UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549


____________________________________________________





FORM
10-K





(Mark
One)





x
            ANNUAL
      REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For
The Fiscal Year Ended December 31, 2009





o
            TRANSITION
      REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





Commission
File No.  333-156950





JINMIMI
NETWORK INC.


(Exact
name of registrant as specified in Charter)





NEVADA
            
            333-156950
            
            20-4281128(State
      or other jurisdiction of
              incorporation
      or organization)
            
            (Commission
      File No.)
            
            (IRS
      Employee Identification No.)





6G,
West Building, Changxing Plaza


Changxing
Rd, Nanshan District


Shenzhen,
Guangdong, 518051 P.R. China


(Address
of Principal Executive Offices)





+
86 (755) 8340-6503


(Issuer
Telephone number)





Securities
      registered under Section 12(b) of the Exchange Act:
            None.Securities
      registered under Section 12(g) of the Exchange Act:
            Common
      stock, par value $0.0001 per share.(Title
      of class)





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





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





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





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









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 (Section 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





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.





Large
      accelerated filer
            o
            
            Accelerated
      filer
            oNon-accelerated
      filer
              (Do
      not check if a smaller reporting company)
            o
            
            Smaller
      reporting company
            x





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





As of the
last business day of the registrant’s most recently completed second fiscal
quarter, there was no active public trading market for our common
stock.





As of
March 5, 2010, the registrant had 24,000,000 shares issued and outstanding,
respectively.





Documents Incorporated by
Reference:


None.










TABLE OF CONTENTS





PART
      IITEM
      1.
            BUSINESS
            1ITEM
      2.
            PROPERTIES
            10ITEM
      3.
            LEGAL PROCEEDINGS
            10ITEM
      4.
            SUBMISSION OF MATTERS TO A VOTE OF SECURITY
      HOLDERS
            10PART
      IIITEM
      5.
            MARKET FOR REGISTRANT’S COMMON EQUITY; RELATED STOCKHOLDER
      MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
            10ITEM
      6.
            SELECTED FINANCIAL DATA
            11ITEM
      7.
            MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
      AND RESULTS OF OPERATIONS
            11ITEM
      7A.
            QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
      RISK
            17ITEM
      8.
            FINANCIAL STATEMENTS AND SUPPLEMENTARY
    DATAITEM
      9.
            CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
      AND FINANCIAL DISCLOSURE
            18ITEM
      9A.
            CONTROLS AND PROCEDURES
            18PART
      IIIITEM
      10.
            DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
      GOVERNANCE
            19ITEM
      11.
            EXECUTIVE COMPENSATION
            20ITEM
      12.
            SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
      MANAGEMENT AND RELATED STOCKHOLDER MATTERS
            21ITEM
      13.
            CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
      DIRECTOR INDEPENDENCE
            21ITEM
      14.
            PRINCIPAL ACCOUNTANT FEES AND SERVICES
            22PART
      IVITEM
      15.
            EXHIBITS, FINANCIAL STATEMENT SCHEDULES
            22SIGNATURES
            
            24











PART
I





ITEM
      1.
            BUSINESS





Our
History and Structure





We were
incorporated under the laws of the state of Nevada in November 2008. We are an
online media company and value-added information service provider in the PRC. In
January 2009, the Company entered into a Purchase Agreement with HKAC and the
HKAC Shareholders, pursuant to which we acquired 100% of the HKAC Shares from
HKAC and HKAC Shareholders, for a total purchase price of $438,975 by delivery
of a promissory note. As a result, HKAC and its subsidiary, Chuangding, became
our wholly-owned subsidiaries.  In this transaction, Mr. Xi Li, our
major shareholder, was also a shareholder of HKAC controlling approximately
49.9% of the outstanding shares.
 
 In
January 2009, we completed a Regulation D Rule 506 and/or Regulation S offering
in which we sold 4,000,000 shares of common stock to 40 investors, at a price
per share of $0.025 for an aggregate offering price of $100,000.
 
 Our
operations are limited to Chuangding’s 100% ownership interest of Shenzhen
Jinmimi under a long-term management consultancy agreement. Shenzhen Jinmimi
operates a website www.jinmimi.com that
provides online financial, listed company data and information mainly through
online forums. With a network of localized web sites targeting greater China and
overseas Chinese speaking individuals, the Company provides forum-based products
and services such as blogs and discussion boards through an on-line forum,
Jinmimi Financial Forum.
 
 Many
residents of PRC use Jinmimi Financial Forum to publish and search for financial
data and information.
 
 We have
not been involved in any bankruptcy, receivership or similar proceeding. We have
not been involved in any material reclassification, merger, consolidation, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.
 
 Business
Overview
 
 We are
one of the companies that specialize in providing online financial, listed
company data and information in China. We offer registered-based services on a
single information platform that provide financial data and information that we
deliver through online forums. Our service offerings permit users to post and
search financial information on our forum, Jinmimi Financial
Forum.  Jinmimi Financial Forum is divided into six (6) sub-forums:
Stock Market Information, Mutual Funds Information, Bonds Market Information,
Commodities & Futures Information, Foreign Currencies Information, and Our
Life Section. Our service offerings can be accessed through our websites at
www.jinmimi.com.


Our
service offers to users are used by and targeted at a broad range of investors
in China and oversee Chinese, including individual investors managing their own
money, professional investors such as institutional investors managing large
sums of money on behalf of their clients, other financial professional such as
investment bankers, stock analysts and financial reporters and middle class
individuals. Our website users are not charged for visiting our websites. In the
next 12 months, we are planning to develop a more integrated information
platform that will allow users to select from a range of downloadable and
web-based research tools through paid subscription. Through the expansion of our
registered users, we are also aimed to provide advertising services to increase
our revenue. Our service offerings are designed to enhance our users’ experience
due to the following characteristics:




1





Interactive





We have
established six (6) discussion forums where users can share views with each
other on stocks and trends in the financial markets in China. In addition, we
have introduced stock alert services that send messages to our users’ mobile
phones notifying them of related information of their interest, according to
their pre-set query parameters, allowing them to extend their experience with
our services beyond the Internet.





Unbiased





Our
website presents third-party content, analysis and commentary to provide our
users with a broad view of the financial markets in China. We do not formulate
or publish views on this content, analysis or commentary. Because we are not
motivated to convince them to buy or sell any securities or to invest in any
specific investments, we believe our subscribers and users view us as an
unbiased provider of financial information.





Easy
to use





Our
research tools and our website are designed with a screen layout, menu options
and displays that we believe any user familiar with a computer will find easy to
use. From our basic web page, our users can enter into any of the six forums
with a variety of financial data and information topics that interest them.
Through our search tools, our users have access to a large pool of historical
financial data and information, which they can categorize and analyze as they
determine. We have a product development team directed at working closely with
our customer support personnel to update and develop information and
presentation formats that our subscribers view as enhancing ease of use and
increasing the informative power of our research tools and our website. Our
website is also designed to accommodate low bandwidth access to the
Internet.





Market
Opportunity





The
Internet industry in China has experienced rapid growth during the past several
years and is expected to continue to expand at a fast rate over the next few
years.





Our
primary focus is the China market. The success of our business is tied to the
size and vitality of China’s economy. In a preliminary study published by the
Chinese National Bureau of Statistics, China’s gross domestic product
(GDP) reached $2.4 trillion in 2007, representing a 11.4% year-on-year
growth rate. There were 210 million Internet users in China according to
the latest survey by China Internet Network Information Center (“CNNIC”) and
there were 480 million mobile phone users in China according to a
May 2007 Report issued by China’s Ministry of Information Industry. The
large user base makes China an attractive market for the Company to expand its
business. According to the latest survey by CNNIC, China has 161 million
broadband users. The large broadband adoption creates opportunity for the online
industry, in particular in the areas of audio and video-based products and
services for Internet users and in the area of rich media and video
advertising.  If the Chinese government issues 3G wireless licenses
the 3G mobile network may open China’s online gateway to its mobile user, which
may create additional business opportunities for Jinmimi.
 
 Growth
Strategies
 
 We are a
development stage company and we do not have any revenue since inception and we
do not currently charge our website users for visiting our website. However, we
intend to develop paid-subscription services in the next 12 months to generate
revenue. And we also aim to provide advertising services in the future to
increase our revenue.


2


Over the
next 12 months, we will develop an integrated information platform that will
allow users to select from a range of downloadable and web-based research tools
through paid subscription. We intend to:


·
            build
      a registered user customer;·
            upgrade
      our existing service offerings and expand our present service offerings to
      include downloadable and web-based research tools for data and information
      relating to financial instruments such as stocks, mutual funds,
      currencies, futures and commodities;·
            develop
      and increase our subscriber base by expanding distribution channels such
      as banks, mutual funds and brokerage firms;·
            increase
      our sales force scale and improve efficiency by recruiting more
      telemarketing sales personnel and training them with better sales skills;
      and·
            encourage
      our users to subscribe to our newer, more comprehensive and higher priced
      service offerings in the future.





In
addition, we are negotiating with several software companies that provide stock
analysis tools and several advertising companies and a consultancy company to
advertise on our website.


Our
Website and its Features





Our
website content and our search tools are the key components of our information
platform. Our websites have four primary functions:





·
            To
      attract visitors and market our registered-based service
      offerings;·
            To
      store content and serve as an integral part of our information
      platform;·
            to
      provide online forum for users to share views on stocks and trends in the
      financial markets in China; and·
            to
      provide research tools.





In order
to attract visitors to our websites, we currently offer our website content free
of charge. Through our websites, users can participate in online forum
discussions. We believe our websites are designed for ease of use and
accommodate low bandwidth access to the Internet.





Online
forums





Our
online forum’s name is Jinmimi Financial Forum.  We maintain six (6)
online sub-forums on our website, enabling our users to participate in the
discussions on specific financial topics we believe will be of interest to them.
The online forums are moderated by third party moderators approved by us. We
believe the discussion forums enhance our users’ experience and, through our
active monitoring, allows us to better understand our users’ behavior and needs.
The name and features of these six (6) forums are as
follows:


·
            Stock
      Market Information: discussion board for users to share their opinions and
      experiences to purchase and sell stocks in the China
      market.




3




·
            Mutual
      Funds Information: discussion board for users to share their opinions and
      experiences in mutual fund participation in the China securities
      market.





·
            Bonds
      Market Information: discussion board for users to share their opinions and
      experiences in purchasing and selling bonds in the China
      market.





·
            Commodities
      & Futures Information: discussion board for users to share their
      opinions and experiences in purchasing and selling commodities and futures
      in the China market.





·
            Foreign
      Currencies Information: discussion board for users to share their opinions
      and experiences in purchasing and selling foreign currencies in the China
      market.





·
            Our
      Life Section: discussion board for users to share their opinions and
      experiences on the overall securities market in
  China.





Our
search tool





Our web
search allows users to locate information in our online forums using Chinese
language search terms. After entering a search query, users are generally
presented with a list of search results. Users can then access the desired
websites by clicking on the hypertext links displayed in the search
results.





In
addition, through Advanced Search, we have integrated additional features into
our web search that help users find information more accurately and
easily.





·
            Advanced
      Search: enables users to create more focused queries by employing
      techniques such as narrowing results to specified words or phrases,
      specified forums, authors, and/or time
frames.





Our
Content Providers





All of
our registered users are our content providers by posting new articles or
responses on our six forums.





Sales
and Marketing





We market
our service offerings through our website www.jinmimi.com. We
currently do not charge users for visiting our website. However, we intend to
develop an integrated platform for downloadable financial information to
paid-subscribers. We also intend to develop advertising services when we attract
more users.





Technology
and Infrastructure





Our
internally developed technology infrastructure is designed to maximize the
number of concurrent users we can serve, while minimizing information retrieval
time for our users. Our technology platform, which consists of web server
technology, enables us to enhance performance, reliability and scalability in
handling bursts of high-volume data requests during peak time and allowing users
to quickly retrieve the information that they search for even during periods of
high concurrent use. The core technology of our website is jointly developed
with Shenzhen Runteam Culture Communication Co., Ltd., a company which
specializes in communication and website planning and design with more than ten
years experience.




4


Web
server technology





Our web
server technology enables us to quickly develop and deploy information services
dynamically. Our web server technology includes features that are designed to
optimize the performance of our online services. For example, we developed a
special feature that maximizes the time during which client-server connections
are kept open, based on current server load, thereby increasing user navigation
and website access speed.





Competition





Currently
the online financial information service in China is rapidly evolving and highly
competitive. Because we are focusing on the China securities market and online
forums, we mainly compete with other internet companies providing financial
information and forums, such as Jinrongjie Forum (www.jrj.com), Hexu
Financial (www.hexu.com), East
Money (www.eastmoney.com),
MACD Financial (www.macd.cn) and
Lixiang Securities Forum (www.55188.com), etc.
These competitors have longer operating histories and have generated significant
traffic, a loyal user base and a large and broad customer base. They have widely
recognized brand names in China and greater financial resources than we do. We
compete with these providers primarily for user traffic.  In the
future, if we develop advertising services, we will compete with them for online
advertising as well.


Our
ability to compete depends on many factors, including the comprehensiveness,
timeliness and trustworthiness of our content, the ease of use of our
information platform and the contents of our online financial
forums.





Intellectual
property





We have
registered one key domain name relating to our websites, www.jinmimi.com,
with the Internet Corporation for Assigned Names and Numbers, or ICANN, an
internationally organized, non-profit corporation.





Government and State
Regulations





Internet
Law





The
Chinese government has enacted an extensive regulatory scheme governing the
operation of business with respect to the internet, such as telecommunications,
internet information services, international connections to computer information
networks, information security, censorship and administrative protection of
copyrights. Our website is currently in compliance with all government and state
regulations applicable to access, content or commerce on the
internet.


Specifically,
PRC regulates online advertising, principally through the State Administration
of Industry and Commerce (“SIAC”). Any entity that wishes to conduct advertising
business in the PRC must first obtain approval from the SAIC or its local
counterpart. We conduct our online advertising business through www.jinmimi.com,
which holds an advertising operating license.





However,
due to the increasing popularity and use of the Internet, it is possible that an
additional number of laws and regulations may be adopted with respect to the
Internet covering issues such as:





*
            user
      privacy;*
            freedom
      of expression;*
            pricing;*
            content
      and quality of products and services;*
            taxation;*
            advertising;*
            intellectual
      property rights; and*
            information
      security.




5




The
adoption of any such laws or regulations might decrease the rate of growth of
internet use, which in turn could decrease the demand for our services, increase
the cost of doing business or in some other manner have a material adverse
effect on our business, financial condition and operating results. In addition,
applicability to the Internet of existing laws governing issues such as property
ownership, copyrights and other intellectual property issues, taxation, libel,
obscenity and personal privacy is uncertain. The vast majority of such laws were
adopted prior to the advent of the Internet and related technologies and, as a
result, do not contemplate or address the unique issues of the Internet and
related technologies.





Regulations
on News Display





Displaying
news on a website and disseminating news through the Internet are highly
regulated areas in the People’s Republic of China.  In November 2000, the
State Council News Office and the Ministry of Information Industry promulgated
the Provisional Measures for Administrating Internet Websites Carrying on the
News Displaying Business. These measures require an Internet Communications
Protocol operator (other than a government authorized news unit) to obtain State
Council News Office approval to post news on its website or disseminate news
through the Internet. Furthermore, the disseminated news must come from
government-approved sources pursuant to contracts between the Internet
Communications Protocol operator and these sources, copies of which must be
filed with the relevant government authorities.





Currently
we do not provide news by ourselves. But our users may post with links to other
domestic websites that display news. According to our People’s Republic of China
legal counsel, providing links to news stories in response to a search query
does not constitute displaying news on a website or disseminating news through
the Internet. Therefore, we are not required to obtain governmental approval for
providing our search users with these news links.





Regulation
on Internet Culture Activities





On May
10, 2003, the Ministry of Culture promulgated the Internet Culture
Administration Tentative Measures, or the Internet Culture Measures. The
Internet Culture Measures require Internet Communications Protocol operators
engaging in “Internet culture activities” to obtain a license from the Ministry
of Culture. The term “Internet culture activities” includes, among other things,
online dissemination of Internet cultural products (such as audio-video
products, gaming products, performances of plays or programs, works of art and
cartoons) and the production, reproduction, importation, sale (wholesale or
retail), leasing and broadcasting of Internet cultural products. The Internet
Culture Measures do not state whether the measures apply to Internet search
services that provide links to Internet cultural products, such as online
audio-video products offered by third-party websites. According to our People’s
Republic of China legal counsel, Internet search services that provide links to
third-party websites do not currently constitute engaging in Internet culture
activities under the Internet Culture Measures. We therefore believe that we do
not need to obtain an Internet culture business operation license.





Regulation
on Broadcasting Audio-Video Programs through the Internet





On
January 7, 2003, the State Administration of Radio, Film and Television
promulgated the Rules for Administration of Broadcasting of Audio-Video Programs
through the Internet and Other Information Networks, or the Broadcasting Rules.
The Broadcasting Rules regulate Internet broadcasting of audio-video programs.
According to the Broadcasting Rules, anyone who wishes to engage in Internet
broadcasting activities must first obtain a license.




6




On April
23, 2005, the State Council announced a policy regarding investment by
non-state-owned companies in culture-related business in China. The policy
restricts investment by non-state-owned companies in audio-video broadcasting
business or website news business, whether the business is conducted via
Internet or otherwise. The policy authorizes the Ministry of Culture, the State
Administration of Radio, Film and Television and the State Council News Office
to adopt detailed implementation rules according to the policy. As we do not
provide audio-video directly through our website, although our users may provide
algorithm-generated links to third-party websites, we do not believe this policy
would have direct adverse impact on our business and operations.





Regulations
on Advertisements





The
People’s Republic of China government regulates online advertising, principally
through the State Administration for Industry and Commerce, or the SAIC. Under
the Rules for Administration of Foreign Invested Advertising Enterprise,
promulgated by the SAIC and Ministry of Commerce on March 2, 2004, and the
Guidance Catalogue, foreign investors are currently permitted to own up to 70%
of the equity interest, individually or collectively, in a People’s Republic of
China advertising company. Starting December 10, 2005, there is no limit on the
percentage of foreign equity ownership


Any
entity that wishes to conduct advertising business in the People’s Republic of
China must first obtain approval from the SAIC or its local counterpart.
Although the People’s Republic of China laws or regulations at the national
level do not specifically regulate online advertising businesses, certain
provincial government authorities, such as the Beijing Administration for
Industry and Commerce, or Beijing AIC, regulate online advertising businesses.
In March 2001, Beijing AIC promulgated the Online Advertising Tentative
Administrative Measures, which require Internet Communications Protocol
operators that provide online advertising services within the municipality of
Beijing to obtain an advertising operations license.





Regulation
on Software Products





On
October 27, 2000, the Ministry of Information Industry issued the Administrative
Measures on Software Products, or the Software Measures, to strengthen the
regulation of software products and to encourage the development of the People’s
Republic of China software industry. Under the Software Measures, a software
developer must have all software products imported into or sold in the People’s
Republic of China tested by a testing organization approved by the Ministry of
Information Industry. The software products must be registered with the Ministry
of Information Industry or with its provincial branch. The sale of unregistered
software products in the People’s Republic of China is forbidden. Software
products can be registered for five years, and the registration is renewable
upon expiration.





Regulations
on Intellectual Property Rights





China has
adopted legislation governing intellectual property rights, including
trademarks, patents and copyrights. China is a signatory to the main
international conventions on intellectual property rights and became a member of
the Agreement on Trade Related Aspects of Intellectual Property Rights upon its
accession to the WTO in December 2001.





The
National People’s Congress adopted the Patent Law in 1984, and amended it in
1992 and 2000. The purpose of the Patent Law is to protect and encourage
invention, foster applications of invention and promote the development of
science and technology. To be patentable, invention or utility models must meet
three conditions:





7





(i)
novelty, (ii) inventiveness and (iii) practical applicability. Patents cannot be
granted for scientific discoveries, rules and methods for intellectual
activities, methods used to diagnose or treat diseases, animal and plant breeds
or substances obtained by means of nuclear transformation. The Patent Office
under the State Council is responsible for receiving, examining and approving
patent applications. A patent is valid for a term of twenty years in the case of
an invention and a term of ten years in the case of utility models and designs.
A third-party user must obtain consent or a proper license from the patent owner
to use the patent. Otherwise, the use constitutes an infringement of patent
rights.


Copyright.
The National People’s Congress amended the Copyright Law in 2001 to widen the
scope of works and rights that are eligible for copyright protection. The
amended Copyright Law extends copyright protection to Internet activities,
products disseminated over the Internet and software products. In addition,
there is a voluntary registration system administered by the China Copyright
Protection Center.





To
address copyright issues relating to the Internet, the People’s Republic of
China Supreme People’s Court, on November 11, 2000, issued the Interpretations
on Some Issues Concerning Applicable Laws for Trial of Disputes over Internet
Copyright, or the Interpretations, which were subsequently amended on December
23, 2003. The Interpretations established joint liability for Internet
Communications Protocol operators if they knowingly participate in, assist in or
incite infringing activities or fail to remove infringing content from their
websites after receiving notice from the rights holder. In addition, any act
intended to bypass circumvention technologies designed to protect copyrights
constitutes copyright infringement.





To
address the problem of copyright infringement related to the content posted or
transmitted over the Internet, the People’s Republic of China National Copyright
Administration and the Ministry of Information Industry jointly promulgated the
Administrative Measures for Copyright Protection Related to the Internet on
April 30, 2005. This measure became effective on May 30, 2005.





This
measure applies to situations where an Internet Communications Protocol operator
(i) allows another person to post or store any works, recordings, audio or video
programs on the websites operated by such Internet Communications Protocol
operator or (ii) provides links to, or search results for, the works,
recordings, audio or video programs posted or transmitted by such person,
without editing, revising or selecting the content of such material. Upon
receipt of an infringement notice from a legitimate copyright holder, an
Internet Communications Protocol operator must take remedial actions immediately
by removing or disabling access to the infringing content. If an Internet
Communications Protocol operator knowingly transmits infringing content or fails
to take remedial actions after receipt of a notice of infringement, the Internet
Communications Protocol operator could be subject to administrative penalties,
including: cessation of infringement activities; confiscation by the authorities
of all income derived from the infringement activities; and payment of a fine of
up to three times the unlawful income or, in cases where the amount of unlawful
income cannot be determined, a fine of up to RMB100,000. An Internet
Communications Protocol operator is also required to retain all infringement
notices for a minimum of six months and to record the content, display time and
IP addresses or the domain names related to the infringement for a minimum of 60
days. Failure to comply with this requirement could result in an administrative
warning and a fine of up to RMB30, 000.





Under the
People’s Republic of China’s copyright laws, a copyright holder can sue Internet
service providers for copyright infringement. For example, in 2004, a Chinese
record company sued a Chinese Internet music content provider, alleging that the
defendant enabled users to download certain MP3 music files without the
plaintiff’s authorization. The Beijing Municipal Supreme People’s Court found
the defendant liable for knowingly participating in infringing activities and
fined the defendant RMB100, 000 (US$12,082). On the other hand, in a 2001 case
in which an author sued a Chinese Internet company for providing search links to
a third-party website which displayed his book online without his authorization,
the Haidian District People’s Court in Beijing held that the Internet company
was not liable for providing algorithm-generated search links to the third-party
website


8





without
knowledge of the website’s infringing activities. However, if an Internet search
provider does not promptly remove links to the infringing content after
receiving notices from the copyright holders, the Internet search provider can
be held liable by a People’s Republic of China court. For example, in 2000, a
copyright holder of a book brought a copyright infringement claim against
another Chinese Internet company in the Beijing Intermediate People’s Court,
alleging that the defendant provided search links to certain third-party
websites that posted the plaintiff’s book without authorization and refused to
remove such links to the infringing websites after the plaintiff requested the
defendant to do so. The court found the defendant liable based primarily on the
fact that it received notices of infringement from the plaintiff but did not
timely remove the search links, and ordered the defendant to pay RMB3,000
(US$362.5) to the plaintiff as compensatory damage.





We do not
host MP3 music files or movies on our servers. We provide algorithm-generated
links to MP3 music files and provide index to movies located on third-party
websites in response to our users’ search queries. We have adopted measures to
mitigate copyright infringement risks. For example, our policy is to remove
links to web pages if we know these web pages contain materials that infringe
third-party rights or if we are notified by the legitimate copyright holder of
the infringement.





Regulation
of Information Security





The
National People’s Congress has enacted legislation that prohibits use of the
Internet that breaches the public security, disseminates socially destabilizing
content or leaks state secrets. Breach of public security includes breach of
national security and infringement on legal rights and interests of the state,
society or citizens. Socially destabilizing content includes any content that
incites defiance or violations of People’s Republic of China laws or subversion
of the People’s Republic of China government or its political system, spreads
socially disruptive rumors or involves cult activities, superstition,
obscenities, pornography, gambling or violence. State secrets are defined
broadly to include information concerning People’s Republic of China national
defense, state affairs and other matters as determined by the People’s Republic
of China authorities.





According
to this legislation and other relevant regulations, Internet Communications
Protocol operators must complete mandatory security filing procedures with local
public security authorities and must also report any public dissemination of
prohibited content.





Regulations
on Internet Privacy





The
People’s Republic of China Constitution states that the People’s Republic of
China’s laws protect the freedom and privacy of communications of citizens and
prohibits infringement of such rights. In recent years, the People’s Republic of
China’s government authorities have enacted legislation on Internet use to
protect personal information from any unauthorized disclosure. The Internet
Measures prohibit an Internet Communications Protocol operator from insulting or
slandering a third party or infringing upon the lawful rights and interests of a
third party. Pursuant to the BBS Measures, Internet Communications Protocol
operators that provide electronic messaging services must keep users’ personal
information confidential and must not disclose such personal information to any
third party without the users’ consent or unless required by law. The
regulations further authorize the relevant telecommunications authorities to
order Internet Communications Protocol operators to rectify unauthorized
disclosure. Internet Communications Protocol operators are subject to legal
liability if the unauthorized disclosure results in damages or losses to users.
The People’s Republic of China government, however, has the power and authority
to order Internet Communications Protocol operators to turn over personal
information if an Internet user posts any prohibited content or engages in
illegal activities on the Internet.


Regulations on Foreign
Exchange




9




Foreign
Currency Exchange





Pursuant
to the Foreign Currency Administration Rules promulgated in 1996 and amended in
1997 and various regulations issued by the State Administration of Foreign
Exchange and other relevant People’s Republic of China government authorities,
RMB is freely convertible only to the extent of current account items, such as
trade related receipts and payments, interest and dividends. Capital account
items, such as direct equity investments, loans and repatriation of investment,
require prior approval from the State Administration of Foreign Exchange or its
provincial branch for conversion of RMB into a foreign currency, such as U.S.
dollars, and remittance of the foreign currency outside the People’s Republic of
China.





Payments
for transactions that take place within the People’s Republic of China must be
made in RMB. Unless otherwise approved, People’s Republic of China companies
must repatriate foreign currency payments received from abroad. Foreign-invested
enterprises may retain foreign exchange in accounts with designated foreign
exchange banks subject to a cap set by State Administration of Foreign Exchange
or its local counterpart. Unless otherwise approved, domestic enterprises must
convert all of their foreign currency receipts into RMB.





Employees





As of
March 5, 2010, we have approximately 10 full time employees. We do not have any
employment agreement with our employees. We believe our relationship with our
employees is satisfactory.





ITEM
      1A.
            RISK FACTORS





Not
applicable for smaller reporting companies.





ITEM
      1B.
            UNRESOLVED STAFF
COMMENTS





Not
applicable for smaller reporting companies.





ITEM 2.      DESCRIPTION OF
PROPERTY.





Our
business office is located at 6G, West Building, Changxing Plaza, Changxing Rd,
Nanshan District Shenzhen, Guangdong, 518051 P.R. China. The office is
approximately 650 sq. ft. and we pay rent of $400 per month to occupy this
location. We currently have 5 computers as our main office equipment. We have no
other properties and at this time have no agreements to acquire any properties
in the future.


ITEM 3.      LEGAL
PROCEEDINGS.





We are
currently not involved in any litigation that we believe could have a material
adverse effect on our financial condition or results of operations. There is no
action, suit, proceeding, inquiry or investigation before or by any court,
public board, government agency, self-regulatory organization or body pending
or, to the knowledge of the executive officers of our company or any of our
subsidiaries, threatened against or affecting our company, our common stock, any
of our subsidiaries or of our companies or our subsidiaries’ officers or
directors in their capacities as such, in which an adverse decision could have a
material adverse effect.





ITEM 4.      SUBMISSION OF MATTERS TO A
VOTE OF SECURITY HOLDERS.





None.





PART
II





ITEM 5.      MARKET FOR COMMON EQUITY AND
RELATED STOCKHOLDER MATTERS.




10





Market
Information





Our
common stock was approved to trade on the OTC Bulletin Board system under the
symbol “JIMN” in June 2009.  Effective January 22, 2010, our common stock
was deleted from OTC Bulletin Board for failure to comply with Rule
15c2-11.


Holders of Our Common
Stock





As of the
date of this filing, we have 40 shareholders of our common
stock.





Stock Option
Grants





To date,
we have not granted any stock options.





Transfer Agent and
Registrar





To date,
we have not appointed a transfer agent for our common stock.





Dividends





Since
inception we have not paid any dividends on our common stock. We currently do
not anticipate paying any cash dividends in the foreseeable future on our common
stock, when issued pursuant to this offering. Although we intend to retain our
earnings, if any, to finance the exploration and growth of our business, our
Board of Directors will have the discretion to declare and pay dividends in the
future. Payment of dividends in the future will depend upon our earnings,
capital requirements, and other factors, which our Board of Directors may
deem relevant.





ITEM 6.         SELECTED
FINANCIAL DATA.





Not
applicable.





ITEM
7.         MANAGEMENT’S DISCUSSION
AND ANALYSIS OR PLAN OF OPERATIONS





The
following discussion and analysis of the results of operations and financial
condition of the Company  for the fiscal years ended December 31, 2009
and 2008, should be read in conjunction with the financial statements, and the
notes to those financial statements that are included elsewhere in this Form
10-K. Our discussion includes forward-looking statements based upon current
expectations that involve risks and uncertainties, such as our plans,
objectives, expectations and intentions. Actual results and the timing of events
could differ materially from those anticipated in these forward-looking
statements as a result of a number of factors, including those set forth under
the Risk Factors, Special Note Regarding Forward-Looking Statements and Business
sections in this prospectus. We use words such as “anticipate,” “estimate,”
“plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,”
“may,” “will,” “should,” “could,” and similar expressions to identify
forward-looking statements.





Business
Overview





We were
incorporated under the laws of the state of Nevada in November 2008. We are an
online media company and value-added information service provider in the
PRC.  We specialize in providing online financial, listed company data
and information in China. We offer registered-based services on a single
information platform that provide financial data and information delivered
through online forums. Our service offerings permit users to post and search
financial information on our forum, Jinmimi Financial Forum.  Jinmimi
Financial Forum is divided into six (6) sub-forums: Stock Market Information,
Mutual Funds Information, Bonds Market Information, Commodities & Futures
Information, Foreign Currencies Information, and Our Life Section. Our service
offerings can be accessed through our website at www.jinmimi.com.
 
 Our
services are used by and targeted at a broad range of investors in China and
oversee Chinese, including individual investors managing their own money,
professional investors such as institutional investors managing large sums of
money on behalf of their clients, other financial professional such as
investment bankers,


11





stock
analysts and financial reporters and middle class individuals. Our website users
are not charged for visiting our websites. In the next 12 months, we are
planning to develop a more integrated information platform that will allow users
to select from a range of downloadable and web-based research tools through paid
subscription. Through the expansion of our registered users, we are also aimed
to provide advertising services to increase our revenue.





Based on
our financial history since inception, our auditor has expressed substantial
doubt as to our ability to continue as a going concern.   As
reflected in the accompanying financial statements, as of December 31 2009, we
had an accumulated deficit totaling $130,683. These raise substantial
doubts about our ability to continue as a going concern.





Plan
of Operation





We are a
development stage company with very limited operating history and we do not have
any revenue since inception. We do not charge our website users for visiting our
website currently. We anticipate incurring losses in the foreseeable future. We
have already incurred significant net losses as $130,683 for the period from
inception to December 31 2009. In order to attract and retain Internet users,
advertisers and subscribers, and generate revenue, we intend to develop
paid-subscription services and provide advertising
services.  Therefore, during the next twelve months, we expect to take
the following steps in connection with the expansion of our business and the
continuance of our operations:





1)
            Initiate
      substantive construction of our website. We currently have constructed a
      comprehensive and well designed site webpage at www.jinmimi.com which
      provides financial data and information through our online forum, Jinmimi
      Financial Forum. The next stage of web expansion will focus on promoting
      Jinmimi Financial Forum to attract advertising companies, software
      companies that provide stock analysis tools, and consultancy companies for
      advertising services.





2)
            Build
      our customer database by better understanding and in depth mining
      registered users. We intend to develop and increase our user base by
      expanding distribution channels such as banks, mutual funds and brokerage
      firms. As we have more users in the future, we will use our best efforts
      to upgrade our existing service offerings and expand our present service
      offerings to include downloadable and web-based research tools for data
      and information relating to financial instruments such as stocks, mutual
      funds, currencies, futures and
  commodities.





3)
            Hire
      and train additional staff, including management, marketing staff, and
      administrative personnel. We will increase our sales force scale and
      improve efficiency by recruiting more telemarketing sales personnel and
      training them with better sales
skills.





We intend
to grow through internal development.  Because of uncertainties
surrounding our growth and strong competition, we anticipate continuing to incur
losses over the next 12 months. Our ability to achieve our business objectives
is contingent upon its success in developing advertising services and upgrading
our services to paid subscription based services.





Limited
Operating History





We are a
development stage company incorporated in November 2008, and as such had minimal
operating revenues to date. Further, we have no significant assets and no
current earnings. The success of our company is dependent upon the extent to
which it will gain market share. All financial information and financial
projections and other assumptions made by us are speculative and, while based on
management's best estimates of projected sales levels, operational costs,
consumer preferences, and the general economic and competitive health of our
company in the image consultant marketplace, there can be no assurance that we
will operate profitably or remain solvent.





Results
of Operations





For the
year ended December 31 2009, we had $4,785 net revenues. Our operating expenses
are $137,482. We incurred a net loss of $130,683.




12


Our
auditor has expressed substantial doubt as to whether we will be able to
continue to operate as a “going concern” due to the fact that the company has
had no revenue since inception and will need to raise capital to further its
operations.  We believe we can satisfy our cash requirements to
continue to operate over the next twelve months even if we are unable to obtain
additional funding or our revenues significantly improve. However, we will need
to raise additional funds or generate revenues to pursue our plan of operations.
There is no guarantee that we will be able to raise additional funds and if we
are unsuccessful in raising the funds, we may be forced to close our business
operations.





Liquidity
and Capital Resources





As of
December 31 2009, we had cash of $133,759.  We believe we can satisfy
our cash requirements for the next twelve months with our current cash. We
anticipate hiring a few employees, however, our operational, and general and
administrative expenses for the next 12 months can be limited to a total of
approximately $150,000 depending on the expansion of our business operations.
The foregoing represents our best estimate of our cash needs based on
current planning and business conditions.


In the
event we are not successful in reaching our initial revenue targets, additional
funds may be required, and we may not be able to proceed with our business plan
for the development and marketing of our core services. Should this occur, we
would likely seek additional financing to support the continued operation of our
business. We anticipate that depending on market conditions and our plan of
operations, we may incur operating losses in the foreseeable future. There is
substantial doubt about our ability to continue as a going concern. We may
raise additional funds through:





-
            public
      offerings of equity, securities convertible into equity or
      debt,





-
            private
      offerings of securities or debt, or other
  sources.





At this
time, we do not identify any sources of additional financing. Upon developing a
trading market for the common stock, we intend to seek additional sources of
financing through hedge funds and/or licensed broker-dealers, however, given our
precarious financial condition and our lack of business, a trading market may
not develop in the foreseeable future.





Given our
history of raising money, there is no guarantee that we will be successful in
obtaining funds through public or private offerings in order to fund our
operations. Our investors should assume that any additional funding will cause
substantial dilution to current stockholders. In addition, we may not be able to
raise additional funds on favorable terms, if at all.





Off
Balance Sheet Arrangements





We do not
have any off-balance sheet arrangements that we are required to disclose
pursuant to these regulations. In the ordinary course of business, we enter into
operating lease commitments, purchase commitments and other contractual
obligations. These transactions are recognized in our financial statements in
accordance with generally accepted accounting principles in the United
States.





We do not
have any off-balance sheet arrangements, financings, or other relationships with
unconsolidated entities or other persons, also known as “special purpose
entities” (SPEs).





Critical
Accounting Policies





Our
financial statements and related public financial information are based on the
application of accounting principles generally accepted in the United States
(“GAAP”). GAAP requires the use of estimates; assumptions, judgments and
subjective interpretations of accounting principles that have an impact on
the assets, liabilities, revenue and expense amounts reported. These estimates
can also affect supplemental information contained in our external disclosures
including information regarding contingencies, risk and financial condition.
We believe our use if estimates and underlying accounting assumptions
adhere to GAAP and are consistently and conservatively applied. We base our
estimates on historical experience and on various other assumptions that we
believe to be reasonable under the circumstances. Actual results may differ
materially from these estimates under different assumptions or conditions. We
continue to monitor significant estimates made during the preparation of our
financial statements.




13


Our
significant accounting policies are summarized in Note 3 of our financial
statements for the period ended December 31 2009. While all these significant
accounting policies impact our financial condition and results of operations, we
view certain of these policies as critical. Policies determined to be critical
are those policies that have the most significant impact on our financial
statements and require management to use a greater degree of judgment and
estimates. Actual results may differ from those estimates. Our management
believes that given current facts and circumstances, it is unlikely that
applying any other reasonable judgments or estimate methodologies would cause
effect on our consolidated results of operations, financial position or
liquidity for the periods presented in this report.





Recent
accounting pronouncements





ASC 105,
Generally Accepted Accounting Principles (“ASC 105”) (formerly Statement of
Financial Accounting Standards No. 168, The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles a
replacement of FASB Statement No. 162) reorganized by topic existing accounting
and reporting guidance issued by the Financial Accounting Standards Board
(“FASB”) into a single source of authoritative generally accepted accounting
principles (“GAAP”) to be applied by nongovernmental entities. All guidance
contained in the Accounting Standards Codification (“ASC”) carries an equal
level of authority. Rules and interpretive releases of the Securities and
Exchange Commission (“SEC”) under authority of federal securities laws are also
sources of authoritative GAAP for SEC registrants. Accordingly, all other
accounting literature will be deemed “non-authoritative”. ASC 105 is effective
on a prospective basis for financial statements issued for interim and annual
periods ending after September 15, 2009. The Company has implemented the
guidance included in ASC 105 as of July 1, 2009. The implementation of this
guidance changed the Company’s references to GAAP authoritative guidance but did
not impact the Company’s financial position or results of
operations.





ASC 855,
Subsequent Events (“ASC 855”) (formerly Statement of Financial Accounting
Standards No. 165, Subsequent Events) includes guidance that was issued by the
FASB in May 2009, and is consistent with current auditing standards in defining
a subsequent event. Additionally, the guidance provides for disclosure regarding
the existence and timing of a company’s evaluation of its subsequent events. ASC
855 defines two types of subsequent events, “recognized” and “non-recognized”.
Recognized subsequent events provide additional evidence about conditions that
existed at the date of the balance sheet and are required to be reflected in the
financial statements. Non-recognized subsequent events provide evidence about
conditions that did not exist at the date of the balance sheet but arose after
that date and, therefore; are not required to be reflected in the financial
statements. However, certain non-recognized subsequent events may require
disclosure to prevent the financial statements from being misleading. This
guidance was effective prospectively for interim or annual financial periods
ending after June 15, 2009. The Company implemented the guidance included in ASC
855 as of April 1, 2009. The effect of implementing this guidance was not
material to the Company’s financial position or results of
operations.





ASC 944,
Financial Services – Insurance (“ASC 944”) contains guidance that was previously
issued by the FASB in May 2008 as Statement of Financial Accounting Standards
No. 163, Accounting for Financial Guarantee Insurance Contracts – an
interpretation of FASB Statement No. 60 that provides for changes to both the
recognition and measurement of premium revenues and claim liabilities for
financial guarantee insurance contracts that do not qualify as a derivative
instrument in accordance with ASC 815, Derivatives and Hedging (formerly
included under Statement of Financial Accounting Standards No. 133, Accounting
for Derivative Instruments and Hedging Activities). This financial guarantee
insurance contract guidance also expands the disclosure requirements related to
these contracts to include such items as a company’s method of tracking insured
financial obligations with credit deterioration, financial information about the
insured financial obligations, and management’s policies for placing and
monitoring the insured financial obligations. ASC 944, as it relates to
financial guarantee insurance contracts, was effective for fiscal years
beginning after December 15, 2008, except for certain disclosures related to the
insured financial obligations, which were effective for the third quarter of
2008. The Company does not have financial guarantee insurance products, and,
accordingly, the implementation of this portion of ASC 944 did not have an
effect on the Company’s results of operations or financial
position.




14




ASC 805,
Business Combinations (“ASC 805”) (formerly included under Statement of
Financial Accounting Standards No. 141 (revised 2007), Business Combinations)
contains guidance that was issued by the FASB in December 2007. It requires the
acquiring entity in a business combination to recognize all assets acquired and
liabilities assumed in a transaction at the acquisition-date fair value, with
certain exceptions. Additionally, the guidance requires changes to the
accounting treatment of acquisition related items, including, among other items,
transaction costs, contingent consideration, restructuring costs,
indemnification assets and tax benefits. ASC 805 also provides for a substantial
number of new disclosure requirements. ASC 805 also contains guidance that was
formerly issued as FSP FAS 141(R)-1, Accounting for Assets Acquired and
Liabilities Assumed in a Business Combination That Arise from Contingencies
which was intended to provide additional guidance clarifying application issues
regarding initial recognition and measurement, subsequent measurement and
accounting, and disclosure of assets and liabilities arising from contingencies
in a business combination. ASC 805 was effective for business combinations
initiated on or after the first annual reporting period beginning after December
15, 2008. The Company implemented this guidance effective January 1, 2009.
Implementing this guidance did not have an effect on the Company’s financial
position or results of operations; however it will likely have an impact on the
Company’s accounting for future business combinations, but the effect is
dependent upon acquisitions, if any, that are made in the future.





ASC 810,
Consolidation (“ASC 810”) includes new guidance issued by the FASB in December
2007 governing the accounting for and reporting of noncontrolling interests
(previously referred to as minority interests). This guidance established
reporting requirements which include, among other things, that noncontrolling
interests be reflected as a separate component of equity, not as a liability. It
also requires that the interests of the parent and the noncontrolling interest
be clearly identifiable. Additionally, increases and decreases in a parent’s
ownership interest that leave control intact shall be reflected as equity
transactions, rather than step acquisitions or dilution gains or losses. This
guidance also requires changes to the presentation of information in the
financial statements and provides for additional disclosure requirements. ASC
810 was effective for fiscal years beginning on or after December 15, 2008. The
Company implemented this guidance as of January 1, 2009. The effect of
implementing this guidance was not material to the Company’s financial position
or results of operations.





ASC 825,
Financial Instruments (“ASC 825”) includes guidance which was issued in February
2007 by the FASB and was previously included under Statement of Financial
Accounting Standards No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities Including an amendment of FASB Statement No. 115. The
related sections within ASC 825 permit a company to choose, at specified
election dates, to measure at fair value certain eligible financial assets and
liabilities that are not currently required to be measured at fair value. The
specified election dates include, but are not limited to, the date when an
entity first recognizes the item, when an entity enters into a firm commitment
or when changes in the financial instrument causes it to no longer qualify for
fair value accounting under a different accounting standard. An entity may elect
the fair value option for eligible items that exist at the effective date. At
that date, the difference between the carrying amounts and the fair values of
eligible items for which the fair value option is elected should be recognized
as a cumulative effect adjustment to the opening balance of retained earnings.
The fair value option may be elected for each entire financial instrument, but
need not be applied to all similar instruments. Once the fair value option has
been elected, it is irrevocable. Unrealized gains and losses on items for which
the fair value option has been elected will be reported in earnings. This
guidance was effective as of the beginning of fiscal years that began after
November 15, 2007. The Company does not have eligible financial assets and
liabilities, and, accordingly, the implementation of ASC 825 did not have an
effect on the Company’s results of operations or financial
position.





ASC 820,
Fair Value Measurements and Disclosures (“ASC 820”) (formerly included under
Statement of Financial Accounting Standards No. 157, Fair Value Measurements)
includes guidance that was issued by the FASB in September 2006 that created a
common definition of fair value to be used throughout generally accepted
accounting principles. ASC 820 applies whenever other standards require or
permit assets or liabilities to be measured at fair value, with certain
exceptions. This guidance established a hierarchy for determining fair value
which emphasizes the use of observable market data whenever available. It also
required expanded disclosures which include the extent to which assets and
liabilities are measured at fair value, the methods and assumptions used to
measure fair value and the effect of fair value measures on earnings. ASC 820
also provides additional guidance for estimating fair value when the volume and
level of activity for the asset or liability have significantly decreased. The
emphasis of ASC 820 is that fair value is the price that would be received to
sell an asset or paid to transfer a liability in an orderly transaction between
willing market participants, under current market conditions. ASC 820 also
further clarifies the guidance to be considered when determining whether or not
a transaction is orderly and clarifies the valuation of securities in markets
that are not active. This guidance includes information related to a company’s
use of judgment, in addition to market information, in certain circumstances to
value assets which have inactive markets.




15


Fair
value guidance in ASC 820 was initially effective for fiscal years beginning
after November 15, 2007 and for interim periods within those fiscal years for
financial assets and liabilities. The effective date of ASC 820 for all
non-recurring fair value measurements of nonfinancial assets and nonfinancial
liabilities was fiscal years beginning after November 15, 2008. Guidance related
to fair value measurements in an inactive market was effective in October 2008
and guidance related to orderly transactions under current market conditions was
effective for interim and annual reporting periods ending after June 15,
2009.





The
Company applied the provisions of ASC 820 to its financial assets and
liabilities upon adoption at January 1, 2008 and adopted the remaining
provisions relating to certain nonfinancial assets and liabilities on January 1,
2009. The difference between the carrying amounts and fair values of those
financial instruments held upon initial adoption, on January 1, 2008, was
recognized as a cumulative effect adjustment to the opening balance of retained
earnings and was not material to the Company’s financial position or results of
operations. The Company implemented the guidance related to orderly transactions
under current market conditions as of April 1, 2009, which also was not material
to the Company’s financial position or results of operations.





In August
2009, the FASB issued ASC Update No. 2009-05, Fair Value Measurements and
Disclosures (Topic 820): Measuring Liabilities at Fair Value (“ASC Update No.
2009-05”). This update amends ASC 820, Fair Value Measurements and Disclosures
and provides further guidance on measuring the fair value of a liability. The
guidance establishes the types of valuation techniques to be used to value a
liability when a quoted market price in an active market for the identical
liability is not available, such as the use of an identical or similar liability
when traded as an asset. The guidance also further clarifies that a quoted price
in an active market for the identical liability at the measurement date and the
quoted price for the identical liability when traded as an asset in an active
market when no adjustments to the quoted price of the asset are required are
both Level 1 fair value measurements. If adjustments are required to be applied
to the quoted price, it results in a level 2 or 3 fair value measurement. The
guidance provided in the update is effective for the first reporting period
(including interim periods) beginning after issuance. The Company does not
expect that the implementation of ASC Update No. 2009-05 will have a material
effect on its financial position or results of operations.





In
September 2009, the FASB issued ASC Update No. 2009-12, Fair Value Measurements
and Disclosures (Topic 820): Investments in Certain Entities that Calculate Net
Asset Value per Share (or Its Equivalent) (“ASC Update No. 2009-12”). This
update sets forth guidance on using the net asset value per share provided by an
investee to estimate the fair value of an alternative investment. Specifically,
the update permits a reporting entity to measure the fair value of this type of
investment on the basis of the net asset value per share of the investment (or
its equivalent) if all or substantially all of the underlying investments used
in the calculation of the net asset value is consistent with ASC 820. The update
also requires additional disclosures by each major category of investment,
including, but not limited to, fair value of underlying investments in the major
category, significant investment strategies, redemption restrictions, and
unfunded commitments related to investments in the major category. The
amendments in this update are effective for interim and annual periods ending
after December 15, 2009 with early application permitted. The Company does not
expect that the implementation of ASC Update No. 2009-12 will have a material
effect on its financial position or results of operations.





In June
2009, FASB issued Statement of Financial Accounting Standards No. 167,
Amendments to FASB Interpretation No. 46(R) (“Statement No. 167”). Statement No.
167 amends FASB Interpretation No. 46R, Consolidation of Variable Interest
Entities an interpretation of ARB No. 51 (“FIN 46R”) to require an analysis to
determine whether a company has a controlling financial interest in a variable
interest entity. This analysis identifies the primary beneficiary of a variable
interest entity as the enterprise that has a) the power to direct the activities
of a variable interest entity that most significantly impact the entity’s
economic performance and b) the obligation to absorb losses of the entity that
could potentially be significant to the variable interest entity or the right to
receive benefits from the entity that could potentially be significant to the
variable interest entity. The statement requires an ongoing assessment of
whether a company is the primary beneficiary of a variable interest entity when
the holders of the entity, as a group, lose power, through voting or similar
rights, to direct the actions that most significantly affect the entity’s
economic performance. This statement also enhances disclosures about a company’s
involvement in variable interest entities. Statement No. 167 is effective as of
the beginning of the first annual reporting period that begins after November
15, 2009. Although Statement No. 167 has not been incorporated into the
Codification, in accordance with ASC 105, the standard shall remain
authoritative until it is integrated. The Company does not expect the adoption
of Statement No. 167 to have a material impact on its financial position or
results of operations.




16




In June
2009, the FASB issued Statement of Financial Accounting Standards No. 166,
Accounting for Transfers of Financial Assets an amendment of FASB Statement No.
140 (“Statement No. 166”). Statement No. 166 revises FASB Statement of Financial
Accounting Standards No. 140, Accounting for Transfers and Extinguishment of
Liabilities a replacement of FASB Statement 125 (“Statement No. 140”) and
requires additional disclosures about transfers of financial assets, including
securitization transactions, and any continuing exposure to the risks related to
transferred financial assets. It also eliminates the concept of a “qualifying
special-purpose entity”, changes the requirements for derecognizing financial
assets, and enhances disclosure requirements. Statement No. 166 is effective
prospectively, for annual periods beginning after November 15, 2009, and interim
and annual periods thereafter. Although Statement No. 166 has not been
incorporated into the Codification, in accordance with ASC 105, the standard
shall remain authoritative until it is integrated. The Company does not expect
the adoption of Statement No. 166 will have a material impact on its financial
position or results of operations.





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





Not
applicable for smaller reporting companies.




17




ITEM
8.      FINANCIAL STATEMENTS AND
SUPPLEMENTARY DATA.




JINMIMI NETWORK
INC.
  CONTENTS
              PAGESREPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
              F-1CONSOLIDATED
      BALANCE SHEETS
              F2
      – 3CONSOLIDATED
      STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
              F-4CONSOLIDATED
      STATEMENTS OF STOCKHOLDERS’ EQUITY
              F-5CONSOLIDATED
      STATEMENTS OF CASH FLOWS
              F6
      – 7NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS
              F8
      – 22




ALBERT
      WONG & CO.
                CERTIFIED
      PUBLIC ACCOUNTANTS
                7th
      Floor, Nan Dao Commercial Building
                359-361
      Queen’s Road Central
                Hong
      Kong
                Tel
      : 2851 7954
                Fax:
      2545 4086
                
                ALBERT WONG
                B.Soc.,
      Sc., ACA., LL.B., CPA(Practising)




The
board of directors and shareholders of


Jinmimi
Network Inc. (“the Company”)
   Report of Independent
Registered Public Accounting Firm
   We
have audited the accompanying consolidated balance sheets of Jinmimi Network
Inc. as of December 31, 2009 and 2008, and the related consolidated statements
of income and comprehensive income, stockholders' equity and cash flows for the
years then ended. These consolidated financial statements are the responsibility
of the Company's management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audit.
  We
conducted our audit in accordance with standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
  In
our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of the
Company as of December 31, 2009 and 2008 and the results of its operations and
its cash flows for the years then ended in conformity with accounting principles
generally accepted in the United States of America.
  The
Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. The Company has net losses of $130,683 for the year ended December 31,
2009. These factors as discussed in Note 2 to the financial statements, raises
substantial doubt about the Company's ability to continue as a going concern.
Management's plans in regard to these matters are also described in Note 2. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
   Hong Kong,
      China
              Albert Wong &
      CoMarch 5,
      2010
              Certified Public
      Accountants
  F-1
 
 JINMIMI
      NETWORK INC.CONSOLIDATED
      BALANCE SHEETSAS
      AT DECEMBER 31, 2009 AND 2008(Stated
      in US
Dollars)
 2009
                
                2008NoteASSETSCurrent
      assetsCash
      and cash equivalents
                
                $
                133,759
                $
                -Trading
      securities at fair value
                
                
                2,852
                
                -Trade
      receivables
                
                
                2,448
                
                -Subscription
      receivables
                
                
                2,000
                
                2,000Amount
      due from a director
                5
                
                32
                
                -Advances
      to employees
                
                
                73
                
                -Rental
      deposits
                
                
                1,463
                
                -Prepaid
      expenses
                
                
                83,707
                
                -Total
      current assets
                
                $
                226,334
                $
                2,000Goodwill
                6
                
                187,081
                
                -Property,
      plant and equipment, net
                7
                
                4,069
                
                -TOTAL
      ASSETS
                
                $
                417,484
                $
                2,000LIABILITIES
      ANDSTOCKHOLDERS’
      EQUITYAccruals
                
                $
                4,522
                $
                -Amount
      due to a shareholder
                8
                
                220,084
                
                -Other
      loans
                9
                
                221,260
                
                -TOTAL
      LIABILITIES
                
                $
                445,866
                $
                -Commitments
      and contingencies
                13
                $
                -
                $
                -
  See
accompanying notes to consolidated financial statements




F-2




JINMIMI
      NETWORK INC.CONSOLIDATED
      BALANCE SHEETS (Continued)AS
      AT DECEMBER 31, 2009 AND 2008(Stated in US
      Dollars)




2009
              
              2008STOCKHOLDERS’
      EQUITYCommon
      stock at $0.0001 par value;100,000,000
      shares authorized;24,000,000
      and 20,000,000 sharesissued and
      outstanding at December 31,2009
      and 2008 respectively
              
              $
              2,400
              $
              2,000Additional
      paid-in capital
              
              
              99,600
              
              -Accumulated
      loss
              
              
              (130,683)
              
              -Accumulated
      other comprehensive income301
              
              -$
              (28,382)
              $
              2,000TOTAL
      LIABILITIES ANDSTOCKHOLDERS’
      EQUITY
              
              $
              417,484
              $
              2,000




See
accompanying notes to consolidated financial statements




F-3




JINMIMI
      NETWORK INC.CONSOLIDATED
      STATEMENTS OF INCOME AND COMPREHENSIVE INCOMEFOR
      THE YEARS ENDED DECEMBER 31, 2009 AND 2008(Stated
      in US Dollars)




2009
              
              2008NoteNet
      revenues
              
              $
              4,785
              $
              -Cost
      of net revenues
              
              
              (5,841)
              
              -Gross
      loss
              
              $
              (1,056)
              $
              -Operating
      expenses:General
      and administrative
              
              
              (137,482)
              
              (42,007)Operating
      loss
              
              $
              (138,538)
              $
              (42,007)Interest
      income
              
              
              7,855
              
              485Loss
      before income taxes
              
              $
              (130,683)
              $
              (41,522)Income
      taxes
              12
              
              -
              
              -Net
      loss
              
              $
              (130,683)
              $
              (41,522)Foreign
      currency translation adjustment
              
              
              301
              
              -Comprehensive
      loss
              
              
              (130,382)
              
              (41,522)Net
      loss per share:-Basic
      and diluted
              10
              $
              (0.005)
              $
              (0.002)Weighted
      average number of common stock-Basic
      and diluted
              10
              
              23,857,534
              
              20,000,000




See
accompanying notes to consolidated financial statements




F-4




JINMIMI
      NETWORK INC.CONSOLIDATED
      STATEMENTS OF STOCKHOLDERS’ EQUITYFOR
      THE YEARS ENDED DECEMBER 31, 2009 AND 2008(Stated
      in US Dollars)




AccumulatedotherCommon
              
              
              Additional
              
              
              Accumulated
              
              
              comprehensivestock
              
              
              paid-in
      capital
              
              
              loss
              
              
              income
              
              
              TotalIssuance
      of common stock
              
              $
              2,000
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              2,000Balance,
      December 31, 2008
              
              $
              2,000
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              2,000Balance,
      January 1, 2009
              
              $
              2,000
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              2,000Issuance
      of common stock
              
              
              400
              
              
              
              99,600
              
              
              
              -
              
              
              
              -
              
              
              
              100,000Net
      loss
              
              
              -
              
              
              
              -
              
              
              
              (130,683
              )
              
              
              -
              
              
              
              (130,683
              )Foreign
      currencytranslation
      adjustment
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              301
              
              
              
              301Balance,
      December 31, 2009
              
              $
              2,400
              
              
              $
              99,600
              
              
              $
              (130,683
              )
              
              $
              301
              
              
              $
              (28,382
              )




See
accompanying notes to consolidated financial statements




F-5




JINMIMI
      NETWORK INC.CONSOLIDATED
      STATEMENT OF CASH FLOWSFOR
      THE YEARS ENDED DECEMBER 31, 2009 AND 2008(Stated
      in US Dollars)




2009
              
              
              2008Cash
      flows from operating activitiesNet
      loss
              
              $
              (130,683
              )
              
              $
              -Depreciation
              
              
              892
              
              
              
              -Adjustments
      to reconcile net income to netcash
      provided by operating activities:Trade
      receivables
              
              
              (2,446
              )
              
              
              -Subscription
      receivables
              
              
              -
              
              
              
              (2,000
              )Amount
      due from a director
              
              
              11,685
              
              
              
              -Advances
      to employees
              
              
              (73
              )
              
              
              -Rental
      deposits
              
              
              (731
              )
              
              
              -Prepaid
      expenses
              
              
              (83,698
              )
              
              
              -Accruals
              
              
              3,420
              
              
              
              -Other
      loans
              
              
              146,753
              
              
              
              -Net
      cash used in operating activities
              
              $
              (54,881
              )
              
              $
              (2,000
              )Cash
      flows from investing activitiesAcquisition
      of subsidiary
              
              $
              (52,814
              )
              
              $
              -Purchases
      of trading securities
              
              
              (2,851
              )
              
              
              -Purchases
      of property, plant and equipment
              
              
              (1,840
              )
              
              
              -Net
      cash used in investing activities
              
              $
              (57,505
              )
              
              $
              -Cash
      flows from financing activitiesIssue
      of capital
              
              $
              100,000
              
              
              $
              2,000Loan
      to a shareholder
              
              
              145,877
              
              
              
              -Net
      cash provided by financing activities
              
              $
              245,877
              
              
              $
              2,000Net
      cash and cash equivalents sourced
              
              $
              133,491
              
              
              $
              -Effect
      of foreign currency translation on cashand
      cash equivalents
              
              
              268
              
              
              
              -Cash
      and cash equivalents–end of year
              
              $
              133,759
              
              
              $
              -


Supplementary
      cash flow information:Interest
      received
              
              $
              7,855
              
              
              $
              -




See
accompanying notes to consolidated financial statements




F-6




JINMIMI
      NETWORK INC.CONSOLIDATED
      STATEMENT OF CASH FLOWS (Continued)FOR
      THE YEARS ENDED DECEMBER 31, 2009 AND 2008(Stated
      in US Dollars)




ACQUISITION
OF SUBSIDIARY:
 On
January 14, 2009, the Company acquired 100% interest of Active Choice Limited
(“HKAC”) for $438,975 and HKAC became a 100% owned subsidiary of the Company.
The following represents the assets purchased and liabilities assumed at the
acquisition date:




Cash
      and cash equivalents
              
              $
              386,161Amount
      due from a director
              
              
              11,694Other
      receivables
              
              
              729Prepaid
      expenses
              
              
              6Office
      equipment
              
              
              3,113Total
      assets purchased
              
              $
              401,703Amount
      due to a shareholder
              
              $
              (74,207
              )Other
      payables
              
              
              (74,505
              )Accrued
      liabilities
              
              
              (1,097
              )Total
      liabilities assumed
              
              $
              (149,809
              )Total
      net assets
              
              $
              251,894Share
      percentage
              
              
              100
              %Consideration
              
              $
              438,975Less:
      Net asset acquired
              
              
              (251,894
              )Goodwill
              
              $
              187,081Consideration
              
              $
              438,975Cash
      acquired
              
              
              (386,161
              )Net
      cash consideration paid
              
              $
              52,814




F-7




JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 1.  ORGANIZATION
AND PRINCIPAL ACTIVITIES
 
 Jinmimi
Network Inc. (the “Company”) was incorporated under the laws of the state of
Nevada on November 13, 2008. The Company was a shell company with no substantial
operations or assets.
 
 Active
Choice Limited (“HKAC”) was incorporated under the laws of Hong Kong with
limited liability on September 26, 2008. HKAC has only nominal
operations.
  Chuangding
Investment Consultant (Shenzhen) Co., Ltd (“Chuangding”) was incorporated under
the laws of the People’s Republic of China (the PRC) as a limited company on
December 4, 2008. The Company currently operates through itself and one
operating company located in Mainland China: Shenzhen Jinmimi Network Technology
Limited Company (“Shenzhen Jinmimi”), which Chuangding controls, through
contractual arrangements between Chuangding and Shenzhen Jinmimi, as if Shenzhen
Jinmimi was a wholly-owned subsidiary of the Chuangding.
  Shenzhen
Jinmimi was established in the PRC as a limited company on August 4,
2008.
  On
January 6, 2009, HKAC acquired 100% of the shareholdings of Chuangding, for a
consideration $147,500.
  On
January 14, 2009, the Company entered into a Purchase Agreement with HKAC and
HKAC Shareholders, for a purchase price of $438,975 by delivery of promissory
note. As a result, HKAC and its subsidiary, Chuangding, became the wholly-owned
subsidiaries of the Company.
  The
Company and its subsidiaries (hereinafter, collectively referred to as “the
Group”) are the online media company and value-added information service
provider in the PRC.
 
 
 2.  UNCERTAINTY
OF ABILITY TO CONTINUE AS A GOING CONCERN
 
 The
Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. The Company has not generated significant revenues since inception and
has never paid any dividends and is unlikely to pay dividends or generate
significant earnings in the immediate or foreseeable future. The continuation of
the Company as a going concern is dependent upon the ability of the Company to
obtain necessary equity financing to continue operations and the attainment of
profitable operations. The management will seek to raise funds from
shareholders.
  For
the year ended December 31, 2009, the Company has generated revenue of $4,785
and has incurred an accumulated deficit $130,683. As of December 31, 2009, its
current liabilities exceed its current assets by $219,532, which may not be
sufficient to pay for the operating expenses in the next 12 months. These
financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts and classification
of liabilities that might be necessary should the Company be unable to continue
as a going concern. These factors noted above raise substantial doubts regarding
the Company's ability to continue as a going concern.
  F-8
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
 
 (a)
              Method
      of accounting
 
 The
Group maintains its general ledger and journals with the accrual method of
accounting for financial reporting purposes.  The financial statements
and notes are representations of management.  Accounting policies
adopted by the Group conform to generally accepted accounting principles in the
United States of America (“US GAAP”) and have been consistently applied in the
presentation of financial statements.
  The
preparation of financial statements in conformity with US GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosures of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates. This basis of accounting differs in certain material respects from
that used for the preparation of the books of account of the Group’s principal
subsidiaries, which are prepared in accordance with the accounting principles
and the relevant financial regulations applicable to enterprises with limited
liabilities established in the PRC and Hong Kong, the accounting standards used
in the places of their domicile. The accompanying condensed interim consolidated
financial statements reflect necessary adjustments not recorded in the books of
account of the Company's subsidiaries to present them in conformity with US
GAAP.
 
 (b)
              Principles
      of consolidation
 
 The
Company consolidates its subsidiaries and the entities it controls through a
majority voting interest or otherwise, including entities that are variable
interest entities (“VIEs”) for which the Company is the primary beneficiary
pursuant to Accounting Standards Codification (“ASC”) No. 810, “Consolidation”
(“ACS 810”).  The provisions of ASC 810 have been applied respectively
to all periods presented in the consolidated financial statements.
 
 Subsidiary
 
 The
Company consolidates its wholly owned subsidiaries, Active Choice Limited,
Chuangding Investment Consultant (Shenzhen) Co., Ltd and Shenzhen Jinmimi,
because it controls these entities through its 100% voting interest in
them.  The following sets forth information about the wholly owned
subsidiaries:
 
 Name
      of Subsidiary
              
              Place
      & Date of Incorporation
              
              Equity
      Interest Attributable to the Company (%)
              
              Registered
      Capital ($)
              
              Issued
      Capital (HKD)
              
              Registered
      Capital
                (RMB)Active
      Choice Limited (“HKAC”)
              
              Hong
      Kong/
                September
      26,2008
              
              100
              
              $1,290
              
              HKD10,000
              
              -Chuangding
      Investment Consultant (Shenzhen) Co., Ltd (“Chuangding”)
              
              PRC/
                December
      4, 2008
              
              100
              
              $146,056
              
              -
              
              RMB1,000,000*Shenzhen
      Jinmimi Network Technology Limited Company (“Shenzhen
      Jinmimi”)
              
              PRC/August
      4, 2008
              
              100
              
              $291,864
              
              -
              
              RMB
      2,000,000*Note
      : Deemed variable interest entity
 
 F-9
 
 JINMIMI NETWORK INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated in US Dollars)
  3.  SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES (Continued)
  (c)
              Use of estimates
  The preparation of the financial statements in conformity with generally
accepted accounting principles in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting periods. Management makes these estimates using
the best information available at the time the estimates are made; however
actual results could differ materially from those estimates.
  (d)
              Economic and political risks
  The Group’s operations are conducted in the PRC. Accordingly, the Group’s
business, financial condition and results of operations may be influenced by the
political, economic and legal environment in the PRC, and by the general state
of the PRC economy.
 
 The
Group’s operations in the PRC are subject to special considerations and
significant risks not typically associated with companies in North America and
Western Europe. These include risks associated with, among others, the
political, economic and legal environment and foreign currency exchange. The
Group’s results may be adversely affected by changes in the political and social
conditions in the PRC, and by changes in governmental policies with respect to
laws and regulations, anti-inflationary measures, currency conversion,
remittances abroad, and rates and methods of taxation, among other
things.
 
 (e)
              Property,
      plant and equipment
 
 Plant
and equipment are carried at cost less accumulated
depreciation.  Depreciation is provided over their estimated useful
lives, using the straight-line method. Estimated useful lives of the plant and
equipment are as follows:
  Office
      equipment
              5
      years
  The
cost and related accumulated depreciation of assets sold or otherwise retired
are eliminated from the accounts and any gain or loss is included in the
statement of income.
  (f)
              Goodwill
  Goodwill
represents the excess of the cost of an acquisition over the fair value of the
net acquired identifiable assets at the date of acquisition. Goodwill is
included in intangible assets and no amortization is provided.
  Goodwill
is tested annually for impairment. During the periods, no impairment was
made.
  F-10
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.      SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (g)
              Accounting
      for the impairment of long-lived
assets
 
 The
Group periodically evaluates the carrying value of long-lived assets to be held
and used, including intangible assets subject to amortization, when events and
circumstances warrant such a review, pursuant to the guidelines established in
ASC No. 360, “Property, Plant and Equipment”. The carrying value of a long-lived
asset is considered impaired when the anticipated undiscounted cash flow from
such asset is separately identifiable and is less than its carrying value. In
that event, a loss is recognized based on the amount by which the carrying value
exceeds the fair market value of the long-lived asset. Fair market value is
determined primarily using the anticipated cash flows discounted at a rate
commensurate with the risk involved. Losses on long-lived assets to be disposed
of are determined in a similar manner, except that fair market values are
reduced for the cost to dispose.
  During
the reporting periods, there was no impairment loss.
 
 (h)
              Foreign
      currency translation
 
 The
accompanying financial statements are presented in United States dollars. The
functional currencies of the Group are Hong Kong dollars (HKD) and the Renminbi
(RMB).  The financial statements are translated into United States
dollars from HKD and RMB at year-end exchange rates as to assets and liabilities
and average exchange rates as to revenues and expenses. Capital accounts are
translated at their historical exchange rates when the capital transactions
occurred.
  The
exchange rates used to translate amounts in HKD and RMB into USD for the
purposes of preparing the consolidated financial statements were as
follows:
 
 December
      31, 2009
              
              December
      31, 2008Twelve
      months ended
              
              6.8372
              
              6.8542USD
      : RMB exchange rateAverage
      twelve months ended
              
              6.8409
              
              6.9623USD
      : RMB exchange rateTwelve
      months ended
              
              7.7551
              
              7.7507USD
      : HKD exchange rateAverage
      twelve months ended
              
              7.7522
              
              7.7513USD
      : HKD exchange rate
 
 The
RMB is not freely convertible into foreign currency and all foreign exchange
transactions must take place through authorized institutions.  No
representation is made that the RMB amounts could have been, or could be,
converted into USD at the rates used in translation.  In addition, the
current foreign exchange control policies applicable in PRC also restrict the
transfer of assets or dividends outside the PRC.
  F-11
  JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (i)
              Cash
      and cash equivalents
 
 The
Group considers all highly liquid investments purchased with original maturities
of nine months or less to be cash equivalents. The Group maintains bank accounts
in Hong Kong and the PRC. The Group does not maintain any bank accounts in the
United States of America.   The cash located outside the United
States is not restricted as to usage.
 
 (j)
              Leases
 
 The
Group did not have a lease that met the criteria of a capital lease. Leases that
do not qualify as a capital lease are classified as an operating lease.
Operating lease rental payments included in selling expenses for the years ended
December 31, 2009 and 2008 were $9,165 and $2,480, respectively.
 
 (k)
              Advertising
 
 The
Group expensed all advertising costs as incurred.  Advertising
expenses included in the general and administrative expense for the years ended
December 31, 2009 and 2008 were $286 and $270, respectively.
 
 (l)
              Income
      taxes
 
 The
Group accounts for income taxes using an asset and liability approach and allows
for recognition of deferred tax benefits in future years.  Under the
asset and liability approach, deferred taxes are provided for the net tax
effects of temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used for income tax
purposes.  A valuation allowance is provided for deferred tax assets
if it is more likely than not these items will either expire before the Group is
able to realize their benefits, or that future realization is
uncertain.
 
 The
Group is operating in the PRC, and in accordance with the relevant tax laws and
regulations of PRC, the enterprise income tax rate for the years ended December
31, 2009 and 2008 are 25%.
 
 (m)
              Cash
      and concentration of risk
 
 Cash
includes cash on hand and demand deposits in accounts maintained within Hong
Kong and the PRC.  Total cash in these banks at December 31, 2009 and
2008 amounted to $133,759 and nil respectively, of which no deposits are covered
by Federal Depository Insured Commission.  The Group has not
experienced any losses in such accounts and believes it is not exposed to any
risk on its cash in bank accounts.
 
 F-12
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (n)
              Comprehensive
      income
 
 Comprehensive
income is defined to include all changes in equity except those resulting from
investments by owners and distributions to owners.  Among other
disclosures, all items that are required to be recognized under current
accounting standards as components of comprehensive income are required to be
reported in a financial statement that is presented with the same prominence as
other financial statements.  The Group’s current component of other
comprehensive income is the foreign currency translation
adjustment.
 
 (o)
              Recently
      implemented standards
 
 ASC
105, Generally Accepted Accounting Principles (“ASC 105”) (formerly Statement of
Financial Accounting Standards No. 168, The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles a
replacement of FASB Statement No. 162) reorganized by topic existing accounting
and reporting guidance issued by the Financial Accounting Standards Board
(“FASB”) into a single source of authoritative generally accepted accounting
principles (“GAAP”) to be applied by nongovernmental entities. All guidance
contained in the Accounting Standards Codification (“ASC”) carries an equal
level of authority. Rules and interpretive releases of the Securities and
Exchange Commission (“SEC”) under authority of federal securities laws are also
sources of authoritative GAAP for SEC registrants. Accordingly, all other
accounting literature will be deemed “non-authoritative”. ASC 105 is effective
on a prospective basis for financial statements issued for interim and annual
periods ending after September 15, 2009. The Company has implemented the
guidance included in ASC 105 as of July 1, 2009. The implementation of this
guidance changed the Company’s references to GAAP authoritative guidance but did
not impact the Company’s financial position or results of
operations.
  ASC
855, Subsequent Events (“ASC 855”) (formerly Statement of Financial Accounting
Standards No. 165, Subsequent Events) includes guidance that was issued by the
FASB in May 2009, and is consistent with current auditing standards in defining
a subsequent event. Additionally, the guidance provides for disclosure regarding
the existence and timing of a company’s evaluation of its subsequent events. ASC
855 defines two types of subsequent events, “recognized” and “non-recognized”.
Recognized subsequent events provide additional evidence about conditions that
existed at the date of the balance sheet and are required to be reflected in the
financial statements. Non-recognized subsequent events provide evidence about
conditions that did not exist at the date of the balance sheet but arose after
that date and, therefore; are not required to be reflected in the financial
statements. However, certain non-recognized subsequent events may require
disclosure to prevent the financial statements from being misleading. This
guidance was effective prospectively for interim or annual financial periods
ending after June 15, 2009. The Company implemented the guidance included in ASC
855 as of April 1, 2009. The effect of implementing this guidance was not
material to the Company’s financial position or results of
operations.
  F-13
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (o)  Recently implemented standards (Continued)
 
 ASC
944, Financial Services – Insurance (“ASC 944”) contains guidance that was
previously issued by the FASB in May 2008 as Statement of Financial Accounting
Standards No. 163, Accounting for Financial Guarantee Insurance Contracts – an
interpretation of FASB Statement No. 60 that provides for changes to both the
recognition and measurement of premium revenues and claim liabilities for
financial guarantee insurance contracts that do not qualify as a derivative
instrument in accordance with ASC 815, Derivatives and Hedging (formerly
included under Statement of Financial Accounting Standards No. 133, Accounting
for Derivative Instruments and Hedging Activities). This financial guarantee
insurance contract guidance also expands the disclosure requirements related to
these contracts to include such items as a company’s method of tracking insured
financial obligations with credit deterioration, financial information about the
insured financial obligations, and management’s policies for placing and
monitoring the insured financial obligations. ASC 944, as it relates to
financial guarantee insurance contracts, was effective for fiscal years
beginning after December 15, 2008, except for certain disclosures related to the
insured financial obligations, which were effective for the third quarter of
2008. The Company does not have financial guarantee insurance products, and,
accordingly, the implementation of this portion of ASC 944 did not have an
effect on the Company’s results of operations or financial
position.
  ASC
805, Business Combinations (“ASC 805”) (formerly included under Statement of
Financial Accounting Standards No. 141 (revised 2007), Business Combinations)
contains guidance that was issued by the FASB in December 2007. It requires the
acquiring entity in a business combination to recognize all assets acquired and
liabilities assumed in a transaction at the acquisition-date fair value, with
certain exceptions. Additionally, the guidance requires changes to the
accounting treatment of acquisition related items, including, among other items,
transaction costs, contingent consideration, restructuring costs,
indemnification assets and tax benefits. ASC 805 also provides for a substantial
number of new disclosure requirements. ASC 805 also contains guidance that was
formerly issued as FSP FAS 141(R)-1, Accounting for Assets Acquired and
Liabilities Assumed in a Business Combination That Arise from Contingencies
which was intended to provide additional guidance clarifying application issues
regarding initial recognition and measurement, subsequent measurement and
accounting, and disclosure of assets and liabilities arising from contingencies
in a business combination. ASC 805 was effective for business combinations
initiated on or after the first annual reporting period beginning after December
15, 2008. The Company implemented this guidance effective January 1, 2009.
Implementing this guidance did not have an effect on the Company’s financial
position or results of operations; however it will likely have an impact on the
Company’s accounting for future business combinations, but the effect is
dependent upon acquisitions, if any, that are made in the future.
  F-14
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (o)   Recently
implemented standards (Continued)
  ASC
810, Consolidation (“ASC 810”) includes new guidance issued by the FASB in
December 2007 governing the accounting for and reporting of noncontrolling
interests (previously referred to as minority interests). This guidance
established reporting requirements which include, among other things, that
noncontrolling interests be reflected as a separate component of equity, not as
a liability. It also requires that the interests of the parent and the
noncontrolling interest be clearly identifiable. Additionally, increases and
decreases in a parent’s ownership interest that leave control intact shall be
reflected as equity transactions, rather than step acquisitions or dilution
gains or losses. This guidance also requires changes to the presentation of
information in the financial statements and provides for additional disclosure
requirements. ASC 810 was effective for fiscal years beginning on or after
December 15, 2008. The Company implemented this guidance as of January 1, 2009.
The effect of implementing this guidance was not material to the Company’s
financial position or results of operations.
  ASC
825, Financial Instruments (“ASC 825”) includes guidance which was issued in
February 2007 by the FASB and was previously included under Statement of
Financial Accounting Standards No. 159, The Fair Value Option for Financial
Assets and Financial Liabilities Including an amendment of FASB Statement No.
115. The related sections within ASC 825 permit a company to choose, at
specified election dates, to measure at fair value certain eligible financial
assets and liabilities that are not currently required to be measured at fair
value. The specified election dates include, but are not limited to, the date
when an entity first recognizes the item, when an entity enters into a firm
commitment or when changes in the financial instrument causes it to no longer
qualify for fair value accounting under a different accounting standard. An
entity may elect the fair value option for eligible items that exist at the
effective date. At that date, the difference between the carrying amounts and
the fair values of eligible items for which the fair value option is elected
should be recognized as a cumulative effect adjustment to the opening balance of
retained earnings. The fair value option may be elected for each entire
financial instrument, but need not be applied to all similar instruments. Once
the fair value option has been elected, it is irrevocable. Unrealized gains and
losses on items for which the fair value option has been elected will be
reported in earnings. This guidance was effective as of the beginning of fiscal
years that began after November 15, 2007. The Company does not have eligible
financial assets and liabilities, and, accordingly, the implementation of ASC
825 did not have an effect on the Company’s results of operations or financial
position.
 
 F-15
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (o)   Recently
implemented standards (Continued)
  ASC
820, Fair Value Measurements and Disclosures (“ASC 820”) (formerly included
under Statement of Financial Accounting Standards No. 157, Fair Value
Measurements) includes guidance that was issued by the FASB in September 2006
that created a common definition of fair value to be used throughout generally
accepted accounting principles. ASC 820 applies whenever other standards require
or permit assets or liabilities to be measured at fair value, with certain
exceptions. This guidance established a hierarchy for determining fair value
which emphasizes the use of observable market data whenever available. It also
required expanded disclosures which include the extent to which assets and
liabilities are measured at fair value, the methods and assumptions used to
measure fair value and the effect of fair value measures on earnings. ASC 820
also provides additional guidance for estimating fair value when the volume and
level of activity for the asset or liability have significantly decreased. The
emphasis of ASC 820 is that fair value is the price that would be received to
sell an asset or paid to transfer a liability in an orderly transaction between
willing market participants, under current market conditions. ASC 820 also
further clarifies the guidance to be considered when determining whether or not
a transaction is orderly and clarifies the valuation of securities in markets
that are not active. This guidance includes information related to a company’s
use of judgment, in addition to market information, in certain circumstances to
value assets which have inactive markets.
  Fair
value guidance in ASC 820 was initially effective for fiscal years beginning
after November 15, 2007 and for interim periods within those fiscal years for
financial assets and liabilities. The effective date of ASC 820 for all
non-recurring fair value measurements of nonfinancial assets and nonfinancial
liabilities was fiscal years beginning after November 15, 2008. Guidance related
to fair value measurements in an inactive market was effective in October 2008
and guidance related to orderly transactions under current market conditions was
effective for interim and annual reporting periods ending after June 15,
2009.
  The
Company applied the provisions of ASC 820 to its financial assets and
liabilities upon adoption at January 1, 2008 and adopted the remaining
provisions relating to certain nonfinancial assets and liabilities on January 1,
2009. The difference between the carrying amounts and fair values of those
financial instruments held upon initial adoption, on January 1, 2008, was
recognized as a cumulative effect adjustment to the opening balance of retained
earnings and was not material to the Company’s financial position or results of
operations. The Company implemented the guidance related to orderly transactions
under current market conditions as of April 1, 2009, which also was not material
to the Company’s financial position or results of operations.
 
 F-16
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (o)   Recently
implemented standards (Continued)
  In
August 2009, the FASB issued ASC Update No. 2009-05, Fair Value Measurements and
Disclosures (Topic 820): Measuring Liabilities at Fair Value (“ASC Update No.
2009-05”). This update amends ASC 820, Fair Value Measurements and Disclosures
and provides further guidance on measuring the fair value of a liability. The
guidance establishes the types of valuation techniques to be used to value a
liability when a quoted market price in an active market for the identical
liability is not available, such as the use of an identical or similar liability
when traded as an asset. The guidance also further clarifies that a quoted price
in an active market for the identical liability at the measurement date and the
quoted price for the identical liability when traded as an asset in an active
market when no adjustments to the quoted price of the asset are required are
both Level 1 fair value measurements. If adjustments are required to be applied
to the quoted price, it results in a level 2 or 3 fair value measurement. The
guidance provided in the update is effective for the first reporting period
(including interim periods) beginning after issuance. The Company does not
expect that the implementation of ASC Update No. 2009-05 will have a material
effect on its financial position or results of operations.
  In
September 2009, the FASB issued ASC Update No. 2009-12, Fair Value Measurements
and Disclosures (Topic 820): Investments in Certain Entities that Calculate Net
Asset Value per Share (or Its Equivalent) (“ASC Update No. 2009-12”). This
update sets forth guidance on using the net asset value per share provided by an
investee to estimate the fair value of an alternative investment. Specifically,
the update permits a reporting entity to measure the fair value of this type of
investment on the basis of the net asset value per share of the investment (or
its equivalent) if all or substantially all of the underlying investments used
in the calculation of the net asset value is consistent with ASC 820. The update
also requires additional disclosures by each major category of investment,
including, but not limited to, fair value of underlying investments in the major
category, significant investment strategies, redemption restrictions, and
unfunded commitments related to investments in the major category. The
amendments in this update are effective for interim and annual periods ending
after December 15, 2009 with early application permitted. The Company does not
expect that the implementation of ASC Update No. 2009-12 will have a material
effect on its financial position or results of operations.
  F-17
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 3.  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 (o)  Recently
implemented standards (Continued)
  In
June 2009, FASB issued Statement of Financial Accounting Standards No. 167,
Amendments to FASB Interpretation No. 46(R) (“Statement No. 167”). Statement No.
167 amends FASB Interpretation No. 46R, Consolidation of Variable Interest
Entities an interpretation of ARB No. 51 (“FIN 46R”) to require an analysis to
determine whether a company has a controlling financial interest in a variable
interest entity. This analysis identifies the primary beneficiary of a variable
interest entity as the enterprise that has a) the power to direct the activities
of a variable interest entity that most significantly impact the entity’s
economic performance and b) the obligation to absorb losses of the entity that
could potentially be significant to the variable interest entity or the right to
receive benefits from the entity that could potentially be significant to the
variable interest entity. The statement requires an ongoing assessment of
whether a company is the primary beneficiary of a variable interest entity when
the holders of the entity, as a group, lose power, through voting or similar
rights, to direct the actions that most significantly affect the entity’s
economic performance. This statement also enhances disclosures about a company’s
involvement in variable interest entities. Statement No. 167 is effective as of
the beginning of the first annual reporting period that begins after November
15, 2009. Although Statement No. 167 has not been incorporated into the
Codification, in accordance with ASC 105, the standard shall remain
authoritative until it is integrated. The Company does not expect the adoption
of Statement No. 167 to have a material impact on its financial position or
results of operations.
  In June 2009, the
FASB issued Statement of Financial Accounting Standards No. 166, Accounting for
Transfers of Financial Assets an amendment of FASB Statement No. 140 (“Statement
No. 166”). Statement No. 166 revises FASB Statement of Financial Accounting
Standards No. 140, Accounting for Transfers and Extinguishment of Liabilities a
replacement of FASB Statement 125 (“Statement No. 140”) and requires additional
disclosures about transfers of financial assets, including securitization
transactions, and any continuing exposure to the risks related to transferred
financial assets. It also eliminates the concept of a “qualifying
special-purpose entity”, changes the requirements for derecognizing financial
assets, and enhances disclosure requirements. Statement No. 166 is effective
prospectively, for annual periods beginning after November 15, 2009, and interim
and annual periods thereafter. Although Statement No. 166 has not been
incorporated into the Codification, in accordance with ASC 105, the standard
shall remain authoritative until it is integrated. The Company does not expect
the adoption of Statement No. 166 will have a material impact on its financial
position or results of operations.
  F-18
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 4.  CONCENTRATIONS
OF CREDIT RISK AND MAJOR CUSTOMERS
 
 Financial
instruments which potentially expose the Group to concentrations of credit risk,
consists of cash and trade receivables as of December 31, 2009 and 2008. The
Group performs ongoing evaluations of its cash position and credit evaluations
to ensure collections and minimize losses.
  As
of December 31, 2009 and 2008, the Group’s bank deposits were placed with banks
in Hong Kong and the PRC where there is currently no rule or regulation in place
for obligatory insurance of bank accounts.
  For
the years ended December 31, 2009 and 2008, all of the Group’s sales were
generated from the PRC. In addition, all trade receivables as of December 31,
2009 and 2008 also arose in the PRC.
  The
maximum amount of loss due to credit risk that the Group would incur if the
counter parties to the financial instruments failed to perform is represented
the carrying amount of each financial asset in the balance sheet.
  Normally
the Group does not obtain collateral from customers or debtors.
  As
at December 31, 2009 and 2008, no customer accounted for 10% of the Group’s
revenue and trade receivables.
 
 5.  AMOUNT
DUE FROM A DIRECTOR
 
 Amount
due from a director is unsecured, interest-free, and repayable on
demand.
  6.  GOODWILL
 
 On
January 14, 2009, the Company acquired 100% interest of HKAC for $438,975.
Goodwill represents the excess of the cost of the purchases over the fair value
of the net acquired identifiable assets at the date of acquisition.
 
 F-19
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 7.  PROPERTY,
PLANT AND EQUIPMENT, NET
 
 Details
of property, plant and equipment are as follows:
 
 2009
              
              
              2008At
      costOffice
      equipment
              
              $
              5,077
              
              
              $
              -Less:
      accumulated depreciation
              
              
              (1,008
              )
              
              
              -$
              4,069
              
              
              $
              -
 
 Depreciation
expense included in the general and administrative expenses for the years ended
December 31, 2009 and 2008 were $892 and nil respectively.
  8.  AMOUNT
DUE TO A SHAREHOLDER
  Amount due to a shareholder is unsecured and charged
at the rate of 2% per annum.
  9.  OTHER
LOANS
 
 Other
loans are the loans from the former shareholder of Active Choice Limited, Silky
Road International Group Limited. The amounts are unsecured and charged at the
rate of 2% per annum.
  10.  LOSS
PER SHARE
 
 The
calculation of the basic and diluted loss per share attributable to the common
stock holders is based on the following data:
 
 2009
              
              
              2008Loss:Loss
      for the purpose of basic anddilutive
      earnings per share
              
              $
              (130,683
              )
              
              $
              (41,522
              )Number
      of shares:Weighted
      average number ofcommon
      stock for the purpose of basicand
      dilutive earnings per share
              
              
              23,857,534
              
              
              
              20,000,000
  F-20
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 11.  FAIR
VALUE OF FINANCIAL INSTRUMENTS
 
 The
fair value of a financial instrument is the amount at which the instrument could
be exchanged in a current transaction between willing parties.  The
carrying amounts of financial assets and liabilities, such as cash and cash
equivalents, trade receivables, amount due from a director, other receivables,
amount due to a shareholder and other payables, approximate their fair values
because of the short maturity of these instruments and market rates of
interest.
  12.  INCOME
TAXES
 
 (a)
              The
      Company, being registered in the State of Nevada whereas its subsidiary,
      HKAC being incorporated in Hong Kong is not subject to any income tax and
      conducts all of its business through its PRC subsidiary, Chuangding and
      VIE, Shenzhen Jinmimi (see note 1).
 
 Chuangding,
and Shenzhen Jinmimi, being registered in the PRC, are subject to PRC’s
Enterprise Income Tax (“EIT”). Pursuant to the PRC Income Tax Laws, EIT is
generally imposed at 25%.
 
 A
reconciliation between the income tax computed at the U.S. statutory rate and
the Group’s provision for income tax is as follows:
 
 For
      the years ended December 31,2009
              
              2008U.S.
      statutory rate
              
              34%
              
              34%Foreign
      income not recognized in the U.S.
              
              (34%)
              
              (34%)PRC
      Enterprise Income Tax
              
              25
      %
              
              25
      %Provision
      for income tax
              
              25
      %
              
              25
      %
 
 (b)
              PRC
      EIT rate was 25% for the years ended December 31, 2009 and
      2008.
 
 No
income before income taxes for the years ended December 31, 2009 and 2008, were
attributed to the subsidiary with operations in China. No income taxes related
to China income for theyears
ended December 31, 2009 and 2008.
 
 (c)
              No
      deferred tax has been provided as there are no material temporary
      differences arising for the years ended December 31, 2009 and
      2008.
 
 F-21
 
 JINMIMI
NETWORK INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED DECEMBER 31, 2009 AND 2008
 (Stated
in US Dollars)
 
 13.  COMMITMENTS
AND CONTINGENCIES
 
 The
Group has entered into a number of tenancy agreements for offices expiring
through 2009. Total rental expenses for the years ended December 31, 2009 and
2008 were $9,165 and $2,480 respectively.
  As
at December 31, 2009, the Group’s commitments for minimum lease payments under
these leases for the next one year and thereafter are as follows:
 
 Year
      ending December 31,2010
              
              $
              219
  14.  SUBSEQUENT
EVENTS
 
 The
Company
has evaluated all other subsequent events through March 5, 2010, the date these
consolidated financial statements were issued, and determined that there were no
other subsequent events or transactions that require recognition or disclosures
in the financial statements.


F-22





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





Our
accountant is Albert Wong & Co.  We do not presently intend
to change accountants. At no time have there been any disagreements with such
accountants regarding any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure.





ITEM 9A.   CONTROLS AND PROCEDURES





Evaluation
of Disclosure Controls and Procedures





Pursuant
to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”),
the Company carried out an evaluation, with the participation of the Company’s
management, including the Company’s Chief Executive Officer (“CEO”) and Chief
Financial Officer (“CFO”) (the Company’s principal financial and accounting
officer), of the effectiveness of the Company’s disclosure controls and
procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the
end of the period covered by this report. Based upon that evaluation, the
Company’s CEO and CFO concluded that the Company’s disclosure controls and
procedures are effective 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 SEC’s rules and forms, and that such information is accumulated
and communicated to the Company’s management, including the Company’s CEO and
CFO, as appropriate, to allow timely decisions regarding required
disclosure.





Management's
Annual Report on Internal Control Over Financial Reporting.





The
management of the Company is responsible for establishing and maintaining
adequate internal control over financial reporting for the
Company.  Our internal control system was designed to, in general,
provide reasonable assurance to the Company’s management and board regarding the
preparation and fair presentation of published financial statements, but because
of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements.  Also, projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may
become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.





Our
management assessed the effectiveness of the Company’s internal control over
financial reporting as of December 31, 2008.  The framework used by
management in making that assessment was the criteria set forth in the document
entitled “ Internal Control – Integrated Framework” issued by the Committee of
Sponsoring Organizations of the Treadway Commission. Based on that assessment,
our management has determined that as of December 31, 2009, the Company’s
internal control over financial reporting was effective for the purposes for
which it is intended.





This
annual report does not include an attestation report of the Company’s registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the Company's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the Company to provide only management's report
in this annual report.





Changes
in Internal Control over Financial Reporting




18




No change
in our system of internal control over financial reporting occurred during the
period covered by this report, fourth quarter of the fiscal year ended December
31, 2009 that has materially affected, or is reasonably likely to materially
affect, our internal control over financial reporting.





PART
III





ITEM 10.   DIRECTORS, EXECUTIVE OFFICERS AND
CORPORATE GOVERNANCE





Our
executive officers’ and sole director’s and their respective ages as of March 5,
2010 are as follows:





NAME
            AGE
            POSITIONDeng
      Zhang
            35
            President,
      Chief Executive Officer and Chairman of the Board of
    DirectorJiangkun
      Shi
            37
            Chief
      Executive Officer, Principal Accounting Officer and
    TreasurerPing
      Zhao
            35
            Secretary





Set forth
below is a brief description of the background and business experience of our
executive officers and directors for the past five years.





Mr. Deng Zhang, President,
CEO and Chairman of the Board of Directors





Mr. Zhang
is our sole director and is served as the President and Chief Executive Officer
since inception of our company. From 2006 to October 2008, he was served as the
General Manager of Shenzhen Xin Kai Yuan Information Consulting Co., Ltd which
operates 188Info (www.188info.com).
From 2004 to 2006, he was served as Vice President of Shenzhen Zefang
Advertising Liability Co., Ltd. for product marketing and planning of the
company, and developing underground garage advertising.  From 1997 to
2004, Mr. Zhang was working in several different departments of Dapeng
Securities Liability Co., Ltd.  Mr. Zhang graduated from the School of
Economics and Management of Hubei Business College in 1997.





Ms. Jiangkun Shi, CFO,
Principal Accounting Officer and Treasurer





Ms. Shi
is our Chief Financial Officer, Principal Accounting Officer and Treasurer since
inception of our company. She is familiar with the national financial system and
relevant policies and regulations and is proficient with related financial
software. From 1999 to 2007, Ms. Shi served several positions from Cashier,
Accountant, Deputy Manager and General Manager of the Accounting Department of
Jinmen Petrochemical Corporation. Ms. Shi graduated from Accounting and Auditing
Department of Jianghan Petroleum Institute in 1992.





Ms. Ping Zhao,
Secretary





Ms. Zhao
is our Secretary since inception of our company.  She is familiar with
secretarial work. From 2003 to 2007, Ms. Zhao served as League branch secretary
of Hubei Jianghan Group Ferroalloy Limited Liability Company.  From
2002 to 2003, she served as Secretary of Quality and Safety Department of Hubei
Jianghan Group. Prior to join Hubei Jianghan Group, Ms. Zhao was a Chinese
teacher in Hubei Xiangfan No. 7 Middle School. Ms. Zhao graduated from Hubei
Education College in 1996.





All
officers and sole director listed above will remain in office until the next
annual meeting of our stockholders, and until their successors have been duly
elected and qualified. There are no agreements with respect to the election of
Directors. Officers are appointed annually by our Board of Directors and each
Executive Officer serves at the discretion of our Board of Directors. We do not
have any standing committees.





Director
Compensation




19




Our
directors will not receive a fee for attending each board of directors meeting
or meeting of a committee of the board of directors. All directors will be
reimbursed for their reasonable out-of-pocket expenses incurred in connection
with attending board of director and committee meetings.





Family
Relationships





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





Involvement
in Certain Legal Proceedings





To the
best of our knowledge, none of our directors or executive officers have been
convicted in a criminal proceeding, excluding traffic violations or similar
misdemeanors, or has been a party to any judicial or administrative proceeding
during the past five years that resulted in a judgment, decree or final order
enjoining the person from future violations of, or prohibiting activities
subject to, federal or state securities laws, or a finding of any violation of
federal or state securities laws, except for matters that were dismissed without
sanction or settlement. Except as set forth in our discussion below in “Certain
Relationships and Related Transactions,” none of our directors, director
nominees or executive officers has been involved in any transactions with us or
any of our directors, executive officers, affiliates or associates which are
required to be disclosed pursuant to the rules and regulations of the
SEC.





Code
of Business Conduct and Ethics





We
currently do not have a code of ethics that applies to our officers, employees
and sole director, including our Chief Executive Officer and senior
executives.





ITEM 11.    EXECUTIVE
COMPENSATION





Summary
Compensation Table





The
following table sets forth information concerning all cash and non-cash
compensation awarded to, earned by or paid to the named persons for services
rendered in all capacities during the noted periods.





Summary
Compensation Table





Name
      and Principal Position
            Year
            
            Salary
              ($)
            
            Bonus
              ($)
            
            Stock
              Awards
              ($)
            
            Option
      Awards
              ($)
            
            Non-Equity
      Incentive Plan Compensation ($)
            
            Non-Qualified
      Deferred Compensation Earnings
              ($)
            All
      Other Compensation
              ($)
            
            Totals
              ($)Deng
      Zhang
              President,
      CEO, and Chairman of the Board of Directors
            2009
            
            $
            1,000
            
            0
            
            
            0
            
            0
            
            
            0
            
            0
            0
            
            $
            1,0002008
            
            $
            1,000
            
            0
            
            
            0
            
            0
            
            
            0
            
            0
            0
            
            $
            1,000Jiangkun
      Shi
              CFO,
      Principal Accounting Officer and Treasurer
            2009
            
            $
            800
            
            0
            
            
            0
            
            0
            
            
            0
            
            0
            0
            
            $
            8002008
            
            $
            800
            
            0
            
            
            0
            
            0
            
            
            0
            
            0
            0
            
            $
            800Ping
      Zhao
              Secretary
            2009
            
            $
            650
            
            0
            
            
            0
            
            0
            
            
            0
            
            0
            0
            
            $
            6502008
            
            $
            650
            
            0
            
            
            0
            
            0
            
            
            0
            
            0
            0
            
            $
            650





20




Option Grants
Table.There were
no individual grants of stock options to purchase our common stock made to the
executive officer named in the Summary Compensation Table through March 5,
2010.





Compensation of
Directors





Our sole
director is permitted to receive fixed fees and other compensation for his
services as director. The Board of Directors has the authority to fix the
compensation of director. No amounts have been paid to, or accrued to, director
in such capacity.





Employment
Agreements





We
currently do not have any employment agreements in place with our officers or
significant employees.





ITEM 12.    SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT





The
following table sets forth certain information as of March 5, 2010 with respect
to the beneficial ownership of our common stock, the sole outstanding class of
our voting securities, by (i) any person or group owning more than 5% of each
class of voting securities, (ii) each director, (iii) each executive officer
named in the Summary Compensation Table in the section entitled “Executive
Compensation” below and (iv) all executive officers and directors as a
group.





Title
      of Class
            Name
      and Address
              of
      Beneficial Owner
            Amount
      and Nature
              of
      Beneficial Owner
            Percent
              of
      Class (1)Common
      Stock
            Xi
      Li (1)
              Address:
      Room 604, Unit 1, 20/FDongzhong Road, Dongcheng District, Beijing,
      P.R.China
            10,020,000
            41.75%Common
      Stock
            Changze
      Liu (1)
              Address:
      No. 12, Unit 86, No. 14 Street, Xingou Bridge, Qingshan District, Wuhan
      City, P.R.China
            9,980,000
            41.58%Common
      Stock
            Deng
      Zhang (2)
            0
            0Common
      Stock
            Jiangkun
      Shi (2)
            0
            0Common
      Stock
            Ping
      Zhao (2)
            0
            0Common
      Stock
            All
      executive officers and directors as a group (3 persons)
            0
            0





(1)
            Upon
      inception of our company in November 2008, Mr. Xi Li and Mr. Changze Liu
      were issued 10,020,000 and 9,980,000 shares of the Company’s common stock
      as founder shares for their services provided.(2)
            Address:
      c/o Jinmimi Network Inc., 6G, West Building, Changxing Plaza, Changxing
      Rd, Nanshan District, Shenzhen, Guangdong, 518051 P.R.
    China.





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





We were
incorporated under the laws of the State of Nevada in November 2008. Upon
inception, we issued 10,020,000 shares to Mr. Xi Li and 9,980,000 shares to Mr.
Changze Liu as founder shares for their services provided.





On
January 14, 2009, we entered into a Purchase Agreement with HKAC and HKAC
Shareholders, who are Mr. Xi Li and Silky Road International Group Limited, a
BVI corporation (“Silky Road”). Mr. Xi Li owned 49.9% shares of HKAC and Silky
Road owned 50.1% shares of HKAC. Pursuant to the Purchase Agreement, we acquired
all the shares from HKAC Shareholders for $438,975 by delivery of a promissory
note.




21




Other
than described above, there is no other related party transaction.





ITEM
14.   PRINCIPAL ACCOUNTANT FEES AND
SERVICES





Audit
Fees





For the
Company’s fiscal years ended December 31, 2009 and 2008, we were billed
approximately $8,500 and $2,000 for professional services
rendered for the audit and review of our financial statements.





Audit Related
Fees





There
were no fees for audit related services for the years ended December 31, 2009
and 2008.





Tax Fees





For the
Company’s fiscal years ended December 31, 2009 and 2008, we were not billed for
professional services rendered for tax compliance, tax advice, and tax
planning.





All Other
Fees





The
Company did not incur any other fees related to services rendered by our
principal accountant for the fiscal years ended December 31, 2009 and
2008.





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.





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





-approved
by our audit committee; or





-entered
into pursuant to pre-approval policies and procedures established by the audit
committee, provided the policies and procedures are detailed as to the
particular  service,  the  audit committee is
informed of each service, and such policies and procedures do not include
delegation of the audit committee's responsibilities to management.





We do not
have an audit committee.  Our entire board of directors pre-approves
all services provided by our independent auditors.





The
pre-approval process has just been implemented in response to the new rules.
Therefore, our board of directors does not have records of what
percentage of the above fees was pre-approved.  However, all of the
above services and fees were reviewed and approved by the entire board of
directors either before or after the respective services were
rendered.





PART
IV





ITEM 15.       EXHIBITS,
FINANCIAL STATEMENT SCHEDULES.





a)
Documents filed as part of this Annual Report





1.
Consolidated Financial Statements





2.
Financial Statement Schedules





3.
Exhibits




22




31.1
            Certifications
      of the Chief Executive Officer required by Rule 13a-14(a)/15d-14(a) Under
      the Securities Exchange Act of 1934, As Amended31.2
            Certifications
      of the Chief Financial Officer required by Rule 13a-14(a)/15d-14(a) Under
      the Securities Exchange Act of 1934, As Amended32.1
            Certification
      of the Chief 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 Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As
      Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002





23




SIGNATURES





In
accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this Annual Report to be signed on its
behalf by the undersigned, thereunto duly authorized.





Dated:
March 5, 2010





By
            /s/ Deng
    ZhangDeng
      Zhang
              President,
      Chief Executive Officer and Chairman of the Board of
    Directors





In
accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.





March
      5, 2010
            By:
            /s/ Deng
    ZhangDeng
      ZhangPresident,
      Chief Executive Officer and Chairman of the Board of
    DirectorsMarch
      5, 2010
            By:
            /s/ Jiangkun
      ShiJiangkun
      ShiChief
      Financial Officer, Principal Accounting Officer and
    TreasurerMarch
      5, 2010
            By:
            /s/ Ping
      ZhaoPing
      ZhaoSecretary





24