United States 

| Nevada                                                         |   | 20 - 8051714                       |
|----------------------------------------------------------------|--------|------------------------------------|
| (State or other jurisdiction of incorporation or organization) |   | I.R.S. Employer Identification No. |

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|                |   |                                                                                                                                                                                                                                                                                                                                                                                                                                        | Page Number |
|---------------------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------|
| Item Number    |   |                                                                       PARTI                                                               |        |
| Item 1              |   | Description of Business                                                                                                                                                                                                                                                                                                                                                                                                                     | 4           |
| Item 2              |   | Description of Property                                                                                                                                                                                                                                                                                                                                                                                                                     | 7           |
| Item 3              |   | Legal Proceedings                                                                                                                                                                                                                                                                                                                                                                                                                           | 7           |
| Item 4              |   | Submission of Matters to a Vote of Security Holders                                                                                                                                                                                                                                                                                                                                                                                         | 7           |
|                |   |                                                                                                                                                                                                                                                                                                                                                                                                                                        |        |
|                |   |                                                                      PART II       |        |
|                |   |                                                                                                                                                                                                                                                                                                                                                                                                                                        |        |
| Item 5              |   | Market for Common Equity and Related Stockholder Matters                                                                                                                                                                                                                                                                                                                                                                                    | 8           |
| Item 6              |   | Management's Discussion and Analysis or Plan of Operation                                                                                                                                                                                                                                                                                                                                                                                   | 8           |
| Item 7              |   | Quantitative and Qualitative Disclosures About Market Risk                                                                                                                                                                                                                                                                                                                                                                                  | 9           |
| Item 8              |   | Financial Statements                                                                                                                                                                                                                                                                                                                                                                                                                        | 9           |
| Item 9    |   | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure                                                                                                                                                                                                                                                                                                                                                        | 9           |
| Item 9A   |   | Controls and Procedures                                                                                                                                                                                                                                                                                                                                                                                                                     | 9           |
|                |   |                                                                                                                                                                                                                                                                                                                                                                                                                                        |        |
|                |   |                                                                       PARTIII |        |
|                |   |                                                                                                                                                                                                                                                                                                                                                                                                                                        |        |
| Item 10             |   | Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act                                                                                                                                                                                                                                                                                                                             | 10          |
| Item 11        |   | Executive Compensation                                                                                                                                                                                                                                                                                                                                                                                                                      | 11          |
| Item 12        |   | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters                                                                                                                                                                                                                                                                                                                                              | 11          |
| Item 13        |   | Certain Relationships and Related Transactions, and Director Independence                                                                                                                                                                                                                                                                                                                                                                   | 13          |
| Item 14        |   | Principal Accountant Fees and Services                                                                                                                                                                                                                                                                                                                                                                                                      | 14          |
| Item 15        |   | Exhibits                                                                                                                                                                                                                                                                                                                                                                                                                                    | 14          |
| Signatures     |   |                                                                                                                                                                                                                                                                                                                                                                                                                                        | 27          |

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ITEM 1.    DESCRIPTION OF BUSINESS

      

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  Although we believe that we currently have adequate internal control over financial reporting, we are exposed to risks from recent legislation requiring companies to evaluate internal control over financial reporting.Section 404 of the Sarbanes-Oxley Act of 2002 ("Section 404") requires our management to report on the operating effectiveness of the Company's Internal Controls over financial reporting for the year ended April 30, 2010. M&K CPAS, PLLC, our independent registeredpublic accounting firm, will be required to attest to the effectiveness of our internal control over financial reporting beginning with the year ended April 30, 2010. We must establish an ongoing program to perform the system and process evaluation and testing necessary to comply with these requirements. We expect that the cost of this program will require us to incur expenses and to devote resources to Section 404 compliance on an ongoing basis.It is difficult for us to predict how long it will take to complete Management's assessment of the effectiveness of our internal control over financial reporting for each year and to remediate any deficiencies in our internal control over financial reporting. As a result, we may not be able to complete the assessment andprocess on a timely basis. In the event that our Chief Executive Officer, Chief Financial Officer or independent registered public accounting firm determine that our internal control over financial reporting is not effective as defined under Section 404, we cannot predict how regulators will react or how the market prices of our shares will be affected.Financial position of the Company, working capital deficit; report of independent auditors. The success of Sunrise's operations is largely dependent upon its ability to develop its existing property and/or acquire producing mining properties and to improve operating efficiencies, generateadequate cash-flows from operations. Sunrise's operations are subject to numerous risks associated with the establishment of its business, including lack of adequate financing sources. In addition, Sunrise has in the past and may again in the future encounter unanticipated problems, some of which may be beyond Sunrise's financial and technical abilities to resolve. The failure to adequately address such difficulties could have a materially adverse effect on Sunrise's prospects.M&K CPAS, PLLC, the current independent auditors of Sunrise, has expressed substantial doubt regarding the ability of Sunrise to continue as a going concern because of the lack of revenues and the working capital deficit of Sunrise. Availability and Integration of Future Acquisitions. Sunrise's strategy includes pursuing acquisition opportunities that complement our business objectives. Potential competitors for acquisition opportunities include larger companies with significantly greater financial resources.Competition for the acquisition of mining properties and producing mining companies may result in acquisitions on terms that prove to be less advantageous to Sunrise than have been attainable in the past or may increase acquisition prices to levels beyond Sunrise's financial capability. Sunrise's financial capability to make acquisitions is partially a function of its ability to access the debt and equity capital markets. In addition, Sunrise may not find attractive acquisition candidates in the future or succeedin reducing the costs and increasing the profitability of any business acquired in the future. Potential Quarterly Fluctuations . Sunrise may experience variability in its production, net sales and net income on a quarterly basis as a result of many factors, including the market value for copper, gold and other metals. Dependence on Senior Management . Sunrise's future performance will depend to a significant extent upon the efforts and abilities of its key management personnel. Sunrise does not have a key life insurance policy on its officers. The loss of service of one or more of the Sunrise'skey management personnel could have an adverse effect on Sunrise's business. Sunrise's success and plans for future growth will also depend in part on managements continuing ability to hire, train and retain skilled personnel in all areas of its business.In the past, the two directors and officers of Sunrise have provided their services on a part time basis, one of which averages 20 hours per week and the other averages five hours of services per week. The level of operations of Sunrise has not necessitated the full time services of its directors and officers. The directors and officersmay continue to pursue other business activities independently of Sunrise. If the level of business activity of Sunrise increases, the directors and officers of Sunrise intends to devote additional time to the management of Sunrise and intend to retain additional management personnel whenever necessary and appropriate.Indemnification. Sunrise's Articles of Incorporation limits the liability of its directors and offices to Sunrise and its shareholders to the fullest extent permitted by Nevada law, and provides for indemnification of the directors and offices to such extent. Sunrise may obtain director-officerliability insurance. These measures will provide additional protection to the directors and officers of Sunrise against liability in connection with certain actions and omissions.   6       Conflicts of Interest . There are anticipated conflicts of interest between Sunrise and its stockholders, and there may be potential conflicts of interest involving the Company and its stockholders, some of which may affect the planned business activities of Sunrise. The Board of Directorswill attempt to resolve any conflict of interest situation which may arise and which is brought to the attention of the Board of Directors on a case-by-case basis.Shares Eligible for Future Sale. A substantial number of outstanding shares of Sunrise's Common Stock will be "restricted securities". However, under certain circumstances such shares may in the future be sold in compliance with Rule 144 adopted under the Securities Act of 1933, asamended, or some other exemption from registration under the Securities Act of 1933. Future sales of those shares under Rule 144 or other exemption could depress the market price of the Common Stock in the future. Applicability ofAPenny Stock Rules. Federal regulations under the U.S. Securities Exchange Act of 1934, as amended (the "Exchange Act"), regulate the trading of so-calledpenny stocks (the "Penny Stock Rules"), which are generally defined as any security priced at less than $5.00 per share and offered by an issuer with limited net tangible assets and revenues. In addition, equity securities which are priced at less than $5.00 per share are deemed penny stocks for the limited purpose of Section 15(b)(6) of the Exchange Act which makes it unlawful for any broker-dealer to participate in a distribution of any penny stock without the consent of the Securities and Exchange Commissionif, in the exercise of reasonable care, the broker-dealer is aware of or should have been aware of the participation of previously sanctioned persons. Therefore, if, during the time in which the Common Stock is quoted on any market, the Common Stock is priced below $5.00 per share, trading of the Common Stock will be subject to the provisions of Section 15(b)(6) of the Exchange Act. In such event, it may be more difficult for the stockholder to sell Common Stock in the future in the secondary market. Because Sunrise's Common Stock is currently traded in the over-the-counter market for less than $5.00 per share, the Common Stock of Sunrise is considered a penny stock, and trading in its Common Stock is subject to the full range of Penny Stock Rules. Accordingly, the application of the comprehensive Penny Stock Rules may make it moredifficult for broker-dealers to sell Sunrise's Common Stock and stockholders of the Company may have difficulty in selling their Shares in the future in the secondary trading market.ITEM 2.    DESCRIPTION OF PROPERTYThe principal executive offices of the Company are located at 1108 W. Valley Blvd., Suite 6-399, Alhambra, CA 91803, provided by an officer and director of the Company at no cost to the Company.ITEM 3.    LEGAL PROCEEDINGS The Company is not a party to any material pending legal proceedings, and to the best of its knowledge, no such proceedings by or against the Company have been threatened.ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERSNone  7      PART II ITEM 5.       MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.Although quotations for the Company's Common Stock appear on the NASD over-the-counter Electronic Bulletin Board, there is no established trading market for the Common Stock. Since the Company obtained the ticker symbol (OTCBB: SUIP) on November 20, 2007, transactions in the Common Stock can only be described as sporadic. Consequently,the Company is of the opinion that any published prices cannot be attributed to a liquid and active trading market and, therefore, are not indicative of any meaningful market value.The following table sets forth for the respective periods indicated the prices of the Company's Common Stock on the NASD over-the-counter Electronic Bulletin Board. Such prices are based on inter-dealer bid and asked prices, without markup, markdown, commissions, or adjustments and may not represent actual transactions. Calendar Quarter Ended  High Bid  Low Bid                December 31, 2007  $.08  $.06  March 28, 2008  $.06  $.06  June 30, 2008  $.03  $ .03  September 30, 2008  $ .08  $ .06   As of December 22, 2008, the closing price for the Company's Common Stock was $0.01 per share. There are no outstanding options or warrants to purchase shares of Common Stock of the Company. Since its inception, no dividends have been paid on the Company's Common Stock. The Company intends to retain any earnings for use in its business activities, so it is not expected that any dividends on the Common Stock will be declared and paid in the foreseeable future.At September 30, 2008, there were approximately 106 holders of record of the Company's Common Stock.ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Forward Looking Information and Cautionary StatementsWhen used in this report in this Form 10-K, the words "may," "will," "expect," "anticipate," "continue," "estimate," "project," "intend," and similar expressions are intended to identify forward-looking statements regarding events, conditions, and financial trends that may affect Sunrise's future plans of operations, business strategy,operating results, and financial position. Persons reviewing this report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual results may differ materially from those included within the forward-looking statements as a result of various factors. Such factors are discussed under the headings "Item 1. Description of Business", including "Risk Factors" and "Item 6. Management's Discussion and Analysis of Financial Conditionor Plan of Operations," and also include general economic factors and conditions that may directly or indirectly impact the Company's financial condition or results of operations. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Moreover, we do not assume responsibility for the accuracy and completeness of such forward-looking statements. We are under no duty to update any ofthe forward-looking statements after the date hereof to conform such statements to actual results.GeneralThe following discussion and analysis summarizes the results of operations of Sunrise Holdings Limited, Inc. (the "Sunrise" or we") for the year ended September 30, 2008.Sunrise is holding company that currently has two subsidiaries named “Oriental Magnum Limited” and “eFuture International Limited”. Currently, Sunrise is working on to identify and develop some projects in China.  At present, the Company has no current operating income.8      Results of OperationsComparison of the Years Ended September 30, 2008 and 2007For the year ended September 30, 2008 compared to the year ended September 30, 2007, Sunrise had a net loss of $7,073 to $93,540, respectively, a 92.44% decrease in net loss, mainly due to a decrease in professional fees.Mining exploration costs decreased 100% to $0 during the year ended September 30, 2008 as compared to $19,937 for the comparable period in 2007.General and administrative expenses decreased 20.73% to $58,343 during the year ended September 30, 2008 as compared to $73,603 for the comparable period in 2007, mainly due to a decrease in professional fees.Liquidity and Capital ResourcesAt September 30, 2008, Sunrise had current assets of $2,422,421, working capital of $2,421,422, and had $18,150 of net cash used by operations during the year ended September 30, 2008.The Company had current assets of $2,422,421 at September 30, 2008 as compared to no current asset at September 30, 2007. Management is currently looking for more capital to complete our corporate objectives. In addition, we may engage in joint activities with other companies. Sunrise cannot predict the extent to which its liquidity and capital resources will be diminished prior to the consummation of a business acquisition or whether its capital will be furtherdepleted by its operating losses. Sunrise has some discussions concerning potential business cooperation or combination with other companies but no final agreement has been reached yet. ITEM 7.  QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISKNot ApplicableITEM 8.  FINANCIAL STATEMENTSThe financial statements required by this Item 8 begin with the Index to the Financial Statements which is located prior to the signature page.ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE The Financial Statements of the Company have been audited by M&K CPAS, PLLC for the fiscal years ended September 30, 2008 and 2007, and Murrell Hall McIntosh & Co PLLP for the period from inception (October 25, 2005) through September 30, 2006.There have been no changes in or disagreements with either M&K CPAS, PLLC or Murrell Hall McIntosh & Co PLLP, on accounting and financial disclosure matters at any time.ITEM  9A.   CONTROLS AND PROCEDURESEvaluation of Disclosure Controls and ProceduresOur management has evaluated, under the supervision and with the participation of our chief executive officer and chief financial officer, the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“the ExchangeAct”).   Based on that evaluation, our chief executive officer and chief financial officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are not effective in ensuring that information required to be disclosed in our Exchange Act reports is (1) recorded, processed, and summarized and reported with the time periods specified in the Securities and Exchange Commission’s rules and forms and (2) accumulated and communicatedto our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure. Management’s Annual Report on Internal Control over Financial ReportingManagement is responsible for establishing and maintaining adequate internal control over financial reporting, as such terms are defined in Rules 13(a) – 15(f) promulgated under the Securities Exchange Act of 1934, as amended. The purpose of an internal control system is to provide reasonable assurance to the Company’s managementand board of directors regarding the preparation and fair presentation of published financial statements.An internal control material weakness is a significant deficiency, or aggregation of deficiencies, that does not reduce to a relatively low level the risk that material misstatements in financial statements will be prevented or detected on a timely basis by employees in the normal course of their work. An internal control significant deficiency,or aggregation of deficiencies, is one that could result in a misstatement of the financial statements that is more than consequential.Management assessed the effectiveness of the Company’s internal control over financial reporting as of September 30, 2008 and this assessment identified the following material weaknesses in the company’s internal control over financial reporting:o  A system of internal controls (including policies and procedures) has neither been designed nor implemented.o  A formal, internal accounting system has not been implemented.o  Segregation of duties in the handling of cash, cash receipts, and cash disbursements is not formalized.It is Management’s opinion that the above weaknesses exist due to the small size of operating staff and the current phase of operations (e.g., no current sales activity).In making this assessment, Management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in  Internal Control – Integrated Framework.  Because of the material weaknesses described in the preceding paragraph, Management believes that, as of September 30, 2008,the Company’s internal control over financial reporting was not effective based on those criteria.This annual report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission thatpermit the Company to provide only management's report in this annual report.Changes in Internal Control over Financial ReportingThere were no changes in the Company's internal control over financial reporting that occurred during the year ended September 30, 2008, that materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting. Inherent Limitations of Internal Controls Our Principal Executive Officer and Principle Financial Officer do not expect that our disclosure controls or internal controls will prevent all error and all fraud. Although our disclosure controls and procedures were designed to provide reasonable assurance of achieving their objectives and our principal executive and financial officerhave determined that our disclosure controls and procedures are effective at doing so, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute assurance that the objectives of the system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absoluteassurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented if there exists in an individual a desire to do so. There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.Furthermore, smaller reporting companies face additional limitations. Smaller reporting companies employ fewer individuals and find it difficult to properly segregate duties. Often, one or two individuals control every aspect of the Company's operation and are in a position to override any system of internal control. Additionally, smallerreporting companies tend to utilize general accounting software packages that lack a rigorous set of software controls.This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting.  Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and ExchangeCommission that permit the Company to provide only management’s report in this Form 10-K. 9      PART III ITEM 10.    DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROLPERSONS; COMPLIANCE WITH SECTION 16(a)OF THE EXCHANGE ACTCurrent Management of the CompanyThe following table sets forth the names, ages, and positions with the Company for each of the directors and officers of the Company. Name  Age  Positions          Xuguang Sun  46  Chief Executive Officer, President Treasurer and Director          Shaojun Sun  35  Secretary, Chief Financial Officer, Vice President and Director          All executive officers are elected by the Board of Directors and hold office until the next annual meeting of stockholders or until their successors are duly elected and qualified.The following is information on the business experience of each director and officer.Mr. Xuguang Sun became a director and the Chief Executive Officer and President of Sunrise Holdings Limited on October 25, 2005. He previously was a director and officer of Magnum d'Or Resources, Inc. He has been the President and General Manager of Sunrise Lighting Holdings Limited and its operating subsidiary since 1997. He graduatedfrom Xian Jiaotong University with an associate degree in electrical engineering in 1989, and holds a degree from the Guangdong Business School.Mr. Shaojun Sun became a director and the Vice President, Chief Financial Officer and Secretary of Sunrise Holdings Limited on October 25, 2005. He previously was a director and officer of Magnum d'Or Resources, Inc. He has been the director and officer of Sunrise Global Inc and Vice President, Chief Financial Officer and Secretary of SunriseLighting Holdings Limited since 1997.Xuguang Sun and Shaojun Sun, the two officers of the Company, have provided their services on a part-time basis, one of which averages 20 hours per week and the other averages five hours of services per week. The level of operations of the Company has not necessitated the full-time services of its directors and officers. The directors andofficers may continue to pursue other business activities independently of the Company. If the level of business activity of the Company increases, the directors and officers of the Company intend to devote additional time to the management of the Company and intend to retain additional management personnel whenever necessary and appropriate.No Audit Committee or Financial ExpertThe Company does not have an audit committee or a financial expert serving on the Board of Directors. Section 16(a) Beneficial Ownership Reporting ComplianceSection 16(a) of the Securities Exchange Act of 1934 requires our directors, executive officers and persons who own more than ten percent of a registered class of our equity securities, to file with the Securities and Exchange Commission initial reports of ownership and reports of changes in ownership of our common stock. The Company believesall forms required to be filed under Section 16 of the Exchange Act have been filed timely.Code of EthicsThe Company does not have a code of ethics for our principal executive and financial officers. The Company's management intends to promote honest and ethical conduct, full and fair disclosure in our reports to the SEC, and compliance with applicable governmental laws and regulations  10       ITEM 11.    EXECUTIVE COMPENSATIONSummary of Cash and Certain Other CompensationThe following sets forth the compensation of the Company's executive officers for the two fiscal years ended September 30, 2008.Executive Officer Compensation Table The table below summarizes the total compensation paid or earned by each of the named executive officers for the fiscal year ended September 30, 2008 and September 30, 2007 with Sunrise. Sunrise has not entered into any employment agreements with any of the named executive officers. The named executive officers were not entitled to receive any compensation from Sunrise during the fiscal year ended September 30, 2008 and September 30, 2007. (a)  (b)  (c)  (d)  (e)  (f)  (g)  (h)  (I)  (j)  Name and Principal Position  Year  Salary  Bonus  StockAwards  Option Awards  Non-Equity Incentive Plan Compensation  Change in Pension Value and Nonquali- fied Deferred Compensation Earnings  All Other Compensation  Total  Xuguang Sun (1)President, ChiefExecutive Officer and Treasurer    20082007  $$00  $$00  $$20,000   $$00  $$00  $$00  $$00  $$20,0000                                                            Shaojun Sun (1)Vice President, Chief Financial Officerand Secretary    20082007  $$00  $$00  $$20,000   $$00  $$00  $$00  $$00  $$20,0000  (1)Mr. Xuguang Sun and Mr. Shaojun Sun became the executive officers of the Company in October 2005.    (2)Neither Mr. Xuguang Sun nor Mr. Shaojun Sun has received any compensation from Sunrise since its inception on October 25, 2005.Sunrise has no agreement or understanding, express or implied, with any officer, director, or principle stockholder, or their affiliates or associates, regarding employment with Sunrise or compensation for services. Sunrise has no plan, agreement, or understanding, express or implied, with any officer, director, or principle stockholder,or their affiliates or associates, regarding the issuance to such persons of shares of Sunrise's authorized and unissued Common Stock. There is no understanding between Sunrise and any of its present stockholders regarding the sale of a portion or all of the Common Stock currently held by them in connection with any future participation by the Company in a business.There is no policy that prevents management from adopting a plan or agreement in the future that would provide for cash or stock based compensation for services rendered to the Company. ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERSThe following table sets forth as of September 30, 2008, the number and percentage of the 81,282,273 shares of Common Stock and 10,000,000 shares of Preferred Stock which, according to the information supplied to Sunrise, that are to be beneficially owned by (I) each person who is currently a director of the Sunrise, (ii) each executiveofficer, (iii) all current directors and executive officers of Sunrise as a group and (iv) each person who, to the knowledge of the Company, is to be the beneficial owner of more than 5% of the outstanding Common Stock and Preferred Stock of the Company. Except as otherwise indicated, the persons named in the table will have sole voting and dispositive power with respect to all shares beneficially owned, subject to community property laws where applicable.   11       Name and Address  Stock  Percent of Class              Sunrise Lighting Holdings Limited1719 International Trade Centre, 11-19 Sha Tsui Road, Tsuen Wan, Hong Kong, The People's Republic ofChina    200,277,799(1)  71.20%               Xuguang Sun1719 International Trade Centre, 11-19 Sha Tsui Road, Tsuen Wan, Hong Kong, The People's Republic ofChina    237,977,799(2)(3)  84.60%               Shaojun Sun1108 W. Valley Blvd. Suite 6-399, Alhambra, CA 91803    200,612,619(2)(4)  71.32%                Weiqian TianSuite 2804, No. 8, Jinyang San Street, Guangzhou, China    18,500,000(5)  6.58%               Xuding JiaoSuite 2804, No. 8, Jinyang San Street, No. 36, Zhongyuan Development Dist., Jinfeng, Ningxia, China    18,500,000(6)  6.58%                All executive officers and directors as a group (2 persons)   238,312,619(7)  84.72% (1)Represents the voting beneficial ownership of 200,000,000 shares of Common Stock of the Company created by the voting power of its 10,000,000 shares of non-convertible Preferred Stock of the Company, and also represents 277,799 shares of Common Stock to be held directly in the name of Sunrise Lighting Holdings Limited.(2)Because Mr. Sun Xuguang and Mr. Sun Shaojun are the owners and executives of Sunrise Lighting Holdings Limited ("Sunrise"), they are deemed to beneficially own the shares held by Sunrise.(3)Includes 37,700,000 shares of Common Stock to be owned directly by Mr. Xuguang Sun.(4)Includes 334,820 shares of Common Stock to be owned directly by Mr. Shaojun Sun.(5)Includes 18,500,000 shares of Common Stock to be owned directly by Mr. Weiqian Tian.(6)Includes 18,500,000 shares of Common Stock to be owned directly by Mr. Xuding Jiao.(7)Includes all shares of Common Stock to be owned by Sunrise Lighting Holdings Limited and by all of the shares to be owned by the directors and officers of Sunrise. The stock transfer agent of Sunrise Holdings Limited will be Pacific Stock Transfer, 500 E. Warm Springs Road, Las Vegas, NV 89119; telephone number 702.361.3033.12         ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONSOn October 22, 2007 the Company entered into a purchase agreement with Xuguang Sun, Chief Executive Officer and President of the Company, for the placement of an aggregate of $200,000 in principal amount of a Convertible Promissory Note. The Convertible Promissory Note accrues interest at a rate of 8% per annum and it is payableupon demand or upon the conversion of this Note as provided therein. The principal amount and accrued interest of this Note may be converted into the Common Stock of the Company at any time at the option of the holder of this Note, upon written notice to the Company, at the rate of $0.10 (U.S.) per share, subject to adjustment in the event of stock-splits, stock dividends, reorganizations, or other similar events to prevent dilution. Upon conversion, any fractional shares otherwise issuable upon conversionshall be paid in cash by the Company.  The Common Stock issuable upon conversion shall be entitled to piggy-back registration rights in the event that the Company files a registration statement under the Securities Act of 1933. The Company evaluated the conversion feature related to this note and determined no benefit related to the conversion feature.On February 19, 2008, Sunrise paid the note holder Mr. Xuguang Sun, the principal amount of $200,000 for the convertible note payable and $5,374 for accrued interest.On November 30, 2007, Mr. Xuguang Sun and Mr. Shaojun Sun each was awarded 200,000 shares of Common Stock of the Company. During the fiscal year ended September 30, 2008, the Company issued 37,500,000 shares of Common Stock to Mr. Xuguang Sun for $1,500,000 investment made by him.During the fiscal year ended September 30, 2008, Mr. Xuguang Sun and Mr. Shaojun Sun, directors and officers of the Company, received $62,889 imbursement for advances that they paid for the Company. These advances are unsecured, non-interest bearing and have no fixed terms of repayment. 13       ITEM 14.    PRINCIPAL ACCOUNTANT FEES AND SERVICESThe aggregate fees billed by our principal accounting firm, for fees billed for fiscal years ended September 30, 2008, and 2007 are as follows:Name  Audit Fees(1)  Audit Related Fees  Tax Fees (2)  All Other Fees  M&K CPAS, PLLC                  for fiscal year ended:                  September 30, 2008     $9,513  $0  $0  $0  September 30, 2007     $4,000  $0  $0  $0  ___________________________(1)Includes audit fees for the annual financial statements of the Company, and review of financial statements included in the Company's Form 10-Q quarterly reports and Form 10-K annual reports, and fees normally provided in connection with statutory and regulatory filings for those fiscal yearsThe Company does not currently have an audit committee. As a result, our board of directors performs the duties and functions of an audit committee. The Company's Board of Directors will evaluate and approve in advance, the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services. We do notrely on pre-approval policies and procedures. ITEM 15.      EXHIBITS Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-B.

3.1    Articles of Incorporation of the Company are incorporated herein by reference to the Form 10 - SB registration statement of the Company filed on March 22, 2007 

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SUNRISE HOLDINGS LIMITED 

|                                                                                                     |   |                     |      |   |                     |   |
|----------------------------------------------------------------------------------------------------------|--------|--------------------------|-----------|--------|--------------------------|--------|
|                                                                                                     |   |  September 30, 2008 |      |   |  September 30, 2007 |   |
| ASSETS:                                                                                                  |   |                     |      |   |                     |   |
| Current assets:                                                                                          |   |                     |      |   |                     |   |
|    Cash                                                                                   |   | $                        | 2,421,221 |   |                     | $      | - |   |
|    Prepaid expenses                                                                       |   |                     | 1,200     |   |                     |   | - |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
|       Total current assets                                                 |   |                     | 2,422,421 |   |                     |   | - |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| Other assets                                                                                             |   |                     |      |   |                     |   |   |   |
|       Intangible assets                                               |   |                     | -    |   |                     |   | 3,795  |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| TOTAL ASSETS                                                                                             |   | $                        | 2,422,421 |   |                     | $      | 3,795 |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT):                                                          |   |                     |      |   |                     |   |   |   |
| Current liabilities:                                                                                     |   |                     |      |   |                     |   |   |   |
|    Accounts payable                                                                       |   | $                        | 900       |   |                     | $      | 36,607 |   |
|    Advances from company officers                                                         |   |                     | 99        |   |                     |   | 60,728 |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| Total Current Liabilities                                                                                |   |                     | 999       |   |                     |   | 97,335 |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| TOTAL LIABILITIES                                                                                        |   |                     | 999       |   |                     |   | 97,335 |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| Stockholders' Equity (Deficit):                                                                          |   |                     |      |   |                     |   |   |   |
| Preferred Stock, $.001par value;  10,000,000 shares authorized,                                |   |                     |      |   |                     |   |   |   |
|    10,000,000 shares issued and outstanding                                               |   |                     | 10,000    |   |                     |   | 10,000 |   |
| Common Stock, $.001 par value; 190,000,000 shares authorized,                                            |   |                     |      |   |                     |   |   |   |
| 81,282,273 and 5,785,090 shares issued and outstanding at September 30, 2008 and 2007, respectively |   |                     | 81,282    |   |                     |   | 5,785 |   |
| Subscription receivable                                                                                  |   |                     | (526,507  | )      |                     |   | - |   |
| Additional paid-in capital                                                                               |   |                     | 3,002,724 |   |                     |   | 29,679 |   |
| Deficit accumulated during the development stage                                                         |   |                     | (146,077  | )      |                     |   | (139,004 | ) |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| Total Stockholders' Equity (Deficit)                                                                     |   |                     | 2,421,422 |   |                     |   | (93,540 | )  |
|                                                                                                     |   |                     |      |   |                     |   |   |   |
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                                     |   | $                        | 2,422,421 |   |                     | $      | 3,795 |   |

      

|                                                                 |   | For the Year  |       |   | For the Year  |   |      | October 25, 2005 |   |
|----------------------------------------------------------------------|--------|---------------|------------|--------|---------------|--------|-----------|------------------|--------|
|                                                                 |   | Ended         |       |   | Ended         |   |      | (Inception) to   |   |
|                                                                 |   | September 30, |       |   | September 30, |   |      | September 30,    |   |
|                                                                 |   | 2008          |       |   | 2007          |   |      | 2008             |   |
| Expenses:                                                            |   |          |       |   |          |   |      |             |   |
|     Exploration costs                            |   | $             | -          |   |          | $      | 19,937    |             |   | $ | 37,956 |   |
|     General and administrative expenses          |   |          | 58,343     |   |          |   | 73,603    |             |   |   | 159,390 |   |
| Total Operating Expenses                                             |   |          | 58,343     |   |          |   | 93,540    |             |   |   | 197,346 |   |
| Net operating loss                                                   |   |          | (58,343    | )      |          |   | (93,540   | )                |   |   | (197,346 | ) |
|                                                                 |   |          |       |   |          |   |      |             |   |   |   |   |
| Operating Income (Expense)                                           |   |          |       |   |          |   |      |             |   |   |   |   |
| Interest income                                                      |   |          | 53,686     |   |          |   | -         |             |   |   | 53,686 |   |
| Gain on extinguishment of accounts payable                           |   |          | 5,669      |   |          |   | -         |             |   |   | 5,669 |   |
| Interest expense                                                     |   |          | (8,085     | )      |          |   | -         |             |   |   | (8,085 | ) |
| Total Other Income and Expense                                       |   |          | 51,270     |   |          |   | -         |             |   |   | 51,270 |   |
|                                                                 |   |          |       |   |          |   |      |             |   |   |   |   |
| Net Loss                                                             |   | $             | (7,073     | )      |          | $      | (93,540   | )                |   | $ | (146,077 | ) |
|                                                                 |   |          |       |   |          |   |      |             |   |   |   |   |
| Net Loss per Common Share - Basic and Diluted                        |   | $             | (0.00      | )      |          | $      | (0.02     | )                |   |   |   |   |
|                                                                 |   |          |       |   |          |   |      |             |   |   |   |   |
| Per Share Information:                                               |   |          |       |   |          |   |      |             |   |   |   |   |
|    Weighted  Average Number of Common Stock |   |          |       |   |          |   |      |             |   |   |   |   |
|    Shares Outstanding - Basic and Diluted             |   |          | 61,705,766 |   |          |   | 5,785,090 |             |   |   |   |   |

      

  

|                                                                                      |   |               |      |    |           |   |    | October 25, 2005 |   |
|-------------------------------------------------------------------------------------------|--------|--------------------|-----------|---------|----------------|--------|---------|------------------|--------|
|                                                                                      |   | For the Year Ended |      |    | (Inception) to |   |
|                                                                                      |   | September 30,      |      |    | September 30,  |   |
|                                                                                      |   | 2008               |      |    | 2007           |   |    | 2008             |   |
|                                                                                      |   |               |      |    |           |   |    |             |   |
| Cash Flows from Operating Activities:                                                     |   |               |      |    |           |   |    |             |   |
| Net Loss                                                                                  |   | $                  | (7,073    | )       |           | $      | (93,540 | )                |   | $ | (146,077 | ) |
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |   |               |      |    |           |   |    |             |   |   |   |   |
|        Stocks issued for services                      |   |               | 45,831    |    |           |   | -       |             |   |   | 45,831 |   |
|        Deprecation                                     |   |               | 3,795     |    |           |   | -       |             |   |   | 3,795 |   |
|        Gain on extinguishment of accounts payable      |   |               | (5,669    | )  |           |   | -       |             |   |   | (5,669 | )  |
|        Imputed interest on shareholder advance         |   |               | 2,711     |    |           |   | -       |             |   |   | 2,711 |   |
|    (Increase) in prepaid expenses                                          |   |               | (1,200    | )       |           |   | -       |             |   |   | (1,200 | ) |
|    (Increase) in interest receivable                                            |   |               | (26,507   | )  |           |   | -       |             |   |   | (26,507 | )  |
|    Increase (decrease) in accounts payable                                 |   |               | (30,038   | )       |           |   | 36,607  |             |   |   | 6,569 |   |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Net Cash Flows Provide by (Used in) Operations                                            |   |               | (18,150   | )       |           |   | (56,933 | )                |   |   | (120,547 | ) |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Cash Flows from Investing Activities:                                                     |   |               |      |    |           |   |    |             |   |   |   |   |
|   Purchase of assets                                                            |   |               | -         |    |           |   | (3,795  | )                |   |   | (3,795 | ) |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Net Cash Flows Used for Investing Activities                                              |   |               | -         |    |           |   | (3,795  | )                |   |   | (3,795 | ) |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Cash Flows from Financing Activities:                                                     |   |               |      |    |           |   |    |             |   |   |   |   |
|    Stocks issued for cash                                                  |   |               | 3,000,000 |    |           |   | -       |             |   |   | 3,045,464 |   |
|    Subscription receivable                                                 |   |               | (500,000  | )       |           |   | -       |             |   |   | (500,000 | ) |
|    Repayment for advance from company officer                              |   |               | (62,101   | )       |           |   | -       |             |   |   | (62,101 | ) |
|    Advance from company officer                                            |   |               | 1,472     |    |           |   | 60,728  |             |   |   | 62,200 |   |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Net Cash Flows Provided by Financing Activities                                           |   |               | 2,439,371 |    |           |   | 60,728  |             |   |   | 2,445,563 |   |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Net Increase  in Cash                                                           |   |               | 2,421,221 |    |           |   | -       |             |   |   | 2,421,221 |   |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Cash and cash equivalents - Beginning of period                                           |   |               | -         |    |           |   | -       |             |   |   | - |   |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| Cash and cash equivalents - End of period                                                 |   | $                  | 2,421,221 |    |           | $      | -       |             |   | $ | 2,421,221 |   |
|                                                                                      |   |               |      |    |           |   |    |             |   |   |   |   |
| SUPPLEMENTARY INFORMATION                                                                 |   |               |      |    |           |   |    |             |   |   |   |   |
|    Interest Paid                                                           |   | $                  | -         |    |           | $      | -       |             |   | $ | - |   |
|    Taxes Paid                                                              |   | $                  | -         |    |           | $      | -       |             |   | $ | - |   |

      

SUNRISE HOLDINGS LIMITED

|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     | Accumulated          |   |    |         |    |
|------------------------------------------|--------|------------------|------------|--------|--------------|--------|--------|------------------|--------|--------|------------|--------|--------|-------------|--------|--------|---------------|--------|----------|----------------------|--------|---------|--------------|---------|
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   | Additional    |   |     | (Deficit) During the |   |    | Total        |    |
|                                     |   | Preferred Stock  |       |   | Common Stock |   |   | Subscription     |   |   | Paid-in    |   |   | Development |   |   | Stockholders' |   |
|                                     |   | Number of Shares |       |   | Amount       |   |   | Number of Shares |   |   | Amount     |   |   | Receivable  |   |   | Capital       |   |     | Stage                |   |    | Equity       |    |
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     |                 |   |    |         |    |
| Inception  - October 25, 2005  |   |             | -          |   |         | $      | -      |             |   |   | -          |   |   | $           | -      |   |          | $      | -        |                 |   | $  | -       |    |   | $ | - |   |   | $ | - |   |
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     |                 |   |    |         |    |   |   |   |   |   |   |   |   |
| Issuance of stock to parent for expenses |   |             | -          |   |         |   | -      |             |   |   | 100,000    |   |   |        | 100    |   |          |   | -        |                 |   |    | 45,364  |    |   |   | - |   |   |   | 45,464 |   |
| Net loss for year                        |   |             | -          |   |         |   | -      |             |   |   | -          |   |   |        | -      |   |          |   | -        |                 |   |    | -       |    |   |   | (45,464 | ) |   |   | (45,464 | ) |
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     |                 |   |    |         |    |   |   |   |   |   |   |   |   |
| Balance - September 30, 2006             |   |             | -          |   |         |   | -      |             |   |   | 100,000    |   |   |        | 100    |   |          |   | -        |                 |   |    | 45,364  |    |   |   | (45,464 | ) |   |   | - |   |
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     |                 |   |    |         |    |   |   |   |   |   |   |   |   |
| Issuance of preferred stock              |   |             | 10,000,000 |   |         |   | 10,000 |             |   |   | -          |   |   |        | -      |   |          |   | -        |                 |   |    | (10,000      | )  |   |   | - |   |   |   | - |   |
| Cancellation of common stock             |   |             | -          |   |         |   | -      |             |   |   | (100,000   | )      |   |        | (100   | )      |          |   | -        |                 |   |    | 100          |    |   |   | - |   |   |   | - |   |
| Issuance of common stock                 |   |             | -          |   |         |   | -      |             |   |   | 5,785,090  |   |   |        | 5,785  |   |          |   | -        |                 |   |    | (5,785       | )  |   |   | - |   |   |   | - |   |
| Net loss for the year                    |   |             | -          |   |         |   | -      |             |   |   | -          |   |   |        | -      |   |          |   | -        |                 |   |    | -       |    |   |   | (93,540 | ) |   |   | (93,540 | ) |
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     |                 |   |    |         |    |   |   |   |   |   |   |   |   |
| Balance - September 30, 2007             |   |             | 10,000,000 |   |         |   | 10,000 |             |   |   | 5,785,090  |   |   |        | 5,785  |   |          |   | -        |                 |   |    | 29,679       |    |   |   | (139,004 | ) |   |   | (93,540 | ) |
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     |                 |   |    |         |    |   |   |   |   |   |   |   |   |
| Issuance of common stock for cash        |   |             | -          |   |         |   | -      |             |   |   | 75,000,000 |   |   |        | 75,000 |   |          |   | -        |                 |   |    | 2,925,000    |    |   |   | - |   |   |   | 3,000,000 |   |
| Subscription receivable                  |   |             | -          |   |         |   | -      |             |   |   | -          |   |   |        | -      |   |          |   | (526,507 | )               |   |    | (526,507     | )  |   |   | - |   |   |   | (526,507 | ) |
| Issuance of common stock for services    |   |             | -          |   |         |   | -      |             |   |   | 497,183    |   |   |        | 497    |   |          |   | -        |                 |   |    | 45,334       |    |   |   | - |   |   |   | 45,831 |   |
| Imputed interest on shareholder advance  |   |             | -          |   |         |   | -      |             |   |   | -          |   |   |        | -      |   |          |   | -        |                 |   |    | 2,711        |    |   |   | - |   |   |   | 2,711 |   |
| Net loss for the year                    |   |             | -          |   |         |   | -      |             |   |   | -          |   |   |        | -      |   |          |   | -        |                 |   |    | -       |    |   |   | (7,073 | ) |   |   | (7,073 | ) |
|                                     |   |             |       |   |         |   |   |             |   |   |       |   |   |        |   |   |          |   |     |                 |   |    |         |    |   |   |   |   |   |   |   |   |
| Balance - September 30, 2008             |   |             | 10,000,000 |   |         | $      | 10,000 |             |   |   | 81,282,273 |   |   | $           | 81,282 |   |          | $      | (526,507 | )               |   | $  | (3,002,724   | )  |   | $ | (146,077 | ) |   | $ | 2,421,422 |   |

      

Notes To Consolidated Financial Statements 

      

  

      

| Deferred income tax assets:                          |   |   |
|------------------------------------------------------|--------|--------|
|                                                 |   |   |
| Tax effect of net operating loss carryforward   |   | $      | 49,666 |   |
| Valuation allowance                                  |   |   | (49,666 | ) |
| Net deferred tax asset                               |   | $      | - |   |

      

  

      

----

       Description 

| 21   |   | List of subsidiaries                                                                               |
|------|--------|----------------------------------------------------------------------------------------------------|
| 31.1 |   | Certification of Principal Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002 |
| 31.2 |   | Certification of Principal Financial Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002 |
| 32.1 |   | Certification of Principal Executive Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002 |
| 32.2 |   | Certification of Principal Financial Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002 |

      

Sunrise Holdings Limited has two subsidiaries: 

| Name                          |   | Jurisdiction           |
|-------------------------------|--------|------------------------|
|                          |   |                   |
| Oriental Magnum Limited       |   | Mongolia               |
| Efuture International Limited |   | British Virgin Islands |

      

|                     |                                               |                 |
|--------------------------|----------------------------------------------------|----------------------|
|                     |                                               |                 |
| Dated: December 26, 2008 | By:                                      | /s/ Xuguang Sun |
|                     | Xuguang Sun, Chief Executive Officer and President |
|                     |                                               |                 |
|                     |                                               |                 |
| Dated: December 26, 2008 | By:                                      | /s/ Xuguang Sun |
|                     | Xuguang Sun, Director                              |
|                     |                                               |                 |
|                     |                                               |                 |
| Dated: December 26, 2008 | By:                                      | /s/ Shaojun Sun |
|                     | Shaojun Sun, Director                              |

----