On December 7, 2012, ADGS Advisory, Inc. entered into a share exchange agreement with ADGS Advisory Limited, a Hong Kong corporation (ADGS) and ADGS Advisory (Holding) Limited, a British Virgin Islands corporation. Pursuant to the Original Exchange Agreement, at the closing of the transaction contemplated thereunder, the company agreed to acquire 100% of the issued and outstanding capital stock of ADGS, making ADGS a wholly-owned subsidiary of the company. Chu Zhanjun resigned as an officer of the ADGS Advisory, Inc., effective with the consummation of the Acquisition, and, Chu Zhanjun and Li Gang resigned as members of the Board of Directors, also effective with the consummation of the Acquisition.

Concurrent with the consummation of the Acquisition, the Board elected Li Lai Ying as the Chief Executive Officer, Chief Financial Officer and Secretary of the Company, and Tso Yin Yee as the Chief Operating Officer of the Company, and elected Li Lai Ying, Tso Yin Yee and Pang Yiu Kwong to the Board of Directors.