UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

☑	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended ~~March~~June 3130, 2016.
	or
	OR
☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from ________________ to _________________
	Commission File Number 000-53394

Demand Pooling, Inc.
(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	26-~~2517798~~2517763 (I.R.S. Employer Identification No.)
12720 Hillcrest Road, Suite 750 Dallas TX (Address of principal executive offices)	75230 (Zip Code)
555 California Street, Suite 4925 San Francisco, CA (Address of principal executive offices)	94014 (Zip Code)
(972) 388-1973 (Registrant’s telephone number, including area code)
(415) 659-1899 (Registrant’s telephone number, including area code) 12720 Hillcrest Road, Suite 750, Dallas, TX 75230 (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 ☐ ☑ No ☑☐

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

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

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☑

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class of common stock	Outstanding as of ~~May~~August 1215, 2016
Par value $0.0001 per share	31100,~~187~~000,~~585~~000 shares

DEMAND POOLING, INC.
A Development Stage Company

- INDEX -

		Page(s)
	PART I — FINANCIAL INFORMATION:
Item 1.	Financial Statements (unaudited):	3
	Balance Sheets as of March 31, 2016 and December 31, 2015	4
	Balance Sheets as of June 30, 2016 and December 31, 2015	3
	Statements of Operations for the three months ended March 31, 2016 and March 31, 2015	5
	Statements of Operations for the three and six months ended June 30, 2016 and June 30, 2015	4
	Statements of Cash Flows for the three months ended March 31, 2016 and March 31, 2015	6
	Statements of Cash Flows for the six months ended June 30, 2016 and June 30, 2015	5
	Notes to Financial Statements	76
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	119
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	1410
Item 4.	Controls and Procedures	1410
	PART II — OTHER INFORMATION:
Item 1.	Legal Proceedings	1511
Item 1A	Risk Factors	1511
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	1511
Item 3.	Defaults Upon Senior Securities	1511
Item 4.	Mine Safety Disclosures	1511
Item 5.	Other Information	1511
Item 6.	Exhibits	1511
Signatures		1612

~~DEMAND~~PART ~~POOLING, INC.~~ I – FINANCIAL INFORMATION

~~BALANCE~~Item ~~SHEETS~~1 – Financial Statements

DEMAND POOLING, INC. A Development Stage Company BALANCE SHEETS (Unaudited)

	March 31, 2016			December 31, 2015
	June 30, 2016			December 31, 2015
ASSETS
CURRENT ASSETS:
Cash	$	310		$	55
TOTAL CURRENT ASSETS AND TOTAL ASSETS	$	310		$	55
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY
CURRENT LIABILITIES
Accounts Payable and accrued expenses	$	72,194		$	84,694
Accounts payable and accrued expenses	$	43,282		$	84,694
Shareholder advances		~~70,008~~350			45,008
Note payable		~~13,163~~0			13,000
TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES	$	~~155~~43,~~365~~632		$	142,702
STOCKHOLDERS’ DEFICIENCY
Preferred stock, $.0001 par value; 10,000,000 shares authorized; none issued and outstanding	$	0		$	0
Common stock, $.0001 par value; 100,000,000 shares authorized; 31,187,585 issued and outstanding at March 31, 2016 and December 31, 2015, respectively		3,119			3,119
Common stock, $.0001 par value; 100,000,000 shares authorized; 100,000, 000 and 31,187,585 issued and outstanding at June 30, 2016 and December 31, 2015, respectively		10,000			3,119
Additional paid-in capital		86218,~~294~~257			86,294
Accumulated deficit		(~~241~~269,~~934~~076	)		(229,247	)
Stock subscription receivable		(2,813	)		(2,813	)
TOTAL STOCKHOLDERS’ DEFICIENCY	$	(~~155~~43,~~334~~632	)	$	(142,647	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIENCY	$	310		$	55

See accompanying notes to financial statements.

DEMAND POOLING, INC.
A Development Stage Company

STATEMENTS OF OPERATIONS
(Unaudited)

	Three Months Ended					Six Months Ended
	June 30, 2016			June 30, 2015		June 30, 2016			June 30 2015
Revenue	$	0		$	0	$	0		$	0

Operating Expenses
General and Administrative		58,264			376		70,788			850
Other income (expenses)
Cancellation of debt		31,122			33,959		31,122			33,959
Interest expense		0			0		(163	)		0
Total other income (expenses)		31,122			33,959		30,959			33,959
Net income (loss) before provision for income tax		(27,142	)		33,583		(39,829	)		33,109
Provision for income tax		0			0		0			0
Net income (loss)	$	(27,142	)	$	33,583	$	(39,829	)	$	33,109
Loss per share - Basic and Diluted		0.00			0.00		0.00			0.00
Weighted average number of common shares outstanding		36,102,758			31,187,585		36,102,758			31,187,585

See accompanying notes to financial statements.

DEMAND POOLING, INC. A Development Stage Company STATEMENTS OF CASH FLOWS (Unaudited)

STATEMENTS OF OPERATIONS (Unaudited)

	Six Months Ended June 30, 2016			Six Months Ended June 30, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	(39,829	)	$	33,109
Adjustments to reconcile net income to net cash provided by operations:
Cancellation of debt		(31,122)
Changes in operating assets and liabilities:
Decrease in accounts payable and accrued expenses		(18,690)			(26,513	)
Net cash provided (used) by operating activities		(89,641	)	$	6,596

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Shareholder Advances		350
Repayment of Shareholder Advances		(5,764	)
Proceeds of issuance of Common Stock		70,000
Contribution to capital		25,000			454
Net cash provided by financing activities		89,586			454
NET (DECREASE) INCREASE IN CASH		(55	)		7,050
Cash at beginning of period		55			27
CASH AT END OF PERIOD	$	0		$	7,077

	Three Months Ended
	March 31, 2016			March 31, 2015
Revenue	$	0		$	0
Operating Expenses
General and Administrative		12,524			474
Interest expense		163			0
Net loss before provision for income tax		(12,687	)		(474	)
Provision for income tax		0			0
Net loss		(12,687	)		(474	)
Loss per share – Basic and Diluted	$	0.00		$	0.00
Weighted average number of common shares outstanding		31,187,585			31,187,585

Supplemental disclosures of non-cash financing activities:

Richard Aland, an officer, director and shareholders of the company and a related entity have advanced to the Company a total of $43,845, which is payable on demand and non-interest bearing. Such advances consist of $10,962 from Demand Pooling Global Services, LLC and $32,883 from Richard Aland. Such advances were forgiven and contributed to capital in connection with the June 2016 Transactions.

See accompanying notes to financial statements.

DEMAND POOLING, INC. A Development Stage Company NOTES TO FINANCIAL STATEMENTS

~~STATEMENTS~~NOTE OF1 ~~CASH~~– ~~FLOWS (Unaudited)~~BASIS OF PRESENTATION

		Three Months Ended March 31, 2016			Three Months Ended March 31, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss)	$	(12,687	)	$	(474	)
Adjustments to reconcile Net Income to net cash provided by operations:
Accrued Interest		163			0
Increase (decrease) in accounts payable		(12,500	)		146
Net cash used by operating activities		(25,024	)		(328	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Shareholder Advances		25,000			354
Net cash provided by financing activities		25,000			354
NET (DECREASE) INCREASE IN CASH		(24	)		26
Cash at beginning of period		55			27
CASH AT END OF PERIOD	$	31		$	53

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Accordingly, these condensed financial statements do not include all of the information and footnotes required for audited annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the condensed financial statements not misleading have been included. The balance sheet at December 31, 2015 has been derived from the Company’s audited financial statements as of that date.

6The unaudited condensed financial statements included herein should be read in conjunction with the audited financial statements and the notes thereto that are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 that was filed with the SEC on March 30, 2016. The results of operations for the six months ended June 30, 2016 are not necessarily indicative of the results to be expected for the full year or any other period.

NOTE 12 -- ~~INTERIM~~SUMMARY ~~FINANCIAL~~OF ~~STATEMENTS:~~SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC). Accordingly, these condensed consolidated financial statements do not include all of the information and footnotes required for audited annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the condensed financial statements not misleading have been included. The balance sheet at December 31, 2015, has been derived from the Company’s audited consolidated financial statements as of that date.

The unaudited condensed financial statements included herein should be read in conjunction with the audited financial statements and the notes thereto that are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, that was filed with the SEC on March 30, 2016. The results of operations for the three months ended March 31, 2016, are not necessarily indicative of the results to be expected for the full year, or any other period.

NOTE 2 - SUMMARY OF SIGNIFICANT 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 the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Income Taxes:

The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.

~~Loss per Common Share:~~6

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 for this reporting period.

~~NEW~~New ~~ACCOUNTING~~Accounting ~~PRONOUNCEMENTS~~Pronouncements

From time to time new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future will not have an impact on its accounting or reporting or that such impact will ~~not~~ not be material to its financial position, results of operations and ~~case~~cash flows when implemented.

NOTE 3 - EQUITY

On June 17, 2016, Kai Cheng Tang (the “Buyer”) acquired 68,812,415 shares (the “New Shares”) of the Company’s Common Stock from the Company for a price of $70,000. The Company used all the proceeds from the sale of the New Shares to pay its outstanding liabilities.

The total number of shares of stock which the Company has authority to issue is one hundred ten million (110,000,000). These shares are divided into two classes with 100,000,000 shares designated as common stock at $.0001 par value (the “Common Stock”) and 10,000,000 shares designated as preferred stock at $.0001 par value (the “Preferred Stock”). The Preferred Stock of the Company shall be issued by the Board of Directors of the Company in one or more classes or one or more series within any class and such classes or series shall have such voting powers, full or limited, or no voting powers, and such designations, preferences, limitations or restrictions as the Board of Directors of the Company may determine, from time to time.

Holders of shares of Common Stock shall be entitled to cast one vote for each share held at all stockholders’ meetings for all purposes, including the election of directors. The Common Stock does not have cumulative voting rights. No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock of any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.

As of June 30, 2016, the Company has no shares of Preferred Stock outstanding and 100,000,000 shares of Common Stock issued and outstanding.

NOTE 34 -– GOING CONCERN:

The Company’s financial statements ~~have~~ have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. We have incurred a net ~~loss~~losses of approximately $12269,~~687.~~076 Insince ~~addition,~~inception wethrough ~~have~~June ~~an accumulated deficit of $241~~30,~~934 as~~ ~~of March 31,~~ 2016 ~~and a working capital deficit of $155,334~~. ~~The report of our independent registered public accounting firm~~ onAt ~~our~~June ~~financial~~30, ~~statements for the year ended December 31~~2016, ~~2015~~we ~~contains~~had an$0 ~~explanatory~~in ~~paragraph~~cash ~~regarding~~and ~~our~~$0 ~~ability~~other toassets ~~continue as a going concern based upon recurring operating losses~~ and our ~~need~~total toliabilities ~~obtain~~were ~~additional financing to sustain operations~~$43,632. Our ability to continue as a going concern is dependent upon our ability to obtain the necessary financing to meet our obligations and repay our liabilities when they become due and to generate sufficient revenues from our operations to pay our operating expenses.

We may seek to raise additional funds through public or private sale of our equity or debt securities, or borrowing funds from private or institutional lenders. In ~~additions~~ addition to obtaining necessary financing, the Company intends to ~~implement~~discontinue athe ~~plan~~demand ~~for~~aggregation ~~charging~~business ~~for~~in which the ~~use~~Company ofwas ~~its platform.~~previously Toengaged. ~~date,~~The ~~the~~ Company ~~has~~intends ~~only~~to ~~granted~~develop ~~“beta”~~itself ~~access~~into toa real estate company engaged primarily in the ~~platform~~acquisition, renovation and resale noof ~~fees~~residential ~~have~~real ~~been~~estate ~~charged~~properties, including single-family detached homes and condominiums, initially located in the San Francisco Bay area.

There are no assurances that we will continue as a going concern and the Company’s financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 5 - ~~CAPITAL STOCK:~~SHAREHOLDER ADVANCES

~~The~~Richard ~~total number of shares of capital stock which the Company has authority to issue is one hundred ten million (110~~Aland,~~000,000).~~ ~~These~~an ~~shares are divided into two classes with 100~~officer,~~000,000~~ ~~shares~~director ~~designated as common stock at $.0001 par value (the “Common Stock”)~~ and ~~10,000,000~~shareholder ~~shares designated as preferred stock at $.0001 par value (the “Preferred Stock”). The Preferred stock~~ of the Company ~~shall~~and bea ~~issued~~related byentity ~~the~~have ~~Board~~advanced ofto ~~Directors of~~ the Company ina ~~one~~total orof ~~more~~$56,845, ~~classes~~which oris ~~one~~payable oron ~~more series within any class~~ demand and ~~such~~non-interest ~~classes~~bearing. orSuch ~~series~~advances ~~shall~~consist ~~have~~of ~~such voting powers~~$10,962 ~~full~~from orDemand ~~limited,~~Pooling orGlobal ~~no voting powers~~Services, LLC and ~~such designations~~$45,882 ~~preferences,~~from ~~limitations~~Richard orAland. Such ~~restrictions~~advances aswere ~~the~~forgiven ~~Board~~in ofconnection ~~Directors of~~with the ~~Company~~June ~~may~~2016 ~~determine, from time to time~~Transactions.

~~Holders~~NOTE of6 ~~shares~~– ofNOTE Common stock shall be entitled to cast one vote for each share held at all stockholders’ meetings for all purposes, including the election of directors. The Common Stock does not have cumulative voting rights. No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock of any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.PAYABLE

AsConsists of ~~March~~a 31note payable bearing interest at 5% per annum and is due January 4, 2017 which was cancelled in connection with the June 2016 Transactions. In addition, on February 25, 2016, the Company ~~has~~borrowed $25,000 pursuant to a Secured Promissory Note (“Note”) from the Buyer which is payable noupon ~~shares~~the earlier to occur of ~~Preferred~~(a) ~~Stock~~the ~~outstanding~~date on which a proposed Transaction (as defined in the Note) closes; (b) May 31, 2016; and (c) the date on which the Note is accelerated in accordance with its terms; provided, however, that if the Transaction does not close due to a failure by the Buyer to perform its material obligations under such Transaction documents, the Maturity Date will be December 31,~~187~~ 2016. Richard K. Aland,~~585~~ the Company’s CEO, has pledged his shares ofto ~~Common~~secure ~~Stock~~the ~~issued~~payment and ~~outstanding~~performance under the Note. The Note was contributed to the Company’s capital in connection with the June 2016 Transactions.

NOTE 5 7- ~~SHAREHOLDER ADVANCES:~~SUBSEQUENT EVENT

~~Richard~~On ~~Aland~~July an15, ~~officer~~2016, ~~director~~the Buyer contributed ~~and~~his ~~shareholder~~8% ~~and~~interest ~~other~~in ~~shareholders~~a ofresidential ~~the~~real ~~Company~~estate ~~have~~property ~~advanced~~in San Francisco to the Company. aSince ~~total~~July of14, ~~$70~~2016,~~008~~ the property has been owned by March XIII 2015 LLC, ~~which~~a Delaware limited liability company (“March XIII”). March XIII is ~~payable~~managed onby ~~demand~~Luxury ~~and~~Landmarks ~~non-interest~~LLC, ~~bearing~~a Delaware limited liability company (“Luxury”). ~~Such~~Luxury ~~advances~~is ~~consist~~wholly owned and managed by the Buyer. The members of ~~$10~~March XIII are Luxury,~~962~~ ~~from~~which ~~Demand~~has ~~Pooling~~a ~~Global~~twenty ~~Services~~percent (20%) interest, ~~LLC;~~the ~~$27~~Company,~~723~~ ~~from~~which ~~Richard~~has ~~Aland;~~an eight percent (8%) interest, and ~~$31~~an individual outside investor,~~323~~ ~~from~~who ~~other~~has ~~shareholders~~a seventy two percent (72%) interest. Net income of March XIII will be allocated among the members in accordance with their percentage interests. Distributions will be made to the members in accordance with their percentage interests, except for liquidating distributions which will be made to the members in accordance with their positive capital account balances.

NOTE 6 – NOTE PAYABLE:

Consists of a note payable bearing interest at 5% per annum and is due January 4, 2017.

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

Plan of Operations

From inception (April 29, 2008), ~~Accelerated Acquisitions~~Demand VPooling, Inc. was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business ~~seeking~~ seeking the perceived advantages of being a publicly held corporation.

On ~~April~~June 2917, ~~2008~~2016, Kai Cheng Tang (the “Buyer”) ~~Registrant~~acquired ~~sold~~68,812,415 5shares (the “New Shares”) of the Company’s Common Stock from the Company for a price of $70,000.00 or $0.001017258 per share. The Company used all the proceeds from the sale of the New Shares to pay its outstanding liabilities. At the same time, the Buyer acquired (a) 22,310,000 shares of Common Stock tofrom ~~Accelerated~~Richard ~~Venture~~K. ~~Partners~~Aland for a price of $110,747.00 ~~LLC~~and ~~for~~(b) an3,877,585 ~~aggregate~~shares ~~investment~~of Common Stock from Donald Kelly for a price of $419,~~000~~253.00. ~~These~~(such shares, ~~were~~the ~~issued immediately~~“Outstanding ~~following~~Shares” and collectively with the ~~incorporation~~New ofShares, the ~~Company~~“Shares” and ~~were~~all such transactions, the “~~founder’s~~June ~~shares~~2016 Transactions”). Following ~~There~~the ~~were~~June no2016 ~~written~~Transactions, the Buyer owns 95,000,000 shares of Common Stock or ~~oral~~95.0% ~~agreements~~of the 100,000,000 issued and outstanding ~~between~~shares of Common Stock and the ~~parties~~holdings ~~relevant~~of Messrs. Aland and Kelly (together, the “Sellers”) were reduced to 1,461,138 and 231,322 shares of Common Stock, respectively, or an aggregate of approximately 1.69% of the ~~purchase~~total issued and outstanding shares of Common Stock. Simultaneously with the ~~founder~~Buyer’s ~~shares~~purchases of the Shares, Mr. Aland resigned as CEO and CFO of the ~~purchaser~~Company and ~~became~~Mr. Tang was elected to such positions, Mr. Aland resigned from the ~~sole~~Company’s ~~shareholder~~Board of Directors effective as of the ~~Company~~close ~~(which~~of atbusiness on July 11, 2016, the ~~time~~size of the Board was aincreased ~~“shell”~~from ~~corporation~~one to three and Mr. ~~The~~Tang, ~~Registrant~~Daniel ~~sold~~L. ~~these~~Conrad ~~shares~~and Philip S. Lanterman were simultaneously appointed to the Company’s Board of ~~Common~~Directors ~~Stock~~effective ~~under~~as of the ~~exemption~~close of business on July ~~from~~11, ~~registration~~2016. ~~provided~~The byforegoing ~~Section~~actions ~~4(2)~~represent a change of ~~the~~control ~~Securities~~of ~~Act~~the Company.

OnPrior ~~March~~to ~~22,~~the ~~2010~~purchases ~~Richard~~of K.the ~~Aland (“Purchaser”)~~Shares, ~~agreed~~the toBuyer ~~acquire~~was ~~23,907,138~~not ~~shares~~affiliated ofwith the Company~~’s common stock par value $0~~.~~0001~~ ~~for a price of $0.0001 per share and Donald Kelly agreed to acquire 4~~However,~~218,907~~ ~~shares of~~ the ~~common~~Buyer ~~stock~~will ~~par~~be ~~value~~deemed ~~$0.0001~~an ~~for~~affiliate ~~a price~~ of ~~$0.0001~~the ~~per~~Company ~~share~~after at the ~~same~~purchases ~~time,~~of ~~Accelerated~~the ~~Venture~~Shares ~~Partners,~~as ~~LLC~~a ~~agreed~~result ~~to tender 1,979,760~~ of ~~its~~his ~~5,000,000~~stock ~~shares~~ownership ofinterest in the Company~~’s common stock par value $0~~.~~0001 for cancellation. The entire transaction was consummated on April 2, 2010.~~

The ~~transaction~~purchase ~~was~~of the ~~subject~~New ofShares anby ~~oral~~the Buyer ~~agreement~~was ~~between the~~completed ~~parties~~pursuant ~~which~~to ~~designated~~a written Subscription Agreement with the ~~applicable~~Company ~~share~~while ~~amounts~~the ~~and~~purchase ~~share~~of ~~price~~the Outstanding Shares from Messrs. Aland and Kelly was ~~one~~completed ~~integrated~~pursuant ~~transaction.~~to ~~There~~a ~~was~~written noStock ~~specific consideration~~Purchase ~~allocated~~Agreement toamong ~~any~~such ofpersons ~~its~~and ~~elements;~~the iCompany.e. ~~there~~The purchase of the New Shares was nonot ~~specific~~subject ~~consideration~~to ~~for~~any other terms and conditions other than the ~~tender~~sale of ~~shares~~the ~~apart~~New ~~from~~Shares ~~the~~in exchange ~~overall~~for ~~consideration~~the ~~paid~~cash ~~by Messrs~~payment. ~~Aland~~The Stock Purchase Agreement contained customary representations and ~~Kelly~~warranties ~~for~~and ~~their~~post-closing ~~concurrent~~covenants of ~~purchase~~each party and customary closing conditions. Breaches of ~~their~~the ~~interest~~representations inand warranties of the Company. Byand ~~letter~~the Sellers will ~~dated~~be ~~March~~subject 25to indemnification provisions limited, ~~2010~~except in the case of fraud, ~~AVP~~to ~~tendered~~the 1,~~979~~692,~~760~~460 shares of ~~its~~Common ~~stock~~Stock toretained by the ~~Company for cancellation~~Sellers.

~~Messrs.~~On ~~Aland~~June 17, 2016, the Company and ~~Kelly~~the Licensor ~~subsequently~~terminated ~~made~~the ~~gifts~~Licensing ofAgreement ~~136,000~~in connection with the June 2016 Transaction described above. There were no early termination ~~and~~penalties ~~110,000~~incurred ~~shares,~~by ~~respectively,~~the toCompany anin ~~aggregate~~connection with the termination of ~~ten~~the ~~donees~~Licensing Agreement. ~~All~~The ~~gifted~~Buyer ~~shares~~intends ~~were~~to ~~donated~~discontinue the ~~prior~~demand aggregation business in which the Company was previously engaged and to ~~April~~develop 2the Company into a real estate company engaged primarily in the acquisition, ~~2010~~renovation and resale of residential real estate properties, including single-family detached homes and condominiums, initially located in the San Francisco Bay area.

Following these transactions, Mr. Aland owned 69.12% and Mr. Kelly owned 11.94% of the Company’s 34,391,506 issued and outstanding shares of common stock par value $0.0001 and the interest of Accelerated Venture Partners, LLC was reduced to approximately 9.69% of the total issued and outstanding shares. Simultaneously with the share purchase, Timothy Neher resigned from the Company’s Board of Directors and Messrs. Aland and Kelly were simultaneously appointed to the Company’s Board of Directors. Such action represents a change of control of the Company. Mr. Kelly resigned as an Officer and Director of the Company in May 2012.

Prior to the purchase of the shares, the Purchasers were not affiliated with the Company. However, the Purchasers will be deemed affiliates of the Company after the share purchase as a result of their stock ownership interest in the Company. The purchase of the shares by the Purchasers was completed pursuant to written Subscription Agreements with the Company. The purchase was not subject to any other terms and conditions other than the sale of the shares in exchange for the cash payment.

On April 15, 2010, the Company entered into a Licensing Agreement (“Licensing Agreement”) with Demand Pooling Global Services, LLC (“Licensor”), a related party, pursuant to which the Company was granted a, non-transferrable license for certain territories (an exclusive license for North America and a non-exclusive license for all markets outside of North America) for certain intellectual property developed by Licensor, principally comprising a business concept and related technology which has, as its core product, the aggregation of demand for high-ticket capital equipment and selected commodities to facilitate cooperative purchases of similar products by a significant number of large end-users (the “Technology”). The Technology would also permit and facilitate pooled financing for such purchases in a manner which permits greater financial flexibility for the end-users. Finally, the Technology permits and facilitates the disposal of older equipment and commodities by end-users in order to improve the cost recovery on disposal of surplus or dated equipment and commodities. The License also provides for the use of a datacenter through a third-party provider. The senior manager of both firms is the same, Richard Aland.

On June 30, 2013, the Company amended its Licensing Agreement by deleting Article 3 — Research, Development and Commercialization Funding Requirements, and Article 4 — Licensee’s Commercialization Obligations, in their entirety, The Amendment to the Licensing Agreement eliminated the condition of the Company to generate net revenues in excess of expenses in the normal course of business operations or the funding by the Company of a minimum of $10,000,000. As a result of deleting Article 3, the Company no longer has an obligation to fund the research, development and commercialization of the Technology required in Article 4 of the Licensing Agreement.

Except for the rights granted under the License Agreement, Licensor retains all rights, title and interest to the Technology and any improvements thereto—although the License includes the Company’s right to utilize such improvements.

The ownership of the intellectual property necessary for development and modification of the electronic platform resides with the Licensor and becomes a part of the exclusive North American and non-exclusive worldwide (outside North America) License.

In order to implement and operate a pool, the Company does not currently need additional hardware or software beyond that which it has licensed from the Licensor and infrastructure that it leases on an oral month-to-month basis from Databank, LLC. The server capacity is not currently stressed and one standby server provides redundancy for the platform application. The Company does not anticipate a number of user accesses (“hits” to its system) that would be typical for consumer-oriented applications that might achieve accesses of hundreds of thousands or even millions of hits during a 24-hour period. It is likely that the Company’s website would only achieve hundreds of hits or thousands of hits during a 24 hour period, which does not stress the capacity of the existing servers. To double the capacity, the Company could convert its redundant server to an application server or add additional servers, as needed for new products. The current cost of new servers, configured as believed to be necessary for the Company’s foreseeable needs, is approximately $4,000-$5,000 each and it is anticipated that new servers, if needed, will be purchased and owned by the Company or leased from the server manufacturers.

No authorizations are needed to launch, implement and operate pooled transactions. The Company determines when pools are to be launched and how potential users are to be addressed. Currently, its marketing approach is through a direct email campaign based upon contacts which the Company has identified. Most of these contacts, which now number fewer than 10,000 out of the estimated 87,000 state and local government entities, have been obtained by the Company investigating state and local government websites (cities, counties, states, airports, transit agencies, school and hospital districts and higher education facilities) and trade organization websites. The Company intends to continue and to expand its email notification activities and, if funding becomes available and/or net revenue generation is sufficient, to investigate the affordability of implementing advertising and public relations campaigns.

The Licensing Agreement calls for royalties payable by the Company to the Licensor of ten percent (10%) of all gross revenues resulting from the use of the Technology by the Company and twenty-five percent (25%) of all royalties and fees received from third party sublicensees.

The license is terminable upon the occurrence of certain events of default specified in the License Agreement.

On February 25, 2016, the Company borrowed $25,000 pursuant to a Secured Promissory Note (“Note”) from an investor (“Lender”) which is payable upon the earlier to occur of (a) the date on which a proposed Transaction (as defined in the Note) closes; (b) May 31, 2016; and (c) the date on which the Note is accelerated in accordance with its terms; provided, however, that if the Transaction does not close due to a failure by the Lender to perform its material obligations under such Transaction documents, the Maturity Date will be December 31, 2016. Richard K. Aland, the Company’s CEO, has pledged his shares to secure the payment and performance under the Note.

Results of Operations

Three Months Ended ~~March~~June 3130, 2016 Compared to Three Months Ended ~~March~~June 3130, 2015

NoThere ~~revenue~~ was ~~recorded~~ ~~for~~no revenue for the three months ended ~~March~~June 3130, 2016 orand ~~in the comparable period in~~ 2015. Net ~~Loss~~loss for three months ended ~~March 31~~June 30, 2016 was $1227,~~687~~142 compared to net ~~loss~~ income of $~~474~~33,583 for the three months ended ~~March~~June 3130, 2015. The increase in ~~the~~ net loss was primarily due to ~~increased~~forgiveness ~~professional~~of ~~fees~~debt during the three month period ending June 30, 2016.

General and ~~administrative~~ administrative expenses for three months ended ~~March~~June 3130, 2016 increased by $1257,~~687~~888 compared to ~~$474 in~~ the three months ended ~~March~~ 31June 30, 2015. ~~The increase in expenses was due to an increase in professional fees.~~

Six Months Ended June 30, 2016 Compared to Six Months Ended June 30, 2015

Net loss for six months ended June 30, 2016 increased to $39,829 compared to a net income of $33,109 for the six months ended June 30, 2015. The increase in net loss was primarily due to increased general and administrative expenses.

General and administrative expenses for the six months ended June 30, 2016 increased] by $69,938 compared to the six months ended June 30, 2015.

Liquidity and Capital Resources

As of ~~March~~June 3130, 2016, the Company had cash on hand of $~~31 and~~0 and total current liabilities of $~~155~~43,~~365~~795.

The Company’s net losses to date are primarily attributable to ~~pre-launch~~development ~~salaries~~stage ~~and~~activities. ~~costs~~The Company believes that these results will not be characteristic of ~~general~~the ~~business~~Company’s ~~model~~operating ~~implementation~~results once it develops its real estate business. The Company’s future success is therefore very dependent upon its ability to achieve profitable operations and generate cash from operating activities.

We may seek to raise additional funds through public or private sale of our equity or debt securities, or borrowing funds from private or institutional lenders. If we raise additional funds through the issuance of debt securities, these securities would have rights that are senior to holders of our ~~common~~Common ~~stock~~Stock and could contain covenants that restrict our operations. Any additional equity financing would likely be substantially dilutive to our stockholders. In addition, if we raise additional funds through the sale of preferred equity securities, new investors ~~could~~ could have rights superior to our existing stockholders.

If we are unable to raise sufficient additional funds when needed, we would be required to further reduce operating expenses by, among other things, curtailing significantly or delaying or eliminating part or all of our operations.

Our ability to obtain additional financing is dependent on the state of the debt and/or equity market, and such markets’ reception of us and our offering terms. In addition, our ability to obtain financing may be dependent on the status of our operating activities, which cannot be predicted. There is no assurance that capital in any form will be available to us, and, if available, that it will be on terms and conditions that are acceptable.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a “Smaller Reporting Company” as defined by Rule 12b-2 of the Exchange Act and in Item 10(f)(1) of Regulation S-K, this Item is inapplicable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of ~~March~~June 3130, 2016. Based on this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are not effective to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that our disclosure and controls are not designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; and (3) ineffective controls over period end financial disclosure and reporting processes.

Management believes that the material weaknesses set forth in items (2) and (3) above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

Changes in Internal Control Over Financial Reporting

There were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred during the ~~first~~second quarter of fiscal 2016 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

1210

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

To the best knowledge of the Company’s management, the Company is not a party to any legal proceeding or litigation.

Item 1A. Risk Factors.

There have been no material changes to our Risk Factors disclosed in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2015 except as set forth in Item 8.01 of the Company’s Current Report on Form 8-K filed with the SEC on June 23, 2016.

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

~~None~~On June 17, 2016, Kai Cheng Tang (the “Buyer”) acquired 68,812,415 shares (the “New Shares”) of the Company’s Common Stock from the Company for a price of $70,000.00 or $0.001017258 per share. The purchase of the New Shares by the Buyer was completed pursuant to a written Subscription Agreement with the Company and was not

The New Shares were not sold through an underwriter and, accordingly, there were no underwriting discounts or commissions involved.

The issuance of the New Shares to the Buyer described above was exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), as a transactions by an issuer not involving any public offering. The Buyer represented in the Subscription Agreement his intention to acquire the New Shares for investment only and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to the share certificate issued in such transaction.

The Company used all the proceeds from the sale of the New Shares to pay its outstanding liabilities.

A more complete description of this transaction was included in the Company’s Current Report on Form 8-K filed with the SEC on June 23, 2016.

Item 3. Defaults Upon Senior Securities.

None

Item 4. Mine Safety Disclosures.

None

Item 5. Other Information.

None.

Item 6. Exhibits.

Exhibit No.	Description	~~Description~~
31.1	Certification of the Company’s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016.	Certification of the Company’s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.
31.2	Certification 31.1 Certification of the Company’s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of the Company’s Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016.	Certification of the Company’s Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.
32.1	Certification of the Company’s 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.	~~Certification of the Company’s 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.INS		XBRL Instance Document
101	Interactive data files pursuant to Rule 405 of Regulation S-T: (i) Balance Sheets as of June 30, 2016 and December 31, 2015, (ii) Statements of Operations for the three and six months ended June 30, 2016 and June 30, 2015, (iii) Statements of Cash Flows for the six months ended June 30, 2016 and June 30, 2015, and (iv) the notes to Financial Statements.*
101.SCH		XBRL Taxonomy Extension Scheme
101.CAL		XBRL Taxonomy Extension Calculation Linkbase
101.DEF		XBRL Taxonomy Extension Definition Linkbase
101.LAB		XBRL Taxonomy Extension Label Linkbase
101.PRE		XBRL Taxonomy Presentation Linkbase

13*This information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Francisco, California on this 18th day of August 2016.

Dated: May 13, 2016
	DEMAND POOLING, INC.
	By:	/s/ Richard K. Aland
		Richard K. Aland
		Chairman and Chief Executive Officer and Chief Financial Officer

	DEMAND POOLING, INC.


	By:	/s/ Kai Cheng Tang
		Kai Cheng Tang
		Chief Executive Officer and Chief Financial Officer (Principal Executive, Financial and Accounting Officer)

16 12

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