0001659173-18-000017.txt : 20180117 0001659173-18-000017.hdr.sgml : 20180117 20180116191701 ACCESSION NUMBER: 0001659173-18-000017 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 41 CONFORMED PERIOD OF REPORT: 20170630 FILED AS OF DATE: 20180117 DATE AS OF CHANGE: 20180116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICATOWNE Inc. CENTRAL INDEX KEY: 0001606699 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 465488722 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-55206 FILM NUMBER: 18529564 BUSINESS ADDRESS: STREET 1: 4700 HOMEWOOD COURT STREET 2: SUITE 100 CITY: RALEIGH STATE: NC ZIP: 27609 BUSINESS PHONE: (888) 406 2713 MAIL ADDRESS: STREET 1: 4700 HOMEWOOD COURT STREET 2: SUITE 100 CITY: RALEIGH STATE: NC ZIP: 27609 FORMER COMPANY: FORMER CONFORMED NAME: ALPINE 5 Inc. DATE OF NAME CHANGE: 20140429 10-Q/A 1 at-20170630.htm 10-Q/A

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2017
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
Commission file number: 000-55206

AMERICATOWNE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

Delaware		000-55206		46-5488722
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)		(COMMISSION FILE NO.)		(IRS EMPLOYEE IDENTIFICATION NO.)

4700 Homewood Court, Suite 100, Raleigh North Carolina 27609
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

(888) 406 2713
(ISS-UER TELEPHONE NUMBER)

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 ☐

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	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 ☒

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 37,035,539 shares of common stock.

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EXPLANATORY NOTE

The Company is filing this Amendment to its previously filed Quarterly Report on Form 10-Q filed on August 21, 2017 to restate its financial statements on June 30, 2017. The information in the Quarterly Report is amended to read in its entirety as set forth in this Amendment. Except to reflect the restatement of the financial statements, the related disclosure controls and procedures matters, the information in the Quarterly Report and this Amendment has not been updated or otherwise changed to reflect any events, conditions or other developments that have occurred or existed since August 21, 2017, the date the Form 10-Q was filed. Accordingly, except solely with regard to the restatement, the related disclosure controls and procedures matters, all information in the Transition Report and this Amendment speaks only as of August 21, 2017. References made in this Amendment to "this Form 10-Q" mean this Amendment on Form 10-Q/A unless the context requires otherwise.

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TABLE OF CONTENTS

PART I	FINANCIAL INFORMATION	PAGE

Item 1.	Financial Statements	4
	Balance Sheet as of June 30, 2017 (Unaudited) and December 31, 2016	4
	Statement of Operations for six and three months ended June 30, 2017 and 2016 (Unaudited)	5
	Statement of Cash Flows for six and three months ended June 30, 2017 and 2016 (Unaudited)	6
	Notes to Financial Statements (Unaudited)	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23
Item 4.	Controls and Procedures	23

PART II

Item 1.	Legal Proceedings	24
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24
Item 3.	Defaults Upon Senior Securities	24
Item 4.	Mine Safety Disclosures	24
Item 5.	Other Information	24
Item 6.	Exhibits	24
	Signatures	25

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

AMERICATOWNE Inc. and Subsidiaries
Consolidated Balance Sheets

		June 30			December 31
		2017			2016
		(Unaudited)			(Restated)
		(Restated)
ASSETS
Current Assets
Cash and cash equivalents	$	984,403		$	973,015
Accounts receivable, net		556,926			610,715
Accounts receivable, net - related parties		1,240,222			687,966
Other receivables - related parties		222,857			259,569
Prepayment-current		644			644
Total Current Assets		3,005,052			2,531,909

Prepayment-non current		7,197			7,675
Property, plant and equipment, net		24,116			25,861
Deferred tax assets		10,774			10,774
Goodwill		218,656			218,656
Investments		3,860			3,860
Total Assets	$	3,269,655		$	2,798,735

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	210,494		$	240,287
Deferred revenues-current		758,929			328,929
Notes payable		—			—
Other payables		560			5,016
Deposit from customers		71,210			—
Due to related parties		63,010			42,839
Income tax payable		49,811			42,972
Total Current Liabilities		1,154,014			660,043
Deferred revenues-non current		51,711			53,981
Total Liabilities		1,205,725			714,024

Commitments & Contingencies

Shareholders' Equity
Preferred stock, $0.0001 par value; 5,000,000 shares authorized;
none issued and outstanding		—			—
Common stock, $0.0001 par value; 100,000,000 shares authorized,
37,035,539 and 26,974,775 shares issued and outstanding		3,704			2,697
Common stock subscribed		84			90
Additional paid-in capital		4,026,929			3,508,075
Deferred compensation		(1,703,984	)		(1,450,842	)
Receivable for issuance of stock		(65,223	)		(65,223	)
Retained Earnings		(188,112	)		98,631
Noncontrolling interest		(9,468	)		(8,717	)
Shareholders' Equity		2,063,930			2,084,711
Total Liabilities and Shareholders' Equity	$	3,269,655		$	2,798,735

See Notes to Consolidated Financial Statements

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AMERICATOWNE Inc. and Subsidiaries
Consolidated Statements of Operations
(Unaudited)

		For the Three Months Ended						For the Six Months Ended
		June 30, 2017			June 30, 2016			June 30, 2017			June 30, 2016
		(Restated)						(Restated)

Revenues
Sales	$	1,135		$	855,135		$	62,270		$	1,001,270
Services-related parties		260,242			85,000			490,242			275,000
		261,377			940,135			552,512			1,276,270
Cost of Revenues-Related Parties		18,162			431,242			77,578			459,904
Gross Profit		243,215			508,893			474,934			816,366

Operating Expenses
General and administrative		356,784			334,830			604,235			508,599
Professional fees		80,957			52,357			156,021			116,196
Total operating expenses		437,741			387,187			760,256			624,795
Income from operations		(194,526	)		121,706			(285,322	)		191,571

Other Expenses (Income)		307			(3,529	)		79			(3,047	)

Provision for income taxes		4,624			6,350			6,839			33,078
Net Income (Loss)		(199,457	)		118,885			(292,240	)		161,540

Less: Net loss attributable to the noncontrolling interest		2,391			511			5,498			511

Net income (loss) attributable to AMERICATOWNE, Inc common stockholders	$	(197,066	)	$	119,396		$	(286,742	)	$	162,051

Earnings per share - basic and diluted	$	(0.01	)	$	0.00		$	(0.01	)	$	0.01
Weighted average shares outstanding- basic and diluted		28,024,105			26,774,532			27,516,924			26,346,859


See Notes to Consolidated Financial Statements

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AMERICATOWNE Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)

	For the Six Months Ended
		June 30, 2017			June 30, 2016
		(Restated)
Operating Activities:
Net income (loss)	$	(292,240	)	$	161,540
Adjustments to reconcile net income (loss) to net cash provided by operations
Depreciation		6,583			1,981
Stock compensation		246,858			189,795
Stock issued for services		—			875
Bad debt provision		52,394			43,507
Changes in operating assets and liabilities:
Accounts receivable, net		(571,559	)		(911,537	)
Other receivable - related parties		38,713			(58,918	)
Prepayment		478			2,274
Accounts payable and accrued expenses		(29,795	)		491,343
Deferred revenues		427,730			(2,270	)
Other payables		(4,456	)		2,316
Deposit from customers		73,310			30,000
Due to related parties		38,871			—
Income tax payable		6,839			33,078
Net cash used in operating activities		(6,274	)		(16,016	)

Investing Activities:
Purchase of fixed assets		(4,838	)		(5,921	)
Acquisition of subsidiaries		—			(175,000	)
Net cash used in Investing activities		(4,838	)		(180,921	)

Financing Activities:
Proceeds from issuance of common stock		22,500			225,567
Net cash provided by financing activities		22,500			225,567

Increase (Decrease) in cash and cash equivalents		11,388			28,630
Cash and cash equivalents at beginning of period		973,015			641,663
Cash and cash equivalents at end of period	$	984,403			670,293

Supplemental disclosure of cash flow information		—
Interest paid	$	—		$	—
Income taxes paid	$	—		$	—


See Notes to Consolidated Financial Statements.

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AMERICATOWNE Inc.
Notes to Consolidated Financial Statements
(Unaudited)

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

AmericaTowne, Inc. (the “Company”) was incorporated under the laws of the State of Delaware on April 22, 2014. The Company is engaged in exporting and consulting in the exportation of American made goods, products and services to China and Africa through strategic relationships in China and in the United States, which is referred to internally by the Company as the “AmericaTowne Platform”. The Company’s forward-looking vision is to create a physical location called AmericaTowne in China that incorporates business selling the “American experience” in housing, retail, education, senior care and entertainment. On June 6, 2016, the Company purchased the majority and controlling interest in ATI Modular Technology Corp (“ATI Modular”), formerly Global Recycle Energy, Inc. through the acquisition of 100,000,000 shares (86%) of restricted common stock. The Stock Purchase and Sale Agreement dated June 2, 2016 (the “SPA”) closed on June 6, 2016 with the $175,000 payment of the purchase price to Joseph Arcaro, prior shareholder, and sole director and officer of ATI Modular.

ATI Modular is engaged in the development and the exporting of modular energy efficient technology and processes that allow government and private enterprises in China to use US based methods for creating modular spaces, facilities, and properties. The Company's forward-looking vision is to create a physical location and manufacturing facility that promotes the export of US based technology, equipment, and process that focuses on building modular buildings, and structures of all types that will be used by both the public and private building and technology sectors in China.

On October 3, 2016, the Company purchased the majority and controlling interest in ATI Nationwide Holding Corp (“ATI Nationwide”), formerly EXA, Inc. OTC:Pinks (ATIN) through the acquisition of 65,000,000 shares (65.5%) shares of restricted common stock. The Stock Purchase and Sale Agreement dated October 3, 2016 (the “SPA EXAI”) closed on October 10, 2016 with the $175,000 payment of the purchase price to Joseph C. Passalaqua, prior shareholder and director and officer of ATI Nationwide.

The Company intends on using this acquisition to facilitate its performance under the July 11, 2016 Master Joint Venture and Operational Agreement with Nationwide Microfinance Limited, a Ghanaian corporation, as disclosed in the Company’s July 14, 2016 Form 8-K (see exhibit table above).

In both acquisitions, the Company purchased the shares with the intent to hold in its personal account on a restricted basis absent registration or qualification under an exemption to registration. The Stock Purchase Agreements were privately negotiated between the parties without facilitation through brokers or promotors, or third-parties, except legal counsel, and were approved by the Company’s Board of Directors as being in the best interests of the Company. The source of funds was working capital from the Company. There is no material relationship between the Company and any of the parties under the Stock Purchase Agreements.

As with any business plan that is aspirational in nature, there is no assurance we will be able to accomplish all our objective or that we will be able to meet our financing needs to accomplish our objectives.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP").

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On December 27, 2017, the Company reached a determination to restate its previously filed financial statements for the six months ended. The restatement decreases net income of $3,163 for the six months ended June 30, 2017. The restatement relates to the following items

	(1)	Derecognize the goodwill from acquisition of ATI Nationwide Holdings Corporation in accordance with ASC 805-10-55-4 through 55-9
	(2)	Correcting error in eliminating entries of consolidation.
	(3)	Correcting error in recognizing deferred tax assets in 2016

The following summarizes the effects of restatement:

	Previously Reported			Adjustment			Restated

Deferred tax assets:	$	0			10,774		$	10,774

Goodwill:	$	393,656			(175,000	)	$	218,656

Income tax payable:	$	39,037			10,774		$	49,811

Additional paid in capital:	$	4,154,774			(127,845	)	$	4,026,929

Receivable for issuance of stock:	$	90,493			(25,270	)	$	65,223

Retained earnings:		(206,534	)		18,422		$	(188,112	)

Noncontrolling interest:	$	81,379			(90,847	)	$	(9,468	)

General and administrative expenses:	$	601,072			3,163		$	604,235

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and all its majority-owned subsidiaries which require consolidation. Inter-company transactions have been eliminated in consolidation.

Interim Financial Statements

These interim unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. They do not include all of the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. Therefore, these consolidated financial statements should be read in conjunction with the Company's audited financial statements and notes thereto contained in its report on Form 10-K/A for the years ended December 31, 2016

The consolidated financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company's financial position at June 30, 2017, and the results of its operations and cash flows for the six months ended June 30, 2017. The results of operations for the period ended June 30, 2017 are not necessarily indicative of the results to be expected for future quarters or the full year.

Accounting Method

The Company's financial statements are prepared using the accrual method of accounting. The Company has elected a fiscal year ending on December 31.

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. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.

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Financial Instruments

The carrying amount reported in the balance sheet for cash, accounts receivable, accounts payable, accrued expenses, interest payable and short-term notes payable approximate fair value because of the immediate or short-term maturity of these financial instruments.

Cash Equivalents

The Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. However, management believes the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held.

Property, Plant, and Equipment

Property, plant and equipment are initially recognized recorded at cost. Gains or losses on disposals are reflected as gain or loss in the period of disposal. The cost of improvements that extend the life of plant and equipment are capitalized. These capitalized costs may include structural improvements, equipment and fixtures. All ordinary repairs and maintenance costs are expensed as incurred.

Depreciation for financial reporting purposes is provided using the straight-line method over the estimated useful lives of the assets:

Office equipment

5 years

For the six months ended June 30, 2017 and 2016, depreciation expense is $6,583 and $1,981, respectively.

Investments

Investments primarily include cost method investments. On June 30, 2017 and December 31, 2016, the carrying amount of investments was $3,860 and $3,860, respectively. There are no identified events or changes in circumstances that may have a significant adverse effect on fair value of the investment as of June 301, 2017.

Income Taxes

Income taxes are provided in accordance with Statement of Financial Accounting Standards ASC 740 Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

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The Company was established under the laws of the State of Delaware and is subject to U.S. federal income tax and Delaware state income tax. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts and are based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred income tax assets to the amount expected to be realized. On June 30, 2017 and December 31, 2016, there is deferred tax assets of $10,774. The Company had $49,811 and $42,972 of income tax liability as of June 30, 2017 and December 31, 2016, respectively.

Earnings per Share

In February 1997, the FASB issued ASC 260, "Earnings per Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. ASC 260 supersedes the provisions of APB No. 15, and requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted the provisions of ASC 260 effective (inception).

Basic earnings (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if potentially dilutive securities had been issued. There were no potentially dilutive securities outstanding during the periods presented.

For the six months ended June 30, 2017 and 2016, diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

Segment Information

The standard, "Disclosures about Segments of an Enterprise and Related Information", codified with ASC 280, requires certain financial and supplementary information to be disclosed on an annual and interim basis for each reportable segment of an enterprise. The Company believes that it operates in business segment of marketing and sales in China while the Company's general administration function is performed in the United States. On June 30, 2017, all assets and liabilities are in the United States where the income and expense has been incurred since inception to June 30, 2017.

Impact of New Accounting Standards

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.

Pushdown Accounting and Goodwill

Pursuant to applicable rules (FASB ASC 805-50-S99) the Company used push down accounting to reflect Yilaime Corporation's purchase of 100% of the shares of the Company's common stock. Richard Chiang, the Company's prior sole shareholder entered into an agreement to sell an aggregate of 10,000,000 shares of the Company's common stock to Yilaime Corporation effective upon the closing date of the Share Purchase Agreement dated June 26, 2014. Richard Chiang executed the agreement and owned no shares of the Company's common stock. This transaction resulted in Yilaime Corporation retaining rights, title and interest to all issued and outstanding shares of common stock in the Company.

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Purchased goodwill from acquisitions is $178,325 for acquiring ATI Modular in 2016, which is not deductible for tax purposes.

Revenue Recognition

The Company's revenue recognition policies comply with FASB ASC Topic 605. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, collectability is reasonably assured, and there are no significant subsequent obligations for the Company to assume.

Prior to an agreement, the Company assesses whether collectability from the potential customer is reasonably assured. The Company reviews the customer's financial condition, which is an indicator of both its ability to pay, and, in turn, whether or not revenue is realizable.

The ability to pay is an important criterion for entrance into an agreement with the customer. If management believes that the potential customer does not have the ability to pay, normally an agreement is not entered into with the customer.

If, at the outset an arrangement is entered into and the Company determines that the collectability of the revenue amount from the customer is questionable, management would not recognize revenue until it receives the amount due or conditions change so that collectability is reasonably assured. If collectability is reasonably assured at the outset of an arrangement, but subsequent changes in facts and circumstances indicate collection from the customer is no longer probable, the amount is recorded as bad debt expense.

There are two primary customer agreements currently offered to the Company's customers - (a) Licensing, Lease and Use Agreement ("Licensing Agreement"), and (b) Exporter Services Agreement ("Exporter Agreement").

(a) Licensing, Lease and Use Agreement

For the License, Lease and Use Agreement, the Company reflects revenue recognition over the course of the term.

(b) Exporter Services Agreement.

For services provided in the Exporter Service Agreement, the Company has two primary types of services called the Service Fee and Transaction Fee. Additionally, under certain circumstances, the Company may charge an Extension Fee. The customer under the Exporter Services Agreement is defined in this section as the "Exporter."

The Service Fee

Upon signing the Exporters Agreement, the Exporter is provided with services consisting of eight related components including: 1) market analysis; 2) review of proposed goods and services; 3) expectations for supply and demand in the market; 4) conducting export business in China; 5) information on financing; 6) information on the export tax savings programs; 7) international trade center assistance; and 8) selecting and assigning a tax saving company. All eight components of the Service Fee are delivered as one deliverable upon the signing or shortly thereafter of the Exporter Service Agreement with the exporter. The Company completes the earnings process upon the signing the Exporter Service Agreement since the one service fee deliverable has been delivered and we have no further obligations. Revenue is not recognized until the completion of these eight components and the Company has no further obligations.

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The Transaction Fee

During this process, the Exporter's goods and services are tested in the market, buyers or identified, deals or negotiated and the exporter products and services are delivered, and payment is made. The Transaction Fee is normally a percentage of each transaction.

The Transaction Fee process includes the Exporter's participation in three programs: 1) the Sample and Test Market Program; 2) Market Acceptance Program; and 3) Export Delivery Action. In the Sample and Test Market Program, an Exporter's products and services are tested in the market; sources of goods and services are confirmed; price indications are confirmed; and an Exporter and buyer match occurs. In the Market Acceptance Program, the export deal is identified and negotiated. Finally, in the Export Delivery Action, the goods are shipped and delivered and payment is made. The Company does not recognize revenue until completion of these three programs and the Company has no further obligations.

Throughout the life of the Exporter Agreement, the Company expects Exporters to complete multiple transactions. Each transaction is a separate and independent process.

The Extension Fee

The Extension Fee is an independent accounting unit. The Extension Fee is a fee charged to those Exporters who in rare cases for whatever reason fail to avail themselves of the Transaction Process. The Exporter has one-year to participate in the Sample and Test Market Program. Afterwards, provided no transaction has occurred and the Exporter agrees to pay a fee equal to 25% of the original Service fee within thirty (30) days (the "Extension Fee"), the Exporter may continue the Transaction Process. If the Extension Fee is not paid, the Exporter's participation and membership in the Sample and Test Program terminates. In the event of termination, the balance of any prior fees is still due and payable.

Provided that the Exporter agrees to pay the Extension Fee and continues with the Transaction Process, at the end of the Transaction Process and the last Transaction Fee deliverable is made, the Transaction Fee Process is completed. Upon completion, the Company has no further obligations, revenue is recognized, and the Exporter is invoiced for both the Extension Fee and the Transaction Fee.

After the Exporter pays the Extension Fee, if no transaction has occurred for sixty (60) calendars days, the Company is exempt from any obligation to provide further Transaction Process services and it recognizes revenue of the Extension Fee.

The Company recognizes revenue on a gross basis.

We have gross presentation for services provided by Yilaime, a contractor to the Company prior to the consummation of an arrangement.

In accordance with ASC605-45-45, the gross basis to recognize revenue applies since the Company is the primary obligor in the arrangement.

The Company expects to realize revenue for export funding and support, and franchise and license fees for United States support locations, and education initiatives. Additionally, if and when the Company further develops AmericaTowne, revenues would be expected to be recognized for (a) villa sales, rentals, timeshare and leasing; (b) hotel leasing and or operational revenues and sales; (c) theme park and performing art center operations, sales and/or leasing; and (d) senior care facilities, operations and or sales.

The Company does not provide unconditional right of return, price protection or any other concessions to its customers.

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There were no sales returns and allowances from inception to June 30, 2017.

Valuation of Goodwill

We assess goodwill for potential impairments at the end of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the asset. In evaluating goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If we conclude that it is not more likely than not that the fair value of a reporting unit is less than its carrying value, then no further testing of the goodwill assigned to the reporting unit is required. However, if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment to be recognized, if any.

In the first step of the review process, we compare the estimated fair value of the reporting unit with its carrying value. If the estimated fair value of the reporting unit exceeds its carrying amount, no further analysis is needed. If the estimated fair value of the reporting unit is less than its carrying amount, we proceed to the second step of the review process to calculate the implied fair value of the reporting unit goodwill in order to determine whether any impairment is required. We calculate the implied fair value of the reporting unit goodwill by allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit as if the reporting unit had been acquired in a business combination. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of the goodwill, we recognize an impairment loss for that excess amount. In allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit, we use industry and market data, as well as knowledge of the industry and our past experiences.

We base our calculation of the estimated fair value of a reporting unit on the income approach. For the income approach, we use internally developed discounted cash flow models that include, among others, the following assumptions: projections of revenues and expenses and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. We base these assumptions on our historical data and experience, third-party appraisals, industry projections, micro and macro general economic condition projections, and our expectations.

We have had no goodwill impairment charges for the six months ended June 30, 2017. The estimated fair value of each of our reporting units exceeded its' respective carrying amount by more than 100 percent based on our models and assumptions.

NOTE 3. ACCOUNTS RECEIVABLE

The nature of the net accounts receivable for June 30, 2017, in the amount of $2,091,465 are for Export Service Agreements. The Company's allowance for bad debt is $294,317 which provides a net receivable balance of $1,791,148

Accounts' receivable is stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollected amounts through a charge to earnings and a credit to an allowance for bad debts based on its assessment of the current status of individual accounts. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the allowance for bad debts and a credit to accounts receivable.

Accounts receivable consist of the following:

	June 30			Dec 31
	2017			2016
Accounts receivable	$	785,968		$	795,727
Accounts receivable- related parties		1,305,497			724,175
Less: Allowance for doubtful accounts		(294,317	)		(221,221	)
Accounts receivable, net	$	1,797,148		$	1,298,681

Bad debt expense was $52,394 and $43,507 for the six months ended June 30, 2017 and 2016, respectively.

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Allowance for bad debt policy

Our bad debt policy is determined by the Company's periodic review of each account receivable for reasonable assurance of collection. Factors considered are the exporter's financial condition, past payment history if any, any conversations with the exporter about the exporter's financial conditions and any other extenuating circumstances. Based upon the above factors the Company makes a determination whether the receivable are reasonable assured of collection. Based upon our review if required we adjust the allowance for bad debt.

NOTE 4. SHAREHOLDER'S EQUITY

The Company incorporates by reference all prior disclosures for the period identified herein. See Part II, Item 6. The stockholders' equity section of the Company contains the following classes of capital stock as of June 30, 2017:

• Common stock, $ 0.0001 par value: 100,000,000 shares authorized; 37,035,539 shares issued and outstanding

• Preferred stock, $ 0.0001 par value: 5,000,000 shares authorized; but not issued and outstanding.

NOTE 5. DEFFERED REVENUE

ATI Modular receives $250,000 quarterly fee from Yilaime for Sales and Support Services Agreement. In accordance with ASC 605-50-45, the Company defers and recognizes as a reduction to the future costs for quarterly fee. For the six months June 30, 2017, $500,000 fee from exclusive agreement incurred; $754,387 is booked deferred revenue as current liability on June 30, 2017 and $70,000 went against cost charged by Yilaime.

NOTE 6. STOCK BASED COMPENSATION

For the six months ended June 30, 2017 and 2016, $246,858 and $189,795 of stock compensation were charged to operating expenses, respectively. $1,703,984 and $1,450,842 were recorded as deferred compensation on June 30, 2017 and December 31, 2016, respectively.

ATI Modular entered into an employment lock-up agreement on July 1, 2016 with Alton Perkins to serve as the Chairman of the Board, President, Chief Executive Officer, Chief Financial Officer and Secretary. The term of Mr. Perkins' agreement is five years with ATI Modular retaining an option to extend in one-year periods. In consideration for Mr. Perkins' services, ATI Modular has agreed to issue to his designee, the Alton & Xiang Mei Lin Perkins Family Trust, 10,000,000 shares of common stock. ATI Modular may elect in the future to include money compensation to Mr. Perkins or his designee for his services provided there is sufficient cash flow.

On June 20, 2017, the Company signed the “First Amendment Employment Agreement with Alton Perkins amending the original Employment Agreement dated November 21, 2014. The new Agreement lifts up any lock-up provisions related to shares issued to Alton Perkins or its designee. In addition, in accordance with the new Agreement, the Company issued Alton Perkins additional 10,000,000 shares of restricted common stock and extend his employment until June 19, 2022.

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NOTE 7. RELATED PARTY TRANSACTIONS

Yilaime Corporation, a Nevada corporation ("Yilaime") and Yilaime Corporation of NC ("Yilaime NC") are related parties to the Company. Yilaime is a "Control Party" to AmericaTowne because it has title to greater than 50% of the issued and outstanding shares of common stock in the Company. Alton Perkins is the majority shareholder and controlling principal of Yilaime, Yilaime NC, Perkins DISC and the Company. Additionally, for those “trade centers” set forth below, Mr. Perkins directs all major activities and operating policies of each entity. The common control may result in operating results or a financial position significantly different from that, which would have been obtained if the enterprises were autonomous. Further, pursuant to ASC 850-10-50-6 the Company lists and provides details for all material Related Party transactions so that readers of the financial statements can better assess and predict the possible impact on performance.

Nature of Related Parties' Relationship

On October 8, 2014, the Company entered into the Stock Exchange Agreement with Yilaime NC. Pursuant to the terms of the Stock Exchange Agreement, in consideration for the issuance of 3,616,059 shares of common stock in the Company to Yilaime NC, Yilaime NC conveyed 10,848,178 shares of its restricted common stock to the Company. The intent of the parties in executing and performing under the Stock Exchange Agreement is to effectuate tax-free reorganization under Section 368 of the Internal Revenue Code of 1986. The Company issued the 3,616,059 shares of common stock to Yilaime NC on May 14, 2015. As result of receiving 10,848,178 shares of issued and outstanding common stock in Yilaime (4.5% of issued and outstanding), the Company recorded a $3,860 investment in use of Cost Method.

The Company authorized Yilaime NC to transfer 3,616,059 of these shares pursuant to the Company's effective registration statement on Form S-1/A on November 5, 2015.

The Company entered into a Service Provider Agreement with Yilaime on October 27, 2014 (the "Service Agreement") wherein certain "Export Funding and Support Services" and "Occupancy Services," as defined therein, are provided to the Company in consideration for a fee. In addition to these fees, Yilaime has to pay an Operations Fee to the Company for exclusive rights. Mr. Perkins is the Chief Executive Officer of the Company and is the majority shareholder and controlling person of Yilaime.

The Company also leased office space from Yilaime NC for $3,416 per month.

On June 27, 2016, ATI Modular entered into a Sales and Support Services Agreement with Yilaime. Under the Services Agreement, Yilaime will provide ATI Modular with marketing, sales and support services in the ATI Modular’s pursuit of ATI Modular business in China in consideration of a commission equal to 10% of the gross amount of monies procured for ATI Modular through Yilaime’s services. In consideration of the right to receive this commission, Yilaime has agreed to pay ATI Modular a quarterly fee of $250,000 starting on July 1, 2016. The Services Agreement is set to expire on June 10, 2020, absent early termination for breach thereof by either party. Yilaime retains an option to extend the term under its sole discretion until June 10, 2025 by providing written notice to ATI Modular by March 10, 2019. Yilaime has agreed to be ATI Modular’s exclusive independent contractor in providing the services in the Services Agreement, and has agreed to a non-compete and non-circumvent agreement.

Yilaime is obligated to provide support services only in a manner that is deemed commercially acceptable by Yilaime and Yilaime has the sole right to determine the means, manner and method by which services will be provided and at the time and location of its choosing. Furthermore, as the control person of Yilaime, Mr. Perkins might make decisions he deems are in the best interests of Yilaime, which might be to the detriment of the goals and objectives of ATI Modular.

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Pursuant to ASC 850-10-50-6, the Company makes the following transaction disclosures for six months ending June 30, 2017:

Consolidated Operating Statement Related Party Transactions (for six months ending June 30, 2017 and 2016).

(a) $100,000 and $100,000 in revenues for Yilaime's exclusive agreement with the Company;

(b) $360,000 and $175,000 in Trade Center Service Agreement Revenue;

(d) $77,578 and $459,904 in costs of revenues to Yilaime for services pursuant to the Service Agreement;

(e) $345,292 and $212,451 for general and administrative expenses for commissions and fees.

(f) For the six months ended, June 30, 2017, $21,400 for general and administrative expenses for rent expenses the Company paid to Yilaime towards its lease agreement; For the six months ended, June 30, 2017, $15,000 for general and administrative expenses for rent expenses ATI Modular paid to Yilaime towards its lease agreement. For the six months ended, June 30, 2017, $15,000 for general and administrative expenses for rent expenses ATI Nationwide paid to Yilaime towards its lease agreement.

For the six months ended, June 30, 2016, $12,416 for general and administrative expenses for rent expenses the Company paid to Yilaime towards its lease agreement; $2,500 for general and administrative expenses for rent expenses ATI Modular paid to Yilaime towards its lease agreement.

(g) $246,858 and $189,795 for general and administrative operating expenses recorded as stock compensation for respective employment agreements.

Consolidated Balance Sheet Related Party Transactions (on June 30, 2017 and December 31, 2016)

(a) $649,386 and $405,817 net account receivables Yilaime owes to the Company;

(b) $63,010 and $42,839 due to Yilaime;

(d) On June 30, 2017, other receivables include $208,180 owed by Perkins Hsu Export Corporation and $14,677 purchase mining equipment and advances for Yilaime Nairobi Ltd

On December 31, 2016, other receivables include $69,120 owed by Yilaime; $175,772 owed by Perkins Hsu Export Corporation and $14,677 purchase mining equipment and advances for Yilaime Nairobi Ltd;

(e) $754,387 and $324,387 deferred revenue-Yilaime;

(f) $63,717 and 198,000 as accounts payable to Anhui Ao De Xin Modular Construction Technology Co., Ltd.;

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

Special Note Regarding Forward-Looking Statements

Information included or incorporated by reference in this Quarterly Report on Form 10-Q contains forward-looking statements. All forward-looking statements are inherently uncertain as they are based on current expectations and assumptions concerning future events or future performance of the Company. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. Forward-looking statements may contain the words “believes,” “project,”

“expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, and are subject to numerous known and unknown risks and uncertainties. Additionally, statements relating to implementation of business strategy, future financial performance, acquisition strategies, capital raising transactions, performance of contractual obligations, and similar statements may contain forward-looking statements. In evaluating such statements, prospective investors and shareholders should carefully review various risks and uncertainties identified in this Report, including the matters set forth under the captions “Risk Factors” and in the Company’s other SEC filings. These risks and uncertainties could cause the Company’s actual results to differ materially from those indicated in the forward-looking statements. The Company disclaims any obligation to update or publicly announce revisions to any forward-looking statements to reflect future events or developments.

Although forward-looking statements in this Form 10-Q reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the heading “Risk Factors Related to Our Business” below, as well as those discussed elsewhere in this Form 10-Q. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this Form 10-Q. We file reports with the Securities and Exchange Commission (“SEC”). You can read and copy any materials we file with the SEC at the SEC’s Public Reference Room, 100 F. Street, NE, Washington, D.C. 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an Internet site (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us.

We disclaim any obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this Quarterly Report on Form 10-Q. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this Quarterly Report and the Company’s Annual Report on Form 10-K, which attempt to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

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General Description of Business

For a general overview of business operations, the Company hereby incorporates by reference the disclosures and narrative recently provided in its Annual Report on Form 10-K.

We plan to raise capital following our recent change in status to an operating entity through the offering of shares of common stock or preferred stock to investors. We anticipate we will need to pursue capital to fund our operations over the next twelve months. We believe we will be able to raise the necessary capital to carry out our business plan, but there is no assurance that we will be able to do so.

We plan to earn revenues and income, and generate cash, by focusing on our four core business operations and initiatives, as set forth above. At this point, the Company's revenue is generated from our Service Provider and Exporter Service Agreements. We generate revenues and cash by servicing these agreements. We work with exporters carefully and focus on our accounts receivable as part of managing our projected tight liquidity position. Additionally, we work with exporters closely in developing export strategies for the goods and services they planned to export.

At present, the bulk of our operations take place at our Raleigh, North Carolina office, which acts as a model for plans for our United States Trade Center operations. We are in the process of outfitting our operations in Meishan and possibly other locations in China. We have hired two full-time managers to operate the facilities located at Meishan and other locations in China.

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Our short-term operational objectives are to develop our exporter pipeline, grow revenues and increase operations and facilities in the United States while bringing our facilities online in Chizhou, China. Our focus currently is on enhancing our exporter base, including working with state export agencies to identify exporters as well as sources of goods and services made in the United States that are in demand in China. Along with increasing our United States operations, we are hoping to identify additional key staff in the United States and China that can help us implement our plan. While we feel optimistic about meeting the challenges as well as the opportunities before us, there is no assurance that we will be able to meet the challenges or take advantage of opportunities we perceive are available.

To achieve its long-term objectives, the Company intends on shifting its revenue stream from a United Stated-based to a China-based stream by fully operating all planned activities at the planned locations and other trade centers, and activities within our AmericaTowne complexes and Chinese-based internet sites. Each of the Company's four core initiatives presents challenges, risks, and opportunities.

We believe that we see positive trends in the export area. Additionally, the Company plans to pursue opportunities in export not often thought of as an "exported commodity. Along with our planned core AmericaTowne communities, trade centers in the United States and China, and Internet operations, the Company plans on pursuing opportunities that are traditionally not thought of as an export commodity. While we are developing our core export businesses we will seek too diverse by acquiring and or partnering with other businesses that we expect to provide sustained long term growth.

There is no assurance we will be able to pursue these opportunities successfully. Additionally, our short and long-term liquidity position is impacted by the success we achieve in implementing our plans. We do plan on pursuing the full range of available funding opportunities. Additionally, we expect to help those in our exporting program with funding opportunities and various programs that may be available to them in the private community, and at the state and national level within the United States.

Additionally, going forward we expect to take advantage of the various export tax laws that will help our cash flow position as well as assist our exporters with their growth. There is no assurance that our plans will be successful. There will be cost to bring all of the planned facilities online in China, including the costs involved with the Trade Center in Meishan and other locations in China. While we do have a plan to cover these costs, there can be no assurance that our plan will be successful. While we have discussed the possibility of outside investments in various forms, there are no agreements in place or any assurance that they will be realized in the future.

The uncertainty of implementing our business plan in China and the various laws and policies in China and how they may impact our Company going forward is real. There is no assurance that we will be able to navigate the laws and policies at the national or local level that will allow us to achieve objectives outlined in our business plan. Though our results of operations thus far have been effective, there can be no assurance that we will obtain the same results going forward.

We can make no assurances that we will find commercial success in any of our products. We also rely upon the Service Agreement with Yilaime NC, November 11, 2014 Form 8K, under Item 15(a)(3) 10.8, for revenues. We are a new company and thus have very limited experience in sales expectations and forecasting. We also have not fully discovered any seasonality to our business as we began operations for the first quarter of 2016. We intend on relying on Yilaime for operational support. If we cannot achieve independent commercial success, we may need to continue to rely on Yilaime for support. If Yilaime at any time decides to alter or change materially our arrangement, we could experience a material adverse effect on the Company.

Emerging Growth Company

We qualify as an “emerging growth company” under the JOBS Act. As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, we will not be required to:

have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;
comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor's report providing additional information about the audit and the financial statements (i.e., an auditor discussion and analysis);
submit certain executive compensation matters to shareholder advisory votes, such as "say-on-pay" and "say-on-frequency;" and
disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO's compensation to median employee compensation.

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In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

We will remain an “emerging growth company” for up to five (5) years, or until the earliest of (i) the last day of the first fiscal year in which our total annual gross revenues exceed $1 billion, (ii) the date that we become a "large accelerated filer" as defined in Rule 12b-2 under the Securities Exchange Act of 1934, which would occur if the market value of our ordinary shares that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period. As an emerging growth company, the company is exempt from Section 14A and B of the Securities Exchange Act of 1934 which require the shareholder approval of executive compensation and golden parachutes. The Company is an Emerging Growth Company under the JOBS Act of 2012, but the Company has irrevocably opted out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(B) of the JOBS Act.

Results of Operations for the Six Months Ended June 30, 2017 and 2016

The following table sets forth the summary income statement for the six month period ended June 30, 2017 and 2016:

	Six Months Ended
	June 30, 2017			June 30, 2016
Revenue	$	552,512		$	1,276,270
Cost of Revenues-Related Parties	$	77,578		$	459,904
Operating Expense	$	760,256		$	624,795

Net Income (Loss)	$	(292,240	)	$	161,540

Revenues

For the six months ended June 30, 2017, the Company had revenues of $552,512, of which $490,242 were related party sales which included $360,000 in Trade Center agreements. Additionally, the Company had sales of $60,000 in Export Service Agreements.

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Operating Expenses

Our expenses for the six months ended June 30, 2017 and 2016 are outlined in the table below:

	Six Months Ended
	June 30, 2017		June 30, 2016
General and Administrative	$	604,235	$	508,599
Professional Fees	$	156,021	$	116,196

Total Operating Expenses	$	760,256	$	624,795

Our operating expenses are largely attributable to commissions and professional fees related to our reporting requirements as a public company and implementation of our business plan. Compared to the same period in 2016, the increase of operating expenses in 2017 is due to higher commissions.

Net Loss

As a result of our operations, the Company reported net loss of $292,240 for the first two quarter of 2017.

Liquidity and Capital Resources

Working Capital


	June 30, 2017		December 31, 2016
Current Assets	$	3,005,052	$	2,531,909
Current Liabilities	$	1,154,014	$	660,043

Working Capital	$	1,851,038	$	1,871,866

Cash Flow

	Six Months Ended
	June 30, 2017		June 30, 2016
Net Cash Used in Operating Activities	$	6,274	$	16,016
Net Cash Used in Investing Activities	$	4,838	$	180,921
Nat Cash Provided by Financing Activities	$	22,500	$	225,567

Increase in Cash and Cash Equivalents	$	11,388	$	28,630

Cash Used in Operating Activities

Lower net cash used in operating activities for the six months ended June 30, 2017 is due to net loss and increase in deferred revenue.

Cash Used in Investing Activities

We spent $4,838 and $5,921 on fixed assets for six months ended June 30, 2017 and 2016, respectively. In addition, we spent $175,000 in acquisition of subsidiaries for the six months ended June 30, 2016.

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Cash Provided by Financing Activities

We received proceeds of $22,500 and $225,567 from issuing common stock for the six months ended June 30, 2017 and 2016, respectively.

Off-Balance Sheet Arrangements

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Critical Accounting Policies

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States ("US GAAP"). US GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expenses amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition.

We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

We believe the following is among the most critical accounting policies that impact our consolidated financial statements. We suggest that our significant accounting policies, as described in our financial statements in the Summary of Significant Accounting Policies, be read in conjunction with this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Revenue Recognition

The Company recognizes revenue at the date of delivery to customers when a formal arrangement exists, the price is fixed or determinable, the delivery is completed, no other significant obligations of the Company exist and collectability is reasonably assured. The Company's Revenue Recognition policy is provided in detail at Note 2 of the Financial Statements.

Income Taxes

The Company accounts for income taxes in accordance with ASC Topic 740, "Income Taxes." ASC 740 requires a company to use the asset and liability method of accounting for income taxes, whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Under ASC 740, a tax position is recognized as a benefit only if it is "more likely than not" that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the "more likely than not" test, no tax benefit is recorded. The adoption had no effect on the Company's consolidated financial statements.

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Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

As a smaller reporting company, as defined in 17 CFR § 229.10(f)(1), we are not required to provide the information requested by this Item.

Item 4. Controls and Procedures.

Disclosure of Controls and Procedures

As required by Rule 13a-15 of the Securities Exchange Act of 1934, our principal executive officer and principal financial officer evaluated our company's disclosure controls and procedures (as defined in Rules 13a-15(e) of the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based on this evaluation, our principal executive officer and principal financial officer concluded that as of the end of the period covered by this report, these disclosure controls and procedures were not effective to ensure that the information required to be disclosed by our company in reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities Exchange Commission and to ensure that such information is accumulated and communicated to our company's management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure. The conclusion that our disclosure controls and procedures were not effective was due to the presence of the following material weaknesses in internal control over financial reporting which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both United States generally accepted accounting principles and Securities and Exchange Commission guidelines. Management anticipates that such disclosure controls and procedures will not be effective until the material weaknesses are remediated.

As described in Basis of Presentation in this First Quarter Report for fiscal year 2017, the Company recently determined that a material weakness existed in the Firm's internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) as of June 30, 2017. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis.

As a result of that determination, the Company's Chief Executive Officer and Chief Financial Officer have since concluded that the Firm's disclosure controls and procedures were not effective as of June 30, 2017.

We plan to take steps to enhance and improve the design of our internal controls over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending December 31, 2017, subject to obtaining additional financing: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out above are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake.

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Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the six months ended June 30, 2017 that have materially affected or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

There are not presently any material pending legal proceedings to which the Company is a party or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or contemplated against it.

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.

The Company incorporates by reference all prior disclosures for the period identified herein reported on Forms 8-K.

Item 6. Exhibits.

				Incorporated by reference
Exhibit	Exhibit Description	Filed herewith	Form	Period ending	Exhibit	Filing date
31.1 and 31.2	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	X
32.1 and 32.2	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	X

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

/s/Alton Perkins
AMERICATOWNE, INC.
By: Alton Perkins
Its: Chairman of the Board, Chief
Executive Officer, Chief Financial Officer
Date: January 16, 2018

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EX-31.1 2 e311.htm CERTIFICATION

EX-31.1

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECURITIES AND EXCHANGE ACT RULE 13A-14(A)/15D-14(A), AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

AMERICATOWNE, INC.

OFFICER'S CERTIFICATE PURSUANT TO SECTION 302

I, Alton Perkins, certify that:

1. I have reviewed this Form 10-Q of AmericaTowne, Inc. for the Second Quarter of 2017;

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. I am the registrant’s sole officer and thus am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

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

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our 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;

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

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. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant's auditors and the registrant's board of directors (or persons performing the equivalent functions):

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information, including but not limited to those identified in Item 4 (Controls and Procedures) in the registrant’s quarterly report on Form 10-Q; and

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.

Dated: January 9, 2018

By: /s/ Alton Perkins

Alton Perkins

Chief Financial Officer

(Principal Financial Officer)

-1-

EX-31.2 3 e312.htm CERTIFICATION

EX-31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECURITIES AND EXCHANGE ACT RULE 13A-14(A)/15D-14(A), AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

AMERICATOWNE, INC.

OFFICER'S CERTIFICATE PURSUANT TO SECTION 302

I, Alton Perkins, certify that:

1. I have reviewed this Form 10-Q of AmericaTowne, Inc. for the Second Quarter of 2017;

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.

Dated: January 9, 2018

By: /s/ Alton Perkins

Alton Perkins

Chief Financial Officer

(Principal Financial Officer)

-1-

EX-32.1 4 e321.htm CERTIFICATION

EX-32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECURITIES AND EXCHANGE ACT RULE 13A-14(A)/15D-14(A), AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

CERTIFICATE OF CHIEF EXECUTIVE OFFICER

AMERICATOWNE, INC.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of AmericaTowne, Inc. on Form 10-Q for the period ended June 30, 2017, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Alton Perkins, Principal Executive Officer of the Company, certify, pursuant to 18 U.S.C. ss.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 operations of the Company.

(3) A signed original of this written statement required by Section 906 has been provided to the Secretary for AmericaTowne, Inc., and will be retained by the company and furnished to the Securities and Exchange Commission or its staff upon request.

Dated: January 9, 2018

By: /s/ Alton Perkins

Alton Perkins

Chief Executive Officer

(Principal Executive Officer)

-1-

EX-32.2 5 e322.htm CERTIFICATION

EX-32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECURITIES AND EXCHANGE ACT RULE 13A-14(A)/15D-14(A), AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

CERTIFICATE OF CHIEF FINANCIAL OFFICER

AMERICATOWNE, INC.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of AmericaTowne, Inc. on Form 10-Q for the period ended June 30, 2017, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Alton Perkins, Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.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 operations of the Company.

Dated: January 9, 2018

By: /s/ Alton Perkins

Alton Perkins

Chief Financial Officer

(Principal Financial Officer)

-1-

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ATI Modular entered into an employment lock-up agreement on July 1, 2016 with Alton Perkins to serve as the Chairman of the Board, President, Chief Executive Officer, Chief Financial Officer and Secretary. The term of Mr. Perkins' agreement is five years with ATI Modular retaining an option to extend in one-year periods. In consideration for Mr. Perkins' services, ATI Modular has agreed to issue to his designee, the Alton & Xiang Mei Lin Perkins Family Trust, 10,000,000 shares of common stock. ATI Modular may elect in the future to include money compensation to Mr. Perkins or his designee for his services provided there is sufficient cash flow.

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Principles of Consolidation The consolidated financial statements include the accounts of the Company and all its majority-owned subsidiaries which require consolidation. Inter-company transactions have been eliminated in consolidation.

Interim Financial Statements These interim unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. They do not include all of the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. Therefore, these consolidated financial statements should be read in conjunction with the Company's audited financial statements and notes thereto contained in its report on Form 10-K/A for the years ended December 31, 2016 The consolidated financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company's financial position at June 30, 2017, and the results of its operations and cash flows for the six months ended June 30, 2017. The results of operations for the period ended June 30, 2017 are not necessarily indicative of the results to be expected for future quarters or the full year.

Accounting Method The Company's financial statements are prepared using the accrual method of accounting. The Company has elected a fiscal year ending on December 31.

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. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.

Financial Instruments The carrying amount reported in the balance sheet for cash, accounts receivable, accounts payable, accrued expenses, interest payable and short-term notes payable approximate fair value because of the immediate or short-term maturity of these financial instruments.

Cash Equivalents The Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents.

Concentration of Credit Risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. However, management believes the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held.

Property, Plant, and Equipment Property, plant and equipment are initially recognized recorded at cost. Gains or losses on disposals are reflected as gain or loss in the period of disposal. The cost of improvements that extend the life of plant and equipment are capitalized. These capitalized costs may include structural improvements, equipment and fixtures. All ordinary repairs and maintenance costs are expensed as incurred. Depreciation for financial reporting purposes is provided using the straight-line method over the estimated useful lives of the assets: <table cellspacing="4" cellpadding="0" style="width: 100%; background-color: white"> <tr style="vertical-align: top"> <td style="padding: 2pt; font: 12pt Times New Roman, Times, Serif">Office equipment</td> <td style="padding: 2pt; font: 12pt Times New Roman, Times, Serif">5 years</td></tr> </table> For the six months ended June 30, 2017 and 2016, depreciation expense is $6,583 and $1,981, respectively.

Investments Investments primarily include cost method investments. On June 30, 2017 and December 31, 2016, the carrying amount of investments was $3,860 and $3,860, respectively. There are no identified events or changes in circumstances that may have a significant adverse effect on fair value of the investment as of June 301, 2017.

Earnings per Share In February 1997, the FASB issued ASC 260, "Earnings per Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. ASC 260 supersedes the provisions of APB No. 15, and requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted the provisions of ASC 260 effective (inception). Basic earnings (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if potentially dilutive securities had been issued. There were no potentially dilutive securities outstanding during the periods presented. For the six months ended June 30, 2017 and 2016, diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

Segment Information The standard, "Disclosures about Segments of an Enterprise and Related Information", codified with ASC 280, requires certain financial and supplementary information to be disclosed on an annual and interim basis for each reportable segment of an enterprise. The Company believes that it operates in business segment of marketing and sales in China while the Company's general administration function is performed in the United States. On June 30, 2017, all assets and liabilities are in the United States where the income and expense has been incurred since inception to June 30, 2017.

Impact of New Accounting Standards The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.

-644

P5Y

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14677 14677 The Company is filing this Amendment to its previously filed Quarterly Report on Form 10-Q filed on August 21, 2017 to restate its financial statements on June 30, 2017. The information in the Quarterly Report is amended to read in its entirety as set forth in this Amendment. Except to reflect the restatement of the financial statements, the related disclosure controls and procedures matters, the information in the Quarterly Report and this Amendment has not been updated or otherwise changed to reflect any events, conditions or other developments that have occurred or existed since August 21, 2017, the date the Form 10-Q was filed. Accordingly, except solely with regard to the restatement, the related disclosure controls and procedures matters, all information in the Transition Report and this Amendment speaks only as of August 21, 2017. References made in this Amendment to "this Form 10-Q" mean this Amendment on Form 10-Q/A unless the context requires otherwise.

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NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS AmericaTowne, Inc. (the “Company”) was incorporated under the laws of the State of Delaware on April 22, 2014. The Company is engaged in exporting and consulting in the exportation of American made goods, products and services to China and Africa through strategic relationships in China and in the United States, which is referred to internally by the Company as the “AmericaTowne Platform”. The Company’s forward-looking vision is to create a physical location called AmericaTowne in China that incorporates business selling the “American experience” in housing, retail, education, senior care and entertainment. On June 6, 2016, the Company purchased the majority and controlling interest in ATI Modular Technology Corp (“ATI Modular”), formerly Global Recycle Energy, Inc. through the acquisition of 100,000,000 shares (86%) of restricted common stock. The Stock Purchase and Sale Agreement dated June 2, 2016 (the “SPA”) closed on June 6, 2016 with the $175,000 payment of the purchase price to Joseph Arcaro, prior shareholder, and sole director and officer of ATI Modular. ATI Modular is engaged in the development and the exporting of modular energy efficient technology and processes that allow government and private enterprises in China to use US based methods for creating modular spaces, facilities, and properties. The Company's forward-looking vision is to create a physical location and manufacturing facility that promotes the export of US based technology, equipment, and process that focuses on building modular buildings, and structures of all types that will be used by both the public and private building and technology sectors in China. On October 3, 2016, the Company purchased the majority and controlling interest in ATI Nationwide Holding Corp (“ATI Nationwide”), formerly EXA, Inc. OTC:Pinks (ATIN) through the acquisition of 65,000,000 shares (65.5%) shares of restricted common stock. The Stock Purchase and Sale Agreement dated October 3, 2016 (the “SPA EXAI”) closed on October 10, 2016 with the $175,000 payment of the purchase price to Joseph C. Passalaqua, prior shareholder and director and officer of ATI Nationwide. The Company intends on using this acquisition to facilitate its performance under the July 11, 2016 Master Joint Venture and Operational Agreement with Nationwide Microfinance Limited, a Ghanaian corporation, as disclosed in the Company’s July 14, 2016 Form 8-K (see exhibit table above). In both acquisitions, the Company purchased the shares with the intent to hold in its personal account on a restricted basis absent registration or qualification under an exemption to registration. The Stock Purchase Agreements were privately negotiated between the parties without facilitation through brokers or promotors, or third-parties, except legal counsel, and were approved by the Company’s Board of Directors as being in the best interests of the Company. The source of funds was working capital from the Company. There is no material relationship between the Company and any of the parties under the Stock Purchase Agreements. As with any business plan that is aspirational in nature, there is no assurance we will be able to accomplish all our objective or that we will be able to meet our financing needs to accomplish our objectives.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). On December 27, 2017, the Company reached a determination to restate its previously filed financial statements for the six months ended. The restatement decreases net income of $3,163 for the six months ended June 30, 2017. The restatement relates to the following items <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%"> <tr style="vertical-align: top"> <td style="width: 24px"> </td> <td style="width: 24px; padding-bottom: 12pt">(1)</td> <td style="padding-bottom: 12pt; text-align: justify">Derecognize the goodwill from acquisition of ATI Nationwide Holdings Corporation in accordance with ASC 805-10-55-4 through 55-9</td></tr> <tr style="vertical-align: top"> <td style="padding-bottom: 12pt"> </td> <td style="padding-bottom: 12pt">(2)</td> <td style="padding-bottom: 12pt; text-align: justify">Correcting error in eliminating entries of consolidation.</td></tr> <tr style="vertical-align: top"> <td style="padding-bottom: 12pt"> </td> <td style="padding-bottom: 12pt">(3)</td> <td style="padding-bottom: 12pt; text-align: justify">Correcting error in recognizing deferred tax assets in 2016</td></tr> </table> The following summarizes the effects of restatement:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="width: 43%; border: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="width: 21%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Previously Reported</td> <td style="width: 18%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Adjustment</td> <td style="width: 18%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Restated</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Deferred tax assets: </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$0</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">10,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$10,774</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Goodwill:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$393,656</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(175,000)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$218,656</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify">Income tax payable:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$39,037</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">10,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$49,811</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify">Additional paid in capital:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$4,154,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(127,845)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$4,026,929</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Receivable for issuance of stock:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$90,493</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(25,270)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$65,223</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Retained earnings:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(206,534)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">18,422</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$(188,112)</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Noncontrolling interest:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$81,379</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(90,847)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$(9,468)</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">General and administrative expenses:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$601,072</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">3,163</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$604,235</td></tr> </table> Principles of Consolidation The consolidated financial statements include the accounts of the Company and all its majority-owned subsidiaries which require consolidation. Inter-company transactions have been eliminated in consolidation. Interim Financial Statements These interim unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. They do not include all of the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. Therefore, these consolidated financial statements should be read in conjunction with the Company's audited financial statements and notes thereto contained in its report on Form 10-K/A for the years ended December 31, 2016 The consolidated financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company's financial position at June 30, 2017, and the results of its operations and cash flows for the six months ended June 30, 2017. The results of operations for the period ended June 30, 2017 are not necessarily indicative of the results to be expected for future quarters or the full year. Accounting Method The Company's financial statements are prepared using the accrual method of accounting. The Company has elected a fiscal year ending on December 31. 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. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates. Financial Instruments The carrying amount reported in the balance sheet for cash, accounts receivable, accounts payable, accrued expenses, interest payable and short-term notes payable approximate fair value because of the immediate or short-term maturity of these financial instruments. Cash Equivalents The Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents. Concentration of Credit Risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. However, management believes the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Property, Plant, and Equipment Property, plant and equipment are initially recognized recorded at cost. Gains or losses on disposals are reflected as gain or loss in the period of disposal. The cost of improvements that extend the life of plant and equipment are capitalized. These capitalized costs may include structural improvements, equipment and fixtures. All ordinary repairs and maintenance costs are expensed as incurred. Depreciation for financial reporting purposes is provided using the straight-line method over the estimated useful lives of the assets: <table cellspacing="4" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; background-color: white"> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="padding: 2pt">Office equipment</td> <td style="padding: 2pt">5 years</td></tr> </table>   For the six months ended June 30, 2017 and 2016, depreciation expense is $6,583 and $1,981, respectively. Investments Investments primarily include cost method investments. On June 30, 2017 and December 31, 2016, the carrying amount of investments was $3,860 and $3,860, respectively. There are no identified events or changes in circumstances that may have a significant adverse effect on fair value of the investment as of June 301, 2017. Income Taxes Income taxes are provided in accordance with Statement of Financial Accounting Standards ASC 740 Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company was established under the laws of the State of Delaware and is subject to U.S. federal income tax and Delaware state income tax. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts and are based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred income tax assets to the amount expected to be realized. On June 30, 2017 and December 31, 2016, there is deferred tax assets of $10,774. The Company had $49,811 and $42,972 of income tax liability as of June 30, 2017 and December 31, 2016, respectively. Earnings per Share In February 1997, the FASB issued ASC 260, "Earnings per Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. ASC 260 supersedes the provisions of APB No. 15, and requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted the provisions of ASC 260 effective (inception). Basic earnings (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if potentially dilutive securities had been issued. There were no potentially dilutive securities outstanding during the periods presented. For the six months ended June 30, 2017 and 2016, diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company. Segment Information The standard, "Disclosures about Segments of an Enterprise and Related Information", codified with ASC 280, requires certain financial and supplementary information to be disclosed on an annual and interim basis for each reportable segment of an enterprise. The Company believes that it operates in business segment of marketing and sales in China while the Company's general administration function is performed in the United States. On June 30, 2017, all assets and liabilities are in the United States where the income and expense has been incurred since inception to June 30, 2017. Impact of New Accounting Standards The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow. Pushdown Accounting and Goodwill Pursuant to applicable rules (FASB ASC 805-50-S99) the Company used push down accounting to reflect Yilaime Corporation's purchase of 100% of the shares of the Company's common stock. Richard Chiang, the Company's prior sole shareholder entered into an agreement to sell an aggregate of 10,000,000 shares of the Company's common stock to Yilaime Corporation effective upon the closing date of the Share Purchase Agreement dated June 26, 2014. Richard Chiang executed the agreement and owned no shares of the Company's common stock. This transaction resulted in Yilaime Corporation retaining rights, title and interest to all issued and outstanding shares of common stock in the Company. Purchased goodwill from acquisitions is $178,325 for acquiring ATI Modular in 2016, which is not deductible for tax purposes. Revenue Recognition The Company's revenue recognition policies comply with FASB ASC Topic 605. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, collectability is reasonably assured, and there are no significant subsequent obligations for the Company to assume. Prior to an agreement, the Company assesses whether collectability from the potential customer is reasonably assured. The Company reviews the customer's financial condition, which is an indicator of both its ability to pay, and, in turn, whether or not revenue is realizable. The ability to pay is an important criterion for entrance into an agreement with the customer. If management believes that the potential customer does not have the ability to pay, normally an agreement is not entered into with the customer. If, at the outset an arrangement is entered into and the Company determines that the collectability of the revenue amount from the customer is questionable, management would not recognize revenue until it receives the amount due or conditions change so that collectability is reasonably assured. If collectability is reasonably assured at the outset of an arrangement, but subsequent changes in facts and circumstances indicate collection from the customer is no longer probable, the amount is recorded as bad debt expense. There are two primary customer agreements currently offered to the Company's customers - (a) Licensing, Lease and Use Agreement ("Licensing Agreement"), and (b) Exporter Services Agreement ("Exporter Agreement"). (a) Licensing, Lease and Use Agreement For the License, Lease and Use Agreement, the Company reflects revenue recognition over the course of the term. (b) Exporter Services Agreement. For services provided in the Exporter Service Agreement, the Company has two primary types of services called the Service Fee and Transaction Fee. Additionally, under certain circumstances, the Company may charge an Extension Fee. The customer under the Exporter Services Agreement is defined in this section as the "Exporter." The Service Fee Upon signing the Exporters Agreement, the Exporter is provided with services consisting of eight related components including: 1) market analysis; 2) review of proposed goods and services; 3) expectations for supply and demand in the market; 4) conducting export business in China; 5) information on financing; 6) information on the export tax savings programs; 7) international trade center assistance; and 8) selecting and assigning a tax saving company. All eight components of the Service Fee are delivered as one deliverable upon the signing or shortly thereafter of the Exporter Service Agreement with the exporter. The Company completes the earnings process upon the signing the Exporter Service Agreement since the one service fee deliverable has been delivered and we have no further obligations. Revenue is not recognized until the completion of these eight components and the Company has no further obligations.  The Transaction Fee During this process, the Exporter's goods and services are tested in the market, buyers or identified, deals or negotiated and the exporter products and services are delivered, and payment is made. The Transaction Fee is normally a percentage of each transaction. The Transaction Fee process includes the Exporter's participation in three programs: 1) the Sample and Test Market Program; 2) Market Acceptance Program; and 3) Export Delivery Action. In the Sample and Test Market Program, an Exporter's products and services are tested in the market; sources of goods and services are confirmed; price indications are confirmed; and an Exporter and buyer match occurs. In the Market Acceptance Program, the export deal is identified and negotiated. Finally, in the Export Delivery Action, the goods are shipped and delivered and payment is made. The Company does not recognize revenue until completion of these three programs and the Company has no further obligations. Throughout the life of the Exporter Agreement, the Company expects Exporters to complete multiple transactions. Each transaction is a separate and independent process. The Extension Fee The Extension Fee is an independent accounting unit. The Extension Fee is a fee charged to those Exporters who in rare cases for whatever reason fail to avail themselves of the Transaction Process. The Exporter has one-year to participate in the Sample and Test Market Program. Afterwards, provided no transaction has occurred and the Exporter agrees to pay a fee equal to 25% of the original Service fee within thirty (30) days (the "Extension Fee"), the Exporter may continue the Transaction Process. If the Extension Fee is not paid, the Exporter's participation and membership in the Sample and Test Program terminates. In the event of termination, the balance of any prior fees is still due and payable. Provided that the Exporter agrees to pay the Extension Fee and continues with the Transaction Process, at the end of the Transaction Process and the last Transaction Fee deliverable is made, the Transaction Fee Process is completed. Upon completion, the Company has no further obligations, revenue is recognized, and the Exporter is invoiced for both the Extension Fee and the Transaction Fee. After the Exporter pays the Extension Fee, if no transaction has occurred for sixty (60) calendars days, the Company is exempt from any obligation to provide further Transaction Process services and it recognizes revenue of the Extension Fee. The Company recognizes revenue on a gross basis. We have gross presentation for services provided by Yilaime, a contractor to the Company prior to the consummation of an arrangement. In accordance with ASC605-45-45, the gross basis to recognize revenue applies since the Company is the primary obligor in the arrangement. The Company expects to realize revenue for export funding and support, and franchise and license fees for United States support locations, and education initiatives. Additionally, if and when the Company further develops AmericaTowne, revenues would be expected to be recognized for (a) villa sales, rentals, timeshare and leasing; (b) hotel leasing and or operational revenues and sales; (c) theme park and performing art center operations, sales and/or leasing; and (d) senior care facilities, operations and or sales. The Company does not provide unconditional right of return, price protection or any other concessions to its customers. There were no sales returns and allowances from inception to June 30, 2017. Valuation of Goodwill We assess goodwill for potential impairments at the end of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the asset. In evaluating goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If we conclude that it is not more likely than not that the fair value of a reporting unit is less than its carrying value, then no further testing of the goodwill assigned to the reporting unit is required. However, if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment to be recognized, if any. In the first step of the review process, we compare the estimated fair value of the reporting unit with its carrying value. If the estimated fair value of the reporting unit exceeds its carrying amount, no further analysis is needed. If the estimated fair value of the reporting unit is less than its carrying amount, we proceed to the second step of the review process to calculate the implied fair value of the reporting unit goodwill in order to determine whether any impairment is required. We calculate the implied fair value of the reporting unit goodwill by allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit as if the reporting unit had been acquired in a business combination. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of the goodwill, we recognize an impairment loss for that excess amount. In allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit, we use industry and market data, as well as knowledge of the industry and our past experiences. We base our calculation of the estimated fair value of a reporting unit on the income approach. For the income approach, we use internally developed discounted cash flow models that include, among others, the following assumptions: projections of revenues and expenses and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. We base these assumptions on our historical data and experience, third-party appraisals, industry projections, micro and macro general economic condition projections, and our expectations. We have had no goodwill impairment charges for the six months ended June 30, 2017. The estimated fair value of each of our reporting units exceeded its' respective carrying amount by more than 100 percent based on our models and assumptions.

NOTE 3. ACCOUNTS RECEIVABLE The nature of the net accounts receivable for June 30, 2017, in the amount of $2,091,465 are for Export Service Agreements. The Company's allowance for bad debt is $294,317 which provides a net receivable balance of $1,791,148 Accounts' receivable is stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollected amounts through a charge to earnings and a credit to an allowance for bad debts based on its assessment of the current status of individual accounts. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the allowance for bad debts and a credit to accounts receivable. Accounts receivable consist of the following: <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom; background-color: white"> <td style="width: 60%; padding-left: 2pt"> </td> <td style="width: 6%"> </td> <td style="width: 1%"> </td> <td style="width: 11%; text-align: right">June  30</td> <td style="width: 1%"> </td> <td style="width: 8%"> </td> <td style="width: 1%"> </td> <td style="width: 11%; text-align: right">Dec 31</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 2pt"> </td> <td> </td> <td> </td> <td style="text-align: right">2017</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">2016</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 2pt">Accounts receivable</td> <td> </td> <td>$</td> <td style="text-align: center">                              785,968 </td> <td> </td> <td> </td> <td>$</td> <td style="text-align: right">795,727</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 2pt">Accounts receivable- related parties</td> <td> </td> <td> </td> <td style="text-align: right">1,305,497  </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">724,175</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 2pt">Less: Allowance for doubtful accounts</td> <td> </td> <td> </td> <td style="text-align: right">(294,317 </td> <td>)</td> <td> </td> <td> </td> <td style="text-align: right">(221,221</td> <td>)</td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 2pt">Accounts receivable, net</td> <td> </td> <td>$</td> <td style="text-align: right">1,797,148</td> <td> </td> <td> </td> <td>$</td> <td style="text-align: right">1,298,681</td> <td> </td></tr> </table>   Bad debt expense was $52,394 and $43,507 for the six months ended June 30, 2017 and 2016, respectively. Allowance for bad debt policy Our bad debt policy is determined by the Company's periodic review of each account receivable for reasonable assurance of collection. Factors considered are the exporter's financial condition, past payment history if any, any conversations with the exporter about the exporter's financial conditions and any other extenuating circumstances. Based upon the above factors the Company makes a determination whether the receivable are reasonable assured of collection. Based upon our review if required we adjust the allowance for bad debt.

NOTE 4. SHAREHOLDER'S EQUITY The Company incorporates by reference all prior disclosures for the period identified herein. See Part II, Item 6. The stockholders' equity section of the Company contains the following classes of capital stock as of June 30, 2017: • Common stock, $ 0.0001 par value: 100,000,000 shares authorized; 37,035,539 shares issued and outstanding • Preferred stock, $ 0.0001 par value: 5,000,000 shares authorized; but not issued and outstanding.

NOTE 5. DEFFERED REVENUE ATI Modular receives $250,000 quarterly fee from Yilaime for Sales and Support Services Agreement. In accordance with ASC 605-50-45, the Company defers and recognizes as a reduction to the future costs for quarterly fee. For the six months June 30, 2017, $500,000 fee from exclusive agreement incurred; $754,387 is booked deferred revenue as current liability on June 30, 2017 and $70,000 went against cost charged by Yilaime.

NOTE 6. STOCK BASED COMPENSATION For the six months ended June 30, 2017 and 2016, $246,858 and $189,795 of stock compensation were charged to operating expenses, respectively. $1,703,984 and $1,450,842 were recorded as deferred compensation on June 30, 2017 and December 31, 2016, respectively. ATI Modular entered into an employment lock-up agreement on July 1, 2016 with Alton Perkins to serve as the Chairman of the Board, President, Chief Executive Officer, Chief Financial Officer and Secretary. The term of Mr. Perkins' agreement is five years with ATI Modular retaining an option to extend in one-year periods. In consideration for Mr. Perkins' services, ATI Modular has agreed to issue to his designee, the Alton & Xiang Mei Lin Perkins Family Trust, 10,000,000 shares of common stock. ATI Modular may elect in the future to include money compensation to Mr. Perkins or his designee for his services provided there is sufficient cash flow. On June 20, 2017, the Company signed the “First Amendment Employment Agreement with Alton Perkins amending the original Employment Agreement dated November 21, 2014. The new Agreement lifts up any lock-up provisions related to shares issued to Alton Perkins or its designee. In addition, in accordance with the new Agreement, the Company issued Alton Perkins additional 10,000,000 shares of restricted common stock and extend his employment until June 19, 2022.

NOTE 7. RELATED PARTY TRANSACTIONS Yilaime Corporation, a Nevada corporation ("Yilaime") and Yilaime Corporation of NC ("Yilaime NC") are related parties to the Company. Yilaime is a "Control Party" to AmericaTowne because it has title to greater than 50% of the issued and outstanding shares of common stock in the Company. Alton Perkins is the majority shareholder and controlling principal of Yilaime, Yilaime NC, Perkins DISC and the Company. Additionally, for those “trade centers” set forth below, Mr. Perkins directs all major activities and operating policies of each entity. The common control may result in operating results or a financial position significantly different from that, which would have been obtained if the enterprises were autonomous. Further, pursuant to ASC 850-10-50-6 the Company lists and provides details for all material Related Party transactions so that readers of the financial statements can better assess and predict the possible impact on performance. Nature of Related Parties' Relationship On October 8, 2014, the Company entered into the Stock Exchange Agreement with Yilaime NC. Pursuant to the terms of the Stock Exchange Agreement, in consideration for the issuance of 3,616,059 shares of common stock in the Company to Yilaime NC, Yilaime NC conveyed 10,848,178 shares of its restricted common stock to the Company. The intent of the parties in executing and performing under the Stock Exchange Agreement is to effectuate tax-free reorganization under Section 368 of the Internal Revenue Code of 1986. The Company issued the 3,616,059 shares of common stock to Yilaime NC on May 14, 2015. As result of receiving 10,848,178 shares of issued and outstanding common stock in Yilaime (4.5% of issued and outstanding), the Company recorded a $3,860 investment in use of Cost Method. The Company authorized Yilaime NC to transfer 3,616,059 of these shares pursuant to the Company's effective registration statement on Form S-1/A on November 5, 2015. The Company entered into a Service Provider Agreement with Yilaime on October 27, 2014 (the "Service Agreement") wherein certain "Export Funding and Support Services" and "Occupancy Services," as defined therein, are provided to the Company in consideration for a fee. In addition to these fees, Yilaime has to pay an Operations Fee to the Company for exclusive rights. Mr. Perkins is the Chief Executive Officer of the Company and is the majority shareholder and controlling person of Yilaime. The Company also leased office space from Yilaime NC for $3,416 per month. On June 27, 2016, ATI Modular entered into a Sales and Support Services Agreement with Yilaime. Under the Services Agreement, Yilaime will provide ATI Modular with marketing, sales and support services in the ATI Modular’s pursuit of ATI Modular business in China in consideration of a commission equal to 10% of the gross amount of monies procured for ATI Modular through Yilaime’s services. In consideration of the right to receive this commission, Yilaime has agreed to pay ATI Modular a quarterly fee of $250,000 starting on July 1, 2016. The Services Agreement is set to expire on June 10, 2020, absent early termination for breach thereof by either party. Yilaime retains an option to extend the term under its sole discretion until June 10, 2025 by providing written notice to ATI Modular by March 10, 2019. Yilaime has agreed to be ATI Modular’s exclusive independent contractor in providing the services in the Services Agreement, and has agreed to a non-compete and non-circumvent agreement. Yilaime is obligated to provide support services only in a manner that is deemed commercially acceptable by Yilaime and Yilaime has the sole right to determine the means, manner and method by which services will be provided and at the time and location of its choosing. Furthermore, as the control person of Yilaime, Mr. Perkins might make decisions he deems are in the best interests of Yilaime, which might be to the detriment of the goals and objectives of ATI Modular. Pursuant to ASC 850-10-50-6, the Company makes the following transaction disclosures for six months ending June 30, 2017: Consolidated Operating Statement Related Party Transactions (for six months ending June 30, 2017 and 2016). (a) $100,000 and $100,000 in revenues for Yilaime's exclusive agreement with the Company; (b) $360,000 and $175,000 in Trade Center Service Agreement Revenue; (c) $30,242 and $0 in commission revenue with Nationwide Microfinance Limited; (d) $77,578 and $459,904 in costs of revenues to Yilaime for services pursuant to the Service Agreement; (e) $345,292 and $212,451 for general and administrative expenses for commissions and fees. (f) For the six months ended, June 30, 2017, $21,400 for general and administrative expenses for rent expenses the Company paid to Yilaime towards its lease agreement; For the six months ended, June 30, 2017, $15,000 for general and administrative expenses for rent expenses ATI Modular paid to Yilaime towards its lease agreement. For the six months ended, June 30, 2017, $15,000 for general and administrative expenses for rent expenses ATI Nationwide paid to Yilaime towards its lease agreement. For the six months ended, June 30, 2016, $12,416 for general and administrative expenses for rent expenses the Company paid to Yilaime towards its lease agreement; $2,500 for general and administrative expenses for rent expenses ATI Modular paid to Yilaime towards its lease agreement. (g) $246,858 and $189,795 for general and administrative operating expenses recorded as stock compensation for respective employment agreements. Consolidated Balance Sheet Related Party Transactions (on June 30, 2017 and December 31, 2016) (a) $649,386 and $405,817 net account receivables Yilaime owes to the Company; (b) $63,010 and $42,839 due to Yilaime; (c) $590,836 and $282,149 Trade Center receivables owed to the Company; (d) On June 30, 2017, other receivables include $208,180 owed by Perkins Hsu Export Corporation and $14,677 purchase mining equipment and advances for Yilaime Nairobi Ltd On December 31, 2016, other receivables include $69,120 owed by Yilaime; $175,772 owed by Perkins Hsu Export Corporation and $14,677 purchase mining equipment and advances for Yilaime Nairobi Ltd; (e) $754,387 and $324,387 deferred revenue-Yilaime;  (f) $63,717 and 198,000 as accounts payable to Anhui Ao De Xin Modular Construction Technology Co., Ltd.;

Basis of Presentation These financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). On December 27, 2017, the Company reached a determination to restate its previously filed financial statements for the six months ended. The restatement decreases net income of $3,163 for the six months ended June 30, 2017. The restatement relates to the following items <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%"> <tr style="vertical-align: top"> <td style="width: 24px"> </td> <td style="width: 24px; padding-bottom: 12pt">(1)</td> <td style="padding-bottom: 12pt; text-align: justify">Derecognize the goodwill from acquisition of ATI Nationwide Holdings Corporation in accordance with ASC 805-10-55-4 through 55-9</td></tr> <tr style="vertical-align: top"> <td style="padding-bottom: 12pt"> </td> <td style="padding-bottom: 12pt">(2)</td> <td style="padding-bottom: 12pt; text-align: justify">Correcting error in eliminating entries of consolidation.</td></tr> <tr style="vertical-align: top"> <td style="padding-bottom: 12pt"> </td> <td style="padding-bottom: 12pt">(3)</td> <td style="padding-bottom: 12pt; text-align: justify">Correcting error in recognizing deferred tax assets in 2016</td></tr> </table> The following summarizes the effects of restatement:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="width: 43%; border: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="width: 21%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Previously Reported</td> <td style="width: 18%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Adjustment</td> <td style="width: 18%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Restated</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Deferred tax assets: </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$0</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">10,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$10,774</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Goodwill:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$393,656</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(175,000)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$218,656</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify">Income tax payable:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$39,037</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">10,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$49,811</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify">Additional paid in capital:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$4,154,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(127,845)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$4,026,929</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Receivable for issuance of stock:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$90,493</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(25,270)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$65,223</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Retained earnings:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(206,534)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">18,422</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$(188,112)</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Noncontrolling interest:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$81,379</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(90,847)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$(9,468)</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">General and administrative expenses:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$601,072</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">3,163</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$604,235</td></tr> </table>

Income Taxes Income taxes are provided in accordance with Statement of Financial Accounting Standards ASC 740 Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company was established under the laws of the State of Delaware and is subject to U.S. federal income tax and Delaware state income tax. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts and are based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred income tax assets to the amount expected to be realized. On June 30, 2017 and December 31, 2016, there is deferred tax assets of $10,774. The Company had $49,811 and $42,972 of income tax liability as of June 30, 2017 and December 31, 2016, respectively.

Pushdown Accounting and Goodwill Pursuant to applicable rules (FASB ASC 805-50-S99) the Company used push down accounting to reflect Yilaime Corporation's purchase of 100% of the shares of the Company's common stock. Richard Chiang, the Company's prior sole shareholder entered into an agreement to sell an aggregate of 10,000,000 shares of the Company's common stock to Yilaime Corporation effective upon the closing date of the Share Purchase Agreement dated June 26, 2014. Richard Chiang executed the agreement and owned no shares of the Company's common stock. This transaction resulted in Yilaime Corporation retaining rights, title and interest to all issued and outstanding shares of common stock in the Company. Purchased goodwill from acquisitions is $178,325 for acquiring ATI Modular in 2016, which is not deductible for tax purposes.

Revenue Recognition The Company's revenue recognition policies comply with FASB ASC Topic 605. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, collectability is reasonably assured, and there are no significant subsequent obligations for the Company to assume. Prior to an agreement, the Company assesses whether collectability from the potential customer is reasonably assured. The Company reviews the customer's financial condition, which is an indicator of both its ability to pay, and, in turn, whether or not revenue is realizable. The ability to pay is an important criterion for entrance into an agreement with the customer. If management believes that the potential customer does not have the ability to pay, normally an agreement is not entered into with the customer. If, at the outset an arrangement is entered into and the Company determines that the collectability of the revenue amount from the customer is questionable, management would not recognize revenue until it receives the amount due or conditions change so that collectability is reasonably assured. If collectability is reasonably assured at the outset of an arrangement, but subsequent changes in facts and circumstances indicate collection from the customer is no longer probable, the amount is recorded as bad debt expense. There are two primary customer agreements currently offered to the Company's customers - (a) Licensing, Lease and Use Agreement ("Licensing Agreement"), and (b) Exporter Services Agreement ("Exporter Agreement"). (a) Licensing, Lease and Use Agreement For the License, Lease and Use Agreement, the Company reflects revenue recognition over the course of the term. (b) Exporter Services Agreement. For services provided in the Exporter Service Agreement, the Company has two primary types of services called the Service Fee and Transaction Fee. Additionally, under certain circumstances, the Company may charge an Extension Fee. The customer under the Exporter Services Agreement is defined in this section as the "Exporter." The Service Fee Upon signing the Exporters Agreement, the Exporter is provided with services consisting of eight related components including: 1) market analysis; 2) review of proposed goods and services; 3) expectations for supply and demand in the market; 4) conducting export business in China; 5) information on financing; 6) information on the export tax savings programs; 7) international trade center assistance; and 8) selecting and assigning a tax saving company. All eight components of the Service Fee are delivered as one deliverable upon the signing or shortly thereafter of the Exporter Service Agreement with the exporter. The Company completes the earnings process upon the signing the Exporter Service Agreement since the one service fee deliverable has been delivered and we have no further obligations. Revenue is not recognized until the completion of these eight components and the Company has no further obligations.  The Transaction Fee During this process, the Exporter's goods and services are tested in the market, buyers or identified, deals or negotiated and the exporter products and services are delivered, and payment is made. The Transaction Fee is normally a percentage of each transaction. The Transaction Fee process includes the Exporter's participation in three programs: 1) the Sample and Test Market Program; 2) Market Acceptance Program; and 3) Export Delivery Action. In the Sample and Test Market Program, an Exporter's products and services are tested in the market; sources of goods and services are confirmed; price indications are confirmed; and an Exporter and buyer match occurs. In the Market Acceptance Program, the export deal is identified and negotiated. Finally, in the Export Delivery Action, the goods are shipped and delivered and payment is made. The Company does not recognize revenue until completion of these three programs and the Company has no further obligations. Throughout the life of the Exporter Agreement, the Company expects Exporters to complete multiple transactions. Each transaction is a separate and independent process. The Extension Fee The Extension Fee is an independent accounting unit. The Extension Fee is a fee charged to those Exporters who in rare cases for whatever reason fail to avail themselves of the Transaction Process. The Exporter has one-year to participate in the Sample and Test Market Program. Afterwards, provided no transaction has occurred and the Exporter agrees to pay a fee equal to 25% of the original Service fee within thirty (30) days (the "Extension Fee"), the Exporter may continue the Transaction Process. If the Extension Fee is not paid, the Exporter's participation and membership in the Sample and Test Program terminates. In the event of termination, the balance of any prior fees is still due and payable. Provided that the Exporter agrees to pay the Extension Fee and continues with the Transaction Process, at the end of the Transaction Process and the last Transaction Fee deliverable is made, the Transaction Fee Process is completed. Upon completion, the Company has no further obligations, revenue is recognized, and the Exporter is invoiced for both the Extension Fee and the Transaction Fee. After the Exporter pays the Extension Fee, if no transaction has occurred for sixty (60) calendars days, the Company is exempt from any obligation to provide further Transaction Process services and it recognizes revenue of the Extension Fee. The Company recognizes revenue on a gross basis. We have gross presentation for services provided by Yilaime, a contractor to the Company prior to the consummation of an arrangement. In accordance with ASC605-45-45, the gross basis to recognize revenue applies since the Company is the primary obligor in the arrangement. The Company expects to realize revenue for export funding and support, and franchise and license fees for United States support locations, and education initiatives. Additionally, if and when the Company further develops AmericaTowne, revenues would be expected to be recognized for (a) villa sales, rentals, timeshare and leasing; (b) hotel leasing and or operational revenues and sales; (c) theme park and performing art center operations, sales and/or leasing; and (d) senior care facilities, operations and or sales. The Company does not provide unconditional right of return, price protection or any other concessions to its customers. There were no sales returns and allowances from inception to June 30, 2017.

Valuation of Goodwill We assess goodwill for potential impairments at the end of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the asset. In evaluating goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If we conclude that it is not more likely than not that the fair value of a reporting unit is less than its carrying value, then no further testing of the goodwill assigned to the reporting unit is required. However, if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment to be recognized, if any. In the first step of the review process, we compare the estimated fair value of the reporting unit with its carrying value. If the estimated fair value of the reporting unit exceeds its carrying amount, no further analysis is needed. If the estimated fair value of the reporting unit is less than its carrying amount, we proceed to the second step of the review process to calculate the implied fair value of the reporting unit goodwill in order to determine whether any impairment is required. We calculate the implied fair value of the reporting unit goodwill by allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit as if the reporting unit had been acquired in a business combination. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of the goodwill, we recognize an impairment loss for that excess amount. In allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit, we use industry and market data, as well as knowledge of the industry and our past experiences. We base our calculation of the estimated fair value of a reporting unit on the income approach. For the income approach, we use internally developed discounted cash flow models that include, among others, the following assumptions: projections of revenues and expenses and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. We base these assumptions on our historical data and experience, third-party appraisals, industry projections, micro and macro general economic condition projections, and our expectations. We have had no goodwill impairment charges for the six months ended June 30, 2017. The estimated fair value of each of our reporting units exceeded its' respective carrying amount by more than 100 percent based on our models and assumptions.

Accounts receivable consist of the following: <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom; background-color: white"> <td style="width: 60%; padding-left: 2pt"> </td> <td style="width: 6%"> </td> <td style="width: 1%"> </td> <td style="width: 11%; text-align: right">June  30</td> <td style="width: 1%"> </td> <td style="width: 8%"> </td> <td style="width: 1%"> </td> <td style="width: 11%; text-align: right">Dec 31</td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 2pt"> </td> <td> </td> <td> </td> <td style="text-align: right">2017</td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">2016</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 2pt">Accounts receivable</td> <td> </td> <td>$</td> <td style="text-align: center">                              785,968 </td> <td> </td> <td> </td> <td>$</td> <td style="text-align: right">795,727</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 2pt">Accounts receivable- related parties</td> <td> </td> <td> </td> <td style="text-align: right">1,305,497  </td> <td> </td> <td> </td> <td> </td> <td style="text-align: right">724,175</td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: white"> <td style="padding-left: 2pt">Less: Allowance for doubtful accounts</td> <td> </td> <td> </td> <td style="text-align: right">(294,317 </td> <td>)</td> <td> </td> <td> </td> <td style="text-align: right">(221,221</td> <td>)</td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="padding-left: 2pt">Accounts receivable, net</td> <td> </td> <td>$</td> <td style="text-align: right">1,797,148</td> <td> </td> <td> </td> <td>$</td> <td style="text-align: right">1,298,681</td> <td> </td></tr> </table>

The following summarizes the effects of restatement:   <table cellspacing="0" cellpadding="0" style="font: 12pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="width: 43%; border: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="width: 21%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Previously Reported</td> <td style="width: 18%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Adjustment</td> <td style="width: 18%; border-top: black 1pt solid; border-right: black 1pt solid; border-bottom: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center">Restated</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Deferred tax assets: </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$0</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">10,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$10,774</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Goodwill:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$393,656</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(175,000)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$218,656</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify">Income tax payable:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$39,037</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">10,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$49,811</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: justify">Additional paid in capital:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$4,154,774</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(127,845)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$4,026,929</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Receivable for issuance of stock:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$90,493</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(25,270)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$65,223</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Retained earnings:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(206,534)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">18,422</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$(188,112)</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">Noncontrolling interest:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$81,379</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">(90,847)</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$(9,468)</td></tr> <tr style="vertical-align: top; background-color: white"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: center"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right"> </td></tr> <tr style="vertical-align: top; background-color: #CCEEFF"> <td style="border-right: black 1pt solid; border-bottom: black 1pt solid; border-left: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt">General and administrative expenses:</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$601,072</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">3,163</td> <td style="border-bottom: black 1pt solid; border-right: black 1pt solid; padding-right: 5.4pt; padding-bottom: 8pt; padding-left: 5.4pt; text-align: right">$604,235</td></tr> </table>

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Ltd [Member] ATI Nationwide [Member] Scenario [Axis] Previously Reported [Member] Adjustment [Member] Document And Entity Information Entity Registrant Name Entity Central Index Key Document Type Document Period End Date Amendment Flag Amendment Description Current Fiscal Year End Date Is Entity a Well-known Seasoned Issuer? Is Entity a Voluntary Filer? Is Entity's Reporting Status Current? 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Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2017	Aug. 21, 2017
Document And Entity Information
Entity Registrant Name	AMERICATOWNE Inc.
Entity Central Index Key	0001606699
Document Type	10-Q/A
Document Period End Date	Jun. 30, 2017
Amendment Flag	true
Amendment Description	The Company is filing this Amendment to its previously filed Quarterly Report on Form 10-Q filed on August 21, 2017 to restate its financial statements on June 30, 2017. The information in the Quarterly Report is amended to read in its entirety as set forth in this Amendment. Except to reflect the restatement of the financial statements, the related disclosure controls and procedures matters, the information in the Quarterly Report and this Amendment has not been updated or otherwise changed to reflect any events, conditions or other developments that have occurred or existed since August 21, 2017, the date the Form 10-Q was filed. Accordingly, except solely with regard to the restatement, the related disclosure controls and procedures matters, all information in the Transition Report and this Amendment speaks only as of August 21, 2017. References made in this Amendment to "this Form 10-Q" mean this Amendment on Form 10-Q/A unless the context requires otherwise.
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		37,035,539
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2017

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Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Current Assets
Cash and cash equivalents	$ 984,403	$ 973,015
Accounts receivable, net	556,926	610,715
Accounts receivable, net - related parties	1,240,222	687,966
Other receivables - related parties	222,857	259,569
Prepayment-current	644	644
Total Current Assets	3,005,052	2,531,909
Prepayment-non current	7,197	7,675
Property, plant and equipment, net	24,116	25,861
Deferred tax assets	10,774	10,774
Goodwill	218,656	218,656
Investments	3,860	3,860
Total Assets	3,269,655	2,798,735
Current Liabilities
Accounts payable and accrued expenses	210,494	240,287
Deferred revenues-current	758,929	328,929
Notes payable	0	0
Other payables	560	5,016
Deposit from customers	71,210	0
Due to related parties	63,010	42,839
Income tax payable	49,811	42,972
Total Current Liabilities	1,154,014	660,043
Deferred revenues-non current	51,711	53,981
Total Liabilities	1,205,725	714,024
Stockholders' Equity:
Preferred stock, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding	0	0
Common stock, $0.0001 par value; 100,000,000 shares authorized 37,035,539 and 26,974,775 shares issued and outstanding	$ 3,704	$ 2,697
Common stock subscribed	84	90
Additional paid-in capital	$ 4,026,929	$ 3,508,075
Deferred compensation	(1,703,984)	(1,450,842)
Receivable for issuance of stock	(65,223)	(65,223)
Retained Earnings	(188,112)	98,631
Noncontrolling interest	(9,468)	(8,717)
Shareholders' Equity	2,063,930	2,084,711
Total Liabilities and Shareholders' Equity	$ 3,269,655	$ 2,798,735

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Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred Stock, Shares authorized	5,000,000	5,000,000
Preferred Stock, Par Value	$ 0.0001	$ 0.0001
Preferred Stock, Shares issued	0	0
Preferred Stock, Shares outstanding	0	0
Common Stock, Shares authorized	100,000,000	100,000,000
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares issued	37,035,539	26,974,775
Common Stock, Shares outstanding	37,035,539	26,974,775

XML 16 R4.htm IDEA: XBRL DOCUMENT

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenues
Sales	$ 1,135	$ 855,135	$ 62,270	$ 1,001,270
Services-related parties	260,242	85,000	490,242	275,000
Revenues	261,377	940,135	552,512	1,276,270
Cost of Revenues - related party	18,162	431,242	77,578	459,904
Gross Profit	243,215	508,893	474,934	816,366
Operating Expenses
General and administrative	356,784	334,830	604,235	508,599
Professional fees	80,957	52,357	156,021	116,196
Total operating expenses	437,741	387,187	760,256	624,795
Income from operations	(194,526)	121,706	(285,322)	191,571
Other Expenses (Income)	307	(3,529)	79	(3,047)
Provision for income taxes	4,624	6,350	6,839	33,078
Net Income (Loss)	(199,457)	118,885	(292,240)	161,540
Less: Net loss attributable to the noncontrolling interest	2,391	511	5,498	511
Net income(loss)attributable to AMERICATOWNE, Inc common stockholders	$ (197,066)	$ 119,396	$ (286,742)	$ 162,051
Earnings per share - basic and diluted	$ (0.01)	$ 0	$ (0.01)	$ 0.01
Weighted average shares outstanding- basic and diluted	28,024,105	26,774,532	27,516,924	26,346,859

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Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Operating Activities:
Net income (loss)	$ (292,240)	$ 161,540
Adjustments to reconcile net income (loss) to net cash provided by operations
Depreciation	6,583	1,981
Stock Compensation	246,858	189,795
Stock issued for services	0	875
Bad debt provision	52,394	43,507
Changes in operating assets and liabilities:
Accounts receivable, net	(571,559)	(911,537)
Other receivable - related parties	38,713	(58,918)
Prepayment	478	2,274
Accounts payable and accrued expenses	(29,795)	491,343
Deferred revenues	427,730	(2,270)
Other payables	(4,456)	2,316
Deposit from customers	73,310	30,000
Due to related Parties	38,871	0
Income tax payable	6,839	33,078
Net cash used in operating activities	(6,274)	(16,016)
Investing Activities:
Purchase of fixed assets	(4,838)	(5,921)
Acquisition of subsidiaries	0	(175,000)
Net cash used in Investing activities	4,838	180,921
Financing Activities:
Proceeds from issuance of common stock	22,500	225,567
Net cash provided by financing activities	22,500	225,567
Increase (Decrease) in cash and cash equivalents	11,388	28,630
Cash and cash equivalents at beginning of period	973,015	641,663
Cash and cash equivalents at end of period	984,403	670,293
Interest paid	0	0
Income taxes paid	$ 0	$ 0

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NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

6 Months Ended

Jun. 30, 2017

Note 1. Organization And Description Of Business

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

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NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2017

Accounting Policies [Abstract]

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP").

	(1)	Derecognize the goodwill from acquisition of ATI Nationwide Holdings Corporation in accordance with ASC 805-10-55-4 through 55-9
	(2)	Correcting error in eliminating entries of consolidation.
	(3)	Correcting error in recognizing deferred tax assets in 2016

The following summarizes the effects of restatement:

	Previously Reported	Adjustment	Restated

Deferred tax assets:	$0	10,774	$10,774

Goodwill:	$393,656	(175,000)	$218,656

Income tax payable:	$39,037	10,774	$49,811

Additional paid in capital:	$4,154,774	(127,845)	$4,026,929

Receivable for issuance of stock:	$90,493	(25,270)	$65,223

Retained earnings:	(206,534)	18,422	$(188,112)

Noncontrolling interest:	$81,379	(90,847)	$(9,468)

General and administrative expenses:	$601,072	3,163	$604,235

Principles of Consolidation

Interim Financial Statements

Accounting Method

The Company's financial statements are prepared using the accrual method of accounting. The Company has elected a fiscal year ending on December 31.

Use of Estimates

Financial Instruments

Cash Equivalents

The Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents.

Concentration of Credit Risk

Property, Plant, and Equipment

Depreciation for financial reporting purposes is provided using the straight-line method over the estimated useful lives of the assets:

Office equipment

5 years

For the six months ended June 30, 2017 and 2016, depreciation expense is $6,583 and $1,981, respectively.

Investments

Income Taxes

Earnings per Share

For the six months ended June 30, 2017 and 2016, diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

Segment Information

Impact of New Accounting Standards

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.

Pushdown Accounting and Goodwill

Purchased goodwill from acquisitions is $178,325 for acquiring ATI Modular in 2016, which is not deductible for tax purposes.

Revenue Recognition

(a) Licensing, Lease and Use Agreement

For the License, Lease and Use Agreement, the Company reflects revenue recognition over the course of the term.

(b) Exporter Services Agreement.

The Service Fee

The Transaction Fee

Throughout the life of the Exporter Agreement, the Company expects Exporters to complete multiple transactions. Each transaction is a separate and independent process.

The Extension Fee

The Company recognizes revenue on a gross basis.

We have gross presentation for services provided by Yilaime, a contractor to the Company prior to the consummation of an arrangement.

In accordance with ASC605-45-45, the gross basis to recognize revenue applies since the Company is the primary obligor in the arrangement.

The Company does not provide unconditional right of return, price protection or any other concessions to its customers.

There were no sales returns and allowances from inception to June 30, 2017.

Valuation of Goodwill

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NOTE 3. ACCOUNTS RECEIVABLE

6 Months Ended

Jun. 30, 2017

Receivables [Abstract]

NOTE 3. ACCOUNTS RECEIVABLE

NOTE 3. ACCOUNTS RECEIVABLE

Accounts receivable consist of the following:

		June 30			Dec 31
		2017			2016
Accounts receivable	$	785,968		$	795,727
Accounts receivable- related parties		1,305,497			724,175
Less: Allowance for doubtful accounts		(294,317	)		(221,221	)
Accounts receivable, net	$	1,797,148		$	1,298,681

Bad debt expense was $52,394 and $43,507 for the six months ended June 30, 2017 and 2016, respectively.

Allowance for bad debt policy

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NOTE 4. SHAREHOLDER'S EQUITY

6 Months Ended

Jun. 30, 2017

Equity [Abstract]

NOTE 4. SHAREHOLDER'S EQUITY

NOTE 4. SHAREHOLDER'S EQUITY

• Common stock, $ 0.0001 par value: 100,000,000 shares authorized; 37,035,539 shares issued and outstanding

• Preferred stock, $ 0.0001 par value: 5,000,000 shares authorized; but not issued and outstanding.

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NOTE 5. DEFFERED REVENUE

6 Months Ended

Jun. 30, 2017

Notes to Financial Statements

NOTE 5. DEFFERED REVENUE

NOTE 5. DEFFERED REVENUE

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NOTE 6. STOCK BASED COMPENSATION

6 Months Ended

Jun. 30, 2017

Equity [Abstract]

NOTE 6. STOCK BASED COMPENSATION

NOTE 6. STOCK BASED COMPENSATION

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NOTE 7. RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2017

NOTE 7. RELATED PARTY TRANSACTIONS