UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended January 31, 2014
	For the quarterly period ended July 31, 2014
[ ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from to __________
	Commission File Number: 333-171305

Avante Systems, Inc.

(Exact name of registrant as specified in its charter)

Nevada	99-0362655
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

Room 709-710, 7/F Tower 1,

Silvercord Centre, Tsim Sha Tsui, Kowloon,

Hong Kong

(Address of principal executive offices)

852-3111-3951 (Registrant’s telephone number) ~~_______________________________________________________________~~______________________________________________________________ (Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [ ] Yes [X] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [ ] Yes [X] No

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

[ ] Large accelerated filer

[ ] Non-accelerated filer

[ ] Accelerated filer

[X] Smaller reporting company

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

~~State~~[X] ~~the~~Yes ~~number~~[ of] ~~shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 2,350,000 common shares as of February 26, 2014.~~No

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 2,350,000 common shares as of August 19, 2014.

Table of Contents

	TABLE OF CONTENTS	Page
PART I – FINANCIAL INFORMATION

Item 1:	Financial Statements	3
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	5
Item 4:	Controls and Procedures	5

PART II – OTHER INFORMATION

Item 1:	Legal Proceedings	6
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	6
Item 3:	Defaults Upon Senior Securities	6
Item 4:	Mine Safety Disclosure	6
Item 5:	Other Information	6
Item 6:	Exhibits	6

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our consolidated financial statements included in this Form 10-Q are as follows:

F-1	Consolidated Balance Sheets as of ~~January~~July 31, 2014 and October 31, 2013 (unaudited)
F-2	Consolidated Statements of Operations for the three and nine months ended ~~January~~July 31, 2014 and 2013 ~~and period from August 12, 2010~~ (~~Inception) to January 31, 2014 (~~unaudited)
F-3	Consolidated Statements of Cash Flows for the ~~three~~nine months ended ~~January~~July 31, 2014 and 2013 ~~and period from August 12, 2010~~ (~~Inception) to January 31, 2014 (~~unaudited)
F-4	Notes to Consolidated Financial Statements

These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended ~~January~~July 31, 2014 are not ~~necessarily~~ necessarily indicative of the results that can be expected for the full year.

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AVANTE SYSTEMS, INC.

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED BALANCE SHEETS (unaudited)

AS OF ~~JANUARY~~JULY 31, 2014 AND OCTOBER 31, 2013

	January 31, 2014			October 31, 2013
	July 31, 2014			October 31, 2013
ASSETS
Current Assets
Cash and equivalents	$	3930,~~105~~670		$	44,088
Prepaid expenses		1310,~~954~~063			17,722
TOTAL ASSETS	$	5340,~~059~~733		$	61,810
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current Liabilities
Accrued expenses	$	32,~~520~~335		$	6,070
Due to officer		0			0
Total Liabilities		2,335			6,070
Total Liabilities		5,876			6,070
Stockholders’ Equity (Deficit)
Common Stock, $.001 par value, 90,000,000 shares authorized, 2,350,000 and 2,350,000 shares issued and outstanding, respectively		2,350			2,350
Preferred Stock, $.001 par value, 10,000,000 shares authorized, -0- shares issued and outstanding		0—			0—
Additional paid-in capital		159,197			159,197
Deficit accumulated during the development stage		(112,008	)		(105,807	)
Accumulated (deficit)		(123,149	)		(105,807	)
Total stockholders’ equity (deficit)		49,539			55,740
Total Stockholders’ Equity (deficit)		38,398			55,740
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	5340,~~059~~733		$	61,810

See accompanying notes to financial statements.

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AVANTE SYSTEMS, INC.

(ACONSOLIDATED ~~DEVELOPMENT~~STATEMENTS ~~STAGE~~OF ~~COMPANY~~OPERATIONS (unaudited)

CONSOLIDATED STATEMENTS OF OPERATIONS(unaudited)

	Three months ended July 31, 2014			Three months ended July 31, 2013			Nine months ended July 31, 2014			Nine months ended July 31, 2013
REVENUES	$	—		$	—		$	—		$	—
OPERATING EXPENSES
Bank charges		34			46			100			46
Professional fees		3,700			2,100			17,242			11,469
TOTAL OPERATING EXPENSES		3,734			2,146			17,342			11,515
LOSS FROM OPERATIONS		(3,734	)		(2,146	)		(17,342	)		(11,515	)
OTHER INCOME (EXPENSES)
LOSS BEFORE PROVISION FOR INCOME TAXES		(3,734	)		(2,146	)		(17,342	)		(11,515	)
PROVISION FOR INCOME TAXES		—			—			—			—
NET LOSS	$	(3,734	)	$	(2,146	)	$	(17,342	)	$	(11,515	)
NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		2,350,000			2,350,000			2,350,000			2,502,777

FOR THE THREE MONTHS ENDED JANUARY 31, 2014 AND 2013

FOR THE PERIOD FROM AUGUST 12, 2010 (INCEPTION) TO JANUARY 31, 2014

	Three months ended January 31, 2014			Three months ended January 31, 2013			Period from August 12, 2010 (Inception) to January 31, 2014
REVENUES	$	0		$	0		$	0
OPERATING EXPENSES
Organization costs		0			0			320
Bank charges		13			0			138
Professional fees		6,188			7,269			111,563
TOTAL OPERATING EXPENSES		6,201			7,269			112,021
LOSS FROM OPERATIONS		(6,201	)		(7,269	)		(112,021	)
OTHER INCOME (EXPENSES)
Interest income		0			0			13
LOSS BEFORE PROVISION FOR INCOME TAXES		(6,201	)		(7,269	)		(112,008	)
PROVISION FOR INCOME TAXES		0			0			0
NET LOSS	$	(6,201	)	$	(7,269	)	$	(112,008	)
NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00	)	$	(0.00	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		2,350,000			2,625,000

See accompanying notes to financial statements.

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AVANTE SYSTEMS, INC.

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

FOR THE THREE MONTHS ENDED JANUARY 31, 2014 AND 2013

	Nine months ended July 31, 2014			Nine months ended July 31, 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$	(17,342	)	$	(11,515	)
Changes in assets and liabilities:
(Increase) decrease in prepaid expenses		7,659			169
Increase (decrease) in accrued expenses		(3,735	)		5,450
Net Cash Used by Operating Activities		(13,418	)		(5,896	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sales of common stock		—			50,000
Proceeds from officer loan		—			3,750
Net Cash Provided by Financing Activities		—			53,750
Net Increase (Decrease) in Cash and Cash Equivalents		(13,418	)		47,854
Cash and cash equivalents, beginning of period		44,088			—
Cash and cash equivalents, end of period	$	30,670		$	47,854
SUPPLEMENTAL CASH FLOW INFORMATION
Interest paid	$	—		$	—
Income taxes paid	$	—		$	—
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING INFORMATION
Forgiveness of amount due to officer recorded as contributed capital	$	—		$	—

FOR THE PERIOD FROM AUGUST 12, 2010 (INCEPTION) TO JANUARY 31, 2014

	Three months ended January 31, 2014			Three months ended January 31, 2013			Period from August 12, 2010 (Inception) to January 31, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$	(6,201	)	$	(7,269	)	$	(112,008	)
Changes in assets and liabilities:
(Increase) decrease in prepaid expenses		3,768			169			(13,954	)
Increase (decrease) in accrued expenses		(2,550	)		3,350			3,520
Net Cash Used by Operating Activities		(4,983	)		(3,750	)		(122,442	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sales of common stock		0			0			102,500
Proceeds from officer loan		0			3,750			59,047
Net Cash Provided by Financing Activities		0			3,750			161,547
Net Increase (Decrease) in Cash and Cash Equivalents		(4,983	)		0			39,105
Cash and cash equivalents, beginning of period		44,088			0			0
Cash and cash equivalents, end of period	$	39,105		$	0		$	39,105
SUPPLEMENTAL CASH FLOW INFORMATION
Interest paid	$	0		$	0		$	0
Income taxes paid	$	0		$	0		$	0
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING INFORMATION
Forgiveness of amount due to officer recorded as contributed capital	$	0		$	0		$	59,047

See accompanying notes to financial statements.

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AVANTE SYSTEMS, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

~~JANUARY~~JULY 31, 2014

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

Avante Systems, Inc. (“Avante” and the “Company”) is a development stage company and was incorporated in Nevada on August 12, 2010. The Company was formed for the purpose of developing, manufacturing, and selling a video camera integrated with a 3G mobile phone module specifically for use in schools, child/eldercare facilities, and residences in Asia. On January 28, 2014, the Company acquired a 100% ownership interest in Evolv3D Printers Corp. from its sole officer.

Development Stage Company

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles related to development-stage companies. A development-stage company is one in which planned principal operations have not commenced or if its operations have commenced, and there has been no significant revenues there from.

Basis of Presentation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars.

Principles of Consolidation

These financial statements include the accounts of ~~BMIX~~ the Company and its 100% subsidiary, Evolv3D Printers Corp. All material intercompany accounts and transactions have been eliminated in consolidation

Accounting Basis

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted an October 31 fiscal year end.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

Fair Value of Financial Instruments

Avante’s financial instruments consist of cash and cash equivalents, prepaid expenses, accrued expenses and an amount due to an officer. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Income Taxes

Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

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AVANTE SYSTEMS, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

~~JANUARY~~JULY 31, 2014

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes

Revenue Recognition

The Company will recognize revenue when products are fully delivered or services have been provided and collection is reasonably assured.

Loss Per Common Share

Basic loss per share is calculated using the weighted-average number of common shares outstanding during each reporting period. Diluted loss per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. The Company does not have any potentially dilutive instruments.

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

As of ~~January~~July 31, 2014, the Company has not issued any stock-based payments to its employees.

Recent Accounting Pronouncements

~~Avante~~On ~~does~~June ~~not~~10, ~~expect~~2014, the ~~adoption~~Financial ofAccounting ~~recently~~Standards Board ("FASB") issued ~~accounting~~update ~~pronouncements~~ASU to2014-10, ~~have~~Development aStage ~~significant~~Entities (Topic ~~impact~~915). Amongst onother things, the ~~Company’s~~amendments in this update removed the definition of development stage ~~results~~entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of ~~operations~~income, cash flows and shareholders equity, (2) label the financial ~~position~~statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or ~~cash~~interim reporting ~~flow~~period for which the financial statements have yet to be issued. The Company has elected to early adopt these amendments and accordingly have not labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the respective financial statements.

NOTE 2 – PREPAID EXPENSES

Prepaid expenses at ~~January~~July 31, 2014 consisted of an advance paid to the Company’s attorney for services to be rendered for periods after the Company’s year-end.

NOTE 3 – ACCRUED EXPENSES

Accrued expenses consisted of the following at ~~January~~July 31, 2014 and October 31, 2013:

	2014		2013
Audit fees	$	0—	$	4,250
Legal fees		~~1,220~~—		1,220
Accounting fees		2,300		600
Transfer agent fees		035		0—
Total Accrued Expenses	$	32,~~520~~335	$	6,070

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AVANTE SYSTEMS, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

~~JANUARY~~JULY 31, 2014

NOTE 4 – DUE TO OFFICER

During the year ended October 31, 2011, an officer and shareholder loaned the Company $1,500 to help fund operations. The officer loaned an additional $42,147 and $15,400 during the years ended ~~January~~October 31, ~~2014~~2013 and 2012, respectively. During the year ended October 31, 2013, the officer forgave the entire balance due and the amount has been recorded as contributed capital. During the period ended April 30, 2014 a shareholder paid expenses of $1,700 on behalf of the Company. During the period ended July 31, 2014, the company reimbursed the shareholder $1,700. The balance due to the officer was $0 and $0 as of ~~January~~July 31, 2014 and October 31, 2013, respectively. The loans were non-interest bearing, unsecured and due upon demand.

NOTE 5 – CAPITAL STOCK

The Company has 90,000,000 shares of $0.001 par value common stock authorized and 10,000,000 shares of $0.001 par value preferred stock authorized.

During the period ended October 31, 2010, the Company issued 2,625,000 shares of common stock at $0.02 per share for total cash proceeds of $52,500.

During the year ended October 31, 2013, the Company issued 1,000,000 shares of common stock at $0.05 per share for total cash proceeds of $50,000.

Also during the year ended October 31, 2013, an officer returned and cancelled 1,275,000 shares of common stock.

The Company has 2,350,000 shares of common stock issued and outstanding as of ~~January~~July 31, 2014. There are no shares of preferred stock issued and outstanding as of ~~January~~July 31, 2014.

NOTE 6 – INCOME TAXES

For the period ended ~~January~~July 31, 2014, Avante has incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward is approximately $~~112~~123,~~008~~149 at ~~January~~July 31, 2014, and will expire beginning in the year 2031.

The provision for Federal income tax consists of the following for the periods ended ~~January~~July 31:

	2013			2012
	2014			2013
Federal income tax benefit attributable to:
Current operations	$	25,~~108~~896		$	23,~~470~~915
Less: valuation allowance		(25,~~108~~896	)		(23,~~470~~915	)
Net provision for Federal income taxes	$	0—		$	0—

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows ~~as of October 31~~:

	January 31, 2014			October 31, 2013
	July 31, 2014			October 31, 2013
Deferred tax asset attributable to:
Net operating loss carryover	$	3841,~~083~~871		$	35,974
Less: valuation allowance		(3841,~~083~~871	)		(35,974	)
Net deferred tax asset	$	0—		$	0—

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AVANTE SYSTEMS, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

~~JANUARY~~JULY 31, 2014

NOTE 6 – INCOME TAXES (CONTINUED)

Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of $~~110~~123,~~596~~419 for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry ~~forwards~~ forwards may be limited as to use in future years.

NOTE 7 – COMMITMENTS AND CONTINGENCIES

Avante neither owns nor leases any real or personal property. An officer has provided office space without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officers and directors are involved in other business activities and most likely will become involved in other business activities in the future.

NOTE 8 – LIQUIDITY AND GOING CONCERN

Avante has limited working capital, has not yet received revenues from sales of products or services, and has incurred operating losses since its inception. These factors create substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern.

The ability of Avante to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations. Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.

NOTE 9 – RELATED PARTY TRANSACTIONS

NOTE 10 – SUBSEQUENT EVENTS

In accordance with ASC Topic 855-10, the Company has analyzed its operations subsequent to ~~January~~July 31, 2014 to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these financial statements other than the events described above.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

Company Overview

We plan to design, develop, manufacture, market, sell, and support a range of 3D print technology systems and services that are uniquely targeted to several key markets, mainly: rapid manufacturing, rapid prototyping and unique “one off” design.

We believe our advantage will be the adoption of a “direct model” that allows us to enter these markets quickly with new and relevant technology to meet changing customer needs, build systems to order, provide expert services tailored to differing customer needs, and maintain low levels of inventory and capital investment as well as facilitate consistent delivery, which will lead to profitability and strong performance across our business segments.

To date, we have not had any sales on our printers, no distribution channels in place, no sales force other than our management, and no material contracts in connection with our business plan. We are a development stage company and can provide no assurance that we will be able to successfully implement our business plan, achieve sales, compete in this business space, or continue as a going concern.

Our corporate address to Room 709-710, 7/F Tower 1, Silvercord Centre, Tsim Sha Tsui, Kowloon, Hong Kong. Our telephone number is 852-3111-3951.

Results of operations for the three and nine months ended ~~January~~July 31, 2014 and 2013, and for the period from Inception (August 12, 2010) to ~~January~~ July 31, 2014

We have not earned any revenues since our inception on August 12, 2010. We are presently in the development stage of our business and we can provide no assurance that we will develop a viable product, or if such product is developed, that we will be able to generate sufficient sales and enter into commercial production.

We ~~incurred~~ incurred operating expenses in the amount of $63,~~201~~734 for the three months ended ~~January~~July 31, 2014, as compared with $72,~~269~~146 for the same period ended 2013. We incurred operating expenses in the amount of $~~112~~17,~~021~~342 for the ~~period~~nine ~~from~~months ~~August~~ended 12July 31, ~~2010~~2014, ~~(Inception)~~as ~~to January~~compared 31with $11,515 ~~2014~~for the same period ended 2013. The amounts for each mentioned period was mainly attributable to professional fees.

We ~~incurred~~ incurred a net loss in the amount of $63,~~201~~734 for the three months ended ~~January~~July 31, 2014, as compared with $72,~~269~~146 for the same period ~~ended~~ ended 2013. We incurred a net loss in the amount of $~~112~~17,~~008~~342 for the ~~period~~nine ~~from~~months ~~August~~ended 12July 31, ~~2010~~2014, ~~(Inception)~~as tocompared ~~January~~with 31$11,515 for ~~2014~~the same period ended 2013. Our losses for each period are attributable to operating expenses together with a lack of any revenues.

Liquidity and Capital Resources

As of ~~January~~ July 31, 2014, we had total current assets of ~~$53~~40,~~059~~733. Our total current liabilities as of ~~January~~July 31, 2014 were $52,~~876~~335. As a result, we had working capital of $4938,~~539~~398 as of ~~January~~July 31, 2014.

Operating activities used $413,~~983~~418 in cash for the ~~three~~nine months ended ~~January~~July 31, 2014, as compared with $5,896 for the nine months ended July 31, 2013. Our net loss offor ~~$6,201~~both periods was the main reason for our negative operating cash flow.

Financing activities used $0 in cash for the nine months ended July 31, 2014, as compared with $53,750 for the nine months ended July 31, 2013. Our positive cash flow from financing activities for the nine months ended July 31, 2013 was mainly from the sale of our common stock.

The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

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Off Balance Sheet Arrangements

As of ~~January~~ July 31, 2014, there were no off balance sheet arrangements.

Going Concern

We have limited working capital, have incurred losses since inception, and have not yet received revenues from sales of products or services. These factors create substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if we are unable to continue as a going concern.

Our ability to continue as a going concern is dependent on generating cash from the sale of our common stock and/or obtaining debt financing and attaining future profitable operations. Management’s plans include selling our equity securities and obtaining debt financing to fund our capital requirement and ongoing operations; however, there can be no assurance we will be successful in these efforts.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of ~~May~~July 31, ~~2013~~ 2014. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of ~~January~~July 31, 2014, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of ~~January~~July 31, 2014, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

Remediation Plan to Address the Material Weaknesses in Internal Control over Financial Reporting

Our company plans to take steps to enhance and improve the design of our internal controls over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending October 31, 2014: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

We are unable to remedy our controls related to the inadequate segregation of duties and ineffective risk management until we receive financing to hire additional employees.

Changes in Internal Control over Financial Reporting

There ~~were~~ were no changes in our internal control over financial reporting during the three months ended ~~January~~July 31, 2014 that have materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

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

None

Item 3. Defaults upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None

Item 6. Exhibits

Exhibit Number	Description of Exhibit
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief 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 Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**	The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended ~~January~~July 31, 2014 formatted in Extensible Business Reporting Language (XBRL).

**Provided herewith

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SIGNATURES

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

	Avante Systems, Inc.
Date:	~~March~~September 1712, 2014
By:	/s/ Yuen Hong Szeto Yuen Hong Szeto
Title:	Chief Executive Officer and Director

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