UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10 - K

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


For the transition period from[     ] to [   
          ]


Commission File Number: [  
     ]

Oakridge International Corporation

(Exact Name of Registrant as
Specified in Its Charter)

Nevada
    -------------(State or Other Jurisdiction of Incorporation or Organization)
    (IRS Employer Identification No.)Suite 1609, 16/F., Jie Yang Building, 271 Lockhart Road,
    Wanchai, Hong Kong
    n/a(Address of Principal Executive Offices)
    (Zip Code)


Tel: (206) 309 2235 Fax: (702) 948 5779(Registrant's Telephone Number, Including Area Code)
    Not Applicable
    (Former Name, Former Address and Former
    Fiscal Year if Changed Since Last Report)
    Securities registered under Section 12(b) of the Act:


Title of each class registered:
    -------------------------------
    None
    Name of each exchange on which registered:
    ------------------------------------------
    None


Securities registered under Section 12(g) of the Act:
    Common Stock, $0.001 Par Value
    (Title of Class)


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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 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 past 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 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 "small
    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 [  x  ] No [    ]


On September 15, 2009, the number of shares held by non-affiliates of the registrant was
    1,260,000 shares of common stock. There is no calculation on the aggregate market value of
    the voting stock held by non-affiliates at the moment, as the Company's shares have not
    yet traded on the Over-the-counter Bulletin Board.


Solely for the purpose of this calculation, shares held by directors and officers of the
    registrant have been excluded. Such exclusion should not be deemed a determination or an
    admission by registrant that such individuals are, in fact, affiliates of the registrant.


The number of common equity shares outstanding as of September 15, 2010 was 6,510,000
    shares of Common Stock, $0.001 par value.


DOCUMENTS INCORPORATED BY REFERENCE


Exhibits incorporated by reference are referred under Part IV.


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FORWARD-LOOKING
    STATEMENTSThis Current Report on Form 10-K report contains forward-looking statements of management
    of the Company that are, by their nature, subject to risks and uncertainties.
    Forward-looking statements are statements that estimate the happening of future events are
    not based on historical fact. Forward-looking statements may be identified by the use of
    forward-looking terminology, such as "may", "shall",
    "could", "expect", "estimate", "anticipate",
    "predict","probable", "possible",
    "should", "continue", or similar terms, variations of those terms or
    the negative of those terms. The forward-looking statements appear in a number of places
    in this Form 10-K report have been formed by our management on the basis of assumptions
    made by management and considered by management to be reasonable. However, whether actual
    results and developments will meet the Company's expectations and predictions depends on a
    number of known and unknown risks and uncertainties and other factors, any or all of which
    could cause actual results, performance or achievements to differ materially from
    Company's expectations, whether expressed or implied by such forward looking statements.
    Our future operating results are impossible to predict and no representation, guaranty, or
    warranty is to be inferred from those forward-looking statements.The assumptions used for purposes of the forward-looking statements contained in this Form
    10-K report represents estimates of future events and are subject to uncertainty as to
    possible changes in economic, legislative, industry, and other circumstances. As a result,
    the identification and interpretation of data and other information and their use in
    developing and selecting assumptions from and among reasonable alternatives require the
    exercise of judgment. To the extent that the assumed events do not occur, the outcome may
    vary substantially from anticipated or projected results, and, accordingly, no opinion is
    expressed on the achievability of those forward-looking statements. No assurance can be
    given that any of the assumptions relating to the forward-looking statements in this Form
    10-K report are accurate, and we assume no obligation to update any such forward-looking
    statements. If we do update or correct one or more forward-looking statements, investors
    and others should not conclude that we will make additional updates or corrections with
    respect to other forward-looking statements.


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TABLE OF CONTENTS

PART IITEM 1.
    Business
    
    1ITEM 1A.
    Risk Factors
    
    4ITEM 1B.
    Unresolved Staff Comments
    
    14ITEM 2.
    Properties
    
    14ITEM 3.
    Legal Proceedings
    
    14ITEM 4.
    Submission of Matters to a Vote of Security Holders
    
    14


PART IIITEM 5.
    Market for Registrant's Common Equity, Related Stockholder
    Matters and Issuer Purchases of Equity Securities
    
    15ITEM 6.
    Selected Financial Data
    
    15ITEM 7.
    Management's Discussion and Analysis of Financial
    Condition and Results of Operation
    
    16ITEM 7A.
    Quantitative and Qualitative Disclosures About Market Risk
    
    19ITEM 8.
    Financial Statements and Supplementary Data
    
    19ITEM 9.
    Changes in and Disagreements with Accountants on
    Accounting and Financial Disclosures
    
    20ITEM 9A
    Controls and Procedures
    
    20ITEM 9B.
    Other Information
    
    21


PART IIIItem 10
    Directors, Executive Officers and Corporate Governance
    
    22Item 11
    Executive Compensation
    
    23Item 12
    Security Ownership of Certain Beneficial Owners and
    Management and Related Stockholder Matters
    
    25Item 13
    Certain Relationships and Related Transactions, and
    Director Independence
    
    25Item 14
    Principal Accounting Fees and Services
    
    26


PART IVITEM 15
    Exhibits, Financial Statement Schedules
    
    27SIGNATURES
    
    
    28


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PART
    IITEM
    1. BUSINESS.


Operation Overview

Business of the
    Issuer


Oakridge
    International Corporation is an environmental services company specializing in trading and
    recovering raw materials from electronic printed circuit boards and other electronic
    products and components. We plan to own recycling facilities in China, Hong Kong and then
    in the USA. Our main operations and services will include the trading and acquisition of
    electronic components, recyclable materials such as scrap Printed Circuit Boards
    ("PCBs") from PCB factories, electronic products from recycling centers, and
    other electronic sources. After we have processed the PCBs or scrap through our recycling
    facilities and then to sell the raw materials recovered to customers in the USA and China.
    We believe the major customers for the recovered raw materials will be manufacturers that
    can utilize the raw materials in the creation of new products. We believe the recycling
    process and the use of the recycled raw materials is both environmentally correct, and for
    corporations and individuals worldwide, an essential responsibility to ensure that
    electronic products are properly recycled.


We are a
    development stage company that has generated modest revenues of $11,295 from operations
    since our incorporation on October 31, 2007 to June 30, 2010. We have incurred losses
    since our inception.


For
    the year ended June 30, 2010, we focused on trading of raw materials from PCB factories
    and electronic components, and developing a business model for the recycling technology
    and performing due diligence regarding potential sources for acquiring recyclable
    materials. We had limited success this year due to management change and as well the
    expiration of the Recycle Technology agreement we had been reviewing. A summary of the
    significant events for the year is described below.


Resignation of
    Director and Senior Officer


On
    February 15, 2010, the Company received a Separation Agreement and Release of Claims
    ("Separation Agreement") from and signed by Mr. Michael Burney ("Mr.
    Burney"), our then President and Chief Executive Officer ("CEO") in respect
    of his resignation as President, CEO and member of the board of directors of the Company
    (the "Director").


Under
    the Separation Agreement, Mr. Burney resigned as President, CEO and Director of the
    Company effective on February 14, 2010. Furthermore the Separation Agreement included two
    clauses: a Release of Claims and a Mutual Non-Disparagement clause, both of which the
    Board could not agree and accept for reasons including not complying with the Board's
    request, prior to and after his resignation, for his work reports and contact details (the
    "Reports") of his activities as the top officer of the Company for the past 5
    months prior to his resignation. Mr. Burney has not produced any reports or information to
    the Board of Directors prior to or after his resignation. Until Mr. Burney hands over all
    the outstanding Reports and information with a satisfactory explanation, the Company
    reserves the right to claim for any damages or opportunity cost that may have been caused
    by Mr. Burney's representation during his employment as CEO and President of the Company.


Termination of
    Recycle TechnologyIn
    March 2008, we signed a Technology License Agreement for the PCB Recycling process paying
    an initial refundable deposit of US$10,000. Under the agreement, the Company has a
    non-exclusive license to the technology for recycling PCB's outside of China. The Company
    was required to pay a further US$40,000 for the Technology License by September 30, 2008,
    after which all funds would become non-refundable. At the end of September 2008, the
    Technology License Agreement was extended by mutual consent for another six months until
    March 31, 2009 in order for the Company to complete its evaluation. On March 30, 2009,
    this Technology License Agreement was further extended by mutual consent for six months to
    September 30, 2009. The Technology Agreement was expired on October 1, 2009 as the parties
    could not agree on a further extension.


1

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Termination of
    Acquisition of Total Union PCB Recycle Limited


On
    June 29, 2009, we entered into a Binding Memorandum of Terms for the proposed acquisition
    of Total Union PCB Recycle Ltd. ("Total Union"), the licensor of the PCB
    Recycling process. The agreement expired on December 31, 2009 and the parties could not
    agree to enter into a new Binding Memorandum of Terms, which had been proposed and
    rejected.


Recycle Process
    and Technology


After the above
    mentioned two Agreements have been expired, our plan is still to have PCB recycling
    facilities in Asia and the USA. We keep our plan to use a PCB recycling process where we
    recycle scrap and EOL PCBs in an efficient and environmentally friendly process. This type
    of technology involves special crushing of PCBs, followed by separation of the metallic
    and non-metallic materials with a proprietary separation process. The technique has
    advantages over other methods proposed for recycling PCBs since it does not involve any
    secondary pollutants that are harmful to the environment. We have identified other
    potential manufacturers of the crushing technology for evaluation and discussion. We are
    still evaluating the technologies and are also in the process of studying the market in
    China to accommodate our initial operations in line with the anticipated resources
    available.


Trading of PCB
    Materials and Electronic Components


Our
    business involves net-working with electronic factories and we can have the opportunity to
    trade in PCB materials and electronic components so as to develop closer relationship with
    the factories. This is a very competitive industry and the margins are under downward
    adjusting pressure. However, amicable net-working with the electronic factories provides
    us a strategic link into the factories that we will set a deal to take up their future
    electronic waste for our recycling operation.


Summary of Our Plans


To implement our
    business plan, apart from additional financing, we will need to negotiate and secure
    contracts with acceptable terms for:


*
    Trading in electronic components*
    Sourcing of electronic PCBs from recycling centers and scrap PCBs from PCB
    factories*
    Locating customers for the raw materials recovered from this recycling technology*
    Searching facilities for processing these materials


Products and Services


We
    plan to acquire and process electronics products and components, with specialization in
    printed circuit boards. The normal process for recycling PCBs starts from disassembly and
    component recycling. Certainly, any hazardous components need to be removed and isolated
    prior to being processed. Utilizing advanced proprietary technological process, the PCBs
    are then shredded and granulated by machine, separating metals from the fibers that
    constitute the majority of the PCBs. The process generates two raw materials: fiber
    residue and metal concentrate.


We
    believe the fiber residue can be used in several industries to enhance products. We
    believe it can be used in the composite industry as filler in resins to make products such
    as furniture, wall sidings and "plastic" lumber, and that these composite
    products can be given appearance of wood, marble or granite. We also believe that the
    fiber residue can be used as an additive in waterproofing materials, asphalt and concrete.


The
    metal concentrate is primarily copper, although there may also be smaller quantities of
    other precious metals, such as gold, palladium and silver, depending upon the mix of PCBs
    input into the process. The different metals in the metal concentrate can then be
    recovered by a variety of separation processes. We currently plan to sell this metal
    concentrate to smelters until other separation techniques can be developed. In general, we
    need to ensure that the cost of processing the PCBs is less than the resale value of the
    raw materials recovered in the recycling process.


2

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**Sales,
    Marketing and Distribution**


Our intended
    recycling technology for processing printed circuit boards produces no emissions into the
    environment, and the output of the process is raw materials that can be utilized in the
    creation of new products. This is distinctly different from current methods of processing
    PCBs that include chemical and burning techniques that produce harmful emissions and
    byproducts that need additional disposal. In order to make the benefits of our process
    known, our marketing efforts will be a vital part of our operation. We will market to
    recycling centers and PCB factories for product supply, and to smelters and product
    manufacturers for the output materials of our process. We plan to allocate a considerable
    portion of our operating budget to this marketing effort that may include hiring industry
    experts and consultants, and marketing personnel, advertising in trade magazines and
    publications.


Market


As the world
    becomes more digitalized through the increasing utilization of electronics devices, there
    is an accelerating amount of obsolete electronic devices including personal computers,
    printers, fax machines, cell phones and other electrical and electronic equipment that has
    reached their useful End Of Life each year. In the United States, the Environmental
    Protection Agency ("EPA") has estimated that in 2007 there were 2.2 Million Tons
    of EOL products, of which only 18.4% were recycled, the remainder primarily going to
    landfills. (We need to state the name of the media, time and summarized content if we want
    to make a reference to it)


Printed
    circuit boards are typically made of layers of thin copper foil circuitry and insulating
    layers of an epoxy resin. Board contacts and components add traces of other precious
    metals. While the value of these metals is recognized, the typical extraction methods of
    burning or chemical processing releases toxic emissions and has created extremely polluted
    cities like Guiyu, China. The pending acquisition of Total Union and its proprietary
    process is mechanical, and releases no emissions.


Competition


Around the
    world, obsolete electronic equipment is typically discarded with domestic refuse,
    deposited in landfills, or incinerated without any pre-treatment. Depending upon the
    design and construction of these PCBs, the PCBs and their components primarily contain
    insulating resin and copper, and may also contain trace amounts of other precious metals.
    Currently, the small percentage of PCBs that are recycled for the recovery of these metals
    has involved hydrometallurgical, thermal and other processes that create secondary
    pollution that is harmful to the environment.
    While the typical extraction
    methods of burning and chemical processing do deliver these commodity metals, it is done
    at the expense of the environment. The mechanical process yields two raw materials, a
    resin powder and a metal concentrate with no emissions or impact to the environment. The
    resin powder is utilized as an additive in products such as outdoor decking, furniture,
    and waterproofing materials. The metal concentrate, primarily copper, is used to create
    new electrical and electronic products such as wire, printed circuit boards, and other
    electrical components.
    The markets for our products and
    services are competitive, and we face competition from a number of sources. Many of our
    competitors have substantially greater resources than us. Those resources may include
    greater name recognition; larger product lines; complementary lines of business; and
    greater financial, marketing, information systems, and other resources. We can give no
    assurance that competitive pressures will not materially and adversely affect the
    Company's business, financial condition, and results of operations.


3

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ITEM
    1A. RISK FACTORS


An investment in
    our common stock involves a high degree of risk. You should carefully consider the
    following factors and other information in this Form 10K filing before deciding to invest
    in our company. If any of the following risks actually occur, our business, financial
    condition, results of operations and prospects for growth would likely suffer. As a
    result, you could lose all or part of your investment.


We have experienced net losses and have not made any significant sales and
    revenue to date. Therefore, you should not rely on our historical results of operations as
    an indication of our future performance.


During the
    period from inception on October 31, 2007 through June 30, 2010, we incurred net losses of
    approximately $56,380. In November 2008, the Company sold scrap PCBs for $11,295 for a net
    profit of $474. Our future success is dependent on our ability to buy the electronic waste
    (including PCBs) and the subsequent sale of the recycled materials. The success of the
    business will depend upon a number of factors including but not limited to sourcing of
    recycled PCBs, arranging shipping, locating customers and operating the recycling
    facilities. None of these factors is demonstrated by our historic performance to date and
    there is no assurance we will be able to accomplish them in order to sustain our
    operations. We may never develop profitable operations. As a result, there is no assurance
    of future successful performance of our business.


Our
    financial condition raises substantial doubt about our ability to continue as a going
    concern. You will be unable to determine whether we will ever become profitable.


Our independent
    auditors have indicated in their audit report for the period ended at June 30, 2010 that
    there is substantial doubt about our ability to continue as a going concern over the next
    twelve months. Our poor financial condition could inhibit our ability to achieve our
    business plan and therefore an investor cannot determine if we will ever become
    profitable.


If we do not obtain
    additional financing, our business will fail.


We have
    determined our current operating funds are not sufficient to complete our intended
    business objectives. As of June 30, 2010, we had cash on hand in the amount of $563. We
    will need to raise additional capital in order to cover the costs of implementing our
    business plan. We estimate that we will need to raise $5.0 million to fully execute our
    operating plan. For the next 12 months, we will require a minimum of $25,000 to pay for
    the ongoing corporate costs of annual filing fees, audit, accounting, and office related
    cost. We do not currently have any arrangements for financing and may not be able to find
    such financing if required. We currently do not have any significant operations and we
    have had modest revenue. Our Chairman, Mr. Ku, has indicated that he is prepared to lend
    to the Company up to $25,000 to cover our operating costs over the next 12 months, but
    there are no formal arrangements in this regard. He is not legally obligated to loan funds
    to the Company. There is no guarantee that we will receive such loans.


If we are not able to obtain
    agreements with suppliers of scrap PCBs, our business will fail.


We have not
    entered into a formal agreement with any entity to acquire the scrap PCBs we intend to
    process at our own recycle plant or third party recycle plants. Even if we are able to
    reach an agreement with a material source, we may not be able to obtain the financing
    necessary to secure the scrap PCBs. If we are unable to locate suitable sources for scrap
    PCBs for our recycle plant, our business will fail.


4

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If we
    cannot find customers to purchase the raw materials recovered from the PCBs from us on
    acceptable terms, we will not be able to establish our business and thus it will fail.


Even if we
    secure scrap PCBs for recycling, we may not be able to secure purchasers for the resin
    powder and precious metals recovered from the recycled PCBs on acceptable terms. Without
    purchasers for these raw materials, we will not be able to proceed with our business plan.


Officers
    and directors owns 80.64% of our outstanding common stock, and he could exercise
    significant control over corporate decisions that may be disadvantageous to minority
    shareholders.


Both of our
    officers who are also directors, Mr. Xiong Xu and Mr. Sau Shan Ku, together own
    approximately 80.64% of the outstanding shares of our common stock. Accordingly, they will
    have a significant influence in determining the outcome of all corporate transactions,
    including mergers, consolidations, and the sale of all or substantially all of our assets.
    They will also have the power to influence a change in control. The interests of the
    officers and directors may differ from the interests of the other stockholders and thus
    result in corporate decisions that are disadvantageous to other shareholders.


Because
    current management does not have any technical experience in the recycling sector, our
    business has a higher risk of failure.


While management
    has experience in doing business in and with China, management does not have experience in
    the field of recycled PCBs, and sale of precious metals. As a result, we may not be able
    to recognize and take advantage of opportunities in the recycled PCBs sector without the
    aid of additional employees or qualified consultants. In addition, management may not be
    fully aware of specific requirements necessary for the resale of the raw materials
    generated by our process. Therefore management's decisions and choices may adversely
    affect our operations and earnings, and our ultimate financial success may suffer
    irreparable harm as a result.


We will
    incur significant costs complying with our obligations as a reporting company, and our
    ability to attain profitable operations will be adversely impacted.


We are required
    to file periodic reports with the Securities & Exchange Commission, including
    financial statements and disclosure regarding changes in our operations. We anticipate
    that we will incur a minimum of $25,000 per year in order to comply with these reporting
    requirements. As our operations become more complex, it is anticipated that these costs
    will increase. These compliance costs will be charged to operations and will negatively
    impact our ability to attain profitable operations.


5

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Our
    management team is currently not earning salary or receiving expenses, which may affect
    the implementation of our business plan.


The ongoing
    services of Mr. Xu and Mr. Ku cannot be assured and therefore may adversely affect the
    implementation of our business plan.
    In addition, we currently have
    two part time employees including Mr. Xiong Xu, our CEO, and Mr. Sau Shan Ku, our CFO. Mr.
    Xu and Mr. Ku anticipates that during the next 12 months they will devote approximately
    25% and 30%, respectively, of their time to our business, also in an unpaid capacity. Mr.
    Xu and Mr. Ku may not be able to devote the time necessary to our business to assure
    successful implementation of our business plan.


Our
    management decisions are made by Mr. Xiong Xu and Mr. Sau Shan Ku; if we lose their
    services, our revenues may be adversely affected.


The success of
    our business is dependent upon the expertise of management. Because Mr. Xu and Mr. Ku are
    essential to our operations, you must rely on their management decisions. We have not
    obtained any key person life insurance relating to them. If we lose their services, we may
    not be able to hire and retain other management with comparable experience. As a result,
    the loss of their services could adversely affect our future revenues.


There is
    intense competition for qualified technical professionals and sales and marketing
    personnel, and our failure to attract and retain these people could affect our ability to
    respond to rapid technological changes and to increase our revenues.


Our future
    success depends upon our ability to attract and retain qualified technical, sales and
    marketing personnel. Competition for talented personnel, particularly technical
    professionals, is intense. This competition could increase the costs of hiring and
    retaining personnel. We may not be able to attract, retain, and adequately motivate our
    personnel or to integrate new personnel into our operations successfully.


Our environmental services operations may subject us to potential environmental
    liability.


Our
    environmental services business may include certain types of hazardous waste, and may
    subject us to risks of liability for damages. Such liability could involve, without
    limitation, claims for clean-up costs, personal injury or damage to the environment in
    cases in which we are held responsible for the release of hazardous materials, and claims
    of employees, customers, or third parties for personal injury or property damage occurring
    in the course of our operations.We could also be deemed a responsible party for the cost
    of cleaning any property which may be contaminated by hazardous substances generated by us
    and disposed at such property or transported by us to a site selected by us, including
    properties we own or lease.


6

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If we cannot maintain our government permits or cannot obtain any required
    permits, we may not be able to continue or expand our operations.


Our business is
    subject to extensive, evolving, and increasingly stringent federal, state, and local
    environmental laws and regulations. Such federal, state, and local environmental laws and
    regulations govern our activities regarding the treatment, storage, recycling, disposal,
    and transportation of hazardous and non-hazardous waste. We must obtain and maintain
    permits, licenses and/or approvals to conduct these activities in compliance with such
    laws and regulations. Failure to obtain and maintain the required permits, licenses and/or
    approvals would have a material adverse effect on our operations and financial condition.
    If we are unable to maintain our currently held permits, licenses, and/or approvals or
    obtain any additional permits, licenses and/or approvals which may be required as we
    expand our operations, we may not be able to continue certain of our operations.


Changes in environmental regulations and enforcement policies could subject us to
    additional liability which could impair our ability to continue certain operations due to
    the regulated nature of our operations.


Because the
    environmental industry continues to develop rapidly, we cannot predict the extent to which
    our operations may be affected by future enforcement policies as applied to existing laws,
    by changes to current environmental laws and regulations, or by the enactment of new
    environmental laws and regulations. Any predictions regarding possible liability under
    such laws are complicated further by current environmental laws which provide that we
    could be liable, jointly and severally, for certain activities of third parties over whom
    we have limited or no control.


As our operations expand, we may be subject to increased litigation which could
    have a negative impact on our future financial results.


Our operations
    are regulated by numerous laws regarding procedures for waste treatment, storage,
    recycling, transportation and disposal activities, all of which may provide the basis for
    litigation against us. In recent years, the waste treatment industry has experienced a
    significant increase in so-called "toxic-tort" litigation as those injured by
    contamination seek to recover for personal injuries or property damage. We believe that as
    our operations and activities expand, there will be a similar increase in the potential
    for litigation alleging that we are responsible for contamination or pollution caused by
    our normal operations, negligence or other misconduct, or for accidents which occur in the
    course of our business activities. Such litigation, if significant and not adequately
    insured against, could impair our ability to fund our operations. Protracted litigation
    would likely cause us to spend significant amounts of our time, effort and money. This
    could prevent our management from focusing on our operations and expansion.


7

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If environmental
    regulation or enforcement is relaxed, the demand for our services will decrease.


The demand for
    our services is substantially dependent upon the public's concern with, the continuation
    and proliferation of, the laws and regulations governing the treatment, storage,
    recycling, and disposal of hazardous and non-hazardous waste. A decrease in the level of
    public concern, the repeal or modification of these laws, or any significant relaxation of
    regulations relating to the treatment, storage, recycling, and disposal of hazardous waste
    would significantly reduce the demand for our services and could have a material adverse
    effect on our operations and financial condition. We are currently not aware of any
    current federal or state government or agency efforts in which a moratorium or limitation
    has been, or will be, placed upon the creation of new hazardous waste regulations that
    would have a material adverse effect on us.


Due to the
    lack of a trading market for our securities, our shares are currently not liquid, and you
    may have difficulty selling any shares you purchase in this offering.


We
    are currently not registered on any public stock exchange. There is presently no demand
    for our common stock and no public market exists for our shares. We have contacted a
    market maker and will apply to have our shares quoted on the OTC Electronic Bulletin Board
    (OTCBB). The OTCBB is a regulated quotation service that displays real-time quotes, last
    sale prices and volume information in over-the-counter (OTC) securities. The OTCBB is not
    an issuer listing service, market or exchange. Although the OTCBB does not have any
    listing requirements per se, to be eligible for quotation on the OTCBB, issuers must
    remain current in their filings with the SEC. Market makers are not permitted to begin
    quotation of a security whose issuer does not meet this filing requirement. Securities
    already quoted on the OTCBB that become delinquent in their required filings will be
    removed following a 30 or 60 day grace period if they do not make their required filing
    during that time. As of the date of this filing, we have engaged in discussions with a
    market maker concerning the filing of Form 211 with the Financial Industry regulatory
    Authority (FINRA) to qualify our securities for quotation on the OTCBB. We cannot
    guarantee that our application, when filed, will be accepted or approved and that our
    stock would be listed and quoted for sale or that a future trading market for our
    securities will develop. If no market is ever developed for our common stock, it will be
    difficult for you to sell any shares you purchase in this offering. In such a case, you
    may find that you are unable to achieve any benefit from your investment or liquidate your
    shares without considerable delay, if at all. In addition, if we fail to have our common
    stock quoted on a public trading market, your common stock will not have a quantifiable
    value and it may be difficult, if not impossible, to ever resell your shares, resulting in
    an inability to realize any value from your investment. Restrictions on the sale of our
    stock as a Penny Stock may limit your ability to resell or a prospective purchaser to
    purchase any shares you acquire in this offering.


8

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Our shares
    will be "penny stocks" as that term is generally defined in the Securities
    Exchange Act of 1934 to mean equity securities with a price of less than $5.00. Our shares
    thus will be subject to rules that impose sales practice and disclosure requirements on
    broker-dealers who engage in certain transactions involving a penny stock.


Under the penny
    stock regulations, a broker-dealer selling a penny stock to anyone other than an
    established customer or accredited investor must make a special suitability determination
    regarding the purchaser and must receive the purchaser's written consent to the
    transaction prior to the sale, unless the broker-dealer is otherwise exempt. Generally, an
    individual with a net worth in excess of $1,000,000, or annual income exceeding $200,000
    individually or $300,000 together with his or her spouse, is considered an accredited
    investor. In addition, under the penny stock regulations the broker-dealer is required to:


*
    Deliver, prior to any transaction involving a penny stock, a disclosure schedule
    prepared by the Securities and Exchange Commissions relating to the penny stock market,
    unless the broker-dealer or the transaction is otherwise exempt;


*
    Disclose commissions payable to the broker-dealer and our registered
    representatives and current bid and offer quotations for the securities;


*
    Send monthly statements disclosing recent price information pertaining to the
    penny stock held in a customer's account, the account's value and information regarding
    the limited market in penny stocks; and


*
    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, prior to conducting any penny stock transaction in the customer's account.


Because of these
    regulations, broker-dealers may encounter difficulties in their attempt to sell shares of
    our common stock, which may affect the ability of selling shareholders or other holders to
    sell their shares in the secondary market and have the effect of reducing the level of
    trading activity in the secondary market. These additional sales practice and disclosure
    requirements could impede the sale of our securities, if our securities become publicly
    traded. In addition, the liquidity for our securities may be decreased, with a
    corresponding decrease in the price of our securities. Our shares in all probability will
    be subject to such penny stock rules and our shareholders will, in all likelihood, find it
    difficult to sell their securities.


9

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Sales of
    our common stock under Rule 144 could reduce the price of our stock.


All of 5,250,000
    shares of our common stock held by affiliates are restricted securities under Rule 144 of
    the Securities Act of 1933. In general, persons holding restricted securities, including
    affiliates, must hold their shares for a period of at least six months, may not sell more
    than one percent of the total issued and outstanding shares in any 90-day period, and must
    resell the shares in an unsolicited brokerage transaction at the market price. These
    restrictions do not apply to resales under Rule 144(k). The availability for sale of
    substantial amounts of common stock under Rule 144 could reduce prevailing market prices
    for our securities.


If our shares are quoted on the over-the-counter bulletin board, we will be
    required to remain current in our filings with the SEC and our securities will not be
    eligible for quotation if we are not current in our filings with the SEC.


In the event
    that our shares are quoted on the over-the-counter bulletin board,we will be required to
    remain current in our filings with the SEC in order for shares of our common stock to be
    eligible for quotation on the over-the-counter bulletin board. In the event that we become
    delinquent in our required filings with the SEC, quotation of our common stock will be
    terminated following a 30 day grace period if we do not make our required filing during
    that time. If our shares are not eligible for quotation on the over-the-counter bulletin
    board, investors in our common stock may find it difficult to sell their shares.


Because we
    currently do not have an audit or compensation committee, shareholders will have to rely
    on the entire board of directors, all of which are not independent, to perform these
    functions.


We currently do
    not have an audit or compensation committee comprised of independent directors. Indeed, we
    do not have any audit or compensation committee. The board of directors as a whole
    performs these functions. Thus, there is a potential conflict in that board members who
    are management will participate in discussions concerning management compensation and
    audit issues that may affect management decisions.


10

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Risks associated with
    doing business in the PRC.


A portion of our revenue will be derived from our operations in China.
    Accordingly, our results of operations and prospects will be subject, to a significant
    extent, to the economic, political and legal developments in China, which have rapidly
    changed.


The PRC's
    economic, political and social conditions, as well as government policies, could affect
    our business. The PRC economy differs from the economies of most developed countries in
    many respects.


Our ability to
    find attractive customers for our products is based on the assumption that the Chinese
    economy will continue to grow. The PRC's economic growth has been uneven, both
    geographically and among various sectors of the economy. The PRC government has
    implemented various measures to encourage economic growth and guide the allocation of
    resources. Some of these measures benefit the overall PRC economy, but may also have a
    negative effect on us, depending on the industry in which we engage in a business
    combination. For example, our financial condition and results of operations may be
    adversely affected by PRC government control over capital investments or changes in tax
    regulations that are applicable to potential target businesses and business combinations.


The PRC economy
    has been transitioning from a planned economy to a more market-oriented economy. Although
    in recent years the PRC government has implemented measures emphasizing the use of market
    forces for economic reform, the reduction of state ownership of productive assets and the
    establishment of sound corporate governance in business enterprises, a substantial portion
    of productive assets in China is still owned by the PRC government. In addition, the PRC
    government continues to play a significant role in regulating industry development by
    imposing industrial policies. It also exercises significant control over PRC economic
    growth through the allocation of resources, controlling payment of foreign
    currency-denominated obligations, setting monetary policy and providing preferential
    treatment to particular industries or companies. We cannot assure you that China's
    economic, political or legal systems will not develop in a way that becomes detrimental to
    our business, results of operations and prospects.


11

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If
    political relations between the U.S. and the PRC weaken, it could make sale of our
    products less attractive to customers inside of the PRC.


The relationship
    between the United States and the PRC is subject to sudden fluctuation and periodic
    tension. Changes in political conditions in the PRC and changes in the state of Sino-U.S.
    relations are difficult to predict and could adversely affect our operations or cause
    potential our products to become less attractive to customers inside of the PRC. This
    could lead to a decline in our profitability and our stock price. Any weakening of
    relations between the U.S. and the PRC could have a material adverse effect on our
    operations.


If the PRC
    imposes restrictions to reduce inflation, future economic growth in the PRC could be
    severely curtailed which could lead to a significant decrease in our profitability.


While the
    economy of the PRC has experienced rapid growth, this growth has been uneven among various
    sectors of the economy and in different geographical areas of the country. Rapid economic
    growth can lead to growth in supply of money and rising inflation. In order to control
    inflation in the past, the PRC has imposed controls on bank credits, limits on loans for
    fixed assets and restrictions on state bank lending. If similar restrictions are imposed,
    it may lead to a slowing of economic growth and decrease the interest in the recycled
    products we may ultimately offer leading to a decline in our profitability.


Because Chinese law may govern some of our material agreements for acquisition
    and sale of our products, we may not be able to enforce our rights within the PRC or
    elsewhere, which could result in a significant loss of business, business opportunities or
    capital.


Chinese law may
    govern some of our material agreements for acquisition and sale of our recycled products,
    some or many of which could be with Chinese governmental agencies. We cannot assure you
    that we will be able to enforce any of our material agreements or that remedies will be
    available outside of the PRC. The Chinese legal system is similar to a civil law system
    based on written statutes. Unlike common law systems, it is a system in which decided
    legal cases have little precedential value. Although legislation in China over the past 25
    years has significantly improved the protection afforded to various forms of foreign
    investment and contractual arrangements in China, these laws, regulations and legal
    requirements are relatively new and their interpretation and enforcement involve
    uncertainties, which could limit the legal protection available to us, and foreign
    investors, including you. The inability to enforce or obtain a remedy under any of our
    future agreements could result in a significant loss of business, business opportunities
    or capital and could have a material adverse impact on our operations.


Uncertainties with respect to the Chinese legal system could have a material
    adverse effect on us.


China'slegal
    system is based on written statutes. Prior court decisions may be cited for reference but
    have limited precedential value. Laws and regulations relating to foreign investments in
    China are relatively new, and China's legal system continues to rapidly evolve, the
    interpretations of many laws, regulations and rules are not always uniform and enforcement
    of these laws, regulations and rules involve uncertainties, which may limit legal
    protections available to us. In addition, any litigation in China may be protracted and
    result in substantial costs and diversion of resources and management attention.


12

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Fluctuations
    in the value of the renminbi relative to foreign currencies could cause the cost of our
    operations to increase and could affect our operating results.


Chinese
    companies will pay for our products with Chinese currency, the renminbi. We will be
    subject to increased risks relating to foreign currency exchange rate fluctuations that
    could have a material adverse affect on our business, financial condition and operating
    results. The value of renminbi against the United States dollar and other currencies may
    fluctuate and is affected by, among other things, changes in China's political and
    economic conditions. As we expect that some of our sales will be in China, any significant
    revaluation of the renminbi may materially and adversely affect our cash flows, revenues
    and financial condition. For example, to the extent that we need to convert United States
    dollars into renminbi for our operations, appreciation of renminbi against the United
    States dollar could have a material adverse effect on our business, financial condition
    and results of operations. Conversely, if we decide to convert our renminbi into United
    States dollars for other business purposes and the United States dollar appreciates
    against the renminbi, the United States dollar equivalent of the renminbi we convert would
    be reduced. The Chinese government recently announced that it is pegging the exchange rate
    of the renminbi against a number of currencies, rather than just the United States dollar.
    Fluctuations in the renminbi exchange rate could adversely affect our ability to operate
    our business.


13

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ITEM
    1B. UNRESOLVED STAFF COMMENTS


None.


ITEM
    2. PROPERTIES.


Our principal
    office address is Suite 1609, Jie Yang Building, 271 Lockhart Road, Wanchai, Hong Kong.
    This is a service office we rent at a monthly basis at a rate of US$150 per month.


We
    are not subject to competitive conditions for property and currently have no property in
    insure. We have no policy with respect to investments in real estate or interests in real
    estate and no policy with respect to investments in real estate mortgages. Further, we
    have no policy with respect to investments in securities of or interests in persons
    primarily engaged in real estate activities.


ITEM
    3. LEGAL PROCEEDINGS.


There
    are no legal actions pending against us nor are any legal actions contemplated by us at
    this time.


ITEM
    4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS.


None.


14

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PART
    IIITEM 5. MARKET PRICE FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS
    ISSUER PURCHASES OF EQUITY SECURITIES.


Market Information


A registrant that qualifies as a smaller reporting company is not required to provide the
    performance graph required in paragraph (e) of Item 201.


We have one class of securities, Common Voting Equity Shares ("Common Stock").
    Our common stock is not yet displayed on the Over The Counter Bulletin Board. To have our
    shares of common stock on the OTC Bulletin Board, a market maker must file an application
    on our behalf in order to make a market for our common stock. To date, we have identified
    a market maker to file our application on Form 211 with the FINRA.


Issuer's Repurchase Of Equity Securities


None.


Holders


On September 15, 2010, the Company had 53 holders of record of our Common Stock.


Dividends


We have not declared or paid dividends on our Common Stock since our formation, and we do
    not anticipate paying dividends in the foreseeable future. Declaration or payment of
    dividends, if any, in the future, will be at the discretion of our Board of Directors and
    will depend on our then current financial condition, results of operations, capital
    requirements and other factors deemed relevant by the board of directors. There are no
    contractual restrictions on our ability to declare or pay dividends.


Stock Options


Currently, there are no stock options outstanding.


ITEM 6. SELECTED FINANCIAL DATA


A registrant that qualifies, as a smaller reporting company is not required to provide the
    information required by this item.


15

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


The
    following discussion of our financial condition and our subsidiaries and our results of
    operations should be read together with the consolidated financial statements and related
    notes that are included later in this Annual Report on Form 10- K. This discussion
    contains forward-looking statements that involve risks and uncertainties. Our actual
    results may differ materially from those anticipated in these forward-looking statements
    as a result of various factors, including those set forth under Risk Factors or in other
    parts of this Annual Report on Form 10-K.


**Twelve
    Months Operating Plan**


Over the next
    twelve months, our operating plan will be focused on three main areas: financing,
    identifying technology partners, and operating recycling facilities in China, Hong Kong
    and the USA. Each of the three areas will be developed on its own path depending on the
    progress made and the amount of capital available.


**Financing**


Our financial
    plans involve getting sufficient funding to continue trading in electronic components and
    materials, scrap PCBs and working capital for identifying other technology process that we
    have found. These two initiatives are independent, and require separate strategy. The
    trading of the electronic components and materials, and scrap PCBs requires funding of
    about US$500,000 to buy PCB scrap materials and selling to our customers. The working
    capital funding is expected to be US$250,000. We will seek to raise development, operation
    and expansion funds for the next twelve months by equity offering for at least US$750,000
    to support these plans. We expect that we shall be able to attract investors when our
    shares are displayed and quoted, or listed and saleable on a recognized exchange services,
    such as the Over-the-counter Bulletin Board quotation services or major stock exchange
    markets. In addition, management is seeking strategic investors and partners to execute
    the operational plan as set out in this section.


**Technology
    Process**


As digital
    technology evolves, computer and digital equipment and devices are being retired at an
    accelerating rate. Around the world, obsolete electronic equipment is typically discarded
    with domestic refuse, deposited in landfills, incinerated or exported to developing
    countries. When discarded as trash, this avalanche of old electronic equipment is not only
    a waste of valuable resources, but also can release hazardous emissions into the
    environment if handled improperly.


We plan to
    contact PCB and electronics manufacturers, scrap dealers, recycling centers, federal,
    state and local governments and environmental groups in Asia and USA from our offices in
    Hong Kong, regarding the environmentally friendly PCB Recycling Technology. Our purpose is
    to market our recycling business as follows:


**Operations
    - Hong Kong**


We plan to
    provide operating capital and trading and sourcing of electronic components and electronic
    scrap to the Hong Kong and overseas manufacturers and scrap dealers. We will either sell
    these scrap PCBs and/or electronic components, or recycle the PCB scraps through our own
    recycle plant.


16

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**Operations
    - United States**


We plan to
    contact PCB manufacturers, scrap dealers and recycling centers in the United States about
    acquiring and handling their PCB disposal in an environmentally correct and beneficial
    manner. We believe current PCB disposal methods include incineration, landfill and
    smelting, and these methods typically create secondary pollution and/or environmental
    problems. We plan to introduce a new recycling process originated from China which has no
    adverse environmental effect, no secondary emissions, and yielding raw materials for the
    use in new products.


We plan to work
    with federal, state and local governments to promote our PCB recycling technology and its
    ability to protect the environment. We may also approach a socially conscious and
    progressive city like San Francisco to promote our method of environmentally friendly
    recycling of PCBs as a showcase for other facilities in the United States.


Research and
    Development


Since
    incorporation, the Company has not embarked on any research and development program and
    has not incurred or is expecting to incur any such costs.


Costs and Effects
    of Compliance with Environmental Laws


We currently do
    not expect there will be any additional costs and effects of compliance with environmental
    laws in our current plan of operation, as we will ensure that the contracting parties are
    all approved by the local government authorities. In the future if we operate our own PCB
    recycling facility, we will evaluate the costs and benefits effects of compliance with
    environmental laws which may be substantial. We will work closely with all government
    environmental agencies to comply with all the local environmental laws and regulations.


Employees


We currently
    have 2 staff including our directors Messrs. Ku, and Xu. Mr. Michael Burney, our former
    Chief Executive Officer and President, resigned all his positions as well as member of the
    Board on February 14, 2010. On February 11, 2010, Mr. Xiong Xu joined the Board of
    directors. On February 18, 2010, Mr. Xu was appointed as CEO and President of the Company
    and he shall be devoting about 25% of his business time to the Company. Mr. Ku, in his
    capacity as our Treasurer, Secretary and Chief Financial Officer, devotes approximately
    30% of his time to our business. Subject to financing, in the next 12 months, we plan to
    hire consultants in Hong Kong, China and the U.S.A. to undertake and implement the
    operational plans.


17

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Results of
    Operations


FOR THE YEAR ENDED JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007 (INCEPTION) TO
    JUNE 30, 2009 AND 2010


REVENUES


For the year ended June 30, 2010 the Company has realized no revenue and incurred no cost
    of revenue and no gross profit. We hope to generate additional revenue when we receive
    more contracts and as we continue to develop the business.
    For the period from October 31,
    2007 (date of inception) to June 30, 2009, the Company realized revenue of $11,295,
    incurred a cost of revenue of $10,821 and achieved a gross profit of $474.
    For the period from October 31,
    2007 (date of inception) to June 30, 2010, the Company realized revenue of $11,295,
    incurred a cost of revenue of $10,821 and achieved a gross profit of $474.


OPERATING EXPENSES


For the year ended June 30, 2010, the Company had incurred no gross profit and our total
    operating expenses were $10,889, all of which were selling, general and administrative
    expenses. We also had $660 in interest expense. Our net loss to our shareholders for the
    year ended June 30, 2010 was $11,549.
    For the period from October 31,
    2007 (date of inception) to June 30, 2009, the accumulated gross profit was $474, and our
    total operating expenses were $44,285, all of which were selling, general and
    administrative expenses. We also had $1,020 in interest expense. Our accumulated net loss
    to our shareholders for the period ended June 30, 2009 was $44,831.
    For the period from October 31,
    2007 (date of inception) to June 30, 2010, the accumulated gross profit was $474, and our
    total operating expenses were $55,174, all of which were selling, general and
    administrative expenses. We also had $1,680 in interest expense, resulting in an
    accumulated net loss to our shareholders for the period ended June 30, 2010 was $56,380.


18

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Liquidity and
    Capital Resources


We do not have
    sufficient resources to accomplish our business plans. As of June 30, 2010, we had $563 in
    cash.


We
    will have to raise funds to pay for our expenses and accomplish our business plans. We may
    have to borrow money from shareholders or issue debt or equity or enter into a strategic
    arrangement with a third party. There can be no assurance that additional capital will be
    available to us. We currently have no agreements, arrangements or understandings with any
    person to obtain funds through bank loans or lines of credit. Our inability to raise funds
    for our operations will have a severe negative impact on our ability to remain a viable
    company.


Going Concern
    Consideration


The
    Company is a development stage company and has commenced operations. The Company had
    modest revenue of $11,295 and incurred a net loss of $11,549 for the year ended June 30,
    2010 and an accumulated net loss of $56,380 for the period from October 31, 2007
    (inception) to June 30, 2010. These factors raise substantial doubt about the Company's
    ability to continue as a going concern. The Company's ability to continue as a going
    concern must be considered in light of the problems, expenses and complications frequently
    encountered in emerging markets and the competitive environment in which the Company
    operates. The Company is pursuing financing for its operations. In addition the Company
    has commenced operations to earn revenues. Failure to secure such financing, to raise
    additional equity capital and to earn revenue may result in the Company depleting its
    available funds and not being able to pay its obligations. These consolidated financial
    statements do not include any adjustment to reflect the possible future effects on the
    recoverability and classification of assets or the amounts and classification of assets or
    the amounts and classification of liabilities that may result from the possible inability
    of the Company to continue as a going concern.


Off-Balance
    Sheet Arrangement


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


ITEM
    7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


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


ITEM 8. FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA


Consolidated
    Financial Statements


Please see page F-1
    through F-17 of this Form 10-K.


19

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


There
    are no such reportable events.


ITEM 9A. CONTROLS
    AND PROCEDURES.Disclosure Controls and ProceduresUnder the
    supervision and with the participation of our management, including our Chief Executive
    Officer and our Chief Financial Officer, we evaluated the effectiveness of the design and
    operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and
    15d-15(e) of the Exchange Act as of a date (the "Evaluation Date") within ninety
    (90) days prior to the filing of our June 30, 2010 Form 10-K


Based upon that
    evaluation, our Management has concluded that, as of June 30, 2010, our disclosure
    controls and procedures were not effective in timely alerting management to the material
    information relating to us (or our consolidated subsidiaries) required to be included in
    our periodic filings with the SEC.


Internal Control over
    Financial Reporting


(a)Management's Annual Report on
    Internal Control Over Financial Reporting


Our management
    is responsible for establishing and maintaining adequate internal control over financial
    reporting, as defined in Rules13a-15(f) and 15d-15(f) under the Exchange Act. Our internal
    control over financial reporting is designed to provide reasonable assurance regarding the
    reliability of financial reporting and the preparation of financial statements for
    external purposes in accordance with generally accepted accounting principles.


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


Our management,
    with the participation of its CEO and President, assessed the effectiveness of our
    internal control over financial reporting as of June 30, 2010. In making this assessment,
    we used the criteria set forth by the Committee of Sponsoring Organizations of The
    Treadway Commission (COSO) in Internal Control-Integrated Framework.Based on that
    assessment under such criteria, management concluded that our internal controls over
    financial reporting were not effective as of June 30, 2010 due to control deficiencies
    that constituted material weaknesses. A material weakness is a control deficiency, or
    combination of control deficiencies, such that there is a reasonable possibility that a
    material misstatement of the annual or interim financial statements will not be prevented
    or detected on a timely basis.


In the course of
    making our assessment of the effectiveness of internal controls over financial reporting,
    we identified one material weakness in our internal control over financial reporting. This
    material weakness consisted of inadequate staffing within the accounting operations of our
    Company. The small number of employees who are responsible for accounting functions (more
    specifically, one) prevents us from segregating duties within our internal control system.
    The inadequate segregation of duties is a weakness because it could lead to the untimely
    identification and resolution of accounting and disclosure matters or could lead to a
    failure to perform timely and effective reviews.


We are in the process of developing
    and implementing remediation plans to address our material weaknesses.


20

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Management has identified specific
    remedial actions to address the material weaknesses described above:


*
    Improve
    the effectiveness of the accounting group by continuing to augment our existing resources
    with additional consultants or employees to improve segregation procedures and to assist
    in the analysis and recording of complex accounting transactions and preparation of tax
    disclosures. We plan to mitigate the segregation of duties issues by hiring additional
    personnel in the accounting department once we have achieved positive cash flow from
    operations, and/or have raised significant additional working capital.*
    Improve segregation
    procedures by strengthening cross approval of various functions including cash
    disbursements and quarterly internal audit procedures where appropriate.


Due to its
    inherent limitations, internal control over financial reporting may not prevent or detect
    misstatements. 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. All
    internal control systems, no matter how well designed, have inherent limitations.
    Therefore, even those systems determined to be effective can provide only reasonable
    assurance with respect to financial statement preparation and presentation.


Changes in Controls and
    Procedures


There were no
    significant changes made in our internal controls over financial reporting during the year
    ended June 30, 2010 that have materially affected or are reasonably likely to materially
    affect these controls. Thus, no corrective actions with regard to significant deficiencies
    or material weaknesses were necessary.


Attestation Report of the
    Registered Public Accounting Firm


This annual
    report does not include an attestation report of our independent registered public
    accounting firm regarding internal control over financial reporting. We were not required
    to have, nor have we, engaged our independent registered public accounting firm to perform
    an audit of internal control over financial reporting pursuant to the rules of the
    Commission that permit us to provide only management's report in this annual report.


ITEM 9B. OTHER
    INFORMATION.


None.


21

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PART III

ITEM 10. DIRECTORS,
    EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.


Our directors and executive officers are as follows:


Name
    
    Age
    
    PositionXiong XU
    
    32
    
    Director,
    President, Chief Executive OfficerSau Shan KU
    
    42
    
    Director, Chairman, Chief Financial Officer and Secretary


Mr. Xiong Xu was elected and appointed by our majority shareholders as Director on
    February 11, 2010. On February 18, 2010, Mr. Xu was appointed and replaced the positions
    of our then President and CEO, Mr. Michael Burney, to become the Company's President and
    CEO. For the past 5 years, Mr. Xiong Xu has been the managing director of Shenzhen C&A
    International Logistics Co., Ltd. in Shenzhen, China. Mr. Xu has extensive experience in
    the areas of sales, marketing and administration in the logistics industry in China and
    South East Asia. Mr. Xu holds a degree of Business Management from the Foshan University
    in China.


Mr. Sau Shan Ku has been our Director, Chairman, Treasury, Secretary, and Chief Financial
    Officer since November 30, 2007. He has over 12 years of work experience in the areas of
    accounting, finance, and company secretarial duties for a number of listed companies in
    Hong Kong. In the past 5 years, Mr. Ku has worked as the Finance and Special Projects
    Manager for Barnwell Enterprises Limited from 2003 to 2007 and as the Finance Manager for
    Global Assets Limited from 2007 to now. Mr. Ku received a Bachelor of Science degree in
    Actuarial Science and Economics from the Toronto University and a Bachelor of Arts degree
    in Administrative Studies from York University. Mr. Ku also holds a Master degree in
    Corporate Finance from the Hong Kong Polytechnic University.


There is no family relationship among the directors of the Company.


No director or officer of the Company has been affiliated with any company that has filed
    for bankruptcy within the last five years. The Company is not aware of any proceedings to
    which any of the Company's officers or directors, or any associate of any such officer or
    director, is a party adverse to the Company or any of the Company's subsidiaries or has a
    material interest adverse to it or any of its subsidiaries.


Auditors; Code of Ethics; Financial Expert


Our principal independent accountant is Albert Wong & Co., CPA.


We do not currently have a Code of Ethics because we have limited business operations and
    only two officers/directors on the Board. We believe a code of ethics would have limited
    utility at this stage. We intend to adopt such a code of ethics as our business operations
    expand and have more directors, officers and employees. As at today, we do not have a
    "financial expert" on the board or an audit committee or nominating committee.


Potential Conflicts of Interest


Since we do not have an audit or compensation committee comprised of independent
    directors, the functions that would have been performed by such committees are performed
    by our directors. Thus, there is a potential conflict of interest in that our directors
    and officers have the authority to determine issues concerning management compensation and
    audit issues that may affect management decisions. We are not aware of any other conflicts
    of interest with any of our executives or directors.


22

---

ITEM
    11. EXECUTIVE COMPENSATION.


Summary Compensation


Since our incorporation on October 31, 2007, we have not paid any compensation to our
    directors or officers in consideration for their services rendered to our Company in their
    capacity as such. We have no employment agreements with any of our directors. We have no
    pension, health, annuity, bonus, insurance, stock options, profit sharing or similar
    benefit plans.


SUMMARY COMPENSATION TABLENon-qualifiedNon-Equity
    
    DeferredYear
    
    
    
    
    
    Stock
    
    Option
    
    Incentive Plan
    
    Compensation
    
    All OtherName and
    Ended
    
    Salary
    
    Bonus
    
    Awards
    
    Awards
    
    Compensation
    
    Earnings
    
    Compensation
    
    TotalPrincipal Position
    June 30
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)-----------------------
    -------------
    
    --------
    
    --------
    
    --------
    
    -------
    
    ---------------
    
    -------------
    
    ------------
    
    --------Mr. Xiong Xu1
    2010
    
    5,000
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    5,0002009
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -Mr. Sau Shan Ku 2
    2010
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -2009
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -2008
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -Mr. Michael Burney3
    2010
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -


1.
    Mr. Xiong XuisPresident and Chief Executive Officer and Director of Oakridge
    effective from February 18, 2010.2.
    Mr. Sau Shan KuisChairman,Treasurer, Secretary, Chief Financial Officer, and Director of
    Oakridge.3.
    Mr. Michael Burney was our President and CEO for the period from July 17,
    2009 to February 18, 2010.


Since our incorporation on October 31, 2007, no stock options or stock appreciation rights
    were granted to any of our directors or executive officers. We have no equity incentive
    plans.


Outstanding Equity Awards


The following table sets forth certain information concerning stock option awards granted
    to our executive officers and our director.


OUTSTANDING EQUITY AWARDS AT JUNE 30, 2009OPTION 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 (#)----------
    ------------
    -----------
    --------
    ---------
    ---------
    ----------
    ----------
    ----------Xiong Xu1
    -
    -
    -
    -
    -
    -
    -
    -
    -Sau Shan Ku2
    -
    -
    -
    -
    -
    -
    -
    -
    -Michael
    Burney3
    -
    -
    -
    -
    -
    -
    -
    -
    -


1.
    Mr. Xiong XuisPresident and Chief Executive Officer and Director of Oakridge
    effective from February 18, 2010.2.
    Mr. Sau Shan KuisChairman,Treasurer, Secretary, Chief Financial Officer, and Director of
    Oakridge.3.
    Mr. Michael Burneywas
    our President and CEO for the period from July 17, 2009 to February 18, 2010.


23

---

Since our
    incorporation on October 31, 2007, no stock options or stock appreciation rights were
    granted to any of our directors or executive officers. We have no equity incentive plans.


Since October 31, 2007, none of our director or executive officer has held unexercised
    options, stock that had not vested, or equity incentive plan awards.


Compensation of Director


Since our incorporation on October 31, 2007, no compensation has been paid to any of our
    director in consideration for his services rendered in their capacity as director.


DIRECTOR COMPENSATIONName
    Fees Earned or Paid in Cash
    ($)
    Stock Awards
    ($)
    Option Awards
    ($)
    Non-Equity Incentive Plan Compensation
    ($)
    Nonqualified Deferred Compensation Earnings
    ($)
    All Other Compensation
    ($)
    Total
    ($)----------
    --------
    ---------
    ------------
    -----------
    -----------
    ------------Xiong Xu 1
    -
    -
    -
    -
    -
    -
    -Sau Shan Ku2
    -
    -
    -
    -
    -
    -
    -Michael
    Burney3


1.
    Mr. Xiong XuisPresident and Chief Executive Officer and Director of Oakridge
    effective from February 18, 2010.2.
    Mr. Sau Shan KuisChairman,Treasurer, Secretary, Chief Financial Officer, and Director of
    Oakridge.3.
    Mr. Michael Burneywas
    our President and CEO for the period from July 17, 2009 to February 18, 2010.


24

---

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


The following tables set forth the ownership, as of the
    date of this prospectus, of our common stock by each person known by us to be the
    beneficial owner of more than 5% of our outstanding common stock, our directors, and our
    executive officers and directors as a group. There are not any pending or anticipated
    arrangements that may cause a change in control.


The information presented below regarding beneficial ownership of our voting securities
    has been presented in accordance with the rules of the Securities and Exchange Commission
    and is not necessarily indicative of ownership for any other purpose. Under these rules, a
    person is deemed to be a "beneficial owner" of a security if that person has or
    shares the power to vote or direct the voting of the security or the power to dispose or
    direct the disposition of the security. A person is deemed to own beneficially any
    security as to which such person has the right to acquire sole or shared voting or
    investment power within 60 days through the conversion or exercise of any convertible
    security, warrant, option or other right. More than one person may be deemed to be a
    beneficial owner of the same securities. The percentage of beneficial ownership by any
    person as of a particular date is calculated by dividing the number of shares beneficially
    owned by such person, which includes the number of shares as to which such person has the
    right to acquire voting or investment power within 60 days, by the sum of the number of
    shares outstanding as of such date plus the number of shares as to which such person has
    the right to acquire voting or investment power within 60 days. Consequently, the
    denominator used for calculating such percentage may be different for each beneficial
    owner. Except as otherwise indicated below and under applicable common share property
    laws, we believe that the beneficial owners of our common stock listed below have sole
    voting and investment power with respect to the shares shown. The business address of the
    shareholders set forth below is Suite 1609, Jie Yang Building, 271 Lockhart Road, Wanchai,
    Hong Kong.


Name
    Security
    Total Shares Owned
    
    PercentageXiong Xu
    Common
    1,250,000
    
    19.20%Sau Shan Ku
    Common
    4,000,000
    
    61.44%All executive officers and directors as a group [2 persons]
    Common
    5,250,000
    
    80.64%


This table is based upon information derived from our stock records. Unless otherwise
    indicated in the footnotes to this table and subject to community property laws where
    applicable, each of the shareholders named in this table has sole or shared voting and
    investment power with respect to the shares indicated as beneficially owned. Except as set
    forth above, applicable percentages are based upon 6,510,000 shares of common stock
    outstanding as of September 15, 2010.


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


Except for


*
    The initial issuance of 4,000,000 shares of stock to Mr. Ku for $4,000;*
    Since inception on October 31, 2007 to June 30, 2009, Mr. Ku loaned $8,800 for operating
    expenses which is unsecured, payable on March 31, 2010, and bear interests at 10% per
    annum; and*
    Prior to being appointed as a Director, President and CEO of the Company, Mr. Burney
    provided consulting services in the amount of $25,000 to the Company. On July 22, 2009 the
    Company issued 1,250,000 shares of common stock to Mr. Burney as payment for these
    services. On February 14, 2009, Mr. Burney resigned all his positions in the Company and
    he subsequently sold his 1,250,000 shares in the Company to Mr. Xiong Xu, the Company's
    current Director, President, and CEO.


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:


*
    Any of our directors or officers;*
    Any person proposed as a nominee for election as a director;*
    Any person who beneficially owns, directly or indirectly, shares carrying more than 10% of
    the voting rights attached to our outstanding shares of common stock; or*
    Any member of the immediate family of any of the foregoing persons.


25

---

ITEM 14. PRINCIPAL
    ACCOUNTANT FEES AND SERVICES.


AUDIT FEES. The aggregate fees billed in each of the fiscal years ended June 30, 2010 for
    professional services rendered by the principal accountant for the audit of our annual
    financial statements and review of the financial statements included in our Form 10-K or
    services that are normally provided by the accountant in connection with statutory and
    regulatory filings or engagements as well as registration statement filings for those
    fiscal years were $2,000.


AUDIT-RELATED FEES. The aggregate fees billed for services reasonably related to the
    performance of the audit or review of the financial statements outside of those fees
    disclosed above under "Audit Fees" for fiscal year 2010 was $1,500.


TAX FEES. For the fiscal years ended June 30, 2010, our principal accountants did not
    render any services for tax compliance, tax advice, and tax planning work.


ALL OTHER FEES. None


PRE-APPROVAL POLICIES AND PROCEDURES. Prior to engaging its accountants to perform a
    particular service, our board of directors obtains an estimate for the service to be
    performed. All of the services described above were approved by the board of directors in
    accordance with its procedures.


26

---

PART IV

ITEM
    15. EXIBITS, FINANCIAL STATEMENT SCHEDULES


(a) Index to Financial Statements and Financial Statement Schedules


Table of ContentsReport of Independent
    Registered Public Accounting Firm - Albert Wong & Co.Consolidated Financial
    Statements:Consolidated Balance
    Sheet as of June 30, 2010 and 2009Consolidated Statements
    of Operations for the years ended June 30, 2010 and from October 31, 2007 (Inception) to
    June 30, 2009 and 2010Consolidated Statements
    of Stockholders' Equity/(Deficits) - From October 31, 2007 (Inception) to June 30, 2010.Consolidated Statements
    of Cash Flows for the years ended June 30, 2010 and from October 31, 2007(Inception) to
    June 30, 2009 and 2010Notes to Consolidated
    Financial Statements


(c) Exhibits.


Exhibit No.
    Description3.1
    Articles of
    Incorporation(1)3.2
    Bylaws(1)31.1
    Certification
    of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
    (Attached Hereto)31.2
    Certification
    of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
    (Attached Hereto)32.1
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350.
    (Attached Hereto)32.2
    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350.
    (Attached Hereto)


1
    Incorporated by reference to our Registration Statement on Form S-1 filed with the SEC on
    July 14, 2008


27

---

SIGNATURESPursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 34,
    the registrant has duly caused this report to be signed on its behalf by the undersigned,
    thereunto duly authorized.


Oakridge International Corporationa Nevada
    corporation/s/ Xiong
    Xu---------------------------------------Xiong XuChief
    executive officer


In accordance with the Exchange Act, this report has been signed below by the following
    persons on behalf of the registrant and in the capacities and on the dates indicated.


By:
    /s/ Xiong
    Xu
    September
    30, 2010--------------------------------------------Xiong XuIts:
    President,
    CEOBy:
    /s/ Sau
    Shan Ku--------------------------------------------Sau Shan KuIts:
    Treasurer,
    Secretary, CFO


28

---

Oakridge
    International Corporation and SubsidiaryConsolidated
    Financial StatementsFor
    the Year Ended June 30, 2010


Table of Contents
    PageReport of Independent Registered Public Accounting Firm -
    Albert Wong & Co.
    F-1Consolidated Financial Statements:Consolidated Balance Sheet as of June 30, 2010 and 2009
    F-2Consolidated Statements of Operations for the years ended
    June 30, 2010 and from October 31, 2007 (Inception) to June 30, 2009 and 2010
    F-3Consolidated Statements of Stockholders' Equity - From
    October 31, 2007 (Inception) to June 30, 2010
    F-4Consolidated Statements of Cash Flows for the years ended
    June 30, 2010 and from October 31, 2007 (Inception) to June 30, 2009 and 2010
    F-5Notes to Consolidated Financial Statements
    F-6 to F-14


---

REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

To
    the Stockholders and Board of DirectorsOakridge
    International CorporationWe
    have audited the accompanying consolidated balance sheet of Oakridge International
    Corporation (the "Company") and its subsidiaries as of June 30, 2010 and 2009,
    and the related consolidated statements of operations, stockholders' deficits and cash
    flows for the year ended June 30, 2010 and from October 31, 2007 (Inception) to June 30,
    2009 and 2010. 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 of these statements 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. 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.We
    were not engaged to examine management's assertion about the effectiveness of the
    Company's internal control over financial reporting as of June 30, 2010 included in the
    Company's Item 9A "Controls and Procedures" in the Annual Report on Form 10-K
    and, accordingly, we do not express an opinion thereon.In
    our opinion, the consolidated financial statements referred to above present fairly, in
    all material respects, the consolidated financial position of Oakridge International
    Corporation and its subsidiaries as of June 30, 2010 and 2009 and the results of its
    operations and its cash flows for June 30, 2010 and 2009, in conformity with accounting
    principles generally accepted in the United States of America.The
    Company's consolidated financial statements are prepared using the generally accepted
    accounting principles applicable to a going concern, which contemplates the realization of
    assets and liquidation of liabilities in the normal course of business. The Company has
    deficits accumulated as at June 30, 2010 of $56,380 including net losses of $11,549 for
    the year ended June 30, 2010. These factors as discussed in Note 3 to the financial
    statements, raises substantial doubt about the Company's ability to continue as a going
    concern. Management's plans in regard to these matters are also described in Note 3. The
    consolidated financial statements do not include any adjustments that might result from
    the outcome of this uncertainty./s/Albert Wong & Co.CERTIFIED
    PUBLIC ACCOUNTANTSHong
    KongSeptember
    28, 2010


F-1

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)CONSOLIDATED BALANCE
    SHEETAS OF JUNE 30, 2010
    AND 2009(Stated in US
    Dollars)


Note
    
    June 30,
    
    June 30,2010
    
    2009(Audited)
    
    (Audited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    563
    $
    667Deposit on license technology
    
    
    -
    
    10,000Account receivable
    
    
    -
    
    4,885------------------
    
    -----------------Total assets
    
    $
    563
    $
    15,552===========
    
    ==========LIABILITIES
    AND STOCKHOLDERS' EQUITYCurrent
    liabilities:Accrued expenses
    
    $
    7,409
    $
    7,750Other payable
    
    
    5,625
    
    6,384Amount due to director
    
    
    6,809
    
    25,349Shareholder loan
    
    
    -
    
    8,800------------------
    
    ------------------Total current liabilities
    
    
    19,843
    
    48,283------------------
    
    ------------------Stockholders' equity:Common stock, $0.001 par value, 75,000,000 shares     authorized; 6,510,000 shares issued and outstanding (2009: 5,260,000)
    4
    
    6,510
    
    5,260Additional paid up capital
    4
    
    30,590
    
    6,840Deficit accumulated during the
      development stage
    
    
    (56,380)
    
    (44,831)------------------
    
    ------------------Total stockholders' deficit
    
    
    (19,280)
    
    (32,731)------------------
    
    ------------------Total liabilities and stockholders' equity
    
    $
    563
    $
    15,552===========
    
    ===========


See accompanying notes to the
consolidated financial statements

F-2

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)CONSOLIDATED
    STATEMENTS OF OPERATIONSFOR THE YEAR ENDED
    JUNE 30, 2010 AND FROM OCTOBER 31, 2007 (INCEPTION) TOJUNE 30, 2009 AND
    2010(Stated in US
    Dollars)


For the Period
    
    For the PeriodFor
    the Year
    
    from
    October 31,
    
    from
    October 31,Ended
    
    2007
    (Inception)
    
    2007
    (Inception)June
    30,
    
    to
    June 30,
    
    to
    June 30,2010
    
    2009
    
    2010----------------------
    
    ----------------------
    
    ----------------------Net revenues
    $
    -
    $
    11,295
    $
    11,295Cost of revenues
    
    -
    
    10,821
    
    10,821----------------------
    
    ----------------------
    
    ----------------------Gross profits
    
    -
    
    474
    
    474Other general and
    administrative expenses
    
    10,889
    
    44,285
    
    55,174----------------------
    
    ----------------------
    
    ----------------------Loss from operations
    
    (10,889)
    
    (43,811)
    
    (54,700)Other expensesInterests
    
    660
    
    1,020
    
    1,680----------------------
    
    ----------------------
    
    ----------------------Net loss
    $
    (11,549)
    $
    (44,831)
    $
    (56,380)=============
    
    =============
    
    =============Weighted average basic
    and diluted shares outstanding
    
    6,451,781
    
    4,867,961
    
    5,462,097=============
    
    =============
    
    =============Loss per share - basic
    and diluted
    $
    (0.00)
    $
    (0.00)
    $
    (0.00)=============
    
    =============
    
    =============


*Basic and diluted weighted
average number of shares is the same since the Company does not have any dilutive
securities
See accompanying notes to the consolidated financial statements

F-3

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)CONSOLIDATED
    STATEMENT OF STOCKHOLDERS' EQUITYFOR THE PERIOD FROM
    OCTOBER 31, 2007 (INCEPTION) TO JUNE 30, 2010(Stated in US
    Dollars)


DeficitaccumulatedAdditional
    
    during the
    
    TotalCommon stock
    
    paid-in
    
    development
    
    stockholders'Shares
    
    Amount
    
    capital
    
    stage
    
    equity /(deficit)Balance at October 31, 2007
    -
    $
    -
    $
    -
    $
    -
    $
    -(inception)Issuance of founder shares forcash at $0.001 per share -November 30, 2007
    4,500,000
    
    4,500
    
    -
    
    -
    
    4,500Sale of shares for cash at $0.01per share - March, 2008
    760,000
    
    760
    
    6,840
    
    -
    
    7,600Net loss
    -
    
    -
    
    -
    
    (6,142)
    
    (6,142)----------------
    
    ----------------
    
    ----------------
    
    ----------------
    
    ---------------Balance at June 30, 2008
    5,260,000
    
    5,260
    
    6,840
    
    (6,142)
    
    5,958Net loss
    -
    
    -
    
    -
    
    (38,689)
    
    (38,689)----------------
    
    ----------------
    
    ----------------
    
    ----------------
    
    ---------------Balance at June 30, 2009
    5,260,000
    
    5,260
    
    6,840
    
    (44,831)
    
    (32,731)----------------
    
    ----------------
    
    ----------------
    
    ----------------
    
    ---------------Issuance of shares for services at $0.02per share - July 17, 2009
    1,250,000
    
    1,250
    
    23,750
    
    -
    
    25,000Net loss
    -
    
    -
    
    -
    
    (11,549)
    
    (11,549)----------------
    
    ----------------
    
    ----------------
    
    ----------------
    
    ---------------Balance at June 30, 2010
    6,510,000
    $
    6,510
    $
    30,590
    $
    (56,380)
    $
    (19,280)=========
    
    =========
    
    =========
    
    =========
    
    ========


See accompanying notes to the
consolidated financial statements

F-4

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)CONSOLIDATED
    STATEMENTS OF CASH FLOWSFOR THE YEAR ENDED
    JUNE 30, 2010 AND FROM OCTOBER 31, 2007 (INCEPTION) TOJUNE 30, 2009 AND
    2010(Stated in US
    Dollars)


For the Period
    
    For the Periodfrom
    October 31,
    
    from
    October 31,For
    the Year
    
    2007
    
    2007Ended
    
    (Inception)
    to
    
    (Inception)
    toJune
    30, 2010
    
    June
    30, 2009
    
    June
    30, 2010----------------------
    
    -----------------------
    
    ------------------------Cash Flows from
    Operating Activities:Net Loss
    $
    (11,549)
    $
    (44,831)
    $
    (56,380)Adjustments to
    Reconcile Net Loss to Net Cash Usedin Operating
    Activities:Common stock
    issuance for services
    
    25,000
    
    -
    
    25,000Changes in Assets
    and Liabilities:(Decrease) /
    Increase in Accrued Expenses
    
    (341)
    
    7,750
    
    7,409(Decrease) /
    Increase in Other Payable
    
    (759)
    
    6,384
    
    5,625(Decrease) /
    Increase in Amount Due to Director
    
    (18,540)
    
    25,349
    
    6,809(Decrease) /
    Increase in Shareholder Loan
    
    (8,800)
    
    8,800
    
    -Decrease /
    (Increase) in Account Receivable
    
    4,885
    
    (4,885)
    
    -Decrease /
    (Increase) in Deposit on License Technology
    
    10,000
    
    (10,000)
    
    --------------------
    
    -------------------
    
    -------------------Net Cash Used in
    Operating Activities
    
    (104)
    
    (11,433)
    
    (11,537)-------------------
    
    -------------------
    
    -------------------Cash Flows from
    Investing Activities:
    
    -
    
    -
    
    --------------------
    
    -------------------
    
    -------------------Cash Flows from
    Financing Activities:Proceeds from Sale
    of Common Stock
    
    -
    
    12,100
    
    12,100-------------------
    
    -------------------
    
    -------------------Net Cash Provided by
    Financing Activities
    
    -
    
    12,100
    
    12,100-------------------
    
    -------------------
    
    -------------------(Decrease) /
    Increase in Cash
    
    (104)
    
    667
    
    563Cash - Beginning of
    Period
    
    667
    
    -
    
    --------------------
    
    -------------------
    
    -------------------Cash - End of Period
    $
    563
    $
    667
    $
    563===========
    
    ===========
    
    ===========Supplemental
    Disclosures of Cash Flow Information:Interest Paid
    $
    660
    $
    1,020
    $
    1,680===========
    
    ===========
    
    ===========Income Taxes Paid
    $
    -
    $
    -
    $
    -===========
    
    ===========
    
    ===========


See accompanying notes to the
consolidated financial statements

F-5

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010AND FOR THE PERIOD FROM OCTOBER
    31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


1.
    ORGANIZATION


Oakridge International Corporation (the "Company") is a Nevada corporation,
    incorporated on October 31, 2007. The Company is currently a development stage enterprise,
    as defined by Accounting Standards Codification ASC 915 "Development Stage
    Entities" formerly Statement of Financial Accounting Standard ("SFAS") No.
    7 "Accounting and Reporting for Enterprises in the Development Stage". The
    Company's office is located in Hong Kong, China and its principal business will include
    trading of electronic components, recycling scrap and electronic Printed Circuit Boards
    ("PCB"), and the establishment of recycling operations in Asia and in the USA.


On March 25, 2008, the Company commenced its operations in the recycling business
    by entering into a non-exclusive contract to license a proprietary PCB recycling license
    technology and has begun the evaluation of this technology. In October 2009, the
    technology agreement expired.
    The Company is now evaluating
    other recycling technologies and pursuing the trading of electronic materials, components
    and PCBs.


2.
    UNCERTAINTY
    OF ABILITY TO CONTINUE AS A GOING CONCERN


The
    Company's financial statements are prepared using the generally accepted accounting
    principles applicable to a going concern, which contemplates the realization of assets and
    liquidation of liabilities in the normal course of business. The Company has generated
    modest revenues since inception and has never paid any dividends and is unlikely to pay
    dividends or generate significant earnings in the immediate or foreseeable future. The
    continuation of the Company as a going concern is dependent upon the ability of the
    Company to obtain necessary equity financing to continue operations and the attainment of
    profitable operations.


As
    of June 30, 2010, the Company has generated modest revenue of $11,295 and has incurred an
    accumulated deficit since inception totaling $56,380 at June 30, 2010 and its current
    liabilities exceed its current assets by $19,280. These consolidated financial statements
    do not include any adjustments relating to the recoverability and classification of
    recorded asset amounts and classification of liabilities that might be necessary should
    the Company be unable to continue as a going concern. These factors noted above raise
    substantial doubts regarding the Company's ability to continue as a going concern.


In
    July 2008, the Company filed an S-1 Registration Statement with the United States
    Securities and Exchange Commission to register 610,000 shares of common stock for sale by
    certain selling shareholders at $0.02 per share for gross proceeds of $12,200. The Company
    will not receive any proceeds with respect to the resale of shares held by existing
    shareholders. This Registration Statement became effective on February 11, 2009.


F-6

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS


Basis of Presentation


The accompanying financial statements have been prepared in conformity with accounting
    principles generally accepted in the United States of America. However, certain
    information and footnote disclosures normally included in financial statements prepared in
    accordance with accounting principles generally accepted in the United States of America
    have been omitted or condensed pursuant to the rules and regulations of the Securities and
    Exchange Commission ("SEC"). In the opinion of management, all adjustments
    (consisting of normal recurring adjustments) necessary for a fair presentation have been
    included.


Use of Estimates


The
    preparation of financial statements in conformity with generally accepted accounting
    principles requires management to make estimates and assumptions that affect the reported
    amounts of assets and liabilities and disclosure of contingent assets and liabilities at
    the date of the financial statements and the reported amounts of revenues and expenses
    during the reporting period. Actual results could differ from those estimates.


Principals of Consolidation


The consolidated financial statements for the year ended June 30, 2010 include the
    financial statements of the Company and its wholly owned subsidiary Waytop Asia Pacific
    Limited. The results of subsidiary acquired or sold during the period are consolidated
    from their effective dates of acquisition or through their effective dates of disposition,
    respectively.


All significant inter-company transactions and balances have been eliminated on
    consolidation.


Place of
    
    AttributableName
    of Company
    
    Incorporation
    
    InterestWaytop
    Asia Pacific Limited
    
    Hong
    Kong
    
    100%


F-7

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


Basic and Diluted Net Income (Loss) Per Share


The Company computes net income (loss) per share in accordance with ASC 260 "Earnings
    Per Share" formerly SFAS No. 128, "Earnings per Share". ASC 260 requires
    presentation of both basic and diluted earnings per share (EPS) on the face of the income
    statement. Basic EPS is computed by dividing net income (loss) available to common
    shareholders (numerator) by the weighted average number of shares outstanding
    (denominator) during the period. Diluted EPS gives effect to all dilutive potential common
    shares outstanding during the period using the treasury stock method and convertible
    preferred stock using the if-converted method. In computing diluted EPS, the average stock
    price for the period is used in determining the number of shares assumed to be purchased
    from the exercise of stock options or warrants. Diluted EPS excludes all dilutive
    potential shares if their effect is anti dilutive.


Fair Value of Financial Instruments


ASC 820 "Fair Value Measurements and Disclosures" formerly SFAS No. 107,
    "Disclosures About Fair Value of Financial Instruments", applies to all
    entities, transactions, and instruments that require or permit fair value measurements,
    with specific exceptions and qualifications. The Company is required to disclose estimated
    fair values of financial instruments. Unless otherwise indicated, the fair values of all
    reported assets and liabilities, which represent financial instruments, none of which are
    held for trading purposes, approximate are carrying values of such amounts.


Cash and Cash Equivalents


The Company considers all liquid investments with a maturity of three months or less from
    the date of purchase that are readily convertible into cash to be cash equivalents.


F-8

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2001 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


Income Tax


The Company accounts for income taxes under ASC 740 "Income Taxes" formerly SFAS
    109, "Accounting for Income Taxes." Under the asset and liability method of ASC
    740, deferred tax assets and liabilities are recognized for the future tax consequences
    attributable to differences between the financial statements 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. Under ASC 740,
    the effect on deferred tax assets and liabilities of a change in tax rates is recognized
    in income in the period the enactment occurs. A valuation allowance is provided for
    certain deferred tax assets if it is more likely than not that the Company will not
    realize tax assets through future operations.


Foreign Currency Translation


The Company's functional and reporting currency is the United States dollar. Monetary
    assets and liabilities denominated in foreign currencies are translated in accordance with
    ASC 830 "Foreign Currency Translation" formerly SFAS No. 52, "Foreign
    Currency Translation" using the exchange rate prevailing at the balance sheet date.
    Gains and losses arising on translation or settlement of foreign currency denominated
    transactions or balances are included in the determination of income. Foreign currency
    transactions are primarily undertaken in Hong Kong dollars. The Company has not, to the
    date of these financial statements, entered into derivative instruments to offset the
    impact of foreign currency fluctuations.


F-9

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)Stock-based compensationASC 718 "Compensation - Stock Compensation" formerly SFAS No. 123 prescribes
    accounting and reporting standards for all stock-based compensation plans, including
    employee stock options, restricted stock, employee stock purchase plans and stock
    appreciation rights. may be classified as either equity or liabilities. The Company should
    determine if a present obligation to settle the share-based payment transaction in cash or
    other assets exists. A present obligation to settle in cash or other assets exists if: (a)
    the option to settle by issuing equity instruments lacks commercial substance or (b)
    the present obligation is implied because of an entity's past practices or stated
    policies. If a present obligation exists, the transaction should be recognized as a
    liability; otherwise, the transaction should be recognized as equity. The Company has not
    issued any stock or share based payments since its inception.


The Company accounts for stock-based compensation issued to non-employees and consultants
    in accordance with the provisions of ASC 505-50 "Equity -Based Payments to
    Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus
    in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that
    are Issued to Other Than Employees for Acquiring or in Conjunction with Selling, Goods or
    Services". Measurement of share-based payment transactions with non-employees shall
    be based on the fair value of whichever is more reliably measurable: (a) the goods
    or services received; or (b) the equity instruments issued. The fair value of the
    share-based payment transaction should be determined at the earlier of performance
    commitment date or performance completion date.


Issuance of shares for service


The Company accounts for the issuance of equity instruments to acquire goods and services
    based on the fair value of the goods and services or the fair value of the equity
    instrument at the time of issuance, whichever is more reliably measurable.


Revenue Recognition


The Company recognizes its revenue in accordance with the Securities and Exchange
    Commissions ("SEC") Staff Accounting Bulletin No.104, "Revenue Recognition
    in Financial Statements" ("SAB104"). Revenue is recognized upon shipment,
    provided that evidence of an arrangement exists, title and risk of loss have passed to the
    customer or services have been provided, fees are fixed or determinable and collection of
    the related receivable is reasonably assured. Revenue is recorded net of estimated product
    returns, which is based upon the Company's return policy, sales agreements, management
    estimates of potential future product returns related to current period revenue, current
    economic trends, changes in customer composition and historical experience.


F-10

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


Recent Pronouncements


ASC 105, Generally Accepted Accounting Principles ("ASC 105") (formerly
    Statement of Financial Accounting Standards No.168, The FASB Accounting Standards
    Codification and the Hierarchy of Generally Accepted Accounting Principles a replacement
    of FASB Statement No.162) reorganized by topic existing accounting and reporting
    guidance issued by the Financial Accounting Standards Board ("FASB") into a
    single source of authoritative generally accepted accounting principles ("GAAP")
    to be applied by nongovernmental entities. All guidance contained in the Accounting
    Standards Codification ("ASC") carries an equal level of authority. Rules and
    interpretive releases of the Securities and Exchange Commission ("SEC") under
    authority of federal securities laws are also sources of authoritative GAAP for SEC
    registrants. Accordingly, all other accounting literature will be deemed
    "non-authoritative". ASC 105 is effective on a prospective basis for financial
    statements issued for interim and annual periods ending after September15, 2009. The
    Company has implemented the guidance included in ASC 105 as of July1, 2009. The
    implementation of this guidance changed the Company's references to GAAP authoritative
    guidance but did not impact the Company's financial position or results of operations.


ASC 855, Subsequent Events ("ASC 855") (formerly Statement of Financial
    Accounting Standards No.165, Subsequent Events) includes guidance that was issued
    by the FASB in May 2009, and is consistent with current auditing standards in defining a
    subsequent event. Additionally, the guidance provides for disclosure regarding the
    existence and timing of a company's evaluation of its subsequent events. ASC 855 defines
    two types of subsequent events, "recognized" and "non-recognized".
    Recognized subsequent events provide additional evidence about conditions that existed at
    the date of the balance sheet and are required to be reflected in the financial
    statements. Non-recognized subsequent events provide evidence about conditions that did
    not exist at the date of the balance sheet but arose after that date and, therefore; are
    not required to be reflected in the financial statements. However, certain non-recognized
    subsequent events may require disclosure to prevent the financial statements from being
    misleading. This guidance was effective prospectively for interim or annual financial
    periods ending after June15, 2009. The Company implemented the guidance included in ASC
    855 as of April1, 2009. The effect of implementing this guidance was not material to the
    Company's financial position or results of operations.


ASC 944, Financial Services - Insurance ("ASC 944") contains guidance
    that was previously issued by the FASB in May 2008 as Statement of Financial Accounting
    Standards No.163, Accounting for Financial Guarantee Insurance Contracts - an
    interpretation of FASB Statement No.60that provides for changes to both the
    recognition and measurement of premium revenues and claim liabilities for financial
    guarantee insurance contracts that do not qualify as a derivative instrument in accordance
    with ASC 815, Derivatives and Hedging (formerly included under Statement of
    Financial Accounting Standards No.133, Accounting for Derivative Instruments and
    Hedging Activities). This financial guarantee insurance contract guidance also expands
    the disclosure requirements related to these contracts to include such items as a
    company's method of tracking insured financial obligations with credit deterioration,
    financial information about the insured financial obligations, and management's policies
    for placing and monitoring the insured financial obligations. ASC 944, as it relates to
    financial guarantee insurance contracts, was effective for fiscal years beginning after
    December15, 2008, except for certain disclosures related to the insured financial
    obligations, which were effective for the third quarter of 2008. The Company does not have
    financial guarantee insurance products, and, accordingly, the implementation of this
    portion of ASC 944 did not have an effect on the Company's results of operations or
    financial position.


F-11

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


Recent Pronouncements (continued)


ASC 805, Business Combinations("ASC 805") (formerly included under
    Statement of Financial Accounting Standards No.141 (revised 2007), Business
    Combinations) contains guidance that was issued by the FASB in December 2007. It
    requires the acquiring entity in a business combination to recognize all assets acquired
    and liabilities assumed in a transaction at the acquisition-date fair value, with certain
    exceptions. Additionally, the guidance requires changes to the accounting treatment of
    acquisition related items, including, among other items, transaction costs, contingent
    consideration, restructuring costs, indemnification assets and tax benefits. ASC 805 also
    provides for a substantial number of new disclosure requirements. ASC 805 also contains
    guidance that was formerly issued as FSP FAS 141(R)-1, Accounting for Assets Acquired
    and Liabilities Assumed in a Business Combination That Arise from Contingencies which
    was intended to provide additional guidance clarifying application issues regarding
    initial recognition and measurement, subsequent measurement and accounting, and disclosure
    of assets and liabilities arising from contingencies in a business combination. ASC 805
    was effective for business combinations initiated on or after the first annual reporting
    period beginning after December15, 2008. The Company implemented this guidance effective
    January1, 2009. Implementing this guidance did not have an effect on the Company's
    financial position or results of operations; however it will likely have an impact on the
    Company's accounting for future business combinations, but the effect is dependent upon
    acquisitions, if any, that are made in the future.


ASC 810, Consolidation("ASC 810") includes new guidance issued by the
    FASB in December 2007 governing the accounting for and reporting of noncontrolling
    interests (previously referred to as minority interests). This guidance established
    reporting requirements which include, among other things, that noncontrolling interests be
    reflected as a separate component of equity, not as a liability. It also requires that the
    interests of the parent and the noncontrolling interest be clearly identifiable.
    Additionally, increases and decreases in a parent's ownership interest that leave control
    intact shall be reflected as equity transactions, rather than step acquisitions or
    dilution gains or losses. This guidance also requires changes to the presentation of
    information in the financial statements and provides for additional disclosure
    requirements. ASC 810 was effective for fiscal years beginning on or after December15,
    2008. The Company implemented this guidance as of January1, 2009. The effect of
    implementing this guidance was not material to the Company's financial position or results
    of operations.


ASC 825, Financial Instruments ("ASC 825") includes guidance which was
    issued in February 2007 by the FASB and was previously included under Statement of
    Financial Accounting Standards No.159, The Fair Value Option for Financial Assets and
    Financial Liabilities Including an amendment of FASB Statement No.115. The related
    sections within ASC 825 permit a company to choose, at specified election dates, to
    measure at fair value certain eligible financial assets and liabilities that are not
    currently required to be measured at fair value. The specified election dates include, but
    are not limited to, the date when an entity first recognizes the item, when an entity
    enters into a firm commitment or when changes in the financial instrument causes it to no
    longer qualify for fair value accounting under a different accounting standard. An entity
    may elect the fair value option for eligible items that exist at the effective date. At
    that date, the difference between the carrying amounts and the fair values of eligible
    items for which the fair value option is elected should be recognized as a cumulative
    effect adjustment to the opening balance of retained earnings. The fair value option may
    be elected for each entire financial instrument, but need not be applied to all similar
    instruments. Once the fair value option has been elected, it is irrevocable. Unrealized
    gains and losses on items for which the fair value option has been elected will be
    reported in earnings. This guidance was effective as of the beginning of fiscal years that
    began after November15, 2007. The Company does not have eligible financial assets and
    liabilities, and, accordingly, the implementation of ASC 825 did not have an effect on the
    Company's results of operations or financial position.


F-12

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


Recent Pronouncements (continued)


ASC 820, Fair Value Measurements and Disclosures("ASC 820") (formerly
    included under Statement of Financial Accounting Standards No.157, Fair Value
    Measurements) includes guidance that was issued by the FASB in September 2006 that
    created a common definition of fair value to be used throughout generally accepted
    accounting principles. ASC 820 applies whenever other standards require or permit assets
    or liabilities to be measured at fair value, with certain exceptions. This guidance
    established a hierarchy for determining fair value which emphasizes the use of observable
    market data whenever available. It also required expanded disclosures which include the
    extent to which assets and liabilities are measured at fair value, the methods and
    assumptions used to measure fair value and the effect of fair value measures on earnings.
    ASC 820 also provides additional guidance for estimating fair value when the volume and
    level of activity for the asset or liability have significantly decreased. The emphasis of
    ASC 820 is that fair value is the price that would be received to sell an asset or paid to
    transfer a liability in an orderly transaction between willing market participants, under
    current market conditions. ASC 820 also further clarifies the guidance to be considered
    when determining whether or not a transaction is orderly and clarifies the valuation of
    securities in markets that are not active. This guidance includes information related to a
    company's use of judgment, in addition to market information, in certain circumstances to
    value assets which have inactive markets.
    Fair value guidance in ASC 820
    was initially effective for fiscal years beginning after November15, 2007 and for interim
    periods within those fiscal years for financial assets and liabilities. The effective date
    of ASC 820 for all non-recurring fair value measurements of nonfinancial assets and
    nonfinancial liabilities was fiscal years beginning after November15, 2008. Guidance
    related to fair value measurements in an inactive market was effective in October 2008 and
    guidance related to orderly transactions under current market conditions was effective for
    interim and annual reporting periods ending after June15, 2009.
    The Company applied the
    provisions of ASC 820 to its financial assets and liabilities upon adoption at January1,
    2008 and adopted the remaining provisions relating to certain nonfinancial assets and
    liabilities on January1, 2009. The difference between the carrying amounts and fair values
    of those financial instruments held upon initial adoption, on January1, 2008, was
    recognized as a cumulative effect adjustment to the opening balance of retained earnings
    and was not material to the Company's financial position or results of operations. The
    Company implemented the guidance related to orderly transactions under current market
    conditions as of April1, 2009, which also was not material to the Company's financial
    position or results of operations.


F-13

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


Recently Issued Standards


In 2010, the FASB issued ASC Update ("ASU") No.2010-22, Accounting for
    Various Topics.This update amends various SEC paragraphs in the FASB Accounting
    Standards Codification based on external comments received and the issuance of Staff
    Accounting Bulletin (SAB) No. 112 which amends or rescinds portion of certain SAB topics.
    SAB 112 was issued to being existing SEC guidance into conformity with ASC 805
    "Business Combination" and ASC 810 "Consolidation". The adoption of
    this update did not have any impact on the Company's financial statements.


In 2010, the FASB issued ASC Update ("ASU") No.2010-21, Accounting for
    Technical Amendments to Various SEC Rules and Schedules.This update amends various
    SEC paragraphs in the FASB Accounting Standards Codification pursuant to SEC Final Rule,
    "Technical Amendments to Rules Forms, Schedules and Codification of Financial
    Reporting Policies". The adoption of this update did not have any impact on the
    Company's financial statements.


In 2010, the FASB issued ASC Update ("ASU") No.2010-13, Compensation - Stock
    Compensation (Topic 718): Effect of Denominating the Exercise Price of a Share-Based
    Payment Award in the Currency of the Market in Which the Underlying Equity Security
    Trades.This update is to codify the consensus reached in EITF Issue No. 09-J,
    "Effect of Denominating the Exercise Price of a Share-Based Payment Award in the
    Currency of the Market in Which the Underlying equity Security Trades" The amendments
    to the Codification clarify that an employee share-based payment award with an exercise
    price denominated in the currency of a market in which a substantial portion of the
    entity's equity shares trades should not be considered to contain a condition that is not
    a market, performance, or services condition. Therefore, an entity would not classify such
    an award as a liability if it otherwise qualifies as equity. The adoption of this update
    did not have any impact on the Company's financial statements.


In 2010,the FASB issued ASC Updated ("ASU") No. 2010-02, Consolidation
    (Topics 810) - Accounting and Reporting for Decreases in Ownership of a Subsidiary - A
    Scope Clarification This updated provides guidance for noncontrolling interests and
    changes in ownership interests of a subsidiary. An entity is required to deconsolidate a
    subsidiary when the entity ceases to have a controlling financial interest in the
    subsidiary. Upon deconsolidation of a subsidiary, an entity recognizes a gain or loss on
    the transaction and measures any retained investment in the subsidiary at fair value. The
    gain or loss includes any gain or loss associated with the difference between the fair
    value of the retained investment in the subsidiary and its carrying amount at the date the
    subsidiary is deconsolidated. In contrast, an entity is required to account for a decrease
    in its ownership interest of a subsidiary that does not result in a change of control of
    the subsidiary as an equity transaction. The adoption of this update did not have any
    impact on the Company's financial statements.


In 2010, the FASB issued ASC Update ("ASU") No.2010-01, Equity (Topic 505):
    Accounting for Distributions to Shareholders with Components of Stock and Cash.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 earnings per share prospectively and is not a stock dividend. This
    ASU codified the consensus reached in EITF Issue No. 09-E "Accounting for Stock
    Dividends, Including Distributions to Shareholders with Components of Stock and
    Cash". ASU 2010-01 is effective for interim and annual periods ending on or after
    December 15, 2009, and should be applied on a retrospective basis. The adoption of this
    update did not have any impact on the Company's financial statements..


F-14

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


In August 2009, the FASB issued ASC Update ("ASU") No.2009-05, Fair Value
    Measurements and Disclosures (Topic 820): Measuring Liabilities at Fair Value
    ("ASU No.2009-05"). This update amends ASC 820, Fair Value Measurements and
    Disclosures and provides further guidance on measuring the fair value of a liability.
    The guidance establishes the types of valuation techniques to be used to value a liability
    when a quoted market price in an active market for the identical liability is not
    available, such as the use of an identical or similar liability when traded as an asset.
    The guidance also further clarifies that a quoted price in an active market for the
    identical liability at the measurement date and the quoted price for the identical
    liability when traded as an asset in an active market when no adjustments to the quoted
    price of the asset are required are both Level 1 fair value measurements. If adjustments
    are required to be applied to the quoted price, it results in a level 2 or 3 fair value
    measurement. The guidance provided in the update is effective for the first reporting
    period (including interim periods) beginning after issuance. The Company does not expect
    that the implementation of ASU No.2009-05 will have a material effect on its financial
    position or results of operations.


In September 2009, the FASB issued ASC Update ("ASU") No.2009-12, Fair Value
    Measurements and Disclosures (Topic 820): Investments in Certain Entities that Calculate
    Net Asset Value per Share (or Its Equivalent) ("ASU No.2009-12"). This
    update sets forth guidance on using the net asset value per share provided by an investee
    to estimate the fair value of an alternative investment. Specifically, the update permits
    a reporting entity to measure the fair value of this type of investment on the basis of
    the net asset value per share of the investment (or its equivalent) if all or
    substantially all of the underlying investments used in the calculation of the net asset
    value is consistent with ASC 820. The update also requires additional disclosures by each
    major category of investment, including, but not limited to, fair value of underlying
    investments in the major category, significant investment strategies, redemption
    restrictions, and unfunded commitments related to investments in the major category. The
    amendments in this update are effective for interim and annual periods ending after
    December15, 2009 with early application permitted. The Company does not expect that the
    implementation of ASCU No.2009-12 will have a material effect on its financial position or
    results of operations.


In October 2009, the FASB issued ASU No. 2009-13, Revenue Recognition (Topic 605):
    Multiple-Deliverable Revenue Arrangements (a consensus of the FASB Emerging Issues
    Task Force)." ("ASC Update No. 2009-13). This updates set forth the guidance
    on the existing multiple-element arrangement currently in FASB Topic 605-25 (Revenue
    Recognition - Multiple-Element Arrangements). This new guidance eliminates the requirement
    that all undelivered elements have objective evidence of fair value before a company can
    recognize the portion of the overall arrangement fee that is attributable to the items
    that have already been delivered. Further, companies will be required to allocate revenue
    in arrangements involving multiple deliverables based on the estimated selling price of
    each deliverable, even though such deliverables are not sold separately by either company
    itself or other vendors. This new guidance also significantly expands the disclosures
    required for multiple-element revenue arrangements. The revised guidance will be effective
    for the first annual period beginning on or after June 15, 2010. The Company does not
    expect that the implementation of ASU No. 2009-13 will have a material effect on its
    financial statements.


F-15

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OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)


In December 2009, the Financial Accounting Standards Board ("FASB") issued an
    accounting standard update for improvements to financial reporting by enterprises involved
    with Variable Interest Entities. The subsections clarify the application of the General
    Subsections to certain legal entities in which equity investors do not have the
    characteristics of a controlling financial interest or do not have sufficient equity at
    risk for the legal entity to finance its activities without additional subordinated
    financial support [FIN 46(R), paragraph 1, sequence 55.1] or, as a group, the holders of
    the equity investment at risk lack any one of the following three characteristics: [FIN
    46(R), paragraph 1, sequence 55.2]


a.
    The power, through voting rights or similar rights, to direct the activities of a legal
    entity that most significantly impact the entity's economic performance [FIN 46(R),
    paragraph 1, sequence 55.2.1]


b.
    The obligation to absorb the expected losses of the legal entity [FIN 46(R), paragraph 1,
    sequence 55.2.2]


c.
    The right to receive the expected residual returns of the legal entity. [FIN 46(R),
    paragraph 1, sequence 55.2.3]


The amendments in this update to the Accounting Standards Codification are the result of
    FASB Statement No. 167, Amendments to FASB Interpretation No. 46(R). The adoption of this
    update to improving the financial reporting by enterprises involved with Variable Interest
    Entities, as codified in ASC 810, did not have any impact on the Company's financial
    statements.


In December 2009, the Financial Accounting Standards Board ("FASB") issued an
    accounting standard update, Transfers and Servicing (Topic 860) Accounting for Transfers
    of Financial Assets. The amendments in this update to the Accounting Standards
    Codification are the result of FASB Statement No. 166, Accounting for Transfers of
    Financial Assets. The adoption of this update did not have any impact on the Company's
    financial statements.4.
    COMMON STOCK


As of June 30, 2010, the Company has 75,000,000 shares authorized and 6,510,000 shares
    issued and outstanding. There were 1,250,000 restricted shares issued to the former
    director during the year ended June 30, 2010.


5.
    RELATED
    COMPANY TRANSACTIONS


During the period from October 31, 2007 (inception) to June 30, 2010 the Director
    subscribed for 4,000,000 shares in the Company at $0.001 per share for a total amount of
    $4,000.


On March 31, 2008, the President and major shareholder of the Company loaned $8,000 to the
    Company for working capital. The loan is unsecured, payable on March 31, 2009 and bears
    interests at 10% per annum. On March 30, 2009, this loan was renewed with the principle of
    $8,800 and was further extended until March 31, 2010.


On July 22, 2009, a former Director of the Company subscribed 1,250,000 shares in the
    Company for $25,000.


F-16

---

OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE
    COMPANY)NOTES TO THE
    CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED
    JUNE 30, 2010 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE
    30, 2009 AND 2010(Stated in US
    Dollars)


6.
    INCOME TAXES


No provision was made for income tax for the period from October 31, 2007 (Inception) to
    June 30, 2010 as the Company and its subsidiary had operating losses. For the period from
    October 31, 2007 (Inception) to June 30, 2010, the Company and its subsidiary incurred net
    operating losses for tax purposes of approximately $34,125 and $22,255, respectively.
    Total net operating losses carried forward at June 30, 2010, (i) for Federal and State
    purposes were $34,125 and $34,125, respectively and (ii) for its entities outside of the
    United States were $22,255 for the period from October 31, 2007 (Inception) to June 30,
    2010. The net operating loss carry-forward may be used to reduce taxable income through
    the year 2026. The availability of the Company's net operating loss carry-forwards is
    subject to limitation if there is a 50% or more change in the ownership of the Company's
    stock.


There was no significant difference between reportable income tax and statutory income
    tax. The gross deferred tax asset balance as of June 30, 2010 was approximately $8,916 of
    which $5,118 was for US federal income tax and $3,798 was for Hong Kong income tax. A 100%
    valuation allowance has been established against the deferred tax asset, as the
    utilization of the loss carry-forwards cannot reasonably be assured.


As reconciliation between the income taxes computed at the United States and Hong Kong
    statutory rate and the Group's provision for income taxes is as follows:


June 30, 2010$United
    States federal income tax rate
    
    
    15%Valuation
    allowance-US federal income tax
    
    
    (15%)--------------Provision
    for income tax
    
    
    -========Hong
    Kong statutory rate
    
    
    16.5%Valuation
    allowance - Hong Kong Rate
    
    
    (16.5%)-------------Provision
    for income tax
    
    
    -========


The Company did not have any interest and penalty recognized in the income statements for the year ended June 30, 2010 and 2009 or balance sheet as of June 30, 2010 and 2009. The Company did not have uncertainty tax positions or events leading to uncertainty tax position within the next 12 months. The Company's 2007, 2008 and 2009 U.S. Corporation Income Tax Return are subject to U.S. Internal Revenue Service examination and the Company's 2009/2010 Hong Kong Corporation Profits Tax Return filing are subject to Hong Kong Inland Revenue Department examination.


F-17