Attached files

file filename
EX-31.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - China Teletech Holding Incf10q0611a1ex31i_chinatele.htm
EX-32.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF - China Teletech Holding Incf10q0611a1ex32i_chinatele.htm
EX-31.2 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - China Teletech Holding Incf10q0611a1ex31ii_chinatele.htm
EX-32.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER, PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF - China Teletech Holding Incf10q0611a1ex32ii_chinatele.htm
EXCEL - IDEA: XBRL DOCUMENT - China Teletech Holding IncFinancial_Report.xls
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR8.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR7.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR1.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR3.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR6.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR9.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR4.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR5.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR11.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR17.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR15.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR16.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR10.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR14.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR13.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR12.htm
XML - IDEA: XBRL DOCUMENT - China Teletech Holding IncR2.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 10-Q /A
Amendment No. 1
 
x   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
For the quarterly period ended June 30, 2011
 
or
   
o 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: 333-130937
 
CHINA TELETECH HOLDING, INC.
(Exact name of registrant as specified in its charter)
 
Florida
 
59-3565377
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer Identification No.)
     
c/o Corporation Service Company
1201 Hays Street
Tallahassee, FL
 
32301
(Address of principal executive offices)
 
(Zip Code)
 
(850) 521-1000
 (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 o  No x
 
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 o No x
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer o
 
Accelerated filer o
Non-accelerated filer o
 
Smaller reporting company x
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o  No x
 
As of June 30, 2011, there were 149,475,127 shares outstanding of the registrant’s common stock.
 
 
 

 
 
Explanatory Note

CHINA TELETECH HOLDING, INC. (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (the “Amendment”) to the Company’s quarterly report on Form 10-Q for the period ended June 30, 2011 (the “Form 10-Q”), filed with the Securities and Exchange Commission on December 30, 2011 (the “Original Filing Date”), solely to correct a typo in the notes to the financial statements and to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the following materials from the Company’s Form 10-Q, formatted in XBRL (eXtensible Business Reporting Language):

 
101.INS
XBRL Instance Document
 
101.SCH
XBRL Taxonomy Schema
 
101.CAL
XBRL Taxonomy Calculation Linkbase
 
101.DEF
XBRL Taxonomy Definition Linkbase
 
101.LAB
XBRL Taxonomy Label Linkbase
 
101.PRE
XBRL Taxonomy Presentation Linkbase

No other changes have been made to the Form 10-Q. This Amendment speaks as of the Original Filing Date, does not reflect events that may have occurred subsequent to the Original Filing Date, and does not modify or update in any way disclosures made in the Form 10-Q.

Pursuant to Rule 406T of Regulation S-T, the interactive data files attached as Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
 
 
 
 

 
 
PART 1 – FINANCIAL INFORMATION
 
Item 1. Financial Statements.






Guangzhou Global Telecom, Inc.

Unaudited Consolidated Financial Statements

June 30, 2011 and December 31, 2010

(Stated in US Dollars)


 
 

 



Guangzhou Global Telecom, Inc.
 
 
Contents  Pages
   
Report of Independent Registered Public Accounting Firm
1
   
Consolidated Balance Sheets                                                                                                            
2 – 3
   
Consolidated Statements of Income
4
   
Consolidated Statements of Changes in Stockholders’ Equity                                                                                                            
5
   
Consolidated Statements of Cash Flows
6 – 7
   
Notes to Consolidated Financial Statements
8 – 22

 
 
 

 

 
Board of Directors and Stockholders
Guangzhou Global Telecom, Inc.
 

Report of Independent Registered Public Accounting Firm
 
We have reviewed the accompanying consolidated balance sheets of Guangzhou Global Telecom, Inc. as of June 30, 2011 and December 31, 2010, and the related consolidated statements of income, stockholders’ equity and cash flows for the six-month periods ended June 30, 2011 and December 31, 2010.  These interim consolidated financial statements are the responsibility of the Company's management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board, the objective of which is the expression of an opinion regarding the financial statements taken as a whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the accompanying interim consolidated financial statements for them to be in conformity with United States generally accepted accounting principles.
 
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 11 to the consolidated financial statements, the Company has incurred substantial losses, and has difficulty to pay the PRC government Value Added Tax and past due Debenture Holders Settlement, all of which raise substantial doubt about its ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
December 15, 2011      
San Mateo, California  
Samuel H. Wong & Co., LLP
Certified Public Accountants
 
                      
 
1

 
Guangzhou Global Telecom, Inc
Consolidated Balance Sheets
As of June 30, 2011 and December 31, 2010
(Stated in US Dollars)
 
ASSETS
       
6/30/2011
   
12/31/2010
 
   
Note
             
Current Assets
                 
Cash and Cash Equivalents
        $ 118,944     $ 159,930  
Short-term Investment
          448,639       226,867  
Other Receivables
    4       263,013       212,170  
Due from related parties
    5       840,590       453,734  
Purchase deposits
            332,101       -  
Inventories
            473,097       1,092,029  
Total Current Assets
            2,476,384       2,144,730  
                         
Non-Current Assets
                       
Property, plant & equipment, net
    6       7,771       17,594  
Other non-current assets
            64,547       63,000  
Total Non-Current Assets
            72,318       80,594  
                         
TOTAL ASSETS
          $ 2,548,702     $ 2,225,324  
                         
LIABILITIES & STOCKHOLDERS' EQUITY
                 
                         
Current Liabilities
                       
Taxes payable
          $ 889,486     $ 807,864  
VAT payable
    7       1,203,618       1,147,037  
Due to related parties
    5       225,902       176,518  
Accrued liabilities and other payables
            42,173       90,894  
Convertible debenture - current portion
    9       2,866,323       2,866,323  
Total Current Liabilities
            5,227,502       5,088,636  
                         
TOTAL LIABILITIES
          $ 5,227,502     $ 5,088,636  
                         
 
See Notes to Consolidated Financial Statements and Accountants’ Report
 
2

 
Guangzhou Global Telecom, Inc
Consolidated Balance Sheets
As of June 30, 2011 and December 31, 2010
(Stated in US Dollars)
 
         
6/30/2011
   
12/31/2011
 
STOCKHOLDERS' EQUITY
                 
                   
Common stock US$0.01 par value; 1,000,000,000 authorized, 149,475,127 issued and outstanding as of June 30, 2011 and December 31, 2010, respectively
    10     $ 1,494,751     $ 1,494,751  
Additional Paid in capital
            1,409,399       1,409,399  
Other Comprehensive Income
            19,351       (5,795 )
Retained Earnings
            (5,967,393 )     (6,083,150 )
Minority Interest
            365,092       321,483  
                         
TOTAL STOCKHOLDERS' EQUITY
          $ (2,678,800 )   $ (2,863,312 )
TOTAL LIABILITIES AND STOCKHOLDERS' EUITY
          $ 2,548,702     $ 2,225,324  
                         

 
See Notes to Consolidated Financial Statements and Accountants’ Report
 
3

 
Guangzhou Global Telecom, Inc
Consolidated Statements of Income
For the six-month periods ended June 30, 2011 and 2010
 (Stated in US Dollars)


   
Three months ended
   
Six months ended
 
   
6/30/2011
   
6/30/2010
   
6/30/2011
   
6/30/2010
 
Sales
  $ 3,511,488     $ 9,186,173     $ 12,731,434     $ 18,607,294  
Cost of sales
    3,440,678       8,909,339       12,376,375       18,032,901  
Gross profit
    70,810       276,834       355,059       574,393  
                                 
Operating expenses
                               
Selling expenses
    -       -       -       -  
Administrative and general expenses
    89,585       1,474,823       178,510       2,760,968  
Total operating expense
    89,585       1,474,823       178,510       2,760,968  
Loss from Operations
    (18,775 )     (1,197,989 )     176,549       (2,186,575 )
                                 
Other income
    45,861       32,346       45,861       68,235  
Interest income
    4       2       9       5  
Other expenses
    (231 )     (116 )     (3,578 )     (310,159 )
Interest expense
    -       (20,487 )     -       (20,489 )
Gain (Loss) before taxation on Continuing Operations
    26,859       (1,186,244 )     218,841       (2,448,983 )
Income tax
    (25,692 )     (30,918 )     (59,475 )     (28,544 )
Gain (Loss) from Continuing Operations
    1,167       (1,217,162 )     159,366       (2,477,527 )
Discontinued Operation Income (Loss), net of tax
    -       -       -       (210,156 )
Net Income (Loss)
    1,167       (1,217,162 )     159,366       (2,687,683 )
Net income attributable to non-controlling interest
    (19,680 )     (32,985 )     (43,609 )     (28,621 )
Net Income (Loss) Attributable to the Company
  $ (18,513 )   $ (1,250,147 )   $ 115,757     $ (2,716,304 )
                                 
Earnings Per Share
                               
Basic-Net Income (Loss)
  $ 0.00     $ (0.01 )   $ 0.00     $ (0.02 )
 -Income (Loss) from Continuing Operations
    0.00       (0.01 )     0.00       (0.02 )
 -Income (Loss) from non-controlling interest
    (0.00 )     (0.00 )     (0.00 )     (0.00 )
 -Income (Loss) from Discontinued Operations
    0.00       0.00       0.00       (0.00 )
                                 
Diluted- Net Income (Loss)
    0.00       (0.01 )     0.00       (0.02 )
 -Income (Loss) from Continuing Operations
    0.00       (0.01 )     0.00       (0.02 )
 -Income (Loss) from Non-controlling interest
    (0.00 )     (0.00 )     (0.00 )     (0.00 )
 -Income (Loss) from Discontinued Operations
  $ 0.00     $ 0.00     $ 0.00     $ (0.00 )
Weighted Average Shares Outstanding
                               
-Basic
    149,475,127       148,251,263       149,475,127       148,870,071  
-Diluted
    149,475,127       148,251,263       149,475,127       148,870,071  
 
See Notes to Consolidated Financial Statements and Accountants’ Report
 
4

 
Guangzhou Global Telecom, Inc
Consolidated Statements of Changes in Stockholders’ Equity
For the six-month period ended June 30, 2011 and the year ended December 31, 2010
 (Stated in US Dollars)
 
 
   
Total Number
of Shares
   
Common
Stock
   
Additional
Paid in
Capital
   
Other
Comprehensive
Income
   
Retained
Earnings
   
Minority
Interest
   
Total
 
                                           
Balance, January 1, 2010
    149,475,127     $ 1,494,751     $ 1,409,399     $ 38,758     $ (3,816,247 )   $ 221,197     $ (652,142 )
Net Income/(Loss)
    -       -       -       -       (2,266,903 )     -       (2,266,903 )
Reclassified to profit or loss on disposal of subsidiaries
    -       -       -       (56,044 )     -       67,491       11,447  
Non-controlling Interest
    -       -       -       -       -       32,795       32,795  
Foreign Currency Translation
    -       -       -       11,491       -       -       11,491  
Balance at December  31, 2010
    149,475,127     $ 1,494,751     $ 1,409,399     $ (5,795 )   $ (6,083,150 )   $ 321,483     $ (2,863,312 )
                                                         
Balance, January 1, 2011
    149,475,127     $ 1,494,751     $ 1,409,399     $ (5,795 )   $ (6,083,150 )   $ 321,483     $ (2,863,312 )
Net Income/(Loss)
    -       -       -       -       115,757       -       115,757  
Non-controlling Interest
    -       -       -       -       -       43,609       43,609  
Foreign Currency Translation
    -       -       -       25,146       -       -       25,146  
Balance at June 30, 2011
    149,475,127     $ 1,494,751     $ 1,409,399     $ 19,351     $ (5,967,393 )   $ 365,092     $ (2,678,800 )
 
See Notes to Consolidated Financial Statements and Accountants’ Report
 
5

 
Guangzhou Global Telecom, Inc.
Consolidated Statements of Cash Flows
For the six-month periods ended June 30, 2011 and 2010
(Stated in US Dollars)

   
Three months ended
   
Six months ended
 
Cash flow from operating activities
 
6/30/2011
   
6/30/2010
   
6/30/2011
   
6/30/2010
 
Net (Loss)/income
  $ (18,513 )   $ (1,250,147 )   $ 115,757     $ (2,716,304 )
                                 
Minority interest
    19,680       176,719       43,609       172,354  
Depreciation
    2,487       2,099       6,262       4,992  
Loss/(Gain) on disposal of property, plant and equipment
    268       110,124       3,561       421,655  
Decrease/(increase) in other receivables
    (49,363 )     512,361       (50,843 )     1,409,946  
Decrease/(increase) in amount due from related parties
    (64,231 )     -       (386,855 )     -  
Decrease/(increase) in purchase deposit
    (332,101 )     494,696       (332,101 )     1,356,184  
Decrease/(increase) in inventories
    329,816       (373,700 )     618,932       (80,073 )
Increase/(decrease) in tax payables
    15,634       32,947       21,532       33,068  
Increase/(decrease) in accrued liabilities and other payables
    (1,503 )     (6,666 )     662       3,384  
Increase/(decrease) in VAT payable
    20,715       5,537       56,580       5,762  
Increase/(decrease) in income tax payable
    26,477       -       60,090       (12,988 )
                                 
Net cash provided by/(used in) operating activities
    (50,634 )     (296,030 )     157,186       597,980  
                                 
Cash flows from investing activities
                               
Sale of Equipment
    -       21,050       -       21,709  
Purchase for short-term investment
    (220,332 )     -       (221,771 )     -  
Payments for deposits
    (25 )     -       (1,547 )     -  
                                 
Net cash provided by/(used in) investing activities
  $ (220,357 )   $ 21,050     $ (223,318 )   $ 21,709  
                                 
 
See Notes to Consolidated Financial Statements and Accountants’ Report
 
6

 
Guangzhou Global Telecom, Inc.
Consolidated Statements of Cash Flows
For the six-month periods ended June 30, 2011 and 2010
(Stated in US Dollars)
 
 
Cash flows from financing activities
                               
Issuance of Common Stock
  $ -     $ -     $ -     $ -  
Proceeds of convertible debentures
    -       -       -       -  
Redemption of Common Stock
    -       (346,619 )     -       (346,619 )
                                 
Net cash provided by financing activities
    -       (346,619 )     -       (346,619 )
                                 
Net Increase/(Decrease) in Cash & Cash Equivalents
    (270,991 )     (621,599 )     (66,132 )     273,070  
                                 
Effect of Currency Translation
    4,529       (46,807 )     25,146       (8,769 )
                                 
Cash & Cash Equivalents at Beginning of Period
    385,406       1,310,298       159,930       377,591  
                                 
                                 
Cash & Cash Equivalents at End of Year
  $ 118,944     $ 641,892     $ 118,944     $ 641,892  
 
See Notes to Consolidated Financial Statements and Accountants’ Report
 
7

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010
 

1.  
ORGANIZATION AND PRINCIPAL ACTIVITIES

Guangzhou Global Telecom, Inc. (the “Company”) formerly Avalon Development Enterprise, Inc. was incorporated in the State of Florida, United States (an OTCBB Company) on March 29, 1999.

On March 27, 2007, the Company underwent a reverse-merger with Global Telecom Holding Limited (GTHL, a British Virgin Islands (BVI) Company incorporated on April 1, 2004 under the British Virgin Islands International Business Companies Act (CAP. 291)) and its wholly-owned subsidiary Guangzhou Global Telecommunication Company Limited (GGT, established on December 4, 2004 in PRC with a registered and paid-up capital of RMB 3,030,000 (approximate $375,307)) involving an exchange of shares whereby the Company issued an aggregate of 39,817,500 shares of common stock in exchange for all of the issued and outstanding shares of GTHL. In connection with the reverse merger, the Company issued 200,000 shares of common stock to Zenith Capital Management LLC in April 2007 at a price of $2.50 per share.

Pursuant to a Stock Purchase Agreement dated July 29, 2008, the Company acquired 51% of the issued and outstanding shares in Guangzhou Renwoxing Telecom (“GRT”), a limited liability company incorporated in China. Pursuant to the terms of the Stock Purchase Agreements, the Shareholders agreed to sell and transfer the proportion of the shares to the Company for a purchase consideration of US$291,833.

The Company, through its subsidiaries, is principally engaged in the distribution and trading of rechargeable phone cards, cellular phones and accessories within cities in PRC.  Customers of the Company embrace wholesalers, retailers, and final users.
 
2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)  
Method of Accounting

The Company maintains its general ledger and journals with the accrual method of accounting for financial reporting purposes. The financial statements and notes are representations of management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied in the presentation of financial statements.

(b)  
Consolidation

The consolidated financial statements include the accounts of Guangzhou Global Telecom, Inc. and  three wholly and partially owned subsidiaries.  The consolidated financial statements were compiled in accordance with generally accepted accounting principles of the United States of America.  All significant inter-company accounts and transactions have been eliminated in consolidation.
 
 
8

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010
 
 
The company owned the following subsidiaries since the reserve-merger and soon thereafter. As of June 30, 2011, detailed identities of the consolidating subsidiaries are as follows:-

Name of Company
Place of Incorporation
Attributable Equity Interest %
Registered Capital
       
Global Telecom Holding, Ltd.
BVI
100
HKD 7,800
Guangzhou Global Telecommunication Co., Ltd.
PRC
100
RMB 3,030,000
Guangzhou Renwoxing Telecom Co., Ltd.
PRC
51
RMB 3,010,000

(c)  
Economic and Political Risks

The Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, legal environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, restriction on international remittances, and rates and methods of taxation, among other things.

(d)  
Use of Estimates

Our discussion and analysis is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, 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 years. These accounts and estimates include, but are not limited to, the estimation on useful lives of property, plant and equipment. Actual results could differ from those estimates.

(e)  
Cash and Cash Equivalents

The Company considers all cash and other highly liquid investments with initial maturities of three months or less to be cash equivalents.

 
9

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010
 

(f)  
Accounts Receivable – Trade

Trade receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An allowance for doubtful accounts is made when recovery of the full amount is doubtful.

(g)  
Inventories

Inventories are stated at the lower of cost or market value. Cost is computed using the first-in, first-out method and includes all costs of purchase and other costs incurred in bringing the inventories to their present location and condition. Market value is determined by reference to the sales proceeds of items sold in the ordinary course of business or estimates based on prevailing market conditions. The inventories are telecommunication products such as mobile phone, rechargeable phone cards, smart chips, and interactive voice response cards.

(h)  
Property, Plant, and Equipment, net

Property, plant and equipment, net are carried at cost net of accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method with no salvage value.  Estimated useful lives of the property, plant and equipment are as follows:
 
Building 20 years
Equipment 5 years
Furniture and Fixtures 5 years
Motor Vehicles 3 years
 
(i)  
Accounting for Impairment of Long-Lived Assets

The Company adopted Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of Long-Live Assets” (“SFAS 144”), which addresses financial accounting and reporting for the impairment or disposal of long-lived assets. The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with SFAS 144.SFAS 144 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets.

The long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. It is reasonably possible that these assets could become impaired as a result of technology or other industry changes. Determination of recoverability of assets to be held and used is by comparing the carrying amount of an asset to future net undiscounted cash flows to be generated by the assets.
 
 
10

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010
 
 
If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.  During the reporting periods, there was no impairment loss.

(j)  
Revenue Recognition

Revenue from the sale of the products is recognized on the transfer of risks and rewards of ownership, which generally coincides with the time when the goods are delivered to customers and the title has passed.

(k)  
Cost of Sales

The Company’s cost of sales is comprised mainly of cost of goods sold.

(l)  
Selling Expenses

Selling expenses are comprised of salaries for the sales force, client entertainment, commissions, advertising, and travel and lodging expenses.

(m)  
General & Administrative Expenses

General and administrative expenses include executive compensation, general overhead such as the finance department and administrative staff, depreciation, office rental and utilities.

(n)  
Advertising

The Company expensed all advertising costs as incurred.

(o)  
Foreign Currency Translation

The Company maintains its financial statements in the functional currency, which is the Renminbi (RMB).  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 exchanges rates prevailing at the dates of the transaction.  Exchange gains or losses arising from foreign currency transactions are included in the determination of net income for the respective periods.
 
 
11

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010

For financial reporting purposes, the financial statements of the Company, which are prepared using the functional currency, have been translated into United States dollars.  Assets and liabilities are translated at the exchange rates at the balance sheet dates and revenue and expenses are translated at the average exchange rates and stockholders’ equity is translated at historical exchange rates.  Translation adjustments are not included in determining net income but are included in foreign exchange adjustment to other comprehensive income, a component of stockholders’ equity.

Exchange Rates
 
6/30/2011
   
12/31/2010
   
6/30/2010
 
Year end RMB : US$ exchange rate
    6.4640       6.6118       6.8086  
Average year RMB : US$ exchange rate
    6.5482       6.7788       6.8347  
                         
Year end HKD : US$ exchange rate
    7.7835       7.7832       7.7847  
Average year HKD : US$ exchange rate
    7.7830       7.7695       7.7717  

RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions.  No representation is made that the RMB amounts could have been, or could be, converted into US$ at the rates used in translation.

(p)  
Income Taxes

The Company uses the accrual method of accounting to determine and report its taxable reduction of income taxes for the year in which they are available. The Company has implemented Statement of Financial Accounting Standards (SFAS) No. 109, Accounting for Income Taxes. Income tax liabilities computed according to the United States,  People’s Republic of China (PRC), and British Virgin Islands (BVI) tax laws are provided for the tax effects of transactions reported in the financial statements and consists of taxes currently due plus deferred taxes related primarily to differences between the basis of fixed assets and intangible assets for financial and tax reporting. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will be either taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes also are recognized for operating losses that are available to offset future income taxes. A valuation allowance is created to evaluate deferred tax assets if it is more likely than not that these items will either expire before the Company is able to realize that tax benefit, or that future realization is uncertain.

In respect of the Company’s subsidiaries domiciled and operated in China, the taxation of these entities are summarized below:

·  
GGT and GRT are located in the PRC, and GTHL is located in the British Virgin Islands; all of these entities are subject to the relevant tax laws and regulations of the PRC and British Virgin Islands in which the related entity domiciled.  The maximum tax rates of the subsidiaries pursuant to the countries in which they domicile are: -


 
12

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010


Subsidiary
Country of Domicile
Income Tax Rate
GGT and GRT
PRC
25.0%
GTHL
British Virgin Islands
0.00%

·  
Effective January 1, 2008, PRC government implements a new 25% tax rate across the board for all enterprises regardless of whether domestic or foreign enterprise without any tax holiday which is defined as "two-year exemption followed by three-year half exemption" hitherto enjoyed by tax payers. As a result of the new tax law of a standard 25% tax rate, tax holidays terminated as of December 31, 2007. However, PRC government has established a set of transition rules to allow enterprises already started tax holidays before January 1, 2008, to continue enjoying the tax holidays until being fully utilized.

·  
Since Guangzhou Global Telecom, Inc. is primarily a holding company without any business activities in the United States, the Company shall not be subject to United States income tax for the six months ended June 30, 2011 and 2010.

(q)  
Statutory Reserve

Statutory reserve refers to the amount appropriated from the net income in accordance with PRC laws or regulations, which can be used to recover losses and Increase capital, as approved, and, are to be used to expand production or operations. PRC laws prescribe that an enterprise operating at a profit, must appropriate, on an annual basis, from its earnings, an amount to the statutory reserve to be used for future company development. Such an appropriation is made until the reserve reaches a maximum equalling 50% of the enterprise’s registered capital.

However, since GGT being an operating company in PRC does not itself have any foreign shareholders and that the Memorandum and Articles do not provide for such appropriation, the Company is therefore not required to fund the Statutory Reserve.

(r)  
Other Comprehensive Income

Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards, as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other financial statements. The Company’s current component of other comprehensive income is the foreign currency translation adjustment.

 
13

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010

(s)  
Goodwill

Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable assets acquired in a business combination. In accordance with Statement of Financial Accounting Standards ("SFAS") No. 142, "Goodwill and Other Intangible Assets", goodwill is no longer subject to amortization. Rather, goodwill is subject to at least an annual assessment for impairment, applying a fair-value based test. Fair value is generally determined using a discounted cash flow analysis.

(t)  
Recent Accounting Pronouncements

In June 2009, FASB issued FASB Statement No. 166, Accounting for Transfers for Financial Assets (FASB ASC 860 Transfers and Servicing) and FASB Statement No. 167 (FASB ASC 810 Consolidation), a revision to FASB Interpretation No. 46 (Revised December 2003), Consolidation of Variable Interest Entities (FASB ASC 810 Consolidation). The Company has adopted the new accounting policies and has determined that there is no material impact to the financial statements presented herein.

On June 30, 2009, FASB issued FASB Statement No. 168, Accounting Standards Codification™ (FASB ASC 105 Generally Accepted Accounting Principles) a replacement of FASB Statement No. 162 the Hierarchy of Generally Accepted Accounting Principles. On the effective date of this standard, FASB Accounting Standards Codification™ (ASC) became the source of authoritative U.S. accounting and reporting standards for nongovernmental entities, in addition to guidance issued by the Securities and Exchange Commission (SEC). This statement is effective for financial statements issued for interim and annual periods ending after September 15, 2009.  If an accounting change results from the application of this guidance, an entity should disclose the nature and reason for the change in accounting principle in their financial statements.  This new standard flattens the GAAP hierarchy to two levels: one that is authoritative (in FASB ASC) and one that is non-authoritative (not in FASB ASC). Exceptions include all rules and interpretive releases of the SEC under the authority of federal securities laws, which are sources of authoritative GAAP for SEC registrants, and certain grandfathered guidance having an effective date before March 15, 1992. Statement No. 168 is the final standard that will be issued by FASB in that form.  There will no longer be, for example, accounting standards in the form of statements, staff positions, Emerging Issues Task Force (EITF) abstracts, or AICPA Accounting Statements of Position. The Company has adopted and implemented the new accounting policy.

In October 2009, the FASB issued ASU No. 2009-13 “Revenue Recognition (Topic 605): Multiple Deliverable Revenue Arrangements - A Consensus of the FASB Emerging Issues Task Force”. This update provides application guidance on whether multiple deliverables exist, how the deliverables should be separated and how the consideration should be allocated to one or more units of accounting. This update establishes a selling price hierarchy for determining the selling price of a deliverable. The selling price used for each deliverable will be based on vendor-specific objective evidence, if available, third-party evidence if vendor-specific objective evidence is not available, or estimated selling price if neither vendor-specific or third-party evidence is available. The Company will be required to apply this guidance prospectively for revenue arrangements entered into or materially modified after January 1, 2011; however, earlier application is permitted. The management is in the process of evaluating the impact of adopting this ASU on the Company’s financial statements.
 
 
14

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010

The FASB issued ASU-2010-09 (Topic 855) to amend guidance on subsequent events to remove the requirement for SEC filers (as defined in ASU 2010-09) to disclose the date through which an entity has evaluated subsequent events. This change alleviates potential conflicts with current SEC guidance. An SEC filer is still required to evaluate subsequent events through the date financial statements are issued, but disclosure of that date is no longer required. The amendments in ASU 2010-09 became effective upon issuance of the guidance. Management adopted this pronouncement as of July 1, 2010.
 
In April 2010, the FASB issued an Accounting Standard Update (“ASU”) No.2010-13,”Compensation-Stock Compensation” (Topic 718): Effect of Denominating the Exercise Price of a Share-Based Payment Award in the Currency of the Market in Which the Underlying Equity Security Trades,” which address the classification of a share-based payment award with an exercise price denominated in the currency of a market in which the underlying equity security trades. Topic 718 is amended to clarify that a share-based payment award with an exercise price denominated in the currency of a market in which a substantial portion of the entity’s equity securities trades shall not be considered to contain a market, performance, or service condition. Therefore, such an award is not to be classified as a liability if it otherwise qualifies as equity classification. The amendments in this update should be applied by recording a cumulative-effect adjustment to the opening balance of retained earnings. The cumulative-effect adjustment should be calculated for all awards outstanding as of the beginning of the fiscal year in which the amendments are initially applied, as if the amendments had been applied consistently since the inception of the award. ASU 2010-13 is effective for interim and annual periods beginning on or after December 15, 2010 and is not expected to have a material impact on the Company’s consolidated financial position or results of the operations.
 
3.  
CONCENTRATION

A substantial portion of GGT’s business operations depend on mobile telecommunications in PRC; any loss or deterioration of such relationship may result in severe disruption to the business operations impacting the Company's revenue. GGT relies entirely on the networks and gateways of these phone operators to provide its services. The Company's agreements with these operators are generally for a short period of one year and generally do not have automatic renewal provision. If these providers are unwilling to continue business with the Company, the Company's ability to conduct its existing business would be adversely affected.

 
 
15

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010

 
4.  
OTHER RECEIVABLES

Other receivables as of June 30, 2011 and December 31, 2010 pertained to the Company voluntarily extending financing to business associates for purchase of merchandise in return for 60% of gross profit in those transactions, in lieu of interest, as well as loans to third parties with no interest, security and specific terms of repayment.

   
As of
6/30/2011
   
As of
12/31/2010
 
Type of Account
           
Trade financing to business associates
  $ 263,013     $ 212,170  
Allowance for bad debt
    -       -  
Other receivable, net
  $ 263,013     $ 212,170  
 
5.  
DUE FROM/TO RELATED PARTIES

The following table presents the balances the Company due to and from related parties.

   
As of
6/30/2011
   
As of
12/31/2010
 
Due from related parties
  $ 840,590     $ 453,734  
Due to related parties
    (225,902 )     (176,518 )
Net due from/(due to)
  $ 614,688     $ 277,2164  
 
Amounts owing to the Company’s related parties are non-interest-bearing and payable on demand. During the year ended December 31, 2010, Guangzhou Huantong Telecom Technology and Consultant Services, Ltd., one of the Company’s wholly owned subsidiaries, sold a property to a shareholder of the Company for $134,608.
 
 
16

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010


6.  
PROPERTY, PLANT, AND EQUIPMENT

Property, plant, and equipment consist of the following as of June 30, 2011 and December 31, 2010:

   
As of
6/30/2011
   
As of
12/31/2010
 
             
At cost
           
Equipment
  $ 13,583     $ 14,149  
Furniture & Fixtures
    40,414       39,511  
 Motor Vehicles
    -       52,514  
Building
    -       -  
Total
  $ 53,997     $ 106,174  
                 
Less: Accumulated depreciation
               
Equipment
  $ (10,349 )   $ 13,069  
Furniture & Fixtures
    (35,877 )     27,451  
Motor Vehicles
            48,058  
Building
            -  
    $ (46,226 )   $ 88,578  
                 
    $ 7,771     $ 17,594  

The depreciation expenses were $6,262 and $4,992 for the six months ended June 30, 2011 and 2010, respectively.
 
7.    VALU ADDED TAX PAYABLE

The Company has been collecting from its customers Value Added Tax (VAT), on behalf of the government. The Company was granted by the government to pay the balance dues under installments up to the end of 2008. The reason of this special arrangement is that the government may waive past due VAT after decision has been made in accordance with regulations for technology zone on tax-exemption matter. However, the Company has not received the approval notice from the government at June 30, 2011.  Thus, the VAT payable as of June 30, 2011 included the past due VAT possibly to be waived.
 
 
17

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010
 
 
8.    LEASE COMMITMENTS

The Company leases office space and retail stores under operating leases with non-cancelable terms of less than a year at fixed monthly rent. None of the leases included contingent rentals. Lease expense charged to operations for the six and twelve months ended June 30, 2011 and December 31, 2010 amounted to $367 and $1,859, respectively.  Future minimum lease payments under non-cancelable operating leases until termination of the leases amounted to $4,493 distributed as:

Fiscal Year
 
Minimum Lease Payments
 
2011
  $ 4,126  
 
9.    CONVERTIBLE BONDS AND BOND WARRANTS

On July 31, 2007 and January 1, 2008, the Company completed two financing transactions with several investors (the “Subscriber”) issuing $2,000,000 and $1,000,000, respectively, Fixed Rate Convertible Debenture due in 2009 and a stock purchase warrant to purchase an aggregate of 2,090,592 shares of the Company common stock, subject to adjustments for stock splits or reorganizations as set forth in the warrant, that will expire in 2012 (the “Warrants”).

The Debentures were subscribed at a price equal to 87.5% of their principal amount, which is the issue price of $3,428,571 less a 12.5% discount. The Debentures were issued pursuant to, and are subject to the terms and conditions of, a trust deed dated July 31, 2007 (the “Trust Deed”).
 
·  
Interest Rate. The Debenture bears interest at the rate of 8% per annum of the principal amount of the Debentures.
·  
Conversion. Each Debenture is convertible at the option of the holder at any time after July 31, 2007 up to July 31, 2009, into shares of our common stock at a fixed conversion price of $0.82 per share.

On July 31, 2007, the Company also entered into a registration rights agreement with the Subscriber pursuant to which the Company agreed to include the Debenture, the Warrants, and the shares of common stock underlying the Debenture and Warrants in a pre-effective amendment to a registration statement that the Company have on file with the SEC. The Company intends to have the registration statement cover the resale of the Debenture, the Warrants, and the shares of common stock underlying the Debenture and Warrants.

At July 31, 2007 and January 1, 2008, the dates of issuance, the Company determined the fair value of the Debenture to be $2,000,000 and $1,000,000, respectively. The values of the warrants and the beneficial conversion feature as at December 31, 2007 and 2008 determined under the Black-Scholes valuation method were immaterial. Accordingly, the interest discount on the warrants and beneficial conversion feature were recorded, and are being amortized by the straight-line method over 5 years and 2 years respectively.
 
 
18

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010

Because of the fact that the Fixed Rate Convertible Debenture contain three separate securities and yet merged into one package, the Debenture security must identify its constituents and establish the individual value as determined by the Issuer as follows: -

(1 )
Convertible Debenture (after two rounds)
  $ 3,428,571  
(2 )
Discount
  $ 428,571  
(3 )
Warrant
  $ -  
(4 )
Beneficial Conversion Feature
  $ -  

The above item (2) is to be amortized to interest expense over the term of the Debenture by the effective interest method.

The Convertible Debentures Payable, net consisted of the following: -

   
6/30/2011
   
12/31/2010
 
Convertible Debenture - Principal and interest
           
Balance as at beginning of period
  $ 3,428,751     $ 3,428,751  
Addition
    -       -  
Redemption
    (562,428 )     (562,428 )
Interest charged for the current year
    -       -  
Repayment of interest in current year
    -       -  
Restructure cost
    -       -  
Balance as at end of year
  $ 2,866,323     $ 2,866,323  
           
Less: Interest discount – Beneficial conversion feature
         
Balance as at beginning of year
  $ -     $ -  
Addition
    -       -  
Amortization
    -       -  
Balance as at end of year
    -       -  
                 
Less: Interest Discount – Warrant
               
Balance as at beginning of year
    -       -  
Addition
    -       -  
Amortization
    -       -  
Balance as at end of year
    -       -  
Convertible Debenture, net
  $ 2,866,323     $ 2,866,323  

 
19

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010
 
 
The Convertible Debenture was classified as current and non-current as follows: 
   
6/30/2011
   
12/31/2010
 
             
Current portion
  $ 2,866,323     $ 2,866,323  
Non - current Portion
    -       -  
    $ 2,866,323     $ 2,866,323  
 
On November 3, 2008, due to market conditions, the Company re-negotiated the terms of the Debentures and Warrants, and entered into a modification agreement (the “Amendment Agreement”) with the Holders. Pursuant to the Amendment Agreement, the Company agreed to completely remove the monthly interest payment of the Debentures and Increase the annual interest rate to 18%. Therefore, as described in the Schedule A of the Amendment Agreement, the Company will pay an aggregate of $2,151,110.85 and $1,485,714.10 to the Holders that are due on July 31, 2009 and February 21, 2010, respectively.  The Company acknowledged that the conversion price of the Debentures on the conversion date shall be equal to the lesser of (a) $0.015 (subject to adjustment), and (b) 80% of the lowest closing bid price during the 20 Trading Days immediately prior to the applicable conversion date (subject to adjustment).
 
The Amendment Agreement further modified the terms of the transaction by reducing the exercise price of the Warrants to $0.015 (subject to further adjustment), and therefore the number of shares underlying Warrants issued to the Holders will be increased to an aggregate of 156,097,534 shares as described in Schedule B of the Amendment Agreement.
 
The Company further amended the Articles of Incorporation to increase the number of authorized shares of common stock to 1,000,000,000.

On December 29, 2009, the Company entered into a Settlement Agreement with the Holders. Pursuant to the Settlement Agreement, the Company would make a total payment of $1,300,000 to the Holders no later than January 21, 2010. The Convertible Debentures would be deemed satisfied and all outstanding Warrants held by the Holders would be cancelled. In addition, the Holders agreed to cancel all of the Company shares held by them at such time as the payment has been made. However, as of September 30, 2010, the Company has not paid the sum of $1,300,000 to the Holders.

In May 2010, the Holders commenced an action against the Company in the Supreme Court of the State of New York in order to recover the outstanding amount of $1,300,000 under the Settlement Agreement.  The outcome and estimated loss from this lawsuit cannot be determined at this time.

 
 
20

 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010


10.  COMMON STOCK CAPITAL

The Company is authorized by its Memorandum of Association (i.e. equivalent to Articles of Incorporation) to issue a total of 1,000,000,000 shares at a par value of US$0.01 of which 149,475,127 shares have been issued and outstanding as of June 30, 2011 and December 31, 2010, respectively.

The presentation of recapitalization as of June 30, 2011 is depicted in the following table:

Name of Shareholders
 
Number of
Shares
   
Common Stock Capital
   
Additional Paid-in Capital
   
% of Equity Holdings
 
Shell: Avalon Development of Enterprises Inc. prior to reverse-merger
    13,072,500       130,725       -       8.75 %
Shareholders of Shell in exchange of all of GTHL shares upon reverse-merger
    39,817,500       398,175       -       26.64 %
Zenith Capital Management LLC
    200,000       2,000       498,000       0.13 %
Li Dongming
    80,000       800       61,600       0.05 %
Less: Cost of Issue
    -       -       (151,384 )     -  
Beijing Lihe
    1,500,000       15,000       285,000       1.00 %
Guangzhou Renwoxing
    9,727,769       97,278       194,555       6.51 %
Private placement investors
    68,027,358       680,273       511,628       45.51 %
Management / Insider
    17,050,000       170,500       10,000       11.41 %
      149,475,127       1,494,751       1,409,399       100.00 %
 
 
 
21

 
 
Guangzhou Global Telecom, Inc.
Notes to Consolidated Financial Statements
As of June 30, 2011 and December 31, 2010
And for the six-month periods ended June 30, 2011 and 2010

 
11.  GOING CONCERN UNCERTAINTIES

These consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future.

As of June 30, 2011, the Company has an accumulated deficit of $5,967,393 due to the fact that the Company continued to incur losses over the past several years, and has difficulty to pay the PRC government Value Added Tax and past due Debenture Holders Settlement.

As a result, these consolidation financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of the Company’s ability to continue as a going concern.
 

 
 
22

 
 
PART II - OTHER INFORMATION
 
Item 6. Exhibits.
 
Exhibit Number
 
Description
     
31.1
 
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
31.2
 
Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
32.1
 
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *
32.2
 
Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
101.INS
 
XBRL Instance Document
101.SCH
 
XBRL Taxonomy Schema
101.CAL
 
XBRL Taxonomy Calculation Linkbase
101.DEF
 
XBRL Taxonomy Definition Linkbase
101.LAB
 
XBRL Taxonomy Label Linkbase
101.PRE
  
XBRL Taxonomy Presentation Linkbase

* Filed herewith.
**In accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are furnished and not filed.
 
 
 

 
 
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.

 
CHINA TELETECH HOLDING, INC.
     
Date: April 1 6 , 2012
By:
/s/ Yankuan Li
   
Yankuan Li
   
President and Chief Executive Officer
     
Date: April 1 6 , 2012
By:
/s/ Kwok Ming Wai Andrew
   
Kwok Ming Wai Andrew
   
Chief Financial Officer