10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period ended: September 30, 2015

Commission File Number: 000-32629

Ceetop Inc.

(Exact name of registrant as specified in charter)

Oregon	98-0408707
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

A2803, Lianhe Guangchang, 5022 Binhe Dadao, Futian District, Shenzhen, China	518026
(Address of principal executive offices)	(Zip Code)

(86-755) 3336-6628

Registrant’s telephone number, including area code

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated Filer	☐
Non-accelerated filer	☐	Smaller Reporting Company	☒
(Do not check if smaller reporting company)

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

Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: As of November 20, 2015 the Company had outstanding 47,596,631 shares of its common stock, par value $0.001.

Special Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q, including "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Item 2 of Part I of this report include forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by forward-looking statements.

In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "proposed," "intended," or "continue" or the negative of these terms or other comparable terminology. You should read statements that contain these words carefully, because they discuss our expectations about our future operating results or our future financial condition or state other "forward-looking" information. There may be events in the future that we are not able to accurately predict or control. Before you invest in our securities, you should be aware that the occurrence of any of the events described in this Quarterly Report could substantially harm our business, results of operations and financial condition, and that upon the occurrence of any of these events, the trading price of our securities could decline and you could lose all or part of your investment. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, growth rates, levels of activity, performance or achievements. We are under no duty to update any of the forward-looking statements after the date of this Quarterly Report to conform these statements to actual results.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Balance Sheets (unaudited and audited)	F-1
	Consolidated Statements of Operations and Comprehensive Loss (unaudited)	F-2
	Consolidated Statements of Cash Flows (unaudited)	F-3
	Consolidated Statements of Stockholders’ Equity (unaudited)	F-4
	Notes to Consolidated Financial Statements (unaudited)	F-5 - F-11
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	8
Item 4.	Controls and Procedures	8
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	9
Item 1A.	Risk Factors	9
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	9
Item 3.	Defaults Upon Senior Securities	9
Item 4.	Mine Safety Disclosures	9
Item 5.	Other Information	9
Item 6.	Exhibits	10
Signatures		11

2

PART I - FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements (Unaudited)

CEETOP INC.

CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2015

CEETOP INC.

CONSOLIDATED BALANCE SHEETS

	September 30, 2015			December 31, 2014
	(Un-audited)			(Audited)
ASSETS
Current Assets
Cash and cash equivalents	$	5,393		$	25,157
Other receivables (note 4)		428,820			203,918
Due from related party (note 13)		435,152			172,634
Advance to suppliers and deposits (note 7)		518,760			163,768
Total Current Assets		1,388,125			565,476
Prepayment for software development (note 8)		943,200			975,000
Property, plant and equipment, net (note 5)		127,122			153,977
Equity investment in an investee company (note 6)		1,162,997			1,265,083
Total Assets	$	3,621,443		$	2,959,536
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accrued expenses and other payables (note 9)	$	372,353		$	357,219
Due to related party (note 13)		1,092,949			300,625
Total Current Liabilities		1,465,302			657,844
Stockholders' Equity
Preferred stock, $0.001 par values, 3,558,046 shares authorized, no share issued and Outstanding at September 30, 2015 and December 31, 2014		-			-
Common stock, $0.001 par value, 100,000,000 shares authorized, 46,956,631 shares issued and outstanding		46,956			46,956
Additional paid-in capital		12,479,387			12,473,637
Subscription receivable					(368,000	)
Accumulated other comprehensive income		86,607			170,693
Accumulated (deficit)		(10,456,809	)		(10,021,594	)
Total Stockholders' Equity		2,156,141			2,301,692
Total Liabilities and Stockholders' Equity	$	3,621,443		$	2,959,536

The accompanying notes are an integral part of these consolidated financial statements.

F-1

CEETOP INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Un-audited)

	Three months ended September 30,						Nine months ended September 30,
	2015			2014			2015			2014
Sales		-			-			-			-
Cost of Sales		-			-			-			-
Gross Profit		-			-			-			-
Selling, general and administrative expense	$	144,864		$	248,809		$	376,384		$	1,056,717
Loss on disposal of property and equipment		-			-			-			3,837
(Loss) from operations		(144,864	)		(248,809	)		(376,384	)		(1,060,554	)
Other income (loss)		3,735						3,773
Equity (loss) - share of investee company (note 6)		(6,097	)		(39,668	)		(62,683	)		(120,170	)
Interest income		39			5			79			77
Net (loss)	$	(147,187	)	$	(288,472	)	$	(435,215	)	$	(1,180,647	)
Other comprehensive (loss) income - Foreign currency translation adjustment		(102,668	)		888			(84,086	)		(18,080	)
Comprehensive (loss)	$	(249,855	)	$	(287,584	)	$	(519,301	)	$	(1,198,727	)
Net (loss) per share - basic and diluted	$	(0.00	)	$	(0.01	)	$	(0.01	)	$	(0.03	)
Weighted average shares outstanding - basic and diluted		46,956,631			40,956,631			46,956,631			36,575,679

The accompanying notes are an integral part of these consolidated financial statements.

F-2

CEETOP INC

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Un-audited)

	Nine months ended September 30,
	2015			2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)	$	(435,215	)	$	(1,180,647	)
Adjustments to reconcile net (loss) to net cash used in operating activities
Depreciation of property, plant and equipment		22,500			38,448
Share based expenses		-			587,740
Loss on disposal of property and equipment		-			3,837
Share of loss in equity investment in Softview		62,683			120,170
Changes in operating assets and liabilities:
Other receivables, deposits and advance to suppliers		(609,960	)		34,751
Accrued expenses and other payables		23,829			20,710
Net cash (used in) operating activities		(936,164	)		(374,991	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment		-			(1,444	)
Disposal of property and equipment		-			8,442
Net cash generated by investing activities		-			6,998
CASH FLOWS FROM FINANCING ACTIVITIES
Advance from a director		-			613
Advance from an investee company		550,285			259,964
Funds received from investors		373,750			-
Net cash generated by financing activities		924,035			260,577
Effect of exchange rate changes on cash and cash equivalents		(7,635	)		(5,353	)
Net change in cash and cash equivalents		(19,764	)		(112,769	)
Cash and cash equivalents, beginning balance		25,157			118,299
Cash and cash equivalents, ending balance	$	5,393		$	5,530

SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES

In February 2014, the Company completed a Stock Purchase Agreement and sold an aggregate of 23,000,000 shares of the Company’s common stock for an aggregate purchase price of $3,680,000 ($0.16) per share to 10 different investors. The consideration of $3,680,000 was entrusted by the investors to the Company during the year ended December 31, 2013 and was previously recorded as Share Subscription on the consolidated balance sheets as at December 31, 2013.

The accompanying notes are an integral part of these consolidated financial statements.

F-3

CEETOP INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

	Prefer Stock		Common Stock										Additional		Deferred			Accumulated Other Comprehensive						Total Stock-holders'
	Stock		Stock				Shares			Subscription			paid-in		stock based			Income			Accumulated			Equity
Description	Outstanding	Amount	Outstanding		Amount		subscription			Receivable			capital		compensation			(Loss)			Deficit			(Deficit)
Balance, December 31, 2013 (audited)	-	-	17,956,631	$	17,956	$	3,680,000		$			$	7,277,187	$	(117,285	)	$	188,666		$	(8,605,635	)	$	2,440,889
Foreign currency translation adjustments	-	-	-		-		-			-			-					(17,973	)		-			(17,973	)
Amortization of deferred stock based compensation	-	-	-		-		-			-			-		117,285			-			-			117,285
Issuance of common stock to employees	-	-	-		-		-			-			575,000		-			-			-			575,000
Issuance of common stock for legal services	-	-	-		-		-			-			-		-			-			-			-
Shares subscription	-	-	29,000,000		29,000		(3,680,000	)		(368,000	)		4,621,450		-			-			-			602,450
Loss for the year	-	-	-		-		-			-			-		-			-			(840,959	)		(840,959	)
Balance, December 31, 2014 (audited)	-	-	46,956,631		46,956		-			(368,000	)		12,473,637		-			170,693			(10,021,594	)		2,301,692
Foreign currency translation adjustments	-	-	-		-		-			-			-		-			(84,086	)		-			(84,086	)
Amortization of deferred stock based compensation	-	-	-		-		-			-			-		-			-			-			-
Issuance of common stock due to shares subscription	-	-	-		-		-			368,000			5,750		-			-			-			373,750
Loss for the three months	-	-	-		-		-			-			-		-			-			(435,215	)		(435,215	)
Balance, September 30, 2015 (un-audited)	-	-	46,956,631	$	46,956		-		$	-		$	12,479,387	$	-		$	86,607		$	(10,456,809	)	$	2,156,141

The accompanying notes are an integral part of these consolidated financial statements.

F-4

CEETOP INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2015

(Un-audited)

Note 1 – ORGANIZATION

Ceetop Inc. (the “Company” or “Ceetop”) was incorporated in Oregon on February 18, 2003 under the name of GL Gold Inc. On June 6, 2003 the Company filed an amendment with the State of Oregon changing its name to Oregon Gold, Inc. On January 7, 2011 Oregon Gold Inc. changed its name to China Ceetop.com, Inc. On September 12, 2013, the Company again changed its name to Ceetop Inc.

Surry Holdings Limited (“Surry”) was incorporated in the British Virgin Islands on September 18, 2009. Surry holds 100% of Westow Technology Limited (“Westow”), a company incorporated in the British Virgin Islands, which in turn holds 100% of Shenzhen Ceetop Network Technology Co., Limited ("SZ Ceetop"), a company incorporated in Shenzhen, Peoples’ Republic of China ("PRC") and ultimately holds 100% of Hangzhou Ceetop Network Technology Co., Limited ("HZ Ceetop"), a company incorporated in Hangzhou, PRC.

Pursuant to a series of transactions completed in September, 2009, Surry became the holding company of Westow, SZ Ceetop and HZ Ceetop ("Group Reorganization").

Since Surry, Westow, SZ Ceetop and HZ Ceetop were under common control of a controlling party both before and after the completion of the Group Reorganization, the Group Reorganization has been accounted for using merger accounting. The consolidated financial statements have been prepared on the basis as if Surry had always been the holding company of Westow, SZ Ceetop and HZ Ceetop.

On January 27, 2011, the Company became the holding company of Surry through a reverse acquisition. The Company acquired all of the issued and outstanding capital stock of Surry pursuant to the share exchange agreement dated December 30, 2010 by and among Surry, the Company and the shareholders of the Company (the “Share Exchange Agreement”). At the same time, the Company affected a reverse stock split that reduced the number of shares outstanding from 19,900,100 to 866,636 on a 23 to 1 basis. Pursuant to the Share Exchange Agreement, the Company acquired 100% of the capital stock and ownership interests of Surry in exchange for 28,496,427 newly-issued shares of the Company’s common stock and 3,558,046 newly issued shares of the Company’s series A preferred stock.

The Company operates in a single reportable segment, and the Company is engaged in the provision of an online platform for distribution of 3C products (computers/communications/consumer electronics) in the PRC by way of a website named www.ceetop.com mainly through its wholly owned legal subsidiaries HZ Ceetop and SZ Ceetop.

The Company has transformed from online retail sales into an integrated supply chain service provider, and focuses on business to business supply chain management and related value added services for customers.

On March 5, 2013, the name of the subsidiary company, Shenzhen Ceetop Network Technology Co., Limited (“SZ Ceetop”) was changed to Guizhou Ceetop Network Technology Co., Limited (“GZ Ceetop”).

On May 29, 2013, GZ Ceetop established two 100% owned subsidiaries, Hangzhou Tuoyin Management Consulting Co., Limited and Hangzhou Lianzhan Supply Chain Management Co., Limited to enhance the management of Business to Business supply chain service. On October 13, 2015 the Company decided to cease operations of its subsidiary Hangzhou Tuoyin Management Consulting Co., Ltd. (“Hangzhou Tuoyin”) and to terminate the corporate existence of Hangzhou Tuoyin.

On August 22, 2013, GZ Ceetop acquired a 42.5% interest in Hangzhou Softview Information Technology Company Limited to enhance information technology in the supply chain management system.

On January 14, 2014, the name of GZ Ceetop was changed to Guizhou Ceetop Group Holding Co., Limited.

On April 3, 2014, the name of Surry was changed to Ceetop Holdings Limited.

F-5

On July 24, 2014, the Company established a wholly owned company Ceetop (Hong Kong) Limited in Hong Kong under Ceetop Holdings Limited for its business expansion.

These Consolidated Financial Statements present the Company and its subsidiaries on a historical basis.

Note 2 - GOING CONCERN

The accompanying Consolidated Financial Statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying Consolidated Financial Statements, the Company incurred net losses of $147,187 and $288,472 for the three months ended September 30, 2015 and 2014 respectively; $435,215 and $1,180,647 for the nine months ended September 30, 2015, respectively, and has accumulated deficit of $10,456,809 and $10,021,594 at September 30, 2015 and December 31, 2014, respectively. These factors create an uncertainty about the Company’s ability to continue as a going concern. In this regard, management is proposing to raise any necessary additional funds not provided by operations through loans or through additional sales of common stock. There is no guarantee the Company will be able to successfully raise funds or if it does that funds will be available at terms favorable to the Company.

Note 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company adopted the new accounting guidance (“Codification”) on July 1, 2009. All references for periods subsequent to July 1, 2009 are based on the codification. The Company's functional currency is the Chinese Renminbi; however the accompanying consolidated financial statements have been translated and presented in the United States Dollars (“USD”).

Basis of Accounting and Principles of Consolidation

The consolidated financial statements include the financial statements of Ceetop Inc. and its subsidiaries. All significant inter-company accounts and transactions have been eliminated on consolidation. Investments in business entities, in which the Company does not have control but has the ability to exercise significant influence over operating and financial policies are accounted for using the equity method.

Unaudited Interim Financial Information

These unaudited interim consolidated financial statements have been prepared in accordance with GAAP for interim financial reporting and the rules and regulations of the Securities and Exchange Commission that permit reduced disclosure for interim periods. Therefore, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been made. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2015.

The consolidated balance sheet and certain comparative information as of December 31, 2014 are derived from the audited consolidated financial statements and related notes for the year ended December 31, 2014 (“2014 Annual Financial Statements”), included in the Company’s 2014 Annual Report on Form 10-K. These unaudited interim consolidated financial statements should be read in conjunction with the 2014 Annual Financial Statements.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

F-6

Recent accounting pronouncements

In September 2014, the FASB issued ASU No. 2014-12, Compensation-Stock Compensation: Topic 718. This amendment requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. This ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company does not expect the adoption of this guidance will have a significant impact on the Company’s consolidated financial statements.

In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The Company does not expect that the adoption of this standard will have a material effect on the Company’s consolidated financial statements.

In February 2015, the FASB (Board) issued ASU No. 2015-02, “Consolidation (ASC 810)”. The Board  is issuing the amendments in this Update to respond to stakeholders’ concerns about the current accounting for consolidation of certain legal entities. Stakeholders expressed concerns that current generally accepted accounting principles (GAAP) might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations. Financial statement users asserted that in certain of those situations in which consolidation is ultimately required, deconsolidated financial statements are necessary to better analyze the reporting entity’s economic and operational results. Previously, the FASB issued an indefinite deferral for certain entities to partially address those concerns. However, the amendments in this Update rescind that deferral and address those concerns by making changes to the consolidation guidance. The Board considered stakeholder concerns in conjunction with the objective of general purpose financial reporting, which is to provide financial information about the reporting entity that is useful to existing and potential investors, lenders, and other creditors in making decisions about providing resources to the reporting entity. As a result, the Board is issuing the amendments in this Update, which change the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities.

As of September 30, 2015, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements.

Note 4 - OTHER RECEIVABLES

Other receivables contains the following:

	As of September 30, 2015		As of December 31, 2014
Receivable from third party individuals	$	343,268	$	192,342
Other receivables		85,552		11,576
Total	$	428,820	$	203,918

The loan to third party individuals does not have terms and conditions in writing and bear no interest. The loan is due on demand.

Other receivables represent such items as rent deposit, prepayment for social benefits, etc.

Note 5 - PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When property, plant and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of property, plant and equipment is provided using the straight-line method for substantially all assets with estimated lives of:

Office equipment	3 - 5 years
Leasehold improvement	3 years
Motor vehicles	10 years

F-7

As of September 30, 2015 and December 31, 2014, property, plant & equipment consist of the following:

	9/30/2015			12/31/2014
Office equipment		397,622			411,026
Motor vehicles		52,190			53,950
Accumulated depreciation		(322,690	)		(311,000	)
	$	127,122		$	153,977

Depreciation expense for the three months ended September 30, 2015 and 2014 was $6,635 and $12,585, respectively; and for the nine months ended September 30, 2015 and 2014 was $22,500 and $38,448, respectively.

Note 6 – EQUITY INVESTMENT IN AN INVESTEE COMPANY

In accordance with ASC 323, accounting for equity method investments, investee companies that are not consolidated, but over which the Company exercises significant influence, are accounted for under the equity method of accounting. Whether or not the Company exercises significant influence with respect to an investee depends on an evaluation of several factors including, among others, representation on the investee company’s board of directors and ownership level, which is generally a 20% to 50% interest in the voting securities of the investee company. Under the equity method of accounting, an investee company’s accounts are not reflected within the Company’s Consolidated Balance Sheets and Consolidated Statements of Income and Comprehensive Income. However, the Company’s share of the earnings or losses of the investee company is reflected in the caption “Equity (loss)/gain-share of investee company” in the Consolidated Statements of Income and Comprehensive Income. The Company’s carrying value in an investee company under equity method is reflected in the caption ‘‘Equity interest in an Investee company’’ in the Company’s Consolidated Balance Sheets.

When the Company’s carrying value in an equity method investee company is reduced to zero, no further losses are recorded in the Company’s consolidated financial statements unless the Company has guaranteed the obligations of the investee company or has committed additional funding to finance the investee company. When the investee company subsequently reports income, the Company will not record its share of such income until it equals the amount of its share of losses not previously recognized.

With respect to the difference between investor cost and underlying equity in net assets of investee at date of investment (basis difference), ASC 323 requires this difference to be assigned to depreciable or amortizable assets or liabilities and the basis difference should be amortized or depreciated in connection with the income/loss recognized by the investor of their proportionate share of the investee’s net income or loss. This effectively adjusts the investee basis to the investor’s basis, generally over a period of time.

In August 2013, the Company entered into a Capital Investment and Share Expansion Agreement (the “Agreement”) with Hangzhou Softview Information Technology Company Limited (“Softview”). Softview, located in Hangzhou, Zhejiang Province, China, is an enterprise focusing on e-commerce, supply chain information systems development, maintenance and support. Pursuant to the Agreement, in exchange for a 42.5% of the total equity in Softview, the Company paid $1,382,761 (RMB 8,500,000) to Softview, while the existing shareholders of Softview contributed approximately $0.1 million in cash and intellectual property with a fair value of approximately $1.6 million.

As at September 30, 2015 and December 31, 2014, the Company’s share of underlying net assets of Softview is as follow:

	9/30/2015			12/31/2014
Current assets	$	1,325,308		$	1,520,728
Current liabilities		(78,099	)		(83,596	)
Property, plant and equipment		61,353			22,868
Intangible assets		1,427,900			1,516,667
Underlying net assets of Softview	$	2,736,462		$	2,976,667
The Company's investment		1,162,997		$	1,265,083
The Company's share of underlying net assets of Softview		1,162,997			1,265,083
Difference	$	-		$	-

F-8

The results of operations of Softview is summarized below:

Condensed income statement information:

	Three months Ended 9/30/2015			Three months Ended 9/30/2014			Nine months Ended 9/30/2015			Nine months Ended 9/30/2014
Net sales	$	75,144		$	18,876		$	169,144		$	129,466
Gross profit	$	75,091		$	(19,833	)	$	169,401		$	(3,765	)
Net (loss)	$	(14,345	)	$	(93,336	)	$	(147,489	)	$	(282,752	)
The Company’s (42.5%) share of loss	$	(6,097	)	$	(39,668	)	$	(62,683	)	$	(120,170	)

For the purpose of incorporating Softview’s condensed financial information into these Consolidated Financial Statements, management determined that there are no significant difference between the Company’s and Softview’s accounting policy.

Note 7 – ADVANCE TO SUPPLIERS AND DEPOSITS

Advance to supplier of $518,760 represents payment to a supplier for the purchase of merchandise.

Note 8 – PREPAYMENT FOR SOFTWARE DEVELOPMENT

In December 2013, the Company entered into a software development agreement with a software developer in the PRC to develop custom software for the Company’s exclusive use by December 31, 2014, for total consideration of $981,643 (RMB 6,000,000). Pursuant to the terms of the software development agreement, the Company made a prepayment of $981,643 upon signing the software development agreement. The total amount of the prepayment is fully refundable if the software developer fails to develop and deliver the custom software to the Company that meets the Company’s specification by December 31, 2014, which was subsequently extended . As of September 30, 2015, the software is in the process of registration.

As of September 30, 2015 and December 31, 2014, the balance of prepayment for software development was $943,200 and $975,000, respectively.

Note 9 - ACCRUED EXPENSES AND OTHER PAYABLES

Accrued expenses and other payables contain the following:

	As of September 30, 2015		As of December 31, 2014
Payables to third party individuals	$	279,991	$	274,729
Accrued salaries		92,362		76,179
Other payables		-		6,311
Total	$	372,353	$	357,219

The loans from third party individuals do not have terms and conditions in writing and bear no interest. The loans are due on demand.

F-9

Note 10 - INCOME TAXES

The Company operates in more than one jurisdiction, with the main operations conducted in PRC, and no activities in United States, with complex regulatory environments subject to different interpretations by the taxpayer and the respective governmental taxing authorities. The Company evaluates its tax positions and establishes liabilities, if required.

Pursuant to the PRC Income Tax Laws, the Enterprise Income Tax (“EIT”) through December 31, 2007 is at a statutory rate of 33%, which is comprised of 30% national income tax and 3% local income tax. From January 1, 2008 onwards, the EIT is at a statutory rate of 25%.

The Company has not recognized deferred tax asset in respect of tax loss in these Consolidated Financial Statements as it is not more-likely-than-not that the future taxable profit against which loss can be utilized will be available to the entities operating in PRC.

The deferred tax asset not recognized is as follows:

	09/30/2015			12/31/2014
Unused tax loss brought forward	$	6,025,093		$	5,949,892
Loss for the year		435,215			1,415,959
Unused tax loss expired during the year		-			(648,473	)
Expenses not deductible for tax (share-based payment)		-			(692,285	)
Total net operating loss carry forwards	$	6,460,308		$	6,025,093
Effective tax rate		25	%		25	%
Unrecognized deferred tax asset carried forward	$	1,615,077		$	1,506,273
Less : valuation allowances		(1,615,077	)		(1,506,273	)
Deferred income tax benefit, net of valuation allowance	$	-		$	-

The following table reconciles the statutory rates to the Company’s effective tax rate for the nine months ended September 30, 2015 and 2014:

	2015			2014
US statutory rates (benefit)		(34.0	)%		(34.0	)%
Tax rate difference		9.0	%		9.0	%
Non deductable stock compensation		0	%		5	%
Valuation allowance on NOL		25	%		20	%
Tax per financial statements		-	%		-	%

Uncertain Tax Positions

Interest associated with unrecognized tax benefits are classified as income tax and penalties in selling, general and administrative expenses in the statements of operations. For the three months ended September 30, 2015 and 2014, the Company had no related interest and penalties expenses. Currently, the Company is not subject to examination by major tax jurisdictions, but the tax authority in PRC has the right to examine the Company’s tax position in all past years.

Note 11 – SHARE CAPITAL

The Company is authorized to issue up to 100,000,000 shares of common stock of par value of $0.001 per share and 3,558,046 shares of Series A preferred stock of par value of $0.001 per share. As of September 30, 2015 and December 31, 2014, the Company has/had a total of 46,956,631 shares of common stock and no shares of Series A Preferred Stock outstanding.

For the year ended December 31, 2014, the following shares were issued:	Shares issued		Value
i. sale of shares of common stock to 10 different investors pursuant to a Stock Purchase Agreement, valued at $0.16 per share		23,000,000	$	3,680,000
ii. sale of shares of common stock to 4 different investors pursuant to a stock Purchase Agreement, valued at $0.16 per share		6,000,000	$	960,000
Total common stock issued during year ended December 31, 2014 and the nine months ended September 30, 2015		29,000,000	$	4,640,000

These shares were fully vested and not subjected to forfeiture when issued.

For the nine months ended September 30, 2015, no shares were issued.

F-10

Note 12 - STATUTORY RESERVE

In accordance with the laws and regulations of the PRC, a wholly-owned Foreign Invested Enterprise’s income, after the payment of the PRC income taxes, shall be allocated to the statutory reserves. The allocation is 10 percent of the net income and the cumulative allocations are not to exceed 50 percent of the registered capital. However, the laws do not prohibit enterprises to allocate net income to this reserve after the limit of 50 percent of registered capital has been reached. These reserves are not transferable to the Company in the form of cash dividends, loans or advances. These reserves are therefore not available for distribution except in liquidation. As of September 30, 2015 and December 31, 2014, the Company has not allocated to these non-distributable reserve funds due to losses sustained in the nine months ended September 30, 2015 and the year ended December 31, 2014.

Note 13 – RELATED PARTY TRANSACTIONS

Listed below is a summary of material relationships or transactions with the Company’s related parties:

During the year ended December 31, 2014 and the nine months ended September 30, 2015, the Company provided an advance to the Company’s CEO for certain anticipated expenses in relation to future potential business which is to be repaid by the CEO in the event such business does not occur. As of September 30, 2015 and December 31, 2014, the balances due from the CEO were $435,152 and $172,634, respectively. The advances do not bear any interest, and it is due on demand.

The Company also borrowed funds from its affiliated company Hangzhou Softview Information Technology Company Limited (Softview). As of September 30, 2015 and December 31, 2014, the balances due to Softview were $1,092,949 and $300,625, respectively. The loan does not bear any terms and conditions and is due on demand. To date the Company has not received a demand for repayment.

Note 14 - CURRENT VULNERABILITY DUE TO CERTAIN RISK FACTORS

The Company’s operations are carried out entirely in the PRC. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in the PRC, by the general state of the PRC's economy. The Company’s business may be influenced by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things.

Note 15 – RESTATEMENTS

The Company will restate its financial statements for the year and each of the quarters in the year ended December 31, 2014 to correct the accounting for shares to be issued in connection with the employment agreement with the CEO and CFO entered on December 4, 2013. The change is to record additional compensation of $575,000 for the issuance of 460,000 shares valued at $ 1.25 per share. There is no change in the financial position, revenue, net income or loss per share for the nine and three months ended September 30, 2015.  The 460,000 shares were included in the computation of loss per share even though these were not physically issued until October 2015.

The Comparative numbers as of December 31, 2014 and for the nine and three months ended September 30, 2014 have been restated in this 10-Q and the effect of the restatement is as follows:

	As previously stated			Adjustment			As restated
As of December 31, 2014
Additional paid-in capital		11,898,637			575,000			12,473,637
Accumulated deficit		(9,446,594	)		(575,000	)		(10,021,594	)
Three-month ended September 30, 2014
Share based expenses		64,744			143,750			208,494
Net loss		(131,654	)		(143,750	)		(275,404	)
Loss per share		(0.00	)		-			(0.01	)
Nine-month ended September 30, 2014
Share based expenses		117,285			431,250			548,535
Net loss		(710,192	)		(431,250	)		(1,141,442	)
Loss per share		(0.02	)		-			(0.03	)

Note 16 – SUBSEQUENT EVENTS

On October 13, 2015 the Company decided to cease operations of its subsidiary Hangzhou Tuoyin Management Consulting Co., Ltd. (“Hangzhou Tuoyin”) and to terminate the corporate existence of Hangzhou Tuoyin.

On October 27, 2015 the Company amended its agreement dated December 4, 2013 with Jia, Shengming, CFO of the Company. Based on the amendment, the Company is required to issue 360,000 shares to the CFO from 2014 to 2015. The Company issued 360,000 shares of common stock to Mr. Jia on October 27, 2015. On the same date, the Company issued 280,000 shares of common stock to Liu, Weiliang, CEO for his services for the Company.

F-11

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

Description of Business

Overview

Ceetop, Inc. (the “Company”) is a corporation organized under the laws of the State of Oregon. The Company’s main business is warehousing management services and focusing on B to B supply chain information technology, providing third party supply chain management service for customers, providing data services, and supply chain financial services, and other value-added services for customers. The Company provides customers with B to B integrated supply chain services.

By establishing a warehousing base, using iSCM (namely, e-commerce supply chain management system) platform to build a "standardized" identity for the "non-standardized" products, and completing standard data transmission between the upstream and downstream enterprise resource planning of enterprises through the iSCM platform, the Company makes the information of purchases, sales and logistics of its customers more accurate and transparent. With the support of this platform, our customers’ business information is displayed accurately in front of their partners, such as banks. By providing customers with this platform and providing customers with third party logistics supervision, the Company assists banks and other financial institutions in providing customers with supply chain based financial services.

Through the stimulation of labor specialization, the original competition between products or companies has turned into the competition between supply chains. Each supply chain is represented by collaboration among multiple enterprises, and provides a set of final products for consumers. The Company focuses on B to B data collection and transmission among multiple enterprises, and data analysis services. Our advanced technology, experiences in supply chain management and efficient data processing ability provides value-added data services for other online platforms, offline stores and logistic servers, banks and others.

The Company is headquartered in Guiyang, China. We also maintain an operating office and warehousing base located in Hangzhou, China.

Organization History

Ceetop Inc. (formerly China Ceetop)

Ceetop Inc. (formerly China Ceetop. com, Inc.) was incorporated in Oregon on February 18, 2003 under the name of GL Gold Inc. On June 6, 2003 the Company filed an amendment with the State of Oregon changing its name to Oregon Gold, Inc. On January 7, 2011 Oregon Gold Inc. changed its name to China Ceetop.com, Inc. On January 27, 2011, the Company became the holding company of Surry Holding Limited (“Surry”) through a reverse acquisition. On September 12, 2013 the Company changed its name to Ceetop Inc.

Ceetop Holdings Limited (Formerly Surry)

Surry was incorporated in the British Virgin Islands on September 18, 2009. Surry holds 100% of Westow Technology Limited (“Westow”), a company incorporated in the British Virgin Islands, which in turn holds 100% of Shenzhen Ceetop Network Technology Co., Limited ("SZ Ceetop"), a company incorporated in Shenzhen, Peoples’ Republic of China ("PRC") and ultimately holds 100% of Hangzhou Ceetop Network Technology Co., Limited ("HZ Ceetop"), a company incorporated in Hangzhou, PRC. On April 3, 2014, Surry changed its name to Ceetop Holdings Limited.

Westow Technology Limited

Westow was incorporated on September 7, 2009, and owns 100% of the outstanding securities of Shenzhen Ceetop Network Technology Co., Limited, a company incorporated in Shenzhen, PRC.

3

Westow entered into a share-holding entrustment agreements with three individuals: Fan Zhengqiang, Jin Wanxia, and Liu Weiliang (CEO of the Company) to hold 20%, 40%, and 40%, respectively, of the equity interest of SZ Ceetop on behalf of Westow. The entrustment agreements confirm that Westow is the actual owner of SZ Ceetop. Westow enjoys the actual shareholder’s rights and has the right to obtain any benefits received by the nominal holders. Fan Zhengqiang and Jin Wanxia have no other relationship with the Company. No consideration was given to these individuals who held the equity of SZ Ceetop on behalf of Westow.

Guizhou Ceetop Network Technology Co., Ltd., Hangzhou Ceetop Network Technology Co., Ltd, Hangzhou Lianzhan Supply Chain Management Co., Ltd., and Hangzhou Tuoyin Management Consulting Co., Ltd.

Guizhou Ceetop Network Technology Co., Ltd. (formerly Shenzhen Ceetop Network Technology Co., Ltd.) was incorporated in Shenzhen in August, 2009, and changed its name and moved to Guiyang, PRC during the second quarter of 2013. Hangzhou Ceetop Network Technology Co., Ltd. was incorporated in October 31, 2006. Both Hangzhou Lianzhan Supply Chain Management Co., Ltd. (mainly provides the integrated supply chain services, focuses on B to B supply chain management and related value-added service among enterprises) and Hangzhou Tuoyin Management Consulting Co., Ltd. (mainly accumulates knowledge, technology expertise and patents, and provides consulting services for other enterprises) were incorporated in Hangzhou in June 2013. Guizhou Ceetop Network Technology Co., Ltd owns 100% outstanding securities of Hangzhou Ceetop Network Technology Co., Ltd., Hangzhou Lianzhan Supply Chain Management Co., Ltd. and Hangzhou Tuoyin Management Consulting Co., Ltd.

On July 24, 2014, the Company established a wholly owned company Ceetop (Hong Kong) Limited in Hong Kong under Ceetop Holdings Limited for its business expansion. Ceetop (Hong Kong) Limited is 100% owned by Ceetop Holdings Limited.

The address for each entity is set forth below:

Name	Address
Ceetop Inc.	A2803, Lianhe Guangchang, 5022 Binhe Dadao, Futian District, Shenzhen, China
Ceetop Holdings Limited	P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands
Westow Technology Limited	P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands
Guizhou Ceetop Network Technology Co. Ltd (headquarters)	East Yunhuan Road, Baiyun District, Guiyang, China
Hangzhou Ceetop Network Technology Co. Ltd	501 A YuanhuaWangzuo Center, 65 Xintang Road, Hangzhou, China, 310020
Hangzhou Lianzhan Supply Chain Management Co., Ltd.	Suite A1028, 9th Xiyuan Road, Boke Dasha, Hangzhou, China
Hangzhou Tuoyin Management Consulting Co., Ltd.	Suite A1027, 9th Xiyuan Road, Boke Dasha, Hangzhou, China
Ceetop (Hong Kong) Limited	Unit B 8/F Wing Yee Comm Building, 5 Wing Cut St, Sheung Wan, Hong Kong
Hangzhou Softview Information Technology Company Limited	Suite A1026, 9th Xiyuan Road, Boke Dasha, Hangzhou, China

4

Financial Condition and Changes in Financial Condition

Overall Operating Results:

Net Sales. For the three and nine months ended September 30, 2015 and 2014, sales were $nil. The lack of revenues is due to the Company transitioning from online retail sales to B to B supply chain service.

Selling, General and Administrative Expenses. Our selling, general and administrative expenses decreased to $144,864 for the three months ended September 30, 2015, from $248,809 for the three months ended September 30, 2014, representing a 42% decrease; and decreased to $376,384 for the nine months ended September 30, 2015 from $1,056,717 for the nine months ended September 30, 2014, representing a 64% decrease. The decrease was mainly due to the decrease in salaries and reduction of staffing in the supply chain business.

Net Loss. The Company’s net loss was $147,187 and $288,472 for the three months ended September 30, 2015 and 2014, respectively; $435,215 and $288,472 for the nine months ended September 30, 2015 and 2014, respectively. The decrease was due to the decrease of expenses as a result of the transition of the business of the Company.

Liquidity and Capital Resources:

The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. As of September 30, 2015, we had total current assets of $1,388,125 and total current liabilities of $1,465,302. Our cash flows from operating activities for the nine months ended September 30, 2015 resulted in cash used of $936,164. Our cash flow provided by financing activities for the nine months ended September 30, 2015 was $924,035. The Company has a working capital deficiency of $77,177 and a shareholders’ deficit of $2,156,141 as of September 30, 2015. Primarily as a result of our recurring losses and our lack of liquidity, we have received a report from our independent registered public accounting firm for our financial statements for the year ended December 31, 2014 that included an explanatory paragraph describing the uncertainty as to our ability to continue as a going concern. 

We expect to be able to secure capital through advances from various sources including issuance of stock in order to pay expenses such as filing fees, accounting fees and legal fees. We believe we will be able to meet these costs through amounts, as necessary, to be loaned to or invested in us by additional shareholders.

Going Concern

The accompanying annual financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of September 30, 2015, the Company had an accumulated deficit of $10,456,809. The Company requires capital for its contemplated operational and marketing activities. The Company’s ability to raise additional capital through the future issuances of common stock or otherwise is unknown. The success of receiving additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

Critical Accounting Policies

We believe that the critical accounting policies and estimates discussed below involve the most complex management judgments due to the sensitivity of the methods and assumptions necessary in determining the related asset, liability, revenue and expense amounts. In consultation with our Board of Directors, we have identified the following critical accounting policies that require management’s most difficult subjective judgment:

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Revenue Recognition

The Company’s revenue recognition policies are in compliance with SEC Staff Accounting bulletin (“SAB”) 104 (codified in FASB ASC Topic 605). Sales revenue is recognized at the completion of delivery to customers when a formal arrangement exists, the price is fixed or determinable, no other significant obligations of the Company exist and collectability is reasonably assured at the date of completion of delivery. Payments received before all of the relevant criteria for revenue recognition are satisfied are recorded as unearned revenue.

Accounts Receivable/Bad Debt

The Company maintains reserves for potential credit losses on accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns to evaluate the adequacy of these reserves. Reserves are recorded based on the Company’s historical collation history.

5

Property and Equipment

Property, plant and equipment are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When property, plant and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of property, plant and equipment is provided using the straight-line method over the estimated useful lives of the assets.

Impairment of Long-Lived Assets

The Property, Plant and Equipment Topic of the Codification addresses financial accounting and reporting for the impairment or disposal of long-lived assets and supersedes previous accounting guidance, “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of,” and “Reporting the Results of Operations for a Disposal of a Segment of a Business.” The Company periodically evaluates the carrying value of long-lived assets to be held and used, which requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal. Based on its review, the Company believes that, as of September 30, 2015 and December 31, 2014, there were no impairments of its long-lived assets.

Income Taxes

The Company applies the provisions of FASB ASC 740-10, Accounting For Uncertainty In Income Taxes, which provides clarification related to the process associated with accounting for uncertain tax positions recognized in financial statements. ASC 740-10 prescribes a more-likely-than-not threshold for financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return. ASC 740-10 also provides guidance related to, among other things, classification, accounting for interest and penalties associated with tax positions, and disclosure requirements.

All of the Company’s income is generated in the PRC, and accordingly, its income tax provision is calculated based on the applicable tax rates and existing legislation, interpretation and practices in respect thereof.

Basic and Diluted Income / (Loss) Per Share

Earnings per share are calculated in accordance with FASB ASC Topic 260, “Earnings per Share”. Basic earnings per share is based upon the weighted average number of common shares and preferred shares outstanding. Preferred shares are included in the denominator of basic earnings per share because preferred shares participate with common shares in the earnings and dividends of the Company on a one-for-one basis. Diluted earnings per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

Fair Value of Financial Instruments

The Financial Instrument Topic of the Codification requires that the Company disclose estimated fair values of financial instruments. The carrying amounts reported in the balance sheets for current assets and current liabilities qualifying as financial instruments are a reasonable estimate of fair value.

Share Based Compensation

Share-based payment is accounted for based on the FASB Statement No. 123R, “Share-Based Payment, an Amendment of FASB Statement No. 123” (“FAS No. 123R”) and Emerging Issue Task Force 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling, Goods or Services” (“EITF 96-18”) and Emerging Issue Task Force 00-18 “Accounting Recognition for Certain Transactions involving Equity Instruments Granted to Other Than Employees” (“EITF 00-18”) (codified in FASB ASC Topic 505-50). The Company recognized in the Consolidated Statements of Income and Comprehensive Income the fair value of shares, stock options and other equity-based compensation issued to non-employees when the service provided by non-employees is completed, or the date when the shares were issued (provided that the shares issued are fully vested and not subject to forfeiture) with the prepaid services presented as contra equity. This is in accordance with the consensus reached in EITF 00-18 that in the event that a note or receivable is acquired in exchange for the fully vested, non-forfeitable equity instruments, the note or receivable should be displayed as contra-equity by the granter. The Company, as granter, interprets that the term “receivable” also embraces prepaid service fees. For employees, the Company recognized in the Consolidated Statements of Income and Comprehensive Income, the grant date fair value of the shares, stock options and other equity-based compensation over the requisite service period.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

6

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in the Company’s reports filed or submitted under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the Company’s reports filed under the Exchange Act is accumulated and communicated to management, including the Company’s Chief Executive Officer and Chief Financial Officer (the “Certifying Officers”), as appropriate to allow timely decisions regarding required disclosure.

As required by Rules 13a-15 and 15d-15 under the Exchange Act, the Certifying Officers carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of September 30, 2015. Their evaluation was carried out with the participation of the Company’s management. Based upon their evaluation, the Certifying Officers concluded that the Company’s disclosure controls and procedures were not effective.

Notwithstanding the conclusion that our internal control over financial reporting was not effective as of the end of the period covered by this report, the Chief Executive Officer and the Chief Financial Officer believe that the financial statements and other information contained in this quarterly report present fairly, in all material respects, our business, financial condition and results of operations. Nothing has come to the attention of management that causes them to believe that any material inaccuracies or errors exist in our financial statements as of September 30, 2015.

Changes in Internal Control over Financial Reporting

During the quarter ended September 30, 2015, there were no changes in our internal control over financial reporting identified in connection with management’s evaluation of the effectiveness of our internal control over the financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.

7

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

Neither the Company nor its property is a party to any pending legal proceeding.

Item 1A. Risk Factors

Smaller reporting companies are not required to provide disclosure pursuant to this Item.

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

None.

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None

8

Item 6. Exhibits

Exhibit Number	Name of Exhibit
31.1	Certification of Chief Executive Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.(1)
31.2	Certification of Chief Financial Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.(1)
32.1	Certification of Chief Executive Officer and Chief Financial Officer, pursuant to 18 United States Code Section 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002. (1)

101.INS XBRL Instance Document (2)

101.SCH XBRL Taxonomy Extension Schema (2)

100.CAL XBRL Taxonomy Extension Calculation Linkbase (2)

100.DEF XBRL Taxonomy Extension Definition Linkbase (2)

101.LAB XBRL Taxonomy Extension Label Linkbase (2)

101.PRE XBRL Taxonomy Extension Presentation Linkbase (2)

(1) Filed herewith.

(2) Furnished herewith.

9

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CEETOP INC.

(Registrant)

Signatures	Title	Date
/s/ Weiliang Liu	CEO, President, Secretary, and Director	November 20, 2015
Weiliang Liu
/s/ Shengming Jia	CFO, and Treasurer	November 20, 2015
Shengming Jia

10

EX-31.1

EXHIBIT 31.1

CHIEF EXECUTIVE OFFICER CERTIFICATION

CERTIFICATION REQUIRED BY EXCHANGE ACT RULES 13a-14(a) and 15d-14(a),

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Weiliang Liu, certify that:

1. I have reviewed the report on Form 10-Q of Ceetop Inc. for the quarter ended September 30, 2015.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and I have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer(s) and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:    November 20, 2015	By:	/s/ Weiliang Liu
		Weiliang Liu, CEO

EX-31.2

EXHIBIT 31.2

CHIEF FINANCIAL OFFICER CERTIFICATION

I, Shengming Jia, certify that:

1. I have reviewed the report on Form 10-Q of Ceetop Inc. for the quarter ended September 30, 2015.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have: 

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer(s) and I I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:    November 20, 2015	By:	/s/ Shengming Jia
		Shengming Jia, CFO

EX-32.1

EXHIBIT 32.1

CERTIFICATION REQUIRED BY EXCHANGE ACT RULES 13a-14(b) and 15d-14(b),

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the report of Ceetop Inc. on Form 10-Q for the quarter ended September 30, 2015 as filed with the Securities and Exchange Commission (the “Report”), each of the undersigned, in the capacities and on the dates indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.    the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.    the information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

CEETOP INC.
By:	/s/ Weiliang Liu
	Weiliang Liu
	CEO, President, Secretary, Director
	Date: November 20, 2015
By:	/s/ Shengming Jia
	Shengming Jia
	CFO
	Date: November 20, 2015

XML

Equity Investment In An Investee Company (Details 1) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Summary of condensed income statement information:
Net sales	$ 75,144	$ 18,876	$ 169,144	$ 129,466
Gross profit	75,091	(19,833)	169,401	(3,765)
Net (loss)	(14,345)	(93,336)	(147,489)	(282,752)
The Company's (42.5%) share of loss	$ (6,097)	$ (39,668)	$ (62,683)	$ (120,170)

XML

Share Capital (Details Textual)	9 Months Ended
	Sep. 30, 2015 Investor $ / shares shares	Dec. 31, 2014 $ / shares shares
Share Capital (Textual)
Common stock, shares authorized | shares	100,000,000	100,000,000
Common stock, par value	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized | shares	3,558,046	3,558,046
Series A preferred stock issued, par value	$ 0.001	$ 0.001
Common Stock, Shares, Outstanding | shares	46,956,631	46,956,631
Preferred stock shares outstanding | shares
Stock Purchase Agreement [Member]
Share Capital (Textual)
Number of investors | Investor	10
Stock price per share	$ 0.16
Stock Purchase Agreement One [Member]
Share Capital (Textual)
Number of investors | Investor	4
Stock price per share	$ 0.16

XML

Going Concern (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Going Concern (Textual)
Net (loss)	$ (147,187)	$ (288,472)	$ (435,215)	$ (1,180,647)	$ (840,959)
Accumulated (deficit)	$ (10,456,809)		$ (10,456,809)		$ (10,021,594)

XML

Other Receivables (Tables)

9 Months Ended

Sep. 30, 2015

Other Receivables [Abstract]

Schedule of other receivables

	As of September 30, 2015		As of December 31, 2014
Receivable from third party individuals	$	343,268	$	192,342
Other receivables		85,552		11,576
Total	$	428,820	$	203,918

XML

Related Party Transactions (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Related Party Transactions [Abstract]
Due from related party	$ 435,152	$ 172,634
Due to related party	$ 1,092,949	$ 300,625

XML

Prepayment for Software Development (Details)	1 Months Ended		9 Months Ended
	Dec. 31, 2013 USD ($)	Dec. 31, 2013 CNY (¥)	Sep. 30, 2015 USD ($)	Dec. 31, 2014 USD ($)
Prepayment For Software Development Costs (Textual)
Prepaid software development consideration	$ 981,643	¥ 6,000,000
Prepaid software development description			The total amount of the prepayment is fully refundable if the software developer fails to develop and deliver the custom software to the Company that meets the Company's specification by December 31, 2014.
Prepayment for the software development			$ 943,200	$ 975,000

XML

Property, Plant and Equipment (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 6,635	$ 12,585	$ 22,500	$ 38,448

XML

Restatements (Details Textual) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Restatements (Textual)
Issuance of additional compensation, Value		$ 575,000
Issuance of additional compensation, Shares	29,000,000	460,000
Shares issued, Price per share		$ 1.25
Computation of loss per share		460,000

XML

Share Capital (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Class of Stock [Line Items]
Total common stock issued, Value	$ 4,640,000
Total common stock issued, Shares	29,000,000	460,000
Sale of shares of common stock to 10 different investors pursuant to a Stock Purchase Agreement, valued at $0.16 per share [Member]
Class of Stock [Line Items]
Total common stock issued, Value	$ 3,680,000
Total common stock issued, Shares	23,000,000
Sale of shares of common stock to 4 different investors pursuant to a stock Purchase Agreement, valued at $0.16 per share [Member]
Class of Stock [Line Items]
Total common stock issued, Value	$ 960,000
Total common stock issued, Shares	6,000,000

XML

Going Concern

9 Months Ended

Sep. 30, 2015

Going Concern [Abstract]

GOING CONCERN

Note 2 - GOING CONCERN

The accompanying Consolidated Financial Statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying Consolidated Financial Statements, the Company incurred net losses of $147,187 and $288,472 for the three months ended September 30, 2015 and 2014 respectively; $435,215 and $1,180,647 for the nine months ended September 30, 2015, respectively, and has accumulated deficit of $10,456,809 and $10,021,594 at September 30, 2015 and December 31, 2014, respectively. These factors create an uncertainty about the Company’s ability to continue as a going concern. In this regard, management is proposing to raise any necessary additional funds not provided by operations through loans or through additional sales of common stock. There is no guarantee the Company will be able to successfully raise funds or if it does that funds will be available at terms favorable to the Company.

XML

Accrued Expenses and Other Payables (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Accrued Expenses and Other Payables[Abstract]
Payables to third party individuals	$ 279,991	$ 274,729
Accrued salaries	$ 92,362	76,179
Other payables		6,311
Total	$ 372,353	$ 357,219

XML

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2015

Income Taxes [Abstract]

Schedule of deferred tax asset not recognized

	09/30/2015			12/31/2014
Unused tax loss brought forward	$	6,025,093		$	5,949,892
Loss for the year		435,215			1,415,959
Unused tax loss expired during the year		-			(648,473	)
Expenses not deductible for tax (share-based payment)		-			(692,285	)
Total net operating loss carry forwards	$	6,460,308		$	6,025,093
Effective tax rate		25	%		25	%
Unrecognized deferred tax asset carried forward	$	1,615,077		$	1,506,273
Less : valuation allowances		(1,615,077	)		(1,506,273	)
Deferred income tax benefit, net of valuation allowance	$	-		$	-

Schedule of effective income tax rate reconciliation

	2015			2014
US statutory rates (benefit)		(34.0	)%		(34.0	)%
Tax rate difference		9.0	%		9.0	%
Non deductable stock compensation		0	%		5	%
Valuation allowance on NOL		25	%		20	%
Tax per financial statements		-	%		-	%

XML

Accrued Expenses and Other Payables (Tables)

9 Months Ended

Sep. 30, 2015

Accrued Expenses and Other Payables[Abstract]

Schedule of accrued expenses and other payables

	As of September 30, 2015		As of December 31, 2014
Payables to third party individuals	$	279,991	$	274,729
Accrued salaries		92,362		76,179
Other payables		-		6,311
Total	$	372,353	$	357,219

XML

Income Taxes (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Summary of deferred tax asset not recognized
Unused tax loss brought forward	$ 6,025,093	$ 5,949,892
Loss for the year	$ 435,215	1,415,959
Unused tax loss expired during the year		(648,473)
Expenses not deductible for tax (share-based payment)		(692,285)
Total net operating loss carry forwards	$ 6,460,308	$ 6,025,093
Effective tax rate	25.00%	25.00%
Unrecognized deferred tax asset carried forward	$ 1,615,077	$ 1,506,273
Less : valuation allowances	$ (1,615,077)	$ (1,506,273)
Deferred income tax benefit, net of valuation allowance

XML

Share Capital (Tables)

9 Months Ended

Sep. 30, 2015

Share Capital [Abstract]

Schedule of common stock shares issued

For the year ended December 31, 2014, the following shares were issued:	Shares  issued		Value
i. sale of shares of common stock to 10 different investors pursuant to a Stock Purchase Agreement, valued at $0.16 per share		23,000,000	$	3,680,000
ii. sale of shares of common stock to 4 different investors pursuant to a stock Purchase Agreement, valued at $0.16 per share		6,000,000	$	960,000
Total common stock issued during year ended December 31, 2014 and the nine months ended September 30, 2015		29,000,000	$	4,640,000

XML

Restatements (Tables)

9 Months Ended

Sep. 30, 2015

Restatements [Abstract]

Schedule of restatements

	As previously stated			Adjustment			As restated
As of December 31, 2014
Additional paid-in capital		11,898,637			575,000			12,473,637
Accumulated deficit		(9,446,594	)		(575,000	)		(10,021,594	)
Three-month ended September 30, 2014
Share based expenses		64,744			143,750			208,494
Net loss		(131,654	)		(143,750	)		(275,404	)
Loss per share		(0.00	)		-			(0.01	)
Nine-month ended September 30, 2014
Share based expenses		117,285			431,250			548,535
Net loss		(710,192	)		(431,250	)		(1,141,442	)
Loss per share		(0.02	)		-			(0.03	)

XML

Organization

9 Months Ended

Sep. 30, 2015

Organization [Abstract]

ORGANIZATION

Note 1 – ORGANIZATION

Ceetop Inc. (the “Company” or “Ceetop”) was incorporated in Oregon on February 18, 2003 under the name of GL Gold Inc. On June 6, 2003 the Company filed an amendment with the State of Oregon changing its name to Oregon Gold, Inc. On January 7, 2011 Oregon Gold Inc. changed its name to China Ceetop.com, Inc. On September 12, 2013, the Company again changed its name to Ceetop Inc.

Surry Holdings Limited (“Surry”) was incorporated in the British Virgin Islands on September 18, 2009. Surry holds 100% of Westow Technology Limited (“Westow”), a company incorporated in the British Virgin Islands, which in turn holds 100% of Shenzhen Ceetop Network Technology Co., Limited ("SZ Ceetop"), a company incorporated in Shenzhen, Peoples’ Republic of China ("PRC") and ultimately holds 100% of Hangzhou Ceetop Network Technology Co., Limited ("HZ Ceetop"), a company incorporated in Hangzhou, PRC.

Pursuant to a series of transactions completed in September, 2009, Surry became the holding company of Westow, SZ Ceetop and HZ Ceetop ("Group Reorganization").

Since Surry, Westow, SZ Ceetop and HZ Ceetop were under common control of a controlling party both before and after the completion of the Group Reorganization, the Group Reorganization has been accounted for using merger accounting. The consolidated financial statements have been prepared on the basis as if Surry had always been the holding company of Westow, SZ Ceetop and HZ Ceetop.

On January 27, 2011, the Company became the holding company of Surry through a reverse acquisition. The Company acquired all of the issued and outstanding capital stock of Surry pursuant to the share exchange agreement dated December 30, 2010 by and among Surry, the Company and the shareholders of the Company (the “Share Exchange Agreement”). At the same time, the Company affected a reverse stock split that reduced the number of shares outstanding from 19,900,100 to 866,636 on a 23 to 1 basis. Pursuant to the Share Exchange Agreement, the Company acquired 100% of the capital stock and ownership interests of Surry in exchange for 28,496,427 newly-issued shares of the Company’s common stock and 3,558,046 newly issued shares of the Company’s series A preferred stock.

The Company operates in a single reportable segment, and the Company is engaged in the provision of an online platform for distribution of 3C products (computers/communications/consumer electronics) in the PRC by way of a website named www.ceetop.com mainly through its wholly owned legal subsidiaries HZ Ceetop and SZ Ceetop.

The Company has transformed from online retail sales into an integrated supply chain service provider, and focuses on business to business supply chain management and related value added services for customers.

On March 5, 2013, the name of the subsidiary company, Shenzhen Ceetop Network Technology Co., Limited (“SZ Ceetop”) was changed to Guizhou Ceetop Network Technology Co., Limited (“GZ Ceetop”).

On May 29, 2013, GZ Ceetop established two 100% owned subsidiaries, Hangzhou Tuoyin Management Consulting Co., Limited and Hangzhou Lianzhan Supply Chain Management Co., Limited to enhance the management of Business to Business supply chain service. On October 13, 2015 the Company decided to cease operations of its subsidiary Hangzhou Tuoyin Management Consulting Co., Ltd. (“Hangzhou Tuoyin”) and to terminate the corporate existence of Hangzhou Tuoyin.

On August 22, 2013, GZ Ceetop acquired a 42.5% interest in Hangzhou Softview Information Technology Company Limited to enhance information technology in the supply chain management system.

On January 14, 2014, the name of GZ Ceetop was changed to Guizhou Ceetop Group Holding Co., Limited.

On April 3, 2014, the name of Surry was changed to Ceetop Holdings Limited.

On July 24, 2014, the Company established a wholly owned company Ceetop (Hong Kong) Limited in Hong Kong under Ceetop Holdings Limited for its business expansion.

These Consolidated Financial Statements present the Company and its subsidiaries on a historical basis.

XML

Organization (Details) - shares				9 Months Ended
	Aug. 22, 2013	May. 29, 2013	Jan. 27, 2011	Sep. 30, 2015
Organization (Textual)
Percentage ownership in subsidiary			100.00%
Existing issued shares			19,900,100
Number of shares after reduction due to reverse stock split			866,636
Reverse stock split			23 to 1 basis
Shenzhen Ceetop Network Technology Co, Limited [Member]
Organization (Textual)
Percentage ownership in subsidiary				100.00%
Hangzhou Ceetop Network Technology Co, Limited [Member]
Organization (Textual)
Percentage ownership in subsidiary				100.00%
Surry Holdings Limited [Member]
Organization (Textual)
Percentage ownership in subsidiary				100.00%
Hangzhou Tuoyin Management Consulting Co., Limited [Member]
Organization (Textual)
Percentage ownership in subsidiary		100.00%
Hangzhou Lianzhan Supply Chain Management Co., Limited [Member]
Organization (Textual)
Percentage ownership in subsidiary		100.00%
Hangzhou Softview Information Technology Co. Limited [Member]
Organization (Textual)
Percentage ownership in subsidiary	42.50%
Common Stock [Member]
Organization (Textual)
Newly issued shares for acquisition				28,496,427
Series A Preferred Stock [Member]
Organization (Textual)
Newly issued shares for acquisition				3,558,046

XML

Equity Investment In An Investee Company (Details Textual)	Sep. 30, 2015 USD ($)	Dec. 31, 2014 USD ($)	Aug. 31, 2013 USD ($)	Aug. 31, 2013 CNY (¥)
Equity Interest In An Investee Company (Textual)
Equity method investment, ownership percentage	42.50%
Equity investment in an investee company (note 6)	$ 1,162,997	$ 1,265,083
Fair value of intellectual property	$ 1,427,900	$ 1,516,667
Softview [Member]
Equity Interest In An Investee Company (Textual)
Equity method investment, ownership percentage			42.50%	42.50%
Equity investment in an investee company (note 6)			$ 1,382,761	¥ 8,500,000
Fair value of intellectual property			1,600,000
Equity method investment, cash			$ 100,000
Minimum [Member]
Equity Interest In An Investee Company (Textual)
Equity method investment, ownership percentage	20.00%
Maximum [Member]
Equity Interest In An Investee Company (Textual)
Equity method investment, ownership percentage	50.00%

XML

Subsequent Events (Details) - Subsequent Event [Member]	1 Months Ended
	Oct. 27, 2015 shares
CFO [Member]
Subsequent (Textual)
Shares of common stock, Issued for services	360,000
Mr. Jia [Member]
Subsequent (Textual)
Shares of common stock, Issued for services	360,000
Liu [Member]
Subsequent (Textual)
Shares of common stock, Issued for services	280,000
Weiliang [Member]
Subsequent (Textual)
Shares of common stock, Issued for services	280,000
CEO [Member]
Subsequent (Textual)
Shares of common stock, Issued for services	280,000

XML

Consolidated Balance Sheets - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Current Assets
Cash and cash equivalents	$ 5,393	$ 25,157
Other receivables (note 4)	428,820	203,918
Due from related party (note 13)	435,152	172,634
Advance to suppliers and deposits (note 7)	518,760	163,768
Total Current Assets	1,388,125	565,476
Prepayment for software development (note 8)	943,200	975,000
Property, plant and equipment, net (note 5)	127,122	153,977
Equity investment in an investee company (note 6)	1,162,997	1,265,083
Total Assets	3,621,443	2,959,536
Current Liabilities
Accrued expenses and other payables (note 9)	372,353	357,219
Due to related party (note 13)	1,092,949	300,625
Total Current Liabilities	$ 1,465,302	$ 657,844
Stockholders' Equity
Preferred stock, $0.001 par values, 3,558,046 shares authorized, no share issued and Outstanding at September 30, 2015 and December 31, 2014
Common stock, $0.001 par value, 100,000,000 shares authorized, 46,956,631 shares issued and outstanding	$ 46,956	$ 46,956
Additional paid-in capital	$ 12,479,387	12,473,637
Subscription receivable		(368,000)
Accumulated other comprehensive income	$ 86,607	170,693
Accumulated (deficit)	(10,456,809)	(10,021,594)
Total Stockholders' Equity	2,156,141	2,301,692
Total Liabilities and Stockholders' Equity	$ 3,621,443	$ 2,959,536

XML

Income Taxes (Details 1)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Reconciliation of effective income tax rate [Abstract]
US statutory rates (benefit)	(34.00%)	(34.00%)
Tax rate difference	9.00%	9.00%
Non deductable stock compensation	0.00%	5.00%
Valuation allowance on NOL	25.00%	20.00%
Tax per financial statements

XML

Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($)	1 Months Ended
	Feb. 28, 2014	Dec. 31, 2013
Statements of Cash Flows [Abstract]
Stock issued under stock purchase agreement to 10 investors	23,000,000
Shares subscription	$ 3,680,000	$ 3,680,000
Stock purchase agreement per share price	$ 0.16

XML

Property, Plant and Equipment (Details)	9 Months Ended
	Sep. 30, 2015
Office equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Office equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	5 years
Leasehold improvement [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Motor vehicles [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	10 years

XML

Restatements

9 Months Ended

Sep. 30, 2015

Restatements [Abstract]

RESTATEMENTS

Note 15 – RESTATEMENTS

The Company will restate its financial statements for the year and each of the quarters in the year ended December 31, 2014 to correct the accounting for shares to be issued in connection with the employment agreement with the CEO and CFO entered on December 4, 2013. The change is to record additional compensation of $575,000 for the issuance of 460,000 shares valued at $ 1.25 per share. There is no change in the financial position, revenue, net income or loss per share for the nine and three months ended September 30, 2015.  The 460,000 shares were included in the computation of loss per share even though these were not physically issued until October 2015.

The Comparative numbers as of December 31, 2014 and for the nine and three months ended September 30, 2014 have been restated in this 10-Q and the effect of the restatement is as follows:

	As previously stated			Adjustment			As restated
As of December 31, 2014
Additional paid-in capital		11,898,637			575,000			12,473,637
Accumulated deficit		(9,446,594	)		(575,000	)		(10,021,594	)
Three-month ended September 30, 2014
Share based expenses		64,744			143,750			208,494
Net loss		(131,654	)		(143,750	)		(275,404	)
Loss per share		(0.00	)		-			(0.01	)
Nine-month ended September 30, 2014
Share based expenses		117,285			431,250			548,535
Net loss		(710,192	)		(431,250	)		(1,141,442	)
Loss per share		(0.02	)		-			(0.03	)

XML

Property, Plant and Equipment (Details 1) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment [Abstract]
Office equipment	$ 397,622	$ 411,026
Motor vehicles	52,190	53,950
Accumulated depreciation	(322,690)	(311,000)
Total property and equipment, net	$ 127,122	$ 153,977

XML

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2015

Summary of Significant Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company adopted the new accounting guidance (“Codification”) on July 1, 2009. All references for periods subsequent to July 1, 2009 are based on the codification. The Company's functional currency is the Chinese Renminbi; however the accompanying consolidated financial statements have been translated and presented in the United States Dollars (“USD”).

Basis of Accounting and Principles of Consolidation

Basis of Accounting and Principles of Consolidation

The consolidated financial statements include the financial statements of Ceetop Inc. and its subsidiaries. All significant inter-company accounts and transactions have been eliminated on consolidation. Investments in business entities, in which the Company does not have control but has the ability to exercise significant influence over operating and financial policies are accounted for using the equity method.

Unaudited Interim Financial Information

Unaudited Interim Financial Information

These unaudited interim consolidated financial statements have been prepared in accordance with GAAP for interim financial reporting and the rules and regulations of the Securities and Exchange Commission that permit reduced disclosure for interim periods. Therefore, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been made. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2015.

The consolidated balance sheet and certain comparative information as of December 31, 2014 are derived from the audited consolidated financial statements and related notes for the year ended December 31, 2014 (“2014 Annual Financial Statements”), included in the Company’s 2014 Annual Report on Form 10-K. These unaudited interim consolidated financial statements should be read in conjunction with the 2014 Annual Financial Statements.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Recent accounting pronouncements

Recent accounting pronouncements

In September 2014, the FASB issued ASU No. 2014-12, Compensation-Stock Compensation: Topic 718. This amendment requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. This ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company does not expect the adoption of this guidance will have a significant impact on the Company’s consolidated financial statements.

In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The Company does not expect that the adoption of this standard will have a material effect on the Company’s consolidated financial statements.

In February 2015, the FASB (Board) issued ASU No. 2015-02, “Consolidation (ASC 810)”. The Board  is issuing the amendments in this Update to respond to stakeholders’ concerns about the current accounting for consolidation of certain legal entities. Stakeholders expressed concerns that current generally accepted accounting principles (GAAP) might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations. Financial statement users asserted that in certain of those situations in which consolidation is ultimately required, deconsolidated financial statements are necessary to better analyze the reporting entity’s economic and operational results. Previously, the FASB issued an indefinite deferral for certain entities to partially address those concerns. However, the amendments in this Update rescind that deferral and address those concerns by making changes to the consolidation guidance. The Board considered stakeholder concerns in conjunction with the objective of general purpose financial reporting, which is to provide financial information about the reporting entity that is useful to existing and potential investors, lenders, and other creditors in making decisions about providing resources to the reporting entity. As a result, the Board is issuing the amendments in this Update, which change the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities.

As of September 30, 2015, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements.

XML

Consolidated Statement of Stockholders' Equity (Deficit) - USD ($)	Total	Preferred stock	Common Stock	Shares subscription	Subscription Receivable	Additional paid-in capital	Deferred stock based compensation	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit
Beginning Balance at Dec. 31, 2013	$ 2,440,889		$ 17,956	$ 3,680,000		$ 7,277,187	$ (117,285)	$ 188,666	$ (8,605,635)
Beginning Balance (shares) at Dec. 31, 2013			17,956,631
Foreign currency translation adjustments	(17,973)							$ (17,973)
Amortization of deferred stock based compensation	117,285						$ 117,285
Issuance of common stock due to shares subscription
Issuance of common stock due to shares subscription (shares)
Issuance of common stock to employees	$ 575,000					$ 575,000
Issuance of common stock to employees (shares)
Issuance of common stock for legal services
Issuance of common stock for legal services (shares)
Shares subscription	$ 602,450		$ 29,000	$ (3,680,000)	$ (368,000)	$ 4,621,450
Shares subscription (shares)			29,000,000
Loss for the year	(840,959)								$ (840,959)
Ending Balance at Dec. 31, 2014	2,301,692		$ 46,956		$ (368,000)	$ 12,473,637		$ 170,693	$ (10,021,594)
Ending Balance (shares) at Dec. 31, 2014			46,956,631
Foreign currency translation adjustments	$ (84,086)							$ (84,086)
Amortization of deferred stock based compensation
Issuance of common stock due to shares subscription	$ 373,750				$ 368,000	$ 5,750
Issuance of common stock due to shares subscription (shares)
Loss for the year	(435,215)								$ (435,215)
Ending Balance at Sep. 30, 2015	$ 2,156,141		$ 46,956			$ 12,479,387		$ 86,607	$ (10,456,809)
Ending Balance (shares) at Sep. 30, 2015			46,956,631

XML

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2015	Dec. 31, 2014
Balance Sheets [Abstract]
Preferred stock, par value (In dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	3,558,046	3,558,046
Preferred stock, shares issued
Preferred stock, shares outstanding
Common Stock, par value (In dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	46,956,631	46,956,631
Common Stock, Shares, Outstanding	46,956,631	46,956,631

XML

Income Taxes

9 Months Ended

Sep. 30, 2015

Income Taxes [Abstract]

INCOME TAXES

Note 10 - INCOME TAXES

The Company operates in more than one jurisdiction, with the main operations conducted in PRC, and no activities in United States, with complex regulatory environments subject to different interpretations by the taxpayer and the respective governmental taxing authorities. The Company evaluates its tax positions and establishes liabilities, if required.

Pursuant to the PRC Income Tax Laws, the Enterprise Income Tax (“EIT”) through December 31, 2007 is at a statutory rate of 33%, which is comprised of 30% national income tax and 3% local income tax. From January 1, 2008 onwards, the EIT is at a statutory rate of 25%.

The Company has not recognized deferred tax asset in respect of tax loss in these Consolidated Financial Statements as it is not more-likely-than-not that the future taxable profit against which loss can be utilized will be available to the entities operating in PRC.

The deferred tax asset not recognized is as follows:

	09/30/2015			12/31/2014
Unused tax loss brought forward	$	6,025,093		$	5,949,892
Loss for the year		435,215			1,415,959
Unused tax loss expired during the year		-			(648,473	)
Expenses not deductible for tax (share-based payment)		-			(692,285	)
Total net operating loss carry forwards	$	6,460,308		$	6,025,093
Effective tax rate		25	%		25	%
Unrecognized deferred tax asset carried forward	$	1,615,077		$	1,506,273
Less : valuation allowances		(1,615,077	)		(1,506,273	)
Deferred income tax benefit, net of valuation allowance	$	-		$	-

The following table reconciles the statutory rates to the Company’s effective tax rate for the nine months ended September 30, 2015 and 2014:

	2015			2014
US statutory rates (benefit)		(34.0	)%		(34.0	)%
Tax rate difference		9.0	%		9.0	%
Non deductable stock compensation		0	%		5	%
Valuation allowance on NOL		25	%		20	%
Tax per financial statements		-	%		-	%

Uncertain Tax Positions

Interest associated with unrecognized tax benefits are classified as income tax and penalties in selling, general and administrative expenses in the statements of operations. For the three months ended September 30, 2015 and 2014, the Company had no related interest and penalties expenses. Currently, the Company is not subject to examination by major tax jurisdictions, but the tax authority in PRC has the right to examine the Company’s tax position in all past years.

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 20, 2015
Document and Entity Information [Abstract]
Entity Registrant Name	Ceetop Inc.
Entity Central Index Key	0001439254
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q3
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		47,596,631

XML

Share Capital

9 Months Ended

Sep. 30, 2015

Share Capital [Abstract]

SHARE CAPITAL

Note 11 – SHARE CAPITAL

The Company is authorized to issue up to 100,000,000 shares of common stock of par value of $0.001 per share and 3,558,046 shares of Series A preferred stock of par value of $0.001 per share. As of September 30, 2015 and December 31, 2014, the Company has/had a total of 46,956,631 shares of common stock and no shares of Series A Preferred Stock outstanding.

For the year ended December 31, 2014, the following shares were issued:	Shares  issued		Value
i. sale of shares of common stock to 10 different investors pursuant to a Stock Purchase Agreement, valued at $0.16 per share		23,000,000	$	3,680,000
ii. sale of shares of common stock to 4 different investors pursuant to a stock Purchase Agreement, valued at $0.16 per share		6,000,000	$	960,000
Total common stock issued during year ended December 31, 2014 and the nine months ended September 30, 2015		29,000,000	$	4,640,000

These shares were fully vested and not subjected to forfeiture when issued.

For the nine months ended September 30, 2015, no shares were issued.

XML

Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Statements of Income and Comprehensive Income [Abstract]
Sales
Cost of Sales
Gross Profit
Selling, general and administrative expense	$ 144,864	$ 248,809	$ 376,384	$ 1,056,717
Loss on disposal of property and equipment				3,837
(Loss) from operations	$ (144,864)	$ (248,809)	$ (376,384)	$ (1,060,554)
Other income (loss)	3,735		3,773
Equity (loss) - share of investee company (note 6)	(6,097)	$ (39,668)	(62,683)	$ (120,170)
Interest income	39	5	79	77
Net (loss)	(147,187)	(288,472)	(435,215)	(1,180,647)
Other comprehensive (loss) income - Foreign currency translation adjustment	(102,668)	888	(84,086)	(18,080)
Comprehensive (loss)	$ (249,855)	$ (287,584)	$ (519,301)	$ (1,198,727)
Net (loss) per share - basic and diluted	$ 0.00	$ (0.01)	$ (0.01)	$ (0.03)
Weighted average shares outstanding - basic and diluted	46,956,631	40,956,631	46,956,631	36,575,679

XML

Property, Plant and Equipment

9 Months Ended

Sep. 30, 2015

Property, Plant and Equipment [Abstract]

PROPERTY, PLANT AND EQUIPMENT

Note 5 - PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When property, plant and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of property, plant and equipment is provided using the straight-line method for substantially all assets with estimated lives of:

Office equipment	3 - 5 years
Leasehold improvement	3 years
Motor vehicles	10 years

As of September 30, 2015 and December 31, 2014, property, plant & equipment consist of the following:

	9/30/2015			12/31/2014
Office equipment		397,622			411,026
Motor vehicles		52,190			53,950
Accumulated depreciation		(322,690	)		(311,000	)
	$	127,122		$	153,977

Depreciation expense for the three months ended September 30, 2015 and 2014 was $6,635 and $12,585, respectively; and for the nine months ended September 30, 2015 and 2014 was $22,500 and $38,448, respectively.

XML

Other Receivables

9 Months Ended

Sep. 30, 2015

Other Receivables [Abstract]

OTHER RECEIVABLES

Note 4 - OTHER RECEIVABLES

Other receivables contains the following:

	As of September 30, 2015		As of December 31, 2014
Receivable from third party individuals	$	343,268	$	192,342
Other receivables		85,552		11,576
Total	$	428,820	$	203,918

The loan to third party individuals does not have terms and conditions in writing and bear no interest. The loan is due on demand.

Other receivables represent such items as rent deposit, prepayment for social benefits, etc.

XML

Subsequent Events

9 Months Ended

Sep. 30, 2015

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

Note 16 – SUBSEQUENT EVENTS

On October 13, 2015 the Company decided to cease operations of its subsidiary Hangzhou Tuoyin Management Consulting Co., Ltd. (“Hangzhou Tuoyin”) and to terminate the corporate existence of Hangzhou Tuoyin.

On October 27, 2015 the Company amended its agreement dated December 4, 2013 with Jia, Shengming, CFO of the Company. Based on the amendment, the Company is required to issue 360,000 shares to the CFO from 2014 to 2015. The Company issued 360,000 shares of common stock to Mr. Jia on October 27, 2015. On the same date, the Company issued 280,000 shares of common stock to Liu, Weiliang, CEO for his services for the Company.

XML

Statutory Reserve

9 Months Ended

Sep. 30, 2015

Statutory Reserve [Abstract]

STATUTORY RESERVE

Note 12 - STATUTORY RESERVE

In accordance with the laws and regulations of the PRC, a wholly-owned Foreign Invested Enterprise’s income, after the payment of the PRC income taxes, shall be allocated to the statutory reserves. The allocation is 10 percent of the net income and the cumulative allocations are not to exceed 50 percent of the registered capital. However, the laws do not prohibit enterprises to allocate net income to this reserve after the limit of 50 percent of registered capital has been reached. These reserves are not transferable to the Company in the form of cash dividends, loans or advances. These reserves are therefore not available for distribution except in liquidation. As of September 30, 2015 and December 31, 2014, the Company has not allocated to these non-distributable reserve funds due to losses sustained in the nine months ended September 30, 2015 and the year ended December 31, 2014.

XML

Prepayment for Software Development

9 Months Ended

Sep. 30, 2015

Prepayment For Software Development [Abstract]

PREPAYMENT FOR SOFTWARE DEVELOPMENT

Note 8 – PREPAYMENT FOR SOFTWARE DEVELOPMENT

In December 2013, the Company entered into a software development agreement with a software developer in the PRC to develop custom software for the Company’s exclusive use by December 31, 2014, for total consideration of $981,643 (RMB 6,000,000). Pursuant to the terms of the software development agreement, the Company made a prepayment of $981,643 upon signing the software development agreement. The total amount of the prepayment is fully refundable if the software developer fails to develop and deliver the custom software to the Company that meets the Company’s specification by December 31, 2014, which was subsequently extended . As of September 30, 2015, the software is in the process of registration.

As of September 30, 2015 and December 31, 2014, the balance of prepayment for software development was $943,200 and $975,000, respectively.

XML

Equity Investment In An Investee Company

9 Months Ended

Sep. 30, 2015

Equity Investment In An Investee Company [Abstract]

EQUITY INVESTMENT IN AN INVESTEE COMPANY

Note 6 – EQUITY INVESTMENT IN AN INVESTEE COMPANY

In accordance with ASC 323, accounting for equity method investments, investee companies that are not consolidated, but over which the Company exercises significant influence, are accounted for under the equity method of accounting. Whether or not the Company exercises significant influence with respect to an investee depends on an evaluation of several factors including, among others, representation on the investee company’s board of directors and ownership level, which is generally a 20% to 50% interest in the voting securities of the investee company. Under the equity method of accounting, an investee company’s accounts are not reflected within the Company’s Consolidated Balance Sheets and Consolidated Statements of Income and Comprehensive Income. However, the Company’s share of the earnings or losses of the investee company is reflected in the caption “Equity (loss)/gain-share of investee company” in the Consolidated Statements of Income and Comprehensive Income. The Company’s carrying value in an investee company under equity method is reflected in the caption ‘‘Equity interest in an Investee company’’ in the Company’s Consolidated Balance Sheets.

When the Company’s carrying value in an equity method investee company is reduced to zero, no further losses are recorded in the Company’s consolidated financial statements unless the Company has guaranteed the obligations of the investee company or has committed additional funding to finance the investee company. When the investee company subsequently reports income, the Company will not record its share of such income until it equals the amount of its share of losses not previously recognized.

With respect to the difference between investor cost and underlying equity in net assets of investee at date of investment (basis difference), ASC 323 requires this difference to be assigned to depreciable or amortizable assets or liabilities and the basis difference should be amortized or depreciated in connection with the income/loss recognized by the investor of their proportionate share of the investee’s net income or loss. This effectively adjusts the investee basis to the investor’s basis, generally over a period of time.

In August 2013, the Company entered into a Capital Investment and Share Expansion Agreement (the “Agreement”) with Hangzhou Softview Information Technology Company Limited (“Softview”). Softview, located in Hangzhou, Zhejiang Province, China, is an enterprise focusing on e-commerce, supply chain information systems development, maintenance and support. Pursuant to the Agreement, in exchange for a 42.5% of the total equity in Softview, the Company paid $1,382,761 (RMB 8,500,000) to Softview, while the existing shareholders of Softview contributed approximately $0.1 million in cash and intellectual property with a fair value of approximately $1.6 million.

As at September 30, 2015 and December 31, 2014, the Company’s share of underlying net assets of Softview is as follow:

	9/30/2015			12/31/2014
Current assets	$	1,325,308		$	1,520,728
Current liabilities		(78,099	)		(83,596	)
Property, plant and equipment		61,353			22,868
Intangible assets		1,427,900			1,516,667
Underlying net assets of Softview	$	2,736,462		$	2,976,667
The Company's investment		1,162,997		$	1,265,083
The Company's share of underlying net assets of Softview		1,162,997			1,265,083
Difference	$	-		$	-

The results of operations of Softview is summarized below:

Condensed income statement information:

	Three months Ended 9/30/2015			Three months Ended 9/30/2014			Nine months  Ended 9/30/2015			Nine months Ended 9/30/2014
Net sales	$	75,144		$	18,876		$	169,144		$	129,466
Gross profit	$	75,091		$	(19,833	)	$	169,401		$	(3,765	)
Net (loss)	$	(14,345	)	$	(93,336	)	$	(147,489	)	$	(282,752	)
The Company’s (42.5%) share of loss	$	(6,097	)	$	(39,668	)	$	(62,683	)	$	(120,170	)

For the purpose of incorporating Softview’s condensed financial information into these Consolidated Financial Statements, management determined that there are no significant difference between the Company’s and Softview’s accounting policy.

XML

Advance to Suppliers and Deposits

9 Months Ended

Sep. 30, 2015

Advance To Suppliers And Deposits [Abstract]

ADVANCE TO SUPPLIERS AND DEPOSITS

Note 7 – ADVANCE TO SUPPLIERS AND DEPOSITS

Advance to supplier of $518,760 represents payment to a supplier for the purchase of merchandise.

XML

Accrued Expenses and Other Payables

9 Months Ended

Sep. 30, 2015

Accrued Expenses and Other Payables[Abstract]

ACCRUED EXPENSES AND OTHER PAYABLES

Note 9 - ACCRUED EXPENSES AND OTHER PAYABLES

Accrued expenses and other payables contain the following:

	As of September 30, 2015		As of December 31, 2014
Payables to third party individuals	$	279,991	$	274,729
Accrued salaries		92,362		76,179
Other payables		-		6,311
Total	$	372,353	$	357,219

The loans from third party individuals do not have terms and conditions in writing and bear no interest. The loans are due on demand.

XML

Other Receivables (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Other Receivables [Abstract]
Receivable from third party individuals	$ 343,268	$ 192,342
Other receivables	85,552	11,576
Total	$ 428,820	$ 203,918

XML

Restatements (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Additional paid-in capital	$ 12,479,387		$ 12,479,387		$ 12,473,637
Accumulated deficit	(10,456,809)		$ (10,456,809)		(10,021,594)
Share based expenses		$ 208,494		$ 587,740
Net loss	$ (147,187)	$ (288,472)	$ (435,215)	$ (1,180,647)	(840,959)
Loss per share	$ 0.00	$ (0.01)	$ (0.01)	$ (0.03)
As previously stated [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Additional paid-in capital					11,898,637
Accumulated deficit					(9,446,594)
Share based expenses		$ 64,744		$ 117,285
Net loss		$ (131,654)		$ (710,192)
Loss per share		$ 0.00		$ (0.02)
Adjustment [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Additional paid-in capital					575,000
Accumulated deficit					$ (575,000)
Share based expenses		$ 143,750		$ 431,250
Net loss		$ (143,750)		$ (431,250)
Loss per share

XML

Current Vulnerability Due to Certain Risk Factors

9 Months Ended

Sep. 30, 2015

Current Vulnerability Due To Certain Risk Factors [Abstract]

CURRENT VULNERABILITY DUE TO CERTAIN RISK FACTORS

Note 14 - CURRENT VULNERABILITY DUE TO CERTAIN RISK FACTORS

The Company’s operations are carried out entirely in the PRC. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in the PRC, by the general state of the PRC's economy. The Company’s business may be influenced by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things.

XML

Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2015

Property, Plant and Equipment [Abstract]

Summary of estimated lives of property, plant and equipment

Office equipment	3 - 5 years
Leasehold improvement	3 years
Motor vehicles	10 years

Summary of property, plant & equipment

	9/30/2015			12/31/2014
Office equipment		397,622			411,026
Motor vehicles		52,190			53,950
Accumulated depreciation		(322,690	)		(311,000	)
	$	127,122		$	153,977

XML

Statutory Reserve (Details)	Sep. 30, 2015
Statutory Reserve (Textual)
Percentage of net income allocated to statutory reserves	10.00%
Maximum cumulative allocation to statutory reserve of registered capital	50.00%

XML

Advance to Suppliers and Deposits (Details)	Sep. 30, 2015 USD ($)
Advance to Suppliers and Deposits (Textual)
Amount paid to supplier for purchase of merchandise	$ 518,760

XML

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)	$ (435,215)	$ (1,180,647)
Adjustments to reconcile net (loss) to net cash used in operating activities
Depreciation of property, plant and equipment	$ 22,500	38,448
Share based expenses		587,740
Loss on disposal of property and equipment		3,837
Share of loss in equity investment in Softview	$ 62,683	120,170
Changes in operating assets and liabilities:
Other receivables, deposits and advance to suppliers	(609,960)	34,751
Accrued expenses and other payables	23,829	20,710
Net cash (used in) operating activities	$ (936,164)	(374,991)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment		(1,444)
Disposal of property and equipment		8,442
Net cash generated by investing activities		6,998
CASH FLOWS FROM FINANCING ACTIVITIES
Advance from a director		613
Advance from an investee company	$ 550,285	$ 259,964
Funds received from investors	373,750
Net cash generated by financing activities	924,035	$ 260,577
Effect of exchange rate changes on cash and cash equivalents	(7,635)	(5,353)
Net change in cash and cash equivalents	(19,764)	(112,769)
Cash and cash equivalents, beginning balance	25,157	118,299
Cash and cash equivalents, ending balance	$ 5,393	$ 5,530

XML

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2015

Summary of Significant Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Note 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company adopted the new accounting guidance (“Codification”) on July 1, 2009. All references for periods subsequent to July 1, 2009 are based on the codification. The Company's functional currency is the Chinese Renminbi; however the accompanying consolidated financial statements have been translated and presented in the United States Dollars (“USD”).

Basis of Accounting and Principles of Consolidation

The consolidated financial statements include the financial statements of Ceetop Inc. and its subsidiaries. All significant inter-company accounts and transactions have been eliminated on consolidation. Investments in business entities, in which the Company does not have control but has the ability to exercise significant influence over operating and financial policies are accounted for using the equity method.

Unaudited Interim Financial Information

These unaudited interim consolidated financial statements have been prepared in accordance with GAAP for interim financial reporting and the rules and regulations of the Securities and Exchange Commission that permit reduced disclosure for interim periods. Therefore, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been made. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2015.

The consolidated balance sheet and certain comparative information as of December 31, 2014 are derived from the audited consolidated financial statements and related notes for the year ended December 31, 2014 (“2014 Annual Financial Statements”), included in the Company’s 2014 Annual Report on Form 10-K. These unaudited interim consolidated financial statements should be read in conjunction with the 2014 Annual Financial Statements.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Recent accounting pronouncements

In September 2014, the FASB issued ASU No. 2014-12, Compensation-Stock Compensation: Topic 718. This amendment requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. This ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company does not expect the adoption of this guidance will have a significant impact on the Company’s consolidated financial statements.

In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The Company does not expect that the adoption of this standard will have a material effect on the Company’s consolidated financial statements.

In February 2015, the FASB (Board) issued ASU No. 2015-02, “Consolidation (ASC 810)”. The Board  is issuing the amendments in this Update to respond to stakeholders’ concerns about the current accounting for consolidation of certain legal entities. Stakeholders expressed concerns that current generally accepted accounting principles (GAAP) might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations. Financial statement users asserted that in certain of those situations in which consolidation is ultimately required, deconsolidated financial statements are necessary to better analyze the reporting entity’s economic and operational results. Previously, the FASB issued an indefinite deferral for certain entities to partially address those concerns. However, the amendments in this Update rescind that deferral and address those concerns by making changes to the consolidation guidance. The Board considered stakeholder concerns in conjunction with the objective of general purpose financial reporting, which is to provide financial information about the reporting entity that is useful to existing and potential investors, lenders, and other creditors in making decisions about providing resources to the reporting entity. As a result, the Board is issuing the amendments in this Update, which change the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities.

As of September 30, 2015, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements.

XML

Equity Investment In An Investee Company (Tables)

9 Months Ended

Sep. 30, 2015

Equity Investment In An Investee Company [Abstract]

Schedule of Companys share of underlying net assets of Softview

	9/30/2015			12/31/2014
Current assets	$	1,325,308		$	1,520,728
Current liabilities		(78,099	)		(83,596	)
Property, plant and equipment		61,353			22,868
Intangible assets		1,427,900			1,516,667
Underlying net assets of Softview	$	2,736,462		$	2,976,667
The Company's investment		1,162,997		$	1,265,083
The Company's share of underlying net assets of Softview		1,162,997			1,265,083
Difference	$	-		$	-

Schedule of condensed income statement information

	Three months Ended 9/30/2015			Three months Ended 9/30/2014			Nine months  Ended 9/30/2015			Nine months Ended 9/30/2014
Net sales	$	75,144		$	18,876		$	169,144		$	129,466
Gross profit	$	75,091		$	(19,833	)	$	169,401		$	(3,765	)
Net (loss)	$	(14,345	)	$	(93,336	)	$	(147,489	)	$	(282,752	)
The Company’s (42.5%) share of loss	$	(6,097	)	$	(39,668	)	$	(62,683	)	$	(120,170	)

XML

Equity Investment In An Investee Company (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Summary of condensed balance sheet information
Current assets	$ 1,325,308	$ 1,520,728
Current liabilities	(78,099)	(83,596)
Property, plant and equipment	61,353	22,868
Intangible assets	1,427,900	1,516,667
Underlying net assets of Softview	2,736,462	2,976,667
The Company's investment	1,162,997	1,265,083
The Company's share of underlying net assets of Softview	$ 1,162,997	$ 1,265,083
Difference

XML

Related Party Transactions

9 Months Ended

Sep. 30, 2015

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

Note 13 – RELATED PARTY TRANSACTIONS

Listed below is a summary of material relationships or transactions with the Company’s related parties:

During the year ended December 31, 2014 and the nine months ended September 30, 2015, the Company provided an advance to the Company’s CEO for certain anticipated expenses in relation to future potential business which is to be repaid by the CEO in the event such business does not occur. As of September 30, 2015 and December 31, 2014, the balances due from the CEO were $435,152 and $172,634, respectively. The advances do not bear any interest, and it is due on demand.

The Company also borrowed funds from its affiliated company Hangzhou Softview Information Technology Company Limited (Softview). As of September 30, 2015 and December 31, 2014, the balances due to Softview were $1,092,949 and $300,625, respectively. The loan does not bear any terms and conditions and is due on demand. To date the Company has not received a demand for repayment.