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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, 2011or

[ ] 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 000-52276

NEWS OF CHINA INC.(Exact
name of registrant as specified in its charter)

|Delaware                         | 98-0471083         
|-------------------------------- | -------------------
|State or other jurisdiction      | (I.R.S. Employer   
|of incorporation or organization | Identification No.)

Delaware Intercorp, Inc., 113 Barksdale Professional
Center, Newark, DE 19711(Address of principal executive offices)
(Zip Code)

Registrants telephone number, including area code (450)
443-1153

|Securities registered pursuant to Section 12(b) of the
      Act: |                                          
|----------------------------------------------------------------- | -----------------------------------------
|Title of Each Class                                               | Name of each exchange on which registered

Securities registered pursuant to section 12(g) of the Act:

Shares of common stock with a par value of
$0.0001(Title of class)

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ]      No
[X]

Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ ]      No
[X]

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 [ ]

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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 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, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange

Large accelerated filer [ ]
    
    Accelerated filer [ ]Non-accelerated filer [ ]
    (Do not check if a smaller reporting company)
    Smaller reporting company [X]


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

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of such
common equity, as of the last business day of the registrants most recently
completed second fiscal quarter.

4,100,000 shares of common stock at a price of $0.10 per share
for an aggregate market value of $410,000 1

1The aggregate market value of the voting stock held
by non-affiliates is computed by reference to the price of our common stock on
December 31, 2010.

Indicate the number of shares outstanding of each of the
registrants classes of common stock, as of the latest practicable date:
25,900,000 shares of common stock as of October 13,
2011.

ii

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TABLE OF CONTENTS

|PART
      I                                                                                                                     | 1  
|-------------------------------------------------------------------------------------------------------------------------------- | ---
|ITEM
      1. BUSINESS                                                                                                           | 1  
|ITEM
      1A. RISK FACTORS                                                                                                      | 2  
|ITEM
      1B. UNRESOLVED STAFF COMMENTS                                                                                         | 9  
|ITEM
      2. PROPERTIES                                                                                                         | 9  
|ITEM
      3. LEGAL PROCEEDINGS                                                                                                  | 10 
|PART
      II                                                                                                                    | 10 
|ITEM
      5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
      ISSUER PURCHASES OF EQUITY SECURITIES | 10 
|ITEM
      6. SELECTED FINANCIAL DATA                                                                                            | 11 
|ITEM
      7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
      OF OPERATIONS                        | 11 
|ITEM
      7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                                                        | 13 
|ITEM
      8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                                                                        | F-1
|ITEM
      9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
      FINANCIAL DISCLOSURE                         | 14 
|ITEM
      9A(T). CONTROLS AND PROCEDURES                                                                                        | 14 
|ITEM
      9B. OTHER INFORMATION                                                                                                 | 15 
|PART
      III                                                                                                                   | 16 
|ITEM
      10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE                                                            | 16 
|ITEM
      11. EXECUTIVE COMPENSATION                                                                                            | 20 
|ITEM
      12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
      RELATED STOCKHOLDER MATTERS              | 21 
|ITEM
      13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
      INDEPENDENCE                                   | 23 
|ITEM
      14. PRINCIPAL ACCOUNTING FEES AND SERVICES                                                                            | 23 
|PART
      IV                                                                                                                    | 25 
|ITEM
      15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES                                                                           | 25 
|SIGNATURES                                                                                                                       | 26 

iii

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PART I

ITEM 1. BUSINESS

Forward Looking Statements

This report contains forward-looking statements. These
statements relate to future events or our future financial performance. In some
cases, you can identify forward-looking statements by terminology such as may,
should, expects, plans, anticipates, believes, estimates,
predicts, potential or continue or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including the risks in the
section entitled Risk Factors, that may cause our companys or our industrys
actual results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.

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

In this report, unless otherwise specified, all references to
common shares refer to the common shares of our capital stock.

As used in this report, the terms we, us, our, News of
China means News of China Inc., unless otherwise indicated.

Corporate Overview

We are a development stage company incorporated in Delaware on
October 11, 2005. Our principal business when we were first established was to
provide an online financial media outlet for researching China-related stocks.
This media outlet would provide financial news and commentary, online video
broadcasting, and other information for researching China-related stocks.
China-related stocks refer to the stocks issued by companies whose main
operations are located in China.

In our online financial media outlet, we provided financial
news and commentary, online video broadcasting, and other information for
researching China-related stocks listed on the United States and Canadian stock
markets. China-related stocks refer to stock issued by companies whose main
operations are located in China. Due to the inefficiency of Chinas capital
markets, more and more China-related companies are seeking avenues to access the
public markets in the United States and Canada to raise capital needed to cope
with Chinas fast growing economy. Stock exchanges in the United States and
Canada have also expressed interest in attracting more Chinese companies.

We finished our online financial media outlet software
development in August 2006, and our media outlet became operational online at
www.newsofchina.com in August 2006. Since the initial launch of our online
financial media outlet, we updated the contents of our online financial media
outlet with relevant news updates, editorials and market analyses relating to
public companies with business operations in China. In addition to Mr. Chenxi
Shi and Mr. Zibing Zhang, we also engaged additional part time staff members to
help us gather relevant financial information for the contents of our online
financial media outlet.

1

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Furthermore, in December of 2006, Messrs. Zhang and Shi also
traveled to China to promote our business with the investment community there.
During this trip, Messrs. Zhang and Shi attended meetings with candidates who
can assist us to gather and collect relevant financial information in China on
Chinese reporting companies. Messrs. Zhang and Shi also met with individuals
from Beijing University to discuss the possibility of organizing an investor
relations forum at Beijing University. It was hoped that our company would then
be able to promote the benefits of its online media outlet to the attendees.
However, our management was not able to organize an investor relations forum as
planned.

In early 2007, our online financial media outlet experienced
software difficulties and is currently not operational.

In August 2007, we started incorporating a wholly owned
subsidiary in China called News of China (Beijing) Management Consultants Co.,
Ltd. and paid the initial capital registration fee of $30,000 as required under
Chinese company law. However, the further capital contribution in the amount of
$120,000 was too onerous for our company at that time, so subsequent to the
advance of $30,000, we decided not to invest the remaining $120,000 in order to
complete the incorporation process. As a consequence thereof, our agent in China
repaid the $30,000 advance we made in full to our company and the incorporation
of our subsidiary was cancelled.

In our managements opinion, we have not been able to achieve
the milestones we set to fully implement our business operations. Because we
have not been able to generate revenues from our online financial media outlet
and we have little working capital remaining, our management has decided to
suspend the implementation of our current business plan until such time when we
are able to obtain further financing. We anticipate that we will need to raise
$2-2.5 million additional financing through sales of our securities in
traditional private placement offerings or other types of private placement
transactions such as Private Investment in Public Equity (PIPE) before we can
continue implementing our current business plan. Alternatively, we may decide to
pursue a new business in a different direction other than our current business
plan.

Competition

We are a company seeking prospective business opportunities. We
compete with other companies for both the acquisition of prospective businesses
and the financing necessary to develop such businesses.

Employees

We currently have no employees, other than our sole officer and
director, and we do not expect to hire any employees in the foreseeable future.
We presently conduct our business through agreements with consultants and
arms-length third parties.

Subsidiaries

We do not have any subsidiaries.

Research and Development Expenditures

We did not incur expenditures in research and development over
the last fiscal year.

Intellectual Property

We do not own, either legally or beneficially, any patent or
trademark.

ITEM 1A. RISK FACTORS

Our common shares are considered speculative. Prospective
investors should consider carefully the risk factors set out below.

2

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Risks Related To Our Company

The global financial crisis has had, and may continue to
have, an impact on our business and financial condition.

The ongoing global financial crisis may also limit our ability
to access the capital markets at a time when we would like, or need, to raise
capital, which could have an impact on our ability to react to changing economic
and business conditions. Accordingly, if the global financial crisis and current
economic downturn continue or worsen, our business, results of operations and
financial condition could be materially and adversely affected.

We commenced our business operations in October, 2005 and we
have a limited operating history. If we cannot successfully manage the risks
normally faced by start-up companies, we may not achieve profitable operations
and ultimately our business may fail.

We have a limited operating history. We are currently a
development stage company and have developed preliminarily the necessary
software for the planned online financial media outlet. Accordingly, we have a
very limited operating history and we face all of the risks and uncertainties
encountered by early-stage companies.

As at June 30, 2011, we had an accumulated deficit of $199,860
since inception. We anticipate continuing to incur significant losses until, at
the earliest, we generate sufficient revenues to offset the substantial up-front
expenditures and operating costs associated with developing and marketing our
services. There can be no assurance that we will ever operate profitably.

Our independent auditors have expressed substantial doubt
about our ability to continue as a going concern, which may hinder our ability
to obtain future financing.

In their report dated October 13, 2011, our independent
auditors stated that our financial statements for the period October 11, 2005
(Date of Inception) to June 30, 2011 were prepared assuming that we would
continue as a going concern. Our ability to continue as a going concern is an
issue raised as we have never generated any revenue from operations. We
anticipate that we will continue to experience net operating losses. Our ability
to continue as a going concern is subject to our ability to obtain necessary
funding from outside sources, including obtaining additional funding from the
sale of our securities. Our lack of revenue and continued net operating losses
increase the difficulty in meeting such goals and there can be no assurances
that such methods will prove successful.

We have no customers and generate no revenues and have only
limited marketing experience to develop customers.

We have not yet entered into any agreements to sell our online
financial medial outlet services to any customers. We do not believe that we
will generate significant revenues in the immediate future. We will not generate
any meaningful revenues unless we successfully launch our online financial media
outlet and we obtain contracts with a significant number of customers. There can
be no assurance that we will ever be able to obtain contracts with a significant
number of customers to generate meaningful revenues or achieve profitable
operations.

We have only limited experience in developing and marketing
online financial media services, and there is limited information available
concerning the potential performance or market acceptance of our proposed
services. There can be no assurance that unanticipated expenses, problems or
technical difficulties will not occur which would result in material delays in
commercialization of our services or that our efforts will result in successful
commercialization.

3

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We need substantial additional financing and a failure to
obtain such required financing will inhibit our ability to grow or we may have
to curtail or cease operations.

Our capital requirements relating to the developing and
marketing of our services have been, and will continue to be, significant. We
are dependent on the proceeds of future financing in order to continue in
business and to develop and commercialize additional proposed services. We
anticipate requiring approximately $2,000,000 to $2,500,000 in additional
financing for our longer term growth. Our management has decided to suspend
implementation of our current business until such time when additional financing
of approximately $2,000,000 to $2,500,000 is achieved. There can be no assurance
that we will be able to raise the substantial additional capital resources
necessary to permit us to pursue our business plan. We have no current
arrangements with respect to, or sources of, additional financing and there can
be no assurance that any such financing will be available to us on commercially
reasonable terms, or at all. Any inability to obtain additional financing will
have a material adverse effect on us, such as requiring us to significantly
curtail or cease operations. In that case, you may lose your entire
investment.

The continued growth of our business will require additional
funding from time to time which would be used for general corporate purposes.
General corporate purposes may include acquisitions, investments, repayment of
debt, capital expenditures, repurchase of our capital stock and any other
purposes that we may specify in any prospectus supplement. Obtaining additional
funding would be subject to a number of factors including market conditions,
operational performance and investor sentiment. These factors may make the
timing, amount, terms and conditions of additional funding unattractive, or
unavailable, to us.

The terms of any future financing may adversely affect your
interest as stockholders.

If we require additional financing in the future, we may be
required to incur indebtedness or issue equity securities, the terms of which
may adversely affect your interests in our company. For example, the issuance of
additional indebtedness may be senior in right of payment to your shares upon
our liquidation. In addition, indebtedness may be under terms that make the
operation of our business more difficult because the lenders consent will be
required before we take certain actions. Similarly the terms of any equity
securities we issue may be senior in right of payment of dividends to your
common stock and may contain superior rights and other rights as compared to
your common stock. Further, any such issuance of equity securities may dilute
your interest in our company, which may reduce the value of your investment.

We could lose our competitive advantages if we are not able
to continuously develop superior services in our market niche and gain
substantial market penetration quickly.

Our success and ability to compete depends, to a significant
degree, on our ability to continuously develop superior services in our selected
market niche of targeting and providing information on publicly reporting
companies with business based in China and obtain substantial market penetration
quickly. Our business model is vulnerable to duplication by competitors,
especially competitors who are established in providing business and financial
information of publicly reporting companies, who have superior financial and
technological resources, industry experiences and marketing capacities. It is
difficult to take, and we have not taken, any action to protect our business
model in our selected market niche. If any of our competitors copies our
business model or develops similar services independently, we would not be able
to compete as effectively.

We may face regulatory difficulties for our
services.

Development of such a media solution might be subject to
regulations of various national, state, and provincial authorities in various
jurisdictions. To comply with the regulations we may face a variety of
bureaucratic difficulties that may likely add extra financial burden to our
company.

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The online media industry in China is subject to regulations of
several Ministries and the State Agencies, including China Internet Network
Information Center (CNNIC), The Ministry of Public Security of the Peoples
Republic of China, the Ministry of Information Industry of the Peoples Republic
of China, and Internet Society of China (ISC) etc. Although we are not required
to obtain authorization from these Ministries and State Agencies, the
accessibility of our planned online media might be blocked in China for
political or other unpredictable reasons, which might affect our business
activities in China substantially.

The uncertain legal environments in the Peoples Republic of
China and our industry may be vulnerable to local government agencies who have
persistent bureaucratic power over customers, reporters and other parties who
wish to renegotiate the terms and conditions of, or terminate their agreements
or other understandings with us, when we enter substantial agreement of
manufacturing and marketing of our proposed services in China.

Our Certificate of Incorporation and Bylaws contain
limitations on the liability of our directors and officers, which may discourage
suits against directors and executive officers for breaches of fiduciary
duties.

Our Certificate of Incorporation, as amended, and our Bylaws
contain provisions limiting the liability of our directors for monetary damages
to the fullest extent permissible under Delaware law. This is intended to
eliminate the personal liability of a director for monetary damages on an action
brought by origin our right for breach of a directors duties to us or to our
stockholders except in certain limited circumstances. In addition, our
Certificate of Incorporation, as amended, and our Bylaws contain provisions
requiring us to indemnify our directors, officers, employees and agents serving
at our request, against expenses, judgments (including derivative actions),
fines and amounts paid in settlement. This indemnification is limited to actions
taken in good faith in the reasonable belief that the conduct was lawful and in,
or not opposed to our best interests. The Certificate of Incorporation and the
Bylaws provide for the indemnification of directors and officers in connection
with civil, criminal, administrative or investigative proceedings when acting in
their capacities as agents for us. These provisions may reduce the likelihood of
derivative litigation against directors and executive officers and may
discourage or deter stockholders or management from suing directors or executive
officers for breaches of their fiduciary duties, even though such an action, if
successful, might otherwise benefit our stockholders and directors and
officers.

Our success depends on our management team and other key
personnel, the loss of any of whom could disrupt our business
operations.

Our future success will depend in substantial part on the
continual services of our senior management, including our President and Chief
Executive Officer, Chenxi Shi. As a startup company, currently none of the
senior management team draws salaries from our company. We do not carry key
person life insurance on any of our officers or employees. The loss of the
services of one or more of our key personnel could impede implementation of our
business plan and result in reduced profitability.

Our future success will also depend on the continued ability to
attract, retain and motivate highly qualified technical, sales and marketing,
customer support personnel. Competition for qualified personnel is intense in
our industry. We cannot assure you that we will be able to retain our key
personnel or that we will be able to attract, assimilate or retain qualified
personnel in the future. Our inability to hire and retain qualified personnel or
the loss of the services of our key personnel could have a material adverse
effect upon our business, financial condition and results of operations.

Because our officers, directors and principal shareholders
control a majority of our common stock, investors will have little or no control
over our management or other matters requiring shareholder approval.

Our officers and directors and their affiliates in the
aggregate, beneficially own approximately 66.9% of issued and outstanding shares
of our common stock. As a result, they have the ability to control matters
affecting minority shareholders, including the election of our directors, the
acquisition or disposition of our assets, and the future issuance of our shares.
Because our officers, directors and principal shareholders control the company,
investors will not be able to replace our management if they disagree with the
way our business is being run. Because control by these insiders could result in
management making decisions that are in the best interest of those insiders and
not in the best interest of the investors, you may lose some or all of the value
of your investment in our common stock.

5

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Because we do not have sufficient insurance to cover our
business losses, we might have uninsured losses, increasing the possibility that
you would lose your investment.

We may incur uninsured liabilities and losses as a result of
the conduct of our business. We do not currently maintain any comprehensive
liability or property insurance. Even if we obtain such insurance in the future,
we may not carry sufficient insurance coverage to satisfy potential claims. We
do not carry any business interruption insurance. Should uninsured losses occur,
any purchasers of our common stock could lose their entire investment.

Risks Relating to our Business

Our success depends upon the development of Chinas and the
worlds capital markets.

China is one of the fastest growing economies in the world.
China is now taking great efforts to develop its current capital market into a
more effective one. The growth of Chinas capital market might significantly
reduce the necessity of Chinese companies to go public in the United States and
Canada. Furthermore, Chinese companies also have the options to go public in
other global capital markets such as those in Hong Kong and Singapore. The
development of other global capital markets can also attract more companies to
go public in those alternative stock markets. Moreover, Chinese regulators might
limit the number and the ability of Chinese companies to go public in the United
States and Canada. Because our online financial media outlet will focus on North
American publicly reporting companies with business based in China, all these
circumstances can have an adverse effect on our business.

We face competition from larger and stronger companies that
have the resources to provide superior and less costly services.

The markets that we are entering are intensely competitive. We
expect additional competition to come from the increasing number of new market
entrants who can develop potentially competitive services. We will face
competition from numerous sources, including, large established traditional and
online media who have superior resources and industry experiences. Our potential
competitors may succeed in developing services that are more effective or less
costly (or both) than our services. Some of our potential competitors may be
large, well-financed and established companies that have greater resources and,
therefore, may be better able than us to compete for a share of the market.

Our business is to provide online financial information through
our online financial media outlet for researching China-related stocks to North
America financial institutions. To our best knowledge, there is no established
online media focused on our selected market niche yet. However, we have to
compete with a large number of traditional media providing similar or even
superior services such as The Wall Street Journal, CNBC, Bloomberg and Financial
Times. Competition also comes from various financial online media such as
finance.yahoo.com, Reuters.com, wallst.net etc. These traditional and online
financial media have superior financial resources, industry experiences, market
penetration and marketing capacity. Potential new entrants can copy our business
model and compete with us in our selected market niche as well. Our competitive
edge relies upon providing a one place financial media solution for researching
China-related stocks listed in North American stock exchanges. Our Chinese
cultural and language literacy and local connections in China enable us to
provide information that is not available to these established traditional and
online media. Our media will also cover information about China-related
companies, especially small to medium sized ones, which are usually not covered
by these established media. However, there is no assurance we can compete with
these established or new competitors effectively, and if we fail to provide
superior services effectively than these competitors, our business will fail and
you will lose your entire investment.

Our operations depend upon the timeliness and quality of the
services of web hosting service providers.

Our online financial media outlet is dependent on the quality
and the timeliness of web hosting services. We currently use the web hosting
services of DailyRazor Hosting (www.dailyrazor.com), a division of Vecordia
Corporation. The failure to provide high quality and timely services of the
provider will have material adverse effects on our business activities and our
profitability.

6

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We may face technological difficulties

Our online media outlet services are dependent upon the smooth
operation of the software we develop. Shortcomings and bugs in the software may
have material adverse effect on our business. Our online media outlet may also
be vulnerable to attacks from hackers and computer viruses, which may cause
interruption of our business.

We may be sued by reporting companies covered by our online
financial media outlet, and investors who rely on information disseminated
through our online financial media outlet.

We may have dispute with China related reporting companies
about the materials and information we cover and disseminate through our online
financial media outlet and thus be sued by these companies. Investors who make
investment decisions relying upon information disseminated through our financial
media outlet may also sue us for their losses. These legal proceedings might
have material negative effect on profitability of our business.

Risks Relating to the Peoples Republic of
China

The economic policies of the Peoples Republic of China
could affect our business.

Our business is to provide financial information through our
online financial media outlet for researching Chinas listed companies in the
United States and Canada. Accordingly, our results of operations and prospects
are subject, to a significant extent, to the economic, political and legal
developments in the Peoples Republic of China.

While the Peoples Republic of Chinas economy has experienced
significant growth in the past 20 years, such growth has been uneven, both
geographically and among various sectors of the economy. The Chinese government
has implemented various measures to encourage economic growth and guide the
allocation of resources. Some of these measures benefit the overall economy of
the Peoples Republic of China, but they may also have a negative effect on
us.

The economy of the Peoples Republic of China has been changing
from a planned economy to a more market-oriented economy. In recent years, the
Chinese government has implemented measures emphasizing the utilization of
market forces for economic reform and the reduction of state ownership of
productive assets, and the establishment of corporate governance in business
enterprises; however, a substantial portion of productive assets in the Peoples
Republic of China are still owned by the Chinese government. In addition, the
Chinese government continues to play a significant role in regulating industry
development by imposing industrial policies. It also exercises significant
control over the Peoples Republic of Chinas economic growth through the
allocation of resources, the control of payment of foreign currency-denominated
obligations, the setting of monetary policy and the provision of preferential
treatment to particular industries or companies.

Capital outflow policies in the Peoples Republic of China may
hamper our ability to expand our business and/or operations. The Peoples
Republic of China has adopted currency and capital transfer regulations. These
regulations may require us to comply with complex regulations for the movement
of capital. Although our management believes that it is currently in compliance
with these regulations, should these regulations or the interpretation of them
by courts or regulatory agencies change, we may not be able to remit income
earned and proceeds received in connection with any off-shore operations or from
other financial or strategic transactions we may consummate in the future.

Fluctuation of the Renminbi could materially affect our
financial condition and results of operations.

Fluctuation of the Renminbi, the currency of the Peoples
Republic of China, could materially affect our financial condition and results
of operations. The value of the Renminbi fluctuates and is subject to changes in
the Peoples Republic of Chinas political and economic conditions. Since July
2005, the conversion of Renminbi into foreign currencies, including United
States dollars, is pegged against the inter-bank foreign exchange market rates
or current exchange rates of a basket of currencies on the world financial
markets. As of June 30, 2011, the exchange rate between the Renminbi and the
United States dollar was 6.20 Renminbi to every one United States dollar.

7

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We may have difficulty establishing adequate management,
legal and financial controls in the Peoples Republic of China.

The Peoples Republic of China historically has not adopted a
Western style of management and financial reporting concepts and practices, as
well as in modern banking, computer and other control systems. We may have
difficulty in hiring and retaining a sufficient number of qualified employees to
work in the Peoples Republic of China. As a result of these factors, we may
experience difficulty in establishing management, legal and financial controls,
collecting financial data and preparing financial statements, books of account
and corporate records and instituting business practices that meet Western
standards.

It will be extremely difficult to acquire jurisdiction and
enforce liability against our officers, directors and assets based in The
Peoples Republic of China.

Because some of our executive officers and current directors
are Chinese citizens, it may be difficult, if not impossible, to acquire
jurisdiction over these persons in the event a lawsuit is initiated against us
and/or our officers and directors by a stockholder or group of stockholders in
the United States.

Our business may face regulatory difficulties in the
Peoples Republic of China.

The online media industry in China is subject to regulations of
several Ministries and the State Agencies, including China Internet Network
Information Center (CNNIC), The Ministry of Public Security of the Peoples
Republic of China, the Ministry of Information Industry of the Peoples Republic
of China, and Internet Society of China (ISC). Although we are not required to
obtain authorization or approval from these Ministries and State Agencies as a
foreign online media, the accessibility of our online media might be blocked in
China for political or other unpredictable reasons, which might adversely affect
our business activities in China substantially. To comply with the regulations
the Company may face a variety of bureaucratic difficulties that may likely add
extra financial burden to our company. Bureaucracy and corruption that are often
seen in China may also have adverse effects on our operation and financial
conditions.

Risks Associated With Our Common Stock

Trading on the OTC Bulletin Board may be volatile and
sporadic, which could depress the market price of our common stock and make it
difficult for our stockholders to resell their shares.

Our common stock is quoted on the OTC Bulletin Board service of
the Financial Industry Regulatory Authority (FINRA). Trading in stock quoted
on the OTC Bulletin Board is often thin and characterized by wide fluctuations
in trading prices due to many factors that may have little to do with our
operations or business prospects. This volatility could depress the market price
of our common stock for reasons unrelated to operating performance. Moreover,
the OTC Bulletin Board is not a stock exchange, and trading of securities on the
OTC Bulletin Board is often more sporadic than the trading of securities listed
on a quotation system like Nasdaq or a stock exchange like the American Stock
Exchange. Accordingly, our shareholders may have difficulty reselling any of
their shares.

8

---

Our stock is a penny stock. Trading of our stock may be
restricted by the SECs penny stock regulations and the FINRAs sales practice
requirements, which may limit a stockholders ability to buy and sell our
stock.

Our stock is a penny stock. The Securities and Exchange
Commission has adopted Rule 15g-9 which generally defines penny stock to be any
equity security that has a market price (as defined) less than $5.00 per share
or an exercise price of less than $5.00 per share, subject to certain
exceptions. Our securities are covered by the penny stock rules, which impose
additional sales practice requirements on broker-dealers who sell to persons
other than established customers and accredited investors. The term
accredited investor refers generally to institutions with assets in excess of
$5,000,000 or individuals with a net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock not
otherwise exempt from the rules, to deliver a standardized risk disclosure
document in a form prepared by the SEC which provides information about penny
stocks and the nature and level of risks in the penny stock market. The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction and monthly account statements showing the market
value of each penny stock held in the customers account. The bid and offer
quotations, and the broker-dealer and salesperson compensation information, must
be given to the customer orally or in writing prior to effecting the transaction
and must be given to the customer in writing before or with the customers
confirmation. In addition, the penny stock rules require that prior to a
transaction in a penny stock not otherwise exempt from these rules, the
broker-dealer must make a special written determination that the penny stock is
a suitable investment for the purchaser and receive the purchasers written
agreement to the transaction. These disclosure requirements may have the effect
of reducing the level of trading activity in the secondary market for the stock
that is subject to these penny stock rules. Consequently, these penny stock
rules may affect the ability of broker-dealers to trade our securities. We
believe that the penny stock rules discourage investor interest in, and limit
the marketability of, our common stock.

In addition to the penny stock rules promulgated by the
Securities and Exchange Commission, the Financial Industry Regulatory Authority
has adopted rules that require that in recommending an investment to a customer,
a broker-dealer must have reasonable grounds for believing that the investment
is suitable for that customer. Prior to recommending speculative low priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customers financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, the Financial Industry Regulatory Authority believes that there
is a high probability that speculative low-priced securities will not be
suitable for at least some customers. The Financial Industry Regulatory
Authority requirements make it more difficult for broker-dealers to recommend
that their customers buy our common stock, which may limit your ability to buy
and sell our stock.

Other Risks

Trends, Risks and Uncertainties

We have sought to identify what we believe to be the most
significant risks to our business, but we cannot predict whether, or to what
extent, any such risks may be realized nor can we guarantee that we have
identified all possible risks that might arise. Investors should carefully
consider all of the risk factors before making an investment decision with
respect to our common stock.

ITEM 1B. UNRESOLVED STAFF COMMENTS

Not Applicable

ITEM 2. PROPERTIES

Our executive and head offices are located at 1855 Talleyrand,
Suite 203A, Brossard, Quebec, Canada. The offices are provided to us at no
charge by Mr. Chenxi Shi. We believe our current premises are adequate for our
current operations and we do not anticipate that we will require any additional
premises in the foreseeable future.

9

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ITEM 3. LEGAL PROCEEDINGS

We know of no material, active or pending legal proceedings
against our company, nor are we involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which any of our
directors, officers or affiliates, or any registered or beneficial shareholder,
is an adverse party or has a material interest adverse to our interest.

PART II

ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Our common stock is currently not traded on any exchange. Our
common stock was quoted on the OTC Bulletin Board, but effective February 23,
2011, our common stock has not been eligible for quotation on the OTC Bulleting
Board. We cannot assure you that there will be a market for our common stock in
the future.

The following is a report of high and low bid prices for each
quarterly period for the years ended June 30, 2011 and 2010 obtained from Yahoo!
Finance.

Quarter Ended
    High
    LowJune 30, 2011
    $0.11
    $0.07March 31, 2011
    $0.10
    $0.10December 31, 2010
    $0.10
    $0.02September 30, 2010
    $0.10
    $0.08June 30, 2010
    $0.00
    $0.00March 31, 2010
    $0.00
    $0.00December 31, 2009
    $0.00
    $0.00September 30, 2009
    $0.58
    $0.05


Holders of our Common Stock

As of October 13, 2011, there were approximately 63 holders of
record of our common stock. As of such date, 25,900,000 shares of common stock
were issued and outstanding.

Our shares of common stock are issued in registered form.
Colonial Stock Transfer Co, Inc. is the registrar and transfer agent for our
shares of common stock. Our CUSIP number is 65248X102.

Dividends

Since our inception, we have not declared nor paid any cash
dividends on our capital stock and we do not anticipate paying any cash
dividends in the foreseeable future. Our current policy is to retain any
earnings in order to finance the expansion of our operations. Our board of
directors will determine future declarations and payments of dividends, if any,
in light of the then-current conditions they deem relevant and in accordance
with applicable corporate law.

There are no restrictions in our articles of incorporation or
bylaws that prevent us from declaring dividends. The Nevada Revised Statutes,
however, do prohibit us from declaring dividends where, after giving effect to
the distribution of the dividend:

10

---

| | 1. | we would not be able to pay our debts as they become due
      in the usual course of business; or                                                                                                                                          
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                             
| | 2. | our total assets would be less than the sum of our total
      liabilities plus the amount that would be needed to satisfy the rights of
      shareholders who have preferential rights superior to those receiving the
      distribution.

Securities authorized for issuance under equity
compensation plans.

Equity Compensation Plan Information

As at June 30, 2011, we had not adopted any equity compensation
plan.

Recent Sales of Unregistered Securities

None.

ITEM 6. SELECTED FINANCIAL DATA

Not Applicable

ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our
financial statements and the related notes that appear elsewhere in this
prospectus. The following discussion contains forward-looking statements that
reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward looking statements. Factors that
could cause or contribute to such differences include those discussed below and
elsewhere in this prospectus and registration statement.

Our audited financial statements are stated in United States
Dollars and are prepared in accordance with United States Generally Accepted
Accounting Principles.

Anticipated Cash Requirements

We estimate our minimum operating expenses and working capital
requirements for the next 12 month period to be as follows:

Expense
    
    Estimated AmountGeneral and administrative
    $
    24,000Professional fees
    
    30,000Foreign exchange
    
    6,000Interest
    
    5,000Total
    $
    65,000


Results of Operations

The following summary of our results of operations should be
read in conjunction with our audited financial statements for the year ended
June 30, 2011 which are included herein.

PercentageYear Ended
    
    
    Year Ended
    
    
    Increase/June 30, 2010
    
    
    June 30, 2011
    
    
    DecreaseRevenue
    $
    --
    
    $
    --
    
    
    --Expenses
    
    31,837
    
    
    12,964
    
    
    -59.3%Net Loss
    $
    (31,837
    )
    $
    (12,964
    )
    
    -59.3%


11

---

Revenues

We recorded a net operating loss of $12,964 for the year ended
June 30, 2011 and have an accumulated deficit of $199,860 since inception. We
have had no operating revenues since our inception on October 11, 2005 through
the year ended June 30, 2011. We anticipate that we will not generate any
revenues for so long as we are a development stage company.

Expenses

The major components of our expenses for the years ended June
30, 2010 and 2011are outlined in the table below:

June 30,
    
    
    June 30,2010
    
    
    2011General and administrative
    $
    4,506
    
    $
    4,773Professional fees
    
    25,928
    
    
    7,517Foreign exchange
    
    1,403
    
    
    674Total
      Expenses
    $
    31,837
    
    $
    12,964


In the year ended June 30, 2011, our expenses decreased 59.3%
relative to the year ended June 30, 2010 because of a decrease in the
professional fees we paid.

Liquidity and Capital Resources

Our financial condition for the year ended June 30, 2011 and
2010 and the changes between those periods for the respective items are
summarized as follows:

Working Capital

Year ended June 30,
    
    
    Percentage2010
    
    
    2011
    
    
    DecreaseCurrent Assets
    $
    28,851
    
    $
    14,013
    
    
    (51.43%
    )Current
      Liabilities
    
    38,832
    
    
    35,911
    
    
    (7.52%
    )Working Capital
    $
    (9,981
    )
    $
    (21,898
    )
    
    (119.40%
    )


The 119.40% decrease in our working capital was primarily due
to uses of cash for operating expenses and our lack of revenues.

Cash Flows

Year
    
    
    Yearended
    
    
    endedJune 30,
    
    
    June 30,2010
    
    
    2011Cash used in operating activities
    $
    (30,610
    )
    $
    (16,334
    )Cash used in investing activities
    
    --
    
    
    --Cash provided by financing activities
    
    628
    
    
    699Cumulative translation adjustment
    
    546
    
    
    1,047Net decrease in cash
    
    (29,436
    )
    
    (14,588
    )


Cash Used in Operating Activities

For year ended June 30, 2011, our cash used in operating
activities has decreased 46.64% compared to the previous year mainly due to the
decrease in the professional fees we paid.

12

---

Cash Provided by Financing Activities

For year ended June 30, 2011, our cash provided by financing
activities has increased to $699 because we obtained additional advances from
our officer compare to the previous year.

Future Financings

We recorded a net operating loss of $12,964 for the year ended
June 30, 2011 and have an accumulated deficit of $199,860 since inception. As at
June 30, 2011 we had cash totaling $14,013 and for the next 12 months,
management anticipates that the minimum cash requirements to fund our proposed
exploration program and our continued operations will be $65,000. Accordingly,
we do not have sufficient funds to meet our planned expenditures over the next
12 months and we will need further financing in order to meet our anticipated
expenses.

We currently do not have any arrangements for financing and may
not be able to find such financing if required. The most likely sources of
future funds that will be available to us are through debt financing and through
the issuance of equity capital.

We anticipate continuing to rely on equity sales of our common
shares in order to continue to fund our business operations. Issuances of
additional shares will result in dilution to our existing shareholders. There is
no assurance that we will achieve any additional sales of our equity securities
or arrange for debt or other financing to fund our development activities during
the next 12-month period.

Going Concern

Because we are in the development stage, have not yet achieved
profitable operations and are dependent on our ability to raise capital from
stockholders or other sources to meet our obligations and repay our liabilities
arising from normal business operations when they become due, in their report on
our audited financial statements for the years ended June 30, 2010 and 2011, our
independent auditors included an explanatory paragraph regarding substantial
doubt about our ability to continue as a going concern. Our financial statements
contain additional note disclosure describing managements plan related to this
uncertainty.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
investors.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK

Not Applicable

13

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

News of China Inc.(A Development Stage
Company)

Financial StatementsAs of Jun 30, 2010, 2011 and
from inception to June 30, 2011

Contents

|Reports of Independent Registered Public
      Accounting Firms | F-2
|--------------------------------------------------------------- | ---
|Balance Sheets                                                  | F-4
|Statements of Operations                                        | F-5
|Statement of Changes in Shareholders' Equity (Deficit)          | F-6
|Statements of Cash Flows                                        | F-7
|Notes to Financial Statements                                   | F-8

F-1

---

Report of Independent Registered Public Accounting
Firm

To the Board of Directors of News of China Inc.(a
Development Stage Company) Montréal, Québec, Canada

We have audited the accompanying balance sheet of News of China
Inc. (the Company) as of June 30, 2011, and the related statements of
operations and other comprehensive loss, changes in shareholders equity
(deficit) and cash flows for the year then ended and the period from October 11,
2005 (inception) to June 30, 2011. 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. The financial
statements for the period from October 11, 2005 (inception) through June 30,
2010 were audited by other auditors whose reports expressed unqualified opinions
on those statements. Our opinion on the statements of operations, stockholders'
deficit and cash flows for the period from October 11, 2005 (inception) through
June 30, 2011, insofar as it relates to amounts for prior periods through
December 31, 2010, is based solely on the reports of other auditors.

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
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes 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 News of
China Inc. as of June 30, 2011 and the results of its operations and its cash
flows for the year then ended and the period from October 11, 2005 (inception)
to June 30, 2011, in conformity with accounting principles generally accepted in
the United States of America.

The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in Note
3 to the financial statements, the Company has a working capital deficiency, has
no source of revenues and needs additional cash resources to maintain its
operations. Those conditions raise substantial doubt about the Companys ability
to continue as a going concern. Managements plans in regard to those matters
are also described in Note 3. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

/s/ GBH CPAs, PC

GBH CPAs, PCwww.gbhcpas.comHouston, Texas

October 13, 2011

F-2

---



F-3

---

|News of China Inc.           
|-----------------------------
|(A Development Stage Company)
|Balance Sheets               
|At June 30, 2010 and 2011    

|                                                                                                                     |   | 2010     |   |   | 2011     |  
|-------------------------------------------------------------------------------------------------------------------- | - | -------- | - | - | -------- | -
|                                                                                                                     |   |          |   |   |          |  
|Assets                                                                                                               |   |          |   |   |          |  
|Cash                                                                                                                 | $ | 28,601   |   | $ | 14,013   |  
|Prepaid expenses                                                                                                     |   | 250      |   |   | -        |  
|Total Assets                                                                                                         | $ | 28,851   |   | $ | 14,013   |  
|                                                                                                                     |   |          |   |   |          |  
|Liabilities                                                                                                          |   |          |   |   |          |  
|Accrued liabilities                                                                                                  | $ | 9,498    |   | $ | 5,878    |  
|Loan payable,
      shareholder                                                                                      |   | 29,334   |   |   | 30,033   |  
|Total Liabilities                                                                                                    |   | 38,832   |   |   | 35,911   |  
|Shareholders' Deficit                                                                                                |   |          |   |   |          |  
|Common stock, $0.0001 par value, authorized
      25,900,000 shares, 
      issued and outstanding 25,900,000 shares |   | 2,590    |   |   | 2,590    |  
|Additional paid-in capital                                                                                           |   | 173,695  |   |   | 173,695  |  
|Accumulated other comprehensive income                                                                               |   | 630      |   |   | 1,677    |  
|Deficit
      accumulated during the development stage                                                               |   | (186,896 | ) |   | (199,860 | )
|Total Shareholders Deficit                                                                                          |   | (9,981   | ) |   | (21,898  | )
|Total Liabilities
      and Shareholders Deficit                                                                    | $ | 28,851   |   | $ | 14,013   |  

See accompanying notes to financial statements.

F-4

---

|News of China Inc.                                                                        
|------------------------------------------------------------------------------------------
|(A Development Stage Company)                                                             
|Statements of Operations                                                                  
|For the Years Ended June 30, 2010 and 2011 and the
      Period from Inception to June 30,
|2011                                                                                      

|                                                                      |   |             |       |       |             |       |       | From Inception |  
|--------------------------------------------------------------------- | - | ----------- | ----- | ----- | ----------- | ----- | ----- | -------------- | -
|                                                                      |   |             |       |       |             |       |       | (October 11,   |  
|                                                                      |   |             |       |       |             |       |       | **2005)**      |  
|                                                                      |   | June 30,    |       |       | June 30,    |       |       | June 30, 2011  |  
|                                                                      |   | 2010        |       |       | 2011        |       |       |                |  
|Revenue                                                               | $ | -           |       | $     | -           |       | **$** | **-**          |  
|                                                                      |   |             |       |       |             |       |       |                |  
|Expenses                                                              |   |             |       |       |             |       |       |                |  
|                                                                      |   |             |       |       |             |       |       |                |  
|General and administrative                                            |   | 30,434      |       |       | 12,290      |       |       | 204,201        |  
|Foreign
      exchange losses                                         |   | 1,403       |       |       | 674         |       |       | **(3,194**     | )
|Interest                                                              |   | -           |       |       | -           |       |       | **(1,147**     | )
|Total expenses                                                        |   | 31,837      |       |       | 12,964      |       |       | 199,860        |  
|                                                                      |   |             |       |       |             |       |       |                |  
|Net loss                                                              |   | (31,837     | )     |       | **(12,964** | **)** |       | **(199,860**   | )
|                                                                      |   |             |       |       |             |       |       |                |  
|Other comprehensive income                                            |   |             |       |       |             |       |       |                |  
|Cumulative foreign currency translation adjustment                    |   | 546         |       |       | 1,047       |       |       | 1,677          |  
|Comprehensive loss                                                    |   | **(32,383** | **)** |       | **(11,917** | **)** |       | **(198,183**   | )
|                                                                      |   |             |       |       |             |       |       |                |  
|Basic and diluted weighted average number of shares
      outstanding |   | 25,900,000  |       |       | 25,900,000  |       |       |                |  
|Basic and diluted loss per share                                      | $ | (0.00       | )     | **$** | **(0.00**   | **)** |       |                |  

See accompanying notes to financial statements

F-5

---

|News of China Inc.                                          
|------------------------------------------------------------
|(A Development Stage Company)                               
|Statement of Changes in Shareholders' Equity
      (Deficit)
|From Inception (October 11, 2005) to June 30, 2011          

|                                                                  |  |              |  |   |         |  |   |               |  |   |             |   |   | Deficit       |   |   |         |  
|----------------------------------------------------------------- |  | ------------ |  | - | ------- |  | - | ------------- |  | - | ----------- | - | - | ------------- | - | - | ------- | -
|                                                                  |  |              |  |   |         |  |   |               |  |   | Accumulated |   |   | accumulated   |   |   |         |  
|                                                                  |  |              |  |   |         |  |   | Additional    |  |   | other       |   |   | during        |   |   | Total   |  
|                                                                  |  | Common stock |  |   | paid-In |  |   | comprehensive |  |   | development |   |   | shareholders' |  
|                                                                  |  | Shares       |  |   | Amount  |  |   | capital       |  |   | income      |   |   | stage         |   |   | deficit |  
|Balance - October 11, 2005 (date of
      inception)              |  | -            |  | $ | -       |  | $ | -             |  | $ | -           |   | $ | -             |   | $ | -       |  
|Issuance of common shares                                         |  | 13,900,000   |  |   | 1,390   |  |   | 104,895       |  |   | -           |   |   | -             |   |   | 106,285 |  
|Net loss from inception (October 11, 2005) to June 30,
      2006 |  | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (10,414       | ) |   | (10,414 | )
|Balance - June 30, 2006                                           |  | 13,900,000   |  |   | 1,390   |  |   | 104,895       |  |   | -           |   |   | (10,414       | ) |   | 95,871  |  
|Issuance of common shares                                         |  | 2,000,000    |  |   | 200     |  |   | 19,800        |  |   | -           |   |   | -             |   |   | 20,000  |  
|Net loss for the
      year ended June 30, 2007                   |  | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (57,345       | ) |   | (57,345 | )
|Balance - June 30, 2007                                           |  | 15,900,000   |  |   | 1,590   |  |   | 124,695       |  |   | -           |   |   | (67,759       | ) |   | 58,526  |  
|Foreign currency translation adjustment                           |  | -            |  |   | -       |  |   | -             |  |   | (732        | ) |   | -             |   |   | (732    | )
|Net loss for the year ended June 30, 2008                         |  | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (54,565       | ) |   | (54,565 | )
|Balance - June 30, 2008                                           |  | 15,900,000   |  |   | 1,590   |  |   | 124,695       |  |   | (732        | ) |   | (122,324      | ) |   | 3,229   |  
|Issue of common shares                                            |  | 10,000,000   |  |   | 1,000   |  |   | 49,000        |  |   | -           |   |   | -             |   |   | 50,000  |  
|Foreign currency translation adjustment                           |  | -            |  |   | -       |  |   | -             |  |   | 816         |   |   | -             |   |   | 816     |  
|Net loss for the year ended June 30, 2009                         |  | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (32,735       | ) |   | (32,735 | )
|Balance  June 30, 2009                                           |  | 25,900,000   |  |   | 2,590   |  |   | 173,695       |  |   | 84          |   |   | (155,059      | ) |   | 21,310  |  
|Foreign currency translation adjustment                           |  | -            |  |   | -       |  |   | -             |  |   | 546         |   |   | -             |   |   | 546     |  
|Net loss for the
      year ended June 30, 2010                   |  | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (31,837       | ) |   | (31,837 | )
|Balance  June 30, 2010                                           |  | 25,900,000   |  |   | 2,590   |  |   | 173,695       |  |   | 630         |   |   | (186,896      | ) |   | (9,981  | )
|Foreign currency translation adjustment                           |  | -            |  |   | -       |  |   | -             |  |   | 1,047       |   |   | -             |   |   | 1,047   |  
|Net loss for the year ended June 30, 2011                         |  | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (12,964       | ) |   | (12,964 | )
|Balance  June
      30, 2011                                     |  | 25,900,000   |  | $ | 2,590   |  | $ | 173,695       |  | $ | 1,677       |   | $ | (199,860      | ) | $ | (21,898 | )

See accompanying notes to financial statements.

F-6

---

|News of China Inc.                                                                             
|-----------------------------------------------------------------------------------------------
|(A Development Stage Company)                                                                  
|Statements of Cash Flows                                                                       
|For the years ended June 30, 2010 and 2011 and the
      period from inception to June 30, 2011

|                                                          |   |               |   |   |               |   |   | From Inception         |  
|--------------------------------------------------------- | - | ------------- | - | - | ------------- | - | - | ---------------------- | -
|                                                          |   |               |   |   |               |   |   | **(October 11, 2005)** |  
|                                                          |   | Year Ended    |   |   | Year Ended    |   |   | to                     |  
|                                                          |   | June 30, 2010 |   |   | June 30, 2011 |   |   | June 30, 2011          |  
|Operating Activities                                      |   |               |   |   |               |   |   |                        |  
|Net loss                                                  | $ | (31,837       | ) | $ | (12,964       | ) | $ | (199,860               | )
|Changes in non-cash operating elements of working capital |   |               |   |   |               |   |   |                        |  
|Prepaid expenses                                          |   | (250          | ) |   | 250           |   |   | -                      |  
|Accrued liabilities                                       |   | 1,477         |   |   | (3,620        | ) |   | 5,878                  |  
|Cash used in Operating Activities                         |   | (30,610       | ) |   | (16,334       | ) |   | (193,982               | )
|Financing Activities                                      |   |               |   |   |               |   |   |                        |  
|Proceeds from
      shareholder loan                      |   | 628           |   |   | 699           |   |   | 30,033                 |  
|Common stock
      issuance                               |   | -             |   |   | -             |   |   | 176,285                |  
|Cash provided by Financing
      Activities               |   | 628           |   |   | 699           |   |   | 206,318                |  
|Foreign
      currency translation adjustment             |   | 546           |   |   | 1,047         |   |   | 1,677                  |  
|                                                          |   |               |   |   |               |   |   |                        |  
|Increase (decrease) in cash                               |   | (29,436       | ) |   | (14,588       | ) |   | 14,013                 |  
|Cash -
      beginning of period                          |   | 58,037        |   |   | 28,601        |   |   | -                      |  
|Cash - end of period                                      | $ | 28,601        |   | $ | 14,013        |   | $ | 14,013                 |  
|                                                          |   |               |   |   |               |   |   |                        |  
|Supplemental cash flow information:                       |   |               |   |   |               |   |   |                        |  
|Interest paid                                             | $ | -             |   | $ | -             |   |   | -                      |  
|Income taxes paid                                         |   | -             |   |   | -             |   |   | -                      |  

See accompanying notes to financial statements.

F-7

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|News of China Inc.           
|-----------------------------
|(A Development Stage Company)
|Notes to Financial Statements

|1. | History and Organization of the Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The Company was incorporated in the State of Delaware on
      October 11, 2005 and is based in Montréal, Québec, Canada. Its principal
      business is the development of a financial website focused on researching
      companies whose main operations are in China and are listed on American
      and Canadian stock exchanges.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The Company is a development stage enterprise and its
      main activities to date have been developing a market for its
    services.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|2. | Summary of significant accounting
  policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Basis of presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The Company prepares its financial statements in
      accordance with accounting principles generally accepted in the United
      States. This basis of accounting involves the application of accrual
      accounting and consequently, revenues and gains are recognized when
      earned, and expenses and losses are recognized when incurred. The
      financial statements are expressed in U.S. dollars.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | 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, disclosure of contingent
      assets and liabilities at the date of the financial statements, and the
      reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Foreign currency translation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The Company's functional currency for its operations is
      the Canadian dollar. However, the Company's reporting currency is the U.S.
      dollar. Therefore, the financial statements for all periods presented have
      been translated into the U.S. dollar using the current rate method. Under
      this method, the income statement and the cash flows for each period have
      been translated into U.S. dollars using the rates in effect at the date of
      the transactions, and assets and liabilities have been translated using
      the exchange rate at the end of the period. All resulting exchange
      differences are reported in the cumulative translation adjustment account
      as a separate component of shareholders deficit.                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Cash and cash equivalents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The Company includes in cash and cash equivalents all
      short-term, highly liquid investments that mature within three months of
      their acquisition date. Cash equivalents consist principally of
      investments in interest-bearing demand deposit accounts and liquidity
      funds with financial institutions and are stated at cost, which
      approximates fair value.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Loss per share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Basic earnings per share (EPS) is computed by dividing
      net income available to common stockholders by the weighted average number
      of common shares outstanding during the period, excluding the effects of
      any potentially dilutive securities. Diluted EPS gives effect to all
      dilutive potential of shares of common stock outstanding during the period
      including stock options or warrants, using the treasury stock method (by
      using the average stock price for the period to determine the number of
      shares assumed to be purchased from the exercise of stock options or
      warrants), and convertible debt or convertible preferred stock, using the
      if-converted method. EPS excludes all potential dilutive shares of common
      stock if their effect is anti-dilutive. There were no dilutive securities
      at June 30, 2011 or 2010.

F-8

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|News of China Inc.           
|-----------------------------
|(A Development Stage Company)
|Notes to Financial Statements

|   | Income taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Deferred tax assets and liabilities are recognized for
      future tax consequences attributable to differences between financial
      statement carrying amounts of existing assets and liabilities and their
      respective tax bases. In addition, the Company recognizes future tax
      benefits, such as carryforwards, to the extent that realization of such
      benefits is more likely than not and that a valuation allowance is
      provided when it is more likely than not that some portion of the deferred
      tax asset will not be realized. There was a change of ownership incurred
      on June 12, 2011 and the Companys net operating losses carryforwards are
      subject to Section 382 limitation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Recently issued accounting
      pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company does not expect that any recently issued
      accounting pronouncement will have a significant impact on the results of
      operations, financial position, or cash flows of the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Subsequent events                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Management has performed an evaluation of the Companys
      activities through the date and time these financial statements were
      issued and concluded that there are no additional significant events
      requiring recognition or disclosure.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|3. | Going concern                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The accompanying financial statements have been prepared
      assuming the Company will continue as a going concern. The Company has not
      generated any revenue and has never paid any dividends. The Company is
      unlikely to pay dividends or generate significant earnings in the
      immediate or foreseeable future. The continuation of the Company as a
      going concern and the ability of the Company to emerge from the
      development stage is dependent upon the continued financial support from
      its shareholders, the ability of the Company to obtain necessary equity
      financing to continue operations and ability to generate sustainable
      significant revenue. There is no guarantee that the Company will be able
      to raise any equity financing or generate profitable operations. As at
      June 30, 2011, the Company has accumulated losses of $199,860 since
      inception. These factors raise substantial doubt regarding the Company's
      ability to continue as a going concern. Should the Company be unable to
      continue as going concern, it may be unable to realize the carrying value
      of its assets and to meet its liabilities as they become due. We are
      currently looking for additional funding through equity
  financing.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|4. | Related party transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The related party transactions have been measured at the
      exchange amount which is the amount of the consideration established and
      agreed to by the related parties.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company borrows money from one of the Companys
      shareholders from time to time. These advances are due on demand and are
      non-interest bearing. As of June 30, 2011 and 2010, the Company has
      payable to this shareholder in the amount of $30,033, and $29,334,
      respectively.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Included in general and administrative are approximately
      $500 and $200 paid to a shareholder for accounting services rendered for
      the Company for the years ended June 30, 2011 and 2010,
    respectively.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

F-9

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

(a) On July 15, 2011, the board of directors of News of China
Inc. dismissed RSM Richter Chamberland LLP (RSM Richter), as our principal
independent accountant. On July 26, 2011, we engaged GBH CPAs, PC as our
principal independent accountant.

RSM Richters report on our financial statements for each of
the two fiscal years ended June 30, 2009 and June 30, 2010 did not contain an
adverse opinion or disclaimer of opinion, or qualification or modification as to
uncertainty, audit scope, or accounting principles, except that such report on
our financial statements contained an explanatory paragraph in respect to the
substantial doubt about its ability to continue as a going concern.

During our fiscal years ended June 30, 2009 and June 30, 2010
and in the subsequent interim period through the date of dismissal, there were
no disagreements, resolved or not, with RSM Richter on any matter of accounting
principles or practices, financial statement disclosure, or audit scope and
procedures, which disagreement(s), if not resolved to the satisfaction of RSM
Richter, would have caused RSM Richter to make reference to the subject matter
of the disagreement(s) in connection with its report.

During our fiscal years ended June 30, 2009 and June 30, 2010
and in the subsequent interim period through the date of dismissal, there were
no reportable events as described in Item 304(a)(1)(v) of Regulation S-K.

We provided RSM Richter with a copy of our Current Report on
Form 8-K prior to its filing with the Securities and Exchange Commission, and
requested that they furnish us with a letter addressed to the Securities and
Exchange Commission stating whether they agree with the statements made in this
Current Report on Form 8-K, and if not, stating the respects with which he does
not agree. A copy of the letter provided by RSM Richter is attached as an
exhibit to our Current Report on Form 8-K filed on October 12, 2011.

(b) During our fiscal years ended June 30, 2009 and June 30,
2010 and in the subsequent interim period through the date of appointment of GBH
on July 26, 2011, we have not consulted with GBH regarding either the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
its financial statements, nor has GBH provided to our company a written report
or oral advice that GBH concluded was an important factor considered by us in
reaching a decision as to the accounting, auditing or financial reporting issue.
In addition, during such periods, we have not consulted with GBH regarding any
matter that was either the subject of a disagreement (as defined in Item
304(a)(1)(iv) and the related instructions) or a reportable event (as described
in Item 304(a)(1)(v) of Regulation S-K).

ITEM 9A(T). CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as that term
is defined in Rule 13a-15(e), promulgated by the Securities and Exchange
Commission pursuant to the Securities Exchange Act of 1934, as amended.
Disclosure controls and procedures include controls and procedures designed to
ensure that information required to be disclosed in our companys reports filed
under the Securities Exchange Act of 1934 is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange
Commissions rules and forms, and that such information is accumulated and
communicated to our management, including our principal executive officer and
principal accounting officer to allow timely decisions regarding required
disclosure.

As required by paragraph (b) of Rules 13a-15 under the
Securities Exchange Act of 1934, our management, with the participation of our
principal executive officer and principal financial officer, evaluated our
companys disclosure controls and procedures as of the end of the period covered
by this annual report on Form 10-K. Based on this evaluation, our management
concluded that as of the end of the period covered by this annual report on Form
10-K, our disclosure controls and procedures were not effective due to the
material weaknesses described in Management's Report on Internal Control over
Financial Reporting below.

14

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Management's annual report on internal control over
financial reporting

Our management, including our principal executive officer,
principal financial officer and our Board of Directors, is responsible for
establishing and maintaining adequate internal control over financial reporting
(as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934).

Our management, with the participation of our principal
executive officer and principal financial officer, evaluated the effectiveness
of our internal control over financial reporting as of June 30, 2011. Our
managements evaluation of our internal control over financial reporting was
based on the framework in Internal ControlIntegrated Framework, issued by
the Committee of Sponsoring Organizations of the Treadway Commission. Based
on this evaluation, our management concluded that our internal control over
financial reporting was not effective as of June 30, 2011 due to the material
weaknesses described below.

(a) The Company has inadequate
segregation of duties consistent with control objectives.

(b) The Company has insufficient
written policies and procedures for accounting and financial reporting with
respect to the requirements and application of GAAP and SEC disclosure
requirements.

A material weakness is a deficiency or a combination of control
deficiencies in internal control over financial reporting such that there is a
reasonable possibility that a material misstatement of our annual or interim
financial statements will not be prevented or detected on a timely basis.

Limitations on Effectiveness of Controls

Our principal executive officer and principal financial officer
do not expect that our disclosure controls or our internal control over
financial reporting will prevent all errors and all fraud. A control system, no
matter how well conceived and operated, can provide only reasonable, not
absolute, assurance that the objectives of the control system are met. Further,
the design of a control system must reflect the fact that there are resource
constraints, and the benefits of controls must be considered relative to their
costs. Because of the inherent limitations in all control systems, no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud, if any, within our company have been detected. These inherent
limitations include the realities that judgments in decision-making can be
faulty, and that breakdowns can occur because of a simple error or mistake.
Additional controls can be circumvented by the individual acts of some persons,
by collusion of two or more people, or by management override of the controls.
The design of any system of controls also is based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving its stated goals under all potential
future conditions; over time, controls may become inadequate because of changes
in conditions, or the degree of compliance with the policies or procedures may
deteriorate. Because of the inherent limitations in a cost-effective control
system, misstatements due to error or fraud may occur and not be detected.

Changes in internal control over financial reporting

There were no changes in our internal control over financial
reporting during the year ended June 30, 2011 that have materially affected, or
are reasonably likely to materially affect our internal control over financial
reporting.

Certifications

Certifications with respect to disclosure controls and
procedures and internal control over financial reporting under Rules 13a-14(a)
or 15d-14(a) of the Exchange Act are attached to this annual report on Form
10-K.

ITEM 9B. OTHER INFORMATION

None.

15

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE

Directors and Executive Officers, Promoters and Control
Persons

As at October 13, 2011, our directors and executive officers,
their age, positions held, and duration of such, are as follows:

Name
    Position
      Held with our Company
    Age
    Date First Elected or
      AppointedHong Ba
    Chief Executive Officer
      Director
    44
    August 1, 2011 September 1, 2011Chenxi Shi
    Chief Financial
      Officer and Director
    44
    October 2005Junjun Wu
    Director
    40
    September 1, 2011


Certain Significant Employees

We do not have other significant employees.

Business Experience

The following is a brief account of the education and business
experience of directors and executive officers during the past five years,
indicating their principal occupation during the period, and the name and
principal business of the organization by which they were employed.

Hong Ba

Mrs. Ba joined our company in August 2011 as Chief Executive
Officer and was appointed as a Director on September 1, 2011. Mrs. Ba was born
in 1966. She graduated from Taiyuan University Software in 1988. She had worked
in China Eastern Airline from 1988. She has over 20 years of work experience in
aviation marketing. Mrs. Ba has been working for Shanxi Jinyan Aviation Business
Inc. as the president and a director from 2008. Mrs. Ba provides her services on
a full time basis to our company.

We believe Mrs. Ba is qualified to serve on our board of
directors because of her extensive business experience and network of business
associates in China which will assist our company to seek and identify future
opportunities.

Chenxi Shi

Mr. Shi is our founding director and has served on the Board of
the Directors since the founding of our company in October 11, 2005 (Date of
Inception). He has over 10 years of work experience in computer technology and
business management. Mr. Shi has held various technical and managerial positions
from entry level to the corporate senior. Mr. Shi has worked in Northern
Jiaotong University, Beijing Jiada Technologies Company, Legend Computer Group
Co. (Lenovo) and Investors Group of Canada. Mr. Shi received his Bachelor of
Science degree in computer sciences from Northern Jiaotong University and his
Master of Business Administration degree from Peking University. Mr. Shi
provides his services on a full time basis to our company.

We believe Mr. Shi is qualified to serve on our board of
directors because of his knowledge of our companys history and current
operations, which he gained from working for our company as described above, in
addition to his business experiences as described above.

16

---

Junjun Wu

Mr. Wu was born in 1970. He graduated from Wanbailin High
School in 1990. He started to do business from 1990 such as garage, scrap steel
recycling, decoration materials, storage and logistics, trade, etc. Mr. Wu is
the founder of Shanxi Baisheng Investment Ltd and has been serving as President
and Director since founding the company in June, 2004 (Date of Inception).
Shanxi Baisheng Investment Ltd is focused on investments in coal mining and real
estate.

We believe Mr. Wu is qualified to serve on our board of
directors because of his extensive business experience and network of business
associates in China which will assist our company to seek and identify future
opportunities.

Corporate Governance

Our board of directors has concluded that none of our directors
will be independent as the term independent is defined by the rules of the New
York Stock Exchange and Rule 10A-3 of the U.S. Securities Exchange Act of 1934,
as amended.

Committees of the Board

Board Meetings and Committees

Our board of directors held no formal meetings during the year
ended June 30, 2011. All proceedings of the board of directors were conducted by
resolutions consented to in writing by all the directors and filed with the
minutes of the proceedings of the directors. Such resolutions consented to in
writing by the directors entitled to vote on that resolution at a meeting of the
directors are, according to the Delaware Corporation Law and the bylaws of our
company, as valid and effective as if they had been passed at a meeting of the
directors duly called and held.

We do not have standing audit, nominating or compensation
committees, or committees performing similar functions. Our board of directors
believe that it is not necessary to have a standing audit or compensation
committees at this time because the functions of such committees are adequately
performed by our board of directors.

Our board of directors also is of the view that it is
appropriate for us not to have a standing nominating committee because the
current size of our board of directors does not facilitate the establishment of
a separate committee. Our board of directors have performed and will perform
adequately the functions of a nominating committee. The directors who perform
the functions of a nominating committee are not independent because they are
also officers of our company. The determination of independence of directors has
been made using the definition of independent director contained under Rule
4200(a)(15) of the Rules of the Financial Industry Regulatory Authority. Our
board of directors has not adopted a charter for the nomination committee. There
has not been any defined policy or procedure requirements for stockholders to
submit recommendations or nomination for directors. Our board of directors does
not believe that a defined policy with regard to the consideration of candidates
recommended by stockholders is necessary at this time because we believe that,
given the early stages of our development, a specific nominating policy would be
premature and of little assistance until our business operations are at a more
advanced level. There are no specific, minimum qualifications that our board of
directors believes must be met by a candidate recommended by our board of
directors. The process of identifying and evaluating nominees for director
typically begins with our board of directors soliciting professional firms with
whom we have an existing business relationship, such as law firms, accounting
firms or financial advisory firms, for suitable candidates to serve as
directors. It is followed by our board of directors review of the candidates
resumes and interview of candidates. Based on the information gathered, our
board of directors then makes a decision on whether to recommend the candidates
as nominees for director. We do not pay any fee to any third party or parties to
identify or evaluate or assist in identifying or evaluating potential nominee.

17

---

Our company does not have any defined policy or procedural
requirements for shareholders to submit recommendations or nominations for
directors. Our directors believe that, given the stage of our development, a
specific nominating policy would be premature and of little assistance until our
business operations develop to a more advanced level. Our company does not
currently have any specific or minimum criteria for the election of nominees to
the Board of Directors and we do not have any specific process or procedure for
evaluating such nominees. Our board of directors will assess all candidates,
whether submitted by management or shareholders, and make recommendations for
election or appointment.

A shareholder who wishes to communicate with our Board of
Directors may do so by directing a written request addressed to our President,
at the address appearing on the first page of this annual report.

Audit Committee and Audit Committee Financial Expert

We do not have a standing audit committee at the present time.
Our board of directors has determined that we do not have a board member that
qualifies as an audit committee financial expert as defined in Item 401(h) of
Regulation S-K, nor do we have a board member that qualifies as independent as
the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities
Exchange Act of 1934, as amended.

We believe that our board of directors is capable of analyzing
and evaluating our financial statements and understanding internal controls and
procedures for financial reporting. The board of directors of our company does
not believe that it is necessary to have an audit committee because we believe
that the functions of an audit committee can be adequately performed by the
board of directors. In addition, we believe that retaining an independent
director who would qualify as an audit committee financial expert would be
overly costly and burdensome and is not warranted in our circumstances given the
early stages of our development and the fact that we have not generated any
revenues from operations to date.

Family Relationships

There are no family relationships between any director or
executive officer.

Involvement in Certain Legal Proceedings

Our directors, executive officers, or control persons have not
been involved in any of the following events during the past five years:

| | 1. | any bankruptcy petition filed by or against any business
      of which such person was a general partner or executive officer either at
      the time of the bankruptcy or within two years prior to that
  time;                                                                                                            
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                
| | 2. | any conviction in a criminal proceeding or being subject
      to a pending criminal proceeding (excluding traffic violations and other
      minor offences);                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                
| | 3. | being subject to any order, judgment, or decree, not
      subsequently reversed, suspended or vacated, of any court of competent
      jurisdiction, permanently or temporarily enjoining, barring, suspending or
      otherwise limiting his involvement in any type of business, securities or
      banking activities; or
| |    |                                                                                                                                                                                                                                                                                                                                
| | 4. | being found by a court of competent jurisdiction (in a
      civil action), 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.                                           

18

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Code of Ethics

On September 10, 2007, our board of directors confirmed the
adoption of our Code of Ethics and Business Conduct that applies to, among other
persons, our company's chief executive officer, president and chief financial
officer (being our principal executive officer, principal financial officer and
principal accounting officer), as well as persons performing similar functions.
As adopted, our Code of Ethics and Business Conduct sets forth written standards
that are designed to deter wrongdoing and to promote:

| | 1. | honest and ethical conduct, including the ethical
      handling of actual or apparent conflicts of interest between personal and
      professional relationships;                                                          
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                              
| | 2. | full, fair, accurate, timely, and understandable
      disclosure in reports and documents that we file with, or submit to, the
      Securities and Exchange Commission and in other public communications made
      by us;
| |    |                                                                                                                                                                                                                              
| | 3. | compliance with applicable governmental laws, rules and
      regulations;                                                                                                                                                   
| |    |                                                                                                                                                                                                                              
| | 4. | the prompt internal reporting of violations of the Code
      of Ethics and Business Conduct to an appropriate person or persons
      identified in the Code of Ethics and Business Conduct; and                            
| |    |                                                                                                                                                                                                                              
| | 5. | accountability for adherence to the Code of Ethics and
      Business Conduct.                                                                                                                                               

Our Code of Ethics and Business Conduct requires, among other
things, that all of our company's senior officers commit to timely, accurate and
consistent disclosure of information; that they maintain confidential
information; and that they act with honesty and integrity.

In addition, our Code of Ethics and Business Conduct emphasizes
that all employees have a responsibility for maintaining financial integrity
within our company, consistent with generally accepted accounting principles,
and federal and state securities laws. Any employee who becomes aware of any
incidents involving financial or accounting manipulation or other
irregularities, whether by witnessing the incident or being told of it, must
report it to our company. Any failure to report such inappropriate or irregular
conduct of others is to be treated as a severe disciplinary matter. It is
against our company policy to retaliate against any individual who reports in
good faith the violation or potential violation of our company's Code of Ethics
and Business Conduct by another.

Our Code of Ethics and Business Conduct was filed with the
Securities and Exchange Commission as Exhibit 14.1 to our annual report on Form
10-KSB filed on September 28, 2007. We will provide a copy of the Code of Ethics
and Business Conduct to any person without charge, upon request. Requests can be
sent to our President at the address appearing on the first page of this annual
report.

Section 16(a) Beneficial Ownership Compliance

Section 16(a) of the Securities Exchange Act requires our
executive officers and directors, and persons who own more than 10% of our
common stock, to file reports regarding ownership of, and transactions in, our
securities with the Securities and Exchange Commission and to provide us with
copies of those filings. Based solely on our review of the copies of such forms
received by us, or written representations from certain reporting persons, we
believe that during fiscal year ended June 30, 2011, all filing requirements
applicable to its officers, directors and greater than 10% beneficial owners
were complied with.

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ITEM 11. EXECUTIVE COMPENSATION

Summary Compensation

The particulars of compensation paid to the following
persons:

- our principal executive officer;
- each of our two most highly compensated executive officers who were
  serving as executive officers at the end of the year ended June 30, 2011; and
- up to two additional individuals for whom disclosure would have been
  provided under (b) but for the fact that the individual was not serving as our
  executive officer at the end of the most recently completed financial year,

who we will collectively refer to as the named executive
officers, for our fiscal years ended June 30, 2011 and 2010, are set out in the
following summary compensation table:

Name and
      Principal Position
    Year
    Salary($)
    **Bonus**($)
    Stock **Awards**($)
    Option
      **Awards(5)**($)
    Non-Equity Incentive Plan**Compensation** ($)
    Nonqualified Deferred
      **Compensation** Earnings ($)
    All Other Compensation($)
    **Total**
      ($)(a)
    (b)
    (c)
    (d)
    (e)
    (f)
    (g)
    (h)
    (i)
    (j)Chenxi Shi President, (former)
      CEO, CFO and Director
    2011 2010
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil NilZibing Zhang former Vice
      President1
    2011 2010
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil NilZhenyu Chen former Vice
      President2
    2011 2010
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil NilHong Ba CEO and Director 3
    2011 2010
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil


1Mr. Zhang left our company in August 2011;
2Mr. Chen left our company in 2006;3Ms. Hong was
appointed CEO on August 1, 2011 and as a Director on September 1, 2011.

Employment Agreements

We have not entered into any employment agreement or consulting
agreement with our executive officers.

There are no arrangements or plans in which we provide pension,
retirement or similar benefits for executive officers. Our executive officers
may receive stock options at the discretion of our board of directors in the
future. We do not have any material bonus or profit sharing plans pursuant to
which cash or non-cash compensation is or may be paid to our directors or
executive officers, except that stock options may be granted at the discretion
of our board of directors.

We have no plans or arrangements in respect of remuneration
received or that may be received by our executive officers to compensate such
officers in the event of termination of employment (as a result of resignation,
retirement, change of control) or a change of responsibilities following a
change of control, where the value of such compensation exceeds $60,000 per
executive officer.

Outstanding Equity Awards at Fiscal Year-End

As at June 30, 2011, we had not adopted any equity compensation
plan and no stock, options, or other equity securities were awarded to our
executive officers.

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Option exercises and stock vested

As at June 30, 2011, we had not adopted any equity compensation
plan and no stock, options, or other equity securities were awarded to our
executive officers. No options have been exercised.

Compensation of Directors

The particulars of compensation paid to our director for our
year ended June 30, 2011, is set out below:

Name
    Fees Earned or Paid in
      Cash ($)
    Stock Awards ($)
    Option Awards ($)
    Non-Equity Incentive Plan
      Compensation ($)
    Change in 
      Pension Value and
      Nonqualified Deferred Compensation Earnings
    All Other Compensation
      ($)
    Total ($)(a)
    (b)
    (c)
    (d)
    (e)
    (f)
    (g)
    (h)Junjun Wu 1
    Nil
    Nil
    Nil
    Nil
    Nil
    Nil
    Nil


1Mr. Wu was appointed Director on September 1,
2011.

We reimburse our directors for expenses incurred in connection
with attending board meetings. We did not pay director's fees or other cash
compensation for services rendered as a director in the year ended June 30,
2011.

We have no formal plan for compensating our directors for their
service in their capacity as directors, although such directors are expected in
the future to receive stock options to purchase common shares as awarded by our
board of directors or (as to future stock options) a compensation committee
which may be established. Directors are entitled to reimbursement for reasonable
travel and other out-of-pocket expenses incurred in connection with attendance
at meetings of our board of directors. Our board of directors may award special
remuneration to any director undertaking any special services on our behalf
other than services ordinarily required of a director. No director received
and/or accrued any compensation for their services as a director, including
committee participation and/or special assignments.

Aggregated Options Exercised in the Year Ended June 30, 2011
and Year End Option Values

As at June 30, 2011, we had not adopted any equity compensation
plan and no stock, options, or other equity securities were awarded to our
executive officers. No options have been exercised.

Re-pricing of Options/SARS

There were no options granted during the year end June 30, 2011
therefore no options were re-priced.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS

In the following tables, we have determined the number and
percentage of shares beneficially owned in accordance with Rule 13d-3 of the
Exchange Act based on information provided to us by our controlling
shareholders, executive officers and directors, and this information does not
necessarily indicate beneficial ownership for any other purpose. In determining
the number of shares of our common stock beneficially owned by a person and the
percentage ownership of that person, we include any shares as to which the
person has sole or shared voting power or investment power, as well as any
shares subject to warrants or options held by that person that are currently
exercisable or exercisable within 60 days.

21

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Security ownership of certain beneficial owners

(1) Title of class
    (2) Name and address of
      beneficial owner
    (3) Amount and nature of
      beneficial ownership
    (4) Percent of class1common stock
    Chenling Shi Room 903, 9/F, Entrance
      12, Bldg 4, Jiaodaokou Dongdajie, Dongcheng District, Beijing,
      China 100007.
    4,500,000 Direct
    17.4%


Security ownership of management

(1) Title of class
    (2) Name and address of
      beneficial owner
    (3) Amount and nature of
      beneficial ownership
    (4) Percent of class1common stock
    Hong Ba Unit 2702, Sanlitun SOHO
      Building 2, No. 8, Gongtibeilu Chaoyang District, Bejing China
      100027
    Nil Direct
    0%common stock
    Zhenyu Chen 3-5557 Cote Des Neiges
      Montreal, QC, Canada
    300,000 Direct
    1.2%common stock
    Chenxi Shi 1855 Talleyrand, #203A
      Brossard, QC J4W 2Y9
    1,000,000 Direct
    3.9%common stock
    Junjun Wu 1-97 Hongqi North Street
      Xiaowang Village, Wanbailin District Taiyuan Shanxi PRC 030024
    15,000,000 Direct
    57.9%common stock
    Zibing Zhang 3-5557 Cote Des Neiges
      Montreal, QC, Canada
    1,000,000 Direct
    3.9%Directors and Officers as a Group
    17,300,000 Direct
    66.90%


1Percentage of ownership is based on 25,900,000
shares of common stock issued and outstanding as of September 14, 2011. 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. Beneficial ownership is determined in accordance
with the rules of the SEC and generally includes voting or investment power with
respect to securities. Shares of common stock subject to options or warrants
currently exercisable, or exercisable within 60 days, are deemed outstanding for
purposes of computing the percentage ownership of the person holding such option
or warrants, but are not deemed outstanding for purposes of computing the
percentage ownership of any other person.

Changes in Control

On June 15, 2011 two of our shareholders, entered into an
affiliate stock purchase agreement with Junjun Wu, to sell a total of 15,000,000
shares of our common stock for an aggregate price of US $250,000 as follows:

Name of Shareholder
    
    No. of Shares
    
    
    Price Per Share
    
    
    Total AmountChenling Shi
    
    5,500,000
    
    $
    0.045
    
    $
    247,500Aventech Capital Inc.
    
    9,500,000
    
    $
    0.0001
    
    $
    95015,000,000
    
    
    
    
    $
    248,450


22

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On June 20, 2011, the purchase was complete. Mr. Wu is our
companys largest shareholder holding approximately 57.9% of our common
stock.

Prior to the transfer of 15,000,000 shares of common stock to
Mr. Wu, Chenxi Shi and Chenling Shi were our largest controlling shareholders
holding 40.6% and 38.6%, respectively.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE

Transactions with related persons

None of the following parties has, since our date of
incorporation, had any material interest, direct or indirect, in any transaction
with us or in any presently proposed transaction that has or will materially
affect us, other than as noted in this section:

| | (i)   | Any of our directors or officers;                                                                                                                                          
| | ----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (ii)  | Any person proposed as a nominee for election as a
      director;                                                                                                         
| | (iii) | Any person who beneficially owns, directly or indirectly,
      shares carrying more than 5% of the voting rights attached to our
      outstanding shares of common stock;
| | (iv)  | Any of our promoters; and                                                                                                                                                  
| | (v)   | Any member of the immediate family (including spouse,
      parents, children, siblings and in- laws) of any of the foregoing
      persons.                               

Employment Contracts

We are not party to any employment contracts with our directors
and officers.

Pension, Retirement or Similar Benefit Plans

There are no arrangements or plans in which we provide pension,
retirement or similar benefits for directors or executive officers. We have no
material bonus or profit sharing plans pursuant to which cash or non-cash
compensation is or may be paid to our directors or executive officers, except
that stock options may be granted at the discretion of the Board of Directors or
a committee thereof.

We have no plans or arrangements in respect of remuneration
received or that may be received by our executive officers to compensate such
officers in the event of termination of employment (as a result of resignation,
retirement, change of control) or a change of responsibilities following a
change of control, where the value of such compensation exceeds $60,000 per
executive officer.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Audit and Accounting Fees

The following table sets forth the fees billed to the Company
for professional services rendered by the Company's principal accountant, for
the year ended June 30, 2011 and June 30, 2010:

Services
    
    2011
    
    
    2010Audit fees
    $
    
    
    $RSM Richter
    
    --
    
    
    15,916ChamberlandGBH CPAs, PC
    
    7,000
    
    
    --Tax fees
    
    --
    
    
    --All other fees
    
    --
    
    
    --Total fees
    $
    7,000
    
    $
    15,916


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Audit Fees

Consist of fees billed for professional services rendered for
the audits of our financial statements, reviews of our interim financial
statements included in quarterly reports, services performed in connection with
filings with the Securities and Exchange Commission and related comfort letters
and other services that are normally provided by independent auditors and
accountants for the fiscal years ended June 2011 and 2010 in connection with
statutory and regulatory filings or engagements.

Tax Fees

Consisted of fees billed for professional services rendered by
the principal accountant for tax compliance, tax.

24

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PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Exhibits required by Regulation S-K

(3)
    Articles of Incorporation and By-laws3.1
    Articles of Incorporation (attached as an
      exhibit to our registration statement on Form SB-2 filed September 25,
      2006)3.2
    By-Laws (attached as an exhibit to our
      registration statement on Form SB-2 filed September 25, 2006)(10)
    Material Contracts10.1
    Form of Subscription Agreement between News of
      China Inc. and placees (attached as an exhibit to our registration
      statement on Form SB-2 filed September 25, 2006)10.2
    Form of Private Placement Subscription
      Agreement Between Chenling Shi and the Issuer (incorporated by reference
      to an exhibit to the Issuers current report on Form 8-K filed with the
      Securities and Exchange Commission on June 23, 2009)(14)
    Code of Ethics14.1
    Code of Ethics adopted September 10, 2007
      (attached as an exhibit to our annual report on Form 10-KSB filed
      September 28, 2007)(16)
    Letter re change in certifying
      accountant16.1
    Letter dated October 13, 2011 from RSM Richter
      Chamberland LLP, Chartered Accountants (attached as an exhibit to our
      current report on Form 8-K filed on October 13, 2011)(31)
    Section 302 Certification31.1*
    Certification Statement of the Chief Executive
      Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2*
    Certification Statement of the Chief Financial
      Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(32)
    Section 906 Certification32.1*
    Certification Statement of the Chief Executive
      Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2*
    Certification Statement of the Chief Financial
  Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002


*filed herewith

25

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SIGNATURES

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

NEWS OF CHINA INC.

By:

/s/ Hong BaHong Ba CEO and Director
Principal Executive Officer Date: October 13, 2011

/s/ Chenxi ShiChenxi Shi CFO and
DirectorPrincipal Financial Officer and Principal Accounting Officer
Date: October 13, 2011

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.

/s/ Hong BaHong Ba CEO and Director
Principal Executive Officer Date: October 13, 2011

/s/ Chenxi ShiChenxi Shi CFO and Director
Principal Financial Officer and Principal Accounting Officer Date:
October 13, 2011

/s/ Junjun WuJunjun Wu Director Date:
October 13, 2011

26

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