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, 2012[ ]
    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 5, Level 2, Malcolm Reid Building, 187 Rundle Street, Adelaide SA 5000,
    Australia
    n/a(Address of Principal Executive Offices)
    (Zip Code)


Tel: +618-8120 0248 Fax: +618-8312 0248 (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 July 10, 2012,
    the number of shares held by non-affiliates of the registrant was 710,000 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 July 10, 2012 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
    
    13ITEM 2.
    Properties
    
    13ITEM 3.
    Legal Proceedings
    
    13ITEM 4.
    Mine Safety Disclosures
    
    13


PART IIITEM 5.
    Market for Registrant's Common Equity, Related
    Stockholder Matters and Issuer Purchases of Equity Securities
    
    14ITEM 6.
    Selected Financial Data
    
    14ITEM 7.
    Management's Discussion and Analysis of Financial
    Condition and Results of Operation
    
    15ITEM 7A.
    Quantitative and Qualitative Disclosures About Market
    Risk
    
    18ITEM 8.
    Financial Statements and Supplementary Data
    
    18ITEM 9.
    Changes in and Disagreements with Accountants on
    Accounting and Financial Disclosures
    
    19ITEM 9A
    Controls and Procedures
    
    19ITEM 9B.
    Other Information
    
    20


PART IIIItem 10
    Directors, Executive Officers and Corporate Governance
    
    21Item 11
    Executive Compensation
    
    22Item 12
    Security Ownership of Certain Beneficial Owners and
    Management and Related Stockholder Matters
    
    24Item 13
    Certain Relationships and Related Transactions, and
    Director Independence
    
    24Item 14
    Principal Accounting Fees and Services
    
    25


PART IVITEM 15
    Exhibits, Financial Statement Schedules
    
    26SIGNATURES
    
    
    27


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PART IITEM
    1. BUSINESS.


Operation OverviewBusiness of the Issuer


Oakridge International Corporation is an environmental services company planning to engage
    in the business of waste management, trading and recovering raw materials from electronic
    printed circuit boards and other electronic products and components. Our plan is to own
    facilities in Australia and or Hong Kong for the waste management and recovering of raw
    materials from electronic printed circuit boards and other electronic products and
    components. This will create greater value and positioning in the market.


History
    In March 2008, the Company entered into an agreement
    for a technology for recovering electronic components from electronic printed circuit
    boards. The Company evaluated the technology but could not raise the necessary funds to
    keep the technology and our rights to the technology expired in October 2009. From that
    date onwards, we have been evaluating other technologies in the recovery of raw materials
    from Printed Circuit Boards. However due to our limited resources available, we were not
    able to actively pursue alternative solutions as that would involve investment into test
    equipment or process.


In May 2011, the Group received a Letter of Authorization to appoint our then wholly owned
    subsidiary as an official reseller for a waste packing system in China for until the end
    of 2011. The Company intended to raise some capital in order to pursue the waste packing
    system and alternative technology for the recovery of raw materials from electronic
    printed circuit boards. However, we were not successful in the fund raising by the end of
    2011.


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, 2012. We have incurred
    losses since our inception.


For the year ended June 30, 2012, we did not earn any revenue. During the year just ended,
    the Group focused on trading of raw materials from PCB factories and electronic
    components, and developing a business model for the recycling technology. In May 2012 the
    Company focused more on the environmental services in Australia, where the markets are
    more advanced and developed, and more opportunities for environmental services. A summary
    of our future plans is described below.


Raw Materials Recovery from Printed Circuit Boards


The Company's operations and services 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, then we sell the raw materials recovered to customers. We believe
    the major customers for the recovered raw materials are 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, for corporations and
    individuals worldwide, and is an essential responsibility to ensure that electronic
    products are properly recycled.


Recycle Process and Technology


We continue our plan to own and operate PCB recycling facilities in Asia (including
    Australia) and will delay our plans for a facility in USA. We plan to use a PCB recycling
    process where we recycle scrap and End of Life 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 as it
    does not involve any secondary pollutants that are harmful to the environment. At present,
    we are looking for potential manufacturers of the crushing technology for evaluation and
    negotiation. We are still evaluating the commercial viability of the technologies and are
    also in the process of studying the market in Asia to accommodate our initial operations
    in line with the anticipated resources available to us. During the year under review, we
    are still investigating recycle technologies and other related environment recycling
    methods, however at the date of this report the progress has been limited due to lack of
    resources.


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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, such net-working with electronic factories
    provides us a strategic link into the factories that we will potentially provide a future
    source for electronic waste to feed on our recycling operation.


Waste Packing System


In May 2011, the Company's then subsidiary was appointed as an
    official reseller of a waste packing system in China. The technology involves compressing
    garbage into air-tight and water proof packing so that the garbage do not emit any smell,
    unwanted gas or other particles into the air or soil. There are three processing phases
    including shredding, compressing and wrapping. The shredding process shredded garbage into
    smaller size for the next process. The compression process pressed the garbage into
    designated small size, and the final process wrapped the compressed garbage into rolls
    with specially wrapping films. The entire process is automatic and requires very few
    workers. The Group has a positive view on the commercial viability of such waste packing
    system in Australia, Hong Kong and China. We believe that the landfills site in the future
    will be harder to be found and approval of this system can be anticipated by the
    reluctance of communities to propose new landfills site. The advantage of our packing
    system is not only processing more garbage but also limiting the cause of pollution. It
    will be an alternative system for handling garbage in an economic way.


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.


For waste packing system, we intend to provide our system to cooperate with municipal
    governments as an environment solution for garbage problems. Our service will be based on
    charging the quantity of the garbage we process each day. Furthermore we will sell our
    packaged garbage to incineration plants.


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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 Australia, according to a consultation regulation impact statement undertaken by the
    Australian Environment Protection and Heritage Council, television and computer waste
    amounted to approximately 106,000 tonnes (16.8 million units) in 2007-08.Approximately 10 per cent of this was recycled, with the rest being sent to landfill. The
    waste volumes are increasing and are expected to grow to 181,000 tonnes (44 million units)
    by 2027-28. The Scheme's primary goal is by 2021 to have lifted
    recycling rates to 80 per cent of waste televisions, computers and computer products
    generated in that year.


The recycling target percentage commences at 30 per cent of waste arising in 2012-13 and
    increases each year to 80 per cent in 2021-22.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.


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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, 2012, we incurred
    net losses of approximately $119,286. 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, 2012 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, 2012, we had cash on hand in the amount of $117. 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 or other electronic
    materials, our business will fail.


We have not entered into a formal agreement with any entity to acquire the scrap PCBs or
    other electronic materials 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.


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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.


Our major shareholder owns 61.44% of our outstanding common stock, and he could exercise
    significant control over corporate decisions that may be disadvantageous to minority
    shareholders.


Mr. Herbert Ying Chiu Lee owns approximately 61.44% 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. He will also have the power to influence a change
    in control. The interests of Mr. Lee 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 Australia and 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.


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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. Con Unerkov and Mr. Sau Shan Ku cannot be assured and
    therefore may adversely affect the implementation of our business plan.
    Mr. Unerkov, our CFO, and Mr. Ku, our CEO. Mr.
    Unerkov and Mr. Ku anticipate that during the next 12 months they will devote
    approximately 30% and 30%, respectively, of their time to our business, also in an unpaid
    capacity. Mr. Unerkov 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. Con Unerkov and Mr. Sau Shan Ku; if we lose their
    services, our business may be adversely affected.


The success of our business is dependent upon the expertise of management. Because Mr.
    Unerkov 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.


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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 in the country we operate. 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.


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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 had contacted a market
    maker and intend to 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.


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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 5,800,000 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. 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.


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.


11

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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's legal 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.


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.


12

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ITEM
    1B. UNRESOLVED STAFF COMMENTS


None.


ITEM 2. PROPERTIES.


Our principal office address is Suite 5, Level 2, Malcolm Reid Building, 187 Rundle
    Street, Adelaide SA 5000, Australia. This is a service office we rent at a monthly basis
    at a rate of US$100 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. MINE SAFETY DISCLOSURES


Not applicable.


13

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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 July 13, 2012, the Company had 48 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 OptionsCurrently, 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.


14

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


FinancingOur 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 ProcessAs 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 Australia from
    our offices in Australia, regarding the environmentally friendly PCB Recycling Technology.


Operations - Hong KongWe 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.


15

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Operations - AustraliaWe plan to contact PCB manufacturers, scrap dealers and recycling centers in Australia
    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 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 Sydney to promote our method of environmentally
    friendly recycling of PCBs as a showcase for other facilities in the Australia.


We will delay our initial plan to set up an operation in United States until we have
    developed our Asian operation.


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


As of July 5, 2012, we had 2 staff in the Company. Subject to financing, in the next 12
    months, we plan to hire consultants in Australia and Hong Kong to undertake and implement
    the operational plans.


16

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Results of
    Operations


FOR THE YEAR ENDED JUNE 30, 2012 AND 2011 AND FOR THE PERIOD FROM OCTOBER 31, 2007
    (INCEPTION) TO JUNE 30, 2012


REVENUES


For the year ended June 30, 2012 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 year ended June 30, 2011 the Company has
    realized no revenue and incurred no cost of revenue and no gross profit.
    For the period from October 31, 2007 (date of
    inception) to June 30, 2012, 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, 2012, the Company had incurred no gross profit and our total
    operating expenses were $55,262, all of which were selling, general and administrative
    expenses. We incurred a gain on disposal of subsidiary of $2,279. Our net loss to our
    shareholders for the year ended June 30, 2012 was $52,983.
    For the year ended June 30, 2011, the Company had
    incurred no gross profit and our total operating expenses were $9,923, all of which were
    selling, general and administrative expenses. Our net loss to our shareholders for the
    year ended June 30, 2011 was $9,923.
    For the period from October 31, 2007 (date of
    inception) to June 30, 2012, the accumulated gross profit was $474, and our total
    operating expenses were $120,359, all of which were selling, general and administrative
    expenses. We incurred a gain on disposal of subsidiary of $2,279. We also had $1,680 in
    interest expense, resulting in an accumulated net loss to our shareholders for the period
    ended June 30, 2012 was $119,286.


17

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Liquidity and
    Capital Resources


We do not have sufficient resources to accomplish our business plans. As of June 30, 2012,
    we had $117 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
    no revenue and incurred a net loss of $52,983 for the year ended June 30, 2012 and an
    accumulated net loss of $119,286 for the period from October 31, 2007 (inception) to June
    30, 2012. 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. 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-15 of this Form 10-K.


18

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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 Procedures


Under 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, 2012 Form 10-K


Based upon that evaluation, our Management has concluded that, as of June 30, 2012, 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, 2012. 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, 2012 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.


19

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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, 2012 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.


20

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PART III

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


Our directors and executive officers are as follows:


Name
    
    Age
    
    PositionSau Shan KU
    
    44
    
    Director, Chairman, Chief Executive Officer, Treasurer
    and SecretaryCon UNERKOV
    
    43
    
    Director, Chief Financial Officer


Mr. Con Unerkov is an Australian based businessman and investor, with experience in the
    Finance, Media and Telecommunications markets in Australia, China and United States. Mr.
    Unerkov is also a director of China Media Group Corporation (symbol: chmd.ob) together
    with a number of private and non-listed public companies. Mr. Unerkov is a graduate of the
    University of South Australia. In the past 5 years, Mr. Unerkov has been a director of
    China Media Group Corporation and in other capacity as officer of that company.


Mr. Sau Shan Ku has been our Director, Chairman, and 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 Global Assets Limited from
    2007 to now. Mr. Ku received a Bachelor of Science degree majoring 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 subsidiary or has a material interest adverse to it or
    any of its subsidiary.


Auditors; Code of Ethics; Financial Expert


Our principal independent accountant is Albert Wong & Co. LLP.


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.


21

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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
    2012
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -2011
    
    5,000
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    5,000Mr.
    Sau Shan Ku 2
    2012
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -2011
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -Mr.
    Con Unerkov3
    2012
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    -


1.
    Mr. Xiong XuwasPresident and Chief Executive Officer and Director of Oakridge
    effective from February 18, 2010 to May 4, 2012.2.
    Mr. Sau Shan KuisChairman,Treasurer, Secretary, Chief Executive Officer, and Director of Oakridge.3.
    Mr. Con Unerkov was appointed our Director on May 4, 2012 and became our
    CFO on May 18, 2012.


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.


22

---

OUTSTANDING EQUITY AWARDS AT JUNE 30, 2012OPTION 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
    -
    -
    -
    -
    -
    -
    -
    -
    -Con
    Unerkov3
    -
    -
    -
    -
    -
    -
    -
    -
    -


1.
    Mr. Xiong XuwasPresident and Chief Executive Officer and Director of Oakridge
    effective from February 18, 2010 to May 4, 2012.2.
    Mr. Sau Shan KuisChairman,Treasurer, Secretary, Chief Executive Officer, and Director of Oakridge.3.
    Mr. Con Unerkovwas
    appointed our Director on May 4, 2012 and became our CFO on May 18, 2012.


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
    -
    -
    -
    -
    -
    -
    -Con
    Unerkov3
    -
    -
    -
    -
    -
    -
    -


1.
    Mr. Xiong XuwasPresident and Chief Executive Officer and Director of Oakridge
    effective from February 18, 2010 to May 4, 2012.2.
    Mr. Sau Shan KuisChairman,Treasurer, Secretary, Chief Executive Officer, and Director of Oakridge.3.
    Mr. Con Unerkovwas
    appointed our Director on May 4, 2012 and became our CFO on May 18, 2012.


23

---

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.


Name
    Security
    Total Shares Owned
    
    PercentageShuet
    Ping LEUNG of Block C, Flat 6, 30th Floor, Mount Lodge, Quarry Bay, Hong Kong
    Common
    1,800,000
    
    27.65%Ying
    Chiu Herbert LEE of 15/F., Siu On Centre, 188 Lockhart Road, Wanchai, Hong Kong
    Common
    4,000,000
    
    61.44%All
    executive officers and directors as a group [2 persons]
    Common
    -
    
    -


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 July 5, 2012.


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;*
    Prior to being appointed as a Director, President and CEO of the Company, Mr.
    Michael 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 former Director, President, and CEO; and*
    On May 4, 2012, Mr. Xu tendered his resignation to all his positions in the
    Company, and on the same day sold all his 1,250,000 shares to Intek Solutions Pty.
    Limited, which is wholly owned by Mr. Con Unerkov, our current Director and CFO. On June
    19, 2012 Intek sold all its shares in the Compamy to Mr. Shuet Ping Leung.*
    On June 19, 2012 Mr.
    Sau Shan Ku sold all his shares to Mr. Herbert Ying Chiu Lee who became the new
    controlling shareholder of the Company.


24

---

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.


ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.


AUDIT FEES. The aggregate fees billed in each of the fiscal years ended June 30, 2012 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 $1,500.


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 2012 was $3,000.


TAX FEES. For the fiscal years ended June 30, 2012, 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.


25

---

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. LLP.Consolidated Financial Statements:Consolidated Balance Sheet as of June 30, 2012 and 2011Consolidated Statements of Operations for the years ended June 30, 2012 and 2011 and from
    October 31, 2007 (Inception) to June 30,and 2012Consolidated Statements of Stockholders' Equity/(Deficits) - From October 31, 2007
    (Inception) to June 30, 2012.Consolidated Statements of Cash Flows for the years ended June 30, 2012 and 2011 and from
    October 31, 2007(Inception) to June 30, 2012.Notes 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


*
    Filed herewith


26

---

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---------------------------------------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/ Con Unerkov
    July 13, 2012--------------------------------------------Con UnerkovIts:
    CFOBy:
    /s/ Sau Shan Ku--------------------------------------------Sau Shan KuIts:
    Treasurer, Secretary,
    CEO, President


27

---

Oakridge
    International Corporation and SubsidiaryConsolidated
    Financial StatementsFor the
    Year Ended June 30, 2012


oakridge.gif

Table of Contents
    PageReport of Independent Registered Public Accounting Firm - Albert Wong &
    Co. LLP
    F-1Consolidated Financial Statements:Consolidated Balance Sheet as of June 30, 2012 and 2011
    F-2Consolidated Statements of Operations for the years ended June 30, 2012 and
    2011 and from October 31, 2007 (Inception) to June 30, 2012
    F-3Consolidated Statements of Stockholders' Deficit - From October 31, 2007
    (Inception) to June 30, 2012
    F-4Consolidated Statements of Cash Flows for the years ended June 30, 2012 and
    2011 and from October 31, 2007 (Inception) to June 30, 2012
    F-5Notes to Consolidated Financial Statements
    F-6 to F-15


---

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") as of June 30, 2012 and 2011, and the related
    consolidated statements of operations, stockholders' deficits and cash flows for the year
    ended June 30, 2012 and 2011, and from October 31, 2007 (Inception) to June 30, 2012.
    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, 2012 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 financial position of Oakridge International Corporation as of
    June 30, 2012 and 2011, and from October 31, 2007 (Inception) to June 30, 2012, and the
    results of its operations and its cash flows for the year then ended June 30, 2012and 2011, and from October 31, 2007 (inception) to June 30, 2012 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, 2012 of $119,286 including net losses of $52,983 for
    the year ended June 30, 2012. These factors as discussed in Note 2 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 YorkJuly 13,
    2012


F-1

---

OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)CONSOLIDATED BALANCE SHEETAS OF JUNE 30, 2012 AND 2011(Stated in US Dollars)


Note
    
    June 30,
    
    June 30,2012
    
    2011US$
    
    US$ASSETSCurrent assets:Cash and cash equivalents
    
    
    117
    
    440Total assets
    
    
    117
    
    440LIABILITIES AND STOCKHOLDERS' DEFICITSCurrent liabilities:Accrued expenses
    
    
    9,650
    
    12 ,209Other payable
    
    
    22,524
    
    5 ,625Amount due to director
    
    
    129
    
    11 ,809Amount due to related companies
    
    
    50,000
    
    -Total
    current liabilities
    
    
    82,303
    
    29
    ,643Stockholders' deficits:Common stock,
    $0.001 par value, 75,000,000 shares authorized; 6,510,000 shares issued and outstanding
    (2011: 6,510,000)
    4
    
    6,510
    
    6,510Additional paid up capital
    4
    
    30,590
    
    30,590Deficits accumulated during the development stage
    
    
    (119,286)
    
    ( 66,303)Total stockholders'deficits
    
    
    (82,186)
    
    (29,203)Total liabilities
    and stockholders'deficits
    
    
    117
    
    440


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, 2012 AND 2011AND FROM OCTOBER 31, 2007 (INCEPTION) TO
    JUNE 30, 2012(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 30,2012
    
    2011
    
    2012US$
    
    US$
    
    US$Net revenues
    
    -
    
    -
    
    11,295Cost
    of revenues
    
    -
    
    -
    
    10,821Gross
    profits
    
    -
    
    -
    
    474Other
    general and administrative expenses
    
    55,262
    
    9 ,923
    
    120,359Loss
    from operations
    
    (55,262)
    
    (9,923)
    
    (119,885)Other (expenses) /
    incomeInterests
    
    -
    
    -
    
    (1,680)Gain on disposal
    of subsidiary
    
    2,279
    
    -
    
    2,279Net loss
    
    (52,983)
    
    ( 9,923)
    
    (119,286)Weighted average
    basic and diluted shares outstanding
    
    6 ,510,000
    
    6 ,510,000
    
    5,911,637Loss 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' DEFICITFOR THE PERIOD FROM OCTOBER 31, 2007
    (INCEPTION) TO JUNE 30, 2012(Stated in US Dollars)


DeficitaccumulatedAdditional
    
    during the
    
    TotalCommon stock
    
    paid-in
    
    development
    
    stockholders'Shares
    
    Amount
    US$
    
    capital
    US$
    
    stage
    US$
    
    equity /(deficit)
    US$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 )Net loss
    -
    
    -
    
    -
    
    (52,983)
    
    (52,983)Balance at June 30, 2012
    6,510,000
    
    6,510
    
    30,590
    
    (119,286)
    
    (82,186)


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, 2012AND 2010 AND FROM OCTOBER 31, 2007
    (INCEPTION) TO JUNE 30, 2012(Stated in US Dollars)


For the
    Periodfrom
    October 31,For the
    Year
    
    For the
    Year
    
    2007Ended
    
    Ended
    
    (Inception)
    toJune 30, 2012
    US$
    
    June 30, 2011
    US$
    
    June 30, 2012
    US$Cash Flows from
    Operating Activities:Net
    Loss
    
    (52,983)
    
    ( 9,923)
    
    (119,286)Adjustments
    to Reconcile Net Loss to Net Cash Usedin Operating
    Activities:Common
    stock issuance for services
    
    -
    
    -
    
    25,000Changes in Assets
    and Liabilities:(Decrease)
    / Increase in Accrued Expenses
    
    (2,559)
    
    4 ,800
    
    9,650Increase/(Decrease)
    in Other Payable
    
    16,899
    
    -
    
    22,524(Decrease)
    / Increase in Amount Due to Director
    
    (11,680)
    
    5 ,000
    
    129Increase in Amount
    due to Related Companies
    
    50,000
    
    -
    
    50,000Net Cash Used in
    Operating Activities
    
    (323)
    
    ( 123)
    
    (11,983)Cash Flows from
    Investing Activities:
    
    -
    
    -
    
    -Cash Flows from
    Financing Activities:Proceeds
    from Sale of Common Stock
    
    -
    
    -
    
    12,100Net
    Cash Provided by Financing Activities
    
    -
    
    -
    
    12,100(Decrease)
    / Increase in Cash
    
    (323)
    
    ( 123)
    
    117Cash
    - Beginning of Period
    
    440
    
    563
    
    -Cash
    - End of Period
    
    117
    
    440
    
    117Supplemental
    Disclosures of Cash Flow Information:Interest Paid
    
    -
    
    -
    
    1 ,680Income 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, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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 Australia 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 Australia.


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 debt or equity financing to continue operations and the
    attainment of profitable operations.


As of June 30, 2012, the Company has generated modest revenue of $11,295 and has incurred
    an accumulated deficit since inception totaling $66,303 at June 30, 2011 and $119,286 at
    June 30, 2012 and its current liabilities for the relevant fiscal year ended 2011 and 2012
    exceed its current assets by $29,203 and $82,186. 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-6

---

OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(Stated in US Dollars)


3.
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS


Basis of Presentation


These financial statements and related notes are presented in accordance with accounting
    principles generally accepted in the United States, and are expressed in U.S. dollars. The
    Company's fiscal year end is June 30.


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.


Principles of Consolidation


The consolidated financial statements for the year ended June 30, 2012 include the
    financial statements of the Company and its wholly owned subsidiary Waytop Asia Pacific
    Limited up to the date of disposal on February 17, 2012. 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%*Disposed on
    February 17, 2012


F-7

---

OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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 July1, 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-8

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 20 12 AND
    2011 AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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, 2012
    and 2011, 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-9

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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" ("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

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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-11

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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
    CodificationTM (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 CodificationTM
    (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-12

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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 CodificationTM (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-13

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(Stated in US Dollars)


4.
    COMMON STOCK


As of June 30, 2012, 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, 2012 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, the same director sold all his shares to the
    Company's then President, Mr. Xiong Xu.


On April 1, 2012 the Company entered into a service agreement with Asiarim Associates
    Limited to provide consulting, corporate, accounting, Edgar filing and company secretarial
    services to the Company on a monthly fee of USD10,000 for a period from April 1, 2012 to
    December 31, 2012. Under the agreement, the Company is obligated to pay the fee for the
    first two months and then the remainder of the fees shall only be paid once the Company
    can raise funds. Asiarim Associates Limited is majority owned by our director and CEO, Mr.
    Sau Shan Ku.


On May 1, 2012 the Company entered into a service agreement with Intek Solutions Pty
    Limited ("Intek") to provide consulting services to manage and develop the
    Company's business for a monthly fee of USD10,000 for a period
    from May 1, 2012 to December 31, 2012. Under the agreement, the Company is obligated to
    pay the fee for the first two months and then the remainder of the fees shall only be paid
    once the Company has raise funds. Intek is wholly owned by the current director Mr. Con
    Unerkov.


On May 4, 2012, Mr. Xiong Xu sold all of his 1,250,000 shares in the Company to Intek. On
    the same date, (i) Mr. Xiong Xu also tendered his resignation as CEO, President and member
    of the board of directors of the Company, (ii) Mr. Sau Shan Ku was appointed as CEO and
    President of the Company and (iii) Mr. Con Unerkov was appointed to as a member of the
    board of directors of the Company.


As a result, our current director, Mr. Con Unerkov, indirectly held 1,250,000 shares
    through Intek, representing about 19.2% equity interest, in the Company. On June 19, 2012
    Intek sold all its shares in the Company to Mr. Shuet Ping Leung.


On June 19, 2012 Mr. Sau Shan Ku sold all his shares to Mr. Herbert Ying Chiu Lee who
    became the new controlling shareholder of the Company.


F-14

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OAKRIDGE INTERNATIONAL CORPORATION(A DEVELOPMENT STAGE COMPANY)NOTES TO THE CONSOLIDATED FINANCIAL
    STATEMENTSFOR THE YEARS ENDED JUNE 30, 2012 AND 2011
    AND FOR THE PERIOD FROM OCTOBER 31, 2007(INCEPTION) TO JUNE 30, 2012(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, 2012 as the Company and its subsidiary had operating losses. For the period from
    October 31, 2007 (Inception) to June 30, 2012, the Company and its subsidiary incurred net
    operating losses for tax purposes of approximately $95,007 and $24,279, respectively.
    Total net operating losses carried forward at June 30, 2012, (i) for Federal and State
    purposes were $95,007 and $95,007, respectively and (ii) for its entities outside of the
    United States were $24,279 for the period from October 31, 2007 (Inception) to June 30,
    2012. 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, 2012 was approximately $18,382 of
    which $14,250 was for US federal income tax and $4,132 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, 2012$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, 2012 and 2011 or balance sheet as of June 30, 2012 and 2011. 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, 2011 and 2012 U.S.
    Corporation Income Tax Return are subject to U.S. Internal Revenue Service examination and
    the Company's 2009/2010/2011/2012 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 July 13, 2012 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-15

---