2. We intend to reserve a significant portion of our proceeds as working capital. We will use a significant portion of the working capital to trade the spot gold and the spot silver. 3. If substantially less than the maximum proceeds are obtained, the priorities order that the proceeds will be used to pay: (1). Any necessary expenditure, example for the Bank Service Charge, some Office Supplies and some Governmental Fees. (2). Working Capital. 4. There is no minimum amount of proceeds that must be raised before the Corporation may use the proceeds of the offering, and this is a best efforts offering. 5. There isn't material amounts of funds from sources other than this offering are to be used in conjunction with the proceeds from this offering. 6. There isn't any material part of the proceeds is to be used to discharge indebtedness. 7. There isn't any material amount of proceeds is to be used to acquire assets, other than in the ordinary course of business. 8. There isn't any amount of the proceeds is to be used to reimburse any officer, director, employee or stockholder for services already rendered, assets previously transferred, or monies loaned or advanced, or otherwise. 9. The Corporation isn't having or won't anticipates having within the next 12 months some cash flow or liquidity problems. The Corporation isn't having or won't anticipates having any debt default within the next 12 months. 10. There aren't any arrangements to place the funds in an escrow, trust, or similar account. We have not made any of these arrangements, investors will reduce to trust the Corporation, and some investors won't buy the shares of the Corporation. 7 Back to Table of Contents 11. The specific business plan of the Corporation: (1). As to the period of time that the proceeds from the offering will satisfy cash requirements, and it won't be necessary to raise additional funds to meet the expenditures required for operating the business in the next six months. The specific reasons: According agreement between the Corporation and Blueville Inc which is its managing company, Blueville Inc will pay all managing expenses, service expenses, office's expenses and office supplements' expenses for the Corporation, so the Corporation won't lack cash; (2). There aren't any material product research and development to be performed during the period covered in the plan; (3). There aren't any anticipated material acquisition of plant and equipment and the capacity thereof; (4). There aren't any anticipated material changes in number of employees in the various departments such as research and development, production, sales or administration; (5). There aren't any other material areas which may be peculiar to the registrant's business. 12. The Corporation may reserve the right to change the use of proceeds, provided that such reservation is due to certain contingencies that are discussed specifically and the alternatives to such use in that event are indicated Determination of Offering PriceThe securities offered are class A common stock, the following factors may be relevant to the price at which the securities are being offered. 1. The last fiscal years of the Corporation is the period from April 1, 2016 to March 31, 2017. 2. As of March 31, 2017, the Corporation's profit (lose) was $(1,245), the Corporation couldn't show offering price as a multiple of earnings, didn't adjust to reflect for any stock splits or recapitalizations, and use conversion or exercise price in lieu of offering price. 3. Net tangible book value means total assets (exclusive of copyrights, patents, goodwill, research and development costs and similar intangible items) minus total liabilities. As of March 31, 2017, the net tangible book value (If deficit, show in parenthesis) of the Corporation is $1,949 (about $- per share) 4. The Corporation didn't have any options, warrants or rights and conversions of any convertible securities offered. 5. Post-offering value is management implicitly attributing to the entire Corporation by establishing the price per security set forth on the cover page. Post-offering value is $11,939 These values assume that the Company's capital structure would be changed to reflect any conversions of outstanding convertible securities and any use of outstanding securities as payment in the exercise of outstanding options, warrants or rights included in the calculation. The type and amount of convertible or other securities thus eliminated would be $0. These values also assume an increase in cash in the Company by the amount of any cash payments that would be made upon cash exercise of options, warrants or rights included in the calculations. The amount of such cash would be $0. 6. When there was no established public trading market, the Class A common shares of the Corporation was being registered at New York State. There wasn't a gap between the offering price and the market price, 8 Back to Table of Contents Dilution1. The dilution (a loss in value per share due to share issuance) won't take place upon the shares distribution. 2. As of March 31, 2017, the net tangible book value (If deficit, show in parenthesis) of the Corporation is $1,949 (Because there aren't any securies to be issued, so it is about $- per share). 3. Because the Corporation didn't issue any securities before,so there isn't the net tangible book value per share before the distribution. The net tangible book value per share after the distribution will be $0.0000001. 4.There isn't the increase in such net tangible book value per share attributable to the cash paid by purchasers of the shares being offered. 5. The amount of the immediate dilution to be suffered by the purchasers will be $0. Selling Security HoldersThere aren't securities that will be offered by the selling security holder on this registration statement. Plan of Distribution1. The Corporation is a shell company as defined by Rule 405 of the Securities Act. 2. There are 99,900,000,000 Class A common shares of the Corporation will be issued. Wanjun Xie is the persons that will be offering the securities. He is a officer and director, and he won't have any compensation for selling the securities. 3. The Corporation won't have any other types of underwriting, such as interest or dividend reinvestment plans that will be involved. The Corporation won't have any plans for non-cash outlays such as acquisition, reorganization, readjustment or succession. 4. 99,900,000,000 Class A common shares is our initial public offering. The registered securities aren't to be offered in connection with the writing of call options traded (or to be traded) on an exchange. 5. The Corporation won't have any finders (persons or entities who connect two parties for a fee). 6. The Corporation didn't issue any warrant and rights offerings. 7. Wanjun Xie will be selling securities on behalf of the Corporation. Wanjun Xie is the officer of the issuer, and he will be participation in the sale of the security of issuer, but he isn't seemed to be brokers solely, because he is that: (1). Is not subject to a statutory disqualification, at the time of his participation; and (2). Is not compensated in connection with his participation by the payment of commissions or other remuneration based either directly or indirectly on transactions in securities; and (3). Is not at the time of his participation an associated person of a broker or dealer; and (4). Meets the conditions of any one of paragraph (4)(i), (ii), or (iii) of this section. (i) The associated person restricts his participation to transactions involving offers and sales of securities: (ii) The associated person meets all of the following conditions: (A) The associated person primarily performs, or is intended primarily to perform at the end of the offering, substantial duties for or on behalf of the issuer otherwise than in connection with transactions in securities; and (B) The associated person was not a broker or dealer, or an associated person of a broker or dealer, within the preceding 12 months; and (C) The associated person does not participate in selling an offering of securities for any issuer more than once every 12 months other than in reliance on paragraph (4)(i) or (iii) of this section, except that for securities issued pursuant to rule 415 under the Securities Act of 1933, the 12 months shall begin with the last sale of any security included within one rule 415 registration. (iii) The associated person restricts his participation to any one or more of the following activities: (A) Preparing any written communication or delivering such communication through the mails or other means that does not involve oral solicitation by the associated person of a potential purchaser; Provided, however, that the content of such communication is approved by a partner, officer or director of the issuer; (B) Responding to inquiries of a potential purchaser in a communication initiated by the potential purchaser; Provided, however, That the content of such responses are limited to information contained in a registration statement filed under the Securities Act of 1933 or other offering document; or (C) Performing ministerial and clerical work involved in effecting any transaction. Wanjun Xie's activities will meet the safe harbor provisions set out in Rule 3a4-1 under the Securities Exchange Act of 1934. 8. Wanjun Xie is the president of Lansdale Inc, at same time, Wanjun Xie is the president of the Corporation. Lansdale Inc. will continue to raise funds by any ways, and continue to support the Corporation by granting funds or making loans without interest. Then, the Corporation will continue to obtain the working capital, to driving the growth of the Corporation. Within two years, Lansdale Inc will try to raise funds from the individuals and the private companies. After two years, Lansdale Inc will continue to raise funds from the individuals and the private companies, at same time, Lansdale Inc will resale some shares of the Corporation or other companies' shares which Lansdale Inc will be holding. While the share's price of the Corporation will be less than $20/per shares, Lansdale Inc will have an obligation to support the Corporation. After the share's price of the Corporation will be more than $20/per shares, Lansdale Inc won't have an obligation to support the Corporation. The Corporation will try to raise funds in the future by some ways, to reduce the dependence on Lansdale Inc. The Corporation won't have any plan to issue additional stocks after this offering, so there aren't any dilution that would be absorbed by existing security holders. 9. The implications of your status as a shell company: (1). The Corporation is a shell company, and the Corporation is a reporting company, Shareholders must hold the restricted securities for at least one year, and then they can resale their restricted shares. (2). The Corporation has complied with the periodic reporting requirements of the Securities Exchange Act of 1934. (3). The number of equity securities which an affiliate may sell during any three-month period cannot exceed the greater of 1% of the outstanding shares of the same class being sold. (4). An affiliate's sales must be handled in all respects as routine trading transactions, and brokers may not receive more than a normal commission. (5). An affiliate must file a notice with the SEC on Form 144 if the sale involves more than 5,000 shares or the aggregate dollar amount is greater than $50,000 in any three-month period. The Underwriters' Compensation and the offering ExpensesNone! Description of Securities to be registered:The securities being offered hereby are Class A Common Share. 1. Outline briefly: (1). The security won't have dividend in the foreseeable future, exception that the Board of Directors or the majority shareholders will make a new decision for dividend; (2). The security aren't convertible; (3). The security won't need to set up a sinking fund; (4). The security won't need to be redeemed; (5). One share of the security has one voting right. (6). There is only one classification of the Board of Directors, and there isn't have the impact of such classification where cumulative voting is permitted or required; (7). When the Corporation will liquidate, the holders of the security have rights to share the residual properties; (8). The security won't have preemption rights; (9). Now, the Corporation don't have liability; (10). There isn't any restriction on alienability of the securities to be registered; (11). There isn't any provision discriminating against any existing or prospective holder of such securities as a result of such security holder owning a substantial amount of securities. 2. The rights of holders of such stock may not be modified otherwise than by a vote of a majority or more of the shares outstanding, voting as a class. 3. The security isn't a preferred stock. 4. There isn't the rights evidenced by, or amounts payable with respect to, the shares to be registered are, or may be, materially limited or qualified by the rights of any other authorized class of securities. 5. The decision of the majority shareholders would have an effect of delaying, deferring or preventing a change in control of the registrant and that would operate only with respect to an extraordinary corporate transaction involving the registrant (or any of its subsidiaries), such as a merger, reorganization, tender offer, sale or transfer of substantially all of its assets, or liquidation. 9 Back to Table of Contents Interests of Named Experts and Counsel1. Auditor: Rizwan Ahmed is an auditor of Rizwan Ahemd CPA P.C. , which is a Independent Registered Public Accounting Firm. Interests of experts: Auditing fees According the agreement between the Corporation and Blueville Inc, the auditing fees will be paid by Blueville Inc which is the managing company of the Corporation. 2. Legal Counsel: Law Office of Gang Zhou, ESQ is a legal counsel in outside of the corporation. Interests of experts: Legal service fees According the agreement between the Corporation and Blueville Inc, the legal service fees will be paid by Blueville Inc which is the managing company of the Corporation. Description of Business1. Exact corporate name: Achison Inc 2. State and date of incorporation: State: New York Date: December 29, 2014 3. Street address of principal office: 3906 main Street, 207, Flushing, NY11354 4. The Corporation is trading the spot gold and the spot silver. We buy the spot gold and the spot silver when the price of the spot gold and the spot silver is low. The physical gold and silver will be stored in the professional storages. We will sell the spot gold and the spot silver when the price of the spot gold and the spot silver is high. The price difference between buy and sell, subtract the trading fees and the custodian fees, will be the profit of the Corporation. All business of the Corporation is outside of U.S.A, and all trading is outside of U.S.A., but all unused fund is deposited in banks which is in U.S.A.. 5. The Corporation is using the BullionVault Service System to be the trading vehicle, to trade the spot gold and the spot silver. Brokerage fees: According the amount for purchasing and selling gold and silver in one year, the brokerage fees (trading commissions) are 0.5%-0.05% of the trading amount in each times. The discount will be started after the purchasing and selling amount will be more than $75,000. Share the trading commissions: If an old customer will introduce a new customer, the old customer will receive 25% of the trading commissions of the new customer. Because Achison Inc introduced a customer to BullionVault System, so Achison Inc can receive some share trading commissions. 6. BullionVault service: The BullionVault service is owned by Galmarley Limited, which is company number 4943684 registered in Great Britain at 12th Floor, Landmark House, Blacks Road, Hammersmith, London W6 9DP. BullionVault Service System: An electronic platform is used to trade the spot gold and the spot silver. The unused fund is deposited in a specified bank. The physical gold and silver will be stored in the professional storages in Singapore. Customers can use internet to control their account, and place their orders for buying and selling the spot gold and the spot silver. The Corporation use BullionVault Service System:The Corporation open an account in BullionVault Service System, and watch the price of the spot gold and the spot silver by their electronic platform. The unused fund is deposited in Wells Fargo Bank, N.A. (In U.S.A). The physical gold and silver will be stored in the professional storages in Singapore. We can use internet to control our account, and place our orders for buying and selling the spot gold and the spot silver. 7. Custodian for our spot gold and our spot silver: (1). Brink's Corporation: Address: 1801 Bayberry Court, Richmond, VA23226 Our spot gold are deposited in the Singapore gold pool of Brink's. Our spot silver are deposited in the Singapore silver pool of Brink's. (2). Loomis International (CH) AG Address: Gamla Brogatan 36-38, 2nd floor P.O. Box 702 SE-101 33 Stockholm Sweden Our spot gold are deposited in the Singapore gold pool of Loomis International. Our spot silver are deposited in the Singapore silver pool of Loomis International. 8. Custodian fees and insurance fees: Gold: 0.12% of the gold amount in each year, including insurance charge. The month's minimum amount is $4. Silver: 0.48% of the silver amount in each year, including insurance charge. The month's minimum amount is $8. 9. Regulation and safe of the gold and silver's warehouses: Loomis International and Brink's are independent professional bullion market vault operators and LBMA security transport companies. They have been selected by BullionVault to look after BullionVault gold and silver. Our vault operators send us bar lists evidencing what they hold in the vault for BullionVault. Every business day BullionVault publish these bar lists on the BullionVault website, and they also publish their custody lists daily. We can see our own holding, check our totals, and cross check the custody list totals directly to the bar lists. Someone has to have authority to instruct the vault operators on what to do with our bullion, and BullionVault's management has that authority. So we should be rightfully concerned that controls exist to prevent a dishonest BullionVault manager from authorizing a removal of gold or silver from the vault. Our bullions are insured. BullionVault is responsible for ensuring that the cover maintained by each vault operator is at least equivalent to the value of all the gold or silver that the vault operator holds on behalf of BullionVault Clients. BullionVault and its users have a right to expect both Loomis International and Brink's to perform their bullion custodian roles with due care and professionalism. This trust may be audited by both bullion market officials and the bar's owner. Within BullionVault our bullion is your outright property. 10. Custodian for our unused fund: Bank: Wells Fargo Bank, N.A. (In U.S.A) Mailing Address: PO Box 785997, Philadelphia, PA 19178-5997 11. Describe the industry in which we are participating: Gold and silver are international currency. Gold and silver market is a international market. The gold and silver can trade the spot gold, the spot silver, the futures gold and the future silver. Many factors can affect the price of the gold and silver. Gold and silver market is most close to the perfect competition in international market. 12. The trends within industry which we are participating: The supply-demand relationships, the political factors and the markets will affect the price of the gold and silver in gold and silver market. In recent, the trends within the industry: The price of Gold was going down, and the price of silver was going down. 13. Set forth the timing and size of results of our efforts which will be necessary in order for us to be profitable: In order for the Corporation to be profitable, we will study the supply-demand relationships, the political factors and the internationals markets in every day. it will be good to get opportunities for investing in the spot gold and the spot silver market. 14. The corporation's investment strategy for the spot gold and the spot silver investment is short term hold and trade, and tries to reduce any investing and trading risk. 15. The Corporation plan that more than 90% of the company's assets (excluding account receivable) will be invested in the trading for the spot gold and the spot silver. 16: How the Corporation plans to reduce its investing and trading risk: (1). We will always hold enough cash to against the risk factors when we are and will be trading the spot gold and the spot silver. (2). We won't use a leverage trading, a margin trading or a financial trading. We will always to use the own funds of the Corporation to trade the spot gold and the spot silver. (3). When the Corporation will be a micro-capital company or a small capital company, We can't avoid the risk that gold or silver will lose their financial features, and become the plain metals. When the Corporation will become a middle capital company and a big capital company, We will carry on the diversified management to avoid the risk that gold or silver will lose their financial features, and become the plain metals. 17. The Corporation plan that more than 90% of the company's assets (excluding account receivable) will be invested in the trading for the spot gold and the spot silver. Now, the Corporation is using its almost working capital to trading the spot gold and the spot silver. 18. The Corporation won't use any trading advisors. 10 Back to Table of Contents 19. Competitive business conditions and the smaller reporting company's competitive position in the industry and methods of competition: Gold and silver are international currency. Gold and silver's markets is an international markets. Relative to the Corporation, the spot gold markets and the spot silver markets will be big enough, so the Corporation's growth potential is unlimited. 20. Effect of existing or probable governmental regulations on the business: The spot gold trading and the spot silver trading isn't regulated by Commodity Exchange Act. The business of the Corporation is engaging trading the spot gold and the spot silver, so the businesses of the Corporation isn't regulated by by the U.S. Commodity Futures Trading Commission and the National Futures Association. The Corporation don't engage in trading the gold currencies and the silver currencies, the Corporation don't go in for the business of the gold reserve and the silver reserve, so its business isn't regulated by the Department of the Treasury and the Federal Reserve Board. US government don't regulate the trading for the spot gold and the spot silver. 21. Number of total employees and number of full-time employees. Number of total employees is one. Number of full-time employees is one. 22. Reports to security holders: (1). If we are not required to deliver an annual report to security holders, we will voluntarily send an annual report include audited financial statements to security holders; (2). We file reports with the Securities and Exchange Commission. We are a reporting company, and we will file Form S-1, Form 10-K, Form 10-Q, Form 8-K, Form 3, Form 4 and Form 5 and other information with the Commission; (3). The public may obtain information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330. The Commission maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the Commission and the address of that site (http://www.sec.gov). Our Internet address: http://www.xiewanjun.com Description of Property1. The Corporation doesn't have lands and buildings, such as plants, mines, oil, and gas. 2. The Corporation didn't purchase any real estate, equipments and patents. The Corporation didn't lease any real estate. The Corporation won't intents to acquire any real estate in the immediate future. 3. The Corporation made an Management Agreement with Blueville Inc. According the agreement, the Corporation will pay 10% income quarterly before taxes to Blueville Inc. Blueville Inc will charge a reasonable amount from these fund to be the managing fees, the remaining sum will be used to reward all employees. and then Blueville Inc will pay the managing expenditures, the office rent, the office supplement, the legal fees, the accounting fees and other service fees. The managing agreement won't be revoked by any one party. Wanjun Xie, who is the president of the Corporation, is the president of Blueville Inc also. Legal ProceedingsThe Corporation didn't have any past, pending or threatened litigation or administrative action which has had or may have a material effect upon the Corporation's business, financial condition, or operations, including any litigation or action involving the Corporation's officers, directors or other key personnel. Market for Common Equity and Related stockholder Matters1. Now, the Common Shares of the Corporation didn't trading in any exchange markets, and the Corporation didn't get a share's "Symbol". So the Corporation doesn't have a record for its common market price. 2. The Corporation doesn't have a dividend history. We have never declared or paid cash dividends on our capital stock. We currently intend to retain any future earnings for use in the operation of our business and do not intend to declare or pay any cash dividends in the foreseeable future. Any further determination to pay dividends on our capital stock will be made by our board of directors. 3. Record owners of 5 percent or more of any class of the equity securities of the Corporation: There aren't any class of the equity securities of the Corporation to be issued. 4. Beneficial owners of 5 percent or more of any class of the equity securities of the Corporation: There aren't any class of the equity securities of the Corporation to be issued. 11 Back to Table of Contents ACHISON INC FINANCIAL STATEMENTS (AUDITED) MARCH 31, 2017INDEPENDENT ACCOUNTANTS' AUDIT REPORTTo the Board of Directors and Shareholder(s) of Achison Inc. Flushing, NY I have audited the accompanying balance sheet of Achison Inc. as of March 31, 2017, and the related statement of income, retained earnings, and cash flows for the fiscal year then ended, and the related notes to the financial statements. The Company's management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. My responsibility is to express an opinion on these financial statements based on my audit. I conducted the audit in accordance with the standards of the Public Company Accounting Oversight Board (PCAOB) of the United States. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements to design audit procedures that are appropriate in the circumstances, but not for expressing an opinion on the effectiveness of the entity's internal control. Accordingly, I express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statement. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a reasonable basis for our audit opinion. In my opinion, the financial statements referred to previously present fairly, in all material respects, the financial position of Achison Inc. as of March 31, 2017, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. /s/Rizwan Ahemd CPA P.C. Rizwan Ahemd CPA P.C. New Hyde Park, NY June 28, 2017 12 Back to Table of Contents ACHISON INC BALANCE SHEETS (AUDITED) AS OF MARCH 31, 2017 ASSETS |