UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(Dd) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the ~~Quarterly~~quarterly ~~Period~~period ~~Ended~~ended ~~September 30~~December 31, 2015

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

For the transition period from to .

Commission File Number: 333-182856

Engage Mobility, Inc.

(Exact name of registrant as specified in its charter)

Florida		45-4632256
(State or other jurisdiction of incorporation or organization)		(I.R.S. ~~Employer~~employer ~~Identification~~identification ~~No.~~number)

15C, China Merchants Tower No. 1166 Wanghai Road, Nansha District Shenzhen, Guangdong, China (Address of principal executive offices)

~~No. 1166 Wanghai Road, Nansha District~~+(86) 755-86575200

Shenzhen, Guangdong, China

(Address of principal executive offices)(Zip Code)

+86-755-86575200

(Registrant’s telephone number, including area code)

~~N/A~~Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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~~ Exchange Act of 1934 during the preceding 12 months (or for such shorter ~~periods~~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 files). ~~Yes~~ ~~☒ No~~ Yes ☐ No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller ~~reporting company filer. See definition~~ ~~of “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 ☐ (Do not check if a smaller reporting company) Smaller reporting company ☒

~~(Do~~Indicate by ~~not~~ check ifmark awhether ~~smaller~~the ~~reporting~~registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐

~~Indicate~~As byof ~~check~~February ~~mark~~15, ~~whether~~2016, the registrant ishad a23,082,567 ~~shell~~shares of ~~company~~common ~~(as~~stock, ~~defined~~no inpar ~~Rule~~value, issued ~~12b-2~~and ~~of the Exchange Act)~~outstanding. ~~Yes ☐ No ☒~~

~~As of November 20, 2015, the registrant had~~ENGAGE 23MOBILITY,~~082,567~~ ~~shares of its common stock outstanding~~INC.

QUARTERLY REPORT ON FORM 10-Q

December 31, 2015

TABLE OF CONTENTS

			Page
		PAGE
PART I -- FINANCIAL INFORMATION
PART 1 - FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	~~Condensed Financial Statements (Unaudited)~~4	2
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	~~Management’s Discussion and Analysis of Financial Condition and Results of Operations~~15	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	~~Quantitative and Qualitative Disclosures About Market Risk~~21	17
Item 4.	Controls and Procedures	~~Controls and Procedures~~21	18
PART II -- OTHER INFORMATION
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	~~Legal Proceedings~~22	19
Item 1A.	Risk Factors	~~Risk Factors~~22	19
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	~~Unregistered Sales of Equity Securities and Use of Proceeds~~22	19
Item 3.	Defaults Upon Senior Securities	~~Defaults Upon Senior Securities~~22	19
Item 4.	Mine Safety Disclosures	~~Mine Safety Disclosures~~22	19
Item 5.	Other Information	~~Other Information~~22	19
Item 6.	Exhibits	~~Exhibits~~22	20
SIGNATURES		23	21

~~PART~~CAUTIONARY STATEMENT ~~I: FINANCIAL~~ON FORWARD-LOOKING INFORMATION

~~Item~~This Quarterly 1Report on Form 10-Q contains “forward-looking statements”. ~~Condensed~~Forward-looking ~~Financial~~statements ~~Statements~~discuss ~~(Unaudited)~~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,” “anticipate,” “predict,” “project,” “forecast,” “potential,” “continue,” negatives thereof, or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements.

~~ENGAGE~~We cannot ~~MOBILITY~~predict all of the risks and uncertainties. Accordingly, ~~INC~~such information should not be regarded as representations that the results or conditions described in such statements, or that our objectives and plans, will be achieved, and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this Quarterly Report on Form 10-Q and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future acquisitions, future cash needs, future operations, business plans and future financial results; and any other statements that are not historical facts.

~~CONDENSED~~These forward-looking ~~BALANCE~~statements ~~SHEETS~~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 the Quarterly Report on Form 10-Q. All subsequent written and oral forward-looking statements concerning other matters addressed in this Quarterly Report on Form 10-Q, 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 Quarterly Report on Form 10-Q.

~~(IN~~Except to ~~U.S.~~the $extent required by law, ~~Unaudied)~~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.

	September 30,			June 30,
	2015			2015
ASSETS
CURRENT ASSETS
Cash	$	-		$	-
Accounts receivable, net of allowance for doubtful accounts of $14,660 and $14,185 for September 30, 2015 and June 30, 2015		-			-
Total Current Assets		-			-
PROPERTY AND EQUIPMENT, net		-			-
OTHER ASSETS
Intangible asset, net		18,462			26,629
TOTAL ASSETS	$	18,462		$	26,629
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accrued expenses	$	52,188		$	79,688
Notes payable		5,000			5,000
Due to related parties		618,759			562,096
Total Current Liabilities		675,947			646,784
TOTAL LIABILITIES		675,947			646,784
STOCKHOLDERS' DEFICIT
Common Stock - No Par Value; Authorized: 100,000,000 Issued and Outstanding: 23,082,567 shares at September 30 and June 30, 2015.		2,891,995			2,891,995
Paid in capital		3,091,072			3,091,072
Accumulated deficit		(6,640,552	)		(6,603,222	)
TOTAL STOCKHOLDERS’ DEFICIT		(657,485	)		(620,155	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	18,462		$	26,629

~~The accompanying notes~~PART ~~are~~I FINANCIAL ~~an integral part of these unaudited condensed financial statements.~~INFORMATION

2Item 1. Financial Statements.

~~ENGAGE~~The accompanying ~~MOBILITY~~unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States and the rules of the Securities and Exchange Commission (“SEC”), ~~INC~~and should be read in conjunction with the audited financial statements and notes thereto contained in our Annual Report on Form 10-K for the fiscal year ended June 30, 2015, filed with the SEC on September 29, 2015. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.

~~CONDENSED STATEMENTS~~ TABLE OF ~~OPERATIONS~~CONTENTS

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014

	PAGE

Balance Sheets as of December 31, 2015 (unaudited) and June 30, 2015	5

Statements of Operations for the three and six month periods December 31, 2015 and 2014 (unaudited)	6

Statements of Cash Flows for the six month periods ended December 31, 2015 and 2014 (unaudited)	7

Notes to the Financial Statements (unaudited)	8

~~(IN U.S. $, Unaudited)~~4

	Three Months Ended
	September 30,
	2015			2014
REVENUE	$	-		$	21,827
COST OF REVENUE		-			-
GROSS PROFIT		-			21,827
OPERATING EXPENSES:
GENERAL AND ADMINISTRATIVE EXPENSES		37,330			327,921
OPERATING LOSS		(37,330	)		(306,094	)
INTEREST EXPENSE		-			8,279
LOSS BEFORE INCOME TAXES		(37,330	)		(314,373	)
INCOME TAXES		-			-
NET LOSS	$	(37,330	)	$	(314,373	)
Net Loss Per Common Share, basic & diluted	$	(0.00	)	$	(0.01	)
Weighted Average Common Shares Outstanding, basic & diluted		23,082,567			21,772,567

ENGAGE MOBILITY, INC.

~~The accompanying notes are an integral part~~Balance ~~of these unaudited condensed financial statements.~~ Sheets

	December 31, 2015			June 30, 2015
	(Unaudited)
Assets
Accounts receivable, net of allowance for doubtful accounts of $0 and $14,660 for December 31 and June 30, 2015	$	-		$	-
Total current assets		-			-

Intangible assets, net		-			26,629
Total assets	$	-		$	26,629
Liabilities and Stockholders’ Deficiency
Current Liabilities:
Accrued expenses	$	30,909		$	79,688
Note payable		5,000			5,000
Due to related party		658,759			562,096
Total Liabilities		694,668			646,784
Stockholders’ Deficiency:
Common stock (No par value, 100,000,000 shares authorized, 23,082,567 shares issued and outstanding at December 31 and June 30, 2015.)		2,891,995			2,891,995
Paid in capital		3,091,072			3,091,072
Accumulated deficit		(6,677,735	)		(6,603,222	)
Total Stockholders’ Deficiency		(694,668	)		(620,155	)
Total Liabilities and Stockholders’ Deficiency	$	-		$	26,629

~~ENGAGE~~See accompanying ~~MOBILITY,~~notes ~~INC~~to financial statements.

~~CONDENSED STATEMENTS OF CASH FLOWS~~5

~~FOR THE THREE MONTHS ENDED SEPTEMBER 30,~~ENGAGE ~~2015~~MOBILITY, ~~AND 2014~~INC.

~~(IN~~Statements of ~~U.S. $, Unaudited)~~Operations

	Three Months Ended
	September 30,
	2015			2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(37,330	)	$	(314,373	)
Adjusting to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		8,167			16,569
Common stock, options and warrants issued for services, interest and inducements		-			163,364
Changes in operating assets and liabilities:
Decrease in accounts receivable		-			650
Decrease in prepaid expenses		-			220
Increase in deferred revenue		-			3,782
Increase in accrued expenses		29,163			43,357
Net cash used in operating activities		-			(86,431	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds of notes payable		-			85,000
Net cash provided by financing activities		-			85,000
Net change in cash		-			(1,431	)
Cash - beginning balance		-			16,201
CASH ENDING BALANCE	$	-		$	14,770
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for:
Interest	$	-		$	8,279
Income taxes	$	-		$	-
Non-cash financing activities
Payments of accrued expense and other payable assumed by stockholder	$	56,663		$	-

(Unaudited)

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

	For the Three Months Ended December 31,						For the Six Months Ended December 31,
	2015			2014			2015			2014

Revenue	$	-		$	10,205		$	-		$	32,032
Cost of revenue		-			-			-			-
Gross profit		-			10,205			-			32,032

Operating expenses:
General and administrative expenses		18,721			86,659			56,051			414,580

Operating loss		(18,721	)		(76,454	)		(56,051	)		(382,548	)

Other expense:
Impairment loss from intangible assets		18,462			-			18,462			-
Interest expense		-			8,377			-			16,656
Total other expenses		18,462			8,377			18,462			16,656

Loss from operations before income taxes		(37,183	)		(84,831	)		(74,513	)		(399,204	)

Income taxes		-			-			-			-
Net loss	$	(37,183	)	$	(84,831	)	$	(74,513	)	$	(399,204	)


Loss per share - basic and diluted:
Weighted-average shares outstanding, basic and diluted		23,082,567			21,772,567			23,082,567			21,772,567

Basic and diluted loss per share	$		a	$		a	$		a	$	(0.02	)

4a = Less the ($0.01) per share

~~ENGAGE~~See accompanying ~~MOBIITY,~~notes ~~INC~~to financial statements.

~~NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS~~6

~~(IN~~ENGAGE MOBILITY, UINC.~~S. $)~~

~~NOTE~~Statements of 1Cash ~~NATURE OF OPERATIONS~~Flows

~~Engage Mobility, Inc.~~ (~~the “Company”~~Unaudited) 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 functioned as a provider of mobile marketing services, online and mobile video production, distribution, syndication and marketing services for business owners.

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”) (Byrd and Hackett, collectively, the “Sellers”) who were the principal stockholders of Engage Mobility, Inc., pursuant to which Engage International 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 the Stock Purchase Agreement, a change in control of the Company has occurred.

	For the Six Months Ended December 31,
	2015			2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(74,513	)	$	(399,204	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense		-			2,603
Amortization expense		8,167			25,735
Impairment loss from intangible assets		18,462			-
Non-cash interest expense		-			16,667
Common stock, options and warrants issued for services, interest and inducements		-			147,248
Changes in operating assets and liabilities:
Decrease in accounts receivable		-			175
Decrease in prepaid expenses		-			7,208
Increase in accrued expenses		47,884			52,307
Net cash used in operating activities		-			(147,261	)

CASH FLOWS FROM INVESTING ACTIVITIES
Net cash used in investing activities		-			-

CASH FLOWS FROM FINANCING ACTIVITIES
Note payable		-			134,581
Net cash provided by financing activities		-			134,581

Net increase (decrease) in cash		-			(12,680	)
Cash, beginning of period		-			16,201
Cash, end of period	$	-		$	3,521

SUPPLMENTAL DISCLOSURE:
Cash paid during the period for:
Interest expense paid	$	-		$	-
Income tax paid	$	-		$	-

Non-cash financing activities
Payments of accrued expenses assumed by stockholder	$	96,663		$	-

~~NOTE~~See accompanying 2notes ~~SUMMARY~~financial ~~OF ACCOUNTING POLICIES~~statements.

~~Basis of Accounting Presentation~~7

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

~~The unaudited~~NOTES ~~interim~~TO ~~financial~~FINANCIAL statements of the Company as of September 30, 2015 and for the three months ended September 30, 2015 and 2014, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements.STATEMENTS

~~Accordingly,~~December they do not include all of the information and footnotes normally required by accounting principles generally accepted in the United States of America for annual financial statements. The interim financial information should be read in conjunction with the financial statements and the notes thereto31, ~~included in the Company’s Form 10-K for the year ended June 30,~~ 2015, previously filed with the SEC. In the opinion of management, the interim information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented. The results of operations for the three months ended September 30, 2015 are not necessarily indicative of the results to be expected for future quarters or for the year ending June 30, 2016.

~~Cash and Cash Equivalents~~(Unaudited)

~~The Company considers all highly liquid investments~~NOTE ~~with~~1—ORGANIZATION, ~~maturities~~BUSINESS ofAND ~~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.”~~OPERATIONS

5Engage 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. Since formation, the Company functioned as a provider of mobile marketing services, online and mobile video production, distribution, syndication and marketing services for business owners.

~~ENGAGE~~On April ~~MOBIITY~~9, ~~INC~~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”) (Byrd and Hackett, collectively, the “Sellers”), who were the principal stockholders of the Company, pursuant to which Engage International 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 the Stock Purchase Agreement, a change in control of the Company occurred.

~~NOTES~~The Company TOwas ~~UNAUDITED~~not ~~CONDENSED~~able ~~FINANCIAL~~to ~~STATEMENTS~~raise sufficient capital to execute its original business plan and has decided to cease its plan of operation as a mobile technology provider. As a result, the Company is now a “shell company” (as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

~~(IN~~Going forward, ~~U.S.~~the $)Company intends to seek, investigate and, if such investigation warrants, engage in a business combination with a private entity whose business presents an opportunity for the Company’s stockholders.

NOTE 2 —SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ~~(Continued)~~

~~Use~~ Basis of ~~Estimates~~Presentation

The Company’s ~~preparation of~~ financial statements are prepared in ~~conformity~~ accordance with accounting principles generally accepted in the United States ~~requires management to make estimates and assumptions~~ ~~that affect the reported amounts~~ of ~~assets~~America ~~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~~(“U. ~~Actual results could differ from these estimates~~S. ~~Significant estimates include the valuation of options and warrants issued for services and compensation and deferred income taxes~~GAAP”).

~~Revenue~~The unaudited ~~Recognition~~interim financial statements of the Company as of December 31, 2015, and for the six months ended December 31, 2015 and 2014, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements.

~~In general~~Accordingly, they do not include all of the ~~Company~~information ~~records~~and ~~revenue~~footnotes ~~when~~normally required by accounting principles generally accepted in the ~~persuasive~~United ~~evidence~~States of anAmerica ~~arrangement~~for ~~exists,~~annual ~~services~~financial ~~have~~statements. ~~been~~The ~~rendered~~interim orfinancial ~~product~~information ~~delivery~~should ~~has~~be ~~occurred~~read in conjunction with the financial statements and the notes thereto, included in the ~~sales~~Company’s ~~price~~Annual toReport on Form 10-K for the year ended June 30, 2015, previously filed with the ~~customer~~SEC. isIn ~~fixed~~the oropinion ~~determinable~~of management, ~~and~~the ~~collectability~~interim isinformation ~~reasonably~~contains ~~assured.~~all ~~The~~adjustments, consisting ~~following~~only ~~reflects~~of ~~specific~~normal ~~criteria~~recurring adjustments, necessary for a fair presentation of the results for the periods presented. The results of operations for the ~~various~~six ~~revenues~~months ~~streams~~ended December 31, 2015 are not necessarily indicative of the ~~Company:~~results to be expected for future quarters or for the year ending June 30, 2016.

~~Revenue for services is recognized at the~~Use ~~time~~of ~~the services are rendered.~~Estimates

~~Where~~In preparing ~~the~~financial ~~Company~~statements ~~has~~in ~~entered~~conformity ~~into~~with agenerally ~~revenue~~accepted accounting principles, management is required to make estimates ~~sharing~~and ~~agreement~~assumptions ~~with~~that aaffect ~~third~~the ~~party,~~reported amounts of assets and liabilities and the ~~Company~~disclosure ~~records~~of ~~their~~contingent ~~proportionate~~assets ~~share~~and liabilities at the date of the ~~revenue~~financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates.

~~The Company’s revenues are principally from video distribution and advertising fees via the platform.~~8

~~Accounts Receivable and Allowance for Doubtful~~ENGAGE ~~Accounts~~MOBILITY, INC.

~~Accounts receivable are reported at their~~NOTES ~~outstanding~~TO ~~unpaid~~FINANCIAL 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.STATEMENTS

~~Property~~December 31, ~~Plant and Equipment~~2015

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.(Unaudited)

6NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

~~ENGAGE~~Cash and ~~MOBIITY,~~Cash ~~INC.~~Equivalents

~~NOTES~~The Company TOconsiders ~~UNAUDITED~~all ~~CONDENSED~~highly ~~FINANCIAL~~liquid ~~STATEMENTS~~temporary cash investments with an original maturity of three months or less to be cash equivalents. At December 31 and June 30, 2015, the Company had no cash and cash equivalents.

~~(IN U.S. $)~~Revenue Recognition

~~NOTE~~In general, 2the ~~SUMMARY~~Company OFrecords ~~ACCOUNTING~~revenue ~~POLICIES~~when ~~(Continued)~~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. The following reflects specific criteria for the various revenues streams of the Company:

~~Intangible~~Revenue for ~~Assets~~services ~~and~~is ~~Long~~recognized ~~Lived~~at ~~Assets~~the time the services are rendered.

~~The Company reviews for impairment its long-lived~~Where ~~assets and certain identifiable 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~~has ~~lived~~entered ~~intangibles, comprised~~into ~~of patents,~~ a ~~mobile~~revenue ~~platform,~~sharing ~~and~~agreement ~~web~~with ~~and~~a ~~domain~~third ~~assets~~party, ~~are~~the ~~being~~Company ~~amortized~~records ~~over~~their aproportionate ~~period~~share of the ~~three years~~revenue.

~~Fair~~The Company’s ~~value~~revenues have principally been from video distribution and advertising fees via the platform. However, since July 1, 2015 until the date of ~~financial~~this ~~instruments~~report, the Company did not report any revenues.

~~The Company’s short-term financial instruments~~Accounts ~~consist~~Receivable ~~of cash, accounts receivable, accounts payable~~ and ~~accrued~~Allowance 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~~Doubtful 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.Accounts

~~Income~~Accounts receivable ~~Taxes~~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.

~~In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”)~~Property, ~~“Income Taxes”~~ ~~(“ASC~~Plant ~~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.Equipment

~~ASC 740 addresses the determination of whether~~Property, ~~tax~~plant ~~benefits~~and ~~claimed~~equipment orare ~~expected to be claimed on a tax return should be~~ recorded inat ~~the~~cost, ~~financial~~less ~~statements~~accumulated depreciation. ~~Under~~Cost ~~ASC~~includes ~~740,~~ the ~~Company~~price ~~may~~paid ~~recognize~~to ~~the~~acquire ~~tax~~or ~~benefit from an uncertain tax position only if it is more likely than not that~~ construct the ~~tax~~asset, ~~position will~~including becapitalized ~~sustained~~interest onduring ~~examination by~~ the ~~taxing~~construction ~~authorities~~period, ~~based~~and onany ~~the~~expenditures ~~technical~~that ~~merits~~substantially ofincrease the ~~position. The tax benefits recognized~~ inassets ~~the~~value ~~financial~~or ~~statements~~extends ~~from such a position would be measured based on~~ the ~~largest~~useful ~~benefit~~life ~~that has a greater than 50% likelihood~~ of ~~being~~an ~~realized~~existing ~~upon ultimate settlement~~asset. ~~ASC~~Depreciation ~~740~~is ~~also~~computed ~~provides~~using ~~guidance~~the ~~on de~~straight-~~recognition~~line ofmethod ~~income~~over ~~tax~~the estimated ~~assets~~useful ~~and~~lives ~~liabilities, classification~~ of ~~current~~the ~~and deferred income tax~~ assets. ~~and~~Major ~~liabilities,~~repairs and ~~accounting~~betterments ~~for~~that ~~interest~~significantly ~~and~~extend ~~penalties~~original ~~associated with~~useful ~~tax~~lives ~~positions.~~or Asimprove productivity ofare ~~September~~capitalized ~~30, 2015~~ and ~~June~~depreciated ~~30,~~over ~~2015,~~ the ~~Company~~periods ~~does~~benefited. ~~not~~Maintenance ~~have~~and arepairs ~~liability~~are ~~for~~generally ~~any~~expensed ~~unrecognized~~as ~~tax benefits~~incurred.

~~All tax periods from inception remain open to examination by taxing authorities.~~9

7ENGAGE MOBILITY, INC.

~~ENGAGE~~NOTES TO ~~MOBIITY,~~FINANCIAL ~~INC.~~STATEMENTS

~~NOTES~~December 31, ~~TO UNAUDITED CONDENSED FINANCIAL STATEMENTS~~2015

(~~IN U.S. $~~Unaudited)

NOTE 2 —SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (~~Continued~~CONTINUED)

~~Stock~~Intangible Assets and Long-~~Based~~lived ~~Compensation~~Assets

The Company ~~records~~reviews for impairment its long-lived assets and certain identifiable intangible assets whenever events or changes in circumstances indicate that the ~~cost~~carrying ~~resulting~~amount ~~from~~of an asset may not be recoverable. An impairment loss would be recognized when ~~all~~estimated ~~share-based~~future ~~transactions in~~cash flows expected to result from the ~~financial~~use ~~statements~~of the asset and its eventual disposition is less than its carrying amount. The Company’s ~~applies~~finite lived intangibles, comprised of patents, a ~~fair-value-based~~mobile ~~measurement~~platform, inand web and domain assets, are ~~accounting~~being ~~for~~amortized ~~share-based~~over ~~payment~~a ~~transactions~~period ~~with~~of ~~employees~~ three years. During the six months ended December 31, 2015 and ~~when~~2014, the Company ~~acquires~~ ~~goods~~reported oran impairment ~~services~~loss ~~from~~of $18,462 and $0, respectively. The impairment loss during the six months ended December 31, 2015 was due to ~~non-employees~~the incessation ~~share-based~~of ~~payment~~the ~~transactions~~Company’s plan of operation as a mobile technology provider.

~~Basic~~Fair Value ~~and~~of ~~Diluted~~Financial ~~Earnings Per Share~~Instruments

~~Basic~~The Company’s ~~earnings~~short-term ~~(loss)~~financial ~~per~~instruments ~~share~~consist isof ~~calculated by~~cash, ~~dividing~~accounts ~~net~~receivable, ~~income~~and ~~(loss)~~accrued byexpenses, ~~the~~and ~~weighted~~other ~~average~~current liabilities. ~~number~~The carrying amounts of ~~common~~these ~~shares~~financial ~~outstanding~~instruments ~~for~~approximate ~~the~~fair ~~period.~~value ~~Diluted~~because ~~earnings~~of ~~per~~their short-term maturities. The ~~share~~Company isdoes ~~calculated~~not byhold ~~dividing~~or ~~net~~issue ~~income~~financial byinstruments ~~the~~for ~~weighted~~trading ~~average~~purposes ~~number~~nor ofdoes ~~common~~it ~~shares~~hold ~~and~~or ~~dilutive~~issue ~~common~~interest ~~stock~~rate ~~equivalents~~or leveraged ~~outstanding~~derivative financial instruments. ~~During~~The ~~periods~~carrying invalue ~~which~~of the Company’s ~~incurs~~long-term ~~losses,~~debt ~~common~~approximates ~~stock~~fair ~~equivalents,~~value ifbased ~~any,~~on ~~are~~the terms ~~not~~and ~~considered,~~conditions asat ~~their effect~~which ~~would~~the beCompany ~~anti-dilutive~~could obtain similar financing.

8Income Taxes

~~ENGAGE~~In accordance ~~MOBIITY~~with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), “Income Taxes” (“ASC ~~INC~~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.

~~NOTES~~ASC 740 TOaddresses ~~UNAUDITED~~the ~~CONDENSED~~determination ~~FINANCIAL~~of ~~STATEMENTS~~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 December 31, 2015 and June 30, 2015, the Company does not have a liability for any unrecognized tax benefits.

~~(IN~~All tax ~~U.S.~~periods $)from inception remain open to examination by taxing authorities.

~~NOTE 3 GOING CONCERN~~10

~~The accompanying unaudited condensed financial~~ENGAGE ~~statements have been prepared assuming that the Company will continue as a going concern~~MOBILITY, ~~which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business~~INC. As reflected in the accompanying unaudited condensed financial statements, the Company has an accumulated deficit of approximately $6,641,000 and a working capital deficit of approximately $676,000 at September 30, 2015. In addition, the Company continues to generate operating losses and negative cash flows from operations. Management believes these factors raise substantial doubt about the Company’s ability to continue as a going concern.

~~During~~NOTES TO ~~the~~FINANCIAL ~~next 12 months, the Company:~~STATEMENTS

-December 31, ~~Plans to raise significant additional funds through debt or equity financing.~~2015

- 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.(Unaudited)

~~While management is attempting to execute~~NOTE ~~its~~2—SUMMARY ~~strategy,~~OF ~~the~~SIGNIFICANT ~~Company~~ACCOUNTING ~~does~~POLICIES 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 create 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 its ability to obtain additional debt/equity financing from third-party and /or related parties, further implement its business plan and generate sufficient revenues to meet its obligations. The condensed financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.(CONTINUED)

9Stock-based Compensation

~~ENGAGE~~The Company ~~MOBIITY,~~records ~~INC~~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.

~~NOTES~~Basic and TODiluted ~~UNAUDITED~~Loss ~~CONDENSED~~per ~~FINANCIAL STATEMENTS~~Share

~~(IN~~The Company Ureports loss per share in accordance with FASB ASC 260 “Earnings per share”.S The Company’s basic earnings per share are computed using the weighted average number of shares outstanding for the periods presented. $)Diluted earnings per share are computed based on the assumption that any dilutive options or warrants were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, the Company’s outstanding stock warrants are assumed to be exercised, and funds thus obtained were assumed to be used to purchase common stock at the average market price during the period. There were no dilutive instruments outstanding during the six months ended December 31, 2015 and the year ended June 30, 2015. However, if present, a separate computation of diluted loss per share would not have been presented, as these common stock equivalents would have been anti-dilutive due to the Company’s net loss.

~~NOTE~~Recently Issued 4Accounting ~~PROPERTY, PLANT AND EQUIPMENT~~Pronouncements

~~The~~Accounting standards ~~Company~~that ~~currently does not~~ have ~~any~~ ~~property,~~been ~~plant~~issued or ~~equipment. During~~proposed ~~the~~by ~~year~~FASB ~~ended~~that ~~June~~do ~~30,~~not ~~2015,~~require ~~the~~adoption ~~Company~~until ~~disposed~~a offuture ~~all~~date ~~its~~are ~~property~~not ~~and~~expected ~~equipment and~~to ~~recognized~~ have a ~~loss~~material impact on ~~disposal of $3,909. Depreciation expense charged to operations for~~ the ~~three~~consolidated ~~months~~financial ~~ended~~statements ~~September~~upon ~~30, 2015 and 2014 was $0 and $1,302, respectively~~adoption.

NOTE 3—GOING ~~5 INTANGIBLE ASSETS~~CONCERN

~~Intangible~~The accompanying unaudited condensed financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, ~~consisted~~and liquidation of liabilities in the ~~following:~~normal course of business. As reflected in the accompanying unaudited condensed financial statements, the Company has an accumulated deficit of approximately $6,674,000 and a working capital deficit of approximately $691,000 at December 31, 2015. In addition, the Company continues to generate operating losses and negative cash flows from operations. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan, which is now to seek, investigate and, if such investigation warrants, engage in a business combination with a private entity whose business presents an opportunity for our stockholders. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management intends to provide the Company with additional loans as needed and is seeking a merger target to implement its strategic plans. Management feels these actions provide the opportunity for the Company to continue as a going concern.

	September 30, 2015			June 30, 2015
Mobile platform	$	98,000		$	98,000
Patents		1,000			1,000
Total intangible assets		99,000			99,000
Less: accumulated amortization		(80,538	)		(72,371	)
	$	18,462		$	26,629

NOTE 4—PROPERTY, PLANT AND EQUIPMENT

~~Amortization~~The Company ~~expense~~currently ~~charged~~does tonot ~~operations for~~have ~~the~~any ~~three~~property, ~~months~~plant or equipment. During the year ended ~~September~~June 30, 2015, ~~and~~the ~~2014~~Company ~~was~~disposed of ~~$8,167~~all its property and ~~$15,268,~~equipment ~~respectively.~~and ~~Future~~recognized ~~estimated~~a ~~amortization~~loss ~~expense is~~on disposal of $183,~~462~~909. ~~for~~Depreciation expense charged to operations for the ~~year~~six months ended ~~June~~December 3031, ~~2016~~2015 and 2014 was $0 and $2,603, respectively.

~~NOTE 6 RELATED PARTY TRANSACTIONS~~11

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

	September 30, 2015		June 30, 2015
Shenzhen Engage Mobile Technology Co., Limited	$	470,000	$	470,000
Shenzhen Datang Engage Telecom Co., Limited		148,759		92,096
	$	618,759	$	562,096

NOTES TO FINANCIAL STATEMENTS

~~Shenzhen Engage Mobile Technology Co., Limited~~December ~~became a related party after Engage International Technology Co.~~31, ~~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.~~

10(Unaudited)

~~ENGAGE~~NOTE 5—INTANGIBLE ~~MOBIITY, INC.~~ASSETS

~~NOTES~~The officer TOand ~~UNAUDITED~~director ~~CONSENSED~~of ~~FINANCIAL~~the ~~STATEMENTS~~Company are involved in other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available, the officer and director of the Company may face a conflict in selecting between the Company and his other business interests. The Company has not formulated a policy for the resolution of such conflicts.

(IN U.S. $)

	December 31,			June 30,
	2015			2015
Mobile platform	$	98,000		$	98,000
Patents		1,000			1,000
		99,000			99,000
Less:
Accumulated amortization		(80,538	)		(72,371	)
Impairment reserve		(18,462	)		-
Intangible assets, net	$	-		$	26,629

~~NOTE~~Amortization expense 7charged ~~LEASE~~to operations for the six months ended December 31, 2015 and 2014 was $8,167 and $25,735, respectively. Amortization expense charged to operations for the three months ended December 31, 2015 and 2014 was $0 and $10,467, respectively. During the six months ended December 31, 2015, the Company reported an impairment loss of $18,462 over its intangible assets. The impairment loss during the six months ended December 31, 2015 was due to the cessation of the Company’s plan of operation as a mobile technology provider, and corresponding write down of the Company’s intangible assets.

~~Lease~~NOTE 6—DUE TO RELATED PARTY

OnParties, which ~~June~~can 1,be ~~2014~~a corporation or individual, are considered to be related if we have the ~~Company~~ability, ~~entered~~directly ~~into~~or indirectly, to control athe ~~three-year~~other ~~lease~~party ~~agreement~~or ~~with~~exercise ansignificant ~~unrelated~~influence ~~third~~over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence.

~~Pursuant to a termination agreement dated~~The ~~May~~Company 6,received ~~2015~~advances ~~between~~from the ~~Company~~following ~~and~~related ~~the landlord~~parties, ~~the~~under ~~lease~~common ~~has~~control, ~~been~~to ~~terminated.~~supplement ~~Rent expense for~~ the ~~three~~Company’s ~~months ended September~~working ~~30, 2015 and 2014 was $0 and $9,128, respectively~~capital.

NOTE 8 STOCKHOLDERS’ DEFICIT

	December 31,		June 30,
	2015		2015
Shenzhen Engage Mobile Technology Co., Ltd. (“Engage Mobile”)	$	470,000	$	470,000
Shenzhen Datang Engage Telecom Co., Ltd. (“Engage Telecom”)		188,759		92,096
	$	658,759	$	562,096

~~Equity~~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 unsecured, payable on demand and non-interest bearing. During the three and six month periods ended December 31, 2015, the Company received $40,000 and $96,663, respectively, in advances from Engage Telecom. As of December 31, 2015, the balance of the advances form related parties was $658,759.

~~During the three months ended September 30, 2015, the Company had not issued any new shares of common stock to the stockholders.~~12

~~Stock~~ENGAGE MOBILITY, ~~Options~~INC.

~~During the year ended June 30, 2014,~~NOTES ~~two~~TO ~~employees~~FINANCIAL were granted an aggregate of 614,000 five year options which vested immediately as to 114,000 options and 125,000 options each year over the next 4 years. The options were 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 125,000 options. These two employees left the Company in April 2015 and the remaining unvested options were cancelled. The aggregate grant date fair value of the options was approximately $1,415,710, and $163,364 had been charged to operations during the three months ended September 30, 2014. No stock based compensation was recorded during the three months ended September 30, 2015 due to the cancellation of options in April 2015.STATEMENTS

~~Stock~~December 31, ~~warrants~~2015

~~Stock warrants outstanding at September 30, 2015 were as follows:~~(Unaudited)

	Number of Shares		Weighted Average Remaining Contractual Life (Years)
Warrants outstanding at June 30, 2015	525,000		1.48
Changes:
Granted		-		-
Exercised		-		-
Forfeited		-		-
Cancelled		-		-
Warrants outstanding at September 30, 2015		525,000		1.22
Warrants exercisable at September 30, 2015		525,000		1.22

NOTE 7—STOCKHOLDERS’ DEFICIT

11Equity

~~ENGAGE~~During the ~~MOBIITY~~three and six months ended December 31, ~~INC~~2015, the Company had not issued any new shares of common stock to the stockholders.

~~NOTES TO UNAUDITED CONSENSED FINANCIAL STATEMENTS~~Stock Options

~~(IN~~During the Uyear ended June 30, 2014, two employees were granted an aggregate of 614,000 five year options which vested immediately as to 114,000 options and will vest as to 125,000 options per year over the next 4 years.S 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 125,000 options. The aggregate grant date fair value of the options was approximately $1,416,000, of which $413,398 has been charged to operations during the year ended June 30, 2014. The balance of the fair value of the options will be charged to operations over the vesting period of which $144,936 has been charged to operations during the period ended December 31, 2014. The options were valued using a binomial option pricing model with the following assumptions:

~~NOTE~~Volatility 154% 8- ~~STOCKHOLDERS’~~Dividend ~~DEFICIT~~rate ~~(Continued)~~0% - Interest rate 1.36% - 1.66% - Term 5 years

~~Stock~~A summary ~~warrants~~of ~~(Continued)~~the status of the stock options granted to employees and others as of December 31, 2015 is as follows:

Date Issued	Expiration Date		Exercise Price		Number of Warrants
	Number of Shares
July 2013	July 2016		$	2.00		125,000
Options outstanding at June 30, 2015	$	207,750
February 2014	February 2017		$	1.50		200,000
Changes:
February 2014	February 2017		$	2.00		200,000
Granted		-
Exercised		-
Forfeited		-
Cancelled		-
Options outstanding at December 31, 2015		207,750
Options exercisable at December 31, 2015	$	207,750

~~NOTE 9 INCOME TAXES~~13

~~No provision was made for federal income taxes~~ENGAGE ~~since the Company has significant net operating losses. At September 30~~MOBILITY, ~~2015, the Company had operating loss carryforwards of approximately $3,037,000~~INC. 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% change in the ownership of the Company’s stock.

~~Deferred income taxes reflect the net tax~~NOTES ~~effects~~TO ofFINANCIAL 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 September 30, 2015 and June 30, 2015, were as follows:STATEMENTS

	September 30, 2015			June 30, 2015
Deferred tax assets:
Federal net operating loss	$	983,000		$	979,000
State net operating loss		146,000			145,000
Total deferred tax assets		1,129,000			1,124,000
Less: valuation allowance		(1,129,000	)		(1,124,000	)
	$	-		$	-

December 31, 2015

The Company has provided a 100% valuation allowance against the deferred tax assets at September 30 and June 30, 2015, to reduce such assets to zero, since there are significant limitations on the utilization of the Company’s net operating loss carry-forwards 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 $5,000 for three months ended September 30, 2015 and $600,000 for the year ended June 30, 2015.(Unaudited)

12NOTE 7—STOCKHOLDERS’ DEFICIT (CONTINUED)

~~CAUTIONARY NOTE FORWARD-LOOKING~~Stock ~~STATEMENTS~~Warrants

~~This Quarterly Report on Form 10-Q (this “Report”)~~Stock ~~contains~~warrants ~~“forward-looking~~outstanding ~~statements”~~at ~~within~~December ~~the meaning of the Section 27A of the Securities Act of 1933~~31, as2015 ~~amended (the~~were ~~“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.follows:

From time to time, forward-looking statements also are included in our other periodic reports on Form 10-K, 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.

	Number of Shares		Weighted Average Remaining Contractual Life (Years)
Warrants outstanding at June 30, 2015	$	525,000		1.48
Changes:
Granted		-		-
Exercised		-		-
Forfeited		-		-
Cancelled		-		-
Warrants outstanding at December 31, 2015		525,000		1.03

Warrants exercisable at December 31, 2015	$	525,000	$	1.03

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.

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

~~Item~~NOTE 8—COMMITMENTS 2.AND ~~Management’s Discussion and Analysis of Financial Condition and Results of Operations~~CONTINGENCY

~~The following is management’s discussion~~From ~~and~~time ~~analysis~~to oftime the ~~financial condition and results of operations of Engage Mobility, Inc. (“Engage Mobility”, the “~~Company”, ~~“we”,~~may ~~and~~be ~~“our”)~~a ~~for~~party ~~the~~to ~~three~~litigation ~~months~~matters ~~ended~~involving ~~September~~claims ~~30,~~against ~~2015 as compared to~~ the ~~same~~ ~~period of 2014~~Company. ~~The~~ Management ~~following~~believes that ~~information~~there ~~should~~are beno ~~read~~current inmatters ~~conjunction~~that ~~with~~would ~~the~~have ~~interim~~a ~~financial~~material ~~statements as~~effect ofon ~~September 30, 2015,~~ the ~~three~~Company’s ~~months~~financial ~~periods~~position ~~ended~~or ~~September~~results ~~30,~~of ~~2015 and 2014 and notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q (this “Report”)~~operations.

~~Overview~~NOTE 9—BUSINESS SEGMENTS

~~We were incorporated, under the name MarketKast,~~There ~~Inc.,~~are ~~under~~no ~~the~~reportable ~~laws~~business ~~of the State of Florida on December 28, 2011~~segments. 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.

~~On February 18, 2014, we entered into a joint~~NOTE ~~venture~~10—SUBSEQUENT agreement (“Joint Venture Agreement”) with Xinhua Ruide (Beijing) Network Technology Co., Ltd. (“Xinhua Ruide”) and Shenzhen Yingjia Mobile Technology Co., Ltd. (“Shenzhen Yingjia”) to establish a joint venture, Datang Engage (China) Mobile Technology Co., Ltd. (“Datang Engage”) to develop and launch a Chinese version of our mobile platform. We own 30% interest of the joint venture. The Chairman of the joint venture is Mr. Hua Zhang.EVENTS

13Management has evaluated all activity and concluded that no subsequent events occurred as of February 15, 2016 that would require recognition in the financial statements or disclosure in the notes to the financial statements.

Although the joint venture was established in 2014, it has not commenced operations and our partners in China had confidence in our business and technology and hoped to continue the alliance through acquisition of the control of our Company. On 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 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 then issued and outstanding shares. Following the transaction, a change in control of the Company has occurred. Pursuant to the terms of the Stock Purchase Agreement, as a condition to the sale and transfer of the controlling stake of the Company, the then directors and officers of the Company resigned simultaneously at the closing of the transaction. Accordingly, Mr. Byrd ceased to be Chairman of the Board of Directors of the Company; and Mr. Hackett ceased to be President, Chief Executive Officer, 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 Chairman of 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.14

~~We plan to function as a provider of mobile~~Item ~~technology,~~2. Management’s ~~marketing~~Discussion and ~~data~~Analysis ~~solutions for business. Through the sale~~ of ~~our~~Financial ~~Mobile~~Condition ~~Engagement System, we hope to enable business owners to engage with new~~ and ~~existing~~Results customers with a turnkey mobile marketing solution. The Mobile Engagement System integrates 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 will be sold to businesses under a “user based” model - so that the business would pay us a monthly user fee based on the number of ~~“engaged” users in their database at any given time.~~Operations

InThis Management’s ~~addition~~Discussion and Analysis of Financial Condition and Results of Operations is intended to ~~this~~provide ~~core~~a ~~product~~reader ~~offering~~of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, weliquidity, ~~will~~and ~~offer~~certain toother factors that may affect our ~~clients~~future ~~the~~results. ~~additional~~The ~~products~~following discussion and ~~services~~analysis should be read in ~~order~~conjunction towith: ~~assist~~(i) the accompanying unaudited condensed financial statements and notes thereto for the six months ended December 31, 2015, (ii) the financial statements and notes thereto for the year ended June 30, 2015 included in ~~growing~~our ~~their~~Annual ~~business~~Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on September 29, ~~including~~2015 ~~mobile~~and (iii) the discussion ~~optimization~~under the caption “Management’s Discussion and Analysis of ~~websites,~~Financial asCondition ~~well~~and Results of Operations” of our Annual Report on Form 10-K. Aside from certain information as ~~additional~~of ~~mobile~~June ~~marketing~~30, ~~customer~~2015 ~~acquisition~~all ~~services~~amounts herein are unaudited. Unless the context otherwise indicates, references to “Engage Mobility,” “we,” “our,” “us” and ~~mobile~~the ~~data~~“Company” ~~services~~refer to Engage Mobility, Inc.

Currently we do not have operations 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.Overview

~~Change~~We were incorporated, under the name MarketKast, Inc., under the laws of ~~Control~~the State of Florida on December 28, 2011, to serve as a provider of mobile marketing services, online and mobile video production, distribution, syndication and marketing services for business owners. 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.

AsOn February of18, ~~December~~ 2014, we ~~were~~entered ~~unable~~into toa ~~raise~~joint venture agreement (“Joint Venture Agreement”) with Xinhua Ruide (Beijing) ~~the~~Network ~~necessary~~Technology ~~capital~~Co., toLtd. ~~continue~~(“Xinhua Ruide”) and Shenzhen Yingjia Mobile Technology Co., Ltd. (“Shenzhen Yingjia”) to ~~fund~~establish ~~marketing~~a ~~and~~joint ~~sales~~venture, ~~efforts~~Datang ~~for~~Engage ~~our~~(China) ~~products~~Mobile Technology Co., Ltd. (“Datang Engage”) to develop and ~~therefore~~launch a weChinese ~~greatly~~version ~~reduced~~of our ~~efforts~~ mobile platform. We own 30% interest in ~~that~~the ~~regard~~joint venture. The Chairman of the joint venture is Mr. Hua Zhang.

On In April 92014, ~~2015,~~we ~~two~~completed ~~principal~~development ~~stockholders~~ of ~~the~~version ~~Company~~2.0 ~~entered~~of ~~into~~our aMobile ~~Stock~~Engagement ~~Purchase~~System, ~~Agreement~~which ~~(“Stock~~included ~~Purchase~~our ~~Agreement”)~~new ~~with~~product ~~Engage International~~immersion, ~~pursuant~~ toa ~~which~~street ~~Engage~~view ~~International~~augmented ~~acquired~~reality aplatform ~~total~~that ofallowed ~~16,462,505~~users ~~shares~~to oflocate ~~the~~businesses ~~Company’s~~in ~~common~~their ~~stock~~geographical ~~from~~area ~~the~~who ~~principal~~are ~~stockholders of~~on the ~~Company,~~Engage system. ~~representing~~We ~~75.61%~~filed ofa ~~the~~provisional ~~Company’s~~patent ~~issued~~application ~~and~~seeking ~~outstanding~~patent ~~shares~~protection onfor ~~that~~version ~~date~~2.0 ~~Pursuant to the Stock Purchase Agreement, a change in control~~ of ~~the~~our ~~Company~~Mobile ~~has~~Engagement ~~occurred~~System.

~~Since~~In May ~~the change in control of the Company~~2014, ~~the~~ ~~Company~~we ~~intends~~commenced toour ~~raise~~marketing ~~capital~~ and ~~seek~~sales ~~future~~efforts ~~mergers and acquisitions. The Company intends to work together with one of its China affiliates, under common control, to develop a data platform~~ for ~~investment,~~our ~~corporation~~new ~~internal~~Mobile ~~management,~~Engagement ~~financial management~~System, ~~marketing~~but ~~and~~only ~~wealth~~experienced ~~management~~nominal ~~for small and mid-size corporations~~initial revenue.

14On 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 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 then issued and outstanding shares. As a result of the transaction, a change in control of the Company occurred. Pursuant to the terms of the Stock Purchase Agreement, as a condition to the sale and transfer of the controlling stake of the Company, the then directors and officers of the Company resigned simultaneously at the closing of the transaction. Accordingly, Mr. Byrd ceased to be Chairman of the Board of Directors of the Company; and Mr. Hackett ceased to be President, Chief Executive Officer, 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 Chairman of the Board of Directors, as well as the Chief Executive Officer of the Company.

~~Plan of Operation~~15

~~Until~~Through June ~~May 2014~~2015, our efforts were primarily limited to business formation, strategic development, marketing, website and product development, negotiations with third party sales and channel partners, and capital raising activities. However, the Company was not able to raise sufficient capital to execute its original business plan and, during the Company’s second fiscal quarter ended December 31, 2015, management decided to cease our plan of operation as a mobile technology provider. In connection with this determination, the Company’s finite lived intangibles, comprised of patents, a mobile platform, and web and domain assets, have been impaired, and the Company has reported an impairment loss of $18,462. As a result of the foregoing, the Company is a “shell company” (as such term is defined in Rule 12b-2 under the Exchange Act).

~~In April 2014~~Going forward, wethe ~~completed~~Company ~~development of~~intends ~~version~~to ~~2.0~~seek, ofinvestigate ~~our Mobile Engagement System~~and, ~~which~~if ~~includes~~such ~~our~~investigation ~~new product immersion~~warrants, aengage ~~street view augmented reality platform that allows users to locate businesses~~ in ~~their~~a ~~geographical~~business ~~area~~combination ~~who~~with ~~are on the Engage system. We have filed~~ a ~~provisional patent~~ ~~application~~private ~~seeking~~entity ~~patent~~whose ~~protection~~business ~~for~~presents ~~version~~an ~~2.0~~opportunity ~~of our Mobile Engagement System. In May 2014, we commenced our marketing and sales efforts~~ for our ~~new Mobile Engagement System, but we had only experienced nominal initial revenue~~stockholders.

OnOur principal ~~April~~business 9,objective ~~2015,~~for ~~Engage~~the ~~International purchased~~next ~~75.61%~~twelve of(12) ~~the~~months ~~Company’s~~and ~~then~~beyond ~~issued~~such ~~and~~time ~~outstanding~~will ~~shares~~be ~~from~~to ~~two~~achieve ~~major~~long-term ~~stockholders~~growth ofpotential through ~~the~~a ~~Company~~combination with a business rather than immediate, short-term earnings. ~~Following~~We will not restrict our potential candidate ~~the~~target ~~transaction~~companies to any specific business, aindustry ~~change~~or ingeographical ~~control~~location and, thus, may acquire any type of business. We believe the ~~Company~~costs ~~occurred~~of investigating and ~~all~~analyzing ofbusiness combinations for the ~~then~~next ~~directors~~twelve (12) months and ~~officers~~beyond ofsuch ~~the~~time ~~Company~~will ~~resigned~~be paid ~~simultaneously~~with atmoney to be loaned to or invested in us by related parties. During the ~~closing~~next twelve (12) months we also anticipate incurring costs related to filing of the ~~transaction.~~reports Atrequired under the ~~same~~Securities ~~time~~Exchange Act of 1934, Mras amended, and consummating an acquisition. We ~~Hua~~believe ~~Zhang~~we ~~was~~will ~~appointed~~be able to meet these costs through funds to be ~~the~~loaned ~~sole~~by ~~director~~or ~~and~~invested ~~Chairman~~in us by related parties. However, our related parties have made no commitments written or oral, with respect to providing a source of liquidity in the ~~Board~~form of cash ~~Directors~~advances, asloans ~~well~~and/or asfinancial guarantees. During the ~~Chief~~three ~~Executive~~and ~~Officer.~~six ~~Mr.~~month ~~Zhang~~periods isended ~~also~~December 31, 2015, the ~~Chairman~~Company received $40,000 and $96,663, respectively, in advances from Engage Telecom, a related parties. As of ~~the~~December ~~Chinese~~31, ~~joint~~2015, ~~venture~~the balance of ~~which~~the weadvances ~~own~~was ~~30%~~$658,759.

We have negative working capital, negative stockholders’ equity and have not ~~experienced~~earned ~~significant revenue~~any revenues from ~~our~~operations ~~business~~to ~~operations,~~date. ~~and~~These conditions weraise ~~have~~substantial ~~been~~doubt ~~unable~~about our ability to ~~raise~~continue ~~the~~as ~~capital~~a ~~necessary~~going concern. Our ability to ~~fund~~continue as a going concern is dependent upon our ~~marketing~~ability ~~and~~to ~~sales~~develop ~~plan. Therefore~~additional sources of capital, ~~during~~locate ~~the~~and ~~next~~complete 12a ~~months~~merger with another company, ~~the~~and ultimately, ~~Company:~~achieve profitable operations.

-Results of ~~Plans to raise additional funds through debt or equity financing either from third-party or related parities.~~Operation

-Comparison of ~~Intends to work together with its China affiliate, under common control, to further develop~~ the ~~Company’s~~three ~~platform~~months ~~and~~ended ~~introduce~~December ~~it to the Chinese market. As the platform matures~~31, ~~the~~2015 ~~Company plans to reintroduce it into the U.S.~~ and ~~other markets.~~2014

~~- Seeks a suitable third-party to form a joint-venture company to expand our Mobile Engagement business.~~Revenues

~~Results~~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. We have conducted minimal operations during the three months ended December 31, 2015, and have not generated any revenues, as compared to $10,205 for the three months ended December 31, 2014. The decrease was the result of ~~Operations~~the cessation of our plan of operation as a mobile technology provider.

~~Comparison of the three months ended~~Operating ~~September 30, 2015 and 2014~~Expenses

~~Revenues~~During the three months ended December 31, 2015, we incurred general and administrative expenses of $18,721 and during the same period of 2014, we incurred general and administrative expenses of $86,659. These general and administrative expenses consist of rent, insurance, professional fees, travel, employee compensation and other miscellaneous items. The decrease in expenses resulted primarily from a decrease in stock, options and warrants issued for services of $57,000 and decrease in amortization expense of $10,000 for the three months ended December 31, 2015.

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. We have conducted minimal operations during the three months ended September 30, 2015, and have not generated any revenues, as compared to $21,827 for the three months ended September 30, 2014.16

~~Operating~~Impairment loss ~~Expenses~~from intangible assets

~~During~~Impairment loss ~~the~~from ~~three~~intangible ~~months~~assets ~~ended~~was ~~September 30~~$18, ~~2015~~462 ~~and~~for ~~2014,~~the wethree ~~incurred~~months ~~general~~ended ~~and~~December ~~administrative~~31, ~~expenses~~2015, ofas ~~$37,330,~~compared ~~and~~to $~~327,921,~~0 ~~respectively,~~for ~~which~~the ~~consist~~three ofmonths ~~rent,~~ended ~~insurance,~~December ~~professional fees~~31, ~~travel, employee compensation and other miscellaneous items~~2014. The ~~decrease~~increase in ~~expenses~~impairment ~~during~~loss ~~the first~~from ~~quarter~~intangible inassets ~~2015~~ resulted ~~primarily~~ from ~~decrease~~the inimpairment ~~stock compensation~~ of ~~$163,364,~~our ~~investor~~finite ~~relations~~lived ~~of $16~~intangibles,~~764, salaries~~ ~~and~~comprised ~~wages~~ of ~~$48~~patents,~~353,~~ ~~office~~a ~~rent~~mobile ~~of $9~~platform,~~128,~~ ~~employee~~and ~~health~~web ~~insurance~~and ofdomain ~~$13,537,~~assets ~~and~~in ~~administrative~~connection ~~services~~with the cessation of ~~$10,650~~our ~~for the~~plan ~~three~~of ~~months~~operation ~~ended~~as a ~~September~~mobile ~~30,~~technology ~~2015~~provider.

Interest expense

~~There~~Interest expense was no$0 ~~interest expense occurred~~ for the three months ended ~~September~~December 3031, 2015, ~~while~~as ~~the~~compared ~~interest~~to $8,377 for the three months ended ~~September~~December 3031, 2014 ~~was $8,279~~. The decrease in interest expense resulted from athe ~~decrease~~termination, inconversion, and repayments of our outstanding ~~loans~~debts.

15Net Loss

~~Net~~We had ~~Income~~net ~~and~~loss ~~Loss~~of $37,183 for the three months ended December 31, 2015, compared to $84,831 for the three months ended December 31, 2014. Our auditor has expressed doubt as to whether we will be able to continue to operate as a “going concern” due to the fact that the Company has incurred significant losses since inception.

~~We had a net loss~~ Comparison of ~~$37,330~~six ~~for the three~~ months ended ~~September~~December 3031, 2015, ~~compared~~and ~~to $314,373 for the three months ended September 30,~~ 2014.

~~Liquidity and Capital Resources~~Revenues

AsSince inception, ofour ~~September~~activities ~~30,~~have ~~2015,~~been weprimarily ~~had~~limited noto ~~cash. Our general~~business ~~and~~formation, ~~administrative~~strategic ~~expenses~~development, ~~were~~marketing, ~~all~~website ~~paid~~and byproduct development, anegotiations ~~related~~with third party onsales ~~behalf~~and ofchannel ~~our~~partners, ~~Company~~and capital raising activities. We have ~~historically~~conducted ~~financed~~minimal ~~our~~ operations ~~through~~during ~~sale~~the ofsix ~~common~~months ~~stock~~ended toDecember ~~our founders~~31, ~~private equity offerings~~2015, and ~~debt~~have ~~from~~not ~~third~~generated ~~party~~any ~~lenders.~~revenues, Weas ~~are attempting~~compared to ~~obtain~~$32,032 ~~funds~~for ~~from~~the six ~~additional~~months ~~debt~~ended orDecember ~~equity~~31, ~~financing~~2014. toThe ~~support~~decrease ~~our~~was ~~daily~~the ~~business. Therefore,~~result asof ~~noted in~~ the ~~Going~~cessation ~~Concern~~of ~~section below, this raises substantial doubt about~~ our ~~ability~~plan toof ~~continue~~operation as a ~~going~~mobile ~~concern~~technology provider.

~~The following summarizes the key components~~Operating ~~of the Company’s cash flows for the three months ended September 30, 2015 and 2014:~~Expenses

	Three Months Ended September 30,
	2015		2014
	(Unaudited)		(Unaudited)
Cash flows used in operating activities	$	-	$	(86,431	)
Cash flows from financing activities	$	-	$	85,000
Net increase decrease in cash and cash equivalents	$	-	$	(1,431	)

During the six months ended December 31, 2015, we incurred operating expenses of $56,051 compared to $414,580 for the six months ended December 31, 2014. These general and administrative expenses consist of rent, insurance, professional fees, travel, employee compensation and other miscellaneous items. The decrease in expenses in the 2015 periods resulted primarily from decrease in stock, options and warrants issued for services of $147,248 and decrease in amortization expense of $17,568 for the six months ended December 31, 2015.

~~During the three months ended September 30,~~Impairment ~~2015, the Company had a net~~ loss offrom ~~$37,330,~~intangible and net cash used in its operating activities was $0. Comparatively, during the three months ended September 30, 2014, the Company had a net loss of $314,373, and net cash used in its operating activities was $86,431. General and administrative expenses includes professional fees, legal/Accounting expenses, shipping fees and other office expenses. These expenses were paid by a related party of our company.assets

WeImpairment loss ~~did~~from ~~not~~intangible ~~have~~assets ~~cash~~was ~~flows~~$18,462 ~~from~~for ~~investing activities~~the six months ended December 31, 2015, as compared to $0 for the ~~three~~six months ended December ~~September~~31, 302014. The increase in impairment loss from intangible assets resulted from the impairment of our finite lived intangibles, comprised ~~2015~~of patents, a mobile platform, and ~~2014~~web and domain assets in connection with the cessation of our plan of operation as a mobile technology provider.

~~For the three months ended September 30, 2015,~~Interest ~~we did not have cash flows from financing activities. For the three months ended September 30, 2014, cash flows provided by financing activity was proceeds from notes payable of $85,000.~~ expense

~~Off-Balance~~Interest expense ~~Sheet~~was ~~Arrangements~~$0 and $16,656 for the six months ended December 31, 2015 and 2014, respectively. The decrease in interest expense resulted from the termination, conversion, and repayments of our outstanding debts.

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.17

~~Critical Accounting Policies~~Net Loss

~~Use~~We had net loss of ~~Estimates~~$74,513 and $399,204 for the six months ended December 31, 2015 and 2014, respectively. Our auditor has expressed doubt as to whether we will be able to continue to operate as a “going concern” due to the fact that the Company has incurred significant losses since inception and will need to raise capital to further its operations.

~~The preparation of financial statements in~~Liquidity ~~conformity with accounting principles generally accepted in the United States requires management to make estimates~~ and ~~assumptions that~~Capital ~~affect certain reported amounts and disclosures. Actual results could differ from those estimates.~~ Resources

16At December 31, 2015 and June 30, 2015, we had cash and cash equivalents of $0. We intend to rely upon loans from our related parties. During the six months ended December 31, 2015, we received advances from Engage Telecom, one of our related parties, to fund our administrative expenses. However, our related parties are under no obligation to provide such funding. During the three and six month periods ended December 31, 2015, the Company received $40,000 and $96,663, respectively, in advances from related parties. As of December 31, 2015, the balance of the advances was $658,759.

~~Revenue~~We expect ~~Recognition~~that we will need to raise funds in order to effectuate our business plan. We anticipate that we will need to seek financing through means such as borrowings from institutions or private individuals. There can be no assurance that we will be able to raise such funds. If we are unsuccessful at raising sufficient funds, for whatever reason, to fund our operations, we may be forced to seek a buyer for our business or another entity with which we could create a joint venture. If all of these alternatives fail, we expect that we will be required to seek protection from creditors under applicable bankruptcy laws.

InManagement anticipates ~~general,~~seeking ~~the~~out ~~Company~~a ~~records~~target ~~revenue~~company ~~when~~through solicitation. Such solicitation may include newspaper or magazine advertisements, ~~persuasive~~mailings ~~evidence~~and ofother andistributions ~~arrangement~~to ~~exists~~law firms, ~~services~~accounting ~~have~~firms, ~~been~~investment ~~rendered~~bankers, orfinancial ~~product~~advisors ~~delivery~~and ~~has~~similar ~~occurred~~persons, the use ~~sales~~of ~~price~~one or more websites and similar methods. No estimate can be made as to the ~~customer~~number isof ~~fixed~~persons who will be contacted or solicited. ~~determinable,~~Management ~~and~~may ~~collectability~~engage isin ~~reasonably~~such ~~assured~~solicitation directly or may employ one or more other entities to conduct or assist in such solicitation. ~~The~~Management ~~following~~and ~~reflects~~its ~~specific~~affiliates ~~criteria~~may pay referral fees to consultants and others who refer target businesses for ~~the~~mergers ~~various~~into ~~revenues~~public ~~streams~~companies in which management and its affiliates have an interest. Payments are made if a business combination occurs, and may consist of cash or a portion of the stock in the Company: retained by management and its affiliates, or both.

~~Revenue~~As discussed above, we incurred a net loss of $37,183 and $84,831, respectively, for ~~services~~the isthree ~~recognized~~months atended December 31, 2015 and 2014. During the six months ended December 31, 2015 and 2014, we reported $74,513 and $399,204 net losses, respectively. Cash ~~time~~used in operating activities for the ~~services~~six months ended December 31, 2015 and 2014 were $0 and $147,261, respectively. Cash used in investing activities for each of the six months ended December 31, 2015 and 2014 were $0. Cash provided by financing activities for the six months ended December 31, 2015 and 2014 were $0 and $134,581, respectively. As of December 31, 2015 and June 30, 2015, we had a stockholders’ deficiency of $694,668 and $620,155, respectively. Accordingly, there is substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to raise additional capital and implement our business plan. The financial statements do not include any adjustments that might be necessary if we are ~~rendered~~unable to continue as a going concern.

~~Where~~Management believes ~~the~~that ~~Company~~actions ~~has~~presently ~~entered~~being ~~into~~taken ato ~~revenue sharing~~obtain ~~agreement~~additional ~~with~~funding aand ~~third~~implement ~~party,~~its strategic plans provide the ~~Company~~opportunity for ~~records~~the ~~their~~Company ~~proportionate~~to ~~share~~continue ofas ~~the~~a ~~revenue~~going concern.

~~Intangible~~Mr. Hua ~~Assets~~Zhang, the sole director and ~~Long~~officer ~~Lived~~of ~~Assets~~the Company, supervises the search for target companies as potential candidates for a business combination. We believe Mr. Hua Zhang will pay, at his own expense, any costs he incurs in supervising the search for a target company, although he is under no obligation to do so. Mr. Hua Zhang may enter into agreements with other consultants to assist in locating a target company and may share stock received by it or cash resulting from the sale of its securities with such other consultants.

The 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 an 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 are being amortized over a period of 3 years.18

~~Stock-Based~~Recently Issued ~~Compensation~~Accounting Pronouncements

~~The~~A variety ~~Company~~of ~~records~~proposed ~~the~~or ~~cost~~otherwise ~~resulting~~potential ~~from all~~accounting ~~share-based~~standards ~~transactions in~~are ~~the~~currently ~~financial~~under ~~statements. The Company~~study ~~applies~~by astandard ~~fair-value-based~~setting ~~measurement~~organizations inand ~~accounting~~various ~~for~~regulatory ~~share-based~~agencies. ~~payment~~Due ~~transactions~~to ~~with~~the ~~employees~~ tentative and ~~when~~preliminary ~~the~~nature ~~company acquires~~of ~~goods~~those orproposed ~~services~~standards, ~~from~~we have not determined whether ~~non-employees~~implementation inof ~~share-based~~such ~~payment~~proposed ~~transactions~~standards would be material to our financial statements.

~~Going~~Off Balance ~~Concern~~Sheet Items

~~The~~Under SEC ~~accompanying~~regulations, ~~unaudited~~we ~~condensed~~are ~~financial statements~~required ~~have~~to ~~been~~disclose ~~prepared~~off-balance ~~assuming~~sheet arrangements that ~~the~~have ~~Company~~or ~~will~~are ~~continue~~reasonably aslikely ato ~~going~~have ~~concern,~~a ~~which~~current or ~~contemplates~~future ~~continuity~~effect ofon ~~operations, realization~~our offinancial ~~assets~~condition, ~~and~~such ~~liquidation~~as ofchanges ~~liabilities~~ in ~~the~~financial ~~normal~~condition, ~~course~~revenues ofor ~~business. As~~expenses, ~~reflected~~results inof ~~the accompanying~~operations, ~~unaudited~~liquidity, ~~condensed~~capital ~~financial~~expenditures ~~statements,~~or ~~the~~capital ~~Company~~resources ~~had~~that anare ~~accumulated~~material ~~deficit~~to ofinvestors. ~~$6,640,552~~An ~~and~~off-balance asheet ~~working~~arrangement ~~capital~~means ~~deficit of~~a ~~$676~~transaction,~~000~~ atagreement ~~September~~or ~~30,~~contractual ~~2015,~~arrangement ~~and~~to ~~had~~which noany ~~revenue~~entity ~~generating~~that ~~from~~is ~~operations.~~not ~~These~~consolidated ~~conditions~~with ~~raise~~us ~~substantial~~is ~~doubt~~a ~~about the~~party, ~~Company’s~~under ~~ability~~which we ~~to continue as a going concern.~~have:

~~The~~● Company has no cash and its operations are not sufficient to support the Company’s daily operations without significant financing. The Company believes in the viability of its strategy to produce sales volume and 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 its strategy. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan, obtain additional debt or equity funding, and generate sufficient revenues. The financial statements do not include any ~~adjustments that~~obligation ~~might~~under becertain ~~necessary~~guarantee ~~if the Company is unable to continue as a going concern.~~ contracts,

~~During~~● ~~the~~any ~~next~~retained ~~12 months, we hope to raise additional funds through debt~~ or ~~equity~~contingent ~~financing.~~interest Wein ~~intend~~assets totransferred ~~work together with our China affiliate, under common control,~~ to ~~further~~an ~~develop~~unconsolidated ~~the~~entity ~~Company’s~~or ~~platform~~similar ~~and~~arrangement ~~introduce~~that itserves toas ~~the~~credit, ~~Chinese~~liquidity or market. Asrisk ~~the~~support ~~platform matures, the Company plans~~ to ~~reintroduce~~that itentity ~~into~~for ~~the~~such ~~U.S. and other markets.~~assets,

~~Item~~● 3.any ~~Quantitative~~obligation under a contract that would be accounted for as a derivative instrument, except that it is both indexed to our stock and ~~Qualitative~~classified ~~Disclosures~~in ~~About~~stockholders’ ~~Market~~deficiency ~~Risk~~in our statement of financial position, and

~~Smaller~~● ~~reporting~~any ~~companies~~obligation ~~are~~arising ~~not~~out ~~required to~~of ~~provide~~a ~~the~~material ~~information~~variable ~~required~~interest held by ~~this~~us ~~item~~in an unconsolidated entity that provides financing, liquidity, market risk or credit risk support to us, or engages in leasing, hedging or research and development services with us.

17We do not have any off-balance sheet arrangements that we are required to disclose pursuant to these regulations. In the ordinary course of business, we enter into operating lease commitments, purchase commitments and other contractual obligations. These transactions are recognized in our financial statements in accordance with generally accepted accounting principles in the United States.

~~Item 4. Controls and Procedures~~Contractual Obligations

~~Evaluation of Disclosure Controls and Procedures~~None.

~~Pursuant to Rule 13a-15(b) under the~~Critical ~~Securities~~Accounting Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s President, Chief Executive Officer, Secretary and Treasurer, of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this Report. Based upon that evaluation, the Company’s CEO concluded that the Company’s disclosure controls and procedures were not effective to ensure that 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, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO, as appropriate, to allow timely decisions regarding required disclosure for the reasons discussed below.Policies

~~Changes in Internal~~Use ~~Control~~of ~~Over Financial Reporting~~Estimates

~~There~~In preparing ~~have~~financial ~~been~~statements noin ~~changes~~conformity inwith ~~the~~generally ~~Company’s internal~~accepted ~~controls~~accounting ~~over~~principles, ~~financial~~management ~~reporting~~is ~~during~~required to make estimates and assumptions that affect the ~~three~~ ~~month~~reported ~~period~~amounts ~~ended~~of ~~September~~assets ~~30,~~and ~~2015,~~liabilities orand inthe ~~other~~disclosure ~~factors~~of ~~that could~~contingent ~~significantly~~assets ~~affect~~and ~~these~~liabilities at ~~controls,~~the ~~that~~date ~~materially~~of ~~affected,~~the orfinancial ~~are~~statements ~~reasonably~~and ~~likely~~revenues toand ~~materially~~expenses ~~affect,~~during the ~~Company’s internal~~reported ~~controls~~period. ~~over~~Actual ~~financial~~results ~~reporting~~could differ from those estimates.

18Revenue Recognition

~~PART~~In general, ~~II: OTHER~~the ~~INFORMATION~~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. The following reflects specific criteria for the various revenues streams of the Company:

~~Item 1. Legal Proceedings~~19

~~From time to time, the Company may become~~Revenue ~~involved~~for inservices ~~litigation~~is ~~relating~~recorded toat ~~claims arising out of its operations in~~ the ~~normal course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from~~ time tothe ~~time~~services ~~that may~~are ~~harm our business~~complete. ~~The Company is currently not involved in any legal proceedings.~~

~~Item~~Where the ~~1A.~~Company ~~Risk~~has ~~Factors~~entered into a revenue sharing agreement with a third party, the Company will record its’ proportionate share of the revenue.

~~Smaller~~The Company’s ~~reporting~~revenues ~~companies~~have ~~are~~principally ~~not~~been ~~required to~~from ~~provide~~video distribution and advertising fees via the ~~information~~platform. ~~required~~However, bysince July 1, 2015 until the date of this ~~item~~report, the Company did not report any revenues.

~~Item~~Accounts Receivable ~~2. Unregistered Sales of Equity Securities~~ and ~~Use~~Allowance offor ~~Proceeds~~Doubtful Accounts

~~None~~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.

~~Item~~Property, Plant 3.and ~~Defaults Upon Senior Securities~~Equipment

~~None~~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.

~~Item~~Intangible Assets 4.and ~~Mine~~Long ~~Safety~~Lived ~~Disclosures~~Assets

~~Not~~The Company ~~applicable~~reviews for impairment its long-lived assets and certain identifiable 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.

~~Item 5. Other Information~~Stock-Based Compensation

~~None~~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.

19Going Concern

~~Item~~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 $6,677,735 at December 31, 2015, and has incurred losses for all periods presented. ~~Exhibits~~These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

Exhibit No.		Description
31.1*		Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of Sarbanes Oxley Act of 2002
31.2*		Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of 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 Sarbanes Oxley Act of 2002
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Schema
101.CAL*		XBRL Taxonomy Calculation Linkbase
101.DEF*		XBRL Taxonomy Definition Linkbase
101.LAB*		XBRL Taxonomy Label Linkbase
101.PRE*		XBRL Taxonomy Presentation Linkbase

The Company’s cash position and operations may not be sufficient to support the Company’s daily operations without significant financing. The Company believes in the viability of its strategy to produce sales volume and in its ability to raise additional funds; however 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.

* Filed herewith.20

20Item 3. Quantitative and Qualitative Disclosures about Market Risk.

~~SIGNATURES~~Smaller reporting companies are not required to provide the information required by this item.

~~Pursuant to the requirements of the Securities~~Item ~~Exchange~~4. Controls ~~Act~~and ~~of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized.~~Procedures

~~Dated: November 20, 2015 Engage Mobility, Inc. /s/ Hua Zhang Name: Hua Zhang Position: Chairman~~ Evaluation of ~~the~~our ~~Board,~~Disclosure ~~President, Chief Executive Officer, Secretary and Treasurer (Duly Authorized, Principal Executive Officer and Principal Financial Officer)~~Controls

21As of the end of the period covered by this Quarterly Report on Form 10-Q, our principal executive officer and principal financial officer has evaluated the effectiveness of our “disclosure controls and procedures” (“Disclosure Controls”). Disclosure Controls, as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), are procedures that are designed with the objective of ensuring that information required to be disclosed in our reports filed under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure Controls are also designed with the objective of ensuring that such information is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Our management, including the Chief Executive Officer and Chief Financial Officer, does not expect that our Disclosure Controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Based upon his controls evaluation, our management, including the Chief Executive Officer and Chief Financial Officer has concluded that our Disclosure Controls are not effective as of the end of the period covered by this report, due to a material weakness identified below.

During this evaluation, the Company identified a material weakness in its internal control over financial reporting. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. The identified material weakness consists of, as of the end of the period covered by this report, limited resources and limited number of employees, namely the lack of an audit committee, an understaffed financial and accounting function, and the need for additional personnel to prepare and analyze financial information in a timely manner and to allow review and on-going monitoring and enhancement of our controls.

Based on our assessment and the criteria discussed above, our management, including the Chief Executive Officer and Chief Financial Officer has concluded that, as of December 31, 2015, the Company’s internal control over financial reporting was not effective as a result of the aforementioned material weakness.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or 15d-15 under the Exchange Act that occurred during the past fiscal quarter that have materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II OTHER INFORMATION

Item 1. Legal Proceedings

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

Item 1A. Risk Factors

Smaller reporting companies are not required to provide the information required by this item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not Applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

Exhibit Number		Document
31.1/31.2		Certification of the 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.
32.1/32.2+		Certification of the 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

+ In accordance with SEC Release 33-8238, Exhibit 32.1 is being furnished with this report.

SIGNATURES

Pursuant to the requirements 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.

	Engage Mobility, Inc.

February 15, 2017	By	/s/ Hua Zhang
		Hua Zhang
		Chief Executive Officer
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Filing Compare · Engage Mobility, Inc.