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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q /A 
(Amendment No. 1)

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

For the quarterly period ended: September 30, 2010

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

Commission file number: 000-53223

GBS ENTERPRISES
INCORPORATED(Exact name of registrant as specified in
its charter)

|Nevada                                           | 27-3755055                          
|------------------------------------------------ | ------------------------------------
|(State or other jurisdiction of incorporation or | (I.R.S. Employer Identification No.)
|organization)                                    |                                     

302 North Brooke DriveCanton, GA 30014(Address of principal executive offices)

(404) 474-7256Issuers telephone number

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

|Title of each class | Name of each exchange on which registered
|------------------- | -----------------------------------------
|None                | N/A                                      

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

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

Copies to: 
The Sourlis Law Firm 
Virginia K.
Sourlis, Esq.
214 Broad Street 
Red Bank, New Jersey 07701

T: (732) 530-9007 
F: (732) 530-9008 www.SourlisLaw.com

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

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

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

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
[   ]

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 (§ 229.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files).
Yes [   ]    No [   ]

Indicate by check mark 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 ct. (Check one):

|Large accelerated filer [   ]                                                   | Accelerated
      filer [  
      ]
|------------------------------------------------------------------------------- | -----------------------------------
|                                                                                |                                    
|Non-accelerated filer [   ] (Do not check if a
      smaller reporting company) | Smaller reporting company [X]      

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

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCYPROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by a court. Yes [   ]    No
[   ]

APPLICABLE ONLY TO CORPORATE REGISTRANTS

Indicate the number of shares outstanding of each of the
registrants classes of common stock, as of the latest practicable date. As of
November 15, 2010, there were 14,499,910 shares of common stock, par value
$0.001 per share, of the Registrant issued and outstanding.

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TABLE OF CONTENTS

|**PART I  FINANCIAL
    INFORMATION**
|--------------------------------------
|Item 1.                               
|                                      
|                                      
|                                      
|                                      
|                                      
|Item 2.                               
|Item 3.                               
|Item 4T.                              
|                                      
|**PART
    II  OTHER INFORMATION:**  
|Item 1.                               
|Item 1A.                              
|Item 2.                               
|Item 3.                               
|Item 4.                               
|Item 5.                               
|Item 6.                               
|Signatures                            

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**Explanatory Note**

The Registrant is filing this  Amendment No. 1 to Form 10-Q for the fiscal quarter ended September 30, 2010 to  include Item 3. Quantitative and  Qualitative Disclosures About Market Risk and Item 4T.  Controls and Procedures.  Such items were  inadvertently omitted in the original Form 10-Q filed by the Registrant with  the Securities and Exchange Commission on November 15, 2010 (the “Original  Filing”).  The remaining portions of the  Original Filing remain unchanged and have been duplicated herein.**** ****



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PART I  FINANCIAL INFORMATION

Item 1.







GBS ENTERPRISES INCORPORATED(Formerly
SWAV ENTERPRISES LTD.)

INTERIM FINANCIAL STATEMENTS (Unaudited)

SEPTEMBER 30, 2010

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GBS Enterprises
Incorporated(Formerly SWAV Enterprises Ltd.)(A Development
Stage Company)BALANCE SHEETS
As at September 30, 2010 and March 31,
2010
  (Unaudited)

|                                                                                                                                           |   | September 30, |   |   | March 31, |  
|------------------------------------------------------------------------------------------------------------------------------------------ | - | ------------- | - | - | --------- | -
|                                                                                                                                           |   | 2010          |   |   | 2010      |  
|ASSETS                                                                                                                                     |  
|Current                                                                                                                                    |   |               |   |   |           |  
|Cash and cash equivalents                                                                                                                  | $ | -             |   | $ | 507       |  
|Accounts receivable                                                                                                                        |   | -             |   |   | 744       |  
|Inventory                                                                                                                                  |   | 2             |   |   | 4,610     |  
|                                                                                                                                           |   | 2             |   |   | 5,861     |  
|                                                                                                                                           |   |               |   |   |           |  
|Intangible assets - contracts, licenses and software                                                                                       |   |               |   |   |           |  
|Output! Ltd.                                                                                                                               |   | 14,998        |   |   | -         |  
|Bones
      HealthCare                                                                                                                     |   | 35,000        |   |   | -         |  
|Tool Box                                                                                                                                   |   | 115,000       |   |   | -         |  
|                                                                                                                                           |   | 164,998       |   |   | -         |  
|Total Assets                                                                                                                               | $ | 165,000       |   | $ | 5,861     |  
|                                                                                                                                           |   |               |   |   |           |  
|LIABILITIES                                                                                                                                |  
|Current                                                                                                                                    |   |               |   |   |           |  
|Accounts payable
      and accrued liabilities                                                                                             | $ | 6,650         |   | $ | 9,755     |  
|Due to related parties  Note
      3                                                                                                      |   | 30,000        |   |   | 28,814    |  
|Total Liabilities                                                                                                                          |   | 36,650        |   |   | 38,569    |  
|                                                                                                                                           |   |               |   |   |           |  
|STOCKHOLDERS' EQUITY                                                                                                                       |  
|Capital Stock                                                                                                                              |   |               |   |   |           |  
|Authorized:                25,000,000
      common stock with a par value of $0.001                                                        |   |               |   |   |           |  
|Issued and outstanding 
                    14,499,910
      common stock                (12,234,670
      common stock at March 31, 2010) |   | 14,500        |   |   | 12,235    |  
|Additional paid in capital                                                                                                                 |   | 318,530       |   |   | 155,795   |  
|Donated capital                                                                                                                            |   | 41,422        |   |   | 41,422    |  
|Accumulated other comprehensive loss                                                                                                       |   | -             |   |   | (9,572    | )
|Accumulated deficit                                                                                                                        |   | (246,102      | ) |   | (232,588  | )
|Total Stockholders' Equity                                                                                                                 |   | 128,350       |   |   | (32,708   | )
|Total Liabilites and Stockholders' Equity                                                                                                  | $ | 165,000       |   | $ | 5,861     |  

See Accompanying Notes

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GBS Enterprises Incorporated
  (Formerly SWAV Enterprises Ltd.) (A
Development Stage Company)STATEMENTS OF OPERATIONSFor the the six months
ended September 30, 2010 and 2009
and for the period from April 27, 2010 to September 30, 2010
(Unaudited)

|                                                                 |   |                      |   |   |                     |   |   |                |   |   |            |   |   | Development |  
|---------------------------------------------------------------- | - | -------------------- | - | - | ------------------- | - | - | -------------- | - | - | ---------- | - | - | ----------- | -
|                                                                 |   |                      |   |   |                     |   |   |                |   |   |            |   |   | stage from  |  
|                                                                 |   | For the three months |   |   | For the six months  |   |   | April 27, 2010 |  
|                                                                 |   | ended September 30,  |   |   | ended September 30, |   |   | to Sept 30,    |  
|                                                                 |   | 2010                 |   |   | 2009                |   |   | 2010           |   |   | 2009       |   |   | 2010        |  
|                                                                 |   |                      |   |   |                     |   |   |                |   |   |            |   |   |             |  
|Expenses                                                         |   |                      |   |   |                     |   |   |                |   |   |            |   |   |             |  
|Filing fees                                                      | $ | -                    |   | $ | 1,620               |   | $ | -              |   | $ | 1,620      |   | $ | -           |  
|Professional fees                                                |   | 16,150               |   |   | (850                | ) |   | 36,650         |   |   | 4,650      |   |   | 36,650      |  
|                                                                 |   | 16,150               |   |   | 770                 |   |   | 36,650         |   |   | 6,270      |   |   | 36,650      |  
|Operating loss from continuing operations                        |   | (16,150              | ) |   | (770                | ) |   | (36,650        | ) |   | (6,270     | ) |   | (36,650     | )
|Other Income                                                     |   |                      |   |   |                     |   |   |                |   |   |            |   |   |             |  
|Loss on sale of SWAV Holdings Inc.                               |   | -                    |   |   | -                   |   |   | (9,472         | ) |   | -          |   |   | -           |  
|Debt foregiveness                                                |   | -                    |   |   | -                   |   |   | 32,608         |   |   | -          |   |   | -           |  
|                                                                 |   | -                    |   |   | -                   |   |   | 23,136         |   |   | -          |   |   | -           |  
|Loss from continuing operations                                  |   | (16,150              | ) |   | (770                | ) |   | (13,514        | ) |   | (6,270     | ) |   | (36,650     | )
|Loss from discontinued operations Note - 5                       |   | -                    |   |   | (8,084              | ) |   | -              |   |   | (8,712     | ) |   | -           |  
|Net loss for the period                                          |   | (16,150              | ) |   | (8,854              | ) |   | (13,514        | ) |   | (14,982    | ) |   | (36,650     | )
|Other comprehensive income (expense) Foreign currency adjustment |   | -                    |   |   | (2,082              | ) |   | 9,572          |   |   | (3,190     | ) |   | -           |  
|Comprehensive loss for the period                                | $ | (16,150              | ) | $ | (10,936             | ) | $ | (3,942         | ) | $ | (18,172    | ) | $ | (36,650     | )
|Basic and diluted income (loss) per share                        | $ | (0.001               | ) | $ | (0.000              | ) | $ | (0.001         | ) | $ | (0.001     | ) |   |             |  
|Weighted average number of shares outstanding                    |   | 14,499,910           |   |   | 12,234,670          |   |   | 14,190,451     |   |   | 12,234,670 |   |   |             |  

See Accompanying Notes

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GBSEnterprises Incorporated
  (Formerly SWAV Enterprises Ltd.)(A
Development Stage Company)STATEMENT OF STOCKHOLDERS' EQUITYFor the
period from inception, March 20, 2007 to September 30, 2010(Unaudited)

|                                                           |  |                    |  |   |         |  |   |              |   |   |               |   |   |             |  |   |             |   |   | Deficit     |  |   |         |  
|---------------------------------------------------------- |  | ------------------ |  | - | ------- |  | - | ------------ | - | - | ------------- | - | - | ----------- |  | - | ----------- | - | - | ----------- |  | - | ------- | -
|                                                           |  |                    |  |   |         |  |   |              |   |   | Acummulated   |   |   |             |  |   |             |   |   | Accumulated |  |   |         |  
|                                                           |  |                    |  |   |         |  |   | Additional   |   |   | Other         |   |   |             |  |   |             |   |   | during the  |  |   |         |  
|                                                           |  | Common
      Stock |  |   | Paid in |  |   | Comprenhsive |   |   | Donated       |   |   | Accumulated |  |   | development |   |   |             | 
|                                                           |  | Shares             |  |   | Amount  |  |   | Capital      |   |   | Income (Loss) |   |   | Capital     |  |   | Deficit     |   |   | stage       |  |   | Total   |  
|                                                           |  |                    |  |   |         |  |   |              |   |   |               |   |   |             |  |   |             |   |   |             |  |   |         |  
|May 31, 2006 - Note 1                                      |  | 6,000,000          |  | $ | 6,000   |  | $ | (6,229       | ) | $ | (14,988       | ) | $ | 27,242      |  | $ | (72,243     | ) | $ | -           |  | $ | (60,218 | )
|Issuance of shares for cash, March 30, 2007                |  | 2,900,000          |  |   | 2,900   |  |   | 72,562       |   |   | -             |   |   | -           |  |   | -           |   |   | -           |  |   | 75,462  |  
|Net Loss for the year ended March 31, 2007                 |  | -                  |  |   | -       |  |   | -            |   |   | -             |   |   | 8,768       |  |   | (25,437     | ) |   | -           |  |   | (16,669 | )
|Other comprehensive loss for the year ended March 31, 2007 |  | -                  |  |   | -       |  |   | -            |   |   | 2,746         |   |   | -           |  |   | -           |   |   | -           |  |   | 2,746   |  
|Balance, March 31, 2007                                    |  | 8,900,000          |  |   | 8,900   |  |   | 66,333       |   |   | (12,242       | ) |   | 36,010      |  |   | (97,680     | ) |   | -           |  |   | 1,321   |  
|Issuance of shares for cash,May 4, 2008                    |  | 2,500,000          |  |   | 2,500   |  |   | 65,257       |   |   | -             |   |   | -           |  |   | -           |   |   | -           |  |   | 67,757  |  
|Net Loss for the year ended March 31, 2008                 |  | -                  |  |   | -       |  |   | -            |   |   | -             |   |   | -           |  |   | (97,667     | ) |   | -           |  |   | (97,667 | )
|Other comprehensive loss for the year ended March 31, 2008 |  | -                  |  |   | -       |  |   | -            |   |   | 6,274         |   |   | -           |  |   | -           |   |   | -           |  |   | 6,274   |  
|Balance, March 31, 2008                                    |  | 11,400,000         |  |   | 11,400  |  |   | 131,590      |   |   | (5,968        | ) |   | 36,010      |  |   | (195,347    | ) |   | -           |  |   | (22,315 | )

See Accompanying Notes

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GBS Enterprises
Incorporated(Formerly SWAV Enterprises Ltd.)(A Development
Stage Company)CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITYFor the
period from inception, March 20, 2007 to September 30, 2010
(Unaudited)

|                                                                 |  |                    |  |   |         |  |   |              |  |   | Acummulated   |   |   |             |  |   |            |   |   | Deficit     |   |   |         |  
|---------------------------------------------------------------- |  | ------------------ |  | - | ------- |  | - | ------------ |  | - | ------------- | - | - | ----------- |  | - | ---------- | - | - | ----------- | - | - | ------- | -
|                                                                 |  |                    |  |   |         |  |   | Additional   |  |   | Other         |   |   |             |  |   |            |   |   | Accumulated |   |   |         |  
|                                                                 |  | Common
      Stock |  |   | Paid in |  |   | Comprenhsive |  |   | Donated       |   |   | Accumulated |  |   | during the |   |   |             |  
|                                                                 |  | Shares             |  |   | Amount  |  |   | Capital      |  |   | Income (Loss) |   |   | Capital     |  |   | Deficit    |   |   | development |   |   | Total   |  
|                                                                 |  |                    |  |   |         |  |   |              |  |   |               |   |   |             |  |   |            |   |   |             |   |   |         |  
|Continued                                                        |  |                    |  |   |         |  |   |              |  |   |               |   |   |             |  |   |            |   |   |             |   |   |         |  
|Balance, March 31, 2008                                          |  | 11,400,000         |  |   | 11,400  |  |   | 131,590      |  |   | (5,968        | ) |   | 36,010      |  |   | (195,347   | ) |   | -           |   |   | (22,315 | )
|Issuance of shares for cash, December 31, 2008                   |  | 834,670            |  |   | 835     |  |   | 24,205       |  |   | -             |   |   | -           |  |   | -          |   |   |             |   |   | 25,040  |  
|Net Loss for the year ended March 31, 2009                       |  | -                  |  |   | -       |  |   | -            |  |   | -             |   |   | 2,662       |  |   | (19,261    | ) |   | -           |   |   | (16,599 | )
|Other comprehensive loss for the year ended March 31, 2009       |  | -                  |  |   | -       |  |   | -            |  |   | 698           |   |   | -           |  |   | -          |   |   | -           |   |   | 698     |  
|Balance, March 31, 2009                                          |  | 12,234,670         |  |   | 12,235  |  |   | 155,795      |  |   | (5,270        | ) |   | 38,672      |  |   | (214,608   | ) |   | -           |   |   | (13,176 | )
|Net Loss for the year ended March 31, 2010                       |  | -                  |  |   | -       |  |   | -            |  |   | -             |   |   | 2,750       |  |   | (17,980    | ) |   |             |   |   | (15,230 | )
|Other comprehensive loss for the year ended
      March 31, 2010 |  | -                  |  |   | -       |  |   | -            |  |   | (4,302        | ) |   | -           |  |   | -          |   |   | -           |   |   | (4,302  | )
|Balance, March 31, 2010                                          |  | 12,234,670         |  |   | 12,235  |  |   | 155,795      |  |   | (9,572        | ) |   | 41,422      |  |   | (232,588   | ) |   | -           |   |   | (32,708 | )
|Net profit for the period ended April 26,
      2010             |  |                    |  |   |         |  |   |              |  |   | 9,572         |   |   | -           |  |   | (13,514    | ) |   |             |   |   | (3,942  | )
|Issuance of shares for assets, April 26, 2010                    |  | 2,265,240          |  |   | 2,265   |  |   | 162,735      |  |   | -             |   |   | -           |  |   | -          |   |   |             |   |   | 165,000 |  
|Net loss for the period ended September 30,
      2010           |  | -                  |  |   | -       |  |   | -            |  |   | -             |   |   | -           |  |   | -          |   |   | (36,650     | ) |   | (36,650 | )
|Balance, September 30, 2010                                      |  | 14,499,910         |  | $ | 14,500  |  | $ | 318,530      |  | $ | -             |   | $ | 41,422      |  | $ | (246,102   | ) | $ | (36,650     | ) | $ | 91,700  |  

See Accompanying Notes

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GBS Enterprises
Incorporated(Formerly SWAV Enterprises Ltd.)(A Development
Stage Company)STATEMENTS OF CASH FLOWSFor the the six months ended
September 30, 2010 and 2009
and for the period from April 27, 2010 to September
30, 2010(Unaudited)

|                                                                                   |   |                     |   |   |             |   |   | Development    |  
|---------------------------------------------------------------------------------- | - | ------------------- | - | - | ----------- | - | - | -------------- | -
|                                                                                   |   |                     |   |   |             |   |   | stage from     |  
|                                                                                   |   |                     |   |   |             |   |   | April 27, 2010 |  
|                                                                                   |   | For the six months  |   |   | to Sept 30, |  
|                                                                                   |   | ended September 30, |   |   | 2010        |  
|                                                                                   |   | 2010                |   |   | 2009        |   |   |                |  
|Operating activities                                                               |   |                     |   |   |             |   |   |                |  
|Net loss for period from continuing
      operations                               | $ | (13,514             | ) | $ | (6,270      | ) | $ | (36,650        | )
|Non  cash items                                                                   |   |                     |   |   |             |   |   |                |  
|Loss on sale
      of subsidiary                                                   |   | 9,472               |   |   | -           |   |   |                |  
|Changes in non-cash working capital balances                                       |   |                     |   |   |             |   |   |                |  
|Accounts
      receivable                                                          |   | 744                 |   |   | -           |   |   |                |  
|Inventory                                                                          |   | 4,610               |   |   | -           |   |   |                |  
|Accounts
      payable and accrued liabilities                                     |   | (3,145              | ) |   | (5,875      | ) |   | 6,650          |  
|Cash provided by (used in) operating activities from continuing
      operations   |   | (1,833              | ) |   | (12,145     | ) |   | (30,000        | )
|Cash provided by (used in) operating activities
      from discontinued operations |   | 40                  |   |   | (10,550     | ) |   | -              |  
|Cash provided by (used in) operating activities                                    |   | (1,793              | ) |   | (22,695     | ) |   | (30,000        | )
|                                                                                   |   |                     |   |   |             |   |   |                |  
|Investing Activities                                                               |   |                     |   |   |             |   |   |                |  
|Proceeds from sale of subsidiary                                                   |   | 100                 |   |   | -           |   |   |                |  
|Net cash provided by investing activities                                          |   | 100                 |   |   | -           |   |   |                |  
|Financing Activities                                                               |   |                     |   |   |             |   |   |                |  
|Increase (decrease) in related party liability                                     |   | 1,186               |   |   | 22,377      |   |   | 30,000         |  
|Decrease (increase) in related
      party receivable                              |   | -                   |   |   | 2,959       |   |   | -              |  
|Net cash proved by Financing Activities                                            |   | 1,186               |   |   | 25,336      |   |   | 30,000         |  
|                                                                                   |   |                     |   |   |             |   |   |                |  
|Foreign exchange translation                                                       |   | -                   |   |   | (3,190      | ) |   | -              |  
|                                                                                   |   |                     |   |   |             |   |   |                |  
|Increase (decrease) in cash and cash equivalents during the
      period           |   | (507                | ) |   | (549        | ) |   | -              |  
|Cash and cash equivalents, beginning of the
      period                           |   | 507                 |   |   | 944         |   |   | -              |  
|Cash and cash equivalents, end of the period                                       | $ | -                   |   | $ | 395         |   | $ | -              |  
|                                                                                   |   |                     |   |   |             |   |   |                |  
|Supplemented disclosure of cash flow information:                                  |   |                     |   |   |             |   |   |                |  
|Non-cash Financing Activities                                                      |   |                     |   |   |             |   |   |                |  
|Issue of 2,265,240 common
      shares for assets                                  | $ | 165,000             |   | $ | -           |   | $ | -              |  
|Cash paid for:                                                                     |   |                     |   |   |             |   |   |                |  
|Interest                                                                           | $ | -                   |   | $ | -           |   | $ | -              |  
|Income taxes                                                                       | $ | -                   |   | $ | -           |   | $ | -              |  

See Accompanying Notes

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NOTE 1 - OPERATIONS AND RESTRUCTURING

Swav Enterprises Ltd. (the predecessor to GBS Enterprises Incorporated) (the " Company" ) was incorporated in the State of Nevada on March 20, 2007 and did not have any operations until April 1, 2007. On that date, the Company completed an
agreement to acquire 100% of the outstanding common shares of SWAV Holdings Inc. for an aggregate of 8,900,000 authorized but heretofore unissued shares of common stock, par value $.001 per share.  For accounting purposes, the acquisition was
treated as a recapitalization of SWAV Holdings Inc. with SWAV Holdings Inc as the acquirer (reverse take-over). Accordingly, the accompanying financial statements reflect the historical financial statements of SWAV Holdings Inc., the accounting
acquirer, as adjusted for the exchange of shares on its equity accounts, the inclusion of the net liabilities of the accounting subsidiary as of the date of the merger on their historical basis and the inclusion of the accounting subsidiary' s
results of operations from that date to the date of the sale of the subsidiary, April 26, 2010. During this period, the company provided management services and imported Chinese manufactured goods.

Effective April 26, 2010, the Company sold its ownership of SWAV Holdings Ltd. for $100.  At the same time the Company entered into an Asset Purchase Agreement with Lotus Holdings Limited pursuant to which the Company issued an aggregate of
2,265,240 authorized but heretofore unissued shares of its common stock in consideration for 100% of certain assets of Lotus Holdings Ltd. Simultaneously, the existing shareholders sold 11,984,770 shares to the managing director of Lotus Holdings
Ltd. Accordingly, the Asset Purchase Agreement was a non-arms length transaction, and the value of the assets acquired was recorded according the Financial Accounting Standards Board (" FASB" ) Accounting Standards Codification
(" Codification" ) topic 845.10 Non monetary transactions.That guidance stipulates the value is the carrying value of the vendor when neither the assets received nor the assets relinquished are determinable within reasonable
limits.

Subsequent to April 26, 2010, the Company entered the development stage as management has been devoting substantially all its efforts to establishing a new business and planned principal operations have not commenced. According to FASB Codification
topic 915, Developing Stage Entities,all operations during this period are appropriately considered as part of the Company' s development stage activities.

On September 6, 2010 the articles of incorporation were amended to change the Company' s name from SWAV Enterprises Ltd. to GBS Enterprises Incorporated.

NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of significant accounting policies is presented to assist in understanding the financial statements.  The financial statements and notes are the representations of the Company' s management, who is responsible for their integrity
and objectivity.

Interim reporting

The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial statements.  They do not include all information and footnotes required by generally
accepted accounting principles for complete financial statements. However, except as disclosed herein, they include all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations
and cash flows for the interim periods presented in accordance with accounting principles generally accepted in the United States of America. These interim financial statements follow the same accounting policies and methods of their application as
the Company' s audited March 31, 2009 financial statements.  All adjustments are of a normal recurring nature. It is suggested that these interim financial statements be read in conjunction with the Company' s March 31, 2010 financial
statements.

---

NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

Interim reporting - continued

Operating results for the six months ended September 30, 2010 are not necessarily indicative of the results that can be expected for the year ending March31, 2011.

Basis of Presentation

The Company' s financial statements included herein are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America

Going concern

These financial statements have been prepared on the going concern basis, which presumes that the Company will continue operations for the foreseeable future and will be able to realize assets and discharge liabilities in the normal course of
business. The Company has accumulated losses of $236,530 as at September 30, 2010 and has not generated sufficient cash flow from operations to fund its activities. There can be no assurance that a self-supporting level of operation will ever be
achieved.  Further, it requires additional capital in order to continue.  The continuation of the Company is dependent on its ability to obtain the necessary capital to achieve profitability and to meet the requirements, from time to time, of
lenders, if any, who are willing to provide this financing. Management believes that as a result of the asset purchased, it will generate additional funds and that it will be able to obtain additional capital as required to meet projected
operational requirements.

These financial statements do not reflect the adjustments or reclassifications to the assets and liabilities which would be necessary if the Company was unable to continue its operations.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.  The financial statements above
reflect all of the costs of doing business.

Comprehensive Income (Loss)

The Company adopted FASB Codification topic 220, Reporting Comprehensive Income, which establishes standards for the reporting and display of comprehensive income and its components in the financial statements.  Comprehensive income consists
of net income and other gains and losses affecting stockholder's equity that are excluded from net income, such as unrealized gains and losses on investments available for sale, foreign currency translation gains and losses and minimum pension
liability.  Since inception, the Company' s other comprehensive income represents foreign currency translation adjustments

---

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  - continued

Cash and Cash Equivalents

For purposes of the Statement of Cash Flows, management considers liquid investments with an original maturity of three months or less to be cash equivalents. As at September 30, 2010, the Company did not have any cash equivalents ($nil -
2009).

Net Income per Common Share

FASB Codification topic 260, Earnings per share, requires dual presentation of basic and diluted earnings per share (EPS) with a reconciliation of the numerator and denominator of the EPS computations. Basic earnings per share amounts are
based on the weighted average shares of common stock outstanding.  If applicable, diluted earnings per share would assume the conversion, exercise or issuance of all potential common stock instruments such as options, warrants and convertible
securities, unless the effect is to reduce a loss or increase earnings per share. Diluted net income (loss) per share on the potential exercise of the equity-based financial instruments is not presented where anti-dilutive. There were no adjustments
required to net income for the period presented in the computation of diluted earnings per share.

Financial Instruments

The fair value of financial instruments consisting of accounts payable and accrued liabilities and due to related parties were estimated to approximate their carrying values based on the short-term maturity of these instruments. Unless otherwise
noted, it is management' s opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments.

Fair Value Measurements

The Company follows FASB Codification topic 820, Fair Value Measurements and Disclosures,for all financial instruments and non-financial instruments accounted for at fair value on a recurring basis. This new accounting standard
establishes a single definition of fair value and a framework for measuring fair value, sets out a fair value hierarchy to be used to classify the source of information used in fair value measurement and expands disclosures about fair value
measurements required under other accounting pronouncements. It does not change existing guidance as to whether or not an instrument is carried at fair value. The Company defines fair value as the price that would be received from selling an asset
or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company
considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer
restrictions and credit risk.

The Company has adopted FASB Codification topic 825, Financial Instruments,which allows companies to choose to measure eligible financial instruments and certain other items at fair value that are not required to be measured at fair
value.The Company has not elected the fair value option for any eligible financial instruments.

---

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
continued

Revenue Recognition

The Company recognizes revenue in accordance with SEC Staff
Accounting Bulletin (SAB) No. 104, Revenue Recognition. Under these
guidelines, revenue is recognized when persuasive evidence of an arrangement
exists, shipment has occurred or services rendered, the price is fixed or
determinable and payment is reasonably assured. Customers take ownership at
point of sale and bear the costs and risks of delivery.

Impairment of Long-Lived Assets

The Company evaluates the recoverability of its fixed assets
and other assets in accordance with FASB Codification topic, 360.10,
Property, Plant and Equipment, Impairment or Disposal of Long-Lived Assets.This guidance requires recognition of impairment of long-lived assets in the
event the net book value of such assets exceeds its expected cash flows, it is
considered to be impaired and is written down to fair value, which is determined
based on either discounted future cash flows or appraised values. No impairment
has been recognized in the accounts.

Intangible Assets and Amortization

The Company has capitalized intangible assets in accordance
with accounting policies described in Note 1. The Company follows FASB
Codification topic 985.20, software, costs of software to be sold, leased or
marketed,on the basis that the assets have finite lives and will be
amortized, once the assets are ready for general release. As this has not yet
eventuated, no amortization has been recorded in the accounts.

Foreign Currency Translation

As a result of the Asset Purchase Agreement and the shares
issued thereon, the functional currency of the Company has changed from Canadian
dollars to US dollars Previous to this event, for financial reporting purposes,
the financial statements of the Company were translated into US dollars. Assets
and liabilities were translated at the exchange rates at the balance sheet dates
and revenue and expenses were translated at the average exchange rates and
stockholders equity was translated at historical exchange rates. Any
translation adjustments resulting are not included in determining net income but
are included in foreign exchange adjustment to other comprehensive income, a
component of stockholders equity.

Deferred Taxes

Income taxes are provided in accordance with FASB Codification
topic 740,Accounting for Income Taxes.A deferred tax asset or liability
is recorded for all temporary differences between financial and tax reporting
and net operating loss-carry forwards.

Deferred tax assets are reduced by a valuation allowance when,
in the opinion of management, it is more likely than not that, some portion or
all of the deferred tax asset will not be realized. Deferred tax assets and
liabilities are adjusted for the effect of changes in tax laws and rates on the
date of enactment.

---

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
continued

Recent Accounting Pronouncements

The Company adopts new pronouncements relating to generally
accepted accounting principles applicable to the Company as they are issued,
which may be in advance of their effective date. Management does not believe
that any recently issued, but not yet effective accounting standards, if
currently adopted, would have a material effect on the accompanying financial
statements.

NOTE 3  RELATED PARTY TRANSACTIONS AND BALANCES

Advances from (to) related parties represented advances from
(to) a shareholder, advances from a company with common management and advances
from a party related to a shareholder. The advances were without payable on
demand but interest.

The Company had the following transactions with related parties
for the six months ending September 30, 2010 and 2009:

|                                                                     |   | 2010   |   |   | 2009  | 
|-------------------------------------------------------------------- | - | ------ | - | - | ----- | 
|Expenses paid to related parties:                                    |   |        |   |   |       | 
|Wages                                                                | $ | -      |   | $ | 5,304 | 
|Income received from related parties                                 |   |        |   |   |       | 
|Consulting revenue                                                   | $ | -      |   | $ | 9,610 | 
|Loss
      on sale of subsidiary                                     | $ | (9,472 | ) | $ | -     | 
|Forgiveness of debt                                                  | $ | 32,608 |   | $ | -     | 
|Services donated by related parties (shown
      as donated capital) |   |        |   |   |       | 
|Administration fees                                                  | $ | -      |   | $ | 1,326 | 

The transactions between the Company and the parties were
consummated at the price agreed upon between the parties.

NOTE 4 - CAPITAL STOCK

On March 20, 2007, the Company issued 8,900,000 shares in
aggregate for $75,462 of debt.

On May 4, 2007, the Company completed a private placement,
issuing 2,500,000 shares for $67,757 in cash.

On June 30, 2008, the Company completed a private placement,
issuing 834,670 shares for $25,040 in cash.

On April 26, 2010, the Company issued 2,265,240 shares in
aggregate for inventory, licenses, customer lists and computer software valued
at $165,000.

As at September 30, 2010, there were no shares subject to
options, warrants or other agreements.

---

NOTE 5  DISCONTINUED OPERATIONS

On April 26, 2010, the Company sold its operating subsidiary,
SWAV Holdings Inc. for $100. The Company has neither continuing liabilities nor
potential contingent liabilities as a result of the sale. Discontinued
operations and their results of operations, financial position and cash flows
are shown separately for all periods presented. Summarized financial information
for discontinued operations is set forth below:

Summarized Balance Sheets:

|                    |   | September 30, |  |   | March 31, | 
|------------------- | - | ------------- |  | - | --------- | 
|                    |   | 2010          |  |   | 2010      | 
|                    |   |               |  |   |           | 
|Current assets      | $ | -             |  | $ | 5,354     | 
|Current Liabilities | $ | -             |  | $ | 5,314     | 

Summarized Statements of Operations:

|                                             |   | three months                    |   |   | six
        months |  
|-------------------------------------------- | - | ------------------------------- | - | - | ------------------ | -
|                                             |   | period ended September 30, 2009 |  
|                                             |   |                                 |   |   |                    |  
|Sales                                        | $ | 1,021                           |   | $ | 1,981              |  
|                                             |   |                                 |   |   |                    |  
|Cost of sales                                |   | -                               |   |   | -                  |  
|                                             |   |                                 |   |   |                    |  
|Gross profit                                 |   | 1,021                           |   |   | 1,981              |  
|                                             |   |                                 |   |   |                    |  
|Consulting revenue                           |   | 6,344                           |   |   | 9,610              |  
|                                             |   |                                 |   |   |                    |  
|Income before selling and operating expenses |   | 7,365                           |   |   | 11,591             |  
|                                             |   |                                 |   |   |                    |  
|Selling expenses - sales commission          |   | 184                             |   |   | 357                |  
|                                             |   |                                 |   |   |                    |  
|Income before operating expenses             |   | 7,181                           |   |   | 11,234             |  
|                                             |   |                                 |   |   |                    |  
|Operating expenses                           |   | 15,265                          |   |   | 19,946             |  
|                                             |   |                                 |   |   |                    |  
|Net loss for the period                      | $ | (8,084                          | ) | $ | (8,712             | )

---

Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations.

General

We were incorporated on March 20, 2007, in the State of Nevada
under the name SWAV Enterprises Ltd.

Name and Trading Symbol Change

As reported on Form 8-K filed with the Securities and Exchange
Commission on August 30, 2010, on August 20, 2010, SWAV Enterprises Ltd. filed a
Certificate of Amendment to its Certificate of Incorporation with the Secretary
of State of Nevada therein changing its name from SWAV Enterprises Ltd. to GBS
Enterprises Incorporated, effective September 6, 2010.

On October 14, 2010, the trading symbol of the Companys common
stock on the OTC Bulletin Board was changed from SWAV to GBSX.

Acquisition of Lotus Holdings
Limited

As previously reported on a Form 8-K filed on April 26, 2010
and as amended on May 7, 2010 and July 12, 2010, on April 26, 2010, the Company
entered into an Asset Purchase Agreement (the Asset Purchase Agreement) with
Lotus Holdings Limited (Lotus) pursuant to which the Company issued an
aggregate of 2,265,240 shares of SWAVs common stock to Lotus in consideration
for 100% of certain assets of the Lotus (the Acquisition).

Lotus is a holding company specializing in software technology
and training services, particularly in the areas of advanced software
development tools, innovative point-of-care electronic health record (EHR)
software, and sales training.

Simultaneously with the consummation of the Acquisition, the
Selling Stockholders named in those certain Stock Purchase Agreements, dated
April 26, 2010, sold an aggregate of 11,984,770 shares of their common stock of
the Company for an aggregate purchase price of $370,000.

Also, on April 26, 2010, the Company consummated the sale of
100% of SWAV Holdings, Inc., a wholly-owned subsidiary of the Company, to Pui
Shan Lam, the former Chief Executive Officer and Director of the Company,
pursuant to a Subsidiary Stock Purchase Agreement, dated April 26, 2010, for a
purchase price of $100.

List of Lotus Assets Acquired by SWAV Enterprises Ltd.

|Asset           | Business                                                                       | Percentage
      Transferred
|--------------- | ------------------------------------------------------------------------------ | ----------------------------
|Tool Box Assets | IPRs - Software development
      tools - Social media software Customer base | 100%                        
|Bones Assets  | IPRs - Software for
      HealthCare - Medical/HealthCare database Contracts  | 100%                        
|OUTPUT! Ltd     | Adult Education/Training -
      Sales - Marketing Customer base Contracts     | 100%                        

---

The following is a description of the Lotus assets purchased by
SWAV:

Tool Box Assets

|1. | Carousel                                                                                                                                                                                                                                                                                                                                                                                                                          
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Visual image rendering plug-in for Notes 8+. Modeled on
      iTunes.                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Written in: Eclipse SWT                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Component assets: Java animation, dynamic image
      manipulation Implementing customers: None                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|2. | Alpheus                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Mail file analyzer/replication manager                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Written in: Lotusscript                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Component assets: Cross-replica analyzer, Mail file
      contents analyzer Implementing customers: PGA Tour, Bay Area
      Hospital                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|3. | Squawk Lightweight Social Networking
    Solution                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Domino micro-blogging system                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Written in: Java/Xpages                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Component assets: Wingman concept, dynamic charting,
      digest-based data model, branding, forced UNIDs                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Implementing customers: None                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Squawk is the revolutionary lightweight social
      networking solution. Like Twitter for the enterprise, it is a simple, yet
      incredibly powerful collaboration solution. Based on Lotus Domino Xpages
      technology, it is easy to deploy, highly scalable, and integrated with the
      rest of the Lotus portfolio, including Domino, Quickr, Connections,
      Sametime, and Websphere Portal.                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Often referred to as micro-blogging, the purpose of
      Squawk is to share knowledge and collaborate in a community with similar
      interests in near real-time. Squawk has the brevity and immediacy of
      instant messaging with the value of continuity and open
    collaboration.                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Squawk can be installed in your environment in just
      seconds, or it is available as a web service that can be integrated with
      and even embedded into your existing applications. Since it is based on
      Lotus Domino, the application can be replicated to multiple servers and
      synchronized or even clustered for distributed processing and high
      availability supporting tens of thousands of users.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | The business value of Squawk:                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                  

---

| |  | Identify key subject matter experts to build powerful
      teams, committees, or communities of interest.                                               
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------
| |   |                                                                                                                                                          
| |  | Attract and retain talent. The younger workforce expects
      these tools.                                                                              
| |   |                                                                                                                                                          
| |  | Use Squawk in conjunction with live presentations to
      gather instant feedback from participants and provide a transcript of the
      interactions.
| |   |                                                                                                                                                          
| |  | Provides a mechanism for internal marketing or R&D
      and feedback.                                                                                   
| |   |                                                                                                                                                          
| |  | Allows for employee self-service support.                                                                                                                
| |   |                                                                                                                                                          
| |  | Reduces communications costs.                                                                                                                            

|   | Key Features:                                                                                                                                                                                                                                
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                              
|   | Squawking: Post a short statement about what you are
      doing, a question you have, a topic you want to discuss, or a response to
      any of the above.                                                                                 
|   |                                                                                                                                                                                                                                              
|   | Profile Integration: Maintain and share information about
      yourself that is relevant to the community.                                                                                                                                  
|   |                                                                                                                                                                                                                                              
|   | My Replies: Track responses to
    your squawks.                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                              
|   | My Flock: Filter squawks to the individuals that you want
      to follow.                                                                                                                                                                   
|   |                                                                                                                                                                                                                                              
|   | Polling: Post a question and allow other users to vote
      for or against it, then view real-time responses in a live chart, or track
      more detailed responses over time.                                                             
|   |                                                                                                                                                                                                                                              
|   | Knowledge Discovery: Filter or search squawks for past or
      current topics and find subject matter experts based on key
  words.                                                                                                         
|   |                                                                                                                                                                                                                                              
|   | Portability: Most Squawk features can be embedded into
      other collaborative applications, such as blogs or discussions, or easily
      accessed from mobile devices.                                                                  
|   |                                                                                                                                                                                                                                              
|   | Hosted Service: Squawk can be installed inside your
      firewall or easily integrated into your organization as a hosted
      service.                                                                                                   
|   |                                                                                                                                                                                                                                              
|   | Bidding: Post an item and allow other users to respond
      with a specific format, such as a bid on an item, then report on progress
      and a final result, such as a progressive bid, the current leader, and an
      eventual winner.
|   |                                                                                                                                                                                                                                              
|   | Squawk Live: Integrates with Lotus Sametime to provide
      presence awareness, instant messaging, group chat, and instant meeting
      capabilities.                                                                                     
|   |                                                                                                                                                                                                                                              
|   | Pricing:                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                              
|   | Up to 30 users: $999 + $10 for each additional user. OR
      $5,000 per server cluster for unlimited users. OR                                                                                                                              
|   |                                                                                                                                                                                                                                              
|   | As little as $1 per user per month hosted.                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                              
|4. | Blueprint                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                              
|   | Notes client application framework                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                              
|   | Written in: Lotusscript                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                              
|   | Component assets: Dynamic interface construction, dynamic
      validation engine, abstract workflow engine, dynamic data modeling engine,
      DXL/CSS compatible design element structure, rules-based view
      constructor             

---

|5. | Crowded WisdomEngage. Envision.
      Empower.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Social decision engine/Social link tracker                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Written in: Xpages                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Component assets: Stack ranking model, Dual-axis
      evaluation, Branding, Write-Behind Cache, Reputation scoring, Q&A
      rating engine, Link tracking                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Crowded Wisdom is a social idea management and business
      decision support solution. Featuring a sophisticated Web 2.0 interface,
      Crowded Wisdom allows employees, customers, vendors and partners to share
      ideas that can then be quickly and easily evaluated on multiple criteria
      by the defined community. Ideas can be contributed by anyone at any time,
      and become immediately available for other users to add to their personal
      Wishlist.                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | But the wisdom of crowds doesn't end there. Participants
      can organize their wishlists by ranking and rating ideas with simple drag
      & drop gestures. By sorting ideas in order of priority, users can
      express not simply that they like an idea, but where they rank it among
      other ideas they like. They can also rate ideas independent of their
      ranking, creating a deeper understanding of priorities and
    preferences.                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Site administrators can group ideas together into
      Scorecards, which are then made available to crowd participants.
      Scorecards can be limited to a preset collection of ideas, or be
      open-ended. Once participants have submitted their scores, administrators
      can see rankings and ratings for all the ideas. Administrators can also
      assign weighting values to participants, which will differentiate their
      scoring, allowing key customers and users to have a stronger
  voice.                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | For example, imagine you are a major fast food chain and
      want to seek ideas from your customer base about what products or services
      to offer. You could start by having an open collection of ideas, letting
      people feed off of and rate each other's ideas, building a loyal community
      of interest. Then you can create a targeted Scorecard of the highest rated
      ideas that are actually feasible and publish that to the community to
      prioritize and rate ideas AGAINST each other, giving you valuable market
      intelligence about what changes you could make that would have the highest
      impact to your community. That is the power of Crowded
    Wisdom.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Built on the latest Domino technology, Crowded Wisdom
      can be deployed and managed on one server or across multiple clustered
      servers in just minutes, and can be easily integrated into other web
      applications for maximum exposure and business value.                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Pricing:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Up to 25 users: $999 + $12 for each additional user. OR
      $10,000 per server cluster for unlimited users. OR $3 to $5 per
      user per month hosted.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|6. | TruePresence Unified Communications &
      Collaboration                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | UC2 for Foundations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Written in: Java                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Component assets: Asterisk dial plan assembler, SIP
      presence tracking, Sametime click-to-call plugin, Sametime Bluetooth
      binding plugin                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Implementing customers: None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | TruePresence PBX: No need to implement a separate and
      expensive phone system. Just plug in the appliance or
  install the software on your existing server hardware, configure
      it for your network, and plug in the IP phones of your choice (and/or
      softphones), and you have an advanced phone system with all the features
  you would expect and no recurring annual fees.                                                                                                                                                                                                                                                                                                               

---

|   | IBM Lotus Sametime Real-time Collaboration: The
        TruePresence appliance includes an integrated Sametime server with
        enterprise instant messaging and public chat network interoperability,
        VoIP services, mobile access, video chats, and web conferencing
        capabilities all with the security features required for business use. The
        Sametime Chat client is an extensible application platform that exposes
        all of these services and runs on Windows, Macintosh, and even Linux
        desktops. But many of these features can also be easily accessed from
        everyday applications such as Lotus Notes, Symphony, Quickr, Websphere
        Portal, Microsoft Office, Sharepoint, Microsoft Outlook, web browsers, and
        even mobile devices. TruePresence for Sametime adds the powerful
        integration to truly unify your communications and collaboration
        solutions. Features such as Phone Status Awareness (e.g., "on the phone"),
        Instant Phone Conference Bridge from Sametime, Instant Web Meetings with
    Integrated Telephony Services.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Strong security with content and identity control: The
        Lotus Sametime Instant Messaging server can be connected to public instant
        messaging networks such as AOL, Yahoo!, and GoogleTalk, allowing you to
        control your users' identities, log all activity, and encrypt confidential
        communications rather than have a free-for-all of unsecured public
    tools.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | IP Telephony Integration: TruePresence for Sametime can
        be used with the TruePresence PBX or customized to work with your
    telephony system of choice.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | TruePresence Ultimate Small Business Server: This
        all-in-one solution based on Lotus Foundations includes all of the
        TruePresence features on a secure Linux-based server with email,
        collaborative applications, instant messaging, IP telephony PBX,
        directory, file & print services, firewall, anti-virus, anti- spam,
        integrated backup, automatic updates, autonomic recovery, and remote
    access.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The business value of UCC                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Pricing:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | As low as $490 for first 10 users + $49 for each
    additional user. OR $3 to $5 per user per month hosted.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|7. | Envoy                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | DXL-based version tracking/control/assembler                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Written in: Lotusscript                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | Component assets: DXL assembler, version mapper, CSS
        style applier, Domino source searching Provides change tracking, rollback,
        dependency checking, compliance monitoring and automated test builds for
        Notes/Domino applications. Currently in beta as part of our Beyond the
    Cloud  hosting service.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

---

Bones Health Care

Bones Health Care is a electronic health recording (EHR)
technology designed to be used at point-of-care, such as a hospital, clinic, or
physicians office. Based around a sophisticated touch sensitive interface, it
allows the patient and physician to securely enter data (HIPPA / CCHIT
compliant), interact with patient history information, and various data bases
(such as prescription drug information) and in parallel, will automatically
codes and bills the encounter to the appropriate insurance provider. Bones
provides a multitude of advantages including increasing physician efficiency,
and where the product is a self contained technology, it reduces or eliminates
the need for IT support.

OUTPUT! Ltd.

OUTPUT! Ltd (Professional Trainers for Sales) provides uniquely
customized sales, negotiation, CRM utilization, customer care and sales
management training to companies and individuals across the U.S. and the EU to
help sales organizations become more productive in their sales communication
with their customers. Through the quick & easy implementation of our unique
sales methodology and systems, we help our clients entire sales staff to
increase sales effectiveness which has proven to increase top line revenue while
lowering costs and increasing margins. OUTPUT! focuses on Telecommunications,
Telemarketing and Software Sales Organizations. OUTPUT! is currently working
with 65 customers in Europe and the US.

Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officer; Compensatory Arrangements of Certain
Officers.

Upon the consummation of the Acquisition, Pui Shan Lam and
Vanleo Y.W. Fung resigned from their respective positions with the Company,
effective immediately. Prior to her resignation, Pui Shan Lam had served as the
President, Chief Executive Officer and Director of the Company. Prior to his
resignation, Vanleo Y.W. Fung had served as the Chief Financial Officer,
Secretary and Director of the Company. There were no disagreements on any matter
relating to the Companys operations, policies or practices nor was the director
removed for cause from the Board of Directors.

Effective on the closing of the Acquisition, the Companys
directors appointed Joerg Ott to serve as the sole director of the Company and
to serve as the Chief Executive Officer of the Company. Mr. Ott does not have a
familial relationship with any director or executive officer of the Company.

Directors hold office until the next annual meeting of the
stockholders or until their successors have been elected and qualified. The
officers of the Company are appointed by the board of directors and hold office
until their death, resignation or removal from office.

Liquidity & Capital Resources

Our financial condition as at September 30, 2010 and March 31,
2010 and the changes between those periods for the respective items are
summarized as follows:

Working Capital

|                             |   | At
      September 30, 2010 |   |   | At
      March 31, 2010 |  
|---------------------------- | - | --------------------------- | - | - | ----------------------- | -
|                             |   |                             |   |   |                         |  
|Current Assets               | $ | 2                           |   | $ | 5,861                   |  
|Current Liabilities          |   | 36,650                      |   |   | 38,569                  |  
|Working Capital (deficiency) | $ | (36,648                     | ) | $ | (32,708                 | )

Management believes that our Companys cash will be sufficient
to meet our working capital requirements for the next twelve month period.
Should this prove to not be the case, our Company plans to raise the capital
required to satisfy our immediate short-term needs and additional capital
required to meet our estimated funding requirements for the next twelve months
primarily through the private placement of our equity securities. There is no
assurance that our Company will be able to obtain further funds required for our
continued working capital requirements.

Going concern

The financial statements included in this report have been
prepared on the going concern basis, which presumes that the Company will
continue operations for the foreseeable future and will be able to realize
assets and discharge liabilities in the normal course of business. The Company
has accumulated losses of $236,530 as at September 30, 2010 and has not
generated sufficient cash flow from operations to fund its activities. There can
be no assurance that a self-supporting level of operation will ever be achieved.
Further, it requires additional capital in order to continue. The continuation
of the Company is dependent on its ability to obtain the necessary capital to
achieve profitability and to meet the requirements, from time to time, of
lenders, if any, who are willing to provide this financing. Management believes
that as a result of the asset purchased, it will generate additional funds and
that it will be able to obtain additional capital as required to meet projected
operational requirements.

---

These financial statements do not reflect the adjustments or
reclassifications to the assets and liabilities which would be necessary if the
Company was unable to continue its operations.

Cash Flows

|                                                                         |   | Six Months Ended |  
|------------------------------------------------------------------------ | - | ---------------- | -
|                                                                         |   | September 30,    |  
|                                                                         |   | 2010             |  
|Net cash provided by (used in) operating activities                      | $ | (1,793           | )
|Net cash proved by Financing Activities                                  | $ | 1,186            |  
|Foreign exchange translation                                             | $ | 0                |  
|Increase (decrease) in cash and cash equivalents during the
      period | $ | (507             | )
|Cash and cash equivalents, beginning of period                           | $ | 507              |  
|Cash and cash equivalents, end of period                                 | $ | 0                |  

Cash Provided by Financing Activities

Due to the uncertainty of our ability to meet our current
operating and capital expenses, in their report on our audited consolidated
financial statements for the year ended March 31, 2010, our independent auditors
included an explanatory paragraph regarding substantial doubt about our ability
to continue as a going concern. Our financial statements contain additional note
disclosures describing the circumstances that led to this disclosure by our
independent auditors.

Results of Operations

Three Months Ended September 30, 2010 Compared to Three
Months Ended September 30, 2009

Revenues

During the three months ended September 30, 2010, we generated
$0 in sales revenue, compared to $1,021 generated in the three months ended
September 30, 2009. The cost of sales for the three months ended September 30,
2010 was $0, compared to $0 for the three months ended September 30, 2009. We
also generated $0 in consulting revenue and had $0 in selling commissions for
the three months ended September 30, 2010, compared to $6,344 in consulting
revenue and $184 in selling expenses for the three months ended September 30,
2009

Expenses

Our expenses for the three months ended September 30, 2010 and
2009 were as follows:

|                          |   | Three  month periods ended | 
|------------------------- | - | -------------------------- | 
|                          |   | September 30,              | 
|                          |   | 2010                       | 
|Expenses                  |   |                            | 
|Administration
      fees | $ | 0                          | 
|Filing Fees               |   | 0                          | 
|Office and
      general  |   | 0                          | 
|Professional fees         |   | 16,150                     | 
|Travel and Promotion      |   | 0                          | 
|Wages                     |   | 0                          | 
|Total                     | $ | 16,150                     | 

We had a net loss of $(16,150) for the three months ended
September 30, 2010, compared to a net loss of $(8,854) for the three months
September 30, 2009.

---

Six Months Ended September 30, 2010 Compared to Six
Months Ended September 30, 2009

Revenues

During the six months ended September 30, 2010, we generated $0
in sales revenue, compared to $1,981 for the six months ended September 30,
2009. The cost of sales for the six months ended September 30, 2010 was $0
compared to $0 for the three months ended September 30, 2009. . We also
generated $0 in consulting revenue and had $0 in selling commissions for the six
months ended September 30, 2010, compared to $9,610 in consulting revenue and
$357 in selling expenses for the six months ended September 30, 2009

Expenses

Our expenses for the six months ended September 30, 2010 and
2009 were as follows:

|                          |   | Six  month periods ended | 
|------------------------- | - | ------------------------ | 
|                          |   | September 30,            | 
|                          |   | 2010                     | 
|Expenses                  |   |                          | 
|Administration
      fees | $ | 0                        | 
|Filing Fees               |   | 0                        | 
|Office and
      general  |   | 0                        | 
|Professional fees         |   | 36,650                   | 
|Travel and Promotion      |   | 0                        | 
|Wages                     |   | 0                        | 
|Total                     | $ | 36,650                   | 

We had a net loss of $(36,650) for the six months ended
September 30, 2010, compared to a net loss of $(14,982) for the six months
September 30, 2009.

Plan of Operations and Cash Requirements

All project obligations for calendar year 2010 have been
satisfied.

Off-Balance Sheet Arrangements

As of September 30, 2010, we had no off-balance sheet
arrangements, including any outstanding derivative financial statements,
off-balance sheet guarantees, interest rate swap transactions or foreign
currency contracts. We do not engage in trading activities involving
non-exchange traded contracts.

Critical Accounting Policies and Estimates

Use of Estimates

The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
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 financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates. The financial statements above reflect all of the costs of
doing business.

Comprehensive Income (Loss)

The Company adopted FASB Codification topic 220, Reporting
Comprehensive Income, which establishes standards for the reporting and
display of comprehensive income and its components in the financial statements.
Comprehensive income consists of net income and other gains and losses affecting stockholder's equity that
are excluded from net income, such as unrealized gains and losses on investments
available for sale, foreign currency translation gains and losses and minimum
pension liability. Since inception, the Companys other comprehensive income
represents foreign currency translation adjustments.

---

Net Income per Common Share

FASB Codification topic 260, Earnings per share,
requires dual presentation of basic and diluted earnings per share (EPS) with a
reconciliation of the numerator and denominator of the EPS computations. Basic
earnings per share amounts are based on the weighted average shares of common
stock outstanding. If applicable, diluted earnings per share would assume the
conversion, exercise or issuance of all potential common stock instruments such
as options, warrants and convertible securities, unless the effect is to reduce
a loss or increase earnings per share. Diluted net income (loss) per share on
the potential exercise of the equity-based financial instruments is not
presented where anti-dilutive. There were no adjustments required to net income
for the period presented in the computation of diluted earnings per share.

Financial Instruments

The fair value of financial instruments consisting of accounts
payable and accrued liabilities and due to related parties were estimated to
approximate their carrying values based on the short-term maturity of these
instruments. Unless otherwise noted, it is managements opinion that the Company
is not exposed to significant interest or credit risks arising from these
financial instruments.

Fair Value Measurements

The Company follows FASB Codification topic 820, Fair Value
Measurements and Disclosures,for all financial instruments and
non-financial instruments accounted for at fair value on a recurring basis. This
new accounting standard establishes a single definition of fair value and a
framework for measuring fair value, sets out a fair value hierarchy to be used
to classify the source of information used in fair value measurement and expands
disclosures about fair value measurements required under other accounting
pronouncements. It does not change existing guidance as to whether or not an
instrument is carried at fair value. The Company defines fair value as the price
that would be received from selling an asset or paid to transfer a liability in
an orderly transaction between market participants at the measurement date. When
determining the fair value measurements for assets and liabilities, which are
required to be recorded at fair value, the Company considers the principal or
most advantageous market in which the Company would transact and the
market-based risk measurements or assumptions that market participants would use
in pricing the asset or liability, such as inherent risk, transfer restrictions
and credit risk.

The Company has adopted FASB Codification topic 825,
Financial Instruments,which allows companies to choose to measure
eligible financial instruments and certain other items at fair value that are
not required to be measured at fair value.The Company has not elected
the fair value option for any eligible financial instruments.

Impairment of Long-Lived Assets

The Company evaluates the recoverability of its fixed assets
and other assets in accordance with FASB Codification topic, 360.10,
Property, Plant and Equipment, Impairment or Disposal of Long-Lived Assets.This guidance requires recognition of impairment of long-lived assets in the
event the net book value of such assets exceeds its expected cash flows, it is
considered to be impaired and is written down to fair value, which is determined
based on either discounted future cash flows or appraised values. No impairment
has been recognized in the accounts.

Revenue Recognition

The Company recognizes revenue in accordance with SEC Staff
Accounting Bulletin (SAB) No. 104, Revenue Recognition. Under these
guidelines, revenue is recognized when persuasive evidence of an arrangement
exists, shipment has occurred or services rendered, the price is fixed or
determinable and payment is reasonably assured. Customers take ownership at
point of sale and bear the costs and risks of delivery.

Foreign currency translation

As a result of the Asset Purchase Agreement and the shares
issued thereon, the functional currency of the Company has changed from Canadian
dollars to US dollars Previous to this event, for financial reporting purposes,
the financial statements of the Company were translated into US dollars. Assets
and liabilities were translated at the exchange rates at the balance sheet dates
and revenue and expenses were translated at the average exchange rates and
stockholders equity was translated at historical exchange rates. Any
translation adjustments resulting are not included in determining net income but
are included in foreign exchange adjustment to other comprehensive income, a
component of stockholders equity.

---

Deferred Taxes

Income taxes are provided in accordance with FASB Codification
topic 740,Accounting for Income Taxes.A deferred tax asset or liability
is recorded for all temporary differences between financial and tax reporting
and net operating loss-carry forwards.

Deferred tax assets are reduced by a valuation allowance when,
in the opinion of management, it is more likely than not that, some portion or
all of the deferred tax asset will not be realized. Deferred tax assets and
liabilities are adjusted for the effect of changes in tax laws and rates on the
date of enactment.

Recent Accounting Pronouncements

The Company adopts new pronouncements relating to generally
accepted accounting principles applicable to the Company as they are issued,
which may be in advance of their effective date. Management does not believe
that any recently issued, but not yet effective accounting standards, if
currently adopted, would have a material effect on the accompanying financial
statements.

**Item 3. Quantitative and Qualitative Disclosures  About Market Risk.**

The disclosure required under this item is not  required to be reported by small reporting companies; as such term is defined  by Item 305(e) of Regulation S-K.

**Item 4T. Controls and Procedures**

*Evaluation of Controls and  Procedures.*

In accordance  with Exchange Act Rules 13a-15 and 15d-15, our management is required to  perform an evaluation under the supervision and with the participation of the  Company’s management, including the Company’s principal executive officer and  principal financial officer, of the effectiveness of the design and operation  of the Company’s disclosure controls and procedures as of the end of the  period.

*Evaluation of  Disclosure Controls and Procedures*

Based on their  evaluation of our disclosure controls and procedures (as defined in Rules  13a-15(e) and 15d-15(e) under the Exchange Act) as of September 30, 2010, our  Principal Executive Officer and Principal Financial Officer have concluded that  our disclosure controls and procedures were   not  effective to ensure that the  information required to be disclosed by us in this Report was (i) recorded,  processed, summarized and reported within the time periods specified in the  SEC’s rules and instructions for Form 10-Q.

Our Principal Executive Officer  and Principal Financial Officer have concluded that our disclosure controls and  procedures had the following deficiency:

- We were unable to maintain any  segregation of duties within our business operations due to our reliance on a  single individual, Joerg Ott, to fulfill the role of sole officer and director during  the quarter ended September 30, 2010. While this control deficiency did not  result in any material misstatements to our September 30, 2010 interim financial  statements, it could have resulted in a material misstatement that might have  been prevented or detected by a segregation of duties.

To help the Company remedy this  situation for future operations and evaluations, the Company has hired Ronald  Everett as the Company’s Chief Financial Officer.  We also seek to increase the size of our  board of directors and to establish an Audit Committee.

*Changes in  Internal Controls.*

No change in  our internal control over financial reporting (as defined in Rules 13a-15(f)  and 15d-15(f) under the Exchange Act) occurred during the fiscal quarter ended  September 30, 2010 that has materially affected, or is reasonably likely to  materially affect, the Company’s internal control over financial reporting.

---

PART IIOTHER INFORMATION

Item 1. Legal Proceedings.

The Company presently is not a party to, nor is management
aware of, any pending, legal proceedings.

Item 1A. Risk Factors.

The disclosure required under this item is not required to be
reported by small reporting companies; as such term is defined by Item 503(e) of
Regulation S-K.

Item 2. Unregistered Sales of Equity Securities and Use of
Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

On August 3, 2010, the Company filed a Preliminary Schedule 14C
Information Statement with the Securities and Exchange Commission therein
reporting that the Company had attained majority stockholder approval to amend
the Companys Certificate of Incorporation to change the name (the Name Change
Amendment) of the Company from Swav Enterprises Ltd. to GBS Enterprises
Incorporated. On August 16, 2010, the Company filed a Definitive Schedule 14C
Information Statement with the Securities and Exchange Commission and commenced
the mailing of the Definitive Information Statement to stockholders of record as
of the close of business on August 2, 2010.

The approval of the Name Change Amendment by the written
consent of the Companys stockholders required the consent of the holders of at
least a majority of the Companys outstanding shares of common stock as of
August 2, 2010 (the Record Date). As of the Record Date, 15,000,000 shares of
our Common Stock were issued and outstanding. Each share of the Companys common
stock was entitled to one vote. The holders of 9,021,963 shares of the Companys
Common Stock, representing approximately 60% of the shares entitled to vote on
the Record Date, executed the Action by Written Consent of the Stockholders in
Lieu of a Special Meeting. Consequently, and no additional votes are required to
approve the Name Change Amendment.

As reported on Form 8-K filed with the Securities and Exchange
Commission on August 30, 2010, on August 20, 2010, SWAV Enterprises Ltd. filed a
Certificate of Amendment to its Certificate of Incorporation with the Secretary
of State of Nevada therein changing its name from SWAV Enterprises Ltd. to GBS
Enterprises Incorporated, effective September 6, 2010.

---

Item 5. Other Information.

None

Item 6. Exhibits.

|No.   | Description                                                                                                                                                                                                                      
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                  
|3.1   | Articles of
      Incorporation [Incorporated by reference to the Companys Form SB-2
      filed January 14, 2008]                                                                                                              
|      |                                                                                                                                                                                                                                  
|3.1.1 | Certificate
      of Amendment to the Certificate of Incorporation, effective September
      6, 2010 [Incorporated by reference to the Company’s Form  10-Q for the quarter ended September 30, 2010 filed on November 15, 2010]
|      |                                                                                                                                                                                                                                  
|3.2   | Bylaws [Incorporated
      by reference to the Companys Form SB-2 filed January 14, 2008]                                                                                                                                       
|      |                                                                                                                                                                                                                                  
|10.1  | Share Exchange
      Agreement between SWAV Enterprises Ltd. and Pui Shan Lam dated April 1,
      2007 [Incorporated by reference to the Companys Form SB-2 filed
      January 14, 2008]                                      
|      |                                                                                                                                                                                                                                  
|10.2  | Form of Subscription
      Agreement used in the private placements that closed on May 4, 2007 between
      our company and 45 investors [Incorporated by reference to the Companys
      Form SB-2 filed January 14, 2008]    
|      |                                                                                                                                                                                                                                  
|10.3  | Form of Subscription
      Agreement used in the private placements that closed on May 4, 2007 between
      our company and 45 investors [Incorporated by reference to the Companys
      Form SB-2 filed January 14, 2008]    
|      |                                                                                                                                                                                                                                  
|10.4  | Form of Subscription
      Agreement used in the private placements that closed on June 30, 2008
      between our company and four investors [Incorporated by reference to the
      Companys Form 8-K filed June 21, 2008]    
|      |                                                                                                                                                                                                                                  
|10.5  | Stock Purchase
      Agreement, dated September 21, 2009, between the Selling Stockholders
      and Sandy J. Masselli [Incorporated by reference to the Companys
      Form 8-K filed September 21, 2009]                      
|      |                                                                                                                                                                                                                                  
|10.6  | Share Transaction
      Purchase Agreement, dated September 21, 2009, between SWAV Enterprises
      Ltd. and Carlyle Gaming Limited [Incorporated by reference to the Companys
      Form 8-K filed September 21, 2009]        
|      |                                                                                                                                                                                                                                  
|10.7  | Subsidiary Stock
      Purchase Agreement, dated September 21, 2009, between SWAV Enterprises
      Ltd. and Pui Shan Lam [Incorporated by reference to the Companys
      Form 8-K filed September 21, 2009]                   
|      |                                                                                                                                                                                                                                  
|10.8  | Asset Purchase
      Agreement, dated April 26, 2010, between SWAV Enterprises Ltd. and Lotus
      Holdings Limited [Incorporated by reference to the Companys Form
      8-K filed April 26, 2010]                            
|      |                                                                                                                                                                                                                                  
|10.9  | Non-Affiliate
      Stock Purchase Agreement, dated April 26, 2010, between the Selling Stockholders
      and Joerg Ott [Incorporated by reference to the Companys Form 8-K
      filed April 26, 2010]                        
|      |                                                                                                                                                                                                                                  
|10.10 | Affiliate Stock
      Purchase Agreement, dated April 26, 2010, between the Selling Stockholders
      and Joerg Ott [Incorporated by reference to the Companys Form 8-K
      filed April 26, 2010]                            
|      |                                                                                                                                                                                                                                  
|10.11 | Subsidiary Stock
      Purchase Agreement, dated April 26, 2010, between SWAV Enterprises Ltd.
      and Pui Shan Lam [Incorporated by reference to the Companys Form
      8-K filed April 26, 2010]                           
|      |                                                                                                                                                                                                                                  
|31.1  | Rule
      13(a)-14(a)/15(d)-14(a) Certification of Principal Executive Officer                                                                                                                                                  
|      |                                                                                                                                                                                                                                  
|31.2  | Rule 13(a)-14(a)/15(d)-14(a) Certification of  Principal Financial and Accounting Officer                                                                                                                                        
|      |                                                                                                                                                                                                                                  
|32.1  | Section
      1350 Certification of Principal Executive Officer                                                                                                                                                                  
|      |                                                                                                                                                                                                                                  
|32.2  | Section 1350 Certification of Principal Financial  and Accounting Officer                                                                                                                                                        

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SIGNATURES

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

GBS ENTERPRISES INCORPORATED

By: /s/ Joerg Ott
            Joerg
Ott            
President, Chief Executive Officer and
Director
           
(Principal Executive
Officer )           
Date:   February 4, 2011

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