UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, DC 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, 2010



[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For the transition period from ______ to _________








Commission File Number: 333-153182





Great Wall Builders Ltd.


(Exact name of registrant as specified in its charters)





Texas

71-1051037(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)2620 Fountainview, #115B

Houston, Texas 77057

(Address of principal executive offices)





(281)- 575-0636   Fax: (281)-575-6983


(Registrant’s telephone number, including area code)





Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class
Name of Each Exchange On Which RegisteredN/A
N/A





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





N/A


(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 ]














1





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





Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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 Act.  (Check one):





Large accelerated filer
[   ]
Accelerated filer
[  ]Non-accelerated filer
[   ]
Smaller reporting company
[X]





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





As of June 30, the aggregate market value of the common stock held by non-affiliates of the Registrant was approximately  $2,366,400





The number of shares of Registrant’s common stock outstanding as of June 30, 2010 was 4,800,000








2





PART 1





PAGEItem 1:
Business
4-6Item1A:
Risk Factors
6Item 1B:
Unresolved Staff Comments
6Item 2:
Properties
7Item3:
Legal Proceedings
7Item4:
Submission of Matters to Vote of Security Holders
7PART 11:Item 5:
Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities
7-8Item 6:
Selected Financial Data
9Item7:
Management’s Discussion and Analysis of Financial Condition and Results of Operations
9-11Item7A:
Quantitative and Qualitative Disclosures About Market RiskItem8:
Financial statements and supplemental data
F1-F5Item 9:
Changes In and Disagreements With Accountants and Accounting and Financial Disclosure
16Item 9A:
Controls and Procedures
15Item9B:
Other Information
16PART 111:Item10:
Director, Executive Officers and Corporate Governance
17Item 11:
Executive Compensation
18-19Item12:
Owners and Management and Related Stockholder Matters
20Item13:
Certain Relationships and Related Transactions and Director Independence
20Item14:
Principal Accountant Fees and Services
20PART 1V:Item15:
Exhibits, Financial Statement Schedules
21











3








PART 1





Item: 1 BUSINESS





This annual report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. 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.





Forward looking statements are made based on management's beliefs, estimates and opinions on the date the statements are made and we undertake no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. 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 and are prepared in accordance with United States generally accepted accounting principles. As used in this annual report, the terms "we", "us", "our" and  the "Company"  mean Great Wall Builders Ltd. unless otherwise indicated.





OVERVIEW





Great Wall Builders Ltd. incorporated in Texas on November 3, 2007. We plan to provide affordable homes with solar integrated system in Texas. Growth and expansion opportunities have also been identified in other regions of the United States as well as in China. The need for affordable homes with solar integrated system in the United States is in great demand due to change of consumer preferences for smaller homes and rising energy costs. We plan to design and sell affordable homes and offer other innovative solar integrated system such as solar roof tiles, solar hot water heaters and solar photovoltaic systems. We expect to promote our affordable homes for American families with solar integrated features in the U.S. and China.





PRIMARY PRODUCTS





(A)
Affordable Homes in USA


We anticipate building affordable homes in Houston HOPE neighborhoods. Houston HOPE is the City Mayor’s initiative to reinvest in some of Houston’s historic neighborhoods through a combination of stabilization activities and by supporting locally-led community building activities. The goal of Houston HOPE is to build stronger neighborhoods that meet the needs of their current residents and are attractive to new families. As of June 30, 2010, the Houston HOPE is offering homebuyers up to $37,500 as down payment assistance for buying new or existing homes in HOPE neighborhoods. Both Homebuyers and we are benefiting from $37,500, the Houston HOPE down payment assistance program. In addition, the American Recovery and Reinvestment Act of 2009, a federal program, provides as much as $8,000 tax credit to qualified first-time homebuyers. We believe the federal and Houston’s economic stimulus incentives will motivated the first time home buyers to buy our affordable homes in HOPE neighborhoods. HOPE neighborhoods include these Houston neighborhoods and boundaries: Acres Homes, Denver Harbor, Fifth Ward, Independence Heights, Near Northside, Settlegast, Sunnyside, and Trinity Gardens.








4





We believe American families need homes and shelters in every major cities and States. With the support of federal, state and cities’ economic grants and incentives, we believe we can fulfilled the American dreams of homeownership by building affordable homes. We need the support of federal, state and cities’ economic stimulus grants to fulfill the dream of homeownership for every American families.





(B) Affordable Homes in China





We anticipate forming partnerships and joint ventures with real estate developers, architects, building contractors, building materials suppliers, real estate brokers and banking institutions in China. We expect to build affordable homes in major cities in China. With our plans for expansion in China, we expect our operating expenses will increased substantially in 2011. In China, real estate developers generally have unsold inventory homes during economic downturns, we expect to acquire their unsold inventory homes using our equity and debt financing and resell these inventory homes to qualified buyers in China.








SECONDARY PRODUCTS





We expect to offer the following solar related products as part of our solar integrated system home. We intend to offer these solar integrated systems as upgrades only.





(C)
Solar Water Heater (SWH)


Solar water heating (SWH) systems are reliable and economical appliances for heating domestic water. They typically consist of collectors, a controller and storage tanks. SWH systems are economical to install and energy efficient. When they are installed on new houses and the cost is included in the mortgage, the increase in the monthly payment is small.





(D) Solar Electric Photovoltaic (PV) System





Solar electric systems contain modules made up of photovoltaic (PV) cells that generate electricity when exposed to sunlight. They have no moving parts, require almost no maintenance, and last for decades. The PV cells generate direct current (DC) electricity, which is converted to alternating current (AC) electricity by an inverter. Our PV systems come in a range of efficiencies and configurations. PV systems with modules that are mounted over existing roofing are still the most common.





(E) Solar integrated roof tiles





Our solar integrated roof tiles consist of many shapes and sizes which offer a clean, unobtrusive look that’s especially pleasing to homeowners. These solar modules are quick and easy to integrate into the roof in the same manner as common, flat concrete tiles. They’re designed for weather blocking, with a water channel design similar to concrete tiles. Offering superior durability, they are resistant to moisture, impact and high winds. Our solar roof modules consist of an ideal combination of aesthetics, performance and ease of installation for a wide range of residential new construction.





MARKETING AND SALES





We market and sell our homes through independent real estate brokers. Independent real estate broker normally assisted prospective homebuyers for negotiations. Prospective homebuyers are typically first-time homebuyers who need assistances for sources of financing and other related matters.








5





COMPETITION





The homebuilding business is competitive. We compete with numerous home builders of varying sizes, ranging from local to national in scope, some of which have better financial resources than we have. We anticipate building homes in several community redevelopment neighborhoods with federal, state and cities incentives to lessen the competition from other builders. Most custom builders do not want to build in targeted neighborhoods that have ceilings on selling prices such as the Houston HOPE neighborhoods. We anticipate to building new single family homes that sell for less than $150,000 and duplexes that sell for less than $200,000 in these community redevelopment neighborhoods.





REGULATION AND ENVIRONMENT MATTERS





We are subject to various local, state and federal statutes, ordinances, rules and regulations concerning zoning, building design, construction and similar matters, including local regulations which impose restrictive zoning and density requirements. City of Houston does not have zoning laws but it enforces deed restrictions in certain neighborhoods. We anticipate to complyingwith applicable building codes and zoning laws in our remodeling and building activities.





INTELLECTUAL PROPERTIES





We intend to assert our rights aggressively under trade secret, unfair competition, trademark, patent, and copyright laws to protect our intellectual properties including our trademarks. Our trademark has substantial proprietary values. It is based on red color with ornaments and centered with a dragon. The dragon was a distinctive symbol of Manchurian noble families and artisans, a heritage in which we are a part.





RESEARCH AND DEVELOPMENT





We plan to spend not less than $30,000 in research and development activities for the fiscal year ended June 30, 2011. Research and development activities related to solar roof tiles are one of the building trends in the United States and abroad.





EMPLOYEES





Most business activities to date have been undertaken by our Chief Executive Officer and other individuals retained on an independent contractor basis.





AVAILABLE INFORMATION





We file annual, quarterly and current 8-K reports, and other information with the Securities and Exchange Commission (the “SEC”). These filings are available to the public over the Internet at the SEC’s web site at http://www.sec.gov. You may also read and copy any document we file at the SEC’s public reference room located at 100 F Street, N.E., Washington, DC 20549. Please call the SEC at 1-800-SEC-0330 for further information on the public reference room.





Item1A:   RISK FACTORS





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








Item 1B: UNRESOLVED STAFF COMMENTS





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








6





Item 2:  PROPERTIES





Our executive office is located at 2620 Fountainview, #115B, Houston, Texas 77057. We owned several residential lots in Houston, Texas.








Item 3:   LEGAL PROCEEDINGS





We know of no material, active, or pending legal proceeding against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation or action involves damages for more than 10% of our current assets. There are no proceedings in which any of our company's directors, officers, or affiliates, or any registered or beneficial shareholders, is an adverse party or has a material interest adverse to our company's interest.








Item 4:   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS





No matters were submitted to a vote of our security holders during the fourth quarter of fiscal year ended June 30,2010.








PART II








Item 5:   MARKET FOR REGISTRATNT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES





MARKET INFORMATION





Our common stock is currently quoted on the OTC Bulletin Board (“OTCBB”). The OTCBB is a network of security dealers who buy and sell stock. The dealers are connected by a computer network that provides information on current "bids" and "asks", as well as volume information. Our shares are quoted on the OTCBB under the symbol “GWBU.OB.”





For the periods indicated, the following table presents the range of high and low bid quotations for the common stock as reported by the OTC Bulletin Board during the quarter being reported. Prices below reflect inter-dealer prices, without retail write-up, write-down or commission and may not represent actual transactions.





Fiscal Year ending June 30, 2010                           High                          Low


First Quarter                                                     $ 2.28 $ 1.00


Second Quarter                                                 $ 2.28 $ 1.00


Third Quarter                                                   $ 2.28 $ 1.00


Fourth Quarter                                                 $ 2.28 $ 1.20








Fiscal Year ending June 30, 2009                           High                        Low


First Quarter                                                    $ N/A $ N/A


Second Quarter                                                $ N/A $ N/A


Third Quarter                                                  $ 3.62 $ 2.00


Fourth Quarter                                                $ 2.00 $ 2.00







7











PENNY STOCK





The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the securities laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and is in such form, including language, type size and format, as the SEC shall require by rule or regulation.





The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statement showing the market value of each penny stock held in the customer's account.





In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those 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 acknowledgment of the receipt of a risk disclosure statement, a written agreement as to transactions involving penny stocks, and a signed and dated copy of a written suitability statement.





These disclosure requirements may have the effect of reducing the trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.





HOLDERS OF OUR COMMON STOCK





As of June 30, 2010, we had 4,800,000 shares of our common stock issued and outstanding, held by approximately 12 shareholders of record.





DIVIDEND





We have not paid any cash dividends on our common stock and have no present intention of paying any dividends on the shares of our common stock. Our future dividend policy will be determined from time to time by our board of directors.





SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS





We do not have any compensation plan under which equity securities are authorized for issuance.








8








RECENT SALES OF UNREGISTERED SECURITIES





We did not sell any equity securities which were not registered under the Securities Act during the year ended June 30, 2010.








Item 6:
SELECTED FINANCIAL DATA


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





Item 7: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS





The following discussion should be read in conjunction with our audited financial statements and the related notes for the year ended June 30, 2010 that appear elsewhere in this annual report. 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, but are not limited to those discussed below and elsewhere in this 10-K. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.





PLAN OF OPERATION





We have financed operations to date through advanced funds from officer and director. In connection with our business plan, management anticipates increase in operating expenses and capital expenditures related to: (i) acquisition of building lots; (ii) domestic and international travel expenses (iii) civil engineering and architectural fees. (iv) other expenses related to our expansion plans. We intend to finance those expenses with issuances of securities or debt instruments. Thereafter, we expect we will need to raise additional capital and generate revenues to meet our long-term operating requirements.





EXPENDITURES





We expect to spend approximately $750,000 in acquisition of  residential lots during the twelve-month period ending June 30, 2011.





GENERAL AND ADMINISTRATIVE EXPENSES





We expect to spend approximately $250,000 during the next twelve-months for general and administrative expenses, include but are not limited to civil engineer fees, architect fees, legal and professional fees, real estate sales commissions, advertising, public relations, domestic and international travel, salaries, and other general and administrative expenses.





GOING CONCERN





Our independent registered public accounting firm included an explanatory paragraph in their report on the accompanying financial statements regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our registered independent auditors. The audited financial statements included with this annual report have been prepared on the going concern basis which assumes that adequate sources of financing will be obtained as required and that our assets will be realized and liabilities settled in the ordinary course of business. Accordingly, the audited financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern.


9








COMPANY OVERVIEW AND BUSINESS OPERATIONS





Great Wall Builders Ltd., (OTCBB: GWBU.OB) is a home builder specializes in building affordable homes, solar energy homes, and installation of solar related home products. Changing in consumer preferences for smaller and affordable homes with solar feature create markets for our new homes. Advances in solar technologies, the relentless rise of conventional electricity prices, create additional markets for our “green” homes that save monthly electricity bills and preserve a better environment for our future generations.





Our management believes that affordable homes and solar homes will be the next building trend in the United States and abroad. We already identified affordable building sites in Houston HOPE neighborhoods. In addition, we intend to offer affordable homes and solar homes in China.





RESULTS OF OPERATION





We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities, Private Placement Offerings, Employee Stock Options Plans, and advanced funds from officers and directors.





For the year ended June 30, 2010 compared to the period from November 3, 2007 (Inception) to June 30, 2010. Our net loss for the year ended June 30 2010 was approximately $86,596 compared to a net loss of $47,342 during the period from November 3, 2007 (Inception) to June 30, 2009.  During the year ended June 30, 2010, we generated $-0- in revenues. During the year ended June 30, 2010, we incurred general and administrative expenses of $8,416 compared to $31,022 incurred during the period from November 3rd, 2007 (Inception) to June 30, 20010.





General and administrative expenses incurred during the year ended  June 30, 2010 were generally related to corporate overhead, legal and accounting, stock transfer agents, Edgar filings, start-up expenses, housing and automobile allowances for officer. Our net loss during the year ended June 30, 2010 was $86,596 compared to a net loss of $47,342 during the period from November 3, 2007 (Inception) to June 30, 2009.





LIQUIDITY AND CAPITAL RESOURCES





For the year ended June 30, 2010, our current assets were $580 and our total liabilities were $165,076 which resulted in a negative working capital of $164,496.  For the year ended June 30, 2010 current assets were comprised of $580 in cash compared to $24,751 in cash at our fiscal year ended June 30, 2009. Due to the Company's discontinue of home improvement services and focus on locating available building lots for residential developments, available cash has been reduced to less than $1,000 as of the year ended June, 30 2010. The officer and directors have pledged to inject independent funding sources for the remaining  12 months on a as needed basis.





Stockholders' deficit increased from $40,400 for fiscal year ended June 30, 2009 to $126,996 for the year ended June 30, 2010. As at the twelve month period ended June 30, 2010, our total assets were $38,080 and our total liabilities were $165,076 which resulted in negative working capital of $164,496. The increase of


stockholder's deficit primarily from accrued salaries payable to our officer .

















10











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 stockholders.








APPLICATION OF CRITICAL ACCOUNTING ESTIMATES





The Company prepares its financial statements in conformity with Generally Accepted Accounting Principles ("GAAP"), which requires management to make estimates and assumptions that affect the reported amounts


of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. Significant estimates made by management include, among others, realization of long-lived assets, estimating fair value associated with equity transactions and valuation of deferred tax assets. Actual results could differ from those estimates.





REVENUE RECOGNITION





The Company is in the development stage and has yet to realize revenues from operations. The Company will recognize revenue in accordance with Financial Accounting Standards Board Accounting Standards Codification ("ASC") 605, "Revenue Recognition".  In all cases, revenue is recognized when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured.  For the periods from November 3, 2007 (Inception) to June 30,2010, the Company recognized $61,680 in service revenue.





RECENT ACCOUNTING PRONOUNCEMENTS





In January 2010, FASB issued ASU No. 2010-01- Accounting for Distributions to Shareholders with Components of Stock and Cash. The amendments in this update clarify that the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a potential limitation on the total amount of cash that all shareholders can elect to receive in the aggregate is considered a share issuance that is reflected in EPS prospectively and is not a stock dividend for purposes of applying Topics 505 and 260 (Equity and Earnings Per Share). The amendments in this update are effective for interim and annual periods ending on or after December 15, 2009, and should be applied on a retrospective basis. The Company does not expect the adoption of this ASU to have a material impact on its financial statements.





In January 2010, FASB issued ASU No. 2010-06 – Improving Disclosures about Fair Value Measurements. This update provides amendments to Subtopic 820-10 that requires new disclosure as follows: 1) Transfers in and out of Levels 1 and 2.  A reporting entity should disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers.  2)  Activity in Level 3 fair value measurements.  In the reconciliation for fair value measurements using significant unobservable inputs (Level 3), a reporting entity should present separately information about purchases, sales, issuances, and settlements (that is, on a gross basis rather than as one net number).





This update provides amendments to Subtopic 820-10 that clarifies existing disclosures as follows: 1) Level of disaggregation. A reporting entity should provide fair value measurement disclosures for each class of assets and liabilities. A class is often a subset of assets or liabilities within a line item in the statement of financial position. A reporting entity needs to use judgment in determining the appropriate classes of assets and liabilities. 2) Disclosures about inputs and valuation techniques. A reporting entity should provide disclosures about the valuation techniques and inputs used to measure fair value for both recurring and nonrecurring fair value measurements. Those disclosures are required for fair value measurements that fall in either Level 2 or Level 3. The new disclosures and clarifications of existing disclosures are effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years.  The Company does not expect the adoption of this ASU to have a material impact on its financial statements.





11








Item 7A:  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


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





Item8: FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA











INDEX TO FINANCIAL STATEMENTS





PageReport of Independent Registered Public Accounting Firm
F1Balance Sheet at June 30, 2010 and 2009.
F2Statements of Operations for the Years Ended June 30, 2010 and 2009
F3Statements of Shareholders' Deficit for the Years Ended June 30, 2010 and 2009
F4Statements of Cash Flows for the Years Ended June 30, 2010 and 2009
F5Notes to Financial Statements.
F6













































































12








Report of Independent Registered Public Accounting Firm





The Board of Directors


Great Wall Builders Ltd.:





We have audited the accompanying balance sheets of Great Wall Builders Ltd., ( the "Company") as of June 30, 2010 and 2009, stockholder's deficit and for the related statements of operations, cash flows for the year then ended. 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 audits.





We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company was 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 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 audits provide 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 the Company as of June 30, 2010, and 2009 and the results of its operations and its cash flows for each of the years in the period ended June 30, 2010 and 2009 and for the period November 3, 2007 (Inception) through June 30, 2010, 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. The Company has recurring losses from operations and had stockholder’s deficit of approximately $126,996 at June 30, 2010. As discussed in Note 1 to the financial statements, a significant amount of additional capital will be necessary to advance operations to the point at which the Company is profitable. These conditions, among others, raise substantial doubt about the Company's ability to continue as a going concern. Management's plans regarding these matters are also described in Note 1. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.





In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of June 30, 2010 and 2009 and the results of its operations and its cash flows for the years then ended and for the period November 3, 2007 (Inception) through June 30, 2010 then ended, in conformity with accounting principles generally accepted in the United States of America.





/s/ Anton & Chia, LLP





Newport Beach, California


September 24, 2010














F1








GREAT WALL BUILDERS LTD.,


(Development Stage Company)


BALANCE SHEET





June 30


June 302010


2009( audited)


( audited)ASSETSCURRENT ASSETSCash

$
580


$
24,751Total Current Assets


580



24,751Property


37,500



37,500TOTAL ASSETS

$
38,080


$
62,251LIABILITIES AND STOCKHOLDER’S DEFICITAccount payable and accrued liabilities

$
165,076


$
102,651TOTAL LIABILITIES

$
165,076


$
102,651STOCKHOLDER’S  DEFICITPreferred Stock, $0.0001 par value, 98,989,886 authorized, no shares issued and outstandingCommon Stock, $0.0001 par value, 918,816,988 authorized, 4,800,000 shares issued and outstanding.


482



482Additional Paid-in Capital


63,018



63,018Deficit accumulated during development stage


(190,496)



(103,900
)Total Stockholders’ Deficit


(126,996)



(40,400)TOTAL LIABILITIES AND STOCKHOLDER’S  DEFICIT

$
38,080


$
62,251





The accompanying notes are an integral part of the financial statements


























F2








GREAT WALL BUILDERS LTD.,


(Development Stage Company)


STATEMENTS OF OPERATIONS


for the period November 3, 2007 (Inception) through June 30, 2010





FromNovember , 2007(Inception) toJune 30,2010


2009


2010Revenues
$

-


$
61,860


$
61,860Operating ExpensesGeneral and administrative


8,416



31,022



39,712Executive compensation


78,180



78,180



212,918Total operating expenses


86,596



109,202



252,630Loss from operations


(86,596)



(47,342)



(190,496)Provision for Income Tax


-



-



-Net Loss


(86,596)



$(47,342)



(190,496)Basic and diluted net loss per share

$
0.02


$
0.01



$0.04Weighted average number of common shares outstanding - basic and diluted


4,800,000



4,800,000











The accompanying notes are an integral part of the financial statements
































F3




















GREAT WALL BUILDERS LTD.,


(Development stage company)


Statements of Stockholders’ Deficit


From Inception November 3, 2007 to June 30, 2010





Common

Shares


Par

Value


Additional

paid in

Capital


Deficit

accumulated

during

development

Stage


Total

Stockholders’

DeficitCommon stock issued for cash1,964,500



196



18,804






19,000Common stock issued in exchange for property2,832,000



283



37,217






37,500Common stock issued for cash3,500



3



6,997






7,000Net loss














(103,900
)


(103,900
)Balances at June 30, 2009


4,800,000



482



63,018



(103,900
)


(40,400)Net Loss














(86,596)



(86,596)Balances at June 30,2010


4,800,000



$482



$63,018



$(190,496)



$(126,996
)


The accompanying notes are an integral part of the financial statements



































F4











GREAT WALL BUILDERS LTD.,


(Development Stage Company)


STATEMENTS OF CASH FLOWS


for the period November 3, 2007 (Inception) through June 30, 2010





For the Periodfrom November 3, 2007(Inception) toJune 302010


2009


2010OPERATING ACTIVITIES:Net loss

$
(86,596)


$
(47,342)


$
(190,496)-



-Changes in operating assets and Liabilities:Account payable and accrued liabilities


62,425



52,093



165,076Net cash used by operating activities

$
(24,171)


$
4,751


$
$(25,420)-



-



-FINANCING ACTIVITIES:










26,000Stock subscriptions

Net (Decrease) Increase in Cash


(24,171)



4,751



(580
)CASH, BEGINNING OF PERIOD

$
24,751


$
20,000



-CASH, END OF PERIOD

$
580


$
24,751



580SUPPLEMENTAL CASH FLOW INFORMATION:Stock issued for properties










$37,500








The accompanying notes are an integral part of the financial statements



































F5

















GREAT WALL BUILDERS LTD.


(A development Stage Company)





Notes to Financial Statements





Note 1 - Summary of Significant Accounting Policies





Description of Business





Great Wall Builders Ltd., incorporated in Texas on November 3, 2007, we intend to provide affordable homes with solar integrated system in Texas. Growth and expansion opportunities have also been identified in other regions of the United States as well as in China. We have designed affordable homes and offer innovative solar integrated systems such as solar roof tiles, solar hot water heaters and solar photovoltaic systems. We intend to promote our affordable homes with solar integrated features in the U.S. and China.





The Company is a Development Stage Company, as defined by Statement of Financial Accounting Standard (“SFAS”) No.7 “Accounting and Reporting by Development Stage Enterprises”.  In a development stage company, management devotes most of its activities to developing a market for its products and services.  The Company expects to fund itself in the next twelve months by the sale of common shares, loans from officer and director and private equity funding. The ability of the Company to emerge from the development stage with respect to any planned principal business activity is dependent upon its successful efforts to raise additional equity financing and/or generate significant revenue and profitable operations. There is no guarantee that the Company will be able to raise any equity financing or generate significant revenue or profitable operations.





GOING CONCERN





The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the ordinary course of business. The Company has incurred continuing and recurring losses from operations and a deficit accumulated during the development stage of approximately $190,496 as of June 30, 2010, which among other matters, raises  substantial doubt about its ability to continue as a going concern. A significant amount of additional capital will be necessary to advance the development of the Company's products to the point at which they may become commercially viable. The Company intends to fund operations through debt and/or equity financing arrangements, short-term loans from officer and director.





The Company is currently addressing its liquidity issue by continually seeking investment capital through private placements of common stock and debt. The Company believes that its cash on hand and funds expected to be received from short term loans from officer and director, private investments  will be sufficient to meet its liquidity needs for the next twelve months. However, no assurance can be given that the Company will receive any funds in addition to the funds it has received to date.





USE OF ESTIMATES





The Company prepares its financial statements in conformity with Generally Accepted Accounting Principles ("GAAP"), which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.





13














FAIR VALUE OF FINANCIAL INSTRUMENTS





The carrying amount of the Company's cash, accounts payable and accrued liabilities approximates their estimated fair values due to the short-term maturities of those financial instruments.  Management has concluded that it is not practical to determine the estimated fair value of amounts due to related parties because the transactions cannot be assumed to have been consummated at arm's length, the terms are not deemed to be market terms, there are no quoted values available for these instruments, and an independent valuation would not be practicable due to the lack of data regarding similar instruments, if any, and the associated potential costs.





CASH AND CASH EQUIVALENTS





The Company considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents. The Company maintains cash and cash equivalent accounts with financial institution insured by FDIC. As of June 30, 2010 and 2009, the Company did not have any cash equivalents outstanding.





REVENUE RECOGNITION





The Company is in the development stage and has yet to realize revenues from operations. The Company will recognize revenue in accordance with Financial Accounting Standards Board Accounting Standards Codification ("ASC") 605, "Revenue Recognition".  In all cases, revenue is recognized when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured.





LOSS PER SHARE





Basic net loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during each year. Diluted net loss per common share reflects the maximum dilution, based on the average price of our common stock each period and is computed similar to basic loss per share except that the denominator is increased to include the number of additional shares that would have been outstanding if potentially dilutive stock options and warrants had been exercised. There were no potentially dilutive common shares outstanding as of June 30, 2010 and 2009.








INCOME TAXES





Under ASC 740, "Income Taxes", deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized.





Note 2: RECENT ACCOUNTING PRONOUNCEMENTS





In January 2010, FASB issued ASU No. 2010-01- Accounting for Distributions to Shareholders with Components of Stock and Cash. The amendments in this update clarify that the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a potential limitation on the total amount of cash that all shareholders can elect to receive in the aggregate is considered a share issuance that is reflected in EPS prospectively and is not a stock dividend for purposes of applying Topics 505 and 260 (Equity and Earnings Per Share). The amendments in this update are effective for interim and annual periods ending on or after December 15, 2009, and should be applied on a retrospective basis. The Company does not expect the adoption of this ASU to have a material impact on its financial statements.





14








In January 2010, FASB issued ASU No. 2010-06 – Improving Disclosures about Fair Value Measurements. This update provides amendments to Subtopic 820-10 that requires new disclosure as follows: 1) Transfers in and out of Levels 1 and 2.  A reporting entity should disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers.  2)  Activity in Level 3 fair value measurements.  In the reconciliation for fair value measurements using significant unobservable inputs (Level 3), a reporting entity should present separately information about purchases, sales, issuances, and settlements (that is, on a gross basis rather than as one net number). This update provides amendments to Subtopic 820-10 that clarifies existing disclosures as follows: 1) Level of disaggregation. A reporting entity should provide fair value measurement disclosures for each class of assets and liabilities. A class is often a subset of assets or liabilities within a line item in the statement of financial position. A reporting entity needs to use judgment in determining the appropriate classes of assets and liabilities. 2) Disclosures about inputs and valuation techniques. A reporting entity should provide disclosures about the valuation techniques and inputs used to measure fair value for both recurring and nonrecurring fair value measurements. Those disclosures are required for fair value measurements that fall in either Level 2 or Level 3. The new disclosures and clarifications of existing disclosures are effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years.  The Company does not expect the adoption of this ASU to have a material impact on its financial statements.





Note 3: PROPERTY





The properties consist of residential lots that were transferred at cost ( $37,500) and were exchanged for common shares in Great Wall Builders, Ltd.





Note 4: RELATED PARTY TRANSACTIONS





As of June 30, 2010, there is an accrued salary payable to our Officer, Tian Jia, in the amount of $165,076.





Note 5: SUBSEQUENT EVENTS





As of September 20, 2010, our officer and director have advanced $2,000 to pay for the Company's annual audit fees.





Item 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS  AND ACCOUNTING AND ON FINANCIAL DISCLOSURE





None.





Item 9A: CONTROLS AND PROCEDURES





We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under theSecurities Exchange Act of 1934, as amended, 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 president (who is acting as our principal executive officer and our principal financial officer) to allow for timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.








15








As of June 30, 2010, the end of our fiscal year covered by this report, we carried out an evaluation, under the supervision and with the participation of our   president who is acting as principal executive officer and our principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president who is acting as our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this annual report.





MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING





This annual report does not include a report of management's assessment regarding internal control over financial reporting or an attestation report of the company's registered public accounting firm due to a transition period established by rules of the Securities and Exchange Commission for newly public companies.





INHERENT LIMITATIONS ON EFFECTIVENESS OF CONTROLS





Internal control over financial reporting has inherent limitations which include but is not limited to the use of independent professionals for advice and guidance, interpretation of existing and/or changing rules and principles, segregation of management duties, scale of organization, and personnel factors. Internal control over financial reporting is a process which involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or improper management override. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis, however these inherent limitations are known features of the financial reporting process and it is possible to design into the process safeguards to reduce, though not eliminate, this risk. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.








CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING





There have been no changes in our internal controls over financial reporting that occurred during the last 3 months period ended June 30, 2010 that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.








Item9B: OTHER INFORMATION





None.




















16























Part 111





Item 10:
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE





All of the directors of our company hold office until the next annual meeting of the stockholders or until their successors have been elected and qualified. Our officers are appointed by our board of directors and hold office until their death, resignation or removal from office. Our directors, executive officers, their ages, positions held, are as follows:








Our officers and directors and their ages and positions are as follows:





Name                       Age                Position


Tian Jia                     39                  CEO, CFO


Tian Su Hwa             68                  Secretary and Director








BUSINESS EXPERIENCE





The following is a brief account of the education and business experience of our director and executive officer during at least the past five years, indicating each person's business experience, principal occupation during the period, and the name and principal business of the organization by which he/she was employed.





Tian Jia, aged 39, Manchurian ethnic majority, born in Shanxi Province, China. From 1982 to 1988, her family ran a cement factory that employed more than 2,000 workers in Shanxi Province, China. During this period, she began to observe the operation in her family's cement factory and developed an interest in the construction industry. From 1990 to 1994, she studied fluid Mechanics and business administration at Harbin University. From 1995 to 2000, she worked as a project manager at Harbin Construction Company specializing in solar system home construction. From 2004 to 2007, she worked as a real estate investment consultant and property manager at Sing Xia Yuan Group. From 2007 to Present, she is Chief Executive Officer and Chief Financial Officer of Great Wall Builders Ltd., a publicly traded company in the United States. She devotes considerable time and resources for global charitable work and donations.





Tian Su Hua, aged 68, was born in Northeast China. She graduated with a Three Year Diploma of Accountancy in China. From 1964 to 1985, she hold several accounting jobs in China's private sectors. From 1985 to 1995 she engaged in the building construction business as a project supervisor in Shanxi Province, China. From 1996 to 2007, she holds a position as a Construction Project Manager at Ming Jia Xin Company. From 2007 to Present, she is the Secretary and director of Great Wall Builders Ltd., a publicly traded company in the United States.





INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS





None of our directors, executive officers or control persons has been involved in any of the events prescribed by Item 401(f) of Regulation S-K during the past five years, including:





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;














17








2.
any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);





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 Securities and Exchange 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.


CORPORATE GOVERNANCE





COMMITTEES OF THE BOARD OF DIRECTORS





Our board of director intends to establish an audit committee, a compensation committee, a nominating and corporate governance committee. Our board may establish other committees from time to time to facilitate the management of our company; however, we have not yet established any such committees.





CODE OF ETHICS





We have adopted a Code of Ethics within the meaning of Item 406(b) of Regulation S-K of the Securities Exchange Act of 1934. The Code of Ethics applies to directors and senior officers, such as the principal executive officer, principal financial officer, controller, and persons performing similar functions. The Code of Ethics is attached to this report as an exhibit.





COMPLIANCE WITH SECTION 16(A) OF THE ACT





Section 16(a) of the Securities Exchange Act requires our directors, executive officers and persons who own more than 10% of our common stock to file reports of ownership and changes in ownership of our common stock with the Securities and Exchange Commission. Directors, executive officers and persons who own more than 10% of our common stock are required by Securities and Exchange Commission regulations to furnish to us copies of all Section 16(a) forms they file. Based solely on our review of such forms furnished to us and written representations from certain reporting persons, we believe that all filing requirements applicable to our executive officers, directors and greater than 10% beneficial owners are currently compliant.





Item 11: EXECUTIVE COMPENSATION





There were no option grants or exercises by any of the executive officers named in the Summary Compensation Table below.





EQUITY INCENTIVE PLAN





We did not have an Equity Incentive Plan in place as of June 30, 2010.








18











SUMMARY COMPENSATION TABLE





The table below summarizes all compensation awarded to, earned by, or paid to both to our officers and to our directors for all services rendered in all capacities to us for our fiscal year ended June 30, 2010.





SUMMARY COMPENSATION TABLEName

and

principal

position
Year
Salary ($)
Bonus

($)
Stock

Awards

($)
Option

Awards

($)
Non-Equity

Incentive Plan

Compensation

($)
Nonqualified

Deferred

Compensation

Earnings ($)
All Other

Compensation

($)
Total

($)Tian Jia CEO
2009
$52,093
0
0
0
0
0
$22,118(1)
$78,180CFO
2010
$78,180
0
0
0
0
0
0
$78,180Footnotes:

(1) Housing, auto and other allowances.





OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END





The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer as of June 30, 2010.





OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-ENDOPTION AWARDS
STOCK AWARDSName
Number of

Securities

Underlying

Unexercised

Options

(#)

Exercisable
Number of

Securities

Underlying

Unexercised

Options

(#)

Unexercisable
Equity

Incentive

Plan

Awards:

Number of

Securities

Underlying

Unexercised

Unearned

Options

(#)
Option

Exercise

Price

($)
Option

Expiration

Date
Number

of

Shares

or Units

of

Stock That

Have

Not

Vested

(#)
Market

Value

of

Shares

or

Units

of

Stock

That

Have

Not

Vested

($)
Equity

Incentive

Plan

Awards:

Number

of

Unearned

Shares,

Units or

Other

Rights

That Have

Not

Vested

(#)
Equity

Incentive

Plan

Awards:

Market or

Payout

Value of

Unearned

Shares,

Units or

Other

Rights

That

Have Not

Vested

(#)Tian Jia

CEO, CFO
-
-
-
-
-
-
-
-
-





COMPENSATION OF DIRECTORS





The table below summarizes all compensation of our directors as of June 30, 2008.





DIRECTOR COMPENSATIONName
Fees Earned or

Paid in

Cash

($)
Stock Awards

($)
Option Awards

($)
Non-Equity

Incentive

Plan

Compensation

($)
Non-Qualified

Deferred

Compensation

Earnings

($)
All

Other

Compensation

($)
Total

($)Tian Su Hwa
-
-
-
-
-
-
-





19





NARRATIVE DISCLOSURE TO THE DIRECTOR COMPENSATION TABLE


We do not pay any compensation to our director(s) at this time. However, we reserve the right to compensate our directors in the future with cash, stock, options, or some combination of the above.





Item 12. OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS


The following is a table detailing the current shareholders of Great Wall Builders Ltd., owning 5% or more of the common stock, and shares owned by our directors and officers as if June 30, 2010.





Title of Class         Beneficial Owner (1)       Beneficial Ownership     Percentage of Ownership (2)


Common Stock             Tian Jia                            476, 000                           9. 9%


Common Stock             Tian Su Hwa                    912, 000                           19%


Common Stock             Apple Solar (3)               720, 000                           15%


Common Stock             Valor Solar (3)               720, 000                           15%





(1)  All directors and executive officers as a group (two persons)


(2)  Based on the total of 4,800,000 outstanding common shares as of June 30, 2010.


(3)  Tian Jia has sole voting and dispositive power of Apple Solar Co., & Valor Solar Co.,





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





Other than the transactions discussed below, we have not entered into any transaction nor are there any proposed transactions in which any of our directors, executive officers, stockholders or any member of the immediate family of any of the foregoing had or is to have a direct or indirect material interest.





(a) As of June 30, 2010, there is an accrued salary payable to our Officer, Tian Jia, in the amount of $165,076.





DIRECTOR INDEPENDENCE





We are not subject to listing requirements of any national securities exchange(s) and, as a result, we are not at this time required to have our board comprised of a majority of independent directors.








ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES





Below is the table of Audit Fees (amounts in US$) billed by our auditor(s) in connection with the audit of the Company’s annual financial statements for the years ended:





June 30, 2010
Audit Services
Audit

Related Fees
Tax Fees
Other Fees$2,000
$1,950
$0
$0





PRE-APPROVAL POLICIES AND PROCEDURES





We have implemented pre-approval policies and procedures related to the provision of audit and non-audit services. Under these procedures, our board of directors pre-approves all services to be provided by independent auditors and tax consultants, and the estimated fees related to these services.











20








PART IV





Item 15:
EXHIBITS, FINANCIAL STATEMENT SCHEDULES





Exhibits required by Item 601 of Regulation S-K





ExhibitNumber
Description3.1
Articles of Incorporation ( Incorporated by reference from our Registration Statement on Form S-1 filed on 08/26/2008).3.2
Bylaws ( Incorporated by reference from our Registration Statement on Form S-1 filed on August 26,2008.14.1
Code of Ethics ( filed herewith)31.1
Section 302 Certification-Tian Jia ( filed herewith)32.1
Section 906 Certification-Tian Jia ( filed herewith)


\


SIGNATURE:





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











Great Wall Builders Ltd.,Tian JiaBy: Tian JiaChief Executive Officer & Chief Financial OfficerDate: September 24, 2010








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





Signature
Title
Date/s/ Tian Jia
Chief Executive Officer & Chief Financial Officer
September 24, 2010








21