---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-KSB

(Mark One)

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

For the fiscal year ended December 31, 2006

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

For the transition period from [     ] to
  [     ]

Commission file number 000-51163

VITA EQUITY, INC.(Name of
small business issuer in its charter)

|Nevada                                                            | 98-0371180                               
|----------------------------------------------------------------- | -----------------------------------------
|(State or other jurisdiction of incorporation or organization)    | (I.R.S. Employer Identification No.)     
|                                                                  |                                          
|                                                                  |                                          
|Suite 314  837 West Hastings Street, Vancouver,                  |                                          
|British Columbia                                                  | V6C 3N6                                  
|(Address of principal executive offices)                          | (Zip Code)                               
|                                                                  |                                          
|Issuer's telephone number 604.684.6412                           
|                                                                  |                                          
|Securities registered pursuant to Section 12(b)
      of the Act:
|                                                                  |                                          
|Title of each class                                               | Name of each exchange on which registered
|Nil                                                               | Nil                                      

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

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

Check whether the issuer is not required to file reports pursuant
  to Section 13 or 15(d) of the Exchange Act. (Check one): Yes [   ]
  No [X].

Note:Checking the box above will not relieve any registrant
  required to file reports pursuant to Section 13 or 15(d) of the Exchange act
  from their obligations under those Sections.

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

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

---

- 2 -

Check if there is no disclosure of delinquent filers in response
  to Item 405 of Regulation S-B is not contained in this form, and no disclosure
  will 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-KSB or any amendment to this Form 10-KSB. [   ]

State issuer's revenues for its most recent fiscal year. $1,811,330

State the aggregate market value of the voting and non-voting
  common equity held by non-affiliates computed by reference to the price at which
  the common equity was sold, or the average bid and asked prices of such common
  equity, as of a specified date within 60 days. (See definition of affiliate
  in Rule 12b-2 of the Exchange Act.)

Note: If determining whether a person is an affiliate will involve
  an unreasonable effort and expense, the issuer may calculate the aggregate market
  value of the common equity held by non-affiliates on the basis of reasonable
  assumptions, if the assumptions are stated.

27,571,480 common shares @ $0.475(1)= $13,096,453(1)Average of bid and ask closing prices on March 7, 2007.

(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS)

Check whether the issuer has filed all documents and reports
  required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
  distribution of securities under a plan confirmed by a court. Yes [  
  ] No [   ]

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the issuer's
  classes of equity stock, as of the latest practicable date.

29,804,960 common shares issued and outstanding as of March
  7, 2007.

DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly
  describe them and identify the part of the Form 10-KSB (e.g., Part I, Part II,
  etc.) into which the document is incorporated: (1) any annual report to security
  holders; (2) any proxy or information statement; and (3) any prospectus filed
  pursuant to Rule 424(b) or (c) of the Securities Act of 1933 ("Securities Act").
  The listed documents should be clearly described for identification purposes
  (e.g., annual report to security holders for fiscal year ended December 24,
  1990).

Transitional Small Business Disclosure Format (Check one): Yes
  [   ] No [X].

---

- 3 -

PART I

|Item 1. | Description of Business.
|------- | ------------------------

This annual report contains forward-looking statements within
the meaning of Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act. 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", "will", "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 company's 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", and
"Vita Equity" mean Vita Equity, Inc., unless otherwise indicated.

Business Development During Last Three Years

Since our incorporation we have been in the business of
manufacturing custom pieces of jewellery on a piece-by-piece basis for our
customers. As our operations have not been sufficiently profitable and our
future prospects for our business are not good, our companys management closed
our jewellery operations and are currently concentrating their efforts on
pursuing a change of business for our company.

Corporate History

We were incorporated in the State of Nevada on July 25, 2000
with an authorized capital of 50,000,000 common shares with a par value of
$0.001.

Our common shares were quoted for trading on the OTCBB on
January 30, 2006 under the symbol "VEQI".

On March 16, 2007, our Board of Directors approved a 2.6 for
one (1) forward stock split of our authorized, issued and outstanding shares of
common stock. The forward stock split was effective with the Secretary of State
of Nevada on March 22, 2007. As a result, our authorized capital increased from
50,000,000 shares of common stock with a par value of $0.001 to 105,000,000
shares of common stock with a par value of $0.001. Our issued and outstanding
share capital increased from 13,200,000 to 27,762,000 shares of common
stock.

The Forward Stock Split will become effective with NASDAQs
Over-the-Counter Bulletin Board at the opening for trading on March 22, 2007
under the new stock symbol VIEQ. The new CUSIP number is 92845D 206.

Our Current Business

As we do not presently have an operating business that we can
pursue, we are seeking to either identify a suitable business opportunity or
enter into a suitable business combination. Until we secure a suitable business
opportunity

---

- 4 -

or combination, we will operate as a "blank check" company.
Management of our company does not believe that we will be able to generate
revenues without finding and completing the acquisition of a suitable business
opportunity. In addition, if no suitable business opportunity is identified,
shareholders will not realize any further return on their investment in our
company, and there will be no market for our common shares.

Evaluation of Opportunities

The analysis of new business opportunities will be undertaken
by, or under the supervision of, our officers and directors. Management intends
to concentrate on identifying prospective business opportunities which may be
brought to management's attention through present associations. In analyzing
prospective business opportunities, management will consider, among other
factors, such matters as:

| | (a) | the available technical, financial and managerial
      resources;                                              
| | --- | ----------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                 
| | (b) | working capital and other financial
  requirements;                                                             
| |     |                                                                                                                 
| | (c) | history of operations, if any;                                                                                  
| |     |                                                                                                                 
| | (d) | prospects for the future;                                                                                       
| |     |                                                                                                                 
| | (e) | present and expected competition;                                                                               
| |     |                                                                                                                 
| | (f) | the quality and experience of management services which
      may be available and the depth of that management;
| |     |                                                                                                                 

| | (g) | the potential for further research, development or
      exploration;                                                       
| | --- | ----------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                             
| | (h) | specific risk factors not now foreseeable but which may
      be anticipated as having an impact on our proposed activities;
| |     |                                                                                                                             

| | (i) | the potential for growth or expansion;                                                   
| | --- | -----------------------------------------------------------------------------------------
| |     |                                                                                          
| | (j) | the potential for profit;                                                                
| |     |                                                                                          
| | (k) | the perceived public recognition or acceptance of
      products, services or trades; and
| |     |                                                                                          
| | (l) | name identification.                                                                     

Management will meet personally with the management and key
personnel of the firm sponsoring the business opportunity as part of their
investigation. To the extent possible, we intend to utilize written reports and
personal investigation to evaluate the above factors. We will not acquire or
merge with any company for which audited financial statements cannot be
obtained.

Opportunities in which we participate will present certain
risks, many of which cannot be identified adequately prior to selecting a
specific opportunity. Our shareholders must, therefore, depend on management to
identify and evaluate such risks. Promoters of some opportunities may have been
unable to develop a going concern or may present a business in its development
stage (in that it has not generated significant revenues from its principal
business activities prior to our participation). Even after our participation,
there is a risk that the combined enterprise may not become a going concern or
advance beyond the development stage. Other opportunities may involve new and
untested products, processes, or market strategies which may not succeed. Such
risks will be assumed by us and, therefore, our shareholders.

The investigation of specific business opportunities and the
negotiation, drafting, and execution of relevant agreements, disclosure
documents, and other instruments will require substantial management time and
attention as well as substantial costs for accountants, attorneys, and others.
If a decision is made not to participate in a specific

---

- 5 -

business opportunity the costs incurred in the related
investigation would not be recoverable. Furthermore, even if an agreement is
reached for the participation in a specific business opportunity, the failure to
consummate that transaction may result in the loss by of the related costs
incurred. There is the additional risk that we will not find a suitable target.
Management does not believe that we will generate revenue without finding and
completing the acquisition of a suitable business opportunity or a transaction
with a suitable target company. If no such business opportunity target is found,
a return on an investment in our company will not be realized, and there will
not, most likely, be a market for our common shares.

Acquisition of Opportunities

In implementing a structure for a particular business
acquisition, we may become a party to a merger, consolidation, reorganization,
joint venture, franchise or licensing agreement with another corporation or
entity. We may also purchase stock or assets of an existing business. It is
likely that any merger with an existing company will be in the form of a reverse
takeover, which will require both shareholder approval and a disclosure
document. Once a transaction is complete, it is possible that our present
management and shareholders will not be in control of our company. In addition,
a majority or all of our officers and directors may, as part of the terms of the
transaction, resign and be replaced by new officers and directors without a vote
of our shareholders.

It is anticipated that securities issued in any such
reorganization would be issued in reliance on exemptions from registration under
applicable securities laws. In some circumstances, however, as a negotiated
element of the potential transaction, we may agree to register such securities
either at the time the transaction is consummated, under certain conditions or
at a specified time thereafter. The issuance of substantial additional
securities, and their potential sale into any trading market in our common
shares which may develop, may have a depressive effect on such market.

As part of our investigation of a potential business
combination or opportunity, our officers and directors may:

| | (a) | meet personally with management and key
  personnel;                                                                    
| | --- | ------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                         
| | (b) | visit and inspect material facilities;                                                                                  
| |     |                                                                                                                         
| | (c) | obtain independent analysis or verification of certain
      information provided;                                      
| |     |                                                                                                                         
| | (d) | check references of management and key personnel;
    and                                                               
| |     |                                                                                                                         
| | (e) | take other reasonable investigative measures, as our
      limited financial resources and management expertise
  allow.

The manner in which we participate in an opportunity with a
target company will depend on the nature of the opportunity, our needs and
desires, the needs and desires of the other party, management of the
opportunity, and our relative negotiating strength and such other management.
With respect to any mergers or acquisitions, negotiations with target company
management will be expected to focus on the percentage of our company which the
target company's shareholders would acquire in exchange for their shareholdings
in the target company. Depending upon, among other things, the target company's
assets and liabilities, our shareholders will, in all likelihood, hold a smaller
percentage ownership interest in our company following any merger or
acquisition. The percentage ownership may be subject to significant reduction in
the event we acquire a target company with substantial assets. Any merger or
acquisition effected by us can be expected to have a significant dilutive effect
on the percentage of shares held by our then shareholders.

To date, we have conducted investigations of certain business
opportunities and have we met with representatives of certain companies and
businesses, however, we have not reached any agreements in principal. There can
be no assurance that management will ever be able to identify and secure a
suitable business opportunity or that management has the requisite experience to
recognize and understand a business operation that would benefit us. In the
event that management is able to locate what it considers to be a suitable
business opportunity, there can be no assurance that the acquisition of such
business opportunity or the entering into of a business combination will be

---

- 6 -

successful. Selecting a business opportunity will likely be
complex and extremely risky. Because of general economic conditions, rapid
technological advances being made in some industries, and shortages of available
capital, management believes that there are numerous firms seeking the benefits
of a publicly-traded corporation. Such benefits of a publicly traded corporation
may include:

| | (a) | facilitating or improving the terms on which additional
      equity financing may be sought;            
| | --- | ---------------------------------------------------------------------------------------------------------
| |     |                                                                                                          
| | (b) | providing liquidity for the principals of a
    business;                                                
| |     |                                                                                                          
| | (c) | creating a means for providing incentive stock options or
      similar benefits to key employees; and/or
| |     |                                                                                                          
| | (d) | providing liquidity (subject to restrictions of applicable statutes)
      for all shareholders.         

In contrast, negative aspects of becoming a publicly traded
corporation registered in the United States may include:

| | (a) | complying with the requirements of the Securities
      Exchange Act of 1934;                                                                                                                          
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                        
| | (b) | exposure of our officers and directors to lawsuits and
      liabilities under securities acts;                                                                                                        
| |     |                                                                                                                                                                                                        
| | (d) | distracting management's attention from our day to day
      operations;                                                                                                                               
| |     |                                                                                                                                                                                                        
| | (e) | restricting publicity and other marketing activities to
      ensure compliance with securities law requirements and minimizing the
      potential liability of our management and our company; and/or
| |     |                                                                                                                                                                                                        
| | (f) | increased legal, accounting and other expenses
      associated with operating a public company.                                                                                                       

Potentially available business opportunities and/or business
combinations may occur in many different industries and at various stages in the
development of a company, all of which will make the task of comparative
investigation and analysis of such business opportunities extremely difficult
and complex.

We are presently seeking to identify a new business
opportunity. As of the date of this Annual Report, we have no agreements,
understandings or arrangements concerning the acquisition or potential
acquisition of a specific business opportunity.

There is no assurance that management will be able to secure a
suitable prospect or that it has the requisite experience to recognize and
understand a business operation that would be beneficial to us.

Employees

Currently our only employees are our directors and
officers.

RISK FACTORS

Much of the information included in this annual report includes
or is based upon estimates, projections or other "forward looking statements".
Such forward looking statements include any projections or estimates made by us
and our management in connection with our business operations. While these
forward-looking statements, and any assumptions upon which they are based, are
made in good faith and reflect our current judgment regarding the direction of
our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance
suggested herein.

Such estimates, projections or other "forward looking
statements" involve various risks and uncertainties as outlined below. We
caution the reader that important factors in some cases have affected and, in
the future, could materially affect actual results and cause actual results to
differ materially from the results expressed in any such estimates, projections
or other "forward looking statements".

---

- 7 -

Scarcity of and Competition for Business Opportunities and
Combinations

We are, and will continue to be, an insignificant participant
amongst numerous other companies seeking a suitable business opportunity or
business combination. A large number of established and well-financed entities,
including venture capital firms, are actively seeking suitable business
opportunities or business combinations which may also be desirable target
candidates for us. Virtually all such entities have significantly greater
financial resources, technical expertise and managerial capabilities than we do.
We are, consequently, at a competitive disadvantage in identifying possible
business opportunities and successfully completing a business combination. We
will also compete with numerous other small public companies seeking suitable
business opportunities or business combinations.

Need for Additional Financing

We anticipate that we may require additional financing while we
are seeking a suitable business opportunity or business combination. Further, we
anticipate that we will not have sufficient capital to fund our ongoing
operations for the next twelve months. We may be required to raise additional
financing for a particular business combination or business opportunity. We
would likely secure any additional financing necessary through a private
placement of our common shares.

There can be no assurance that, if required, any such financing
will be available upon terms and conditions acceptable to us, if at all. Our
inability to obtain additional financing in a sufficient amount when needed and
upon terms and conditions acceptable to us could have a materially adverse
effect upon our company. Although we believe that we have funds sufficient to
meet our immediate needs, we may require further funds to finance the
development of any business opportunity that we acquire. There can be no
assurance that such funds will be available or available on terms satisfactory
to us. If additional funds are raised by issuing equity securities, further
dilution to existing or future shareholders is likely to result. If adequate
funds are not available on acceptable terms when needed, we may be required to
delay, scale back or eliminate the development of any business opportunity that
we acquire. Inadequate funding could also impair our ability to compete in the
marketplace, which may result in the dissolution of our company.

A decline in the price of our common stock could affect our
ability to raise further working capital and adversely impact our
operations.

A prolonged decline in the price of our common stock could
result in a reduction in the liquidity of our common stock and a reduction in
our ability to raise capital. Because our operations have been primarily
financed through the sale of equity securities, a decline in the price of our
common stock could be especially detrimental to our liquidity and our continued
operations. Any reduction in our ability to raise equity capital in the future
would force us to reallocate funds from other planned uses and would have a
significant negative effect on our business plans and operations, including our
ability to develop new products and continue our current operations. If our
stock price declines, we may not be able to raise additional capital or generate
funds from operations sufficient to meet our obligations.

We have a limited operating history and if we are not
successful in continuing to grow our business, then we may have to scale back or
even cease our ongoing business operations.

We have a limited operating history on which to base an
evaluation of our business and prospects. Our prospects must be considered in
light of the risks, uncertainties, expenses and difficulties frequently
encountered by companies seeking to acquire or establish a new business
opportunity. Some of these risks and uncertainties relate to our ability to
identify, secure and complete an acquisition of a suitable business
opportunity.

We cannot be sure that we will be successful in addressing
these risks and uncertainties and our failure to do so could have a materially
adverse effect on our financial condition. In addition, our operating results
are dependent to a large degree upon factors outside of our control. There are
no assurances that we will be successful in addressing these risks, and failure
to do so may adversely affect our business.

---

- 8 -

It is unlikely that we will generate any or significant
revenues while we seek a suitable business opportunity. Our short and long-term
prospects depend upon our ability to select and secure a suitable business
opportunity. In order for us to make a profit, we will need to successfully
acquire a new business opportunity in order to generate revenues in an amount
sufficient to cover any and all future costs and expenses in connection with any
such business opportunity. Even if we become profitable, we may not sustain or
increase our profits on a quarterly or annual basis in the future.

We will, in all likelihood, sustain operating expenses without
corresponding revenues, at least until we complete a business combination or
acquires a business opportunity. This may result in our company incurring a net
operating loss which will increase continuously until we complete a business
combination or acquire a business opportunity that can generate revenues that
result in a net profit to us. There is no assurance that we will identify a
suitable business opportunity or complete a business combination.

Going Concern

In their report in connection with our 2006 financial
statements, our auditors included an explanatory paragraph stating that, the
Company has net earnings of $612 only for the year ended December 31, 2006, 99%
of the Companys sales for 2006 are to one customer, a related party, and as of
December 31, 2006 the Company had an accumulated deficit of $13,788. The company
has also decided to discontinue its jewellery operations business. These matters
raise substantial doubt about the Companys ability to continue as a going
concern. Managements plan is to attempt to raise additional capital until such
time the Company is able to generate sufficient operating revenue. In view of
these matters, realization of certain of the assets in the accompanying
consolidated financial statements is dependent upon continued operation of the
Company, which in turn is dependent upon the Companys ability to meet its
financial requirements, raise additional capital, and the success of its future
operations. Management believes that its ability to raise additional capital
provides the opportunity for the Company to continue as a going concern. The
company has gone through a winding down of its operations, and the ability to
continue as a going concern is dependant upon the addition of profitable
operations and support from stockholders and investors.

Ability to Generate Revenues is Uncertain

For the year ended December 31, 2006, we incurred net income of
$612. We will no longer receive any revenues from this business. We have not
generated any revenues since February 20, 2007 and do not anticipate generating
any additional revenues until we acquire a business opportunity or complete a
business combination. As of December 31, 2006, we have net income of $612 and a
working capital of $9,162. Our ability to generate any further revenues is
uncertain.

Speculative Nature of Our Proposed Operations

The success of our proposed plan of operation will depend to a
great extent on the operations, financial condition and management of any
identified business opportunity. While management intends to seek business
opportunities and/or business combinations with entities which have established
operating histories, there is no assurance that we will successfully locate
business opportunities meeting such criteria. In the event that we complete a
business combination or otherwise acquire a business opportunity, the success of
our operations may be dependent upon management of the successor firm or venture
partner firm, together with a number of other factors beyond our control.

No Agreement for Business Combination or Other
Transaction/No Standards for Business Combination

We have no arrangement, agreement, or understanding with
respect to acquiring a business opportunity or engaging in a business
combination with any private entity. There can be no assurance that we will
successfully identify and evaluate suitable business opportunities or conclude a
business combination. There is no assurance that we will be able to negotiate
the acquisition of a business opportunity or a business combination on terms
favorable to us. We have not established a specific length of operating history
or a specified level of earnings, assets, net worth or other criteria which it
will require a target business opportunity to have achieved, and without which
we would not

---

- 9 -

consider a business combination in any form with such business
opportunity. Accordingly, we may enter into a business combination with a
business opportunity having no significant operating history, losses, limited or
no potential for earnings, limited assets, negative net worth or other negative
characteristics.

Lack of Market Research or Marketing
Organization

We have not conducted or received results of market research
indicating that there is a demand for the acquisition of a business opportunity
or business combination as contemplated by our company. Even if there is demand
for the acquisition of a business opportunity or combination as contemplated,
there is no assurance we will successfully complete such an acquisition or
combination.

Lack of Diversification

In all likelihood, our proposed operations, even if successful,
may result in a business combination with only one entity. Consequently, the
resulting activities will be limited to that entity's business. Our inability to
diversify our activities into a number of areas may subject us to economic
fluctuations within a particular business or industry, thereby increasing the
risks associated with our operations.

Probable Change in Control and Management

A business combination or acquisition of a business opportunity
involving the issuance of our common shares may result in new or incoming
shareholders obtaining a controlling interest in our company. Any such business
combination or acquisition of a business opportunity may require management of
our company to sell or transfer all or a portion of the common shares in the
capital of our company that they hold or resign as members of our Board of
Directors. The resulting change in our control could result in removal of one or
more of our present officers and directors, and a corresponding reduction in or
elimination of their participation in the future affairs of our company.

Reduction of Percentage Share Ownership Following Business
Combination

Our primary plan of operation is based upon the acquisition of
a business opportunity or a business combination with a private concern, which,
in all likelihood, would result in us issuing common shares to shareholders of
such private company. Issuing previously authorized and unissued common shares
in our capital will reduce the percentage of common shares owned by present and
prospective shareholders and may result in a change in our control and/or
management.

Requirement of Audited Financial Statements May Disqualify
Business Opportunity

Management believes that any potential business opportunity or
target company must provide audited financial statements for review and for the
protection of all parties to the business acquisition or combination. One or
more attractive business opportunities may forego a business combination with us
rather than incur the expenses associated with preparing audited financial
statements.

Uncertain Ability to Manage Growth

Our ability to achieve any planned growth upon the acquisition
of a suitable business opportunity or business combination will be dependent
upon a number of factors including, but not limited to, our ability to hire,
train and assimilate management and other employees and the adequacy of our
financial resources. In addition, there can be no assurance that we will be able
to manage successfully any business opportunity or business combination. Failure
to manage anticipated growth effectively and efficiently could have a materially
adverse effect on our business.

Trading of our stock may be restricted by the SEC's "Penny
Stock" regulations which may limit a stockholder's ability to buy and sell our
stock.

The U.S. Securities and Exchange Commission has adopted
regulations which generally define "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

---

- 10 -

$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.

NASD 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
NASD 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 NASD believes that there is a high probability that
speculative low priced securities will not be suitable for at least some
customers. The NASD 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.

Trading in our common shares on the OTC Bulletin Board is
limited and sporadic making it difficult for our shareholders to sell their
shares or liquidate their investments

Our common shares are currently listed for public trading on
the OTC Bulletin Board. The trading price of our common shares has been subject
to wide fluctuations. Trading prices of our common shares may fluctuate in
response to a number of factors, many of which will be beyond our control. The
stock market has generally experienced extreme price and volume fluctuations
that have often been unrelated or disproportionate to the operating performance
of companies with no current business operation. There can be no assurance that
trading prices and price earnings ratios previously experienced by our common
shares will be matched or maintained. These broad market and industry factors
may adversely affect the market price of our common shares, regardless of our
operating performance.

In the past, following periods of volatility in the market
price of a company's securities, securities class-action litigation has often
been instituted. Such litigation, if instituted, could result in substantial
costs for us and a diversion of management's attention and resources.

As a result of a majority of our directors and officers are
residents of other countries other than the United States, investors may find it
difficult to enforce, within the United States, any judgments obtained against
our company or our directors and officers.

We do not currently maintain a permanent place of business
within the United States. In addition, a majority of our directors and officers
are nationals and/or residents of countries other than the United States, and
all or a substantial portion of such persons' assets are located outside the
United States. As a result, it may be difficult for investors to enforce within
the United States any judgments obtained against our company or our officers or
directors, including

---

- 11 -

judgments predicated upon the civil liability provisions of the
securities laws of the United States or any state thereof.



|Item 2. | Description of
Property.
|------- | ------------------------



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

We know of no material, existing or pending legal proceedings
against our company, 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 interest.



|Item 4. | Submissions of Matters to a Vote of Security
      Holders.
|------- | -----------------------------------------------------------

There were no matters submitted to a vote of our security
holders either through solicitation of proxies or otherwise in the fourth
quarter of the fiscal year ended December 31, 2006.

PART II



|Item 5. | Market for Common Equity and Related Stockholder
      Matters.
|------- | ---------------------------------------------------------------

Our common shares were quoted for trading on the OTCBB on
January 30, 2006 under the symbol VEQI. The following quotations obtained from
Yahoo.com reflect the highs and low bids for our common stock based on
inter-dealer prices, without retail mark-up, mark-down or commission an may not
represent actual transactions.

The high and low bid prices of our common stock for the periods
indicated below are as follows:

National Association of Securities Dealers
      OTC Bulletin Board(1)Quarter Ended
    High
    LowDecember 31, 2006
    N/A(2)
    N/A(2)September 30, 2006
    N/A(2)
    N/A(2)June 30, 2006
    $0.11
    $0.11March 31, 2006
    N/A(3)
    N/A(3)


| | (1)Over-the-counter market quotations reflect inter-dealer
      prices without retail mark-up, mark-down or commission, and may not represent
      actual transactions. | 
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
| | (2)No trades occurred during this period.                                                                                                                                 | 
| | (3) Our first trade did not occur until June
        15, 2006.                                                                                                            | 

Our common shares are issued in registered form. Holladay Stock
Transfer Inc., 2939 N. 67th Street, Scottsdale, AZ 85251 (Telephone: (480)
481-3940.; Facsimile: (480) 481-3941) is the registrar and transfer agent for
our common shares. On March 7, 2007, the shareholders' list of our common shares
showed 35 registered shareholders and 13,220,000 shares outstanding.

---

- 12 -

Recent Sales of Unregistered Securities

None.

Equity Compensation Plan Information

As at December 31, 2006 we do not have any compensation plans
in place.

Purchases 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 December 31, 2006.



|Item 6. | Management's Discussion and Analysis or Plan of
      Operation.
|------- | ----------------------------------------------------------------

The following discussion should be read in conjunction with our
consolidated audited financial statements and the related notes 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
annual report, 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.

Overview

We were incorporated in the State of Nevada on July 25, 2000
with an authorized capital of 50,000,000 common shares with a par value of
$0.001. Since our incorporation we have been in the business of manufacturing
custom pieces of jewellery on a piece-by-piece basis for our customers. As our
operations have not been sufficiently profitable and our future prospects for
our business are not good, our companys management closed our jewellery
operations and are currently concentrating their efforts on pursuing a change of
business for our company.

PLAN OF OPERATIONS AND CASH REQUIREMENTS

Cash Requirements

Over the twelve month period ending December 31, 2007, we
anticipate that we will need approximately $40,000 to pay for our expenses,
including legal and accountant fees. We have enough money to satisfy our cash
requirements for the next three months, after that, we will have to raise
additional monies through private placements of our equity securities and/or
debt financing in order that we may fund continuing operational expenses and the
identification and evaluation of a suitable business opportunity.

Product Research and Development

Unless we acquire a new business, we do not anticipate that we
will expend any significant monies on research and development over the twelve
months ending December 31, 2007.

Purchase of Significant Equipment

Unless we acquire a new business, we do not intend to purchase
any significant equipment over the twelve months ending December 31, 2007

Employees

Currently our only employees are our directors and officers,
unless we acquire a suitable business opportunity.

---

- 13 -

Discontinued Operations

On February 20, 2007, the Company decided to discontinue its
jewelry operations as it was not sufficiently profitable and management had
determined that prospects for the business are not good. Management is currently
concentrating its efforts on pursuing a change of business for the Company. As
such, the results of these operations have been reflected as discontinued
operations in the accompanying statements of operations for the years ending
December 31, 2006 and 2005.

Liquidity and Capital Resources

As of the date of this annual report, we have yet to generate
any revenues from our business activities.

As of December 31, 2006 our total assets were $708,595 as
compared to total assets of $369,418 as at December 31, 2005.

As of December 31, 2006 our total current liabilities were
$699,433, as compared to total current liabilities of $361,715 as at December
31, 2005.

As of December 31, 2006, we had cash in the amount of $10,943
compared to cash in the amount of $7,684 as at December 31, 2005.

Off-Balance Sheet Arrangements

Our company has no outstanding derivative financial
instruments, off-balance sheet guarantees, interest rate swap transactions or
foreign currency contracts. We do not engage in trading activities involving
non-exchange traded contracts.

Going Concern

We have suffered recurring losses from operations. The
continuation of our company as a going concern is dependent upon our company
attaining and maintaining profitable operations and raising additional capital.
The financial statements do not include any adjustment relating to the recovery
and classification of recorded asset amounts or the amount and classification of
liabilities that might be necessary should our company discontinue
operations.

Due to the uncertainty of our ability to meet our current
operating expenses and the capital expenses noted above, in their report on the
annual financial statements for the year ended December 31, 2006, our
independent auditors included an explanatory paragraph regarding concerns about
our ability to continue as a going concern. Our financial statements contain
additional note disclosures describing the circumstances that lead to this
disclosure by our independent auditors.

The continuation of our business is dependent upon us raising
additional financial support. The issuance of additional equity securities by us
could result in a significant dilution in the equity interests of our current
stockholders. Obtaining commercial loans, assuming those loans would be
available, will increase our liabilities and future cash commitments.

Recently Issued Accounting Standards

In September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements, which provides enhanced guidance for using fair value to measure
assets and liabilities. SFAS No. 157 provides a common definition of fair value
and establishes a framework to make the measurement of fair value in generally
accepted accounting principles more consistent and comparable. SFAS No. 157 also
requires expanded disclosures to provide information about the extent to which
fair value is used to measure assets and liabilities, the methods and
assumptions used to measure fair value, and the effect of fair value measures on
earnings. SFAS No. 157 is effective for financial statements issued in fiscal
years beginning after November 15, 2007 and to interim periods within those

---

- 14 -

fiscal years. The Company is currently in the process of
evaluating the effect, if any, the adoption of SFAS No. 157 will have on its
results of operations, financial position, or cash flows.

In June 2006, the Financial Accounting Standards Board ("FASB")
issued FIN 48, "Accounting for Uncertainty in Income Taxesan interpretation of
FASB Statement No. 109," which seeks to reduce the diversity in practice
associated with the accounting and reporting for uncertainty in income tax
positions. This Interpretation prescribes a comprehensive model for the
financial statement recognition, measurement, presentation and disclosure of
uncertain tax positions taken or expected to be taken in an income tax return.
FIN 48 presents a two-step process for evaluating a tax position. The first step
is to determine whether it is more-likely-than-not that a tax position will be
sustained upon examination, based on the technical merits of the position. The
second step is to measure the benefit to be recorded from tax positions that
meet the more-likely-than-not recognition threshold, by determining the largest
amount of tax benefit that is greater than 50 percent likely of being realized
upon ultimate settlement, and recognizing that amount in the financial
statements. FIN 48 is effective for fiscal years beginning after December 15,
2006. The Company is currently evaluating the impact that the adoption of FIN 48
will have on its results of operations, financial position, and cash flows.

In September 2006, the Securities and Exchange Commission
issued Staff Accounting Bulletin ("SAB") No. 108, "Considering the Effects of
Prior Year Misstatements when Quantifying Misstatements in Current Year
Financial Statements". SAB No. 108 was issued in order to eliminate the
diversity in practice surrounding how public companies quantify financial
statement misstatements. SAB No. 108 requires that registrants quantify errors
using both a balance sheet (iron curtain) approach and an income statement
(rollover) approach then evaluate whether either approach results in a misstated
amount, that, when all relevant quantitative and qualitative factors are
considered, is material. SAB No. 108 is effective for fiscal years ending after
November 15, 2006. The Company has adopted the bulletin during 2006. The
adoption did not have a material effect on results of operations, financial
position, or cash flows.

In September 2006, the FASB issued SFAS No. 158 Employers
Accounting for Defined Benefit Pension and Other Postretirement Plans, which
will require the Company to recognize the funded status of defined benefit plans
in its statement of financial position. This statement will be effective as of
the Companys year ending August 31, 2007. The Company has no defined benefit
plan and believes this SFAS will have no effect on the Company.

Application of Critical Accounting Policies

Our 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.



|Item 7. | Financial
Statements.
|------- | ---------------------

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

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

Independent Auditor's Report, dated
March 6, 2007

Audited Balance Sheets as at December
31, 2006 and December 31, 2005

Audited Statements of Operations for
the year ended December 31, 2006 and for the year ended December 31, 2005

---

- 15 -

Audited Statements of Cash Flows for
the year ended December 31, 2006 and for the year ended December 31, 2005

Audited Statements of Changes in
Stockholders' Equity (Deficiency) for the period from July 25, 2000 (Date of
Inception) to December 31, 2006

Notes to the Consolidated Financial
Statements

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
FINANCIAL STATEMENTSAS OF DECEMBER 31, 2006 AND 2005

---

VITA EQUITY INC. AND SUBSIDIARY

CONTENTS

|PAGE 1    | REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM                                                            
|--------- | -------------------------------------------------------------------------------------------------------------------
|          |                                                                                                                    
|PAGE 2    | CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2006 AND
      2005                                                 
|          |                                                                                                                    
|PAGE 3    | CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE
      INCOME FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005
|          |                                                                                                                    
|PAGE 4    | CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (DEFICIENCY)
      FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005  
|          |                                                                                                                    
|PAGE 5    | CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED
      DECEMBER 31, 2006 AND 2005                         
|          |                                                                                                                    
|PAGE 6-10 | NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER
      31, 2006 AND 2005                                  

---

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM

To the Board of Directors and Stockholders ofVita Equity
Inc. and Subsidiary

We have audited the accompanying consolidated balance sheets of
Vita Equity Inc. and Subsidiary as of December 31, 2006 and 2005 and the related
consolidated statements of operations and comprehensive income, stockholders
equity and cash flows for the years then ended. These consolidated financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these consolidated financial
statements based on our audits.

We conducted our audits in accordance with standards of the
Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audits to obtain reasonable assurance
whether the consolidated financial statements are free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the consolidated financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the financial position of
Vita Equity Inc. and Subsidiary as at December 31, 2006 and 2005 and the results
of their operations and their cash flows for the years then ended, in conformity
with accounting principles generally accepted in the United States of
America.

The accompanying consolidated financial statements have been
prepared assuming that the Company will continue as a going concern. As
discussed in Note 1 to the consolidated financial statements, although the
Company had generated income for the year ended December 31, 2006, 99% of the
Companys sales for 2006 are to one customer, a related party, and as of
December 31, 2006 it had an accumulated deficit of $13,788. Furthermore, the
company has decided to discontinue its operating business. These matters raise
substantial doubt about its ability to continue as a going concern. Managements
plans in regard to these matters are also described in Note 1. The consolidated
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.

Weinberg & Company, P.A.

Los Angeles, CaliforniaMarch 6, 2007

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
BALANCE SHEETS

|ASSETS                                                  |  
|------------------------------------------------------- | -
|                                                        |  
|                                                        |  
|                                                        |  
|CURRENT ASSETS                                          |  
|Cash                                                    | $
|ASSETS RELATED TO DISCONTINUED OPERATIONS               |  
|Accounts receivable,
      trade                        |  
|Accounts receivable, related party                      |  
|Total Assets                                            | $
|LIABILITIES AND STOCKHOLDERS
      EQUITY              |  
|CURRENT LIABILITIES                                     |  
|Accounts payable                                        | $
|Due to Stockholder                                      |  
|LIABILITIES RELATED TO DISCONTINUED OPERATIONS          |  
|Accounts payable                                        |  
|Total liabilities                                       |  
|COMMITMENTS AND CONTINGENCIES                           |  
|STOCKHOLDERS EQUITY                                    |  
|Common stock,
      $.001 par value, 105,000,000 shares |  
|authorized,
      27,762,000 shares issued              |  
|and outstanding at December 31, 2006 and 2005,          |  
|respectively                                            |  
|Deficit                                                 |  
|Accumulated other comprehensive
      income            |  
|Total
      stockholders equity                        |  
|Total liabilities and stockholders equity              | $

See accompanying notes to consolidated financial
statements.2

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF OPERATIONSAND COMPREHENSIVE INCOMEFOR THE
YEARS ENDED DECEMBER 31, 2006 AND 2005

|                                                                           |   | December 31, |   |   | December 31, |  
|-------------------------------------------------------------------------- | - | ------------ | - | - | ------------ | -
|                                                                           |   | 2006         |   |   | 2005         |  
|REVENUES                                                                   | $ | -            |   | $ | -            |  
|                                                                           |   |              |   |   |              |  
|OPERATING EXPENSES                                                         |   | 27,015       |   |   | 42,022       |  
|                                                                           |   |              |   |   |              |  
|LOSS from continuing operations                                            |   | (27,015      | ) |   | (42,022      | )
|                                                                           |   |              |   |   |              |  
|INCOME from discontinued operations                                        |   | 27,627       |   |   | 86,595       |  
|                                                                           |   |              |   |   |              |  
|NET INCOME                                                                 |   | 612          |   |   | 44,573       |  
|                                                                           |   |              |   |   |              |  
|Other comprehensive income, foreign
      currency translation adjustments |   | 847          |   |   | 1,031        |  
|                                                                           |   |              |   |   |              |  
|COMPREHENSIVE INCOME                                                       | $ | 1,459        |   | $ | 45,604       |  
|                                                                           |   |              |   |   |              |  
|NET LOSS PER COMMON SHARE, BASIC AND
      DILUTED                         | $ | -            |   | $ | -            |  
|                                                                           |   |              |   |   |              |  
|WEIGHTED AVERAGE SHARES OUTSTANDING, BASIC
      AND                       |   |              |   |   |              |  
|DILUTED                                                                    |   | 27,762,000   |   |   | 27,762,000   |  

See accompanying notes to consolidated financial
statements.3

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY)FOR THE YEAR ENDED
DECEMBER 31, 2006

|                                  |  |              |  |   |        |  |   |               |   |   | Accumulated |  |   |         |  
|--------------------------------- |  | ------------ |  | - | ------ |  | - | ------------- | - | - | ----------- |  | - | ------- | -
|                                  |  |              |  |   |        |  |   |               |   |   | Other       |  |   |         |  
|                                  |  | Common Stock |  |   |        |  |   | Comprehensive |   |   |             | 
|                                  |  | Shares       |  |   | Amount |  |   | Deficit       |   |   | Income      |  |   | Total   |  
|BALANCE, JANUARY 1, 2005          |  | 27,762,000   |  | $ | 13,220 |  | $ | (58,973       | ) | $ | 7,852       |  | $ | (37,901 | )
|                                  |  |              |  |   |        |  |   |               |   |   |             |  |   |         |  
|Foreign currency translation gain |  | -            |  |   | -      |  |   | -             |   |   | 1,031       |  |   | 1,031   |  
|                                  |  |              |  |   |        |  |   |               |   |   |             |  |   |         |  
|Net Income                        |  | -            |  |   | -      |  |   | 44,573        |   |   | -           |  |   | 44,573  |  
|                                  |  |              |  |   |        |  |   |               |   |   |             |  |   |         |  
|BALANCE, DECEMBER 31, 2005        |  | 27,762,000   |  |   | 13,220 |  |   | (14,400       | ) |   | 8,883       |  |   | 7,703   |  
|                                  |  |              |  |   |        |  |   |               |   |   |             |  |   |         |  
|Foreign currency translation gain |  | -            |  |   | -      |  |   | -             |   |   | 847         |  |   | 847     |  
|                                  |  |              |  |   |        |  |   |               |   |   |             |  |   |         |  
|Net Income                        |  |              |  |   | -      |  |   | 612           |   |   | -           |  |   | 612     |  
|                                  |  |              |  |   |        |  |   |               |   |   |             |  |   |         |  
|BALANCE, DECEMBER 31, 2006        |  | 27,762,000   |  | $ | 13,220 |  | $ | (13,788       | ) | $ | 9,730       |  | $ | 9,162   |  

See accompanying notes to consolidated financial
statements.4

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2006 AND
2005

|                                                   |   | December 31, |   |   | December 31, |  
|-------------------------------------------------- | - | ------------ | - | - | ------------ | -
|                                                   |   | 2006         |   |   | 2005         |  
|CASH FLOWS FROM OPERATING ACTIVITIES:              |   |              |   |   |              |  
|Net income                                         | $ | 612          |   | $ | 44,573       |  
|Income from discontinued operations:               |   | 27,627       |   |   | 86,595       |  
|                                                   |   |              |   |   |              |  
|Changes in operating assets and
      liabilities, |   |              |   |   |              |  
|Accounts payable                                   |   | (13,956      | ) |   | 9,879        |  
|Net
      cash used in operating activities        |   | 14,283       |   |   | 141,047      |  
|                                                   |   |              |   |   |              |  
|Change in discontinued assets (liabilities)        |   | (11,871      | ) |   | (136,008     | )
|                                                   |   |              |   |   |              |  
|CASH FLOWS FROM FINANCING ACTIVITIES:              |   |              |   |   |              |  
|Due to Stockholder                                 |   | -            |   |   | 817          |  
|                                                   |   |              |   |   |              |  
|Effect of exchange rate changes                    |   | 847          |   |   | 1,031        |  
|                                                   |   |              |   |   |              |  
|NET INCREASE IN CASH                               |   | 3,259        |   |   | 6,887        |  
|                                                   |   |              |   |   |              |  
|CASH AND CASH EQUIVALENTS, BEGINNING OF
      YEAR |   | 7,684        |   |   | 797          |  
|                                                   |   |              |   |   |              |  
|CASH AND CASH EQUIVALENTS, END OF
      YEAR       | $ | 10,943       |   | $ | 7,684        |  

See accompanying notes to consolidated financial
statements.5

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2006 AND
2005

|NOTE 1 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|------ | ------------------------------------------

Organization

Vita Equity Inc. and subsidiary (the
Company) is involved in the manufacture of custom ordered jewelry from
precious metals and precious stones. The Company currently has one full time
employee and utilizes third party contractors for the purchase of raw jewelry
materials, the design of product and manufacture of product.

Vita Equity Inc. was incorporated in
the state of Nevada on July 25, 2000. Vita Equity Inc. acquired all of the
outstanding common shares of Vita Equity Inc. (Canada) on September 20, 2000.
The Companys operations are conducted through Vita Equity Inc. (Canada).

On March 16, 2007, our Board of
Directors approved a 2.6 for one (1) forward stock split of our authorized,
issued and outstanding shares of common stock. The forward stock split was
effective with the Secretary of State of Nevada on March 22, 2007. As a result,
our authorized capital increased from 50,000,000 shares of common stock with a
par value of $0.001 to 105,000,000 shares of common stock with a par value of
$0.001. Our issued and outstanding share capital increased from 13,200,000 to
27,762,000 shares of common stock. The outstanding shares and per share
calculation have been retroactively adjusted to effect the stock split as if it
occurred at the beginning of the earliest periods presented.

Going concern

The accompanying consolidated
financial statements have been prepared in conformity with generally accepted
accounting principles in the United States of America, which contemplates
continuation of the Company as a going concern. The Company has net earnings of
$612 for the year ended December 31, 2006, 99% of the Companys sales for 2006
are to one customer, a related party, and as of December 31, 2006 the Company
had an accumulated deficit of $13,788. The company has also decided to
discontinue its jewelry operations business (see note 2). These matters raise
substantial doubt about the Companys ability to continue as a going concern.
Managements plan is to attempt to raise additional capital until such time the
Company is able to generate sufficient operating revenue. In view of these
matters, realization of certain of the assets in the accompanying consolidated
financial statements is dependent upon continued operation of the Company, which
in turn is dependent upon the Companys ability to meet its financial
requirements, raise additional capital, and the success of its future
operations. Management believes that its ability to raise additional capital
provides the opportunity for the Company to continue as a going concern. The
company has gone through a winding down of its operations, and the ability to
continue as a going concern is dependant upon the addition of profitable
operations and support from stockholders and investors.

Principles of
consolidation

The consolidated financial statements
include the accounts and operations of Vita Equity Inc. and its wholly owned
subsidiary Vita Equity Inc. (Canada). Intercompany accounts and transactions
have been eliminated in consolidation.

Use of estimates

The preparation of consolidated
financial statements in conformity with accounting principles generally accepted
in the United States of America requires management to make estimates and

7

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2006 AND
2005

assumptions that affect the reported
amounts of assets and liabilities and the disclosure of contingent assets and
liabilities at the dates of the consolidated financial statements and the
reported amounts of revenues and expenses during the reporting periods. Actual
results could differ from those estimates.

Accounts
receivable

The Company grants credit to its
customers and performs ongoing credit evaluation. The Company generally does not
require collateral or charge interest.

The Company establishes an allowance
for doubtful accounts on a case-by-case basis when it believes the required
payment of specific amounts owed is unlikely to occur after a review of
historical collection experience subsequent collections and managements
evaluation of existing economic conditions.

As of December 31, 2006, 98% of the
Companys accounts receivable was from Montecristo Jewelers Ltd., a related
party.

Revenue
recognition

Sales of completed products are
recognized when accepted by the customer, which occurs at delivery. The Company
also provides design services of jewelry pieces. Design services are billed to
customers when the design services are complete and delivered to the customer.
Allowances, including cash discounts and customer returns, are provided for at
the time the revenue is recognized based upon historical experience, current
trends in the retail industry and individual customer and product experience.
Funds collected from customers in advance of delivery and acceptance are
reflected as deposits until such time as customer accepts delivery of goods. As
the Company has discontinued its jewelry operations, sales are included in
discontinued operations.

Income taxes

The Company accounts for income taxes
under the asset and liability method. Under this method, deferred tax assets and
liabilities are recognized and measured using enacted tax rates at the balance
sheet date. Deferred tax expense or benefit is the result of changes in deferred
tax assets and liabilities. Valuation allowances are established when necessary
to reduce net deferred taxes to amounts that are more likely than not to be
realized.

7

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2006 AND
2005

Financial instruments and
certain concentrations

The carrying amounts of the Companys
financial instruments, including cash, accounts receivable, accounts payable and
due to stockholder at December 31, 2006 approximates their fair values due to
the short-term nature of these instruments.

Credit is extended to customers based
on the evaluation of their financial condition and collateral is not required.
The Company performs ongoing credit assessments of its customers and maintains
an allowance for doubtful accounts. Sales to one Canadian customer represented
99% of the Companys total sales for the year ended December 31, 2006 and two
Canadian customers represented 100% of the Companys total sales for the year
ended December 31, 2005. For the year ended December 31, 2006 and 2005, sales to
Montecristo Jewelers Ltd., a related party, accounted for 99% of the sales,
respectively (see Note 2).

The Company purchases all of its
precious metals from one vendor and its precious stones from various suppliers.
Material precious metals purchased from one vendor aggregated 64% and 62% of the
Companys total merchandise purchases for the year ended December 31, 2006 and
December 31, 2005, respectively.

Earnings (loss) per common
share

Net income (loss) per common share
(basic and diluted) is based on the net income (loss) divided by the weighted
average number of common shares outstanding during each year. Basic and diluted
earnings per share are the same as the Company does not have any common stock
equivalents on other potentially dilutive securities.

Foreign currency
translation

Assets and liabilities of the foreign
subsidiary are translated into U.S. dollars at period end exchange rates.
Capital accounts are translated into U.S. dollars at the acquisition date rates.
Income and expense items are translated at the weighted average exchange rates
for the period. Net exchange gains or losses resulting from such translations
are excluded from net income (loss) but are included in comprehensive income
(loss) and accumulated in a separate component of stockholders' equity.

Comprehensive
income

The foreign currency translation gains
and losses resulting from the translation of the consolidated financial
statements of the Company and its subsidiary expressed in Canadian dollars to
United States dollars are reported as Accumulated Other Comprehensive Income in
the accompanying Consolidated Statements of Stockholders Equity.

Other comprehensive income was $847
and $1,031 for the year ended December 31, 2006 and 2005, respectively.

Shipping and Handling
Cost

Shipping and handling costs related to
sales to customers are expensed as incurred and charged to Operating expenses.

8

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2006 AND
2005

Recent accounting
pronouncements

In September 2006, the FASB issued
SFAS No. 157, Fair Value Measurements, which provides enhanced guidance for
using fair value to measure assets and liabilities. SFAS No. 157 provides a
common definition of fair value and establishes a framework to make the
measurement of fair value in generally accepted accounting principles more
consistent and comparable. SFAS No. 157 also requires expanded disclosures to
provide information about the extent to which fair value is used to measure
assets and liabilities, the methods and assumptions used to measure fair value,
and the effect of fair value measures on earnings. SFAS No. 157 is effective for
financial statements issued in fiscal years beginning after November 15, 2007
and to interim periods within those fiscal years. The Company is currently in
the process of evaluating the effect, if any, the adoption of SFAS No. 157 will
have on its results of operations, financial position, or cash flows.

In June 2006, the Financial Accounting
Standards Board ("FASB") issued FIN 48, "Accounting for Uncertainty in Income
Taxesan interpretation of FASB Statement No. 109," which seeks to reduce the
diversity in practice associated with the accounting and reporting for
uncertainty in income tax positions. This Interpretation prescribes a
comprehensive model for the financial statement recognition, measurement,
presentation and disclosure of uncertain tax positions taken or expected to be
taken in an income tax return. FIN 48 presents a two-step process for evaluating
a tax position. The first step is to determine whether it is
more-likely-than-not that a tax position will be sustained upon examination,
based on the technical merits of the position. The second step is to measure the
benefit to be recorded from tax positions that meet the more-likely-than-not
recognition threshold, by determining the largest amount of tax benefit that is
greater than 50 percent likely of being realized upon ultimate settlement, and
recognizing that amount in the financial statements. FIN 48 is effective for
fiscal years beginning after December 15, 2006. The Company is currently
evaluating the impact that the adoption of FIN 48 will have on its results of
operations, financial position, and cash flows.

In September 2006, the Securities and
Exchange Commission issued Staff Accounting Bulletin ("SAB") No. 108,
"Considering the Effects of Prior Year Misstatements when Quantifying
Misstatements in Current Year Financial Statements". SAB No. 108 was issued in
order to eliminate the diversity in practice surrounding how public companies
quantify financial statement misstatements. SAB No. 108 requires that
registrants quantify errors using both a balance sheet (iron curtain) approach
and an income statement (rollover) approach then evaluate whether either
approach results in a misstated amount, that, when all relevant quantitative and
qualitative factors are considered, is material. SAB No. 108 is effective for
fiscal years ending after November 15, 2006. The Company has adopted the
bulletin during 2006. The adoption did not have a material effect on results of
operations, financial position, or cash flows.

In September 2006, the FASB issued
SFAS No. 158 Employers Accounting for Defined Benefit Pension and Other
Postretirement Plans, which will require the Company to recognize the funded
status of defined benefit plans in its statement of financial position. This
statement will be effective as of the Companys year ending August 31, 2007. The
Company has no defined benefit plan and believes this SFAS will have no effect
on the Company.

10

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2006 AND
2005

|NOTE 2 | DISCONTINUED OPERATIONS
|------ | -----------------------

On February 20, 2007, the Company
decided to discontinue its jewelry operations as it was not sufficiently
profitable and management had determined that prospects for the business are not
good. Management is currently concentrating its efforts on pursuing a change of
business for the Company. As such, the results of these operations have been
reflected as discontinued operations in the accompanying statements of
operations for the years ending December 31, 2006 and 2005.

Income from discontinued operations is
as follows:

| |                                     |   | December 31, |   |   | December 31, |  
| | ----------------------------------- | - | ------------ | - | - | ------------ | -
| |                                     |   | 2006         |   |   | 2005         |  
| |                                     |   |              |   |   |              |  
| | REVENUES:                           |   |              |   |   |              |  
| | Trade                               |   | 12,300       |   |   | 17,561       |  
| | Related Party                       |   | 1,799,030    |   |   | 1,275,607    |  
| | Total Revenue                       |   | 1,811,330    |   |   | 1,293,168    |  
| |                                     |   |              |   |   |              |  
| | COST OF SALES                       |   | (1,704,462   | ) |   | (1,149,036   | )
| |                                     |   |              |   |   |              |  
| | GROSS PROFIT                        |   | 106,868      |   |   | 144,132      |  
| |                                     |   |              |   |   |              |  
| | OPERATING EXPENSES                  |   |              |   |   |              |  
| | Professional fees                   |   | 13,039       |   |   | 15,868       |  
| | Management
      salaries           |   | 35,268       |   |   | 14,042       |  
| | Rent                                |   | 7,935        |   |   | 7,434        |  
| | Consulting                          |   | 22,616       |   |   | 19,824       |  
| | Agent and transfer fees             |   | -            |   |   | -            |  
| | Office                              |   | -            |   |   | -            |  
| | Bank charges and interest           |   | 383          |   |   | 369          |  
| | Total Operating
      Expenses      |   | 79,241       |   |   | 57,537       |  
| |                                     |   |              |   |   |              |  
| | INCOME from discontinued operations | $ | 27,627       |   | $ | 85,595       |  

10

---

VITA EQUITY INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2006 AND
2005

|NOTE 3 | RELATED PARTY TRANSACTIONS                          
|------ | ----------------------------------------------------
|       |                                                     
|       | Related party transactions consist of the following:

Year EndedDecember 31,
    
    
    December 31,2006
    
    
    2005Sales
    $
    1,799,030
    
    $
    1,275,607Rent
    $
    7,935
    
    $
    7,434


Related party sales represent sales to
Montecristo Jewelers Ltd., a Canadian company owned by a beneficial stockholder
of the Company. At December 31, 2006, $684,963 was due from this related party
for sales on account.

The Company leases office space from
CMMG Finance Inc., a company controlled and owned by Mr. Pasquale Cusano, who is
also the beneficial owner of Montecristo Jewelers Ltd., and Nuvo Magazine Ltd.,
a beneficial stockholder of the Company. In October 2003, the Company renewed
the lease which now expires in September 2007 and requires monthly lease
payments of $662. Included in accounts payable at December 31, 2006 and at
December 31, 2005, was $0 and $4,637, respectively, due to this related party
for rent.

Due to stockholder at December 31, 2006
and December 31, 2005 totaled $17,441 and $17,441 respectively, are non-interest
bearing, with no fixed maturity date.

11

---

VITA EQUITY INC. AND SUBSIDIARYNOTES TO
CONSOLIDATED FINANCIAL STATEMENTSAS OF DECEMBER 31, 2006 AND
2005

|NOTE 4 | INCOME TAXES
|------ | ------------

Significant components of the Companys
deferred income tax assets at December 31, 2006 and December 31, 2005 are as
follows:

December 31,
    
    
    December 31,2006
    
    
    2005Deferred income tax asset:Net operating loss carry forward
    $
    185
    
    $
    193Valuation allowance
    
    (185
    )
    
    (193
    )Net deferred income tax asset
    $
    -
    
    $
    -


The Company, based upon its history of
losses in the U.S. parent Company and managements assessment of when these
operations are anticipated to generate taxable income, has concluded that it is
more likely than not that none of the U.S. net deferred income tax assets will
be realized through future taxable earnings and has established a valuation
allowance for them.

Reconciliation of the effective income
tax rate to the U.S and Canadian statutory rates are as follows:

Year EndedDecember 31,
    
    
    December 31,2006
    
    
    2005Tax expense at the U.S. statutoryincome tax rate
    
    34%
    
    
    34%(Utilization of) increase in thevaluation allowance
    
    (34%
    )
    
    (34%
    )Effective income tax rate
    
    -
    
    
    -


Net operating loss carry forwards from
U.S. operations totaling approximately $544 federal at December 31, 2006 are
being carried forward. The net operating loss carry forwards expire at various
dates through 2024 for federal purposes.

---

|Item 8.  | Changes In and Disagreements With
      Accountants on Accounting and Financial Disclosure.
|-------- | -------------------------------------------------------------------------------------------
|         |                                                                                            
|None.    |                                                                                            
|         |                                                                                            
|Item 8A. | Controls and Procedures                                                                    

As required by Rule 13a-15 under the Exchange Act, as of the
end of the period covered by this report, being December 31, 2006, we have
carried out an evaluation of the effectiveness of the design and operation of
our company's disclosure controls and procedures. This evaluation was carried
out under the supervision and with the participation of our management,
including our president. Based upon that evaluation, our president concluded
that our disclosure controls and procedures are effective as of the end of the
period covered by this report. There have been no changes in our internal
controls over financial reporting that occurred during the period covered by
this report that have materially affected, or are reasonably likely to
materially affect our internal controls over financial reporting.

Disclosure controls and procedures are controls and other
procedures that are designed to ensure that information required to be disclosed
in our company's reports filed or submitted 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 in our reports filed under the
Exchange Act is accumulated and communicated to management, including our
president and our chief financial officer as appropriate, to allow timely
decisions regarding required disclosure.

PART III

|Item 9. | Directors, Executive Officers, Promoters and
      Control Persons; Compliance with Section 16(a) of **the Exchange
      Act.**
|------- | --------------------------------------------------------------------------------------------------------------------------------

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

Name
    Position
      Heldwith the Company
    Age
    Date First
      Elected or AppointedDwight
      Webb
    President, Chief Executive Officer, Chair and Director
    56
    August 1, 2000Mauro Baessato
    Secretary and Treasurer
    53
    August 1, 2000


Business Experience

The following is a brief account of the education and business
experience during at least the past five years of each director, executive
officer and key employee, indicating the principal occupation during that
period, and the name and principal business of the organization in which such
occupation and employment were carried out.

Dwight Webb  President, Chief Executive Officer, Chair and
Director

Mr. Webb was appointed to the Board of Directors on August 1,
2000 to serve for a term of one year. Mr. Webb was re-appointed for additional
one-year terms in each of August 2001, 2002, 2003, 2004 and 2005. Mr. Webb was
also appointed to the positions of President, Principal Executive Officer,
Principal Financial Officer and Principal Accounting Officer in August 2000 and
continues to hold these positions to the present. Mr. Webb brings over
twenty-eight years of direct jewelry experience to our Company. From
approximately May, 1995 to January 1, 2003, Mr. Webb was employed by Montecristo
Jewellers, Ltd. in Vancouver, British Columbia, Canada as a

---

- 16 -

salesperson, primarily responsible for assisting clients in
designing custom jewelry items as well as assisting clients in selecting the
appropriate loose gems and metals from which the custom piece would be made.
From approximately September of 1992 to April 2003, Mr. Webb was employed by Jem
Software Systems located in Surrey, British Columbia, Canada. Mr. Webb was the
Vertical Sales Marketer. From 1972 to 1992, Mr. Webb was employed by Peoples
Jewellers Ltd., as its British Columbia Area Manager which placed him in charge
of approximately 13 stores and over 100 employees in the Province of British
Columbia.

In addition to Mr. Webbs extensive business experience, he
successfully completed the Graduate Jeweller degree from the Canadian Jewellers
Association.

Mauro Baessato  Secretary and Treasurer

Mr. Baessato was appointed to the positions of Director,
Secretary and Treasurer on August 1, 2000, Mr. Baessato resigned from the
position of Director on April 13, 2003 but remains the treasurer and secretary
of our Company. From January 2001 to present, Mr. Baessato has been employed as
the secretary for Tryx Ventures Corp., a British Columbia corporation involved
in the exploration of resource properties. From November 1999 to March 2001, he
was a Personal Banker for the Canadian Imperial Bank of Commerce in Vancouver,
British Columbia. From August 1997 to November 1999, Mr. Baessato was the
Internet Consultant for the Italian Chamber of Commerce in Vancouver, British
Columbia and from 1994 to 1996, he held the position of Assistant Editor for
LEco DItalia newspaper in Vancouver, British Columbia.

Mr. Baessato received a certificate of completion for the
Canadian Securities Course from the Canadian Securities Institute in 1999.

Family Relationships

There are no family relationships among our directors or
officers.

Board and Committee Meetings

Our board of directors held no formal meetings during the year
ended December 31, 2006. All proceedings of the board of directors were
conducted by resolutions consented to in writing by all the directors and filed
with the minutes of the proceedings of the directors. Such resolutions consented
to in writing by the directors entitled to vote on that resolution at a meeting
of the directors are, according to the Nevada General Corporate Law and our
Bylaws, as valid and effective as if they had been passed at a meeting of the
directors duly called and held.

For the year ended December 31, 2006 our only standing
committee of the board of directors was our audit committee.

Audit Committee

Currently our audit committee consists of our Dwight Webb and
Mauro Baessato. We do not have standing nominating or compensation committees,
or committees performing similar functions. Our board of directors believe that
it is not necessary to have a standing audit or compensation committees at this
time because the functions of such committees are adequately performed by our
board of directors. There has not been any defined policy or procedure
requirements for shareholders to submit recommendations or nomination for
directors.

During fiscal 2006, there were no meetings held by this
committee. The business of the audit committee was conducted by resolutions
consented to in writing by all the sole member and filed with the minutes of the
proceedings of the audit committee.

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 401(e) of Regulation S-B, 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.

---

- 17 -

We believe that the members of our audit committee are
collectively capable of analyzing and evaluating our financial statements and
understanding internal controls and procedures for financial reporting. In
addition, 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.

Involvement in Certain Legal Proceedings

Our directors, executive officers and control persons have not
been involved in any of the following events during the past five years:

1. any bankruptcy petition filed by or against any business of
which such person was a general partner or executive officer either at the time
of the bankruptcy or within two years prior to that time;

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

3. being subject to any order, judgment, or decree, not
subsequently reversed, suspended or vacated, of any court of competent
jurisdiction, permanently or temporarily enjoining, barring, suspending or
otherwise limiting his involvement in any type of business, securities or
banking activities; or

4. being found by a court of competent jurisdiction (in a civil
action), the Commission or the Commodity Futures Trading Commission to have
violated a federal or state securities or commodities law, and the judgment has
not been reversed, suspended, or vacated.

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 fiscal year ended December 31, 2006, all filing requirements
applicable to its officers, directors and greater than 10% percent beneficial
owners were complied with.

Code of Ethics

On March 16, 2007, our company's board of directors confirmed
the adoption of our Code of Business Conduct and Ethics that applies to, among
other persons, our company's president and secretary (being our principal
executive officer, principal financial officer and principal accounting
officer), as well as persons performing similar functions. As adopted, our Code
of Business Conduct and Ethics sets forth written standards that are designed to
deter wrongdoing and to promote:

1. honest and ethical conduct, including the ethical handling
of actual or apparent conflicts of interest between personal and professional
relationships;

2. full, fair, accurate, timely, and understandable disclosure
in reports and documents that we file with, or submit to, the Securities and
Exchange Commission and in other public communications made by us;

3. compliance with applicable governmental laws, rules and
regulations;

4. the prompt internal reporting of violations of the Code of
Business Conduct and Ethics to an appropriate person or persons identified in
the Code of Business Conduct and Ethics; and

5. accountability for adherence to the Code of Business Conduct
and Ethics.

---

- 18 -

Our Code of Business Conduct and Ethics requires, among other
things, that all of our company's senior officers commit to timely, accurate and
consistent disclosure of information; that they maintain confidential
information; and that they act with honesty and integrity.

In addition, our Code of Business Conduct and Ethics emphasizes
that all employees have a responsibility for maintaining financial integrity
within our company, consistent with generally accepted accounting principles,
and federal and state securities laws. Any employee who becomes aware of any
incidents involving financial or accounting manipulation or other
irregularities, whether by witnessing the incident or being told of it, must
report it to our company. Any failure to report such inappropriate or irregular
conduct of others is to be treated as a severe disciplinary matter. It is
against our company policy to retaliate against any individual who reports in
good faith the violation or potential violation of our company's Code of
Business Conduct and Ethics by another.

Our Code of Business Conduct and Ethics was filed with the
Securities and Exchange Commission on April 14, 2006 as Exhibit 14.1 to our
annual report. We will provide a copy of the Code of Business Conduct and Ethics
to any person without charge, upon request. Requests can be sent to: Vita
Equity, Inc., 314  837 West Hastings Street, Vancouver, British Columbia V6C
3N6.

|Item 10. | Executive Compensation.
|-------- | -----------------------

The particulars of compensation paid to the following
persons:

- our principal executive officer;
- each of our two most highly compensated executive officers who were serving
  as executive officers at the end of the year ended December 31, 2006; and
- up to two additional individuals for whom disclosure would have been
  provided under (b) but for the fact that the individual was not serving as our
  executive officer at the end of the most recently completed financial year,

who we will collectively refer to as the named executive
officers, of our years ended December 31, 2006 and 2005 , are set out in the
following summary compensation table:

SUMMARY
      COMPENSATION TABLEName and
      Principal Position
    Year
    Salary
      ($)
    Bonus
      ($)
    Stock
      Awards ($)
    Option
      Awards ($)
    Non-Equity
      Incentive Plan Compensa- tion
      ($)
    Change in Pension
      Value and Nonqualified Deferred
      Compensation Earnings ($)
    All Other
      Compensa- tion ($)
    Total
      ($)Dwight Webb President and Director(1)
    2006 2005
    35,268 Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    35,268 NilMauro Baesatto Secretary and Treasurer (2)
    2006 2005
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil Nil


(1)Mr. Webb became our
president and a director of our company on August 1, 2000.(2)Mr.
Baesatto became our secretary and treasurer on August 1, 2000.

---

- 19 -

We have not entered into any employment agreements with our
directors or executive officers, however, our board of directors approved on
October 1, 2005, a management fee for Dwight Webb in the amount of $24,000 per
annum payable in equal monthly instalments of $2,000 commencing October 1,
2005.

There are no arrangements or plans in which we provide pension,
retirement or similar benefits for directors or executive officers. Our
directors and executive officers may receive stock options at the discretion of
our board of directors in the future. We do not have any material bonus or
profit sharing plans pursuant to which cash or non-cash compensation is or may
be paid to our directors or executive officers, except that stock options may be
granted at the discretion of our board of directors.

We have no plans or arrangements in respect of remuneration
received or that may be received by our executive officers to compensate such
officers in the event of termination of employment (as a result of resignation,
retirement, change of control) or a change of responsibilities following a
change of control, where the value of such compensation exceeds $60,000 per
executive officer.

Stock Options and Stock Appreciation Rights

From the date of inception (July 25, 2000 and up to December
31, 2006, we did not grant any stock options or stock appreciation rights to any
of our directors or officers and there were no stock options or stock
appreciation rights outstanding on December 31, 2006.

Director Compensation

We reimburse our directors for expenses incurred in connection
with attending board meetings We did not pay director's fees or other cash
compensation for services rendered as a director in the year ended December 31,
2006.

We have no formal plan for compensating our directors for their
service in their capacity as directors, although such directors are expected in
the future to receive stock options to purchase common shares as awarded by our
board of directors or (as to future stock options) a compensation committee
which may be established. Directors are entitled to reimbursement for reasonable
travel and other out-of-pocket expenses incurred in connection with attendance
at meetings of our board of directors. Our board of directors may award special
remuneration to any director undertaking any special services on our behalf
other than services ordinarily required of a director. No director received
and/or accrued any compensation for their services as a director, including
committee participation and/or special assignments.

|Item 11. | Security Ownership of Certain Beneficial
      Owners and Management and Related Stockholder
      **Matters.**
|-------- | ---------------------------------------------------------------------------------------------------------------

The following table sets forth, as of March 7, 2007, certain
information with respect to the beneficial ownership of our common stock by each
stockholder known by us to be the beneficial owner of more than 5% of our common
stock and by each of our current directors and executive officers. Each person
has sole voting and investment power with respect to the shares of common stock,
except as otherwise indicated. Beneficial ownership consists of a direct
interest in the shares of common stock, except as otherwise indicated.

|Name and Address of Beneficial Owner                                | Amount and Nature of Beneficial
      Ownership | Percentage of
      Class(1)
|------------------------------------------------------------------- | ----------------------------------------------- | ----------------------------
|Dwight Webb 321 Alberta Street New Westminster,
      BC V3L 3J4    | 1,475,000                                       | 11.16%                      
|Mauro Baessato 450 Friar Crescent North
      Vancouver, BC V7G 1M6 | Nil                                             | Nil                         
|Directors and Executive Officers as a Group                         | 1,475,000                                       | 11.16%                      

---

- 20 -

* Less than 2%.

(1)Based on 13,220,000 shares of common stock
issued and outstanding as of March 7, 2007. Beneficial ownership is determined
in accordance with the rules of the SEC and generally includes voting or
investment power with respect to securities. Except as otherwise indicated, we
believe that the beneficial owners of the common stock listed above, based on
information furnished by such owners, have sole investment and voting power with
respect to such shares, subject to community property laws where applicable.

Changes in Control

We are unaware of any contract or other arrangement the
operation of which may at a subsequent date result in a change in control of our
company.

|Item 12. | Certain Relationships and Related
      Transactions, and Director Independence.
|-------- | --------------------------------------------------------------------------------

We have not been a party to any transaction, proposed transaction,
  or series of transactions in which the amount involved exceeds $60,000, and
  in which, to our knowledge, any of our directors, officers, five percent beneficial
  security holder, or any member of the immediate family of the foregoing persons
  has had or will have a direct or indirect material interest.

Corporate Governance

We currently act with one (1) director, Dwight Webb.

We have determined that we do not have an independent director,
as that term is used in Rule 4200(a)(15) of the Rules of National Association of
Securities Dealers.

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 401(e) of Regulation S-B, and is "independent" as the
term is set forth in Rule 10A-3 of the Securities Exchange Act of 1934, as
amended.

We believe that the members of our audit committee are
collectively capable of analyzing and evaluating our financial statements and
understanding internal controls and procedures for financial reporting. In
addition, 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.

Audit Committee

Currently our audit committee consists of our Dwight Webb and
Mauro Baessato. We do not have standing nominating or compensation committees,
or committees performing similar functions. Our board of directors believe that
it is not necessary to have a standing audit or compensation committees at this
time because the functions of such committees are adequately performed by our
board of directors. There has not been any defined policy or procedure
requirements for shareholders to submit recommendations or nomination for
directors.

During fiscal 2006, there were no meetings held by this
committee. The business of the audit committee was conducted by resolutions
consented to in writing by all the sole member and filed with the minutes of the
proceedings of the audit committee.

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 401(e) of Regulation S-B, 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.

---

- 21 -

We believe that the members of our audit committee are
collectively capable of analyzing and evaluating our financial statements and
understanding internal controls and procedures for financial reporting. In
addition, 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.

|Item 13. | Exhibits.
|-------- | ---------

Exhibits required by Item 601 of Regulation
S-B

|Exhibit | Description                                                                                                                                                                             
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  |                                                                                                                                                                                         
|        |                                                                                                                                                                                         
|(3)     | (i) Articles of Incorporation; and (ii) Bylaws                                                                                                                                          
|        |                                                                                                                                                                                         
|3.1     | Articles of Incorporation (incorporated
      by reference from our Form SB-2 filed on September 21, 2004).                                                                             
|        |                                                                                                                                                                                         
|3.2     | Bylaws (incorporated by reference
      from our Form SB-2 filed on September 21, 2004).                                                                                                
|        |                                                                                                                                                                                         
|3.3     | Certificate of Change filed with
      the Secretary of State of Nevada on March 22, 2007 (incorporated by reference
      from our Current Report on Form 8-K filed on March 22, 2007).
|        |                                                                                                                                                                                         
|3.4     | Certificate of Correction filed
      with the Secretary of State of State of Nevada on March 19, 2007.                                                                                 
|        |                                                                                                                                                                                         
|(10)    | Material Contracts                                                                                                                                                                      
|        |                                                                                                                                                                                         
|10.1    | Assignment and Assumption Agreement
      (incorporated by reference from our Form SB-2 filed on September 21, 2004).                                                                   
|        |                                                                                                                                                                                         
|10.2    | Declaration of Trust (incorporated
      by reference from our Form SB-2 filed on September 21, 2004).                                                                                  
|        |                                                                                                                                                                                         
|(14)    | Code of Ethics                                                                                                                                                                          
|        |                                                                                                                                                                                         
|14.1    | Code of Business Conduct and Ethics
      (incorporated by reference from our Annual Report on Form 10-KSB filed on
      April 14, 2004).                                              
|        |                                                                                                                                                                                         
|(31)    | Rule 13a-14(a)/15d-14(a) Certifications                                                                                                                                                 
|        |                                                                                                                                                                                         
|31.1*   | Section
      302 Certification under Sarbanes-Oxley Act of 2002                                                                                                                        
|        |                                                                                                                                                                                         
|(32)    | Section 1350 Certifications                                                                                                                                                             
|        |                                                                                                                                                                                         
|32.1*   | Section
      906 Certification under Sarbanes-Oxley Act of 2002                                                                                                                        

* Filed herewith.

**Certain parts of this document have not been disclosed and
have been filed separately with the Secretary, Securities and Exchange
Commission, and is subject to a confidential treatment request pursuant to Rule
24b-2 of the Securities Exchange Act of 1934.

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

Audit Fees

---

- 22 -

For the fiscal years ended December 31, 2006 and 2005, the
aggregate fees billed by Weinberg & Company, P.A. for professional services
rendered for the audit of our annual consolidated financial statements included
in our annual report on Form 10-KSB were $22,390 and $34,100, respectively.

Audit Related Fees

For the fiscal years ended December 31, 2006 and 2005, the
aggregate fees billed for assurance and related services by Weinberg &
Company, P.A. relating to the performance of the audit of our financial
statements which are not reported under the caption "Audit Fees" above, was $nil
and $nil, respectively.

Tax Fees

For the fiscal years ended December 31, 2006 and 2005, the
aggregate fees billed by Weinberg & Company, P.A. for other non-audit
professional services, other than those services listed above, totalled $nil and
$nil, respectively.

We do not use Weinberg & Company, P.A. for financial
information system design and implementation. These services, which include
designing or implementing a system that aggregates source data underlying the
financial statements or generates information that is significant to our
financial statements, are provided internally or by other service providers. We
do not engage Weinberg & Company, P.A. to provide compliance outsourcing
services.

Effective May 6, 2003, the Securities and Exchange Commission
adopted rules that require that before Weinberg & Company, P.A. is engaged
by us to render any auditing or permitted non-audit related service, the
engagement be:

- approved by our audit committee (which consists of our entire board of
  directors); or
- entered into pursuant to pre-approval policies and procedures established
  by the board of directors, provided the policies and procedures are detailed
  as to the particular service, the board of directors is informed of each
  service, and such policies and procedures do not include delegation of the
  board of directors' responsibilities to management.

The 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.

The board of directors has considered the nature and amount of
fees billed by Weinberg & Company, P.A. and believes that the provision of
services for activities unrelated to the audit is compatible with maintaining
Weinberg & Company, P.A.'s independence.

---

- 23 -

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.

VITA EQUITY INC.

By: /s/ Dwight WebbDwight WebbPresident and
Director(Principal Executive Officer, Principal Financial Officerand
Principal Accounting Officer)Date: April 2, 2007

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.

By: /s/ Dwight WebbDwight WebbPresident and
Director(Principal Executive Officer, Principal Financial Officerand
Principal Accounting Officer)Date: April 2, 2007

---