UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period endedSeptember 30, 2015

OR

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file numberNumber :000-51048

ASIA PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

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 past 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 [X] No [  ]

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 filed,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:As of September 30, 2015October 31, 2017, the issuer had1,017,199,3621,617,199,362shares of common stock outstanding.

ASIA PROPERTIES, INC.

Quarterly Report on Form 10-Q

For the Quarterly Period Ended September 30, 20152016

FORWARD-LOOKING STATEMENTS

This Form 10-Q for the quarterly period ended September 30, 20152016 contains forward-looking statements that involve risks and uncertainties. Forward-looking statements in this document include, among others, statements regarding our capital needs, business plans and expectations. Such forward-looking statements involve assumptions, risks and uncertainties regarding, among others, the success of our business plan, availability of funds, government regulations, operating costs, our ability to achieve significant revenues, our business model and products and other factors. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential” or “continue”, the negative of such terms or other comparable terminology. In evaluating these statements, you should consider various factors, including the assumptions, risks and uncertainties set forth in reports and other documents we have filed with or furnished to the SEC. These factors or any of them may cause our actual results to differ materially from any forward-looking statement made in this document. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding future events, our actual results will likely vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. The forward-looking statements in this document are made as of the date of this document and we do not intend or undertake to update any of the forward-looking statements to conform these statements to actual results, except as required by applicable law, including the securities laws of the United States.

TABLE OF CONTENTS

FORM 10-Q

QUARTER ENDED SEPTEMBER 30, 20152016

PART I

FINANCIAL INFORMATION

ITEM 1: CONDENSED CONSOLIDATEDINTERIM FINANCIAL STATEMENTS

ASIA PROPERTIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF SEPTEMBER 30, 2015 AND DECEMBER 31, 2014

(Currency expressed in United States Dollars (“US$”), except for number of shares)

See accompanying notes to the unaudited condensed consolidatedinterim financial statements.

ASIA PROPERTIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSOPERATIONS(UNAUDITED)

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(Unaudited)

See accompanying notes to the unaudited condensed consolidatedinterim financial statements.

ASIA PROPERTIES, INC.

CONDENSED CONSOLIDATED STATEMENTSTATEMENTS OF STOCKHOLDERS’ EQUITYCASH FLOWS (UNAUDITED)

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2015

(Currency express in United States Dollars (“US$”), except for number of shares)

(Unaudited)

See accompanying notes to the unaudited condensed consolidatedinterim financial statements.

ASIA PROPERTIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(Unaudited)

See accompanying notes to the condensed consolidated financial statements.

ASIA PROPERTIES, INC.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(Unaudited)

NOTE 1 – BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (“GAAP”),1. Organization, Development Stage and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.

In the opinion of management, the consolidated balance sheet as of December 31, 2014 which has been derived from audited financial statements and these unaudited condensed consolidated financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented. The results for the period ended September 30, 2015 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2015 or for any future period.

These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the Management’s Discussion and the audited financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2014.

NOTE 2 – ORGANIZATION AND BACKGROUNDGoing Concern

Asia Properties, Inc. (“ASPZ” or “the Company”(the “Company”) was incorporated in Nevada, the StateUnited States of NevadaAmerica on April 6, 1998. The CompanyOur management intends to seek opportunities to invest in real estate through its subsidiary, Asia Properties (HK) Limited, which incorporated in Hong Kong on November 7, 2007. For the nine months ended September 30, 2015, theestate. The Company currently does not hold any material property interests.

NOTE 3 – GOING CONCERN UNCERTAINTIES

These unaudited condensed consolidatedinterim financial statements have been prepared assuming thaton the Company will continue asbasis of a going concern, which contemplates the realization of assets and the dischargesettlement of liabilities in the normal course of business forbusiness. The Company is in the foreseeable future.

Asdevelopment stage and has not yet realized profitable operations and has relied on non-operational sources to fund operations. The Company has suffered recurring losses and additional future loses are anticipated as the Company has not yet been able to generate revenue. In addition, as of September 30, 2015,2016, the Company has suffered accumulated deficits of $5,166,610 from prior years anda working capital deficiency of $297,084 (December 31, 2015 -$277,861) and an accumulated deficit of $192,981.$6,032,912 (December 31, 2015 -$6,013,689). The continuation of the Company as a going concern is dependent upon the continuing financial support from its stockholders or external financing. Management believes the existing stockholders will provide the additional cash to meet with the Company’s obligations as they become due. However, there can be no assurance that the Company will be able to obtain sufficient funds to meet its obligations.

These factors raise substantial doubt about the Company’s ability to continue, as a going concern is dependent on successfully executing its business plan, which includes the raising of additional funds. The Company will continue to seek additional forms of debt or equity financing, but it cannot provide assurances that it will be successful in doing so. These circumstances raise substantial doubt as to the ability of the Company to meet its obligations as they come due and accordingly, the appropriateness of the use of accounting principles applicable to a going concern. TheseThe accompanying unaudited condensed consolidatedinterim financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets and liabilities that may result inmight be necessary if the Company not being ableis unable to continue as a going concern. Such adjustment could be material.

NOTE 4 – SIGNIFICANT ACCOUNTING POLICIES2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements reflect the application of certain significanthave been prepared in accordance with accounting policies as described in this note and elsewhereprinciples generally accepted in the accompanying condensed consolidatedUnited States (“US GAAP”) for interim financial information and the Securities Exchange Commission (“SEC”) instructions to Form 10-Q and Article 8 of SEC Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements and notes.

ASIA PROPERTIES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30,should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2015 AND 2014

(Currencyand notes thereto included in the Form 10-K filed with the SEC on September 29, 2017. The accompanying unaudited condensed financial statements are expressed in United States Dollarsdollars (“US$”USD”), except. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for numbera fair presentation of shares)

(Unaudited)financial position and results of operations for the interim periods presented have been reflected herein. Operating results for the three and nine months ended September 30, 2016, are not necessarily indicative of the results that may be expected for the year ended December 31, 2016.

Basis of consolidation

The condensed consolidated financial statements include the financial statements of ASPZ and its subsidiary, Asia Properties (HK) Limited. All inter-company balances and transactions between the Company and its subsidiary have been eliminated upon consolidation.

Use of estimatesEstimates

In preparing thesethe condensed consolidatedinterim financial statements in conformity with US GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenues and expenses during the periods reported. Actual results may differ from these estimates.

Cash and cash equivalents

Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturitydisclosure of three months or less as of the purchase date of such investments.

Income taxes

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred taxcontingent assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

Net loss per share

The Company calculates net loss per share in accordance with ASC Topic 260,“Earnings per Share.” Basic loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding during the period. Diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.

Foreign currencies translation

Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assetsfinancial statements and liabilities denominated in currencies other than the functional currencyreported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. The significant areas requiring the use of management estimates are translated intorelated to the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differencesaccrued liabilities. Although these estimates are recordedbased on management’s knowledge of current events and actions management may undertake in the statement of operations.future, actual results may ultimately differ materially from those estimates.

ASIA PROPERTIES, INC.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014

(Currency expressed in United States Dollars (“US$”), except for number2. Summary of shares)

(Unaudited)Significant Accounting Policies (continued)

Related partiesRecent Accounting Pronouncements

Parties, which can beThe Company evaluated all recent accounting pronouncements issued and determined that the adoption of these pronouncements would not have a corporationmaterial effect on the financial position, results of operations or individual, are considered to be related ifcash flows of the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence.Company.

Recent accounting pronouncements

FASB issues various Accounting Standards Updates relating to the treatment and recording3. Line of certain accounting transactions. On June 10, 2014, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2014-10, Development Stage Entities (Topic 915) - Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which eliminates the concept of a development stage entity (DSE) entirely from current accounting guidance. The Company has elected adoption of this standard, which eliminates the designation of DSEs and the requirement to disclose results of operations and cash flows since inception.Credit

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believea revolving credit facility with Wells Fargo for a maximum business line amount of $62,500. Interest is charged at 13% annually. As at September 30, 2016, the future adoption of any such pronouncements may be expectedbalance amounted to cause a material impact on its financial condition or the results of its operations.

NOTE 5 – REVOLVING LINE OF CREDIT

In February 2007, the Company obtained a revolving$61,008 (December 31, 2015 - $50,310). The line of credit from Wells Fargo & Company for a maximum amount of $50,000 with interest charged at a fixed rate of 12.75% per annum and is secured personally guaranteed by a shareholder of the Company. This shareholder was also the former director and Chief Executive Office of the Company.

As of September 30, 2015, the outstanding balance of the revolving line of credit was $47,169.4. Common Stock

The aggregate interest expense for the three and nine months ended September 30, 2015 were $3,916 and $7,559, respectively.following table summarizes common stock issuances:

The aggregate interest expense for the three and nine months endedCompany’s authorized capital consists of 2,000,000,000 shares of common stock. At September 30, 20142016, there were $1,573 and $6,080 respectively.

NOTE 6 – AMOUNT DUE TO A FORMER DIRECTOR

On January 1, 2015, the Company fully settled the amount due to a former director of the Company in amounted to $1,257,801 by issuing 24,000,000 shares of the Company’s common stock at $0.052 per share.

NOTE 7 – COMMON STOCK

On January 1, 2015, the Company issued 24,000,0001,017,199,362 shares of common stock to settle a debtissued and outstanding comprising of $1,257,801 owed to a former director of the Company.

On January 13, 2015, the Company issued982,186,650 restricted shares, including 950,000,000 shares of restricted common stock for the purchase of 100% shares of Asia Innovation Technology Limited and its assets. The acquisition has not yet closed onassets, as disclosed above and 35,012,712 non-restricted shares. These restricted shares will be available for sale under Rule 144 of the dateSecurities Act of this filing and1933, as amended, when the shares are held in escrow.conditions of Rule 144 have been met.

ASIA PROPERTIES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(Unaudited)

As of September 30, 2015, there are 1,017,199,362 shares of common stock issued and outstanding.

NOTE 8 – COMMON STOCK SUBSCRIPTION RECEIVABLE5. Pending Transaction

On January 6, 2015, the Company entered intosigned a Sale and Purchase Agreement (the “Agreement”) to acquire 100% of the shares and assets of Asia Innovation Technology Limited, a Hong Kong corporation (“AITL”), a company incorporatedregistered in the British Virgin Islands. Pursuant to the Agreement, the Company has agreed to issue a total of 950 million restricted common shares of the Company to the shareholders of AITL in paymentexchange of US$1.9 billion reflecting the value100% of the rights, titlesshares of AITL and interestsall of its assets.

As per clause 6.4 of the Agreement, shares issued shall be held in escrow and shall be deemed to be in full control of the Company until the closing of transaction which is outstanding, pending completion of certain conditions relating to the valuation of assets to be acquired and audit of the financial position.

The Company issued 950,000,000 shares, which are held in escrow. The transaction has not yet been closed, pending completion of the above closing conditions. Upon closing, the transaction will be recorded in accordance with the guidance provided under ASC Topic 805 - Business Combination.

6. Subsequent Events

The Company’s management has evaluated subsequent events up to October 31, 2017, the date the financial statements were issued, pursuant to the requirements of ASC 855 and has determined the following material subsequent events:

Effective April 14, 2017, the Company has executed a Sale and Purchase Agreement (the “Agreement”) to acquire 100% of the shares and assets Sino King Management Limited, (“SKML”) a company incorporated under the laws of British Virgin Islands. Pursuant to the Agreement, Asia Properties, Inc. has agreed to issue 600 million restricted common shares of the Company to acquire 100% of the shares and assets of SKML.

Additionally, at the Closing, ASPZ shall deliver to SKML, Stock certificate(s) representing six hundred million shares issued in the business assetsname or names designated by SKML. It is understood that the stock certificates so delivered will display the required restrictive legend pursuant to Rule 144 of the United States Securities and all attendant or related assets of AITL. In addition,Exchange Act.

The Agreement further states that both parties have agreedParties agree that all shares issued, pursuant to the terms and conditions of the Agreement, shall be issued as soon as practicable following the signing of the Agreement, but all shares so issuedagreement, shall be held in escrow until all terms and conditions are met. This share issuance would constitute a change of control.

Pursuant to the Agreement, AITL has agreed to deliver to the Company (i) duly authorized, properly and fully executed documents in English, evidencing and confirming the sale of 100% of the shares of AITL and its assets specifically detailing the assets and (ii) an asset valuation report prepares by an independent third-party valuator on or before January 15, 2015. AITL is also required to provide the Company with its full and up-to-date audited financial statements which prepare by a qualified Public Company Accounting Oversight Board auditor.

As of the date of this filing, the various terms and conditions of the Agreement have not been met, therefore, all the 950 million restricted common shares issued to the shareholders of AITL remain in escrow and shall be deemed to be in the full control of Asia Properties, Inc. until the Company.

Due to the delay in receiving the required documents (i) the duly authorized and fully executed documents in English, evidencing and confirming the sale of 100% of the shares of AITL and its assets, (ii) assets valuation report, and (iii) the audited financial statements of AITL, the Sale and Purchase Agreement between the Company and the shareholders of AITL has not yet closed and a change of control has not yet been affected. The management of the Company and AITL is expected to complete this transaction in the first quarter of 2016 or upon the availability of the asset valuation report and audited financial statements of AITL.

NOTE 9 – COMMITMENTS AND CONTINGENCIES

The Company leases a virtual office in Hong Kong on a monthly basis with rental of $77 per month.

The Company rents an office in Bellingham, Washington which costs $100 per month on a month to month basis.

Aggregate rent expenses for the three months ended September 30, 2015 and 2014 were $533 and $237, respectively.

Aggregate rent expenses for the nine months ended September 30, 2015 and 2014 were $1,600 and $703, respectively.

NOTE 10 – SUBSEQUENT EVENTS

In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred after September 30, 2015 up through the date was the Company presented this condensed consolidated financial statements. During the period, the Company did not have any material recognizable subsequent events.Closing.

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

Asia Properties, Inc. (“ASPZ”This section of the report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the “Company”) was originally establisheddate of this report. These forward-looking states are subject to seek opportunitiescertain risks and uncertainties that could cause actual results to investdiffer materially from historical results or our predictions.

Plan of Operation

We are a development stage Company and have not yet generated or realized any revenues from our current business operations. We are not going to buy or sell any plant or significant equipment during the next twelve months. We will not conduct any product research or development. We do not expect significant changes in real estatethe number of employees.

Our specific goal is to identify and develop resorts in South East Asia. secure profitable investment opportunities.

On January 6, 2015, Asia Properties, Inc. changed its business plan and executedwe signed a Sale and Purchase Agreement (the “Agreement”) to acquire 100% of the shares and assets of Asia Innovation Technology Limited, (“AITL”), a Hong Kong based, resource-recycling company.corporation (“AITL”) registered in the British Virgin Islands. Pursuant to the Agreement, the Company agreed to issue 950 million restricted common shares of the Company to the shareholders of AITL in payment of the US$1.9 billion reflecting the reported value of the rights, titles and interests in the business assets and all attendant or related assets of AITL.

Pursuant to the Agreement, AITL is to deliver to ASPZ, duly authorized, properly and fully executed documents in English, evidencing and confirming the saleexchange of 100% of the shares of AITL and all of its assets specifically detailing the assets and an asset valuation by a third-party valuator. Additionally,assets.

As per clause 6.4 of the Agreement, states that both Parties have agreed that all shares so issued willshall be held in escrow by the Company and shall be deemed to be in the full control of the Company until the Closing.closing of transaction which is outstanding, pending completion of certain conditions relating to the valuation of assets to be acquired and audit of the financial position.

As of the date of this filing, theThe Company has not received the required third-party valuation. Therefore, theissued 950,000,000 shares, issuedwhich are held in the names of the AITL shareholders remain in the control of the Company. AITL is also required to provide the Company with audited financial statements prepared by a qualified PCAOB auditor. However, the Company has not yet received the required audited financial statements from AITL.

Due to the delay in receiving the final required third-party valuation and the audited financial statements for AITL, the Sale and Purchase Agreement between the Company and Asia Innovation Technology Limited has not closed and a change of controlescrow. The transaction has not yet been affected.closed. Pending completion of the above closing conditions. Upon closing, the transaction will be recorded in accordance with the guidance provided under ASC Topic 805- Business Combination.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. We have no revenue generating assets. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services.

We will require additional financing to cover our costs that we expect to incur over the next twelve months. We believe that debt financing will not be an alternative for funding our operations as we do not have tangible assets to secure any debt financing. We anticipate that additional funding will be in the form of equity financing from the sale of our common stock. However, we cannot provide any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our plan of operations. In the absence of such financing, we will not be able to continue and our business plan will fail.

Results of Operations

ComparisonWe have not generated significant revenue to date and consequently our operations are subject to all of the Three Months Endedrisks inherent in the establishment of a new business enterprise. Our analysis on the performance of the Company is as follows:

Balance sheet– As at September 30, 20152016 and 2014December 31, 2015

Cash

At September 30, 2016 we had cash of $2,731 compared to $842 as at December 31, 2015. The increase is due to normal operating activities.

Accounts payable and accrued liabilities

At September 30, 2016 we had $19,015 of accounts payable as compared to $16,328 as at December 31, 2015. The balance represents amounts owed for consulting and other services.

At September 30, 2016 we had $33,500 of accrued liabilities as compared to $24,500 as at December 31, 2015. The balance primarily represents legal fee accrual of $13,000, accounting fee accrual of $8,500, review fee accrual of $9,000, transfer agent accrual of $2,000, and Edgar agent accrual of $1,000.

Due to Shareholders

At September 30, 2016 we had $186,292 of amount payable to shareholders as compared to $187,565 as at December 31, 2015. The balance comprises amounts owed to shareholders for consulting services.

Line of Credit

At September 30, 2016 we had an operating line of credit balance of $61,008 as compared to $50,310 as at December 31, 2015. The increase is due to advances for working capital financing of the company.

Statement of Operations- For the three and nine months ended September 30, 2016 and 2015

Revenue

Revenues

We haveThe Company did not generatedgenerate any revenues from our operations during the three monthsand nine-month periods ended September 30, 2016 and 2015.

Expenses

During the three-month period ended September 30, 2015 and 2014.

Operating Expenses

General and administrative expenses mainly consist of management fees, professional fees and consulting fees.

We2016, the Company incurred general and administrative expenses of $10,678$1,031 (2015 - $9,832), professional fees of $3,000 (2015 - $846), interest and $47,752 forbank charges of $2,647 (2015 - $3,916) and consulting fees of $nil (September 30, 2015 - $nil).

During the three monthsnine-month period ended September 30, 2015 and 2014, respectively with a decrease of $37,074 or 78%. The decrease was mainly attributed to2016, the decrease in management fees.

Other Expense

We incurred interest expense of $3,916 and $1,573 for the three months period ended September 30, 2015 and 2014, respectively, with an increase of $2,343 or 149%.

Net loss

Net loss for the three months period ended September 30, 2015 was $14,594, a decrease in loss of $34,731 or 70% from a loss of $49,325 for the comparable period in 2014. The decrease in loss was primarily due to the decrease in general and administrative expenses discussed above.

Comparison of the Nine Months Ended September 30, 2015 and 2014

Revenues

We have not generated any revenues from our operations during the nine months period ended September 30, 2015 and 2014.

Operating Expenses

WeCompany incurred general and administrative expenses of $109,684$3,539 (2015 - $44,211), loss on conversion of debt amounting to $nil (2015 - $762,199), professional fees of $9,000 (2015 - $16,773), interest and $96,737 for the nine months period ended Septemberbank charges of $6,684 (2015 - $7,559) and consulting fees of $nil (September 30, 2015 and 2014, respectively with an increase of $12,947 or 13%- $48,700). The increase was mainly attributed to the increase in consultancy fees.

Other Expense

We incurred interest expense of $7,559 and $6,080 for the nine months period ended September 30, 2015 and 2014, respectively, with an increase of $1,479 or 24%.

Net loss

Net loss for the nine months period ended September 30, 2015 was $117,243, an increase in loss of $14,426 or 14% from a loss of $102,817 for the comparable period in 2014. The increase in loss was primarily due to the increase in general and administrative expenses discussed above.

Liquidity and Capital Resources

As ofAt September 30, 2015 and 2014,2016, we had casha working capital deficit of $3,766 and $777, respectively.$297,084. We are actively seeking various financing operations to meet the working capital requirements.

Net Cash Provided by (Used in)Used in Operating Activities

Net cash provided by operating activities for the nine months ended September 30, 2015 was $1,249, an increase of $73,215 or 102% from cash used in operating activities of $71,966 for the comparable period in 2014. This increase was primarily attributable to the increase in other payables and accrued liabilities.

Net cash used by operating activities was $7,536 for the nine-month period ended September 30, 2016. For the same period in 2015, there was net cash provided of $1,249.

Net Cash Used in Investing Activities

WeThe Company did not useincur any cashinvestment costs in investing activities for the nine monthsthree-month period ended September 30, 2015 and 2014.2016,

Net Cash (Used in) Provided byfrom Financing Activities

Net cash used in financing activities for the nine months ended September 30, 2015 was $319, a decrease of $67,587 or 100%, from net cash provided by financing activities of $67,268 for the comparable period in 2014. The decrease in cash used in financing activities was primarily attributable to the advances from a former director of the Company of $71,106 for the nine months ended September 30, 2014, while there was only a repayment of revolving line of credit of $319 for the nine months ended September 30, 2015.

We havehas funded our businessoperations, to date, primarily from sales of our common stock but did not issuereceive any common stockfunds from the issuance of shares during the nine month periodmonths ended September 30, 2015.2016. Cash flow from financing activities comprises advances from line of credit amounting to $10,698 partially offset by repayment to shareholders amounting to $1,273. There isare no assuranceassurances that we will be able to achieve further sales of our common stock or any other form of additional financing.

Non-cash transactions

On January 1, 2015, the Company fully settled the amount due to a former director of the Company in amounted to $1,257,801 by issuing 24,000,000 shares of the Company’s common stock at $0.052 per share.

On January 13, 2015, the Company issued 950,000,000 restricted shares for the purchase of 100% shares of Asia Innovation Technology Limited and its assets in payment of US$1.9 billion reflecting the value of the rights, titles and interests in the business assets and all attendant or related assets of AITL. The acquisition has not yet closed on the date of this filing and the shares are held in escrow and in full control of the Company.

Going Concern

We are a development stage company. In a development stage company, management devotes most of its activities to developing a market for its products and services. Planned principal activities have begun but we haveAsia Properties has not generated significant revenues to date. The Company had a negative working capital of $297,084 and a negative stockholders’ equity of $297,084 at September 30, 2016. These matters raise doubt about Asia Properties’ ability to continue as a going concern. Continuation of Asia Properties’ existence depends upon its ability to obtain additional capital. Management’s plans in regards to this matter include receiving continued financial support from directors and raising additional equity financing in 2016. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Future Financing

We anticipate continuing to rely on equity sales of our common stock in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing shareholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our planned operations.

Off-Balance Sheet Arrangements

We have noThe Company does not participate in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which are established for the purpose of facilitating off-balance sheet arrangements that have or are reasonably likely to have a currentother contractually narrow or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.limited purposes.

Contractual ObligationsCritical Accounting Policies

As of September 30, 2015,Critical accounting policies are described in the Company’s Form 10-K for the year ended December 31, 2015.

Subsequent Events

Effective April 14, 2017, the Company has no contractual obligations involved.executed a Sale and Purchase Agreement (the “Agreement”) to acquire 100% of the shares and assets Sino King Management Limited, (“SKML”) a company incorporated under the laws of British Virgin Islands. Pursuant to the Agreement, Asia Properties, Inc. has agreed to issue 600 million restricted common shares of the Company to acquire 100% of the shares and assets of SKML.

Additionally, at the Closing, ASPZ shall deliver to SKML, Stock certificate(s) representing six hundred million shares issued in the name or names designated by SKML. It is understood that the stock certificates so delivered will display the required restrictive legend pursuant to Rule 144 of the United States Securities and Exchange Act.

The Agreement further states that both Parties agree that all shares issued, pursuant to the terms and conditions of the agreement, shall be held in escrow and shall be deemed to be in the full control of ASPZ until the Closing.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

We maintainThe Company maintains disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to ensure that information required to be disclosed by usthe Company in reports we fileit files or submitsubmits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to the Company’s management, including the ourCompany’s Chief Executive Officer/Chief Financial Officer, (as our chief executive officer and chief financial officer),as appropriate, to allow timely decisions regarding required disclosures. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. As of the end of the period covered by this report, and under the supervision and with the participation of management, including ourits Chief Executive Officer/Chief Financial Officer, who is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act, such persons conducted an evaluation of the effectiveness of the design and operation of these disclosure controls and procedures. Based on this evaluation and subject to the foregoing, ourthe Company’s Chief Executive Officer/Chief Financial Officer concluded that these controls are not effective because there areis a material weaknessesweakness in our internal controls over financial reporting. A material weakness is a deficiency, or a combination of control deficiencies, in internal control over reporting such that there is a reasonable possibility that that a material misstatement ourof the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. The material weakness identified is that all of the Company’s accounting functions, including the preparation of audit and financial statements are carried out and reviewed by our Chief Executive Officer/Chief Financial Officer. The Company does not have a separate audit committee at this time. The lack of accounting staff results in a lack of segregation of duties and technical accounting experience necessary for an effective internal control system. The Company recognizes the importance of internal controls. As the Company is currently a development stage company with limited ongoing financial operations, in an effort to mitigate this material weakness to the fullest extent possible, at present the Chief Executive Officer reviews the Company’s financial information and reports for reasonableness. All unexpected results are investigated. At any time, if it appears that any control can be implemented to continue to mitigate such weakness, it will be immediately implemented. As the Company grows in size and as its finances allow, management will hire sufficient accounting staff and implement appropriate procedures for monitoring and review of work performed by our financial consultant.

Changes in Internal Control Over Financial Reporting

During the period covered by this report, there have not been any changes in our internal controls that have materially affected or are reasonably likely to materially affect, the our internal control over financial reporting. However, please note the discussion above.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

We are not presently a party to any legal proceedings and, to our knowledge, no such proceedings are threatened or pending.

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

No stock was sold for valuable consideration during the nine months ended September 30, 2015.2016.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.Disclosure

Not applicable.No matters were submitted to our security holders for a vote during the three months ended September 30, 2016.

Item 5. Other Information.

None.

Item 6. Exhibits.

The following exhibits are attached hereto:

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ASIA PROPERTIES, INC.

Date: November 9, 2015October 31, 2017