UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10 - K/A No. 2

[ x ]
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934For the
    fiscal year ended June 30, 2011


[  ]
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934For the
    transition period from [ ] to [ ]


Commission File Number: 333-152312

oakridge.gif

(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: (852) 9197-3945 Fax: (702) 948 5779
Email:info@oakridge88.com(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,
    2011, 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, 2011 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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EXPLANATORY NOTE

Oakridge
    International Corporation (referred to as the "Company," "we,"
    "us," or "our") is filing this Amendment No. 2 on Form 10-K to the
    Company's annual report on Form 10-K and Amendment No. 1 on Form 10-K for the period ended
    June 30, 2011, filed with the Securities and Exchange Commission on October 14, 2011 (the
    "Original Form 10-K") and April 11, 2012 (the "Form 10-K/A No. 1"),
    respectively, for the sole purpose of furnishing the following amendments in reply to the
    SEC's further comments dated April 19, 2012. The aforesaid amendments in this filing with
    the SEC are:-


(1)
    To revise wordings by the Company's auditors on page F-1 and page F-2 in the auditor's
    opinion paragraph for the year ended June 30, 2011 and June 30, 2010, respectively; and(2)
    To
    include Item 8 and 15 of the Form 10-K in their entirety.


Except as described above, this Amendment No. 2 on Form 10-K does not modify or update
    disclosure in, or exhibits to, the Original Form 10-K. Furthermore, this Amendment No. 2
    on Form 10-K does not change any previously reported financial results, nor does it
    reflect events occurring after the date of the Original Form 10-K. Information not
    affected by this Amendment remains unchanged and reflects the disclosures made at the time
    the Original Form 10-K was filed.


TABLE OF CONTENTS

PART IIITEM 8.
    Financial Statements and Supplementary Data
    F-0 - F16


PART IVITEM 15
    Exhibits, Financial Statement Schedules
    1SIGNATURES
    
    2


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PART
    II


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


Consolidated Financial Statements


Oakridge International Corporation and SubsidiaryConsolidated
    Financial StatementsFor the
    Year Ended June 30, 2011


oakridge.gif

Table of Contents
    PageReport of Independent Registered Public Accounting Firm - Albert Wong & Co. LLP
    F-1Report of Independent Registered Public Accounting Firm - Albert Wong & Co.
    F-2Consolidated Financial Statements:Consolidated Balance Sheet as of June 30, 2011 and 2010
    F-3Consolidated Statements of Operations for the years ended June 30, 2011 and 2010 and from
    October 31, 2007 (Inception) to June 30, 2011
    F-4Consolidated Statements of Stockholders' Equity - From October 31, 2007 (Inception) to
    June 30, 2011
    F-5Consolidated Statements of Cash Flows for the years ended June 30, 2011 and 2010 and from
    October 31, 2007 (Inception) to June 30, 2011
    F-6Notes to Consolidated Financial Statements
    F-7 to F- 16


F-0

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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, 2011, and the
    related consolidated statements of operations, stockholders' deficits and cash flows for
    the year ended June 30, 2011 and from October 31, 2007 (Inception) to June 30, 2011. These
    financial statements are the responsibility of the Company's management. Our
    responsibility is to express an opinion on these financial statements based on our 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, 2011 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, 2011 and from October 31, 2007 (Inception)
    to June 30, 2011, and the results of its operations and its cash flows for the year then
    ended June 30, 2011 and from October 31, 2007 (inception) to June 30, 2011in 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, 2011 of $66,303 including net losses of $9,923 for the
    year ended June 30, 2011. 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 2. The
    consolidated financial statements do not include any adjustments that might result from
    the outcome of this uncertainty./s/Albert Wong & Co. LLPCERTIFIED
    PUBLIC ACCOUNTANTSNew
    York, New YorkOctober
    7, 2011


F-1

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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 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, 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 from October 31, 2007 (Inception)
    to June 30, 2010, and the results of its operations and its cash flows for the year then
    ended June 30, 2010 and from October 31, 2007 (inception) to June 30, 2010 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 2. 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-2

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)CONSOLIDATED BALANCE SHEETAS OF JUNE 30, 2011 AND 2010(Stated in US Dollars)


Note
    
    June 30,
    
    June 30,2011
    
    2010ASSETSCurrent assets:Cash and cash equivalents
    
    $
    440
    $
    563------------------
    
    ------------------Total assets
    
    $
    440
    $
    563===========
    
    ===========LIABILITIES AND STOCKHOLDERS' EQUITYCurrent liabilities:Accrued expenses
    
    $
    12,209
    $
    7,409Other payable
    
    
    5,625
    
    5,625Amount due to director
    
    
    11,809
    
    6,809------------------
    
    ------------------Total current
    liabilities
    
    
    29,643
    
    19,843------------------
    
    ------------------Stockholders' equity:Common stock, $0.001 par value, 75,000,000 shares
      authorized; 6,510,000 shares issued and outstanding (2010: 6,510,000)
    4
    
    6,510
    
    6,510Additional paid up capital
    4
    
    30,590
    
    30,590Deficit accumulated during the
      development stage
    
    
    (66,303)
    
    (56,380)------------------
    
    ------------------Total stockholders'
    deficit
    
    
    (29,203)
    
    (19,280)------------------
    
    ------------------Total liabilities and
    stockholders' equity
    
    $
    440
    $
    563===========
    
    ===========


See accompanying notes to the consolidated financial
statements

F-3

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OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)CONSOLIDATED STATEMENTS OF OPERATIONSFOR THE YEAR ENDED JUNE 30, 2011 AND 2010AND FROM OCTOBER 31, 2007 (INCEPTION) TO
    JUNE 30, 2011(Stated in US Dollars)


For the PeriodFor the
    Year
    
    For the
    Year
    
    from
    October 31,Ended
    
    Ended
    
    2007
    (Inception)June 30,
    
    June 30,
    
    to June
    30,2011
    
    2010
    
    2011----------------------
    
    ----------------------
    
    ----------------------Net revenues
    $
    -
    $
    -
    $
    11,295Cost of revenues
    
    -
    
    -
    
    10,821----------------------
    
    ----------------------
    
    ----------------------Gross profits
    
    -
    
    -
    
    474Other general and administrative
    expenses
    
    9,923
    
    10,889
    
    65,097----------------------
    
    ----------------------
    
    ----------------------Loss from operations
    
    (9,923)
    
    (10,889)
    
    (64,623)Other expensesInterests
    
    -
    
    660
    
    1,680----------------------
    
    ----------------------
    
    ----------------------Net loss
    $
    (9,923)
    $
    (11,549)
    $
    (66,303)=============
    
    =============
    
    =============Weighted average basic and
    diluted shares outstanding
    
    6,510,000
    
    6,451,781
    
    5,747,960=============
    
    =============
    
    =============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-4

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OAKRIDGE
    INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)CONSOLIDATED STATEMENT OF STOCKHOLDERS'
    EQUITYFOR THE PERIOD FROM OCTOBER 31, 2007
    (INCEPTION) TO JUNE 30, 2011(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 15, 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)Net
    loss
    -
    
    -
    
    -
    
    (9,923)
    
    (9,923)----------------
    
    ----------------
    
    ----------------
    
    ----------------
    
    ---------------Balance
    at June 30, 2011
    6,510,000
    $
    6,510
    $
    30,590
    $
    (66,303)
    $
    (29,203)=========
    
    =========
    
    =========
    
    =========
    
    ========


See accompanying notes to the consolidated financial
statements

F-5

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE YEAR ENDED JUNE 30, 2011AND 2010 AND FROM OCTOBER 31, 2007
    (INCEPTION) TO JUNE 30, 2011(Stated in US Dollars)


For the Periodfrom
    October 31,For the
    Year
    
    For the
    Year
    
    2007Ended
    
    Ended
    
    (Inception)
    toJune 30,
    2011
    
    June 30,
    2010
    
    June 30,
    2011----------------------
    
    ------------------------
    
    ------------------------Cash Flows from Operating
    Activities:Net Loss
    $
    (9,923)
    $
    (11,549)
    $
    (66,303)Adjustments to Reconcile Net Loss
    to Net Cash Usedin Operating Activities:Common stock issuance for
    services
    
    -
    
    25,000
    
    25,000Changes in Assets and
    Liabilities:Increase/(Decrease) in Accrued
    Expenses
    
    4,800
    
    (341)
    
    12,209Increase/(Decrease) in Other
    Payable
    
    -
    
    (759)
    
    5,625Increase/(Decrease) in Amount
    Due to Director
    
    5,000
    
    (18,540)
    
    11,809Decrease in Shareholder Loan
    
    -
    
    (8,800)
    
    -Decrease in Account Receivable
    
    -
    
    4,885
    
    -Decrease in Deposit on License
    Technology
    
    -
    
    10,000
    
    --------------------
    
    -------------------
    
    -------------------Net Cash Used in Operating
    Activities
    
    (123)
    
    (104)
    
    (11,660)-------------------
    
    -------------------
    
    -------------------Cash Flows from Investing
    Activities:
    
    -
    
    -
    
    --------------------
    
    -------------------
    
    -------------------Cash Flows from Financing
    Activities:Proceeds from Sale of Common
    Stock
    
    -
    
    -
    
    12,100-------------------
    
    -------------------
    
    -------------------Net Cash Provided by Financing
    Activities
    
    -
    
    --------------------
    
    -------------------
    
    -------------------(Decrease) / Increase in Cash
    
    (123)
    
    (104)
    
    440Cash - Beginning of Period
    
    563
    
    667
    
    --------------------
    
    -------------------
    
    -------------------Cash - End of Period
    $
    440
    $
    563
    $
    440===========
    
    ===========
    
    ===========Supplemental Disclosures of
    Cash Flow Information:Interest Paid
    $
    
    $
    660
    $
    1,680===========
    
    ===========
    
    ===========Income Taxes Paid
    $
    -
    $
    -
    $
    -===========
    
    ===========
    
    ===========


See accompanying notes to the consolidated financial
statements

F-6

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(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, 2011, 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 $66,303 at
    June 30, 2011 and its current liabilities for the relevant fiscal year ended 2010 and 2011
    exceed its current assets by $19,280 and $29,203. 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.


F-7

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(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 and the rules of the U.S.
    Securities and Exchange Commission ("SEC") and should be read in conjunction
    with the audited financial statements and notes thereto for the year ended June 30, 2011.
    They do not include all information and footnotes required by accounting principles
    generally accepted in the United States of America for complete financial statements.
    However, except as disclosed herein, there has been no material change in the information
    disclosed in the notes to the financial statements for the year ended June 30, 2011
    included in the Company Form 10-K filed with the Securities and Exchange Commission. In
    the opinion of management, all adjustments (consisting of normal recurring adjustments)
    considered necessary for a fair presentation of financial position and results of
    operations for the interim period presented have been included. Operating results for the
    interim period are not necessary indicative of the results that may be expected for the
    respective full year.


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, 2011 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-8

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(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


FASB ASC 820 (formerly SFAS No. 157 Fair Value Measurements) establishes a three-tier fair
    value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy
    prioritizes the inputs into three levels based on the extent to which inputs used in
    measuring fair value are observable in the market.


These tiers include:


*
    Level 1 - defined as observable inputs such as quoted prices in active markets;


*
    Level 2 - defined as inputs other than quoted prices in active markets that are either
    directly or indirectly observable; and


*
    Level 3 - defined as unobservable inputs in which little or no market data exists,
    therefore requiring an entity to develop its own assumptions.


The carrying amounts of financial assets and liabilities, such as cash and cash
    equivalents, accounts receivable, notes receivable, other receivables, advances to
    suppliers, accounts payable, notes payable, other payables and accrued expenses and
    advances from customers, approximate their fair values because of the short maturity of
    these instruments.


Accounting guidance on fair value measurement and disclosures permits entities to choose
    to measure many financial instruments and certain other items at fair value. It was
    effective for fiscal year beginning July 1, 2009. Upon its adoption and at this time, we
    do not intend to reflect any of our current financial instruments at fair value (except
    that we are required to carry our derivative financial instruments at fair value).
    However, we will consider the appropriateness of recognizing financial instruments at fair
    value on a case by case basis in future periods.


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-9

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(Stated in US Dollars)


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


Income Tax


Deferred tax assets and liabilities are recognized for the future tax consequence
    attributable to differences between the financial statement carrying amounts of existing
    assets and liabilities and their respective tax bases. Deferred tax assets and liabilities
    are measured using enacted tax rates expected to be applied to taxable income in the years
    in which those temporary differences are expected to reverse. The effect on deferred tax
    assets and liabilities of a change in tax rates is recognized in the statement of
    operations in the period that includes the enactment date. A valuation allowance is
    provided for deferred tax assets if it is more likely than not these items will either
    expire before the Company is able to realize their benefits, or that future deductibility
    is uncertain.


The Company uses FASB ASC 740 (formerly FASB Interpretation No. 48, Accounting for
    Uncertainty in Income Taxes ("FIN 48")). - AN INTERPRETATION OF FASB
    STATEMENT NO. 109, ACCOUNTING FOR INCOME TAXES. The Interpretation addresses the
    determination of whether tax benefits claimed or expected to be claimed on a tax return
    should be recorded in the financial statements. Under FASB ASC 740, we may recognize the
    tax benefit from an uncertain tax position only if it is more likely than not that the tax
    position will be sustained on examination by the taxing authorities, based on the
    technical merits of the position. The tax benefits recognized in the financial statements
    from such a position should be measured based on the largest benefit that has a greater
    than fifty percent likelihood of being realized upon ultimate settlement. FASB ASC 740
    also provides guidance on recognition, classification, interest and penalties on income
    taxes, accounting in interim periods and requires increased disclosures. At June 30, 2011
    and 2010, the Company did not have a liability for unrecognized tax benefits.


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" formerlySFAS 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-10

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(Stated in US Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS (CONTINUED)Stock-based compensationShare-based compensation includes 1) stock options and common stock awards granted to
    employees and directors for services, and are accounted for under FASB ASC 718
    "Compensation - Stock Compensation", and 2) warrants and common stock awards
    granted to consultants which are accounted for under FASB ASC 505-50 "Equity-Based
    Payment to Non-employees".
    All grants of common stock awards and stock
    options/warrants to employees, directors and consultants are recognized in the financial
    statements based on their grant date fair values. The Company has elected to recognize
    compensation expense using the straight-line method for all common stock awards and stock
    options/warrants granted with service conditions that have a graded vesting schedule, with
    a corresponding charge to additional paid-in capital.
    The Company estimates fair value of common stock
    awards based on the number of shares granted and the quoted price of the Company's common
    stock on the date of grant.


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
    Commission ("SEC") Staff Accounting Bulletin No. 104, "Revenue Recognition
    in Financial Statements" ("SAB 104"). 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-11

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(Stated in US Dollars)


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


Recent Pronouncements


In July 2010, the FASB issued ASU 2010-20 an accounting update to provide guidance to
    enhance disclosures related to the credit quality of a company's financing receivables
    portfolio and the associated allowance for credit losses ("FASB ASC Topic 310").
    Pursuant to this accounting update, a company is required to provide a greater level of
    disaggregated information about its allowance for credit loss with the objective of
    facilitating users' evaluation of the nature of credit risk inherent in the company's
    portfolio of financing receivables, how that risk is analyzed and assessed in arriving at
    the allowance for credit losses, and the changes and reasons for those changes in the
    allowance for credit losses. The revised disclosures as of the end of the reporting period
    are effective for the Company beginning in the second quarter of fiscal 2011, and the
    revised discourses related to activities during the reporting period are effective for the
    Company beginning in the third quarter of fiscal 2011. The adoption of such standard did
    not have a material impact on the Company's consolidated financial statements and
    disclosures.In December 2010, the FASB issued ASU 2010-28 an accounting pronouncement related to
    intangibles - goodwill and other ("FASB ASC Topic 350"), which requires a
    company to consider whether there are any adverse qualitative factors indicating that an
    impairment may exist in performing step 2 of the impairment test for reporting units with
    zero or negative carrying amounts. The provisions for this pronouncement are effective for
    fiscal years, and interim periods within those years, beginning after December 15, 2010,
    with no early adoption. We will adopt this pronouncement for our fiscal year beginning
    July 1, 2011. The adoption of this pronouncement is not expected to have a material impact
    on our consolidated financial statements.
    In December 2010, the FASB issued ASU 2010-29 an
    accounting pronouncement related to business combinations ("FASB ASC Topic
    815"), which specifies that if a public entity presents comparative financial
    statements, the entity should disclose revenue and earnings of the combined entity as
    though the business combination(s) that occurred during the current year had occurred as
    of the beginning of the comparable prior annual reporting period only. It also expands the
    supplemental pro forma disclosures under Topic 805 to include a description of the nature
    and amount of material, nonrecurring pro forma adjustments directly attributable to the
    business combination included in the reported pro forma revenue and earnings. The
    amendments in this Update are effective prospectively for business combinations for which
    the acquisition date is on or after the beginning of the first annual reporting period
    beginning on or after December 15, 2010. Early adoption is permitted. The adoption of this
    pronouncement is not expected to have a material impact on our consolidated financial
    statements
    In January 2011, the FASB issued ASU 2011-01 an
    accounting pronouncement related to receivables ("FASB ASC Topic 310"). The
    amendments in this update temporarily delay the effective date of the disclosures about
    troubled debt restructurings in ASU 2010-20 for public entities. The delay is intended to
    allow the Board time to complete its deliberations on what constitutes a troubled debt
    restructuring. The effective date of the new disclosures about troubled debt
    restructurings for public entities and the guidance for determining what constitutes a
    troubled debt restructuring will then be coordinated. Currently, that guidance is
    anticipated to be effective for interim and annual periods ending after June 15, 2011. The
    adoption of this pronouncement is not expected to have a material impact on our
    consolidated financial statements.


F-12

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(Stated in US Dollars)


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


Recent Pronouncements (continued)


The FASB has issued Accounting Standards Update (ASU) No. 2011-02, Receivables (Topic
    310): A Creditor's Determination of Whether a Restructuring Is a Troubled Debt
    Restructuring. The FASB believes the guidance in this ASU will improve financial reporting
    by creating greater consistency in the way GAAP is applied for various types of debt
    restructurings.
    The ASU clarifies which loan modifications
    constitute troubled debt restructurings. It is intended to assist creditors in determining
    whether a modification of the terms of a receivable meets the criteria to be considered a
    troubled debt restructuring, both for purposes of recording an impairment loss and for
    disclosure of troubled debt restructurings.
    In evaluating whether a restructuring constitutes a
    troubled debt restructuring, a creditor must separately conclude that both of the
    following exist: (a) the restructuring constitutes a concession; and (b) the debtor is
    experiencing financial difficulties. The amendments to FASB Accounting Standards
    Codification? (Codification) Topic 310, Receivables, clarify the guidance on a creditor's
    evaluation of whether it has granted a concession and whether a debtor is experiencing
    financial difficulties.
    For public companies, the new guidance is effective
    for interim and annual periods beginning on or after June 15, 2011, and applies
    retrospectively to restructurings occurring on or after the beginning of the fiscal year
    of adoption. For nonpublic entities, the amendments to the Codification in the ASU are
    effective for annual periods ending on or after December 15, 2012, including interim
    periods within those annual periods. Early application is permitted.
    The FASB has issued Accounting Standards Update
    (ASU) No. 2011-03, Transfers and Servicing (Topic 860): Reconsideration of Effective
    Control for Repurchase Agreements. The ASU is intended to improve financial reporting of
    repurchase agreements ("repos") and other agreements that both entitle and
    obligate a transferor to repurchase or redeem financial assets before their maturity.


In a typical repo transaction, an entity transfers financial assets to a counterparty in
    exchange for cash with an agreement for the counterparty to return the same or equivalent
    financial assets for a fixed price in the future. FASB Accounting Standards Codification?
    (Codification) Topic 860, Transfers and Servicing, prescribes when an entity may or may
    not recognize a sale upon the transfer of financial assets subject to repo agreements.
    That determination is based, in part, on whether the entity has maintained effective
    control over the transferred financial assets.
    The amendments to the Codification in this ASU are
    intended to improve the accounting for these transactions by removing from the assessment
    of effective control the criterion requiring the transferor to have the ability to
    repurchase or redeem the financial assets. The guidance in the ASU is effective for the
    first interim or annual period beginning on or after December 15, 2011. The guidance
    should be applied prospectively to transactions or modifications of existing transactions
    that occur on or after the effective date. Early adoption is not permitted.


F-13

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(Stated in US Dollars)


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


Recent Pronouncements (continued)


The FASB has issued Accounting Standards Update (ASU) No. 2011-04, Fair Value Measurement
    (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure
    Requirements in U.S. GAAP and IFRSs. This ASU represents the converged guidance of the
    FASB and the IASB (the Boards) on fair value measurement. The collective efforts of the
    Boards and their staffs, reflected in ASU 2011-04, have resulted in common requirements
    for measuring fair value and for disclosing information about fair value measurements,
    including a consistent meaning of the term "fair value." The Boards have
    concluded the common requirements will result in greater comparability of fair value
    measurements presented and disclosed in financial statements prepared in accordance with
    U.S. GAAP and IFRSs.


The FASB has issued Accounting Standards Update (ASU) No. 2011-05, Comprehensive Income
    (Topic 220): Presentation of Comprehensive Income. This ASU amends the FASB Accounting
    Standards Codification? (Codification) to allow an entity the option to present the total
    of comprehensive income, the components of net income, and the components of other
    comprehensive income either in a single continuous statement of comprehensive income or in
    two separate but consecutive statements. In both choices, an entity is required to present
    each component of net income along with total net income, each component of other
    comprehensive income along with a total for other comprehensive income, and a total amount
    for comprehensive income. ASU 2011-05 eliminates the option to present the components of
    other comprehensive income as part of the statement of changes in stockholders' equity.
    The amendments to the Codification in the ASU do not change the items that must be
    reported in other comprehensive income or when an item of other comprehensive income must
    be reclassified to net income.


ASU 2011-05 should be applied retrospectively. For public entities, the amendments are
    effective for fiscal years, and interim periods within those years, beginning after
    December 15, 2011. For nonpublic entities, the amendments are effective for fiscal years
    ending after December 15, 2012, and interim and annual periods thereafter. Early adoption
    is permitted.


The FASB has issued Accounting Standards Update (ASU) No. 2011-08, Intangibles-Goodwill
    and Other (Topic 350): Testing Goodwill for Impairment. ASU 2011-08 is intended to
    simplify how entities, both public and nonpublic, test goodwill for impairment. ASU
    2011-08 permits an entity to first assess qualitative factors to determine whether it is
    "more likely than not" that the fair value of a reporting unit is less than its
    carrying amount as a basis for determining whether it is necessary to perform the two-step
    goodwill impairment test described in Topic 350, Intangibles-Goodwill and Other. The
    more-likely-than-not threshold is defined as having a likelihood of more than 50%.ASU 2011-08 is effective for annual and interim goodwill impairment tests
    performed for fiscal years beginning after December 15, 2011. Early adoption is permitted,
    including for annual and interim goodwill impairment tests performed as of a date before
    September 15, 2011, if an entity's financial statements for the most recent annual or
    interim period have not yet been issued or, for nonpublic entities, have not yet been made
    available for issuance.


F-14

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(Stated in US Dollars)


4.
    COMMON STOCK


As of June 30, 2011, the Company has 75,000,000 shares authorized and 6,510,000 shares
    issued and outstanding.


5.
    RELATED COMPANY TRANSACTIONS


During the period from October 31, 2007 (inception) to June 30, 2011 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. The loan was repaid in full in March
    2010.


On July 22, 2009, a former Director of the Company subscribed 1,250,000 shares in the
    Company for $25,000.
    On April 30, 2010, Mr. Burney sold all his shares to
    the Company's President, Mr. Xiong Xu.


F-15

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2011 AND 2010
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2011(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, 2011 as the Company and its subsidiary had operating losses. For the period from
    October 31, 2007 (Inception) to June 30, 2011, the Company and its subsidiary incurred net
    operating losses for tax purposes of approximately $35,925 and $30,378, respectively.
    Total net operating losses carried forward at June 30, 2011, (i) for Federal and State
    purposes were $35,925 and $35,925, respectively and (ii) for its entities outside of the
    United States were $30,378 for the period from October 31, 2007 (Inception) to June 30,
    2011. 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, 2011 was approximately $10,526 of
    which $5,388 was for US federal income tax and $5,138 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, 2011$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, 2011 and 2010 or balance sheet as of June 30, 2011 and 2010. The
    Company did not have uncertainty tax positions or events leading to uncertainty tax
    position within the next 12 months. The Company's 2008, 2009 and 2010 U.S. Corporation
    Income Tax Return are subject to U.S. Internal Revenue Service examination and the
    Company's 2009/2010/2011 Hong Kong Corporation Profits Tax Return filing are subject to
    Hong Kong Inland Revenue Department examination.


7.
    SUBSEQUENT EVENTS


The Company has evaluated all other subsequent events through October 7, 2011 the date
    these consolidated financial statements were issued, and determined that there were no
    other subsequent events or transactions that require recognition or disclosures in the
    financial statements.


F-16

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PART
    IV


ITEM 15. EXIBITS, FINANCIAL STATEMENT SCHEDULES


(a) Index to Financial Statements and Financial Statement Schedules


See Table of Contents on Page F-0.


(c) Exhibits.


Exhibit No.
    Description3.1
    Articles of
    Incorporation(1)3.2
    Bylaws(1)21.1
    Subsidiary of small
    business issuer(2)31.1*
    Certification of
    Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2*
    Certification of
    Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1*
    Certification of Chief Executive Officer pursuant to Section 906.32.2*
    Certification of Chief Financial Officer pursuant to Section 906.


1
    Incorporated by reference to our Registration Statement on Form S-1 filed with the SEC on
    July 14, 20082
    Incorporated
    by reference to our Annual Report on Form 10-K filed with the SEC on October 14, 2011


*
    Filed herewith


1

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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/ Sau Shan Ku---------------------------------------May 29, 2012
    Sau Shan KuChief 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/ Sau Shan Ku
    May 29, 2012--------------------------------------------Sau Shan KuIts:
    President, CEOBy:
    /s/ Con Unerkov--------------------------------------------Con UnerkovIts:
    CFO


2