EXHIBIT “I” - Article 78 against NYDFS€¦ · · 2017-07-15Theo Chino Affidavit Exhibit List...

Theo Chino Affidavit Exhibit List EXHIBIT DOCUMENT DESCRIPTION

I Chino LTD Delaware Certificate of Incorporation

II Chino LTD’s Filing Receipt for Application for Authority (Foreign Bus)

III CBC’s New York Certificate of Incorporation

IV Bitcoin Processing Agreement between CBC and Neio Wireless

V Photo of Signage Given To Stores

VI Application under the New York State Minority Owned/Women Owned Business Enterprise Program for Chino LTD and Status Report

VII Chino LTD’s Application for License to Engage in Virtual Currency Business Activity

VIII Receipt from Rehana’s Wholesale indicating Bitcoin purchase

IX January 4, 2016 Letter from New York State Department of Financial Services

X Chino LTD’s 2013 U.S. Income Tax Return, filing as a “S Corporation”

XI Chino LTD’s 2014 U.S. Income Tax Return, filing as a “S Corporation”

XII Chino LTD’s 2015 U.S. Income Tax Return, filing as a “S Corporation”

XIII Chino LTD’s 2016 U.S. Income Tax Return, filing as a “S Corporation”

XIV Daniel Cawrey, Credit Cards Have Not Evolved With the Internet. Enter Bitcoin., COINDESK (Jan. 5, 2014), http://www.coindesk.com/credit-cards-not-evolved-enter-bitcoin/

1

EXHIBIT “I”

2

Ed. 09/08

County of New Castle Dated: November 19th, 2013

ORGANIZATION ACTION IN WRITING OF INCORPORATOR OF

CHINO LTD

(Organized on November 19th, 2013) The following action is taken this day through this instrument by the incorporator of the above corporation:

1. The election of the following person[s] to serve as the director[s] of the corporation until the first annual meeting of stockholders and until their successors are elected and qualified or until their earlier resignation or removal:

Theo B Chino

The Company Corporation, Incorporator

By: ____________________________ Name: William Bartz Assistant Secretary

The Company Corporation, Incorporator

By: ______________________________ Name: William Bartz Assistant Secretary

3

EXHIBIT “II”

5

EXHIBIT “III”

7

N.Y.S. DEPARTMENT OF STATEDIVISION OF CORPORATIONS AND STATE RECORDS ALBANY, NY 12231-0001

ONLINE FILING RECEIPT============================================================================= ENTITY NAME: CONGLOMERATE BUSINESS CONSULTANTS INC DOCUMENT TYPE: INCORPORATION (DOM. BUSINESS) COUNTY: NEW============================================================================= FILED:12/31/2014 DURATION:PERPETUAL CASH#:141231010182 FILE#:141231010182

DOS ID:4686913

FILER: EXIST DATE------ ----------SILFRIDO MARTINEZ 12/31/201414 WALL STREET 2OTH FLOORNEW YORK, NY 10005

ADDRESS FOR PROCESS:--------------------CONGLOMERATE BUSINESS CONSULTANTS INC14 WALL STREET 2OTH FLOORNEW YORK, NY 10005

REGISTERED AGENT:-----------------

STOCK: 200 NPV

The corporation is required to file a Biennial Statement with the Department ofState every two years pursuant to Business Corporation Law Section 408.Notification that the Biennial Statement is due will only be made via email. Pleasego to www.email.ebiennial.dos.ny.gov to provide an email address to receive anemail notification when the Biennial Statement is due.

=============================================================================SERVICE COMPANY: ** NO SERVICE COMPANY **SERVICE CODE: 00 FEE: 145.00 PAYMENTS 145.00 ---------- --------FILING: 125.00 CHARGE 145.00TAX: 10.00 DRAWDOWN 0.00PLAIN COPY: 0.00CERT COPY: 10.00CERT OF EXIST: 0.00============================================================================ DOS-1025 (04/2007) Authentication Number: 1412310167 To verify the authenticity of this document youmay access the Division of Corporation’s Document Authentication Website athttp://ecorp dos ny gov 11

EXHIBIT “IV”

12

EXHIBIT “V”

15

EXHIBIT “VI”

17

Certification Application: View Application

Main Documents Signature Submit Q & A Utilities Cert List

Chino LtdApplication Type: New ApplicationApplication Number: 1109683

Application status: Submitted, Pending ReceiptApplication started: 6/26/2015

Submitted: 8/16/2015

Print to Printer Print to PDF File

Certification Application InformationApplication Type New Application

Certifying Agency New York State

Business Name Chino Ltd

Current Status Submitted, Pending Receipt

Application Number 1109683

Contact Person Theo Chino

Questions1.A. This firm is applying for certification as

Minority Business Enterprise (MBE)

1.B. Name of applicant firm

Chino Ltd

1.C. "Doing Business As" (DBA) Name

1.D. Business Address

640 Riverside Drive10BNew York, NY 10031

1.E. Mailing Address

640 Riverside Drive10BNew York, NY 10031

1.F. Business Phone Number

347-809-5004

1.G. Alternate Business Number

1.H. Fax Number

212-809-5004

1.I. Email Address

[email protected]

1.J. Website

https://www.chino.ws

1.K. Twitter

1.L. Facebook

Generated by Theo Chino, Chino Ltd on 8/16/2015

Page 1 of 8 (20336616_00418708_20150816122258.pdf)18

1.M. Other

1.N. Federal Employer Identification Number (or SSN)

1473

1.O. Contact Person

Theo Chino, Founder

1.P. Name of Company President/Chief Executive Officer/Owner

Theo Chino, CEO

1.Q. Type of ownership

Corporation

1.R. Date firm was established

11/19/2013

1.S. Did the business exist under a different type of business ownership prior to the date indicated above?

No

1.T. Method of Acquisition

Started new business

1.U. Date of acquisition

1.V. Gross Receipts

Year Ending Total Receipts

2014 $0

2013 $0

2012 $0

1.W. Number of employees

Permanent

Full-time 0

Part-time 0

Temporary/Seasonal

Full-time 0

Part-time 0

1.X. In what regions of New York State are you willing and able to conduct your business activity?

All

2.A. Name & Position of all person(s) with ownership interest in this firm.

Name Position Gender Ethnic Group Citizen Date of Ownership Ownership % Voting %

Theo Chino CEO Male Hispanic Yes 11/19/2013 100.0% 100.0%

2.B. If this firm is owned in full or in part by another firm, please identify the firm and percentage of ownership interest.

None

2.C. Please identify the cash and capital contributions to this firm by those identified as owners above.

Contributor/Source Amount/Value Type Date of Contribution

Theo Chino $50,000 Cash/Loan 11/19/2013

2.D. Identify holdings of all shareholders

Shareholder Number of Shares Class Amount PaidWhen Purchased Date of Ownership

Theo Chino 1,500 Common $0 11/17/2013

2.E. Number of shares

Authorized Shares Issued Shares

Common Stock 1500 1500

Preferred Stock 1500 1500

Total Shares 3000 3000

2.F. List of current Board of Directors


Page 2 of 8 (20336616_00418708_20150816122258.pdf)19

Name Title/Position Date Appointed Ethnicity Gender

Theo Chino President 11/17/2013 Hispanic Male

3.A. If licensing, permits or accreditation is required to conduct the business, please identify

Not applicable or no licenses/permits held

3.B. Business Categories

Professional Service, Technical Service, Other: BlockChain Technology

3.C. Describe principal products/commodities sold, specialties or services offered

We offer Internet Blockchain technology which is licensed to other company to provide service to small businesses.

3.D. Provide the business's primary North American Industry Classification System (NAICS) number

NAICS 42511: Business to Business Electronic Markets

3.E. Provide the business's secondary North American Industry Classification System (NAICS) number

3.F. Additional OPTIONAL North American Industry Classification System (NAICS) number

3.G. Additional OPTIONAL North American Industry Classification System (NAICS) number

3.H. Additional OPTIONAL North American Industry Classification System (NAICS) number

3.I. Additional OPTIONAL North American Industry Classification System (NAICS) number

3.J. Additional OPTIONAL North American Industry Classification System (NAICS) number

3.K. Additional OPTIONAL North American Industry Classification System (NAICS) number

3.L. Additional OPTIONAL North American Industry Classification System (NAICS) number

3.M. Additional OPTIONAL North American Industry Classification System (NAICS) number

4.A. Identify those individuals responsible for managerial operations

1. Financial Decisions

Name Title/Position Ethnicity Gender Owner

Theo Chino Founder Hispanic Male Yes

2. Estimating


Theo Chino Founder Hispanic Male

3. Preparing Bids



4. Negotiating Bonding



5. Negotiating Insurance



6. Marketing & Sales


Page 3 of 8 (20336616_00418708_20150816122258.pdf)20



7. Hiring & Firing



8. Supervising Field Operations



9. Purchasing Equipment/Sales



10. Manging & Signing Payroll



11. Negotiating Contracts



12. Signatories for Business Accounts



4.B. Is this firm currently involved in the bidding process or other contract/purchase order negotiations with any governmentalagency, department or authority?

No

4.C. List the three largest completed accounts for which the applicant has provided goods or services within the last threeyears.

No projects currently underway

4.D. List the three largest active projects on which your firm is currently working

Yes

Firm/OrganizationName Phone Location of

Performance Type of Work Project StartDate

AnticipatedCompletion Date

Dollar Value ofContract

CBC Inc 8883164123 New York City Provide BlockchainService 1/1/2014 1/1/2020 $1,000,000

4.E. Is the firm bonded?

No bonding currently in place

4.F. Are you a Union Shop?

No

5.A. List rented, leased, or owned office facilities.

None

5.B. List rented, leased, or owned warehouse, plant, and yard facilities.

None

5.C. List major equipment or machinery that is owned or leased by the firm.

None

5.D. List vehicles that are owned or leased by the firm.

None

5.E. Identify Bank(s) where all firm's accounts are maintained.

Name of Institution Address Contact person Type of Account

None None None None

5.F. Do you have a line of credit?


Page 4 of 8 (20336616_00418708_20150816122258.pdf)21

No lines and/or letters of credit

5.G. Major current creditors and/or lenders and types of investments and/or loans in the firm.

Yes

Name ofCreditor/Lender

Type of Investment/Credit/ Loan

Original Dollar Value of Investment/Terms/ Credit/ Loan

CurrentBalance

Name ofGuarantor(s)

Purpose ofLoan

Self Credit Loan $50,000 $50,000 Self Run day today

6.A. Do any of the key personnel perform a management or supervisory function for any other business?

Yes

Person Title Business Name Function

Theo Chino CEO CBC Inc Day to day operations

6.B. At present, or at any time in the past, has your firm consisted of a partnership in which one or more of the partners areother firms?

No

6.C. Do any principals, officers and/or owners of the firm have an affiliation with any other firm?

No

6.D. At present, or at any time in the past, has your firm been a subsidiary of any other firm?

No

6.E. At present, or at any time in the past, has your firm owned any percentage of any other firm?

No

6.F. At present, or at any time in the past, has your firm had any subsidiaries?

Yes

Name of Business Address Type of Business

Chino Ltd Dominican Republic Blockchain Services

6.G. Has any other firm had an ownership interest in your firm at present or at any time in the past?

No

6.H. Do any of your immediate family members own or manage another company?

No

6.I. Does the firm share office space with any other firm?

No

6.J. Does the firm share yard space/warehouse space with any other firm?

No

6.K. Does the firm share equipment with any other firm?

No

7.A. C.P.A or Accountant for firm

None used

7.B. Attorney for firm

None used

8.A. Has the firm applied for certification as an M/WBE with another governmental agency, department or authority?

No

Mandatory DocumentsDocument Status

Certification Application Notarization (New Application)Certification_Application_Notarization.jpg (JPG, 778.40 KB)

Attached by Theo Chino on 6/26/2015

Department of State registration for all domestic firmsIncorporation.jpg (JPG, 813.57 KB)

Delaware Dept of State Certificate



Page 5 of 8 (20336616_00418708_20150816122258.pdf)22

Personal Net Worth Affidavit, Attachment A for each minority or woman upon whichcertification is based

Affidavit.pdf (PDF, 1.81 MB)


Current year business Financial Statements: including Year-To-Date Balance Sheet andProfit & Loss Statement

Intuit-2013.pdf (PDF, 7.20 KB)Intuit-Todate.pdf (PDF, 9.12 KB)


Most recent three (3) years of Federal, and State tax returns for the BUSINESSincluding all statements, schedules, and amendments

2013_Chino_Ltd_Form_1120S_S_Corps_Tax_Return_Filing.pdf (PDF, 243.13 KB)

Corp 2013

2014_Chino_Ltd_Form_1120S_S_Corps_Tax_Return_(v2)_Filing.pdf (PDF, 300.45 KB)

Return 2014


Most recent two (2) years of Federal and State PERSONAL tax returns; including allschedules, W2s, statements and amendments for each minority or woman upon whichcertification is based

Return-2013.pdf (PDF, 671.03 KB)

2013 Personal Return

Return-2014.pdf (PDF, 383.70 KB)

Return 2014

W2-2013.pdf (PDF, 86.23 KB)

W2 Theo

W2-2014.pdf (PDF, 82.54 KB)

W2 2014 Theo


Documented proof of sources of capitalization and investmentsNOBankAccount.jpg (JPG, 286.78 KB)


Bank signature card or letter from the bank identifying persons authorized to conducttransactions, level of authority and limitations, if any, on all business accounts

Bank_Account.pdf (PDF, 42.74 KB)

Bank Letter is Blockchain Addresses


Proof of US Citizenship or Proof of permanent resident alien status (i.e. permanentresident "green" card.) for each Minority or Woman who has an ownership interest inthe applicant firm

Passports(1).jpg (JPG, 1.58 MB)


Resumes of all principals, partners, officers and/or key employees of the firmResumeTheoChino.pdf (PDF, 27.07 KB)


Current, signed lease or Deed for all locations where your firm conducts businessProofOfAddress.pdf (PDF, 3.64 MB)


Articles of IncorporationArticle_of_Incorporation.pdf (PDF, 79.26 KB)

Article Of Incorporation


Copies of all issued stock certificates; front and back, as well as, next unissuedcertificate

Stock_Certificate_1.pdf (PDF, 1.28 MB)

Stock Certificate for 1500 shares


Copy of completed, up-to-date stock ledgerStock_Ledger.jpg (JPG, 423.36 KB)

Stock Ledger


Corporation By-LawsCorporation_Bylaws.pdf (PDF, 86.82 KB)

Bylaws


Minutes of first corporate organizational meeting and amendments1st_minutes.pdf (PDF, 29.82 KB)

1st Minutes

Minute_of_First_Meeting.pdf (PDF, 1.43 MB)


State filing receipt, including amended receiptsState_Filing_Receipt.jpg (JPG, 458.43 KB)



Page 6 of 8 (20336616_00418708_20150816122258.pdf)23

Required DocumentsDocument Status

Personal Net Worth Worksheet, Attachment B for each minority or woman upon whichcertification is based that has a net worth exceeding $1.3 million

Affidavit(1).pdf (PDF, 1.81 MB)


Proof of gender (any government-issued identification) Not Applicable, noted by Theo Chino on6/26/2015

Proof of minority status as described in the definition of MBE under Article 15-A for foreach Minority who has an ownership interest in the applicant firm

Passports.jpg (JPG, 1.58 MB)

Dominican Passport.


All signed third party agreements including equipment rentals, purchase agreements,management, service agreements, etc.

Not Applicable, noted by Theo Chino on6/26/2015

Copies of all licenses, permits, certifications, and/or accreditations utilized by thisfirm to conduct business, including those held by individual


Copy of the New York State Vendor Tax Registration Not Applicable, noted by Theo Chino on6/26/2015

Signed lease Agreements or proof of ownership for office space, yard space, warehousespace, and/or equipment


Vehicle registration(s) for all vehicles used for business purposes and/or charged tothe Business


Any certification, decertification or denial of certification documentationOficio_fijción_domicilio.pdf (PDF, 320.91 KB)

Certification to do business in the Dominican Republic


Any employment agreementsCarlosContract.pdf (PDF, 7.81 MB)


If out-of-state, Certificate of Authority to conduct business in New York State, and anyamendments

State_Filing_Receipt(1).jpg (JPG, 458.43 KB)


Copies of agreements relating to buy-out rights Not Applicable, noted by Theo Chino on6/26/2015

Copies of agreements relating to facts pertaining to the value of shares Not Applicable, noted by Theo Chino on6/26/2015

Copies of agreements relating to restriction on the disposal of stock loan agreements Not Applicable, noted by Theo Chino on6/26/2015

Copies of agreements relating to restrictions on the control of the corporation Not Applicable, noted by Theo Chino on6/26/2015

Copies of agreements relating to shareholder voting rights Not Applicable, noted by Theo Chino on6/26/2015

Copies of agreements relating to shareholders agreements Not Applicable, noted by Theo Chino on6/26/2015

Copies of agreements relating to stock options Not Applicable, noted by Theo Chino on6/26/2015

Written request for exemption from disclosure regarding trade secrets Not Applicable, noted by Theo Chino on6/26/2015

Written request for exemption from public disclosure of certain records maintained bythe program

Exception.jpg (JPG, 359.93 KB)

Written Exception Request


Proof of business activity in the form of a signed contract or purchase orderIntro Letter (JPG, 324.70 KB)NewFormat.pdf (PDF, 2.26 MB)OldContracts.pdf (PDF, 2.46 MB)


Addendum for MWBE Certification with County of Erie and City of Buffalo, JointCertification Committee


Addendum for MWBE Certification with The Port Authority of New York and New Jersey Not Applicable, noted by Theo Chino on6/26/2015

Addendum for MWBE Certification with New York City Department of Small BusinessServices

NYC_AddendumForMWBECertification.pdf (PDF, 132.18 KB)



Page 7 of 8 (20336616_00418708_20150816122258.pdf)24

Electronic SignatureSignature Theo Chino

Title Founder

Organization Chino Ltd

Date 8/16/2015

Customer Support Home | Help | Print This Page | Print To PDF Copyright © 2015 B2Gnow. All rights reserved.


Page 8 of 8 (20336616_00418708_20150816122258.pdf)25

System Tip: Have you updated your contact information in the system lately?

27

EXHIBIT “VII”

28

EXHIBIT “VIII”

48

EXHIBIT “IX”

50

EXHIBIT “X”

52

OMB No. 1545-0130U.S. Income Tax Return for an S CorporationForm 1120SG Do not file this form unless the corporation has filed or is

attaching Form 2553 to elect to be an S corporation. 2013Department of the Treasury Internal Revenue Service G Information about Form 1120S and its separate instructions is at www.irs.gov/form1120s.

For calendar year 2013 or tax year beginning , 2013, ending , S election effective date Name Employer identification numberA D

TYPENumber, street, and room or suite no. If a P.O. box, see instructions. Date incorporatedBusiness activity code EB

number (see instrs) OR

PRINTTotal assets (see instructions)City or town, state or province, country, and ZIP or foreign postal code FC Check if Schedule

M-3 attached $G Yes No If ’Yes,’ attach Form 2553 if not already filedIs the corporation electing to be an S corporation beginning with this tax year?

H (1) (2) (3)Check if: Final return Name change Address change

(4) (5)Amended return S election termination or revocation

I Enter the number of shareholders who were shareholders during any part of the tax yearCaution. Include only trade or business income and expenses on lines 1a through 21. See the instructions for more information.

1 a 1 aGross receipts or salesReturns and allowancesb 1 b

I c 1 cBalance. Subtract line 1b from line 1aN C 2 2Cost of goods sold (attach Form 1125-A)O M Gross profit. Subtract line 2 from line 1c3 3E

4 4Net gain (loss) from Form 4797, line 17 (attach Form 4797)5 5Other income (loss) (see instrs ' att statement)

Total income (loss). Add lines 3 through 56 67 7Compensation of officers (see instructions - attach Form 1125-E)8 8Salaries and wages (less employment credits)

D 9 9Repairs and maintenanceE D 10 10Bad debtsU C 11 11RentsT I 12 12Taxes and licensesO N 13 13InterestS

14 14Depreciation not claimed on Form 1125-A or elsewhere on return (attach Form 4562) S Depletion (Do not deduct oil and gas depletion.)15 15E E 16 16Advertising I 17 17Pension, profit-sharing, etc, plansN S 1818 Employee benefit programsT R 19 19Other deductions (attach statement)S

20 20Total deductions. Add lines 7 through 19Ordinary business income (loss). Subtract line 20 from line 621 21

22a Excess net passive income or LIFO recapture22atax (see instructions)

T b 22bTax from Schedule D (Form 1120S)A

X c 22cAdd lines 22a and 22b (see instructions for additional taxes) A 23a 23a2013 estimated tax payments and 2012 overpayment credited to 2013N D b 23bTax deposited with Form 7004 P c 23cCredit for federal tax paid on fuels (attach Form 4136)A Y d 23dAdd lines 23a through 23cM

24 24Estimated tax penalty (see instructions). Check if Form 2220 is attachedE N 25 25Amount owed. If line 23d is smaller than the total of lines 22c and 24, enter amount owedT S Overpayment. If line 23d is larger than the total of lines 22c and 24, enter amount overpaid26 26

Enter amount from line 26 Credited to 2014 estimated tax27 Refunded 27G GUnder penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.

Sign May the IRS discuss this return with the preparer shown below Here (see instructions)?A A

Signature of officer Date Title Yes NoPrint/Type preparer’s name Preparer’s signature Date PTINCheck if

self-employedPaid Preparer Firm’s name Firm’s EIN GGUse Only

Firm’s address GPhone no.

SPSA0112 01/15/14 Form 1120S (2013)BAA For Paperwork Reduction Act Notice, see separate instructions.

Nov 19 Dec 31 2013

Chino Ltd

640 RIVERSIDE DR

APT 10B NY 10031

11/19/13

334110

1473

11/19/13

-4,390.X

1

2,992.-2,992.

-2,992.

84.

71.24.

32.

1,164.1,375.

-4,367.

CEO

Self-Prepared

* STMT

53

Form 1120S (2013) Page 2

Yes NoSchedule B Other Information (see instructions)b c1 a AccrualCheck accounting method: Cash Other (specify)G

See the instructions and enter the:2

a b Business activity Product or service

At any time during the tax year, was any shareholder of the corporation a disregarded entity, a trust, an estate, or a3nominee or similar person? If "Yes," attach Schedule B-1, Information on Certain Shareholders of an S Corporation

a4 At the end of the tax year, did the corporation:Own directly 20% or more, or own, directly or indirectly, 50% or more of the total stock issued and outstanding of any foreign or domestic corporation? For rules of constructive ownership, see instructions. If ’Yes,’ complete (i)through (v) below

(v) If Percentage in (iv) (ii) Employer (iii) Country of (iv) Percentage (i) Name of Corporationis 100%, Enter the Identification Incorporation of Stock Owned

Date (if any) a Qualified Number (if any)Subchapter S

Subsidiary Election Was Made

Own directly an interest of 20% or more, or own, directly or indirectly, an interest of 50% or more in the profit, loss, orbcapital in any foreign or domestic partnership (including an entity treated as a partnership) or in the beneficial interest of a trust? For rules of constructive ownership, see instructions. If ’Yes,’ complete (i) through (v) below

(ii) Employer (iii) Type (iv) Country of (v) Maximum % (i) Name of Entity Identification of Entity Organization Owned in Profit,

Number (if any) Loss, or Capital

5a At the end of the tax year, did the corporation have any outstanding shares of restricted stock?If ’Yes,’ complete lines (i) and (ii) below.(i) Total shares of restricted stock G

Total shares of non-restricted stock(ii) G

b At the end of the tax year, did the corporation have any outstanding stock options, warrants, or similar instruments?If ’Yes,’ complete lines (i) and (ii) below.(i) Total shares of stock outstanding at the end of the tax year G

Total shares of stock oustanding if all instruments were executed(ii) G

6 Has this corporation filed, or is it required to file, Form 8918, Material Advisor Disclosure Statement, to provideinformation on any reportable transaction?

7 Check this box if the corporation issued publicly offered debt instruments with original issue discountIf checked, the corporation may have to file Form 8281, Information Return for Publicly Offered Original IssueDiscount Instruments.

8 If the corporation: (a) was a C corporation before it elected to be an S corporation or the corporation acquiredan asset with a basis determined by reference to the basis of the asset (or the basis of any other property) inthe hands of a C corporation and (b) has net unrealized built-in gain in excess of the net recognized built-in gainfrom prior years, enter the net unrealized built-in gain reduced by net recognized

$built-in gain from prior years (see instructions)$9 Enter the accumulated earnings and profits of the corporation at the end of the tax year

Does the corporation satisfy both of the following conditions?10a The corporation’s total receipts (see instructions) for the tax year were less than $250,000b The corporation’s total assets at the end of the tax year were less than $250,000

If ’Yes,’ the corporation is not required to complete Schedules L and M-1.

During the tax year, did the corporation have any non-shareholder debt that was canceled, was forgiven, or had the11terms modified so as to reduce the principal amount of the debt?

$If ’Yes,’ enter the amount of principal reduction

12 During the tax year, was a qualified subchapter S subsidiary election terminated or revoked? If ’Yes’, see instructions

13 a Did the corporation make any payments in 2013 that would require it to file Form(s) 1099?

b If ’Yes,’ did the corporation file or will it file required Forms 1099?Form 1120S (2013)

SPSA0112 01/15/14

Chino Ltd 1473

X

Manufacturing Point of Sale Equipment

X

X

X

X

X

X

X

X

XX

54

Form 1120S (2013) Page 3Total amountSchedule K Shareholders’ Pro Rata Share Items

1 1Ordinary business income (loss) (page 1, line 21)Income (Loss) 2 2Net rental real estate income (loss) (attach Form 8825)

3 a 3 aOther gross rental income (loss)

b 3 bExpenses from other rental activities (attach statement)

c 3 cOther net rental income (loss). Subtract line 3b from line 3a

4 4Interest income

5 a 5 aOrdinary dividendsDividends:

b 5 bQualified dividends

6 6Royalties

7 7Net short-term capital gain (loss) (attach Schedule D (Form 1120S))

8 a 8 aNet long-term capital gain (loss) (attach Schedule D (Form 1120S))

b 8 bCollectibles (28%) gain (loss)

c 8 cUnrecaptured section 1250 gain (attach statement)

9 9Net section 1231 gain (loss) (attach Form 4797)

10 10Other income (loss) (see instructions) TypeG

11 11Deduc- Section 179 deduction (attach Form 4562)tions 12a 12aCharitable contributions

b 12bInvestment interest expense

c (1) (2) 12c (2)Section 59(e)(2) expenditures Type G Amount Gd 12dOther deductions (see instructions) Type G

Credits 13a 13aLow-income housing credit (section 42(j)(5))

13bLow-income housing credit (other)bc 13cQualified rehabilitation expenditures (rental real estate) (attach Form 3468)

13dd Other rental real estate credits (see instrs) Type G

e 13eOther rental credits (see instrs) Type G

f 13 fBiofuel producer credit (attach Form 6478)

g 13gOther credits (see instructions) TypeG

14aForeign Name of country or U.S. possessionTrans- b 14bGross income from all sourcesactions

c 14cGross income sourced at shareholder level

Foreign gross income sourced at corporate leveld 14dPassive category

e 14eGeneral category

f 14 fOther (attach statement)

Deductions allocated and apportioned at shareholder levelg 14gInterest expense

h 14hOther

Deductions allocated and apportioned at corporate level to foreign source incomei 14 iPassive category

j 14 jGeneral category

k 14kOther (attach statement)

Other information14 ll Paid AccruedTotal foreign taxes (check one): G

m Reduction in taxes available for credit

14m(attach statement)

n Other foreign tax information (attach statement)

15a 15aAlterna- Post-1986 depreciation adjustmenttive 15bb Adjusted gain or lossMini-

c 15cmum Depletion (other than oil and gas)Tax d 15dOil, gas, and geothermal properties ' gross income(AMT)

e 15eItems Oil, gas, and geothermal properties ' deductions

f 15 fOther AMT items (attach statement)

16a 16aItems Tax-exempt interest incomeAffec- b 16bOther tax-exempt incometing

c 16cShare- Nondeductible expensesholder d 16dDistributions (attach stmt if required) (see instrs)Basis

e 16eRepayment of loans from shareholdersForm 1120S (2013)BAA SPSA0134 06/27/13

Chino Ltd 1473

-4,367.

23.

55

Form 1120S (2013) Page 4

Total amountSchedule K Shareholders’ Pro Rata Share Items (continued)17a 17aOther Investment income

Infor- b 17bInvestment expensesmationc 17cDividend distributions paid from accumulated earnings and profits

d Other items and amounts

(attach statement)

Recon- 18 Income/loss reconciliation. Combine the amounts on lines 1 through 10 in the far right column.ciliation 18From the result, subtract the sum of the amounts on lines 11 through 12d and lines 14l

Beginning of tax year End of tax yearBalance Sheets per BooksSchedule L(a) (b) (c) (d)Assets

1 Cash

2 a Trade notes and accounts receivable

b Less allowance for bad debts

3 Inventories

4 U.S. government obligations

5 Tax-exempt securities (see instructions)

6 Other current assets (attach stmt)

7 Loans to shareholders

8 Mortgage and real estate loans

9 Other investments (attach statement)

10a Buildings and other depreciable assets

b Less accumulated depreciation

11a Depletable assets

b Less accumulated depletion

12 Land (net of any amortization)

13a Intangible assets (amortizable only)

b Less accumulated amortization

14 Other assets (attach stmt)

15 Total assets

Liabilities and Shareholders’ Equity16 Accounts payable

17 Mortgages, notes, bonds payable in less than 1 year

18 Other current liabilities (attach stmt)

19 Loans from shareholders

20 Mortgages, notes, bonds payable in 1 year or more

21 Other liabilities (attach statement)

22 Capital stock

23 Additional paid-in capital

24 Retained earnings25 Adjustments to shareholders’ equity (att stmt)

26 Less cost of treasury stock

27 Total liabilities and shareholders’ equitySPSA0134 06/27/13 Form 1120S (2013)

Chino Ltd 1473

-4,367.

0.

-4,390.

0.0. 0.

0.0.0. 0.

-4,390.

0.

0.

-4,390.

-4,390.

56

Form 1120S (2013) Page 5

Schedule M-1 Reconciliation of Income (Loss) per Books With Income (Loss) per ReturnNote. Schedule M-3 required instead of Schedule M-1 if total assets are $10 million or more ' see instructions

51 Net income (loss) per books Income recorded on books this year not includedon Schedule K, lines 1 through 10 (itemize):2 Income included on Schedule K, lines 1, 2, 3c, 4, 5a, 6, 7,

8a, 9, and 10, not recorded on books this year (itemize): $a Tax-exempt interest

3 Expenses recorded on books this year not 6 Deductions included on Schedule K, lines 1 throughincluded on Schedule K, lines 1 through 12, 12, and 14l, not charged against book income thisand 14l (itemize): year (itemize):

$ $aa Depreciation Depreciation$b Travel and entertainment .

7 Add lines 5 and 64 8Add lines 1 through 3 Income (loss) (Schedule K, ln 18). Ln 4 less ln 7

Schedule M-2 Analysis of Accumulated Adjustments Account, Other Adjustments Account, andShareholders’ Undistributed Taxable Income Previously Taxed (see instructions)

(c) Shareholders’ undis- (a) Accumulated (b) Other tributed taxable income adjustments account adjustments account previously taxed1 Balance at beginning of tax year

2 Ordinary income from page 1, line 21

3 Other additions

4 Loss from page 1, line 21

5 Other reductions

6 Combine lines 1 through 5

7 Distributions other than dividend distributions

8 Balance at end of tax year. Subtract line 7 from line 6SPSA0134 06/27/13 Form 1120S (2013)

Chino Ltd 1473

-4,390.

23.23.

-4,367. -4,367.

4,367.23.

-4,390.

-4,390.

* STMT

57

EXHIBIT “XI”

58
















14 14Depreciation not claimed on Form 1125-A or elsewhere on return (attach Form 4562)S Depletion (Do not deduct oil and gas depletion.)15 15E E 16 16AdvertisingI 17 17Pension, profit-sharing, etc, plansN S 1818 Employee benefit programsT R 19 19Other deductions (attach statement)S




X c 22cAdd lines 22a and 22b (see instructions for additional taxes)A 23a 23a2014 estimated tax payments and 2013 overpayment credited to 2014N D b 23bTax deposited with Form 7004P c 23cCredit for federal tax paid on fuels (attach Form 4136)A Y d 23dAdd lines 23a through 23cM




Signature of officer Date Title Yes No

Print/Type preparer’s name Preparer’s signature Date PTINCheck if




Chino Ltd

640 RIVERSIDE DR

APT 10B NY 10031

11/19/13

334110

1473

11/19/13

3,040.X

X1

6,812.

137.598.

2,374.

449.

49,297.59,667.

-59,667.

CEO

Self-Prepared

* STMT

59

Form 1120S (2014) Page 2





4 At the end of the tax year, did the corporation:a Own directly 20% or more, or own, directly or indirectly, 50% or more of the total stock issued and outstanding of

any foreign or domestic corporation? For rules of constructive ownership, see instructions. If ’Yes,’ complete (i)through (v) below










Total shares of stock outstanding if all instruments were executed(ii) G












SPSA0112 12/23/14

Chino Ltd 1473

X


X

X

X

X

X

X

X

X

XX

60


1 1Ordinary business income (loss) (page 1, line 21)Income (Loss) 2 2Net rental real estate income (loss) (attach Form 8825)




4 4Interest income

5 a 5 aOrdinary dividendsDividends:


6 6Royalties







11 11Deduc- Section 179 deduction (attach Form 4562)tions 12a 12aCharitable contributions




13bLow-income housing credit (other)bc 13cQualified rehabilitation expenditures (rental real estate) (attach Form 3468, if applicable)

d 13dOther rental real estate credits (see instrs) Type G

13ee Other rental credits (see instrs) Type G



G14aForeign Name of country or U.S. possessionTrans- b 14bGross income from all sourcesactions



14ee General category



h 14hOther




Other information14 ll Paid AccruedTotal foreign taxes (check one): G

m Reduction in taxes available for credit

14m(attach statement)


15a 15aAlterna- Post-1986 depreciation adjustmenttive 15bb Adjusted gain or lossMini-

c 15cmum Depletion (other than oil and gas)Tax d 15dOil, gas, and geothermal properties ' gross income(AMT)



16a 16aItems Tax-exempt interest incomeAffec- b 16bOther tax-exempt incometing

c 16cShare- Nondeductible expensesholder d 16dDistributions (attach stmt if required) (see instrs)Basis

e 16eRepayment of loans from shareholdersForm 1120S (2014)BAA SPSA0134 08/06/14

Chino Ltd 1473

-59,667.

0.

0.

61

Form 1120S (2014) Page 4


Infor- b 17bInvestment expensesmationc 17cDividend distributions paid from accumulated earnings and profits


(attach statement)

Recon- 18 Income/loss reconciliation. Combine the amounts on lines 1 through 10 in the far right column.ciliation 18From the result, subtract the sum of the amounts on lines 11 through 12d and 14l


1 Cash



3 Inventories















15 Total assets







22 Capital stock


24 Retained earnings25 Adjustments to shareholders’ equity (att stmt)


27 Total liabilities and shareholders’ equitySPSA0134 12/23/14 Form 1120S (2014)

Chino Ltd 1473

-59,667.

0.

Ln 6 St 2,579.-4,390.

0. 461.0. 0. 0. 461.

0. 0.0. 0.0. 0. 0. 0.

-4,390. 3,040.

0.

Ln 18 St 785.0. 66,312.

-4,390. -64,057.

-4,390. 3,040.

62

Form 1120S (2014) Page 5

Schedule M-1 Reconciliation of Income (Loss) per Books With Income (Loss) per ReturnNote. The corporation may be required to file Schedule M-3 (see instructions)



3 Expenses recorded on books this year not 6 Deductions included on Schedule K, lines 1 throughincluded on Schedule K, lines 1 through 12, 12 and 14l, not charged against book income thisand 14l (itemize): year (itemize):

$ $aa Depreciation Depreciation$b Travel and entertainment .

7 Add lines 5 and 64 8Add lines 1 through 3 Income (loss) (Schedule K, ln 18). Ln 4 less ln 7




3 Other additions


5 Other reductions



8 Balance at end of tax year. Subtract line 7 from line 6SPSA0134 12/23/14 Form 1120S (2014)

Chino Ltd 1473

-59,667.

-59,667.

0.0.

0.-59,667.

-4,390.

0.59,667.

-64,057. 0.

-64,057. 0.

* STMT

63

EXHIBIT “XII”

64
















14 14Depreciation not claimed on Form 1125-A or elsewhere on return (attach Form 4562) S Depletion (Do not deduct oil and gas depletion.)15 15E E 16 16Advertising I 17 17Pension, profit-sharing, etc, plansN S 1818 Employee benefit programsT R 19 19Other deductions (attach statement)S




X c 22cAdd lines 22a and 22b (see instructions for additional taxes) A 23a 23a2015 estimated tax payments and 2014 overpayment credited to 2015N D b 23bTax deposited with Form 7004 P c 23cCredit for federal tax paid on fuels (attach Form 4136)A Y d 23dAdd lines 23a through 23cM




Signature of officer Date Title Yes No

Print/Type preparer’s name Preparer’s signature Date PTINCheck if




Chino Ltd

640 RIVERSIDE DR

APT 10B NY 10031

11/19/13

334110

1473

11/19/13

3,509.X

1

-12.

-12.

-12.

-12.

5,568.236.

2,608.

22,164.30,576.

-30,588.

0.

0.

0.

CEO

Self-Prepared

* STMT

65

Form 1120S (2015) Page 2





4 At the end of the tax year, did the corporation:a Own directly 20% or more, or own, directly or indirectly, 50% or more of the total stock issued and outstanding of

any foreign or domestic corporation? For rules of constructive ownership, see instructions. If ’Yes,’ complete (i)through (v) below










Total shares of stock outstanding if all instruments were executed(ii) G












SPSA0112 08/13/15

Chino Ltd 1473

X


X

X

X

X

X

X

X

X

XX

66


1 1Ordinary business income (loss) (page 1, line 21) Income (Loss) 2 2Net rental real estate income (loss) (attach Form 8825)




4 4Interest income

5 a 5 aOrdinary dividends Dividends:


6 6Royalties







11 11Deduc- Section 179 deduction (attach Form 4562) tions 12a 12aCharitable contributions




13bLow-income housing credit (other) bc 13cQualified rehabilitation expenditures (rental real estate) (attach Form 3468, if applicable)

d 13dOther rental real estate credits (see instrs) Type G

e 13eOther rental credits (see instrs) Type G



G14aForeign Name of country or U.S. possessionTrans- b 14bGross income from all sources actions



e 14eGeneral category



h 14hOther




Other informationl 14 lPaid Accrued Total foreign taxes (check one): G

m Reduction in taxes available for credit14m(attach statement)


15a 15aAlterna- Post-1986 depreciation adjustment tive b 15bAdjusted gain or loss Mini-

c 15cmum Depletion (other than oil and gas) Tax d 15dOil, gas, and geothermal properties ' gross income (AMT)



16a 16aItems Tax-exempt interest income Affec- b 16bOther tax-exempt income ting

c 16cShare- Nondeductible expenses holder d 16dDistributions (attach stmt if required) (see instrs) Basis

e 16eRepayment of loans from shareholders Form 1120S (2015)BAA SPSA0134 08/13/15

Chino Ltd 1473

-30,588.

67

Form 1120S (2015) Page 4


Infor- b 17bInvestment expenses mationc 17cDividend distributions paid from accumulated earnings and profits


(attach statement)

Recon- 18 Income/loss reconciliation. Combine the amounts on lines 1 through 10 in the far right column.ciliation 18From the result, subtract the sum of the amounts on lines 11 through 12d and 14l


1 Cash



3 Inventories















15 Total assets







22 Capital stock


24 Retained earnings 25 Adjustments to shareholders’ equity (att stmt)


27 Total liabilities and shareholders’ equity SPSA0134 08/13/15 Form 1120S (2015)

Chino Ltd 1473

-30,588.

0. 70.

Ln 6 St 2,579. 2,579.

461. 860.0. 461. 0. 860.

0. 0.0. 0.0. 0. 0. 0.

3,040. 3,509.

Ln 18 St 785.66,312. 98,154.

-64,057. -94,645.

3,040. 3,509.

68

Form 1120S (2015) Page 5

Schedule M-1 Reconciliation of Income (Loss) per Books With Income (Loss) per ReturnNote. The corporation may be required to file Schedule M-3 (see instructions)



3 Expenses recorded on books this year not 6 Deductions included on Schedule K, lines 1 throughincluded on Schedule K, lines 1 through 12, 12 and 14l, not charged against book income thisand 14l (itemize): year (itemize):

$ $aa Depreciation Depreciation $b Travel and entertainment

7 Add lines 5 and 6 4 8Add lines 1 through 3 Income (loss) (Schedule K, ln 18). Ln 4 less ln 7




3 Other additions


5 Other reductions



8 Balance at end of tax year. Subtract line 7 from line 6 SPSA0134 08/13/15 Form 1120S (2015)

Chino Ltd 1473

-30,588.

-30,588. -30,588.

-64,057. 0.

30,588.

-94,645. 0.

-94,645. 0.

69

EXHIBIT “XIII”

70

Form 1120S Department of the Treasury Internal Revenue Service

U.S. Income Tax Return for an S Corporation Do not file this form unless the corporation has filed or is

attaching Form 2553 to elect to be an S corporation.

Information about Form 1120S and its separate instructions is at www.irs.gov/form1120s.

OMB No. 1545-0123

2016For calendar year 2016 or tax year beginning , 2016, ending , 20

TYPE

OR

PRINT

Name

Number, street, and room or suite no. If a P.O. box, see instructions.

City or town, state or province, country, and ZIP or foreign postal code

A S election effective date

B Business activity code number (see instructions)

C Check if Sch. M-3 attached

D Employer identification number

E Date incorporated

F Total assets (see instructions)

$

G Is the corporation electing to be an S corporation beginning with this tax year? Yes No If “Yes,” attach Form 2553 if not already filed H Check if: (1) Final return (2) Name change (3) Address change (4) Amended return (5) S election termination or revocation I Enter the number of shareholders who were shareholders during any part of the tax year . . . . . . . . . Caution: Include only trade or business income and expenses on lines 1a through 21. See the instructions for more information.

Inc

om

e

1 a Gross receipts or sales . . . . . . . . . . . . . . . 1a

b Returns and allowances . . . . . . . . . . . . . . 1b

c Balance. Subtract line 1b from line 1a . . . . . . . . . . . . . . . . . . . 1c

2 Cost of goods sold (attach Form 1125-A) . . . . . . . . . . . . . . . . . . 2

3 Gross profit. Subtract line 2 from line 1c . . . . . . . . . . . . . . . . . . 3

4 Net gain (loss) from Form 4797, line 17 (attach Form 4797) . . . . . . . . . . . . 4

5 Other income (loss) (see instructions—attach statement) . . . . . . . . . . . . . 5

6 Total income (loss). Add lines 3 through 5 . . . . . . . . . . . . . . . . 6

De

du

cti

on

s

(see

inst

ruct

ions

for

limita

tions

) 7 Compensation of officers (see instructions—attach Form 1125-E) . . . . . . . . . . 7

8 Salaries and wages (less employment credits) . . . . . . . . . . . . . . . . 8

9 Repairs and maintenance . . . . . . . . . . . . . . . . . . . . . . . 9

10 Bad debts . . . . . . . . . . . . . . . . . . . . . . . . . . . 10

11 Rents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11

12 Taxes and licenses . . . . . . . . . . . . . . . . . . . . . . . . . 12

13 Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13

14 Depreciation not claimed on Form 1125-A or elsewhere on return (attach Form 4562) . . . . 14

15 Depletion (Do not deduct oil and gas depletion.) . . . . . . . . . . . . . . . 15

16 Advertising . . . . . . . . . . . . . . . . . . . . . . . . . . . 16

17 Pension, profit-sharing, etc., plans . . . . . . . . . . . . . . . . . . . . 17

18 Employee benefit programs . . . . . . . . . . . . . . . . . . . . . . 18

19 Other deductions (attach statement) . . . . . . . . . . . . . . . . . . . 19

20 Total deductions. Add lines 7 through 19 . . . . . . . . . . . . . . . . 20

21 Ordinary business income (loss). Subtract line 20 from line 6 . . . . . . . . . . . 21

Ta

x a

nd

Pa

ym

en

ts

22 a Excess net passive income or LIFO recapture tax (see instructions) . . 22a

b Tax from Schedule D (Form 1120S) . . . . . . . . . . . 22b

c Add lines 22a and 22b (see instructions for additional taxes) . . . . . . . . . . . . 22c

23a 2016 estimated tax payments and 2015 overpayment credited to 2016 23a

b Tax deposited with Form 7004 . . . . . . . . . . . . 23b

c Credit for federal tax paid on fuels (attach Form 4136) . . . . . 23c

d Add lines 23a through 23c . . . . . . . . . . . . . . . . . . . . . . 23d

24 Estimated tax penalty (see instructions). Check if Form 2220 is attached . . . . . . 24

25 Amount owed. If line 23d is smaller than the total of lines 22c and 24, enter amount owed . . 25

26 Overpayment. If line 23d is larger than the total of lines 22c and 24, enter amount overpaid . . 26

27 Enter amount from line 26 Credited to 2017 estimated tax Refunded 27

Sign

Here

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.

Signature of officer Date Title

May the IRS discuss this return

with the preparer shown below

(see instructions)? Yes No

Paid Preparer Use Only

Print/Type preparer's name Preparer's signature DateCheck if self-employed

PTIN

Firm's name

Firm's address

Firm's EIN

Phone no.

For Paperwork Reduction Act Notice, see separate instructions. Form 1120S (2016)

334110

11/19/2013

7,994.

5,270.

Self-Prepared

37,784.

1

Chino Ltd

640 RIVERSIDE DR 10B

1473

11/19/2013

CEO

1,171.

3,509.

53,053.-53,053.

0.

0.

0.

454.

7.

373.

04/17/2017

See Statement

New York NY 10031

BAA REV 04/04/17 TTW

71

Form 1120S (2016) Page 2

Schedule B Other Information (see instructions) 1 Check accounting method: a Cash b Accrual Yes No

c Other (specify) 2 See the instructions and enter the:

a Business activity b Product or service

3 At any time during the tax year, was any shareholder of the corporation a disregarded entity, a trust, an estate, or a nominee or similar person? If "Yes," attach Schedule B-1, Information on Certain Shareholders of an S Corporation . .

4 At the end of the tax year, did the corporation:

a Own directly 20% or more, or own, directly or indirectly, 50% or more of the total stock issued and outstanding of any foreign or domestic corporation? For rules of constructive ownership, see instructions. If “Yes,” complete (i) through (v) below . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(i) Name of Corporation (ii) Employer Identification Number (if any)

(iii) Country of Incorporation

(iv) Percentage of Stock Owned

(v) If Percentage in (iv) is 100%, Enter the Date (if any) a Qualified Subchapter S


b Own directly an interest of 20% or more, or own, directly or indirectly, an interest of 50% or more in the profit, loss, or capital in any foreign or domestic partnership (including an entity treated as a partnership) or in the beneficial interest of a trust? For rules of constructive ownership, see instructions. If “Yes,” complete (i) through (v) below . . . . . . .

(i) Name of Entity (ii) Employer Identification Number (if any) (iii) Type of Entity (iv) Country of

Organization(v) Maximum Percentage Owned in Profit,

Loss, or Capital

5 a At the end of the tax year, did the corporation have any outstanding shares of restricted stock? . . . . . . . . If “Yes,” complete lines (i) and (ii) below.(i) Total shares of restricted stock. . . . . . . . . .(ii) Total shares of non-restricted stock . . . . . . . .

b At the end of the tax year, did the corporation have any outstanding stock options, warrants, or similar instruments? .

If “Yes,” complete lines (i) and (ii) below.(i) Total shares of stock outstanding at the end of the tax year (ii) Total shares of stock outstanding if all instruments were executed

6 Has this corporation filed, or is it required to file, Form 8918, Material Advisor Disclosure Statement, to provide information on any reportable transaction? . . . . . . . . . . . . . . . . . . . . . . . .

7 Check this box if the corporation issued publicly offered debt instruments with original issue discount . . . .

If checked, the corporation may have to file Form 8281, Information Return for Publicly Offered Original Issue Discount Instruments.

8 If the corporation: (a) was a C corporation before it elected to be an S corporation or the corporation acquired an asset with a basis determined by reference to the basis of the asset (or the basis of any other property) in the hands of a C corporation and (b) has net unrealized built-in gain in excess of the net recognized built-in gain from prior years, enter the net unrealized built-in gain reduced by net recognized built-in gain from prior years (see instructions) . . . . . . . . . . . . . . . $

9 Enter the accumulated earnings and profits of the corporation at the end of the tax year. $

10 Does the corporation satisfy both of the following conditions?a The corporation’s total receipts (see instructions) for the tax year were less than $250,000 . . . . . . . . . .b The corporation’s total assets at the end of the tax year were less than $250,000 . . . . . . . . . . . .

If “Yes,” the corporation is not required to complete Schedules L and M-1.

11 During the tax year, did the corporation have any non-shareholder debt that was canceled, was forgiven, or had the terms modified so as to reduce the principal amount of the debt? . . . . . . . . . . . . . . . . .If “Yes,” enter the amount of principal reduction $

12 During the tax year, was a qualified subchapter S subsidiary election terminated or revoked? If “Yes,” see instructions .13 a Did the corporation make any payments in 2016 that would require it to file Form(s) 1099? . . . . . . . . . .

b If “Yes,” did the corporation file or will it file required Forms 1099? . . . . . . . . . . . . . . . . .Form 1120S (2016)



72

Form 1120S (2016) Page 3

Schedule K Shareholders’ Pro Rata Share Items Total amount In

co

me

(L

oss)

1 Ordinary business income (loss) (page 1, line 21) . . . . . . . . . . . . . . 1

2 Net rental real estate income (loss) (attach Form 8825) . . . . . . . . . . . . 2

3a Other gross rental income (loss) . . . . . . . . . . 3a

b Expenses from other rental activities (attach statement) . . 3b

c Other net rental income (loss). Subtract line 3b from line 3a . . . . . . . . . . 3c

4 Interest income . . . . . . . . . . . . . . . . . . . . . . . . 4

5 Dividends: a Ordinary dividends . . . . . . . . . . . . . . . . . . . 5a

b Qualified dividends . . . . . . . . . . 5b

6 Royalties . . . . . . . . . . . . . . . . . . . . . . . . . . 6

7 Net short-term capital gain (loss) (attach Schedule D (Form 1120S)) . . . . . . . . 7

8 a Net long-term capital gain (loss) (attach Schedule D (Form 1120S)) . . . . . . . . 8a

b Collectibles (28%) gain (loss) . . . . . . . . . . . 8b

c Unrecaptured section 1250 gain (attach statement) . . . . 8c

9 Net section 1231 gain (loss) (attach Form 4797) . . . . . . . . . . . . . . 9

10 Other income (loss) (see instructions) . . Type 10

De

du

cti

on

s

11 Section 179 deduction (attach Form 4562) . . . . . . . . . . . . . . . . 11

12 a Charitable contributions . . . . . . . . . . . . . . . . . . . . . 12a

b Investment interest expense . . . . . . . . . . . . . . . . . . . . 12b

c Section 59(e)(2) expenditures (1) Type (2) Amount 12c(2)

d Other deductions (see instructions) . . . Type 12d

Cre

dit

s

13a Low-income housing credit (section 42(j)(5)) . . . . . . . . . . . . . . . 13a

b Low-income housing credit (other) . . . . . . . . . . . . . . . . . . 13b

c Qualified rehabilitation expenditures (rental real estate) (attach Form 3468, if applicable) . . 13c

d Other rental real estate credits (see instructions) Type 13d

e Other rental credits (see instructions) . . . Type 13e

f Biofuel producer credit (attach Form 6478) . . . . . . . . . . . . . . . 13f

g Other credits (see instructions) . . . . . Type 13g

Fo

reig

n T

ran

sa

cti

on

s

14a Name of country or U.S. possession

b Gross income from all sources . . . . . . . . . . . . . . . . . . . 14b

c Gross income sourced at shareholder level . . . . . . . . . . . . . . . 14c

Foreign gross income sourced at corporate level d Passive category . . . . . . . . . . . . . . . . . . . . . . . 14d

e General category . . . . . . . . . . . . . . . . . . . . . . . 14e

f Other (attach statement) . . . . . . . . . . . . . . . . . . . . . 14f

Deductions allocated and apportioned at shareholder level g Interest expense . . . . . . . . . . . . . . . . . . . . . . . . 14g

h Other . . . . . . . . . . . . . . . . . . . . . . . . . . . 14h

Deductions allocated and apportioned at corporate level to foreign source income i Passive category . . . . . . . . . . . . . . . . . . . . . . . 14i

j General category . . . . . . . . . . . . . . . . . . . . . . . 14j

k Other (attach statement) . . . . . . . . . . . . . . . . . . . . . 14k

Other information l Total foreign taxes (check one): Paid Accrued . . . . . . . . . . 14l

m Reduction in taxes available for credit (attach statement) . . . . . . . . . . . 14m


Alt

ern

ati

ve

Min

imu

m T

ax

(AM

T)

Ite

ms

15 a Post-1986 depreciation adjustment . . . . . . . . . . . . . . . . . . 15a

b Adjusted gain or loss . . . . . . . . . . . . . . . . . . . . . . 15b

c Depletion (other than oil and gas) . . . . . . . . . . . . . . . . . . 15c

d Oil, gas, and geothermal properties—gross income . . . . . . . . . . . . . 15d

e Oil, gas, and geothermal properties—deductions . . . . . . . . . . . . . . 15e

f Other AMT items (attach statement) . . . . . . . . . . . . . . . . . . 15f

Ite

ms A

ffe

cti

ng

Sh

are

ho

lde

r

Ba

sis

16 a Tax-exempt interest income . . . . . . . . . . . . . . . . . . . . 16a

b Other tax-exempt income . . . . . . . . . . . . . . . . . . . . . 16b

c Nondeductible expenses . . . . . . . . . . . . . . . . . . . . . 16c

d Distributions (attach statement if required) (see instructions) . . . . . . . . . . 16d

e Repayment of loans from shareholders . . . . . . . . . . . . . . . . . 16e

Form 1120S (2016)

-53,053.


73

Form 1120S (2016) Page 4

Schedule K Shareholders’ Pro Rata Share Items (continued) Total amount O

the

r

Info

rma

tio

n

17a Investment income . . . . . . . . . . . . . . . . . . . . . . . 17a

b Investment expenses . . . . . . . . . . . . . . . . . . . . . . 17b

c Dividend distributions paid from accumulated earnings and profits . . . . . . . . 17c

d Other items and amounts (attach statement)

Re

co

n-

cilia

tio

n

18

Income/loss reconciliation. Combine the amounts on lines 1 through 10 in the far right column. From the result, subtract the sum of the amounts on lines 11 through 12d and 14l 18

Schedule L Balance Sheets per Books Beginning of tax year End of tax year

( ) ( )

( ) ( )

( ) ( )

( ) ( )

( ) ( )

Assets (a) (b) (c) (d)

1 Cash . . . . . . . . . . . . .2a Trade notes and accounts receivable . . .b Less allowance for bad debts . . . . . .

3 Inventories . . . . . . . . . . .4 U.S. government obligations . . . . . .5 Tax-exempt securities (see instructions) . .6 Other current assets (attach statement) . . .7 Loans to shareholders . . . . . . . .8 Mortgage and real estate loans . . . . .9 Other investments (attach statement) . . .

10a Buildings and other depreciable assets . . .b Less accumulated depreciation . . . . .

11a Depletable assets . . . . . . . . .b Less accumulated depletion . . . . . .

12 Land (net of any amortization) . . . . . .13a Intangible assets (amortizable only) . . . .

b Less accumulated amortization . . . . .14 Other assets (attach statement) . . . . .15 Total assets . . . . . . . . . . .

Liabilities and Shareholders’ Equity

16 Accounts payable . . . . . . . . .17 Mortgages, notes, bonds payable in less than 1 year 18 Other current liabilities (attach statement) . .19 Loans from shareholders . . . . . . .20 Mortgages, notes, bonds payable in 1 year or more 21 Other liabilities (attach statement) . . . .22 Capital stock . . . . . . . . . . .23 Additional paid-in capital . . . . . . .24 Retained earnings . . . . . . . . .25 Adjustments to shareholders’ equity (attach statement) 26 Less cost of treasury stock . . . . . .27 Total liabilities and shareholders’ equity . .

Form 1120S (2016)

860.

70.

151,207.

445.

98,528.

-94,645.

859.0.

0.0.0.

2,579.

859.

0.

3,883.

3,883.

2,579.Ln 6 St

860.

3,509.

-53,053.

-147,698.

3,509.

0.0.

0.0.


74

Form 1120S (2016) Page 5

Schedule M-1 Reconciliation of Income (Loss) per Books With Income (Loss) per Return Note: The corporation may be required to file Schedule M-3 (see instructions)

1 Net income (loss) per books . . . . . .

2 Income included on Schedule K, lines 1, 2, 3c, 4, 5a, 6, 7, 8a, 9, and 10, not recorded on books thisyear (itemize)

3 Expenses recorded on books this year not included on Schedule K, lines 1 through 12 and 14l (itemize):

a Depreciation $

b Travel and entertainment $

4 Add lines 1 through 3 . . . . . . . .

5

Income recorded on books this year not included on Schedule K, lines 1 through 10 (itemize):

a Tax-exempt interest $

6

Deductions included on Schedule K, lines 1 through 12 and 14l, not charged against book income this year (itemize):

a Depreciation $

7 Add lines 5 and 6 . . . . .8 Income (loss) (Schedule K, line 18). Line 4 less line 7

Schedule M-2 Analysis of Accumulated Adjustments Account, Other Adjustments Account, and Shareholders’

Undistributed Taxable Income Previously Taxed (see instructions)

( )( ) ( )

(a) Accumulated

adjustments account (b) Other adjustments

account (c) Shareholders’ undistributed

taxable income previously taxed

1 Balance at beginning of tax year . . . . .2 Ordinary income from page 1, line 21 . . .3 Other additions . . . . . . . . . .4 Loss from page 1, line 21 . . . . . . .5 Other reductions . . . . . . . . . .6 Combine lines 1 through 5 . . . . . . .7 Distributions other than dividend distributions 8 Balance at end of tax year. Subtract line 7 from line 6

Form 1120S (2016)

-95,018. 0.

-53,053.

-53,053. -53,053.

53,053.

-148,071.

-148,071.

0.

0.


75

EXHIBIT “XIV”

76

7/14/2017 Credit Cards Have Not Evolved With the Internet. Enter Bitcoin.

http://www.coindesk.com/credit-cards-not-evolved-enter-bitcoin/ 1/6

Watch Every Minute of CoinDesk's Consensus 2017 Conference Online

Features • Merchants • Merchants • Technology News • Technology • Companies • Startups

The credit card has a lengthy history. One of the first iterations of plastic was actually made of sheet metal. Itwas called the Charga-Plate, developed in 1928. It was issued to frequent customers by merchants in the sameway that department stores today give out credit cards.

To record a transaction a merchant would place the Charga-Plate into a device that allowed a paper charge slipto be laid on top of it. An inked ribbon would then be run on top of the paper, creating a record of the sale.

This method of credit card processing was used for years until the digital revolution arrived. After that,electronic card readers could harness the information from swiping magnetic strips through a machine,providing easier record keeping.

Then, the internet came along. And it didn’t accept cash, only payment information in the form of credit or debitcards. The credit card companies didn’t evolve their product along with the internet; they pretty much kept itthe same. This has created a number of issues that prove how outdated the credit card has really become.

Transaction Fees

A major challenge in the internet era has been how media companies make money on this new platform.Advertising has played a major part, but its long-term effectiveness has been questioned.

Sure, e-commerce is an effective method of generating money on the web. But paying small amounts for mediacontent has been a much harder challenge.

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Digital ads are not replacing traditional advertising revenue. Source: The Atlantic

Consider the plight of many media companies that did not anticipate the digital age. If there were an easy wayfor them to accept tiny payments for their content, they would.

But credit cards don’t easily allow for that. Many processors charge a fee of $0.30 plus a percentage off the topof a transaction. And payment processors often consider a microtransaction as a payment of less than $5.00yet that really does not seem “micro” at all.

Credit card processors must make money in the form of transaction fees. That’s their business.

But their ongoing model for small payments is outdated. This is evident when you go to a store that charges afee for a particular transaction threshold, such as for less than $5.00.

In a world where cash is becoming scarce as more people prefer plastic, credit card companies must learn toadapt to a newer fee model, or be overtaken by digital currencies like bitcoin.

Privacy

Another problem with credit cards is all the information that is contained within them. Companies increasinglywant to boost revenues by collecting purchasing information.

The theory goes that with this information they can glean insights on customers that will help to sell moregoods and services. More goods and services can mean more revenue, which keeps stockholders happy.

The problem with that is many customers don’t want to have that information given out to other companies thatthen might try to get them to buy additional products and services.

Yet credit card providers already have been selling advertisers credit card purchasing information, a veritabletreasure trove of data for marketers to mine through. The Washington Post has previously reported thatcompanies have nicknames for ranking customers:

Everytime you buy with a credit card your information is being stored & evaluated

http://t.co/mvY3HO77uk via @jurylady5

— cinnamon_carter (@cinnamon_carter) December 26, 2013

Consumers have very little choice in this matter. After all, how can you pay for things on the internet without acredit card?

One company, called MaskMe, allows users to create disposable credit card numbers when making purchasesonline. But that’s a time-consuming method.

Many merchants accept PayPal linked to a bank account, yet many still are uncomfortable with a direct link totheir banking data.

Fraud

Credit card fraud continues to be a problem. In fact, this has been an issue since the 1990s when AOL wasn’teven confirming credit card numbers at the time of sale.

Vinny Lingham, the CEO of gift card purveyor Gyft, has to deal with credit card scammers all of the time. He hasregularly told audiences during events he speaks at that his company sees zero fraud from accepting bitcoin asa method of payment.

Yet Gyft must contend with credit card fraud on a daily basis.

Gift cards are a resource for thieves to transfer the value of stolen credit cards over to something that appearsmore legitimate. What this means for the consumer is higher costs overall, for everything, because of all of

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these scams.

The recent news of the Target theft of payment details from over 40 million credit/debit cards also highlightsthis problem.

That so much information was stolen shows just how fragile the existing system is as it stands. eWeek reportedthat the magnetic strip on the credit cards was the Target vulnerability.

The #Target security breach could have been avoided had the company made one change to its

card readers. http://t.co/QCG2GwF9QK

— Wayne Rash (@wrash) December 26, 2013

Richard Crone, a payment consultant, recently told PaymentsSource regarding the hack:

“If the payments industry was starting from scratch today, no one would pass actual payment

credentials through the point of sale."

Conclusion

Credit cards were not built for the digital world that we live in today. Rather, they have been adapted tobecome the standard that we use for buying things online.

We don’t even need the cards to buy things online; this is why digital currencies like bitcoin offer so muchpromise. Yet in the eyes of the banks and credit card processors, they pose a problem.

Banks warn of dangers of bitcoin because people already know of the dangers of banks and are

looking for choices.

— AndreasMAntonopoulos (@aantonop) December 26, 2013

The payments industry may have no choice but to start from scratch.

Many credit card companies are now realizing that mobile and contactless payments are the future. Yet theprospect of personal information being sold or even hacked in new and different ways is still a threat with thisnew paradigm.

This is why the disruptive qualities that bitcoin presents to banks should actually be considered as anopportunity rather than a threat. It’s a value proposition for merchants who are fed up with chargebacks.

It can be a more private method of payment than what the credit card companies are currently offering.

The fact of the matter is that there is always going to be that risk of fraud or theft. But as a purchasing method,bitcoin should be considered an innovative framework that could be more successful over current paymentoptions for the internet today.

Credit card machine via Shutterstock

The leader in blockchain news, CoinDesk is an independent media outlet that strives for the highestjournalistic standards and abides by a strict set of editorial policies. Have breaking news or a story tip to sendto our journalists? Contact us at [email protected].

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