- Amended Annual and Transition Report (foreign private issuer) (20-F/A)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F /A
(Amendment No.1)

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

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

For the fiscal year 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 _____________________to ______________________

Commission file number _______________________________

TransAKT Ltd.
(Exact name of Registrant as specified in its charter)

___________________________________
(Translation of Registrant’s name into English)

Alberta, Canada
(Jurisdiction of incorporation or organization)

Suite 260, 1414 – 8 ^th Street S.W., Calgary, Alberta, Canada, T2R 1J6
(Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each class	Name of each exchange on which registered

None	Not applicable

Securities registered or to be registered pursuant to Section 12(g) of the Act.

Common Stock
(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None
(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s capital or common stock as of the close period covered by the annual report.

On December 31, 2009, there were a total of 102,645,120 common shares issued and outstanding.

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

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
[ ] Yes [X] No

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.
[ X ] Yes [ ] 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).
[ X ] Yes [ ] No

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

Large accelerated filer [ ]

Accelerated filer [ ]

Non-accelerated filer [X ]

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP [X]

International Financial Reporting Standards as issued by the International Accounting Standards Board

[ ]

Other [ ]

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.
[ ] Item 17 [ ] Item 18
_________________________________

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
[ ] Yes [X] No

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.
[ ] Yes [ ] No

TABLE OF CONTENTS

PART I			1
	Item 1.	Identity of Directors, Senior Management and Advisers	1
	Item 2.	Offer Statistics and Expected Timetable	1
	Item 3.	Key Information	1
	Item 4.	Information on the Company	5
	Item 4A.	Unresolved Staff Comments	10
	Item 5.	Operating and Financial Review and Prospects	10
	Item 6.	Directors, Senior Management and Employees	17
	Item 7.	Major Shareholders and Related Party Transactions	20
	Item 8.	Financial Information	21
	Item 9.	The Offering and Listing	21
	Item 10.	Additional Information	23
	Item 11.	Quantitative and Qualitative Disclosures About Market Risk	25
	Item 12.	Description of Securities Other than Equity Securities	26
PART II			26
	Item 13.	Defaults, Dividend Arrearages and Delinquencies	26
	Item 14.	Material Modifications to the Rights of Security Holders and Use of Proceeds	26
	Item 15.	Controls and Procedures	26
	Item 15T.	Controls and Procedures	26
	Item 16A.	Audit committee financial expert	27
	Item 16B.	Code of Ethics	27
	Item 16C.	Principle Accountant Fees and Services	27
	Item 16D.	Exemptions from the Listing Standards for Audit Committees	28
	Item 16E.	Purchases of Equity Securities by the Issuer and Affiliated Purchasers	28
PART III			28
	Item 17.	Financial Statements	28
	Item 18.	Financial Statements	28
	Item 19.	Exhibits	28

PART I

Forward-looking statements are not guarantees of future performance. They involve risks, uncertainties and assumptions. Our future results and shareholder values may differ materially from those expressed in these forward-looking statements. Readers are cautioned not to put undue reliance on any forward-looking statements.

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS

Not applicable to Form 20-F filed as an Annual Report.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable to Form 20-F filed as an Annual Report.

ITEM 3. KEY INFORMATION

3.A. Selected Financial Data

The table below presents selected financial information. Our financial statements are stated in United States dollars (“USD”) and are prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”). The following table presents selected financial information under U.S. GAAP. The table should be read in conjunction with the financial statements and notes thereto and our discussion and analysis included elsewhere in this Annual Report. All dollar amounts in this report are expressed in USD unless otherwise stated.

Selected Financial Data US GAAP
(USD$)

	2009	2008	2007	2006	2005
Operating Revenues	10,623,736	9,546,132	9,687,678	8,385,075	9,167,708
Income (loss) from Operations	(186,069)	(206,483)	(1,463,176)	(152,291)	(7,282)
Net Income (loss)	(249,643)	(420,776)	(921,158)	(237,459)	(702)
Net Loss per share (basic and diluted)	0	0	(0)	(0.00)	(0.00)
Dividends per share	-	-	-	-	-
Weighted Ave Shares Outstanding	102,645,120	102,645,120	99,707,278	52,379,273	50,000,000
Working Capital	1,164,286	1,493,102	1,778,734	1,189,171	1,601,039
Long Terms Debt	-	-	-	-	-
Shareholders’ Equity	1,220,848	1,531,931	1,854,514	1,269,299	1,652,044
Capital Stock	3,260,018	3,260,018	3,260,018	1,832,174	1,826,400
Total Assets	4,980,879	6,161,158	6,331,827	5,539,691	3,796,596

This Annual Report contains financial statements that were prepared in USD with conversions of certain amounts of Taiwan Dollars (“TWD”) and Canadian Dollars (“CAD”) converted into USD based upon the exchange rate in effect at the end of the calendar year to which the amount relates, or the exchange rate on the date specified. These translations should not be construed as representations that the TWD and CAD amounts actually represent such USD amounts or that TWD and CAD could be converted into USD at the rate indicated.

3.B. Capitalization and Indebtedness

Not applicable to Form 20-F filed as an Annual Report.

3.C. Reasons for the Offer and Use of Proceeds

Not applicable to Form 20-F filed as an Annual Report.

3.D. Risk Factors

INVESTMENT IN OUR COMMON SHARES IS HIGHLY SPECULATIVE. A PROSPECTIVE INVESTOR SHOULD CAREFULLY CONSIDER THE FOLLOWING RISK FACTORS:

Risks Relating to Our Stock

We Have a History of Operating Losses Which May Affect Our Ability to Continue Operations.

We sustained operating losses for each of the fiscal years ended December 31, 2009 and 2008 of $249,643 and $420,776, respectively. . We also anticipate sustaining a loss from operations for the fiscal year ended December 31, 2010. If we are unable to achieve profitability or to raise sufficient capital to carry out our business plan, we may not be able to continue operations.

We Have a Limited Operating History and Are Still Proving the Viability of Our Products and Business Model, and thus, We May Be Unable to Sustain Operations and You May Lose Your Entire Investment.

Since inception, we have been primarily focused on research and development. In April 2003, our products became commercially available and in 2006, we significantly changed our product line. We are still adding to our product line and are in the process of proving the viability of our products and business model. If our business model proves unsuccessful or our products prove unviable, we may not be able to sustain operations and our ability to raise additional funding may be jeopardized.

Our Competition Has Greater Resources Than We Do and Can Respond More Quickly to Changes in Our Industry Which Could Adversely Affect our Ability to Compete.

Communications-based businesses are intensely competitive and involve a high degree of risk. Public acceptance of our products may never reach the magnitude required for us to achieve commercial profitability.

Many of our existing competitors, as well as a number of potential new competitors have longer operating histories, greater name recognition, larger customer bases and significantly greater financial, technical and marketing resources than us. These factors may allow them to respond more quickly than us to new or emerging technologies and changes in customer requirements. It may also allow them to devote greater resources than we can to the development, promotion and sale of their products and services. Such competitors may also engage in more extensive research and development, undertake more far-reaching marketing campaigns, adopt more aggressive pricing policies and make more attractive offers to existing and potential employees, strategic partners, advertisers and Internet publishers. In addition, current and potential competitors have established or may establish cooperative relationships among themselves or with third parties to increase the quality and commercial viability of their products or services.

Volatility of Global Economic Conditions May Affect Our Ability to Raise Capital and our Product Costs Which May Affect Our Ability to Continue Operations.

Our revenues, profitability, future growth, and the carrying value of our assets are substantially dependent on prevailing global economic conditions, generally, and on fluctuations in specific factors such as exchange rates, rates of inflation, governmental stability and the occurrence of economically disruptive events, such as war or natural or industrial disaster. Our ability to borrow and to obtain additional capital on attractive terms is also substantially dependent upon these factors. The negative impact of these factors on sales orders originating from an affected country would have an adverse effect on our borrowing capacity, revenues, profitability and cash flows from operations. For example, unfavorable changes in exchange rates can increase the cost of our products and reduce revenues, resulting in reduced profitability. In the event that our profitability is reduced and we are unable to maintain our profit margins, our ability to raise or to borrow capital may decrease. In addition, as has been recently experienced, general downturns in the technology sector worldwide have made fundraising difficult. Since the marketing of our products will require us to raise additional capital, such downturns may have an adverse affect on our ability to continue operations and to effectively market our products.

We are Dependent on Key Personnel Who Have Extensive Knowledge of Our Products and Business and thus, the Loss of One or More of These Individuals May Adversely Affect Our Business.

We are heavily dependent upon the expertise of our management and certain other key officers and directors who have extensive knowledge of our products and our operations, and the loss of one or more of these individuals could have a material adverse effect on our business. We do not maintain key-person insurance policies on any of our executive officers. Since we are a technology driven company, our future success also depends on our ability to continue to attract, retain, and motivate highly skilled employees in the telecommunications technology sector, and in the technology sector, generally. Competition for employees in our industry is intense. We may be unable to retain key employees or to attract, assimilate, or retain other highly qualified employees in the future. We currently have employment agreements with our key executive officers, engineers and other key employees. These contracts are for five (5) year terms and include non-competition clauses.

If We Are Unable to Respond To the Rapid Technological Change in Our Industry, Our Products Could Become Obsolete and We May Be Unable to Compete, Resulting In the Termination of Our Operations.

The communications technology industry is characterized by rapid and significant technological change. Many communication applications have a short life cycle. For example, our former payment system technologies product lines became obsolete and reached their end-of-life. Furthermore, due to changes in governmental policy, the cellular phones that our products were designed to work with have become obsolete. Going forward, our main products will be in the areas of telecommunications equipment, including VoIP hardware, HTT’s USB Dongle designed for use with Skype, HTT’s SkyDECT, HTT’s EZDECT advanced multi-line cordless telephone systems, etc. We also plan to distribute other name-brand telecommunications equipment in Taiwan, China and other regions throughout Asia. Our future success will depend in large part on our ability to continue to respond to such changes. If we are unable to respond to such changes and/or new or improved competing technology is developed, our technology may be rendered non-competitive. In the event that we are unable to respond to these changes, our ability to raise capital to carry out our business plan may be severely restricted. In addition, our profitability may decrease as any existing inventory may need to be sold at a discount. In this event, our cash flow and liquidity would also be decreased.

Government Regulation Could Adversely Affect Our Ability to Sell Our Products.

Laws and regulations directly applicable to communications, commerce and advertising are becoming more prevalent. In addition, the growth and development of the communications industry may prompt calls for more stringent consumer protection laws, both in Canada and abroad, that may impose additional burdens on companies. Recently, the United States government mandated wireless number portability for all new cell phones allowing consumers to keep their existing phone numbers when changing carriers. The implementation of wireless number portability rendered several then popular cellular phone models obsolete. In the event that a phone model that our unit attaches to is rendered obsolete by regulations such as wireless number portability, our sales and inventory values would be adversely affected. In addition, to the extent that regulatory bodies impose restrictions on VoIP, our ability to compete with major telecommunication companies would be effected. The result would be decreased profitability, which may adversely affect our share price.

Government regulations could also potentially slow down our expansion plans. We may be required to obtain approval of our products from several regulatory agencies. Regulatory approval processes can be onerous and slow, and could adversely affect our ability to meet our financial projections. Further, compliance with different national standards may require additional capital investments and testing. If we are unable to obtain such financing or to obtain any necessary approvals, our business could be adversely impacted.

We Will Need Additional Funds In Order to Expand our product Design, Production and Distribution Capacities, and There Is No Assurance That Such Funds Will Be Available As, If and When Needed, Which May Adversely Affect Our Operations.

We generated positive cash flow from operations of $1,007,964 for the fiscal year ended December 31, 2009, and negative cash flow from operations of $890,840 for the same period in 2008. Although our operating activities generated net proceeds in fiscal 2009, we are dependent on the proceeds of equity and non-equity financing to finance the expansion of operations. No assurances can be given that our actual cash requirements will fall within our budget, that anticipated revenues will be realized when needed, that lines of credit will be available to us if required, or that additional capital will be available to us. We anticipate that over the next twelve (12) months, we will need a minimum of $1,000,000 in order to execute the planned expansion of our distribution operations into China and Hong Kong. Similarly, any future research and development activities will be subject to our ability to raise additional financing.

Failure to obtain such additional funds on terms and conditions that we deem acceptable may materially and adversely affect our ability to effectively market and distribute our products, resulting in decreased revenues which may also result in a decreased share price.

The Market Price of Our Common Shares Has Been and Will In All Likelihood Continue To Be Volatile, Which May Adversely Affect the Value of Your Investment.

The market price of our common shares has fluctuated over a wide range and it is likely that the price of our common stock will continue to fluctuate in the future. Announcements regarding acquisitions, the status of corporate collaborations, regulatory approvals or other developments by us or our competitors could have a significant impact on the market price of our common shares.

Our shares currently trade on the Over-the-Counter Bulletin Board (“OTCC.BB”) with limited activity. If this market is not sustained or we are unable to satisfy any future trading criteria that may be imposed by the Financial Industry Regulation Authority (“FINRA”) on our market makers or by the Securities and Exchange Commission (“SEC”) on us, there may not be any liquidity for our shares. What’s more, we have not generated any profit from the sale of our products to date. These factors could have a negative impact on the liquidity of any investment made in our stock.

The Value and Transferability of Our Shares May Be Adversely Impacted By the Penny Stock Rules.

Holders of our common stock in the United States may experience substantial difficulty in selling their securities as a result of the “penny stock rules.” Our common stock is subject to the penny stock rules propagated by the Securities SEC, which impose additional sales practice requirements on broker-dealers who sell such securities to persons other than established customers and accredited investors. Accredited investors generally include institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. For transactions covered by the rule, the broker-dealer must make a special suitability determination for the purchaser and transaction prior to the sale. Consequently, the rule may affect the ability of broker-dealers to sell our securities and also may affect the ability of purchasers of our stock to sell their shares in the secondary market. It may also cause fewer broker-dealers to make a market in our stock.

The Large Number of Shares Eligible for Future Sale by Existing Shareholders May Adversely Affect the Market Price for Our Common Shares.

Future sales of substantial amounts of our common shares in the public market, or the perception that such sales could occur, could adversely affect the market price of our common shares. At December 31, 2009, we had 102,645,120 common shares outstanding. On that date, we had no common shares reserved for issuance under our stock option plan; and no common shares reserved for issuance under the warrants issued pursuant to various private placements.

No prediction can be made as to the effect, if any, that sales of shares of our common stock or the availability of such shares for sale will have on the market prices of our common stock.

We Have Limited Sales of Products to Date and No Assurance Can Be Given That Our Products Will Be Widely Accepted In the Marketplace, Which May Adversely Affect Your Investment .

Our future sales, and therefore, our cash flow, income, and ultimate success, are highly dependent on success in marketing our products and consumer acceptance of those products. If our products are not widely accepted or we are unable to market our products effectively, we may face reduced share prices, decreased profitability, and decreased cash flow.

There Is A Limited Public Market for Our Common Shares At This Time In the United States Which May Affect Your Ability to Sell Our Stock.

Our shares currently trade on the OTCC.BB with limited trading. If this market is not sustained or we are unable to satisfy any future trading criteria that may be imposed on our market makers by the Financial Industry Regulations Authority (“FINRA”) or by the SEC on us, there may not be any liquidity for our shares. We have generated only limited revenue from the sale of our products to date. These factors could have a negative impact on the liquidity of any investment made in our stock.

You Should Not Expect to Receive Dividends.

We have never paid any cash dividends on shares of our capital stock, and we do not anticipate that we will pay any dividends in the foreseeable future. Our current business plan is to retain any future earnings to finance the expansion of our business. Any future determination to pay cash dividends will be at the discretion of our board of directors, and will be dependent upon our consolidated financial condition, results of operations, capital requirements, and such other factors that our board of directors may deem relevant at that time.

ITEM 4. INFORMATION ON THE COMPANY

History and Development of the Company

TransAKT Ltd. (“we”, “us”, “our”, or similar terms) was incorporated in the Province of British Columbia on December 10, 1996 as Green Point Resources Inc. On October 18, 2000, we changed our name to Wildcard Wireless Solutions Inc. On June 30, 2001, we filed Articles of Continuance in the Province of Alberta and became an Alberta corporation. On that same day, we conducted an amalgamation with Wildcard Communications Canada Inc., an Alberta corporation, our wholly-owned subsidiary, wherein Wildcard Communications Canada was merged into Wildcard Wireless Solutions Inc. On June 20, 2003, we changed our name to TransAKT Corp. We changed our name from TransAKT Corp. to TransAKT Ltd. on July 12, 2006. The legislation under which we operate is the Alberta Company Act and our registered office is located at Suite 260, 1414 – 8 ^th Street S.W., Calgary, Alberta, T2R 1J6 (403) 290-1744.

We have operated principally as a research and development company since our inception. Initial seed capital has been directed toward areas of product research and development, patent filings and administration. We initially focused on the research, design, development and manufacturing of mobile payment terminals. However, the sale of these payment terminals reached its end-of life due to changes in cellular phone regulations and limited acceptance in the marketplace. In October 2004, we purchased the existing business and certain assets of IP Mental Inc., a Taiwan-based Voice over Internet Protocol (“VoIP”) hardware and software provider. On November 15, 2006, we acquired Taiwan Halee International Co. Ltd. (“HTT”), a Taiwan-based leading designer, manufacturer and distributor of telecommunications equipment, including specialized VoIP-compatible phone systems. These acquisitions were intended to enable us to remain competitive in the marketplace. Our current business is the design, development , and distribution of telecommunications equipment, including VoIP compatible telephone systems and multi-line cordless telephone systems. We currently rely exclusively on third parties for the manufacture or supply of products that we design and distribute under our own HTT brand. We are also engaged in the distribution of name brand telecommunications equipment supplied by third party producers.

Over the past three (3) years we have made no major capital expenditures and we currently have no planned capital expenditures. In 2004, we purchased the assets of IP Mental Inc. in consideration for shares of our common stock that were fair valued at USD$2,944,000. We also advanced additional consideration of USD$500,000 to IP Mental Inc. by way of a promissory note payable to us. Other capitalized costs in the transaction were $363,618, which included a finder’s fee in stock of $294,400 and miscellaneous acquisition costs. On May 19, 2006, IP Mental Inc. settled its debt with us in the amount of $505,150 in exchange for the return of 9,300,000 of our common shares. Our outstanding shares were reduced correspondingly. On November 15, 2006, we acquired HTT, for the sum of USD$5,000,000. The purchase price was paid by the delivery to the shareholders of HTT of: (i) USD$200,000 in cash; (ii) USD$300,000 in a promissory note from us due in cash six (6) months after closing; (iii) 50,000,000 of our common voting shares, with a deemed value of USD$0.09 per share; and (iv) 5,000,000 of our common voting shares issued to Mr. James Wu as performance-based compensation. Other than the acquisitions of IP Mental Inc. and HTT, we have generally only had capital expenditures on computer equipment, tools and dies, patents, and trademarks.

We have mainly financed our operations through the use of debt and the issuance of equity in private placements. In October 2006, we repaid a loan we took against inventory produced to fund our first commercial run of our payment terminals. We settled the loan for USD$90,000 using funds raised from the private placement of our shares. In the short-term and until our sales are sufficient to fund operations, we will continue to finance our operations through debt or equity financing.

Business Overview

Operations and Principal Activities

We began operations in 1997 and commercialized our first product line of wireless point-of-sale (“WPOS”) terminals in April 2003. With the use of cellular phones, these terminals allow merchants to accept payments anywhere, anytime. However, our WPOS terminals were discontinued due to changes in cellular phone regulations and limited acceptance in the marketplace. In October 2004, through the acquisition of the business and certain assets of IP Mental Inc., we entered the VoIP business. We currently offer a range of telecommunications products including VoIP equipment and advanced multi-line cordless phone systems.

We sustained operating losses of $249,643 and $420,776 during the years ended December 31, 2009 and 2008, respectively, and incurred an accumulated deficit of $2,038,892 and $1,789,249 as of December 31, 2009 and December 31, 2008, respectively. In addition, we expect to incur an operating loss in 2010.

We have operated principally as a research and development company since our inception. Initial seed capital has been directed toward areas of product research and development, patent filings and administration. We have now completed development of our initial products and have entered into the sales and distribution phase. Our current business is the design, development, production and distribution of mobile wireless equipment, and other telecommunications solutions for business and individual consumers, including VoIP solutions in Taiwan. In 2010, our business will include the design, and distribution of telecommunications equipment, including specialized VoIP compatible phone systems and multi-line cordless telephone systems, and the distribution of name brand telecommunications equipment including Panasonic, Sanyo, Siemens, etc. in Taiwan. We currently rely exclusively on third parties for the manufacture of products that we design or distribute.

Principal Products and Markets

Our first product was the TransAKT™. The TransAKT™ is a wireless point-of-sale (“WPOS”) device that clips onto the back of certain Motorola cellular phones providing the user with a mechanism for swiping cards with magnetic stripes (e.g., credit cards, debit cards, etc.) for conducting wireless commercial transactions. Once attached, the phones are used to send transaction information over the cellular network to the processing center for credit approval. This application provides mobile merchants, business professionals and consumers with voice, data and transactional capability all in one handheld device. TransAKT™ was never adapted for use with other types of cellular phones and is no longer distributed or produced.

Our second product line consists of VoIP products and solutions. These products allow communication over the World Wide Web at reduced communication rates. Our products range from Universal Serial Bus (“USB”) plug and play phones to stand alone phone adapters and phones. All of our in house products are currently designed by our subsidiary, HTT, and marketed under the HTT brand. Our product offerings vary from time to time and currently include, among others, USB dongle adapters for use with DECT phones via Skype, our SkyDECT cordless phone system that integrates use of VoIP, a traditional telephone based on a landline, and our EZDECT specialized multi-line cordless phone systems.

The products of HTT, our subsidiary, are currently distributed in Taiwan and we plan to continue to expand distribution of these products, first toChina, beginning in 2011, and later to other regions of Asia and North America. We have had limited revenues in the last four (4) fiscal years as we only began marketing our VoIP products in October 2004. The expansion of our distribution network will depend on our ability to raise required financing through private placements.

Manufacturing

It is not our intention to engage in the capital and management intensive endeavor of manufacturing our own products. We instead outsource our manufacturing and have spent considerable time identifying a stable of suitable engineering and manufacturing firms with proven track records. Our products are currently manufactured exclusively in Taiwan and China where intense competition among manufacturers provides a readily available supply of cost-effective, quality manufacturing options. In order to take advantage of the ample supply of manufacturing choices available to us in Taiwan and China, we have not entered into any formal or long-term agreements with any manufacturer for the fabrication of our products. Instead, by selecting manufacturers on an as needed basis, we are better able to take advantage of competitive pricing, ensure quality control, and maintain appropriate inventory supply levels. We do not rely on any particular manufacturer for any of our products. Currently, we primarily commission for manufacture our own HTT brand products, although from time to time we commission the production of 3 ^rd party labeled products under license from those parties.

Distribution of Third Party Products

In addition to the distribution of products under our HTT brand, we are engaged in the distribution of name brand telecommunications equipment in Taiwan, including Panasonic, Lenovo, Sanyo, and Siemens products, among others. The products that we purchase for resale are warehoused at our offices. Our own employees are responsible for the inventory, sale and expedition of products. We maintain a cargo van used for smaller deliveries while larger orders are delivered by local freight companies.

Generally, our distribution arrangements are on an ad-hoc basis; we purchase products from suppliers as needed and distribute them to a wide range of retailers in Taiwan. However, we have recently entered into binding distribution agreements with Panasonic and Sanyo for the resale of their telecommunications products in Taiwan.

On April 1, 2010 we entered into an agreement with Panasonic whereby we will endeavor to sell up to $320,000,000 New Taiwanese Dollars (TWD) (approximately USD$10,939,463.65) of Panasonic products. If we are successful in meeting the TWD $320,000,000 sales target, we will be entitled to a rebate of 0.4% of the value of goods sold. If we successfully sell in excess of TWD$380,000,000 (USD$12,990,569.52), we will receive a rebate of 0.5% of the value of goods sold. The sales target must be achieved by March 31, 2011.

On December 14, 2010, we entered into an agreement with Sanyo Electronics ( Taiwan ) CO.,LTD granting us the right to manufacture and distribute, under the Sanyo trademark, up to 3,000 Sanyo Caller-ID cordless telephones. The royalty payable to Sanyo is $783 New Taiwanese Dollars or approximately $26.81 U.S. Dollars per unit produced. The term of the agreement continues until January, 4, 2013.

The following table provides a breakdown of our sales results during the last fiscal year by product brand-name:

Product Brand	Percentage of Sales
HTT	30%
Panasonic	32%
Siemens	28%
Lenovo	8%
Other	2%

Seasonality

Our products can be used all year round and are not affected by seasonal trends.

Sources and Availability of Raw Materials

All raw materials for our products are sourced from China, Taiwan and the United Kingdom. The computer components used in our products can be subject to high price volatility and to the risk of obsolescence. In order to control component costs and the risk of their obsolescence, we contract with a manufacturer at a set price for the building of our products over a number of terminals. The manufacturer becomes responsible for making sure that enough components are in stock and, if components become unavailable, to quickly implement minor product changes to allow for components to be replaced. This process is conducted for all manufacturing of our products.

Marketing Channels

We are no longer marketing our WPOS products. For VoIP, we plan to align ourselves with Internet Service Providers (“ISPs”), computer retailers, telephone companies, and computer manufacturers to capitalize on the existing distribution infrastructure. These large established partners normally will fund and support extensive domestic and international marketing programs for our products. We plan to develop new businesses and joint ventures and to enter into distribution agreements to diversify our products, clients and geographic revenue base. We have recruited a senior sales executive from a major consumer electronics corporation to help us develop the Asian market for our products.

The marketing of the VoIP products is targeted at consumers and small businesses that are calling internationally on a regular basis. With our products, consumers can have the benefit of either calling free or at reduced rates through outside VoIP networks.

Patents or Licenses

Patent rights, copyrights, trademarks, trade secrets and similar intellectual property rights are important to our success. We rely on patent, trademark and copyright law, trade secret protection and confidentiality or license agreements with our employees, customers, partners and others to protect both their and our proprietary rights.

Our patent application for our VoIP technology filed in United States was cancelled and we are no longer pursuing any patents for this technology. In addition, all our intellectual properties relating to the WPOS technologies have become obsolete and were written off on December 20, 2006.

Competitive Position

Innovation in this market is primarily focused on combining different technologies in new ways. Our management believes that our SKYDECT, a single device capable of connecting to different technologies, is an example of such innovation. Our research and development team is focused on creating similarly innovative products.

We currently generate revenues, at least in part, through the distribution of third party name brand products in Taiwan. Our management believes that this provides us with an insider’s view of some of the latest developments and trends in technology and design. It also may provide us with relationships that can be utilized for globalizing some of our new products. For example, we are working in cooperation with SANYO on an informal basis to develop a Wi-Fi phone and a GSM/Wi-Fi dual mode phone for production under the Sanyo label. The decision of whether to proceed with the production of Wi-Fi phones in partnership with Sanyo will depend on our mutual agreement with Sanyo that a market exists for this product. We intend to conduct market analysis to make this determination. We do not rely on a single revenue base or third parties for revenue generation. We also have kept our marketing, allowances or rebates to a minimum. Our management believes that these factors will allow us to effectively compete in the industry and minimize our costs, thereby allowing us to focus on intellectual property development.

The VoIP industry is relatively young and several of the more well-known players have much greater resources than we do. They have used their resources to get their name out to the public and become leaders in the industry. Some of the more well-known companies are Vonage, Packet 8, and Net 2 Phone. Our current share of the global VoIP market is negligible.

Our main focus is on telecommunications equipment, including VoIP hardware and multi-line cordless telephone systems. We also plan to distribute other name-brand telecommunications equipment in Taiwan, China and other regions throughout Asia. These areas are marked by strong competition and rapid change. The following summarizes our current competitors.

Vtech

Vtech was founded in Hong Kong in October 1976 by two (2) engineers. Vtech began its operations with 2,000 sq. ft. of office space and a staff of forty (40) employees. Sales in Vtech ’s first year were under US$1 million. Today, Vtech has worldwide operations and approximately 20,000 employees. In fiscal year 2010, Vetch recorded sales of over US$1.5 billion in fiscal 2010.

In 1984, Vtech introduced its first self-designed satellite receiver. By 1991, Vtech had designed a new generation of high frequency cordless telephones employing microwave technology - the 900MHz cordless phone.

Subsequently, Vtech introduced several new generations of 900MHz cordless phones and has –established itself as a leading provider of high-frequency cordless phones in the US.

In 1988, to assist in business expansion, Vtech moved its production facilities to Dungun, Guangdong province in southern China. Currently, Vtech has two (2) manufacturing sites in China, located at Housie town and Liao Science Park, within hours of its headquarters in Hong Kong.

Vtech acquired the consumer phone business of Lucent Technologies, as well as a license to sell AT&T branded products on wire line telephones and accessories in the US and Canada in April 2000. These transactions allowed Vtech to expand its product range to be sold under both the " Vtech " and the "AT&T" brand names.

In August of 2002, Vtech launched the industry's first 5.8GHz cordless phone in the US. Furthermore, Vtech amended the AT&T brand license agreement in which the revised terms granted Vetch exclusive rights to sell AT&T-branded wire line telephone products and accessories in Greater China, and non-exclusive rights in Europe, Mexico, Central and South America.

Uniden

Uniden’s principal activities are to develop, manufacture and sell telecommunication equipments and related products. Its operations are carried out through the following divisions: telephone-related equipment; wireless communication and applied equipment; digital home appliances and others. The telephone-related equipments division deals in cordless phones and mobile phones. The wireless communication and applied equipment division deals in handheld walkie-talkies radios, radar detectors and scanners. The other activities include marine electronics, CB radios and business phones manufacturing. Uniden develops its products in Japan and China and has manufacturing facilities in Asia. Its North American subsidiary manufactures and markets wireless consumer products for sale in North, Central, and South America. Uniden had sales of over $547 million in fiscal 2010.

Advance Wireless Technology Corp.

Advance Wireless Technology Corp. (“Advance Wireless”) was established in 2000 as a design house engaged in the development of wireless communication and networking products. Its founders were predominantly from a Taiwan-based communication company, Vida SMS (Sun Moon Star) Group, which develops and markets pagers and cellular phones.

Over the years, Advance Wireless has expanded its core wireless technologies to include Bluetooth products, GSM phone modules, wireless PBXs, home gateways and VoIP products such as phones and gateways. Advance Wireless plans to focus on DECT-based products and IP PBXs in the next two (2) years.

DECT cordless phones supporting voice and data transmission have been Advance Wireless’ main product line. To generate sales, Advance Wireless sells its finished products and licenses its wireless technologies.

In 2005, net revenues reached USD$9,167,708 and USD$8,385,075 was attained in 2006.

BBK Communication Equipment Ltd.

Founded in 1995 as one of three (3) subsidiaries (communication equipment, A/V electronics, and educational electronics), BBK Communication Equipment Ltd. (“BBK”) specializes in the research, development, production and distribution of DECT phones, 2.4G digital cordless telephones, GSM WLL/FWP phones, basic telephones, caller ID phones, and 46-49MHz cordless telephones. BBK has business partners in Russia and Vietnam, and is expanding worldwide. BBK currently sells only to the Chinese market and has annual sales of over $100 million.

Government Regulations

All radio communication devices sold in Taiwan are regulated by the National Communications Commission (NCC). Each of our wireless devices operating on 1.8GHz and 2.4GHz frequencies have been tested and certified for compliance with all applicable NCC regulations by ETC (Electronics Testing Center, Taiwan). The VoIP industry is in its infancy and is not currently heavily regulated, and thus, in the future, governments may put in place regulations that affect our ability to compete in foreign markets with local communications providers. In addition, regulations may also come into effect in our domestic market that limits our ability to compete with incumbent telephone companies. If we are successful in expanding the distribution of our products into other jurisdictions, we will be required to comply with equivalent regulation in those jurisdictions. However, because international operating standards for wireless devices are increasingly harmonized, we do not anticipate having to incur significant expense in order to render our products compliant with foreign regulation.

Organizational Structure

We have one (1) wholly owned subsidiary, TransAKT Holdings Limited (a Turks and Caicos company). TransAKT Holdings Limited owns all of the issued and outstanding shares of TransAKT Taiwan Corp, our Taiwan based operating company. Other than holding the shares of TransAKT Taiwan Corp., TransAKT Holdings Limited is non-active. TransAKT Taiwan Corp. owns all of the issued and outstanding shares of Taiwan Halee International Co. Ltd. (“HTT”) (a Taiwan corporation).

Property, Plants and Equipment

We have no material tangible fixed assets as we subcontract all manufacturing to third parties.

ITEM 4A. UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Operating Results

In 2007, we expanded our product portfolio with the launch of our EZ DECT multiline cordless telephone systems. These revolutionary products allow small offices to create extensions to their telecommunications similar to a PABX system, but without the need for wires. Full functionality including 3-way conference calls and multiple lines of up to 16 cordless phones provide smaller offices with mobile, reliable communications.

In September 2007, we entered into a distribution arrangement with Senao Telecom, a subsidiary of Chung-Hua Telecom, whereby Senao Telecom began purchasing our HTT brand cordless telephones on an as-need basis for sale in Senao Telecom’s retail outlets. Senao Telecom is a well known publicly traded telecommunications company in Taiwan with projected total revenues of over USD $500 million in 2007. Senao Telecom has more than two hundred (200) retail outlets in Taiwan, and will be distributing HTT branded products throughout its well established channels. Based on current markets conditions and on our discussions with Senao, we anticipate that we will generate approximately $200,000 in annual revenues as a result of this arrangement. However, because we have not entered into a definitive agreement with Senao, no future revenues are guaranteed.

In the fourth quarter of 2007, we began planning the expansion of our operations into China and in the second quarter of 2008 we received regulatory approval to register TransAKT (Guangzhou) Ltd. and TransAKT (Hong Kong) Ltd., both wholly-owned subsidiaries of TransAKT Ltd. With the registration of these subsidiaries, TransAKT has been approved by the Chinese government to do business in China and Hong Kong. The approval in question was granted by the China’s Investment Commission (MOEA) which is responsible for the regulation of foreign enterprise under the Statute for Investment by Foreign Nationals. Subsequent government approvals will be required in respect of any products that we aim to distribute. However, the expansion of our product distribution into China will be subject to our ability to raise additional financing through the private placement of our common stock. Subject to our ability to obtain additional financing, our management expects to see continued revenue growth and profit recognition in fiscal 2011 through the expansion of our operations into China.

1. Year Ended December 31, 2009 Compared to the Year Ended December 31, 2008

Changes in Net Sales or Revenues

Sales for the year ended December 31, 2009 increased by $1,077,604 to $10,623,736 compared to $9,546,132 for the same period in 2008. The increased sales volume in telecommunications equipment, including specialized VoIP compatible phone systems and multi-line cordless telephone systems, was primarily due to the general economic recovery in 2009 from the economic downturn experienced in 2008. We expect our sales to improve in 2010.

Cost of Sales; Gross Profit

Cost of sales for the year ended December 31, 2009 totaled $9,780,380 or approximately 92% of net sales compared to $8,489,638 or approximately 88.9% of net sales for the year ended December 31, 2008, representing an increase crease of $1,290,742 or approximately 15%. The increase was due to increased purchase costs from major vendors for the year ended December 31, 2009. Gross profit as a percentage of net sales was 8% in 2009, compared to 11.1% in 2008. The lower gross profit in 2009 was primarily due to the substantial increase in costs.

Operating Expenses

Operating expenses for the year ended December 31, 2009 totaled $1,029,425 or approximately 9.6% of net sales compared to $1,262,977 or approximately 13% of net sales for the year ended December 31, 2008 representing a decrease of $233,552 or approximately 18.4% . The decrease in operating expenses was due to decreases in commission, payroll, rent, and professional fees, which were partially offset by increases in bad debt and legal expenses.

Income (Loss) from Operations

Loss from operations for the year ended December 31, 2009 totaled $186,069 or approximately 1.7% of net sales compared to $206,483 or approximately 2.2% of sales for the year ended December 31, 2008, representing a reduction in loss of $20,414 or approximately 10%. The reduction in loss from operations was primarily due to reduced operating expenses and increased sales recognized in 2009.

Interest Expense

Interest expense for the year ended December 31, 2009 totaled $96,474 compared to $122,573 for the year ended December 31, 2008, representing a decrease of $26,099 or approximately 21%. The decrease was due to higher accounts receivable turnover rate, decreased capital requirements resulting in decreased borrowings.

Net Income (Loss)

Loss for the year ended December 31, 2009 totaled 249,643 compared to a loss of $420,776 for the year ended December 31, 2008, representing a decreased in losses of $171,133 or approximately 41%. The decrease in net loss was primarily due to decreased operating expenses and currency exchange gains recognized in 2009.

2. Year Ended December 31, 2008 Compared to the Year Ended December 31, 2007

Net Sales

Revenues for the year ended December 31, 2008 decreased by $141,546, or approximately 1.5%, to $9,546,132 compared to $9,687,678 for the same period in 2007. The changes in sales volume and amount were not significant.

Cost of Sales; Gross Profit

Cost of sales for the year ended December 31, 2008 totaled $8,489,638 or approximately 88.9% of net sales compared to $9,440,398 or approximately 97.4% for the year ended December 31, 2007, a decrease of $950,760 or approximately 10%. The decrease was due to decreased purchase costs including purchase allowance from major vendors for the year ended December 31, 2008. Gross profit as a percentage of net sales was 11.1% in 2008, compared to 2.6% in 2007. The higher gross profit in 2008 was primarily due to the substantial decrease in purchase costs.

Operating Expenses

Operating expenses for the year ended December 31, 2008 totaled $1,262,977 or approximately 13% of net sales compared to $1,710,456 or approximately 18% for the year ended December 31, 2007, a decrease of $447,479 or approximately 26%. The decrease in operating expenses was due to decreases in travel expense, commission, and professional fee, which is partially offset by increases in payroll and pension expenses.

Income (Loss) from Operations

Loss from operations for the year ended December 31, 2008 totaled $(206,483) or approximately (2.2)% of sales compared to $(1,463,176) or approximately (15.1)% of sales for the year ended December 31, 2007, a decrease of $1,256,693. The decrease in loss from operations was primarily due to decreased purchase costs and operating expenses recognized in 2008.

Interest Expense

Interest expense for the year ended December 31, 2008 totaled $122,573 compared to $113,138 for the year ended December 31, 2007, an increase of $9,435 or approximately 8.3% . The increase was due to lower accounts receivable turnover rate, increased capital requirements resulting in increased borrowings.

Net Income (Loss)

Loss for the year ended December 31, 2008 totaled $(420,776) compared to $(921,158) for the year ended December 31, 2007, an increase of $500,382. The decrease in net loss was primarily due to decreases in purchase costs and operating expenses recognized in 2008 as described above.

3. Impact of Inflation

Inflation is not considered to be a material factor affecting our continuing operations, as the inflation rate of the country in which we are presenting our financial statements remains low.

4. Impact of Foreign Currency Fluctuations

Our revenue and cost of product sales are primarily earned and spent in Taiwan Dollars (“TWD”) and Canadian Dollars (“CAD”). Operating expenses are likewise primarily denominated in TWD and CAD. Consequently, significant movements in exchange rates may have a significant impact on our financial results. In addition, sales and cost of products for our Taiwan office are based in United States dollars (“USD”) while operational expenses are in TWD and CAD, and therefore, any significant movements in exchange rates between the USD and the TWD or CAD may also have a significant impact on our financial results.

5. Governmental Economic, Fiscal, Monetary of Political Policies

There are no known governmental economic, fiscal, monetary or political policies or factors that have materially affected, or could materially affect, directly or indirectly, our operations or investments by host country shareholders.

Liquidity and Capital Resources
1. Sources of Liquidity

Our primary source of liquidity as of December 31, 2009 is our cash on hand and accounts receivable. Net cash provided by operations for the year ended December 31, 2009 was $1,007,964. For the year ended December 31, 2008, operations provided no net cash and used net cash of $890,840. The increase in net cash provided by operations was a result of the decrease in accounts receivable and inventory, which is partially offset by the increase in prepaid expense and deposits, and a decrease in accounts payable. Our cash and cash equivalents were $ 874,418 and $205,658 as of December 31, 2009 and 2008, respectively. Our current assets were $4,904,858 on December 31, 2009. Our current assets totaled $6,122,329 on December 31, 2008. The decrease in current assets during 2009 was primarily due to a decrease in inventory. Working capital was $1,164,286 as of December 31, 2009 compared to $1,493,102 as of December 31, 2008.

In management’s opinion, our working capital is currently sufficient for our present requirements. Nevertheless, we will continue to evaluate alternative sources of capital to meet our growth requirements, including other asset or debt financing, issuing equity securities and entering into other financing arrangements. There can be no assurance, however, that any of the contemplated financing arrangements described herein will be available and, if available, can be obtained on terms favorable to us.

Historically, operations and short-term financing have been sufficient to meet our cash needs. We believe that we will be able to generate revenues from sales and raise capital through private placement offerings of our equity securities to provide the necessary cash flow to meet anticipated working capital requirements. However, our actual working capital needs for the long and short -term will depend upon numerous factors, including operating results, competition, and the availability of credit facilities, none of which can be predicted with certainty. Future expansion will be limited by the availability of financing products and raising capital.

Our Cash Flows

Net sales

Net sales for the year ended December 31, 2009 were $10,623,736 compared to $9,546,132 for the year ended December 31, 2008 representing an increase of $1,077,604 or approximately 11%. The increase in sales was due to the overall economic recovery in 2009 from the downturn experienced in fiscal 2008. We expect to achieve modest growth in sales during fiscal 2010.

Cost of Sales

Operating Expenses

Income (Loss) from Operations

Interest Expense

Interest expense for the year ended December 31, 2009 totaled $96,474 compared to $122,573 for the year ended December 31, 2008, representing a decrease of $26,099 or approximately 21%. The decrease was due to decreased capital requirements resulting in decreased borrowing and increased repayment of loans.

Net Income (Loss)

Lease Obligation

The following table provides information, as of the latest fiscal year, with respect to our known contractual obligations, including amounts aggregated by contractual obligation.

Year		Amount (for leases)
	$	21,483
Total	$	21,483

We lease various office facilities under operating leases that terminate on various dates in 2010. Rental expense for these leases consisted of approximately $39,596 and $83,677 for the years ended December 31, 2009 and 2008, respectively. We have future minimum lease obligations of $21,483 for the twelve-month period ended December 31, 2010.

Bank Loan Payable

The Company has loan payable amounting to $2,083,361 as of December 31, 2009 from several commercial banks in Taiwan. The loans are partially secured by certificate of deposits for $498,540 and accounts receivable. The loans payable at December 31, 2009 comprised of the following:

		Interest per
Nature	Due on	Annum	Amount
Secured note payable from a bank	1/12/2010	5.25%	27,000
Secured note payable from a bank	1/12/2010	5.25%	39,300
Secured note payable from a bank	2/3/2010	5.25%	40,300
Secured note payable from a bank	2/10/2010	5.25%	55,460
Secured note payable from a bank	2/23/2010	5.25%	117,700
Secured note payable from a bank	2/4/2010	5.25%	23,250

Secured note payable from a bank	4/8/2010	5.25%		37,800
Secured note payable from a bank	4/20/2010	5.25%		12,500
Secured note payable from a bank	4/20/2010	5.25%		37,500
Secured note payable from a bank	4/25/2010	5.25%		16,500
Secured note payable from a bank	4/25/2010	5.25%		31,286
Secured note payable from a bank	4/25/2010	5.25%		25,920
Secured note payable from a bank	5/5/2010	5.25%		38,700
Secured note payable from a bank	5/13/2010	5.25%		27,000
Secured note payable from a bank	5/8/2010	5.25%		39,000
Secured note payable from a bank	5/17/2010	5.25%		16,170
Secured note payable from a bank	5/25/2010	5.25%		55,460
Secured note payable from a bank	5/26/2010	5.10%		56,875
Secured note payable from a bank	12/28/2010	2.88%		151,500
Secured note payable from a bank	3/1/2010	5.35%		23,007
Secured note payable from a bank	3/6/2010	5.35%		27,914
Secured note payable from a bank	1/14/2010	5.00%		52,000
Secured note payable from a bank	1/22/2010	5.00%		25,750
Secured note payable from a bank	5/7/2010	5.00%		82,800
Secured note payable from a bank	3/8/2010	1.52%		692,717
Secured note payable from a bank	2/10/2010	2.40%		17,800
Secured note payable from a bank	4/26/2010	2.58%		45,797
Secured note payable from a bank	3/22/2010	2.42%		36,600
Secured note payable from a bank	3/30/2010	2.42%		27,000
Secured note payable from a bank	3/29/2010	2.42%		32,250
Secured note payable from a bank	3/30/2010	2.42%		36,000
Secured note payable from a bank	4/12/2010	2.43%		21,000
Secured note payable from a bank	4/12/2010	2.43%		31,800
Secured note payable from a bank	4/28/2010	2.43%		40,500
Secured note payable from a bank	5/4/2010	2.43%		31,125
Secured note payable from a bank	5/10/2010	2.43%		10,080
	Total		$	2,083,361
	Current portion		$	2,083,361
	Long-term portion		$	-

In light of the recurring net loss over the past three years and current uncertain market and economic conditions, we are aggressively managing our cost structure and cash position to ensure that we will meet our debt obligations while preserving the ability to make investments that will enable us to respond to customer requirements and achieve long-term profitable growth. We currently believe that our cash and cash equivalent, working capital, and cash generated from operations, will be sufficient to meet our payment obligations, forecasted operating expense, and capital expenditures through the next twelve months.

2. Financial Instruments

Net cash used in financing activities totaled $495,805 compared with net cash provided by financing activities of $886,531 for the year ended December 31, 2008. The decrease was mainly due to the net decrease in cash proceeds received from bank loans and operating loans borrowed from related parties. In 2007, we closed a private placement of 8,650,000 shares for total proceeds of $1,037,653. No private placement was closed in 2008. On May 29, 2009, we received $30,000 in consideration of the issuance of a convertible debenture, due May 29, 2011, in the form attached to this report as exhibit 4.4. The debenture will accrue interest at 12% per annum due upon maturity. The debenture is convertible at any time after the first anniversary after the closing date, at the holder’s option, into shares of our common stock at a price of $0.02 per share.

Net cash provided by investing activities totaled $173,333 for the year ended December 31, 2009 compared to the $20,094 used in investing activities for the year ended December 31, 2008. The increase in cash provided by investing activities resulted primarily from an increase in the proceeds from the sale of investments in fiscal 2009.

3. Material Commitments for Capital Expenditures

Subject to our ability to obtain additional financing, we anticipate expanding our current operations in Taiwan into mainland China over the next twelve (12) months. We estimate that expenditures related to this project will be approximately USD$1,000,000. We intend to finance the project through the private placement of our common shares.

Research and Development, Patents and Licenses, etc.

In 2007, we spent USD$400,000 for the development of our multiline cordless phone systems. No significant research and development expenses were incurred in 2008 or 2009. Any future research and development undertakings will be subject to the availability of sufficient capital.

Trend Information

VoIP has emerged as the next generation global communications platform and has greatly impacted the telecommunications industry. Traditional telecommunications companies are seeing their market share start to erode away as barriers to entry in the industry are dropping due to VoIP. Ian Cox of Juniper Research says “VoIP will bring new revenue-generating opportunities to the telephony market by combining voice services with other IP applications”. The use of VoIP for communications drastically reduces the cost of long distance.

Many of the networks and much of the hardware available today have problems with Network Address Translation (“NAT”). Our diverse VoIP offerings include a proprietary network that operates in NAT environments as well as behind firewalls, and also includes hardware that works with or without a computer. We currently have four (4) different hardware offerings and are continuing to expand on them.

As more and more companies enter the VoIP market, margins on hardware are shrinking in exchange for capturing clients. As the larger incumbent telecommunications companies enter the market and offer significant discounts to retain their existing client base, we will be forced to offer the same rates in order to stay competitive.

In addition to risks described elsewhere in this report, we are subject to each of, and the cumulative effect of all the following uncertainties. We have risk management practices in place designed to offset these uncertainties to the greatest extent possible; however there are no guarantees that these practices will be effective. These uncertainties include, but are not necessarily limited to:

Competition in the industry;
Technological change, new products and standards and dependence on proprietary technologies;
Third party claims for patent infringement;
Inability to protect our intellectual property against unauthorized or infringing uses;
Inability to effectively manage future growth and expansion;
Dependence on key personnel, products and customers;
Variances in the industry growth rate;
Dependence on continuing demand for our products;
Finite financial resources and the potential need for future financing;
Dependence on third party manufacturers, suppliers and licensees;
Potential fluctuations in quarterly results;
Lengthy and variable sales cycles;
Acquisitions;
Reliance on international sales;
Product liability issues;
Changes in the regulatory environment;
Regulatory approval; and
Changes in currency exchange rates.

Off-Balance Sheet Arrangements

We do not currently have any off-balance sheet arrangements.

Tabular Disclosure of Contractual Obligations

The following table provides information, as of the latest fiscal year, with respect to our known contractual obligations, including amounts aggregated by contractual obligation.

Year		Amount (for leases)
2010	$	21,483
Total	$	21,483

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

Directors and Senior Management

Name	Age	Position
James Wu	57	Chairman, Chief Executive Officer, President and Director
Taifen Day	51	Chief Financial Officer
Cheng Chun-Chih	64	Director (Chairman of Taiwan Halee International Co. Ltd.)
Dr. Shiau Tzong- Huei	55	Director (Chief Technical Officer of Taiwan Halee International Co. Ltd. and Chairman of TransAKT Taiwan Corp.)
Tseng Ming-Huang	41	Director
J.T. Wang	44	Vice President of Asia Operations

None of the above directors or officers is related and no arrangements or understandings with major shareholders, customers, suppliers, or other persons resulted in their selections as a director or officer.

The following summaries include the name, business experience, functions and areas of experience of each of our directors and executive officers.

James Wu - Chairman, Chief Executive Officer, President and Director

Mr. James Wu served as President of IP Mental Inc. from 1997 to 2006. During his tenure at IP Mental Inc., Mr. Wu oversaw the development of a line of VoIP hardware and was part of the development team of the proprietary U&Me VoIP network. Mr. Wu has over twenty (20) years of experience in the information technology and telecommunication business. He has also served as the founder of Cellstar South Africa and Anstek Electronics South Africa, where he successfully grew these businesses. He was also an agent for Asus, COMPEL and Motorola Computer and Cellular Handsets in South Africa.

Taifen Day– Chief Financial Officer

Ms. Day holds a BA from Tunghai University of Taiwan and an MBA from the University of St. Thomas of Texas. She became a Certified Public Accountant in the State of Texas in 1987. After working in Texas for one (1) year, Ms. Day returned to Taiwan where she worked for two (2) years as an in-house Accounting Manager, and then eight (8) years as an auditor (five (5) as a partner) with a public accounting firm. She became a Certified Public Accountant in Taiwan in 1992. Ms. Day then moved to Alberta, receiving her Chartered Accountant designation in 2001, where she currently works performing public company accounting.

Cheng Chun-Chih- Director (Chairman of Taiwan Halee International Co. Ltd.)

Mr. Cheng is the Chairman of Taiwan Halee International Co. Ltd., which was acquired by us for US$5MM on November 15, 2006, and has served in this position since 1997. Prior to joining HTT Mr. Cheng was a consultant to the Economy Department of Taiwan on small and medium industry.

Dr. Shiau Tzong-Huei- Director (Chief Technical Officer of Taiwan Halee and Chairman of TransAKT Taiwan Corp.)

Dr. Shiau holds a Ph.D in Computer Sciences from the University of Wisconsin–Madison, an MSc in Mathematics from the John Hopkins University and a BSc in Mathematics from the National Taiwan University. Dr. Shiau has been a director of Taiwan Halee since 2003, is a specialist in digital cordless switching and has directed the engineering team at the Hsinchu Science Park (“HSP”) for more than fifteen (15) years. Established in December 1980, HSP leads the high-tech industry as the most respected science park created by the Taiwanese government. Dr. Shiau is the founder and current Chief Technical Officer of Computer & Communications Associates, INC. (now UWIN Technologies), a research and development oriented company.

Tseng Ming-Huang- Director

Mr. Tseng was a founder and currently serves as CEO of CeraMicro Technology Corp. which was started in 2003. From 2001 to 2003, he served as the general manager of international strategy investment for the Wise Group Inc.

J.T. Wang– Vice President of Asia Operations

Mr. Wang joined us on April 1, 2007. During the past seventeen (17) years, Mr. Wang served as a senior regional manager of Panasonic Taiwan Operations. Mr. Wang has profound knowledge of the telecommunications industry not only in the associated technologies, but also with sales distribution channels.

Compensation

The following table sets forth the amount of compensation paid, and benefits in kind granted, to our directors and members of our administrative, supervisory or management bodies and our subsidiaries for services in all capacities to us and our subsidiaries by any such person(s), including, but not limited to, total amounts set aside or accrued by us or our subsidiaries to provide pension, retirement or similar benefits, within the last full financial year.

Name and Principal Position	Annual Compensation			Long-Term Compensation
	Salary ($)	Bonus ($)	Other Annual Compensation ($)	Stock Awards
	Salary ($)	Bonus ($)	Other Annual Compensation ($)	Securities Under Options/ SARs Granted (#)	Restricted Shares or Restricted Share Units ($)
James Wu President & Chief Executive Officer	90,000
J.T. Wang Vice President of Asia Operations	40,000
Taifen Day Chief Financial Officer
Lionel Ni Director
Mark Fletcher Director, Corporate Secretary*
Tseng Ming-Huang Director
Leroy Wolbaum Director

* Mr. Fletcher resigned as our Corporate Secretary and as a Director on our Board of Directors on May 1, 2009.

Board Practices

The following table lists information for our last completed financial year (2009) with respect to our directors and executive officers.

Name	Position	Director ⁽¹⁾ or Executive Officer Since
James Wu	Chairman, President and CEO	2004/10/25
Cheng Chun-Chih	Director	2006/12/14
Dr. Shiau Tzong-Huei	Director	2006/12/14
Mark Fletcher ⁽²⁾	Director and Corporate Secretary	2006/05/26 ⁽²⁾
Taifen Day	Chief Financial Officer	2006/07/27
Tseng Ming-Huang	Director	2006/05/25

(1)	Each director is elected at our Annual General Meeting and holds office until the next Annual General Meeting or until his or her successor is duly elected or appointed, unless the office is earlier vacated in accordance with our Articles or the Company Act (Alberta) or he or she becomes disqualified as a director.

(2)	Mr. Fletcher resigned as our Corporate Secretary and as a Director on our Board of Directors on May 1, 2009.

None of our directors or executive officers has a service contract with us.

Audit Committee

We have no formal audit committee. Our Board of Directors (“Board”) oversees the retention, performance and compensation of our independent auditors, and the establishment and oversight of our systems of internal accounting and auditing control.

Compensation Committee

We have no formal compensation committee. Our Board determines the terms of the compensation packages provided to our senior executive officers, including salary, bonus and awards under our stock option plan and any other compensation plans that we may adopt in the future.

Corporate Governance Committee

We have no formal corporate governance committee. Our Board meets with and discusses current disclosure issuances with our management personnel and with both our Canadian and United States counsel, in order to not only report any matters which should be the subject of either public disclosure or remedial action, but also to assist in establishing reporting and disclosure procedures to ensure that we are in compliance with our disclosure and compliance obligations under applicable laws, rules and obligations.

Employees

We have thirty (30) employees in Taiwan in various capacities and also use independent consultants for all corporate activities. We currently have three (3) independent consultants in addition to our executive Board members that carry out day-to-day operations. One consultant takes care of our sales efforts, the other takes care of overseeing day-to-day operations and the third takes care of investor relations activities.

Share Ownership

The following table sets forth information, as of June 22, 2010, with respect to the beneficial ownership of our common stock, by each of our executive officers and directors, and by our executive officers and directors as a group. Information is also provided regarding beneficial ownership of common stock if all outstanding options, warrants, rights and conversion privileges (to which the applicable executive officers and directors have the right to exercise in the next sixty (60) days) are exercised and additional shares of common stock are issued.

Beneficial Owner	Common Shares	Options	Total	Percent of
				Class ⁽²⁾
James Wu ⁽¹⁾	5,000,000	-	5,000,000	4.9%
Cheng Chun-Chih	5,000,000	-	5,000,000	4.9%
Tseng Ming-Huang	50,000	-	50,000	-
Dr. Shiau Tzong-Huei	1,000,000	-	1,000,000	1.0%
Mark Fletcher	-	-	-	-
Taifen Day	-	-	-	-
All Officers and Directors as a group	11,050,000	-	11,050,000	10.8%

(1)	James Wu is our current President and CEO.

(2)	Based on 102,645,120 common shares outstanding as of June 22, 2010.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

Major Shareholders

The following table sets forth information, as of June 22, 2010, with respect to the beneficial ownership of our common shares by each person known to be the beneficial owner of more than five percent (5%) of the outstanding common shares, by each of our executive officers and directors, including the names of our major shareholders, the number of their shares and the percentage of outstanding shares of each class owned by each of them.

TITLE OF	BENEFICIAL	AMOUNT AND NATURE	PERCENT
CLASS	OWNER	OF BENEFICIAL OWNER	OF
			CLASS ⁽¹⁾

Common	James Wu	5,000,000	4.9%
Common	Cheng Chun Chih	5,000,000	4.9%
Common	Hsieh Chi-Hsien	7,650,000	7.5%
Common	Lin Yu-Hsiung	10,000,000	9.7%
Common	Pan Yu-Jung	6,000,000	5.9%

⁽¹⁾ Based on 102,645,120 common shares outstanding as of June 22, 2010.

During the past three (3) years, the only significant changes in the percentage ownership of shares held by our major shareholders that we are aware of were as follows:

Mr. Gordon Miller – Pursuant to a private placement that closed on June 24, 2004, Mr. Miller purchased 1,000,000 of our shares at USD$0.30 per share.

In October 2004, we purchased the business and certain assets of IP Mental Inc. in exchange for 12,800,000 of our common shares. On May 19, 2006, IP Mental Inc. settled its debt of USD$505,150 with us. In settlement, IP Mental Inc. surrendered 12,800,000 shares it received as consideration for the sale of its assets in exchange for 3,500,000 shares.

Our major shareholders do not have any different voting rights than those held by any other shareholder.

We are not directly or indirectly owned or controlled by any other corporation(s), by a foreign government or by any other natural or legal person(s) severally or jointly, except as disclosed above. We are not aware of any arrangements, the operation of which may at a subsequent date result in a change in our control.

Related Party Transactions

During the last three (3) fiscal; years, we entered into the following related party transactions.

As of December 31, 2009 and 2008, there were $435,225 and $216,632 advances outstanding from related parties, respectively.

The advances are repayable to our officers and are interest free, unsecured, current, and without fixed terms of repayment.

We also had loans of $60,400 in the aggregate payable to five shareholders as of December 31, 2009 and 2008. The unsecured loans bear interest at the rate of 12% per annum, and due on May and June 2010. Each of these loans payable was made under promissory note in the form attached as exhibit 4.3 to this report.

As at December 31, 2007, we had $178,289 due from an officer of TransAKT Ltd. This amount was unsecured, interest free and due on demand. Subsequently on March 2008, the officer paid $340,000 to clear his debt and loaned the balance of $161,171 to us.

Interests of Experts and Counsel

None of our named experts or counsellors was or is employed on a contingent basis, owns an amount of our shares or our subsidiaries which is material to that person, or has a material, direct or indirect economic interest us.

ITEM 8. FINANCIAL INFORMATION

The required financial statements are provided at the end of this Annual Report starting on Page 26.

ITEM 9. THE OFFER AND LISTING

Offer and Listing Details

(a)	Set forth below are the annual high and low market prices for our stock for the last five (5) most recent full financial years ending December 31.

	2005*	2006	2007	2008	2009
High	0.23	0.24	0.25	0.12	0.055
Low	0.031	0.04	0.042	0.01	0.007

* These numbers represent the annual high and low market prices for our stock as quoted on the Over the Counter Bulletin Board (“OTC.BB”). Our stock began quotation on the OTCC.BB on May 20, 2004. Previously, our stock traded on the TSX Venture Exchange (“TSX”) which trading began on October 18, 2000. We voluntarily de-listed from the TSX on September 17, 2004.

(b)	Set forth below are the high and low market prices for each full financial quarter for the two most recent full financial years and any subsequent period.

For the Over-the-Counter Bulletin Board (“OTC.BB”) ⁽¹⁾

Year 2007

Quarter	March	June	Sept	Dec
High	0.25	0.23	0.158	0.095
Low	0.06	0.11	0.09	0.042

Year 2008

Quarter	March	June	Sept	Dec
High	0.07	0.07	0.12	.02
Low	0.04	0.02	0.01	.01

Year 2009

Quarter	March	June	Sept	Dec
High	0.02	0.055	0.03	0.028
Low	0.01	0.025	0.015	0.007

Year 2010

Quarter	March
High	0.01
Low	0.0051

⁽¹⁾ Our stock began trading on the OTCC.BB on May 20, 2004.

(c)	Set forth below are the high and low market prices for each month for the most recent six (6) months on the OTC.BB.

Six Months	December 2009	January 2010	February 2010	March 2010	April 2010	May 2010
High	0.0198	0.01	0.007	0.0088	0.0078	0.71
Low	0.007	0.0055	0.0065	0.005	0.0051	0.78

Plan of Distribution

Not applicable to Form 20-F filed as an Annual Report.

Markets

Currently, our shares trade on the OTCC.BB under the symbol TAKDF. There is a limited trading market for our shares and the market is not liquid.

Selling Shareholders

Not applicable to Form 20-F filed as an Annual Report.

Dilution

Not applicable to Form 20-F filed as an Annual Report.

Expenses of the Issue

Not applicable to Form 20-F filed as an Annual Report.

ITEM 10. ADDITIONAL INFORMATION

Share Capital

Not applicable to Form 20-F filed as an Annual Report.

Memorandum and Articles of Association

Reference is hereby made to our Articles of Amalgamation (“Articles”) and to our Bylaws, each of which is incorporated herein by reference to, respectively, Exhibits 1.1 and 1.2 to our Registration Statement on Form 20-F, file number 000-50392 as filed on September 16, 2003.

On June 23, 2006, our Board and majority shareholders approved an amendment to our Articles to effect the consolidation of our common shares on a 2-for-1 basis.

All stock issuances have been retroactively updated to reflect the 2-for-1 reverse stock split.

Material Contracts

On April 27, 2007, we entered into a consulting agreement with Mr. Liu Fu Ming for a twelve (12) month period beginning on April 27, 2007. Persuant to this agreement, we issued 2,000,000 shares of common stock to Mr. Liu, as compensation for service provided. These shares were recorded at the fair market value of $326,778, based on the price of stock on the agreement date. Since the compensation for services is settled through issuance of shares, we recorded $195,488 as an expense for the period and the balance of $131,290 was recorded as prepaid consulting for the service not performed as part of equity.

Exchange Controls

There are no governmental laws, decrees, regulations or other legislation of Canada that may affect the import or export of capital for use.

Other than the withholding of any taxes due under the terms of specific treaties between countries on dividends paid to our shareholders, there are no restrictions on the remittance of dividends, interests or other payments.

Taxation

The discussions below summarize the material tax considerations relevant to an investment in common shares by individuals and corporations who, for income tax purposes, are resident in the U.S. for purposes of the Convention (as hereinafter defined) and are not resident in Canada, who hold common shares as a capital asset (a “Holder”), and who do not hold the common shares in carrying on a business through a permanent establishment in Canada or in connection with a fixed base in Canada (collectively, "Unconnected U.S. Shareholders" or "Holders"). The tax consequences of an investment in common shares by investors who are not Unconnected U.S. Shareholders may differ substantially from the tax consequences discussed herein. The discussion of U.S. tax considerations is addressed only to Unconnected U.S. Shareholders whose "functional currency" within the meaning of Section 985 of the Internal Revenue Code of 1986, as amended (the "Code"), is the U.S. dollar, and to U.S. citizens who are not residents in the U.S. for the purpose of the Convention, but who otherwise meet the definition of Unconnected U.S. Shareholders. Furthermore, the discussion of U.S. tax considerations do not address the tax treatment of Unconnected U.S. Shareholders that own, or are deemed for U.S. federal income tax purposes to own, ten percent (10%) or more of the total combined voting power of all classes of our voting stock. The discussion of Canadian tax considerations does not address the tax treatment of a trust, company, organization or other arrangement that is a resident of the U.S. and that is generally exempt from U.S. tax.

This discussion does not address all of the income tax consequences that may be applicable to any Holder subject to special treatment under the U.S. federal income tax law or to any particular Holder in light of such Holder's particular facts and circumstances. Some Holders, including tax exempt entities, banks, insurance companies and persons who hold common shares as part of a hedging transaction, may be subject to special or different rules not discussed below. The discussion of U.S. tax considerations is based on the provisions of the Code.

The discussion of Canadian tax considerations is based upon the provisions of the Income Tax Act (Canada) (the "Tax Act"), the Convention between Canada and the U.S. with Respect to Taxes on Income and Capital, as amended from time to time (the "Convention"), and our understanding of published administrative practices of Canadian Customs and Revenue Agency and judicial decision, all of which are subject to change. The discussion does not take into account the tax laws of the various provinces or territories of Canada or the tax laws of the various state and local jurisdictions in the U.S.

U.S. Federal Income Tax Considerations

Unconnected U.S. Shareholders generally will treat the gross amount of the distributions paid by us, including the amount of any Canadian tax withheld, as foreign source dividend income for U.S. federal income tax purposes to the extent of our current or accumulated earnings and profits, as computed for U.S. federal income tax purposes. Distribution in excess of that amount will reduce an Unconnected U.S. Shareholder's tax basis in the common shares, but not below zero, and the remainder, if any, will be treated as taxable capital gains. In general, in computing its U.S. federal income tax liability, an Unconnected U.S. Shareholder may elect for each taxable year whether to claim a deduction or, subject to the limitations described below, a credit for Canadian taxes withheld from dividends paid on their common shares. If the Unconnected U.S. Shareholder elects to claim a credit for such Canadian taxes, the election will be binding for all foreign taxes paid or accrued by the Shareholder for such taxable year. The Code applies various limitations on the amount of foreign tax credit that may be available to a U.S. taxpayer based upon the segregation of foreign source income into separate categories of income. The amount of credit which may be claimed with respect to the category of income to which the dividend is allocated, and to which the foreign taxes are attributable generally may not exceed the same portion of the U.S. tax on worldwide taxable income, before applying the foreign tax credit as the U.S. Holder's foreign source taxable income allocation to such category bears to such U.S. Holder's entire taxable income. The foreign tax credit is disallowed for dividends on stock unless a minimum holding period is satisfied and additional limitations may restrict the ability of some individuals to claim the foreign tax credit. Accordingly, we urge investors to consult their own tax advisors with respect to the potential consequences to them of the foreign tax credit limitations.

For U. S. federal income tax purposes, the amount of any distributions made on a common share to an Unconnected U.S. Shareholder in Canadian dollars will equal the U.S. dollar value of the Canadian dollars calculated by reference to the appropriate exchange rate in effect on the date of receipt of the distribution, regardless of whether the Canadian dollars are actually converted into U.S. dollars upon receipt. Unconnected U.S. Shareholders are urged to consult their own tax advisors regarding the treatment of foreign currency gain or loss, if any, on any Canadian dollars which are converted into U.S. dollars subsequent to receipt by the shareholder.

The sale of common shares generally will result in a gain or loss to the Holder in an amount equal to the difference between the amount realized and the Holder's adjusted cost basis in the shares. Provided that the Holder is not considered a "dealer' in the shares sold, gain or loss on the sale of the common shares will generally be capital gain or loss.

Capital losses are deductible to the extent of capital gains. Individual taxpayers may deduct excess capital losses of up to US$3,000 a year, US$1,500 in the case of a married individual filing separately, from ordinary income. Non-corporate taxpayers may carry-forward unused capital losses indefinitely. Unused capital losses of a corporation may be carried back three (3) years and carried forward five (5) years.

Canadian Tax Considerations

Dividends paid or credited, or that we deem to pay or credit, on the common shares to Unconnected U.S. Shareholders will be subject to Canadian withholding tax. Under the Convention, the maximum rate of withholding tax on dividends paid or credited on the common shares is fifteen percent (15%) if the beneficial owner of such dividends is an Unconnected U.S. Shareholder. However, that rate is reduced to five percent (5%) under the Convention if the beneficial owner of such dividends is an Unconnected U.S. Shareholder that is a corporation that owns at least ten percent (10%) of our voting stock.

An Unconnected U.S. Shareholder will not be subject to tax in Canada on any capital gain realized upon the disposition or deemed disposition of the common shares, provided that the common shares do not constitute "taxable Canadian property" of the shareholder within the meaning of the Tax Act.

Canada does not currently impose any estate taxes or succession duties.

Dividends and Paying Agents

Not applicable to Form 20-F filed as an Annual Report.

Statements By Experts

Not applicable to Form 20-F filed as an Annual Report.

Documents on Display

All documents filed in connection with this Annual Report have been filed with the Securities and Exchange Commission (“SEC”) using the Electronic Data Gathering, Analysis and Retrieval (“EDGAR”) system. The SEC maintains a Web site on the Internet at the address http://www.sec.gov that contains reports, proxy information statements and other information regarding registrants that file electronically with the SEC.

Subsidiary Information

Not applicable.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Currency Exchange Rate Sensitivity

The results of our operations are subject to currency translational risk and currency transactional risk. Regarding currency translational risk, the operating results and financial position of our subsidiaries are reported in TWD and then translated into USD at the applicable exchange rate for preparation of our consolidated financial statements. The fluctuation of the TWD in relation to the USD will, therefore, have an impact upon profitability of our operations and may also affect the value of our assets and the amount of shareholders’ equity.

In regards to transaction risk, our functional currency is TWD and are activities are predominantly executed in TWD. However, due to the fact that the majority of our financings are completed in USD, we are not subject to significant operational exposures due to fluctuations in these currencies. Our common shares are listed on the OTC.BB and are bought and sold in USD (see tables in Item 9). We have not entered into any agreements or purchased any instruments to hedge any possible currency risks at this time.

Interest Rate Sensitivity

We currently have no significant short-term or long-term debt requiring interest payments. This does not require us to consider entering into any agreements or purchasing any instruments to hedge against possible interest rate risks at this time. Our interest earning investments are short-term. Thus, any reductions in future income or carrying values due to future interest rate declines are believed to be immaterial.

Commodity Price Sensitivity

Not applicable.

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

Not applicable to Form 20-F filed as an Annual Report. In respect of Items 12.D.3 and 12.D.4, no fees or charges are payable by any holder of American depositary receipts in respect of our securities and no payments have been made to us by any depositary.

PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

Not applicable.

ITEM 15. CONTROLS AND PROCEDURES

We have elected to report under Item 15T.

ITEM 15T. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Our disclosure controls and procedures are designed to ensure that information required to be disclosed in our reports filed under Canadian and U.S. securities regulations is recorded, processed, summarized and reported within the time periods specified and is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

An evaluation was carried out under the supervision of, and with the participation of, our management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as such term is defined in the Exchange Act, as amended, Rules 13a-15(e) and 15d-15(e)) as of December 31, 2009. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2009.

Internal Controls over Financial Reporting

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) under the Securities Exchange Act of 1934 (the “Exchange Act”).

Under the supervision and with the participation of our Company's Chief Executive Officer and Chief Financial Officer, management conducted an evaluation of the effectiveness of our internal control over financial reporting, as of December 31, 2009, based on the framework set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation, management concluded that our internal control over financial reporting was effective as of December 31, 2009.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting during the period covered by the annual report, being the fiscal year ended December 31, 2009, that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting.

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT

We have no formal audit committee, and thus, we have no audit committee financial expert. Our Board is responsible for reviewing our financial reporting procedures, internal controls, and the performance of our auditors. Our Board is also responsible for reviewing all disclosure with respect to financial matters prior to filing or release. Ms. Taifen Day is our Chief Financial Officer and a Chartered Accountant in the Province of Alberta, Canada. Ms. Day reports to our Board in her capacity as Chief Financial Officer.

ITEM 16B. CODE OF ETHICS

We have adopted a code of ethics as part of a broader “code of conduct”, which addresses ethical issues as well as broader corporate governance issues. Our code of conduct has been approved by our Board of Directors and is applicable to all our directors, officers, employees and consultants, including but not limited to our principle executive officer, our principal financial officer and principal accounting officer, and any persons performing similar functions. No amendments have been made or waivers granted in respect of any provision of our Code of Ethics during the most recently completed fiscal year.

A copy of the code of ethics portion of our code of conduct is attached to this annual report as Exhibit “A”.

In addition, we practice corporate governance in accordance with rules and regulations in Canada.

Corporate governance relates to the activities of our our directors who are elected by and accountable to the shareholders and takes into account the role of management who are appointed by the Board and who are charged with our on-going management. Our Board of Directors encourages sound corporate governance practices designed to promote our well being and on-going development, having always as its ultimate objective the best long-term interests of us and the enhancement of value for all shareholders. The Board also believes that sound corporate governance benefits our employees and the communities in which we operate. The Board is of the view that our corporate governance policies and practices, outlined in our Code of Ethics, are appropriate and substantially consistent with the guidelines for improved corporate governance in Canada as adopted by the Toronto Stock Exchange.

ITEM 16C. PRINCIPAL ACCOUNTANTS FEES AND SERVICES

Audit Fees

Our external auditors, KCCW Accountancy Corp., charged total fees of $45,000 for the year ended December 31, 2009. All of the $45,000 above was for audit fees and none of the amount was for audit-related fees or income tax preparation fees. Our external auditors, KCCW Accountancy Corp., charged total fees of $45,000 for the year ended December 31, 2008. All of the $45,000 above was for audit fees and none of the amount was for audit-related fees or income tax preparation fees.

Audit-Related Fees

None.

Tax Fees

None.

All Other Fees

None.

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not Applicable.

ITEM 16E. PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASER

Not Applicable.

PART III

ITEM 17. FINANCIAL STATEMENTS

The required financial statements are provided herein starting on page 26.

ITEM 18. FINANCIAL STATEMENTS

See above.

ITEM 19. EXHIBITS

Exhibit No.	Exhibit
1.1*	Articles of Amalgamation
1.2*	Bylaws

2(a)*	See Exhibit 1.1 and 1.2
2(b)*	Form of Loan Agreement and Promissory Note
4.1	Distribution Agreement with Panasonic (Taiwan) (April, 2010)
4.2	Manufacture and Distribution Agreement with Sanyo (December, 2010)
4.3	Form of Promissory for Shareholder Loan.
4.4	Form of Subscription Agreement for Convertible Debenture
11.	Code of Ethics
12.1	CEO Certification Pursuant to Section 302
12.2	CFO Certification Pursuant to Section 302
13.1	CEO Certification Pursuant to Section 906
13.2	CFO Certification Pursuant to Section 906

* Incorporated by reference to the Exhibits filed with our Form 20-F filed on September 16, 2003.

TRANSAKT LTD. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED
DECEMBER 31, 2009, AND 2008 AND
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONTENTS

	Page
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	F-1 - F-2
FINANCIAL STATEMENTS
Consolidated Balance Sheets	F-3
Consolidated Statements of Operations	F-4
Consolidated Statements of Changes in Shareholders' Equity and Comprehensive Income	F-5
Consolidated Statements of Cash Flows	F-6
Notes to Financial Statements	F-7 - F-16

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
TransAKT Ltd.

We have audited the accompanying consolidated balance sheets of TransAKT Ltd. and its subsidiaries (the “Company”) as of December 31, 2008 and 2009, and the related consolidated statements of operations, shareholders’ equity and comprehensive income, and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the 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 provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the consolidated financial positions of TransAKT Ltd. as of December 31, 2008 and 2009, and the consolidated results of their operations and their consolidated cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has accumulated deficit of $(2,038,892) at December 31, 2009 including a net loss of $(249,643) during the year ended December 31, 2009. Management's plans in regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ KCCW Accountancy Corp.

Diamond Bar, California
June 6, 2010

F-1

Report of Independent Registered Public Accounting Firm

Board of Directors and Shareholders

TransAKT Ltd and Subsidiaries
Calgary, Canada.

We have audited the accompanying consolidated statements of operations of TransAKT Ltd and Subsidiaries for the year ended December 31, 2007, and the related consolidated statements of stockholders’ equity, and cash flows for the year then ended. These consolidated 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 audits.

We conducted our audits in accordance with 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 audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated results of operations of TransAKT Ltd and Subsidiaries for the year ended December 31, 2007, and their cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has accumulated deficit of $(1,368,473) at December 31, 2007 including a net loss of $(921,158) during the year ended December 31, 2007. Management's plans in regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ KABANI & COMPANY, INC.

CERTIFIED PUBLIC ACCOUNTANTS

Los Angeles, California
February 6, 2008

F-2

TRANSAKT LTD.

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2009 and 2008

		December 31,			December 31,
ASSETS		2009			2008
Current Assets
Cash and cash equivalents	$	874,418		$	205,658
Restricted cash		498,540			563,756
Accounts receivable, net		2,049,995			2,245,101
Inventory		1,373,516			2,924,211
Other receivable, net		6,278			4,351
Prepaid expenses		51,196			26,683
Investments		50,915			152,569
Total Current Assets		4,904,858			6,122,329

Property & Equipment, net		3,130			9,205

Deposits		72,891			29,624

Total Assets	$	4,980,879		$	6,161,158

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	1,161,586		$	1,556,676
Other payable		-			22,120
Bank loans		2,083,361			2,773,399
Loan payable to related party		495,625			277,032
Total Current Liabilities		3,740,572			4,629,227

Non-current Liabilities
Unsecured convertible notes payable, net of unamortized discounts of $10,541		19,459			-

Stockholders' Equity
Common stock, unlimited shares authorized for issuance, no par value, 102,645,120 shares issued and outstanding		3,260,018			3,260,018
Additional paid-in capital		15,000			-
Other comprehensive income (loss)		(15,278	)		61,162
Accumulated deficit		(2,038,892	)		(1,789,249	)
Total Stockholders' Equity		1,220,848			1,531,931

Total Liabilities and Stockholders' Equity	$	4,980,879		$	6,161,158

The accompanying notes are an integral part of the financial statements

F-3

TRANSAKT LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED DECEMBER 31, 2009, 2008, AND 2007

		2009			2008			2007
Revenues:
Sales of goods, net	$	10,623,736		$	9,546,132		$	9,687,678
Total revenues		10,623,736			9,546,132			9,687,678

Operating costs and expenses:
Cost of sales		9,780,380			8,489,638			9,440,398
Selling, general and administrative expenses		1,029,425			1,262,977			1,710,456

Loss from operations		(186,069	)		(206,483	)		(1,463,176	)

Other income (expense)
Interest income		1,414			8,147			6,516
Investment income (loss)		7,119			(9,279	)		-
Currency exchange gain (loss)		25,699			(84,180	)		-
Gain on settlement of debt		-			-			4,603
Other income		-			11,151			655,242
Interest expense		(96,474	)		(122,573	)		(113,138	)
Total other expense		(62,242	)		(196,734	)		553,224

Loss before income taxes		(248,311	)		(403,217	)		(909,952	)

Provision for income taxes		1,332			17,559			11,206

Net loss	$	(249,643	)	$	(420,776	)	$	(921,158	)

Loss per share:
Basic and diluted loss per share	$	(0.00	)	$	(0.00	)	$	(0.01	)

Weighted average number of shares outstanding:
Basic and diluted		102,645,120			102,645,120			99,707,278

The accompanying notes are an integral part of the financial statements

F-4

TRANSAKT LTD.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

AND COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2009, 2008, AND 2007

					Additional					Other
	Common Stock		Paid-in		Prepaid		Comprehensive			Accumulated
	Shares		Amount		Capital		Consulting			Income (loss)			Deficit			Total
Balance at December 31, 2006	90,912,620	$	1,832,174	$	-	$	(189,151	)	$	38,271		$	(411,994	)	$	1,269,299
Issuance of shares for cash	8,772,500		1,037,653		-		-			-			-			1,037,653
Issuance of shares for services	2,000,000		362,098		-		(131,290	)		-			(35,320	)		195,488
Issuance of shares for compensation	500,000		-		-		-			-			-			-
Issuance of shares for debt settlement	460,000		28,093		-		-			-			-			28,093
Amortization of consulting fees	-		-		-		189,151			-			-			189,151
Foreign currency translation adjustment	-		-		-		-			55,988			-			55,988
Net loss	-		-		-		-			-			(921,158	)		(921,158	)
Balance at December 31, 2007	102,645,120	$	3,260,018	$	-	$	(131,290	)	$	94,259		$	(1,368,473	)	$	1,854,514
Amortization of consulting fees	-		-		-		131,290			-			-			131,290
Foreign currency translation adjustment	-		-		-		-			(33,097	)		-			(33,097	)
Net loss	-		-		-		-			-			(420,776	)		(420,776	)
Balance at December 31, 2008	102,645,120	$	3,260,018	$	-	$	-		$	61,162		$	(1,789,249	)	$	1,531,931
Foreign currency translation adjustment	-		-		-		-			(76,440	)		-			(76,440	)
Beneficial conversion feature relating to convertible debentures	-		-		15,000		-			-			-			15,000
Net loss	-		-		-		-			-			(249,643	)		(249,643	)
Balance at December 31, 2009	102,645,120	$	3,260,018	$	15,000	$	-		$	(15,278	)	$	(2,038,892	)	$	1,220,848

The accompanying notes are an integral part of the financial statements

F-5

TRANSAKT LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECDEMBER 31, 2009, 2008, AND 2007

		2009			2008			2007
Cash flows from operating activities
Net loss	$	(249,643	)	$	(420,776	)	$	(921,158	)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation		6,159			18,526			64,976
Gain on settlement of debt		-			-			(4,603	)
Loss on disposal of fixed assets		-			16,724			-
Investment loss (income)		(7,119	)		9,279			-
Issuance of shares for services		-			-			195,488
Amortization of consulting fees		-			121,592			189,151
Amortization of debt discount attributable to convertible debentures		4,118			-			-
Changes in assets and liabilities:
(Increase) Decrease in accounts receivable		185,362			858,511			(242,458	)
(Increase) Decrease in inventory		1,568,377			(1,052,753	)		189,174
(Increase) Decrease in other receivables		6,659			(4,529	)		68,420
(Increase) Decrease in prepaid expense		(33,947	)		44,206			54,221
(Increase) in deposits		(42,252	)		(329	)		(18,921	)
(Decrease) in accounts payable and accrued expenses		(429,750	)		(481,291	)		(684,790	)
Net cash provided by (used in) operating activities		1,007,964			(890,840	)		(1,110,500	)
Cash flows from investing activities
Proceeds from sales of property and equipment		-			91			-
Decrease in restricted cash		63,151			188,104			(536,360	)
Purchase of investments		-			(168,101	)		-
Proceeds from sale of investments		110,182			-			-
Net cash provided by (used in) investing activities		173,333			20,094			(536,360	)
Cash flows from financing activities
Proceeds from bank loans		2,132,162			2,887,063			993,731
Repayment of bank loans		(2,820,683	)		(2,432,730	)		-
Proceeds from loan from related party		165,011			432,198			(281,954	)
Issuance of shares for cash		-			-			1,037,653
Net proceeds from issuance of convertible debentures		27,705			-			-
Net cash provided by (used in) financing activities		(495,805	)		886,531			1,749,430
Effect of exchange rate changes on cash and cash equivalents		(16,732	)		(38,188	)		21,738
Net increase (decrease) in cash and cash equivalents		668,760			(22,403	)		124,308
Cash and cash equivalents
Beginning		205,658			228,061			103,753
Ending	$	874,418		$	205,658		$	228,061
Supplemental disclosure of cash flows: Cash paid during the year for:
Income tax	$	197		$	30,524		$	3,201
Interest expense	$	109,663		$	115,391		$	93,858

The accompanying notes are an integral part of the financial statements

F-6

TRANSAKT LTD.

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2009

NOTE 1 – ORGANIZATION

TransAKT Ltd. (the “Company”) was incorporated under the laws of the Province of Alberta on June 3, 1997. The Company completed the acquisition of Green Point Resources Inc. on October 18, 2000 whereby it became a publicly traded company listed on the Canadian Venture Exchange. In 2004 the Company voluntarily delisted from the TSX Venture Exchange and retained a listing on the Over the Counter Bulletin Board in the United States.

In October 2004 the Company purchased certain assets of IP Mental Inc., a Taiwan based Voice over Internet Protocol (VoIP) company. The company name was changed from TransAKT Corp. to TransAKT Ltd. on September 29, 2006. The Company designs and develops Voice over Internet Protocol (“VoIP”) solutions and mobile payment terminals for the consumer electronics industry.

On November 15, 2006 TransAKT Ltd and the shareholders of Taiwan Halee International Co. Ltd. (HTT), entered into a Share Exchange Agreement in which TransAKT Ltd. acquired 100% of Taiwan Halee International Co. Ltd.’s outstanding common stock. HTT was incorporated under the laws of Republic of China in 1985. HTT is engaged in designing, manufacturing and distribution of Taiwan telecommunications equipment. The acquisition has been accounted for as a reverse acquisition under the purchase method of accounting. Accordingly, the merger of the two companies has been recorded as a recapitalization of HTT, with HTT being treated as the continuing entity. The historical financial statements presented are those of HTT. The continuing company has retained December 31 as its fiscal year end.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include the accounts of TransAKT Holdings Limited and its wholly owned subsidiaries Taiwan Halee International Co. Ltd. and TransAKT Taiwan Limited, collectively referred to within as the Company. All material intercompany accounts, transactions and profits have been eliminated in consolidation.

Financial Statement Presentation

Certain changes to the 2007 and 2008 financial statements have been made to conform to the 2009 financial statement format.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make certain 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.

F-7

Revenue Recognition

The Company’s revenue recognition policies are in compliance with Staff Accounting Bulletin (SAB) 104. Revenues are recognized when finished products are shipped to unaffiliated customers and both title and the risks and rewards of ownership are transferred and collectibility is reasonably assured.

The Company’s revenues are recorded upon confirmed acceptance after inspection by the customers of the Company.

Exchange Gain (Loss):

During the years ended December 31, 2009, 2008, and 2007, the transactions of TransAKT Holdings Limited, Taiwan Halee International Co. Ltd. and TransAKT Taiwan Limited were denominated in foreign currency and were recorded in Taiwan Dollar (TWD) and Canadian Dollar (CAD) at the rates of exchange in effect when the transactions occur. Exchange gains and losses are recognized for the different foreign exchange rates applied when the foreign currency assets and liabilities are settled.

Translation Adjustment

The Company financial statements are presented in the U.S. dollar ($), which is the Company’s reporting currency, while its functional currency is Taiwan dollar (TWD) and Canadian Dollar (CAD). Transactions in foreign currencies are initially recorded at the functional currency rate ruling at the date of transaction. Any differences between the initially recorded amount and the settlement amount are recorded as a gain or loss on foreign currency transaction in the consolidated statements of income. Monetary assets and liabilities denominated in foreign currency are translated at the functional currency rate of exchange ruling at the balance sheet date. Any differences are taken to profit or loss as a gain or loss on foreign currency translation in the statements of income.

In accordance with ASC 830, Foreign Currency Matters, the Company translates the assets and liabilities into U.S. dollar ($) using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from TWD and CAD into U.S. dollar are recorded in stockholders’ equity as part of accumulated other comprehensive income.

Comprehensive Income

Comprehensive income includes accumulated foreign currency translation gains and losses. The Company has reported the components of comprehensive income on its statements of stockholders’ equity.

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.

Income Taxes

The Company accounts for income taxes in accordance with ASC 740, Income Taxes, which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax basis of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when, in the opinion of management, it is more likely than not that some or all of any deferred tax assets will not be realized.

The Company adopted ASC 740-10-25, Income Taxes- Overall-Recognition, on January 1, 2007, which provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax position. The Company must 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 are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. The Company did not recognize any additional liabilities for uncertain tax positions as a result of the implementation of ASC 740-10-25.

F-8

Statement of Cash Flows

In accordance with generally accepted accounting principles (GAAP), cash flows from the Company’s operations is based upon the local currencies. As a result, amounts related to assets and liabilities reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheet.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk are accounts receivable and other receivables arising from its normal business activities. The Company has a diversified customer base. The Company controls credit risk related to accounts receivable through credit approvals, credit limits and monitoring procedures. The Company routinely assesses the financial strength of its customers and, based upon factors surrounding the credit risk, establishes an allowance, if required, for un-collectible accounts and, as a consequence, believes that its accounts receivable credit risk exposure beyond such allowance is limited.

Cash and Cash Equivalents

Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less.

Restricted Cash

The Company had restricted cash and investments of $498,540 and $563,756 for year ended December 31, 2009 and 2008, respectively. The restricted cash primarily collateralizes the Company’s bank loans and issuances of standby and commercial letters of credit. The restrictions expire when related obligations are fulfilled.

Allowance for Doubtful Accounts

The Company maintains reserves for potential credit losses on accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns to evaluate the adequacy of these reserves. Allowance for doubtful debts amounted to $190,402 and $187,353 as at December 31, 2009 and December 31, 2008, respectively.

Inventory

Inventories are valued at the lower of cost (determined on a weighted average basis) or market. The Management compares the cost of inventories with the market value and allowance is made for writing down their inventories to market value, if lower. As of December 31, 2009 and 2008, inventory consisted only of finished goods.

Property, Plant & Equipment

Property and equipment are stated at cost. 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:

F-9

Furniture and Fixtures	3-5 years
Equipment	3-5 years
Computer Hardware and Software	3-5 years
Automobile	3-5 years

As of December 31, 2009, Property, Plant & Equipment consist of the following:

Computer and office equipment	$	59,769
Accumulated depreciation		(56,639	)

	$	3,130

Depreciation expenses were $6,159, $18,526, and $64,976 for the years ended December 31, 2009, 2008, and 2007, respectively.

Fair Value of Financial Instruments

In the first quarter of fiscal year 2008, the Company adopted Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”). ASC 820-10 defines fair value, establishes a framework for measuring fair value, and enhances fair value measurement disclosure. ASC 820-10 delays, until the first quarter of fiscal year 2009, the effective date for ASC 820-10 for all non-financial assets and non-financial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). The adoption of ASC 820-10 did not have a material impact on the Company’s financial position or operations.

Effective October 1, 2008, the Company adopted Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) and Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”), which permits entities to choose to measure many financial instruments and certain other items at fair value. Neither of these statements had an impact on the Company’s unaudited condensed consolidated financial position, results of operations or cash flows. The carrying value of cash and cash equivalents, accounts payable and short-term borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments.

Net Loss Per Share

The Company has adopted Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”) which specifies the computation, presentation and disclosure requirements of earnings per share information. Basic earnings per share have been calculated based upon the weighted average number of common shares outstanding. Common equivalent shares are excluded from the computation of the diluted loss per share if their effect would be anti-dilutive.

Impairment of Long-Lived Assets

The Company has adopted Accounting Standards Codification subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”). ASC 360-10 requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company evaluates its long lived assets for impairment annually or more often if events and circumstances warrant. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset. ASC 360-10 also requires assets to be disposed of be reported at the lower of the carrying amount or the fair value less costs to sell.

F-10

Recent accounting pronouncements

In October 2009, the FASB issued Accounting Standards Update 2009-13, “Multiple-Deliverable Revenue Arrangements — a consensus of the FASB Emerging Issues Task Force,” to provide amendments to the criteria in Subtopic 609-24 of the Codification for separating consideration into multiple-deliverable revenue arrangements. ASU 2009-13 establishes a selling price hierarchy for determining the selling price of each specific deliverable which includes vendor-specific objective evidence (“VSOE”) if available, third party evidence if VSOE is not available or estimated selling price if neither VSOE nor third party evidence is available. ASU 2009-13 also eliminates the residual method for allocating revenue between the elements of an arrangement and requires that arrangement consideration be allocated at the inception of the arrangement to all deliverables using the relative selling price method, which allocates any discount in the arrangement proportionally to each deliverable on the basis of each deliverable’s selling price. This Update expands the disclosure requirements regarding a vendor’s multiple-deliverable revenue arrangements. ASU 2009-13 is effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, with early adoption permitted. The Company is currently evaluating the impact of ASU 2009-13 on its financial statements and does not expect the adoption of this standard will have material impact on its financial position, results of operations or cash flows.

In January 2010, the FASB issued ASU No. 2010-06, Improving Disclosures about Fair Value Measurements , which, among other things, amends Accounting Standards Topic 820 Fair Value Measurements and Disclosures (ASC 820) to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e., to present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy. ASU No. 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements which are effective for fiscal years beginning after December 15, 2010 and for interim periods within those fiscal years. The Company’s adoption of this standard had no impact on its financial position, results of operations or cash flows.

Going Concern

The Company has incurred a net loss of $249,643, $420,776, and $921,158 during the years ended December 31, 2009, 2008, and 2007, respectively, and has an accumulated deficit of $2,038,892, $1,789,249, and $1,368,473 as of December 31, 2009, December 31, 2008, and December 31, 2007, respectively.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. This presentation presumes funds will be available to finance ongoing research and development, operations and capital expenditures and permit the realization of assets and the payment of liabilities in the normal course of operations for the foreseeable future.

The ability of the Company to continue research and development projects and realize the capitalized value of proprietary technologies and related assets is dependent upon future commercial success of the technologies and raising sufficient funds to continue research and development as well as to effectively market its products. Through December 31, 2009, the Company has not realized commercial success of the technologies, nor have they raised sufficient funds to continue research and development or to market its products.

F-11

There can be no assurances that there will be adequate financing available to the Company and the consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

The Company has taken certain restructuring steps to provide the necessary capital to continue its operations. These steps included: (1) Tightly budgeting and controlling all expenses; (2) Expanding the company’s operations into China, expanding product lines and recruiting a strong sales team to significantly increase sales revenue and profit in 2010; (3) The Company plans to continue actively seeing additional funding opportunities to improve and expand upon our product lines.

NOTE 3 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

The accounts payable and accrued expenses as of December 31, 2009 and 2008 are summarized as follows:

		2009		2008
Accounts payable	$	911,780	$	1,390,155
Accrued expenses		155,110		153,482
Sales tax payable		35,391		-
Accrued payroll		59,305		-
Income Taxes Payable		-		13,039
Total	$	1,161,586	$	1,556,676

NOTE 4 - RELATED PARTY TRANSACTIONS

The Company’s officers and shareholders have advanced funds to the Company for working capital purposes. The Company has not entered into any agreement on the repayment terms for these advances. As of December 31, 2009 and 2008, there were $435,225 and $216,632 advances outstanding, respectively.

The Company also had loans payable to five shareholders amounted to $60,400 as of December 31, 2009 and 2008. The unsecured loans bear interest at the rate of 12% per annum, and due on May and June 2010.

NOTE 5 - LOANS PAYABLE

F-12

		Interest per
Nature	Due on	Annum		Amount
Secured note payable from a bank	1/12/2010	5.25%		27,000
Secured note payable from a bank	1/12/2010	5.25%		39,300
Secured note payable from a bank	2/3/2010	5.25%		40,300
Secured note payable from a bank	2/10/2010	5.25%		55,460
Secured note payable from a bank	2/23/2010	5.25%		117,700
Secured note payable from a bank	2/4/2010	5.25%		23,250
Secured note payable from a bank	4/8/2010	5.25%		37,800
Secured note payable from a bank	4/20/2010	5.25%		12,500
Secured note payable from a bank	4/20/2010	5.25%		37,500
Secured note payable from a bank	4/25/2010	5.25%		16,500
Secured note payable from a bank	4/25/2010	5.25%		31,286
Secured note payable from a bank	4/25/2010	5.25%		25,920
Secured note payable from a bank	5/5/2010	5.25%		38,700
Secured note payable from a bank	5/13/2010	5.25%		27,000
Secured note payable from a bank	5/8/2010	5.25%		39,000
Secured note payable from a bank	5/17/2010	5.25%		16,170
Secured note payable from a bank	5/25/2010	5.25%		55,460
Secured note payable from a bank	5/26/2010	5.10%		56,875
Secured note payable from a bank	12/28/2010	2.88%		151,500
Secured note payable from a bank	3/1/2010	5.35%		23,007
Secured note payable from a bank	3/6/2010	5.35%		27,914
Secured note payable from a bank	1/14/2010	5.00%		52,000
Secured note payable from a bank	1/22/2010	5.00%		25,750
Secured note payable from a bank	5/7/2010	5.00%		82,800
Secured note payable from a bank	3/8/2010	1.52%		692,717
Secured note payable from a bank	2/10/2010	2.40%		17,800
Secured note payable from a bank	4/26/2010	2.58%		45,797
Secured note payable from a bank	3/22/2010	2.42%		36,600
Secured note payable from a bank	3/30/2010	2.42%		27,000
Secured note payable from a bank	3/29/2010	2.42%		32,250
Secured note payable from a bank	3/30/2010	2.42%		36,000
Secured note payable from a bank	4/12/2010	2.43%		21,000
Secured note payable from a bank	4/12/2010	2.43%		31,800
Secured note payable from a bank	4/28/2010	2.43%		40,500
Secured note payable from a bank	5/4/2010	2.43%		31,125
Secured note payable from a bank	5/10/2010	2.43%		10,080
	Total		$	2,083,361
	Current portion		$	2,083,361
	Long-term portion		$	-

NOTE 6 – STOCKHOLDERS’ EQUITY

On January 25, 2007, the Company issued 460,000 shares of common stock to Patrick Hillier and Manfred Schauer in connection with the settlement of debt. These shares have been recorded at fair value of $28,093, based on the price of the stock on the agreement date. The Company recorded gain on settlement of debt amounting to $4,603.

On January 25, 2007, the Company issued 22,500 shares of common stock to Rick Martens as 10% commission for arranging the private placement in September 2006 .These shares have been recorded as net of cash received as part of private placement..

On January 25, 2007 the Company issued 500,000 shares to its former shareholders as compensation for loss of capital due to termination of a distribution agreement for the Asia Pacific region. The Company recorded those shares as deemed dividend amounting to $35,320.

On April 3, 2007, the Company had a private placement and issued 8,650,000 shares of common stock. The Company issued share at $0.12 per share for cash.

F-13

On April 3, 2007, the Company issued 100,000 shares of common stock to Allen Schwabe as 10% commission for arranging the private placement to 10 individuals in British.Columbia in April 2007 .These shares have been recorded as net of cash received as part of private placement.

On April 27, 2007, the Company issued 2,000,000 shares of common stock to Liu Fu Ming, an outside consultant, as compensation for service provided. These shares were recorded at the fair market value of $326,778, based on the price of stock on the agreement date. The consulting agreement is for the period of 12 months starting April 27, 2007. Since the compensation for services is settled thru issuance of shares therefore the Company recorded $195,488 as an expense for the period and the balance of $131,290 was recorded as prepaid consulting for the service not performed as part of equity.

Stock Based Compensation:

Stock Option Plan

In 2004 the Company filed a stock option plan where management is authorized to issue 5,250,000 shares under the plan.

Activity under the 2004 plan is as follows:

				Weighted		Aggregate
	Number of			Average		Intrinsic Value
2004 Equity Incentive Plan	Shares			Exercise Price
Outstanding at December 31, 2005	4,235,000		$	0.36	$	-
Granted in 2006	4,600,000
Exercised in 2006	(4,235,000	)
Canceled in 2006	(1,900,000	)
Outstanding at December 31, 2006	2,700,000		$	0.18
Exercisable at December 31, 2006	2,700,000		$	0.18	$	-
Expired in 2007	(2,700,000	)
Outstanding at December 31, 2007	-
Exercisable at December 31, 2007	-

All outstanding options under the 2004 plan have expired during the year 2007.

NOTE 7 – INCOME TAXES

The Company was incorporated under the laws of the Province of Alberta, Canada and has operations in primarily two tax jurisdictions - Taiwan and Canada. For certain operations in Taiwan and Canada, the Company has incurred net accumulated operating losses for income tax purposes. The Company believes that it is more likely than not that these net accumulated operating losses will not be utilized in the future. Therefore, the Company has provided full valuation allowance for the deferred tax assets arising from the losses at these locations as of December 31, 2009, 2008, and 2007. Accordingly, the Company has no net deferred tax assets.

Canada:

The statutory tax rate under Canada tax law is 34%. The Company has significant income tax net operating losses (“NOL”) carried forward from prior years. Due to the uncertainty of the realizability of the related deferred tax assets, a reserve equal to the amount of deferred income taxes has been established at December 31, 2009 and 2008. The Company has provided 100% valuation allowance to the deferred tax assets as of December 31, 2009 and 2008.

F-14

Taiwan:

The statutory tax rate under Taiwan tax law is 25%. The Company has several deferred tax asset items. Due to the uncertainty of the realizability of the related deferred tax assets, a reserve equal to the amount of deferred income taxes has been established at December 31, 2009 and 2008. The Company has provided 100% valuation allowance to the deferred tax assets as of December 31, 2009 and 2008.

The provision for income taxes from continuing operations on income consists of the following for the years ended December 31, 2009, 2008, and 2007:

		2009		2008		2007
Income tax expense – current	$	1,332	$	17,559	$	11,206
Income tax expense – deferred		-		-		-
Total income tax expense	$	1,332	$	17,559	$	11,206

Deferred taxes:

The tax effect of temporary differences that give rise to the Company’s deferred tax asset as of December 31, 2009, and 2008 are as follows:

Canada:		2009			2008
Deferred tax asset – non-current:
Net operating loss carry forward	$	2,301,024		$	2,241,872
Valuation allowance		(2,301,024	)		(2,241,872	)
Net deferred tax asset	$	-		$	-

Taiwan:		2009			2008
Deferred tax asset – non-current:
Net operating loss carry forward	$	16,514		$	-
Foreign currency exchange loss (gain)		(7,555	)		14,280
Other temporary non-deductible difference		-			2,539
Valuation allowance		(8, 959	)		(16,819	)
Net deferred tax asset	$	-		$	-

NOTE 7 - COMMITTMENTS

Operating Leases

The Company leases various office facilities under operating leases that expire on various dates of year 2010. Rental expense for these leases consisted of approximately $39,596, $83,677, and $64,174 for the years ended December 31, 2009, 2008, and 2007, respectively. The Company has future minimum lease obligations of $21,483 for the twelve-month period ended December 31, 2010.

NOTE 8 - OTHER COMPREHENSIVE INCOME

Balances of related after-tax components comprising accumulated other comprehensive income (loss), included in stockholders’ equity, at December 31, 2009, 2008, and 2007 are as follows:

		Foreign Currency
		Translation
		Adjustment
Balance at December 31, 2006	$	38,271
Change for 2007		55,988
Balance at December 31, 2007	$	94,259
Change for 2008		( 33,097	)
Balance at December 31, 2008		61,162
Change for 2009		(76,440	)
Balance at December 31, 2009	$	(15,278	)

F-15

NOTE 9 - FAIR VALUE MEASUREMENTS

Generally accepted accounting principles (GAAP) utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to observable quoted prices (unadjusted) in active markets for identical assets and liabilities and the lowest priority to unobservable inputs.

As of December 31, 2009 and 2008 the Company had $50,915 and $152,569, respectively, in Level 1 investments in the form of mutual funds.

NOTE 10 - PRIVATE PLACEMENT OF CONVERTIBLE NOTES

12% Unsecured Convertible Promissory Notes dated May 29, 2009

On May 29, 2009, the Company issued $30,000 convertible promissory notes due May 29, 2011 with interest at 12% per annum due upon maturity. The note is convertible at any time after the first anniversary after the closing date, at the holder’s option, into shares of the Company’s common stock at a price of $0.02 per share. At maturity, any accrued and unpaid interest, is payable to the holder.

In accordance with ASC 470-20, the Company recognized an embedded beneficial conversion feature present in the note. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $15,000 of the proceeds, which is equal to the intrinsic value of the embedded beneficial conversion feature, to additional paid-in capital and a discount against the note. The debt discount attributed to the beneficial conversion feature is amortized over the note’s maturity period (two years) as interest expense.

The Company recorded the intrinsic value of the embedded beneficial conversion feature ($15,000) to debt discount which will be amortized to interest expense over the term of the note. Amortization of $4,459 was recorded for the year ended December 31, 2009.

******

F-16

SIGNATURES

The registrant hereby certifies that it meets all the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

TRANSAKT LTD.

Date: June 25, 2010	By: /s/ James Wu
	Name:	James Wu
	Title:	President and Chief Executive Officer (principal executive officer)

Date: June 25, 2010	By: /s/ Taifen Day
	Name:	Taifen Day
	Title:	Chief Financial Officer (principal financial officer and principal accounting officer)

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