U.S.
SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C. 20549





Form
10-K





(Mark
One)





x ANNUAL REPORT UNDER
SECTION 13 OR 15(d)


OF
THE SECURITIES EXCHANGE ACT OF 1934





For the
fiscal year ended March 31, 2010





o TRANSITION REPORT UNDER
SECTION 13 OR 15(d)


OF
THE SECURITIES EXCHANGE ACT OF 1934





For the
transition period from ______________ to ______________





Commission
File Number 005-85027










ASIA
SELECT ACQUISITION II CORP.


(Exact
name of registrant as specified in its charter)







Delaware
                      
                      N/A(State
      or other jurisdiction of
                      
                      (I.R.S.
      Employerincorporation
      or organization)
                      
                      Identification
      No.)





300-1055
West Hastings Street, Vancouver, Canada, V6E 2E9





(Address
of principal executive offices)





(604)689-0618





(Registrant’s
telephone number, including area code)







Securities
registered under Section 12(b) of the Exchange Act:





None.





Securities
registered under Section 12(g) of the Exchange Act:





Common
Stock, $0.0001 par value per share





(Title of
Class)





Check
whether the registrant is a well-known seasoned issuer, as defined in Rule 405
of the Securities Act.  Yes o  No x





Check
whether the registrant is not required to file reports pursuant to Section 13 or
15(d) of the Exchange Act. Yes o  No x





Check
whether the registrant (1) has filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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 x  No o





Check
whether the registrant has submitted electronically and posted on its corporate
website, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required
to submit and post such files). Yes o No o





Check if
there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-K (§229.405 of this chapter) contained herein, and no disclosure
will be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. x





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





Large
      Accelerated Filer o
                  
                  Accelerated
      Filer                   
      oNon-accelerated
      Filer    o
                  
                  Smaller
      Reporting Company x(Do
      not check if a smaller reporting company.)





Check
whether the issuer is a shell company (as defined in Rule 12b-2 of the Exchange
Act).  Yes x No o





As of
March 31, 2010, there were no non-affiliate holders of common stock of the
Company.





APPLICABLE
ONLY TO CORPORATE REGISTRANTS





As of
June 29, 2010, there were 5,000,000 shares of common stock, par value $.0001,
outstanding.











FORWARD-LOOKING
STATEMENTS





Certain
statements made in this Annual Report on Form 10-K are “forward-looking
statements” (within the meaning of the Private Securities Litigation Reform Act
of 1995) regarding the plans and objectives of management for future operations.
Such statements involve known and unknown risks, uncertainties and other factors
that may cause actual results, performance or achievements of Asia Select
Acquisition II Corp. (the “Company”) to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. The forward-looking statements included herein are
based on current expectations that involve numerous risks and uncertainties. The
Company's plans and objectives are based, in part, on assumptions involving the
continued expansion of business. Assumptions relating to the foregoing involve
judgments with respect to, among other things, future economic, competitive and
market conditions and future business decisions, all of which are difficult or
impossible to predict accurately and many of which are beyond the control of the
Company. Although the Company believes its assumptions underlying the
forward-looking statements are reasonable, any of the assumptions could prove
inaccurate and, therefore, there can be no assurance the forward-looking
statements included in this Report will prove to be accurate. In light of the
significant uncertainties inherent in the forward-looking statements included
herein, the inclusion of such information should not be regarded as a
representation by the Company or any other person that the objectives and plans
of the Company will be achieved.




2





PART I





Item 1. Description of Business.





Asia Select Acquisition II Corp. (“we”,
“us”, “our” or the “Company”) was incorporated in the State of Delaware on May
20, 2008 and maintains its principal executive offices at 300-1055 West Hastings
Street, Vancouver, Canada, V6E 2E9.Since
inception, the Company has been engaged in organizational efforts and obtaining
initial financing.  The Company was formed as a vehicle to pursue a
business combination through the acquisition of, or merger with, an operating
business.  The Company filed a registration statement on Form 10 with
the U.S. Securities and Exchange Commission (the “SEC”) on August 6, 2009, and
since its effectiveness, the Company has focused its efforts to identify a
possible business combination.  The Company selected March 31 as its
fiscal year end.





The
Company is currently considered to be a "blank check" company. The U.S.
Securities and Exchange Commission (the “SEC”) defines those companies as "any
development stage company that is issuing a penny stock, within the meaning of
Section 3 (a)(51) of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), and that has no specific business plan or purpose, or has
indicated that its business plan is to merge with an unidentified company or
companies." Under SEC Rule 12b-2 under the Exchange Act, the Company also
qualifies as a “shell company,” because it has no assets and no
operations.  Many states have enacted statutes, rules and regulations
limiting the sale of securities of "blank check" companies in their respective
jurisdictions. Management does not intend to undertake any efforts to cause a
market to develop in our securities, either debt or equity, until we have
successfully concluded a business combination. The Company intends to comply
with the periodic reporting requirements of the Exchange Act for so long as it
is subject to those requirements.





The
Company was organized as a vehicle to investigate and, if such investigation
warrants, acquire a target company or business seeking the perceived advantages
of being a publicly held corporation. The Company’s principal business objective
for the next 12 months and beyond such time will be to achieve long-term growth
potential through a combination with a business rather than immediate,
short-term earnings. The Company will not restrict its potential candidate
target companies to any specific business, industry or geographical location
and, thus, may acquire any type of business.





The analysis of new business
opportunities will be undertaken by or under the supervision of the officer and
directors of the Company.  As of this date the Company has not entered
into any definitive agreement with any party, nor have there been any specific
discussions with any potential business combination candidate regarding business
opportunities for the Company.  The Company has unrestricted
flexibility in seeking, analyzing and participating in potential business
opportunities. In its efforts to analyze potential acquisition targets, the
Company will consider the following kinds of factors:





(a)          Potential
for growth, indicated by new technology, anticipated market expansion or new
products;





(b)          Competitive
position as compared to other firms of similar size and experience within the
industry segment as well as within the industry as a whole;




3




(c)          Strength
and diversity of management, either in place or scheduled for
recruitment;





(d)          Capital
requirements and anticipated availability of required funds, to be provided by
the Company or from operations, through the sale of additional securities,
through joint ventures or similar arrangements or from other
sources;





(e)          The
cost of participation by the Company as compared to the perceived tangible and
intangible values and potentials;





(f)          The
extent to which the business opportunity can be advanced;





(g)          The
accessibility of required management expertise, personnel, raw materials,
services, professional assistance and other required items; and





(h)          Other
relevant factors.





In
applying the foregoing criteria, no one of which will be controlling, management
will attempt to analyze all factors and circumstances and make a determination
based upon reasonable investigative measures and available data. Potentially
available business opportunities may occur in many different industries, and at
various stages of development, all of which will make the task of comparative
investigation and analysis of such business opportunities extremely difficult
and complex. Due to the Company's limited capital available for investigation,
the Company may not discover or adequately evaluate adverse facts about the
opportunity to be acquired.





Due to
the Company’s limited capital available for investigation, the Company may not
discover or adequately evaluate adverse facts about the opportunity to be
acquired. In addition, we will be competing against other entities that possess
greater financial, technical and managerial capabilities for identifying and
completing business combinations. In evaluating a prospective business
combination, we will conduct as extensive a due diligence review of potential
targets as possible given the lack of information which may be available
regarding private companies, our limited personnel and financial resources and
the inexperience of our management with respect to such activities. We expect
that our due diligence will encompass, among other things, meetings with the
target business’s incumbent management and inspection of its facilities, as
necessary, as well as a review of financial and other information which is made
available to us. This due diligence review will be conducted either by our
management or by unaffiliated third parties we may engage. Our limited funds and
the lack of full-time management will likely make it impracticable to conduct a
complete and exhaustive investigation and analysis of a target business before
we consummate a business combination. Management decisions, therefore, will
likely be made without detailed feasibility studies, independent analysis,
market surveys and the like which, if we had more funds available to us, would
be desirable. Our decision-making will be particularly dependent upon
information provided by the promoters, owners, sponsors or others associated
with the target business seeking our participation.





The time
and costs required to select and evaluate a target business and to structure and
complete a business combination cannot presently be ascertained with any degree
of certainty. Any costs incurred with respect to the indemnification and
evaluation of a prospective business combination that is not ultimately
completed will result in a loss to us.




4




Additionally,
the Company is in a highly competitive market for a small number of business
opportunities which could reduce the likelihood of consummating a successful
business combination. We are, and will continue to be, an insignificant
participant in the business of seeking mergers with, joint ventures with and
acquisitions of small private and public entities. A large number of established
and well-financed entities, including small public companies and venture capital
firms, are active in mergers and acquisitions of companies that may be desirable
target candidates for us. Nearly all these entities have significantly greater
financial resources, technical expertise and managerial capabilities than we do;
consequently, we will be at a competitive disadvantage in identifying possible
business opportunities and successfully completing a business combination. These
competitive factors may reduce our likelihood of identifying and consummating a
successful business combination.





FORM OF
ACQUISITION





The
manner in which the Company participates in an opportunity will depend upon the
nature of the opportunity, the respective needs and desires of the Company and
the promoters of the opportunity, and the relative negotiating strength of the
Company and such promoters.





It is
likely that the Company will acquire its participation in a business opportunity
through the issuance of common stock or other securities of the Company.
Although the terms of any such transaction cannot be predicted, it should be
noted that in certain circumstances the criteria for determining whether or not
an acquisition is a so-called "tax free" reorganization under Section 368(a)(1)
of the Internal Revenue Code of 1986, as amended (the "Code") depends upon
whether the owners of the acquired business own 80% or more of the voting stock
of the surviving entity. If a transaction were structured to take advantage of
these provisions rather than other "tax free" provisions provided under the
Code, all prior stockholders would in such circumstances retain 20% or less of
the total issued and outstanding shares of the surviving entity. Under other
circumstances, depending upon the relative negotiating strength of the parties,
prior stockholders may retain substantially less than 20% of the total issued
and outstanding shares of the surviving entity. This could result in substantial
additional dilution to the equity of those who were stockholders of the Company
prior to such reorganization. The Company does not intend to supply disclosure
to shareholders concerning a target company prior to the consummation of a
business combination transaction, unless required by applicable law or
regulation.  In the event a proposed business combination involves a
change in majority of directors of the Company, the Company will file and
provide to shareholders a Schedule 14F-1, which shall include, information
concerning the target company, as required. The Company will file a current
report on Form 8-K, as required, within four business days of a business
combination which results in the Company ceasing to be a shell company. This
Form 8-K will include complete disclosure of the target company, including
audited financial statements.





The
present stockholders of the Company will likely not have control of a majority
of the voting securities of the Company following a reorganization transaction.
As part of such a transaction, all or a majority of the Company's directors may
resign and one or more new directors may be appointed without any vote by
stockholders.





In the
case of an acquisition, the transaction may be accomplished upon the sole
determination of management without any vote or approval by stockholders. In the
case of a statutory merger or consolidation directly involving the Company, it
will likely be necessary to call a stockholders' meeting and obtain the approval
of the holders of a majority of the outstanding securities. The necessity to
obtain such stockholder approval may result in delay and additional expense in
the consummation of any proposed transaction and will also give rise to certain
appraisal rights to dissenting stockholders. Most likely, management will seek
to structure any such transaction so as not to require stockholder
approval.




5




The
Company intends to search for a target for a business combination by contacting
various sources including, but not limited to, our affiliates, lenders,
investment banking firms, private equity funds, consultants and attorneys. The
approximate number of persons or entities that will be contacted is unknown and
dependant on whether any opportunities are presented by the sources that we
contact.  It is anticipated that the investigation of specific
business opportunities and the negotiation, drafting and execution of relevant
agreements, disclosure documents and other instruments will require substantial
management time and attention and substantial cost for accountants, attorneys
and others. If a decision is made not to participate in a specific business
opportunity, the costs theretofore incurred in the related investigation might
not be recoverable. Furthermore, even if an agreement is reached for the
participation in a specific business opportunity, the failure to consummate that
transaction may result in the loss to the Registrant of the related costs
incurred.





We presently have no employees apart
from our management. Our officer and directors are engaged in outside business
activities and are employed on a full-time basis by other
entities.  Our officer and directors anticipate that they will devote
very limited time to our business until the acquisition of a successful business
opportunity has been identified. The specific amount of time that management
will devote to the Company may vary from week to week or even day to day, and
therefore the specific amount of time that management will devote to the Company
on a weekly basis cannot be ascertained with any level of
certainty.  In all cases, management intends to spend as much time as
is necessary to exercise its fiduciary duties as officer and directors of the
Company. We expect no significant changes in the number of our employees other
than such changes, if any, incident to a business combination.





Item 1A. Risk Factors.





As a
“smaller reporting company” as defined by Item 10 of Regulation S-K, the Company
is not required to provide this information.





Item
1B.  Unresolved Staff Comments.





As a
“smaller reporting company” as defined by Item 10 of Regulation S-K, the Company
is not required to provide this information.





Item
2. Description of Property.





The
Company neither rents nor owns any real or personal properties. Office services
are provided at a charge of $500 per month by Orient Ventures Ltd. Min Kuang,
our president is also the president of Orient Ventures Ltd. The Company
currently has no policy with respect to investments or interests in real estate,
real estate mortgages or securities of, or interests in, persons primarily
engaged in real estate activities.





Item
3. Legal Proceedings.





There are
no material pending legal proceedings to which the Company, any executive
officer, any owner of record or beneficially of more than five percent of any
class of voting securities is a party or as to which any of its property is
subject, and no such proceedings are known to the Company to be threatened or
contemplated against it.




6




Item
4. Reserved.





PART
II





Item
5. Market for Common Equity, Related Stockholder Matters and Small Business
Issuer Purchases of Equity Securities.





Common
Stock





Our
Certificate of Incorporation authorizes the issuance of up to 100,000,000 shares
of common stock, par value $.0001 per share (the “Common Stock”).  The
Common Stock is not listed on a publicly-traded market.  As of June
29, 2010, there were three record holders of an aggregate of 5,000,000 shares of
the Common Stock issued and outstanding.





Preferred
Stock





Our
Certificate of Incorporation authorizes the issuance of up to 1,000,000 shares
of preferred stock, par value $.0001 per share (the “Preferred
Stock”).  The Company has not yet issued any of its preferred
stock.




Dividend
Policy





The
Company has not declared or paid any cash dividends on its common stock and does
not intend to declare or pay any cash dividend in the foreseeable future. The
payment of dividends, if any, is within the discretion of the Board of Directors
and will depend on the Company’s earnings, if any, its capital requirements and
financial condition and such other factors as the Board of Directors may
consider.





Securities
Authorized for Issuance under Equity Compensation Plans





The
Company does not have any equity compensation plans or any individual
compensation arrangements with respect to its common stock or preferred stock.
The issuance of any of our common or preferred stock is within the discretion of
our Board of Directors, which has the power to issue any or all of our
authorized but unissued shares without stockholder approval.





Recent
Sales of Unregistered Securities





On
September 3, 2008, the Company issued an aggregate of 5,000,000 shares of Common
Stock and warrants (the “Warrants”) to purchase 500,001 shares of common stock
for an aggregate purchase price equal to $10,000 to our officers and directors
and an affiliate of our President, Min Kuang. The warrants may be exercised
for an exercise price of $1.00 per share, at any time commencing upon the
consummation of our initial business combination and expire five years from such
date.





On
September 3, 2008 the Company issued promissory notes (the “Notes”) to certain
stockholders for an aggregate amount of $60,000 to pay for operating
expenses.  The promissory notes are non-interest bearing and are due
on  the date that the Company consummates a business combination with
a private company in a reverse merger or reverse takeover transaction or other
transaction after which the Company would cease to be a shell company (as
defined in Rule 12b-2 under the Securities Exchange Act of 1934, as
amended).




7




No
securities have been issued for services. Neither the Registrant nor any person
acting on its behalf offered or sold the securities by means of any form of
general solicitation or general advertising. No services were performed by any
purchaser as consideration for the shares issued.





Issuer
Purchases of Equity Securities





None.





Item
6.  Selected Financial Data.





As a
“smaller reporting company” as defined by Item 10 of Regulation S-K, the Company
is not required to provide this information.





Item
7.  Management’s Discussion and Analysis of Financial Condition and
Results of Operation





The
Company was organized as a vehicle to investigate and, if such investigation
warrants, acquire a target company or business seeking the perceived advantages
of being a publicly held corporation. Our principal business objective for the
next 12 months and beyond such time will be to achieve long-term growth
potential through a combination with a business rather than immediate,
short-term earnings. The Company intends to seek a target in will not restrict
our potential candidate target companies to any specific business, industry or
geographical location and, thus, may acquire any type of business.





The Company currently does not engage
in any business activities that provide cash flow.  During the next
twelve months we anticipate incurring costs related to:





(i)
            filing
      Exchange Act reports, and


(ii)
            investigating,
      analyzing and consummating an
acquisition.





We believe we will be able to meet
these costs through the use of funds in our treasury and additional amounts, as
necessary, to be loaned to or invested in us by our stockholder, management or
other investors.





Currently, however our ability to
continue as a going concern is dependant upon our ability to generate future
profitable operations and/or to obtain the necessary financing to meet out
obligations and repay our liabilities arising from normal business operations
when they come due. Our ability to continue as a going concern is also dependant
on our ability to find a suitable target company and enter into a possible
reverse merger with such company. Management’s plan includes obtaining
additional funds by equity financing through a reverse merger transaction and/or
related party advances; however, there is no assurance of additional funding
being available.





The Company is in the development stage
and has not earned any revenues from operations to date. These conditions raise
substantial doubt about our ability to continue as a going concern. The Company
is currently devoting its efforts to locating merger candidates. The Company’s
ability to continue as a going concern is dependent upon our ability to develop
additional sources of capital, locate and complete a merger with another
company, and ultimately, achieve profitable operations.




8




The Company may consider acquiring a
business which has recently commenced operations, is a developing company in
need of additional funds for expansion into new products or markets, is seeking
to develop a new product or service, or is an established business which may be
experiencing financial or operating difficulties and is in need of additional
capital. In the alternative, a business combination may involve the acquisition
of, or merger with, a company which does not need substantial additional capital
but which desires to establish a public trading market for its shares while
avoiding, among other things, the time delays, significant expense, and loss of
voting control which may occur in a public offering.





Any target business that is selected
may be a financially unstable company or an entity in its early stages of
development or growth, including entities without established records of sales
or earnings. In that event, we will be subject to numerous risks inherent in the
business and operations of financially unstable and early stage or potential
emerging growth companies. In addition, we may effect a business combination
with an entity in an industry characterized by a high level of risk, and,
although our management will endeavor to evaluate the risks inherent in a
particular target business, there can be no assurance that we will properly
ascertain or assess all significant risks.





Our sole officer and directors have not
had any preliminary contact or discussions with any representative of any other
entity regarding a business combination with us. Any target business that is
selected may be a financially unstable company or an entity in its early stages
of development or growth, including entities without established records of
sales or earnings. In that event, we will be subject to numerous risks inherent
in the business and operations of financially unstable and early stage or
potential emerging growth companies. In addition, we may effect a business
combination with an entity in an industry characterized by a high level of risk,
and, although our management will endeavor to evaluate the risks inherent in a
particular target business, there can be no assurance that we will properly
ascertain or assess all significant risks.





Our management anticipates that it will
likely be able to effect only one business combination, due primarily to our
limited financing and the dilution of interest for present and prospective
stockholders, which is likely to occur as a result of our management’s plan to
offer a controlling interest to a target business in order to achieve a tax-free
reorganization. This lack of diversification should be considered a substantial
risk in investing in us, because it will not permit us to offset potential
losses from one venture against gains from another.





The Company anticipates that the
selection of a business combination will be complex and extremely risky. Because
of general economic conditions, rapid technological advances being made in some
industries and shortages of available capital, our management believes that
there are numerous firms seeking even the limited additional capital which we
will have and/or the perceived benefits of becoming a publicly traded
corporation. Such perceived benefits of becoming a publicly traded corporation
include, among other things, facilitating or improving the terms on which
additional equity financing may be obtained, providing liquidity for the
principals of and investors in a business, creating a means for providing
incentive stock options or similar benefits to key employees, and offering
greater flexibility in structuring acquisitions, joint ventures and the like
through the issuance of stock. Potentially available business combinations may
occur in many different industries and at various stages of development, all of
which will make the task of comparative investigation and analysis of such
business opportunities extremely difficult and complex.




9




Liquidity
and Capital Resources





As of March 31, 2010, the Company has
assets equal to $26,599, comprised exclusively of cash and cash
equivalents.  This compares with assets of $59,529 as of March 31,
2009, comprised exclusively of cash and cash equivalents. The Company’s current
liabilities as of March 31, 2010 totaled $69,380, comprised exclusively of
accounts payable and notes payable to related parties.  This compares
to Company’s current liabilities as of March 31, 2009 of $60,000, comprised
exclusively of notes payable to related parties. The Company can provide no
assurance that it can continue to satisfy its cash requirements for at least the
next twelve months.





The following is a summary of the
Company's cash flows provided by (used in) operating, investing, and financing
activities for the year ended March 31, 2010, for the period from May 20, 2008
(Inception) to March 31, 2009, and for the cumulative period from May 20, 2008
(Inception) to March 31, 2010.




Fiscal Year
                  Ended
                  March 31,2010
                
                
                For the Periodfrom May 20,2008 (Inception)to March 31,2009
                
                
                For theCumulative
                  Period from
                  May 20, 2008(Inception) to
                  March 31, 2010Net
      Cash (Used in) Operating Activities
                
                $
                (32,930
                )
                
                $
                (10,471
                )
                
                $
                (43,401
                )Net
      Cash (Used in) Investing Activities
                
                
                -
                
                
                
                -
                
                
                
                -Net
      Cash Provided by Financing Activities
                
                $
                -
                
                
                $
                70,000
                
                
                $
                70,000Net
      Increase (Decrease) in Cash and Cash Equivalents
                
                $
                (32,930
                )
                
                $
                59,529
                
                
                $
                26,599





The Company has only cash assets and
has generated no revenues since inception. The Company is also dependent upon
the receipt of capital investment or other financing to fund its ongoing
operations and to execute its business plan of seeking a combination with a
private operating company. In addition, the Company is dependent upon certain
related parties to provide continued funding and capital resources. If continued
funding and capital resources are unavailable at reasonable terms, the Company
may not be able to implement its plan of operations.





Results
of Operations





The
Company has not conducted any active operations since inception, except for its
efforts to locate suitable acquisition candidates. No revenue has been
generated by the Company from May 20, 2008 (Inception) to March 31,
2010.  It is unlikely the Company will have any revenues unless it is
able to effect an acquisition or merger with an operating company, of which
there can be no assurance.  It is management's assertion that these
circumstances may hinder the Company's ability to continue as a going
concern.  The Company’s plan of operation for the next twelve months shall
be to continue its efforts to locate suitable acquisition
candidates.





For the
fiscal year ended March 31, 2010, the Company had a net loss of $42,310,
consisting of legal, accounting, audit, and other professional service fees
incurred in relation to the filing of the Company’s Registration Statement on
Form 10 in August of 2009 and the filing of the Company’s periodic
reports.




10




For the
period from May 20, 2008 (Inception) to March 31, 2009, the Company had a net
loss of $10,471, consisting of legal, accounting, audit, and other professional
service fees incurred in relation to the formation of the Company and the
preparation of the Company’s Registration Statement on Form 10 filed in August
of 2009.





For the
cumulative period from May 20, 2008 (Inception) to March 31, 2010, the Company
had a net loss of $52,781, comprised exclusively of legal, accounting, audit,
and other professional service fees incurred in relation to the formation of the
Company, the filing of the Company’s Registration Statement on Form 10 in August
of 2009, and the filing of the Company’s periodic reports.





Off-Balance
Sheet Arrangements





The Company does not have any
off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on the Company’s financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to
investors.





Contractual
Obligations





As a “smaller reporting company” as
defined by Item 10 of Regulation S-K, the Company is not required to provide
this information.





Item
7A.  Quantitative and Qualitative Disclosures about Market
Risk.





As a “smaller reporting company” as
defined by Item 10 of Regulation S-K, the Company is not required to provide
this information.





Item
8.  Financial Statements and Supplementary Data.





Audited financial statements begin on
the following page of this report.




11




Asia
Select Acquisition II Corp.


(A
Development Stage Company)




INDEX
TO FINANCIAL STATEMENTS





PageReport
      of Independent Registered Public Accounting Firm
                
                F-2Financial
      Statements:Balance
      Sheets as of March 31, 2010 and March 31, 2009
                
                F-3Statements
      of Operations for the Year Ended March 31, 2010, for the Period from May
      20, 2008 (inception) to March 31, 2009, and for the Cumulative Period from
      May 20, 2008 (inception) to March 31, 2010
                
                F-4Statement
      of Stockholders' Equity (Deficit) from May 20, 2008 (inception) to March
      31, 2010
                
                F-5Statements
      of Cash Flows for the Year Ended March 31, 2010, for the Period from May
      20, 2008 (inception) to March 31, 2009, and for the Cumulative Period from
      May 20, 2008 (inception) to March 31, 2010
                
                F-6Notes
      to Financial Statements
                
                F-7




F-1


AJ.
ROBBINS, P.C.


CERTIFIED
PUBLIC ACCOUNTANTS


216
SIXTEENTH STREET


SUITE
600


DENVER,
CO 80202





REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM




To the
Board of Directors and Stockholders of


Asia
Select Acquisition II Corp.


Vancouver,
B.C., Canada




We have
audited the accompanying balance sheets of Asia Select Acquisition II Corp. (a
development stage company) as of March 31, 2010 and 2009, and the related
statements of operations, stockholders’ equity (deficit), and cash flows for the
year ended March 31, 2010, and for the periods from inception (May 20, 2008) to
March 31, 2009 and 2010. Asia Select Acquisition II Corp.’s management is
responsible for these financial statements. Our responsibility is to express an
opinion on these financial statements based on our audits.




We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits 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 its internal
control over financial reporting. Our audits 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 Asia Select Acquisition II Corp. as
of December 31, 2010 and 2009, and the results of its operations and its cash
flows for the year ended March 31, 2010, and for the periods from inception (May
20, 2008) to March 31, 2009 and 2010 in conformity with accounting principles
generally accepted in the United States of America.




The
accompanying financial statements have been prepared assuming that the Company
will continue as a going-concern.  As discussed in Note 1 to the
financial statements, the Company is in the development stage and has not
commenced operations.  Its ability to continue as a going concern is
dependent upon its ability to develop additional sources of capital, locate and
complete a merger with another company and ultimately achieve profitable
operations.  These conditions raise substantial doubt about its
ability to continue as a going concern.  Management’s plans regarding
these matters are also discussed in Note 1 to the financial
statements.  These financial statements do not include any adjustments
that might result from the outcome of this uncertainty.




AJ.
ROBBINS, P.C.


CERTIFIED
PUBLIC ACCOUNTANTS





Denver,
Colorado


June
29, 2010




F-2


Asia
Select Acquisition II Corp.


(A
Development Stage Company)


Balance
Sheets





March 31, 2010
                                              
                                              
                                              March 31, 2009AssetsCurrent
      Assets:Cash
      and cash equivalents
                                              
                                              $
                                              26,599
                                              
                                              
                                              $
                                              59,529LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT)Current
      Liabilities:Accounts
      payable
                                              
                                              $
                                              9,380
                                              
                                              
                                              $
                                              -Notes
      payable-related parties
                                              
                                              
                                              60,000
                                              
                                              
                                              
                                              60,000Total
      current liabilities
                                              
                                              
                                              69,380
                                              
                                              
                                              
                                              60,000COMMITMENTS
      AND CONTINGENCIESStockholders'
      Equity (Deficit)Preferred
      stock: $0.0001 par value; 1,000,000 shares authorized,none
      issued and outstanding
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -Common
      stock: $0.0001 par value; 100,000,000 shares authorized,5,000,000
      shares issued and outstanding
                                              
                                              
                                              500
                                              
                                              
                                              
                                              500Additional
      paid in capital
                                              
                                              
                                              9,500
                                              
                                              
                                              
                                              9,500(Deficit)
      Accumulated During the Development Stage
                                              
                                              
                                              (52,781
                                              )
                                              
                                              
                                              (10,471
                                              )Total
      Stockholders' Equity (Deficit)
                                              
                                              
                                              (42,781
                                              )
                                              
                                              
                                              (471
                                              )$
                                              26,599
                                              
                                              
                                              $
                                              59,529





See
Accompanying Notes to Financial Statements




F-3





Asia
Select Acquisition II Corp.


(A
Development Stage Company)


Statements
of Operations





For the Year
                                                            
                                                            
                                                            For the Period from
                                                            
                                                            
                                                            For the Cumulative Period fromEnded
                                                            
                                                            
                                                            May 20, 2008 (Inception) to
                                                            
                                                            
                                                            May 20, 2008 (Inception) toMarch 31, 2010
                                                            
                                                            
                                                            March 31, 2009
                                                            
                                                            
                                                            March 31, 2010Revenue
                                                            
                                                            $
                                                            -
                                                            
                                                            
                                                            $
                                                            -
                                                            
                                                            
                                                            $
                                                            -Expenses
                                                            
                                                            
                                                            42,310
                                                            
                                                            
                                                            
                                                            10,471
                                                            
                                                            
                                                            
                                                            52,781Net
      loss for
      the period
                                                            
                                                            $
                                                            (42,310
                                                            )
                                                            
                                                            $
                                                            (10,471
                                                            )
                                                            
                                                            $
                                                            (52,781
                                                            )Loss
      per share - basic and diluted
                                                            
                                                            $
                                                            (0.01
                                                            )
                                                            
                                                            $
                                                            
                                                            *Weighted
      average number of common sharesoutstanding - basic and
      diluted
                                                            
                                                            
                                                            5,000,000
                                                            
                                                            
                                                            
                                                            5,000,000





*
Less than $.01


See
Accompanying Notes to Financial Statements




F-4





Asia
Select Acquisition II Corp.


(A
Development Stage Company)


Statement
of Stockholders' Equity (Deficit)





(Deficit)Accumulated
                        
                        
                        TotalNumber
      of
                        
                        
                        
                        
                        
                        Additional
                        
                        
                        During
      the
                        
                        
                        Stockholders'common
                        
                        
                        
                        
                        
                        Paid-in
                        
                        
                        Development
                        
                        
                        Equityshares
                        
                        
                        Par Value
                        
                        
                        Capital
                        
                        
                        Stage
                        
                        
                        (Deficit)Balance,
      May 20, 2008 (date of inception)
                        
                        
                        -
                        
                        
                        $
                        -
                        
                        
                        $
                        -
                        
                        
                        $
                        -
                        
                        
                        $
                        --Sale
      of common stock on September 3, 2008 at $0.00182 per share
                        
                        
                        5,000,000
                        
                        
                        
                        500
                        
                        
                        
                        8,590
                        
                        
                        
                        -
                        
                        
                        
                        9,090Sale
      of warrants on September 3, 2008 at $0.00182 per warrant
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        910
                        
                        
                        
                        -
                        
                        
                        
                        910Net
      loss for the period
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        (10,471
                        )
                        
                        
                        (10,471
                        )Balance,
      March 31, 2009
                        
                        
                        5,000,000
                        
                        
                        
                        500
                        
                        
                        
                        9,500
                        
                        
                        
                        (10,471
                        )
                        
                        
                        (471
                        )Net
      loss for the period
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        (42,310
                        )
                        
                        
                        (42,310
                        )Balance,
      March 31, 2010
                        
                        
                        5,000,000
                        
                        
                        $
                        500
                        
                        
                        $
                        9,500
                        
                        
                        $
                        (52,781
                        )
                        
                        $
                        (42,781
                        )





See
Accompanying Notes to Financial Statements


F-5





Asia
Select Acquisition II Corp.


(A
Development Stage Company)


Statements
of Cash Flows





For
      the Year
                                
                                
                                For
      the Period from
                                
                                
                                For
      the Cumulative Period fromEnded
                                
                                
                                May
      20, 2008 (Inception) to
                                
                                
                                May
      20, 2008 (Inception) toMarch
      31, 2010
                                
                                
                                March
      31, 2009
                                
                                
                                March
      31, 2010CASH
      FLOWS (TO) FROM OPERATING ACTIVITIESNet
      loss
                                
                                $
                                (42,310
                                )
                                
                                $
                                (10,471
                                )
                                
                                $
                                (52,781
                                )Changes
      in assets and liabilities:Accounts
      payable
                                
                                
                                9,380
                                
                                
                                
                                -
                                
                                
                                
                                9,380Net
      cash used by Operating Activities
                                
                                
                                (32,930
                                )
                                
                                
                                (10,471
                                )
                                
                                
                                (43,401
                                )CASH
      FLOWS FROM FINANCING ACTIVITIESNotes
      payable-related parties
                                
                                
                                -
                                
                                
                                
                                60,000
                                
                                
                                
                                60,000Proceeds
      from issuance of common stock and warrants
                                
                                
                                -
                                
                                
                                
                                10,000
                                
                                
                                
                                10,000Net
      cash provided by financing activities
                                
                                
                                -
                                
                                
                                
                                70,000
                                
                                
                                
                                70,000Change
      in cash and cash equivalents during the year
                                
                                
                                (32,930
                                )
                                
                                
                                59,529
                                
                                
                                
                                26,599Cash
      and cash equivalents, beginning
                                
                                
                                59,529
                                
                                
                                
                                -
                                
                                
                                
                                -Cash
      and cash equivalents, end
                                
                                $
                                26,599
                                
                                
                                $
                                59,529
                                
                                
                                $
                                26,599Supplemental
      DisclosuresInterests
      paid
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Income
      taxes paid .
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -





See
Accompanying Notes to Financial Statements


F-6





Asia
Select Acquisition II Corp.


(A
Development Stage Company)


Notes to
Financial Statements


March 31,
2010





1.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES





History


Asia
Select Acquisition II Corp., (the “Company”) was incorporated in the State of
Delaware on May 20, 2008.  The Company has not realized significant
revenues to date and therefore is classified as a development stage Corporation
as defined in Financial Accounting Standards Board Accounting Standards
Codification ("ASC") Topic 915 "Development Stage Entities".  The
fiscal year end is March 31.





Going Concern and Plan of
Operation


The
Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business.  The Company is in
the development stage and has negative working capital, negative stockholders’
equity and has not earned any revenues from operations to date. These conditions
raise substantial doubt about its ability to continue as a going
concern.





The
Company is currently devoting its efforts to locating merger
candidates.  The Company's ability to continue as a going concern is
dependent upon its ability to develop additional sources of capital, locate and
complete a merger with another company, and ultimately, achieve profitable
operations. The accompanying financial statements do not include any adjustments
that might result from the outcome of these uncertainties.





Income
Taxes


In
accordance with ASC Topic 740, Accounting for Income Taxes, the Company accounts
for income taxes under the asset and liability method. Deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax basis and operating loss and tax credit
carryforwards. Deferred tax assets and liabilities are measured using enacted
tax rates expected to apply to taxable income in the years in which those
temporary differences are expected to be recovered or settled. The effect on
deferred tax assets and liabilities of a change in tax rates is recognized in
income in the period that includes the enactment
date.




For
federal income tax purposes, substantially all startup and organizational
expenses must be deferred until the Company commences business.  The
Company may elect a limited deduction of up to $5,000 in the taxable year in
which the trade or business begins.  The $5,000 must be reduced by the
amount of startup costs in excess of $50,000.  The remainder of the
expenses not deductible must be amortized over a 180-month period beginning with
the month in which the active trade or business begins.  These expenses
will not be deducted for tax purposes and will represent a deferred tax
asset.  The Company will provide a valuation allowance in the full amount
of the deferred tax asset since there is no assurance of future taxable
income.  Tax deductible losses can be carried forward for 20 years until
utilized.





The
Company has adopted ASC Topic 740, Accounting for Uncertainty in Income Taxes -
an interpretation of FASB Statement No. 109 (“FIN 48”) as of May 20,
2008.  ASC Topic 740 clarifies the accounting for uncertainty in
income taxes recognized in companies’ financial statements in accordance with
ASC Topic 740, Accounting for Income Taxes.  As a result, the Company
applies a more-likely-than-not recognition threshold for all tax
uncertainties.  ASC Topic 740 only allows the recognition of those tax
benefits that have a greater than fifty percent likelihood of being sustained
upon examination by the taxing authorities.  As a result of
implementing ASC Topic 740, the Company’s management has reviewed the Company’s
tax positions and determined there were no outstanding, or retroactive tax
positions with less than a 50% likelihood of being sustained upon examination by
the taxing authorities, therefore the implementation of this standard has not
had a material affect on the Company.





Based on
its evaluation, the Company has concluded that there are no significant
uncertain tax positions requiring recognition in its financial
statements.  The Company’s evaluation was performed for the tax
periods ended March 31, 2009 through March 31, 2010 for U.S. Federal Income Tax
and for the State of Delaware Income Tax, the tax years which remain subject to
examination by major tax jurisdictions as of March 31, 2010.


F-7


Asia
Select Acquisition II Corp.


(A
Development Stage Company)


Notes to
Financial Statements


March 31,
2010





1.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)





Deferred Offering
Costs


Deferred
offering costs, consisting of legal, accounting and filing fees relating to an
offering will be capitalized. The deferred offering costs will be offset against
offering proceeds in the event the offering is successful. In the event the
offering is unsuccessful or is abandoned, the deferred offering costs will be
expensed.





Cash and Cash
Equivalents


Cash and
cash equivalents consist primarily of cash in banks and highly liquid
investments with original maturities of 90 days or less.





Concentrations of Credit
Risk


The
Company maintains all cash in deposit accounts, which at times may exceed
federally insured limits.  The Company has not experienced a loss in
such accounts.





Earnings per Common
Share


Basic
earnings per common share are computed based upon the weighted average number of
common shares outstanding during the period.  Diluted earnings per
share consists of the weighted average number of common shares outstanding plus
the dilutive effects of options and warrants calculated using the treasury stock
method.  In loss periods, dilutive common equivalent shares are
excluded as the effect would be anti-dilutive.





At March
31, 2010 and 2009, the only potential dilutive securities were 500,001
common stock warrants. Due to the net loss, none of the potentially dilutive
securities were included in the calculation of diluted earnings per share since
their effect would be anti-dilutive.





Use of Estimates in the
Preparation of Financial Statements


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





Recently Issued Accounting
Pronouncements


The
Company has adopted all recently issued accounting
pronouncements.  The adoption of the accounting pronouncements,
including those not yet effective, is not anticipated to have a material effect
on the financial position or results of operations of the Company.





2.
            COMMON
      STOCK




During
September 2008, the Company sold for $9,090 cash 5,000,000 shares of its $0.0001
par value common stock to various investors. In addition, the Company also sold
to these investors for $910 cash warrants to purchase 500,001 shares of common
stock at an exercise price of $1.00.  These warrants expire 5 years
from the date the Company consummates a merger or other business combination
with an operating business or any other event to which the Company ceases to be
a “shell company.”





3.
            NOTES
      PAYABLE-RELATED PARTIES




On
September 3, 2008 the Company executed notes payable to related parties
totalling $60,000, which are non interest bearing and are due on the date that
the Company completes a business combination.


F-8





Asia
Select Acquisition II Corp.


(A
Development Stage Company)


Notes to
Financial Statements


March 31,
2010





4.
            RELATED
      PARTY TRANSACTIONS





The
Company neither owns nor leases any real or personal property. Office services
are provided at a charge of $500 per month by Orient Ventures
Ltd.    The officers and directors of the Company are involved in
other business activities and may, in the future, become involved in other
business opportunities that become available.  Such persons may face a
conflict in selecting between the Company and their other business interests.
The Company has not formulated a policy for the resolution of such
conflicts.


F-9


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





There are
not and have not been any disagreements between the Company and its accountants
on any matter of accounting principles, practices or financial statement
disclosure.





Item
9A.  Controls and Procedures.





Evaluation of Disclosure
Controls and Procedures





The
Company’s management is responsible for establishing and maintaining a system of
disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e)
under the Exchange Act) that is designed to ensure that information required to
be disclosed by the Company in the reports that the Company files or submits
under the Exchange Act is recorded, processed, summarized and reported, within
the time periods specified in the Commission’s rules and
forms.  Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that information required
to be disclosed by an issuer in the reports that it files or submits under the
Exchange Act is accumulated and communicated to the issuer’s management,
including its principal executive officer or officers and principal financial
officer or officers, or persons performing similar functions, as appropriate to
allow timely decisions regarding required disclosure.





In
accordance with Exchange Act Rules 13a-15 and 15d-15, an evaluation was
completed under the supervision and with the participation of the Company’s
management, including the Company’s sole officer and director, of the
effectiveness of the design and operation of the Company’s disclosure controls
and procedures as of the end of the period covered by this Annual
Report.  Based on that evaluation, the Company’s management concluded
that the Company’s disclosure controls and procedures were effective in
providing reasonable assurance that information required to be disclosed in the
Company’s reports filed or submitted under the Exchange Act was recorded,
processed, summarized, and reported within the time periods specified in the
Commission’s rules and forms.





Evaluation of Internal
Controls and Procedures





Our management is also responsible for
establishing and maintaining adequate internal control over financial
reporting.  The Company’s internal control over financial reporting is
designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles.





Our
internal control over financial reporting includes those policies and procedures
that:


·
              Pertain
      to the maintenance of records that, in reasonable detail, accurately and
      fairly reflect the transactions and dispositions of the assets of the
      Company;


·
              Provide
      reasonable assurance that transactions are recorded as necessary to permit
      preparation of financial statements in accordance with generally accepted
      accounting principles, and that our receipts and expenditures are being
      made only in accordance with authorizations of the Company’s 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
statements.




As of
March 31, 2010, we carried out an evaluation of the effectiveness of our
internal control over financial reporting based on the framework in “Internal
Control-Integrated Framework” issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Based on our evaluation, our
management concluded that our internal control over financial reporting was
effective as of March 31, 2010.


12


This annual report does not include a
report of management's assessment regarding internal control over financial
reporting or an attestation report of the company's registered public accounting
firm due to a transition period established by rules of the Securities and
Exchange Commission for newly public companies.





Changes in Internal Control
over Financial Reporting





There
have been no significant changes to the Company’s internal control over
financial reporting that occurred during our last fiscal year ended March 31,
2010, that materially affected, or were reasonably likely to materially affect,
our internal controls over financial reporting.





Item
9B. Other Information.





None.





PART
III





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





(a)  Identification
of Directors and Executive Officers.  The following table sets forth
certain information regarding the Company’s sole director and executive
officer:





Name
                
                Age
                
                PositionMin Kuang
                
                40
                
                President, Secretary, Treasureand
    DirectorLeanna
Doane
                
                50
                
                DirectorAnthony
Zhou
                
                53
                
                Director





Min Kuanghas served as our president, secretary,
treasurer and as a member of our board of directors since our
inception.  Ms. Kuang is a founder and chief executive officer of Asia
Select Investment Fund Inc., a private equity firm established in April 2007,
where she is responsible for equity investments, merger & acquisition
transactions, taking companies public and fund performance in Canada, U.S.A. and
Greater China.  Since May 2008, Ms. Kuang has served as chief
financial officer, chief operating officer, secretary and member of the board of
directors of Asia Select Acquisition I Corp, a blank check company seeking to
acquire a target business in the People’s Republic of China.  She has
also been the chief executive officer and sole director of Asia Select Asset
Management Limited (Hong Kong) since its formation in 1996 and Asia Select Asset
Management Inc. (Canada) since its formation in 2008, each of which is
focused on asset management and merger & acquisition activities.  Since
2006, Ms. Kuang has been a chief executive officer, shareholder and director of
Orient Venture Capital Inc. (TSX-V: OVC.P) and a shareholder and director
ofChina Select Capital
Partners(TSX-V: CH),which are capital pool companies formed
to identify, evaluate and acquire the assets of companies with a focus on the
clean tech and renewable energy sectors.  Ms. Kuang is also a director
of Asia Select Acquisition III Corp., a blank check company seeking to acquire a
target business in the People’s Republic of China.  From December 2001
to April 2007, Ms. Kuang was the chief executive officer of Orient Venture ltd.,
an investment advisory and consulting firm with offices in Canada and China
specializing in assisting management in analyzing international merger
& acquisition and strategic alternatives to private and public companies in
Canada and China. From 1996 to 2006, she invested in and acted as chief
executive officer of several start-up technology companies in electronic,
communications and healthcare sectors including Andis (China) Electronic Inc.,
Kingsway (China) Communications Inc., N2 Natural Health (Canada) and Joymain
(Canada) Technologies Inc. She also worked with some of the world's most
respected names in building automation equipment such as Chubb, Cerberus,
Alcatel, and Siemens from 1994 to 2000.  Ms. Kuang received an M.B.A.
degree from Lawrence Technology University and a B.A. degree from
China.


13





Leanna
Doanehas served as a
member of our board of directors since our inception.  Since March
2005, she has served as acquisitions manager for Ten 56, Inc., a development and
construction company.  Since October 2005, she has also served as a
buyer’s agent for Angell Hasman, an agent of residential
properties.  Ms. Doane is also a director of Asia Select Acquisition
III Corp.  From 1994 to October 2005, she was a sales agent at Re/Max
Masters, a company engaged in the listing, marketing and selling of residential
properties.  From January 1984 to March 1991, she practiced corporate
commercial law at Crown Zellerbach one of the largest forestry companies in
British Columbia.  Ms. Doane received a bachelors degree from Simon
Fraser University and a LL.B. from the University of British
Columbia.




Anthony
Zhouhas served as a member
of our board of directors since our inception.  Since 2000, Mr. Zhou
has served as a lawyer with Anthony Zhou & Co., a private law firm he
formed.  Since June 2008, he has also served as a principal of China
Lighting Equipment Co. Ltd., a private Hong Kong incorporated company,
affiliated with Shenzhen Neotimes Lighting Equipment Co., Ltd., a China-based
manufacturer of lighting products, including newly-invented high-efficiency
energy-saving products, marketing its technology and products globally. Mr. Zhou
is also a director of Asia Select Acquisition III Corp.  From 1993 to
1994, he was a lawyer with McCarthy Tetrault, the largest law firm in Canada, in
its corporate department, focusing on China related transactions, and, from 1994
to 1997, he worked for Devlin Jensen, a Vancouver based securities law firm,
focusing on private and public financing projects, mergers and acquisitions and
China joint venture projects. Mr. Zhou received a B.A. from Shanxi University, a
diploma of law from China University of Politics and Law in Beijing, China, and
a LL.B. from Faculty of Law of Queens University in Ontario,
Canada.





(b)  Significant
Employees.





As of the date hereof, the Company has
no significant employees.





(c)  Family
Relationships.





There are nofamily relationships among directors,
executive officers, or persons nominated or chosen by theissuerto become directors or executive
officers.




(d)   Involvement
in Certain Legal Proceedings.




There have been no events under any
bankruptcy act, no criminal proceedings and no judgments, injunctions, orders or
decrees material to the evaluation of the ability and integrity of any director,
executive officer, promoter or control person of Registrant during the past five
years.




Compliance with Section 16(a) of the
Exchange Act





Section 16(a)
of the Exchange Act requires the Company’s directors and officers, and persons
who beneficially own more than 10% of a registered class of the Company’s equity
securities, to file reports of beneficial ownership and changes in beneficial
ownership of the Company’s securities with the SEC on Forms 3, 4 and 5.
Officers, directors and greater than 10% stockholders are required by SEC
regulation to furnish the Company with copies of all Section 16(a) forms
they file.





Based
solely on the Company’s review of the copies of the forms received by it during
the fiscal year ended March 31, 2010 and written representations that no other
reports were required, the Company believes that no persons who, at any time
during such fiscal year, was a director, officer or beneficial owner of more
than 10% of Common Stock failed to comply with all Section 16(a) filing
requirements during such fiscal year.


14




Code
of Ethics




We have
not adopted a Code of Business Conduct and Ethics that applies to our principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions in that our officers and
directors serve in these capacities.





Nominating
Committee





We have not adopted any procedures by
which security holders may recommend nominees to our Board of
Directors.





Audit Committee





The Board of Directors acts as the
audit committee. The Company does not have a qualified financial expert at this
time because it has not been able to hire a qualified candidate. Further, the
Company believes that it has inadequate financial resources at this time to hire
such an expert.  The Company intends to continue to search for a
qualified individual for hire.





Item
11. Executive Compensation.





The
following table sets forth the cash and other compensation paid by the Company
to its President and all other executive officers who earned annual compensation
exceeding $100,000 for services rendered during the fiscal year ended March 31,
2010 and 2009.





Name and Position
              
              Year
              
              Cash Compensation
              
              Other CompensationMin
      Kuang, President, Secretary, Treasurer and
      Director
              
              2010
                2009
              
              None
                None
              
              None
                None





Director
Compensation





We do not currently pay any cash fees
to our directors, nor do we pay directors’ expenses in attending board
meetings.





Employment
Agreements





The
Company is not a party to any employment agreements.





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





(a)           The
following tables set forth certain information as of June 29, 2010, regarding
(i) each person known by the Company to be the beneficial owner of more than 5%
of the outstanding shares of Common Stock, (ii) each director, nominee and
executive officer of the Company and (iii) all officers and directors as a
group.


15





Name and Address
                
                Amount and Nature of Beneficial Ownership
                
                
                Percentage of ClassAsia
      Select Asset Management
                  Limited
      (Hong Kong) (1)
                  300-1055
      West Hastings St.
                  Vancouver,
      British Columbia
                  Canada
      V6E2E9
                
                
                3,571,428
                
                
                
                71.4
                %Leanna
      Doane (2)
                  300-1055
      West Hastings St.
                  Vancouver,
      British Columbia
                  Canada
      V6E2E9
                
                
                714,286
                
                
                
                14.3
                %Anthony
      Zhou (3)
                  c/o
      Anthony Zhou & Company
                  North
      Office Tower
                  Oakridge
      Center, Suite 560
                  650
      West 41st
      Ave.
                  Vancouver,
      British Columbia,
                  Canada
      V5Z2M9
                
                
                714,286
                
                
                
                14.3
                %Min
      Kuang  (4)
                  300-1055
      West Hastings St.
                  Vancouver,
      British Columbia
                  Canada
      V6E2E9
                
                
                3,571,428
                (5)
                
                
                71.4
                %All
      Directors and Officers as a Group
                  (3
      individuals)
                
                
                5,000,000
                
                
                
                100
                %


————


(1)
            Min
      Kuang, the President, Secretary, and Director of the Company, also serves
      as President of Asia Select
    Asset   Management.


(2)
            Leanna
      Doane is a director of the Company.


(3)
            Anthony
      Zhou is a director of the Company.


(4)
            Min
      Kuang is the President, Secretary and a director of the
      Company.


(5)
            Represents
      3,571,428 shares of Common Stock owned of record by Asia Select Asset
      Management Limited (Hong Kong). Ms. Huang is the President of Asia Select
      Asset Management Limited (Hong Kong) and has sole investment and voting
      control over the shares of Common Stock owned by it. Therefore, Ms. Kuang
      may be deemed the beneficial owner of these shares of Common
      Stock.





(b)           The
Company currently has not authorized any compensation plans or individual
compensation arrangements.





Item
13. Certain Relationships and Related Transactions.





Certain
Relationships and Related Transactions





On September 3, 2008, the Company issued
an aggregate of 5,000,000 shares of Common Stock and warrants (the “Warrants”)
to purchase 500,001 shares of common stock for an aggregate purchase price equal
to $10,000 to our officers and directors and an affiliate of our President, Min
Kuang.The warrants entitle the registered holder to purchase our
common stock at a price of $1.00 per share, at any time commencing upon the
consummation of our initial business combination.  The warrants expire
five years after such date.  The exercise price and number of shares
of common stock issuable on exercise of the warrants may be adjusted in certain
circumstances including in the event of a stock dividend, or our
recapitalization, reorganization, merger or consolidation.The shares of Common Stock and Warrant
were issued pursuant to an exemption from registration provided by Section 4(2)
of theSecuritiesExchange
Act.





On September 3, 2008, the Company issued
promissory notes to Leanna Doane, Anthony Zhou, and Asia Select Investment Fund
Inc. for an aggregate amount of $60,000 to pay for operating expenses. Min Kuang
is the president of Asia Select Asset Management Limited. The promissory
notes are non-interest bearing and are due on  the date that the
Company consummates a business combination with a private company in a reverse
merger or reverse takeover transaction or other transaction after which the
Company would cease to be a shell company (as defined in Rule 12b-2 under the
Securities Exchange Act of 1934, as amended).


16





Orient Ventures Ltd., is providing
certain general and administrative services to usfor achargeof $500 per month. Our president is also the
president of Orient Ventures Ltd.





The Company will also reimburse its
officers and directors for any out of pocket expenses incurred for providing
services on the Company’s
behalf.





Director
Independence





Our Common Stock is not quoted or
listed on any national exchange or interdealer quotation system with a
requirement that a majority of our board of directors be independent therefore
the Company is not subject to any director independence requirements. Under
NASDAQ Rule 5605(a)(2)(A), a director is not considered to be independent if he
or she also is an executive officer or employee of the
corporation.  Under such definition, our board of directors has
determined that Mr. Zhou and Ms. Doane are independent directors.





Except as otherwise indicated herein,
there have been no other related party transactions, or any other transactions
or relationships required to be disclosed pursuant to Item 404 and Item 407(a)
of Regulation S-K.





Item
14.  Principal Accounting Fees and Services





AJ.
Robbins, P.C. (“AJ. Robbins”) is the Company's independent registered public
accounting firm.





Audit
Fees





The
aggregate fees billed by AJ. Robbins for professional services rendered for the
audit of our annual financial statements and review of financial statements
included in our annual reports on Form 10-K or services that are normally
provided in connection with statutory and regulatory filings were $11,210and $7,630 for the
fiscal years ended March 31, 2010 and 2009.





Audit-Related
Fees





There
were no feesbilled
by AJ. Robbins for assurance and related services that are reasonablyrelated to
the performance of the audit or review of the Company’s financial statements for
the fiscal years ended March 31, 2010 and 2009.





Tax
Fees





There
were no fees billed by AJ. Robbins for professional services for tax compliance,
tax advice, and tax planning were for the fiscal year ended March 31, 2010 and
2009.





All
Other Fees





There
were no fees billed by AJ. Robbins for other products and services for the
fiscal years ended March 31, 2010 and 2009.





Audit
Committee’s Pre-Approval Process





The Board of Directors acts as
the audit committee of the Company, and accordingly, all services are approved
by all the members of the Board of Directors.


17





Part
IV





Item
15. Exhibits, Financial Statement Schedules





(a)  We
set forth below a list of our audited financial statements included in Item 8 of
this annual report on Form 10-K.





Statement
                
                Page*Index
      to Financial Statements
                
                F-1Report of Independent Registered
      Public Accounting Firm
                
                F-2Balance
    Sheets
                
                F-3Statements
      of Operations
                
                F-4Statement
      of Stockholders' Equity (Deficit)
                
                F-5Statements
      of Cash Flows
                
                F-6Notes to Financial
      Statements
                
                F-7


—————


*Page F-1
follows page 10 to this annual report on Form 10-K.





(b) Index
to Exhibits required by Item 601 of Regulation S-K.





Exhibit
              
              Description*3.1
              
              Certificate
      of Incorporation*3.2
              
              By-laws31.1
              
              Certification
      of the Company’s Principal Executive Officer pursuant to Section 302 of
      the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Annual
      Report on Form 10-K for the year ended March 31, 201031.2
              
              Certification
      of the Company’s Principal Executive Officer and Principal Financial
      Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with
      respect to the registrant’s Annual Report on Form 10-K for the year ended
      March 31, 201032.1
              
              Certification
      of the Company’s Principal Executive Officer pursuant to 18 U.S.C. Section
      1350,  as adopted pursuant to Section 906 of the Sarbanes Oxley
      Act of 200232.2
              
              Certification
      of the Company’s Principal Financial Officer pursuant to 18 U.S.C. Section
      1350,  as adopted pursuant to Section 906 of the Sarbanes Oxley
      Act of 2002





*
            Filed
      as an exhibit to the Company's registration statement on Form 10, as filed
      with the Securities and Exchange Commission on August 6, 2009 and
      incorporated herein by this
reference.


18





SIGNATURES





In accordance with 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.





ASIA
      SELECT ACQUISITION II CORP.Dated:
      June 29, 2010
              By:
              /s/ Min KuangMin
      KuangPresident,
      Secretary and DirectorPrincipal
      Executive OfficerPrincipal
      Financial Officer





In accordance with Section 13 or 15(d)
of the Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.





Title
              
              Date/s/ Min Kuang
              
              President,
      Secretary and Director
              
              June
      29, 2010Min
      Kuang/s/ Leanna Doane
              
              Director
              
              June
      29, 2010Leanna
      Doane/s/ Anthony Zhou
              
              Director
              
              June
      29, 2010Anthony
      Zhou


19