UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

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

For the quarterly period ended March 31, 2011

OR

[  ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _______________ to _______________

COMMISSION FILE NUMBER: 000-50196

CHINA RENEWABLE ENERGY HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Florida (State or other jurisdiction of Incorporation or Organization) Suite 802, Beautiful Group Tower 74-77 Connaught Road Central Wanchai, Hong Kong  (Address of principal executive offices)	65-0968842 (I.R.S. Employer Identification No.) not applicable (Zip Code)
(852) 2384-6070 (Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.  Yes  ý  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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  ¨  No ¨ (Not required)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act (check one).

Large accelerated filer	£		Accelerated filer	£
Non-accelerated filer	£		Smaller reporting company	S
(Do not check if smaller reporting company)

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

Indicated the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.  24,580,000 shares of common stock are issued and outstanding as of May 13, 2011.

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TABLE OF CONTENTS

		Page No.
PART I. - FINANCIAL INFORMATION
Item 1.	Financial Statements.	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.	12
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	15
Item 4T	Controls and Procedures.	15
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings.	16
Item 1A.	Risk Factors.	16
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	16
Item 3.	Defaults Upon Senior Securities.	16
Item 4.	Submission of Matters to a Vote of Security Holders.	16
Item 5.	Other Information.	16
Item 6.	Exhibits.	16

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this report contain or may contain forward-looking statements.  These statements, identified by words such as “plan”, “anticipate”, “believe”, “estimate”, “should,” “expect” and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy.  These statements are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward - looking statements.  These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward-looking statements.  These factors include, but are not limited to, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors.  Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. Readers should carefully review this annual report in its entirety, including but not limited to our financial statements and the notes thereto and the risks described in our Annual Report on Form 10-K for the year ended December 31, 2009 appearing under Part I., Item 1. Description of Business - Risk Factors.  We advise you to carefully review the reports and documents we file from time to time with the Securities and Exchange Commission (the “SEC”), particularly our quarterly reports on Form 10-Q and our current reports on Form 8-K.  Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events.

OTHER PERTINENT INFORMATION

Unless otherwise specifically stated, all reference to “us,” “our,” “we,” or the “Company” are to China Renewable Energy Holdings, Inc., a Florida corporation, and our subsidiaries China Clean & Renewable Energy Limited, a corporation formed under the laws of Hong Kong (“CCRL”), Renewable Energy Enterprises (Shanghai) Company, Ltd., a company formed under the laws of the Peoples Republic of China (“REEC”), EEP Ltd., a company formed under the laws of Hong Kong (“EEPL”), and  C B Resources Limited, a company formed under the laws of Hong Kong.

2

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PART 1 - FINANCIAL INFORMATION

Item 1.

Financial Statements.

CHINA RENEWABLE ENERGY HOLDINGS, INC.

AND SUBSIDIARIES

CONTENTS

CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2011 AND DECEMBER 31, 2010 (UNAUDITED).

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, OF 2011 AND 2010 (UNAUDITED).

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2011 AND 2010 (UNAUDITED).

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED).

3

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China Renewable Energy Holdings, Inc. and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

		As of		As of
		March 31,2011		December 31,2010
ASSETS
Current Assets
Cash	$	54,498	$	105,426
Restricted cash		538,503		252,619
Accounts receivable		192,575		383,077
Deferred charges		15,746		8,374
Deposits		26,180		72,501
Inventories		160,410		330,582
		987,912		1,152,579
Fixed Assets, net		33,641		35,005
Total Assets		1,021,553		1,187,584
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Bank loan	$	-	$	295,545
Loan Payable		373,567		373,983
Note payable-related party		855,902		510,659
Accounts payable and accrued expenses		202,442		321,245
Taxation		1,166		1,167
		1,433,077		1,502,599
Stockholders' (Deficit) Equity
Preferred stock, $0.001 par value, 10,000,000 shares
authorised, none issued and outstanding		-		-
Common stock, $0.001 par value; 100,000,000 shares
authorised, 24,580,000  shares issued
and outstanding		24,580		24,580
Additional paid-in capital		684,483		684,483
Other comprehensive loss		(2,339)		(539)
Deficit		(1,118,248)		(1,023,539)
Total Stockholders' Deficit		(411,524)		(315,015)
Total Liabilities and Stockholders' Deficit	$	1,021,553	$	1,187,584

See accompanying notes to financial statements

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China Renewable Energy Holdings, Inc. and Subsidiaries

Consolidated Statements of Operations

(Unaudited)

			For the three months ended March 31
			2011		2010
Revenue		$	843,224	$	271,250
Cost of Revenue			(772,854)		(251,123)
Gross Profit			70,370		20,127
Operating Expenses
Professional fees			20,542		14,281
Salary expense			78,271		39,743
General and administrative			47,240		28,844
Total Operating Expenses			146,053		82,868
Loss from Operations			(75,683)		(62,741)
Other Income			7,305		1,164
Interest Income			74		26
Interest Expense			(26,404)		(13,570)
Total other income(loss)			(19,025)		(12,380)
Net loss before provision for Income taxes			(94,708)		(75,121)
Provision for Income  Taxes			-		-
Net Loss		$	(94,708)	$	(75,121)
Net Loss Per Share  - basic and diluted		$	(0.00)	$	(0.00)
Weighted average number of shares outstanding
during the period - basic and diluted			24,580,000		24,580,000

See accompanying notes to financial statements

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China Renewable Energy Holdings, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)

		For the three months ended March 31
		2011		2010
Cash Flows From Operating Activities:
Net Loss	$	(94,708)	$	(75,121)
Adjustments to reconcile net loss to net cash used in operations:
Depreciation		2,968		992
Change in operating assets and liabilities:
(Increase) in restricted cash		(285,884)		-
Decrease in accounts receivable		190,502		189,944
Decrease/ (Increase) in deposits		46,321		(223,779)
(Increase) in deferred charges		(7,372)		(1,914)
Decrease/ (Increase) in inventory		170,172		(2,266,213)
(Decrease)/ Increase in accounts payable and accrued expenses		(118,803)		2,261,421
Net Cash Used In Operating Activities		(96,804)		(114,671)
Cash Flows From Investing Activities :
Purchase of fixed assets		(1,439)		-
Net Cash Used in Investing Activities		(1,439)		-
Cash Flows From Financing Activities :
Repayment of bank loan		(295,545)		-
Note payable-related party		345,243		96,969
Repayment/ Proceeds of other loan		(416)		32,648
Net Cash Provided by Financing Activities		49,282		129,617
Net (Decrease)Increase in Cash prior to effect of
Foreign currency transactions		(48,961)		14,946
Foreign currency exchange rate on cash effect		(1,967)		-
Net (Decrease) Increase in cash		(50,928)		14,946
Cash at Beginning of Period		105,426		14,005
Cash at End of Period	$	54,498	$	28,951

The Company paid $5,000 during the three months in 2011 and  none for interest three months in 2010, respectively.

The Company did not pay taxes in 2011 and 2010

See accompanying notes to financial statements

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CHINA RENEWABLE ENERGY HOLDINGS, INC. and SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2011 AND 2010

(UNAUDITED)

CHINA RENEWABLE ENERGY HOLDINGS, INC. and SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2011 AND 2010

(UNAUDITED)

NOTE 1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

(A)

Organization

China Renewable Energy Holdings, Inc. ("CREH") was incorporated under the laws of the State of Florida on December 17, 1999. China Renewable Energy Holdings, Inc. was originally organized to provide business services and financing to emerging growth entities, and later redirected its business focus to market and to distribute energy-efficient products in China.

China Clean and Renewable Energy Limited (“CCRL”) was incorporated under the laws of Hong Kong, China on April 19, 2006.  China Clean and Renewable Energy Limited was organized to provide consulting services on environmental protection projects in China.

Renewable Energy Enterprises (Shanghai) Co. Ltd (“REEC”) was incorporated under the laws of the People’s Republic of China on February 27, 2008. REEC was organized to provide renewable energy products and equipment in China.

EEP Limited (“EEPL”) was incorporated under the laws of Hong Kong, China on March 23, 2009.  The company was organized to market and distribute products and equipment that are environmentally friendly and energy-efficient in China.

C B Resources Limited (“CBRL”) was incorporated under the laws of Hong Kong, China.  The company was organized to own and invest in energy related facilities and resources in China.

CREH and its’ wholly owned subsidiaries, CCRL, REEC, EEPL, and CBRL are hereafter referred to as the “Company”.

(B)

Basis of Presentation

The accompanying unaudited consolidated financial statements include the accounts of the China Renewable Energy Holdings, Inc. (“CREH”), China Clean Renewable Energy Limited (“CCRL”) (Hong Kong), Renewable Energy Enterprise (Shanghai) and Company Limited (“REEC”), and EEP Limited.  As of March 31, 2011, C B Resources Limited (“CBRL”) did not have any business transaction recorded.  Both REEC and EEPL are wholly-owned subsidiaries of CCRL, which is itself a wholly-owned subsidiary of CREH.

The foregoing financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information.  Accordingly, they do not include all the information necessary for the comprehensive presentation financial position and results of operations.

It is in the management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made, which are necessary for a fair financial statements presentation.  The results for the interim period are not necessarily indicative of the results to be expected for the year.

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(C)

Use of Estimates

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

(D)

Cash and Cash Equivalents

For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents.

(E)

Accounts Receivable

The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated credit risk by actively pursuing past due accounts.  The allowance amount was $0 as of March 31, 2011 and $43,505 as of March 31, 2011.

(F)

Inventories

Inventories are stated at the lower of cost or market.  Cost is determined using the “first-in, first-out” (FIFO) method.  The Company buys raw materials to fill customer orders.  Excess in raw materials is created when a vendor imposes a minimum buy that is in excess of the actual requirement.  Any excess in materials not utilized after two fiscal years is fully reserved.  Any inventory item once designated as reserved is carried at zero value in all subsequent valuation activities.  The Company’s inventories consisting of raw materials were $160,410 and $330,582 at March 31, 2011 and December 31, 2010, respectively.

(G)

Concentrations of Credit Risk

Financial instruments, which potentially subject the Company to concentration of credit risk, consist principally of cash and trade receivables.  The Company places its cash with high credit quality institutions.  At times such amounts may be in excess of the FDIC insurance limits.  The Company has not experienced any losses in such account and believes that it is not exposed to any significant credit risk on the account.  With respect to the trade receivables, most of the Company’s products are custom made pursuant to contracts with customers.  The Company performs ongoing credit evaluations of its customers’ financial condition and maintains allowances for potential credit losses.  Actual losses and allowances have historically been within management’s expectations.

(H)

Earnings per Share

Basic and diluted net earnings per common share is computed based upon the weighted average common shares outstanding as defined by FASB ASC Topic 260 "Earnings per Share."  As of March 31, 2011 and 2010, respectively, there were no common share equivalents outstanding.

(I)

Income Taxes

The Company accounts for income taxes under FASB ASC Topic 740 “Income Taxes”.  Under Topic 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  Under Topic 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

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(J)

Property and Equipment

The Company values property and equipment at cost and depreciates these assets using the straight-line method over their expected useful life.  The Company uses a three to five-year life for computer equipment.

(K)

Business Segments

The company considers its divisions as one segment for management purpose.

(L)

Revenue Recognition

The Company recognized revenue on arrangements in accordance with Securities and Exchange Commission Staff Accounting Bulletin No. 101, “Revenue Recognition in Financial Statements” and No. 104, “Revenue Recognition”.  In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured.

(M)

Recent Accounting Pronouncements

The Company has adopted all recently issued accounting pronouncements that are applicable to its operations.  The adoption of the accounting pronouncements, including those not yet effective, is not anticipated to have a material effect on the financial position or results of operations of the Company.

NOTE 2

PROPERTY, PLANT AND EQUIPMENT

As of March 31, 2011, property, plant, and equipment consist of the following:

			Estimated
			Useful Life
Office Equipment	$	21,206.85	3-5 years
Furniture and Fixture		533.24
Transportation Equipment		23,063.80	3-5 years
		44,803.89
Less Accumulated Depreciation		11,163.12
	$	33,640.77

Depreciation and amortization expense was $2,968.47 and $992 for the three months ended March 31, 2011 and 2010 respectively, and is included in General and Administrative expense in the accompanying Statements of Operations.

NOTE 3

NOTE PAYABLE

The Company has received the following loans from a principal shareholder:

·

The first loan of $10,000 was received on November 7, 2007.  Pursuant to the terms of the loan, the note bears interest at 7% p.a., was unsecured, and matured on November 8, 2008.  The loan was extended in the same terms until November 7, 2011, and $4,091.88 of which still remains to be repaid.

·

The second loan of $106,892.80 was received on April 29, 2009.  Pursuant to the terms of the loan, the note bears no interest, is unsecured.  The original maturation date of April 28, 2010 has been extended to April 28, 2011.

·

The third loan of $25,700.40 was received on May 19, 2009.  Pursuant to the terms of the loan, the note bears interest at 4% p.a., is unsecured.  The original maturation date of November 18, 2009 was extended for another twelve months to November 18, 2011.

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·

The fourth loan of $25,700.40 was received on September 24, 2009.  Pursuant to the terms of the loan, the note bears interest at 4% p.a., is unsecured.  The original maturation date of March 23, 2010 was extended for another twelve months to March 23, 2012.

·

The fifth loan of $25,700.40 was received on March 30, 2010.  Pursuant to the terms of the loan, the note bears interest at 4% p.a., is unsecured, and matured on March 29, 2012.

·

The sixth loan of $18,427.31 was received on February 11, 2010.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on February 10, 2012.

·

The seventh loan of $38,597.70 was received on April 12, 2010.  Pursuant to the terms of the loan, the note bears interest at 1% p.m., is unsecured, and matured on April 11, 2011.

·

The eighth loan of $45,030.65 was received on May 14, 2010.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on May 13, 2011.

·

The ninth loan of $164,482.56 was received on September 14, 2010.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on June 30, 2011.

·

The tenth loan of $17,990.28 was received on October 6, 2010.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on October 5, 2011.

·

The eleventh loan of $205,603.20 was received on February 16, 2011.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on August 15, 2011.

·

The twelfth loan of $51,400.80 was received on March 23, 2011.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on April 22, 2011.

·

The thirteenth loan of $42,757.12 was received on March 25, 2011.  Pursuant to the terms of the loan, the note bears no interest, and is unsecured.  The loan will mature on April 24, 2011.

In addition, the Company received a loan from another stockholder, who is also an executive officer:

·

The first loan of $38,550.60 was received from an EEPL director on March 10, 2010.  Pursuant to the terms of the loan, the note carried an interest at 1% per month, unsecured, originally matured on June 9, 2010, and was now extended to August 8, 2011.

·

The second loan of $44,975.70 was received from the same EEPL officer on March 21, 2011.  Pursuant to the terms of the loan, the note bears an interest at 1% per month, unsecured, and matures on April 20, 2011.

NOTE 4

LOAN PAYABLE

The Company has also received from an unrelated creditor the following loans:

·

The first loan of $96,376.50 was received on May 25, 2009.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured.  The original maturation date of November 24, 2009 was extended to November 20, 2011.

·

The second loan of $25,700.40 was received on October 12, 2009.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on October 11, 2011.

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·

The third loan of $64,251.00 was received on November 11, 2009.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on November 9, 2011.

·

The fourth loan of $154,202.40 was received on November 26, 2009.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on November 24, 2011.

·

The fifth loan of $33,036.29 was received on January 20, 2010.  Pursuant to the terms of the loan, the note bears interest at 1% per month and is unsecured, and matures on January 19, 2012.

NOTE 5

RELATED PARTY TRANSACTIONS

The only related party transactions were the loans received from the principal stockholder as disclosed in NOTE 3 above.

NOTE 6

SUBSEQUENT EVENTS

There was no significant event outstanding subsequent to March 31, 2011.

NOTE 7

COMMITMENTS

There was no major commitment outstanding as at March 31, 2011.

NOTE 8

GOING CONCERN

The Company sustained a net loss of $1,118,248 for the period from December 17, 1999 (inception) to March 31, 2011, and used cash in operations of $1,837,000 from inception. This raises substantial doubt about its ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan.  The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

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Item 2.

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

Overview

The Company is a smaller reporting Company as described by the Rules of the Securities and Exchange Commission Regulations. For a further disclosure of the Company and its operations see Note 1 of the financial statements for the period ended March 31, 2011 included in this quarterly report on Form 10-Q as well as the Company’s annual report on Form 10-K for the year ended December 31, 2010.

Business

China Renewable Energy Holdings, Inc. ("CREH") was incorporated under the laws of the State of Florida on December 17, 1999. We were originally organized to provide business services and financing to emerging growth entities, and later redirected its business focus to market and to distribute energy-efficient products in China.  In view of the growing concerns regarding BPA leaching by the PC materials, we vision a market for PC and clear ABS (CABS) substitutes emerging for industries such as toys and food packaging.  Starting in late 2009, we invested in formulating new resin products for the replacement of the more traditional CABS and PC materials.

The K-resins/MS blend (KMS) product family, which are proprietary formulated resins developed by EEPL.  They are blended under a formulation mainly targeting at the clear ABS and PC markets.  The materials itself are composed of K-resins produced by Chevron Phillips and SMMA produced by Nippon Steel Chemical.  The KMS products are aiming at two market segments: The  superior clear ABS (CABS) substitute market, and the premium CABS substitute and PC substitute markets.

Our other major product line, the MB Series, is an energy-efficient resin product line produced by Chevron Phillips Chemicals (China) Company Limited.  The MB Series are considered a desirable substitute for the conventional resin products used widely in the toy industry, household goods industry, and electronic goods industries.

Based on market feedback, CREH management has developed a sales forecast for the new resin products to take up 0.003% (approximately 3,000 tons) of the PC market in China.  However, the recent fluctuations in the styrene monomer (SM) supplies and the possible shortage of industrial raw material from Japan derived from the recent disasters add uncertainty to the KMS markets.  The price increases of SM, which is an essential component in the KMS formulations, may in the near future hinder the sales growth of KMS.  Nonetheless, we are confident about market acceptance of CRK 038 and expect a steady take-up by customers going forward.

During 2009 and 2010, we invested a lot of our time and resources on the strategic account management (SAM) customers on various production trials.  We expect the KMS business to start taking off.  For 2011, our business plan is to continue focus on developing the markets for the KMS blend products, and the MB Series resin products.

Overall, we generated revenues of $843,224 from the sales of the MB series and the newly formulated CRK products during the first quarter of 2011.  Approximately $189,359 of the $843,224 was from the fulfilled orders for the CRK series resin. The corresponding cost of sales amounted to $169,645.  The new CRK resin products have a slightly lower cost of sales percentage (89.59%) compared to the MB resins of 92%.

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For the three months ended March 31, 2011, the Company sustained a net loss of $94,708, compared to a net loss of $75,121 for the comparable period in 2010.  In view of our limited operations, net losses, working capital deficiency and cash needed in future operations, our independent registered public accounting firm, in their audit report, which covers the period through December 31, 2010, has expressed a substantial concern about our ability to continue as a going concern.  Since the 2008 private placement, in which we raised approximately $560,000 of capital, we have obtained loans in the amount of $772,376 from a principle stockholder; other loans amounted of $83,526 from an executive officer; and $373,567 from an unrelated company.   As at March 31, 2011, we had cash on hand amounted to $54,498 and restricted cash $538,503 for the purposes of securing import/export bank facilities.  Our ability to continue as a going concern is dependent upon whether or not we could generate sufficient revenues through the execution of our business plan for the funding of our operations.  We shall monitor and review our position from time to time, and exercise our best effort to secure the necessary financing to meet our obligations as they become due.

Should the funds generated from operating activities fall short of the cash needs, additional capital would need to be raised.  Where necessary, we plan to continue to provide for our capital requirements through the sale of equity securities; however, we have no firm commitments from any third party to provide this financing.  Although we maintain reasonably optimistic about our prospect of being solvent, we cannot assure you we will be successful in raising working capital as needed.  As such there are no assurances that we will have sufficient funds to execute our business plan, pay our obligations as they become due, or generate positive operating results.

Results of Operations

During the three months ended March 31, 2011 we report revenues of $843,224 compared to $271,250 during the three months ended March 31, 2010. The increase in sales for the three months ended March 31, 2011 can be attributed to sales of the MB series and CRK series resin products within our marketing and distribution division.  The corresponding cost of sales for the three months ended March 31, 2011 was $772,854 compared to $251,123 for the three months ended March 31, 2010. The increase in cost of sales for the three months ended March 31, 2011 reflected our increase in revenues.

The total operating expenses for the three-months ended March 31, 2011 were $146,053, compared to $82,868 for the corresponding period in 2010.  The change was due to increases in the professional fees, the general and administrative expense, and salary expense for the three months ended March 31, 2011.

During the three months ended March 31, 2011 professional fees were $20,542 compared to $14,281 for the same period in 2010.  Professional fees generally include legal and accounting attributable to SEC compliance and other consulting services pertinent to the development and operation of our business.  The increase in professional fees for the three months ended March 31, 2011 as compared to the corresponding period in 2010 was mainly due to the use of a consulting service for the development of the renewable energy business in the US.

Our general and administrative expenses were $47,240 for the three months ended March 31, 2011, and $28,844 for the three months ended March 31, 2010.  The increases reflected our heightened activity level since mid year 2010.  Our general and administrative expenses consisted of ordinary business expenses, including bank charges, rent, traveling and entertainment related to business development, and advertising expenses.

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In the comparative three months in 2010, the executive officers agreed to hold back from taking salaries as agreed upon in their service contracts.  Salary payments to the executive officers had partially resumed to a level that was closer to what had been stipulated in their service contracts.  Such increases were reflected in the salary expenses for the three months ended March 31, 2011.

For the remaining of 2011, we anticipate a modest increase in both salary expense and the general and administrative expenses as we continue with our marketing and promotion of the CRK products.  However, we shall maintain our rationalization effort in controlling our expenses to remain competitive.

Liquidity and Capital Resources

As at March 31, 2011, we had a deficit in working capital of $445,165 as compared to that of $350,020 at December 31, 2010.  The negative change of $95,145 in the working capital largely reflects the net loss of $94,708 we sustained in the operations for the three months ended March 31, 2011.  The change in working capital was comprised of a decrease in cash balances by $50,928, a decrease in the accounts receivable by $190,502, decreases totaled $46,321 in deposits paid to vendors for purchasing of resin materials and their blending, a decrease in inventory by $170,172, and an increase of $345,243 in notes payable to related party offset by an increase of $190,502 in restricted cash, and decreases in accounts payable and bank loan of $135,692 and $295,545, respectively.

Net cash used in operating activities for the three months ended March 31, 2011 was $96,804 as compared to $114,671 for the three months ended March 31, 2010.

Net cash used in investing activities for the three months ended March 31, 2011 was $1,439, as compared to $0 used in the purchase of office equipment and an automobile for the business during the three months ended March 31, 2010.

Net cash provided by financing activities for the three months ended March 31, 2011 was $49,282, which represents the proceeds obtained from loans and notes payable, as compared to $129,617 for the three months ended March 31, 2010.

We are not currently bound by any long or short-term agreements for the purchase or lease of capital expenditures. Any amounts expended for capital expenditures would be the result of an increase in the capacity needed to adequately service any increase in our business. To date we have paid for any needed additions to our capital equipment infrastructure from working capital funds and anticipate this being the case in the future.

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Off Balance Sheet Transactions

None.

Item 3.

Quantitative and Qualitative Disclosures About Market Risk.

Not applicable for a smaller reporting company.

Item 4T.

Controls and Procedures.

Evaluation of Disclosure Controls and Procedures.  We maintain "disclosure controls and procedures" as such term is defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934.  In designing and evaluating our disclosure controls and procedures, our management recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of disclosure controls and procedures are met.  Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures.  The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events.  Based on his evaluation as of the end of the period covered by this report, our President who also serves as our principal executive officer and our principal financial officer, concluded that our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and were effective at the reasonable assurance level for which they were designed such that the information relating to our company, including our consolidating subsidiary, required to be disclosed by us in reports that it files or submits under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and (ii) is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting.  There have been no changes in our internal control over financial reporting during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1.

Legal Proceedings.

None.

Item 1A.

Risk Factors.

Not applicable for a smaller reporting company.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3.

Defaults Upon Senior Securities.

None.

Item 4.

Submission of Matters to a Vote of Security Holders.

None.

Item 5.

Other Information.

None.

Item 6.

Exhibits

No.

Description

31.1

Rule 13a-14(a)/ 15d-14(a) Certification of principal executive officer

31.2

Rule 13a-14(a)/ 15d-14(a) Certification of principal financial and accounting officer

32.1

Section 1350 Certification of principal executive officer and principal financial and accounting officer

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SIGNATURES

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

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