EFT Holdings, Inc. - FORM 10-Q

Attached files

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EX-31.1 - EFT Holdings, Inc.	v174401_ex31-1.htm
EX-32.1 - EFT Holdings, Inc.	v174401_ex32-1.htm

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended December 31, 2009

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

For the transition period from

Commission File No. 001-34222

EFT BIOTECH HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada	20-1211204
(State or other Jurisdiction of	(I.R.S. Employer
Incorporation or Organization)	Identification No.)

929 Radecki Court
City of Industry, CA	91748
(Address of Principal Executive Offices)	(Zip Code)

Issuer's Telephone Number: (626) 581 - 0388

With Copies to:

Virginia K Sourlis, Esq.

The Sourlis Law Firm

214 Broad Street

Red Bank, New Jersey 07701

Telephone: (732) 530-9007

Fax: (732) 530-9008

www.SourlisLaw.com

N/A

(Former name, former address and former

fiscal year, if changed since last report)

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 such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

¨ Yes x No

Indicate by check mark whether the registrant 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 ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” "non-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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

¨ Yes x No

State the number of shares outstanding of each of the issuer's classes of common equity, as of the last practicable date: As of February 16, 2010, there were 75,983,205 shares of common stock, par value $0.00001 per share, of the Registrant issued and outstanding.

TABLE OF CONTENTS

		Page
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	3-25
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26-32
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
Item 4T.	Controls and Procedures	33

PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	33
Item 1A.	Risk Factors	33
Item 2.	Unregistered Sale of Equity Securities and Use of Proceeds	33
Item 3.	Defaults Upon Senior Securities	33
Item 4.	Submission of Matters to a Vote of Security Holders	33
Item 5.	Other Information	34
Item 6.	Exhibits	34
Item 7.	Subsequent Events	34

SIGNATURES		38

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

	Page(s)

Consolidated Financial Statements

Consolidated Balance Sheets	5

Consolidated Statements of Operations and Other Comprehensive Income (unaudited)	6

Consolidated Statements of Cash Flows (unaudited)	7

Notes to unaudited Consolidated Financial Statements	8

EFT BIOTECH HOLDINGS, INC.

Consolidated Balance Sheets

	December 31, 2009			March 31, 2009
	(unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	37,396,099		$	38,181,837
Inventories		3,432,473			3,908,629
Available for sale securities		771,300			508,746
Prepaid expenses		761,794			2,551,298
Short-term note receivables – related party		5,424,717			4,064,717

Total current assets		47,786,383			49,215,227

Property and equipment, net		459,002			360,156
Construction in progress		672,625
Other receivables		320,059			33,504
Investments		14,072,191			17,129,314
Investments in bonds		4,767,023			-
Loan to related party		1,897,000			1,897,000
Security deposit		324,331			31,121

Total assets	$	70,298,614		$	68,666,322

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued expenses	$	1,290,698		$	3,610,195
Other liabilities		7,577,251			6,675,552
Unearned revenues		2,791,480			1,991,215

Total current liabilities		11,659,429			12,276,962

Stockholders' equity
Preferred stock, $.001 par value, 25,000,000 shares authorized, none issued and outstanding		-			-
Common stock, $0.00001 par value, 4,975,000,000 authorized, 75,983,205 shares issued and outstanding at December 31, 2009 and March 31, 2009		760			760
Additional paid in capital		52,854,891			52,854,891
Retained earnings		6,011,263			4,023,992
Accumulated other comprehensive loss		(227,729	)		(490,283	)

Total stockholders' equity		58,639,185			56,389,360

Total liabilities and stockholders' equity	$	70,298,614		$	68,666,322

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EFT BIOTECH HOLDINGS, INC.

Consolidated Statements of Operations and Other Comprehensive Income (Unaudited)

	Three Months Ended						Nine Months Ended
	December 31, 2009			December 31, 2008			December 31, 2009			December 31, 2008
				Restated						Restated
Sales revenues, net	$	3,362,196		$	1,866,413		$	12,476,956		$	11,286,739
Shipping charge		965,520			705,210			3,015,090			3,534,320
		4,327,716			2,571,623			15,492,046			14,821,059

Cost of goods sold		1,048,913			771,142			3,374,844			4,082,924
Shipping cost		334,879			87,960			923,247			1,553,401
		1,383,792			859,102			4,298,091			5,636,325

Gross profit		2,943,924			1,712,521			11,193,955			9,184,734

Selling, general and administrative expenses		2,398,664			1,129,554			6,958,530			3,459,470

Net operating income		545,260			582,967			4,235,425			5,725,264

Other income (expense)
Interest income		426,577			483,723			725,971			1,255,843
Investment income		-			4,337			-			11,425
Investment loss - 48.81% Excalibur		-			-			(1,080,969	)		-
Subsidiary loss on equity method investment		(464,566	)		-			(1,976,154	)		-
Foreign exchange gain (loss)		751			(841,920	)		(3,402	)		(841,565	)
Other income, net		13,457			304,952			86,400			304,812

Total other income (expense)		(23,781	)		(48,908	)		(2,248,154	)		730,515

Net income before income taxes		521,479			534,059			1,987,271			6,455,779

Provision for Income taxes		-			3,247			-			188,047

Net income	$	521,479		$	530,812		$	1,987,271		$	6,267,732

Unrealized gain (loss) on investments		77,277			(246,810	)		262,554			(367,901	)

Comprehensive income	$	598,756		$	284,002		$	2,249,825		$	5,899,831

Net income per common share
Basic	$	0.01		$	0.01		$	0.03		$	0.10

Weighted average common shares outstanding basic		75,983,205			68,536,356			75,983,205			63,578,836

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EFT BIOTECH HOLDINGS, INC.

Consolidated Statements of Cash Flows (unaudited)

	Nine Months Ended
	December 31, 2009			December 31, 2008
Cash flows from operating activities:				(Restated)
Net income	$	1,987,271		$	6,267,732
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		54,802			36,440
Investment loss		1,080,969			-
Subsidiary loss on equity method investment		1,976,154			-
Warranty liability		(9,079	)		(41,293	)
Stock based compensation		-			16,850
Changes in operating assets and liabilities:
Inventories		476,156			(1,873,435	)
Prepaid expenses and other current assets		1,496,294			419,222
Other receivables		(286,556	)		(2,322	)
Accounts payable and accrued liabilities		(2,319,497	)		(174,041	)
Other liabilities		910,778			(8,743,705	)
Unearned revenues		800,265			(1,400,020	)
Income tax payable		-			184,000

Net cash provided by (used in) operating activities		6,167,557			(5,310,572	)

Cash flows from investing activities:
Additions to fixed assets		(153,647	)		(62,587	)
Construction in progress		(672,625	)		-
Note receivables – related party		(1,360,000	)		(4,067,000	)
Purchase of bond		(4,767,023	)		-
Increase in Investment		-			(19,193,000	)

Net cash (used in) investing activities		(6,953,295	)		(23,322,587	)

Cash flows from financing activities:
Restricted cash		-			37,845,432
Proceeds from investor deposits		-			(37,845,432	)
Proceeds from issuance of stock and warrants		-			52,831,639

Net cash provided by financing activities		-			52,831,639

Net increase (decrease) in cash		(785,738	)		24,198,480

Cash, beginning of period		38,181,837			15,165,620

Cash, end of period	$	37,396,099		$	39,364,100

Supplemental disclosures of cash flow information:
Income taxes paid in cash	$	-		$	4,047

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EFT BIOTECH HOLDINGS, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - ORGANIZATION

EFT Biotech Holdings, Inc. (“EFT Holdings” or “the Company”), formerly HumWare Media Corporation, GRG, Inc., Ghiglieri Corporation, Karat Productions, Inc., was incorporated in the State of Nevada on March 19, 1992.

On November 18, 2007, the Company issued an aggregate of 53,300,000 shares of its common stock in connection with a share exchange with the stockholders of EFT BioTech, Inc. (“EFT BioTech”), a Nevada Corporation formed on September 18, 2007 (the “Transaction”), pursuant to which EFT BioTech became a wholly-owned subsidiary of the Company. The 53,300,000 common shares issued included 52,099,000 to pre-capitalization shareholders and 1,201,000 to four directors and officers of EFT BioTech, and represented approximately 87.34% of the Company’s common stock outstanding after the Transaction. Consequently, the stockholders of EFT BioTech, Inc. own a majority of the Company's common stock immediately following the Transaction, therefore, the Transaction is being accounted for as a "reverse acquisition", and EFT BioTech is deemed to be the accounting acquirer in the reverse acquisition. As EFT Holdings was a non-operating public shell corporation that acquired an operating company, this Transaction is treated as a capital transaction where the acquiring corporation issued stock for the net monetary assets of the shell corporation, accompanied by a recapitalization. The accounting is similar in form to a reverse acquisition, except that goodwill or other intangibles are not recorded. All references to EFT BioTech common stock have been restated to reflect the equivalent numbers of EFT Holdings common shares.

At its formation on September 18, 2007, EFT BioTech acquired EFT Limited, a British Virgin Islands company (“BVI”) formed on August 22, 2007, pursuant to which EFT Limited (BVI) became a wholly-owned subsidiary of EFT BioTech. Since both EFT BioTech and EFT Limited (BVI) were under common control, this acquisition represents a reorganization of entities under common control.

EFT Limited (BVI) has four wholly-owned subsidiaries: EFT, Inc., a California company formed on January 1, 2003, Top Capital International, Ltd. (BVI), a BVI company formed on May 22, 2002, EFT (HK), Ltd., a Hong Kong (“HK”) company formed on November 1, 2006 and EFT International Ltd. (BVI), a BVI company formed on April 20, 2005, which it acquired all on November 14, 2007. As EFT Limited (BVI) and the four companies being acquired were under common control, this acquisition also represents a reorganization of entities under common control.

These reorganizations of entities under common control resulted in changes in the legal organization of these predecessors to EFT BioTech but did not result in changes in the reporting entity.

On October 20, 2008, EFT Investment Co., Ltd., a Taiwan company, was formed as a wholly-owned subsidiary of EFT Biotech Holding, Inc.

The Company, through its subsidiaries, is engaged in the E-Business designed around the concept of Business-to-customer using the World Wide Web as its “storefront” and business platform to market, sell and distribute 49 American brand products consisting of 26 nutritional products, 20 personal care products, 1 automotive fuel additives, 1 home product and a portable drinking container.

Note 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. Basis of Presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation.

Foreign Currency

The Company’s reporting currency is the U.S. dollar. The Company’s operation in Hong Kong uses Hong Kong dollar (HKD) as its functional currency. The financial statements of the subsidiary are translated into U.S. Dollars (USD) in accordance with Accounting Standards Codification or “ASC” Topic 830, Foreign Currency Translation. According to the Statement, all assets and liabilities were translated at the year end current exchange rate, stockholders equity items are translated at the historical rates and income statement items are translated at the average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income in accordance with ASC Topic 220, Reporting Comprehensive Income as a Component of Stockholders Equity. Foreign exchange transaction gains and losses are reflected in the income statement. During the years 2009 and 2008 there have been immaterial currency fluctuations between HKD and USD.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. The Company maintains its accounts in banks, several of which exceed the federally insured limit. In aggregate, approximately $34.1 million were above the federally insured limit. Management believes the Company is not exposed to any significant credit risk on those accounts.

Available for sale securities

The Company’s investments in publicly traded equity securities are classified as available-for-sale and are reported at fair value (based on quoted prices and market prices) using the specific identification method. Unrealized gains and losses, net of taxes, are reported as a component of stockholders’ equity. Realized gains and losses on investments are included in investment and other income, net when realized. Any impairment loss to reduce an investment’s carrying amount to its fair market value is recognized in income when a decline in the fair market value of an individual security below its cost or carrying value is determined to be other than temporary.

Inventories

Inventories are valued at the lower of cost (determined on a first-in, first-out basis) or market. The Management compares the cost of inventories with the market value and allowance is made for writing down the inventories to market value, if lower. Inventory consists of high tech nutritional, cosmetic, automotive maintenance and environmentally safe products.

Property and equipment

Property and equipment are stated at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of property and equipment is provided using the straight-line method for substantially all assets with estimated lives of:

Machinery & equipment	3 years
Computers & office equipment	3 years
Automobile	5 years

For the Nine months ended December 31, 2009 and 2008, depreciation expenses were $54,802 and $36,440, respectively.

Long-Lived Assets

Effective January 1, 2002, the Company adopted ASC Topic 360, Accounting for the Impairment or Disposal of Long-Lived Assets, ASC Topic 360 which addresses financial accounting and reporting for the impairment or disposal of long-lived assets, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of, and the accounting and reporting provisions of ASC Topic 225, Reporting the Results of Operations for a Disposal of a Segment of a Business. The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC Topic 360. ASC Topic 360 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the asset’s carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal. Based on its review, the Company believes that, as of December 31, 2009 there were no significant impairments of its long-lived assets.

Fair Value of Financial Instruments

ASC Topic 825, requires that the Company discloses estimated fair values of financial instruments. The carrying amounts reported in the statements of financial position for current assets and current liabilities qualifying as financial instruments are a reasonable estimate of fair value due to the short-term maturity of these instruments.

Fair Value Measurements

Effective April 1, 2008, the Company adopted ASC Topic 820, defines fair value, establishes guidelines for measuring fair value and expands disclosures regarding fair value measurements. ASC Topic 820 does not require any new fair value measurements, but rather eliminates inconsistencies in guidance found in various other accounting pronouncements. The adoption of ASC Topic 820 did not have a material effect on the Company’s financial condition or operating results.

Refer to Note 4, “Fair Value Measurements” for additional information on the adoption of ASC Topic 820.

Stock-Based Compensation

ASC Topic 718 requires companies to recognize in the statement of operations the grant date fair value of stock options and other equity-based compensation issued to employees. The Company adopted ASC Topic 718 on April 1, 2006.

Stocks issued to officers or employees

On November 18, 2007 in conjunction with the reverse acquisition, the Company granted its officers an aggregate 1,201,000 shares of fully vested stock with no future requisite service requirement. The share compensation cost is measured at grant date, based on estimated fair value of the award which is $0.0018 per share.

The amount of compensation was included as a period compensation expense. For the nine months ended December 31, 2009 and 2008, the stock-based compensation for shares awarded were to employees was $0 and $16,850, respectively.

During the years 2009 and 2008, the Company has not issued any stock options or warrants to employees nor are there any outstanding warrants or options during the nine months ended December 31, 2009, therefore pro forma disclosures are not required.

Stock issued for service

The company accounts for equity instruments issued in exchange for the receipts of goods or service from other than employees in accordance with Accounting Standards Codification or “ASC” Topic 718 and the conclusions reached by ASC Topic 505. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of performance commitment or completion of performance by the provider of goods or service as defined by ASC Topic 505.

During November 2008, we issued 4,084 shares of common stock in exchange of service we received. For the nine months ended December 31, 2009 and 2008, the stock-based compensation for shares issued to non-employees was $0 and $16,850, respectively.

Revenue Recognition

The Company’s revenue recognition policy is in accordance with the requirements of Staff Accounting Bulletin (“SAB”) No. 104, Revenue Recognition, (“SAB 104”), ASC Topic 605, Accounting for Consideration Given by a Vendor to a Customer (Including a Reseller of the Vendor’s Products) ASC Topic 605 and other applicable revenue recognition guidance and interpretations. Sales revenue is recognized at the date of shipment to customers when a formal arrangement exists, the price is fixed or determinable, the delivery is completed, no other significant obligations of the Company exist and collectibility is reasonably assured. Payments received before all of the relevant criteria for revenue recognition are satisfied are recorded as unearned revenue. Cash consideration given by the Company to its sales affiliates is considered to be a reduction of the selling prices of the Company's products, thus, is recorded as a reduction of revenue.

Warranty

The Company generally does not provide customers with right of return except for defective products which is within six month warranty period from date of sales. Historically, the company warranty provisions have not been material. The specific warranty terms and conditions vary depending upon the product sold, but generally include replacement over a period of nine months. Factors that affect the Company’s warranty liability include the number of products currently under warranty, historical and anticipated rates of warranty claims on those products, and cost per claim to satisfy the warranty obligation. The anticipated rate of warranty claims is the primary factor impacting the estimated warranty obligation. Warranty claims are relatively predictable based on our historical experience. Warranty reserves are included in other liabilities and the provision for warranty accruals is included in cost of goods sold in the consolidated statement of Operations and Other Comprehensive Income. Management reviews the adequacy of warranty reserves each reporting period based on historical experience and management's estimate of the costs to remediate the claims and adjusts the provisions accordingly.

Currently, the Company estimates its warranty expense as follows:

Products sold for
0-2 months	2% of cost
3-4 months	1.5% of cost
5-6 months	1% of cost

The Company records warranty liabilities at the time of sale for the estimated costs that may be incurred under its limited warranty. The specific warranty terms and conditions vary depending upon the product sold, but generally include replacement over a period of nine months. Factors that affect the Company’s warranty liability include the number of products currently under warranty, historical and anticipated rates of warranty claims on those products, and cost per claim to satisfy the warranty obligation. The anticipated rate of warranty claims is the primary factor impacting the estimated warranty obligation. The other factors are less significant due to the fact that the warranty period is only nine months and replacement is generally already in stock or available at a pre-determined price. Warranty claims are relatively predictable based on historical experience of failure rates. If actual results differ from the estimates, the Company revises its estimated warranty liability.

Shipping Costs

The Company’s shipping costs are included in cost of sales in the accompanying Consolidated Statements of Operations and Other Comprehensive Income for all periods presented.

Unearned Revenues

Unearned Revenues consist of cash amounts received in advance for goods and services to be shipped at a future date. The Registrant records the cash from customers as a liability until the products are shipped.

Advertising

Advertising expenses consist primarily of costs of promotion for corporate image and product marketing and costs of direct advertising. The Company expenses all advertising costs as incurred. For the Nine months ended December 31, 2009 and 2008, advertising expenses were $31,429 and $87,630, respectively.

Consultant Fee

On January 1, 2009, EFT International Ltd, a wholly-owned subsidiary of EFT BioTech Holdings, Inc., entered a contract with ZR Public Relation Consultant Ltd. (the Consultant), which provides public relation consulting services in Asia. In consideration of the services rendered by the Consultant, EFT International Ltd agrees to pay 5% of total commission payout for each fiscal year. For the nine months ended December 31, 2009, consultant expense for EFT International Ltd was $962,492.

Income Taxes

The Company utilizes ASC Topic 740, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

The Company adopted the provisions of ASC Topic 740, which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC Topic 740, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC Topic 740 also provides guidance on derecognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

Earnings Per Share

Basic net income per share is computed on the basis of the weighted average number of common shares outstanding during the period.

Diluted net income per share is computed on the basis of the weighted average number of common shares and common share equivalents outstanding. Dilutive securities having an anti-dilutive effect on diluted net income per share are excluded from the calculation.

Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

The following table shows the weighted-average number of potentially dilutive shares excluded from the diluted net income per share calculation for the three and nine months ended December 31, 2009 and 2008:

For the three

For the nine

months ended

December 31, 2009

December 31, 2008

December 31, 2009

December 31, 2008

Weighted average

warrants outstanding

14,890,040

Total

14,890,040

	For the Three Months Ended						For the Nine Months Ended
	December 31,						December 31,
	2009			2008 (Restated)			2009			2008 (Restated)
Historical Numerator:
Net Income		$	521,479		$	530,812		$	1,987,271		$	6,267,732

Denominator:
Weighted-average shares used for basic net income per share			75,983,205			68,536,356			75,983,205			63,578,836
Effect of common stock equivalents
Basic net income per share		$	0.01		$	0.01		$	0.03		$	0.10

Comprehensive income

Comprehensive income is defined as the change in equity of a company during a period from transactions and other events and circumstances excluding transactions resulting from investments from owners and distributions to owners. For the Company, comprehensive income for the periods presented is comprised of net income and unrealized loss on marketable securities classified as available-for-sale.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk are cash, accounts receivable and other receivables arising from its normal business activities. The Company places its cash in what it believes to be credit-worthy financial institutions, but several of its bank accounts exceed the federally insured limit. The Company’s accounts receivable is constantly at a marginal to zero dollar ($0) level and its revenues are derived from orders place by consumers located anywhere in the world over the Company’s designated internet portal. The Company maintains a zero dollar ($0) allowance for doubtful accounts and authorizes credits based upon its historical “sound and quality” after sales customer services provided to affiliates and customers. Historically, such customer services have been maintained in accordance with the management expectations. The Company routinely assesses the credits authorized to its customers and, based upon factors surrounding the credit risk, establishes an allowance, if required, for uncollectible accounts and, as a consequence, believes that its accounts receivable credit risk exposure beyond such allowance is limited.

Segment Reporting

ASC Topic 280, “Disclosure about Segments of an Enterprise and Related Information” requires use of the management approach model for segment reporting. The management approach model is based on the way a company's management organizes segments within the company for making operating decisions and assessing performance. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company. Since management does not disaggregate Company data, the Company has determined that only one segment exists. Accordingly, no segment reporting is provided.

Recent accounting pronouncements

In January 2010, the FASB issued Accounting Standards Update 2010-01, Equity (Topic 505): Accounting for Distributions to Shareholders with Components of Stock and Cash (A Consensus of the FASB Emerging Issues Task Force). This amendment to Topic 505 clarifies the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a limit on the amount of cash that will be distributed is not a stock dividend for purposes of applying Topics 505 and 260. Effective for interim and annual periods ending on or after December 15, 2009, and would be applied on a retrospective basis. The Company does not expect the provisions of ASU 2010-01 to have a material effect on the financial position, results of operations or cash flows of the Company.

In December 2009, the FASB issued Accounting Standards Update 2009-17, Consolidations (Topic 810): Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 167.

In December 2009, the FASB issued Accounting Standards Update 2009-16, Transfers and Servicing (Topic 860): Accounting for Transfers of Financial Assets. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 166.

In October 2009, the FASB issued Accounting Standards Update 2009-15, Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance or Other Financing. This Accounting Standards Update amends the FASB Accounting Standard Codification for EITF 09-1.

In October 2009, the FASB issued Accounting Standards Update 2009-14, Software (Topic 985): Certain Revenue Arrangements That Include Software Elements. This update changed the accounting model for revenue arrangements that include both tangible products and software elements. Effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is permitted. The Company does not expect the provisions of ASU 2009-14 to have a material effect on the financial position, results of operations or cash flows of the Company.

In October 2009, the FASB issued Accounting Standards Update 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements. This update addressed the accounting for multiple-deliverable arrangements to enable vendors to account for products or services (deliverables) separately rather than a combined unit and will be separated in more circumstances that under existing US GAAP. This amendment has eliminated that residual method of allocation. Effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is permitted. The Company does not expect the provisions of ASU 2009-13 to have a material effect on the financial position, results of operations or cash flows of the Company.

In September 2009, the FASB issued Accounting Standards Update 2009-12, Fair Value Measurements and Disclosures (Topic 820): Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). This update provides amendments to Topic 820 for the fair value measurement of investments in certain entities that calculate net asset value per share (or its equivalent). It is effective for interim and annual periods ending after December 15, 2009. Early application is permitted in financial statements for earlier interim and annual periods that have not been issued. The Company does not expect the provisions of ASU 2009-12 to have a material effect on the financial position, results of operations or cash flows of the Company.

In July 2009, the FASB ratified the consensus reached by EITF (Emerging Issues Task Force) issued EITF No. 09-1, (ASC Topic 470) "Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance" ("EITF 09-1"). The provisions of EITF 09-1, clarifies the accounting treatment and disclosure of share-lending arrangements that are classified as equity in the financial statements of the share lender. An example of a share-lending arrangement is an agreement between the Company (share lender) and an investment bank (share borrower) which allows the investment bank to use the loaned shares to enter into equity derivative contracts with investors. EITF 09-1 is effective for fiscal years that beginning on or after December 15, 2009 and requires retrospective application for all arrangements outstanding as of the beginning of fiscal years beginning on or after December 15, 2009. Share-lending arrangements that have been terminated as a result of counterparty default prior to December 15, 2009, but for which the entity has not reached a final settlement as of December 15, 2009 are within the scope. Effective for share-lending arrangements entered into on or after the beginning of the first reporting period that begins on or after June 15, 2009. The Company does not expect the provisions of EITF 09-1 to have a material effect on the financial position, results of operations or cash flows of the Company.

Note 3 - FINANCIAL INSTRUMENTS

The following table summarizes unrealized gains and losses related to the Company’s investments in marketable securities designated as available-for-sale. The fair value of available for sale securities has been estimated based on quoted market prices, which the Company currently believes are indicative of fair value. The Company’s available for sale securities are mainly on equity securities mutual funds.

	December 31, 2009							December 31, 2008
	Fair Value		Cost		Unrealized (Loss)			Fair Value		Cost		Unrealized (Loss)

Available for sale securities	$	771,300	$	999,029	$	(227,729	)	$	508,746	$	999,029	$	(490,283	)
Total	$	771,300	$	999,029	$	(227,729	)	$	508,746	$	999,029	$	(490,283	)

Note 4 - FAIR VALUE MEASUREMENTS

On April 1, 2008, the Company adopted the effective portions of ASC Topic 820. In February 2008 the FASB issued ASC Topic 820, which provides a one year deferral of the effective date of ASC Topic 820 for all nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). Therefore, the Company adopted the provisions of ASC Topic 820 with respect to only financial assets and liabilities.

ASC Topic 820 defines fair value, establishes a framework for measuring fair value and enhances disclosure requirements for fair value measurements. This statement does not require any new fair value measurements. ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC Topic 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1—Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2—Include other inputs that are directly or indirectly observable in the marketplace.

Level 3—Unobservable inputs which are supported by little or no market activity.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. In accordance with ASC Topic 820, the Company measures its available for sale securities at fair value. The available for sale securities are classified within Level 1. This is because the available for sale securities are valued using quoted market prices.

Assets and liabilities measured at fair value are summarized below.

	December 31, 2009
	Level 1
	Quoted Prices		Level 2
	in Active		Significant		Level 3
	Markets for		Other		Significant
	Identical		Observable		Unobservable
	Assets		Inputs		Inputs		Total

Available for sale securities	$	771,300	$	-	$	-	$	771,300
Total assets measured at fair value	$	771,300	$	-	$	-	$	771,300

Note 5 - NOTE RECEIVABLES, RELATED PARTY

Short-Term

On June 30, 2008, the Company signed a loan agreement denominated in U.S. dollars with Excalibur International Marine Corporation (“Excalibur”) to lend $19,193,000 at no interest with a term of five month. On November 14, 2008, the Company has received $17,628,283 from Excalibur. At the end of the five month term, the term of the loan was extended for another nine months. This loan still has an outstanding balance of $1,564,717 at period end of December 31, 2009.

On September 23, 2008, the Company signed a loan agreement denominated in U.S. dollars with Excalibur to lend $2,000,000 at interest rate of 3.75% per month with a term of no more than 60 days. At the end of the 60-day term, the term of the loan was extended for nine months. On May 25, 2009, the Company extended this loan to Excalibur for another nine months and lowered the interest rate to 12.5% per annum. On November 25, 2009 the Company extended this loan for another six months and decreased the interest rate to 8% per annum.

On November 24, 2008, the Company signed another loan agreement denominated in U.S. dollars with Excalibur to lend $500,000 at interest rate of 3.75% per month with a term of no more than 30 days. At the end of the 30-day term, the term of the loan was extended for nine months. On May 25, 2009, the Company extended this loan to Excalibur for another nine months and lowered the interest rate to 12.5% per annum. On November 25, 2009 the Company extended this loan for another six months and decreased the interest rate to 8% per annum.

On May 13, 2009, the Company signed another loan agreement denominated in U.S. dollars with Excalibur to lend $600,000 at interest rate of 12.5% per annum with a term of nine months. On November 13, 2009 the Company extended this loan for another six months and decreased the interest rate to 8% per annum.

On August 17, 2009, the Company signed another loan agreement denominated in U.S. dollars with Excalibur to lend $250,000 at interest rate of 12.5% per annum with a term of nine months.

Long-Term

The Board of Directors approved two non-interest bearing unsecured demand loans in the amount of U.S. $330,000 and $1,567,000 respectively on July 11 and July 25 to Yeuh-Chi Liu, a vendor and a member of the board of directors of Excalibur. The loan amount in $1,567,000 is collateralized with 3.97% ownership of Excalibur. As of the date hereof only the amount of $1,567,000 remains outstanding.

Note 6 – OTHER RECEIVABLE

EFT USA, Inc. (EFT), a wholly-owned subsidiary of EFT BioTech Holdings, Inc., sold certain business properties, including computers and an auto to Industrial Fulfillment Co. (IFC) in the amount of $33,504, its net book value as other receivable, pursuant to an asset purchase agreement. The sale of the assets under this agreement constitutes a complete transfer of all of its rights, titles and interests with respect to the assets. As of December 31, 2009 IFC paid back the full amount to EFT.

Note 7 – PROPERTY AND EQUIPMENT

Property and equipment consist of the following:

	December 31, 2009			March 31, 2009

Automobile	$	154,724		$	154,724
Furniture and fixture		60,868			12,278
Computer equipment		52,594			26,373
Machinery and equipment		41,611			6,405
Leasehold improvement		306,310			262,679

		616,107			462,459
Less: Accumulated depreciation		(157,105	)		(102,303	)
	$	459,002		$	360,156

CONSTRUCTION IN PROGRESS

The Company has entered into a developmental stage bottle water project in Baiquan, China. To date we have secured land, permits and permission from local government officials and have started construction on our plant, warehouse and housing compound.

Construction in progress amounted to $672,625 as of December 31, 2009. The construction is mainly to build a new water filter plant. The Company will begin depreciating these assets when they are placed in service.

Note 8 – INVESTMENT

On October 25, 2008, the Company through its wholly-owned subsidiary, EFT Investment Co. Ltd, a Taiwan company formed on October 20 2008, completed the acquisition of 48.81% of equity interest of Excalibur for approximately $19,193,000. The equity method has been used for this investment. The Company’s investment in Excalibur was $14,072,191 due to Excalibur has $3,057,123 net loss for the nine months and writes off for the premium the Company paid when it purchased the investment.

Investment consists of:

	December 31,		March 31,
	2009		2009
48.81% equity interest (a)	$	14,072,191	$	17,129,314
	$	14,072,191	$	17,129,314

(a) On October 20, 2008, EFT Investment Co., Ltd. was formed as a wholly-owned subsidiary of EFT BioTech Holdings, Inc. EFT Investment Co., Ltd was formed in Taiwan. On October 25, 2008, EFT Investment Co., Ltd. completed the acquisition of 58,567,750 shares of common stock of Excalibur; representing approximately 49% shares of issued and outstanding shares of Excalibur, for an aggregate purchase price of USD $19,193,000. Prior to the acquisition of Excalibur, Excalibur was not a related person under Item 404 of Regulation S-K. The equity method has been used for this investment for the nine months ended December 31, 2009.

The following table shows the summary of income statement for Excalibur International Corp. for the three and nine months ended December 31, 2009:

Excalibur International Marine Corp

	Three Months Ended December 31,						Nine Months Ended December 31,

	2009			2008			2009			2008
Exchange rate		33			33			33			33
Revenue	$	179,394		$	10,774		$	245,396		$	10,774
Gross profit (loss)	$	(744,371	)	$	(239,403	)	$	(4,379,419	)	$	(239,403	)
Loss from continuing operations	$	(951,785	)	$	(3,774,827	)	$	(4,134,023	)	$	(3,774,827	)
Net loss	$	(951,785	)	$	(3,774,827	)	$	(4,134,023	)	$	(3,774,827	)
EFT 48.81% investment loss	$	(464,566	)	$	(1,842,493	)	$	(2,017,817	)	$	(1,842,493	)

The following table provides the summary of balance sheet information for Excalibur International Marine Corp. as of December 31, 2009 and March 31, 2009:

Excalibur International Marine Corp

	December 31, 2009				March 31, 2009
	NT$		USD		NT$		USD
Total assets		1,248,321,460		37,827,923		1,289,432,107		39,073,700
Total liabilities		299,730,138		9,082,731		204,417,971		6,194,484
Net assets		948,591,322		28,745,192		1,085,014,136		32,879,216
EFT 48.81% ownership		463,007,424		14,030,528		529,595,400		16,048,345
Ending balance of investment account				14,072,191				17,129,314
Difference/Premium				41,663				(1,080,969	)

The difference of $41,663 was mainly due to the exchange rate fluctuations between the periods.

The premium of $1,080,969 was mainly the excess we paid to purchase of the 48.81% of ownership in Excalibur as of March 31, 2009. During the third quarter ended December 31, 2009 and with continued loss and general worsen market condition, management has determined to write-off the premium paid and recorded as part of the investment loss during the nine months ended December 31, 2009.

The following is the shareholder’s list of Excalibur International Marine Corp as of December 31, 2009:

Excalibur International Marine Corp. Shareholders’ List

	Shareholders’ Name	# of shares		%
1	EFT Investment Co. Ltd		58,567,750	48.81	%
2	Lu, TsoChun		10,000,000	8.33	%
3	Chiao, Jen-Ho		8,200,000	6.83	%
5	Lin, Ming-i		5,170,000	4.31	%
4	Ms. Ku		5,000,000	4.17	%
6	Yeuh-Chi Liu		4,766,000	3.97	%
7	Steve Hsiao		4,639,250	3.87	%
8	Wen Investment		4,000,000	3.33	%

	Others		19,657,000	16.38%

	Total		120,000,000	100	%

56 individuals, none exceeds 2.5% interest in Excalibur International Marine Corp.

Note 9 – OTHER LIABILITIES

Other liabilities consist of the following:

	December 31, 2009		March 31, 2009

Commission payable	$	6,663,746	$	5,977,969
Payroll liabilities		870,900		645,900
Warranty liability		42,605		51,683
Other		-		-
	$	7,577,251	$	6,675,552

Note 10 – STOCKHOLDERS’ EQUITY

Common stock

As of December 31, 2009 the Company has 4,975,000,000 shares of common stock authorized and 75,983,205 shares issued and outstanding at par value $0.00001 per share.

The Company did not issue any shares of Common Stock for the nine months ended December 31, 2009.

Warrants

Each warrant underlying the unit offered in the private placement is immediately exercisable in whole or in part and from time to time, to purchase one share of common stock at $3.80 per share until the second anniversary date of the date of issuance.

The Company shall have the right, not the obligation to redeem the outstanding warrants, on a pro rata basis, at a purchase price of $0.00001 per warrant within thirty (30) days from the tenth (10th) consecutive trading day that the closing sales price, or the average of the closing bid and asked price in the event that the Company’s common stock trades on the OTC or any public securities market within the U.S., is at least Eleven Dollars ($11.00) per share.

As the only settlement option for the warrants is physical settlement, in which the party designated in the contract as the buyer delivers the full stated amount of cash to the seller, and the seller delivers the full stated number of shares to the buyer, the Company accounted for the warrants as permanent equity and recorded it in additional paid in capital.

Dividend

For the nine months ended December 31, 2009 and 2008, approximately $0 and $0 million dividends were paid to the stockholders of EFT BioTech after the merger.

Deposits from investors and restricted cash

As of June 30, 2008, the Company received $55,078,730 deposits related to a future private placement of its common stock to non-resident aliens at a purchase price of $3.80 per unit, for a unit consisting of one share of common stock and one common stock purchase warrant. The deposits were held in an escrow account and are refundable anytime before stock subscription agreement was executed. As of December 31, 2009 we had not executed any of the stock subscription agreement.

Note 11 - INCOME TAXES

The Company was incorporated in the United States of America (“US”) and has operations in three tax jurisdictions - the United States of America, the Hong Kong Special Administrative Region (“HK SAR”) and the BVI. The Company generated substantially all of its net income from its BVI operations for the nine months ended December 31, 2009 and 2008 which are not subject to any tax provision according to BVI tax law. The Company’s HK SAR subsidiaries had no taxable income in the respective periods. The deferred tax assets for the Company’s US operations and HK SAR subsidiaries were immaterial at December 31, 2009 and 2008.

The income tax expenses consist of the following:

	Nine Months Ended December 31,
	2009		2008

Current:
Domestic	$	-	$	188,047
Foreign		-		-
Deferred		-		-
Income tax expenses	$	-	$	188,047

A reconciliation of income taxes, with the amount computed by applying the statutory federal income tax rate (37% for the nine months ended December 31, 2009 and 2008) to income before income taxes for the nine months ended December 31, 2009 and 2008, is as follows:

	Nine Months Ended December 31,
	2009			2008

Income tax at U.S. statutory rate	$	742,283		$	3,011,062
State tax		-			2,550
Indefinitely invested earnings of foreign subsidiaries		(749,25	)		(2,839,533	)
Nondeductible expenses		6,992			13,968
	$	0		$	188,047
Effective tax rate		0	%		2	%

The Company’s effective tax rate decreased for the nine months ended December 31, 2009, compared to the same period of 2008, due to, after the re-capitalization, a higher proportion of its operating profits is not subject to income tax.

Uncertain Tax Positions

As a result of the implementation of ASC Topic 740, the Company recognized no material adjustments to liabilities or stockholders’ equity. Interest associated with unrecognized tax benefits are classified as income tax and penalties are classified in selling, general and administrative expenses in the statements of operations. The adoption of ASC Topic 740 did not have a material impact on the Company’s financial statements.

For the nine months ended December 31, 2009 and 2008, the Company had no unrecognized tax benefits and related interest and penalties expenses. Currently, the Company is not subject to examination by major tax jurisdictions.

Note 12 - WARRANTY LIABILITY

The Company records warranty liabilities at the time of sale for the estimated costs that may be incurred under its limited warranty. Changes in warranty liability for standard warranties which are included in current liabilities on the Company’s Consolidated Balance Sheets are presented in the following tables:

	December 31, 2009			March 31, 2009

Warranty liability at March 31	$	51,684		$	85,608
Costs accrued		(9,079	)		(33,924	)
Service obligations honored		-			-
Warranty liability at December 31	$	42,605		$	51,684
Current portion	$	42,605		$	51,684
Non-current portion		-			-
Warranty liability at end of period	$	42,605		$	51,684

Note 13 - COMMITMENT

Operating Lease

The Company rents office space for its sales division in Hong Kong. The lease provides for free lease in the first two years and a monthly lease payments approximating $50,000 USD starting the beginning of the third year and expires on June 30, 2012. Expensing the 5-year total rent evenly over the life of the lease, the future minimum lease payments under the operating lease are as follows:

Year Ending March 31,
2010	$	90,000
2011		360,000
2012		360,000

The Company rents storage space for its sales division in Hong Kong. The lease provides for monthly lease payments approximating $1,135 USD starting on May 8, 2008 and expires on May 7, 2010. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010	$	3,405
2011		1,135

The Company rents office space for its sales division in Korea. The lease provides for monthly lease payments approximating $9,330 USD starting on June 25, 2009 and expires on June 24, 2011. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010	$	27,990
2011		111,960
2012		27,990

The Company rents storage space for its sales division in Korea. The lease provides for monthly lease payments approximating $1,134 USD starting on June 25, 2009 and expires on June 24, 2011. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010	$	3,402
2011		13,608
2012		3,402

The Company rents office space for its sales division in Vietnam. The lease provides for monthly lease payments approximating $2,420 USD starting on May 9, 2009 and expires on May 9, 2011. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010	$	7,260
2011		29,040
2012		2,420

The Company rents office space for its sales division in Vietnam SaiKong. The lease provides for monthly lease payments approximating $1,400 USD starting on August 8, 2009 and expires on August 8, 2011. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010	$	4,200
2011		16,800
2012		5,600

The Company rents office space for its sales division in Thailand. The lease provides for monthly lease payments approximating $1,860 USD starting on April 20, 2009 and expires on February 28, 2010. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010		$	3,720

The Company rents office space for its division as Thailand Center. The lease provides for monthly lease payments approximating $564 USD starting on April 1, 2009 and expires on February 28, 2010. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010		$	1,128

The Company rents office space for its auction product purchase center in China. The lease provides for monthly lease payments approximating $732 USD starting on June 1, 2009 and expires on May 30, 2010. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010	$	2,196
2011		1,464

The Company rents another office space for its auction product purchase center in China. The lease provides for monthly lease payments approximating $264 USD starting on July 15, 2009 and expires on July 14, 2010. Future minimum lease payments under the operating leases as of December 31, 2009 approximate the following:

Year Ending March 31,
2010	$	792
2011		1,056

Rent expenses for the nine months ended December 31, 2009 and December 31, 2008 were approximately $397,722 and $380,197, respectively.

Note 14 - Restatement

Subsequent to the issuance of the consolidated financial statements for the period ended December 31, 2009 and 2008, the Company determined that certain errors existed in the Consolidated Statements of Operations and Other Comprehensive Income and Consolidated Statements of Cash Flow with respect to the correct stock issuing cost and bank service fee during the respective periods. The changes to the previously discussed consolidated financial statements had impact on the Company’s net income.

EFT BIOTECH HOLDINGS, INC.

Consolidated Statements of Operations and Other Comprehensive Income (Unaudited)

	Three Months Ended						Nine Months Ended
	December 31,						December 31,
	2008			2008			2008			2008
	(restated)			(original)			(restated)			(original)

Sales revenues, net	$	1,866,413		$	3,573,484		$	11,286,739		$	12,993,810

Shipping charge		705,210			705,210			3,534,320			3,534,320
		2,571,623			4,278,694			14,821,059			16,528,130

Cost of goods sold		771,142			771,142			4,082,924			4,082,924

Shipping cost		87,960			87,960			1,553,401			1,553,401
		859,102			859,102			5,636,325			5,636,325

Gross profit		1,712,521			3,419,592			9,184,734			10,891,805

Selling, general and administrative expenses		1,129,554			1,154,398			3,459,470			3,484,314

Net operating income		582,967			2,265,194			5,725,264			7,407,491

Other income (expense)
Interest income		483,723			483,723			1,255,843			1,255,843

Investment income		4,337			4,337			11,425			11,425

Foreign exchange gain (loss)		(841,920	)		(841,920	)		(841,565	)		(841,565	)

Other income, net		304,952			304,952			304,812			304,812

Total other income (expense)		(48,908	)		(48,908	)		730,515			730,515

Net income before income taxes		534,059			2,216,286			6,455,779			8,138,006

Income taxes		3,247			3,247			188,047			188,047

Net income	$	530,812		$	2,213,039		$	6,267,732		$	7,949,959

Unrealized gain (loss) on available for sale securities		(246,810	)		(246,810	)		(367,901	)		(367,901	)

Comprehensive income	$	284,002		$	1,966,229		$	5,899,831		$	7,582,058

Net income per common share
Basic	$	0.01		$	0.03		$	0.10		$	0.13

Weighted average common shares outstanding
Basic		68,536,356			68,536,356			63,578,836			63,578,836

EFT BIOTECH HOLDINGS, INC.

Consolidated Statements of Cash Flows (Unaudited)

	December 31,			December 31,
	2008			2008
	(restated)			(original)
Cash flows from operating activities:
Net income	$	6,267,732		$	7,949,959
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		36,440			36,440
Warranty liability		(41,293	)		(41,293	)
Stock based compensation		16,850			16,850
Changes in operating assets and liabilities:
Inventories		(1,873,435	)		(1,873,435	)
Prepaid expenses and other receivable		419,222			419,222
Security deposit		(2,322	)		(2,322	)
Accounts payable		(174,041	)		(174,041	)
Other liabilities		(8,743,705	)		(8,743,705	)
Unearned revenues		(1,400,020	)		(1,400,020	)
Income tax payable		184,000			184,000

Net cash provided by (used in) operating activities		(5,310,572	)		(3,628,345	)

Cash flows from investing activities:
Increase in note receivable		(4,067,000	)		(4,067,000	)
Additions to fixed assets		(62,587	)		(62,587	)
Increase in investment		(19,193,000	)		(19,193,000	)

Net cash (used in) investing activities		(23,322,587	)		(23,322,587	)

Cash flows from financing activities:
Restricted cash		37,845,432			37,845,432
Proceeds from investor deposits		(37,845,432	)		(37,845,432	)
Proceeds from issuance of stock		52,831,639			51,149,412

Net cash provided by financing activities		52,831,639			51,149,412

Net increase in cash		24,198,480			24,198,480

Cash, beginning of period		15,165,620			15,165,620

Cash, end of period	$	39,364,100		$	39,364,100

Supplemental disclosures of cash flow information:
Interest paid in cash	$	-		$	-
Income taxes paid in cash	$	4,047		$	4,047

Note 15 - Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through February 11, 2010 with the date being the date that the financial statements are issued or are available to be issued.

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations.

Forward-Looking Statements

This Report contains statements that we believe are, or may be considered to be, “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this Report regarding the prospects of our industry or our prospects, plans, financial position or business strategy, may constitute forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking words such as “may,” “will,” “expect,” “intend,” “estimate,” “foresee,” “project,” “anticipate,” “believe,” “plans,” “forecasts,” “continue” or “could” or the negatives of these terms or variations of them or similar terms. Furthermore, such forward-looking statements may be included in various filings that we make with the SEC or press releases or oral statements made by or with the approval of one of our authorized executive officers. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements contained herein, which reflect management’s opinions only as of the date hereof. Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements. You are advised, however, to consult any additional disclosures we make in our reports to the SEC. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained in this Report.

Industry Trends

We believe that the Business to Customer business is robust and that consumers have become more confident in ordering products, like ours, over the internet. However, the nutritional supplement and cosmetic e-business markets have and continue to become increasingly competitive and are rapidly evolving. Barriers to entry are minimal and current and new competitors can launch new websites at a relatively low cost. Many competitors in this area have greater financial, technical and marketing resources than our Company. Continued advancement in technology and increasing access to that technology is paving the way for growth in direct marketing. We also face competition for consumers from retailers, duty-free retailers, specialty stores, department stores and specialty and general merchandise catalogs, many of which have greater financial and marketing resources than we have. Notwithstanding the foregoing, we believe that we are well-positioned within the Asian consumer market with our current plan of supplying American merchandise brands to consumers and that our exposure to both the Asian and American cultures gives us a competitive advantage. There can be no assurance that we will maintain our competitive edge or that we will continue to provide only American made merchandise.

However, the global economy is currently undergoing a period of unprecedented volatility, and the future economic environment may continue to be less favorable than that of recent years. This has led, and could further lead, to reduced consumer spending in the foreseeable future, and this may include spending on nutritional and beauty products and other discretionary items, like our products. In addition, reduced consumer spending may drive us and our competitors to decrease prices. These conditions may adversely affect our revenues and profits.

Our long-term plan is to use funds from the private placement and revenues earned for investments and acquisitions to allow us to grow our existing business operations and to enter into additional territories. To date, we have not located any acquisition targets nor do we have any commitments for capital expenditures, other than Excalibur. We believe that due to the current global economic recession, there might be material opportunities for us to acquire smaller companies at discount prices. There can be no assurances however that we will be successful in doing so. Our expansion will rely to a great degree on global economic conditions and perceived future changes. Until such time, we intend to retain our cash reserves to fund our operations.

RESULTS OF OPERATIONS

The Three Months Ended December 31, 2009 Compared to the Three Months Ended December 31, 2008

Revenues. Our Revenues increased to $3,362,196 for the three months ended December 31, 2009 from $1,866,413 for the three months ended December 31, 2008 because of increased sales and the Company raises its unit sales price in July 2008 from $250 to $300.

Costs of Goods Sold. Costs of Goods Sold increased to $1,048,913 for the three months ended December 31, 2009 from $771,142 for the three months ended December 31, 2008. Costs of Goods Sold consist of merchandise purchases from vendors and increased because of increased sales.

Shipping Charges. Shipping Charges increased to $965,520 for the three months ended December 31, 2009 from $705,210 for the three months ended December 31, 2008 due to increased sales.

Shipping Costs. Shipping Costs increased to $334,879 for the three months ended December 31, 2009 from $87,960 for the three months ended December 31, 2008. Shipping Costs consist of freight charges to our Hong Kong facility and increased because of increased sales.

Gross Profits. Gross Profits increased to $2,943,924 for the three months ended December 31, 2009 from $1,712,521 for the three months ended December 31, 2008. Our gross profit percentage for the three months ended December 31, 2009 was 68% compared to 67% for the three months ended December 31, 2008. Gross profits increased due to the Company increased sales.

Selling, General and Administrative Expenses. Selling, General and Administrative Expenses increased to $2,398,664 for the three months ended December 31, 2009 from $1,129,554 for the three months ended December 31, 2008. Selling, General and Administrative Expenses consist of advertising of $9,442 and corporate administrative expenses of $1,397,292, and increasing consultant fees to ZR Public Relation Company, Ltd. of $391,930 and royalty fees accrued for trademark of $600,000 at December 31, 2009.

Interest Income. Interest Income decreased to $426,577 for the three months ended December 31, 2009 from $483,723 for the three months ended December 31, 2008. Interest Income decreased due to cash balance decreases and interest rate declines at December 31, 2009.

Foreign Exchange Loss. Foreign Exchange loss increased to $751 for the three months ended December 31,2009 compared to a loss of $841,920 for the three months ended December 31,2008. Foreign Exchange loss increased because of fluctuation on foreign exchange rates.

Other Income, net. Other Income, net decreased to $13,457 for the three months ended December 31, 2009 from $304,952 for the three months ended December 31, 2008. Other Income, net consists of fees received for educational training classes and decreased due to fewer classes held.

The Nine Months Ended December 31, 2009 Compared to the Nine Months Ended December 31, 2008

Revenues. Our Revenues increased to $12,476,956 for the nine months ended December 31, 2009 from $11,286,739 for the nine months ended December 31, 2008 because of the Company raises its unit sales price in July 2008 from $250 to $300. The price increase took effect for the last five months in the nine months ended December 31, 2008 compared the full nine months ended December 31, 2009.

Costs of Goods Sold. Costs of Goods Sold decreased to $3,374,844 for the nine months ended December 31, 2009 from $4,082,924 for the nine months ended December 31, 2008. Costs of Goods Sold consist of merchandise purchases from vendors and decreased because of decreased sales in volume.

Shipping Charges. Shipping Charges decreased to $3,015,090 for the nine months ended December 31, 2009 from $3,534,320 for the nine months ended December 31, 2008 due to the Company does not charge shipping fees for sales through reverse auction program.

Shipping Costs. Shipping Costs decreased to $923,247 for the nine months ended December 31, 2009 from $1,553,401 for the nine months ended December 31, 2008. Shipping Costs consist of freight charges to our Hong Kong facility and decreased because of the Company contracted Industry Fulfillment Center (“IFC”) to handle a portion of its shipping cost.

Gross Profits. Gross Profits increased to $11,193,955 for the nine months ended December 31, 2009 from $9,184,734 for the nine months ended December 31, 2008. Our gross profit percentage for the nine months ended December 31, 2009 was 72% compared to 62% for the nine months ended December 31, 2008. Gross profits and gross profit percentage increased due to the Company raising its unit sales prices in July 2008. The price increase only took effect for the last five months of the nine months ended December 31, 2008 compared to the full nine months ended December 31, 2009.

Selling, General and Administrative Expenses. Selling, General and Administrative Expenses increased to $6,958,530 for the nine months ended December 31, 2009 from $3,459,470 for the nine months ended December 31, 2008. Selling, General and Administrative Expenses consist of advertising of $31,429 and corporate administrative expenses of $5,364,609, and increasing consultant fees to ZR Public Relation Company, Ltd. of $962,492 and royalty fees accrued for trademark of $600,000 at December 31, 2009.

Interest Income. Interest Income decreased to $725,971 for the nine months ended December 31, 2009 from $1,255,843 for the nine months ended December 31, 2008. Interest Income decreased due to cash balance decrease and interest rate declines at December 31, 2009.

Foreign Exchange Loss. Foreign Exchange loss decreased to $3,402 for the nine months ended December 31, 2009 from a loss of $841,565 for the nine months ended December 31, 2008. Foreign Exchange loss decreased because of fluctuation on foreign exchange rates.

Other Income net. Other Income net decreased to $86,400 for the nine months ended December 31, 2009 from a loss of $304,812 for the nine months ended December 31, 2008. Other Income, net consists of fees received for educational training classes and decreased due to fewer classes held.

LIQUIDITY AND CAPITAL RESOURCES

As reflected in the accompanying consolidated financial statements, at December 31, 2009, the Company had $37,396,099 cash on hand and a stockholders’ equity of $58,639,185. To date, we have funded our operations primarily from sales to our Affiliates and through private equity financings. While we believe in the viability of our strategy to improve sales volume and in our ability to raise additional funds, there can be no assurances to that effect.

At December 31, 2009, we had $70,298,614 in total assets, compared to $68,666,322 at March 31, 2009. This was primarily due to the decrease of prepaid expenses. Our inventories also decreased to $3,432,473 at December 31, 2009 from $3,908,629 at March 31, 2009 due to sales decrease. Our decrease in investments was due to an equity investment in Excalibur to $14,072,191 at December 31, 2009 from $17,129,314 at March 31, 2009, and related party Notes Receivable of $7,321,717 at December 31, 2009 compared to $5,961,717 at March 31, 2009 was due to loans made to Excalibur and Yeuh-Chi Liu. At December 31, 2009, we had $771,300 in invested mutual funds, $4,767,023 in bonds and prepaid expenses were $761,794.

At December 31, 2009, our Total Liabilities consisted of $11,659,429 compared to $12,276,962 at March 31, 2009. Liabilities consist of Accounts Payable; Other Liabilities; Unearned Revenue. Accounts payable decreased to $1,290,698 at December 31, 2009 from $3,610,195 at March 31, 2009 primarily due to due to payment of trademark royalty expenses for last fiscal year. Other liabilities consist of commissions (Affiliate rewards) payable, payroll liabilities and other liabilities, and increased to $7,577,251 at December 31, 2009 from $6,675,552 at March 31, 2009 because of increased commissions payable and payroll payable. Unearned revenue consists of customer deposits for unshipped products, and increased to $2,791,480 at December 31, 2009 from $1,991,215 at March 31, 2009 due to postponed deliveries in-transit during the holiday season.

Our products are sensitive to business and personal discretionary spending levels and tend to decline or grow more slowly during economic downturns, including downturns in any of our major markets. The current worldwide recession is expected to adversely affect our sales and liquidity for the foreseeable future. Although we have mitigated decreases in sales by lowering our levels of inventory to preserve cash on hand, we do not know when the recession will subside and when consumer spending will increase from its current depressed levels. Even if consumer spending increases, we are not sure when consumer spending will increase for our products which will affect our liquidity. We believe we have enough capital to fund our operations during the next 12 months.

Excalibur International Marine Corporation

Due to the recent changes in policy between Mainland China and Taiwan, an opportunity was recognized to take advantage of direct sailings for cargo and passengers through the Taiwan Strait. EFT identified Excalibur International Marina Corporation (“Excalibur”), a shipping company located in Taiwan, as a viable entity to participate with in this business opportunity. In order to expedite the purchase of a new vessel, EFT’s Board of Directors approved a non-interest bearing, unsecured loan to facilitate this purchase. On July 28, 2008, the Registrant loaned $19,193,000 to Excalibur. This loan was still outstanding with balance of $ 1,564,717 as of December 31, 2009. At the time of the transaction, Excalibur was not a related party nor did any of the Company or any of its officers or directors have any relationship with Excalibur or any of its officers and directors.

On September 23, 2008, the Registrant signed a loan agreement with Excalibur to lend $2,000,000 at an interest rate of 3.75% per month with a term of no more than 60 days. At the end of the 60 days term, the term of the loan was extended for six months. On November 23, 2008, the Company extended this loan to May 25, 2009. On May 25, 2009, the Company extended this loan to Excalibur for another six months and decreased the interest rate to 12.5% per annum. On November 25, 2009 the Company extended this loan for another six months and decreased the interest rate to 8% per annum.

On October 20, 2008, EFT Investment Co., Ltd. was formed as a wholly-owned subsidiary of EFT BioTech Holdings, Inc. EFT Investment Co., Ltd was formed in Taiwan. On October 25, 2008, EFT Investment Co., Ltd. completed the acquisition of 585,677,500 shares of common stock of Excalibur; representing approximately 49% shares of issued and outstanding shares of Excalibur, for an aggregate purchase price of USD $19,193,000. Prior to the acquisition of Excalibur, Excalibur was not a related person under Item 404 of Regulation S-K.

On November 24, 2008, the Registrant signed an additional loan agreement with Excalibur, a then related party, pursuant to which the Registrant loaned Excalibur $500,000 at the interest rate of 3.75% per month with a term of 30 days with an extension of six months. On December 25, 2008, the Company extended the loan to May 25, 2009. On May 25, 2009, the Company extended this loan for another six months and decreased the interest rate to 12.5% per annum. On November 25, 2009 the Company extended this loan for another six months and decreased the interest rate to 8% per annum.

On May 13, 2009, the Company signed another loan agreement denominated in U.S. dollars with Excalibur to lend $600,000 at interest rate of 12.5% per annum with a term of six months. On November 13, 2009 the Company extended this loan for another six months and decreased the interest rate to 8% per annum.

Note Receivable – Related party

The Board of Directors approved two non-interest bearing unsecured demand loans in the amount of U.S. $330,000 and $1,567,000 respectively on July 11 and July 25 to Yeuh-Chi Liu, a vendor and a member of the board of directors of Excalibur. As of the date hereof the full principal amount remains outstanding.

Off-Balance Sheet Arrangements

The Registrant does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Registrant’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Quantitative and Qualitative Disclosures about Market Risk

For our fiscal year ended March 31, 2009, 100% of our total sales consisted of sales outside of the United States, with 0% of total sales denominated in currencies other than the United States dollar. In addition, from time to time we execute intercompany loans with our foreign subsidiaries that are denominated in foreign currencies.

We are exposed to foreign currency risks that arise from normal business operations. These risks include the translation of local currency balances of our Company and foreign subsidiaries, intercompany loans with foreign subsidiaries and transactions denominated in foreign currencies. It is our policy not to enter into derivative financial instruments for speculative purposes. We do not hedge our exposure to the translation of reported results of our foreign subsidiaries from local currency to United States dollars. A 10% adverse change in the underlying foreign currency exchange rates would not be significant to our financial condition or results of operations.

Critical Accounting Policies

The Registrant’s financial statements are based on the selection and application of significant accounting policies, which require management to make significant estimates and assumptions. The Registrant believes that the following are some of the more critical judgment areas in the application of the Registrant’s accounting policies that currently affect the Registrant’s financial condition and results of operations.

Cash & Cash Equivalents

Cash and cash equivalents include cash on hand and cash in time deposits, and certificates. The Company maintains its accounts in various banks and several which exceed the federally insured limit.

Inventories

Inventories are valued at the lower of cost or market. Product cost includes completed merchandise and is accounted for using the first-in, first-out basis. The Company has two warehouses, one in City of Industry, CA and the other one in Kowloon, HK. On a quarterly basis, the Company reviews inventory levels in each country for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on this review, the Company records inventory write-downs when costs exceed expected net realizable value. Historically, the Company estimates of the obsolete or unmarketable items have been insignificant.

ASC Topic 605 clarifies that abnormal amount of idle facility expense, freight, handling costs, and wasted material (spoilage) should be recognized as period charges, rather than as an inventory value. This standard also requires the allocation of fixed production overheads to inventory based on the normal capacity of the production facilities. The Registrant’s existing accounting policy for inventory valuation is generally consistent with this guidance, and therefore, the adoption of ASC Topic 605 did not have a significant impact on the Registrant’s 2008 and 2009 financial results.

Notes Receivables from Related Parties

Notes receivable consists of receivables from the Registrant’s loans to Excalibur, Taiwan, and Yeuh-Chi Liu, each a related party. As of December 31, 2009, outstanding loans to Excalibur totaled $ 5.42 million and to Yeuh-Chi Liu $1.89 million. The Registrant periodically reviews notes receivables for reliability and collectability, and recent account activities. If the Registrant’s estimates regarding collectability are inaccurate or an unforeseen matter is to occur, the Registrant may be exposed to a write-off or bad debts. As of December 31, 2009, the Registrant does not have an allowance for bad debts.

Investment

The Registrant accounts for equity investments in entities in which it exercises significant influence but does not own a majority equity interest in or have control using the equity method. The Registrant evaluates its equity investments for impairment whenever events and changes in business circumstances indicate the carrying amount of the equity investment may not be fully recoverable. On October 25, 2008, the Registrant, through its wholly-owned subsidiary, EFT Investment Co. Ltd., invested $19,193,000 in Excalibur International Marine Corporation for 49% of its ownership. The Registrant recorded this investment using the equity method because of its significant influence over the entity.

Unearned Revenues

Revenue

The Registrant receives payment by cash only for orders from customers or Affiliates. Cash consideration given by the Registrant to its sales Affiliates is considered to be a reduction of the selling prices of the Company’s products, thus, is recorded as a reduction of revenue. Sales revenues are recorded when the merchandise delivery is completed.

Foreign Currency Translation

The Company’s functional currency is the U.S. dollar and its operation in Hong Kong uses Hong Kong dollar (HKD) as its functional currency. An entity’s functional currency is the currency of the primary economic environment in which the entity operates. Management must use judgment in determining an entity’s functional currency, assessing economic factors including cash flow, sales price, sales market, expense, financing and inter-company transactions and arrangements. Impact from exchange rate changes related to transactions denominated in currencies other than the functional currency is recorded as a gain and loss in the statements of operations, while impact from exchange rate changes related to translating a foreign entity’s financial statements from the functional currency to its reporting currency, the U.S. dollar, is disclosed and accumulated in a separate component under the equity section of the balance sheets. Different judgments or assumptions resulting in a change of functional currency may materially impact the Registrant’s financial position and results of operations.

Income Taxes

The Registrant uses the asset and liability method of accounting for income taxes. Under this method, income tax expense is recognized for the amount of taxes payable or refundable for the current year. In addition, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities and for operating losses and tax credit carry-forwards. Management must make assumptions, judgments and estimates to determine the current provision for income taxes and the deferred tax assets and liabilities and any valuation allowance to be recorded against a deferred tax asset. Management’s judgments, assumptions and estimates relative to the current provision for income tax take into account current tax laws, management’s interpretation of current tax laws and possible outcomes of current and future audits conducted by foreign and domestic tax authorities. Changes in tax law or management’s interpretation of tax laws and the resolution of current and future tax audits could significantly impact the amounts provided for income taxes in the financial statements. Management’s assumptions, judgments and estimates relative to the value of a deferred tax asset take into account predictions of the amount and category of future taxable income, such as income from operations. Actual operating results and the underlying amount and category of income in future years could render management’s current assumptions, judgments and estimates of recoverable net deferred taxes inaccurate. Any of the assumptions, judgments and estimates mentioned above could cause our actual income tax obligations to differ from the estimates, thus materially impacting the financial position and results of operations.

RECENT ACCOUNTING PRONOUNCEMENTS

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

For the quarter and nine month period ended December 31, 2009, 100% of our total sales consisted of sales outside of the United States, with 0% of total sales denominated in currencies other than the United States dollar. In addition, from time to time we execute intercompany loans with our foreign subsidiaries that are denominated in foreign currencies.

Item 4T. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our Principal Executive Officer and Principal Financial Officer are responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.

Our Principal Executive Officer and Principal Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2009. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) accumulated and communicated to the Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding disclosure.

Changes in Internal Control over Financial Reporting

During the quarter ended December 31, 2009, there were no changes in our internal controls over financial reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

We are not a party to nor are we threatened with or have any knowledge of any claims or legal actions that would have a material adverse impact on our financial position, operations or potential performance.

Item 1A. Risk Factors.

There have not been any material changes from the risk factors as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended March 31, 2009 filed with the SEC on July 17, 2009.

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

None

Item 3. Defaults upon Senior Securities.

None

Item 4. Submission of Matters to a Vote of Security Holders.

None

Item 5. Other Information.

None

Item 6. Exhibits.

Exhibit		Description:
31.1		Certification by Jack Jie Qin, Principal Executive Officer and Principal Financial Officer of EFT BioTech Holdings, Inc., pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended.
32.1		Certification by Jack Jie Qin, Principal Executive Officer and Principal Financial Officer of EFT BioTech Holdings, Inc., pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended.

Item 7. Subsequent Events.

None

SIGNATURES

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

	EFT BIOTECH HOLDINGS, INC.

Dated: February 16, 2010	/s/ Jack Jie Qin
	Jack Jie Qin
	Chief Executive Officer, President and Chairman
	(Principal Executive Officer)
	(Principal Financial Officer)

EFT Holdings, Inc. - FORM 10-Q - February 16, 2010

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EFT Holdings, Inc. Reports