UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year ended June 30, ~~2015~~2016

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

~~For~~☐ ~~the~~TRANSITION ~~transition~~REPORT ~~period~~PURSUANT ~~from~~TO ~~___________to~~SECTION ~~___________~~13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~Commission~~For ~~File~~the ~~No.~~transition ~~333-169802~~period from to

Commission File Number: 333-182856

Engage Mobility, Inc.

(~~Name~~Exact name of ~~small~~registrant ~~business~~as ~~issuer~~specified in its charter)

Florida		45-4632256
(State or other jurisdiction of		(IRS Employer
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)
incorporation or organization)		Identification No.)
15C, China Merchants Tower No. 1166 Wanghai Road, Nansha District Shenzhen, Guangdong, China		518067
(Address of principal executive offices)		(Zip Code)

~~+86-755-86575200~~15C, China Merchants Tower No. 1166 Wanghai Road, Nansha District Shenzhen, Guangdong, China (Address of principal executive offices)

+(86) 755 865 75200

(Registrant’s telephone number, including area code)

~~Securities~~Not ~~registered under Section 12(b) of the Exchange Act:~~Applicable

~~Title~~(Former name, offormer ~~each~~address ~~class~~and ~~registered:~~former ~~Name~~fiscal ofyear, ~~each~~if ~~exchange~~changed onsince ~~which~~last ~~registered: None None~~report)

Securities ~~registered~~Registered ~~under~~Pursuant to Section 12(gb) of the ~~Exchange~~ Act: None

~~Common~~Securities ~~Stock,~~Registered noPursuant ~~par~~to ~~value~~Section 12(g) of the Act: None

~~(Title~~Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of ~~class)~~the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is anot ~~well-known~~required ~~seasoned~~to ~~issuer,~~file asreports ~~defined~~pursuant into ~~Rule~~Section ~~405~~13 or Section 15(d) of the ~~Securities~~ Act. Yes ~~☐ No~~ ☒ No ☐

Indicate by check mark ifwhether the registrant is(1) ~~not~~has ~~required~~filed toall ~~file~~ reports ~~pursuant~~required to be filed by Section 13 or ~~Section~~ 15(d) of the Securities Exchange Act. of 1934 during the preceding 12 months (or for shorter period that the registrant as required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒ ☐

~~Indicate~~(Note: byThe ~~check mark whether the~~ registrant ~~(1)~~is ~~has~~a ~~filed~~voluntary ~~all~~filer of reports ~~required~~under ~~to be filed by~~ Section 13 or 15(d) of the Securities Exchange Act of 1934; the registrant has filed during the preceding 12 months ~~(or~~all ~~for~~reports ~~such~~it ~~shorter~~would ~~period~~have ~~that~~been ~~the registrant was~~ required to file ~~such reports),~~by ~~and~~Section 13 or 15(2d) ~~has~~of ~~been~~the ~~subject~~Securities Exchange toAct ~~such~~of ~~filing~~1934 ~~requirements~~if ~~for~~ the ~~past~~registrant 90had ~~days~~been subject to one of such Sections. ~~Yes ☒ No ☐~~)

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate ~~Web site~~Website, if any, every ~~Interactive~~ Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-TK (§~~232~~229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such ~~reports),~~ ~~and (2~~files) ~~has been subject to such filing requirements for the past 90 days~~. Yes ~~☒ No~~ ☐ No ☒

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

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

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

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

As of ~~September~~December 2931, 2015, 5,920,062 shares of the registrant’s ~~had~~common 23stock,~~082~~ no par value per share (“Common Stock”),~~567~~ were held by non-affiliates of the registrant. The aggregate market value of shares of ~~its~~the ~~common~~registrant’s ~~stock~~Common ~~outstanding~~Stock held by non-affiliates of the registrant was $888,009 on December 31, 2015, based on the closing sale price of $0.15 per share for the registrant’s Common Stock as quoted on the OTC Markets.

As of March 13, 2017, the registrant had 23,082,567 shares of Common Stock issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Not Applicable.

TABLE OF CONTENTS

		PAGE
		Page #
Cautionary Statement On Forward-Looking Information		i
	PART I
Item 1.	Business	31
Item 1A.	Risk Factors	45
Item 1B.	Unresolved Staff Comments	49
Item 2.	Properties	49
Item 3.	Legal Proceedings	49
Item 4.	Mine Safety ~~Disclosures~~Disclosure	59
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	510
Item 6.	Selected Financial Data	711
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of ~~Operation~~Operations	711
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	1118
Item 8.	Financial Statements and Supplementary Data	F-1
Item 9.	Changes in and Disagreements ~~with~~With Accountants on Accounting and Financial Disclosure	1219
Item 9A.	Controls and Procedures	1219
Item 9B.	Other Information	20
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	1321
Item 11.	Executive Compensation	1423
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	1625
Item 13.	Certain Relationships and Related Transactions, and Director Independence	1726
Item 14.	Principal ~~Accounting~~Accountant Fees and Services	1726
	PART IV
Item 15.	Exhibits, Financial ~~Statement~~Statements Schedules	1828
SIGNATURES		19
Signatures		29

2Cautionary Statement On Forward-Looking Information

~~CAUTIONARY~~This Annual ~~NOTE~~Report on Form 10-K (this “Report”) contains “forward-looking statements” within the meaning of ~~FORWARD~~the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-~~LOOKING~~looking statements ~~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. 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.

~~This~~We ~~Annual~~cannot ~~Report~~predict onall ~~Form 10-K (this “Report”) contains “forward-looking statements” within the meaning~~ of ~~the~~ ~~Section 27A of~~ the ~~Securities~~risks ~~Act~~and ofuncertainties. ~~1933~~Accordingly, assuch ~~amended~~information ~~(the~~should ~~“Securities~~not ~~Act”),~~be ~~and~~regarded ~~Section~~as ~~21E~~representations of that the ~~Securities Exchange~~results ~~Act~~or ofconditions ~~1934,~~described asin ~~amended~~such ~~(the “Exchange Act”). Forward-looking~~ statements ~~discuss~~or ~~matters~~ that ~~are~~our ~~not~~objectives ~~historical facts.~~and ~~Because~~plans ~~they~~will ~~discuss~~be ~~future~~achieved ~~events~~and orwe ~~conditions,~~do ~~forward-looking~~not ~~statements may include words such as “anticipate,”~~assume ~~“believe,”~~any ~~“estimate,”~~responsibility ~~“intend,”~~for ~~“could,”~~the ~~“should,”~~accuracy ~~“would,” “may,”~~or ~~“seek,”~~completeness ~~“plan,”~~of ~~“might,”~~any ~~“will,”~~of ~~“expect,”~~these ~~“predict,” “project,”~~forward-looking ~~“forecast,” “potential,” “continue” negatives thereof or similar expressions~~statements. These forward-looking statements are found at various places throughout this Report 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 ~~operations~~acquisitions, future cash needs, future operations, business plans and future financial results, and any other statements that are not historical facts.

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

Important factors that could cause actual results to differ materially from those in the forward-looking statements include changes in local, regional, national or global political, economic, business, competitive, market (supply and demand) and regulatory conditions and the following:

●

our status as a company in its early stages of development;

●

our selection of a prospective target business or asset;

●

our issuance of our capital shares or incurrence of debt to complete a business combination;

●

our ability to have our securities quoted on the OTC Markets or listed on a national exchange following our business combination;

●

our ability to consummate an attractive business combination due to our limited resources and the significant competition for business combination opportunities;

●

conflicts of interest of our officers and directors;

●

potential current or future affiliations of our officers and directors with competing businesses;

●

our ability to obtain additional financing if necessary;

●

the control by our existing stockholders of a substantial interest in us;

●

our dependence on our key personnel after our business combination;

●

our dependence on a single company after our business combination;

●

business and market outlook after our business combination;

●

our and our customers’ business strategies following the consummation of a business combination;

●

obtaining permits and other regulatory risks following the consummation of a business combination;

●

foreign currency fluctuations and overall political risk in foreign jurisdictions following the consummation of a business combination;

●

operating and capital expenditures by us following the consummation of a business combination;

●

our competitive position following the consummation of a business combination;

●

outcomes of legal proceedings following the consummation of a business combination;

●

expected results of operations and/or financial position following the consummation of a business combination;

●

future effective tax rates; and

●

compliance with applicable laws.

These risks and others described under “Risk Factors” are not exhaustive.

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.

INTRODUCTION

Unless otherwise specified or required by context, as used in this Report, the terms “Company,” we,” “our,” “us” and “our company” refer collectively to Engage Mobility, Inc. The term “fiscal year” refers to our fiscal year ending June 30. Unless otherwise indicated, the term “Common Stock” refers to shares of our common stock, no par value.

Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles (U.S. GAAP).

PART I

Item 1. Business .

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

We ~~functioned~~were incorporated, under the name MarketKast, Inc., under the laws of the State of Florida on December 28, 2011, to serve as a provider of mobile marketing ~~systems~~services, online and ~~solutions~~mobile ~~for~~video production, distribution, syndication and marketing services for business owners. WeOn ~~combined~~March ~~relevant~~22, ~~technologies~~2013, ~~data~~we ~~management~~filed Articles of Amendment to our Articles of Incorporation (the “Amendment”) ~~and~~to ~~delivery~~change ~~and~~our ~~proprietary~~name ~~marketing~~from ~~methodology~~“MarketKast, Incorporated” to ~~assist~~“Engage ~~business~~Mobility, ~~owners~~Inc.” The Amendment was effective as of March 22, 2013. In connection with ~~marketing~~the ~~their~~name ~~products~~change, orour ~~services~~trading symbol was changed from “MRKK” to “ENGA,” effective April 4, 2013.

WeOn ~~sold~~February ~~to businesses~~18, ~~on monthly subscription or per user basis~~2014, ~~our~~we ~~Mobile~~entered ~~Engagement~~into ~~System, which included~~ a ~~front~~joint ~~end~~venture ~~augmented reality~~agreement ~~browser~~(“Joint toVenture ~~allow~~Agreement”) ~~their~~with ~~business~~Xinhua ~~logos~~Ruide to(Beijing) Network ~~come~~Technology toCo., ~~life~~Ltd. in(“Xinhua ~~video,~~Ruide”) and aShenzhen ~~back~~Yingjia ~~end~~Mobile ~~mobile~~Technology ~~CRM~~Co., ~~that~~Ltd. ~~allowed~~(“Shenzhen ~~them~~ Yingjia”) to ~~interact with~~establish ~~their~~a ~~customers~~joint inventure, anDatang ~~ongoing~~Engage ~~manner~~(China) inMobile ~~the~~Technology ~~mobile~~Co., ~~environment~~Ltd. We(“Datang ~~offered the~~ Engage”) ~~Mobility App as a free download~~ to ~~consumers~~ ~~and~~develop ~~allowed the consumer to locate businesses in their area through our platform~~ and ~~receive information, contact the~~launch ~~business,~~a ~~receive~~Chinese ~~coupons~~version orof ~~offers~~our ormobile ~~otherwise engage with that brand~~platform. ~~Our~~We ~~platform~~own ~~also~~30% ~~offered~~interest of the ~~business~~joint ~~full~~venture. ~~analytics regarding~~The ~~their~~Chairman ~~customer~~of ~~base and~~ the ~~ability~~joint toventure ~~communicate~~is ~~with~~Mr. ~~their customer base in a contextually relevant manner~~Hua Zhang.

OnIn ~~February~~April ~~18,~~ 2014, we ~~entered~~completed ~~into~~development ~~a joint venture agreement (“Joint Venture Agreement”, a form~~ of ~~which~~version ~~is filed herewith as Exhibit 10~~2.4)0 ~~with~~of ~~Xinhua~~our ~~Ruide (Beijing) Network Technology Co., Ltd. (“Xinhua Ruide”) and Shenzhen Yingjia~~ Mobile ~~Technology~~Engagement ~~Co.~~System, ~~Ltd.~~which ~~(“Shenzhen~~included ~~Yingjia”)~~our tonew ~~establish~~product immersion, a ~~joint~~street ~~venture,~~view ~~Datang~~augmented ~~Engage~~reality ~~(China)~~platform ~~Mobile~~that ~~Technology Co.,~~allowed ~~Ltd.~~users ~~(“Datang Engage”)~~ to ~~develop~~locate ~~and~~businesses ~~launch~~in atheir ~~Chinese~~geographical ~~version~~area ofwho ~~our~~are ~~mobile~~on ~~platform. However,~~ the ~~joint venture~~Engage ~~has~~system. ~~never~~We ~~commenced~~filed ~~any~~a ~~operations.~~provisional Wepatent ~~own~~application ~~30%~~seeking ~~interest~~patent ofprotection ~~the~~for ~~joint~~version ~~venture~~2.0 ~~The Chairman~~ of ~~the~~our ~~joint~~Mobile ~~venture~~Engagement ~~is Mr~~System. ~~Hua Zhang.~~

In May 2014, we commenced our marketing and sales efforts for our new Mobile Engagement System, but only experienced nominal initial revenue.

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. 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.

Through June 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).

PLAN OF OPERATIONS

Going forward, 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 our stockholders. Our objectives discussed below are extremely general and are not intended to restrict discretion of our Board of Directors (“Board”) to search for and enter into potential business opportunities or to reject any such opportunities.

We have no particular business combination in mind and have not entered into any negotiations regarding such a combination. Neither our officers nor any of our affiliates has engaged in any negotiations with any representative of any company regarding the possibility of an acquisition or combination between our company and such other company. We have not yet entered into any agreement, nor do we have any commitment or understanding to enter into or become engaged in a transaction.

We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business. Further, we may acquire or combine with a venture that is in its preliminary or early stages of development, one that is already in operation or one that is in a more mature stage of its corporate existence. Accordingly, business opportunities may be available in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities difficult and complex.

We believe that there are numerous firms seeking the perceived benefits of a publicly registered corporation. These benefits are commonly thought to include the following:

●

the ability to use registered securities to acquire assets or businesses;

●

increased visibility in the marketplace;

●

greater ease of borrowing from financial institutions;

●

improved stock trading efficiency;

●

greater stockholder liquidity;

●

greater ease in subsequently raising capital;

●

ability to compensate key employees through stock options and other equity awards;

●

enhanced corporate image; and

●

a presence in the United States capital markets.

We have not conducted market research and are not aware of statistical data to support the perceived benefits of a merger or acquisition transaction for the owners of a business opportunity.

Target companies potentially interested in a business combination with us may include the following:

●

a company for which a primary purpose of becoming public is the use of its securities for the acquisition of other assets or businesses;

●

a company that is unable to find an underwriter of its securities or is unable to find an underwriter of securities on terms acceptable to it;

●

a company that desires to become public with less dilution of its Common Stock than would occur upon an traditional underwritten public offering;

●

a company that believes that it will be able to obtain investment capital on more favorable terms after it has become public;

●

a foreign company that may wish an initial entry into the United States securities markets;

●

a special situation company, such as a company seeking a public market to satisfy redemption requirements under a qualified employee stock option plan; or

●

a company seeking one or more of the other mentioned perceived benefits of becoming a public company.

The analysis of new business opportunities will be undertaken by or under the supervision of our executive officers and directors, none of whom is a business analyst. Therefore, it is anticipated that outside consultants or advisors may be utilized to assist us in the search for and analysis of qualified target companies.

A decision to participate or not in a specific business opportunity will be made based upon our analysis of the quality of the prospective business opportunity’s management and personnel, its assets, the anticipated acceptability of products or marketing concepts, the merit of a proposed business plan and numerous other factors that are difficult, if not impossible, to analyze using any objective criteria. We have unrestricted flexibility in seeking, analyzing and participating in potential business opportunities.

In our efforts to analyze potential acquisition targets, we will consider the following kinds of factors:

●

potential for growth, indicated by new technology, anticipated market expansion or new products;

●

competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole;

●

strength and diversity of management, either in place or scheduled for recruitment;

●

capital requirements and anticipated availability of required funds, to be provided by us or from operations, through the sale of additional securities, through bank loans or other commercial borrowing arrangements, through joint ventures or similar arrangements or from other sources;

●

the cost of participation by us as compared to the perceived tangible and intangible values and potentials;

●

the extent to which the business opportunity can be advanced;

●

the accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and

●

other relevant factors.

In applying the foregoing criteria, no one of which will be controlling, management will attempt to analyze all factors and circumstances and make a determination based upon reasonable investigative measures and available data.

Potentially available business opportunities may occur in many different industries, and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex. Due to our limited capital available for investigation, we may not discover or adequately evaluate adverse facts about the opportunity to be acquired.

In implementing a structure for a particular business acquisition, we may become a party to a merger, consolidation, reorganization, joint venture, licensing agreement or other arrangement with another entity. We also may acquire stock or assets of an existing business. On the consummation of a transaction it is probable that the present management and stockholders of the company will no longer be in control of the company. In addition, some or all of our officers and directors, as part of the terms of the acquisition transaction, likely will be required to resign and be replaced by one or more new officers and directors without a vote of our stockholders.

It is anticipated that any securities issued in any such reorganization would be issued in reliance upon exemption from registration under applicable federal and state securities laws. In some circumstances, however, as a negotiated element of a transaction, we may agree to register all or a part of such securities immediately after the transaction is consummated or at specified times thereafter. The issuance of substantial additional securities and their potential sale into any trading market which may develop in our securities may have a depressive effect on that market.

While the actual terms of a transaction to which we may be a party cannot be predicted, it may be expected that the parties to the business transaction will find it desirable to avoid the creation of a taxable event and thereby structure the acquisition as a “tax-free” reorganization under Sections 351 or 368 of the Internal Revenue Code of 1986, as amended.

With respect to any merger or acquisition, negotiations with target company management are expected to focus on the percentage of our company that the target company stockholders would acquire in exchange for all of their shareholdings in the target company. Depending upon, among other things, the target company’s assets and liabilities, our existing stockholders will in all likelihood hold a substantially lesser percentage ownership interest in our company following any merger or acquisition. The percentage ownership of our existing stockholders may be subject to significant reduction in the event we acquire a target company with substantial assets. Any merger or acquisition effected by us can be expected to have a significant dilutive effect on the percentage of shares held by our stockholders at such time.

~~Although~~We ~~the~~will ~~joint~~participate ~~venture we established~~ in ~~2014~~a ~~has~~business ~~not~~opportunity ~~yet~~only ~~commenced~~after ~~operations,~~the ~~our~~negotiation ~~partners in China had confidence in our business~~ and ~~technology~~execution ~~and~~of ~~hoped~~appropriate toagreements. ~~continue~~Although the ~~alliance through acquisition~~ terms of ~~the~~such ~~control~~agreements ofcannot ~~our~~be ~~Company. On April 9~~predicted, ~~2015,~~generally asuch ~~Stock Purchase~~agreements ~~Agreement~~will ~~(“Stock~~require ~~Purchase~~certain ~~Agreement”)~~representations ~~was entered into by~~ and ~~among~~warranties ~~Engage International Technology Co. Ltd. (“Engage International”),~~ of ~~which Mr. Hua Zhang owns substantially all of~~ the ~~shares, and James S. Byrd, Jr.~~parties ~~(“Byrd”) and Douglas S. Hackett (“Hackett”) (collectively~~thereto, ~~the~~will ~~“Sellers”),~~specify ~~who~~certain ~~were~~events ~~the principal stockholders~~ of ~~Engage Mobility~~default, ~~Inc..~~will ~~Pursuant~~detail to the ~~Stock~~terms ~~Purchase Agreement, Engage International acquired from the Sellers a total~~ of ~~16,462,505~~closing ~~shares~~and of the ~~Company’s~~conditions ~~common~~which ~~stock,~~must ~~representing~~be ~~75.61%~~satisfied of by the ~~Company’s~~parties ~~issued~~prior to and ~~outstanding shares~~after onsuch ~~that date~~closing, ~~and~~will aoutline ~~change~~the inmanner ~~control~~ of ~~the~~bearing ~~Company~~costs, ~~occurred.~~including ~~Mr.~~costs ~~Zhang~~associated ~~was~~with ~~appointed~~our ~~as the Company’s Chairman~~attorneys ~~of the Board~~ and ~~Chief Executive Officer~~accountants, ~~while the then directors~~ and ~~officers~~will ofinclude ~~the~~miscellaneous ~~Company~~other ~~resigned~~terms.

WeIt dois ~~not~~anticipated ~~own~~that ~~any~~the ~~real~~investigation ~~estate~~of specific business opportunities and nothe ~~real~~negotiation, ~~property~~drafting isand ~~included~~execution inof ~~our~~relevant agreements, ~~financial~~disclosure ~~statements.~~documents Weand ~~leased~~other ~~our~~instruments ~~corporate~~will ~~office~~require insubstantial ~~Kansas~~management time and attention and substantial ~~City~~cost for accountants, ~~Missouri~~attorneys onand others. If a ~~three~~decision ~~year~~is ~~lease~~made atnot ~~approximately~~to $2participate in a specific business opportunity,~~600~~ ~~per~~the ~~month~~costs theretofore incurred in the related investigation would not be recoverable. ~~The~~Furthermore, ~~lease~~even ~~was~~if ~~terminated~~an agreement is reached for the participation in ~~May~~a ~~2015~~specific ~~pursuant~~business opportunity, the failure to ~~mutual agreement~~consummate ~~with~~that transaction may result in our loss of the ~~landlord~~related costs incurred.

~~Our~~We ~~Services~~do not intend to undertake any efforts to cause a market to develop in our securities, either debt or equity, until we have successfully concluded a business combination.

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

~~Intellectual~~We ~~Property~~expect to encounter substantial competition in our efforts to identify and consummate a transaction with a business opportunity. The primary competition will be from other companies organized and funded for similar purposes, small venture capital partnerships and corporations, small business investment companies and wealthy individuals, all of which may have substantially greater financial and other resources than we do. In view of our limited financial resources and limited management availability, we may be at a competitive disadvantage compared to our competitors.

~~Although~~EMPLOYEES weAND ~~believe~~EMPLOYMENT that our business methodology is proprietary in terms of how we deliver our service to our client, and how we use deploy video in a marketing context. It is our policy to enter into confidentiality agreements with any outsourced sales or service providers so that our proprietary methodology, customer’s lists and business information are contractually protected, and we intend to enforce any such contractual provisions as the law allows in the event of a breach. We cannot assure you that these contractual arrangements will prevent third parties from acquiring or using our proprietary business information to compete against us. We have filed a provisional patent application seeking patent protection for version 2.0 of our Mobile Engagement System.AGREEMENTS

~~Item~~We 1Apresently have no employees apart from Hua Zhang, our sole officer and director. ~~Risk~~ ~~Factors~~Mr. Zhang is engaged in outside business activities and anticipates that he will devote to our business very limited time until the acquisition of a successful business opportunity has been identified. We expect no significant changes in the number of our employees other than such changes, if any, incident to a business combination.

We ~~are~~intend to hire additional management and other support personnel when we have reached a ~~smaller~~point ~~reporting~~in ~~company~~our asproposed ~~defined~~growth bythat ~~Rule~~would allow ~~12b-2~~for ofsuch employment. In the ~~Exchange~~interim, ~~Act~~we ~~and~~will ~~are~~rely ~~not~~upon ~~required~~consultants to ~~provide~~assist ~~the~~us ~~information~~in ~~under this~~identifying ~~item~~and investigating acquisition opportunities.

~~Item~~REPORTS ~~1B. Unresolved~~TO ~~Staff~~SECURITY ~~Comments~~HOLDERS

We ~~are~~file aannual, ~~smaller~~quarterly ~~reporting~~and ~~company~~current asreports ~~defined~~and byother ~~Rule~~information ~~12b-2~~with of the Securities and Exchange ~~Act~~Commission (“SEC”). You may read and ~~are~~copy ~~not~~any ~~required~~reports, tostatement ~~provide~~or other information that we file with the SEC at the SEC’s public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at (202) 551-8090 for further information ~~under~~on the ~~this~~public ~~item~~reference room. These SEC filings are also available to the public from commercial document retrieval services and at the Internet site maintained by the SEC at http://www.sec.gov.

Item 2. Properties

We rented our office space at 140 Walnut St, Kansas City, Mo for $2,602.50 per month until May 2015.

Item 3. Legal Proceedings

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

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

~~The~~Through June 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, on February 15, 2017, 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 ~~currently~~a “shell ~~not~~company” ~~involved~~(as such term is defined in ~~any~~Rule ~~legal~~12b-2 ~~proceedings~~under the Exchange Act).

~~Item~~Going ~~4. Mine~~forward, ~~Safety~~the ~~Disclosures~~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 our stockholders.

~~Not~~Item ~~applicable~~1A. Risk Factors.

~~PART~~THIS IIREPORT CONTAINS CERTAIN STATEMENTS RELATING TO FUTURE EVENTS OR THE FUTURE FINANCIAL PERFORMANCE OF OUR COMPANY. YOU ARE CAUTIONED THAT SUCH STATEMENTS ARE ONLY PREDICTIONS AND INVOLVE RISKS AND UNCERTAINTIES, AND THAT ACTUAL EVENTS OR RESULTS MAY DIFFER MATERIALLY. IN EVALUATING SUCH STATEMENTS, YOU SHOULD SPECIFICALLY CONSIDER THE VARIOUS FACTORS IDENTIFIED IN THIS ANNUAL REPORT, INCLUDING THE MATTERS SET FORTH BELOW, WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED BY SUCH FORWARD-LOOKING STATEMENTS.

~~Item~~AN 5INVESTMENT IN OUR COMMON STOCK INVOLVES A HIGH DEGREE OF RISK. ~~Market~~ ~~for~~YOU ~~Registrant’s~~SHOULD ~~Common~~CAREFULLY ~~Equity~~CONSIDER THE FOLLOWING RISK FACTORS BEFORE DECIDING TO INVEST IN OUR COMPANY. IF ANY OF THE FOLLOWING RISKS ACTUALLY OCCUR, ~~Related~~OUR ~~Stockholder~~BUSINESS, ~~Matters~~FINANCIAL ~~and~~CONDITION, ~~Issuer~~RESULTS ~~Purchases~~OF OPERATIONS ofAND ~~Equity~~PROSPECTS ~~Securities~~FOR GROWTH WOULD LIKELY SUFFER. AS A RESULT, YOU MAY LOSE ALL OR PART OF YOUR INVESTMENT IN OUR COMPANY.

~~Market~~We ~~Information~~are in our early stages of development and may never be able to effectuate our business plan.

~~Our~~We ~~common~~were ~~stock~~incorporated, ~~has~~under ~~been~~the ~~trading~~name onMarketKast, ~~the~~Inc., ~~Over-~~under the~~-Counter~~ ~~(OTC)~~laws ~~Markets~~of ~~under~~ the ~~symbol~~State ~~ENGA~~of ~~since~~Florida ~~April~~on 4December 28, ~~2013.~~2011, ~~Between~~to ~~February~~serve as a 20provider of mobile marketing services, ~~2013~~online and ~~April~~mobile 4video production, distribution, syndication and marketing services for business owners. On March 22, 2013, wechanged ~~traded~~our ~~under~~name ~~the~~to ~~symbol~~“Engage ~~MRKK~~Mobility, Inc.” ~~The~~Because ~~OTC~~we ~~Markets~~were isnot aable ~~quotation~~to ~~service~~raise sufficient ~~that~~capital ~~displays~~to ~~real-time~~execute ~~quotes~~our original business plan, we are now engaged in discussions with third parties regarding alternative ~~last-sale~~directions ~~prices~~for our company that could enhance stockholder value. We intend to seek, investigate and, ~~volume~~if ~~information~~such ininvestigation ~~over-the-counter~~warrants, engage in a business combination with a private entity whose business presents an opportunity for our stockholders. As a company in its early stages of development with limited resources we may not be able to successfully effectuate our business plan. There can be no assurance that we will ever achieve any revenues or profitability. The revenue and income potential of our proposed business and operations is unproven as the ~~OTC,~~lack ~~equity~~of ~~securities~~operating history makes it difficult to evaluate the future prospects of our business.

~~Price~~We ~~range~~require offinancing ~~common~~to ~~stock~~acquire businesses and implement our business plan. We cannot assure you that we will be successful in obtaining financing or acquiring businesses, or in operating those acquired businesses in a profitable manner.

~~The~~We ~~following~~expect ~~table~~losses ~~shows,~~in ~~for~~ the ~~periods~~future ~~indicated,~~because ~~the~~we ~~high~~have ~~and~~no ~~low bid prices per share of our common stock as reported by the OTC Markets quotation service~~revenue. ~~The quotations reflect inter-dealer prices, without retail mark-up, mark-down or commissions, and may not represent actual transactions.~~

	June 30, 2015				June 30, 2014
	High		Low		High		Low
First Quarter (July 1 – Sept 30)	$	2.40	$	1.90	$	1.84	$	0.80
Second Quarter (October 1 – December 31)	$	1.90	$	0.25	$	3.19	$	1.28
Third Quarter (January 1 – March 31)	$	1.50	$	0.32	$	4.50	$	2.05
Fourth Quarter (April 1 – June 30)	$	3.38	$	0.50	$	4.00	$	1.30

As we have no current revenue, we are expecting losses over the next 12 months because we do not yet have any revenues to offset the expenses associated with our business plan. We cannot guarantee that we will ever be successful in generating revenues in the future. We recognize that if we are unable to generate revenues, we will not be able to earn profits or continue operations. There is no history upon which to base any assumption as to the likelihood that we will prove successful, and we can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable operations.

On September 25, 2015, the closing bid price of our common stock was $0.33.

Holders

As of June 30, 2015, we had 447 stockholders of our common stock.

Transfer Agent and Registrar

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

~~Authorized~~If ~~Capital~~our ~~Stock~~business plans are not successful, we may not be able to continue operations as a going concern and our stockholders may lose their entire investment in us.

~~Our~~We ~~authorized~~have ~~stock~~no ~~consists~~assets ofand, ~~100~~during the fiscal year ended June 30,~~000~~ 2016,~~000~~ ~~shares~~we ofhad ~~common~~no ~~stock~~revenue. At June 30, ~~with~~2016, nowe ~~par~~had ~~value~~an accumulated deficit of $6,680,135. ~~There~~These ~~are~~factors ~~currently~~raise 23substantial doubt about our ability to continue as a going concern. We will,~~082~~ in all likelihood,~~567~~ sustain ~~shares~~operating expenses without corresponding revenues, at least until the consummation of ~~common~~a business combination. This may ~~stock~~result ~~issued~~in our incurring a net operating loss that will increase continuously until we can consummate a business combination with a profitable business opportunity. We cannot assure you that we can identify a suitable business opportunity and ~~outstanding~~consummate a business combination. If we cannot continue as a going concern, our stockholders may lose their entire investment in us.

~~Common~~We ~~Stock~~do not have any agreement for a business combination or other transaction.

~~Each~~We ~~share~~have ofno ~~our~~arrangement, ~~common~~agreement ~~stock~~or ~~entitles~~understanding ~~its~~with ~~holder~~respect to ~~one~~engaging ~~vote~~ in ~~the~~a ~~election~~merger ofwith, ~~each~~joint ~~director~~venture ~~and~~with onor ~~all~~acquisition ~~other~~of, a ~~matters~~private ~~voted~~or onpublic ~~generally by~~entity. ~~our~~We ~~stockholders,~~cannot ~~other~~assure ~~than~~you ~~any matter~~ that ~~(1)~~we ~~solely~~will ~~relates~~successfully toidentify ~~the~~and ~~terms~~evaluate ofsuitable ~~any~~business ~~outstanding series of preferred stock or~~opportunities ~~the~~or ~~number~~that ofwe ~~shares~~will ofconclude ~~that~~a ~~series~~business ~~and~~combination. ~~(2)~~Management ~~does~~has not ~~affect~~identified ~~the~~any ~~number~~particular ofindustry ~~authorized shares of preferred stock~~ or ~~the~~specific ~~powers,~~business within ~~privileges~~an ~~and~~industry ~~rights~~for ~~pertaining~~evaluation. toWe ~~the~~cannot ~~common~~guarantee ~~stock.~~that Nowe ~~share~~will ofbe ~~our~~able ~~common~~to ~~stock~~negotiate ~~affords~~a ~~any~~business ~~cumulative~~combination ~~voting~~on ~~rights.~~favorable ~~This~~terms, and ~~means~~there ~~that~~is ~~the~~consequently ~~holders of~~ a ~~majority~~risk ofthat ~~the~~future ~~voting~~funds ~~power~~allocated ofto the ~~shares~~purchase ~~voting for the election~~ of ~~directors~~our ~~can~~shares ~~elect~~will ~~all~~not ~~directors to~~ be ~~elected~~invested ifin ~~they~~a ~~choose~~company towith active dobusiness sooperations.

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

●The success ~~general~~of ~~business~~our ~~conditions;~~proposed ●plan ~~industry~~of ~~practice;~~operation ●will ~~our~~depend to a great extent on the operations, financial condition and ~~performance;~~management of ●the ~~our~~identified ~~future~~target ~~prospects;~~company. ●While ~~our~~business ~~cash~~combinations ~~needs~~with ~~and~~entities ~~capital~~having ~~investment~~established ~~plans;~~operating ●histories ~~our~~are ~~obligations~~preferred, there can be no assurance that we will be successful in locating candidates meeting such criteria. The decision to ~~holders~~enter ofinto a ~~any~~business ~~preferred~~combination ~~stock~~will likely be made without detailed feasibility studies, independent analysis, market surveys or similar information which, if we ~~may~~had ~~issue;~~more ●funds ~~income~~available ~~tax~~to ~~consequences;~~it, ~~and~~would ●be desirable. In the ~~restrictions~~event ~~Delaware~~we ~~and~~complete ~~other~~a ~~applicable~~business ~~laws~~combination, the success of our operations will be dependent upon management of the target company and numerous other factors beyond our ~~credit~~control. We ~~arrangements~~cannot ~~then~~assure ~~impose~~you that we will identify a target company and consummate a business combination.

IfThere weis ~~liquidate~~competition orfor ~~dissolve~~those ~~our~~private ~~business,~~companies ~~the~~suitable ~~holders of our common stock will share ratably in all our assets that are available~~ for ~~distribution~~a tomerger ~~our~~or ~~stockholders~~combination ~~after~~transaction ~~our~~of ~~creditors are paid in full and~~ the ~~holders~~type ofcontemplated ~~all~~by ~~series of our outstanding preferred stock, if any, receive their liquidation preferences in full~~management.

~~Our~~We ~~common~~are ~~stock~~in ~~has~~a nohighly ~~preemptive~~competitive ~~rights~~market ~~and~~for isa ~~not~~small ~~convertible~~number orof ~~redeemable~~business oropportunities ~~entitled~~which could reduce the likelihood of consummating a successful business combination. We are and will continue to be an insignificant participant in the ~~benefits~~business of ~~any~~seeking ~~sinking~~mergers with, orjoint ~~repurchase~~ventures with and acquisitions of small private and public entities. A large number of established and well-financed ~~fund~~entities, including small public companies and venture capital firms, are active in mergers and acquisitions of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources, technical expertise and managerial capabilities than we do. Consequently, we will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. These competitive factors may reduce the likelihood of our identifying and consummating a successful business combination.

~~Dividends~~We have not conducted market research to identify business opportunities, which may affect our ability to identify a business to merge with or acquire.

~~Since~~We ~~inception~~have weneither conducted nor have ~~not~~others ~~paid~~made ~~any~~available ~~dividends~~to onus ~~our~~results ~~common~~of ~~stock.~~market Weresearch ~~currently~~concerning doprospective ~~not~~business ~~anticipate~~opportunities. Therefore, ~~paying~~we ~~any~~have ~~cash~~no ~~dividends~~assurances inthat ~~the foreseeable~~market ~~future~~demand onexists ~~our~~for ~~common~~a ~~stock,~~merger ~~when~~or ~~issued~~acquisition ~~pursuant~~as tocontemplated ~~this~~by ~~offering~~us. ~~Although~~Our wemanagement ~~intend~~has not toidentified ~~retain~~any ~~our~~specific ~~earnings,~~business ifcombination ~~any~~or other transactions for formal evaluation by us, such that it may be expected tothat ~~finance~~any ~~the~~such ~~exploration~~target ~~and~~business ~~growth~~or transaction will present such a level of ~~our~~risk ~~business,~~that ~~our~~conventional ~~Board~~private or public offerings of securities ~~Directors~~or conventional bank financing will ~~have~~not ~~the~~be ~~discretion~~available. toThere ~~declare~~is ~~and~~no ~~pay~~assurance ~~dividends~~that we will be able to acquire a business inopportunity ~~the~~on ~~future~~terms favorable to us. ~~Payment~~Decisions ofas ~~dividends~~to inwhich ~~the~~business ~~future~~opportunity to participate in will ~~depend~~be ~~upon~~unilaterally made by our ~~earnings~~management, ~~capital~~which ~~requirements,~~may ~~and~~act ~~other~~without ~~factors~~the consent, ~~which our~~vote ~~Board~~or approval of ~~Directors~~our ~~may deem relevant~~stockholders.

~~Securities~~Management ~~Authorized~~intends ~~for~~to ~~Issuance~~devote ~~Under~~only ~~Equity~~a ~~Compensation~~limited ~~Plans~~amount of time to seeking a target company, which may adversely impact our ability to identify a suitable acquisition candidate.

WeWhile ~~presently~~seeking doa ~~not~~business ~~have~~combination, ~~any~~management ~~equity~~anticipates ~~based~~devoting orvery ~~other~~limited ~~long-term~~time ~~incentive~~to ~~programs.~~our Inaffairs ~~the~~in ~~future,~~total. weOur ~~may~~sole ~~adopt~~officer ~~and~~has not ~~establish~~entered aninto ~~equity-based or~~a ~~other~~written ~~long-term~~employment ~~incentive~~agreement ~~plan~~with ifus itand is not expected to do so in the ~~best~~foreseeable ~~interest~~future. ofThis ~~the~~limited ~~Company~~commitment may ~~and~~adversely impact our ~~stockholders~~ability to doidentify soand consummate a successful business combination.

~~Item~~We 6are dependent on the services of our sole officer to obtain capital required to implement our business plan and for identifying, investigating, negotiating and integrating potential acquisition opportunities. ~~Selected~~ ~~Financial~~The ~~Data~~loss of services of our sole officer could have a substantial adverse effect on us. The expansion of our business will be largely contingent on our ability to attract and retain highly qualified corporate and operations level management team. We cannot assure you that we will find suitable management personnel or will have financial resources to attract or retain such people if found.

WeThe ~~are~~time aand ~~smaller~~cost ~~reporting~~of preparing a private company asto ~~defined~~become bya ~~Rule~~public ~~12b-2~~reporting ofcompany ~~the~~may ~~Exchange~~preclude ~~Act~~us ~~and~~from ~~are~~entering ~~not~~into ~~required~~a tomerger or ~~provide~~acquisition with the ~~information~~most ~~under this~~attractive ~~item~~private companies.

~~Item~~Target 7companies that fail to comply with SEC reporting requirements may delay or preclude acquisition. ~~Management’s~~ ~~Discussion~~Sections 13 and ~~Analysis~~15(d) of ~~Financial~~the Exchange ~~Condition~~Act ~~and~~require ~~Results~~reporting ofcompanies ~~Operations~~to provide certain information about significant acquisitions, including audited consolidated financial statements for the company acquired.

The ~~following~~time isand ~~management’s~~additional ~~discussion~~costs ~~and~~that ~~analysis~~may ofbe ~~the~~incurred ~~consolidated~~by ~~financial~~some ~~condition~~target ~~and~~entities ~~results~~to ofprepare ~~operations~~these ofstatements ~~Engage~~may significantly delay or ~~Mobility,~~essentially ~~Inc~~preclude consummation of an acquisition. ~~(“Engage~~Otherwise ~~Mobility”,~~suitable acquisition prospects that do not have or are unable to obtain the ~~“Company”,~~required ~~“we”,~~audited ~~and~~statements ~~“our”)~~may be inappropriate for acquisition so long as the ~~years ended~~reporting ~~June~~requirements ~~30,~~of ~~2015~~the ~~and~~Exchange Act ~~2014~~are applicable.

~~Overview~~Any potential acquisition or merger with a foreign company may subject us to additional risks.

WeIf ~~were~~we ~~incorporated,~~enter ~~under~~into ~~the~~a ~~name~~business ~~MarketKast,~~combination ~~Incorporated~~with a foreign concern, ~~under~~we ~~the~~will ~~laws~~be subject to risks inherent in business operations outside of the ~~State~~United ofStates. ~~Florida~~These onrisks ~~December~~include, 28for example, ~~2011.~~currency Onfluctuations, ~~March 22~~regulatory problems, ~~2013~~punitive tariffs, weunstable local ~~filed~~tax ~~Articles~~policies, oftrade ~~Amendment~~embargoes, torisks ~~our~~related ~~Articles~~to shipment of ~~Incorporation~~raw ~~(the~~materials ~~“Amendment”)~~and tofinished ~~change~~goods ~~our~~across ~~name~~national ~~from~~borders and ~~“MarketKast,~~cultural ~~Incorporated”~~and tolanguage ~~“Engage~~differences. ~~Mobility,~~Foreign ~~Inc.”~~economies ~~The~~may ~~Amendment~~differ ~~was~~favorably ~~effective~~or asunfavorably offrom ~~March~~the ~~22,~~United ~~2013. In~~States ~~connection~~economy ~~with~~in ~~the~~growth of ~~name~~gross ~~change~~national product, ~~our~~rate ~~trading~~of ~~symbol~~inflation, ~~was~~market ~~changed~~development, ~~from~~rate ~~“MRKK”~~of tosavings, ~~“ENGA~~and capital investment,” ~~effective~~resource ~~April~~self-sufficiency 4and balance of payments positions, ~~2013~~and in other respects.

OnWe ~~February~~will ~~18,~~need ~~2014,~~to weraise ~~entered~~additional ~~into~~capital ato ~~joint~~execute ~~venture~~our ~~agreement~~business ~~(“Joint Venture Agreement”) with Xinhua Ruide (Beijing) Network Technology Co~~plan., ~~Ltd.~~If ~~(“Xinhua~~our ~~Ruide”)~~operations ~~and~~do ~~Shenzhen~~not ~~Yingjia~~produce ~~Mobile~~the ~~Technology~~necessary ~~Co.,~~cash ~~Ltd. (“Shenzhen Yingjia”)~~flow, toor ~~establish~~if awe ~~joint~~cannot ~~venture,~~obtain ~~Datang~~needed ~~Engage (China) Mobile Technology Co.~~funds, ~~Ltd.~~we ~~(“Datang~~may ~~Engage”)~~be forced to ~~develop~~reduce ~~and~~or ~~launch a~~cease ~~Chinese version of~~ our ~~mobile~~activities ~~platform.~~with Weconsequent ~~own~~loss ~~30%~~to ~~interest of the joint venture~~investors. ~~However, the joint venture has never commenced any operations. The Chairman of the joint venture is Mr. Hua Zhang.~~

~~Although~~We ~~the~~have ~~joint~~a ~~venture~~need wefor ~~established~~cash in ~~2014~~order ~~has~~to ~~not~~pay ~~yet~~obligations ~~commenced~~currently ~~operations,~~due ~~our partners~~ in ~~China~~a ~~had~~timely ~~confidence~~manner, ~~in our business~~ and ~~technology and hoped~~ to ~~continue~~finance ~~the alliance through acquisition of the control of~~ our ~~Company~~business operations. ~~On April 9, 2015, pursuant~~Our tocontinued aoperations ~~Stock~~will ~~Purchase~~depend ~~Agreement~~upon (the ~~“Stock~~sustainability ~~Purchase~~of ~~Agreement”),~~cash ~~Engage~~flow ~~International Technology Co. Ltd. (“Engage International”) acquired~~ from ~~James~~our S.ability ~~Byrd,~~to ~~Jr.~~raise ~~(“Byrd”)~~additional ~~and Douglas S. Hackett (“Hackett”)~~funds, ~~who were~~as ~~the principal stockholders of the Company~~required, ~~a total of 16,462,505 shares of the Company’s common stock, representing~~ ~~75.61%~~through ofequity ~~the~~or ~~Company’s~~debt ~~issued and outstanding shares~~financing. ~~Following~~There ~~the~~is ~~transaction,~~no aassurance ~~change~~that inwe ~~control~~will ofbe ~~the~~able ~~Company has occurred. Pursuant~~ to ~~the~~obtain ~~terms~~additional offunding ~~the~~when ~~Stock~~it ~~Purchase~~is ~~Agreement~~needed, ~~as a condition to the sale and transfer of the controlling stake~~or ofthat ~~the~~such ~~Company~~funding, ~~the~~if ~~then directors and officers of the Company resigned simultaneously at the closing of the transaction. Accordingly~~available, ~~Mr.~~ ~~Byrd~~will ~~ceased to~~ be ~~Chairman~~obtainable ofon ~~the~~terms ~~Board~~acceptable ofto ~~Directors~~us. ofIf ~~the~~we ~~Company;~~cannot ~~and~~obtain ~~Mr.~~needed ~~Hackett~~funds, ~~ceased~~we tomay be ~~President,~~ ~~Chief Executive~~forced ~~Officer,~~to ~~Chief~~reduce ~~Financial~~or ~~Officer,~~cease ~~Secretary,~~our ~~Treasurer~~activities ~~and~~with ~~Director~~consequent ofloss ~~the Company; and Eric Fellows ceased~~ to ~~be the Chief Operating Officer of the Company~~investors. AtIn ~~the same time~~addition, ~~Mr.~~should ~~Hua~~we ~~Zhang~~incur ~~was~~significant ~~appointed~~presently asunforeseen expenses ~~the~~or ~~sole director and Chairman of the Board of Directors~~delays, as ~~well~~we asmay ~~the~~not ~~Chief~~be ~~Executive~~able ~~Officer~~to ofaccomplish ~~the~~our ~~Company~~goals. ~~Mr. Zhang is also the Chairman of the Chinese joint venture, Datang Engage.~~

WeIf ~~functioned~~we asfail ato ~~provider~~develop ~~of mobile technology, marketing~~ and ~~data~~maintain ~~solutions~~an ~~for~~effective ~~business.~~system ~~Through the sale~~ of ~~our~~internal ~~Mobile Engagement System~~controls, we ~~enable~~may ~~business~~not ~~owners~~be able to ~~engage~~accurately ~~with~~report ~~new~~our ~~and existing customers with a turnkey mobile marketing solution. The Mobile~~financial ~~Engagement~~results ~~System~~or ~~integrated~~prevent anfraud, ~~augmented~~as ~~reality~~a ~~browser and content with our proprietary cloud based mobile video delivery system~~result, a ~~mobile~~current ~~customer relationship manager~~ and ~~our~~potential ~~Dynamic~~stockholders ~~Data~~could ~~platform~~lose toconfidence ~~create~~in aour ~~full~~financial ~~solution~~reports, ~~for business to market their products~~which incould ~~the~~harm ~~mobile~~our ~~environment. The Mobile Engagement System was sold to businesses under a “user based” model so that the~~ business ~~pays~~and ~~us a monthly user fee based on~~ the ~~number~~trading price of ~~“engaged”~~our ~~users~~Common ~~in their database at any given time~~Stock.

InEffective ~~addition~~internal controls are necessary for us to ~~this~~provide ~~core~~reliable ~~product~~financial ~~offering~~reports and effectively prevent fraud. Section 404 of the Sarbanes-Oxley Act of 2002 requires us to evaluate and report on our internal controls over financial reporting. We plan to comply with Section 404 by strengthening, assessing and testing our system of internal controls to provide the basis for our report. The process of strengthening our internal controls and complying with Section 404 is expensive and time consuming, and requires significant management attention, especially given that we ~~also~~have ~~offered~~not yet undertaken any efforts to comply with the requirements of Section 404. We cannot be certain that the measures we will undertake will ensure that we will maintain adequate controls over our ~~clients~~financial ~~additional~~processes ~~products~~and reporting in the future. Furthermore, if we are able to rapidly grow our business, the internal controls that we will need will become more complex, and ~~services~~significantly more resources will be required to ensure our internal controls remain effective. Failure to implement required controls, or difficulties encountered in ~~order~~their implementation, could harm our operating results or cause us to ~~assist~~fail to meet our reporting obligations. If we discover a material weakness in our internal controls, ~~growing~~the ~~their~~disclosure ~~business~~of that fact, even if the weakness is quickly remedied, could diminish investors’ confidence in our consolidated financial statements and harm our stock price. In addition, non-compliance with Section 404 could subject us to a variety of administrative sanctions, including ~~mobile~~the ~~optimization~~suspension of ~~websites~~trading, asineligibility ~~well~~for aslisting ~~additional~~on ~~mobile~~the ~~marketing~~OTC Markets, ~~customer~~one ~~acquisition services~~of the national securities exchanges, and ~~mobile~~the ~~data~~inability ~~services~~of registered broker-dealers to make a market in our Common Stock, which would further reduce our stock price.

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

~~Recent~~Our ~~Developments~~principal stockholder owns a controlling interest in our voting stock and investors will not have any voice in our management, which could result in decisions adverse to our general stockholders.

AsHua Zhang, our sole officer and director, beneficially owns 74.35% of ~~December~~our ~~2014~~outstanding Common Stock. As a result, wehe ~~were~~will ~~unable~~have the ability to ~~raise~~control ~~the~~substantially ~~necessary~~all ~~capital~~matters submitted to ~~continue~~our tostockholders ~~fund~~for ~~marketing~~approval ~~and~~including: ~~sales~~(a) ~~efforts~~election ~~for~~of our ~~products,~~Board; ~~and~~(b) ~~therefore~~removal weof ~~greatly~~any ~~reduced~~of our ~~efforts~~directors; in(c) amendments of our Certificate of Incorporation or bylaws; (d) adoption of measures that could ~~regard~~delay or prevent a change in control or impede a merger, takeover or other business combination involving us, or (e) other significant corporate transactions.

OnOur ~~April~~failure ~~9, 2015, the Company entered into a Stock Purchase Agreement (“Stock Purchase Agreement”) with Engage International, pursuant~~ to ~~which~~adopt ~~Engage~~certain ~~International~~corporate ~~acquired~~governance aprocedures ~~total~~may ofprevent ~~16,462,505~~us ~~shares of the Company’s common stock~~ from ~~the~~obtaining ~~principal stockholders~~a oflisting ~~the Company, which representing 75.61% of the Company’s issued and outstanding shares~~ on ~~that date. Pursuant to the Stock Purchase Agreement,~~ a ~~change~~national insecurities ~~control of the Company has occurred~~exchange.

~~Since~~Hua ~~the~~Zhang ~~change~~is our sole officer and director. We have no directors that are “independent” as that term is defined in ~~control~~the rules of ~~the~~any ~~Company~~national securities exchange. As a result, ~~the~~we ~~Company~~do ~~intends~~not tohave ~~raise~~an ~~capital~~audit, ~~through~~compensation ~~future~~or ~~mergers~~nominating and ~~acquisitions~~corporate governance committee. The ~~Company intends~~functions toof ~~work~~such ~~together~~committees ~~with~~would ~~one~~perform ofare ~~its~~performed ~~China~~by ~~affiliates,~~the ~~under~~Board ~~common~~as ~~control~~a whole. Consequently, tothere ~~development~~is a ~~data~~potential conflict ~~platform~~of ~~for~~interest ~~investment, corporation~~in ~~internal~~Board ~~management,~~decisions ~~financial~~that ~~management,~~may ~~marketing~~adversely ~~and~~affect ~~wealth~~our ~~management~~ability ~~for~~to ~~small~~become a listed security on a national securities exchange and ~~mid-size~~as ~~corporations~~a result adversely affect the liquidity of our Common Stock.

~~Plan~~Trading in our shares of ~~Operation~~Common Stock is limited, and will not improve unless we increase our sales, become profitable and secure more active market makers.

~~Until~~Our ~~May~~Common ~~2014,~~Stock ~~our~~is ~~efforts~~currently ~~had~~quoted ~~been~~on ~~primarily~~the ~~limited~~OTC toMarkets ~~business~~under ~~formation,~~the ~~strategic~~symbol ~~development,~~“ENGA.” ~~marketing~~However, ~~website,~~there ~~and~~is ~~product~~currently a limited ~~development,~~trading ~~negotiations~~market ~~with~~for ~~third~~our ~~party~~Common ~~sales~~Stock and ~~channel~~there ~~partners,~~is ~~and~~no ~~capital~~assurance ~~raising~~that ~~activities.~~a Weregular ~~developed~~trading ~~and~~market ~~begun to~~will ~~launch~~ever ~~our~~develop. ~~newest~~The ~~suite~~trading price of ~~products~~our ~~including~~securities ~~version~~could ~~2.0~~be ofsubject ~~the~~to ~~Mobile~~wide ~~Engagement~~fluctuations, ~~System~~in asresponse ofto ~~May~~quarterly ~~2014. Version 2.0~~variations ofin our ~~Mobile~~operating ~~Engagement~~results, ~~System~~announcements by ~~includes~~us ~~our~~or ~~new~~others, ~~product~~developments ~~immersion~~affecting us, ~~which~~and isother aevents ~~street~~or ~~view~~factors. ~~augmented~~In ~~reality~~addition, ~~platform that~~the ~~allows~~stock ~~users~~market tohas ~~locate~~experienced ~~businesses~~extreme price and volume fluctuations in ~~their~~recent ~~geographical~~years. ~~area~~These ~~who~~fluctuations ~~are~~have onhad ~~the~~a ~~Engage~~substantial ~~system.~~effect Weon ~~have~~the ~~filed~~market aprices ~~provisional~~for ~~patent~~many ~~application~~companies, ~~seeking~~often ~~patent~~unrelated ~~protection~~to ~~for~~the ~~version~~operating ~~2.0~~performance of ~~our~~such ~~Mobile~~companies, ~~Engagement~~and ~~System.~~may Weadversely ~~were~~affect ~~not~~the ~~able~~market toprices ~~raise~~of ~~additional~~the ~~capital~~securities ~~necessary~~Such torisks ~~properly~~could ~~launch~~have ~~and~~an ~~market~~adverse ~~our~~effect ~~products~~on ~~and~~the ~~had~~stock’s tofuture ~~cease operations~~liquidity.

OnWe ~~April 9~~may, ~~2015,~~in ~~Engage International purchased 75.61% of~~ the ~~Company’s~~future, ~~issued~~issue ~~and~~additional ~~outstanding~~common shares ~~from two major stockholders of the Company. Following the transaction~~, awhich ~~change~~would inreduce ~~control~~investors’ ofpercent ~~the Company has occurred and all~~ of ~~the~~ownership ~~then directors~~ and ~~officers of~~may ~~the~~dilute ~~Company resigned simultaneously at the closing of the transaction. At the same time, Mr. Hua Zhang was appointed to be~~our ~~the~~share ~~sole director and Chairman of the Board of Directors, as well as the Chief Executive Officer~~value. ~~Mr. Zhang is also the Chairman of the Chinese joint venture of which we own 30%.~~

WeOur ~~had~~Certificate ~~not~~of ~~experienced~~Incorporation ~~significant~~authorizes ~~revenue~~the ~~from~~issuance ~~our~~of ~~business~~100,000,000 ~~operations~~shares of capital stock, consisting of 100,000,000 shares of Common Stock, and weno ~~have~~shares ~~been~~of ~~unable~~preferred tostock. ~~raise~~The future issuance of Common Stock may result in substantial dilution in the ~~capital~~percentage ~~necessary~~of toour ~~fund~~Common Stock held by our ~~marketing~~then ~~and~~existing ~~sales~~stockholders. ~~plan~~We may value any Common Stock issued in the future on an arbitrary basis. ~~Therefore,~~The ~~during~~issuance of Common Stock for future services or acquisitions or other corporate actions may have the ~~next~~effect of 12diluting ~~months,~~the value of the ~~Company:~~shares held by our investors, and might have an adverse effect on any trading market for our Common Stock.

-Our common ~~Anticipates~~shares are subject to ~~raise~~the ~~additional~~“penny ~~funds~~stock” ~~through~~rules ~~debt~~of orthe ~~equity~~SEC, ~~financing~~and the trading market in our securities is limited, which makes transactions in our stock cumbersome and may reduce the value of an investment in our stock.

Rule 15g-9 ~~Intends~~under the Exchange Act establishes the definition of a “penny stock,” for the purposes relevant to ~~work~~us, ~~together~~as any equity security that has a market price of less than $5.00 per share or with ~~its~~an ~~China~~exercise ~~affiliate,~~price ~~under~~of ~~common~~less ~~control~~than $5.00 per share, subject to ~~further~~certain ~~develop~~exceptions. For any transaction involving a penny stock, unless exempt, the ~~Company~~rules require: (a) that a broker or dealer approve a person’s ~~platform~~account ~~and~~for ~~introduce~~transactions itin topenny ~~the~~stocks; ~~Chinese~~and ~~market.~~(b) As the ~~platform~~broker ~~matures,~~or dealer receive from the ~~Company~~investor ~~plans~~a written agreement to ~~reintroduce~~the ittransaction, ~~into~~setting forth the ~~U.S.~~identity and ~~other~~quantity ~~markets~~of the penny stock to be purchased.

~~Results~~In order to approve a person’s account for transactions in penny stocks, the broker or dealer must: (a) obtain financial information and investment experience objectives of ~~Operations~~the person; and (b) make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks.

~~Comparison~~The ofbroker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the ~~years~~SEC ~~ended~~relating to ~~June~~the 30penny stock market, ~~2015~~which, in highlight form: (a) sets forth the basis on which the broker or dealer made the suitability determination; and ~~2014~~(b) that the broker or dealer received a signed, written agreement from the investor prior to the transaction. Generally, brokers may be less willing to execute transactions in securities subject to the “penny stock” rules. This may make it more difficult for investors to dispose of our common shares and cause a decline in the market value of our stock.

Revenues

Since inception, our activities have been primarily limited to business formation, strategic development, marketing, website and product development, negotiations with third party sales and channel partners, and capital raising activities. During the year ended June 30, 2014, we have generated $87,185 in revenue as compared to $32,086 for the year ended June 30, 2015. Our revenue was derived primarily from development and service fees. For the year ended June 30, 2015, we were unable to raise the necessary capital to continue to fund marketing and sales efforts for our products, and therefore our business was limited to marketing and sales efforts in the United States, resulting in a decrease in revenue.

~~During~~Disclosure ~~the~~also ~~year~~has ~~ended~~to ~~June~~be ~~30,~~made ~~2014,~~about wethe ~~incurred~~risks ~~$6,500~~of ~~cost~~investing ofin ~~revenues~~penny ~~for~~stocks ~~commission~~in ~~expenses~~both public offerings and ~~video~~in ~~production~~secondary ~~costs.~~trading ~~For~~and about the ~~year~~commissions ~~ended~~payable ~~June~~to 30both the broker-dealer and the registered representative, ~~2015~~current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the ~~Company~~penny ~~did~~stock ~~not~~held ~~incur~~in ~~any~~the ~~such~~account ~~costs~~and information on the limited market in penny stocks.

Because we do not intend to pay any cash dividends on our Common Stock, our stockholders will not be able to receive a return on their shares unless they sell them.

We intend to retain any future earnings to finance the development and expansion of our business. We do not anticipate paying any cash dividends on our Common Stock in the foreseeable future. Unless we pay dividends, our stockholders will not be able to receive a return on their shares unless they sell them. We cannot assure you that you will be able to sell shares when you desire to do so.

Item 1B. Unresolved Staff Comments

None

Item 2. Properties.

The Company currently neither rents nor owns any properties. We utilize the office space and equipment of our sole officer and director at no cost. We currently have no policy with respect to investments or interests in real estate, real estate mortgages or securities of, or interests in, persons primarily engaged in real estate activities.

Item 3. Legal Proceedings.

From time to time, we may be involved in litigation in the ordinary course of business. We are currently not involved in any litigation or are aware of any threatened 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 the Company or any of its subsidiaries, threatened against or affecting the Company, our Common Stock, any of our subsidiaries, or director or officer of our company or its subsidiaries in their capacities as such, in which an adverse decision could have a material adverse effect.

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

Item 4. Mine Safety Disclosures.

Not Applicable.

PART II

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

MARKET INFORMATION

Our Common Stock has been trading on the Over-the-Counter (OTC) Markets under the symbol ENGA since April 4, 2013. Between February 20, 2013 and April 4, 2013 we traded under the symbol MRKK. The OTC Markets is a quotation service that displays real-time quotes, last-sale prices, and volume information in over-the-counter, or the OTC, equity securities. There is currently a limited trading market for our Common Stock and there is no assurance that a regular trading market will ever develop.

OTCQB securities are not listed or traded on the floor of an organized national or regional stock exchange. Instead, OTCQB securities transactions are conducted through a telephone and computer network connecting dealers in stocks. OTCQB issuers are traditionally smaller companies that do not meet the financial and other listing requirements of a regional or national stock exchange.

PRICE RANGE OF COMMON STOCK

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

	June 30, 2016				June 30, 2015
	High		Low		High		Low
First Quarter (July 1 – September 30)	$	0.50	$	0.25	$	2.40	$	1.90
Second Quarter (October 1 – December 31)	$	0.33	$	0.15	$	1.90	$	0.25
Third Quarter (January 1 – March 31)	$	0.25	$	0.15	$	1.50	$	0.32
Fourth Quarter (April 1 – June 30)	$	0.43	$	0.10	$	3.38	$	0.50

On September 28, 2016, the closing bid price of our Common Stock was $0.21.

HOLDERS

As of March 13, 2017, we had approximately 447 stockholders of our Common Stock, based on information provided by our transfer agent.

DIVIDENDS

To date, we have not declared or paid any dividends on our Common Stock. We currently do not anticipate paying any cash dividends in the foreseeable future on our Common Stock, when issued pursuant to this offering. Although we intend to retain our earnings, if any, to finance the exploration and growth of our business, our Board will have the discretion to declare and pay dividends in the future.

Payment of dividends in the future will depend upon our earnings, capital requirements, and other factors, which the Board may deem relevant and in the best interest of the Company.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

We presently do not have any compensation plans under which equity securities of the Company are authorized for issuance. In the future, we may adopt and establish an equity-based or other long-term incentive plan if it is in the best interest of the Company and our stockholders to do so.

RECENT SALES OF UNREGISTERED SECURITIES

We have not issued any unregistered equity securities during the period covered by this Report.

RESTRICTIONS ON THE USE OF RULE 144 BY SHELL COMPANIES OR FORMER SHELL COMPANIES

Historically, the SEC staff has taken the position that Rule 144 is not available for the resale of securities initially issued by companies that are, or previously were, shell companies like us, to their promoters or affiliates despite technical compliance with the requirements of Rule 144. The SEC has codified and expanded this position in recent amendments by prohibiting the use of Rule 144 for resale of securities issued by any shell companies (other than business combination related shell companies) or any issuer that has been at any time previously a shell company. The SEC has provided an exception to this prohibition, however, if the following conditions are met:

●

the issuer of the securities that was formerly a shell company has ceased to be a shell company;

●

the issuer of the securities is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act;

●

the issuer of the securities has filed all Exchange Act reports and material required to be filed, as applicable, during the preceding 12 months (or such shorter period that the issuer was required to file such reports and materials), other than Form 8-K reports; and

●

at least one year has elapsed from the time that the issuer filed current Form 10 type information with the SEC reflecting its status as an entity that is not a shell company.

As a result, our existing stockholders will not be able to sell the shares pursuant to Rule 144 without registration one year after we have completed our business combination assuming we meet the four conditions of a former shell company stated above at such time.

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

None.

Item 6. Selected Financial Data.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

Item 7. Management’s Discussion and Analysis and Results of Operation.

The following discussion provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our financial statements and notes thereto contained elsewhere in this Report. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements. See “Cautionary Statement On Forward-Looking Information.”

Overview

We were incorporated, under the name MarketKast, Inc., under the laws of 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.

On February 18, 2014, we entered into a joint venture 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.

In April 2014, we completed development of version 2.0 of our Mobile Engagement System, which included our new product immersion, a street view augmented reality platform that allowed users to locate businesses in their geographical area who are on the Engage system. We filed a provisional patent application seeking patent protection for version 2.0 of our Mobile Engagement System.

In May 2014, we commenced our marketing and sales efforts for our new Mobile Engagement System, but only experienced nominal initial revenue.

Through June 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, on February 15, 2017, 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).

Going forward, 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 our stockholders. No specific assets or businesses have been definitively identified and there is no certainty that any such assets or business will be identified or any transactions will be consummated. See Part I, Item 1, “Business—Our Business Plan,” and Part I, Item 1A, “Risk Factors,” for additional information and risks associated with our proposed business plan.

We expect that we will need to raise funds in order to effectuate our business plan. We may seek additional investors to purchase our stock to provide us with working capital to fund our operations. Thereafter, we will seek to establish or acquire businesses or assets with additional funds raised either via the issuance of shares or debt. There can be no assurance that additional capital will be available to us at all or on acceptable terms. We may seek to raise the required capital by other means. We may have to issue debt or equity or enter into a strategic arrangement with a third party. We currently have no agreements, arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources. Since we have no such arrangements or plans currently in effect, our inability to raise funds will have a severe negative impact on our ability to remain a viable company. In pursuing the foregoing goals, we may seek to expand or change the composition of the Board or make changes to our current capital structure, including issuing additional shares or debt and adopting a stock option plan.

We do not expect to generate any revenues over the next 12 months, unless we are able to enter into a business combination with an operating company. Our principal business objective for the next 12 months will be to seek, investigate and, if such investigation warrants, engage in a business combination with a private entity whose business presents an opportunity for our shareholders.

During the next 12 months we anticipate incurring costs related to filing of Exchange Act reports, and possible costs relating to consummating an acquisition or combination. We believe we will be able to meet these costs through use of funds in our treasury and additional amounts, as necessary, to be loaned by or invested in us by our stockholders, management or other investors. We have no specific plans, understandings or agreements with respect to the raising of such funds, and we may seek to raise the required capital by the issuance of equity or debt securities or by other means. Since we have no such arrangements or plans currently in effect, our inability to raise funds for the consummation of an acquisition may have a severe negative impact on our ability to become a viable company. We estimate that, assuming we do not complete a business combination, the level of working capital needed for these general and administrative costs for the next twelve months will be approximately $75,000. However, this estimate is subject to change, depending on the number of transactions in which we ultimately become involved.

We intend to contract out certain technical and administrative functions on an as-needed basis in order to conduct our operating activities. Our management team will select and hire these contractors and manage and evaluate their work performance.

Results of Operation

Comparison of the years ended June 30, 2016 and 2015

Revenues

From inception until December 31, 2015, 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. Since December 31, 2015, we have had limited operating activities. During the year ended June 30, 2015, we have generated $32,086 in revenue as compared to no revenue for the year ended June 30, 2016. Our revenue was derived primarily from development and service fees. For the year ended June 30, 2016, we were unable to raise the necessary capital to continue to fund marketing and sales efforts for our products, and therefore ceased our plan of operation as a mobile technology provider, resulting in a decrease in revenue.

Operating Expenses

During the year ended June 30, ~~2014~~2015, we incurred general and administrative expenses of $4926,~~259~~152,~~153,~~ and during the year ended June 30, ~~2015~~2016, we incurred general and administrative expenses of $~~926~~58,~~152~~451. These general and administrative expenses consist of rent, insurance, professional fees, travel, employee compensation and other miscellaneous items. The decrease in general and administrative expenses was primarily due to our issuance of $3421,~~125,410~~430 of ~~non-cash~~Common ~~stock~~Stock, ~~based~~options, ~~compensation~~and inwarrants ~~2014~~for services, interest and inducements in 2015.

Loss on extinguishment of debt

Loss on extinguishment of debt was $0 for the year ended June 30, 2016, as compared to $139,230 for the same period of 2015. We terminated outstanding debts with our loaners during the year ended June 30, 2015 and reported a loss of $139,230 related to the termination.

Impairment loss from intangible assets

Impairment loss from intangible assets was $18,462 for the year ended June 30, 2016, as compared to $0 for the same period of 2015. The increase in impairment loss from intangible assets resulted from the impairment of our finite lived intangibles, comprised of patents, a mobile platform, and web and domain assets in connection with the cessation of our plan of operation as a mobile technology provider.

Interest Expense

Interest expense was $~~905~~31,~~160~~125 for the year ended June 30, ~~2014~~2015, as compared to $~~31,125~~0 for the year ended June 30, ~~2015~~2016. The decrease in ~~interest~~ interest expense resulted from arepayments, ~~decrease in the amortization of the beneficial~~ conversion, ~~features~~ and ~~warrants~~extinguishment ~~issued~~of ~~in conjunction with debt~~debts.

Net Loss

We had net loss of $51,~~083~~068,~~628~~330 for the year ended June 30, ~~2014~~2015, compared to $176,~~068,330~~913 for the year ended June 30, ~~2015~~2016. The decrease was primarily due to ~~the~~a decrease in operating expenses and interest expense as discussed above.

Liquidity and Capital Resources

As of June 30, 2016 and 2015, we had no cash. ~~Our~~We ~~primary~~intend ~~uses~~to ofrely ~~cash~~upon ~~were~~loans ~~for~~from ~~development~~our principal stockholder and ~~testing~~management to offund ~~products,~~administrative ~~marketing~~ expenses, ~~employee~~pending ~~compensation,~~acquisition ~~and~~of ~~general~~an ~~and~~operating ~~administrative expenses~~company. WeHowever, ~~have~~our ~~historically~~principal ~~financed~~stockholder ~~our~~and ~~operations through~~management ~~sale~~is ofunder ~~common~~no ~~stock~~obligation to ~~our~~ ~~founders,~~provide ~~private~~such ~~equity~~funding. ~~offerings~~During the years ended June 30, ~~and~~ ~~debt~~2016 ~~from~~and ~~third~~2015, ~~party~~the ~~lenders.~~Company Wereceived ~~are~~$96,663 ~~attempting~~and to$92,096, ~~obtain~~respectively, ~~fund~~in advances from ~~additional~~related ~~debt~~parties. orAs ~~equity~~of ~~financing~~June to30, ~~support~~2016, ~~our~~the ~~daily~~balance ~~business~~of the advances was $658,759.

~~The following summarizes the key components of the Company’s cash flows for the years ended June 30, 2015 and 2014:~~13

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

The following summarizes the key components of the Company’s cash flows for the years ended June 30, 2016 and 2015:

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

	For the Fiscal Years Ended June 30,
	2016		2015
Net cash used in operating activities	$	-	$	(388,297	)
Net cash provided by financing activities	$	-	$	372,096

WeDuring ~~did~~the ~~not~~year ~~have~~ended June 30, 2016, the Company had a net loss of $76,913, and net cash ~~flows~~used ~~from~~in ~~investing~~its operating activities was $0 including $50,284 increase in ~~2015~~accrued expenses. ~~For~~Comparatively, during the year ended June 30, ~~2014~~2015, ~~cash~~the ~~flows~~Company had a net loss of $1,068,330, and net cash used in ~~investing~~its operating activities was $388,297. Since December 31, 2015, we had limited operating activities ~~consisted~~due to unsuccessful fund raising. Thus, most of ~~the~~our ~~purchase~~expenses were paid by one of ~~the~~our ~~mobile~~related ~~platform~~parties, ~~for~~Shenzhen ~~$75~~Datang Engage Telecom Co.,~~000~~ Ltd. Our operating expenses include legal and ~~the~~accounting ~~acquisition~~expenses ofand ~~property~~other miscellaneous expenses including filing fees, transfer agent fees and ~~equipment~~other costs of ~~$14,000~~being public.

9We did not have cash flows from investing activities in 2016 and 2015.

~~For~~We ~~the~~did ~~year~~not ~~ended~~have ~~June 30, 2015,~~ cash flows ~~provided~~from by financing activities ~~consisted~~in ~~of the proceeds from notes payable of $181,000, advances from related parties of $92,096, repayment of notes payable of $451,000 and common shares issued for cash of $550,000~~2016. For the year ended June 30, ~~2014~~2015, cash flows provided by financing activities consisted of the proceeds from notes payable of ~~$180,000,~~ ~~proceeds of convertible note payable of~~ $~~250~~181,000, advances from related parties of $~~470~~92,~~000~~096, repayment of notes ~~payable~~ payable of $~~185~~451,000, and common ~~share~~shares issued for cash of $1550,~~275,605, and cash overdraft of $14,282~~000.

~~Off-Balance~~As ~~Sheet~~of ~~Arrangements~~June 30, 2016, we had no cash in hand. We incurred a net loss of $76,913 and $1,068,330, respectively, for the years ended June 30, 2016 and 2015. Cash used in operating activities for the years ended June 30, 2016 and 2015 were $0 and $388,297, respectively. As of June 30, 2016 and 2015, we had a stockholders’ deficiency of $697,068 and $620,155. 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 unable to continue as a going concern.

WeManagement dobelieves ~~not have any off balance sheet arrangements~~ that ~~have~~actions orpresently ~~are~~being ~~reasonably~~taken ~~likely~~ to ~~have~~obtain aadditional ~~current~~funding orand ~~future~~implement ~~effect~~its onstrategic ~~our~~plans ~~financial condition,~~provide ~~changes~~the inopportunity for ~~financial~~the ~~condition,~~Company ~~sales~~to orcontinue ~~expenses,~~as ~~results~~a ofgoing ~~operations, liquidity or capital expenditures~~concern.

Mr. Hua Zhang, the sole director and officer of 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.

Requirement for Funding

Our cash reserves are not sufficient to meet our obligations for the next twelve month period. As a result, we will need to seek additional funding in the near future. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of short-term loans from our management or related parties, although no such arrangements have been made. We do not have any arrangements in place for any future equity financing.

Assuming we do not complete a business combination, we anticipate needing approximately $75,000 in order to effectively execute our business plan over the next 12 months. If we are unable to raise the funds, we will seek alternative financing through means such as borrowings from institutions or private individuals. There can be no assurance that we will be able to keep costs from being more than these estimated amounts or that we will be able to raise such funds. We expect that we will seek additional financing in the future. However, we may not be able to obtain additional capital or generate sufficient revenues to fund our operations. 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.

Going Concern

The independent auditors’ audit report accompanying our June 30, 2016 and 2015 audited financial statements, included herein, contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

Critical Accounting Policies

Use of Estimates

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

Revenue Recognition

In general, the Company records revenue when persuasive evidence of an arrangement exists, services have been rendered or product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured. The following reflects specific criteria for the various revenues streams of the Company:

Revenue for services is recognized at the time the services are rendered.

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

Accounts Receivable and Allowance for Doubtful Accounts

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

Intangible Assets and Long Lived Assets

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

Fair value of financial instruments

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

Income Taxes

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

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

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

Stock-Based Compensation

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

~~Going~~Basic ~~concern~~and Diluted Earnings per Share

~~The~~Basic ~~accompanying~~earnings ~~financial~~(loss) ~~statements~~per ~~have~~share ~~been~~are ~~prepared~~calculated ~~assuming~~by ~~that~~dividing ~~the~~net ~~Company~~income ~~will~~(loss) ~~continue~~by asthe aweighted ~~going~~average ~~concern,~~number ~~which contemplates continuity~~ of ~~operations,~~common ~~realization~~shares ofoutstanding for ~~assets,~~the ~~and~~period. ~~liquidation~~Diluted ofearnings ~~liabilities~~(loss) inper ~~the~~share ~~normal~~is ~~course~~calculated ofby ~~business. As reflected~~dividing innet ~~the~~income ~~accompanying~~(loss) ~~financial~~by ~~statements,~~ the ~~Company~~weighted ~~had~~average annumber ~~accumulated deficit~~ of common ~~approximately~~shares ~~$6,600,000~~ and adilutive ~~working capital~~Common ~~deficit~~Stock ofequivalents ~~approximately~~outstanding. ~~$647,000~~During atperiods ~~June~~in ~~30,~~which ~~2015,~~the ~~and~~Company ~~has~~incurs nolosses, ~~significant~~Common ~~revenue generating operations. These conditions~~Stock ~~raise~~equivalents, ~~substantial~~if ~~doubt~~any, ~~about~~are ~~the~~not ~~Company’s~~considered, ~~ability~~as totheir ~~continue~~effect aswould abe ~~going concern~~anti-dilutive.

10Recent Accounting Pronouncements

~~The~~In ~~Company’s~~May ~~lack~~2014, ofas ~~cash~~part ~~and~~of ~~profit~~its ~~generating~~ongoing ~~activities~~efforts ~~are not sufficient~~ to ~~support~~assist in the ~~Company’s~~convergence ~~daily~~of ~~operations without significant financing~~U. ~~The~~S. ~~Company~~GAAP ~~believes~~and inInternational ~~its~~Financial ~~ability~~Reporting toStandards, the ~~raise~~Financial ~~additional~~Accounting ~~funds;~~Standards ~~however~~Board ~~there~~(“FASB”) ~~can~~issued bea nonew ~~assurances~~standard torelated ~~that effect, and~~ to ~~date~~revenue ~~insufficient~~recognition. ~~capital~~FASB ~~has~~issued Accounting ~~been~~Standards ~~raised~~Update ~~for~~(“ASU”) ~~the~~No. ~~Company~~2014-9, to“Revenue ~~execute~~from ~~this~~Contracts ~~strategy. The~~with ~~ability~~Customers” of(“ASU ~~the~~2014-9”). ~~Company~~ASU to2014-9 ~~continue~~provides asfor a ~~going~~single ~~concern~~comprehensive isprinciples-based ~~dependent~~standard ~~upon~~for the ~~Company’s~~recognition ~~ability~~of torevenue ~~obtain~~across ~~funds~~all ~~from additional debt or equity~~industries ~~funding,~~through ~~and~~the ~~generate~~application ~~sufficient~~of ~~revenues. The financial statements do not include any adjustments that might be necessary if~~ the ~~Company~~following isfive-step ~~unable to continue as a going concern.~~ process:

~~During~~Step ~~the~~1: ~~next~~Identify ~~12 months, we hope to raise additional funds through debt or equity financing. We intend to work together with our China affiliate, under common control, to further develop~~ the ~~Company’~~contract(s) ~~platform~~with ~~and~~a ~~introduce it to the Chinese market~~customer. ~~As the platform matures, the Company plans to reintroduce it into the U.S. and other markets.~~

~~Item~~Step 2: ~~7A.~~Identify ~~Quantitative~~the ~~and~~performance ~~Qualitative~~obligations ~~Disclosures~~in ~~About~~the ~~Market Risk~~contract.

WeStep ~~are~~3: ~~not~~Determine ~~required to provide~~ the ~~information~~transaction ~~required by this Item because we are a smaller reporting company~~price.

11Step 4: Allocate the transaction price to the performance obligations in the contract.

~~Item~~Step 5: ~~8. Financial~~Recognize ~~Statements~~revenue ~~and~~when ~~Supplementary~~(or ~~Data~~as) the entity satisfies a performance obligation.

The updated guidance related to revenue recognition affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. The guidance requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance is effective for the Company starting on January 1, 2017. The Company is currently evaluating the impact this guidance will have on its combined financial position, results of operations and cash flows.

In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The standard requires several targeted changes including that equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) be measured at fair value with changes in fair value recognized in net income. The new guidance also changes certain disclosure requirements and other aspects of current US GAAP. Amendments are to be applied as a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. This standard is effective for fiscal years starting after December 15, 2017, including interim periods within those fiscal years. The standard does not permit early adoption with the exception of certain targeted provisions. The Company is currently assessing the impact and timing of adopting this guidance on its consolidated financial statements.

In February 2016, the FASB issued a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of lease assets and lease liabilities on the balance sheet. Most prominent among the amendments is the recognition of assets and liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. Under the new standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. We anticipate this standard will have a material impact on our consolidated balance sheets, and we are currently evaluating its impact.

In March 2016, the Financial Accounting Standards Board (“FASB”) issued a new standard that changes the accounting for certain aspects of share-based payments to employees. The new guidance requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. In addition, cash flows related to excess tax benefits will no longer be separately classified as a financing activity apart from other income tax cash flows. The standard also allows us to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifies that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity on our cash flows statement, and provides an accounting policy election to account for forfeitures as they occur. The Company is currently assessing the impact and timing of adopting this guidance on its consolidated financial statements.

In April 2016, the FASB issued ASU 2016- 10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing”. The amendments add further guidance on identifying performance obligations and also to improve the operability and understandability of the licensing implementation guidance. The amendments do not change the core principle of the guidance in Topic 606. Public entities should apply the amendments for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein. Early application for public entities is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently in the process of evaluating the impact of the adoption on its consolidated financial statements.

In May 2016, the FASB issued ASU 2016-11, “Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting.” The amendment rescinds SEC paragraphs pursuant to two SEC Staff Announcements at the March 3, 2016 Emerging Issues Task Force (EITF) meeting. Specifically, registrants should not rely on the following SEC Staff Observer comments upon adoption of Topic 606: 1) Revenue and Expense Recognition for Freight Services in Process, which is codified in paragraph 605-20-S99-2; 2) Accounting for Shipping and Handling Fees and Costs, which is codified in paragraph 605-45-S99-1; 3) Accounting for Consideration Given by a Vendor to a Customer (including Reseller of the Vendor’s Products), which is codified in paragraph 605-50-S99-1; 4) Accounting for Gas-Balancing Arrangements (i.e., use of the “entitlements method”), which is codified in paragraph 932-10-S99-5, which is effective upon adoption of ASU 2014-09. The Company is currently in the process of evaluating the impact of the adoption on its consolidated financial statements.

In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients”. The amendments, among other things: (1) clarify the objective of the collectability criterion for applying paragraph 606-10-25-7; (2) permit an entity to exclude amounts collected from customers for all sales (and other similar) taxes from the transaction price; (3) specify that the measurement date for noncash consideration is contract inception; (4) provide a practical expedient that permits an entity to reflect the aggregate effect of all modifications that occur before the beginning of the earliest period presented when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price to the satisfied and unsatisfied performance obligations; (5) clarify that a completed contract for purposes of transition is a contract for which all (or substantially all) of the revenue was recognized under legacy GAAP before the date of initial application, and (6) clarify that an entity that retrospectively applies the guidance in Topic 606 to each prior reporting period is not required to disclose the effect of the accounting change for the period of adoption. The effective date of these amendments is at the same date that Topic 606 is effective. The Company is currently in the process of evaluating the impact of the adoption on its consolidated financial statements.

In June 2016, the FASB issued a new standard to replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. For trade and other receivables, loans, and other financial instruments, we will be required to use a forward-looking expected loss model rather than the incurred loss model for recognizing credit losses which reflects losses that are probable. Credit losses relating to available-for-sale debt securities will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. The new standard will be effective for us beginning July 1, 2020, with early adoption permitted beginning July 1, 2019. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. We are currently evaluating the impact of this standard on our consolidated financial statements.

Off Balance Sheet Arrangements

None.

Contractual Obligations

None.

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

Item 8. Financial Statements and Supplementary Data.

ENGAGE MOBILITY, INC.

~~Financial~~INDEX TO ~~Statements~~FINANCIAL ~~Table of Contents~~STATEMENTS

~~FINANCIAL~~Fiscal Years ~~STATEMENTS~~Ended June 30, 2016 and 2015

Balance Sheets	F-4
REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS	F-2 - F-3
Statements of Operations	F-6
BALANCE SHEETS AS OF JUNE 30, 2016 AND 2015	F-4
Statements of Stockholders’ (Deficit)	F-7
STATEMENTS OF OPERATIONS FOR THE FISCAL YEARS ENDED JUNE 30, 2016 AND 2015	F-5
Statements of Cash Flows	F-8
STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIENCY	F-6
Notes to the Financial Statements	F-10
STATEMENTS OF CASH FLOWS FOR THE FISCAL YEARS ENDED JUNE 30, 2016 AND 2015	F-7
NOTES TO FINANCIAL STATEMENTS	F-8 - F-16

F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

Engage Mobility, Inc.

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

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

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

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

/s/ Friedman LLP

New York, New York

September 29, 2015

F-2

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~Shareholders~~To the ~~and~~ Board of Directors and Stockholders of Engage Mobility, Inc.

We have audited the accompanying balance sheet of Engage Mobility, Inc. (the “Company”) as of June 30, 2016 and the related statements of operations, changes in stockholders’ deficiency and cash flows for the year ended June 30, 2016. The Company’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

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

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Engage Mobility, Inc. as of June 30, ~~2014,~~ 2016 and the results of its operations and its cash flows for the year ~~ended~~then ~~June 30~~ended, ~~2014,~~ in conformity with accounting principles generally accepted in the United States ~~of America~~.

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

/s/ ~~Kingery~~HHC &Certified ~~Crouse~~Public PAAccountants

~~Kingery~~Forest Hills, ~~& Crouse PA~~NY

~~Certified~~March 13, ~~Public Accountants~~2017

Tampa, Florida

October 14, 2014

F-3

ENGAGE MOBILITY, INC.

BALANCE SHEETS

June 30, 2015 and 2014

	June 30, 2016			June 30, 2015

Assets
Accounts receivable, net of allowance for doubtful accounts of $0 and $14,660 for June 30, 2016 and 2015	$	-		$	-
Total current assets		-			-

Intangible assets, net		-			26,629
Total assets	$	-		$	26,629
Liabilities and Stockholders’ Deficiency
Current Liabilities:
Accrued expenses	$	33,309		$	79,688
Note payable		5,000			5,000
Due to related party		658,759			562,096
Total Liabilities		697,068			646,784
Stockholders’ Deficiency:
Common Stock (No par value, 100,000,000 shares authorized, 23,082,567 shares issued and outstanding at June 30, 2016 and 2015.)		2,891,995			2,891,995
Paid in capital		3,091,072			3,091,072
Accumulated deficit		(6,680,135	)		(6,603,222	)
Total Stockholders’ Deficiency		(697,068	)		(620,155	)
Total Liabilities and Stockholders’ Deficiency	$	-		$	26,629

	2015		2014
ASSETS
Current assets:
Cash	$	-	$	16,201
Accounts receivable, net of allowance for doubtful accounts of $14,660 for 2015 and $14,185 for 2014		-		650
Prepaid expenses		-		32,805
Total Current Assets		-		49,656
Property and equipment		-		16,755
Less: accumulated depreciation		-		7,128
Total property, plant and equipment, net		-		9,627
Other assets
Intangible assets		26,629		74,263
TOTAL ASSETS	$	26,629	$	133,546
LIABILITIES AND STOCKHOLDERS’ (DEFICIT)
Current liabilities:
Accrued expenses	$	79,688	$	59,025
Notes payable		5,000		-
Due to related parties		562,096		470,000
Total current liabilities		646,784		529,025
Long-term liabilities
Notes payable		-		275,000
Convertible notes payable		-		2,454
Total Long-term liabilities		-		277,454
TOTAL LIABILITIES		646,784		806,479

See accompanying notes to financial statements.

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

F-4

ENGAGE MOBILITY, INC.

~~BALANCE~~STATEMENTS OF ~~SHEETS~~OPERATIONS

June 30, 2015 and 2014

	For the Year Ended June 30,
	2016			2015

Revenue	$	-		$	32,086
Cost of revenue		-			-
Gross profit		-			32,086

Operating expenses:
General and administrative expenses		58,451			926,152

Operating loss		(58,451	)		(894,066	)

Other expense:
Loss on disposal of assets		-			3,909
Loss on extinguishment of debt		-			139,230
Impairment loss from intangible assets		18,462			-
Interest expense		-			31,125
Total other expenses		18,462			174,264

Loss from operations before income taxes		(76,913	)		(1,068,330	)

Income taxes		-			-
Net loss	$	(76,913	)	$	(1,068,330	)

Loss per share - basic and diluted:
Weighted-average shares outstanding, basic and diluted		23,082,567			22,068,594

Basic and diluted loss per share	$	a		$	(0.05	)

	2015			2014
COMMITMENTS AND CONTINGENCIES		-			-
Stockholders’ (deficit)
Common stock – no par value; authorized: 100,000,000 issued and outstanding: 23,082,567 shares and 21,772,567 shares at June 30, 2015 and 2014, respectively.		2,891,995			1,976,595
Additional paid-in capital		3,091,072			2,885,364
Accumulated (deficit)		(6,603,222	)		(5,534,892	)
TOTAL STOCKHOLDERS’ (DEFICIT)		(620,155	)		(672,933	)
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT)	$	26,629		$	133,546

a: less than ($0.01) per share

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

F-5

ENGAGE MOBILITY, INC. ~~STATEMENTS OF OPERATIONS For the years ended June 30, 2015 and 2014~~

	2015			2014
Revenues	$	32,086		$	87,185
Costs of revenues		-			6,500
Gross profit		32,086			80,685
Operating expenses:
General and administrative expenses		926,152			4,259,153
Operating loss		(894,066	)		(4,178,468	)
Other (income) and expense
Loss on disposal of assets		3,909			-
Loss on extinguishment of debt		139,230			-
Interest expense		31,125			905,160
Total other expense		174,264			905,160
Loss before provision for income taxes		(1,068,330	)		(5,083,628	)
PROVISION FOR INCOME TAXES		-			-
NET LOSS	$	(1,068,330	)	$	(5,083,628	)
Net loss per common share, basic & diluted	$	(0.05	)	$	(0.24	)
Weighted average common shares outstanding, basic & diluted		22,068,594			20,836,050

STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIENCY

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

	Common Stock				Paid in			Accumulated
	Shares		Amount		Capital			Deficit			Total
Balance, June 30, 2014		21,772,567	$	1,976,595	$	(146,643	)	$	(78,833	)	$	(32,016	)

Stock issued for deferred compensation		1,100,000		550,000		-			-			550,000
Stock issued for debt conversion		110,000		191,400		(41,772	)		-			149,678
Stock issued for services		100,000		174,000		-			-			174,000
Stock based compensation		-		-		247,430			-			247,430
Net loss		-		-		-			(1,068,330	)		(1,068,330	)
Balance, June 30, 2015		23,082,567		2,891,995		3,091,072			(6,603,222	)		(620,155	)

Net loss		-		-		-			(76,913	)		(76,913	)
Balance, June 30, 2016		23,082,567	$	2,891,995	$	3,091,072		$	(6,680,135	)	$	(697,068	)

See accompanying notes to financial statements.

F-6

ENGAGE MOBILITY, INC.

STATEMENTS OF ~~STOCKHOLDERS’~~CASH ~~(DEFICIT)~~FLOWS

For the years ended June 30, 2015 and 2014

	For the Year Ended June 30,
	2016			2015
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(76,913	)	$	(1,068,330	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense		-			6,681
Amortization expense		8,167			46,671
Provision of doubtful accounts		-			475
Loss on disposal of assets		-			3,909
Loss on debt extinguishment		-			139,230
Impairment loss from intangible assets		18,462			-
Non-cash interest expense		-			7,994
Common Stock, options and warrants issued for services, interest and inducements		-			421,430
Changes in operating assets and liabilities:
Decrease in accounts receivable		-			175
Decrease in prepaid expenses		-			32,805
Increase in accrued expenses		50,284			20,663
Net cash used in operating activities		-			(388,297	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable		-			181,000
Repayments of notes payable		-			(451,000	)
Proceeds from issuance of Common Stock		-			550,000
Proceeds from due to related party		-			92,096
Net cash provided by financing activities		-			372,096

Net decrease in cash		-			(16,201	)
Cash, beginning of period		-			16,201
Cash, end of period	$	-		$	-

SUPPLMENTAL DISCLOSURE:
Cash paid during the period for:
Interest expense paid	$	-		$	20,993

Non-cash financing activities
Payments of accrued expenses assumed by stockholder	$	96,663		$	-
Stock issued for debt extinguishment	$	-		$	191,400

	COMMON STOCK				ADDITIONAL PAID-IN			ACCUMULATED
	SHARES		AMOUNT		CAPITAL			DEFICIT			TOTAL
Balance, June 30, 2013		20,126,500	$	166,500	$	4,000		$	(451,264	)	$	(280,764	)
Stock issued for cash		1,343,150		1,275,605		-			-			1,275,605
Stock issued for services, inducements and interest		47,967		234,490		-			-			234,490
Stock issued for debt conversion		200,000		200,000		-			-			200,000
Stock issued for deferred compensation		54,950		100,000		(100,000	)		-			-
Options and warrants issued for services and interest		-		-		2,807,587			-			2,807,587
Beneficial conversion feature		-		-		90,444			-			90,444
Deferred compensation expense recognized		-		-		83,333			-			83,333
Net Loss		-		-		-			(5,083,628	)		(5,083,628	)
Balance, June 30, 2014		21,772,567		1,976,595		2,885,364			(5,534,892	)		(672,933	)
Issuance of common stock for cash		1,100,000		550,000		-			-			550,000
Stock issued for debt conversion		110,000		191,400		(41,722	)		-			149,678
Stock issued for compensations		100,000		174,000		-			-			174,000
Stock based compensation		-		-		247,430			-			247,430
Net Loss		-		-		-			(1,068,330	)		(1,068,330	)
Balance, June 30, 2015		23,082,567	$	2,891,995	$	3,091,072		$	(6,603,222	)	$	(620,155	)

See accompanying notes to financial statements.

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

F-7

ENGAGE MOBILITY, INC.

STATEMENTS OF CASH FLOWS

For the years ended June 30, 2015 and 2014

	2015			2014
Cash flows from operating activities:
Net loss	$	(1,068,330	)	$	(5,083,628	)
Adjustment to reconcile net loss to net cash used in operating activities:
Loss on disposal of assets		3,909			-
Loss on debt extinguishment		139,230			-
Provision for doubtful accounts		475			-
Depreciation and amortization		53,352			31,828
Non-cash interest expense		7,994			42,898
Common stock, options and warrants issued for services, interest and inducements		421,430			3,125,410
Changes in operating assets and liabilities:
Decrease in accounts receivable		175			7,850
Decrease (increase) in prepaid expenses		32,805			(32,805	)
Increase in accrued expenses		20,663			37,085
Net cash used in operating activities		(388,297	)		(1,871,362	)
Cash flows from investing activities:
Disposition of intangible asset		-			(74,963	)
Disposition of property and equipment		-			(13,797	)
Net cash (used in) investing activities		-			(88,760	)
Cash flows from financing activities:
Advances from related parties		92,096			470,000
Cash overdraft		-			(14,282	)
Proceeds of note payable		181,000			180,000
Proceeds of convertible note payable		-			250,000
Repayment of note payable		(451,000	)		(185,000	)
Net proceeds from issuance of common stock		550,000			1,275,605
Net cash provided by financing activities		372,096			1,976,323
Net change in cash		(16,201	)		16,201
Cash – beginning balance		16,201			-
Cash – ending balance	$	-		$	16,201

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

F-8

ENGAGE MOBILITY, INC.

STATEMENTS OF CASH FLOWS

For the Years ended June 30, 2015 and 2014

	2015		2014
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest	$	20,993	$	-
Cash paid for income taxes	$	-	$	-
Non-cash investing and financing activities:
Conversion of note payable to common stock	$	-	$	200,000
Stock issued for debt extinguishment	$	191,400	$	-
Beneficial conversion feature on note payable	$	-	$	90,444

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

F-9

ENGAGE MOBILITY, INC.

NOTES TO FINANCIAL STATEMENTS

~~June 30~~NOTE 1—ORGANIZATION, ~~2015~~BUSINESS ~~and~~AND ~~2014~~ OPERATIONS

~~NOTE~~Engage Mobility, 1Inc. (the ~~NATURE~~“Company”) OFwas ~~OPERATIONS~~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.

On April 9, 2015, a Stock Purchase Agreement (“Stock Purchase Agreement”) was entered into by and among Engage ~~Mobility~~International Technology Co. Ltd. (“Engage International”), ~~Inc~~James S. Byrd, Jr. (~~the~~“Byrd”) and Douglas S. Hackett (“~~Company~~Hackett”) ~~was~~(Byrd ~~incorporated~~and onHackett, ~~December~~collectively, 28the “Sellers”), ~~2011~~who ~~under~~were the ~~laws~~principal stockholders of the ~~State~~Company, ofpursuant ~~Florida~~to aswhich Engage ~~MarketKast~~International ~~Incorporated.~~acquired Onfrom ~~March~~the ~~22,~~Sellers ~~2013,~~a ~~the Company~~total ~~changed~~of ~~its~~16,462,505 ~~name~~shares toof ~~Engage~~the ~~Mobility~~Company’s Common Stock, ~~Inc~~representing 75.61% ~~The~~of the Company’s ~~functioned~~issued asand aoutstanding ~~provider~~shares ofon ~~mobile~~that ~~marketing~~date. ~~services,~~Pursuant ~~online~~to ~~and mobile~~the ~~video~~Stock ~~production,~~Purchase ~~distribution~~Agreement, ~~syndication~~a ~~and~~change ~~marketing~~in control ~~services~~of ~~for~~the ~~business~~Company ~~owners~~occurred.

~~On April 9, 2015, a Stock Purchase Agreement~~The ~~(“Stock~~Company ~~Purchase Agreement”)~~ was ~~entered~~not ~~into~~able byto ~~and~~raise ~~among~~sufficient ~~Engage~~capital ~~International~~to ~~Technology~~execute ~~Co.~~its ~~Ltd.~~original ~~(“Engage International”),~~business ~~James~~plan ~~S. Byrd, Jr. (“Byrd”)~~ and ~~Douglas~~has S.decided ~~Hackett~~to ~~(“Hackett”)~~cease ~~(collectively,~~its ~~the “Sellers”)~~plan ~~who were the principal stockholders~~ of ~~the~~operation as ~~Company,~~a ~~pursuant~~mobile totechnology ~~which~~provider. ~~Engage~~As ~~International acquired from the Sellers~~ a ~~total of 16~~result,~~462,505~~ ~~shares of~~ the Company’s ~~common~~is ~~stock,~~now ~~representing~~a ~~75.61%~~“shell ofcompany” ~~the~~(as ~~Company’s~~such ~~issued and~~term ~~outstanding~~is ~~shares~~defined onin ~~that~~Rule 12b-2 ~~date.~~under ~~Pursuant~~the toSecurities ~~the~~Exchange ~~Stock~~Act ~~Purchase~~of ~~Agreement~~1934, aas ~~change~~amended ~~in control of~~ (the ~~Company~~“Exchange ~~has occurred~~Act”).

~~NOTE~~Going forward, 2the ~~SUMMARY~~Company OFintends ~~ACCOUNTING~~to ~~POLICIES~~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

Basis of Accounting Presentation

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

Reclassification

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

Cash and Cash Equivalents

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

Use of Estimates

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

F-8

NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Revenue Recognition

Revenue for services is recognized at the time the services are rendered.

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

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

F-10

NOTE 2 SUMMARY OF ACCOUNTING POLICIES (continued)

Accounts Receivable and Allowance for Doubtful Accounts

Property, Plant and Equipment

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

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

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

Intangible Assets and Long Lived Assets

The Company 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.

Fair value of financial instruments

Income Taxes

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

F-119

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

Stock-Based Compensation

Basic and Diluted Earnings ~~Per~~per Share

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

NOTE 3 —RECENTLY ISSUED ACCOUNTING STANDARDS

In ~~August 2015, the FASB issued ASU~~ ~~No.~~May ~~2015-14~~2014, ~~Revenue~~as ~~from~~part ~~Contracts with Customers (Topic 606): Deferral~~ of ~~the~~its ~~Effective~~ongoing ~~Date.~~efforts ~~The~~to ~~amendment~~assist in ~~this ASU defers~~ the ~~effective~~convergence ~~date~~ of ~~ASU No~~U. ~~2014-09 for all entities for one year~~S. ~~Public~~GAAP ~~business~~and ~~entities,~~International ~~certain~~Financial ~~not-for-profit~~Reporting ~~entities~~Standards, ~~and~~the ~~certain~~Financial ~~employee~~Accounting ~~benefit~~Standards ~~plans~~Board ~~should~~(“FASB”) ~~apply~~issued ~~the~~a ~~guidance~~new instandard ~~ASU~~related ~~2014-09~~ to ~~annual~~revenue ~~reporting~~recognition. ~~periods~~FASB ~~beginning December 15,~~issued ~~2017,~~Accounting ~~including~~Standards ~~interim~~Update ~~reporting~~(“ASU”) ~~periods within that reporting period~~No. ~~Earlier~~2014-9, ~~application~~“Revenue isfrom ~~permitted~~Contracts ~~only~~with asCustomers” of(“ASU ~~annual reporting~~2014-9”). ~~periods~~ASU ~~beginning~~2014-9 ~~after~~provides ~~December~~for ~~31,~~a ~~2016,~~single ~~including~~comprehensive ~~interim~~principles-based ~~reporting~~standard ~~periods~~for ~~with~~the ~~that~~recognition ~~reporting~~of ~~period.~~revenue ~~This~~across ~~accounting~~all ~~standard~~industries ~~update~~through isthe ~~not~~application ~~expected~~of ~~to have a material impact on~~ the ~~Company’s~~following ~~financial~~five-step ~~statements.~~process:

InStep 1: ~~April~~Identify ~~2015,~~ the ~~Financial Accounting Standards Board, or FASB, issued Accounting Standards Update No. 2015-05, Intangibles – Goodwill and Other – Internal-Use Software~~ contract(~~Subtopic 350-40~~s): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, or ASU 2015-05. This amendment provides guidance to help entities determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. Upon adoption, an entity has the option to apply the provisions of ASU 2015-05 either prospectively to all arrangements entered into or materially modified, or retrospectively. We will evaluate the effects, if any, the adoption of ASU 2015-05 will have upon our consolidated financial position, results of operations or cash flows. This accounting standard update is not expected to have a ~~material impact on the Company’s financial statements~~customer.

~~In November 2014, the FASB issued ASU~~Step ~~2014-17, Business Combinations (Topic 805)~~2: ~~Pushdown~~Identify ~~Accounting. The amendments in this Update apply to~~ the ~~separate~~performance ~~financial statements~~obligations ~~of an acquired entity and its subsidiaries that are a business or nonprofit activity (either public or nonpublic) upon the occurrence of an event~~ in ~~which an acquirer (an individual or an entity) obtains control of~~ the ~~acquired entity~~contract. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. If pushdown accounting is not applied in the reporting period in which the change-in-control event occurs, an acquired entity will have the option to elect to apply pushdown accounting in a subsequent reporting period to the acquired entity’s most recent change-in-control event. The amendments in this Update are effective on November 18, 2014. After the effective date, an acquired entity can make an election to apply the guidance to future change-in-control events or to its most recent change-in-control event. This Update is not expected to have a significant impact on the Company’s financial statements. This accounting standard update is not expected to have a material impact on the Company’s financial statements.

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

~~F-12~~Step 4: Allocate the transaction price to the performance obligations in the contract.

~~NOTE~~Step 5: 3Recognize ~~RECENTLY~~revenue ~~ISSUED~~when ~~ACCOUNTING STANDARDS~~ (~~continued~~or as) the entity satisfies a performance obligation.

~~In June 2014, FASB issued ASU No. 2014-12,~~The ~~“Compensation~~updated –guidance ~~Stock~~related ~~Compensation~~to ~~(Topic~~revenue ~~718);~~recognition ~~Accounting~~affects ~~for~~any ~~Share-Based~~entity ~~Payments~~that ~~When~~either ~~the~~enters ~~Terms~~into ofcontracts anwith ~~Award~~customers ~~Provide That a Performance Target Could Be Achieved after the Requisite Service Period”. The amendments in this ASU apply~~ to ~~all~~transfer ~~reporting~~goods ~~entities~~or ~~that~~services ~~grant~~or ~~their~~enters ~~employees~~into ~~share-based~~contracts ~~payments~~for ~~in which~~ the ~~terms~~transfer of ~~the~~nonfinancial ~~award~~assets ~~provide~~unless ~~that~~those acontracts ~~performance~~are ~~target that~~within ~~affects vesting could be achieved after~~ the ~~requisite~~scope of ~~service~~other ~~period~~standards. The ~~amendments~~guidance ~~require~~requires that aan ~~performance~~entity ~~target~~recognize ~~that affects~~revenue ~~vesting~~to ~~and~~depict ~~that could be achieved after~~ the ~~requisite~~transfer ~~service~~of ~~period~~promised begoods ~~treated~~or asservices to acustomers ~~performance~~in ~~condition.~~an Aamount ~~reporting entity~~that ~~should~~reflects ~~apply~~the ~~existing~~consideration ~~guidance~~to inwhich ~~Topic~~the ~~718~~entity asexpects ~~it relates~~ to ~~awards~~be ~~with~~entitled ~~performance~~in ~~conditions~~exchange ~~that~~for ~~affect~~those ~~vesting to account~~goods ~~for~~or ~~such awards~~services. ~~For~~The ~~all~~guidance ~~entities,~~is ~~the amendments in this ASU are~~ effective for ~~annual~~the ~~periods~~Company ~~and~~starting ~~interim~~on ~~periods~~January ~~within those annual periods beginning after December 15~~1, ~~2015~~2017. ~~Earlier~~The ~~adoption~~Company is ~~permitted.~~currently ~~This~~evaluating ~~accounting~~the ~~standard~~impact this ~~update~~guidance iswill ~~not~~have ~~expected to~~on ~~have~~its acombined ~~material~~financial ~~impact~~position, onresults ~~the~~of ~~Company’s~~operations ~~financial~~and ~~statements~~cash flows.

In January ~~May 2014~~2016, the FASB issued ASU ~~2014~~No. 2016-0901, ~~Revenue~~ ~~from~~Financial ~~Contracts~~Instruments—Overall ~~with~~(Subtopic ~~Customers~~825-10): (aRecognition ~~new~~and ~~revenue~~Measurement of ~~recognition~~Financial ~~standard)~~Assets and Financial Liabilities. The ~~Update’s~~standard ~~core~~requires ~~principle~~several istargeted changes including that aequity ~~company~~investments ~~will~~(except ~~recognize~~those ~~revenue~~accounted tofor ~~depict~~under the ~~transfer~~equity method of ~~goods~~accounting, or ~~services~~those tothat ~~customers~~result in anconsolidation ~~amount~~of ~~that reflects~~ the ~~consideration~~investee) tobe measured ~~which~~at ~~the~~fair ~~entity~~value ~~expects~~with tochanges ~~be entitled~~ in ~~exchange~~fair ~~for~~value ~~those~~recognized ~~goods~~in ornet ~~services~~income. InThe ~~addition,~~new ~~this~~guidance ~~update~~also ~~specifies~~changes ~~the~~certain ~~accounting~~disclosure requirements ~~for~~and ~~certain~~other ~~costs~~aspects of current US GAAP. Amendments are to ~~obtain~~be orapplied ~~fulfill~~as a ~~contract~~cumulative-effect ~~with~~adjustment ato ~~customer~~the ~~and~~balance ~~expands~~sheet ~~disclosure~~as ~~requirements~~of the ~~for~~beginning ~~revenue~~of ~~recognition~~the fiscal year of adoption. This ~~Update~~standard is effective for ~~annual~~fiscal ~~reporting~~years ~~periods~~starting ~~beginning~~ after December 15, ~~2016~~2017, including interim periods within ~~that reporting~~those ~~period~~fiscal years. The ~~Company~~standard isdoes ~~evaluating~~not ~~the~~permit ~~effect~~early ofadoption ~~adopting~~with ~~this~~the ~~new~~exception ~~accounting~~of ~~Update~~certain targeted provisions. ~~This~~The ~~accounting~~Company ~~standard update~~ is ~~not~~currently ~~expected~~assessing tothe ~~have~~impact aand ~~material~~timing ~~impact~~of adopting this guidance on ~~the~~its ~~Company’s~~consolidated financial statements.

In February ~~April 2014~~2016, the FASB issued ~~ASU~~a ~~2014-08, Presentation~~new ofstandard ~~Financial~~related ~~Statements~~to ~~(Topic~~leases ~~205)~~to ~~and~~increase ~~Property,~~transparency ~~Plant~~ and ~~Equipment~~comparability ~~(Topic~~among ~~360).~~organizations by ~~ASU~~requiring ~~2014- 08 amends~~ the ~~requirements for~~recognition ~~reporting~~of ~~discontinued~~lease ~~operations~~assets and ~~requires~~lease ~~additional~~liabilities ~~disclosures~~on ~~about~~the ~~discontinued~~balance ~~operations~~sheet. ~~Under~~Most prominent among the ~~new~~amendments ~~guidance,~~is ~~only~~the ~~disposals~~recognition ~~representing~~of aassets ~~strategic~~and ~~shift~~liabilities inby ~~operations~~lessees orfor ~~that~~those ~~have~~leases aclassified ~~major~~as ~~effect~~operating onleases ~~the~~under ~~Company’s~~previous ~~operations~~U.S. ~~and financial~~GAAP. ~~results~~Under ~~should~~the benew ~~presented~~standard, asdisclosures ~~discontinued~~are ~~operations.~~required ~~This~~to ~~new~~meet ~~accounting~~the ~~guidance~~objective isof ~~effective~~enabling ~~for~~users ~~annual~~of ~~periods~~financial ~~beginning after~~statements ~~December~~to 15assess the amount, ~~2014.~~timing, ~~This~~and ~~accounting~~uncertainty ~~standard~~of ~~update~~cash ~~did~~flows ~~not~~arising from leases. We anticipate this standard will have a material impact on our ~~the~~consolidated ~~Company’s~~balance ~~financial~~sheets, ~~statements~~and we are currently evaluating its impact.

~~NOTE 4 GOING CONCERN~~F-10

~~The accompanying financial statements~~NOTE ~~have~~3—RECENTLY ~~been~~ISSUED ~~prepared~~ACCOUNTING ~~assuming~~STANDARDS that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has an accumulated deficit of approximately $6,600,000 and a working capital deficit of approximately $647,000 at June 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.(CONTINUED)

NOTE 4—GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has an accumulated deficit of approximately $6,680,000 and a working capital deficit of approximately $697,000 at June 30, 2016. In addition, the Company continues to generate operating losses and have limited cash flows from operations. Management believes these factors raise substantial doubt about the Company’s ability to continue as a going concern.

F-11

NOTE 4—GOING CONCERN (CONTINUED)

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

During the next 12 months, the Company: anticipates to obtain loans from its related parties and management.

-NOTE 5—PROPERTY, ~~Anticipates~~PLANT toAND ~~raise additional funds through debt or equity financing.~~EQUIPMENT

-As of ~~Intends~~June to30, ~~work~~2016 ~~together~~and ~~with~~2015, ~~its~~the ~~China~~Company ~~affiliate,~~did ~~under~~not ~~common~~own ~~control~~any property, toplant ~~further~~and ~~develop~~equipment. Depreciation expense for the ~~Company’s~~years ~~platform~~ended June 30, 2016 and ~~introduce~~2015 itwas to$0 ~~the~~and ~~Chinese~~$6,681, ~~market~~respectively. AsDuring the ~~platform~~fourth ~~matures~~quarter of 2015, the Company ~~plans~~disposed toof ~~reintroduce~~all itits ~~into~~property and ~~the~~equipment ~~U.S.~~ and ~~other~~recognized ~~markets~~a loss on disposal of $3,909.

~~F-13~~NOTE 6—INTANGIBLE ASSETS

NOTE 5 PROPERTY, PLANT AND EQUIPMENT

Property and Equipment consist of the following:

	June 30,
	2015		2014
Equipment and furniture	$	-	$	16,755
Accumulated depreciation		-		(7,128	)
	$	-	$	9,627

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

NOTE 6 INTANGIBLE ASSETS

Intangible assets consisted of the following:

	June 30,			June 30,
	2015			2014
	2016			2015
Mobile platform	$	98,000		$	98,000
Patents		1,000			-1,000
Web and domain		-			963
		99,000			99,000
Total intangible assets		99,000			98,963
Less:
Less: accumulated amortization		(72,371	)		(24,700	)
Accumulated amortization		(80,538	)		(72,371	)
	$	26,629		$	74,263
Impairment reserve		(18,462	)		-
Intangible assets, net	$	-		$	26,629

Amortization expense for the year ended June 30, ~~2015~~2016 and ~~2014~~2015 was $468,~~671~~167 and $2446,~~700~~671, respectively. ~~Future~~During ~~estimated~~the ~~amortization~~year ~~expense~~ended isJune ~~$26~~30,~~629~~ ~~for~~2016, the Company ~~year~~reported ~~ended June~~an 30impairment loss of $18,462 ~~2016~~over its intangible assets.

NOTE 7—DUE TO RELATED PARTY ~~TRANSACTIONS~~

Parties, which can be a corporation or individual, are considered to be related if we have the ability, directly or indirectly, to control the other party or exercise significant influence 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.

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

	June 30,		June 30,
	2015		2014
	2016		2015
Shenzhen Engage Mobile Technology Co., Limited	$	470,000	$	470,000
Shenzhen Engage Mobile Technology Co., Ltd. (“Engage Technology”)	$	470,000	$	470,000
Shenzhen Datang Engage Telecom Co., Limited		92,096		-
Shenzhen Datang Engage Telecom Co., Ltd. (“Engage Telecom”)		188,759		92,096
	$	~~562~~658,~~096~~759	$	~~470~~562,~~000~~096

Shenzhen Engage Mobile Technology Co., Limited became a related party after Engage International Technology Co., Ltd. purchased 75.61% of the Company’s ~~common~~Common ~~stock~~ Stock from two stockholders of the Company on April 9, 2015. The advance is unsecured, payable on demand and non-interest bearing. During the year ended June 30, 2016, the Company received $96,663, respectively, in advances from Engage Telecom. As of June 30, 2016, the balance of the advances from related parties was $658,759. On February 23, 2017, the payable balances to Engage Technology and Engage Telecom had been fully assumed by our sole officer and director, Mr. Hua Zhang.

F-1412

NOTE 8 —NOTES PAYABLE

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

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

NOTE 9 —CONVERTIBLE NOTES PAYABLE

During February ~~July~~2014 ~~2013,~~ the ~~Company~~holder ~~issued~~ of the $~~250~~200,000 ~~of 10%~~ convertible ~~promissory~~note ~~notes~~agreed to ~~private~~convert ~~investors.~~the ~~The~~note ~~convertible~~into ~~notes~~200,000 ~~were~~shares toof ~~mature~~the ~~in three years, at which~~Company’s ~~time~~Common ~~all~~Stock. ~~outstanding~~This ~~principal~~note ~~and~~holder ~~accrued~~also ~~interest~~purchased ~~was~~an toadditional be100,000 ~~paid.~~shares ~~The~~of ~~notes were convertible by~~ the ~~investors into the~~ Company’s ~~common~~ ~~stock~~Common ~~based~~Stock ~~upon~~for ~~the~~$100,000 ~~price~~ in cash. aThe ~~proposed~~Company ~~registered~~also ~~offering~~granted onthe ~~Form~~note ~~S-1~~holder ~~with~~warrants $to purchase 200,000 ~~being~~common ~~convertible~~shares at ~~a 20% discount to the offering price of~~ $1.6050 per share and 200,000 orshares at $12.2800 per share, ~~and~~for ~~$50,000~~a ~~being~~three ~~convertible~~year atperiod. aOn ~~50%~~April ~~discount~~6, to2015, the ~~offering~~holder ~~price, or~~of the $~~0.80~~50,000 ~~per~~convertible ~~share.~~note Inagreed ~~addition~~ to convert the note and its interest ~~due,~~into the ~~Company issued 125~~110,000 ~~warrants~~shares toof the ~~lenders~~Company’s atCommon anStock ~~exercise~~(See ~~price~~Note 11). The loss on extinguishment of ~~125%~~the ofabove ~~the~~debt ~~share~~was ~~price~~$139,230 ofand there was $41,722 decrease to additional paid-in capital for the ~~offering~~value orallocated ~~$2.00~~to ~~per~~the ~~share~~beneficial conversion ~~(see~~feature ~~Note~~of 7)the debt.

~~During February 2014 the holder of the~~NOTE ~~$200,000~~10—COMMITMENTS ~~convertible~~AND note agreed to convert the note into 200,000 shares of the Company’s common stock. This note holder also purchased an additional 100,000 shares of the Company’s common stock for $100,000 in cash. The Company also granted the note holder warrants to purchase 200,000 common shares at $1.50 per share and 200,000 shares at $2.00 per share for a three year period. On April 6, 2015, the holder of the $50,000 convertible note agreed to convert the note and its interest into the 110,000 shares of the Company’s common stock (See Note 11). The loss on extinguishment of the above debt was $139,230 and there was $41,722 decrease to additional paid-in capital for the value allocated to the beneficial conversion feature of the debt.CONTINGENCY

NOTE 10 COMMITMENTS AND CONTINGENCY

Lease

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

Rent expense for the ~~year~~years ended June 30, ~~2015~~2016 and ~~2014~~2015 was $~~42,964~~0 and $3442,~~193~~964, respectively. Pursuant to a termination agreement dated May 6, 2015 between the Company and the landlord, the lease has been terminated.

Legal Status

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

The Company is currently not involved in any legal proceedings.

~~F-15~~NOTE 11—STOCKHOLDERS’ DEFICIENCY

NOTE 11 STOCKHOLDERS’ (DEFICIT)

Equity

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

2014

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

On July 31, 2013, the Company’s registration statement on Form S-1 became effective. The Company offered for sale a maximum of 6,250,000 shares of its no par value common stock at a price of $1.60 per share.

The Company issued 1,343,150 shares of common stock for cash of $1,275,605, among which 312,500 shares had been sold pursuant to the offering.

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

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

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

2015

On April 6, 2015, the Company issued 110,000 shares of ~~common~~Common ~~stock~~Stock pursuant to the conversion of a $50,000 note issued by the Company, and 100,000 shares of ~~common~~Common ~~stock~~Stock to a consultant in consideration for his service.

On April 9, 2015, the Company completed a Subscription Agreement with Engage International Technology Co. Ltd. pursuant to which Engage International purchased 1,100,000 shares of the Company’s restricted ~~common~~Common ~~stock~~Stock, at the price of $0.50 per share for a total purchase price of $550,000. The price was based on the market price of the Company’s stock prior to April 9, 2015 when the agreement was being negotiated. The issuance of the shares was in reliance upon the exemptions from securities registration afforded by Regulation S promulgated under Regulations of the Securities Act of 1933, as amended. The sole purpose and objective of the sale was to use the proceeds received to pay off certain outstanding debts, loans, obligations and liabilities of the Company.

F-1613

NOTE 11 —STOCKHOLDERS’ ~~(DEFICIT)~~DEFICIENCY (~~continued~~CONTINUED)

2016

The Company did not have any equity transactions occurred in the year ended June 30, 2016.

Stock Options and Warrants

During the year 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 as to 125,000 options ~~each~~per year over the next 4 years. The options ~~were~~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,~~415~~416,~~710~~000, of which $~~225,719~~0 and $~~413~~225,~~398~~719 has ~~had~~ been charged to operations during the ~~year~~years ended June 30, ~~2015~~2016 and ~~2014, respectively~~2015. As of June 30, ~~2015~~2016 and ~~2014~~2015, respectively, the aggregate intrinsic value of all stock options outstanding and expected to vest was approximately $0 and the aggregate intrinsic value of currently exercisable stock options was approximately $0. The intrinsic value of each option share is the difference between the fair market value of our ~~common~~Common ~~stock~~Stock and the exercise price of such option share to the extent it is “in-the-money”. Aggregate intrinsic value represents the value that would have been received by the holders of in-the-money options had they exercised their options on the last trading day of the year and sold the underlying shares at the closing stock price on such day. The intrinsic ~~value~~ value calculation is based on the assumed market value of our ~~common~~Common ~~stock~~Stock on June 30, ~~2015~~2016 and ~~2014~~2015, at $0.527 and $20.015 per share. ~~The~~ The total number of in-the-money options outstanding and exercisable as of June 30, ~~2015~~2016 and ~~2014~~2015, was 0. The fair value of the ~~options~~ options charged to operations during the year ended June 30, 2015 was $247,430. These two employees left the Company in April 2015 and the remaining unvested options were cancelled. The options were valued using a binomial option pricing model with the ~~following~~ following assumptions:

Volatility 154% - Dividend rate 0% - Interest rate 1.36%-1.66% - Term 5 years

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

	June 30,
	2016						2015
	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)		Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Options outstanding at beginning of year		207,750	$	2.73		3.42		614,000	$	3.37		4.37
Changes:
Granted		-						-
Exercised		-						-
Forfeited		-						-
Cancelled		-						406,250		3.69
Options outstanding at end of year		207,750	$	2.73		2.87		207,750	$	2.73		3.42
Options exercisable at end of year		207,750	$	2.73		2.87		207,750	$	2.73		3.42

	June 30,
	2015						2014
	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)		Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Options outstanding at beginning of year		614,000	$	3.37		4.37		-	$	-		-
Changes:
Granted		-		-		-		614,000		3.37		-
Exercised		-		-		-		-		-		-
Forfeited		-		-		-		-		-		-
Cancelled		406,250		3.69		-		-		-		-
Options outstanding at end of year		207,750		2.73		3.42		614,000		3.37		4.37
Options exercisable at end of year		207,750	$	2.73		3.42		114,000	$	2.50		0.83

F-14

~~F-17~~NOTE 11—STOCKHOLDERS’ DEFICIENCY (CONTINUED)

~~NOTE 11 STOCKHOLDERS’ (DEFICIT) (continued)~~Stock Warrants

Stock warrants ~~Options~~outstanding ~~and~~at ~~Warrants~~June ~~(continued)~~30, 2016 were as follows:

Stock warrants outstanding at June 30, 2015 are as follows:

	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 June 30, 2016		525,000		0.53

Warrants exercisable at June 30, 2016		525,000		0.53

	Number of Shares		Weighted Average Remaining Contractual Life (Years)
Warrants outstanding at June 30, 2014		1,525,000		0.60
Changes:
Granted		-		-
Exercised		-		-
Forfeited		-		-
Cancelled		1,000,000		-
Warrants outstanding at June 30, 2015		525,000		1.48
Warrants exercisable at June 30, 2015		525,000		1.48

Stock warrants outstanding at June 30, 2015 were as follows:

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

On April 9, 2015, in anticipation of and in connection with the share purchase by Engage International, the holder of a warrant to purchase 1,000,000 shares of ~~common stock~~Common Stock at an exercise price of $1.00, agreed to its cancellation for no consideration.

~~F-18~~NOTE 12—INCOME TAXES

~~NOTE~~No provision 12was ~~INCOME~~made ~~TAXES~~for federal income taxes since the Company has significant net operating losses. At June 30, 2016, the Company had operating loss carryforwards of approximately $3,071,000. The net operating loss carry-forwards may be used to reduce taxable income through the year 2036. The principal difference between the net operating loss for book purposes and income tax purposes results from non-cash charges to operations related to stock options and warrants and common shares issued for services that are not currently deductible for income tax purposes. The availability of the Company’s net operating loss carry-forwards are subject to significant limitation since there was more than 50% positive change in the ownership of the Company’s stock.

~~No provision was made for federal income~~Deferred income taxes ~~since~~reflect the ~~Company has significant~~ net ~~operating~~tax ~~losses.~~effects ~~At June 30, 2015, the Company had operating loss carryforwards~~ of ~~approximately~~ ~~$3,000,000.~~temporary ~~The~~differences ~~net operating loss carry-forwards may be used to reduce taxable income through the year 2035. The principal difference~~ between the ~~net~~carrying ~~operating~~amounts ~~loss~~of ~~for~~assets ~~book purposes~~ and ~~income~~liabilities ~~tax~~for ~~purposes results from non-cash charges to~~financial ~~operations~~statement ~~related~~purposes ~~to stock options~~ and ~~warrants~~the ~~and~~amounts ~~common~~used ~~shares issued~~ for ~~services that are not currently deductible for~~ income tax purposes. ~~The~~Significant ~~availability~~components of the Company’s ~~net~~deferred ~~operating~~tax ~~loss carry-forwards are subject to significant limitation since~~liabilities ~~there~~and ~~was~~assets ~~more~~as ~~than~~of ~~50%~~June ~~positive~~30, ~~change~~2016 inand ~~the~~2015, ~~ownership~~are ofas ~~the Company’s stock.~~follows:

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial statement purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax liabilities and assets as of June 30, 2014 and 2015, are as follows:

	June 30,			June 30,
	2016			2015
Deferred tax assets:
Federal net operating loss	$	1,001,000		$	979,000
State net operating loss		147,000			145,000
		1,148,000			1,124,000
Less:
Valuation allowance		(1,148,000	)		(1,124,000	)
	$	-		$	-

	June 30,
	2015			2014
Deferred tax assets:
Federal net operating loss	$	979,000		$	457,000
State net operating loss		145,000			67,000
Total deferred tax assets		1,124,000			524,000
Less: valuation allowance		(1,124,000	)		(524,000	)
	$	-		$	-

The Company has provided a 100% valuation allowance on the deferred tax assets at June 30, 2016 and 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 $24,000 and $600,000 for the years ended June 30, 2016 and 2015, respectively.

F-1915

NOTE 12 —INCOME TAXES (~~continued~~CONTINUED)

The ~~Company has provided a 100% valuation~~ ~~allowance~~reconciliation onof the ~~deferred~~effective income tax ~~assets~~rate ~~at June 30, 2015 and 2014,~~ to ~~reduce~~the ~~such~~federal ~~assets~~statutory torate ~~zero,~~for ~~since there are significant limitations on~~ the ~~utilization~~years ofended ~~the~~June ~~Company’s~~30, ~~net~~2016 ~~operating loss carry-forwards~~ and ~~there~~2015 is ~~no assurance that the Company will generate future taxable income to utilize such assets. Management reviews this valuation allowance requirement periodically and makes adjustments~~ as ~~warranted. The valuation allowance increased $600,000 and $361,000.~~ follows:

The reconciliation of the effective income tax rate to the federal statutory rate for the years ended June 30, 2015 and 2014 is as follows:

	June 30,			June 30,
	2016			2015
Federal income tax rate		(34.0	)%		(34.0	)%
State tax, net of federal benefit		(5.0	)%		(5.0	)%
Valuation allowance		39.0	%		39.0	%
Effective income tax rate		0.0	%		0.0	%

	June 30,
	2015			2014
Federal income tax rate		(34.0	)%		(34.0	)%
State tax, net of federal benefit		(5.0	)		(5.0	)
Increase in valuation allowance		39.0			39.0
Effective income tax rate		0.0	%		0.0	%

NOTE 13—CONCENTRATION OF CREDIT RISK

~~NOTE~~There was 13no ~~CONCENTRATION~~revenue OFreported ~~CREDIT~~for ~~RISK~~the year ended June 30, 2016. For the year ended June 30, 2015, three customers accounted for approximately 89% of sales.

~~For~~NOTE ~~the~~14—SUBSEQUENT ~~year ended June 30, 2015, three customers accounted for approximately 89% of sales. For the year ended June 30, 2014, another three customers accounted for approximately 89% of sales.~~EVENTS

FThrough June 2015, the Company’s 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, on February 15, 2017, management decided to cease the Company’s 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-202 under the Exchange Act). Going forward, 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.

~~Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure~~F-16

~~On February 17, 2015,~~Item ~~the~~9. ~~Company~~Changes ~~dismissed~~in ~~Kingery & Crouse PA (“Kingery”) as its registered independent public accounting firm~~ and ~~engaged~~ ~~Frazier~~Disagreements &with ~~Deeter,~~Accountants ~~LLC (“Frazier & Deeter”) as a result of the acquisition of substantially all of the assets and business of Kingery by Frazier & Deeter. The report of Kingery~~ on ~~the~~Accounting ~~Company’s financial statements for the years ended June 30, 2014~~ and ~~2013,~~Financial did not contain an adverse opinion or disclaimer of opinion, and such report were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that the report contained a going concern paragraphDisclosure. ~~This change in the Company’s certifying accountant was reported in a Current Report on Form 8-K filed on February 24, 2015.~~

On February ~~June 16~~17, 2015, the Company dismissed ~~Frazier~~Kingery & ~~Deeter~~Crouse PA (“Kingery”) as its registered independent public accounting firm~~. The~~ ~~decision~~and toengaged ~~dismiss~~ Frazier & Deeter, ~~and~~LLC ~~retain~~(“Frazier ~~Friedman~~& ~~was~~Deeter”) ~~approved~~as bya ~~the~~result ~~Company’s~~of ~~Board~~the acquisition of ~~Directors.~~substantially all ~~During~~of the ~~period~~assets ~~from~~and ~~February~~business ~~17,~~of ~~2015 to~~Kingery ~~June~~by ~~16, 2015,~~ Frazier & Deeter. ~~reviewed~~The report of Kingery on the Company’s ~~interim~~ financial statements for the ~~quarters~~years ended ~~December 31~~June 30, 2014 and ~~March 31~~2013, ~~2015.~~did ~~During~~not ~~the~~contain ~~period~~an ~~when~~adverse ~~Frazier~~opinion &or ~~Deeter~~disclaimer ~~was~~of ~~engaged by us~~opinion, ~~there~~and ~~have~~such ~~been~~report ~~no disagreements between~~were ~~the~~not ~~Company~~qualified ~~and Frazier & Deeter on any matter of accounting principles~~ or ~~practices,~~modified ~~financial~~as ~~statement~~to ~~disclosure~~uncertainty, oraudit ~~auditing~~ scope, or ~~procedure~~accounting principles, ~~which~~except ~~disagreements~~that ~~if not resolved to~~ the ~~satisfaction~~report ofcontained ~~Frazier~~a &going ~~Deeter would have caused them to make~~concern ~~reference~~paragraph. ~~thereto~~This change in ~~their report on~~ the ~~financial~~Company’s ~~statements.~~certifying ~~During~~accountant ~~the~~was ~~Engaged~~reported ~~Period,~~in ~~there~~a ~~were~~Current noReport ~~reportable~~on ~~events,~~Form ~~as defined in Item 304(a)(1)(v) of Regulation S~~8-K offiled ~~the~~on ~~Securities Exchange Act of 1934~~February 24, ~~as amended~~2015.

On June 16, 2015, the ~~Board~~Company ~~approved~~dismissed ~~the~~Frazier ~~appointment~~& ofDeeter as its registered independent public accounting firm. The decision to dismiss Frazier & Deeter and retain Friedman LLP (“Friedman”) aswas ~~its~~approved ~~new~~by ~~registered~~the ~~independent~~Company’s ~~public accountant~~Board. During ~~Our~~the ~~financial~~period ~~statements~~from asFebruary of17, ~~and~~2015 to June 16, 2015, Frazier & Deeter reviewed the Company’s interim financial statements for the ~~year~~quarters ended ~~June~~December 3031, 2014 and March 31, 2015. ~~included~~During the period when Frazier & Deeter was engaged by us, there were no disagreements between the Company and Frazier & Deeter on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements if not resolved to the satisfaction of Frazier & Deeter would have caused them to make reference thereto in ~~this~~their report ~~have~~on ~~been~~the ~~audited~~financial bystatements. ~~Friedman~~During the Engaged Period, there were no reportable events, as ~~set~~defined ~~forth~~in Item 304(a)(1)(v) of Regulation S-K of the Securities Exchange Act of 1934, as amended. This change in ~~this~~the Company’s certifying accountant was reported in a Current Report on Form 8-K filed on June 16, 2015.

~~Item~~On February 9A6, 2017, the Company dismissed Friedman as its registered independent public accounting firm. The ~~Controls~~decision to dismiss Friedman and ~~Procedures~~retain HHC, LLP (“HHC”) was approved by the Company’s Board. During the period from June 16, 2015 to February 6, 2017, Friedman audited the Company’s financial statements for the year ended June 30, 2015 and reviewed the Company’s interim financial statements for the quarter ended September 30, 2015. During the period when Friedman was engaged by us, there were no disagreements between the Company and Friedman on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements if not resolved to the satisfaction of Friedman would have caused them to make reference thereto in their report on the financial statements, except that the report contained a going concern paragraph. This change in the Company’s certifying accountant was reported in a Current Report on Form 8-K filed on February 6, 2017. During the Engaged Period, there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K of the Securities Exchange Act of 1934, as amended. This change in the Company’s certifying accountant was reported in a Current Report on Form 8-K filed on February 10, 2017.

~~Evaluation~~On February 6, 2017, the Board approved the appointment of ~~Disclosure~~HHC ~~Controls~~as its new registered independent public accountant. Our financial statements as of and ~~Procedures~~for the year ended June 30, 2016 included in this Report have been audited by HHC as set forth in this Report.

~~Pursuant to Rule 13a-15(b) under the~~Item Securities 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 Financial Officer, Secretary, Treasurer and Director, 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 report9A. ~~Based~~Controls ~~upon that evaluation, the Company’s CEO~~ and CFO 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, to allow timely decisions regarding required disclosure for the reasons discussed belowProcedures.

~~Management’s Annual Report~~EVALUATION onOF ~~Internal~~OUR ~~Control~~DISCLOSURE ~~Over Financial Reporting.~~CONTROLS

~~The management of the Company is responsible~~We ~~for~~maintain ~~establishing~~disclosure controls and ~~maintaining~~procedures ~~adequate~~(as ~~internal~~defined ~~control~~in ~~over~~Rules ~~financial~~13a-15(e) ~~reporting~~under ~~for~~ the ~~Company.~~Exchange ~~Our~~Act) ~~internal~~that ~~control~~are ~~system was~~ designed to, inensure that ~~general,~~information ~~provide~~that ~~reasonable~~would ~~assurance~~be required to ~~the~~be ~~Company’s~~disclosed ~~management~~in ~~and~~Exchange ~~board~~Act ~~regarding~~reports ~~the~~is ~~preparation and~~recorded, ~~fair presentation of published financial statements~~processed, ~~but~~summarized ~~because~~and ofreported within ~~its~~the ~~inherent~~time ~~limitations,~~period ~~internal~~specified ~~control~~in ~~over~~the ~~financial reporting~~SEC’s ~~may~~rules ~~not~~and ~~prevent or detect misstatements. Also~~forms, ~~projections~~and ofthat ~~any~~such ~~evaluation~~information ofis ~~effectiveness~~accumulated and communicated to ~~future~~our ~~periods~~management, ~~are~~including ~~subject~~ to ~~the~~Hua ~~risk~~Zhang ~~that~~our ~~controls~~Chief ~~may~~Executive ~~become~~Officer, ~~inadequate~~Chief ~~because~~Financial ofOfficer ~~changes~~(Principal inExecutive ~~conditions,~~Officer orand Principal ~~that~~Financial ~~the~~Officer) ~~degree~~and ofDirector, ~~compliance~~as ~~with~~appropriate, ~~the~~to ~~policies or~~allow ~~procedures~~timely ~~may~~decisions ~~deteriorate~~regarding required disclosure.

~~Our~~As required ~~management~~by ~~assessed~~Rule ~~the~~13a-15 ~~effectiveness of~~under the ~~Company’s~~Exchange ~~internal~~Act, ~~control~~under ~~over~~the ~~financial~~supervision ~~reporting~~and aswith the participation of ~~June~~our 30management, ~~2015.~~including Hua ~~The~~Zhang, ~~framework~~our ~~used~~Chief byExecutive ~~management~~Officer, inour ~~making that~~Chief ~~assessment~~Financial ~~was~~Officer ~~the~~(Principal ~~criteria~~Executive ~~set~~Officer ~~forth~~and inPrincipal ~~the~~Financial ~~document~~Officer) and ~~entitled~~Director, ~~“Internal~~we ~~Control~~evaluated –the ~~Integrated~~effectiveness ~~Framework~~of ~~2013” issued~~the bydesign ~~the~~and ~~Committee~~operation of ~~Sponsoring~~our ~~Organizations~~disclosure controls and procedures as of ~~the~~June 30, ~~Treadway~~2016 ~~Commission.~~and ~~Based~~have onconcluded that ~~assessment,~~the ~~our~~disclosure ~~Chief~~controls ~~Executive~~and ~~Officer has~~procedures ~~determined~~are ~~and~~not ~~concluded~~effective to ensure that, asmaterial ofinformation relating ~~June~~to ~~30,~~our ~~2015,~~company ~~the~~is ~~Company’s~~recorded, ~~internal~~processed, ~~control~~summarized, ~~over~~and ~~financial~~reported ~~reporting~~in ~~were~~a ~~not effective~~timely manner.

12MANAGEMENT’S REPORT OF INTERNAL CONTROL OVER FINANCIAL REPORTING.

~~A material weakness is a deficiency,~~Section or404 ~~a combination~~ of ~~deficiencies,~~the inSarbanes-Oxley ~~internal~~Act ~~control~~of ~~over~~2002 ~~financial~~requires ~~reporting, such~~ that ~~there~~management isdocument aand ~~reasonable~~test ~~possibility that a material misstatement of~~ the Company’s ~~annual~~internal orcontrol ~~interim~~over financial reporting ~~statements~~and ~~will~~include ~~not~~in bethis ~~prevented~~Report ora ~~detected~~report on amanagement’s ~~timely basis. In its~~ assessment of the effectiveness of our internal control ~~our~~ over financial reporting ~~as of June 30, 2015, the Company determined that the following items constituted a material weakness:~~.

●Management is ~~The~~responsible ~~Company~~for ~~does~~establishing ~~not~~and ~~have~~maintaining anadequate ~~independent~~internal ~~audit~~control ~~committee~~over infinancial ~~place,~~reporting ~~which~~for ~~would provide oversight of~~ the Company’s. ~~officers,~~Internal ~~operations~~control over ~~and~~ financial reporting ~~function;~~refers ●to ~~The~~the ~~Company’s~~process ~~accounting~~designed ~~department~~by, ~~which~~or ~~consists~~under ofthe asupervision ~~limited number~~ of ~~personnel~~Hua Zhang, ~~does~~our ~~not~~Chief ~~provide~~Executive ~~adequate~~Officer, Chief ~~segregation~~Financial ofOfficer ~~duties~~(Principal ~~and~~Executive ~~timely~~Officer ~~information;~~and ●Principal ~~The~~Financial ~~Company~~Officer) ~~does~~and ~~not~~Director, ~~have~~and ~~effective~~effected ~~controls~~by ~~over~~our ~~period~~Board, management ~~end~~and ~~financial~~other ~~disclosure~~personnel, ~~and~~to ~~reporting~~provide ~~processes;~~reasonable ●assurance ~~The~~regarding ~~Company~~the ~~does~~reliability ~~not~~of ~~have~~our afinancial ~~Chief~~reporting ~~Financial~~and ~~Officer;~~the ~~and~~preparation of ●financial ~~Lack~~statements offor ~~formal~~external ~~security~~purposes ~~policies~~in ~~and~~accordance ~~management~~with ~~oversight~~U.S. GAAP, ~~including~~and ~~formal~~includes ~~password~~those ~~policy~~policies ~~for~~and ITprocedures ~~management.~~that:

~~Management believes that the appointment~~(1) ofpertain ~~one or more outside directors, who shall be appointed~~ to ~~a fully functioning audit committee, will remedy~~ the ~~lack~~maintenance of arecords ~~functioning audit~~that ~~committee~~in ~~and~~reasonable adetail ~~lack~~accurately ofand afairly ~~majority~~reflect ofthe ~~outside~~transactions ~~directors on our Board. Management plans to take action~~ and ~~implementing improvements~~dispositions toof our ~~controls and procedures when our financial position permits.~~assets;

This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to the permanent exemption of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report.19

~~Changes~~(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in ~~Internal~~accordance with ~~Control~~U.S. ~~over~~GAAP, ~~Financial~~and ~~Reporting~~that our receipts and expenditures are being made only in accordance with the authorization of our management and directors; and

~~No change in our system of internal~~(3) ~~control~~provide ~~over~~reasonable ~~financial~~assurance ~~reporting~~regarding ~~occurred~~prevention ~~during~~or ~~the~~timely ~~period~~detection ~~covered~~of byunauthorized ~~this~~acquisition, ~~report~~use ~~(i.e.~~or ~~the~~disposition ~~fourth quarter~~ of ~~the~~our ~~fiscal year~~assets ~~ended June 30, 2015)~~ that ~~has~~could ~~materially~~have ~~affected,~~a ormaterial iseffect ~~reasonably~~on ~~likely~~the ~~to materially affect, our internal control over~~ financial ~~reporting~~ statements.

13Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

~~PART~~Under the ~~III~~supervision and with the participation of our management, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of June 30, 2016 based on the framework in Internal Control - Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on that evaluation, our management concluded that our internal control over financial reporting was not effective as of June 30, 2016. The Company determined that the following items constituted a material weakness:

~~Item~~● 10Lack of a full-time U.S. ~~Directors~~GAAP qualified personnel in the financial reporting function; ● The Company does not have an independent audit committee in place, ~~Executive~~which ~~Officers~~would provide oversight of the Company’s officers, operations and ~~Corporate~~financial ~~Governance~~reporting function;

● The ~~following~~Company’s ~~table~~accounting ~~sets forth the name~~department, ~~age,~~ ~~and~~which ~~position~~consists of ~~our~~a ~~executive~~limited ~~officers~~number ~~and directors as~~ of ~~June 30~~personnel, ~~2015.~~does ~~Executive~~not ~~officers~~provide ~~are~~adequate ~~elected~~segregation ~~annually by our Board~~ of ~~Directors.~~duties ~~Each executive officer holds his office until he resigns, is removed by the Board, or his successor is elected~~ and ~~qualified.~~ ~~Directors~~timely ~~are elected annually by our shareholders at the annual meeting. Each director holds his office until his successor is elected and qualified or his earlier resignation or removal.~~information;

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

●

The Company does not have effective controls over period end financial disclosure and reporting processes;

~~Mr.~~● ~~Hua~~The ~~Zhang~~Company ~~has~~does ~~over~~not 20-years experience in business management and marketing. Mr. Zhang was the President of Tianli Agritech, Inc. from 2006 to 2010. He established Beijing Fengrong Insurance Brokerage Co., Ltd. In 2010 and served as Chairman of the Board. He also established an investment fund management company in 2011 and served as the Legal Representative and Chairman. He established Shenzhen Engage Mobility Technology Co., Ltd in 2013 and successfully introduced the technology of augmented reality from the U.S. to China. He also contributed in the establishment of a joint venture, Datang Engage Mobility Inc. in 2014. He is Special Adviser to the Marketing Association of Beijing University, and tens of thousands of people across China have been to his lectures about marketing. With his connections in the domestic and international finance industry and profound business experience, he assisted three companies to go public in the United States. Mr. Zhang received a ~~Bachelor~~Chief ~~degree~~Financial ~~from~~Officer; ~~Hunan Economic Management University.~~and

14● Lack of formal security policies and management oversight, including formal password policy for IT management.

~~Term~~MANAGEMENT’S REMEDIATION ~~of Office~~INITIATIVES

~~Our directors are appointed for a one-year~~In ~~term~~an effort to ~~hold~~remediate ~~office until~~ the ~~next~~identified ~~annual~~material ~~general~~weaknesses ~~meeting~~and ofother ~~our~~deficiencies ~~shareholders~~and orenhance ~~until~~our ~~removed~~internal ~~from~~controls, ~~office~~we inhave ~~accordance with our~~initiated, ~~bylaws.~~or ~~Our~~plan ~~officers~~to ~~are~~initiate, ~~appointed~~the byfollowing ~~our~~series ~~board~~ of ~~directors and hold office until removed by the board.~~measures:

~~Employment~~Assuming we ~~Agreements~~are able to secure additional working capital, we will create a position to segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to us.

We also ~~have~~plan ~~not~~to ~~entered~~appoint ~~into~~one ~~employment~~or more outside directors to our Board who shall be appointed to an audit committee resulting in a fully ~~agreements~~functioning ~~with~~audit ~~any~~committee which will undertake the oversight in the establishment and monitoring of ~~our~~required ~~employees,~~internal ~~officers~~controls and procedures such as reviewing and ~~directors~~approving estimates and assumptions made by management.

~~Certain~~Management believes ~~Legal~~that ~~Proceedings~~the appointment of one or more independent directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of independent directors on our Board.

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

~~Except as set forth in our discussion~~AUDITOR’S ~~below~~ATTESTATION in “Certain Relationships and Related Transactions,” none of our directors or executive officers has been involved in any transactions with us or any of our directors, executive officers, affiliates or associates which are required to be disclosed pursuant to the rules and regulations of the SEC.REPORT

~~Code~~This Report does not include an attestation report of ~~Ethics~~the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to the permanent exemption of the SEC that permit the Company to provide only management’s report in this annual report.

~~To date, we have not adopted a code~~CHANGES ofIN ~~business~~INTERNAL ~~conduct~~CONTROL ~~and~~OVER ~~ethics~~FINANCIAL ~~for our management and employees. We intend to adopt one in the near future.~~REPORTING

~~Board~~There has ~~Committees~~been no change in our internal control over financial reporting identified in connection with our evaluation we conducted of the effectiveness of our internal control over financial reporting as of June 30, 2016, that occurred during our fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

~~Our Board of Directors has no separate~~Item ~~committees and our Board of Directors acts as the audit committee and the compensation committee~~9B. WeOther ~~do not have an audit committee financial expert serving on our Board of Directors~~Information.

~~Item 11~~None. ~~Executive Compensation~~

The following table sets forth the compensation paid by us for the last two fiscal years ending June 30, 2015 and 2014 for our executive officers. This information includes the dollar value of base salaries, bonus awards and number of stock options granted, and certain other compensation, if any. The compensation discussed addresses all compensation awarded to, earned by, or paid or named executive officers. On October 13, 2014, Mr. Byrd resigned as our chief executive officer. Mr. Byrd’s resignation is not a result of any disagreement with the Company or its executive officers, or any matter relating to the Company’s operations, policies or practices. Until April 9, 2015, Mr. Byrd continued to serve as the Company’s secretary and chairman of the board of directors. On October 13, 2014, the Board appointed Mr. Hackett, the Company’s then President, Acting Chief Financial officer, Treasurer and Director, to serve as Chief Executive Officer of the Company. Mr. Hackett resigned from all positions with the Company on April 9, 2015.20

15PART III

~~Summary~~Item 10. ~~Compensation~~Directors, ~~Table~~Executive Officers and Corporate Governance.

The following table sets forth ~~information~~the ~~concerning~~name, ~~all cash~~age, and ~~non-cash~~position ~~compensation~~of ~~awarded~~our toexecutive officers and directors as of June 30, ~~earned~~2016. Executive officers are elected annually by orour ~~paid~~Board. toEach ~~the~~executive ~~named~~officer ~~persons~~holds ~~for~~his ~~services~~office ~~rendered~~until inhe ~~all~~resigns, ~~capacities~~is ~~during~~removed by the Board, or his successor is elected and qualified. Directors are elected annually by our stockholders at the ~~noted~~annual ~~periods~~meeting. Each director holds his office until his successor is elected and qualified or his earlier resignation or removal.

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

The name, address, age and position of our sole officer and director is set forth below:

	(1)	On April 9, 2015, Mr. Zhang was appointed as the Company’s Chairman, Chief Executive Officer, President, Secretary and Treasurer. Mr. Zhang did not take compensation from the Company in fiscal year ended June 30, 2015.
Name		Age	Position
	(2)	On April 9, 2015, Ms. Byrd resigned from all positions with the Company.
Hua Zhang c/o Engage Mobility, Inc. 15C, China Merchants Tower No. 1166 Wanghai Road, Nansha District Shenzhen, Guangdong, China		67	Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director
	(3)	On April 9, 2015, Ms. Hackett resigned from all positions with the Company.
	(2)	On April 9, 2015, Mr. Fellows resigned as COO of the Company.

~~Outstanding~~The director ~~Equity~~named ~~Awards~~above atwill ~~Fiscal~~serve as director and executive officer of our company until the next annual meeting of the stockholders ~~Year~~or until his respective resignation or until his successors have been elected and qualified. Thereafter, directors are anticipated to be elected for one-~~End~~year ~~Table~~terms at the annual stockholders’ meeting. The executive officers of our Company are appointed by our Board and hold office until their death, resignation or removal from office. Officers will hold their positions at the discretion of the Board, absent any employment agreement, of which none currently exists or is contemplated.

~~During our 2014 fiscal year, two employees~~BUSINESS were granted an aggregate of 614,000 five year options (see Note 11 of our Financial Statements) which vested immediately as to 114,000 options and as to 125,000 options per year over the next 4 years. The options are exercisable at $2.50 per share for 114,000 options, $3.00 per share for 125,000 options, $3.50 per share for 125,000 options, $3.75 for 125,000 options and $4.00 for 125,000 options. The aggregate grant date fair value of the options was $1,415,710 of which $247,430 and $413,398 has been charged to operations during the year ended June 30, 2015 and 2014, respectively.EXPERIENCE

16The following is a brief account of the education and business experience during at least the past five years of each director, executive officer and key employee of our company, indicating the person’s principal occupation during that period, and the name and principal business of the organization in which such occupation and employment were carried out.

AHUA ZHANG ~~summary~~- ofCHIEF ~~the~~EXECUTIVE ~~status~~OFFICER, ofCHIEF ~~the~~FINANCIAL ~~stock~~OFFICER, ~~options~~PRESIDENT, ~~granted to employees and others as of June 30~~SECRETARY, ~~2015~~TREASURER isAND ~~provided in Note 11 of our Financial Statements.~~DIRECTOR

~~Other~~Mr. Hua ~~than~~Zhang ~~discussed~~has ~~above,~~over we20-years doof ~~not~~experience in business management and marketing. Mr. Zhang was the President of Tianli Agritech, ~~have~~Inc. ~~any~~from ~~equity~~2006 ~~compensation~~to ~~plans~~2010. He established Beijing Fengrong Insurance Brokerage Co., Ltd. In 2010 and ~~therefore~~served noas ~~equity~~Chairman ~~awards~~of ~~are~~the ~~outstanding~~Board. He also established an investment fund management company in 2011 and served as the Legal Representative and Chairman. He established Shenzhen Engage Mobility Technology Co., Ltd in 2013 and successfully introduced the technology of ~~June~~augmented 30reality from the U.S. to China. He also contributed in the establishment of a joint venture, ~~2015~~Datang Engage Mobility Inc. in 2014. He is Special Adviser to the Marketing Association of Beijing University, and tens of thousands of people across China have been to his lectures about marketing. With his connections in the domestic and international finance industry and profound business experience, he assisted three companies to go public in the United States. Mr. Zhang received a Bachelor degree from Hunan Economic Management University.

~~Compensation~~SIGNIFICANT EMPLOYEES ofAND ~~Directors~~CONSULTANTS

Our ~~directors are reimbursed for expenses~~ ~~incurred~~sole byofficer ~~them~~and indirector, ~~connection~~Hua ~~with~~Zhang, ~~attending~~is ~~board~~our ofonly ~~directors’ meetings~~employee. ~~They~~We have do not ~~receive~~entered ~~any~~into ~~other~~employment ~~compensation~~agreements ~~for serving~~with onany ~~the board~~ of ~~directors, but may participate in~~ our ~~incentive compensation program~~employees, ~~once~~officers ~~such~~and ~~a program is established~~directors.

~~Compensation Committee Interlocks~~FAMILY ~~and Insider Participation~~RELATIONSHIPS

~~Our~~We currently ~~Board~~do ~~of Directors does~~ not have a ~~compensation~~any ~~committee~~officers ~~and~~or ~~the~~directors ~~entire Board~~ of ~~Directors~~our ~~performs~~company ~~the~~who ~~functions~~are ofrelated ato ~~compensation~~each ~~committee~~other.

~~No member of our Board of Directors has a relationship that would constitute an interlocking relationship with our executive officers or directors or another entity.~~21

~~Item~~CERTAIN LEGAL ~~12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters~~PROCEEDINGS

~~The~~● ~~following~~To ~~table sets forth certain information regarding our shares of common stock beneficially owned as of September 29, 2015, for (i) each stockholder known to be~~ the ~~beneficial~~best ~~owner~~ of ~~5% or more of~~ our ~~outstanding shares of common stock~~knowledge, ~~(ii)~~our ~~each~~sole ~~named~~director ~~executive officer~~ and ~~director, and (iii) all~~ executive ~~officers~~officer and directors as a group. A person is considered to beneficially own any shares: (i) over which such person, directly or indirectly, exercises sole or shared voting or investment power, or (ii) of which such person has ~~the right to acquire beneficial ownership at any time within 60 days through an exercise of stock options or warrants or otherwise. Unless otherwise indicated~~not, ~~voting~~during ~~and investment power relating to~~ the ~~shares~~past ~~shown~~ten ~~in the table for our directors and executive officers is exercised solely by the beneficial owner or shared by the owner and the owner’s spouse or children.~~years:

~~For~~● ~~purposes~~been ofconvicted ~~this~~in ~~table,~~ a ~~person or~~criminal ~~group~~proceeding of persons is deemed to have “beneficial ownership” of any shares of common stock that such person has the right to acquire within 60 days of the date of this prospectus. For purposes of computing the percentage of outstanding shares of our common stock held by each person or ~~group~~been ofsubject ~~persons named above, any shares that such person or persons has the right~~ to ~~acquire~~ ~~within~~a 60pending ~~days~~criminal ofproceeding ~~the~~(excluding ~~Closing~~traffic ~~Date~~violations isand ~~deemed to be outstanding, but is not deemed to be outstanding for the purpose of computing the percentage ownership of any~~ other ~~person.~~minor ~~The inclusion herein of any shares listed as beneficially owned does not constitute an admission of beneficial ownership.~~offenses);

~~Unless~~● ~~otherwise~~had ~~specified,~~any bankruptcy petition filed by or against the ~~address of~~business ~~each~~or property of the ~~persons~~person, ~~set~~or ~~forth~~of ~~below~~any ispartnership, incorporation ~~care~~or business association of ~~the~~which ~~Company,~~he ~~15C,~~was ~~China~~a ~~Merchants~~general ~~Tower~~partner or executive officer, ~~No.~~either ~~1166~~at ~~Wanghai~~the ~~Road,~~time ~~Nansha~~of ~~District, Shenzhen,~~the ~~Guangdong,~~bankruptcy ~~China~~filing ~~518067.~~or within two years prior to that time;

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

●

been subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction or federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment, banking, savings and loan, or insurance activities, or to be associated with persons engaged in any such activity;

(1)

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

(2)

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

●

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

17● been the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated (not including any settlement of a civil proceeding among private litigants), relating to an alleged violation of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

~~Item~~● ~~13.~~been ~~Certain~~the ~~Relationships~~subject ~~and~~of, ~~Related~~or ~~Transactions~~a party to, ~~and~~any ~~Director~~sanction ~~Independence~~or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

~~Director~~● ~~Independence~~Except as set forth in our discussion below in “Certain Relationships and Related Transactions,” none of our directors or executive officers has been involved in any transactions with us or any of our directors, executive officers, affiliates or associates which are required to be disclosed pursuant to the rules and regulations of the SEC.

~~We do not have any independent directors.~~COMPLIANCE ~~Because~~WITH ~~our~~SECTION ~~common~~16 ~~stock is not currently listed on a national securities exchange, we have used the definition of “independence” of The NASDAQ Stock Market to make this determination. NASDAQ Listing Rule 5605~~(a)~~(2)~~ ~~provides~~OF ~~that~~THE anEXCHANGE “independent director” is a person other than an officer or employee of the company or any other individual having a relationship which, in the opinion of the Company’s Board of Directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. The NASDAQ listing rules provide that a director cannot be considered independent if:ACT

●Our Common ~~the~~Stock ~~director~~ is, ornot atregistered ~~any~~pursuant ~~time~~to ~~during~~Section ~~the~~12 ~~past three years was, an employee~~ of the ~~company;~~Exchange ●Act. ~~the~~Accordingly, ~~director~~our ~~or a family member of the director accepted any compensation from the company in excess of $120~~officers,~~000~~ ~~during~~directors ~~any~~and ~~period~~principal shareholders ofare 12not ~~consecutive months within the three years preceding the independence determination (~~subject to ~~certain exclusions, including, among other things, compensation for board or board committee service); ● a family member of~~ the ~~director~~beneficial ~~is,~~ownership orreporting atrequirements ~~any time during the past three years was, an executive officer~~ of ~~the~~Section ~~company; ● the director or~~ 16(a) ~~family member~~ of the ~~director~~Exchange is a partner in, controlling stockholder of, or an executive officer of an entity to which the company made, or from which the company received, payments in the current or any of the past three fiscal years that exceed 5% of the recipient’s consolidated gross revenue for that year or $200,000, whichever is greater (subject to certain exclusions);Act.

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

We have do not ~~currently~~adopted ~~have~~ a ~~separately designated~~code ~~audit~~of ethics that applies to our principal executive officer, ~~nominating~~principal financial officer, principal accounting officer, or ~~compensation~~persons ~~committee~~performing similar functions, because of the small number of persons involved in the management of the Company.

~~Affiliation with Joint Venture in~~BOARD ~~China~~COMMITTEES

~~Mr.~~We currently ~~Hua~~have ~~Zhang,~~not ~~Chairman~~established any committees of ~~Datang~~the ~~Engage~~Board. Our Board may designate from among its members an executive committee ~~(China)~~and ~~Mobile~~one ~~Technology~~or Comore other committees in the future., ~~Ltd~~We do not have a nominating committee or a nominating committee charter.~~, which~~ Further, we ~~own~~do ~~30%~~not ~~interest~~have isa ~~also~~policy with regard to the ~~Company’s~~consideration ~~current~~of ~~Chairman~~any director candidates recommended by security holders. To date, ~~Chief~~no ~~Executive~~security ~~Officer~~holders have made any such recommendations. Our sole director performs all functions that would otherwise be performed by committees. Given the present size of our Board it is not practical for us to have committees. If we are able to grow our business and ~~President~~increase our operations, we intend to expand the size of our Board and allocate responsibilities accordingly.

~~Item 14. Principal Accounting Fees and Services~~22

~~Audit~~POTENTIAL CONFLICTS ~~Fees~~OF INTEREST

~~For~~Since we do not have an audit or compensation committee comprised of independent directors, the ~~Company’s~~functions ~~fiscal~~that ~~years~~would have been performed ~~ended~~by ~~June~~such ~~30,~~committees ~~2015~~are performed by our Board. The Board has not established an audit committee and ~~June~~does ~~30,~~not ~~2014~~have an audit committee financial expert, wenor ~~were~~has ~~billed~~the ~~approximately~~Board ~~$62,500~~ established a nominating committee. The board is of the opinion that such committees are not necessary since our Company is an early stage company and ~~$18~~has only one director,~~750,~~ ~~respectively~~and to date, ~~for~~such ~~professional~~director ~~services~~has ~~rendered~~been performing ~~for~~the functions of such committees. Thus, there is a potential conflict of interest in that our sole director has the ~~audit~~authority to determine issues concerning management compensation, nominations, and ~~reviews~~audit issues that may affect management decisions. Other than as described above, we are not aware of any other conflicts of interest of our ~~financial~~executive ~~statements~~officers and directors.

18BOARD’S ROLE IN RISK OVERSIGHT

~~Audit~~Our Board ~~Related~~assesses ~~Fees~~on an ongoing basis the risks faced by our company. These risks include financial, technological, competitive, and operational risks. The Board dedicates time at each of its meetings to review and consider the relevant risks faced by our company at that time. In addition, since our company does not have an audit committee, the Board is also responsible for the assessment and oversight of our company’s financial risk exposures.

~~The Company did not incur any audit~~STOCKHOLDER ~~related fees, other than the fees discussed in Audit Fees, above, for services related to our audit for the fiscal years ended June 30, 2015 and 2014.~~COMMUNICATIONS

~~Tax~~Currently, we ~~Fees~~do not have a policy with regard to the consideration of any director candidates recommended by security holders. To date, no security holders have made any such recommendations.

~~For the Company’s fiscal years~~Item ~~ended~~11. ~~June~~Executive ~~30, 2015 and June 30, 2014, we were not billed for professional services rendered for tax compliance, tax advice, and tax planning~~Compensation.

~~All~~The following ~~Other~~table ~~Fees~~sets forth the compensation paid by us for the last two fiscal years ending June 30, 2016 and 2015 for our executive officers. This information includes the dollar value of base salaries, bonus awards and number of stock options granted, and certain other compensation, if any. The compensation discussed addresses all compensation awarded to, earned by, or paid or named executive officers.

~~None.~~Summary Compensation Table

Pre-Approval of Services

Name & Position	Year		Salary		Bonus		Stock Awards		Option Awards		Non-Equity Incentive Plan Compensation		Nonqualified Deferred Compensation Earnings ($)		All Other Compensation		Total
Hua Zhang, Chairman, Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and		2016		-		-		-		-		-		-		-		-
Director (1)		2015		-		-		-		-		-		-		-		-

Eric Fellows (2)		2016		-		-		-		-		-		-		-		-
		2015	$	10,250		-	$	174,000		-		-		-		-	$	184,250

James S. Byrd, Jr. (3)		2015		-		-		-		-		-		-		-		-

Douglas S. Hackett (4)		2015		-		-		-		-		-		-		-		-

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

(1)	On April 9, 2015, Mr. Zhang was appointed as the Company’s sole officer and director. Mr. Zhang did not take compensation from the Company in fiscal years ended June 30, 2016 or June 20, 20, 2015.
(2)	On April 9, 2015, Mr. Fellows resigned as Chief Operating Officer of the Company.
(3)	On October 13, 2014, Mr. Byrd resigned as our Chief Executive Officer. Mr. Byrd’s resignation is not a result of any disagreement with the Company or its executive officers, or any matter relating to the Company’s operations, policies or practices. Until April 9, 2015, Mr. Byrd continued to serve as the Company’s Secretary and Chairman of the Board of Directors.
(4)	On October 13, 2014, the Board appointed Mr. Hackett, the Company’s then President, Acting Chief Financial Officer, Treasurer and Director, to serve as Chief Executive Officer of the Company. Mr. Hackett resigned from all positions with the Company on April 9, 2015.

~~PART IV~~23

~~Item~~Outstanding Equity ~~15.~~Awards ~~Exhibits,~~at ~~Financial~~Fiscal ~~Statement~~Year-End ~~Schedules~~Table

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

The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer as of June 30, 2016.

(1)

Incorporated by reference to the Company’s registration statement on Form S-1 filed with the SEC on July 26, 2012.

Option Awards

Stock Awards

(2)

Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on September 7, 2012.

Name

Number of Securities Underlying Unexercised Option (#) Exercisable

Number of Securities Underlying Unexercised Options (#) Unexercisable

Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)

Option Exercise Price ($)

Option Expiration Date

Number of Shares or Units of Stock That Have Not Vested (#)

Market Value of Shares or Units of Stock That Have Not Vested ($)

Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)

Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested (#)

(3)

Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on September 28, 2012.

Hua Zhang (1)

–

(4)

Incorporated by reference to the Company’s registration statement on Form S-1/A filed with the SEC on July 9, 2013.

*(1) ~~Filed~~As ~~herewith~~of April 9, 2015, Mr. Hua Zhang was appointed as our sole officer and director.

19We do not have any long-term incentive plans that provide compensation intended to serve as incentive for performance.

~~SIGNATURES~~Our sole director has not adopted a stock option plan. We have no plans to adopt a stock option plan, but may choose to do so in the future. If such a plan is adopted, this may be administered by the Board or a committee appointed by the Board (the “Committee”). The Committee would have the power to modify, extend or renew outstanding options and to authorize the grant of new options in substitution therefore, provided that any such action may not impair any rights under any option previously granted. We may develop an incentive based stock option plan for our officer and director and may reserve up to 10% of our outstanding shares of Common Stock for that purpose.

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

~~Date:~~Our directors ~~September~~are 29reimbursed for expenses incurred by them in connection with attending Board meetings. They do not receive any other compensation for serving on the Board, ~~2015~~but may participate in our incentive compensation program, once such a program is established.

~~Engage~~The table ~~Mobility~~below summarizes all compensation awarded to, ~~Inc.~~earned ~~/s/~~by, ~~Hua~~or ~~Zhang~~paid ~~Name:~~to ~~Hua~~our ~~Zhang~~sole ~~Position:~~director ~~Chief~~for ~~Executive~~all ~~Officer,~~services ~~President,~~rendered ~~Secretary~~in ~~and~~all ~~Treasurer~~capacities to us through June 30, 2016.

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

Signature

Title

Date

Name

Fees Earned or Paid in Cash ($)

Stock Awards ($)

Option Awards ($)

Non-Equity Incentive Plan Compensation ($)

Change in Pension Value and Non-Qualified Deferred Compensation Earnings ($)

All Other Compensation ($)

Total ($)

/s/ Hua Zhang

Chairman of the Board

September 29, 2015

Hua Zhang (1)

19(1) As of April 9, 2015, Mr. Hua Zhang was appointed as our sole officer and director.

Compensation Committee Interlocks and Insider Participation

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

No member of our Board has a relationship that would constitute an interlocking relationship with our executive officers or directors or another entity.

Item 12. Security Ownership of Certain Beneficial Owners and Management.

The following table sets forth certain information regarding our shares of Common Stock beneficially owned as of September 28, 2016, for (i) each stockholder known to be the beneficial owner of 5% or more of our outstanding shares of Common Stock, (ii) each named executive officer and director, and (iii) all executive officers and directors as a group. A person is considered to beneficially own any shares: (i) over which such person, directly or indirectly, exercises sole or shared voting or investment power, or (ii) of which such person has the right to acquire beneficial ownership at any time within 60 days through an exercise of stock options or warrants or otherwise. Unless otherwise indicated, voting and investment power relating to the shares shown in the table for our directors and executive officers is exercised solely by the beneficial owner or shared by the owner and the owner’s spouse or children.

For purposes of this table, a person or group of persons is deemed to have “beneficial ownership” of any shares of Common Stock that such person has the right to acquire within 60 days of the date of this prospectus. For purposes of computing the percentage of outstanding shares of our Common Stock held by each person or group of persons named above, any shares that such person or persons has the right to acquire within 60 days of the Closing Date is deemed to be outstanding, but is not deemed to be outstanding for the purpose of computing the percentage ownership of any other person. The inclusion herein of any shares listed as beneficially owned does not constitute an admission of beneficial ownership.

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

Name	Amount and Nature of Beneficial Ownership			Percentage of Class (1)
Directors and named executive officers
Hua Zhang Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director		17,162,505	(2)		74.35	%
All directors and executive officers as a group (1 person)		17,162,505			74.35	%

(1)

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

(2)	Includes 17,162,505 shares of Common Stock held through Engage International Technology Co. Ltd.

Change in Control

We are not aware of any arrangement that might result in a change in control of our company in the future.

Securities Authorized for Issuance Under Equity Compensation Plans

None.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Director Independence

We do not have any independent directors. Because our Common Stock is not currently listed on a national securities exchange, we have used the definition of “independence” of The NASDAQ Stock Market to make this determination. NASDAQ Listing Rule 5605(a)(2) provides that an “independent director” is a person other than an officer or employee of the company or any other individual having a relationship which, in the opinion of the Company’s Board, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. The NASDAQ listing rules provide that a director cannot be considered independent if:

●

the director is, or at any time during the past three years was, an employee of the company;

●

the director or a family member of the director accepted any compensation from the company in excess of $120,000 during any period of 12 consecutive months within the three years preceding the independence determination (subject to certain exclusions, including, among other things, compensation for board or board committee service);

●

a family member of the director is, or at any time during the past three years was, an executive officer of the company;

●

the director or a family member of the director is a partner in, controlling stockholder of, or an executive officer of an entity to which the company made, or from which the company received, payments in the current or any of the past three fiscal years that exceed 5% of the recipient’s consolidated gross revenue for that year or $200,000, whichever is greater (subject to certain exclusions);

●

the director or a family member of the director is employed as an executive officer of an entity where, at any time during the past three years, any of the executive officers of the company served on the compensation committee of such other entity; or

●

the director or a family member of the director is a current partner of the company’s outside auditor, or at any time during the past three years was a partner or employee of the company’s outside auditor, and who worked on the company’s audit.

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

Affiliation with Joint Venture in China

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

Item 14. Principal Accounting Fees and Services.

The aggregate fees billed to us by our principal accountants for professional services rendered during the years ended June 30, 2016 and June 30, 2015 are set forth in the table below:

Fee Category	Year ended June 30, 2016		Year ended June 30, 2015

Audit fees (1)	$	21,000	$	62,500
Audit-related fees (2)		-		-
Tax fees (3)		-		-
All other fees (4)		-		-
Total fees	$	21,000	$	62,500

Audit Fees

Audit fees consist of fees incurred for professional services rendered for the audit of our financial statements, for reviews of our interim consolidated financial statements included in our quarterly reports on Form 10-Q and for services that are normally provided in connection with statutory or regulatory filings or engagements.

Audit Related Fees

Audit-related fees consist of fees billed for professional services that are reasonably related to the performance of the audit or review of our consolidated financial statements, but are not reported under “Audit fees.”

Tax Fees

Tax fees consist of fees billed for professional services relating to tax compliance, tax planning, and tax advice.

All Other Fees

All other fees consist of fees billed for all other services.

Pre-Approval of Services

Effective May 6, 2003, the SEC adopted rules that require that before our auditor is engaged by us to render any auditing or permitted non-audit related service, the engagement be:

●

approved by our audit committee; or

●

entered into pursuant to pre-approval policies and procedures established by the audit committee, provided the policies and procedures are detailed as to the particular service, the audit committee is informed of each service, and such policies and procedures do not include delegation of the audit committee’s responsibilities to management.

We do not have an audit committee. Our entire Board pre-approves all services provided by our independent auditors. The pre-approval process has just been implemented in response to the new rules. Therefore, our Board does not have records of what percentage of the above fees was pre-approved. However, all of the above services and fees were reviewed and approved by the entire Board either before or after the respective services were rendered.

PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a) The following documents are filed as part of this Report:

Financial Statements: See “Index to Financial Statements” in Part II, Item 8 of this Report.

Exhibits: The exhibits listed in the accompanying index to exhibits are filed or incorporated by reference as part of this Report.

(b) The following are exhibits to this Report and, if incorporated by reference, we have indicated the document previously filed with the SEC in which the exhibit was included.

Certain of the agreements filed as exhibits to this Report contain representations and warranties by the parties to the agreements that have been made solely for the benefit of the parties to the agreement. These representations and warranties:

●

may have been qualified by disclosures that were made to the other parties in connection with the negotiation of the agreements, which disclosures are not necessarily reflected in the agreements;

●

may apply standards of materiality that differ from those of a reasonable investor; and

●

were made only as of specified dates contained in the agreements and are subject to subsequent developments and changed circumstances.

Accordingly, these representations and warranties may not describe the actual state of affairs as of the date that these representations and warranties were made or at any other time. Investors should not rely on them as statements of fact.

Exhibit Number		Description
3.1		Articles of Incorporation of Registrant filed December 28, 2011 (1)
3.2		Amendment to Articles of Incorporation filed March 22, 2013 (2)
3.3		By-Laws of the Registrant (1)
16.1		Letter from Kingery & Crouse PA to the Securities and Exchange Commission, dated February 24, 2015 (3)
16.2		Letter from Frazier & Deeter, LLC to the Securities and Exchange Commission, dated June 16, 2015 (4)
16.3		Letter from Friedman LLP to the Securities and Exchange Commission, dated February 10, 2017 (5)
21.1		List of Subsidiaries
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

(1)	Filed with the Securities and Exchange Commission on July 26, 2012, as Exhibit 3.1 to the registrant’s Registration Statement on Form S-1 (file no. 333-182856), which exhibit is incorporated herein by reference.

(2)	Filed with the Securities and Exchange Commission on May 15, 20123, as Exhibit 3.1 to the registrant's Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, which exhibit is incorporated herein by reference.

(3)	Filed with the Securities and Exchange Commission on February 24, 2015, as Exhibit 16.1 to the registrant's Current Report on Form 8-K/A, dated February 17, 2015, which exhibit is incorporated herein by reference.

(4)	Filed with the Securities and Exchange Commission on June 16, 2015, as Exhibit 16.1 to the registrant's Current Report on Form 8-K, dated June 11, 2015, which exhibit is incorporated herein by reference.

(5)	Filed with the Securities and Exchange Commission on February 10, 2017, as Exhibit 16.1 to the Registrant's Current Report on Form 8-K, dated February 11, 2014, which exhibit is incorporated herein by reference.

*	Filed herewith.
+	In accordance with SEC Release 33-8238, Exhibit 32.1 is deemed furnished and not filed with this report.

SIGNATURES

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

	ENGAGE MOBILITY, INC.

March 13, 2017	By:	/s/ Hua Zhang
		Hua Zhang Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director (Duly Authorized Officer, Principal Executive Officer, and Principal Financial Officer)

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

SIGNATURE	TITLE	DATE

/s/ Hua Zhang	Chief Executive Officer,	March 13, 2017
Hua Zhang	Chief Financial Officer, President, Secretary, Treasurer and Director

Filing Compare · Engage Mobility, Inc.