Baoshinn Corporation (GREY:BHNN)

ITEM 5.03  AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR

On May 19, 2016, the Company filed a Certificate of Amendment to its Articles of Incorporation (the “Amendment”) with the Secretary of State of Nevada. As a result of the Amendment, the Company has changed its name with the State of Nevada from Green Standard Technologies, Inc. to ZZLL Information Technology, Inc. effective May 27, 2016. A copy of the Amendment is filed herewith as Exhibit 3.01.

ITEM 8.01 OTHER EVENTS

Corporate Name Change and Symbol Change

On May 19, 2016, the Company’s Board of Directors, having received the written consent of shareholders holding a majority of the Company’s outstanding shares of common stock, approved: (i) an amendment to the Company’s Articles of Incorporation to change the Company’s name from Green Standard Technologies, Inc. to ZZLL Information Technology, Inc.; and (ii) a change to the Company’s OTC trading symbol.

On June 1, 2016, FINRA announced the effectiveness of the Company’s name change from Green Standard Technologies, Inc. to ZZLL Information Technology, Inc., which shall take effect in the market on June 2, 2016.

Additionally, the Company’s ticker symbol, as of the open of business on June 2, 2016, will change from “GSTC” to “ZZLL.”

Item 4.01. Changes in Registrant's Certifying Accountant.

Green Standard Technologies, Inc. (the “Company”) was notified that, effective April 30, 2016, AWC (CPA) Limited (“AWC”) has merged (the “Merger”) with Dominic K.F. Chan & Co (“DKFC”) and formed DCAW (CPA) Limited (“DCAW”), which is registered with the Public Company Accounting Oversight Board (PCAOB).

As a result of the Merger, AWC resigned as the Company’s independent registered public accounting firm on April 30, 2016. On May 9, 2016, the Company engaged DCAW (CPA) Limited as its independent registered public accounting firm. The engagement of DCAW was approved by the Company’s board of directors on May 9, 2016.

The audit reports of AWC on the financial statements of the Company as of and for the years ended December 31, 2015 and 2014 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles but modified to a going concern.

GREEN STANDARD TECHNOLOGIES, INC.

(F/K/A BAOSHINN CORPORATION)

CONSOLIDATED STATEMENT OF OPERATION

(Stated in US Dollars)

	Three Months Ended  Sept 30, 2015		Three Months Ended J Sept 30, 2014		Nine Months Ended Sept 30, 2015		Nine Months Ended Sept 30, 2014		Apr 15, 2011 (Inception) Through Sept 30, 2015
	$		$		$		$		$
Retail and Corporate revenue	-		-		-		-		-
Commission from travel booking services	-		-		-		-		-
Incentive commissions	-		-		-		-		-
Net sales	-		-		-		-		-
Cost of sales	-		-		-		-		-
Gross profit	-		-		-		-		-
Other operating income	-		-		-		-		-
Depreciation	-		-		-		-		-
Administrative and other operating expenses	(295,560)		94,189		196,963		220,582		802,887
(Loss)/Income from operations	295,560		(94,189)		(196,963)		(220,582)		(802,887)
Other non-operating income	-		131		-		131		131
Interest expenses – Note 5	-		-		-		-		(15)
(Loss)/Income before income taxes	295,560		(94,058)		(196,963)		(220,451)		(802,771)
Income taxes - Note 6	-		-		-		-		-
Net (Loss)/Income	295,560		(94,058)		(196,963)		(220,451)		(802,771)
Non-controlling interest	-		-		-		-		-
	____________		______________		______________		_____________		______________
Net Income (Loss) attributable to the Company	295,560		(94,058)		(196,963)		(220,451)		(802,771)
Earnings per share of common stock – Note 4
- Basic	1.58 cents		(0.51) cents*		(1.05) cents		(1.22) cents*		(6.06) cents*
- Diluted	1.58 cents		(0.51) cents*		(1.05) cents		(1.22) cents*		(6.06) cents*
Weighted average number of common stock – Note 4
- Basic	18,725,000		18,302,174		18,725,000		18,118,407		13,247,330*
- Diluted	18,725,000		18,302,174		18,725,000		18,118,407		13,247,330*

Management Discussion and Analysis

In the three months ended September 30, 2015 and 2014, we derived no revenues from our current operation.

Total attributed loss for the three months ended September 30, 2015 were $(295,560); while the attributed loss for the three months ended September 30, 2014 were $94,058. Our attributed loss decreased 414.23% owing to signing the debt cancellation note and reversing the consulting service fee of the contractor agreement.

GREEN STANDARD TECHNOLOGIES, INC.

(F/K/A BAOSHINN CORPORATION)

CONSOLIDATED STATEMENT OF OPERATION

(Stated in US Dollars)

	Three Months Ended  Jun 30, 2015		Three Months Ended J Jun 30, 2014		Six Months Ended Jun 30, 2015		Six Months Ended Jun 30, 2014		Apr 15, 2011 (Inception) Through Jun 30, 2015
	$		$		$		$		$
Retail and Corporate revenue	-		-		-		-		-
Commission from travel booking services	-		-		-		-		-
Incentive commissions	-		-		-		-		-
Net sales	-		-		-		-		-
Cost of sales	-		-		-		-		-
Gross profit	-		-		-		-		-
Other operating income	-		-		-		-		-
Depreciation	-		-		-		-		-
Administrative and other operating expenses	420,276		64,193		492,524		126,393		1,098,448
(Loss)/Income from operations	(420,276)		(64,193)		(492,524)		(126,393)		(1,098,448)
Other non-operating income	-		-		-		-		131
Interest expenses – Note 5	-		-		-		-		(15)
(Loss)/Income before income taxes	(420,276)		(64,193)		(492,524)		(126,393)		(1,098,332)
Income taxes - Note 6	-		-		-		-		-
Net (Loss)/Income	(420,276)		(64,193)		(492,524)		(126,393)		(1,098,332)
Non-controlling interest	-		-		-		-		-
	____________		____________		______________		_____________		______________
Net Income (Loss) attributable to the Company	(420,276)		(64,193)		(492,524)		(126,393)		(1,098,332)
Earnings per share of common stock – Note 4
- Basic	(2.24) cents		(0.36) cents*		(2.63) cents		(0.70) cents*		(8.57) cents*
- Diluted	(2.24) cents		(0.36) cents*		(2.63) cents		(0.70) cents*		(8.57) cents*
Weighted average number of common stock – Note 4
- Basic	18,725,000		18,025,000		18,725,000		18,025,000		12,817,342*
- Diluted	18,725,000		18,025,000		18,725,000		18,025,000		12,817,342*

Management Discussion and Analysis

Revenues

In the three months ended June 30, 2015 and 2014, we derived no revenues from our current operation.

Total attributed loss for the three months ended June 30, 2015 were $420,276; while the attributed loss for the three months ended June 30, 2014 were $64,193. Our attributed loss increased 554.71% owing to sign the contractor agreement of a new business venture which is totally different from the prior BSIE operations.

BAOSHINN CORPORATION

CONSOLIDATED STATEMENT OF OPERATIONS

(Stated in US Dollars)

					Apr 15, 2011
	Three Months Ended 31 Mar, 2015		Three Months Ended 31 Mar, 2014		(Inception) Through 31 Mar, 2015
	$		$		$
Retail and Corporate revenue	-		-		-
Commission from travel booking services	-		-		-
Incentive commissions	-		-		-
Net sales	-		-		-
Cost of sales	-		-		-
Gross profit	-		-		-
Other operating income – Note 5	-		-		-
Administrative and other operating expenses	(72,248)		(62,201)		(678,172)
Loss from operations	(72,248)		(62,201)		(678,172)
Other non-operating income					131
Interest expenses – Note 5	-		-		(15)
Loss before income taxes	(72,248)		(62,201)		(678,056)
Income taxes - Note 6	-		-		-
Net Loss	(72,248)		(62,201)		(678,056)
Non-controlling interest	-		-		-
Net Loss attributable to the Company	(72,248)		(62,201)		(678,056)
Earnings per share of common stock – Note 4
- Basic	(0.39) cents		(0.35) cents*		(5.50) cents*
- Diluted	(0.39) cents		(0.35) cents*		(5.50) cents*
Weighted average number of common stock – Note 4
- Basic	18,725,000		18,025,000*		12,320,028*
- Diluted	18,725,000		18,025,000*		12,320,028*

Management Discussion and Analysis

Revenues

In the three months ended March 31, 2015 and 2014, we derived no revenues from our current operation.

Total attributed loss for the three months ended March 31, 2015 were $72,248; while the attributed loss for the three months ended March 31, 2014 were $62,201. Our attributed loss increased 16.15% owing to the development of a new business venture which is totally different from the prior BSIE operations.

BAOSHINN CORPORATION

CONSOLIDATED STATEMENT OF INCOME

(Stated in US Dollars)

	For Year Ended  Dec. 31, 2014	For Year Ended Dec. 31, 2013	April 15, 2011 (inception) Through Dec. 31, 2014
	$	$	$
Retail and Corporate revenue commission from	-	-	-
travel booking services	-	-	-
Incentive commissions	-	-	-
Net sales	-	-	-
Cost of sales	-	-	-
Gross profit	-	-	-
Other operating income – Note 5	-	-	-
Depreciation	-	-	-
Administrative and other operating expenses	(364,830)	(240,758)	(605,924)
(Loss)/income from operations	(364,830)	(240,758)	(605,924)
Other non-operating income - Note 6	130	-	131
Interest expenses – Note 7	-	(15)	(15)
(Loss)/income before income taxes	(364,699)	(240,773)	(605,808)
Income taxes - Note 8	-	-	-
Net (loss)/income	(364,699)	240,773	(605,808)
Non-controlling interest	-	-	-
Net (loss)/income attributable to the Company	(364,699)	(240,773)	(605,808)
(Loss)/earnings per share of common stock, basic and diluted – Note 4	(2.00 cents)	(1.99 cents)	(5.16 cents)
Weighted average number of common stock, basic and diluted – Note 4	18,221,932	12,118,233	11,738,345

Management Discussion and Analysis

Revenues

Revenues Composition and Sources of Revenue Growth

In the twelve months ended December 31, 2014 and 2013, we derived no revenues from our current business operations due to the exclusion of the operations of BSIE.

We anticipate that we will generate revenue from website business, although there is no assurance that this will occur, and we have not started to receive revenues yet from that business.

Retail and Corporate Revenue

On March 4, 2013, the Company spun off the prior operating company, merged with a new operating company, and set up another subsidiary. Revenues were zero for both of the period ending December 31, 2013 and for the period ending December 31, 2014. In the future, the Company’s revenues, if any, will be generated from its web operations and the Company will no longer provide travel services.

Net Income/Loss

Our net loss was $364,699 for the twelve months ended December 31, 2014, as compared to a net loss of $240,773 for the twelve months ended December 31, 2013. The increase was due to the fact that no revenue was generated during this period to offset the expenses while 2013 was the early stage of development and not many expenses were incurred.

Item 3.02 Unregistered Sales of Equity Securities

On January 13, 2015 the Registrant completed an offering of 140,000 shares of common stock and warrants (the “Units”). The warrants are exercisable for a period of two years after the subscription date at an exercise price of $.40 per share. These Units were sold to one shareholder for a total consideration of $42,000. These Units were sold on a private placement basis and the Company paid no commission in connection with such sales.

All sales were made outside of the United States. Securities issued by the Company in these transactions are deemed “restricted securities” within the meaning of that term as defined in Rule 144 of the Securities Act and have been issued pursuant to the “private placement” exemption under Section 4(2) of the Securities Act. These transactions did not involve any public offering of securities. The Investor who purchased securities in the private placement had access to information about the Registrant which was necessary to allow it to make an informed investment decision. The Registrant has been informed that the shareholder is able to bear the economic risk of its investment and it is aware that the securities are not registered under the Securities Act. The purchaser of the securities has been notified that the securities cannot be re-offered or re-sold unless the securities are registered or are qualified for sale pursuant to an exemption from registration.

Neither the Registrant nor any person acting on its behalf offered or sold the securities by means of any form of general solicitation or general advertising.

The purchaser represented in writing that it acquired the securities for its own accounts and not with a view to or for resale in connection with any distribution. A legend will be placed on each of the stock certificates stating that the securities are restricted, they have not been registered under the Securities Act and they cannot be sold or otherwise transferred without an effective registration or an exemption therefrom.

Item 3.02 Unregistered Sales of Equity Securities

On December 8, 2014 the Registrant completed an offering of 100,000 shares of common stock and warrants (the “Units”). These Units were sold to one shareholder for a total consideration of $30,000. These Units were sold on a private placement basis and the Company paid no commission in connection with such sales.

All sales were made outside of the United States. Securities issued by the Company in these transactions are deemed “restricted securities” within the meaning of that term as defined in Rule 144 of the Securities Act and have been issued pursuant to the “private placement” exemption under Section 4(2) of the Securities Act. These transactions did not involve any public offering of securities. The Investor who purchased securities in the private placement had access to information about the Registrant which was necessary to allow it to make an informed investment decision. The Registrant has been informed that the shareholder is able to bear the economic risk of its investment and it is aware that the securities are not registered under the Securities Act. The purchaser of the securities has been notified that the securities cannot be re-offered or re-sold unless the securities are registered or are qualified for sale pursuant to an exemption from registration.

Neither the Registrant nor any person acting on its behalf offered or sold the securities by means of any form of general solicitation or general advertising.

The purchaser represented in writing that it acquired the securities for its own accounts and not with a view to or for resale in connection with any distribution. A legend will be placed on each of the stock certificates stating that the securities are restricted, they have not been registered under the Securities Act and they cannot be sold or otherwise transferred without an effective registration or an exemption therefrom.

BAOSHINN CORPORATION

CONSOLIDATED STATEMENT OF OPERATION

(Stated in US Dollars)

	Three Months Ended  Sept 30, 2014		Three Months Ended Sept 30, 2013		Nine Months Ended Sept 30, 2014		Nine Months Ended Sept 30, 2013		Apr 15, 2011 (Inception) Through Sept 30, 2014
	$		$		$		$		$
Retail and Corporate revenue	-		-		-		-		-
Commission from travel services	-		-		-		-		-
Incentive commissions	-		-		-		-		-
Net sales	-		-		-		-		-
Cost of sales	-		-		-		-		-
Gross profit	-		-		-		-		-
Other operating income – Note 5	-		-		-		-		-
Depreciation	-		-		-		-		-
Administrative and other operating expenses	94,189		37,956		220,582		125,935		461,677
(Loss)/Income from operations	(94,189)		(37,956)		(220,582)		(125,935)		(461,677)
Other non-operating income	131		-		131		-		131
Interest expenses – Note 5	-		-		-		15		15
(Loss)/Income before income taxes	(94,058)		(37,956)		(220,451)		(125,950)		(461,561)
Income taxes - Note 6	-		-		-		-		-
Net (Loss)/Income	(94,058)		(37,956)		(220,451)		(125,950)		(461,561)
Non-controlling interest	-		-		-		-		-
	______________		____________		______________		_______________		________________
Net Income (Loss) attributable to the Company	(94,058)		(37,956)		(220,451)		(125,950)		(461,561)
Earnings per share of common stock – Note 4
- Basic	(0.51) cents		(0.18) cents*		(1.22) cents		(1.33) cents*		(4.18) cents*
- Diluted	(0.51) cents		(0.18) cents*		(1.22) cents		(1.33) cents*		(4.18) cents*
Weighted average number of common stock – Note 4
- Basic	18,302,174		20,935,070*		18,118,407		9,469,563*		11,043,404*
- Diluted	18,302,174		20,935,070*		18,118,407		9,469,563*		11,043,404*

Management Discussion and Analysis

In the three months ended September 30, 2014 and 2013, we derived no revenues from our current operation.

Total attributed loss for the three months ended September 30, 2014 was $94,058; while the attributed loss for the three months ended September 30, 2013 was $37,956. Our attributed loss increased 147.81% owing to the increased expenses in connection with the development of a new business venture which is totally different from the prior BSIE operations.

Item 3.02 Unregistered Sales of Equity Securities

On October 29, and November 3, 2014 the Registrant completed an offering of 160,000 shares of common stock and warrants (the “Units”). These Units were sold to two shareholders for a total consideration of $80,000. These Units were sold on a private placement basis and the Company paid no commission in connection with such sales.

All sales were made outside of the United States. Securities issued by the Company in these transactions are deemed “restricted securities” within the meaning of that term as defined in Rule 144 of the Securities Act and have been issued pursuant to the “private placement” exemption under Section 4(2) of the Securities Act. These transactions did not involve any public offering of securities. The Investors who purchased securities in the private placement had access to information about the Registrant which was necessary to allow it to make an informed investment decision. The Registrant has been informed that the shareholders are able to bear the economic risk of their investment and they are aware that the securities are not registered under the Securities Act. The purchasers of the securities have been notified that the securities cannot be re-offered or re-sold unless the securities are registered or are qualified for sale pursuant to an exemption from registration.

Neither the Registrant nor any person acting on its behalf offered or sold the securities by means of any form of general solicitation or general advertising.

The purchasers represented in writing that they acquired the securities for their own accounts and not with a view to or for resale in connection with any distribution. A legend will be placed on each of the stock certificates stating that the securities are restricted, they have not been registered under the Securities Act and they cannot be sold or otherwise transferred without an effective registration or an exemption therefrom.

Item 8.01 Other Events

On October 29, 2014 Baoshinn Corp., through its wholly owned subsidiary, Green Standard Technologies, Ltd., entered into a Website Development Agreement with Social Asylum Inc. (“SAI”). Under the terms of the Agreement SAI has agreed to provide a fully functioning ecommerce website with unique and proprietary functions, according to a mutually agreed upon set of features and milestones for a minimum of $150,00.00, but potentially higher depending on finalized functions, scope and details. Also included are plans for launch, market and geographic expansion.

Green Standard Technologies, Ltd is in the medical and recreation marijuana industry, and the website will be used to further their business by providing visitors with medical and recreational marijuana resources. Management believes that this online presence is essential in developing and expanding their existing business.

BAOSHINN CORPORATION

CONSOLIDATED STATEMENT OF OPERATION

(Stated in US Dollars)

	Three Months Ended  Jun 30, 2014		Three Months Ended Jun 30, 2013		Six Months Ended Jun 30, 2014		Six Months Ended Jun 30, 2013		Apr 15, 2011 (Inception) Through Jun 30, 2014
	$		$		$		$		$
Retail and Corporate revenue	-		-		-		-		-
Commission from travel booking services	-		-		-		-		-
Incentive commissions	-		-		-		-		-
Net sales	-		-		-		-		-
Cost of sales	-		-		-		-		-
Gross profit	-		-		-		-		-
Other operating income – Note 5	-		-		-		-		-
Depreciation	-		-		-		-		-
Administrative and other operating expenses	64,193		68,144		126,393		87,979		367,488
(Loss)/Income from operations	(64,193)		(68,144)		(126,393)		(87,979)		(367,488)
Interest expenses – Note 5	-		-		-		15		15
(Loss)/Income before income taxes	(64,193)		(68,144)		(126,393)		(87,994)		(367,503)
Income taxes - Note 6	-		-		-		-		-
Net (Loss)/Income	(64,193)		(68,144)		(126,393)		(87,994)		(367,503)
Non-controlling interest	-		-		-		-		-
	______________		____________		______________		_______________		________________
Net Income (Loss) attributable to the Company	(64,193)		(68,144)		(126,393)		(87,994)		(367,503)
Earnings per share of common stock – Note 4
- Basic	(0.36) cents		(0.88) cents*		(0.70) cents		(1.77) cents*		(3.60) cents*
- Diluted	(0.36) cents		(0.88) cents*		(0.70) cents		(1.77) cents*		(3.60) cents*
Weighted average number of common stock – Note 4
- Basic	18,025,003		7,772,967*		18,025,003		4,972,044*		10,215,886*
- Diluted	18,025,003		7,772,967*		18,025,003		4,972,044*		10,215,886*

Management Discussion and Analysis

In the three months ended June 30, 2014 and 2013, we derived no revenues from our current operation.

Total attributed loss for the three months ended June 30, 2014 were $64,193; while the attributed loss for the three months ended June 30, 2013 were $68,144. Our attributed loss decreased 5.8% owing to the reduce expenses on the development of a new business venture which is totally different from the prior BSIE operations.

Item 3.02 Unregistered Sales of Equity Securities

On July 8, 2014 the Registrant completed an offering of 300,000 shares of common stock and warrants (the “Units”). These Units were sold to one shareholder for a total consideration of $150,000. These Units were sold on a private placement basis and the Company paid no commission in connection with such sales.

All sales were made outside of the United States. Securities issued by the Company in these transactions are deemed “restricted securities” within the meaning of that term as defined in Rule 144 of the Securities Act and have been issued pursuant to the “private placement” exemption under Section 4(2) of the Securities Act. These transactions did not involve any public offering of securities. The Investor who purchased securities in the private placement had access to information about the Registrant which was necessary to allow it to make an informed investment decision. The Registrant has been informed that the shareholder is able to bear the economic risk of its investment and it is aware that the securities are not registered under the Securities Act. The purchaser of the securities has been notified that the securities cannot be re-offered or re-sold unless the securities are registered or are qualified for sale pursuant to an exemption from registration.

Neither the Registrant nor any person acting on its behalf offered or sold the securities by means of any form of general solicitation or general advertising.

The purchaser represented in writing that it acquired the securities for its own accounts and not with a view to or for resale in connection with any distribution. A legend will be placed on each of the stock certificates stating that the securities are restricted, they have not been registered under the Securities Act and they cannot be sold or otherwise transferred without an effective registration or an exemption therefrom.

HONG KONG--(BUSINESS WIRE)--BaoShinn Corporation BaoShinn� or the Company OTCQB: BHNN), is pleased to announce that its wholly owned subsidiary Syndicore Asia Limited (SAL), has entered into a revised Distribution Agreement For Media (the agreement) with SendtoNews Video Incorporated (STN).

On December 15, 2013 SAL was granted the exclusive Asia Pacific (the Territory) license to use, modify, edit, reproduce, distribute, feed, communicate, display and transmit STN�s content (the �Content�). This includes all sports video content that is available for distribution in the region through STN�s feeds of its global rights portfolio. SendtoNews would also provide on-going assistance to SAL with regard to technical, administrative and service-oriented issues relating to the delivery, utilization, transmission, storage and maintenance of the Content. For more information about SendtoNews and their content, please visit their website at www.sendtonews.com.The Asia Pacific region includes 60 different Territories, with some of the major countries being Japan, South Korea, China, Taiwan and India. As of June 2013, China alone had 591 million internet users and over 1.1 billion phone subscriptions, including over 300 million 3G users, (Source: China Internet Network Information Center). China is also the number one location in the world to host major sporting events, having retained number one position in Sportcal's Global Sports Nations Index for 2013.

Subsequent to the Agreement, the parties entered into a revised Distribution Agreement on January 20, 2014 whereby STN has agreed to provide SAL transferrable rights for the use, reproduction, storage, display, and transmission of certain content subject to pre-approval in writing from STN. In addition, the revised Distribution Agreement includes changes to the revenue sharing terms, and adds a share of advertising revenue directly resulting from aggregated content by SAL within the Territory.

According to Cisco Systems, roughly 86 per cent of all Internet traffic will be video by 2016, and a healthy proportion of that will be sports video. SAL will strive to become a leading digital content provider for the Asia Pacific region, capitalizing on an explosively growing market with local, regional and national content, including domestic Asian and foreign sports content.

Further, the company wishes to announce the launch of their new website at www.syndicoreasia.com.

"We are very excited about signing this Agreement with SendtoNews, as it gives us a great opportunity to leverage off SendtoNews" tremendous relationships and distribution partnerships with access to major sporting syndication content for distribution across Asia� said Sean Webster, CEO of BaoShinn. He added �we also hope to obtain and create content from Asia to provide both domestic and international markets previously unavailable digital sporting content, and we believe SendtoNews" global video rights portfolio for online distribution has great potential to carry an immediate and large number of viewers."

SendtoNews" CEO Greg Bobolo commented "SendtoNews is pleased to start this relationship with Syndicore Asia Ltd. We look forward to the potential opportunities presented by expanding in Asia with a local presence, especially given the enormous size of the markets there and their appetite for digital sports media content.'

Item 1.01

Entry Into a Material Definitive Agreement

On December 15, 2013, Baoshinn Corporation (“Baoshinn”), through its wholly-owned subsidiary Syndicore Asia Limited, a Hong Kong company (“SAL”), entered into a Distribution Agreement (the “Distribution Agreement”) with SendtoNews Video, Inc., a British Columbia company (“STN”). Under the terms of the Distribution Agreement, SAL was granted an exclusive license to use, modify, edit, reproduce, distribute, feed, store, communicate, display, and transmit STN’s content in the Asia Pacific Territory (the “Content”). STN is the content provider for various worldwide sporting events. STN would also provide on-going assistance to SAL with regard to technical, administrative, and service-orientated issues relating to the delivery, utilization, transmission, storage and maintenance of the Content.

Subsequently, on January 20, 2014, the parties entered into a revised Distribution Agreement whereby STN has agreed to provide SAL transferrable rights for the use, reproduction, storage, display, and transmission of certain content subject to pre-approval in writing from STN. In addition, the revised Distribution Agreement includes changes to the revenue sharing terms, and adds a share of advertising revenue directly resulting from aggregated content by SAL within the territory.

BAOSHINN CORPORATION

 

CONSOLIDATED STATEMENT OF INCOME

(Stated in US Dollars)

	For 3 Months			For 6 Months
	Ended June 30			Ended June 30
	Unaudited			Unaudited
	2012	2011		2012	2011
	$	$		$	$
Retail and Corporate revenue	9,990,931	10,063,224		19,700,026	18,564,976
Commission from travel booking services	12,715	24,018		26,674	56,198
Incentive commissions	124,296	117,603		235,668	191,944
Net sales	10,127,942	10,204,845		19,962,368	18,813,118
Cost of sales	(9,803,430)	(9,832,398)		(19,335,144)	(18,091,761)
Gross profit	324,512	372,447		627,224	721,357
Other operating income - Note 5	9,363	9,230		15,454	18,532
Depreciation	(5,103)	(5,168)		(10,321)	(10,606)
Administrative and other operating expenses	(351,297)	(315,628)		(706,017)	(637,399)
Loss from operations	(22,525)	60,881		(73,660)	91,884
Other non-operating income - Note 6	2,356	2,304		3,330	3,790
Interest expenses - Note 7	(219)	0		(235)	0
Loss before income taxes	(20,388)	63,185		(70,565)	95,674
Income taxes - Note 8	0	0		0	0
Net Loss	(20,388)	63,185		(70,565)	95,674
Non-controlling interest	(11,287)	(10,270)		(10,909)	(14,298)
Net Profit/(loss) attributable to the Company	(31,675)	52,915		(81,474)	81,376
Loss per share of common stock - Note 4
- Basic	(1.48) cents	2.47 cents		(3.81) cents	3.80 cents
- Diluted	(1.48) cents	2.47 cents		(3.81) cents	3.80 ents
Weighted average number of common stock - Note 4
- Basic	2,140,000	2,140,000*		2,140,000	2,140,000*
- Diluted	2,140,000	2,140,000*		2,140,000	2,140,000*

BAOSHINN CORPORATION

CONSOLIDATED STATEMENT OF INCOME

(Stated in US Dollars)

	Three Months Ended  31 Mar, 2012		Three Months Ended 31 Mar, 2011
	$		$
Retail and Corporate revenue	9,709,094		8,501,752
Commission from travel booking services	13,960		32,218
Incentive commissions	111,372		74,303
Net sales	9,834,426		8,608,273
Cost of sales	(9,531,714)		(8,259,363)
Gross profit	302,712		348,910
Other operating income – Note 5	6,091		9,302
Depreciation	(5,218)		(5,438)
Administrative and other operating expenses	(354,720)		(321,771)
(Loss)/Income from operations	(51,135)		31,003
Other non-operating income - Note 6	973		1,486
Interest expenses – Note 7	(15)		-
(Loss)/Income before income taxes	(50,177)		32,489
Income taxes - Note 8	-		-
Net (Loss)/Income	(50,177)		32,489
Non-controlling interest	377		(4,028)
Net Income (Loss) attributable to the Company	(49,800)		28,461
Earnings per share of common stock – Note 4
- Basic	(2.33) cents		1.33 cents*
- Diluted	(2.33) cents		1.33 cents*
Weighted average number of common stock – Note 4
- Basic	2,140,000		2,140,000*
- Diluted	2,140,000		2,140,000*

See notes to consolidated financial statements

 

 

*As the number of common shares outstanding decreased as a result of a reverse stock split during year ended December 31, 2011, the computations of basic and diluted EPS shall be adjusted retroactively for all periods presented to reflect that change in capital structure.

 The accumulative loss has raised substantial doubt about our ability to continue as a going concern. These doubts were outlined in our independent auditor’s report on our consolidated financial statements for the year ended December 31, 2010, which are included in our annual report on Form 10-K/A. Although our consolidated financial statements raise substantial doubt about our ability to continue as a going concern, they did not include any adjustments relating to recoverability and classification of recorded assets, or the amounts or classifications of liabilities that might be necessary in the event we cannot continue as a going concern. Certain of our shareholders have verbally agreed to provide continuing financial support to us for future losses we may incur.

Baoshinn CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Stated in US Dollars)

 

Financing Our Capital Expenditures

During the next 12 months, the Company anticipates that it will implement its business plan for expanding into the China market. The initial investment is expected to be approximately US$1,200,000. These funds will be used for setting up a China flagship company in Shanghai. Expenses are expected to include obtaining travel licenses, office renovation, purchase of communication equipment, purchase of computers and office equipment. An additional investment of US$1,500,000 may be required as the working capital for the Shanghai office.

Our primary source of capital has been from sales and issuances of equity securities. Our primary use of capital has been for the expansion and development of our business, and the associated need for increased working capital. Our working capital requirements are expected to increase in line with the growth of our business. We have no lines of credit or other bank financing arrangements. We expect that working capital requirements will be funded through a combination of our existing funds, cash flow from operations, private loans, and issuance of equity and debt securities.

BAOSHINN CORPORATION

CONSOLIDATED STATEMENT OF OPERATIONS

(Stated in US Dollars)

	For Year Ended  31 Dec, 2010		For Year Ended 31 Dec, 2009		For 9 Months Ended  31 Dec, 2008
	$		$		$
Retail and Corporate revenue	30,161,944		23,912,150		24,704,983
Commission from travel booking services	117,873		156,544		113,117
Incentive commissions	320,610		239,045		304,787
Net sales	30,600,427		24,307,739		25,122,887
Cost of sales	(29,252,793)		(23,008,756)		(24,076,245)
Gross profit	1,347,634		1,298,983		1,046,642
Other operating income – Note 5	59,226		54,984		57,725
Depreciation	(21,601)		(27,821)		(28,866)
Administrative and other operating expenses	(1,285,542)		(1,298,752)		(1,224,028)
Income/(Loss) from operations	99,717		27,394		(148,527)
Other non-operating income - Note 6	4,917		1,149		10,266
Interest expenses – Note 7	(736)		(1,230)		(8,083)
Income/(Loss) before income taxes	103,898		27,313		(146,344)
Income taxes - Note 8	(24,433)		(6,176)		-
Net Income/(Loss)	79,465		21,137		(146,344)
Non-controlling interest	(53,711)		(15,978)		2,171
Net Income/(Loss)	25,754		5,159		(144,173)
Earning/(Loss) per share of common stock – Note 4
- Basic	0.12 cents		0.02 cents		(0.67) cents
- Diluted	0.12 cents		0.02 cents		(0.67) cents
Weighted average number of common stock – Note 4
- Basic	21,400,000		21,400,000		21,400,000
- Diluted	21,688,504		21,623,860		21,400,000

GeoTeam Note: Fourth Quarter 2010 vs. 2009 EPS was $(0.09) vs. nil.

For the year ended December 31, 2010, the Company has experienced an increase in sales revenues, and the Company was recognized by Eva Airline as its top selling agent in Hong Kong. Eva Airlines operates both short haul routes within South East Asia and long haul routes including North America and Europe. The company has also been appointed as a first tier agent for two additional airlines, i.e., HongKong Airlines & HongKong Express. Hong Kong Airlines mainly operates flights originating from Hong Kong to destinations in Asian cities, including Bangkok, Kuala Lumpur, Manila, and major cities in Japan. HongKong express mainly operates flights originating from Hong Kong to mainland China, second tier cities, including Changsha, Fuzhou, Hangzhou, Hefei, Guiyang etc.

Risk Factors section was omitted from the 2010 10K.