UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year ended April 30, 2015

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

For the transition period from [ ] to [ ]

Commission file number 000-51973

Razor Resources Inc.
(Exact name of registrant as specified in its charter)

Nevada N/A

(State or other jurisdiction of
incorporation or organization) (IRS Employer Identification No.)

8-5-128 Jichexiaoqu, Chanchun,
Jilin, China

(Address of principal executive
offices) (Zip Code)

949-419-6588

(Registrant's telephone number,
including area code)

N/A (Former name, former address
and former fiscal year, if changed since last report)



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

|Title of Each Class | Name of Each Exchange On Which Registered
|------------------- | -----------------------------------------
|N/A                 | N/A                                      

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

Common Stock, par value
of $0.001
(Title of class)

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

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



|
|

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

Indicate by check mark whether the registrant has
submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and
posted pursuant to Rule 405 of Regulation S-K (§229.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files). 
Yes [ ] No [ ]

Indicate by check mark if disclosure of delinquent
filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K.  [ ]

Indicate by check mark whether the registrant is a
large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large
accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.

|Large accelerated filer [ ] | Accelerated filer [ ]          
|--------------------------- | -------------------------------
|Non-accelerated filer [ ]   | Smaller reporting company [ x ]



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

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

The aggregate
market value of Common Stock held by non-affiliates of the Registrant on April 30, 2015 was $749,700 based on the bid/ask price
for the Common Stock on April 30, 2015 of $0.01. For purposes of this computation, all executive officers and directors have been
deemed to be affiliates. Such determination should not be deemed to be an admission that such executive officers and directors
are, in fact, affiliates of the Registrant.

Indicate the number of shares outstanding of each
of the registrant’s classes of common stock as of the latest practicable date.

101,305,000 shares of common stock issued & outstanding
as of April 30, 2015



DOCUMENTS INCORPORATED BY REFERENCE

None.



|
|

TABLE OF CONTENTS

|Item 1.  | Business                                                                                          
|-------- | --------------------------------------------------------------------------------------------------
|Item 1A. | Risk Factors                                                                                      
|Item 1B. | Unresolved Staff Comments                                                                         
|Item 2.  | Properties                                                                                        
|Item 3.  | Legal Proceedings                                                                                 
|Item 4.  | Mine Safety Disclosure                                                                            
|Item 5.  | Market for Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities
|Item 6.  | Selected Financial Data                                                                           
|Item 7.  | Management’s Discussion and Analysis of Financial Condition and Results of Operations             
|Item 7A. | Quantitative and Qualitative Disclosures About Market Risk                                        
|Item 8.  | Financial Statements and Supplementary Data                                                       
|Item 9.  | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure              
|Item 9A. | Controls and Procedures                                                                           
|Item 9B. | Other Information                                                                                 
|Item 10. | Directors, Executive Officers and Corporate Governance                                            
|Item 11. | Executive Compensation                                                                            
|Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters    
|Item 13. | Certain Relationships and Related Transactions, and Director Independence                         
|Item 14. | Principal Accountants Fees and Services                                                           
|Item 15. | Exhibits, Financial Statement Schedules                                                           

CERTIFICATIONS

Exhibit 31 – Management certification



Exhibit 32 – Sarbanes-Oxley
Act



|
|



|
|
|



CAUTION REGARDING FORWARD-LOOKING INFORMATION

Included in this annual report are "forward-looking"
statements, within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA") as well as historical
information. Some of our statements under "Business," "Properties," "Legal Proceedings," "Management's
Discussion and Analysis of Financial Condition and Results of Operations,"" the Notes to Financial Statements and elsewhere
in this report constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of 1934. Although we believe that the expectations reflected in these forward-looking
statements are reasonable, we cannot assure you that the expectations reflected in these forward-looking statements will prove
to be correct. Our actual results could differ materially from those anticipated in forward-looking statements as a result of certain
factors, including matters described in the section titled "Risk Factors." Forward-looking statements include those that
use forward-looking terminology, such as the words "anticipate," "believe," "estimate," "expect,"
"intend," "may," "project," "plan," "will," "shall," "should,"
and similar expressions, including when used in the negative. Although we believe that the expectations reflected in these forward-looking
statements are reasonable and achievable, these statements involve risks and uncertainties and we cannot assure you that actual
results will be consistent with these forward-looking statements. We claim the protection afforded by the safe harbor for forward-looking
statements provided by the PSLRA.

Consequently, all of the forward-looking
statements made in this Form 10-K are qualified by these cautionary statements and there can be no assurance that the actual results
anticipated by management will be realized or, even if substantially realized, that they will have the expected consequences to
or effects on our business operations. We undertake no obligation to update or revise these forward-looking statements, whether
to reflect events or circumstances after the date initially filed or published, to reflect the occurrence of unanticipated events
or otherwise.





PART I

|Item 1. | Business
|------- | --------

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

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

Our financial statements are stated in United States
Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

In this annual report, unless otherwise specified,
all dollar amounts are expressed in United States Dollars and all references to “common shares” refer to the common
shares in our capital stock.

As used in this annual report, the terms “we”,
“us”, “our company”, mean Razor Resources Inc. a Nevada corporation, unless otherwise indicated.

Corporate History

The address of our principal executive office is 8-5-128
Jichexiaoqu, Chanchun, Jilin, China and our telephone number is 949-419-6588.

Our common stock is quoted on the OTC Bulletin Board
under the symbol "RZOR".

We have one subsidiary Compania Minera Cerros Del
Sur, S.A., a private Honduran corporation.

We were incorporated on February 23, 2001 under the
laws of the state of Nevada, in order to be in the business of mineral property exploration.

On November 23, 2007, our board of directors approved
a 15 for one (1) forward stock split of our authorized, issued and outstanding shares of common stock. Our authorized capital increased
from 70,000,000 shares of common stock with a par value of $0.001 and 5,000,000 shares of preferred stock with a par value of $0.001
to 1,050,000,000 shares of common stock with a par value of $0.001 and 75,000,000 shares of preferred stock with a par value of
$0.001.

On April 11, 2005, we acquired, on an arms length
basis, from Raymond Wei Min Xu, a 100% interest in a 1,223 acre mineral claim referred to as "Mahatta", in the Nanaimo
Mining Division, southwest of Port Alice, British Columbia, Canada, with "Tenure" 510120 and the expiry date of April
3, 2006. Consideration was 250,000 common shares, issued from treasury, at a price of $0.001 per share for total consideration
of $250. The Mahatta Property is one mineral lease each consisting of 24 units. The Mahatta lease expired on April 3, 2006. The
extension of the lease for another 1 year period therefore requires an expenditure of CAN$2400 or approximately $2016 USD for exploration
work, plus a payment of a recording fee for each claim, or a direct payment of the same amount to the Province of British Columbia.
After 3 years, the required expenditure will be CAN$4800 or $4032 USD for exploration work, plus a payment of a recording fee for
each claim, or a direct payment of the same amount to the Province of British Columbia.

|
|

We allowed our interest to lapse on our Mahatta project
as of April 3, 2008. We do not have any interest left in this property.

Other than as set out herein, we have not been involved
in any bankruptcy, receivership or similar proceedings, nor have we been a party to any material reclassification, merger, consolidation
or purchase or sale of a significant amount of assets not in the ordinary course of our business.

Our Current Business

We have been an exploration stage company engaged
in the acquisition of mineral claims and exploration of mineral property.

On February 9, 2010, we entered into a share exchange
agreement with Compania Minera Cerros Del Sur, S.A., a Honduran corporation, and a shareholder of Cerros del Sur. Pursuant to the
terms of the share exchange agreement, we have agreed to acquire 99% of the issued and outstanding shares of Compania Minera Cerros
Del Sur, S.A.’s common stock in exchange for the issuance by our company of 35,5000,000 shares of our common stock to the
shareholder of Compania Minera Cerros Del Sur, S.A.

Razor Resources Inc. (the Company) has received notification
that the Company is in default of its Amended Stock Exchange Agreement (the Agreement) dated November 26, 2010 between the Company,
Compania Minera Cerros Del Sur S.A. (Cerros) and Mayan Gold, Inc. (Mayan). The Company was not successful in its efforts to raise
the necessary funds as stipulated in the Agreement and therefore the Company is technically in default with Cerros and Mayan. In
the event of a termination of the Agreement, the Company will effectively lose the majority of its ownership of the Clavo Rico
mine which is the only asset of the Company. The Company is currently in discussions with Mayan and Cerros to renegotiate this
matter. There can be no assurances the Company will be successful in retaining its ownership of the asset.

Currently, the Company is actively seeking other mining
opportunities.

Competition

The mining industry is intensely competitive. We compete
with numerous individuals and companies, including many major mining companies, which have substantially greater technical, financial
and operational resources and staffs. Accordingly, there is a high degree of competition for access to funds. There are other competitors
that have operations in the area and the presence of these competitors could adversely affect our ability to compete for financing
and obtain the service providers, staff or equipment necessary for the exploration and exploitation of our properties.

Compliance with Government Regulation

Mining operations and exploration activities are subject
to various national, state, provincial and local laws and regulations, as well as other jurisdictions, which govern prospecting,
development, mining, production, exports, taxes, labor standards, occupational health, waste disposal, protection of the environment,
mine safety, hazardous substances and other matters.

We are committed to complying with and are, to our
knowledge, in compliance with, all governmental and environmental regulations applicable to our company and our properties. Permits
from a variety of regulatory authorities are required for many aspects of mine operation and reclamation. We cannot predict the
extent to which these requirements will affect our company or our properties if we identify the existence of minerals in commercially
exploitable quantities. In addition, future legislation and regulation could cause additional expense, capital expenditure, restrictions
and delays in the exploration of our properties.

Employees

Currently, we do not have any employees. We do not
expect any material changes in the number of employees over the next 12 month period. We do and will continue to outsource contract
employment as needed.

We engage contractors from time to time to consult
with us on specific corporate affairs or to perform specific tasks in connection with our exploration programs.

|
|

Research and Development

We have not spent any amounts on which has been classified
as research and development activities in our financial statements since our inception.

Going Concern

We anticipate that additional funding will be required
in the form of equity financing from the sale of our common stock. At this time, we cannot provide investors with any assurance
that we will be able to raise sufficient funding from the sale of our common stock or through a loan from our directors to meet
our obligations over the next twelve months. We do not have any arrangements in place for any future equity financing.

Subsidiaries

We do not have any subsidiaries.

Intellectual Property

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

REPORTS TO SECURITY HOLDERS

We are not required to deliver an annual report to
our stockholders but will voluntarily send an annual report, together with our annual audited financial statements upon request.
We are required to file annual, quarterly and current reports, proxy statements, and other information with the Securities and
Exchange Commission. Our Securities and Exchange Commission filings are available to the public over the Internet at the SEC's
website at http://www.sec.gov.

The public may read and copy any materials filed by
us with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington DC 20549. The public may obtain information
on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. We are an electronic filer. The SEC maintains
an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically
with the SEC. The Internet address of the site is http://www.sec.gov.

|Item 1A. | Risk Factors
|-------- | ------------



Our business is subject to
a variety of risks and uncertainties, including, but not limited to, the risks and uncertainties described below. If any of the
risks  described below, or elsewhere in this report on Form 10-K, or our Company’s other filings with the Securities
and Exchange Commission (the "SEC"), were to occur, our financial condition and results of operations could suffer and
the trading price of our common stock could decline. Additionally, if other risks not presently known to us, or that we do not
currently believe to be significant, occur or become significant, our financial condition and results of operations could suffer
and the trading price of our common stock could decline. You should carefully review the risk factors together with all other information
contained in this Annual Report on Form 10-K, and in prior reports pursuant to the Securities Exchange Act of 1934, as amended
and the Securities Act of 1933, as amended. As a “smaller reporting company”,
we are not required to provide the information required by this Item but are, providing certainrisk factors, including
but not limited to the risk factors listed below, as follows:



SHOULD ONE OR MORE OF THE FOREGOING RISKS OR UNCERTAINTIES
MATERIALIZE, OR SHOULD THE UNDERLYING ASSUMPTIONS OF OUR BUSINESS PROVE INCORRECT, ACTUAL RESULTS MAY DIFFER SIGNIFICANTLY FROM
THOSE ANTICIPATED, BELIEVED, ESTIMATED, EXPECTED, INTENDED OR PLANNED

|
|

RISKS ASSOCIATED WITH MINING

Mineral operations are subject to applicable law
and government regulation. Even if we discover a mineral resource in a commercially exploitable quantity, these laws and regulations
could restrict or prohibit the exploitation of that mineral resource. If we cannot exploit any mineral resource that we might discover
on our properties, our business may fail.

Both mineral exploration and extraction require permits
from various foreign, federal, state, provincial and local governmental authorities and are governed by laws and regulations, including
those with respect to prospecting, mine development, mineral production, transport, export, taxation, labor standards, occupational
health, waste disposal, toxic substances, land use, environmental protection, mine safety and other matters. There can be no assurance
that we will be able to obtain or maintain any of the permits required for the continued exploration of our mineral properties
or for the construction and operation of a mine on our properties at economically viable costs. If we cannot accomplish these objectives,
our business could fail.

We believe that we are in compliance with all material
laws and regulations that currently apply to our activities but there can be no assurance that we can continue to remain in compliance.
Current laws and regulations could be amended and we might not be able to comply with them, as amended. Further, there can be no
assurance that we will be able to obtain or maintain all permits necessary for our future operations, or that we will be able to
obtain them on reasonable terms. To the extent such approvals are required and are not obtained, we may be delayed or prohibited
from proceeding with planned exploration or development of our mineral properties.

If we establish the existence of a mineral resource
on any of our properties in a commercially exploitable quantity, we will require additional capital in order to develop the property
into a producing mine. If we cannot raise this additional capital, we will not be able to exploit the resource, and our business
could fail.

If we do discover mineral resources in commercially
exploitable quantities on any of our properties, we will be required to expend substantial sums of money to establish the extent
of the resource, develop processes to extract it and develop extraction and processing facilities and infrastructure. Although
we may derive substantial benefits from the discovery of a major deposit, there can be no assurance that such a resource will be
large enough to justify commercial operations, nor can there be any assurance that we will be able to raise the funds required
for development on a timely basis. If we cannot raise the necessary capital or complete the necessary facilities and infrastructure,
our business may fail.

Mineral exploration and development is subject
to extraordinary operating risks. We do not currently insure against these risks. In the event of a cave-in or similar occurrence,
our liability may exceed our resources, which would have an adverse impact on our company.

Mineral exploration, development and production involve
many risks which even a combination of experience, knowledge and careful evaluation may not be able to overcome. Our operations
will be subject to all the hazards and risks inherent in the exploration for mineral resources and, if we discover a mineral resource
in commercially exploitable quantity, our operations could be subject to all of the hazards and risks inherent in the development
and production of resources, including liability for pollution, cave-ins or similar hazards against which we cannot insure or against
which we may elect not to insure. Any such event could result in work stoppages and damage to property, including damage to the
environment. We do not currently maintain any insurance coverage against these operating hazards. The payment of any liabilities
that arise from any such occurrence would have a material adverse impact on our company.

Mineral prices are subject to dramatic and unpredictable
fluctuations.

We expect to derive revenues, if any, either from
the sale of our mineral resource properties or from the extraction and sale of lithium ore. The price of those commodities has
fluctuated widely in recent years, and is affected by numerous factors beyond our control, including international, economic and
political trends, expectations of inflation, currency exchange fluctuations, interest rates, global or regional consumptive patterns,
speculative activities and increased production due to new extraction developments and improved extraction and production methods.
The effect of these factors on the price of base and precious metals, and therefore the economic viability of any of our exploration
properties and projects, cannot accurately be predicted.

|
|

The mining industry is highly competitive and there
is no assurance that we will continue to be successful in acquiring mineral claims. If we cannot continue to acquire properties
to explore for mineral resources, we may be required to reduce or cease operations.

The mineral exploration, development, and production
industry is largely un-integrated. We compete with other exploration companies looking for mineral resource properties. While we
compete with other exploration companies in the effort to locate and acquire mineral resource properties, we will not compete with
them for the removal or sales of mineral products from our properties if we should eventually discover the presence of them in
quantities sufficient to make production economically feasible. Readily available markets exist worldwide for the sale of mineral
products. Therefore, we will likely be able to sell any mineral products that we identify and produce.

In identifying and acquiring mineral resource properties,
we compete with many companies possessing greater financial resources and technical facilities. This competition could adversely
affect our ability to acquire suitable prospects for exploration in the future. Accordingly, there can be no assurance that we
will acquire any interest in additional mineral resource properties that might yield reserves or result in commercial mining operations.

RISKS RELATED TO OUR COMPANY

RISKS ASSOCIATED WITH OUR COMMON STOCK

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

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

|
|

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

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

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

Rule 144 sales in the future
may have a depressive effect on our stock price as an increase in supply of shares for sale, with no corresponding increase in
demand will cause prices to fall.



All of the outstanding shares of
common stock held by the present officers, directors, and affiliate stockholders are "restricted securities" within the
meaning of Rule 144 under the Securities Act of 1933, as amended. As restricted shares, these shares may be resold only pursuant
to an effective registration statement or under the requirements of Rule 144 or other applicable exemptions from registration under
the Act and as required under applicable state securities laws. Rule 144 provides in essence that a person who is an affiliate
or officer or director who has held restricted securities for six months may, under certain conditions, sell every three months,
in brokerage transactions, a number of shares that does not exceed the greater of 1.0% of a company's outstanding common stock.
There is no limit on the amount of restricted securities that may be sold by a non-affiliate after the owner has held the restricted
securities for a period of six months if the company is a current reporting company under the 1934 Act. A sale under Rule 144 or
under any other exemption from the Act, if available, or pursuant to subsequent registration of shares of common stock of present
stockholders, may have a depressive effect upon the price of the common stock in any market that may develop.



FINRA sales practice requirements may also limit
a stockholder's ability to buy and sell our stock.

In addition to the “penny
stock” rules described above, the Financial Industry Regulatory Authority (FINRA) has adopted rules that require that in
recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable
for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers
must make reasonable efforts to obtain information about the customer's financial status, tax status, investment objectives and
other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low priced
securities will not be suitable for at least some customers. FINRA requirements make it more difficult for broker-dealers to recommend
that their customers buy our common stock, which may limit your ability to buy and sell our stock and have an adverse effect on
the market for our shares.

Failure to achieve and maintain
effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act could have a material adverse effect
on our business and operating results.

It may be time consuming, difficult
and costly for us to develop and implement the additional internal controls, processes and reporting procedures required by the
Sarbanes-Oxley Act. We may need to hire additional financial reporting, internal auditing and other finance staff in order to develop
and implement appropriate additional internal controls, processes and reporting procedures.

If we fail to comply in a timely
manner with the requirements of Section 404 of the Sarbanes-Oxley Act regarding internal control over financial reporting
or to remedy any material weaknesses in our internal controls that we may identify, such failure could result in material misstatements
in our financial statements, cause investors to lose confidence in our reported financial information and have a negative effect
on the trading price of our common stock.

Pursuant to Section 404 of
the Sarbanes-Oxley Act and current SEC regulations, we are required to prepare assessments regarding internal controls over financial
reporting and, furnish a report by our management on our internal control over financial reporting. We have begun the process of
documenting and testing our internal control procedures in order to satisfy these requirements, which is likely to result in increased
general and administrative expenses and may shift management time and attention from revenue-generating activities to compliance
activities. While our management is expending significant resources in an effort to complete this important project, there can
be no assurance that we will be able to achieve our objective on a timely basis. Failure to achieve and maintain an effective internal
control environment or complete our Section 404 certifications could have a material adverse effect on our stock price.

In addition, in connection with
our on-going assessment of the effectiveness of our internal control over financial reporting, we may discover “material
weaknesses” in our internal controls as defined in standards established by the Public Company Accounting Oversight Board,
or the PCAOB. A material weakness is a significant deficiency, or combination of significant deficiencies, that results in more
than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected.
The PCAOB defines “significant deficiency” as a deficiency that results in more than a remote likelihood that
a misstatement of the financial statements that is more than inconsequential will not be prevented or detected.

In the event that a material weakness
is identified, we will employ qualified personnel and adopt and implement policies and procedures to address any material weaknesses
that we identify. However, the process of designing and implementing effective internal controls is a continuous effort that requires
us to anticipate and react to changes in our business and the economic and regulatory environments and to expend significant resources
to maintain a system of internal controls that is adequate to satisfy our reporting obligations as a public company. We cannot
assure you that the measures we will take will remediate any material weaknesses that we may identify or that we will implement
and maintain adequate controls over our financial process and reporting in the future.

Any failure to complete our assessment
of our internal control over financial reporting, to remediate any material weaknesses that we may identify or to implement new
or improved controls, or difficulties encountered in their implementation, could harm our operating results, cause us to fail to
meet our reporting obligations or result in material misstatements in our financial statements. Any such failure could also adversely
affect the results of the periodic management evaluations of our internal controls and, in the case of a failure to remediate any
material weaknesses that we may identify, would adversely affect the annual auditor attestation reports regarding the effectiveness
of our internal control over financial reporting that are required under Section 404 of the Sarbanes-Oxley Act. Inadequate
internal controls could also cause investors to lose confidence in our reported financial information, which could have a negative
effect on the trading price of our common stock.

We do not intend to pay dividends

We do not anticipate paying cash
dividends on our common stock in the foreseeable future. We may not have sufficient funds to legally pay dividends. Even if funds
are legally available to pay dividends, we may nevertheless decide in our sole discretion not to pay dividends. The declaration,
payment and amount of any future dividends will be made at the discretion of the board of directors, and will depend upon, among
other things, the results of our operations, cash flows and financial condition, operating and capital requirements, and other
factors our board of directors may consider relevant. There is no assurance that we will pay any dividends in the future, and,
if dividends are rapid, there is no assurance with respect to the amount of any such dividend.

Volatility in our common share
price may subject us to securities litigation, thereby diverting our resources that may have a material effect on our profitability
and results of operations.

As discussed in the preceding risk
factors, the market for our common shares is characterized by significant price volatility when compared to seasoned issuers, and
we expect that our share price will continue to be more volatile than a seasoned issuer for the indefinite future. In the past,
plaintiffs have often initiated securities class action litigation against a company following periods of volatility in the market
price of its securities. We may in the future be the target of similar litigation. Securities litigation could result in substantial
costs and liabilities and could divert management’s attention and resources.

If we are unable to continue as a going concern,
investors may face a complete loss of their investment.

The independent auditor’s
report on our financial statements contains explanatory language that substantial doubt exists about our ability to continue as
a going concern. The report states that we depend on the continued contributions of our executive officers to work effectively
as a team, to execute our business strategy and to manage our business. The loss of key personnel, or their failure to work effectively,
could have a material adverse effect on our business, financial condition, and results of operations. If we are unable to obtain
sufficient financing in the near term or achieve profitability, then we would, in all likelihood, experience severe liquidity problems
and may have to curtail our operations. If we curtail our operations, we may be placed into bankruptcy or undergo liquidation,
the result of which will adversely affect the value of our common shares.

Compliance with changing regulation of corporate
governance and public disclosure will result in additional expenses and pose challenges for our management team.

Changing laws, regulations
and standards relating to corporate governance and public disclosure, including the Dodd-Frank Wall Street Reform and Consumer
Protection Act and the rules and regulations promulgated thereunder, the Sarbanes-Oxley Act and SEC regulations, have created
uncertainty for public companies and significantly increased the costs and risks associated with accessing the U.S. public markets.
Our management team will need to devote significant time and financial resources to comply with both existing and evolving standards
for public companies, which will lead to increased general and administrative expenses and a diversion of management time
and attention from revenue generating activities to compliance activities.

OTHER RISKS

Trends, Risks and Uncertainties

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

SHOULD ONE OR MORE OF THE FOREGOING
RISKS OR UNCERTAINTIES MATERIALIZE, OR SHOULD THE UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY DIFFER SIGNIFICANTLY
FROM THOSE ANTICIPATED, BELIEVED, ESTIMATED, EXPECTED, INTENDED OR PLANNED.

Special Note Regarding Forward-Looking Statements

This annual report contains forward-looking
statements about our business, financial condition and prospects that reflect our management’s assumptions and good faith
beliefs based on information currently available. We can give no assurance that the expectations indicated by such forward-looking
statements will be realized. If any of our assumptions should prove incorrect, or if any of the risks and uncertainties underlying
such expectations should materialize, our actual results may differ materially from those indicated by the forward-looking statements.

The key factors that are not within
our control and that may have a direct bearing on operating results include, but are not limited to, acceptance of our proposed
services and the products we expect to market, our ability to establish a customer base, managements’ ability to raise capital
in the future, the retention of key employees and changes in the regulation of our industry.

There may be other risks and circumstances
that management may be unable to predict. When used in this filing, words such as, “believes,” “expects,”
“intends,” “plans,” “anticipates,” “estimates” and similar expressions are intended
to identify and qualify forward-looking statements, although there may be certain forward-looking statements not accompanied by
such expressions.



|Item 1B. | Unresolved Staff Comments
|-------- | -------------------------

This Item is
not applicable to us as we are not an accelerated filer, a large accelerated filer, or a well-seasoned issuer; however, we have
not received written comments from the Commission staff regarding our periodic or current reports under the Securities Exchange
Act of 1934 within the last 180 days before the end of our last fiscal year.



|
|



|Item 2. | Properties
|------- | ----------

We
do not own any real property. The address of our principal executive office is 8-5-128 Jichexiaoqu, Chanchun, Jilin, China
and our telephone number is 949-419-6588.

|Item 3. | Legal Proceedings
|------- | -----------------

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

|Item 4. | MINE SAFETY DISLCOSURES
        
        Not applicable.
|------- | --------------------------------------------------------

PART II

|Item 5. | Market for Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities
|------- | --------------------------------------------------------------------------------------------------

Our common stock is currently
quoted on the OTC Electronic Bulletin Board maintained by OTCMarkets.com under the symbol “RZOR.PK”. It has been traded
in the over-the-counter market on a limited basis. The following sets forth high and low bid price quotations for each calendar
quarter during the last fiscal years that trading occurred or quotations were available,

|National Association of Securities Dealers OTC Bulletin Board(1)
|----------------------------------------------------------------
|Quarter Ended                                                   
|April 30, 2015                                                  
|January 31, 2015                                                
|October 31, 2014                                                
|July 31, 2014                                                   
|April 30, 2014                                                  
|January 31, 2014                                                
|October 31, 2013                                                
|July 31, 2013                                                   



|
|





(1)Over-the-counter
market quotations reflect inter-dealer prices without retail mark-up, mark-down or commission, and may not represent actual transactions.



The closing bid price for our shares
of common stock on July 27, 2015 was $0.0045.



Our common stock is considered
a low priced security under the “Penny Stock” rules promulgated by the Securities and Exchange Commission. Under these
rules, broker-dealers participating in transactions in these securities must first deliver a risk disclosure document which describes
risks associated with these stocks, broker-dealers’ duties, customers’ rights and remedies, market and other information,
and make suitability determinations approving the customers for these stock transactions based on financial situation, investment
experience and objectives. Broker-dealers must also disclose these restrictions in writing, provide monthly account statements
to customers, and obtain specific written consent of each customer. With these restrictions, the likely effect of designation as
a low priced stock is to decrease the willingness of broker-dealers to make a market for the stock, to decrease the liquidity of
the stock and increase the transaction cost of sales and purchases of these stocks compared to other securities.

(B)HOLDERS

On August 12,
2014, the list of stockholders for our shares of common stock showed 1,304 
registered stockholders and 101,305,000 shares of common stock outstanding.

Our common shares are issued in registered form. Signature
Stock Transfer, 2301 Ohio Drive, Suite 100, Plano, TX, 75093 (Telephone: 972.612.4120; Facsimile: 972.612.4122) is the registrar
and transfer agent for our common shares

(C)DIVIDENDS

We have
not previously paid any cash dividends on common stock and do not anticipate or contemplate paying dividends on common stock in
the foreseeable future. Our present intention is to utilize all available funds to develop and expand our business. The only restrictions
that limit the ability to pay dividends on common equity, or that are likely to do so in the future, are those restrictions imposed
by law and those restrictions imposed under contractual obligation. Under Nevada corporate law, no dividends or other distributions
may be made which would render a company insolvent or reduce assets to less than the sum of liabilities plus the amount needed
to satisfy outstanding liquidation preferences.

Any
future determination to pay cash dividends will be at the discretion of our board of directors, and will be dependent upon our
financial condition, results of operations, capital requirements and other factors as our board may deem relevant at that time.

Equity Compensation Plan Information

The following table provides a summary of the securities
authorized for issuance under Equity Compensation Plans, the weighted average price and number of securities remaining available
for issuance, all as at April 30, 2015.

|                                                           |  |                      |  |  |                      |  |  | Number of securities    | 
|---------------------------------------------------------- |  | -------------------- |  |  | -------------------- |  |  | ----------------------- | 
|                                                           |  |                      |  |  |                      |  |  | remaining available for | 
|                                                           |  | Number of securities |  |  |                      |  |  | future issuance under   | 
|                                                           |  | to be issued upon    |  |  | Weighted average     |  |  | equity compensation     | 
|                                                           |  | exercise of          |  |  | exercise price of    |  |  | plans (excluding        | 
|                                                           |  | outstanding options, |  |  | outstanding options, |  |  | securities reflected in | 
|Plan category                                              |  | warrants and rights  |  |  | warrants and rights  |  |  | column (a))             | 
|                                                           |  | (a)                  |  |  | (b)                  |  |  | (c)                     | 
|                                                           |  |                      |  |  |                      |  |  |                         | 
|Equity compensation plans approved by security holders     |  | N/A                  |  |  | N/A                  |  |  | N/A                     | 
|                                                           |  |                      |  |  |                      |  |  |                         | 
|Equity compensation plans not approved by security holders |  | N/A                  |  |  | N/A                  |  |  | N/A                     | 
|                                                           |  |                      |  |  |                      |  |  |                         | 
|Total                                                      |  | N/A                  |  |  | N/A                  |  |  | N/A                     | 

Purchase of Equity Securities by the Issuer and
Affiliated Purchasers

We did not purchase any of our shares of common stock
or other securities during the year ended April 30, 2015.

|
|

Recent Sales of Unregistered Securities

None.

|Item 6. | Selected Financial Data
|------- | -----------------------

As a “smaller reporting company”, we are
not required to provide the information required by this Item.

|Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations
|------- | -------------------------------------------------------------------------------------

The following discussion should be read in conjunction
with our audited financial statements and the related notes for the years ended April 30, 2015 and April 30, 2014 that appear elsewhere
in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs.
Our actual results could differ materially from those discussed in the forward looking statements. Factors that could cause or
contribute to such differences include, but are not limited to those discussed below and elsewhere in this registration statement,
particularly in the section entitled "Risk Factors" beginning on page 6 of this annual report.

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

Plan of Operation

During the next
twelve month period, we intend to focus our efforts on exploring other mineral opportunities.

Not accounting
for our working capital deficit of $156,049 and 85,000 monthly operating budget, we require additional funds of approximately $800,000
at a minimum to proceed with our plan of operation over the next twelve months, exclusive of any acquisition or exploration costs.
As we do not have the funds necessary to cover our projected operating expenses for the next twelve month period, we will be required
to raise additional funds through the issuance of equity securities, through loans or through debt financing. There can be no assurance
that we will be successful in raising the required capital or that actual cash requirements will not exceed our estimates. We intend
to fulfill any additional cash requirement through the sale of our equity securities.

If we are not
able to obtain the additional financing on a timely basis, if and when it is needed, we will be forced to scale down or perhaps
even cease the operation of our business.

Capital Expenditures

We do not intend
to invest in capital expenditures during the twelve-month period ending April 30, 2015.

General and
Administrative Expenses

We spend $10,683
during the twelve-month period ending April 30, 2015 on general and administrative expenses including legal and auditing fees,
rent, office equipment and other administrative related expenses.

Product Research and Development

We do not anticipate expending any funds on research
and development, manufacturing and engineering over the twelve months ending April 30, 2015.

Purchase of Significant Equipment

We do not intend to purchase any significant equipment
over the twelve months ending April 30, 2015.

|
|

Personnel Plan

We do not expect any material changes in the number
of employees over the next 12 month period (although we may enter into employment or consulting agreements with our officers or
directors). We do and will continue to outsource contract employment as needed.

Results of Operations for the Years Ended April
30, 2015 and 2014

The following summary of our results of operations
should be read in conjunction with our audited financial statements for the years ended April 30, 2015 and 2014.

Our operating results for the years ended April 30,
2014 and 2013 are summarized as follows:

|                                         |   | Year Ended | 
|---------------------------------------- | - | ---------- | 
|                                         |   | April 30   | 
|                                         |   | 2015       | 
|                                         |   |            | 
|Revenue                                  | $ | Nil        | 
|                                         |   |            | 
|Mining operation costs                   | $ | Nil        | 
|                                         |   |            | 
|Geologist                                | $ | Nil        | 
|General administrative expenses          | $ | 10,683     | 
|Other non- operational expenses and loss | $ | Nil        | 
|Depreciation and amortization            | $ | Nil        | 
|Net Loss                                 | $ | 10,683     | 



General Administrative Expenses

Our general administrative expenses for the year ended
April 30, 2015 and April 30, 2014 are outlined in the table below:

|                      |   | Year Ended |  |  
|--------------------- | - | ---------- |  | -
|                      |   | April 30   |  |  
|                      |   | 2015       |  |  
|                      |   |            |  |  
|Filing fees           | $ | -          |  | $
|                      |   |            |  |  
|Consulting fees       | $ | Nil        |  | $
|Professional fees     | $ | 10,683     |  | $
|Management fees       | $ | Nil        |  | $
|Facilities costs      | $ | Nil        |  | $
|Investor  relations   | $ | Nil        |  | $
|Office costs          | $ | Nil        |  | $
|Travel costs          | $ | Nil        |  | $
|Registered fees       | $ | Nil        |  | $
|Mineral property cost | $ | Nil        |  | $
|Promotion             | $ | Nil        |  | $
|Salaries              | $ | Nil        |  | $
|Taxes                 | $ | Nil        |  | $
|Bank service charges  | $ | Nil        |  | $
|16                   
|                     

The increase in operating expenses across all categories
for the year ended April 30, 2015, compared to the same period in fiscal 2013, was mainly due to an increase in professional, filing
and management fees.

Liquidity and Financial Condition

As of April 30, 2015, our total current assets were
$0 and our total current liabilities were $157,950 and we had a working capital deficit of
$157,950. Our financial statements report a net loss of $ 10,683 for the year ended April 30, 2015.

We have suffered recurring losses from operations.
The continuation of our company is dependent upon our company attaining and maintaining profitable operations and raising additional
capital as needed. In this regard we have raised additional capital through equity offerings and loan transactions.

|Cash Flows                                          |   |                |  |   |                | 
|--------------------------------------------------- | - | -------------- |  | - | -------------- | 
|                                                    |   |                |  |   |                | 
|                                                    |   | At             |  |   | At             | 
|                                                    |   | April 30, 2015 |  |   | April 30, 2014 | 
|                                                    |   |                |  |   |                | 
|Net Cash (Used in) Operating Activities             | $ | 8,782          |  | $ | 1,267          | 
|Net Cash Provided by (Used In) Investing Activities | $ | Nil            |  | $ | Nil            | 
|Net Cash Provided by Financing Activities           | $ | 8,782          |  | $ | 1,267          | 
|Cash (decrease) increase during the year            | $ | Nil            |  | $ | Nil            | 



We had cash in the amount of $nil as of April 30,
2015 as compared to $nil as of April 30, 2014. We had a working capital deficit of $157,950
as of April 30, 2015 compared to working capital deficit of$156,049 as of April 30, 2014.

Our principal sources of funds have been from sales
of our common stock.

Contractual Obligations

As a “smaller reporting company”, we are
not required to provide tabular disclosure obligations.

Going Concern

The audited financial statements included with this
annual report have been prepared on the going concern basis which assumes that adequate sources of financing will be obtained as
required and that our assets will be realized and liabilities settled in the ordinary course of business. Accordingly, the consolidated
audited financial statements do not include any adjustments related to the recoverability of assets and classification of assets
and liabilities that might be necessary should we be unable to continue as a going concern.



|
|

Off-Balance Sheet Arrangements

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

Inflation

The effect of inflation on our revenue and operating
results has not been significant.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

Our audited financial statements and accompanying
notes are prepared in accordance with generally accepted accounting principles used in the United States. Preparing financial statements
requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses.
These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding
the basis and nature of the estimates and assumptions involved with the following aspects of our consolidated financial statements
is critical to an understanding of our financials.

Income Taxes

Provisions for income taxes are based on taxes payable
or refundable for the current year and deferred taxes arising on tax losses and temporary differences between the tax bases of
assets and liabilities and their reported amounts in the financial statements. Deferred tax assets and liabilities are included
in the financial statement at currently enacted income tax rates applicable to the period in which the deferred tax assets and
liabilities are expected to be realized or settled as prescribed in Accounting Standards Codification (“ASC”) No. 740,Income Taxes ("ASC No. 740"). As changes in tax laws or rates are enacted, deferred tax assets and liabilities are
adjusted through the provision for income taxes.

Loss per Share

The Company follows ASC No. 260, Earnings per Sharethat requires the reporting of both basic and diluted earnings per share. Basic earnings per share is computed by dividing
net income available to common shareowners by the weighted average number of common shares outstanding for the period. Diluted
earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were
exercised or converted into common stock. In accordance with ASC No, 260, any anti-dilutive effects on net loss per share are excluded.

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 Topic 830 Foreign Currency Translation, using the exchange rate prevailing at the balance sheet date. Gains and losses arising
on settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency
transactions are primarily undertaken in Honduran Lempiras. The Company has not to the date of these financial statements, entered
into derivative instruments to offset the impact of foreign currency fluctuations.

Comprehensive Income

Comprehensive income reflects changes in equity that
results from transactions and economic events from non-owner sources. At April 30, 2015 and 2014, the Company had $nil and $nil
respectively, in accumulated other comprehensive income, from its foreign currency translation.

|
|

(k) Inventory

Inventory is recorded at the lower of cost or net
realizable value. Cost is determined under the weighted average cost method. Net realizable value is the estimated selling price
in the ordinary course of business less estimated costs of completion and estimated selling costs. Cost of inventories includes
precious metals, materials and supplies.

Inventories are written down to net realizable value
when the cost of inventories is not estimated to be recoverable. When the circumstances that previously caused inventories to be
written down below cost no longer exist or when there is clear evidence of an increase in net realizable value because of changed
economic circumstances, the amount of the write-down is reversed (the reversal is limited to the amount of the original write-down).

Mineral property acquisition costs and deferred
exploration expenditures

Mineral property acquisition costs are expensed. Exploration
costs and mine development costs to be incurred, including those to be incurred in advance of commercial production and those incurred
to expand capacity of proposed mines, are expensed as incurred while our company is in the exploration stage. Mine development
costs to be incurred to maintain production will be expensed as incurred. Depletion and amortization expense related to capitalized
mineral properties and mine development costs will be computed using the units-of-production method based on proved and probable
reserves.

a) US GAAP requires that whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable, the entity shall estimate the future cash flows expected
to result from the use of the asset and its eventual disposition. If the sum of the discounted future cash flows is less than the
carrying amount of the asset, an impairment loss (difference between the carrying amount and fair value) should be recognized as
a component of income from continuing operations before income taxes.

b) Where properties are disposed of, the sale proceeds
are, firstly, applied as a recovery of mineral property acquisition costs, and secondly, as a gain or loss recorded in current
operations.

Asset retirement obligations

ASC No. 410 Accounting for Asset Retirement Obligations
addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the
associated asset retirement costs. Specifically, ASC No. 410 requires that the fair value of a liability for an asset retirement
obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. In addition,
the asset retirement cost is capitalized as part of the asset’s carrying value and subsequently allocated to expense over
the asset’s useful life.

Revenue Recognition

Revenue is recognized on the sale and delivery of
precious metals or the completion of a service provided.

Impairment

ASC Topic 830, Accounting for the Impairment and Disposal
of Long-Lived Assets, requires that long-lived assets to be held and used be reviewed for impairment whenever events or changes
in circumstances indicate that the carrying amount of an asset may not be recoverable.

Determination of recoverability is based on the Company's
judgment and estimates of undiscounted future cash flows resulting from the use of the assets and their eventual disposition. Measurement
of an impairment loss for long-lived assets that management expects to hold and use is based on the fair value of the assets.



|
|

The carrying values of assets determined to be impaired
are reduced to their estimated fair values. Fair values of any impaired assets would generally be determined using a market or
income approach.

NEW ACCOUNTING PRONOUNCEMENTS

In June 2009, the FASB issued new authoritative accounting
guidance under ASC Topic 810, Consolidation , which amends prior guidance to change how a company determines when an entity
that is insufficiently capitalized or is not controlled through voting (or similar rights) should be consolidated. The determination
of whether a company is required to consolidate an entity is based on, among other things, an entity’s purpose and design
and a company’s ability to direct the activities of the entity that most significantly impact the entity’s economic
performance. The new authoritative accounting guidance requires additional disclosures about the reporting entity’s involvement
with variable-interest entities and any significant changes in risk exposure due to that involvement as well as its effect on the
entity’s financial statements. The new authoritative accounting guidance under ASC Topic 810 became effective May 1, 2010
and is not expected to have a significant impact on the Company’s financial statements.

In August 2009, the FASB issued ASU No. 2009-05, Fair
Value Measurements and Disclosures (Topic 820) -Measuring Liabilities at Fair Value. This ASU provides amendments for
fair value measurements of liabilities. It provides clarification that in circumstances in which a quoted price in an active market
for the identical liability is not available, a reporting entity is required to measure fair value using one or more techniques.
ASU 2009-05 also clarifies that when estimating a fair value of a liability, a reporting entity is not required to include a separate
input or adjustment to other inputs relating to the existence of a restriction that prevents the transfer of the liability. ASU
2009-05 is effective for the first reporting period (including interim periods) beginning after issuance or fourth quarter 2009.
The Company is currently evaluating the impact of this standard on its financial condition, results of operations, and disclosures.

|Item 7A. | Quantitative and Qualitative Disclosures About Market Risk
|-------- | ----------------------------------------------------------

As a “smaller reporting company”, we are
not required to provide the information required by this Item.

|Item 8. | Financial Statements and Supplementary Data
|------- | -------------------------------------------

Our audited financial statements are stated in United
States dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

The following audited financial statements are filed
as part of this annual report:

|Report of Independent Registered Public Accounting Firm                                                                                                 
|--------------------------------------------------------------------------------------------------------------------------------------------------------
|Consolidated Balance Sheet as at April 30, 2015 ( Unaudited) and April 30, 2014 ( Audited)                                                              
|Consolidated Statements of Operations for the year ended April 30, 2015 (Audited) and for the year ended April 30, 2014 (Audited).                      
|Consolidated Statements of Changes in Stockholders' Equity for the year ended April 30, 2015 (Unaudited) and for the year ended April 30, 2014 (Audited)
|Consolidated Statements of Cash Flows for the year ended April 30, 2015 (Unaudited) and for the year ended April 30, 2014 (Audited)                     
|Notes to the Financial Statements.                                                                                                                      









|RAZOR RESOURCES INC.                                                      
|--------------------------------------------------------------------------
|Balance Sheets                                                            
|April 30, 2015 (With Comparative Figures at April 30, 2014)               
|(Expressed in U.S. Dollars)                                               
|(Unaudited)                                                               
|                                                                          
|                                                                          
|                                                                          
|Current                                                                   
|                                                                          
|                                                                          
|TOTAL ASSETS                                                              
|                                                                          
|                                                                          
|                                                                          
|Current Liabilities                                                       
|Accounts payable and accrued                                              
|TOTAL CURRENT LIABILITIES                                                 
|Long Term Liability                                                       
|Due to Subsidiary                                                         
|Loan from Catalyst Capital                                                
|Loan from Shareholder and Director                                        
|TOTAL LIABILITIES                                                         
|                                                                          
|Non Controlling Interest                                                  
|Stockholders' Equity (Deficit)                                            
|Capital Stock                                                             
|Authorized:                                                               
|1,050,000,000 common shares at $0.001 par value                           
|75,000,000 preferred shares at $0.001 par value                           
|Issued  and fully paid                                                    
|101,305,000 common shares at par value of $0.001 per share                
|Additional paid in capital                                                
|Accumulated other comprehensive loss                                      
|Prior period adjustment                                                   
|Deficit accumulated during the development stage                          
|TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                                      
|                                                                          
|TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                               
|                                                                          
|                                                                          
|The accompanying notes are an integral part of these financial statements.





|RAZOR RESOURCES INC.                                                       |            
|-------------------------------------------------------------------------- | -----------
|Statement of Operations                                                    |            
|(Expressed in U.S. Dollars)                                                |            
|                                                                           | (Unaudited)
|                                                                           |            
|                                                                           |            
|                                                                           |            
|                                                                           |            
|Revenues                                                                   |            
|Consulting Income                                                          |            
|Other Income                                                               |            
|General and Administrative Expenses                                        |            
|Investor Relations and Promotion                                           |            
|Automobile Expense                                                         |            
|Filing Fees                                                                |            
|Professional Fees                                                          |            
|Management Fees                                                            |            
|Bank Service Charges                                                       |            
|Facilities Cost                                                            |            
|Office Costs                                                               |            
|Travel Costs                                                               |            
|Meals and Entertainment                                                    |            
|Registered Fees                                                            |            
|Mineral Property Cost                                                      |            
|Amortization                                                               |            
|Equity Pickup from Investment in Subsidiary                                |            
|                                                                           |            
|                                                                           |            
|Loss from Operation                                                        |            
|                                                                           |            
|Other income (loss)                                                        |            
|Loss from disposal of investment in equity                                 |            
|                                                                           |            
|                                                                           |            
|Net loss from Consolidation Reporting                                      |            
|                                                                           |            
|Net loss for the Period                                                    |            
|                                                                           |            
|Net Loss Per Share                                                         |            
|Basic and Diluted Loss per Share                                           |            
|                                                                           |            
|Weighted Average Number of Shares Outstanding                              | 101,305,000
|                                                                           |            
|The accompanying notes are an integral part of these financial statements.





|RAZOR RESOURCES INC.                                                       |        
|-------------------------------------------------------------------------- | -------
|Statement of Cash Flows                                                    |        
|(Expressed in U.S. Dollars)                                                |        
|(Unaudited)                                                                |        
|                                                                           |        
|                                                                           |        
|                                                                           |        
|                                                                           |        
|                                                                           |        
|Cash Provided by (Used for)                                                |        
|Operating Activities                                                       |        
|Net loss for the period                                                    |        
|Prior period adjustment                                                    |        
|Changes in non-cash working capital items                                  |        
|Accounts payable and Accrued liabilities                                   |        
|Minority Interest                                                          |        
|Equity Pickup from Investment in Subsidiary                                |        
|Amortization                                                               |        
|Net cash provided by (used in) operating activities                        | (8,782)
|                                                                           |        
|Net Changes in non-cash working capitalism                                 |        
|                                                                           |        
|Investing Activities                                                       |        
|(Investment) in divesture from Subsidiary                                  |        
|Investment in Oil Well #6                                                  |        
|Write off of Investment                                                    |        
|Purchase of Equipment                                                      |        
|Sale of Equipment                                                          |        
|                                                                           |        
|                                                                           |        
|Financing Activities                                                       |        
|                                                                           |        
|Share subscription unissued                                                |        
|(Repayments) Advances to/from Subsidiary                                   |        
|Capital stock subscribed                                                   |        
|Loan from Catalyst Capital                                                 |        
|Additional Paid in Capital                                                 |        
|Loan from Shareholder / Director                                           |        
|Cash provided by financing activities                                      |        
|                                                                           |        
|Cash Flow From Consolidation Reporting                                     |        
|                                                                           |        
|Cash (decrease) increase during the year                                   |        
|                                                                           |        
|Cash , Beginning of year                                                   |        
|                                                                           |        
|Cash, End of year                                                          |        
|                                                                           |        
|Supplemental Information                                                   |        
|                                                                           |        
|Income Taxes Paid                                                          |        
|Interest Paid                                                              |        
|                                                                           |        
|The accompanying notes are an integral part of these financial statements. |        



|RAZOR RESOURCES INC.                                  
|------------------------------------------------------
|Statement of Changes in Stockholders' Equity (Deficit)
|(Expressed in U.S. Dollars) (Unaudited)               
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      
|                                                      







Razor Resources Inc.

Notes to the Financial Statements

April 30, 2015



1. BUSINESS OPERATIONS

Razor Resources Inc. (the “Company”) was
incorporated on February 23, 2001 under the Company Act of the State of Nevada, U.S.A., to pursue mineral exploration. The inception
date is February 15, 2002 and the fiscal year end of the Company is April 30.

On February 9, 2010, the Company entered into a share
exchange agreement with Compania Minera Cerros Del Sur, S.A. (“Compania Minera”), a Honduran corporation, and a shareholder
of Compania Minera. The closing of the transactions contemplated in the share exchange agreement and the acquisition of 99% of
the issued and outstanding common stock in the capital of Compania Minera occurred on February 9, 2010. In accordance with the
closing of the share exchange agreement, the Company issued 35,500,000 shares of its common stock to a former stockholder of Compania
Minera in exchange for the acquisition, by the Company, of 99% of the issued and outstanding shares of Compania Minera. Also, pursuant
to the terms of the share exchange agreement, certain stockholders of the Company cancelled 34,000,000 restricted shares of the
Company’s common stock.

Compania Minera was organized on October 2, 1975 and
recorded in the Honduran commerce register under number 1091-275, as a variable equity – Limited Liability Company for an
undefined period of time, in accordance with Honduran law. On August 12, 2004, Compania Minera became into a variable equity –Joint-Stock
company and recorded in the Honduran commerce register under number 98-566. Compania Minera is based in Tegucigalpa and its major
activity is the mining prospecting, exploring, exploding and commercialization and other related commercial activities.

Razor Resources Inc. (the Company) has received notification
that the Company is in default of its Amended Stock Exchange Agreement (the Agreement) dated November 26, 2010 between the Company,
Compania Minera Cerros Del Sur S.A. (Cerros) and Mayan Gold, Inc. (Mayan). The Company was not successful in its efforts to raise
the necessary funds as stipulated in the Agreement and therefore the Company is technically in default with Cerros and Mayan.
In the event of a termination of the Agreement, the Company will effectively lose the majority of its ownership of the Clavo Rico
mine which is the only asset of the Company. The Company is currently in discussions with Mayan and Cerros to renegotiate this
matter. There can be no assurances the Company will be successful in retaining its ownership of the asset.

Going Concern

These financial statements have been prepared in
accordance with generally accepted accounting principles in the United States of America applicable to a going concern which
assume that the Company will realize its assets and discharge its liabilities in the normal course of business. The
Company has incurred losses since inception of $ 1,716,068 to April 30, 2015. This factor creates doubt as to the ability of
the Company to continue as a going concern. Realization values may be substantially different from the carrying values as
shown in these financial statements should the Company be unable to continue as a going concern. Management is in the process
of identifying sources for additional financing for working capital and to fund the ongoing development of the Company's
business, and management proposes to develop plans to continue the business as a going concern.

The sole officer and director are involved in other
business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity
becomes available, such persons may face a conflict in selecting between the Company and their other business interests. The Company
has not formulated a policy for the resolution of such conflicts.



NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of Presentation

The accompanying consolidated financial statements
for Razor Resources Inc. have been prepared in accordance with accounting principles generally accepted in the United States of
America (US GAAP).

|
|



(b) Use of Estimates

The preparation of financial statements in conformity
with US GAAP 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 dates of the financial statements and the reported amounts of revenues and
expenses during the reporting periods. Significant items subject to such estimates and assumptions include the carrying amount
of property, plant and equipment, valuation allowances for receivables and deferred income tax assets and reclamation of mine.
Actual results could differ from those estimates.

(c) Bank Indebtedness

Bank indebtedness consists of overdraft with the Company’s
Banker. (e) Income Taxes

Provisions for income taxes are based on taxes payable
or refundable for the current year and deferred taxes arising on tax losses and temporary differences between the tax bases of
assets and liabilities and their reported amounts in the financial statements. Deferred tax assets and liabilities are included
in the financial statement at currently enacted income tax rates applicable to the period in which the deferred tax assets and
liabilities are expected to be realized or settled as prescribed in Accounting Standards Codification (“ASC”) No. 740,Income Taxes ("ASC No. 740"). As changes in tax laws or rates are enacted, deferred tax assets and liabilities are
adjusted through the provision for income taxes.

(d) Loss per Share

The Company follows ASC No. 260, Earnings per Share
that requires the reporting of both basic and diluted earnings per share. Basic earnings per share is computed by dividing net
income available to common shareowners by the weighted average number of common shares outstanding for the period. Diluted earnings
per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised
or converted into common stock. In accordance with ASC No, 260, any anti-dilutive effects on net loss per share are excluded.

(e) 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 No. 830 Foreign Currency Matters, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on
settlement of foreign currency denominated transactions or balances are included in the determination of income. The Company has
not to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

The Company translates its foreign operations’
assets and liabilities denominated in foreign currencies into U.S. dollars at current rates of exchange as of the balance sheet
date and income and expense items at the average exchange rate for the reporting period. Translation adjustments resulting from
exchange rate fluctuations are recorded in the cumulative translation account, a component of accumulated other comprehensive income.
Gains or losses from foreign currency transactions are included in other expense (income), net.

(f) Comprehensive Income

Comprehensive income reflects changes in equity that
results from transactions and economic events from non-owner sources. At April 30, 2014 and 2013, the Company had $nil and $nil
respectively, in accumulated other comprehensive loss, from its foreign currency translation.

|
|



(g) Disclosure about fair value of financial instruments

The Company follow paragraph 825-10-50-10 of the FASB
Accounting Standards Codification for disclosures about fair value of its financial instruments and has adopted paragraph 820-10-35-37
of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial
instruments. Paragraph 820-10-35-37 establishes a common definition for fair value to be applied to existing generally accepted
accounting principles that require the use of fair value measurements, establishes a framework for measuring fair value, and expands
disclosure about such fair value measurements. The adoption of Paragraph 820-10-35-37 did not have an impact on the Company’s
financial position or operating results, but did expand certain disclosures.

Paragraph 820-10-35-37 defines fair value as the price
that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at
the measurement date. Additionally, Paragraph 820-10-35-37 requires the use of valuation techniques that maximize the use of observable
inputs and minimize the use of unobservable inputs. These inputs are prioritized below:

|Level 1: | Observable inputs such as quoted market prices in active markets for identical assets or liabilities                            
|-------- | --------------------------------------------------------------------------------------------------------------------------------
|Level 2: | Observable market-based inputs or unobservable inputs that are corroborated by market data                                      
|Level 3: | Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions

The Company has financial instruments, none of which
are held for trading purposes. The Company estimates that the fair value of financial instruments at April 30, 2015 such as cash
on hand, accounts receivable, accounts payable and accrued liabilities, accounts payable to related companies and other accounts
payable does not differ materially from the aggregate carrying values of its financial instruments recorded in the accompanying
balance sheet because of the short-term maturity of these instruments. The fair value of the loan from director cannot be determined
because it is non-interest bearing and the absence of market data.

The estimated fair value amounts have been determined
by the Company using available market information and appropriate valuation methodologies. Considerable judgment is required in
interpreting market data to develop the estimates of fair value, and accordingly, the estimates are not necessarily indicative
of the amounts that the Company could realize in a current market exchange.

(h) Concentration of credit risk

Financial instruments that potentially subject the
Company to a significant concentration of credit risk consist primarily of cash on hand and accounts receivable which are not collateralized.
The Company limits its exposure to credit loss by placing its cash and cash equivalents with high credit quality financial institutions
and by performing regular credit assessments of its customers and providing allowances for uncollectible accounts receivable based
on the credit risk applicable to particular customer.

(j) Inventory

Inventory is recorded at the lower of cost or net
realizable value. Cost is determined under the weighted average cost method. Net realizable value is the estimated selling price
in the ordinary course of business less estimated costs of completion and estimated selling costs. Cost of inventories includes
precious metals, materials and supplies.

Inventories are written down to net realizable value
when the cost of inventories is not estimated to be recoverable.

(k) Property, plant and equipment

Property includes land and mineral property (see Mineral
property acquisition costs and deferred exploration expenditures). Plant and equipment is recorded at cost less accumulated depreciation
and is comprised of mining-machinery, vehicles, office equipment and furniture, leasehold and website cost. Office furniture and
equipment are amortized at 10%, and website costs are amortized at 30%. All other equipment is being amortized on a straight line
basis over 5 to 20 years.

(l) Mineral property acquisition costs and deferred
exploration expenditures

Mineral property acquisition costs are initially capitalized.
Exploration costs and mine development costs to be incurred, including those to be incurred in advance of commercial production
and those incurred to expand capacity of proposed mines, are expensed as incurred while the Company is in the exploration stage.
Mine development costs to be incurred to maintain production will be expensed as incurred. Depletion and amortization expense related
to capitalized mineral properties and mine development costs will be computed using the units-of-production method based on proved
and probable reserves.

a. US GAAP requires that whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable, the entity shall estimate the future cash flows expected
to result from the use of the asset and its eventual disposition. If the sum of the discounted future cash flows is less than the
carrying amount of the asset, an impairment loss (difference between the carrying amount and fair value) should be recognized as
a component of income from continuing operations before income taxes.



|
|

b. Where properties are disposed of, the sale proceeds
are, firstly, applied as a recovery of mineral property acquisition costs, and secondly, as a gain or loss recorded in current
operations.

(m) Asset retirement obligations

ASC No, 410, Accounting for Asset Retirement Obligations
addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the
associated asset retirement costs. Specifically, ASC No. 410 requires that the fair value of a liability for an asset retirement
obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. In addition,
the asset retirement cost is capitalized as part of the asset’s carrying value and subsequently allocated to expense over
the asset’s useful life.

(n) Revenue Recognition

The Company recognizes revenue in accordance with
Accounting Standards Codification ("ASC") No. 605, Revenue Recognition ("ASC No. 605"). ASC No. 605
requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists;
(2) delivery has occurred or services have been rendered; (3) the selling price is fixed and determinable; and (4) collectability
is reasonably assured.

Revenue is recognized on the sale and delivery of
precious metals and transfer of title to the customers or the completion of a service provided and when collection is reasonably
assumed.

(o) Impairment

ASC No. 360, Property, plant and equipment, requires
that long-lived assets to be held and used be reviewed for impairment whenever events or changes in circumstances indicate that
the carrying amount of an asset may not be recoverable.

Determination of recoverability is based on the Company's
judgment and estimates of undiscounted future cash flows resulting from the use of the assets and their eventual disposition. Measurement
of an impairment loss for long-lived assets that management expects to hold and use is based on the fair value of the assets.

The carrying values of assets determined to be impaired
are reduced to their estimated fair values. Fair values of any impaired assets would generally be determined using a market or
income approach.

(p) Recent accounting pronouncements



Impact of New
Accounting Standards



The Company does not expect the adoption of recently issued
accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.





|
|

NOTE 3. PROPERTY, PLANT AND EQUIPMENT

|                                  |   | April 30, |  |   | April 30, | 
|--------------------------------- | - | --------- |  | - | --------- | 
|                                  |   | 2015      |  |   | 2014      | 
|Buildings                         | $ | -0-       |  | $ | 0         | 
|Mining-machinery and equipment    |   | -0-       |  |   | 0         | 
|Vehicles                          |   | -0-       |  |   | 0         | 
|Office equipment and furniture    |   | -0-       |  |   | 0         | 
|Concessions                       |   | -0-       |  |   | 0         | 
|                                  |   | -0-       |  |   | 0         | 
|Less: Accumulated depreciation    |   | -0-       |  |   | 0         | 
|                                  |   | -0-       |  |   | 0         | 
|Land                              |   | -0-       |  |   |           | 
|Net property, Plant and Equipment | $ | -0-       |  | $ | 0         | 

35

NOTE 4. CAPITAL STOCK

a) Stock and Option Compensation Plan

On April 19, 2010, the Company approved a stock and
option compensation plan (2010 Stock Plan) for its directors, officers, employees and consultants. Pursuant to which the Company
is authorized to issue options to acquire up to 8,000,000 shares of the Company’s common stock. There were no stock options
issued as at April 30, 2015.

b) Issued and Outstanding

During the year ended April 30, 2008, the Company’s
Board of Directors approved a 15 for one (1) forward stock split of our authorized, issued and outstanding shares of capital stock.
The authorized capital increased from 70,000,000 shares of common stock with a par value of $0.001 to 1,050,000,000 shares of common
stock with a par value of $0.001 and 75,000,000 shares of preferred stock with a par value of $0.001. As a result, the issued and
outstanding of common stock as at April 30, 2008 increased from 5,137,000 to 77,055,000.

During the year ended April 30, 2009, the Company
issued 250,000 common stock and cancelled 12,500,000 common stock from treasury. As a result, the issued and outstanding of common
stock as at April 30, 2009 decreased from 77,055,000 to 64,805,000.

i) Acquisition of Compania Minera Cerros Del
Sur, S.A.

On February 9, 2010, the Company acquired 99%
of the outstanding shares of Compania Minera Cerros Del Sur, S.A. in consideration for 35,500,000 common stock at par of $0.01
per share pursuant to the terms of the share exchange agreement.

ii) Private Placement

During the year ended April 30, 2010, the Company
closed a non-brokered private placement for 1,000,000 common shares at $0.50 per share for gross proceeds of $500,000.

NOTE 5. LOAN FROM STOCKHOLDERS AND RELATED PARTY
TRANSACTIONS

As at April 30, 2009, a stockholder has loaned the
Company $22,550 without interest and fixed term of repayment. The loan was paid off in the year ended April 30, 2010.

A director has loaned the Company $93,879 (2010: $246,299)
without interest and fixed term of repayment. The loan is unsecured.

Balance of loans from related party as of April 30,
2015 was $ 442,463.





|Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|------- | ------------------------------------------------------------------------------------

We have not changed our auditors since our last year
end and we have not had any disagreements with our auditors.

|Item 9A. | Controls and Procedures
|-------- | -----------------------

Evaluation
of Disclosure Controls and Procedures.



Regulations under the Securities
Exchange Act of 1934 (the “Exchange Act”) require public companies to maintain “disclosure controls and procedures,”
which are defined as controls and other procedures that are designed to ensure that information required to be disclosed by the
issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the
time periods specified in the Securities and Exchange Commission's rules and forms.  Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer
in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer's management, including
its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.

We carried out an evaluation, with
the participation of our management, including our Chief Executive Officer (“CEO”), of the effectiveness our disclosure
controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of April 30, 2015. Based upon that evaluation,
our CEO concluded that our disclosure controls and procedures are not effective at the reasonable assurance level due to the
material weaknesses described below.

Management's Report on Internal Control over Financial
Reporting

Our principal executive officer
and our principal financial officer, are responsible for establishing and maintaining adequate internal control over financial
reporting, as such term is defined in Exchange Act Rules 13a-15(f) as of April 30, 2015. Management is required to base its
assessment of the effectiveness of our internal control over financial reporting on a suitable, recognized control framework, such
as the framework developed by the Committee of Sponsoring Organizations (COSO). The COSO framework, published in Internal Control-Integrated
Framework, is known as the COSO Report. Our principal executive officer and our principal financial officer have chosen the
COSO framework on which to base their assessment.

It should be noted that any system
of controls, however well designed and operated, can provide only reasonable and not absolute assurance that the objectives of
the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood
of certain events. Because of these and other inherent limitations of control systems, there can be no assurance that any design
will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

In light of the material weaknesses
described below, we performed additional analysis and other post-closing procedures to ensure our financial statements were prepared
in accordance with generally accepted accounting principles.  Accordingly, we believe that the financial statements included
in this report fairly present, in all material respects, our financial condition, results of operations and cash flows for the
periods presented.

A
material weakness is a control deficiency (within the meaning of the Public Company Accounting Oversight Board (PCAOB) Auditing
Standard No. 2) or combination of control deficiencies that result in more than a remote likelihood that a material misstatement
of the annual or interim financial statements will not be prevented or detected.  Management has identified the following
three material weaknesses which have caused management to conclude that, as of April 30, 2015, our disclosure controls and procedures
were not effective at the reasonable assurance level:

1. We do not have written documentation
of our internal control policies and procedures.  Written documentation of key internal controls over financial reporting
is a requirement of Section 404 of the Sarbanes-Oxley Act which is applicable to us as of and for the year ending December 31,
2014.  Management evaluated the impact of our failure to have written documentation of our internal controls and procedures
on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented
a material weakness.

2. Our board of directors has no
audit committee, independent director or member with financial expertise which causes ineffective oversight of our external financial
reporting and internal control over financial reporting.

3. We do not have sufficient segregation
of duties within accounting functions, which is a basic internal control.  Due to our size and nature, segregation of
all conflicting duties may not always be possible and may not be economically feasible.  However, to the extent possible,
the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate individuals.  Management
evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure controls and procedures and
has concluded that the control deficiency that resulted represented a material weakness.

To address these material weaknesses,
management performed additional analyses and other procedures to ensure that the financial statements included herein fairly present,
in all material respects, our financial position, results of operations and cash flows for the periods presented.

Remediation of Material Weaknesses

We intend to remediate the material
weaknesses in our disclosure controls and procedures identified above by adding an independent director or member with financial
expertise or hiring a full-time CFO with SEC reporting experience in the future when working capital permits and by working with
our independent registered public accounting firm to refine our internal procedures.  To date, we have not been successful
in reducing the number of audit adjustments, but will continue our efforts in the coming fiscal year.

Changes in Internal Control
over Financial Reporting



There were no changes in our internal
control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during our most recently
completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over
financial reporting.



|Item 9B. | Other Information
|-------- | -----------------

None.



|Item 10. | Directors, Executive Officers and Corporate Governance
|-------- | ------------------------------------------------------

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



|Name         |  | Age |  | Position                                                  
|------------ |  | --- |  | ----------------------------------------------------------
|Zongfeng Dai |  | 36  |  | Director, Chief Executive Officer, Chief Financial Officer



Zongfeng Dai

Zongfeng Dai is our sole director, Chief Executive Officer
and Chief financial Officer since July 16, 2015. Since 2012, Mr. Dai has been and continues to be the Chairman Secretary, Senior
Vice President of Qingdao Radio Youhan Internet Technology Ltd., an Internet TV products company which he founded. From 2008 through
2012, Mr. Dai was, Chairman Secretary, Marketing Director for Qingdao Pinwei Co. Ltd. Mr. Dai is also the founder and current Chief
Executive Officer for New Life TV Project.

Family Relationships

There are currently
no family relationships between any of the members of our board of directors or our executive officers.

Conflicts of Interest

Members of
our management are associated with other firms involved in a range of business activities. Consequently, there are potential inherent
conflicts of interest in their acting as officers and directors of our company. Although the officers and directors are engaged
in other business activities, we anticipate they will devote an important amount of time to our affairs.

Involvement in Certain Legal Proceedings

None of the
following events have occurred during the past ten years and are material to an evaluation of the ability or integrity of any director
or officer of the Company:



| | 1. | A petition under the Federal bankruptcy laws or any state insolvency law was filed by or against, or a receiver, fiscal agent or similar officer was appointed by a court for the business or property of such person, or any partnership in which he was a general partner at or within two years before the time of such filing, or any corporation or business association of which he was an executive officer at or within two years before the time of such filing;
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | 2. | Such person was convicted in a criminal proceeding or is a named subject of a pending criminal proceeding (excluding traffic violations and other minor offenses);                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | 3. | Such person was the subject of any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from, or otherwise limiting, the following activities:                                                                                                                                                                                                                  



| | a. | Acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company, bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity;
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b. | Engaging in any type of business practice; or                                                                                                                                                     
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                   
| | c. | Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws;



| | 4. | Such person was the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph (f)(3)(i) of this section, or to be associated with persons engaged in any such activity;
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                     
| | 5. | Such person was found by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                     
| | 6. | Such person was found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated;                                                    



| | 7. | Such person was the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a. | Any Federal or State securities or commodities law or regulation; or                                                                                                                                                                                                                              
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                   
| | b. | Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or



| | c. | Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or
| | -- | --------------------------------------------------------------------------------------------------------



| | 8. | Such person was the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29)), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Audit Committee and Audit Committee Financial Expert

Our board of directors has determined
that it does not have a member of its audit committee that qualifies as an "audit committee financial expert" as defined
in Item 407(d) (5) (ii) of Regulation S-K, and is "independent" as the term is used in Item 7(d) (3) (iv) of Schedule
14A under the Securities Exchange Act of 1934, as amended.

We believe that the members of
our board of directors are collectively capable of analyzing and evaluating our financial statements and understanding internal
controls and procedures for financial reporting. We believe that retaining an independent director who would qualify as an "audit
committee financial expert" would be overly costly and burdensome and is not warranted in our circumstances given the early
stages of our development and the fact that we have not generated any material revenues to date. In addition, we currently do not
have nominating, compensation or audit committees or committees performing similar functions nor do we have a written nominating,
compensation or audit committee charter. Our board of directors does not believe that it is necessary to have such committees because
it believes the functions of such committees can be adequately performed by our board of directors.

Section 16(a) Beneficial Ownership Compliance

Section 16(a) of the Securities Exchange Act requires
our executive officers and directors, and persons who own more than 10% of our common stock, to file reports regarding ownership
of, and transactions in, our securities with the Securities and Exchange Commission and to provide us with copies of those filings.
Based solely on our review of the copies of such forms received by us, or written representations from certain reporting persons,
we believe that during the year ended April 30, 2015, the filing requirements applicable to its officers, directors and greater
than 10% percent beneficial owners were not complied with.

Code of Ethics

We have adopted a Code of Ethics that apples to, among
other persons, our company’s principal executive officers and senior financial executives, as well as persons performing
similar functions.

Our Code of Ethics and Business Conduct was filed with
the Securities and Exchange Commission as Exhibit 14.1 to the annual report on Form 10-KSB on October 10, 2007. We will provide
a copy of the Code of Ethics and Business Conduct to any person without charge, upon request. Requests can be sent to: Razor Resources
Inc., 8-5-128 Jichexiaoqu, Chanchun, Jilin, China.

:



|
|





|Item 11. | Executive Compensation
|-------- | ----------------------

The following
table sets forth certain compensation information for: (i) the person who served as the Chief Executive Officer of Razor Resources
Inc. during the year ended April 30, 2015 and April 30, 2014, regardless of the compensation level, and (ii) each of our other
executive officers, serving as an executive officer at any time during 2015. The foregoing persons are collectively referred to
in this prospectus as the “Named Executive Officers.” Compensation information is shown for the year ended April 30,
2015:



|Name andPrincipalPosition |  | Year |      |  | Salary($) |  |   | Bonus($) |  |  | StockAwards($) |  |  | OptionAwards($) |   |  | Non-EquityIncentivePlanComp($) |  |   | Non-QualifiedDeferredCompEarnings($) |  | All Other Comp($) |   |  | Totals($)
|------------------------- |  | ---- | ---- |  | --------- |  | - | -------- |  |  | -------------- |  |  | --------------- | - |  | ------------------------------ |  | - | ------------------------------------ |  | ----------------- | - |  | ---------
|Meng Hao,                 |  |      | 2015 |  |           |  | 0 |          |  |  | 0              |  |  |                 | 0 |  |                                |  | 0 |                                      |  |                   | 0 |  |          
|CEO                       |  |      | 2014 |  |           |  | 0 |          |  |  | 0              |  |  |                 | 0 |  |                                |  | 0 |                                      |  |                   | 0 |  |          
|                          |  |      |      |  |           |  |   |          |  |  |                |  |  |                 |   |  |                                |  |   |                                      |  |                   |   |  |          

Meng Hao resigned on July 16, 2105.Zongfeng
Dai was appointed on July 16, 2015, and has no salary to date.

Employment Agreements

None.

Outstanding Stock Awards at
Year End

None.

Options Exercises and Stocks
Vested

None.

Grants of Plan-Based Awards

None.

Non-Qualified Deferred Compensation

None.

Golden Parachute Compensation

None.

Compensation of Directors

Directors do
not receive fixed fees and other compensation for their services as Directors. The Board of Directors has the authority to fix
the compensation of Directors. No amounts have been paid to, or accrued to, Directors in such capacity.

Indemnification of Officers
and Directors

As permitted
by Nevada Revised Statutes, our Articles of Incorporation provide that we will indemnify our directors and officers against expenses
and liabilities they incur to defend, settle, or satisfy any civil or criminal action brought against them on account of their
being or having been Company directors or officers unless, in any such action, they are adjudged to have acted with gross negligence
or willful misconduct.

Pursuant to
the foregoing provisions, we have been informed that, in the opinion of the Securities and Exchange Commission, such indemnification
is against public policy as expressed in that Act and is, therefore, unenforceable.





|Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|-------- | ----------------------------------------------------------------------------------------------

The following tables set forth
certain information as of July 28, 2015 regarding the beneficial ownership of our common stock, based on 106,305,000 shares of
common stock issued to (i) each executive officer and director; (ii) all of our executive officers and directors as a group; and
(iii) each person or entity who, to our knowledge, owns more than 5% of our common stock.



Beneficial ownership is determined
in accordance with the rules of the SEC. These rules generally attribute beneficial ownership of securities to persons who possess
sole or shared voting power or investment power with respect to those securities and include ordinary shares issuable upon the
exercise of stock options that are immediately exercisable or exercisable within 60 days. Except as otherwise indicated, all
persons listed below have sole voting and investment power with respect to the shares beneficially owned by them, subject
to applicable community property laws. The information is not necessarily indicative of beneficial ownership for any other purpose.



Unless otherwise indicated in
the footnotes to the following table, each person named in the table has sole voting and investment power and that person’s
address, if not otherwise stated, is c/o Razor Resources, Inc., 8-5-128 Jichexiaoqu, Chanchun, Jilin, China.



|Name of Beneficial Owner |  | Number of Shares Beneficially Owned (1) |            |  | PercentageBeneficiallyOwned (1) | 
|------------------------ |  | --------------------------------------- | ---------- |  | ------------------------------- | 
|5% Owners                |  |                                         |            |  |                                 | 
|                         |  |                                         |            |  |                                 | 
|Bing Wong                |  |                                         | 32,500,000 |  |                                 | 
|Xianying Du              |  |                                         | 6,000,000  |  |                                 | 
|All Growth Ltd.(1)       |  |                                         | 5,190,000  |  |                                 | 



|Officers and Directors
        Zongfeng Dai                  |  |  | 0 |  |  |  | 0 | %
|------------------------------------------------------------ |  |  | - |  |  |  | - | -
|All executive officers and directors as a group (one person) |  |  | 0 |  |  |  | 0 | %



(1)Albert
Tamis the control person for All Growth Ltd.





DESCRIPTION OF SECURITIES

The
following is a summary of the rights of our common stock and related provisions of our Articles of Incorporation and By-laws, as
they will be in effect upon the closing of our proposed offering. For more detailed information, please see our Articles of Incorporation
or By-laws in our filings with the Securities and Exchange Commission.

The following
statements relating to the capital stock set forth the material terms of our securities; however, reference is made to the more
detailed provisions of, and such statements are qualified in their entirety by reference to, the Articles of Incorporation and
the By-laws, copies of which are filed as exhibits to prior filings.

Common Stock

The holders
of our Common Stock are entitled to one vote per share on all matters to be voted on by our stockholders, including the election
of directors. Our stockholders are not entitled to cumulative voting rights, and, accordingly, the holders of a majority of the
shares voting for the election of directors can elect the entire board of directors if they choose to do so and, in that event,
the holders of the remaining shares will not be able to elect any person to our board of directors.

The holders
of the Company’s Common Stock are entitled to receive ratably such dividends, if any, as may be declared from time to time
by the board of directors, in its discretion, from funds legally available there for and subject to prior dividend rights of holders
of any shares of our Preferred Stock which may be outstanding. Upon the Company’s liquidation, dissolution or winding up,
subject to prior liquidation rights of the holders of our Preferred Stock, if any, the holders of our Common Stock are entitled
to receive on a pro rata basis our remaining assets available for distribution. Holders of the Company’s Common Stock have
no preemptive or other subscription rights, and there are no conversion rights or redemption or sinking fund provisions with respect
to such shares. All outstanding shares of the Company’s Common Stock are, and all shares being offered by this prospectus
will be, fully paid and not liable to further calls or assessment by the Company.

Preferred Stock

The Company is authorized to issue
75,000,000 shares of preferred stock, par value $0.001, none of which are issued and outstanding. The designations, rights, and
preferences of such preferred stock are to be determined by the Board of Directors.

Changes in Control

We are unaware of any contract or other arrangement
or provisions of our Articles or Bylaws the operation of which may at a subsequent date result in a change of control of our company.
There are not any provisions in our Articles or Bylaws, the operation of which would delay, defer, or prevent a change in control
of our company.

|Item 13. | Certain Relationships and Related Transactions, and Director Independence
|-------- | -------------------------------------------------------------------------

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:

|o | Any of our directors or officers, except as described below;
|- | ------------------------------------------------------------



|o | Any person proposed as a nominee for election as a director;
|- | ------------------------------------------------------------



|o | Any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to our outstanding shares of common stock;
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------



|o | Any of our promoters;
|- | ---------------------



|o | Any relative or spouse of any of the foregoing persons who has the same house address as such person.
|- | -----------------------------------------------------------------------------------------------------



|Item 14. | Principal Accountants Fees and Services
|-------- | ---------------------------------------

The aggregate fees billed for the most recently completed
fiscal year ended April 30, 2015 and for fiscal year ended April 30, 2014 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 quarterly reports on Form
10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements
for these fiscal periods were as follows:

|                   | Year EndedApril 30
|------------------ | ------------------
|                   | 2015($)           
|Audit Fees         | $3,800            
|Audit Related Fees | Nil               
|Tax Fees           | Nil               
|All Other Fees     | Nil               
|Total              | 3,800             



|
|

Our board of directors pre-approves all services provided
by our independent auditors. All of the above services and fees were reviewed and approved by the board of directors either before
or after the respective services were rendered.

Our board of directors has considered the nature and
amount of fees billed by our independent auditors and believes that the provision of services for activities unrelated to the audit
is compatible with maintaining our independent auditors’ independence.

PART IV

|Item 15. | Exhibits, Financial Statement Schedules
|-------- | ---------------------------------------

Exhibits required by Item 601 of Regulation S-K

|Exhibit |                                                                                                                                                                                                                       
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                           
|(3)     | (i) Articles of Incorporation; and (ii) Bylaws                                                                                                                                                                        
|3.1     | Articles of Incorporation (Incorporated by reference to the Form SB-2 filed on July 22, 2005)                                                                                                                         
|3.2     | Bylaws (Incorporated by reference to the Form SB-2 filed on July 22, 2005)                                                                                                                                            
|3.3     | Certificate of Change filed with the Secretary of State of Nevada on December 20, 2007 (Incorporated by reference to the Form 8-K filed on December 27, 2007)                                                         
|(10)    | Material Contracts                                                                                                                                                                                                    
|10.1    | Property Purchase Agreement dated April 11, 2005 (Incorporated by reference to the Form SB-2 filed on July 22, 2005)                                                                                                  
|10.2    | Share Cancellation/Return to Treasury Agreement dated May 1, 2008 (Incorporated by reference to our Current Report on Form 8-K filed on May 6, 2008)                                                                  
|10.3    | Amended Share Cancellation/Return to Treasury Agreement dated June 30, 2008 (Incorporated by reference to our Current Report on Form 8-K filed on July 15, 2008)                                                      
|10.4    | Share Cancellation/Return to Treasury Agreement with Drew Simpson dated June 30, 2008 (Incorporated by reference to our Current Report on Form 8-K filed on July 15, 2008)                                            
|10.5    | Stock Exchange Agreement between our company, Compania Minera Cerros Del Sur, S.A. and Mayan Gold Inc. dated February 9, 2010 (Incorporated by reference to our Current Report on Form 8-K filed on February 12, 2010)
|(14)    | Code of Ethics                                                                                                                                                                                                        
|14.1    | Code of Ethics (Incorporated by reference to the Form 10-KSB filed on August 10, 2007)                                                                                                                                
|(31)    | Section 302 Certification                                                                                                                                                                                             
|31.1*   | Certification of Principal Executive Officer and Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                          
|(32)    | Section 906 Certification                                                                                                                                                                                             
|32.1*   | Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                 



*Filed herewith.

|
|

SIGNATURES

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

| | RAZOR RESOURCES, INC.                                        
| | -------------------------------------------------------------
| |                                                              
| |                                                              
| |                                                              
| |                                                              
| | /s/  Zongfeng Dai                                            
| | Zongfeng Dai                                                 
| | President, Secretary and Director                            
| | (Principal Executive Officer, Principal Financial Officer and
| | Principal                                                    
| | Accounting Officer)                                          
| |                                                              
| | Date: August 7, 2015                                         

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

|Signature         |  | Title                                                         | Date              
|----------------- |  | ------------------------------------------------------------- | ------------------
|                  |  |                                                               |                   
|/s/  Zongfeng Dai |  | President, Secretary and Director                             | August 7,
    2015
|Zongfeng Dai      |  | (Principal Executive Officer, Principal Financial Officer and |                   
|                  |  | Principal                                                     |                   
|                  |  | Accounting Officer)                                           |                   
|                  |  |                                                               |                   
|                  |  |                                                               |                   



|
|