UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



AMENDMENT NO.
2
TO

FORM 10-K



ANNUAL REPORT PURSUANT TO SECTION
13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934



For the fiscal year ended December
31, 2016



Commission File No. 000-54126



ALPHA NETWORK ALLIANCE VENTURES INC.

(Exact name of registrant as specified
in its charter)



|Delaware                        | 45-1649826         
|------------------------------- | -------------------
|(State or other jurisdiction of | (I.R.S. Employer   
|incorporation or organization)  | Identification No.)



11801 Pierce St., 2nd Floor

Riverside, California 92505

(Address of principal executive offices,
zip code)



(888) 770-5084

(Registrant’s telephone number,
including area code)





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



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

None



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

Common Stock, $.0001 par value



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



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



Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes☑ No☐



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files) Yes☐
No☑







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



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



|Large accelerated filer☐ | Accelerated filer☐ | Non-accelerated filer☐     | Smaller reporting company☑
|------------------------ | ------------------ | -------------------------- | --------------------------
|                         |                    | (Do not check if a smaller |                           
|                         |                    | reporting company)         |                           



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



At June 30, 2016, the last business
day of the Registrant’s most recently completed second fiscal quarter, the aggregate market value of the voting common stock
held by non-affiliates of the Registrant (without admitting that any person whose shares are not included in such calculation is
an affiliate) was approximately $439,428.   At April 13, 2017, there were 113,405,751 shares of the Registrant’s
common stock, par value $0.0001 per share, outstanding.



EXPLANATORY NOTE



Alpha Network Alliance Ventures
Inc. hereby amends its Annual Report on Form 10-K, for the fiscal year ended December 31, 2016, solely to include a revised report
from our independent registered public accounting firm that covers all period presented, including, as of and for the year ended
December 31, 2015. There are no other changes to the original Form 10-K filed on April 17, 2017. This Amendment No. 2 to Form 10-K
does not reflect events occurring after the filing of the original Form 10-K on April 17, 2017, or modify or update the disclosures
therein in any way other than as required to reflect the amendment set forth herein.



Pursuant to Rule 12b-15 under
the Securities Exchange Act of 1934, as amended, this Amendment No. 2 to Form 10-K also contains new certifications pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002, which are attached hereto.











ALPHA NETWORK ALLIANCE VENTURES INC.

TABLE OF CONTENTS



|            |  |                                                                                                                  | Page No.
|----------- |  | ---------------------------------------------------------------------------------------------------------------- | --------
|            |  |                                                                                                                  |         
|            |  | PART
    I                                                                                                       |         
|            |  |                                                                                                                  |         
|Item 1.     |  | Business                                                                                                         | 1       
|Item 1A.    |  | Risk
    Factors                                                                                                 | 5       
|Item 1B.    |  | Unresolved
    Staff Comments                                                                                    | 5       
|Item 2.     |  | Properties                                                                                                       | 5       
|Item 3.     |  | Legal
    Proceedings                                                                                            | 6       
|Item
    4. |  | Mine
    Safety Disclosures                                                                                      | 6       
|            |  |                                                                                                                  |         
|            |  | PART
    II                                                                                                      |         
|            |  |                                                                                                                  |         
|Item 5.     |  | Market
    for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 6       
|Item 6.     |  | Selected
    Financial Data                                                                                      | 7       
|Item 7.     |  | Management’s
    Discussion and Analysis of Financial Condition and Results of Operations                        | 7       
|Item 7A.    |  | Quantitative
    and Qualitative Disclosures About Market Risk                                                   | 9       
|Item 8.     |  | Financial
    Statements and Supplementary Data                                                                  | 10      
|Item 9.     |  | Changes
    in and Disagreements with Accountants on Accounting and Financial Disclosure                         | 11      
|Item 9A.    |  | Controls
    and Procedures                                                                                      | 11      
|Item 9B.    |  | Other
    Information                                                                                            | 12      
|            |  |                                                                                                                  |         
|            |  | Part
    III                                                                                                     |         
|            |  |                                                                                                                  |         
|Item 10.    |  | Directors,
    Executive Officers and Corporate Governance                                                       | 12      
|Item 11.    |  | Executive
    Compensation                                                                                       | 15      
|Item 12.    |  | Security
    Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters               | 16      
|Item 13.    |  | Certain
    Relationships and Related Transactions, and Director Independence                                    | 17      
|Item 14.    |  | Principal
    Accounting Fees and Services                                                                       | 17      
|            |  |                                                                                                                  |         
|            |  | Part
    IV                                                                                                      |         
|            |  |                                                                                                                  |         
|Item 15.    |  | Exhibits
    and Financial Statement Schedules                                                                   | 18      
|            |  | Signatures                                                                                                       | 19      











FORWARD-LOOKING STATEMENTS



This Annual Report on Form 10-K of Alpha
Network Alliance Ventures Inc., a Delaware corporation, contains “forward-looking statements,” as defined in the United
States Private Securities Litigation Reform Act of 1995.  In some cases, you can identify forward-looking statements by terminology
such as “may”, “will”, “should”, “could”, “expects”, “plans”,
“intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential”
or “continue” or the negative of such terms and other comparable terminology.  These forward-looking statements
include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures
as we pursue our business plan, and the adequacy of our available cash resources.  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.  Actual results may differ materially from the predictions discussed in these forward-looking statements. 
The economic environment within which we operate could materially affect our actual results.



Our management has included projections
and estimates in this Form 10-K, which are based primarily on management’s experience in the industry, assessments of our
results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with
the SEC or otherwise publicly available.  We caution readers not to place undue reliance on any such forward-looking statements,
which speak only as of the date made.  We disclaim any obligation subsequently to revise any forward-looking statements to
reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated
events.



All references in this Form 10-K to
the  “Company”, “Alpha Network Alliance Ventures”, “we”, “us,” or “our”
are to Alpha Network Alliance Ventures Inc.



PART I



|ITEM 1. | BUSINESS
|------- | --------



We were incorporated in the State of
Delaware on August 12, 2010, are a development stage company, and had revenues of $59,463 at December 31, 2016. The revenues are
cost of goods sold and are receivables. At December 31, 2016, we had total assets of $89,050, consisting of cash of $10,833, and
accounts receivable of $61,836. Our total liabilities at December 31, 2016, were $1,371,212.



Since March 2011 we have been, and presently
are, engaged in the development of a social networking website, www.kababayanko.com, for overseas workers from the Philippines
and others who share or are interested in their lifestyle. Our fiscal year end is December 31, and we have no subsidiaries. Our
social networking website aims to provide overseas workers from the Philippines with a platform to share their overseas working
and living experiences, and interact with a community of Filipino overseas workers from around the world. The address of our principal
executive office is 11801 Pierce St., 2nd Floor, Riverside, California 92505. Our telephone number is (888) 770-5084. We have a
website located at www.kababayanko.com



Eleazar Rivera has served as our President,
Secretary, Treasurer and a Director from March 29, 2011, until the current date. Our board of directors is comprised of one person:
Eleazar Rivera



We are authorized to issue 8,000,000,000
shares of common stock, par value $.0001 per share, and 2,000,000,000 shares of “blank check” preferred stock, par
value $.0001 per share.



We operate a social networking website
that focuses on building online communities of overseas workers from the Philippines. Our website, www.kababayanko.com, enables
overseas workers from the Philippines and others who share or are interested in their lifestyle to chat, post pictures and videos,
share experiences and make voice calls. Our website, www.kababayanko.com, is accessible, was publicly launched in May 2012, has
approximately 100 members and approximately 13,700 “likes” on Facebook. kababayanko.com is enabled to allow members
and visitors to select a display our website in Tagalog, Cebuano, Ilocano and other languages of the Philippines, English, Chinese
and other languages.



1






We plan to generate revenues through
the sale of our premium package services, which allows members of other popular social networking sites such as Facebook, Twitter
and LinkedIn, to join our website with their current username without the need to register as new members on our website, at a
cost of $12.50 to $125.00 per year and (ii) advertising space on our website.



We plan to focus our efforts on driving
visitors to our website by promoting our website with Google Adwords and making our website more accessible to visitors from other
social networks such as Facebook and Twitter and by adding language translations to foreign visitors. We will also attempt to generate
revenues by negotiating agreements with third-party merchants to display their goods on our site and pay us a commission if our
visitors purchase their products. We have identified some merchants who currently offer their products through our online store,
but plan to identify and enter into selling arrangements more merchants, though there can be no assurance that we will be able
to once we reach this stage in our business development.



Provided we raise sufficient proceeds
from the offering, although there can be no assurance at the present time, we expect to start generating revenues within 4 to 6
months following launch.



We are in the early stage of our business
plan. We currently have little revenues and few premium members of our website. Our activities to date have been limited to organizational
matters, development of our business plan, development of our website, and efforts related to becoming a publicly traded company.



Our offices are currently located at 11801 Pierce St., 2nd
Floor, Riverside, California 92505.



SOCIAL NETWORKING WEBSITES, GENERALLY



Social networking websites provide internet
users with services that allow them to form, join, or participate in online communities and to communicate with others regarding
common interests and pursuits. Social networking websites have experienced increasing popularity in the last decade, and many sites
have grown into broad networks encompassing tens of millions of users. Our management believes that the popularity of general interest
social networking sites, such as Facebook, has opened the door for more specialized and exclusive services that cater to special
interest groups.



OUR WEBSITE



We have acquired web hosting space for
our website at the cost of approximately $500 per month. Our website, at www.kababayanko.com is accessible and fully operational.
To date our website has the following functions and services:



| | • | Member Profiles: Subscribers can customize their profile pages with their own design, using profile applications, and may choose to make their profile public or private to other subscribers;
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | • | Photos and Videos: Subscribers can upload and share photos and videos;
| | - | ----------------------------------------------------------------------



| | • | Voice Calling: Subscribers can place voice calls, using our VOIP platform, to other persons;
| | - | --------------------------------------------------------------------------------------------



| | • | Chat and Discussion Forum: Subscribers can chat in real-time with other subscribers and single or multi-threaded discussion forum with categories, photos and attachments; and
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | • | Karaoke services, competitions and challenges: These karaoke features can be linked to Youtube.
| | - | -----------------------------------------------------------------------------------------------



We have developed our own voice calling
and karaoke modules and platforms through the use of independent contractor software programmers, which became operational for
our members in August 2012. A have a connection from the data center from our website, www. kababayanko.com to the main data center
of our telecom data center.



2






EBID SERVICES



Our EBID services allow our members
to open their own online stores on our website where they can sell items, receive payments, and manage the appearance of their
store fronts, as they appear on our website.



We operate our EBID services by allowing
our members to list items for sale to be purchased immediately, for sale to this highest bidder, or both. We plan to generate revenues
through this service by charging sellers who use it a 10% sales commission for each item sold. Our members who use our EBID services
can enter a length (in days) to list an item for sale, upload photos, categorize, set a price for immediate purchase (and bidding
reserve), enter item location, provide a description, and purchase listing enhancements like bold, italic, highlighted, and/or
pay to feature their listing. The item will be active until the time expires or until the quantity is sold, whichever comes first.
While the item is being offered for sale, other site prospective purchasers will be able to either bid on the item or immediately
purchase the item. After a purchaser has decided to purchase an item(s) with by way of bid, or when they are checking out by way
of immediate purchase, our EBID services will ask the purchaser of the item for shipping information, any item configuration options,
and direct to pay the seller. Payments are made by the purchase of the item through a gateway on our website. Once a purchaser
has made payment, we charge the seller a 10% sales commission which we retain, and 90% of the sales price is directed to the seller.



We have never declared bankruptcy, never
been in receivership, and have never been involved in any legal action or proceedings. Since becoming incorporated, we have not
made any significant purchase or sale of assets, nor have we been involved in any mergers, acquisitions or consolidations. Neither
the Company, nor our officers, directors, promoters or affiliates, has had preliminary contact or discussions with, nor do we have
any present plans, proposals, arrangements or understandings with any representatives of the owners of any business or company
regarding the possibility of an acquisition or merger.



REVENUE MODEL



PREMIUM PACKAGE SERVICES



Visitors to our website are able review
posts and search general sections of the website for free. However, members are charged $12.50 to $125.00 per year if they would
like to use our premium package services, which includes advertising, selling goods and services on our market place, VOIP calling
and, in approximately August 2012, karaoke features. The extra features available to subscribers of our premium package services
will include the ability to start a personal blog on our website, for example.



ADVERTISEMENT SPACE



One of the major benefits of advertising
on a social networking site is that advertisers can take advantage of the users’ demographic information and target their
ads appropriately. We intend to sell advertisement space to companies who are interested in targeting our subscribers. We anticipate
that interested advertisers will include (i) money remittance agencies targeting overseas Filipino workers, (ii) real estate agencies
in the Philippines targeting overseas Filipino workers who intend to purchase real estate upon their return to the Philippines,
(iii) merchants in the Philippines targeting overseas Filipino workers who purchase gifts for delivery to their families in the
Philippines, (iv) employers recruiting Filipinos to work outside of the Philippines, and (v) suppliers of lifestyle products and
services catering to our target market. We intend to sell advertising space on our website, through Connection Junction at a rate
of $0.15 per click of an ad appearing on the website. Advertisements will appear on all of our web pages in a vertically oriented
sidebar or in banners across the webpage.



Additionally, we intend in the future
to participate in the Google AdSense service. Google AdSense is a free service, which displays text-only ads that correspond to
the keywords of the content of the page on which the ad is shown. Each time a user of a host website clicks on an AdSense advertisement,
Google provides a flat fee to the operators of that website on behalf of the applicable advertiser. We were experimenting with
the integration of “dummy” advertisements by Google with our social network website, and we have since removed these
advertisements. We have not yet applied to Google AdSense program but do intend to do so once our website has been publicly launched.
We did not generate any AdSense related income and since Google pays a different fee rate according to the niche your website occupies,
we do not yet know what this fee will be.

3






SALE OF THIRD-PARTY GOODS



We plan to offer our members a marketplace
service to sell goods, such as, clothes, handbags and fashion accessories. We will display on our website ads to items that are
available for purchase, these ads will be linked to the merchant’s store, once a member of our site clicks on it he will
be redirected to the merchant’s store to complete the purchase, once the sale is completed we will be paid a commission by
the merchant. We have not yet identified potential merchants, with the exception of several selling handbags and clothing.



COMPETITION AND COMPETITIVE STRATEGY



The social networking website industry
is highly competitive and, at times, subject to rapidly changing consumer preferences and industry trends. Competition is generally
a function of the website’s brand strength and the success of its marketing strategies, its user capacity and reliability,
and its ability to accommodate and integrate evolving technology and features (such as smart-phone or Twitter compatibility, for
example). Additionally, with regard to the online retail component of our business, competition is generally a function of the
assortment and continuity of merchandise selection offered, reliable order fulfillment and delivery, and the level of brand support
for products offered.



We will be required to compete with
a large number of niche social networking and merchandising websites, many of which have significantly greater resources than we
do. Many of our competitors also have the ability to develop and market products and services similar to (and competitive with)
our products and services. Specifically, we compete with the major niche social networking websites such as Facebook and Twitter.
We also compete with several smaller niche social websites brands such as sosyalan.com, risingstars.ph and greatpinoy.com. We believe
that we are currently one of the smallest in the industry, as we currently have only a nominal web presence and no revenues from
our main business operations.



Management believes we can offset any
such competitive disadvantages by being a price leader in the marketplace, first by offering free access to our website, and thereafter
by offering more competitively priced premium package services. Initially, general subscriptions to our site are free and premium
package subscriptions are approximately $12.50 to $125.00 per year. We will also seek to differentiate ourselves by providing our
subscribers with more attractive social network features, such as tools for subscribers to easily communicate with each other.



MARKETING & SALES STRATEGY



The use of Internet is continuing to
evolve as a global platform for doing business. Our major focus in the first year will be to use Google Adwords program in order
to drive traffic to our own website. We plan to take advantage of the well established Google Adwords marketing program which places
online ads on the search result pages of Internet users. Google uses an advertising methodology referred to as cost-per-click (“CPC”)
in its Adwords program. Using this strategy will allow us to design our own ads, and to select target locations such as a city
or state and use keywords in our ads. A keyword is a word that is used by an Internet user who is performing an online search to
find out information on a specific topic.



Our primary target market is focused
on Internet users who already participate in social networking websites. With CPC advertising, we only pay for the number of actual
clicks on our advertisement. Each time someone clicks on our Google ad they will be redirected to our web site. A CPC-based advertising
strategy is cost effective because an advertiser only pays for the leads they receive. The CPC marketing campaign is an integral
part of our long term strategy. Our marketing campaign will monitor daily statistics and track favorite topics in order to quickly
get in synch with our Internet audience. This is a significant part of our branding strategy.



ONLINE ADVERTISING



The majority of our advertising and
promotional activities will be concentrated on an online advertising campaign using Google Adwords. We have selected Google because
of its success and popularity for web users wishing to find something using an internet search. The Google Adwords program will
allow us to customize the text of our advertisements, the frequency of each advertisement’s appearance, and the length of
the advertising contract. For our purposes, we believe that this will give us the maximum amount of flexibility and allow us to
closely monitor the costs of the marketing campaign.



4






We currently do not have the ability
to advertise on mobile devices because we do not have a software application (or “app”) for mobile devices. The fact
that we do not have a software application able to support advertising on mobile devices will likely mean that we will have less
advertising revenue that if we have had such a software application. We have planned for the development of such an application
in the first three line items of our Use of Proceeds table on page 15. The first three line items are: OCW (Overseas Contract Workers)
Social Networking Site, Global Karaoke Social Networking Sites and EBID services, and much of the software code which needs to
be developed for those three line items is the same software code we need for a software application which supports advertising
on mobile devices. We expect the total development cost to be approximately $300,000. There can be no assurance that we will raise
the approximately $300,000 required to develop a software application which supports advertising on mobile devices.



EMAIL ADVERTISING CAMPAIGN



We anticipate that an information style
email advertising campaign may help to enhance our online advertising campaign and bring us into direct contact with people who
are interested in using our services. In this regard, we are considering acquiring email lists, which may be done on an incremental
basis so as not to incur a large expense before determining whether an email campaign works and meets our expectations.



We have budgeted a minimum of $10,000
and a maximum of $20,000 for advertising, marketing and sales during the 12 months following completion of this Offering. We intend
to hire a marketing manager to be responsible for managing all of our marketing and sales activities.



SOURCES AND AVAILABILITY OF PRODUCTS AND SUPPLIES



We will be developing our own website,
and the distribution of our website services will be over the Internet. We intend to engage the services of independent contractors
in relation to web design and programming as we may require. We believe there are no constraints on the sources or availability
of products, supplies, or suppliers related to our business.



DEPENDENCE ON ONE OR A FEW MAJOR CUSTOMERS



Our website will be available to the
general public over the Internet. Initially, general subscriptions will be free, and premium package subscriptions will be $12.50
to $125.00 per year. As our subscription fees will be priced for mass market consumption, we do not anticipate dependence on one
or a few major customers for the foreseeable future.



EMPLOYEES



Eleazar Rivera, our President and sole director, is our only
employee.



OUR EXECUTIVE OFFICES



Our executive offices are located at 11801 Pierce St., 2nd
Floor, Riverside, California 92505.



|ITEM 1A. | RISK FACTORS
|-------- | ------------



As a “smaller reporting company,”
as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.



|ITEM 1B. | UNRESOLVED STAFF COMMENTS
|-------- | -------------------------



None.



|ITEM 2. | PROPERTIES
|------- | ----------



Our current business address is 11801
Pierce St., 2nd Floor, Riverside, California 92505.  We believe that this space is adequate for our current needs. Our telephone
number is (888) 770-5084.

5






|ITEM 3. | LEGAL PROCEEDINGS
|------- | -----------------



We are not currently involved in any
legal proceedings and we are not aware of any pending or potential legal actions.



|ITEM 4. | MINE SAFETY DISCLOSURES.
|------- | ------------------------



None.



PART II



|ITEM 5. | MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS MARKET INFORMATION
|------- | ----------------------------------------------------------------------------------------



Our shares of common stock are quoted
on the OTCQB tier of the OTC Markets Group, Inc. under the stock symbol “ANAV”. The following table shows the reported
high and low closing bid prices per share for our common stock based on information provided by the OTCQB. The over-the-counter
market quotations set forth for our common stock reflect inter-dealer prices, without retail mark-up, mark-down or commission and
may not necessarily represent actual transactions.



|                                      |  | BID PRICE PER SHARE
|------------------------------------- |  | -------------------
|                                      |  |                    
|                                      |  |                    
|Three Months Ended December 31, 2016  |  |                    
|Three Months Ended September 30, 2016 |  |                    
|Three Months Ended June 30, 2016      |  |                    
|Three Months Ended March 31, 2016     |  |                    
|Three Months Ended December 31, 2015  |  |                    
|Three Months Ended September 30, 2015 |  |                    
|Three Months Ended June 30, 2015      |  |                    
|Three Months Ended March 31, 2015     |  |                    



Holders



As of December 31, 2016 the Company
had 113,405,751 shares of common stock issued and outstanding held by approximately 70 holders of record.



Dividends



Historically, we have not paid any dividends
to the holders of our common stock and we do not expect to pay any such dividends in the foreseeable future as we expect to retain
our future earnings for use in the operation and expansion of our business.



Transfer Agent



Our transfer agent is Globex Transfer,
LLC (“Globex Transfer”), whose address is 780 Deltona Blvd., Suite 202, Deltona, Florida 32725. Globex Tranfer’s
telephone number is (813) 344-4490.



Recent Sales of Unregistered Securities



None.



Securities Authorized for Issuance
Under Equity Compensation Plans



We have not established any compensation
plans under which equity securities are authorized for issuance.



6






Purchases of Equity Securities by
The Registrant and Affiliated Purchasers



We did not purchase any of our shares
of common stock or other securities during the year ended December 31, 2016.



|ITEM 6. | SELECTED FINANCIAL DATA
|------- | -----------------------



As a “smaller reporting company,” as defined
in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.



|ITEM 7. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|------- | -------------------------------------------------------------------------------------



Results of Operations



For the year ended December 31, 2016,
we generated revenues of $59,463. The revenues are cost of goods sold and are receivables. For the year ended December 31, 2015,
we generated revenues of $56,924. Our revenues were generated in 2016 and 2015, were primarily from the sale of the food supplements
on an on-line marketplace.



Our gross profits for the year ended
December 31, 2016 were $21,288, as compared to gross profits of $8,937 for the year ended December 31, 2015.



For the year ended December 31, 2016, we incurred total operating expenses of $379,072, consisting of marketing
expenses of $244, wages of $301,500, rent of $1,593, travel of $25,289, professional fees of $27,376, office supplies of $456,
computer and internet costs of $15,879, and other general and administrative expense of $24,735. For the year ended December 31,
2015, we incurred expenses of $504,772, consisting of marketing expenses of $586, stock based compensation of $101,600, wages of
$315,900, rent of $672, travel of $23,522, professional fees of $34,836, office supplies of $1,667, computer and internet costs
of $11,119, and other general and administrative expense of $14,870. Accordingly, our total operating expenses for the year ended
December 31, 2016, were $107,700 less than for December 31, 2015. The decrease in operating expenses was due primarily to a decrease
in our stock-based compensation decreased by 100% from $101,600 in fiscal 2015 to $0 in fiscal 2016.



We incurred net losses of $375,784
and $527,093 for the years ended December 31, 2016 and 2015, respectively. The following table provides selected financial data
about our company for the years ended December 31, 2016 and 2015.



|Balance Sheet Data             |  | December 31, 2016 |            | December 31, 2015
|------------------------------ |  | ----------------- | ---------- | -----------------
|Cash and Cash Equivalents      |  | $                 | 10,833     |                  
|Total Assets                   |  | $                 | 89,050     |                  
|Total Liabilities              |  | $                 | 1,371,212  |                  
|Shareholders’ Equity (Deficit) |  | $                 | (1,282,162 | )                



7






Going Concern



Alpha Network Alliance Ventures Inc.
is a development stage company and currently has limited operations. Our independent auditor has issued an audit opinion for Alpha
Network Alliance Ventures which includes a statement raising substantial doubt as to our ability to continue as a going concern.



Liquidity and Capital Resources



Our cash balance at December 31, 2016
was $10,833 with $1,371,212 in outstanding liabilities. Total expenditures over the next 12 months are expected to be approximately
$3,750,000, in order to complete our 12-month plan of operation, more fully described below in the section titled, “Plan
of Operation.” If we experience a shortage of funds prior to generating revenues from operations we may utilize funds from
our director, who has informally agreed to advance funds to allow us to pay for operating costs, however they have no formal commitment,
arrangement or legal obligation to advance or loan funds to us. Management believes our current cash balance will not be sufficient
to fund our operations for the next twelve months.



Plan of Operation



Our plan of operation over the next
12-month period is as follows:



|                                                       | Estimatedamount needed($) | Estimatedamount needed($) | Estimatedamount needed($) | Estimatedamount needed($)
|------------------------------------------------------ | ------------------------- | ------------------------- | ------------------------- | -------------------------
|Product
    Development Planned Activity               |                           |                           |                           |                          
|OCW (Overseas Contract Workers) Social Networking Site | 75,000                    | 150,000                   | 225,000                   | 300,000                  
|Global Karaoke Social Networking Sites                 | 75,000                    | 150,000                   | 225,000                   | 300,000                  
|EBID services                                          | 50,000                    | 100,000                   | 150,000                   | 200,000                  
|PC/MAC
and Mobile VOIP Provider (All Mobiles Systems)  | 100,000                   | 200,000                   | 300,000                   | 400,000                  
|Global Social Market Place Platform                    | 25,000                    | 50,000                    | 75,000                    | 100,000                  
|Healthy Aging Social Channel                           | 75,000                    | 150,000                   | 225,000                   | 300,000                  
|Web/graphic design                                     | 60,000                    | 120,000                   | 180,000                   | 240,000                  
|Equipment/servers                                      | 35,000                    | 70,000                    | 105,000                   | 140,000                  
|VoIP connectivity fees                                 | 25,000                    | 50,000                    | 75,000                    | 100,000                  
|Sales/marketing Assistant                              | 75,000                    | 150,000                   | 225,000                   | 300,000                  
|Marketing & Company collateral                         | 125,000                   | 250,000                   | 375,000                   | 500,000                  
|Media Advertising                                      | 50,000                    | 100,000                   | 150,000                   | 200,000                  
|Office Lease                                           | 20,000                    | 40,000                    | 60,000                    | 80,000                   
|Office Equipment                                       | 15,000                    | 30,000                    | 45,000                    | 60,000                   
|Offices Expenses                                       | 42,500                    | 85,000                    | 127,500                   | 170,000                  
|Telephone                                              | 7,500                     | 15,000                    | 22,500                    | 30,000                   
|Miscellaneous/contingency                              | 37,500                    | 75,000                    | 112,500                   | 150,000                  
|Legal and Accounting                                   | 37,500                    | 75,000                    | 112,500                   | 150,000                  
|Transfer Agent                                         | 1,500                     | 2,000                     | 2,500                     | 3,000                    
|Contingency                                            | 6,000                     | 13,000                    | 20,000                    | 27,000                   
|TOTALS                                                 | $937,500                  | $1,875,000                | $2,812,500                | $3,750,000               



8






We currently do not have any agreements
or arrangements regarding financing our plan of operation, and we may not be able to obtain financing when required. Our future
is dependent upon our ability to obtain further financing, the successful development of our planned business consulting services,
a successful marketing and promotion program, and achieving a profitable level of operations. 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. There are no assurances
that we will be able to obtain further funds required for our continued operations. Even if additional financing is available,
it may not be available on terms we find favorable. At this time, there are no anticipated sources of additional funds in place.
Failure to secure the needed additional financing will have an adverse effect on our ability to remain in business.



OFF BALANCE SHEET TRANSACTIONS



We have had no off balance sheet transactions.



OFF-BALANCE SHEET ARRANGEMENTS



We have no off-balance sheet arrangements.



|ITEM 7A. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|-------- | ----------------------------------------------------------



As a “smaller reporting company,”
as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.





9




|ITEM 8. | FINANCIAL STATEMENTS
|------- | --------------------



ALPHA NETWORK ALLIANCE VENTURES, INC.

A Development Stage Company

Table of Contents





|Report of Independent Registered
    Public Accounting Firm |  | F-1
|----------------------------------------------------------- |  | ---
|                                                            |  |    
|Balance Sheets:                                             |  |    
|December 31, 2016 and December 31, 2015                     |  | F-2
|                                                            |  |    
|Statements of Operations:                                   |  |    
|For the year ended December 31, 2016 and 2015               |  | F-3
|                                                            |  |    
|Statements of Cash Flows:                                   |  |    
|For the year ended December 31, 2016 and 2015               |  | F-4
|                                                            |  |    
|Statement of Shareholders' Deficit                          |  | F-5
|                                                            |  |    
|Notes to Financial Statements:                              |  |    
|December 31, 2016 and 2015                                  |  | F-6
|                                                            |  |    



10








REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM







To the Audit Committee of the
Board of Directors and Shareholders of
Alpha Network Alliance Ventures Inc.



We have audited the accompanying
consolidated balance sheets of Alpha Network Alliance Ventures Inc.(the “Company”) as of December 31, 2016 and 2015,
and the related consolidated statements of income and comprehensive income, changes in stockholders’ equity and cash flows
for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility
is to express an opinion on these financial statements based on our audit.



We conducted our audits in accordance
with the standards of the Public Company Accounting Oversight Board (Untied States). Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company
is not required to have, nor were we engaged to perform, an audit of internal control over financial reporting. Our audit included
consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over
financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, 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 financial
statements referred to above present fairly, in all material respects, the financial position of Alpha Network Alliance Ventures
Inc. as of December 31, 2016 and 2015, 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 financial statements
have been prepared assuming the Company will continue as a going concern. As discussed in Note #2 to the financial statements,
although the Company has limited operations it has yet to attain profitability. This raises substantial doubt about its ability
to continue as a going concern. Management’s plan in regard to these matters is also described in Note #2. The financial
statements do not include any adjustments that might result from the outcome of this uncertainty.





/s/ Yu Certified Public Accountant PC



New York, New York

October 12, 2017



Certified Public Accountants

149 Madison Avenue, Suite 1128, New
York NY 10016

Tel: 347-618-9237, 718-813-2130

Email: Info@ywlcpa.com





F-1




ALPHA NETWORK ALLIANCE VENTURES,
INC.

A Development Stage Company

Balance Sheets

Audited






|                                                                                                                                            |  | December  31, |            | December  31,
|------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ---------- | -------------
|                                                                                                                                            |  | 2016          |            | 2015         
|                                                                                                                                            |  |               |            |              
|ASSETS                                                                                                                                      |  |               |            |              
|Current
    assets:                                                                                                                         |  |               |            |              
|Cash                                                                                                                                        |  | $             | 10,833     |              
|Accounts
    receivable                                                                                                                     |  |               | 61,836     |              
|Inventory                                                                                                                                   |  |               | —          |              
|Total
    current assets                                                                                                                    |  |               | 72,669     |              
|                                                                                                                                            |  |               |            |              
|Property
    and equipment, net                                                                                                             |  |               | 16,381     |              
|                                                                                                                                            |  |               |            |              
|Total
    assets                                                                                                                            |  | $             | 89,050     |              
|                                                                                                                                            |  |               |            |              
|                                                                                                                                            |  |               |            |              
|LIABILITIES                                                                                                                                 |  |               |            |              
|Current
    liabilities:                                                                                                                    |  |               |            |              
|Related
    Party:                                                                                                                          |  |               |            |              
|Advances
    from related party                                                                                                             |  | $             | 746,212    |              
|Accrued
    compensation                                                                                                                    |  |               | 625,000    |              
|Total
    current liabilities                                                                                                               |  |               | 1,371,212  |              
|                                                                                                                                            |  |               |            |              
|Total
    liabilities                                                                                                                       |  |               | 1,371,212  |              
|                                                                                                                                            |  |               |            |              
|                                                                                                                                            |  |               |            |              
|STOCKHOLDERS' DEFICIT                                                                                                                       |  |               |            |              
|                                                                                                                                            |  |               |            |              
|Common
    stock, $.0001 par value, 8,000,000,000 shares authorized,113,405,751 and 113,405,751 shares issued and outstanding, respectively |  |               | 11,341     |              
|                                                                                                                                            |  |               |            |              
|Capital
    in excess of par value                                                                                                          |  |               | 903,664    |              
|Deficit
    accumulated during the development stage                                                                                        |  |               | (2,197,167 | )            
|Total
    stockholders' deficit                                                                                                             |  |               | (1,282,162 | )            
|Total
    liabilities and stockholders' deficit                                                                                             |  | $             | 89,050     |              



F-2




ALPHA NETWORK ALLIANCE VENTURES,
INC.

A Development Stage Company

Statements of Operations

Audited






|                                                  |  | Year
    ended   |             | Year
    ended  
|------------------------------------------------- |  | ---------------- | ----------- | ----------------
|                                                  |  | December
    31, |             | December
    31,
|                                                  |  | 2016             |             | 2015            
|                                                  |  |                  |             |                 
|Revenue                                           |  | $                | 59,463      |                 
|                                                  |  |                  |             |                 
|Cost of revenue                                   |  |                  | 38,175      |                 
|                                                  |  |                  |             |                 
|Gross profit                                      |  |                  | 21,288      |                 
|                                                  |  |                  |             |                 
|General and Administrative
    expneses:          |  |                  |             |                 
|Marketing
    expenses                            |  |                  | 244         |                 
|Stock
    based compensation                      |  |                  | —           |                 
|Wages                                             |  |                  | 301,500     |                 
|Rent                                              |  |                  | 1,593       |                 
|Travel                                            |  |                  | 25,289      |                 
|Professional                                      |  |                  | 27,376      |                 
|Office
    supplies                               |  |                  | 456         |                 
|Computer
    and internet                         |  |                  | 15,879      |                 
|Other
    general and adminstrative expenses      |  |                  | 24,735      |                 
|Total
    operating expenses                      |  |                  | 397,072     |                 
|(Loss)
    from operations                        |  |                  | (375,784    | )               
|Other income/(expenses)                           |  |                  |             |                 
|Abandonment
    off assets                        |  |                  | —           |                 
|Total
    other income/(expenses)                 |  |                  | —           |                 
|Loss before income taxes                          |  |                  | (375,784    | )               
|Provision/(credit)
    for taxes on income        |  |                  | —           |                 
|Net
    loss                                      |  | $                | (375,784    | )               
|                                                  |  |                  |             |                 
|                                                  |  |                  |             |                 
|Basic earnings/(loss)
    per common share        |  | $                | (0.00       | )               
|                                                  |  |                  |             |                 
|Weighted average
    number of shares outstanding |  |                  | 112,692,071 |                 



F-3




ALPHA NETWORK ALLIANCE VENTURES,
INC.

A Development Stage Company

Statements of Cash Flows

Audited






|                                                               |  | Year
    ended   |          | Year
    ended  
|-------------------------------------------------------------- |  | ---------------- | -------- | ----------------
|                                                               |  | December
    31, |          | December
    31,
|                                                               |  | 2016             |          | 2015            
|                                                               |  |                  |          |                 
|Cash flows from operating
    activities:                      |  |                  |          |                 
|Net loss                                                       |  | $                | (375,784 | )               
|                                                               |  |                  |          |                 
|Adjustments to reconcile
    net (loss) to cash                |  |                  |          |                 
|provided
    (used) by developmental stage activities:         |  |                  |          |                 
|Shares
    issued for services                                 |  |                  |          |                 
|Depreciation                                                   |  |                  | 6,292    |                 
|Change
    in current assets and liabilities:                  |  |                  |          |                 
|Accounts
    receivable                                        |  |                  | (26,919  | )               
|Inventory                                                      |  |                  | 3,765    |                 
|Net
    cash used from operating activities                    |  |                  | (392,646 | )               
|                                                               |  |                  |          |                 
|Cash flows from investing
    activities:                      |  |                  |          |                 
|Cash
    proceeds from disposal of property held for invesment |  |                  | —        |                 
|Cash
    proceeds from abandonement of fixed assets            |  |                  | —        |                 
|Net
    cash flows provided in investing activities            |  |                  | —        |                 
|                                                               |  |                  |          |                 
|Cash flows from financing
    activities:                      |  |                  |          |                 
|Proceeds
    from sale of common stock                         |  |                  |          |                 
|Related
    party transaction                                  |  |                  | 398,973  |                 
|Net
    cash flows provided (used) from financing activities   |  |                  | 398,973  |                 
|Net increase (decrease)
    in cash flows                      |  |                  | 6,326    |                 
|                                                               |  |                  |          |                 
|Cash
    and equivalents, beginning of period                  |  |                  | 4,507    |                 
|Cash
    and equivalents, end of period                        |  | $                | 10,833   |                 
|                                                               |  |                  |          |                 
|SUPPLEMENTAL DISCLOSURE
    OF CASH FLOWS FOR:                 |  |                  |          |                 
|Interest                                                       |  | $                | —        |                 
|Income
    taxes                                               |  | $                | —        |                 



F-4




ALPHA NETWORK ALLIANCE VENTURES,
INC.

(A Development Stage Enterprise)

Statement of Shareholders' Deficits

Audited






|                                                 |  |                  |             |            |  |         |        | (Deficit)      |  |      
|------------------------------------------------ |  | ---------------- | ----------- | ---------- |  | ------- | ------ | -------------- |  | -----
|                                                 |  |                  |             |            |  |         |        | Accumulated    |  |      
|                                                 |  |                  |             | Additional |  |         |        | During
    the |  |      
|                                                 |  | Common
    stock |             | Paid-in    |  | Stock   |        | Development    |  |      
|                                                 |  | Shares           |             | Amount     |  | Capital |        | Subscription   |  | Stage
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Balance,
    March 24, 2011 (Inception)          |  |                  | 75,000,000  |            |  | $       | 7,500  |                |  | $    
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Reverse
    recapitalization                     |  |                  | 31,390,000  |            |  |         | 3,139  |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Net
    (loss) for the period                    |  |                  | —           |            |  |         | —      |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Balance,
    December 31, 2011                   |  |                  | 106,390,000 |            |  |         | 10,639 |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Issuance
    of common stock to new shareholders |  |                  | 158,500     |            |  |         | 16     |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Net
    (loss) for the period                    |  |                  |             |            |  |         |        |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Balance,
    December 31, 2012                   |  |                  | 106,548,500 |            |  |         | 10,655 |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Common
    stock issued                          |  |                  | 205,868     |            |  |         | 21     |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Stock
    Subscription                           |  |                  |             |            |  |         |        |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Net
    (loss) for the period                    |  |                  |             |            |  |         |        |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Balance,
    December 31, 2013                   |  |                  | 106,754,368 |            |  |         | 10,676 |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Common
    stock issued for cash                 |  |                  | 514,317     |            |  |         | 51     |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Common
    stock issued for Services             |  |                  | 5,322,000   |            |  |         | 532    |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Shares
    issued for subscription               |  |                  | 277,366     |            |  |         | 28     |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Net
    (loss) for the period                    |  |                  |             |            |  |         |        |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Balance,
    December 31, 2014                   |  |                  | 112,868,051 |            |  | $       | 11,287 |                |  | $    
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Common
    stock issued for Services             |  |                  | 537,700     |            |  |         | 54     |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Net
    (loss) for the period                    |  |                  |             |            |  |         |        |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Balance,
    December 31, 2015                   |  |                  | 113,405,751 |            |  | $       | 11,341 |                |  | $    
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Net
    (loss) for the period                    |  |                  |             |            |  |         |        |                |  |      
|                                                 |  |                  |             |            |  |         |        |                |  |      
|Balance,
    December 31, 2016                   |  |                  | 113,405,751 |            |  | $       | 11,341 |                |  | $    









F-5




ALPHA NETWORK ALLIANCE VENTRUES, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS

AUDITED



December 31, 2016



Note 1 – Summary of Significant Accounting Policies:



The Company was originally organized in the
State of Delaware on March 24, 2011 as Daedalus Ventures, Inc.



In December 2011 the Company completed a merger
with Alpha Network Alliance Ventures Inc. Immediately upon the completion of the merger, the Company changed its name to Alpha
Network Alliance Ventures Inc.



The Company is focused on building and operating
a social networking software application and other internet driven applications. The Company builds Social Network Marketing tools
that enable buyers, sellers, users to connect, share, discover and communicate with each other. The software application also allows
its users to post reviews and share shopping and fashion tips and opinions or to integrate their 3rd party websites
or shopping store sites. It also offers products that enable companies, advertisers and marketers to engage with its users using
a Social Network Marketing campaign and Social Medial Marketing campaign platform to boost the sales and membership for every affiliate
who wants to participate.



The Company’s market is mostly Overseas
Contract Workers (OCW) and majority is from the Philippines. The Company decided that it’s appropriate to sell our KababayanKo.com Premium
Packages membership with products included to be more attractive and lucrative to every affiliate who buys and upgrades to Premium
Packages Membership, and as a result of the promotion they can also purchase the products inside Kababayanko.com Market Place
if they want it more.



During 2014, The Company also moved its primary
operations to the Philippines.  The purpose of this move was to better centrally locate to its primary market.  Additionally,
the Company plans to recognize lower costs and better distribution.



Recognizing the efficiency and cost effectivity
of its operations in the Philippines, the company appointed an independent distributor that will primarily handle the distribution
of its product in the Philippines. As a result of this, during 2015, the company has moved its primary operations back in the California,
United States.



The Company’s activities are subject
to significant risks and uncertainties, including failing to secure additional funding to operationalize the Company’s market
penetration before another company develops a similar product.



The Company is in the development stage as defined under Statement
on Financial Accounting Standards Accounting Standards Codification FASB ASC 915-205 "Development-Stage Entities.” The
Company has adopted the new provision of FASB ASC 915-275 and is not reporting inception to date activities as previously required.



Basis of presentation

The accompanying financial statements have
been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the
rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting
of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations
and cash flows of the Company for the years ended December 31, 2016 and December 31, 2015.



F-6




ALPHA NETWORK ALLIANCE VENTRUES, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS

AUDITED



December 31, 2016



Use of estimates

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



Cash and cash equivalents

The Company maintains a cash balance in a non-interest-bearing
account that currently does not exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid
investments with an original maturity of three months or less are considered to be cash equivalents. There were no cash equivalents
as of December 31, 2016 and December 31, 2015.



Fair value of financial instruments and
derivative financial instruments

The Company’s financial instruments include
cash, accounts payable, and notes payable. All instruments are accounted for on a historical cost basis, which, due to the short
maturity of these financial instruments, approximates fair value at December 31, 2016 and December 31, 2015. The Company did not
engage in any transaction involving derivative instruments.



Inventory

Inventory is recorded at the lower of cost
or market and is computed on a first-in first-out basis. The inventory consists of weight loss products, energy and performance
solutions products and healthy aging solution products.



Property and Equipment

Property and equipment are stated at cost.
Major repairs and betterments are capitalized and normal maintenance and repairs are charged to expense as incurred. Depreciation
is computed by the straight-line method over the estimated useful lives of the related assets. Office and general equipment are
depreciated over useful lives of 10 years and leasehold improvements are depreciated over a useful life of 20 years. Upon retirement
or sale of an asset, the cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in operations.



Federal income taxes

Potential benefits of income tax losses are
not recognized in the accounts until realization is more likely than not. The Company has adopted Accounting Standards Codification
740.10.05 “Accounting for Income Taxes” as of its inception. Pursuant to Accounting Standards Codification 740.10.05,
the Company is required to compute tax asset benefits for net operating losses carried forward. Potential benefits of net operating
losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not
it will utilize the net operating losses carried forward to future years.



Net income per share of common stock

Net loss per share is provided in accordance
with FASB ASC 260-10, “Earnings per Share”. Basic net loss per common share ("EPS") is computed by dividing
income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings
per share is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common
shares were issued, unless doing so is anti-dilutive.



F-7






ALPHA NETWORK ALLIANCE VENTRUES, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS

AUDITED



December 31, 2016



Common Stock Registration Expenses

The Company considers incremental costs and
expenses related to the registration of equity securities with the SEC, whether by contractual arrangement as of a certain date
or by demand, to be unrelated to original issuance transactions.  As such, subsequent registration costs and expenses
are reflected in the accompanying financial statements as general and administrative expenses, and are expensed as incurred.



Research and Development

Costs for research and development, including
predevelopment efforts prior to establishing technological feasibility of software expected to be marketed, are expensed as incurred.
Development costs are capitalized when technological feasibility has been established and anticipated future revenues support the
recoverability of the capitalized amounts. Capitalization stops when the product is available for general release to customers.
The Company has not capitalized any software development, and has expensed these costs as incurred. These costs are included in
research and development expense.



Recently Issued Accounting Pronouncements:

For the year ended December 31, 2016 and the year ended December
31, 2015, the Company does not expect any of the recently issued accounting pronouncements to have a material impact on its financial
condition or results of operations.



Note 2– Uncertainty, going concern:



The Company’s financial statements are
prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates
the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established
an ongoing source of revenues sufficient to cover its operating costs to allow it to continue as a going concern. As of December
31, 2016, the Company had an accumulated deficit of $2,197,167. The ability of the Company to continue as a going concern is dependent
on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain
adequate capital, it could be forced to cease operations.



In order to continue
as a going concern, the Company will need, among other things, additional capital resources. The Company is contemplating conducting
an offering of its debt or equity securities to obtain additional operating capital. The Company is dependent upon its ability,
and will continue to attempt, to secure equity and/or debt financing. There are no assurances that the Company will be successful
and without sufficient financing it would be unlikely for the Company to continue as a going concern.



The ability of the Company
to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph
and eventually secure other sources of financing and attain profitable operations. These financial statements do not include any
adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities
that might result from this uncertainty.



F-8






ALPHA NETWORK ALLIANCE VENTRUES, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS

AUDITED



December 31, 2016



Note 3 – Property and Equipment, net



Property and equipment
at year-end consisted of:



|                               |  | December 31, |        |  | December 31, |  
|------------------------------ |  | ------------ | ------ |  | ------------ | -
|                               |  | 2016         |        |  | 2015         |  
|                               |  |              |        |  |              |  
|Transportation Equipment       |  | $            | 44,132 |  |              | $
|Less: Accumulated Depreciation |  |              | 27,751 |  |              |  
|Property and equipment, net    |  | $            | 16,381 |  |              | $



The Company recorded depreciation expense of
$6,292 and $4,044 for the year ended December 31, 2016 and 2015, respectively.



Note 4 – Real Estate Held for Sale



The Company owns real estate in the State of
California. This asset was purchased for daily operations. The Company has since moved its basic operations to the Philippines.
In 2013, a change in use on the building, improvements and the land was determined and these assets were converted to held for
sale assets (see Note 3).



On March 17, 2015, The Company transferred
the property and it accrued property taxes of $19,631 to its majority shareholder and reduced the shareholder related party note
by $330,369.



Note 5 – Related Party Transactions:



Due to related parties included in the balance
sheets as of December 31, 201 and December 31, 2015 were loans from the Company’s director and CEO, Mr. Eleazar Rivera. He
has lent the Company noninterest bearing amounts of $746,212 as of December 31, 2016 and $647,240 as of December 31, 2015. Of this
amount, $446,212 is designated as advances from stockholders, while $300,000 is designated as deposit for future share subscriptions.
No subscribed shares are outstanding that cannot be legally issued until paid for. These advances are unsecured and there are no
terms for repayment.



On March 17, 2015, the Company reduced the
note balance for the distribution of the held for investment property and accrued property taxes that were transferred out to Mr.
Rivera.



Note 6 – Common Stock:



Since inception, the Company has issued 108,531,251shares
of stock for $169,567 cash.



During the year ended December 31, 2012, the
Company issued for cash 158,500 shares of stock for $18,750.



F-9






ALPHA NETWORK ALLIANCE VENTRUES, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS

AUDITED



December 31, 2016



During the year ended December 31, 2013, the
Company issued for cash 205,868 shares of stock for $30,800. Additionally, the Company received $43,887 cash for 277,366 unissued
shares of common stock. These shares were issued in the first quarter 2014.



The Company had the following stock transactions
for the year ended December 31, 2014:



The Company issued 277,366 shares of stock
for the funds received and recorded as a stock subscription for the period ending December 31, 2013.



The Company issued 514,317 shares of stock
for 78,332 cash.



The company had no new shares issued for the years 2016 and 2015.



Note 7 – Employment Contract



On November 24, 2014, the Company entered into
an employment agreement with its Chief Executive Officer and majority shareholder for a (5) five year employment agreement. The
employment agreement calls for an annual salary of $300,000 plus a monthly bonus of 2% of all sales paid on a monthly basis. The
agreement also includes a 10% increase every December 1st. This contract renews on an annual basis following the (5)
year term and can be canceled by the Company or the employee.



The balance of this accrued compensation as of December 31, 2016
was $625,000. The balance at December 31, 2105 was $325,000.



Note 8 – Subsequent Events



Alpha’s management has evaluated
events occurring between December 31, 2016 and April 14, 2017, which is the date of the financial statements were available to
be issued, and has recognized in the financial statements the effects of all subsequent events that provide additional
evidence about conditions that existed at April 14, 2017, including the estimates inherent in the processing of the financial
statements.



F-10






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



None.



|ITEM 9A. | CONTROLS AND PROCEDURES
|-------- | -----------------------



Disclosure Controls and Procedures



Under the supervision and with the participation
of our management, including our principal executive officer and the principal financial officer, we are responsible for conducting
an evaluation of the effectiveness of the design and operation of our internal controls and procedures, as defined in Rules 13a-15(e)
and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal year covered by this report.  Disclosure
controls and procedures means that the material information required to be included in our Securities and Exchange Commission (“SEC”)
reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our
company, including any consolidating subsidiaries, and was made known to us by others within those entities, particularly during
the period when this report was being prepared.  Based on this evaluation, our principal executive officer and principal financial
officer concluded as of the evaluation date that our disclosure controls and procedures were not effective as of December 31, 2016.



Management’s Annual Report on Internal Control
Over Financial Reporting



As of December 31, 2016, management
assessed the effectiveness of our internal control over financial reporting. The Company’s management is responsible for
establishing and maintaining adequate internal control over financial reporting for the Company.  Internal control over
financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934, as amended,
as a process designed by, or under the supervision of, the Company’s President and Chief Financial Officer and effected by
the Company’s Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP in the United
States of America and includes those policies and procedures that:



|· |  | Pertain to the maintenance
of records that in reasonable detail accurately and fairly reflect our transactions and dispositions of our assets;
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------



|· |  | Provide reasonable assurance
our transactions are recorded as necessary to permit preparation of our financial statements in accordance with GAAP, and that
receipts and expenditures are being made only in accordance with authorizations of our management and directors; and
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|· |  | Provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material
effect on the financial statement.
|- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



In evaluating the effectiveness of our
internal control over financial reporting, our management used the criteria set forth by the Committee of Sponsoring Organizations
of the Treadway Commission (“COSO”) in Internal Control – Integrated Framework. Based on that evaluation, completed
only by Eleazar Rivera, our President, Secretary, Treasurer and Director, who also serves as our principal financial officer and
principal accounting officer, Mr. Rivera concluded that, during the period covered by this report, such internal controls and procedures
were not effective to detect the inappropriate application of US GAAP rules as more fully described below.



This was due to deficiencies that existed
in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and
that may be considered to be material weaknesses. The matters involving internal controls and procedures that our management considered
to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (i) lack of a functioning
audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our board of
directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures;
(ii) inadequate segregation of duties consistent with control objectives; and (iii) ineffective controls over period end financial
disclosure and reporting processes.  The aforementioned material weaknesses were identified by Mr. Rivera, our President,
Secretary, Treasurer and Director, who also serves as our principal financial officer and principal accounting officer, in connection
with the review of our financial statements as of December 31, 2016.



Management believes that the lack of
a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective
oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement
in our financial statements in future periods.



Changes in Internal Control Over Financial Reporting



There were no changes in the Company’s
internal control over financial reporting that occurred during the fourth quarter of the year ended December 31, 2016 that have
materially affected, or that are reasonably likely to materially affect, the Company’s internal control over financial reporting.

11






|ITEM 9B. | OTHER INFORMATION.
|-------- | ------------------





PART III



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



The following table sets forth, as of
the year ended December 31, 2016, and as of April 13, 2017, the names and ages of our directors and executive officers, the principal
offices and positions held by each person, and the year such director or officer commenced serving in such capacity:



|Name           |  | Director or 
Officer Since |  | Age |  | Positions                                                               
|-------------- |  | -------------------------- |  | --- |  | ------------------------------------------------------------------------
|               |  |                            |  |     |  |                                                                         
|Eleazar Rivera |  | 2011                       |  | 44  |  | President and Chief Executive Officer, Secretary, Treasurer and Director



Eleazar Rivera

President, Secretary, Treasurer and
Director



Eleazar Rivera, has served as our President
and Chief Executive Officer, Secretary, Treasurer and Director since March 28, 2011. From 2007 to the present, Mr. Rivera has devoted
most of his time managing his own investments in residential real estate investments as well as income producing businesses like
Network Marketing, Social Networking Media and Information Technologies. From 1989 to 1991 Mr. Rivera attended Oriental Technology
Institute, in Manila, Philippines, where he completed a Graduate Vocational Electronics Technology course. From 1991 to 1992, Mr.
Rivera attended San Pablo Colleges, San Pablo City, Philippines, where he studied Business Administration and majored in Accountancy.
From 1992 to 1993, Mr. Rivera attended System Technology Institute, San Pablo City, Philippines, where he studied computer programming.
Mr. Rivera’s entrepreneurial desire evidenced by his ideas which led to the establishment of our business, and his education
in electronics, accountancy and computer programming led to our conclusion that Mr. Rivera should be serving as a member of our
Board of Directors in light of our business and structure.



12






Director Qualifications



We believe that our directors should have the
highest professional and personal ethics and values, consistent with our values and standards. They should have broad experience
at the policy-making level in business or banking. They should be committed to enhancing stockholder value and should have sufficient
time to carry out their duties and to provide insight and practical wisdom based on experience. Their service on other boards of
public companies should be limited to a number that permits them, given their individual circumstances, to perform responsibly
all director duties for us. Each director must represent the interests of all stockholders. When considering potential director
candidates, the Board also considers the candidate’s character, judgment, diversity, age and skills, including financial
literacy and experience in the context of our needs and the needs of the Board.



Significant Employees and Consultants



As of December 31, 2016, Eleazar Rivera is
our sole significant employee. We currently have no significant independent contractors or consultants.



Family Relationships



There are no other family relationships among
any of our directors or executive officers and any other directors or executive officers.



Involvement in Certain Legal Proceedings



To our knowledge, our directors and executive
officers have not been involved in any of the following events during the past ten years:



| | · | Any bankruptcy petition filed by or against such person or 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;
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | · | Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding
traffic violations and other minor offenses);
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------

| | · | Being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated,
of any court of competent jurisdiction, permanently or temporarily enjoining him from or otherwise limiting his involvement in
any type of business, securities or banking activities or to be associated with any person practicing in banking or securities
activities;
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | · | Being found by a court of competent jurisdiction in a civil action, the SEC 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;
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | · | Being subject of, or a party to, any Federal or state judicial or administrative order, judgment
decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of any Federal or state securities
or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies, or any law or
regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | · | Being subject of or party to any sanction or order, not subsequently reversed, suspended, or vacated,
of any self-regulatory organization, any registered entity or any equivalent exchange, association, entity or organization that
has disciplinary authority over its members or persons associated with a member.
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Code of Ethics



The Company has not adopted a code of ethics
that applies to its principal executive officers, principal financial officer, principal accounting officer or controller, or persons
performing similar functions.



13






Term of Office



Our directors are appointed to hold office
until the next annual general meeting of our stockholders or until removed from office in accordance with our Bylaws. Our officers
are appointed by our Board and hold office until removed by the Board, absent an employment agreement.



Section 16(A) Beneficial Ownership
Reporting Compliance



Section 16(a) of the Exchange Act, requires
that our directors and executive officers and persons who beneficially own more than 10% of our Common Stock (referred to herein
as the “Reporting Persons”) file with the SEC various reports as to their ownership of and activities relating to our
Common Stock. To the best of our knowledge, all Reporting Persons complied on a timely basis with all filing requirements applicable
to them with respect to transactions during the period covered by this report. In making these statements, we have relied solely
on our review of copies of the reports furnished to us, representations that no other reports were required and other knowledge
relating to transactions involving Reporting Persons.



Conflicts of Interest



Since we do not have an audit or compensation
committee comprised of independent directors, the functions that would have been performed by such committees are performed by
our directors.  The Board of Directors has not established an audit committee and does not have an audit committee financial
expert, nor has the Board of Directors established a nominating committee. The Board is of the opinion that such committees
are not necessary since the Company is an early development stage company and has only one director, and to date, such director
has been performing the functions of such committees. Thus, there is a potential conflict of interest in that our directors
and officers have the authority to determine issues concerning management compensation, nominations, and audit issues that may
affect management decisions.



Compensation Committee Interlocks
and Insider Participation



No interlocking relationship exists
between our Board of Directors and the Board of Directors or compensation committee of any other company, nor has any interlocking
relationship existed in the past.



Stockholder Communications with The Board
of Directors



We have not implemented a formal policy or
procedure by which our stockholders can communicate directly with our Board of Directors. Nevertheless, every effort has been made
to ensure that the views of stockholders are heard by the Board of Directors or individual directors, as applicable, and that appropriate
responses are provided to stockholders in a timely manner. We believe that we are responsive to stockholder communications, and
therefore have not considered it necessary to adopt a formal process for stockholder communications with our Board. During the
upcoming year, our Board will continue to monitor whether it would be appropriate to adopt such a process.



14






|ITEM 11. | EXECUTIVE COMPENSATION
|-------- | ----------------------



Summary Compensation Table



The following tables set forth certain information
about compensation paid, earned or accrued for services by our President and all other executive officers (collectively, the “Named
Executive Officers”) in the fiscal years ended December 31, 2016, 2015 and 2014:



|Name and Principal
    Position |  | Year |      |  | Salary
    ($) |   |         | Bonus
    ($) |  |   | Stock
    Awards ($)(3) |  |  | Option
    Awards ($) |   |  | Non-Equity
     Incentive Plan  Compensation ($) |   |   | Nonqualified
     Deferred Compensation ($) |  |   | All
    Other Compensation ($) |  |  | Total
    ($) |  
|------------------------------- |  | ---- | ---- |  | -------------- | - | ------- | ------------- |  | - | ----------------------- |  |  | --------------------- | - |  | ------------------------------------------------ | - | - | ------------------------------------------- |  | - | ------------------------------ |  |  | ------------- | -
|                                |  |      |      |  |                |   |         |               |  |   |                         |  |  |                       |   |  |                                                  |   |   |                                             |  |   |                                |  |  |               |  
|Eleazar Rivera (1)              |  |      | 2016 |  |                | $ | 300,000 |               |  | $ | —                       |  |  | $                     | — |  |                                                  | $ | — |                                             |  | $ | —                              |  |  | $             | —
|President, Chief Executive      |  |      | 2015 |  |                | $ | 300,000 |               |  | $ | —                       |  |  | $                     | — |  |                                                  | $ | — |                                             |  | $ | —                              |  |  | $             | —
|Officer, and Director           |  |      | 2014 |  |                | $ | 25,000  |               |  | $ | —                       |  |  | $                     | — |  |                                                  | $ | — |                                             |  | $ | —                              |  |  | $             | —



(1) Appointed President, Secretary, Treasurer
and a Director on March 29, 2011.



STOCK OPTION GRANTS



We have not granted any stock options
to the executive officers since our inception.



EMPLOYMENT AGREEMENTS



We are a party to an Employment Agreement,
dated November 23, 2014, with our President and Chief Executive Officer, and sole director, Eleazar Rivera. The Employment Agreement
provides for an initial annual base salary, commencing November 23, 2014, of $300,000 for Mr. Rivera. The annual salary will increase
by 10% on December 1 of each year, beginning in 2014, based on the salary due in the year prior to each such 10% increase. The
Employment Agreement also provides for (i) a bonus of cash compensation equal to 2% of all monthly net revenues of the Company,
(ii) the Company to pay for Mr. Rivera’s costs related to his reasonable monthly cell phone and other mobile Internet costs,
home office Internet costs, (iii) the Company to pay for Mr. Rivera’s car and commuting costs, not to exceed $1,000 per month,
and club membership costs, payable not later than 10 days after the end of each month, and (iv) a severance payment for Mr. Rivera
equal to his then current annual base salary rate upon the termination of the Mr. Rivera’s employment by the Company without
cause or by Mr. Rivera for good reason or in the event of a change in control. The Employment Agreement also entitles Mr. Rivera
to participate in our employee benefit programs and provide for other customary benefits. In addition, the Employment Agreement
provides compensation pursuant periodic grants of stock options thereafter as recommended by our board of directors (no options
have been granted to Mr. Rivera as of the date of this Form 10-K). Finally, the Employment Agreement prohibits Mr. Rivera from
engaging in certain activities which compete with the Company, seek to recruit its employees or disclose any of its trade secrets
or otherwise confidential information.



15




DIRECTOR COMPENSATION



The following table sets forth director compensation
for the fiscal year ended December 31, 2016:





|Name                   |  | Fees
    Earned or Paid in Cash($) |  | StockAwards($) |  | OptionAwards($) |  | Non-Equity
    Incentive Plan Compensation($) |  | Nonqualified
    Deferred Compensation Earnings($) |  | All
    Other Compensation($) |  | Total($) | 
|---------------------- |  | ---------------------------------- |  | -------------- |  | --------------- |  | --------------------------------------------- |  | -------------------------------------------------- |  | ----------------------------- |  | -------- | 
|                       |  |                                    |  |                |  |                 |  |                                               |  |                                                    |  |                               |  |          | 
|Eleazar
    Rivera (1) |  | –                                  |  | –              |  | –-              |  | –                                             |  | –                                                  |  | –                             |  | –        | 



____________

(1) Appointed President, Secretary, Treasurer
and a Director on March 29, 2011.



All directors receive reimbursement
for reasonable out-of-pocket expenses in attending board of directors meetings and for promoting our business. From time to time
we may engage certain members of the board of directors to perform services on our behalf. In such cases, we compensate the members
for their services at rates no more favorable than could be obtained from unaffiliated parties.



|ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|-------- | ----------------------------------------------------------------------------------------------



The following table sets forth certain
information as of April 13, 2017, with respect to the holdings of: (i) each person known to us to be the beneficial owner of more
than 5% of our Common Stock; (ii) each of our directors, nominees for director and executive officers; and (iii) all directors
and executive officers as a group. To the best of our knowledge, each of the persons named in the table below as beneficially
owning the shares set forth therein has sole voting power and sole investment power with respect to such shares, unless otherwise
indicated. Unless otherwise specified, the address of each of the persons set forth below is in care of the Company, at the address
of 11801 Pierce St., 2nd Floor, Riverside, California 92505.



The percentages below are calculated based
on 113,405,751 shares of our common stock issued and outstanding as of December 31, 2016.  We do not have any outstanding
warrant, options or other securities exercisable for or convertible into shares of our common stock.



|Name and Address of Beneficial Owner                       |  | Title of Class |  | Amount andNature ofBeneficial Ownership |             |  | Percent ofCommon Stock(1) | 
|---------------------------------------------------------- |  | -------------- |  | --------------------------------------- | ----------- |  | ------------------------- | 
|                                                           |  |                |  |                                         |             |  |                           | 
|Eleazar Rivera                                             |  | Common Stock   |  |                                         | 104,836,000 |  |                           | 
|All Directors and Executive Officers as a Group (1 person) |  |                |  |                                         | 104,836,000 |  |                           | 

____________

|*   | Represents beneficial ownership of less than one percent of the outstanding shares of our Common Stock.
|--- | -------------------------------------------------------------------------------------------------------
|(1) | As of April 12, 2017, we had a total of 113,405,751 shares of Common Stock issued and outstanding.     



16






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



Related Party Transactions



Eleazar Rivera, our President and sole
director, has lent the Company noninterest bearing amounts of $746,212 as of December 31, 2016. Of this amount, $446,212 is designated as advances from stockholders, while $300,000 is designated
as deposit for future share subscriptions. No subscribed shares are outstanding that cannot be legally issued until paid for.
These advances are unsecured and there are no terms for repayment.



We are a party to an Employment Agreement,
dated November 23, 2014, with our President and Chief Executive Officer, and sole director, Eleazar Rivera. The Employment Agreement
provides for an initial annual base salary, commencing November 23, 2014, of $300,000 for Mr. Rivera. The annual salary will increase
by 10% on December 1 of each year, beginning in 2014, based on the salary due in the year prior to each such 10% increase. The
Employment Agreement also provides for (i) a bonus of cash compensation equal to 2% of all monthly net revenues of the Company,
(ii) the Company to pay for Mr. Rivera’s costs related to his reasonable monthly cell phone and other mobile Internet costs,
home office Internet costs, (iii) the Company to pay for Mr. Rivera’s car and commuting costs, not to exceed $1,000 per month,
and club membership costs, payable not later than 10 days after the end of each month, and (iv) a severance payment for Mr. Rivera
equal to his then current annual base salary rate upon the termination of the Mr. Rivera’s employment by the Company without
cause or by Mr. Rivera for good reason or in the event of a change in control. The Employment Agreement also entitles Mr. Rivera
to participate in our employee benefit programs and provide for other customary benefits. In addition, the Employment Agreement
provides compensation pursuant periodic grants of stock options thereafter as recommended by our board of directors (no options
have been granted to Mr. Rivera as of the date of this Form 10-K). Finally, the Employment Agreement prohibits Mr. Rivera from
engaging in certain activities which compete with the Company, seek to recruit its employees or disclose any of its trade secrets
or otherwise confidential information.



Director Independence



Our Board is currently composed of one
member. Our common stock is not currently listed for trading on a national securities exchange and, as such, we are not
subject to any director independence standards. However, we have determined our sole director does not qualify as an
independent director. We evaluated independence in accordance with Rule 5605 of the NASDAQ Stock Market.



|ITEM 14. | PRINCIPAL ACCOUNTING FEES AND SERVICES
|-------- | --------------------------------------



The following table presents fees paid
or to be paid for professional audit services rendered by Yu Certified Accountant PC (“YCA”) for the audit of our annual
financial statements for the year ended December 31, 2016 and fees billed for other services rendered by YCA:



|                       |  | Year
    Ended December 31, |      
|---------------------- |  | --------------------------- | -----
|                       |  | 2016                        |      
|                       |  |                             |      
|Audit
    Fees (1)     |  | $                           | 8,000
|Audit-Related
    Fees |  |                             | –    
|Tax
    Fees           |  |                             | –    
|All
    Other Fees     |  |                             | –    
|                       |  |                             |      
|Total
    All Fees     |  | $                           | 8,000

____________

|(1) | Audit Fees consisted of fees billed for professional services rendered for the audit of the Company’s annual financial statements.
|--- | ----------------------------------------------------------------------------------------------------------------------------------



17






PART IV



|ITEM 15. | EXHIBITS AND FINANCIAL STATEMENT SCHEDULE
|-------- | -----------------------------------------



(a)      The following
Exhibits, as required by Item 601 of Regulation SK, are attached or incorporated by reference, as stated below.



|Exhibit |  | Description                                                                                                                            
|------- |  | ---------------------------------------------------------------------------------------------------------------------------------------
|2.1     |  | Agreement and Plan of Merger dated June 1, 2011 by and between Registrant and Alpha Network Alliance Ventures Inc. (1)                 
|3.1.1   |  | Certificate of Incorporation of Registrant (2)                                                                                         
|3.1.2   |  | Certificate of Merger (3)                                                                                                              
|3.1.3   |  | Certificate of Amendment to Articles of Incorporation (3)                                                                              
|3.2     |  | Bylaws (2)                                                                                                                             
|31.1    |  | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                
|31.2    |  | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                
|32.1    |  | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|101.INS |  | XBRL Instance Document                                                                                                                 
|101.SCH |  | XBRL Taxonomy Extension Schema                                                                                                         
|101.CAL |  | XBRL Taxonomy Extension Calculation Linkbase                                                                                           
|101.DEF |  | XBRL Taxonomy Extension Definition Linkbase                                                                                            
|101.LAB |  | XBRL Taxonomy Extension Label Linkbase                                                                                                 
|101.PRE |  | XBRL Taxonomy Extension Presentation Linkbase                                                                                          



|(1) | Incorporated by reference to the Registrant’s Form 8-K (File No. 000-54126) filed with the Commission on June 13, 2011.    
|--- | ---------------------------------------------------------------------------------------------------------------------------
|(2) | Incorporated by reference to the Registrant’s Form 10 (File No. 000-54126) filed with the Commission on September 23, 2010.
|(3) | Incorporated by reference to the Registrant’s Form S-1 (File No. 333-182596) filed with the Commission on July 10, 2012.   
|(4) | Incorporated by reference to Form 10-K (File No. 000-54126) filed with
    the Commission on April 17, 2017.               



18






SIGNATURES



Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.



|                            | ALPHA NETWORK ALLIANCE VENTURES INC.
|--------------------------- | ------------------------------------
|                            | (Name of Registrant)                
|                            |                                     
|                            |                                     
|Date:  November
    7, 2017 |                                     
|                            |                                     
|                            |                                     











19