~~12 consecutive months within the ~~percentage of~~three ~~outstanding~~years ~~shares~~preceding ofthe ~~our~~independence ~~common~~determination ~~stock~~(subject ~~held~~to bycertain ~~each~~exclusions, ~~person~~including, among other things, compensation for board or ~~group~~board committee service); ● a family member of ~~persons~~the ~~named~~director ~~above~~is, or at any ~~shares~~time ~~that~~during ~~such~~the ~~person~~past ~~or persons~~three ~~has~~years was, an executive officer of the ~~right~~company; to● ~~acquire~~the ~~within~~director 60or ~~days~~a family member of the ~~Closing~~director ~~Date~~ is ~~deemed~~a topartner bein, ~~outstanding~~controlling stockholder of, ~~but~~or isan ~~not~~executive ~~deemed~~officer of an entity to bewhich ~~outstanding for~~the company made, or from which the ~~purpose~~company ofreceived, ~~computing~~payments in the ~~percentage~~current ~~ownership~~or any of ~~any~~the ~~other~~past ~~person.~~three ~~The~~fiscal ~~inclusion~~years ~~herein~~that exceed 5% of ~~any~~the ~~shares~~recipient’s ~~listed~~consolidated asgross ~~beneficially owned~~revenue ~~does~~for ~~not~~that ~~constitute~~year anor ~~admission~~$200,000, ofwhichever ~~beneficial~~is ~~ownership.~~greater (subject to certain exclusions);

~~Unless~~● ~~otherwise~~the ~~specified~~director or a family member of the director is employed as an executive officer of an entity where, at any time during the ~~address~~ past three years, any of ~~each~~the executive officers of the ~~persons~~company ~~set~~served ~~forth~~on ~~below~~the compensation committee of such other entity; or ● the director or a family member of the director is ina ~~care~~current partner of the ~~Company~~company’s outside auditor, ~~140~~or ~~Walnut~~at ~~St.~~any ~~Kansas~~time ~~City~~during the past three years was a partner or employee of the company’s outside auditor, MOand ~~64106~~who worked on the company’s audit.

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership		Percentage of Class (1)
Executive Officers and Directors
James S. Byrd, Jr. (3)		1,694,500		7.78	%
Douglas S. Hackett (2)		15,235,005		69.97	%
Eric Fellows		0		0	%
Directors and executive officers as a group (3 persons)		16,929,505		77.91	%
Other 5% Holders:
None.

We do not currently have a separately designated audit, nominating or compensation committee.

(1)	Based on 21,772,567 shares of common stock issued and outstanding as of October 14, 2014. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. Except as otherwise indicated, we believe that the beneficial owners of the common stock listed above, based on information furnished by such owners, have sole investment and voting power with respect to such shares, subject to community property laws where applicable.
(2)	Including 8,581,218 shares of common stock held by Douglas S. Hackett and Neala S. Hackett, TBE, and 62,500 beneficially owned in HK Holdings, LLC.
(3)	Includes 62,500 beneficially owned through HK Holdings, LLC

Affiliation with Joint Venture in China

17Mr. Hua Zhang, Chairman of Datang Engage (China) Mobile Technology Co., Ltd., which we own 30% interest is also the Company’s current Chairman, Chief Executive Officer and President.

Item 1314. ~~Certain~~Principal ~~Relationships~~Accounting ~~and~~Fees ~~Related Transactions,~~ and ~~Director Independence~~Services

~~Director Independence~~Audit Fees

~~We do~~For ~~not~~the ~~have~~Company’s ~~any~~fiscal ~~independent~~years ended ~~directors.~~June ~~Because~~30, ~~our~~2015 ~~common~~and ~~stock~~June is30, ~~not currently listed on a national securities exchange~~2014, we ~~have~~ ~~used~~were ~~the~~billed ~~definition~~approximately of$62,500 and ~~“independence”~~$18,750, ofrespectively, ~~The~~for ~~NASDAQ~~professional ~~Stock~~services ~~Market to make this determination. NASDAQ Listing Rule~~rendered ~~5605(a)(2)~~for ~~provides that an “independent director” is a person other than an officer or employee of~~ the ~~company~~audit ~~or any~~and ~~other~~reviews ~~individual having a relationship which, in the opinion~~ of ~~the~~our ~~Company’s~~financial ~~Board of Directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director~~statements. ~~The NASDAQ listing rules provide that a director cannot be considered independent if:~~

● the director is, or at any time during the past three years was, an employee of the company; ● the director or a family member of the director accepted any compensation from the company in excess of $120,000 during any period of 12 consecutive months within the three years preceding the independence determination (subject to certain exclusions, including, among other things, compensation for board or board committee service); ● a family member of the director is, or at any time during the past three years was, an executive officer of the company; ● the director or a family member of the director is a partner in, controlling stockholder of, or an executive officer of an entity to which the company made, or from which the company received, payments in the current or any of the past three fiscal years that exceed 5% of the recipient’s consolidated gross revenue for that year or $200,000, whichever is greater (subject to certain exclusions);18

●Audit ~~the~~Related director or a family member of the director is employed as an executive officer of an entity where, at any time during the past three years, any of the executive officers of the company served on the compensation committee of such other entity; or ● the director or a family member of the director is a current partner of the company’s outside auditor, or at any time during the past three years was a partner or employee of the company’s outside auditor, and who worked on the company’s audit.Fees

~~We do~~The Company did not ~~currently~~incur ~~have~~any aaudit related ~~separately~~fees, ~~designated~~other ~~audit~~than the fees discussed in Audit Fees, ~~nominating~~above, orfor ~~compensation~~services ~~committee~~related to our audit for the fiscal years ended June 30, 2015 and 2014.

~~Item 14. Principal~~Tax ~~Accounting~~ Fees ~~and Services~~

~~Audit~~For the Company’s fiscal years ~~Fees~~ended June 30, 2015 and June 30, 2014, we were not billed for professional services rendered for tax compliance, tax advice, and tax planning.

~~For the~~All ~~Company’s~~Other fiscal years ended June 30, 2014 and June 30, 2013, we were billed approximately $18,750 and $9,750, respectively, for professional services rendered for the audit and reviews of our financial statements.Fees

~~Audit Related Fees~~None.

~~The Company~~Pre-Approval ~~did~~of ~~not incur any audit related fees, other than the fees discussed in Audit Fees, above, for services related to our audit for the fiscal years ended June 30, 2014 and June 30, 2013.~~Services

~~Tax~~We do not have an audit committee. As ~~Fees~~a result, our Board of Directors performs the duties of an audit committee. Our Board of Directors evaluates and approves in advance the scope and cost of the engagement of an auditor before the auditor renders the audit and non-audit services. We do not rely on pre-approval policies and procedures.

~~For the~~PART ~~Company’s fiscal years ended June 30, 2014 and June 30, 2013, we were not billed for professional services rendered for tax compliance, tax advice, and tax planning.~~IV

~~All Other~~Item ~~Fees~~15. Exhibits, Financial Statement Schedules

The Company incurred $3,475 and $1,300, respectively, in audit related fees pertaining to the filing of a registration statement during the fiscal years ended June 30, 2012 and 2013.

Exhibit No.		Description
3.1		Articles of Incorporation. (1)
3.2		By-Laws. (1)
4.1		Form of Subscription Agreement. (4)
10.1		Promissory Note, dated March 9, 2012. (2)
10.2		Sales Agreement between MarketKast, Inc. and Veritas Consulting Group, Inc., dated May 29, 2012. (3)
10.3		Technology License and Services Agreement, by and among Total Communicator Solutions and Engage Mobility, Inc. (f/k/a MarketKast), dated January 24, 2013. (4)
10.4 *		Joint Venture Agreement, by and among Engage Mobility Inc., Xinhua Ruide (Beijing) Network Technology Co., Ltd. and Shenzhen Yingjia Mobile Technology Co., Ltd., dated February 18, 2014
31.1 *		Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 *		Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS *		XBRL Instance Document
101.SCH *		XBRL Taxonomy Extension Schema Document
101.CAL *		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF *		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB *		XBRL Taxonomy Extension Label Linkbase Document
101.PRE *		XBRL Taxonomy Extension Presentation Linkbase Document

(1)	Incorporated by reference to the Company’s registration statement on Form S-1 filed with the SEC on July 26, 2012.
(2)	Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on September 7, 2012.
(3)	Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on September 28, 2012.
(4)	Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on July 9, 2013.

~~Pre-Approval of~~* ~~Services~~Filed herewith.

We do not have an audit committee. As a result, our Board of Directors performs the duties of an audit committee. Our Board of Directors evaluates and approves in advance the scope and cost of the engagement of an auditor before the auditor renders the audit and non-audit services. We do not rely on pre-approval policies and procedures.19

~~PART IV~~SIGNATURES

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

Exhibit No.		Description
3.1		Articles of Incorporation. (1)
3.2		By-Laws. (1)
4.1		Form of Subscription Agreement. (4)
10.1		Promissory Note, dated March 9, 2012. (2)
10.2		Sales Agreement between MarketKast, Inc. and Veritas Consulting Group, Inc., dated May 29, 2012. (3)
10.3		Technology License and Services Agreement, by and among Total Communicator Solutions and Engage Mobility, Inc. (f/k/a MarketKast), dated January 24, 2013. (4)
31.1		Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

Date: September 29, 2015

(1)		Incorporated by reference to the Company’s registration statement on Form S-1 filed with the SEC on July 26, 2012.
(2)		Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on September 7, 2012.
(3)		Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on September 28, 2012.
(4)		Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on July 9, 2013.

	Engage Mobility, Inc.

	/s/ Hua Zhang
	Name: Hua Zhang Position: Chief Executive Officer, President, Secretary and Treasurer

19Pursuant 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.

SIGNATURES

Signature		Title		Date
/s/ Hua Zhang		Chairman of the Board		September 29, 2015

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.19

Date: October 15, 2014

Engage Mobility /s/ Douglas S. Hackett Name: Douglas S. Hackett Position: President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer Duly Authorized and Principal Financial Officer

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/ James S. Byrd, Jr.	Chairman of the Board	October 15, 2014
/s/ Douglas S. Hackett	President, Chief Executive Officer, Chief Financial Officer Secretary, Treasurer, Director	October 15, 2014
/s/ Eric Fellows	Chief Operating Officer	October 15, 2014

Filing Compare · Engage Mobility, Inc.