Annual Report (10-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One )

x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2012

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to _____________

Commission file number 333-163035

Hyperera, Inc.

(Name of small business issuer in our charter)

Nevada		7370		26-2007556
(State or other jurisdiction of incorporation or organization)		(Primary Standard Industrial Classification Code Number)		IRS I.D.

2316 S Wentworth Ave Chicago, IL		60616
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number: 312-842-2288

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.) Yes o No x

The aggregate market value of the Registrant’s Common Stock held by non-affiliates of the Registrant (based upon the closing price of the Registrant’s Common Stock as of June 30, 2012) was approximately $18,629 (based on 17,804,000 shares of common stock outstanding held by non-affiliates and a price of $.60 per share on such date). Shares of the Registrant’s Common Stock held by each executive officer and director and by each entity or person that, to the Registrant’s knowledge, owned 5% or more of the Registrant’s outstanding Common Stock as of June 30, 2012 have been excluded in that such persons may be deemed to be affiliates of the Registrant. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

The number of outstanding shares of Registrant’s Common Stock, $0.001 par value, was 38,204,000 shares as of March 31, 2013

TABLE OF CONTENTS

PART I

Item 1.	Description of Business	4
Item 2.	Description of Property	8
Item 3.	Legal Proceedings	8
Item 4.	Mine Safety Disclosures	8
Item 5.	Market for Common Equity and Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities	9
Item 6.	Consolidated Financial Data	10
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation	10
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 8.	Financial Statements	F-1
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosures	17
Item 9A.	Controls and Procedures	17
Item 9B.	Other Information	18
Item 10.	Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance with Section 16(a) of the Exchange Act	19
Item 11.	Executive Compensation	22
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	24
Item 13.	ItCertain Relationships and Related Transactions, and Director Independence.	25
Item 14.	Principal Accountant Fees and Services	28
Item 15.	Exhibits	29

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS AND INFORMATION

This Annual Report on Form 10-K, the other reports, statements, and information that we have previously filed or that we may subsequently file with the Securities and Exchange Commission, or SEC, and public announcements that we have previously made or may subsequently make include, may include, incorporate by reference or may incorporate by reference certain statements that may be deemed to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to enjoy the benefits of that act. Unless the context is otherwise, the forward-looking statements included or incorporated by reference in this Form 10-K and those reports, statements, information and announcements address activities, events or developments that Hyperera, Inc. (hereinafter referred to as “we,” “us,” “our,” “our Company” or “Hyperera”) expects or anticipates, will or may occur in the future. Any statements in this document about expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and are forward-looking statements. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “will continue,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “projection,” “would” and “outlook,” and similar expressions. Accordingly, these statements involve estimates, assumptions and uncertainties, which could cause actual results to differ materially from those expressed in them. Any forward-looking statements are qualified in their entirety by reference to the factors discussed throughout this document. All forward-looking statements concerning economic conditions, rates of growth, rates of income or values as may be included in this document are based on information available to us on the dates noted, and we assume no obligation to update any such forward-looking statements. It is important to note that our actual results may differ materially from those in such forward-looking statements due to fluctuations in interest rates, inflation, government regulations, economic conditions and competitive product and pricing pressures in the geographic and business areas in which we conduct operations, including our plans, objectives, expectations and intentions and other factors discussed elsewhere in this Report.

Certain risk factors could materially and adversely affect our business, financial conditions and results of operations and cause actual results or outcomes to differ materially from those expressed in any forward-looking statements made by us, and you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made and we do not undertake any obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. The risks and uncertainties we currently face are not the only ones we face. New factors emerge from time to time, and it is not possible for us to predict which will arise. There may be additional risks not presently known to us or that we currently believe are immaterial to our business. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. If any such risks occur, our business, operating results, liquidity and financial condition could be materially affected in an adverse manner. Under such circumstances, you may lose all or part of your investment.

The industry and market data contained in this report are based either on our management’s own estimates or, where indicated, independent industry publications, reports by governmental agencies or market research firms or other published independent sources and, in each case, are believed by our management to be reasonable estimates. However, industry and market data is subject to change and cannot always be verified with complete certainty due to limits on the availability and reliability of raw data, the voluntary nature of the data gathering process and other limitations and uncertainties inherent in any statistical survey of market shares. We have not independently verified market and industry data from third-party sources. In addition, consumption patterns and customer preferences can and do change. As a result, you should be aware that market share, ranking and other similar data set forth herein, and estimates and beliefs based on such data, may not be verifiable or reliable.

PART I

Item 1. Description of Business

General

Hyperera, Inc. is a Nevada corporation formed on February 19, 2008. The registered address is at 1955 Baring Blvd, Sparks, NV 89434. Hyperera, Inc. transacts its business in the U.S. located in the State of Illinois and has principal office at 2316 South Wentworth Avenue, Chicago, IL 60616.

On July 3, 2009, we established a wholly owned subsidiary, Hyperera Technologies (Beijing) Co., Limited, located at Suite 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.

Hyperera, Inc. is headquartered in 2316 South Wentworth Avenue, Chicago, IL 60616, USA. Our telephone number is 312-842-2288.

Business

Our business is sale of hardware and software and customization of clinical information system software for medical clinics and hospitals in China and throughout Asia. This business is conducted in China entirely through our wholly owned subsidiary, Hyperera Technologies (Beijing) Co., Limited. In the future, we may sell these products in North America and elsewhere in the world, in which case the sales in those areas will be made directly by us. We currently intend to sell only products of Beijing Chaoran as described below.

We sell, install, and customize the following Clinical Information System:

Surgery Anesthesia Clinic Management Software and Intensive Care Unit, or ICU, Management System

We have continued to encounter difficulties in marketing this product but our efforts are continuing. We have been involved in discussions with a large multi-national healthcare firm to secure their cooperation in our marketing efforts, but we do not now have and may never in the future have any agreement, commitment or understanding with them.

We also continue to explore other business ventures which may generate revenues in the future.

Product

Compared with Management-Oriented Information System, the Clinical Information System (CIS) is more important for the whole clinical information system. The collection, storage, presentation and processing of the patient's information is the center of the CIS, CIS is an information system which serve for doctors, nurses and the systems of Medical Laboratory. CIS mainly includes doctor workstation system, nursing system, laboratory information system (LIS), radioactive information system (RIS), surgery anesthesia information system, ICU management information system, cardiograph information system, Picture Archiving and Communication System (PACS) and some other biology information processing systems.

With CIS, the medical workers can find out the change of the patients’ state in time. At the same time, with such a powerful tool, the medical workers can establish a standard convention for diagnoses and treatments. Without CIS, the difference of treatment for the same disease will cause the increase of medical costs and the deviations of treatment results.

One basic function of clinic information system is that the medical workers can use CIS to find change of the patients’ state swiftly and exactly. At the same time, the medical workers and their management can measure the clinic quality and medical cost in the high level, build a reasonable criterion of quality control. Besides the relative data collection and analysis, it will also provide valuable and effective help to the science research work.

In CIS, operational monitoring and ICU need to supervise the status very closely, so the staff in operating room and ICU room should try effort to record the thing simply in order to increase nurse care and watch illness time. However, in the recording process, nothing of patient data can be missed. With computer technology, we can simplify the recording process of surgery and ICU. We can use computer to directly collect and store the data of operating room equipments and ICU room equipments (such as respirator, monitor, anesthetic apparatus, and blood gas analyzer). At the same time, all kinds of life data and care data of ICU and operating room can be exchanged with clinical information system. So the staff in operating room and ICU room can integrate all kinds of clinic information to immediately and momentarily decide how to care and treat patients.

Distribution Agreement

The Clinical Information System of we sell was developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”). It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment. Beijing Chaoran is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China. Beijing Chaoran is a Chinese Technology company owned 100% by Mr.Liancheng Li, the father of our Chairman Zhi Yong Li.

We signed a three-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement. Beijing Chaoran is the exclusive supplier of the products Hyperera sells. The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions. Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of Beijing Chaoran’s total purchase cost if Beijing Chaoran resell to Hyperera.

For the year 2010, the total hardware sales was $162,840, there was no software sold in 2010.

For the year 2012 and 2011, the company had no hardware and software revenue incurred.

The total hardware sales were $228,858 for cumulative period from February 19, 2008 (Date of Inception) through December 31, 2012, and there was no CIS software sold and installed as of December 31, 2012 and 2011.

Market and Marketing

Our target customers are the hospitals that have surgery room and ICU or Critical Care Unit (CCU) department, no matter the hospital’s size. For the near future, the primary target customers are provincial hospitals and some city hospitals in the developed regions.

Our products are sold directly by our officers, directors and employees to customers and potential customers. We locate these customers primarily by personal contacts or referrals.

Our Competition and Our Market Position

Competition within the clinical information system industry is intense. We compete with both large scale state-owned enterprises and smaller scale private companies. In addition, we also face competition from international clinical information system resellers directly. Many of our competitors have substantially greater financial, marketing, personnel and other resources than we do.

Our major competitors in the clinical information system industry are Microsoft Healthcare Solutions, GE Healthcare, Oracles. In China, our major competitors are Beijing Medical Systems Co, Ltd., Beijing Wanbo Eastern Software Engineering Co., Ltd., China MPSoft Co., Ltd., EKIT Softwares, etc. We are a very small competitor in the industry.

We compete with these and other suppliers based upon our competitive products, low cost operation and marketing strategies, simplicity of the method of information collection and entry, flexible visual information analysis, integrated with medical management modes, integral design to ensure the continuity of the system, integration capacity with existing management system, standardized implementation, our new development and upgrade, and our professional IT service team and marketing team to serve our clients with their customized needs.

Research and Development

We have not incurred research and development expenses in the last fiscal year.

Our Intellectual Property

We have no intellectual property.

Regulatory Environment

China is transitioning from a planned economy to a market economy. While the Chinese government has pursued economic reforms since its adoption of the open-door policy in 1978, a large portion of the Chinese economy is still operating under five-year plans and annual state plans. Through these plans and other economic measures, such as control on foreign exchange, taxation and restrictions on foreign participation in the domestic market of various industries, the Chinese government exerts considerable direct and indirect influence on the economy. Many of the economic reforms carried out by the Chinese government are unprecedented or experimental, and are expected to be refined and improved. Other political, economic and social factors can also lead to further readjustment of such reforms. This refining and readjustment process may not necessarily have a positive effect on our operations or future business development. Our operating revenues may be reduced by changes in China's economic and social conditions as well as by changes in the policies of the Chinese government, such as changes in laws and regulations (or the official interpretation thereof), measures which may be introduced to control inflation, changes in the interest rate or method of taxation, and the imposition of additional restrictions on currency conversion.

China’s legal system is a civil law system. Unlike the common law system, the civil law system is based on written statutes in which decided legal cases have little value as precedents. In 1979, China began to promulgate a comprehensive system of laws and has since introduced many laws and regulations to provide general guidance on economic and business practices in China and to regulate foreign investment. Progress has been made in the promulgation of laws and regulations dealing with economic matters such as corporate organization and governance, foreign investment, commerce, taxation and trade. The promulgation of new laws, changes of existing laws and the abrogation of local regulations by national laws could have a negative impact on our business and business prospects. In addition, as these laws, regulations and legal requirements are relatively recent, their interpretation and enforcement involve significant uncertainty.

We are subject to many general regulations governing business entities and their behavior in China. In particular, we are subject to laws and regulations covering the sale of medical related hardware and software. Such regulations typically deal with testing against manual records, licensing, approvals and permits by the Ministry of Health. In addition, each medical facility will run a test against manual records to validate that our software produces comparable results. We have passed all tests and received all required certifications and permits to sell our products.

Any change in regulations may make our products more or less available on the market. Such changes may have a positive or negative impact on the sale of our products and may directly impact the associated costs in compliance and our operational and financial viability.

Because we are a wholly foreign owned enterprise, we are subject to the law on foreign investment enterprises in China, and the foreign company provisions of the Company Law of China, which governs the conduct of our wholly owned subsidiary and its officers and directors. Additionally, we are also subject to varying degrees of regulations and permit system by the Chinese government.

Future Wastewater Treatment Business

We are continuing to evaluate a new line of business: A project to purify the wastewater from varieties industries, such as biochemical, aquaculture and food processing and brewing. However, in the first stage, we will focus on pesticide wastewater processing. Although we have held discussions with potential clients, we have no contracts, agreements or commitments to sell any equipment or provide any services in this line of business as of the date of this Report. Our current thinking is that we may decide to discontinue pursuing this line of business in the near future because we don’t think it may be viable for us to proceed.

Our Employees

We have the following employees:

Full time:

Operations – 4

Management – 1

Sales – 4

Other [Software Engineer] – 1

We have no collective bargaining agreement with our employees. We consider our relationship with our employees to be excellent.

Additional Information

We are a public company and file annual, quarterly and special reports and other information with the SEC. We are not required to, and do not intend to, deliver an annual report to security holders. You may read and copy any document we file at the SEC’s public reference room at 100 F Street, N.E., Washington, D.C. 20549. You can request copies of these documents by writing to the SEC and paying a fee for the copying cost. Please call the SEC at 1-800-SEC-0330 for more information about the operation of the public reference room. Our filings are also available, at no charge, to the public at http://www.sec.gov .

Item 2. Description of Property

We rent the following properties:

Hyperera Technology (Beijing) Co., Ltd. (started on July 3, 2009)

	o	Address: City/State/Zip ： is located at No. 17 Dongsanhuan Routh Rd., Kingwing Tower, Suite 11A, Block B, Chaoyang District, Beijing, China 100021
	o	Number of Square Feet: 1200 Square Feet

	o	Name of Landlord: Beijing Kingwing Tower Real Estate Management Co., Ltd.
	o	Term of Lease: One Year, renewed （ from July , 2010 to March 24, 2012 ）

	o	Monthly Rental: RMB 17,552
	o	Adequate for current needs: √ Yes
		Term of Lease: One Year, renwed （ from March , 2012 to March 25, 2013 ）
		Monthly Rental: RMB 20,742.77

Effective on July 1, 2009, Hyperera Technologies (Beijing) Co., Limited entered into an office lease agreement for one year, renewable term with Kingwing Real Estate Co., Ltd’, the current monthly rent is RMB 17,552. The lease was signed right after the Hyperera Technologies (Beijing) Co., Limited was established in July 2009. The lease was part of approving process for setting up Hyperera Technologies (Beijng). And the lease secures the Company with a relatively stable location at central Beijing which may benefit the Company’s overall operation, marketing and financing activities. We believe that secure a renewable lease term may affects on our operation and such factor may be significant.

Hyperera, Inc.

	o	Address: City/State/Zip ： is located at 2316 S. Wentworth Ave, Chicago, IL 60616
	o	Number of Square Feet: 350 Square Feet

	o	Name of Landlord: Simon Bai
	o	Term of Lease: Three year from March 1, 2012 to Feb 28,2014 (renewable)

Monthly Rental: $600.00

We do not intend to renovate, improve, or develop properties. We are not subject to competitive conditions for property and currently have no property to insure. We have no policy with respect to investments in real estate or interests in real estate and no policy with respect to investments in real estate mortgages. Further, we have no policy with respect to investments in securities of or interests in persons primarily engaged in real estate activities.

Item 3. Legal Proceedings

We are not a party to any material legal proceedings nor are we aware of any circumstance that may reasonably lead any third party to initiate material legal proceedings against us.

Item 4. Mine Safety Disclosures

None

PART II

Item 5. Market for Common Equity and Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities

Trading History

Our common stock is quoted on the Over-The-Counter Bulletin Board under the symbol “HYRR.”

(HYRR was effective in July 2010)

	Bid Information*
Financial Quarter Ended	High Bid		Low Bid
December 31, 2012		0.50		0.25
September 30, 2012		0.50		0.15
June 30, 2012		0.60		0.20
March 31, 2012		0.50		0.25
December 31, 2011		0.51		0.25
September 30, 2011		0.60		0.25
June 30, 2011		0.60		0.40
March 31, 2011		0.50		0.15

* The quotation do not reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.

Dividends

We have never declared or paid any cash dividends on our common stock. For the foreseeable future, we intend to retain any earnings to finance the development and expansion of our business, and we do not anticipate paying any cash dividends on our common stock. Any future determination to pay dividends will be at the discretion of the Board of Directors and will be dependent upon then existing conditions, including our financial condition and results of operations, capital requirements, contractual restrictions, business prospects and other factors that the Board of Directors considers relevant.

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, prohibit us from declaring dividends where, after giving effect to the distribution of the dividend:

we would not be able to pay our debts as they become due in the usual course of business; or

our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of stockholders who have preferential rights superior to those receiving the distribution, unless otherwise permitted under our articles of incorporation.

Item 6. Selected Consolidated Financial Data

Not required.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation

Overview

Existing Business

Our business is sale of hardware and software and customization of clinical information system software for medical clinics and hospitals in China and throughout Asia. We have been developing our infrastructure to begin to marketing the clinical information system software and hardware. We have generated no hardware sales revenues for the three months period ended September 30, 2012, and cumulative revenue of $228,858 from date of inception February 19, 2008 to September 30, 2012. There were no software sales revenues been generated as of September 30, 2012.

The Clinical Information System was developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”). It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment. Beijing Chaoran is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China. Beijing Chaoran is a Chinese Technology company owned 100% by Mr.Liancheng Li, the father of our Chairman Zhi Yong Li.

We signed a three-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement. Beijing Chaoran is the exclusive supplier of the products Hyperera sells. The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions. Specifically, the selling price for Beijing Chaoran is determined by total actua l cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of Beijing Chaoran’s total purchase cost if Beijing Chaoran resell to Hyperera.

Our operations depend heavily on the continuation of our distribution agreement with Beijing Chaoran. The agreement with Beijing Chaoran is for a term of three years commencing March 1, 2009, subject to earlier termination upon terms described in the Agreement. Although we believe such events are not likely, if they were to occur, we may not be able to find alternative suppliers if the agreement is terminated or not renewed which could reduce our revenues or cause us to cease operations.

Future Wastewater Treatment Business

Emerging Growth Company

We are an “emerging growth company” (“EGC”) that is exempt from certain financial disclosure and governance requirements for up to five years as defined in the Jumpstart Our Business Startups Act (“the JOBS Act”), that eases restrictions on the sale of securities; and increases the number of shareholders a company must have before becoming subject to the U.S. Securities and Exchange Commission’s (SEC’s) reporting and disclosure rules (See “Emerging Growth Companies” section above). We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the Jobs Act, that allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.

Results of Operations

For the year ended December 31, 2012 vs. December 31, 2011.

Revenue

For the year ended December 31, 2012, and 2011 the Company had $ 0.00 revenue for hardware sales.

For the years ended December 31, 2012, and 2011, there were no software sales.

Cost of Revenue

All the products sold were purchased from Beijing Chaoran. For the year ended December 31, 2012, and 2011, the Company incurred zero cost of goods sold.

For the years ended December 31, 2012, and 2011, there was no software cost of goods sold incurred.

Expense

For the year ended December 31, 2012, the Company incurred selling, general and administrative expenses and depreciation expense of $358,831. The primary expenses were professional fees of $183,372 related to legal, consulting, accounting and audit fees, and SEC filings; rental expense of $44,022; travel expense of $13,805; and payroll expense of $68,284.

For the year ended December 31, 2011, the Company incurred selling, general and administrative expenses and depreciation expense of $241,338. The primary expenses were professional fees of $46,929 related to legal, accounting and audit fees; rental expense of $39,245; travel expense of $18,005; office supplies of $ 15,390; and payroll expense of $77,021.

The increase of selling, general and administrative expenses in 2012 vs. 2011 was due to the increase of payroll expenses and professional fees as the increase activities at marketing and financing activities. The Company is still development stage enterprise and needs to secure financing activities to survive the business. And the Company was in the progress of building up the network relations and promotion of Hyperera’s name and its products. Accordingly, the Company incurred significant increase of overall selling, general and administrative expenses in 2012 vs. 2011.

Income Taxes

The Company had accumulated net loss of $596,012 at December 31, 2012. There were no income taxes.

Net Loss

For year ended December 31, 2012, the Company had net loss of $200,249; for year ended December 31, 2011, the Company incurred net loss of $114,285. At December 31, 2012, the Company had accumulated net loss of $596,012 for cumulative period from February 19, 2008 (Date of Inception) through December 31, 2012.

Commitments and Contingencies

Our Company is still a development stage enterprise, and we continue to expend our efforts in our marketing to sell our software. However, we have met unanticipated significant market resistance to our software because its current technological stage of development. Further, due to most of our potential customers are state-owned hospitals, we incurred significant difficulty to go though the lengthy governmental approval process. We continue to explore methods to improve our product and remedy this situation, but also have started looking for opportunities to develop other profit areas to respond to shareholders’ investment expectations.

In 2012, we discussed with Greensaver Corporation, located in 8 North Yangzijinag Rd, Ningbo, Zhejiang, China, an energy-saving silicon battery manufacturer. We initially engaged in discussions concerning joint venture with Greensaver Corporation. We have no current binding contract, agreement or commitment to acquire an interest in this or any other company or to set up such a joint venture. Due to Greensaver Corporation is at reorganization under the local Chinese Environmental protection laws, the discussion of joint venture was discontinued and will no longer pursue the joint venture with Greensaver Corporation.

On April 15, 2012, the Company through its subsidiary Hyperera Technology (Beijing) Co., Ltd. signed a loan agreement with Greensaver Corporation, to advance a loan amount of $1,538,462 [10,000,000 RMB] at annual interest rate of 10%. The loan agreement was amended on March 2013 to provide for a monthly payment of $80,645 starting July 1, 2013 and continuing until the loan is paid off by July 2015. Due to the reorganization of the Greensaver Corporation, the risk of default for our loan to Greensaver is high. If the loan is at default by Greensaver, our Company may have going concern.

Loans to Related Party Supplier- Beijing Chaoran

From October to December 2010, the Company advanced short-term loans of $995,836 as of December 31, 2011 to supplier, Beijing Chaoran. The interest rate was agreed at annual rate of 3.0%, the accrued interest receivables were $3,127. The repayment terms were upon demand as request by the Company.

From January to March 31, 2012, the Company advanced additional short-term loans of $747,500 to supplier, Beijing Chaoran. The interest rate was estimated at annual rate of 3%, the accrued interest receivables were $9,273.

On April 15, 2012, Beijing Chaoran repaid the loan amount of $1,538,462 to the Company; the Company signed a loan agreement with unrelated party Greensaver Corporation to advance loan amount of $1,538,462 at annual interest rate of 10%.

As of December 31, 2012, the balances of loan amount to Related Party Supplier-Beijing Chaoran is $5,873 the interest incomes from Beijng Chaoran were based on annual interest rate of 3%.

Loans to Greensaver Corporation

On April 15, 2012, the Company through its subsidiary Hyperera Technology (Beijing) Co., Ltd. signed a loan agreement with unrelated party Greensaver Corporation to advance a loan amount of $1,538,462 [10,000,000 RMB] at annual interest rate of 10%. The loan agreement was amended on March 2013 as follows:

The status of our relationship with Greensaver Corporation as of March 31, 2013 is as follows:

(1) The loan agreement was amended and extended to July 31, 2015;

(2) Hyperera is no longer pursue the joint venture with Greensaver Corporation ;

(3) Because Greensaver is incapable to repay the loan, the loan amount plus interest was paid only once at January 2013 for total RMB 500,000 by Greensaver as of today. The loan agreement was amended on March 2013 to provide for a monthly payment of $80,645 starting July 1, 2013 and continuing until the loan is paid off by July 2015.

Liquidity and Capital Resources

Hyperera, Inc

	At December 31		At December 31
	2012		2011

Current Ratio		29.75		18.39
Cash	$	34,896	$	113,597
Working Capital	$	1,788,205	$	1,981,777
Total Assets	$	1,877,954	$	2,131,478
Total Liabilities	$	63,118	$	115,934

Total Equity	$	1,814,836	$	2,015,544

Total Debt/Equity		0.03		0.06

Current Ratio = Current Asset / Current Liabilities
Working Capital = Current Asset - Current Liabilities

The Company had cash and cash equivalents of $113,597 at December 31, 2011 and the working capital of $1,981,777, and cash and cash equivalent of $34,896 at December 31, 2012 and the working capital of $1,788,205.

The Company hopes to raise money from selling its securities in the future although there is no assurance that the Company will be successful or can generate sufficient cash flow from operations, if any, to cover its operating expensed for the next 12 months or to fund capital expenditure requirements for future business ventures, if any.

Our independent auditor has indicated that there is substantial doubt about our ability to continue as a going concern. The Company’s short-term loan to the company Greensaver Corp. may raise substantial doubt about its ability to carry out its operational business plan and cause significant uncertainty about its cash flows immediately, such borrows or withdraws may raise substantial doubt about the Company’s ability to continue as going concern immediately. There is no guarantee that the Company will be able to raise enough capital or generate revenues to sustain its operations and carry out its business plan. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate revenue or secure financing, then the Company may be required to cease or curtail its operation.

Shareholder’s Equity

The Company had total equity of $1,814,836 at December 31, 2012, and $2,015,544 at December 31, 2011, respectively.

On February 19, 2008, , the Company issued 20,000,000 shares to three founders of the Company, Zhiyong Li, Wei Wu, and Huitao Zhou at $0.001 per share or $20,000 for initial capital (stock subscription receivable). On March 31, 2008, the Company issued total 5,200,000 shares to 52 shareholders at $0.03 per share or $156,000 for common stock (stock subscription receivable). On April 28, 2008, the Company issued additional 1,400,000 shares to 14 shareholders at $0.03 per share or $42,000 for common stock (stock subscription receivable). On July 20, 2008, additional 1,200,000 shares were issued to 7 shareholders at $ 0.03 per share, and the total proceeds of $36,000 were received.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $4,170.

At December 15, 2009, additional 60,000 shares were issued to 3 shareholders, Baozhong Fu, Long Zhang, and Xuefeng Zhang, Chinese citizens, at $ 0.20 per share, and the total proceeds of $12,000 were received.

On September 10, 2010, additional 2,030,000 shares were issued to 79 shareholders, Chinese citizens, at $ 0.20 per share or $ 406,000 for common stock (stock subscription receivable). On December 15, 2010, additional 5,855,000 shares were issued to 70 shareholders at $0.20 per share for $1,171,000. On December 31, 2011, additional 100,000 shares were issued to Mr. Jing Li for financial consulting services at $0.20 per share for $20,000. Therefore, as of December 31, 2011, the Company has a total of 35,984,000 shares were issued and outstanding.

At January 1, 2011, 50,000 shares were issued to one shareholder at $0.20 per share for $10,000. On March 31, 2011, additional 1,660,000 shares were issued to 13 shareholders, Chinese citizens at RMB 1.40 per share, equivalent at USD $0.2153 per share for RMB 2,324,000. At May 1, 2011, 210,000 shares were issued to 8 shareholders at $0.30 per share for $63,000. At June 30, 2011, 200,000 shares were issued to one shareholder at $0.20 per share for $40,000 which was stock subscription receivable as of June 30, 2011.

At July 15, 2011 100,000 shares were issued to one shareholder at $0.45 per share, total proceeds of $45,000 were received on July 2012.

There were no new shares issued during 2012. Therefore, as of December 31, 2012, the total outstanding common shares were 38,204,000.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Not required.

Item 8. Financial Statements

HYPERERA, INC.

(A Development Stage Enterprise)

Audited Financial Statements

As of December 31, 2012, and 2011

F-1

Table of Contents

Independent Auditor’s Report on the Financial Statements			F-3

Consolidated Balance Sheet			F-4

Consolidated Statement of Loss			F-5

Statement of Shareholders Equity			F-6

Consolidated Statement of Cash Flow			F-7

Notes to Consolidated Financial Statements			F-8

Exhibit A			F-21

F-2

Independent Registered Public Accounting Firm’s Auditor’s Report on the Consolidated Financial Statements

Board of Directors and Shareholders of Hyperera, Inc.

We have audited the accompanying consolidated balance sheets of Hyperera, Inc. as of December 31, 2012, 2011, and the related consolidated statements of loss, shareholders’ equity, and cash flows for the year 2012, 2011, and the cumulative period from February 19, 2008 (date of inception ) through December 31, 2012. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit.

We conducted our audit in accordance with auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hyperera, Inc. as of December 31, 2012, 2011, and the results of its operations and their cash flows for the year 2012, 2011, and the cumulative period from February 19, 2008 (date of inception) through December 31, 2012 in conformity with accounting principles generally accepted in the United States of America.

As discussed in Note E, The Company’s short-term loan to the company Greensaver Corp. may raise substantial doubt about it’s ability to carry out it’s operational business plan and cause significant uncertainty about its cash flows immediately, such borrows or withdraws may raise substantial doubt about the Company’s ability to continue as going concern immediately. There is no guarantee that the Company will be able to raise enough capital or generate revenues to sustain its operations and carry out its business plan. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate revenue or secure financing, then the Company may be required to cease or curtail its operation.

/s/ Enterprise CPAs, Ltd.

Enterprise CPAs, Ltd.

Chicago, IL

May 10, 2013

F-3

HYPERERA, INC

(A Development Stage Enterprise)

CONSOLIDATED BALANCE SHEETS

	December 31			December 31
	2012			2011
ASSETS
Current assets:
Cash and cash equivalents	$	34,896		$	113,597
Total Current Assets	$	34,896		$	113,597

Other current assets:
Prepaid Expenses	$	13		$	-
Accurred interest		272,079			129,663
Loans to Greensaver Corp		1,538,462			1,538,462
Loans to related supplier		5,873			315,989
Total Other Current Assets	$	1,816,427		$	1,984,114

Fixed assets:
Furniture & Equipment, Net	$	26,631		$	33,767
Total Fixed Assets	$	26,631		$	33,767

TOTAL ASSETS	$	1,877,954		$	2,131,478

LIABILITIES & EQUITY
Current liabilities:
Account payable	$	28,200		$	3,000
Loan from shareholders		32,753			7,886
Loan from others		2,165			-
Payroll liabilitities		-			5,048
Prepaid for stock purchase		-			100,000
Total current liabilities	$	63,118		$	115,934

Stockholders' Equity:
Common stock, $0.001 par value;
200,000,000 shares authorized;
38,204,000 shares issued and outstanding.	$	38,204		$	38,204
Paid-in capital		2,344,364.00			2,344,364.00
Deficit accumulated during the development stage		(596,012.00	)		(395,763.00	)
Accumulated other comprehensive income (loss)		28,280.00			28,739.00
Total stockholders' equity	$	1,814,836		$	2,015,544
TOTAL LIABILITIES & EQUITY	$	1,877,954		$	2,131,478

F-4

HYPERERA, INC

(A Development Stage Enterprise)

CONSOLIDATED STATEMENTS OF LOSS

	Year Ended December 31, 2012			Year Ended December 31, 2011			Cumulative from February 19, 2008 (Date of Inception) Through December 31, 2012

Revenues	$	-		$	-		$	228,858
Cost of Goods Sold		-			-		$	207,998
Gross Profit	$	-		$	-		$	20,860
Operating expenses:
Research and development	$	-		$	-		$	-
Selling, general and administrative expenses		346,404			233,082			884,330
Depreciation and amortization expenses		12,427			8,256			21,663
Total Operating Expenses	$	358,831		$	241,338		$	905,993
Operating Loss	$	(358,831	)	$	(241,338	)	$	(885,133	)
Investment income, net	$	158,849		$	127,053		$	289,388
Interest Expense, net	$	267		$	-		$	267
Loss before income taxes	$	(200,249	)	$	(114,285	)	$	(596,012	)
Income tax expense	$	-		$	-		$	-
Net loss	$	(200,249	)	$	(114,285	)	$	(596,012	)
								-
Net loss per common share- Basics	$	-		$	(0.00	)	$	(0.01	)
Net loss per common share- Diluted	$	-		$	(0.00	)	$	(0.01	)

Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments		(459	)		6,178			28,280
Other comprehensive income (loss)	$	(459	)	$	6,178		$	28,280
Comprehensive Income (Loss)	$	(200,708	)	$	(108,107	)	$	(567,732	)

F-5

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF STOCKHOLDERS EQUITY

The Period February 19, 2008 ( Date of Inception) through December 31, 2012

							Deficit
							Accumulated			Accumulated
					Additional		During the			Other			Total
	Common Stock				Paid-in		Development			Comprehensive			Stockholders'
	Shares		Amount		Capital		Stage			Income (Loss)			Equity

Balance, December 31, 2008		27,939,000	$	27,939	$	230,231	$	(51,611	)	$	(311	)	$	206,248

Balance, December 31, 2009		27,999,000	$	27,999	$	242,171	$	(90,244	)	$	(453	)	$	179,473

Issuance of common stocks
to shareholders @0.20 per
share on September 30, 2010		2,030,000	$	2,030	$	403,970							$	406,000

Issuance of common stocks
to shareholders @0.20 per share
on December 31, 2010		5,955,000	$	5,955	$	1,185,045							$	1,191,000

Adjustment for Rate Exchange										$	23,014		$	23,014

Net loss for the period
ended December 31, 2010							$	(191,234	)				$	(191,234	)
Balance, December 31, 2010		35,984,000	$	35,984	$	1,831,186	$	(281,478	)	$	22,561		$	1,608,253

Issuance of common stocks
to shareholders @0.2 per
share on January 1, 2011		50,000	$	50	$	9,950							$	10,000

Issuance of common stocks
to shareholders @0.2153 per
share on March 31, 2011		1,660,000	$	1,660	$	355,738							$	357,398

Issuance of common stocks
to shareholders @0.30 per
share on May 1, 2011		210,000	$	210	$	62,790							$	63,000

Issuance of common stocks
to shareholders @0.20 per share
on June 30, 2011		200,000	$	200	$	39,800							$	40,000

Issuance of common stocks
to shareholders @0.45 per share
on July 1, 2011		100,000	$	100	$	44,900							$	45,000

Adjustment for Rate Exchange										$	6,178		$	6,178

Net loss for the period
ended December 31, 2011							$	(114,285	)				$	(114,285	)
Balance, December 31, 2011		38,204,000		38,204		2,344,364		(395,763	)		28,739			2,015,544

Adjustment for Rate Exchange										$	(459	)	$	(459	)

Net loss for the period
ended December 31, 2012							$	(200,249	)				$	(200,249	)
Balance, December 31, 2012		38,204,000		38,204		2,344,364		(596,012	)		28,280			1,814,836

F-6

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF CASH FLOWS

							Cumulative from
							Februaty 19, 2008
	Year Ended			Year Ended			(Date of Inception) to
	December 31			December 31			December 31,
	2012			2011			2012
Operating Activities:
Net loss	$	(200,249	)	$	(114,285	)	$	(596,012	)

Adjustments to reconcile net income to net cash provided
by operating activities:
Non-cash portion of share based legal fee expense		-			-			4,170
Non-cash portion of share based consulting fee expense		-			-			20,000
Depreciation expense		12,427			8,255			21,662
Acurred interest receivable		(142,416	)		(126,536	)		(272,079	)
Prepaid expenses		(13	)		-			(13	)
Loans Greensaver Corp		-			(1,538,462	)		(1,538,462	)
Loans to related supplier		310,116			679,847			(5,873	)
Loan to shareholders		2,700			-			2,700
Loan from others		2,165			-			2,165
Account payable		25,200			2,400			28,200
Payroll liabilities		(5,048	)		1,077			-
Loan from shareholders		22,167			6,901			30,053
Net cash provided by operating activities	$	27,049		$	(1,080,803	)	$	(2,303,489	)

Investing Activities:
Furniture & Equipment, Net	$	(5,291	)	$	(16,873	)	$	(48,293	)
Net cash provided by investing activities	$	(5,291	)	$	(16,873	)	$	(48,293	)

Financing Activities:
Proceeds from issuance of common stock	$	-		$	515,398		$	2,358,398
Prepaid for stock purchase		(100,000	)		100,000			-
Net cash provided by financing activities	$	(100,000	)	$	615,398		$	2,358,398

Effect of Exchange Rate on Cash	$	(459	)	$	6,178		$	28,280
Net increase (decrease) in cash and cash equivalents	$	(78,701	)	$	(476,100	)	$	34,896
Cash and cash equivalents at beginning of the year	$	113,597		$	589,697		$	-
Cash and cash equivalents at end of year	$	34,896		$	113,597		$	34,896

Supplemental schedule of non-cash investing and financing activities:
Common stock issued pursuant to stock subscription receivable				$	-		$	-

F-7

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE A- BUSINESS DESCRIPTION

Hyperera, Inc. (the “Company”), incorporated under the laws of Nevada on February 19, 2008. Hyperera, Inc. operates its business in the U.S. as Hyperera USA, Inc. the Company’ s wholly owned branch located in the State of Illinois and has principal office at 2316 South Wentworth Avenue, Chicago, IL 60616.

In addition to the U.S. operation, the Company had one representative office in China, which was established on April 2, 2008; the representative office was closed effective on July 1, 2009. In order to developing and operating more efficiently, at the mean time, Hyperera, Inc established a subsidiary Hyperera Technology (Beijing) Co, Ltd in China in July 3, 2009 to replace the representative office to conduct and operate the business of trading services, distribution, and marketing of the surgery anesthesia clinic management software and ICU management system software and hardware system in Asia.

Hyperera Technology (Beijing) Co, Ltd, as the wholly owned subsidiary, is registered on July 3, 2009 in China. Hyperera Technology (Beijing), Ltd is located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.

Hyperera, Inc. is headquartered in 2316 South Wentworth Avenue, Chicago, IL 60616, USA. The telephone number is 312-842-2288.

Hyperera Inc is a high-tech enterprise specialized in the surgery anesthesia clinic management software and intensive care unit (ICU) management system, control software research, development, software maintenance, upgrade and services. Our business is the sale of the surgery anesthesia clinic management software and ICU management system in Asia, and North America.

The surgery anesthesia clinic management software and ICU management system software is developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”). It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment. Beijing Chaoran Chuangshi Technology Co. is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China. On March 1 st , 2008, Hyperera, Inc. signed a long-term distribution agreement with Beijing Chaoran Chuangshi Technology Co. Beijing Chaoran Chuangshi Technology Co is a Chinese Technology company owned 100% by Mr.Liancheng Li, a Chinese national, the founder of the company.

F-8

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B – SIGNIFICANT ACCOUNTING POLICIES

Basis of accounting

The financial statements reflect the assets, revenues and expenditures of the Company on the accrual basis of accounting. The Company’s fiscal year end is December 31.

Principles of Consolidation

The consolidated financial statements of the Company include the accounts of Hyperera, Inc., and Hyperera Technology (Beijing) Co.., Ltd. All significant intercompany balances and transactions have been eliminated in consolidation

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect certain amounts reported in the financial statements and disclosures. Accordingly, actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of December 31, 2012 and 2011, there were $34,896 and $113,597 cash and cash equivalents respectively.

Foreign Currency Translation

The Company has determined the United States dollars to be its functional currency for Hyperera USA, Inc ; People’s Republic of China Chines Yuan Renminbi to be its functional currency in Hyperera BeiJing office. Assets and liabilities were translated to U.S. dollars at the period-end exchange rate. Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year. Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.

Stock-Based Compensation

The Company accounts for stock issued for services using the fair value method. In accordance with FASB ASC 505, the measurement date of shares issued for services is the date at which the counterparty’s performance is complete.

F-9

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Property, Plant, and Equipment Depreciation

Property, plant, and equipment are stated at cost. Depreciation is being provided principally by straight line methods with mid-month convention over the estimated useful lives of the assets. As of December 31, 2012, the net fixed assets were $26,631 in the Company’s balance sheets as of December 31, 2012. The straight line depreciation methods over 7 years for furniture and 5 years for computers were used to calculate depreciations.

Net Loss Per Common Share

Basic EPS is computed by dividing the income (loss) available to Common Shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted-average number of shares of common stock and common stock equivalents outstanding during the periods.

The Company only issued one type of shares, i.e., common shares only. There is no other type of securities issued. Accordingly, the diluted net loss and basic net loss per common share are the same.

Concentration of credit risk

The Company maintains its cash in bank accounts which, at times, may exceed the federally insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash.

Loans to Greensaver Corporation

On April 15, 2011, the Company signed a loan agreement with un-related party Greensaver Corporation to advance loan amount of $1,538,462 at annual interest rate of 10%. The loan term is for short-term of 6 months, and renewable. As of December 31, 2012, the Company has $272,079 accrued interest receivable from Greensaver Corporation. Greensaver Corporation is a silicon battery manufacturer located in 8 North Yangzijinag Rd, Ningbo, Zhejiang, China. The Company is in reorganization under the local Chinese laws.

F-10

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenue Recognition

I n accordance with the FASB ASC 985-605-25-3 Software Revenue Recognition if the arrangement does not require significant production, modification, or Customization of software, revenue shall be recognized when all of the following criteria are

a. Persuasive evidence of an arrangement exists (paragraphs 985-605-25-15 through 25-17).

b. Delivery has occurred (paragraphs 985-605-25-18 through 25-29).

c. The vendor’s fee is fixed or determinable (see paragraphs 985-605-25-30 through 25-40).

d. Collectability is probable (paragraphs 985-605-25-13 through 25-14 and 985-605- 25-30 through 25-40).

The Company recognizes sales revenue for hardware, software and customized clinical information systems sales when it is realized or realizable and earned.

(1)	Sales of Hardware

For most of the Company’s hardware product sales, these criteria are met at the time the product is shipped. The Company recognizes revenue from the sale of hardware products, and software bundled with hardware that is essential to the functionality of the hardware sold by the Company in accordance with general revenue recognition accounting guidance based on guidance in FASB ASC 605-25.

For the fiscal year ended December 31, 2011, there were no hardware sales.

For the year 2010, the total hardware sales was $162,840, there was no any software bundle with the hardware sold in 2010.

No hardware sales since 2010.

F-11

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

(2)	Sales of Software

In accordance with FASB ASC 605-25 and FASB ASC 985-605-25, “Revenue Recognition,” the Company recognizes software sales revenue when it is realized or realizable and earned. Revenue is realized or realizable when the product is exchanged for cash or for claim to cash or other assets that are readily convertible into known amount of Cash.

The Company must meet all of the following four criteria under FASB ASC 605-25 and FASB ASC 985-605-25 to recognize software revenue.

·	Persuasive evidence of an arrangement exists

·	Delivery has occurred

·	The vendor’s fee is fixed or determinable

·	Collectability is probable.

The Company recognizes revenue in accordance with industry specific software accounting guidance for the following types of sales transactions: (i) standalone sales of software products, (ii) sales of software upgrades and (iii) sales of software bundled with hardware not essential to the functionality of the hardware.

The Company’s CIS software is standalone, and for the fiscal year ended December 31, 2011 and 2010, there were no software sales revenue.

(3)	Multiple-element Arrangement for Sales of Hardware, Software and CIS:

We currently recognize multiple-element sales revenue pursuant to FASB ASC Topic 985-605 Software, Revenue Recognition, or ASC 985-605. We generate revenue from the sale of our software products sold directly to end-users. We also generate revenue from sales of hardware and third party software, implementation, training, software customization, post-contract support (maintenance). A typical system contract contains multiple elements of the above items. FASB ASC Topic 985-605-25, Software, Revenue Recognition, Multiple Elements, or ASC 985-605-25, as amended, requires revenue earned on software arrangements involving multiple elements to be allocated to each element based on the relative fair values of those elements. The fair value of an element must be based on vendor specific objective evidence ("VSOE"). We limit our assessment of VSOE for each element to either the price charged when the same element is sold separately or the price established by management having the relevant authority to do so, for an element not yet sold separately. VSOE calculations are updated and reviewed at the end of each quarter or annually depending on the nature of the product or service.

F-12

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenue Recognition (Continued)

In accordance with paragraph 4-14 of FASB ASC 605-45, "Reporting Revenues Gross as a Principal versus Net as an Agent", the Company will recognize revenues on a gross basis. ASC 605-45 discusses whether revenues and cost of goods sold to arrive at gross profit and their corresponding assets and liabilities should be recorded at gross or net.

The following indicators of gross revenue recognition are applicable in the Company:

·	Acts as principal in the transaction.

·	Has risk and rewards of ownership, such as risk of loss for collection, delivery and returns, and

·	Takes title to the products,

·	Flexibility in pricing

·	Assumes credit risk;

·	The company can change the products or perform part of the service, and the Company customizes the supplier’s software based on customer’s needs.

All the indicators of net revenue reporting (ASC 605-45, paragraph 16-23) are not applicable in the Company.

There were no software sales and software revenue realized for the Company.

Operating Expenses

Operation expenses include selling, general & administrative expenses and depreciation & amortization expenses.

For the fiscal year end December 31, 2012 and 2011, there are total of$358,831 and $241,338 operating expenses respectively. The selling, general and administrative expenses and depreciation details were showed in the Exhibit A.

Professional Fee

Professional fees are included accounting and auditing fee, consulting fee, legal fee, SEC filing expenses, and other professional fees. For the year ended 2012 and 2011, the Company incurred $183,372 and $46,929 respectively.

F-13

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Operating Leases

The Company entered into two leases for its corporate offices under terms of non-cancelable operating leases. The first lease term is from March 1, 2008 through February 28, 2011 and requires a $600 monthly lease payment. This office space is the corporate office of US, and is leased from a related party, which is the Company’s officer Simon Bai. For the fiscal year ended December 31, 2012 and 2011, there were $7,200 rent expenses incurred for both years.

The second lease is the office space for China’s subsidiary in Beijing. The lease term runs from July 1, 2009 through March 24, 2012 and required a RMB 17,552 monthly lease payment. For the fiscal year ended December 31, 2012, and 2011, there was USD $36,822, and $32,045 rent expenses incurred correspondingly.

Therefore, there was total of $44,022, and $39,245 rent expenses for the fiscal year ended December 31, 2012 and 2011.

Income Tax

The Company filed extension for corporate tax return Form 1120 to Internal Revenue Service and IL 1120 to the State of Illinois for the year 2011. There is no income tax for the State of Nevada.

Hyperera Technology (Beijing) Co, Ltd, filed annual report to Beijing local tax bureau, and no income tax dues were paid to Chinese government.

Comprehensive Income (Loss)

The company’s comprehensive income (loss) is comprised of net income (loss), unrealized gains and losses on marketable securities classified foreign currency translation adjustments, and unrealized gains and losses on derivative financial instruments related to foreign currency hedging. For the fiscal years ended December 31, 2012, and 2011, the company has $459 comprehensive loss and $6,178 comprehensive income. For the cumulative period from February 19, 2008 to December 31, 2012, the company has accumulated comprehensive income of $ 28,280.

F-14

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

New Pronouncement:

Pronouncement	Issued	Title

ASC 855	May 2009	Subsequent Events
ASC 105	June 2009	The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles—a replacement of FASB Statement No. 162
ASC 820	August 2009	Fair Value Measurements and Disclosures – Measuring Liabilities at Fair Value
ASC 260	September 2009	Earnings per Share – Amendments to Section 260-10-S99
ASC 820	September 2009	Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent)
ASC 605	October 2009	Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements – a consensus of the FASB Emerging Issues Task Force
ASC 470	October 2009	Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance or Other Financing – a consensus of the FASB Emerging Issues Task Force
ASC 860	December 2009	Transfers and Servicing (Topic 860): Accounting for Transfers of Financial Assets
ASC 505	January 2010	Accounting for Distributions to Shareholders with Components of Stock and Cash – a consensus of the FASB Emerging Issues Task Force
ASC 810	January 2010	Consolidation (Topic 810): Accounting and Reporting for Decreases in Ownership of a Subsidiary – a Scope Clarification
ASC 718	January 2010	Compensation – Stock Compensation (Topic 718): Escrowed Share Arrangements and the Presumption of Compensation
ASC 820	January 2010	Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements

ASC 855	February 2010	Subsequent Events (Topic 855): Amendments to Certain Recognition and Disclosure Requirements
ASC 810	February 2010	Consolidation (Topic 810): Amendments for Certain Investment Funds
ASC 815	March 2010	Derivatives and Hedging (Topic 815): Scope Exception Related to Embedded Credit Derivatives

Management assessed that the new accounting pronouncements listed above will have a material impact on our financial statements. The Company shall adopt the ASC 605 for revenue recognition of multiple elements arrangement for sales of customized information system software.

F-15

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS

Common Shares Issued to Executive and Non-Executive Officers and Directors

As of December 31, 2011, total 20,400,000 shares were issued to officers and directors were not changed. But, the total outstanding shares were changed to 38,204,000; the percentage of common shares issued to executive and non-executive officers and directors have been changed accordingly. Please see the Table below for details:

Common Shares Issued to Executive and Non-Executive Officers and Directors (Continue)

Name	Title	Share QTY	Amount	Date	% of Common Share*
Zhi Yong Li	Chairman	10,000,000	$ 10,000.00	2/19/2008	26.18%
Wei Wu	President	5,000,000	$ 5,000.00	2/19/2008	13.09%
Hui Tao Zhou	Director	5,000,000	$ 5,000.00	2/19/2008	13.09%
Jian Wu Zhang	Director	100,000	$ 3,000.00	3/31/2008	0.26%
Ming Liu	Director	100,000	$ 3,000.00	3/31/2008	0.26%
Hong Tao Bai	Vice-President	100,000	$ 3,000.00	3/31/2008	0.26%
Nan Su	CTO	100,000	$ 3,000.00	3/31/2008	0.26%
Simon Bai	CFO				0.00%
Total		20,400,000	$ 32,000.00		53.40%

* The percentage was based on the total outstanding shares of 38,204,000 as of December 31, 2012.

Loans from Shareholders

On March 2, 2008, founder of the Company, Mr. Zhiyong Li opened a bank account at Chicago branch with CitiBank. Mr. Zhiyong Li loaned $500.00 to the Company to open the bank account, and the same amount have returned back to him on March, 2009. In the year of 2009, the Company’s founder and CEO, Mr. Zhiyong Li have loaned $53,631 to Beijing subsidiary, Hyperera Technology (Beijing) Co. Ltd for operating and administrating expenses.

F-16

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS (Continue)

Loans from Shareholders (Continue)

In 2010, the Company repaid the loan balance to Mr. Li Zhiyong. As of December 31, 2010, there was travel related expense of $985 paid by Mr. Li Zhiyong, which was accounted as loans from shareholders.

From January to March 31, 2011, there were no additional loans from Mr. Li Zhiyong. Therefore, as of March 31, 2011, the total balance of Loans from Shareholders was $985.

From April to June 30, 2011, Therefore, as Mr. Zhiyong Li advanced additional amount of $6,901 to the Company. As of June 30, 2011, the balance of Loans from Shareholder is $7,886. The loans would be repaid as request without interest.From July to December 31, 2011, there was no advanced additional loan to the Company. As of December 31, 2011, the balance of loan from Shareholder was $7,886.

In 2012, Mr. Zhiyong Li advanced additional $24,867 to the Company. Therefore, as of December 31, 2012, the balance of loan from Shareholder was $32,753. The loans would be repaid as request without interest.

Loans to Related Party Supplier- Beijing Chaoran

From October to December 2010, the Company advanced short-term loans of $995,836 as of December 31, 2010 to related party supplier, Beijing Chaoran. The interest rate was agreed at annual rate of 3.0%, the accrued interest receivables were $3,127. The repayment terms were demanded as request by the Company.

From January to March 31, 2011, the Company advanced additional short-term loans of $747,500 to related party supplier, Beijing Chaoran. The interest rate was estimated at annual rate of 3%, the accrued interest receivables were $9,273.

On April 15, 2011, Beijing Chaoran returned the loan amount of $1,538,462 to the Company; the Company signed a loan agreement with un-related party Greensaver Corporation to advance loan amount of $1,538,462 at annual interest rate of 10%. The loan term is for short-term 6 months.

As of December 31, 2012, the balance of loan amount to Related Party Supplier-Beijing Chaoran was $5,873, and the interest incomes from Beijng Chaoran were based on annual interest rate of 3%.

F-17

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS (Continue)

Cost of Goods Sold

The Company’s purchase cost is primarily from supplier, Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”), owned 100% by Mr.Liancheng Li, the father of Mr. Zhiyong Li. The management believes that the purchase price for the parts will be market price.

The products the Company will sell are provided by Beijing Chaoran Chuangshi Technology Co., Ltd. Beijing Chaoran was established in 2002 specializing in management information system applied in power industry. The Company signed a two-year software license and distribution agreement with Beijing Chaoran on March 1, 2009.

Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for suegery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed solely by Beijing Chaoran during the term of the agreement. Beijing Chaoran is the exclusive supplier of the products Hyperera sells. The management of Hyperera, Inc. believes that the purchase price for the system and software from Hyperera will be market price. Hyperera, Inc. and Beijing Chaoran are two totally separated entities, i.e., Hyperara, Inc. is a USA corporation and will fully comply with USA regulations and USA general accepted accounting principles; Beijing Chaoran is a Chinese company and it will comply with Chinese legal systems. Hyperera, Inc. and Beijing Chaoran will operate independently. Beijing Chaoran, as a Chinese local company, will record their software and hardware costs based on the Chinese accounting regulations rulings. But, when Hyperera, Inc. purchases the software and hardware and the services from Beijing Chaoran, Hyperera, Inc. will assume the product and service liabilities with customers, and Hyperera, Inc. record the actual costs paid to Beijing Chaoran as long as the products or services been delivered to Hyperera, Inc. by Beijing Chaoran.

The management of Beijing Chaoran disclosed to Hyperera, Inc. that Beijing Chaoran adopted the cost plus pricing policies with market adjustment, negotiable with customers. Beijing Chaoran adopted the cost plus system for all the products for all customers including the product, surgery anesthesia clinic management software and ICU management system exclusively distributed by Hyperera, Inc. Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of $59,998 and $ 148,000 was prepaid on March 9 and 18, 2009 respectively.

F-18

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS (Continue)

Cost of Goods Sold (Continue)

And the prepaid amount of $59,998 became cost of good sold as of December 31, 2009, and the prepaid amount of $148,000 became cost of good sold as of March 31, 2010.

For the fiscal year ended December 31, 2012, and 2011 there was no cost of goods sold incurred.

NOTE D – SHAREHOLDERS’ EQUITY

Under the Company’s Articles of Incorporation dated February 19, 2008, the Company is authorized to issue 200,000,000 shares of capital stock with a par value of $0.001.

On Feburary19, 2008, the Company was incorporated in the State of Nevada.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $4,170.

On September 10, 2010, additional 2,030,000 shares were issued to 79 shareholders, Chinese citizens, at $ 0.20 per share or $ 406,000 for common stock (stock subscription receivable). On December 15, 2010, additional 5,855,000 shares were issued to 70 shareholders at $0.20 per share for $1,171,000. On December 31, 2010, additional 100,000 shares were issued to Mr. Jing Li for financial consulting services at $0.20 per share for $20,000. Therefore, as of December 31, 2010, the Company has a total of 35,984,000 shares were issued and outstanding.

F-19

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE D – SHAREHOLDERS’ EQUITY (Continue)

At July 15, 2011 100,000 shares were issued to one shareholder at $0.45 per share, total proceeds of $45,000 were received on July 2011.

Therefore, as of December 31, 2012, the total outstanding common shares were 38,204,000.

Stock Subscription Receivable

At February 19, 2008, the Company had receivables from its four founding stockholders aggregating $20,000 for the purchase of their Company common stock.

At March 31, 2008, the Company had receivables from its 52 shareholders aggregating $ 156,000 for the purchase of their Company common stock.

And at April 28, 2008, the Company had receivables from its 14 shareholders aggregating $ 42,000 for the purchase of their Company common stock.

All receivables of the above $ 218,000 were subsequently paid in full in July 2008.

At March 31, 2011, the Company had receivables from 4 shareholders aggregating of $90,426 for 420,000 shares issued. The total receipts were received on April 2011.

At June 30, 2011, 200,000 shares were issued to one shareholder at $0.20 per share for $40,000 which was stock subscription receivable as of June 30, 2011. Total proceeds at $1,318 were received on July 2011.

At October 2011, the stock subscription receivable of $ 38,682 was received.

As of December 31, 2012, total stock subscription receivable on balance sheet is $0.00.

F-20

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE E – GOING CONCERN

As shown in the accompanying financial statements which have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern, the Company has incurred operating losses of $358,831 and $241,338 for the fiscal year ended December 31, 2012 and 2011 and a cumulative operating loss of $885,133 for the period February 19, 2008 (inception) through December 31, 2012. The Company is considered to be a development stage company.

The financial statements do not include any adjustments relating to the carrying amounts of recorded assets or the carrying amounts and classification of recorded liabilities that may be required should the Company be unable to continue as a going concern.

The Company’s short-term loans to GreenSaver Corp. of $1,538,462 raised substantial doubt about it’s ability to carry out it’s operational business plan and cause uncertainty about its cash flows immediately, such borrows or withdraws may raise substantial doubt about the Company’s ability to continue as going concern immediately. The Company amended the loan agreement with new management of the Greensaver Corp and new management of Greensaver Corp will start paying the principal and interest to the Company over the next 3 years, the loan balance will be paid off by July 31, 2015 based on the amended loan agreement signed on March 2013. Due to GreenSaver Corp is in reorganization under the local Chinese laws, there may be uncertainty about the Greesaver Corp. The risk of the loan default is significant high. If the loan is in default, then the Company may be required to cease or curtail its operation immediately.

There is no guarantee that the Company will be able to raise enough capital or generate revenues to sustain its operations and carry out its business plan. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operation.

Hyperera, Inc

Exhibit A

	Year Ended December 31, 2012		Year Ended December 31, 2011		Cumulative from February 19, 2008 (Date of Inception) to December 31, 2012

Operating Expenses
Aotomobile Expenses		5,665		7,286		14,370
Bank Service Charges		959		768		3,326
Bank Interest		31		-		31
Computer and Internet Expenses		91		154		245
Consulting Fees		-		-		43,000
Depriciation		12,427		8,255		21,662
Employees Welfare Expense		1,385		-		1,385
Gift and promition Expense		5,173		-		5,173
small tools and equipment		150		-		150
Dues and Subscriptions		-		-		110
Insurance Expense		4,706		5,484		10,190
License & Registration		-		26		12,344
Meals and Entertainment		1,820		10,460		14,811
Meeting & Conference		-		3,857		3,857
Office Supplies		2,458		15,390		31,039
Purchase of Bank Note		-		7		7
Supplies		-		1,307		1,307
Payroll Expenses
Net Wage Payment-China		68,134		74,394		162,548
Payroll Withholding Tax-China		150		2,627		4,402
Total Payroll Expenses		68,284		77,021		166,950
Postage		825		1,014		1,977
Professional Fees
Legal Fee		32,500		-		93,253
Accounting & Auditing		26,615		26,611		83,520
SEC Filling Fee		11,568		10,208		29,630
Professional Fees - Other		112,689		10,110		127,661
Professional Fees		183,372		46,929		334,065
Rent Expense						-
Rent Expense - China Subsidiary		36,822		32,045		115,327
Rent Expense - US Corporation		7,200		7,200		34,800
Rent Expense - Other		-		-		3,024
Rent Expense		44,022		39,245		153,151
Tax-China Operation
Income Tax - China		-		-		317
Local Operation Tax - China		10,166		-		11,149
Tax-China Office Operation		10,166		-		11,466
Telephone Expense		-		176		1,213
Travel Expense
Air Tickets		9,332		10,010		41,857
Visa Application Fee		-		-		133
Transportation expenses		2,608		4,002		9,768
Lodging & Hotel		1,865		3,993		11,549
Travel Expense		13,805		18,005		63,307
Vehicle and Vessel Usage Tax		-		74		74
Utilities		3,494		5,879		10,785
Total Expense	$	358,831	$	241,338	$	905,993

F-21

Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosures

None

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, 2012. Based upon such evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, 2012, the Company’s disclosure controls and procedures were not effective. This conclusion by the Company’s Chief Executive Officer and Chief Financial Officer does not relate to reporting periods after December 31, 2012.

Management’s Report on Internal Control Over Financial Reporting

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2012 based on the framework stated by the Committee of Sponsoring Organizations of the Treadway Commission.

Our management 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. Our internal control system was designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes, in accordance with generally accepted accounting principles. Because of inherent limitations, a system of internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate due to change in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Based on its evaluation as of December 31, 2012, our management concluded that our internal controls over financial reporting were not effective as of December 31, 2012. A material weakness is a deficiency, or a combination of control deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

The material weakness relates to the following:

1. Accounting and Finance Personnel Weaknesses – Our current accounting staff is relatively small and we do not have the required infrastructure of meeting the higher demands of being a U.S. public company. This material weakness also relates to a lack of personnel with expertise in preparing financial statements in accordance with U.S. GAAP, in addition to the small size of the staff.

2. Lack of Internal Audit Function – We lack sufficient resources to perform the internal audit function.

In order to mitigate these material weaknesses to the fullest extent possible, all work of the CFO is reviewed by the CEO. All unexpected results are investigated. At any time, if it appears that any control can be implemented to continue to mitigate such weaknesses, it will be immediately implemented.

Changes in Internal Control Over Financial Reporting

No change in the Company’s internal control over financial reporting occurred during the period ended December 31, 2012, that materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Item 9B. Other Information

None.

PART III

Item 10. Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance with Section 16(a) of the Exchange Act

Directors and Officers

The board of directors elects our executive officers annually. A majority vote of the directors who are in office is required to fill vacancies. Each director shall be elected for the term of one year, and until his successor is elected and qualified, or until his earlier resignation or removal. Our directors and executive officers are as follows:

Name	Age	Position

Zhi Yong Li	50	Chairman of the Board, CEO
Wei Wu	55	Director, President, COO
Simon Bai	54	Chief Financial Officer
Huitao Zhou	62	Director
Hong Tao Bai	38	Vice President
JianWu Zhang	50	Director
Ming Liu	55	Director
Nan Su	40	CTO

Zhi Yong Li joined us in February, 2008, founder of Hyperera, Inc., and has been Chairman and CEO since then. In June 1982, he received a Business Administration Associated Degree at Beijing Ren Min University of China. In year 1987 to 1990, he was a Qinggongye department manager of Food Industry Company. In year 1991 to 1993, he was the Vice-manager of Country Construct Material Company. In year 1994 to 2000, he was the manager of Beijing Zhichengjingmao Trading company. In year 2001 to 2003, he was the president of Beijing Zhishichengke Corporation. In 2004 to January 2008, he was the General Manager of Beijing Chaoranchuangshi Technology & Trade Co. Accordingly, as a member of the board, Mr. Li contributes the benefits of his executive leadership and management experience as well as his relationship with one of our suppliers. As co-founder, he also contributes his knowledge of the company and a deep understanding of all aspects of our business, products and markets, as well substantial experience developing corporate strategy, assessing emerging industry trends, and business operations.

Wei Wu joined us in February, 2008, founder of Hyperera, Inc., and has been Director, President & COO since then. In July 1982, he received a Finance Bachelor Degree at Liaoning Finance and Economics Institute of China. From August 1982 to March 1987, he was the supervisor of the 4th branch of Beijing East area of China Constructive Bank. From July 1987 to June 1992, he was the assistant manager in the Beijing Branch of China Constructive Bank. From July 1992 to December 1995, he worked at China Renmin Bank of Beijing branch. From January 1996 to June 2000, he was the General Manager of Beijing Kalete Fine Chemical Company. From July 2000 to January 2008, he was the president of Beijing Kalete Fine Chemical Company. Therefore, as a member of the board, Mr. Wu contributes the benefits of his executive leadership and management experience as well as his financial expertise based on his significant banking and financial experience.

Simon Bai joined Hyperera, Inc. in March, 2008, and has been CFO since then. In September 1995, he received a Business Administration Degree at DePaul University of USA. In year 1996 to 2008, he was the manager of Oriental Travel Company.

Huitao Zhou joined us in February, 2008, founder of Hyperera, Inc., and has been Director since then. From January 1967 to June 1980, he was a executive coordinator in the production department of Beijing Nenjian Company. From July 1980 to December 1987, he was the assistant manager in the Beijing Branch of China Development Bank. From July 1992 to December 1995, he was the vice director of Beijing Yuandong Pressure Container Factory. From January 1988 to January 2008, he was the Director of Beijing Yuandong Pressure Container Factory. Therefore, as a member of the board, Mr. Zhou contributes the benefits of his executive leadership and management experience as well as his financial expertise based on his significant banking and financial experience. As co-founder, he also contributes his knowledge of the company and a deep understanding of all aspects of our business, products and markets, as well substantial experience developing corporate strategy, assessing emerging industry trends, and business operations.

HongTao Bai joined us in March, 2008, and has been a Vice-President of Hyperera, Inc. since then. In June 1995, she received a Master Degree of Software Engineering at Beijing university of Posts and Telecommunications in China. From August 1995 to December 1997, she was a Project Manager Beijing Chuyou Company. From January 1998 to December 1999, she was the Manager of Software Department of Zhongqingchuangye Company. From January 2000 to January 2008, she was the Manager of Technology Department of Beijing Donghuahechuang Digital Technology Ltd.

JianWu Zhang joined us in March, 2008, and has been a Director of Hyperera, Inc. since then. From January 1995 to January 2008, he joined Beijing Kalete Fine Chemical Company, and was the Manager of Sales Department, Vice General Manager and Finance Officer. Accordingly, as a member of the board, Mr. Zhang contributes the benefits of his executive leadership as well as his significant marketing and financial experience.

Ming Liu joined us in March, 2008, and has been a Director of Hyperera, Inc. since then.

From June 1979 to June 2001, he was the manager of Beijing Qianmen Branch of China Constructive Bank. From July 2001 to June 2005, he was the Vice General Manager of Beijing Hansenweikang Trading Company. From July 2005 to January 2008, he was the General Manager of Beijing Triple Leaf Investment and Management Company, and the President of Zhongjing Credit & Insurance Ltd. Therefore, as a member of the board, Mr. Liu contributes the benefits of his executive leadership and management experience as well as his financial expertise based on his significant banking and financial experience.

Nan Su joined us in March, 2008, and has been the CTO of Hyperera, Inc. since then. In June 1993, he received a Computer Science Bachelor Degree at East China University of Metallurgy. From July 1993 to June 1994, he worked at communication department of Jinan Iron & Steel Factory. From July 1994 to August 1995, he was the technology support department manager of Beijing Hengyuan Technology Company. From September 1995 to May 2000, he was the exploitation department manager and the general senior engineer of Beijing Zhuyouxinle Technology Exploitation Company. From June 2000 to September 2001, he was the system and software technology department manager of China Zhumulangma Telecommunications Data Company. From October 2001 to February 2005, he was the Software Maintain Department’s Technology Manager of Beijing DongHua Hechuang Digital Technology Corporation. From March 2005 to January 2008, he was the CTO of Beijing Chaoranchuangshi Technology & Trade Co.

Family Relationships

There are no family relationships between our officers and directors.

Legal Proceedings

No officer, director, or persons nominated for such positions, promoter or significant employee has been involved in the last ten years in any of the following:

Any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time,

Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses),

Being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities,

Being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated.

Having any government agency, administrative agency, or administrative court impose an administrative finding, order, decree, or sanction against them as a result of their involvement in any type of business, securities, or banking activity.

Being the subject of a pending administrative proceeding related to their involvement in any type of business, securities, or banking activity.

Having any administrative proceeding been threatened against you related to their involvement in any type of business, securities, or banking activity.

Code of Ethics

We do not currently have a Code of Ethics applicable to our principal executive, financial or accounting officer.

Compliance with Section 16(a) of the Exchange Act

Compliance is not required.

Item 11. Executive Compensation

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to our Principal Executive Officer, our two most highly compensated executive officers other than our PEO who occupied such position at the end of our latest fiscal year and up to two additional executive officers who would have been included in the table below except for the fact that they were not executive officers at the end of our latest fiscal year, by us, or by any third party where the purpose of a transaction was to furnish compensation, for all services rendered in all capacities to us for the years ended December 31, 2012 and 2011.

Name

Title

Year

Salary

Bonus

Stock

awards

Option

awards

Non

equity

incentive

plan

compensation

Non

qualified

deferred

compensation

All other

compensation

Total

Zhi Yong Li

Chairman

2011

2012

Wei Wu	President	2011	$	5294.12	$	5294.12
		2012	$	0.00

Simon Bai	CFO	2011		0
		2012		0

Summary Equity Awards Table

The following table sets forth certain information for our executive officers concerning unexercised options, stock that has not vested, and equity incentive plan awards as of December 31, 2012.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END DECEMBER 31, 2012

Name	Number of Securities Underlying Unexercised Options (#) Exercisable		Number of Securities Underlying Unexercised Options (#) Unexercisable		Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)		Option Exercise Price ($)		Option Expiration Date		Number of Shares or Units of Stock That Have Not Vested (#)		Market Value of Shares or Units of Stock That Have Not Vested ($)		Equity Incentive Plan Awards: Number Of Unearned Shares, Units or Other Rights That Have Not Vested (#)		Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)

Zhi Yong Li		0		0		0		0		0		0		0		0		0
Wei Wu		0		0		0		0		0		0		0		0		0
Simon Bai		0		0		0		0		0		0		0		0		0

Narrative disclosure to summary compensation and option tables

We have an oral agreement to pay Wei Wu a monthly salary of $734 to June 30, 2009. Beginning on October, 2010, we have an oral agreement to pay Wei Wu a monthly salary of $1470.59. Beginning on January 2011, we had an oral agreement to pay Wei Wu monthly salary of $ 1323.53. In May 2011 this agreement was suspended and we have no agreement to pay Wei Wu any salary. We have no other agreements concerning employment or compensation of our executive officers. Compensation decisions concerning our executive officers are made by the Board of Directors annually.

At no time during the last fiscal year with respect to any person listed in the Table above was there:

●

any outstanding option or other equity-based award repriced or otherwise materially modified (such as by extension of exercise periods, the change of vesting or forfeiture conditions, the change or elimination of applicable performance criteria, or the change of the bases upon which returns are determined;

	●	any waiver or modification of any specified performance target, goal or condition to payout with respect to any amount included in non-stock incentive plan compensation or payouts;
	●	any option or equity grant;

	●	any non-equity incentive plan award made to a named executive officer;
	●	any nonqualified deferred compensation plans including nonqualified defined contribution plans; or

●

any payment for any item to be included under All Other Compensation (column (i)) in the Summary Compensation Table.

Board of Directors

Director Compensation for year ended December 31, 2012

Name	Fees earned or paid in cash ($)		Stock awards ($)		Option awards ($)		Non-equity incentive plan compensation ($)		Nonqualified deferred compensation earnings ($)		All other compensation ($)		Total ($)

Zhi Yong Li,		0		0		0		0		0		0		0
Huitao Zhou,		0		0		0		0		0		0		0
JianWu Zhang,		0		0		0		0		0		0		0
Ming Liu		0		0		0		0		0		0		0

We have no compensation arrangements (such as fees for retainer, committee service, service as chairman of the board or a committee, and meeting attendance) with directors.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following tables set forth the ownership, as of the date of this prospectus, of our common stock by each person known by us to be the beneficial owner of more than 5% of our outstanding common stock, our directors, and our executive officers and directors as a group. To the best of our knowledge, the persons named have sole voting and investment power with respect to such shares, except as otherwise noted. There are not any pending or anticipated arrangements that may cause a change in control.

The information presented below regarding beneficial ownership of our voting securities has been presented in accordance with the rules of the Securities and Exchange Commission and is not necessarily indicative of ownership for any other purpose. Under these rules, a person is deemed to be a "beneficial owner" of a security if that person has or shares the power to vote or direct the voting of the security or the power to dispose or direct the disposition of the security. A person is deemed to own beneficially any security as to which such person has the right to acquire sole or shared voting or investment power within 60 days through the conversion or exercise of any convertible security, warrant, option or other right. More than one person may be deemed to be a beneficial owner of the same securities. The percentage of beneficial ownership by any person as of a particular date is calculated by dividing the number of shares beneficially owned by such person, which includes the number of shares as to which such person has the right to acquire voting or investment power within 60 days, by the sum of the number of shares outstanding as of such date plus the number of shares as to which such person has the right to acquire voting or investment power within 60 days. Consequently, the denominator used for calculating such percentage may be different for each beneficial owner. Except as otherwise indicated below and under applicable community property laws, we believe that the beneficial owners of our common stock listed below have sole voting and investment power with respect to the shares shown. The business address of the shareholders is 2316 South Wentworth Avenue, Chicago, IL 60616, USA.

Name	Title	Number of Shares		% of Common Share

Zhi Yong Li	Chairman		10,000,000		26.18%
Wei Wu	President		5,000,000		13.09%
Hui Tao Zhou	Director		5,000,000		13.09%
Jian Wu Zhang	Director		100,000		0.26%
Ming Liu	Director		100,000		0.26%
Hong Tao Bai	Vice-President		100,000		0.26%
Nan Su	CTO		100,000		0.26%
All officers and directors as a group [8 persons]			20,400,000		53.40%

This table is based upon information derived from our stock records. Unless otherwise indicated in the footnotes to this table and subject to community property laws where applicable, each of the shareholders named in this table has sole or shared voting and investment power with respect to the shares indicated as beneficially owned. Except as set forth above, applicable percentages are based upon 38,204,000 shares of common stock outstanding as of March 31, 2013.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Common Shares Issued to Executive and Non-Executive Officers and Directors

Common Shares Issued to Executive and Non-Executive Officers and Directors (Continue)

Name	Title	Share QTY	Amount	Date	% of Common Share*
Zhi Yong Li	Chairman	10,000,000	$ 10,000.00	2/19/2008	26.18%
Wei Wu	President	5,000,000	$ 5,000.00	2/19/2008	13.09%
Hui Tao Zhou	Director	5,000,000	$ 5,000.00	2/19/2008	13.09%
Jian Wu Zhang	Director	100,000	$ 3,000.00	3/31/2008	0.26%
Ming Liu	Director	100,000	$ 3,000.00	3/31/2008	0.26%
Hong Tao Bai	Vice-President	100,000	$ 3,000.00	3/31/2008	0.26%
Nan Su	CTO	100,000	$ 3,000.00	3/31/2008	0.26%
Simon Bai	CFO				0.00%
Total		20,400,000	$ 32,000.00		53.40%

* The percentage was based on the total outstanding shares of 38,204,000 as of December 31, 2012.

Loans from Shareholders

From January to March 31, 2011, there were no additional loans from Mr. Li Zhiyong. Therefore, as of March 31, 2011, the total balance of Loans from Shareholders was $985.

Loans to Related Party Supplier- Beijing Chaoran

As of December 31, 2012, the balance of loan amount to Related Party Supplier-Beijing Chaoran was $5,873, and the interest incomes from Beijng Chaoran were based on annual interest rate of 3%.

Cost of Goods Sold

And the prepaid amount of $59,998 became cost of good sold as of December 31, 2009, and the prepaid amount of $148,000 became cost of good sold as of March 31, 2010.

For the fiscal year ended December 31, 2012, and 2011 there was no cost of goods sold incurred.

Director Independence

Our board of directors has determined that we do not have a board member that qualifies as “independent” as the term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as amended, and as defined by Rule 4200(a)(15) of the NASDAQ Marketplace Rules.

Item 14. Principal Accountant Fees and Services

Enterprise CPA was our independent auditors for the fiscal years ended December 31, 2012 and 2011.

The following table shows the fees paid or accrued by us for the audit and other services provided by our auditor for fiscal 2012 and 2011.

	2012		2011

Audit Fees	$	20,000	$	20,000
Audit-Related Fees
Tax Fees
All Other Fees
Total	$	20,000	$	20,000

As defined by the SEC, (i) “audit fees” are fees for professional services rendered by our principal accountant for the audit of our annual financial statements and review of financial statements included in our Form 10-Q, or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years; (ii) “audit-related fees” are fees for assurance and related services by our principal accountant that are reasonably related to the performance of the audit or review of our financial statements and are not reported under “audit fees;” (iii) “tax fees” are fees for professional services rendered by our principal accountant for tax compliance, tax advice, and tax planning [No fees of this sort were billed by Salberg & Co., our principal accountant during 2011 and 2012] ; and (iv) “all other fees” are fees for products and services provided by our principal accountant, other than the services reported under “audit fees,” “audit-related fees,” and “tax fees.”

Item 15. Exhibits

Exhibit No.		Document Description

10.1		Amendment to Greensaver Loan

31.1		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

31.2		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

32.1 *		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

32.2 *		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

Exhibit 101		Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.**

101.INS		XBRL Instance Document**

101.SCH		XBRL Taxonomy Extension Schema Document**

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document**

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document**

101.LAB		XBRL Taxonomy Extension Label Linkbase Document**

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document**

* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Hyperera, Inc., a Nevada corporation

Title	Name	Date	Signature

Principal Executive Officer	Zhi Yong Li	May 14, 2013	/s/ Zhi Yong Li

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

Name	Signature	Position	Date

Zhi Yong Li	/s/ Zhi Yong Li	Principal Executive Officer and Director	May 14, 2013

Wei Wu	/s/ Wei Wu	Director, President, COO	May 14, 2013

Simon Bai	/s/ Simon Bai	Principal Financial Officer	May 14, 2013
		and Principal Accounting Officer

Huitao Zhou	/s/ Huitao Zhou	Director	May 14, 2013

JianWu Zhang	/s/ JianWu Zhang	Director	May 14, 2013

Ming Liu	/s/ Ming Liu	Director	May 14, 2013

EXHIBIT INDEX

Exhibit No.		Document Description

10.1		Amendment to Greensaver Loan

31.1		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

31.2		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

32.1 *		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

32.2 *		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

Exhibit 101		Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.**

101.INS		XBRL Instance Document**

101.SCH		XBRL Taxonomy Extension Schema Document**

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document**

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document**

101.LAB		XBRL Taxonomy Extension Label Linkbase Document**

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document**