AJ Acquisition Corp. V, Inc. - FORM 10-Q

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EXCEL - IDEA: XBRL DOCUMENT - AJ Acquisition Corp. V, Inc.	Financial_Report.xls
EX-32.1 - CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT - AJ Acquisition Corp. V, Inc.	f10q0911ex32i_chinaalumin.htm
EX-31.1 - CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT - AJ Acquisition Corp. V, Inc.	f10q0911ex31i_chinaalumin.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended

September 30, 2011

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

Commission File Number

000-53890

CHINA ALUMINUM FOIL, INC.

(Exact name of registrant as specified in its charter)

Nevada

27-1805188

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

Building No.35, No.1 Cui Zhu Street, High-Tech Development Area, Zhengzhou City, Henan Province, China

N/A

(Address of principal executive offices)

(Zip Code)

(86) 371-67539696

(Registrant’s telephone number, including area code)

N/A

(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 required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES

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

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

Large accelerated filer

Accelerated filer

Non-accelerated filer

(Do not check if a smaller reporting company)

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.

YES

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

10,201,011 common shares issued and outstanding as of November 10, 2011

CHINA ALUMINUM FOIL, INC.

FORM 10-Q

September 30, 2011

INDEX

PART 1 – FINANCIAL INFORMATION	3
Item 1. Financial Statements.	3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3. Quantitative and Qualitative Disclosures About Market Risk	22
Item 4. Controls and Procedures	22
PART II - OTHER INFORMATION	23
Item 1. Legal Proceedings	23
Item 1A. Risk Factors	23
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	23
Item 3. Defaults Upon Senior Securities	23
Item 4. [Removed & Reserved]	23
Item 5. Other Information	23
Item 6. Exhibits	23
SIGNATURES	24

PART 1 – FINANCIAL INFORMATION

Item 1. Financial Statements.

Our unaudited interim financial statements for the three months period ended September 30, 2011 form part of this quarterly report. They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

China Aluminum Foil, Inc.
Consolidated Balance Sheets
(Stated in US dollars)
	September 30, 2011		June 30, 2011
	(Unaudited)		(Audited)
ASSETS
Current assets
Cash and cash equivalents	$	2,022,782	$	1,597,711
Short term investment		-		772,606
Accounts receivable		2,199,781		1,478,447
Advances to suppliers		1,248,161		796,180
Other receivables		464,217		52,977
Inventories		8,400,859		5,303,958
Notes receivable		420,148		522,282
Total Current Assets		14,755,948		10,524,161

Property, plant and equipment, net		5,845,218		5,805,640
Deferred tax assets - long term		234,670		234,452
Other assets		139,243		160,321
TOTAL ASSETS	$	20,975,079	$	16,724,574
LIABILITIES & SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	994,899	$	640,564
Customer deposits		315,425		202,285
Accrued expenses and other liabilities		-		74,054
Tax payable		93,729		235,409
Due to related parties		6,356,240		3,910,859
Total Current Liabilities		7,760,293		5,063,171
TOTAL LIABILITIES	$	7,760,293	$	5,063,171

SHAREHOLDERS’ EQUITY
Preferred stock: $0.001 par value; 10,000,000 shares authorized; no shares issued or outstanding		-		-
Common stock: $0.001 par value; 100,000,000 shares authorized;10,201,011 shares issued and outstanding as of September 30, 2011 and June 30, 2011, respectively	$	10,201	$	10,201
Additional paid in capital		8,198,261		8,131,425
Statutory reserve		292,456		292,456
Retained earnings		3,538,032		2,276,635
Accumulated other comprehensive income		1,175,836		950,686
TOTAL SHAREHOLDERS’ EQUITY		13,214,786		11,661,403
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	20,975,079	$	16,724,574

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

China Aluminum Foil, Inc.

Consolidated Statements of Operations and Comprehensive Income

(Stated in US dollars)

	Three Months Ended September 30,
	2011			2010
	(Unaudited)			(Unaudited)
Sales revenue
Sales to third parties	$	12,978,054		$	11,609,918
Sales to related party		15,066,781			5,414,684
Cost of revenue		26,233,833			16,517,173
Gross profit		1,811,002			507,429

Operating expenses
Selling expenses		36,322			34,018
General and administrative expenses		103,790			56,476
Total operating expenses		140,112			90,494

Income from operations		1,670,890			416,935
Interest income		4,282			297
Bank charges		(3,583	)		(1,128	)

Income before income tax		1,671,589			416,104

Income tax provision		410,192			-

Net income	$	1,261,397		$	416,104

Other comprehensive income
Foreign currency translation adjustments		225,150			262,436
Total comprehensive income	$	1,486,547			678,540

Earnings per share - basic and diluted		0.12			4.16
Weighted average shares outstanding - basic and diluted		10,201,011			100,000

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

China Aluminum Foil, Inc.

Consolidated Statement of Shareholders’ Equity

(Stated in US dollars)

	Common Stock				Additional Paid-in Capital		Statutory Reserve		Accumulated Other Comprehensive Income		Retained Earnings		Total Equity
	No. of Shares		Amount

Balance as of June 30, 2011		10,201,011	$	10,201	$	8,131,425	$	292,456	$	950,686	$	2,276,635	$	11,661,403
Net income for the period												1,261,397		1,261,397
Foreign currency translation adjustment										225,150				225,150
Imputed interest for free use of the shareholder's facilities						66,836								66,836
Balance as of September 30, 2011 (unaudited)		10,201,011	$	10,201	$	8,198,261	$	292,456	$	1,175,836	$	3,538,032	$	13,214,786

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

China Aluminum Foil Inc.
Consolidated Statements of Cash Flows
(Stated in US dollars)

	For the Three Months Ended
	September 30, 2011			September 30, 2010
	(Unaudited)			(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	1,261,397		$	416,104
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation expenses		147,900			61,551
Changes in operating assets and liabilities:
Accounts receivable		(694,184	)		3,161,919
Advances to suppliers		(437,360	)		664,216
Other receivables		(410,267	)		155,744
Inventories		(2,999,500	)		613,381
Deferred tax assets		4,087			(104,989	)
Prepaid expenses		24,022			-
Accounts payable		342,572			3,799
Customer deposits		109,425			151,873
Other payables		(75,414	)		(87,306	)
Taxes payable		(146,003	)		(48,759	)
Due to/from related party		2,373,562			(4,541,580	)
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES		(499,763	)		445,953

CASH FLOWS FROM INVESTING ACTIVITIES
Cash received from short term investment matured		786,794			-
Purchase of property, plant and equipment		(73,991	)		(9,707	)
Notes receivable		111,725			171,355
CASH PROVIDED BY INVESTING ACTIVITIES		824,528			161,648

Effect of exchange rate changes on cash and cash equivalents		100,306			49,311

NET INCREASE IN CASH		425,071			656,912
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	$	1,597,711		$	136,742
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	2,022,782		$	793,654

Supplementary Disclosures for Cash Flow Information:
Income taxes paid	$	604,735		$	138,798

NON-CASH INVESTING AND FINANCING ACTIVITIES
Imputed interest to the related party	$	66,836		$	59,478

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

China Aluminum Foil, Inc.

Notes to Consolidated Financial Statements

(Stated in US dollars)

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

Zhengzhou Shenli Aluminum Foil Co., Ltd. (“Shenli”, formerly “Zhengzhou Shensheng Aluminum Foil Co., Ltd.”) was incorporated on February 4, 2008 in Zhengzhou City, Henan Province, People’s Republic of China (the “PRC”) with registered capital of RMB 60 million ($8,342,255). Mr. Congfu Li is the controlling shareholder of Zhengzhou Aluminum Co., Ltd., (“Zhengzhou Aluminum”) and 100% of equity interest of Shenli is held by Zhengzhou Aluminum. Shenli is primarily engaged in manufacturing and sales of aluminum foil products in China. China Aluminum Foil Inc. (“China Aluminum”, or “the Company”, formerly “AJ Acquisition Corp V, Inc.”) was incorporated in the State of Nevada on January 29, 2010. The business purpose of the Company is to seek the acquisition of or merger with an existing company.

Prior to the incorporation on February 4, 2008, Shenli was a division of Zhengzhou Aluminum. On January 22, 2008, the shareholders of Zhengzhou Aluminum consented to separate the division from the Group and incorporate into a new company. Zhengzhou Aluminum transferred its equipments to Shenli and the assets transferred were recorded at historical costs as it was a transfer between entities under common control.

Lucky Express (China) Limited (“Lucky”) was incorporated under laws of Hong Kong, PRC, on April 22, 2010 to serve as the intermediate holding company. Mr. Congfu Li, the controlling interest holder of Shenli acquired 100% of the outstanding shares of the company on September 20, 2010.

Zhengzhou Shentong Investment Consulting Co., Ltd. (“Shentong”) was incorporated on August 10, 2010 in Zhengzhou City, Henan Province, PRC, and is a wholly owned foreign enterprise (“WOFE”) of the Company.

On August 12, 2010, prior to the reverse acquisition, Shentong entered into a series of variable interest entity (“VIE”) agreements with Zhengzhou Aluminum and Shenli. Pursuant to the VIE agreements, Shenli became Shentong’s variable interest entity. The use of VIE agreements is a common structure used to acquire PRC corporations, particularly in certain industries in which foreign investment is restricted or forbidden by the PRC government. The VIE agreements include:

A Consultation Agreement, pursuant to which Shentong has the exclusive right to provide to Shenli general business operation services, including advice and strategic planning, as well as consulting services related to human resources, staffing and training (the “Services”). Under this agreement, Shentong owns the intellectual property rights developed or discovered through research and development, in the course of providing the Services, or derived from the provision of the Services.

An Operating Agreement, pursuant to which Shentong provides guidance and instructions on Shenli’ daily operations, financial management and employment issues. The Shenli Shareholder must designate the candidates recommended by Shentong as their representatives on the boards of directors of Shenli. Shentong has the right to appoint senior executives of Shenli. In addition, Shentong agrees to guarantee Shenli’s performance under any agreements or arrangements relating to Shenli’s business arrangements with any third party. Shenli, in return, agrees to pledge their accounts receivable and all of their assets to Shentong. Moreover, Shenli agrees that without the prior consent of Shentong, Shenli will not engage in any transactions that could materially affect their respective assets, liabilities, rights or operations, including, without limitation, incurrence or assumption of any indebtedness, sale or purchase of any assets or rights, incurrence of any encumbrance on any of their assets or intellectual property rights in favor of a third party or transfer of any agreements relating to their business operations to any third party.

·	A Share Pledge Agreement, under which the Shenli Shareholder pledged all of their equity interests in Shenli to Shentong to guarantee Shenli’s performance of their obligations under the Consultation Agreement.

An Option Agreement, under which the Shenli Shareholder irrevocably granted Shentong or its designated person an exclusive option to purchase, to the extent permitted under the PRC law, all or part of the equity interests in Shenli for the cost of the initial contributions to the registered capital or the minimum amount of consideration permitted by applicable PRC law. Shentong or its designated person has sole discretion to decide when to exercise the option, whether in part or in full.

A Proxy Agreement, pursuant to which the Shenli Shareholder agreed to irrevocably grant a person to be designated by Shentong with the right to exercise the Shenli Shareholder’s voting rights and their other rights, including the attendance at and the voting of the Shenli Shareholder’s shares at shareholders’ meetings (or by written consent in lieu of such meetings) in accordance with applicable laws and its Articles of Association, including but not limited to the rights to sell or transfer all or any of their equity interests of Shenli, and appoint and vote for the directors and Chairman as the authorized representative of the Shenli Shareholder.

Through the above agreements entered, the Company’s wholly owned subsidiary, Shentong, controls the significant transactions of Shenli and is deemed the primary beneficiary of the VIE - Shenli.

On September 2, 2010, Congfu Li acquired a total of 99,000 shares of AJ Acquisition Corp. V, Inc., (the “Company”) from Gregg Jaclin and Richard Anslow, in a private transaction for a total consideration of $40,000. After the acquisition, Mr. Li owned 99% of the issued and outstanding stock of the Company.

On November 8, 2010, Lucky Express completed a reverse acquisition through a share exchange with the Company whereby the Company acquired 100% of the issued and outstanding common stock of Lucky Express in exchange for 10,000,000 shares of the Company. As a result of the reverse acquisition, Lucky Express became the Company’s wholly-owned subsidiary and the former shareholders of the Lucky Express became controlling stockholders of the Company. The share exchange transaction was treated as a reverse acquisition, with Lucky Express as the accounting acquirer and the Company as the acquired party.

On August 1, 2011, Zhengzhou Shensheng Aluminum Foil Co., Ltd. changed its name to Zhengzhou Shenli Aluminum Foil Co., Ltd.

The acquisition of Shenli’s controlling interest has been treated as a recapitalization with no adjustment to the historical basis of their assets and liabilities.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)	Basis of Preparation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted as permitted by rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). The consolidated balance sheet was derived from the audited consolidated financial statements of the Company. The accompanying unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of June 30, 2011 of the Company.

In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present a fair statement of the financial position as of September 30, 2011, and the results of operations and cash flows for the three months ended September 30, 2011 and 2010, have been made. The results of operations for the three months ended September 30, 2011 are not necessarily indicative of the results for the full fiscal year ending June 30, 2012.

(b)	Basis of Consolidation

The consolidated financial statements include the financial statements of the Company, its wholly owned subsidiaries and its VIE, Shenli. All significant inter-company transactions and balances have been eliminated in consolidation.

The Company has evaluated each of its interests in Shenli to determine that Shenli is a VIE of the Company. Through the contractual arrangements described in Note 1, Shentong is deemed the primary beneficiary of Shenli. Accordingly, the results of operations of Shenli have been included in the accompanying consolidated financial statements for the three months periods ended September 30, 2011 and 2010.

(c)	Use of Estimates

The preparation of unaudited interim consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Significant estimates in unaudited interim consolidated financial statements include allowances for doubtful accounts receivable, the economical useful lives of property and equipment and income taxes. Despite our intention to establish accurate estimates and reasonable assumptions, actual results could differ materially from these estimates and assumptions.

(d)	Inventories

Inventories are stated at the lower of cost or market value. Cost is determined using the weighted average cost valuation basis and includes all expenditures incurred in bringing the goods to the point of sale and putting them in a salable condition. In assessing the ultimate realization of inventories, the management makes judgments as to future demand requirements compared with current or committed inventory levels. The Company estimates the demand requirements based on market conditions, forecasts prepared by its customers, sales contracts and orders in hand.

In addition, the Company estimates net realizable value based on intended use, current market value and inventory aging analyses. The Company writes down inventories for estimated obsolescence or unmarketable inventories equal to the difference between the cost of inventories and their estimated market value based upon assumptions about future demand and market conditions. Write-down of inventory to lower of cost or market is also recorded in cost of revenue.

(e)	Impairment of Long-Lived Assets

In accordance with ASC 360, “Property, Plant and Equipment”, the Company reviews the carrying values of long-lived assets, including property, plant and equipment and other intangible assets, whenever facts and circumstances indicate that the assets may be impaired. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net undiscounted cash flows expected to be generated by the asset. If an asset is considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less costs of disposal. The Company performs the impairment evaluation every six months. The Company would determine the fair market value based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. For purposes of these tests, long-lived assets must be grouped with other assets and liabilities for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. It’s the Company’s accounting policy that an impairment evaluation is performed every six months. In conducting this evaluation, the Company used a discounted cash flow approach in estimating fair value using a discount rate determined by management to be commensurate with the risk inherent in the current business model.

(f)	Revenue Recognition

The Company derived revenues from sales of aluminum foils products, aluminum ingots and providing processing services. The Company recognizes sales in accordance with United States Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) No. 101, “Revenue Recognition in Financial Statements” and SAB No. 104, “Revenue Recognition”. The Company recognizes revenue when the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services were rendered, (iii) the price to the customer is fixed or determinable and (iv) the collection of the resulting receivable is reasonably assured.

Product revenue is not recognized until title and risk of loss is transferred to the customer, which occurs upon delivery of goods, and objective evidence exists that customer acceptance provisions have been met. Processing service revenue is recognized when the service is rendered. Written sales agreements or customers purchase orders, which specify price, product specifications, and quantity, are used as evidence of an arrangement. In the PRC, value added tax (“VAT”) of 17% on invoiced amount is collected on behalf of tax authorities. Revenues represent the invoiced values of goods, net of VAT.

(g)	Cost of Revenue

Cost of revenue consists primarily of material costs, freight charges, direct labor, overhead and related costs, which are directly attributable to the production of products. Write-down of inventory to lower of cost or market is also recorded in cost of revenue.

(h)	Income Taxes

The Company uses the asset and liability method of accounting for income taxes pursuant to ASC 740 “Income Taxes”. ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and allows recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Valuation allowances are provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. The provision for income taxes represents current taxes payable net of the change during the period in deferred tax assets and liabilities.

(i)	Comprehensive Income

The Company has adopted the provisions of ASC 220 “Reporting Comprehensive Income” which establishes standards for the reporting and display of comprehensive income, its components and accumulated balances in a full set of general purpose financial statements. During the periods presented, other comprehensive income includes cumulative translation adjustments from foreign currency translation.

(j)	Foreign Currency Translation

The functional currency of the Company is Chinese currency Renminbi (“RMB”) and its reporting currency is U.S. Dollar (“USD”).

Since RMB is not freely convertible into foreign currencies, all foreign exchange transactions involving RMB must take place either through the People’s Bank of China (the “PBOC”) or other institutions authorized to buy and sell foreign exchanges. The exchange rates adopted for the foreign exchange transactions are the rates of exchange quoted by the PBOC.

The Company maintains its financial statements in the functional currency. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency translation are included in arriving at net income (loss) for the respective period.

For financial reporting purposes, the financial statements of the Company prepared in RMB are translated into the Company’s reporting currency - USD. Balance sheet accounts with the exception of the equity accounts are translated using the closing exchange rate in effect at the balance sheet date, income and expenses accounts are translated using the average exchange rate for the reporting period and the equity accounts are stated at their historical exchange rates.

Gain or loss on translating the functional currency into the reporting currency is reported as other comprehensive income. As of September 30, 2011 and June 30, 2011, the accumulated other comprehensive income in the stockholder’s equity account were $1,175,836 and $950,686, respectively.

The exchange rates used for foreign currency translation are as follows ($1 = RMB):

Period Covered	Balance Sheet Date Rate	Annual Average Rate
Year ended June 30, 2011	6.4716	6.6287
Three months ended September 30, 2011	6.3549	6.4117
Three months ended September 30, 2010	6.7011	6.7457

(k)	Related Parties

A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.

NOTE 3 – INVENTORIES

As of September 30, 2011 and June 30, 2011, inventories consisted of the following:

	As of
	September 30, 2011		June 30, 2011

Work in progress	$	6,377,495	$	4,535,048
Finished goods		1,963,918		691,721
Auxiliaries (Spare parts)		59,446		77,189
Total	$	8,400,859	$	5,303,958

NOTE 4 – ADVANCE TO SUPPLIERS

As a general practice, purchase of raw materials requires the Company to make advance payments to secure the supply of raw materials. In general, the lead period between the advance payment and the subsequent receipt of raw materials is three months.

	As of
	September 30, 2011		June 30, 2011

Advance to suppliers	$	1,248,161	$	796,180
Total	$	1,248,161	$	796,180

NOTE 5 – PROPERTIES, PLANT AND EQUIPMENT, NET

As of September 30, 2011 and June 30, 2011, property, plant and equipment consisted of the following:

	As of
	September 30, 2011			June 30, 2011

Machinery and equipment	$	5,682,766		$	5,654,649
Buildings		1,366,502			1,341,902
Electronic equipment		284,272			124,083
Total		7,333,540			7,120,634
Accumulated depreciation		(1,488,322	)		(1,314,994	)
Net book value	$	5,845,218		$	5,805,640

Depreciation expenses for the three months ended September 30, 2011 and 2010 were $147,900 and $61,551, respectively.

NOTE 6 – RELATED PARTY TRANSACTIONS AND BALANCES

Due to Related Party:

As of September 30, 2011 and June 30, 2011, Due to Related Party was summarized as follows:

	As of
	September 30, 2011		June 30, 2011
Zhengzhou Aluminum Co., Ltd.	$	6,356,240	$	3,910,859
Total	$	6,356,240	$	3,910,859

The company has undertaken business transactions in the ordinary course of business with Zhengzhou Aluminum (“ZA”), the main related party of the Company. During the three months period ended September 30, 2011 and 2010, the transactions were summarized as follows:

Related Party Transactions:

Type of Transactions	Three months ended September 30,
	2011			2010
Sales to ZA	$	15,066,781		$	5,414,684
Purchase of raw materials from ZA		16,961,151			14,289,918
Purchase of utility from ZA		425,638			199,563
Other purchases from ZA		311,003			174,809
Salaries paid by ZA		191,666			97,991
Cash receipts /(repayments)		(1,663,161	)		(15,415,128	)
Rental payments to ZA for offices, plants and equipment leasing		15,596			18,529
Repair services provided by ZA		12,677			11,403
Imputed rental expenses for use of offices, plants, and equipment of ZA		47,340			44,995

NOTE 7 – INCOME TAXES

The Company was incorporated in Hong Kong and, under the current Hong Kong Inland Revenue Ordinance; the Company is subject to 16.5% income tax on its taxable income generated from operations in Hong Kong. For the three months ended September 30, 2011 and 2010, no provision for Hong Kong taxes has been made as the Company had no taxable income generated from operations in Hong Kong during the years.

PRC

The Company’s PRC subsidiary Shentong and VIE Shenli were incorporated in the PRC and are governed by the Enterprise Income Tax Law of the PRC (“EIT Law”). The Company is subject to tax at a statutory rate of 25% on income reported in the statutory financial statements after tax adjustments in 2011 and 2010, respectively.

The EIT Law also imposes a withholding income tax of 10% on dividends distributed by a foreign invested enterprise to its immediate holding company outside of China, if such immediate holding company is considered as a non-resident enterprise without any establishment or place within China or if the received dividends have no connection with the establishment or place of such immediate holding company within China, unless such immediate holding company’s jurisdiction of incorporation has a tax treaty with China that provides for a different withholding arrangement. According to the arrangement between Mainland China and Hong Kong Special Administrative Region on the Avoidance of Double Taxation and Prevention of Fiscal Evasion in August 2006, dividends paid by a foreign-invested enterprise in China to its direct holding company incorporated in Hong Kong will be subject to withholding tax at a rate of no more than 5% (if the foreign investor owns directly at least 25% of the shares of the FIE).

As of September 30, 2011 and June 30, 2011, deferred tax assets of $234,670 and $234,452, respectively, were recognized on the undistributed earnings which are subject to withholding tax.

	As of
	September 30, 2011		June 30, 2011
Deferred tax assets
Net operating loss carrying forwards	$	-	$	-
Fixed assets transferred		234,670		234,452
Total deferred tax assets		234,670		234,452
Valuation allowance		-		-
Net deferred tax assets	$	234,670	$	234,452

The reconciliation between the U.S. statutory income tax rate and the Company’s effective tax rate is as below:

	Three Months Ended September 30,
	2011			2010
U.S. federal income tax statutory rate		35	%		35	%
PRC statutory income tax rate (25%) difference		(10	%)		(10	%)
Non-deductible items for income taxes		-			-
Changes in valuation allowance for DTA		-			(25	%)
Effective tax rate		25	%		-

NOTE 8 – EARNINGS PER SHARE

Basic net income per share is computed by dividing net income by the weighted-average number of shares outstanding during the period. Diluted net income per share is computed by using the weighted-average number of ordinary shares outstanding and, when dilutive, potential shares from warrants to purchase ordinary shares, using the treasury stock method. For the three months ended September 30, 2011 and 2010, the Company had no common stock equivalents that could potentially dilute future earnings per share.

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

FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements. The forward-looking statements are contained principally in the sections entitled “Description of Business” and “Management's Discussion and Analysis of Financial Condition and Results of Operations”. These statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “anticipates”, “believes”, “could”, “estimates”, “expects”, “intends”, “may”, “plans”, “potential”, “predicts”, “projects”, “should”, “would” and similar expressions intended to identify forward-looking statements. Forward-looking statements reflect our current views with respect to future events and are based on assumptions and subject to risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward-looking statements. These forward-looking statements include, among other things, statements relating to:

·	our anticipated growth strategies and our ability to manage the expansion of our business operations effectively;

·	our ability to maintain or increase our market share in the competitive markets in which we do business;

·	our ability to keep up with rapidly changing technologies and evolving industry standards, including our ability to achieve technological advances;

·	our dependence on the growth in demand for the end applications that are powered by our products;

·	our ability to diversify our product offerings and capture new market opportunities;

·	our ability to source our needs for skilled labor, machinery and raw materials economically;

·	the loss of key members of our senior management; and

·	uncertainties with respect to the People’s Republic of China (“China”) legal and regulatory environment.

Also, forward-looking statements represent our estimates and assumptions only as of the date of this report. You should read this report and the documents that we reference and filed as exhibits to this report completely and with the understanding that our actual future results may be materially different from what we expect. Except as required by law, we assume no obligation to update any forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in any forward-looking statements, even if new information becomes available in the future.

Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to "US$" refer to United States dollars and all references to "common shares" refer to the common shares in our capital stock.

As used in this quarterly report, the terms "we", "us", "our" and "our company", mean China Aluminum Foil, Inc., a Nevada corporation, and our subsidiaries Lucky Express (China) Ltd. and Zhengzhou Shentong Investment Consulting Co., Ltd., unless otherwise indicated.

Description of Business

Overview

Zhengzhou Shenli Aluminum Foil Co., Ltd. or Shenli, or the variable interest entity (“VIE”) was originally formed on February 4, 2008. We are a manufacturer of aluminum foil products in central China. Demand for our aluminum foil is driven primarily by spending in the consumer products and electrical manufacturing industries. We have benefited from continued improvement of living standards among Chinese consumers and strong growth of aluminum foil usage as the Peoples Republic of China (“PRC”) has rapidly urbanized.

Our principal business is the production of aluminum foil ranging from 0.005mm to 0.08mm in thickness. We operate one aluminum production line, which has an annual capacity of approximately 20,000 MT. Our products are tailor-made to customers’ individual requirements. Our company’s products are further processed by downstream manufacturers and incorporated into a wide variety of end products including, among others, home appliances, kitchen supplies, packaging, and specialized construction materials. Our facilities and head office are located in Zhengzhou of Henan Province.

On September 2, 2010, Congfu Li acquired a total of 99,000 shares of AJ Acquisition Corp. V, Inc., from Gregg Jaclin and Richard Anslow, in a private transaction for total consideration of $40,000. After the acquisition, Mr. Li owned 99% of the issued and outstanding stock of the AJ Acquisition Corp. V, Inc.

On November 8, 2010, we completed a reverse acquisition transaction through a share exchange with Lucky Express Limited, a Hong Kong entity established on April 22, 2010, and its shareholders, whereby we acquired 100% of the issued and outstanding capital stock of Lucky Express in exchange for 10,000,000 shares of our common stock which constituted 99% of our issued and outstanding common stock immediately after the consummation of the reverse acquisition.

As a result of the reverse acquisition, Lucky Express became our wholly-owned subsidiary and the former stockholders of Lucky Express became our controlling stockholders. The share exchange transaction with Lucky Express and the shareholders was treated as a reverse acquisition for accounting and financial reporting purposes, with Lucky Express as the acquirer and us as the acquired party. After the reverse acquisition, we changed our name to China Aluminum Foil, Inc. By virtue of our ownership of Lucky Express, we also own Zhengzhou Shentong Investment Consulting Co., Ltd. (“Shentong Investment”), which is a wholly owned foreign subsidiary of Lucky Express that effectively and substantially controls Shenli, through a series of captive agreements known as variable interest agreements or the VIE agreements with Shentong Investment.

Holding Company Structure

We are a holding company with no material operations of our own. We conduct our operations in China primarily through our wholly owned subsidiary Shentong Investment and Zhengzhou Shenli Aluminum Foil Co., Ltd.. Shenli is controlled by us through a series of contractual arrangements between Shentong Investment and Shenli and Zhengzhou Aluminum Co., Ltd., the sole shareholder of Shenli. .

However, this management control over Shenli through contracts may not be as effective in providing operational control as direct ownership. If Shenli or Zhengzhou Aluminum Foil Co., Ltd. fails to perform its respective obligations under these contractual arrangements, we may incur substantial costs and resources to enforce such arrangements, and rely on legal remedies under PRC laws, including seeking specific performance, injunctive relief or/and claiming damages, which may not be effective.

Pursuant to the contractual arrangements between Shentong Investment, Shenli and Zhengzhou Aluminum Co., Ltd., Shenli’s earnings and cash are used to pay consulting service fees in Chinese currency Renminbi (“RMB”) to Shentong Investment in the manner and amount set forth in these agreements. After deducting the withholding taxes applicable to Shentong Investment‘s revenue and earnings, making appropriations for its statutory reserve requirement and retaining any profits from accumulated profits, the remaining net profits of Shentong Investment would be available for distribution to its sole shareholder, Lucky Express (China) Ltd. and from Lucky Express to us.

Certain shareholders of ours are also directors and executive officers of our VIE. PRC laws provide that a director or certain members of senior management owes a fiduciary duty to the company he/she directs or manages. These individuals must therefore act in good faith and in the best interests of the relevant VIE and must not use their respective positions for personal gains. These laws do not require them to consider our best interests when making decisions as a director or member of management of the relevant VIE. Conflicts may arise between these individuals’ fiduciary duties as director and officer of the VIE and our company.

We cannot assure you that when conflicts of interest arise, these individuals will act in the best interest of our company or that conflicts of interest will be resolved in our favor. Currently, we do not have arrangements to address potential conflicts of interest between these individuals and our company and a conflict could result in these individuals as directors and officers of our company violating fiduciary duties to us. In addition, these individuals may breach or cause our VIE to breach or refuse to renew the existing contractual arrangements that allow us to effectively control our VIE and receive economic benefits from them. If we cannot resolve any conflicts of interest or disputes between us and the shareholders of our VIE, we would have to rely on legal proceedings, which could result in disruption of our business, and there would be substantial uncertainty as to the outcome of any such legal proceedings.

Critical Accounting Policies

The consolidated financial statements include the financial statements of our company, its wholly owned subsidiaries and its VIE, Shenli. All significant inter-company transactions and balances have been eliminated in consolidation.

Through the contractual arrangements, our company’s wholly owned subsidiary, Shentong Investment, controls the critical and significant transactions of Shenli, including its operating activities, investing activities, financing activities and equity changes and is deemed the primary beneficiary of the VIE - Shenli. Accordingly, the results of Shenli have been included in the accompanying consolidated financial statements for the three months periods ended September 30, 2011 and 2010. Our company does not control Zhengzhou Aluminum Co., Ltd. either by equity interest or through any contractual arrangements, therefore the financial statements of Zhengzhou Aluminum Co., Ltd. is not included in our company’s consolidated financial statements.

Basis of Preparation

The accompanying consolidated financial statements reflect the financial positions, results of operations and cash flows of our company and all of its wholly owned subsidiary and its VIE as of September 30, 2011 and June 30, 2011, and for the three months periods ended September 30, 2011 and 2010, and have been prepared in accordance with U.S. Generally Accepted Accounting Principles or US GAAP.

Basis of Consolidation

The consolidated financial statements include the financial statements of our company, its wholly owned subsidiaries and its VIE - Shenli. All significant inter-company transactions and balances have been eliminated in consolidation.

Because of the contractual arrangements, which assigned all of Shenli’s equity owners’ rights and obligations to Shentong Investment, resulting in the equity owners lacking the ability to make decisions that have a significant effect on Shenli’s operations and because of Shentong Investment’s ability to extract profits from the operation of Shenli and assume Shenli’s residual benefits, Shentong Investment becomes the primary beneficiary of Shenli. Accordingly, the results of Shenli have been included in the accompanying consolidated financial statements for the three months periods ended September 30, 2011 and 2010.

Use of Estimates

In preparing financial statements in conformity with US GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Management makes these estimates using the best information available at the time the estimates are made. However, actual results could differ materially from those estimates.

Fair Value of Financial Instruments

ASC 820 “Fair Value Measurements and Disclosures”, adopted January 1, 2008, defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for current receivables and payables qualify as financial instruments. Management concluded that the carrying values are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and, if applicable, their stated interest rates approximate current rates available. The three levels are defined as follows:

·	Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

·	Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the financial instruments.

Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value. It is management’s opinion that as of September 30, 2011 and June 30, 2011, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheets. This is attributed to the short maturities of the instruments and that interest rates on the borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles at respective balance sheet dates.

Revenue Recognition

We derived revenues from sales of aluminum foils products, aluminum ingots and providing processing services. We recognize sales in accordance with the SEC Staff Accounting Bulletin or SAB No. 101, “Revenue Recognition in Financial Statements” and SAB No. 104, “Revenue Recognition”. We recognize revenue when the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services were rendered, (iii) the price to the customer is fixed or determinable and (iv) collection of the resulting receivable is reasonably assured.

Results of Operations

Comparison of the operation results for the three months period ended September 30, 2011 with the operation results for the three months period ended September 30, 2010.

The following table sets forth key components of our results of operations during the three months periods ended September 30, 2011 and 2010, both in dollars and as a percentage of the sales revenue:

	Three months ended September 30,										Three months change analysis
	2011		%			2010		%			Amount		%
Sales revenue	$	28,044,835		100	%	$	17,024,602		100	%	$	11,020,233		65	%
Cost of revenue		26,233,833		94	%		16,517,173		97	%		9,716,660		59	%
Total operating expenses		140,112		0	%		90,494		1	%		49,618		55	%
Net income	$	1,261,397		4	%	$	416,104		2	%	$	845,293		203	%

Sales Revenue

During the three months ended September 30, 2011, revenue increased 65% as compared to the same period ended September 30, 2010. The increase was primarily driven by increase in sales volume of aluminum foil, which was the result of our increased aluminum foil manufacturing capacity. In August 2011, our leased aluminum production line was put into operation. The production line has a manufacturing capacity of 15,000MT per year. With this increased manufacturing capacity, we have been able to meet more market demand and hence have generated more revenue during the period.

Cost of Revenue

Cost of revenue increased 59% over the three months ended September 30, 2011 as compared to the same period in year 2010. The increase for the period was mainly attributable to increase in purchase volume for raw materials as the result of increased sales volume. In addition, the fixed components of cost of revenue per unit were further reduced by the increased sales volume.

	Three months ended September 30,				Three months change analysis
	2011		2010		Amount		%
Selling expenses	$	36,322	$	34,018		2,304		7	%
General and administrative expenses		103,790		56,476		47,314		84	%
Total operating expenses	$	140,112	$	90,494		49,618		55	%

Selling Expenses

Selling expenses consist primarily of salaries, delivery expenses and other selling related expenses. Our selling expenses did not incur significant increases during the three months ended September 30, 2011 as compared with the three months ended September 30, 2010. The seeming consistency was due to the reduced travelling expenses compensating increased salaries.

General and Administrative Expenses

Our general and administrative expenses increased by $47,314, or 84%, during the three months ended September 30, 2011 as compared with the three months ended September 30, 2010. The increase was mainly due to the occurrence of professional service expenses related to our stock market listing process.

Net Income

In the three months ended September 30, 2011, we generated net income of $1,261,397 as compared with $416,104 in the same period of 2010. This increase was primarily attributable to the factors discussed above.

Liquidity and Capital Resources

We have financed our operations primarily through cash provided by operating activities. Our current cash and cash equivalents primarily consist of cash on hand and demand deposits, which are unrestricted as to withdrawal and use and are deposited with banks in China.

Our anticipated short-term and long-term liquidity requirements primarily include working capital for funding our ongoing operations. We plan to fund our future liquidity requirements from cash provided by operating activities. We currently anticipate that we will be able to meet our working capital needs with cash provided by operating activities and existing cash balances for the foreseeable future.

As of September 30, 2011, we had cash and cash equivalents of $2,022,782, consisting primarily of cash on hand and demand deposits.

The following table provides detailed information about our net cash flows for the three months ended September 30, 2011 and September 30, 2010:

	For the three months ended September 30
	2011			2010
Net Cash Provided By (Used In) Operating Activities	$	(499,763	)	$	445,953
Net Cash Provided By Investing Activities		824,528			161,648
Net Cash Provided By Financing Activities		-			-
Effect of Exchange Rate Changes		100,306			49,311
Increase In Cash During The Period	$	425,071		$	656,912

Operating Activities

For the three months period ended September 30, 2011, the net cash of $499,763 used in operating activities was primarily due to the net income of $1,261,397 adjusted for the add-back of non-cash items of depreciation of $147,900. In addition, changes in operating assets and liabilities such as an increase in accounts receivable of $694,184, an increase in advance to suppliers of $437,360, an increase in inventories of $2,999,500, and an increase in related party payable of $ 2,373,562, also affected our operating cash flows.

The increases in accounts receivable, advance to suppliers and inventories were in line with our overall revenue growth during the three months period ended September 30, 2011. The overall revenue growth also led to our increased trading activities with Zhengzhou Aluminum and hence our increased related party payable.

Investing Activities

During the three months period ended September 30, 2011, we received net cash of $824,528 from investing activities. This was the result of the cash received from payment collections on notes receivable, cash paid on purchase of property, plant and equipment and cash receipts from return of short term investment on its maturity.

Financing Activities

During the three months period ended September 30, 2011, we didn’t incur any financing activities.

Off -Balance Sheet Arrangement

We do not have any significant off-balance sheet arrangements; consequently, no such arrangements are likely to have a current or future effect on our financial positions, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Contractual Obligations and Commercial Commitments

The following table sets forth our contractual obligations as of September 30, 2011:

	Payment Due by Period
	Total	Within 1 Year	1-3 Years	3-5 Years	More than 5 Years
	(RMB)
Operating lease obligations	59,010	59,010	-	-	-

The operating lease obligation is related to the renting of offices, plants and equipment from our related party, Zhengzhou Aluminum. However, the lease payment commitments under the leasing agreement do not necessarily translate into future cash pressure for the Company due to the affiliation nature of the relationship between the Company and Zhengzhou Aluminum.

As of September 30, 2011, we have no other contractual obligations and commitments with any third party.

Impact of Inflation

Inflation has not had a material effect on our business and we do not expect that inflation will materially affect our business in the foreseeable future. Our management closely monitors price changes in the aluminum industry and continuously maintains effective cost control in operations.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

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

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by the Company in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Pursuant to Rule 13a-15(b) under the Exchange Act, the Company carried out an evaluation with the participation of the Company’s management, including our Chairman, Congfu Li, and our Chief Executive Officer, President and our Chief Financial Officer, Chuanhong Xie, of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of September 30, 2011. Based upon that evaluation, our management concluded that the material weakness in our disclosure controls and procedures, lack of sufficient accounting personnel with appropriate understanding of U.S. GAAP and SEC reporting requirements still exists.

We are committed to remediating the material weakness identified above. Because this material weakness was related to a lack of sufficient technical accounting expertise and knowledge of U.S. GAAP that are relevant to the Company’s financial reporting requirements, we plan to hire financial consultant knowledgeable of U.S. GAAP to remediate this material weakness. We believe that the hiring of a financial advisor knowledgeable of U.S. GAAP will permit our senior financial management team, led by our CFO, to increase its focus on our compliance with U.S. GAAP. In addition we plan to conduct internal trainings for various members of our accounting staff relating to various subjects including understanding and application of US GAAP and communication skills such as English-language report writing. We believe our greater emphasis on the training of our internal accounting staff and our improved internal audit procedures will also improve the effectiveness and reliability of our internal control over financial reporting.

As a result of the material weakness described above, our CEO and CFO concluded that, as of September 30, 2011, our disclosure controls and procedures were not effective to provide reasonable assurance that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, or that such information is accumulated and communicated to the Company’s management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Controls

During the period covered by this report, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

Item 1A. Risk Factors

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

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

None.

Item 3. Defaults upon Senior Securities

None.

Item 4. [Removed & Reserved]

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit Number	Description
(2)	Plan of acquisition, reorganization, arrangement, liquidation or succession
2.1	Share Exchange Agreement with Lucky Express dated November 8, 2010 (incorporated by reference from our Form 8-K filed on November 10, 2010)
(3)	(i) Articles of Incorporation; and (ii) Bylaws
3.1	(i) Articles of Incorporation of China Aluminum Foil, Inc. (formerly AJ Acquisition V, Inc.) (incorporated by reference from our Form 8-K, filed on November 10, 2010)
3.2	(i) Articles of Merger filed with the Nevada Secretary of State on November 1, 2010 (incorporated by reference from our Form 8-K, filed on November 10, 2010)
3.3	(ii) Bylaws of China Aluminum Foil, Inc. (formerly AJ Acquisition V, Inc.) (incorporated by reference from our Form 8-K, filed on November 10, 2010)
(10)	Material Contracts
10.1	Consultation Agreement between Shentong Investments and Shensheng dated August 12, 2010 (incorporated by reference from our Form 8-K filed on November 10, 2010)
10.2	Operating Agreement between Shentong Investment, Shensheng, and the Shensheng Shareholder dated August 12, 2010 (incorporated by reference from our Form 8-K filed on November 10, 2010)
10.3	Share Pledge Agreement between Shentong Investment, Shensheng, and the Shensheng Shareholder dated August 12, 2010 (incorporated by reference from our Form 8-K filed on November 10, 2010)
10.4	Option Agreement between Shentong Investment, Shensheng, and the Shensheng Shareholder dated August 12, 2010 (incorporated by reference from our Form 8-K filed on November 10, 2010)
10.5	Proxy Agreement between Shentong Investment, Shensheng, and the Shensheng Shareholder dated August 12, 2010 (incorporated by reference from our Form 8-K filed on November 10, 2010)
10.6	Trademark License Agreement (incorporated by reference from our Form 8-K filed on November 10, 2010)
10.7	Patent License Agreement (incorporated by reference from our Form 8-K filed on November 10, 2010)
(21)	Subsidiaries of Registrant
21.1	Lucky Express (China) Ltd. – wholly owned Zhengzhou Shentong Investment Consulting Co., Ltd. – wholly owned
(31)	Rule 13a-14(a)/15d-14(a) Certifications
31.1*	Section 302 Certifications under Sarbanes-Oxley Act of 2002
(32)	Section 1350 Certifications
32.1*	Section 906 Certifications under Sarbanes-Oxley Act of 2002
101**	Interactive Data File (Form 10-Q for the quarterly period ended September 30, 2011 furnished in XBRL).
101.INS 101.SCH 101.CAL 101.DEF 101.LAB 101.PRE	XBRL Instance Document XBRL Taxonomy Extension Schema Document XBRL Taxonomy Extension Calculation Linkbase Document XBRL Taxonomy Extension Definition Linkbase Document XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document

*	Filed herewith.

Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.

SIGNATURES

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

	CHINA ALUMINUM FOIL, INC.
Date: November 14, 2011	/s/ Chuanhong Xie
	Chuanhong Xie
	President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

AJ Acquisition Corp. V, Inc. - FORM 10-Q - November 14, 2011

Attached files

AJ Acquisition Corp. V, Inc. Reports