SilverSun Technologies, Inc. Annual Report 2011

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FY2011 Annual Report · SilverSun Technologies, Inc.

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

FORM 10-K

ý ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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

For the fiscal year ended: December 31, 2011

Commission file number: 000-50302

SILVERSUN TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

New Jersey
(State or other jurisdiction of incorporation or
organization)

16-1633636

(I.R.S. Employer Identification No.)

5 Regent Street
Livingston, NJ 07039
(Address of principal executive offices)

(973) 958-9555
(Registrant’s telephone number, including area code)

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

Securities registered pursuant to Section 12(g) of the Act: Class A Common Stock, par value $0.001

Indicate by checkmark if registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No ý

Indicate by checkmark if registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No ý

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

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

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

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

Large Accelerated Filer
Non-Accelerated Filer

¨
o

Accelerated Filer
Smaller reporting company

o
ý

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Act). Yes ¨ No ý

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant based on a closing price of $.23
on June 30, 2011 was approximately $1,015,141. As of March 20, 2012, the registrant had 116,413,069 shares of its common stock, par value
$0.001, outstanding.

Documents Incorporated By Reference: None.

Table of Contents

TABLE OF CONTENTS

Business.

PART I
ITEM 1.
ITEM 1A. Risk Factors.
ITEM 1B. Unresolved Staff Comments.
ITEM 2.
ITEM 3.
ITEM.4. Mine Safety Disclosures.

Description of Property.
Legal Proceedings.

Selected Financial Data.

PART II
ITEM 5. Market for Common Equity and Related Stockholder Matters.
ITEM 6.
ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation.
ITEM 7A Quantitative and Qualitative Disclosures about Market Risk.
Financial Statements and Supplementary Data.
ITEM 8.
ITEM 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
ITEM 9A. Controls and Procedures.
ITEM 9B. Other Information.

PART III
ITEM 10. Directors, Executive Officers, and Corporate Governance.
ITEM 11.
ITEM 12.
ITEM 13. Certain Relationships and Related Transactions.
ITEM 14.

Executive Compensation.
Security Ownership of Certain Beneficial Owners and Management.

Principal Accountant Fees and Services.

PART IV
ITEM 15.

Exhibits.

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FORWARD LOOKING STATEMENTS

Included in this Form 10-K are “forward-looking” statements, as well as historical information. Although we believe that the expectations
reflected in these forward-looking statements are reasonable, we cannot assure you that the expectations reflected in these forward-looking
statements will prove to be correct. Our actual results could differ materially from those anticipated in forward-looking statements as a result of
certain factors, including matters described in the section titled “Risk Factors.” Forward-looking statements include those that use forward-
looking terminology, such as the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “project,” “plan,” “will,” “shall,”
“should,” and similar expressions, including when used in the negative. Although we believe that the expectations reflected in these forward-
looking statements are reasonable and achievable, these statements involve risks and uncertainties and we cannot assure you that actual results
will be consistent with these forward-looking statements. We undertake no obligation to update or revise these forward-looking statements,
whether to reflect events or circumstances after the date initially filed or published, to reflect the occurrence of unanticipated events or otherwise.

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Item 1. Business.

Background

PART I

SilverSun Technologies, Inc., a Delaware corporation (the “Company” or “SilverSun”), was incorporated on October 3, 2002, as a wholly
owned subsidiary of iVoice, Inc. (“iVoice”). On February 11, 2004, the Company was spun off from iVoice, Inc. and became an independent
publicly traded company. On September 5, 2003, we changed our corporate name to Trey Resources, Inc. In March 2004, Trey Resources,
Inc. began trading on the Over-the-Counter Bulletin board (the “OTCBB”) under the symbol TYRIA.OB. In June 2011, the Company changed
its name to SilverSun Technologies, Inc. The Company is publicly traded and is currently quoted on the Over-the-Counter Bulletin Board
(“OTCBB”) under the symbol “SSNT.”

In June 2004, our wholly-owned subsidiary, SWK Technologies, Inc., a New Jersey-based information technology company, completed a
merger with SWK, Inc., a value added reseller and master developer for Sage Software’s MAS 90/200/500 financial accounting software as
well as the publisher of its own proprietary Electronic Data Interchange (EDI) software, “MAPADOC.” Until its acquisition of SWK, Inc. on
June 2, 2004, the Company was engaged in the design, manufacture, and marketing of specialized telecommunication equipment. With the
acquisition of SWK and as part of its plan to expand into new markets, the Company transformed into an information technology company, and
a value added reseller and master developer for Sage Software’s MAS 90/200/500 and ERP X3 financial and accounting software as well as the
publisher of its own proprietary Electronic Data Interchange (EDI) software, “MAPADOC.” The Company focuses on the business software
and information technology consulting market, and is looking for other opportunities to grow its business. The Company sells services and
products to various end users, manufacturers, wholesalers and distributor industry clients located throughout the United States.

On June 2, 2006, SWK Technologies, Inc. completed the acquisition of certain assets of AMP-Best Consulting, Inc. of Syracuse, New
York. AMP-Best Consulting, Inc. is an information technology company and value added reseller of licensed accounting software published
by Sage Software. AMP-Best Consulting, Inc. sold services and products to various end users, manufacturers, wholesalers and distribution
industry clients located throughout the United States, with special emphasis on companies located in the upstate New York region.

Our principal offices and facilities are located at 5 Regent Street, Suite 520, Livingston, NJ 07039 and our telephone number is (973) 758-
9555. The Company is publicly traded and is currently traded on the OTCBB under the symbol “SSNT.”

General

We are business consultants for small and medium sized businesses and value-added resellers and developers of financial accounting
software. We also publish our own proprietary EDI software. We are a leader in marketing financial accounting solutions across a broad
spectrum of industries focused on manufacturing and distribution. We specialize in software integration and deployment, programming, and
training and technical support, aimed at improving the financial reporting and operational efficiencies of small and medium sized companies. The
sale of our financial accounting software is concentrated in the northeastern United States, while our EDI software and programming services
are sold to corporations nationwide.

We differentiate ourselves from traditional software resellers through our wide range of value-added services, consisting primarily of
programming, training, technical support, and other consulting and professional services. We also provide software customization, data
migration, business consulting, and implementation assistance for complex design environments. Our strategic focus is to respond to our
customers’ requests for interoperability and provide solutions that address broad, enterprise-wide initiatives.

Our product sales are cyclical, and increase when the developer of a specific software product offers new versions, promotions or discontinues
support of an older product.

As is common among software resellers, we purchase our products from our suppliers with a combination of cash and credit extended by the
supplier. We do not carry inventory, and generally place an order with the supplier only after receiving a firm commitment from our customer.
Except in unusual situations, we do not allow our customers to return merchandise and rarely offer extended payment terms to our customers.

Our Products

Substantially all of our initial sales of financial accounting solutions consist of prepackaged software and associated services to customers in the
United States. Our sales are focused on three major product categories and associated value-added services.

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Financial Accounting Software

The Company resells accounting software published by Sage Software, Inc. (Sage) for the financial accounting requirements of small and
medium sized businesses focused on manufacturing and distribution, and the delivery of related services from the sales of these products,
including installation, support and training. These product sales are primarily packaged software programs installed on a user workstation, on a
local area network server, or in a hosted environment. The programs perform and support a wide variety of functions related to accounting,
including financial reporting, accounts payable and accounts receivable, and inventory management.

We provide a variety of services along with our financial accounting software sales to assist our customers in maximizing the benefits from
these software applications. These services include training, technical support, and professional services. We employ class instructors and have
formal, specific training in the topics they are teaching. We can also provide on-site training services that are highly tailored to meet the needs of
a particular customer. Our instructors must pass annual subject-matter examinations required by Sage to retain their product-based teaching
certifications.

We provide end-user technical support services through our support/help desk. Our staff of product and technology consultants assists
customers calling with questions about product features, functions, usability issues, and configurations. The support/help desk offers services in
a variety of ways, including prepaid services, time and materials billed as utilized and annual support contracts. Customers can communicate
with the support/help desk through e-mail, telephone, and fax channels. Standard support/help desk services are offered during normal business
hours five days per week.

Our professional services include project-focused offerings such as software customization, data migration, and small and medium sized
business consulting. We have project managers who provide professional services to our financial accounting customers.

Electronic Data Interchange (EDI) Software

We publish our own proprietary EDI software “MAPADOC.” EDI can be used to automate existing processes, to rationalize procedures and
reduce costs, and to improve the speed and quality of services. Because EDI necessarily involves business partners, it can be used as a catalyst
for gaining efficiencies across organizational boundaries.

Our “MAPADOC” EDI solution is a fully integrated EDI solution that provides users of Sage Software’s market-leading MAS family of
accounting software products with a feature rich product that is easy to use. “MAPADOC” provides the user with dramatically decreased data
entry time, elimination of redundant steps, the lowering of paper and postage costs, the reduction of time spent typing, signing, checking and
approving documents and the ability to self-manage EDI and to provide a level of independence that saves time and money.

We market our “MAPADOC” solutions to our existing and new small and medium-sized business customers, and through a network of
resellers. We have a sales team of technical specialists involved in marketing and supporting sales of the “MAPADOC” product and associated
services.

Warehouse Management Systems

We are resellers of the Warehouse Management System (WMS) software published by Accellos, Inc. Accellos, Inc. develops warehouse
management software for mid-market distributors. The primary purpose of a WMS is to control the movement and storage of materials within
an operation and process the associated transactions. Directed picking, directed replenishment, and directed put-away are the key to WMS. The
detailed setup and processing within a WMS can vary significantly from one software vendor to another. However, the basic WMS will use a
combination of item, location, quantity, unit of measure, and order information to determine where to stock, where to pick, and in what sequence
to perform these operations.

The Accellos WMS software improves accuracy and efficiency, streamlines materials handling, meets retail compliance requirements, and
refines inventory control. Accellos also works as part of a complete operational solution by integrating seamlessly with RF hardware,
accounting software, shipping systems and warehouse automation equipment.

We market the Accellos solution to our existing and new medium-sized business customers.

Network Services and Business Consulting

We provide network maintenance and service upgrades for our business clients. We are a Microsoft Solutions Provider. Our staff includes
engineers who maintain certifications from Microsoft and Sage Software. They are Microsoft Certified Systems Engineers and Microsoft
Certified Professionals, and they provide a host of services for our clients, including server implementation, support and assistance, operation
and maintenance of large central systems, technical design of network infrastructure, technical troubleshooting for large scale problems, network
and server security, and backup, archiving, and storage of data from servers. There are numerous competitors, both larger and smaller,
nationally and locally, with whom we compete in this market.

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Markets

Financial Accounting Software.

In the financial accounting software market, we focus on providing enterprise solutions to small- and medium-sized businesses (“SMB”) with
less than $250 million of annual revenue, primarily in the manufacturing and distribution industries. The SMB market is comprised of
thousands of companies within the New York region alone.

While several local and regional competitors exist in the various geographic territories where we conduct business, we believe we have a
competitive advantage in terms of geographic reach, comprehensive training and support, and the provision of other products and services. We
are one of the larger Sage resellers in the United States. While there are numerous national, regional, and local competitors that could be
compared to us in scale, size, geographical reach, and target markets for the resale of Sage products, there is no one dominant competitor or
dominant group of competitors with whom we compete for contracts or assignments on a regular basis. There are also numerous competitors
who publish and/or resell competing product lines, such as Microsoft’s General Dynamics accounting software.

Electronic Data Interchange Software.

We publish and sell through a network of software resellers our proprietary EDI software, “MAPADOC”. Electronic Data Interchange
(“EDI”) is computer-to-computer communication of business documents between companies. It is a paperless way to send and receive
Purchase Orders, Invoices, etc. EDI replaces human-readable documents with electronically coded documents. The sending computer creates
the document and the receiving computer interprets the document. Implementation of EDI streamlines the process of exchanging standard
business transactions. Companies save by eliminating people cost as well as the cost due to errors and double entry of data. The
transmissions are accomplished by connecting to a mailbox via a modem or the Internet. The most common mailbox is a Value Added
Network's electronic mailbox. Each user, identified by a unique EDI ID, accesses his mailbox to send and receive all EDI transactions. To
standardize the documents communicated between many companies, the Transportation Data Coordinating Committee, in 1975, published its
first set of standards.

EDI standards are formats and protocols that trading partners agree to use when sending and receiving business documents. Around 1979, The
American National Standards Institute designated an accredited standards committee for EDI. The standards continue to evolve to address the
needs of the member companies. “MAPADOC” complies with all current standards. The market for EDI continues to expand as big box
retailers, such as Wal-Mart, Target, and K-Mart, insist their vendors utilize EDI in their business transactions. There are numerous companies
with whom we compete in the SMB EDI marketplace, including True Commerce and Kissinger Associates.

Warehouse Management Systems.

We resell under a distributor agreement the Warehouse Management Solution published by Accellos, Inc. (“Accellos”) Accellos develops
warehouse management software (“WMS”) for mid-market distributors. The primary purpose of a WMS is to control the movement and
storage of materials within an operation and process the associated transactions. Directed picking, directed replenishment, and directed put
away are the key to WMS. The detailed setup and processing within a WMS can vary significantly from one software vendor to another.
However the basic WMS will use a combination of item, location, quantity, unit of measure, and order information to determine where to stock,
where to pick, and in what sequence to perform these operations. The Accellos warehouse management software improves accuracy and
efficiency, streamlines materials handling, meets retail compliance requirements, and refines inventory control. Accellos also works as part of a
complete operational solution by integrating seamlessly with RF hardware, accounting software, shipping systems and warehouse automation
equipment. The WMS marketplace is extremely competitive. We compete against national, regional, and local resellers, some of which are
significantly larger than us.

Arrangements with Principal Suppliers

Our revenues are primarily derived from the resale of vendor software products and services. These resales are made pursuant to channel sales
agreements whereby we are granted authority to purchase and resell the vendor products and services. Under these agreements, we either resell
software directly to our customers or act as a sales agent for various vendors and receive commissions for our sales efforts.

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We are required to enter into an annual Channel Partner Agreement with Sage Software, Inc. (“Sage”) whereby Sage appoints us as a non-
exclusive partner to market, distribute, and support MAS 90/200/500 and ERP X3. These agreements authorize us to sell these software
products to certain customers in the United States. There are no clauses in this agreement that limit or restrict the services that we can offer to
customers. We also operate a Sage Software Authorized Training Center Agreement and also are party to a Master Developers Program
License Agreement.

For the years ended December 31, 2011 and 2010, purchases from one supplier were approximately 58% and 23%, respectively, of the
Company’s total cost. Generally, the Company does not rely on any one specific supplier for all of its purchases and maintains relationships
with other suppliers that could replace its existing supplier if the need arose.

Customers

We market our products to private companies throughout the United States. For the years ended December 31, 2011 and 2010, our top ten
customers had approximately $3,210,574 and $1,488,235 in sales and these represented 31% and 20%, respectively, of our total sales for the
period. No single customer accounted for ten percent or more of our consolidated revenues. Generally, we do not rely on any one specific
customer for any significant portion of our revenue base.

Intellectual Property

We regard our technology and other proprietary rights as essential to our business. We rely on copyright, trade secret, confidentiality
procedures, contract provisions, and trademark law to protect our technology and intellectual property. We have also entered into confidentiality
agreements with our consultants and corporate partners and intend to control access to, and distribution of our products, documentation, and
other proprietary information.

We own several trademarks registered with the U.S. Patent and Trademark Office, including “MAPADOC” and have a number of trademark
applications pending. We have no patents or patent applications pending.

Employees

As of December 31, 2011, we had approximately 48 full time employees and one office in Livingston, New Jersey, and one office in Syracuse,
New York. Approximately 12 of our employees are engaged in sales and marketing activities and approximately 27 employees are engaged in
service fulfillment.

Our future success depends in significant part upon the continued services of our key sales, technical, and senior management personnel and
our ability to attract and retain highly qualified sales, technical, and managerial personnel. None of our employees are represented by collective
bargaining agreements, and we have never experienced a work stoppage.

Available information

We file electronically with the U.S. Securities and Exchange Commission (SEC) our annual reports on Form 10-K, quarterly reports on Form
10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities
Exchange Act of 1934. The public can obtain materials that we file with the SEC through the SEC’s website at http://www.sec.gov or at the
SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549. Information on the operation of the Public Reference Room is
available by calling the SEC at 800-SEC-0330.

Item 1A. Risk Factors.

You should carefully consider the risks described below, together with all of the other information included in this report, in considering our
business and prospects. The risks and uncertainties described below are not the only ones facing the Company. Additional risks and
uncertainties not presently known to us or that we currently deem immaterial also may impair our business operations. The occurrence of any
of the following risks could harm our business, financial condition or results of operations.

Risks Related to Our Business and Industry

WE CANNOT ACCURATELY FORECAST OUR FUTURE REVENUES AND OPERATING RESULTS, WHICH MAY
FLUCTUATE.

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Our operating history and the rapidly changing nature of the markets in which we compete make it difficult to accurately forecast our revenues
and operating results. Furthermore, we expect our revenues and operating results to fluctuate in the future due to a number of factors, including
the following:

· the timing of sales of our products and services;

· the timing of product implementation, particularly large design projects;

· unexpected delays in introducing new products and services;

· increased expenses, whether related to sales and marketing, product development, or administration;

· deferral in the recognition of revenue in accordance with applicable accounting principles, due to the time required to complete

projects;

· the mix of product license and services revenue; and

· costs related to possible acquisitions of technology or businesses.

WE MAY FAIL TO DEVELOP NEW PRODUCTS, OR MAY INCUR UNEXPECTED EXPENSES OR DELAYS.

Although we currently have fully developed products available for sale, we may also develop various new technologies, products and product
features and may rely on them to remain competitive. Due to the risks inherent in developing new products and technologies—limited
financing, competition, obsolescence, loss of key personnel, and other factors—we may fail to develop these technologies and products, or may
experience lengthy and costly delays in doing so. Although we are able to license some of our technologies in their current stage of
development, we cannot assure that we will be able to develop new products or enhancements to our existing products in order to remain
competitive.

BECAUSE OUR FINANCIAL ACCOUNTING SOFTWARE, EDI SOFTWARE, AND BUSINESS CONSULTING BUSINESSES
ARE STILL EVOLVING, WE MAY EXPERIENCE DIFFICULTIES THAT COULD PREVENT US FROM BECOMING
PROFITABLE.

Because our financial accounting software, EDI software, and business consulting businesses are still evolving, we may experience difficulties
that could inhibit the development in the new and evolving markets. These difficulties include the following:

· substantial delays and expenses related to testing and developing new products;

· marketing and distribution problems encountered in connection with our new and existing products and technologies;

· competition from larger and more established companies;

· delays in reaching our marketing goals;

· difficulty in recruiting qualified employees for management and other positions;

· lack of sufficient customers, revenues and cash flow; and

· limited financial resources.

We may continue to face these and other difficulties in the future, some of which may be beyond our control. If we are unable to successfully
address these problems, our business will suffer and our stock price could decline.

IF OUR TECHNOLOGIES AND PRODUCTS CONTAIN DEFECTS OR OTHERWISE DO NOT WORK AS EXPECTED, WE MAY
INCUR SIGNIFICANT EXPENSES IN ATTEMPTING TO CORRECT THESE DEFECTS OR IN DEFENDING LAWSUITS OVER
ANY SUCH DEFECTS.

Software products are not currently accurate in every instance, and may never be. Furthermore, we could inadvertently release products and
technologies that contain defects. In addition, third-party technology that we include in our products could contain defects. We may incur
significant expenses to correct such defects. Clients who are not satisfied with our products or services could bring claims against us for
substantial damages. Such claims could cause us to incur significant legal expenses and, if successful, could result in the plaintiffs being
awarded significant damages. Our payment of any such expenses or damages could prevent us from becoming profitable.

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OUR SUCCESS IS HIGHLY DEPENDENT UPON OUR ABILITY TO COMPETE AGAINST COMPETITORS THAT HAVE
SIGNIFICANTLY GREATER RESOURCES THAN WE HAVE.

The financial accounting software, EDI software, and business consulting industries are highly competitive, and we believe that this competition
will intensify. Many of our competitors have longer operating histories, significantly greater financial, technical, product development and
marketing resources, greater name recognition and larger client bases than we do. Our competitors could use these resources to market or
develop products or services that are more effective or less costly than any or all of our products or services or that could render any or all of
our products or services obsolete. Our competitors could also use their economic strength to influence the market to continue to buy their
existing products.

IF WE ARE NOT ABLE TO PROTECT OUR TRADE SECRETS THROUGH ENFORCEMENT OF OUR CONFIDENTIALITY AND
NON-COMPETITION AGREEMENTS, THEN WE MAY NOT BE ABLE TO COMPETE EFFECTIVELY AND WE MAY NOT BE
PROFITABLE.

We attempt to protect our trade secrets, including the processes, concepts, ideas and documentation associated with our technologies, through
the use of confidentiality agreements and non-competition agreements with our current employees and with other parties to whom we have
divulged such trade secrets. If the employees or other parties breach our confidentiality agreements and non-competition agreements or if these
agreements are not sufficient to protect our technology or are found to be unenforceable, our competitors could acquire and use information that
we consider to be our trade secrets and we may not be able to compete effectively. Most of our competitors have substantially greater financial,
marketing, technical and manufacturing resources than we have, and we may not be profitable if our competitors are also able to take advantage
of our trade secrets.

WE MAY UNINTENTIONALLY INFRINGE ON THE PROPRIETARY RIGHTS OF OTHERS.

Many lawsuits currently are being brought in the software industry alleging violation of intellectual property rights. Although we do not believe
that we are infringing on any patent rights, patent holders may claim that we are doing so. Any such claim would likely be time-consuming and
expensive to defend, particularly if we are unsuccessful, and could prevent us from selling our products or services. In addition, we may also be
forced to enter into costly and burdensome royalty and licensing agreements.

OUR PRESIDENT CONTROLS A SIGNIFICANT PERCENTAGE OF OUR CAPITAL STOCK AND HAS SUFFICIENT VOTING
POWER TO CONTROL THE VOTE ON SUBSTANTIALLY ALL CORPORATE MATTERS.

As of December 31, 2011, Mark Meller, our President, owned approximately 96% of our outstanding shares of our Class A common stock
(assuming the conversion of the convertible debenture into shares of Class A common stock). Mr. Meller may be able to influence all matters
requiring stockholder approval, including the election of directors and approval of significant corporate transactions. This concentration of
ownership, which is not subject to any voting restrictions, could limit the price that investors might be willing to pay for our Class A common
stock. In addition, Mr. Meller is in a position to impede transactions that may be desirable for other stockholders. Mr. Meller’s majority
ownership, for example, could make it more difficult for anyone to take control of us.

OUR INDUSTRY IS CHARACTERIZED BY RAPID TECHNOLOGICAL CHANGE AND FAILURE TO ADAPT OUR PRODUCT
DEVELOPMENT TO THESE CHANGES MAY CAUSE OUR PRODUCTS TO BECOME OBSOLETE.

We participate in a highly dynamic industry characterized by rapid change and uncertainty relating to new and emerging technologies and
markets. Future technology or market changes may cause some of our products to become obsolete more quickly than expected.

THE TREND TOWARD CONSOLIDATION IN OUR INDUSTRY MAY IMPEDE OUR ABILITY TO COMPETE EFFECTIVELY.

As consolidation in the software industry continues, fewer companies dominate particular markets, changing the nature of the market and
potentially providing consumers with fewer choices. Also, many of these companies offer a broader range of products than us, ranging from
desktop to enterprise solutions. We may not be able to compete effectively against these competitors. Furthermore, we may use strategic
acquisitions, as necessary, to acquire technology, people and products for our overall product strategy. The trend toward consolidation in our
industry may result in increased competition in acquiring these technologies, people or products, resulting in increased acquisition costs or the
inability to acquire the desired technologies, people or products. Any of these changes may have a significant adverse effect on our future
revenues and operating results.

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WE FACE INTENSE PRICE-BASED COMPETITION FOR LICENSING OF OUR PRODUCTS WHICH COULD REDUCE
PROFIT MARGINS.

Price competition is often intense in the software market. Price competition may continue to increase and become even more significant in the
future, resulting in reduced profit margins.

IF WE LOSE THE SERVICES OF ANY OF OUR KEY PERSONNEL, INCLUDING OUR CHAIRMAN OF THE BOARD OF
DIRECTORS OR CHIEF EXECUTIVE OFFICER, OUR BUSINESS MAY SUFFER.

We are dependent on Mark Meller, our Chief Executive Officer and our key employees in our operating subsidiary, specifically Jeffrey
Roth. The loss of any of our key personnel could materially harm our business because of the cost and time necessary to retain and train a
replacement. Such a loss would also divert management attention away from operational issues. In an attempt to minimize the effects of such
loss, we presently maintain a $1,000,000 key-man term life insurance policies on Mr. Meller and Mr. Roth.

WE DO NOT EXPECT TO PAY DIVIDENDS IN THE FORESEEABLE FUTURE.

We intend to retain any future earnings to finance the growth and development of our business. Therefore, we do not expect to pay any cash
dividends in the foreseeable future. Any future dividends will depend on our earnings, if any, and our financial requirements.

Risks Related to Our Common Stock

OUR CLASS A COMMON STOCK IS THINLY TRADED AND WE CANNOT PREDICT THE EXTENT TO WHICH A MORE
ACTIVE TRADING MARKET WILL DEVELOP.

Our Class A Common Stock is thinly traded compared to larger more widely known companies. Thinly traded Class A Common Stock can be
more volatile than common stock trading in an active public market. We cannot predict the extent to which an active public market for the Class
A Common Stock will develop or be sustained after this offering.

IF WE NEED ADDITIONAL CAPITAL TO FUND OUR GROWING OPERATIONS, WE MAY NOT BE ABLE TO OBTAIN
SUFFICIENT CAPITAL AND MAY BE FORCED TO LIMIT THE SCOPE OF OUR OPERATIONS.

If adequate additional financing is not available on reasonable terms, we may not be able to continue our marketing efforts and we would have
to modify our business plans accordingly. There is no assurance that additional financing will be available to us.

In connection with our growth strategies and plan of operation, we may experience increased capital needs and accordingly, we may not have
sufficient capital to fund our future operations without additional capital investments. Our capital needs will depend on numerous factors,
including (i) our profitability; (ii) the release of competitive products and services by our competition; (iii) the level of our investment in research
and development; and (iv) the amount of our capital expenditures, including acquisitions. We cannot assure you that we will be able to obtain
capital in the future to meet our needs.

Even if we do find a source of additional capital, we may not be able to negotiate terms and conditions for receiving the additional capital that are
acceptable to us. Any future capital investments could dilute or otherwise materially and adversely affect the holdings or rights of our existing
shareholders. In addition, new equity or convertible debt securities issued by us to obtain financing could have rights, preferences and
privileges senior to our common stock. We cannot give you any assurance that any additional financing will be available to us, or if available,
will be on terms favorable to us.

THE PRICE OF OUR STOCK MAY BE AFFECTED BY A LIMITED TRADING VOLUME AND MAY FLUCTUATE
SIGNIFICANTLY.

There has been a limited public market for our Class A common stock and there can be no assurance that an active trading market for our stock
will continue. An absence of an active trading market could adversely affect our stockholders' ability to sell our Class A common stock in short
time periods, or possibly at all. Our Class A common stock has experienced, and is likely to experience in the future, significant price and
volume fluctuations which could adversely affect the market price of our stock without regard to our operating performance. In addition, we
believe that factors such as quarterly fluctuations in our financial results and changes in the overall economy or the condition of the financial
markets could cause the price of our Class A common stock to fluctuate substantially.

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OUR CLASS A COMMON STOCK IS DEEMED TO BE "PENNY STOCK," WHICH MAY MAKE IT MORE DIFFICULT FOR
INVESTORS TO SELL THEIR SHARES DUE TO SUITABILITY REQUIREMENTS.

Our Class A common stock is deemed to be "penny stock" as that term is defined in Rule 3a51-1 promulgated under the Securities Exchange
Act of 1934. These requirements may reduce the potential market for our Class A common stock by reducing the number of potential
investors. This may make it more difficult for investors in our Class A common stock to sell shares to third parties or to otherwise dispose of
them. This could cause our stock price to decline. Penny stocks are stock:

· With a price of less than $5.00 per share;

· That are not traded on a "recognized" national exchange;

· Whose prices are not quoted on the NASDAQ automated quotation system (NASDAQ listed stock must still have a price of not

less than $5.00 per share); or

· In issuers with net tangible assets less than $2.0 million (if the issuer has been in continuous operation for at least three years) or $5.0
million (if in continuous operation for less than three years), or with average revenues of less than $6.0 million for the last three
years.

Broker/dealers dealing in penny stocks are required to provide potential investors with a document disclosing the risks of penny
stocks. Moreover, broker/dealers are required to determine whether an investment in a penny stock is a suitable investment for a prospective
investor.

AS AN ISSUER OF “PENNY STOCK,” THE PROTECTION PROVIDED BY THE FEDERAL SECURITIES LAWS RELATING TO
FORWARD LOOKING STATEMENTS DOES NOT APPLY TO US.

Although federal securities laws provide a safe harbor for forward-looking statements made by a public company that files reports under the
federal securities laws, this safe harbor is not available to issuers of penny stocks. As a result, the Company will not have the benefit of this safe
harbor protection in the event of any legal action based upon a claim that the material provided by the Company contained a material
misstatement of fact or was misleading in any material respect because of the Company’s failure to include any statements necessary to make the
statements not misleading. Such an action could hurt our financial condition.

FUTURE SALES OF OUR CLASS A COMMON STOCK COULD CAUSE OUR STOCK PRICE TO DECLINE.

The sale of a large number of our shares, or the perception that such a sale may occur, could lower our stock price. Such sales could make it
more difficult for us to sell equity securities in the future at a time and price that we consider appropriate.

ISSUANCE OF OUR RESERVED SHARES OF CLASS A COMMON STOCK MAY SIGNIFICANTLY DILUTE THE EQUITY
INTEREST OF EXISTING STOCKHOLDERS.

We have reserved for issuance shares of our Class A common stock upon exercise or conversion of stock options, warrants, or other
convertible securities that are presently outstanding. Issuance of these shares will have the effect of diluting the equity interest of our existing
stockholders and could have an adverse effect on the market price for our Class A common stock.

WE HAVE NOT PAID DIVIDENDS IN THE PAST AND DO NOT EXPECT TO PAY DIVIDENDS FOR THE FORESEEABLE
FUTURE. ANY RETURN ON INVESTMENT MAY BE LIMITED TO THE VALUE OF OUR COMMON STOCK.

No cash dividends have been paid on the Company’s common stock. We expect that any income received from operations will be devoted to
our future operations and growth. The Company does not expect to pay cash dividends in the near future. Payment of dividends would depend
upon our profitability at the time, cash available for those dividends, and other factors as the Company’s board of directors may consider
relevant. If the Company does not pay dividends, the Company’s common stock may be less valuable because a return on an investor’s
investment will only occur if the Company’s stock price appreciates.

Item 1B. Unresolved Staff Comments.

Not applicable.

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Item 2. Description of Property.

We do not own any real property for use in our operations or otherwise. Our main offices are at 5 Regent Street, Livingston, NJ 07039 where
we have 6,986 square feet of office space at a monthly rent of $7,423. The Company entered into a two-year lease, with a one-year extension,
for office space at 6834 Buckley Road, North Syracuse, New York, at a monthly rent of $2,100. We use our facilities to house our corporate
headquarters and operations and believe our facilities are suitable for such purpose. We also believe that our insurance coverage adequately
covers our interest in our leased space. We have a good relationship with our landlords and believe that these facilities will adequately serve
our business purposes for the foreseeable future.

Item 3. Legal Proceedings.

We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of
operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-
regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened
against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in
their capacities as such, in which an adverse decision could have a material adverse effect.

Item 4. Mine Safety Disclosures.

Not applicable.

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Item 5. Market for Common Equity and Related Stockholder Matters.

(a) Market Information

PART II

Our Class A common stock, $0.0001 par value, is quoted on the NASD OTC Bulletin Board under the symbol “SSNTA”, formerly
“TYRIA.” The following table shows the high and low closing prices for the periods indicated.

Quarter ended

High

Low

December 31, 2011
September 30, 2011
June 30, 2011
March 31, 2011
December 31, 2010
September 30, 2010
June 30, 2010
March 31, 2010

(b) Holders of Common Equity.

$
$
$
$
$
$
$
$

0.08000
0.36000
0.34409
0.34409
0.68818
1.2496
0.34409
0.23543

$
$
$
$
$
$
$
$

0.01063
0.03000
0.23543
0.23543
0.23543
0.23543
0.23543
0.23543

As of March 26, 2012, there were approximately 716 holders of record of our common stock. This figure does not take into account those
shareholders whose certificates are held in the name of broker-dealers or other nominees.

We have never paid any cash dividends on our common shares, and we do not anticipate that we will pay any dividends with respect to those
securities in the foreseeable future. Our current business plan is to retain any future earnings to finance the expansion development of our
business.

Sales of Unregistered Securities

In the year ending December 31, 2011, the Company issued the following securities pursuant to exemptions from registration provided by
Section 4(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder.

· The Company issued 9,884 shares as a result of the 1-for-1,811 reverse stock split of the Company’s issued and outstanding shares

of Class A Common Stock (the “Reverse Stock Split”).

In the year ending December 31, 2010, the Company issued the following securities pursuant to exemptions from registration provided by
Section 4(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder:

· The Company issued 325,079 shares of Class A common stock for conversion of $60,900 of principal on convertible debentures

with YA Global Investments

· The Company issued 82,828 shares of Class A Common stock for repayment of $15,000 in accrued expenses with a fair value of
value $19,500. The difference in the market value and $15,000 of accrued expenses was charged to general and administrative
expenses in the amount of $4,500.

· The Company issued 83,638 shares of Class A Common stock to Mr. Meller for repayment of $1,515 in deferred compensation with
a fair value of $28,779. The difference in the fair value and the amount of deferred compensation repaid was charged to general and
administrative expenses in the amount of $27,264.

· The Company issued 222,908 shares of Class A Common stock for repayment of $8,074 of legal fees with a fair value of $52,479.
The difference in the fair value and the amount of legal fees repaid was charged to general and administrative expenses in the amount
of $44,405.

· The Company issued 786,858 shares of Class A Common stock for professional fees, and management and financial consulting fees

with a fair value of $216,750.

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The securities mentioned above were not registered under the Securities Act of 1933, as amended (the “Securities Act”), and qualified for
exemption under Section 4(2) of the Securities Act because the issuance of the securities did not involve a public offering. The offering was not
a “public offering” as defined in Section 4(2) due to the insubstantial number of persons involved in the transaction, size of the offering, manner
of the offering and number of securities offered.

(d) Securities Authorized For Issuance Under Equity Compensation Plans

During the year ended December 31, 2004, and as subsequently amended, the Company adopted the Stock Option Plan (the “Plan”) in order
to attract and retain qualified employees, directors, independent contractors or agents of SilverSun Technologies, Inc. Under the Plan, the
Board of Directors (the “Board”), in its discretion may grant stock options (either incentive or non-qualified stock options) to employees,
directors, independent contractors or agents to purchase the Company’s common stock at no less than 85% of the market price on the date the
option is granted. Options generally vest over four years and have a maximum term of ten years. As of December 31, 2011, there were
approximately 554,000 warrants to purchase shares of Class A common stock outstanding. None of these warrants was exercised during
2011.

The following table sets forth information as of December 31, 2011 with respect to compensation plans (including individual compensation
arrangements) under which our common shares are authorized for issuance, aggregated as follows:

All compensation plans previously approved by
security holders; and
All compensation plans not previously approved by
security holders

Number of
securities to be
issued upon
exercise of
outstanding
options,
warrants and
rights
(a)

Weighted
average exercise
price of
outstanding
options,
warrants and
rights
(b)

Number of
securities
remaining
available for
future issuance
(c)

Plan category

Equity compensation plans approved by security holders
Equity compensation plans not approved by security holders.
Total

$
1,698(1) (2) $
$
1,698

0.00
28.976
28.976

0
4,450(3)
4,450

(1) Consists of options to purchase 41 Class A common shares of SilverSun Technologies, Inc. issued to unrelated third parties for
contractual services and fees related to investor relations transactions of the Company. These options have an exercise price of
$126.77 per share. These options will expire on July 31, 2014.

(2) Consists of warrants to purchase 1,657 Class A common shares of SilverSun Technologies, Inc. issued to unrelated third parties for
professional consulting services to the Company. These warrants have an exercise price of $27.165 per share. These warrants will
expire on July 11, 2012.

(3) Represents the balance of shares authorized and unissued under the 2004 Stock Incentive Plan.

Transfer Agent

Our transfer agent is Fidelity Transfer Company at 8915 South 700 East , Sandy, Utah 84070..

Item 6. Selected Financial Data.

Not applicable.

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

This discussion and analysis of our financial condition and results of operations includes “forward-looking” statements that reflect our current
views with respect to future events and financial performance. We use words such as “expect,” “anticipate,” “believe,” and “intend” and similar
expressions to identify forward-looking statements. You should be aware that actual results may differ materially from our expressed
expectations because of risks and uncertainties inherent in future events and you should not rely unduly on these forward looking
statements. We will not necessarily update the information in this discussion if any forward-looking statement later turns out to be
inaccurate. This discussion and analysis of financial condition and results of operations should be read in conjunction with our Financial
Statements included in this filing. Management is uncertain that it can generate sufficient cash to sustain its operations in the next twelve
months, or beyond. We can give no assurances that we will be able to generate sufficient revenues to be profitable, obtain adequate capital
funding or continue as a going concern.

December 31, 2011 compared to December 31, 2010

Overview

In June 2011, the Company changed its name to SilverSun Technologies, Inc. The Company focuses on the business software and information
technology consulting market, and is looking to acquire other companies in this industry. SWK Technologies, Inc. (“SWK Technologies”), the
Company’s subsidiary and the surviving company from the acquisition and merger with SWK, Inc., is a New Jersey-based information
technology company, value added reseller, and master developer of licensed accounting and financial software published by Sage
Software. SWK Technologies also publishes its own proprietary supply-chain software, the Electronic Data Interchange (EDI) solution
“MAPADOC.” SWK Technologies sells services and products to various end users, manufacturers, wholesalers and distribution industry
clients located throughout the United States, along with network services provided by the Company.

On June 2, 2006, SWK Technologies completed the acquisition of certain assets of AMP-Best Consulting, Inc. of Syracuse, New
York. AMP-Best Consulting, Inc. is an information technology company and value added reseller of licensed accounting software published
by Sage Software. AMP-Best Consulting, Inc. sells services and products to various end users, manufacturers, wholesalers and distribution
industry clients located throughout the United States, with special emphasis on companies located in the upstate New York region.

This year had significant developments that helped change the financial situation of the Company that we hope will provide a basis for our
future growth.

2.
3.
4.
5.

For the year ended December 31, 2011, sales increased 40.5% to $10,522,080 and the Company generated an operating profit of
$260,057 as compared to an operating loss of $937,117 for the same period in the prior year;
The Company reduced its liabilities by $3,712,550;
The Company repaid YA Global and recorded a gain of $1,461,660 on extinguishment of these liabilities.
Mr. Mark Meller, the Company’s Chief Executive Officer, forgave $1,338,967 in liabilities due him;
The Company completed a 1-for-1,811 reverse stock split of the Company’s issued and outstanding shares of Class A Common
Stock; and
The Company negotiated a line of credit with a commercial bank.

Revenues

All revenues reported by the Company are derived from the sales and service of Sage Software, MAPADOC, and other third-part software
products to various end users, manufacturers, wholesalers and distribution industry clients located throughout the United States, along with
consulting and customer support and network services provided by the Company.

Revenues for the year ended December 31, 2011, increased $3,035,377 (40.5%) to $10,522,080, as compared to $7,486,703 for the year ended
December 31, 2010. These sales were all generated by the Company’s operating subsidiary, SWK Technologies. This increase is primarily
due to a significant increase in business as a result of strong marketing efforts and competitive pricing as well as the Company’s investment in
its Sage ERP X3 practice. The largest increases were for consulting services and software sales. Management continues to focus on marketing
and sales across all its product lines.

Gross Profit

Gross profit for the year ended December 31, 2011, increased $1,672,553 (56.7%) to $4,500,116, as compared to $2,872,563, for the year
ended December 31, 2010. For the year ended December 31, 2011, the gross profit percentage was 42.8%, as compared to 38.4% for the year
ended December 31, 2010. The mix of products being sold by the Company changes from time to time and sometimes causes the overall gross
margin percentage to vary. Sales of the larger Sage Software products carry a lower gross margin percentage while consulting revenues
generate a higher gross profit. The change in sales mix for the year ended December 31, 2011, resulted in gross profit being higher as a percent
of sales as compared to the year ended December 31, 2010. This increase is primarily due the increase in consulting revenues.

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Operating Expenses

Total operating expenses increased $415,379(10.9%) to $4,225,059, for the year ended December 31, 2011, as compared to $3,809,680 for the
year ended December 31, 2010. This increase is mainly attributed to an increase in general and administrative professional and consulting fees,
administrative salaries and marketing expenses.

Income (Loss) from Operations

Total income from operations was $260,057 for the year ended December 31, 2011 as compared to a loss of $937,117 for the year ended
December 31, 2010 due to the aforementioned reasons.

Other Income (Expense)

Total other income for the year ended December 31, 2011 was $2,433,874, as compared to $368,612 for the year ended December 31,
2010. This change is primarily attributed to the gain on the extinguishment of debt and derivative liability.

Net Income (Loss)

For year ended December 31, 2011, the Company had net income of $2,708,931, as compared to a net loss of $568,505 for the year ended
December 31, 2010. This change is primarily attributed to the improvement in operations and the gain on the extinguishment of debt and
derivative liability.

Liquidity and Capital Resources

We are currently seeking additional operating income opportunities through potential acquisitions or investments. Such acquisitions or
investments may consume cash reserves or require additional cash or equity. Our working capital and additional funding requirements will
depend upon numerous factors, including: (i) strategic acquisitions or investments; (ii) an increase to current company personnel; (iii) the level
of resources that we devote to sales and marketing capabilities; (iv) technological advances; and (v) the activities of competitors.

In addition to developing new products, obtaining new customers and increasing sales to existing customers, management plans to increase its
business and profitability by entering into collaboration agreements, buying assets, and acquiring companies in the business software and
information technology consulting market with solid revenue streams, established customer bases that generate positive cash flow.

On December 30, 2005, the Company entered into a Securities Purchase Agreement with YA Global Investments, L.P (YA Global). Pursuant
to such purchase agreement, YA Global purchased $2,359,047 of secured convertible debentures, which are convertible into shares of the
Company’s Class A common stock. Two such debentures were issued on December 30, 2005 for an aggregate of $1,759,047, interest payable
at the rate of 7.5% per annum, and included a debenture was issued on May 6, 2006 equal to $600,000 with interest payable at the rate of 7.5%
per annum (the “YA Global Debentures”).

On November 9, 2010, the YA Global Convertible Debentures to YA Global were amended with the maturity date being extended to December
31, 2011. This amendment required an initial payment of $175,000 due on January 28, 2011, with additional monthly payments of $10,000 to
be made for the following eleven months ending December 1, 2011. The remaining principal and all accrued interest is due on December 31,
2011. This agreement also modified and fixed the conversion price at $.0001, but is also subject to price protection features. The YA Global
Debentures are also not convertible during 2011, provided that the payments required by the amended agreement have been made in a timely
fashion. During the first three months of 2011, the Company made payments in the amount of $205,000 in accordance with the terms of the
amendment. In April 2011, the Company paid YA Global $530,000 to satisfy any and all obligations owed to YA Global, including
outstanding principal, accrued interest and liquidated damages. As a result, the Company recorded a gain on the extinguishment of debt in the
amount of $1,461,660 and is recorded as other income in the accompanying statement of operations.

On April 11, 2011, the Company entered into two promissory notes (each a “Note” and together the “Notes”), each in the face amount of
$275,000 (the “Loans”), with two accredited investors. Each Note bears 7% interest and has a maturity date of September 15, 2011. These
notes are secured by all of the Company’s assets. As partial consideration for the Loans, the Company issued two shares of Series A
convertible preferred stock, par value $1.00 per share (the “Series A Convertible Preferred Stock”), one share to be issued to each investor
mandatorily convertible into Class A Common Stock equal to 1% of the outstanding common stock at the time of conversion (no later than
January 15, 2012).

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In October the Company negotiated a line of credit from a bank. The agreement included a borrowing base calculation tied to accounts
receivable with a maximum availability of $750,000. Interest on outstanding balances is payable daily at an interest rate that is two and three
quarter percentage points (2.75%) above the Prime Rate. The Company’s interest rate was 6% at December 31, 2011. The Company paid a
$5,000 documentation fee for this loan. The line was collateralized by substantially all of the assets of the Company and is personally
guaranteed by the Company’s Chief Executive Office, Mr. Mark Meller. The credit facility required the Company to pay a monitoring fee of
0.315% of eligible collateral to be paid monthly. An annual facility fee equal to one percent (1%) of the Maximum Credit is assessed upon the
initial funding, annually thereafter. The term of the agreement is for three years and expires in October 2014. As of December 31, 2011, the
Company has no outstanding balance against this line.

During the year ended December 31, 2011, the Company had a net increase in cash of $129,378. The Company’s principal sources and uses of
funds were as follows:

Cash used in operating activities

The Company provided $905,906 in cash for operating activities for the year ended December 31, 2011, as compared to using $38,177 of cash
for operating activities for the year ended December 31, 2010. This increase in cash used in operating activities is primarily attributed to the
increased operating income for the year ended December 31, 2011, and an increase in cash from deferred revenues partially offset by an
increase in accounts receivable.

Cash used in investing activities

Investing activities for the year ended December 31, 2011 used cash of $40,653, as compared to using $31,725 of cash for the year ended
December 31, 2010. This increase in cash used is attributed to the increase in purchases of property, plant and equipment.

Cash provided by financing activities

Financing activities for the year ended December 31, 2011 used cash of $735,000, as compared to using $126,236 of cash for the year ended
December 31, 2010. This increase in cash used is primarily attributed to the payoff of YA Global convertible debentures.

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based on our financial statements, which have been prepared
in accordance with accounting principles generally accepted in the United States of America (GAAP). The preparation of these financial
statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related
disclosure of contingent assets and liabilities. On an on-going basis, we evaluate these estimates, including those related to bad debts, inventory
obsolescence, intangible assets, payroll tax obligations, and litigation. We base our estimates on historical experience and on various other
assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the
carrying values of certain assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions.

We have identified below the accounting policies, revenue recognition and software costs, related to what we believe are most critical to our
business operations and are discussed throughout Management’s Discussion and Analysis of Financial Condition or Plan of Operation where
such policies affect our reported and expected financial results.

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Revenue Recognition

Revenue is recognized when persuasive evidence of an agreement exists, delivery has occurred, the amount is fixed or determinable, and cash
is received.

The Company recognizes revenues from consulting and support services as the services are performed.

The assessment of collectability is critical in determining whether revenue should be recognized. As part of the revenue recognition process,
we determine whether trade receivables are reasonably assured of collection based on various factors. Revenue and related costs are deferred if
we are uncertain as to whether the receivable can be collected. Revenue is deferred but costs are recognized when we determine that the
collection of the receivable is unlikely. Hardware and software revenues are recognized when the product is shipped to the customer. The
Company separates the software component and the professional services component into two distinct parts for purposes of determining
revenue recognition. In that situation where both components are present, software sales revenue is recognized when the cash is received and
the product is delivered, and professional service revenue is recognized as the service time is incurred.

With respect to the sale of software license fees in accordance with GAAP, the Company generally recognizes revenue when all of the
following criteria are met: (1) persuasive evidence of an arrangement exists generally evidenced by a signed, written purchase order from the
customer, (2) delivery of the software product on Compact Disk (CD) or other means to the customer has occurred, (3) the perpetual license
fee is fixed or determinable and (4) collectability, which is assessed on a customer-by-customer basis, is probable.

With respect to customer support services, upon the completion of one year from the date of sale, considered to be the warranty period, the
Company offers customers an optional annual software maintenance and support agreement for subsequent one-year periods. Sales of
purchased maintenance and support agreements are recorded as deferred revenue and recognized over the respective terms of the agreements.

Derivative Liabilities

The Company accounts for its embedded conversion features in its convertible debentures in accordance FASB ASC 815-10, which requires a
periodic valuation of their fair value and a corresponding recognition of liabilities associated with such derivatives, and FASB ASC 815-40
Section 05, “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock. The recognition
of derivative liabilities related to the issuance of convertible debt is applied first to the proceeds of such issuance as a debt discount, at the date of
issuance, and the excess of derivative liabilities over the proceeds is recognized as “Loss on Valuation of Derivative” in other expense in the
accompanying financial statements. Any subsequent increase or decrease in the fair value of the derivative liabilities is recognized as “Other
expense” or “Other income”, respectively. The financial statements for the period include the recognition of the derivative liability on the
underlying securities issuable upon conversion of the Convertible Debentures with YA Global Investments. Such liability was extinguished in
2011 as a result of the YA Global debenture extinguishment.

Accounts receivable

The Company performs ongoing credit evaluations of its customers and adjusts credit limits based on customer payment and current credit
worthiness, as determined by review of their current credit information. The Company continuously monitors credits and payments from its
customers and maintains provision for estimated credit losses based on its historical experience and any specific customer issues that have been
identified. While such credit losses have historically been within our expectation and the provision established, the Company cannot guarantee
that it will continue to receive positive results.

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Off Balance Sheet Arrangements

During fiscal 2011, we did not engage in any material off-balance sheet activities or have any relationships or arrangements with unconsolidated
entities established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. Further, we
have not guaranteed any obligations of unconsolidated entities nor do we have any commitment or intent to provide additional funding to any
such entities.

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

We do not hold any derivative instruments and do not engage in any hedging activities.

Item 8. Financial Statements.

Our financial statements are contained in pages F-1 through F-23 which appear at the end of this Annual Report.

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

(a) Evaluation of Disclosure and Control Procedures

The Company’s disclosure controls and procedures are designed to ensure (i) that information required to be disclosed by the Company in the
reports the Company files or submits under the Exchange Act are recorded, processed, summarized, and reported within the time periods
specified in the SEC’s rules and forms; and (ii) that information required to be disclosed by the Company in the reports it files or submits under
the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive officer, or persons
performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Our principal executive officer and principal financial officer evaluated the effectiveness of the design and operation of our disclosure controls
and procedures as of December 31, 2011, and concluded that the disclosure controls and procedures were effective as a whole.

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(b) Management’s Report on Internal Control Over Financial Reporting

The Company’s management is responsible for establishing and maintaining an adequate system of internal control over financial reporting, as
defined in Rule 13a-15(f) under the Exchange Act. The Company’s internal control over financial reporting is designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with Generally Accepted
Accounting Principles (“GAAP”).

Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable assurance of such reliability
and may not prevent or detect misstatements. Also, projection of any evaluation of effectiveness to future periods is subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.

Management has conducted, with the participation of our Chief Executive Officer and our Principal Accounting Officer, an assessment of the
effectiveness of our internal control over financial reporting as of December31, 2011. Management’s assessment of internal control over
financial reporting used the criteria set forth in SEC Release 33-8810 based on the framework established by the Committee of Sponsoring
Organizations of the Treadway Commission (“COSO”) in Internal Control over Financial Reporting – Guidance for Smaller Public
Companies. Based on this evaluation, Management concluded that our system of internal control over financial reporting was effective as of
December 31, 2011, based on these criteria.

There were no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act,
during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control
over financial reporting.

Item 9B. Other Information.

None.

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Item 10. Directors, Executive Officers, and Corporate Governance.

PART III

The following table and biographical summaries set forth information, including principal occupation and business experience, about our
directors and executive officers at March 26, 2012:

Name

Age

Position

Mark Meller

Stanley Wunderlich

Chairman, President, Chief Executive
Officer, Chief Financial Officer and
Director

Director

Officer and/or
Director Since

2003

2011

Mark Meller.

Mr. Mark Meller has been the President, Chief Financial Officer and Director of the Company since September 15, 2003, and was further
appointed Chief Executive Officer on September 1, 2004. He became Chairman of the Board on May 10, 2009. From October 2004 until
February 2007, Mr. Meller was the President, Chief Executive Officer, Chief Financial Officer and Director of Deep Field Technologies, Inc.
Since December 15, 2004, Mr. Meller has been the President, Chief Executive Officer, Chief Financial Officer and Director of MM2 Group,
Inc. From August 29, 2005 until August 2006, Mr. Meller was the President, Chief Executive Officer and Chief Financial Officer of iVoice
Technology, Inc. Since 1988, Mr. Meller has been Chief Executive Officer of Bristol Townsend and Co., Inc., a New Jersey based consulting
firm providing merger and acquisition advisory services to middle market companies. From 1986 to 1988, Mr. Meller was Vice President of
Corporate Finance and General Counsel of Crown Capital Group, Inc, a New Jersey based consulting firm providing advisory services for
middle market leveraged buy-outs (LBO’s). Prior to 1986, Mr. Meller was a financial consultant and practiced law in New York City. He is a
member of the New York State Bar.

Stanley Wunderlich

Mr. Stanley Wunderlich has over 40 years of experience in Wall Street as a business owner and consultant. Mr. Wunderlich is a founding
partner and has been Chairman and Chief Executive Officer of Consulting for Strategic Growth 1, specializing in investor and media relations
and the formation of capital for early-growth stage companies both domestic and international, from 2000 through the present. Mr. Wunderlich
has a Bachelor’s degree from Brooklyn College.

Board of Directors

Directors are elected at our annual meeting of shareholders and serve for one year until the next annual meeting of shareholders or until their
successors are elected and qualified.

Nominating Committee

The Company does not have a standing nominating committee or a committee performing similar functions.

There are no agreements or understandings for the officer or director to resign at the request of another person and the above-named officers are
not acting on behalf of nor will act at the direction of any other person. As of the fiscal year ended December 31, 2011, the Company’s Audit
Committee has two members, one, of which is independent.

For the year ended December 31, 2011, the Board held no meetings but acted by Unanimous Written Consent [●] times.

Audit Committee

During 2011, the Audit Committee consisted solely of Mr. Mark Meller, the Company’s Chief Executive Officer and President. The Audit
Committee has no independent members and no member that may deemed a financial expert as defined in §228.401(e) of the regulations
promulgated by the SEC pursuant to the Securities Exchange Act of 1934, as amended. Due to the Company's limited resources, it cannot attract
a financial expert to sit on its Board of Directors. Management is responsible for the Company's internal controls and the financial reporting
process. The Audit Committee's responsibility is to monitor corporate financial reporting and external audits, although the member of the Audit
Committee is not engaged in the practice of auditing or accounting. The Audit committee did not meet in 2011. The Board of Directors approved
an Audit Committee Charter. As of this date, the Audit Committee operates pursuant to this Audit Committee Charter.

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AUDIT COMMITTEE REPORT

The following is the Audit Committee’s report submitted to the Board of Directors for the fiscal year ended December 31, 2011. The Audit
Committee has:

· reviewed and discussed the Company’s audited financial statements with Friedman LLP, the Company’s independent registered

accounting firm;

· discussed with Friedman LLP the matters required to be discussed by Statement on Auditing Standards No. 114, as may be modified

or supplemented; and

· received from Friedman the written disclosures and the letter regarding their independence as required by Independence Standards

Board Standard No. 1, as may be modified or supplemented, and discussed the auditors’ independence with them.

Based on the review and discussions referred to above, the Audit Committee recommended to the Board of Directors that the audited financial
statements be included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011, for filing with the
Securities and Exchange Commission.

AUDIT COMMITTEE
Mark Meller, CEO and President

The Audit Committee report shall not be deemed incorporated by reference by any general statement incorporating by reference this Annual
Report on Form 10-K into any filing under the Securities Act of 1933, as amended or the Securities Exchange Act of 1934, as amended, and
shall not otherwise be deemed filed under these acts.

Family Relationships

There are no family relationships among our directors, executive officers, or persons nominated or chosen by the Company to become directors
or executive officers.

Subsequent Executive Relationships

No director or executive officer has been a director or executive officer of any business which has filed a bankruptcy petition or had a
bankruptcy petition filed against it during the past five years. No director or executive officer has been convicted of a criminal offense or is the
subject of a pending criminal proceeding during the past five years. No director or executive officer has been the subject of any order, judgment
or decree of any court permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business,
securities or banking activities during the past five years. No director or officer has been found by a court to have violated a federal or state
securities or commodities law during the past five years.

None of our directors or executive officers or their respective immediate family members or affiliates are indebted to us.

Legal Proceedings

None of the members of the board of directors or other executives has been involved in any bankruptcy proceedings, criminal proceedings, any
proceeding involving any possibility of enjoining or suspending members of our board of directors or other executives from engaging in any
business, securities or banking activities, and have not been found to have violated, nor been accused of having violated, any Federal or State
securities or commodities laws.

Compliance with Section 16(A) of the Exchange Act

Section 16(a) of the Exchange Act requires the Company’s directors, executive officers and persons who beneficially own 10% or more of a
class of securities registered under Section 12 of the Exchange Act to file reports of beneficial ownership and changes in beneficial ownership
with the SEC. Directors, executive officers and greater than 10% stockholders are required by the rules and regulations of the SEC to furnish
the Company with copies of all reports filed by them in compliance with Section 16(a).

Based solely on our review of certain reports filed with the Securities and Exchange Commission pursuant to Section 16(a) of the Securities
Exchange Act of 1934, as amended, the reports required to be filed with respect to transactions in our common stock during the fiscal year
ended December 31, 2011, were timely.

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Code of Ethics.

The Company has adopted a Code of Ethics for adherence by its Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer
and Controller to ensure honest and ethical conduct; full, fair and proper disclosure of financial information in the Company's periodic reports
filed pursuant to the Securities Exchange Act of 1934; and compliance with applicable laws, rules, and regulations. Any person may obtain a
copy of our Code of Ethics by mailing a request to the Company at the address appearing on the front page of this Annual Report on Form 10-
K.

Item 11. Executive Compensation.

The following table sets forth compensation information for services rendered by certain of our executive officers in all capacities during the last
two completed fiscal years. The following information includes the dollar value of base salaries and certain other compensation, if any, whether
paid or deferred. The executive officers of the company did not receive any stock award, option award, non-equity incentive plan
compensation, or nonqualified deferred compensation earnings during the last two completed fiscal years.

Summary Compensation Table

Name and Position(s)

Year

Salary($)

Bonus

Stock
Awards

All Other
Compensation

Total
Compensation

Mark Meller (1)
President,
Chief Executive
Officer, Chief
Financial Officer and
Director

2011

250,000(3) $

0 $

250,000

2010

328,632(2) $

0 $

328,632

(1) Mr. Meller has served as our President, Chief Executive Officer and Chief Financial Officer since September 13, 2003. Mr. Meller
employment contract is for a term of five-years at a base salary of $180,000 in the first year with annual increases based on the
Consumer Price Index every year thereafter. On September 1, 2010, the Company entered Amendment No. 1 to the Employment
Agreement whereby the term of the Employment Agreement was extended to September 15, 2017.

(2) $252,797 was accrued and unpaid in fiscal year 2010.

(3) On September 15, 2003, the Company entered into an employment agreement with Mr. Meller. He will serve as the Company's
President and Chief Financial Officer for a term of five years. As consideration, the Company agreed to pay Mr. Meller the sum of
$180,000 the first year with a 10% increase every year thereafter, as well as a monthly travel expense allowance of $600 and an auto
allowance of $800. The employment agreement with Mr. Meller also provides for a severance payment to him of three hundred
percent (300%), less $100,000 of his gross income for services rendered to the Company in each of the five prior calendar years
should his employment be terminated following a change in control, as defined in the employment agreement. Mr. Meller shall also
be paid the sum of $350,000 upon the completion of the Spin-Off, and compensation retroactive to August 1, 2003, at the annual rate
dictated by the terms of the employment agreement, as a result of SilverSun technologies acquiring SWK, Inc. on June 2, 2004.

On June 29, 2011, Mr. Meller forgave outstanding liabilities representing unpaid salary, unpaid expense and auto allowances, and
the one-time payment in connection with a previous transaction in the amount of $1,338,967. Such amount is recorded as a
contribution of capital in Additional Paid-In Capital in the accompanying balance sheet. As of December 31, 2011, Mr. Meller also
waived any deferred salary.

See “Certain Relationships and Related Transactions” below

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

The Company had no outstanding equity awards at the end of the most recent completed fiscal year.

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Compensation of Directors

Under the Agreement with Mr. Wunderlich, Director, Mr. Wunderlich is to be paid a stipend of one thousand dollars ($1,000) per month,
payable at the end of each fiscal quarter. Notwithstanding the foregoing, the first Stipend shall be in the amount of three thousand dollars
($3,000) and was paid on July 26, 2011 pursuant to the Original Director Agreement. Additionally, Mr. Wunderlich shall receive warrants
(the “Warrants”) to purchase such number of shares of the Company’s Class A common stock, par value $0.0001 (the “Common Stock”), as
shall equal (the “Formula”) (A) $20,000 divided by (B) the closing price of the Common Stock on the OTC Markets on the date of grant of the
Warrant. The exercise price of the Warrant shall be the closing price on the date of the grant of such Warrant (the “Grant Date”) plus $0.01.
The Warrant shall be fully vested upon receipt thereof (the “Vesting Date”). For the duration of the directorship term, on the three month
anniversary of the Vesting Date, and for each successive three month period thereafter, Wunderlich shall receive a warrant exercisable for the
number of shares of Common Stock resulting from the application of the Formula on the applicable Grant Date. The first Warrant shall be
issued no earlier than October 26, 2011. Except with respect to the first Stipend, the Stipend and the Warrants shall be pro-rated based on the
actual number of days during such quarter that Wunderlich served on the Board.

Employment Contracts

On September 15, 2003, the Company entered into an employment agreement with Mr. Meller. He will serve as the Company's President and
Chief Financial Officer for a term of five years. As consideration, the Company agreed to pay Mr. Meller the sum of $180,000 the first year
with a 10% increase every year thereafter, as well as a monthly travel expense allowance of $600 and an auto allowance of $800. The
employment agreement with Mr. Meller also provides for a severance payment to him of three hundred percent (300%), less $100,000 of his
gross income for services rendered to the Company in each of the five prior calendar years should his employment be terminated following a
change in control, as defined in the employment agreement. Mr. Meller shall also be paid the sum of $350,000 upon the completion of the Spin-
Off, and compensation retroactive to August 1, 2003, at the annual rate dictated by the terms of the employment agreement, as a result of
SilverSun Technologies acquiring SWK, Inc. on June 2, 2004

Mr. Meller has agreed to defer payment of a portion of the monies due and owing him representing fixed compensation, which has been
accrued on the Company’s balance sheet, and the one-time payment in connection with the Spin-off, until such time as the Board of Directors
determines that the Company has sufficient capital and liquidity to make such payments. Pursuant to an agreement between the Company and
Mr. Meller has further agreed, however, to accept payment or partial payment, from time to time, as determined in the sole discretion of the
Board of Directors in the form of cash, the Company’s Class A Common Stock and/ or the Company’s Class B Common Stock. Amounts
owed to him can be converted into (i) one share of our Class B common stock for each dollar owed, or (ii) the number of shares of our Class A
common stock calculated by multiplying the amount owed times 1975.

On September 1, 2010, the Company entered into Amendment No. 1 to the Employment Agreement with Mark Meller, President and Chief
Executive Officer of the Company, whereby the term of the Employment Agreement was extended to September 15, 2017.

Item 12. Security Ownership of Certain Beneficial Owners and Management.

The following tables set forth certain information regarding the beneficial ownership of our voting securities as of March 26, 2012 of (i) each
person known to us to beneficially own more than 5% of the applicable class of voting securities, (ii) our directors, (iii) and each named
executive officer and (iv) all directors and executive officers as a group. As of March 26, 2012 there were a total of 116,413,069 shares of
Class A common stock outstanding. Each share of Class A common stock is entitled to one vote on matters on which holders of common stock
are eligible to vote. The column entitled “Percentage of Total Voting Stock” shows the percentage of total voting stock beneficially owned by
each listed party.

The number of shares beneficially owned is determined under rules promulgated by the Securities and Exchange Commission, and the
information is not necessarily indicative of beneficial ownership for any other purpose. Under those rules, beneficial ownership includes any
shares as to which the individual has sole or shared voting power or investment power and also any shares which the individual has the right to
acquire within 60 days of March 26, 2012, through the exercise or conversion of any stock option, convertible security, warrant or other
right. Unless otherwise indicated, each person or entity named in the table has sole voting power and investment power (or shares that power
with that person’s spouse) with respect to all shares of capital stock listed as owned by that person or entity.

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Name and Address
(1)

Beneficial
Relationship to Company

Mark Meller

Chief Executive Officer, Chief
Financial Officer, President and
Chairman

Outstanding
Class A
Common Stock

Percentage of
Ownership of
Common
Stock
(3)

76,602,302(1)

57.7%

Stanley Wunderlich

Director

Officers and Directors
(2 persons)

76,602,302

57.7%

1)Includes 14,431,299 shares of our Class A common stock issuable upon conversion of $8,307 of the remaining amount of the Convertible
Debenture due to Meller. On May 17, 2011, the Board of Directors of the Company and the stockholders holding in the aggregate a majority
of the outstanding capital stock of the Company entitled to vote approved by written consent the change in the conversion ratio at which the
Class B Common Stock, from fifty percent (50%) of the lowest price ever paid for the issuance of Class A Common Stock to a fixed
conversion of one thousand nine hundred seventy five (1,975) shares of Class A Common Stock for each one (1) share of Class B Common
Stock (the “Ratio Change”). Therefore, the Meller Note could convert into 16,406,305 Class A Common Stock upon the election of the note
holder.

Description of Securities

On May 17, 2011, the Board of Directors (the “Board”) of SilverSun Technologies, Inc. (the “Company”) and the stockholders holding in the
aggregate a majority of the outstanding capital stock of the Company entitled to vote (the “Majority”), approved by written consent: (i) the
decrease in the number of authorized shares of Class A common stock, par value $.00001 per share (the Class A Common Stock”), of the
Company from ten billion (10,000,000,000) shares of Class A Common Stock to seven hundred and fifty million (750,000,000) shares of
Class A Common Stock (the “Authorized Class A Share Decrease”); (ii) the change in the conversion ratio at which the Class B common stock,
par value $.00001 per share (the “Class B Common Stock”), of the Company converts into Class A Common Stock from (A) fifty percent
(50%) of the lowest price ever paid for the issuance of Class A Common Stock for each one share of Class B Common Stock being converted
to (B) one thousand nine hundred seventy five (1,975) shares of Class A Common Stock for each one (1) share of Class B Common Stock (the
“Ratio Change”); (iii) the cancellation (the “Cancellation”) of the entire class of Class C Common Stock, par value $.00001 per share (the “Class
C Common Stock”); and (iv) the change in the name of the Company from “Trey Resources, Inc.” to “SilverSun Technologies, Inc.” (the
“Name Change”).

After receiving the consent of the Board and the Majority, the Company filed on June 27, 2011 the Fourth Amended and Restated Certificate of
Incorporation (the “Amended Certificate”) with the Secretary of State of the State of Delaware to reflect the (i) Authorized Class A Share
Decrease, (ii) Ratio Change, (iii) Cancellation and (iv) the Name Change.

On June 28, 2011, the Board of the Company adopted by resolution an amendment (the “Amendment”) to the Bylaws of the Company to allow
the Company, in the event that fractional equity interests are created, to issue one (1) full share of capital stock of the Company in lieu of a
fractional share of capital stock in the event that fractional equity interests are created. Prior to the Amendment, the Bylaws only allowed the
Company to: (i) arrange for the disposition of fractional interests by those entitled thereto; (ii) pay in cash the fair value of a fraction of a share
as of the time when those entitled to receive such fractional shares are determined; or (iii) issue scrip or warrants in registered form (represented
by a certificate or uncertificated) or bearer form (represented by a certificate) which entitles the holder to receive one (1) full share of capital
stock upon the surrender of such scrip or warrant.

Pursuant to our certificate of incorporation, as amended, we are authorized to issue up to: 750,000,000 shares of Class A common stock, par
value $0.00001 per share; 50,000,000 shares of Class B common stock, par value $.00001 per share and 1,000,000 shares of preferred stock,
par value of $1.00 per share. Below is a description of SilverSun Technologies’ outstanding securities, including Class A common stock, Class
B common stock, options, warrants and debt.

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Class A Common Stock

Each holder of our Class A Common Stock is entitled to one vote for each share held of record. Holders of our Class A Common Stock have
no preemptive, subscription, conversion, or redemption rights. There are 750,000,000 shares authorized and 116,328,291 issued and
outstanding at March 26, 2012. Upon liquidation, dissolution or winding-up, the holders of Class A Common Stock are entitled to receive our
net assets pro rata. Each holder of Class A Common Stock is entitled to receive ratably any dividends declared by our board of directors out of
funds legally available for the payment of dividends. We have not paid any dividends on our Common Stock and do not contemplate doing so
in the foreseeable future. We anticipate that any earnings generated from operations will be used to finance our growth.

Class B Common Stock

Each share of Class B Common Stock has voting rights equal to 100 shares of Class A Common Stock. Holders of Class B Common Stock are
entitled to receive dividends in the same proportion as the Class B Common Stock conversion and voting rights have to Class A Common
Stock. There are 50,000,000 shares authorized and there were no shares issued and outstanding as of March 26, 2012, nor does the Company
have any plans to issue Class B Common Stock in the immediate future. Upon our liquidation, dissolution, or winding-up, holders of Class B
Common Stock will be entitled to receive distributions. The Class B common stock, par value $.00001 per converts to one thousand nine
hundred seventy five (1,975) shares of Class A Common Stock for each one (1) share of Class B Common Stock.

Preferred Stock

The Company’s certificate of incorporation authorizes the issuance of 1,000,000 shares of Preferred Stock, par value $1.00 per share.

Our board of directors is authorized (by resolution and by filing an amendment to our certificate of incorporation and subject to limitations
prescribed by the General Corporation Law of the State of Delaware) to issue, from to time, shares of Preferred Stock in one or more series, to
establish from time to time the number of shares to be included in each series, and to fix the designation, powers, preferences and other rights of
the shares of each such series and to fix the qualifications, limitations and restrictions thereon, including, but without limiting the generality of
the foregoing, the following:

· the number of shares constituting that series and the distinctive designation of that series;

· the dividend rate on the shares of that series, whether dividends are cumulative, and, if so, from which date or dates, and the relative

rights of priority, if any, of payment of dividends on shares of that series;

· whether that series has voting rights, in addition to voting rights provided by law, and, if so, the terms of those voting rights;

· whether that series has conversion privileges, and, if so, the terms and conditions of conversion, including provisions for adjusting

the conversion rate in such events as our board of directors determines;

· whether or not the shares of that series are redeemable, and, if so, the terms and conditions of redemption, including the dates upon or
after which they are redeemable, and the amount per share payable in case of redemption, which amount may vary under different
conditions and at different redemption dates;

· whether that series has a sinking fund for the redemption or purchase of shares of that series, and, if so, the terms and amount of that

sinking fund;

· the rights of the shares of that series in the event of voluntary or involuntary liquidation, dissolution or winding up of the Company,

and the relative rights of priority, if any, of payment of shares of that series; and

· any other relative powers, preferences and rights of that series, and qualifications, limitations or restrictions on that series.

If we liquidate, dissolve or wind up our affairs, whether voluntarily or involuntarily, the holders of Preferred Stock of each series will be
entitled to receive only that amount or those amounts as are fixed by the certificate of designations or by resolution of the board of directors
providing for the issuance of that series.

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As of December 31, 2011, the Company has issued the following shares of Preferred Stock:

The Company issued to each holder of the Promissory Notes (as defined below) one (1) share of Series A Convertible Preferred Stock, having
the rights, preferences, privileges, powers and restrictions set forth in the Certificate of Designation filed with the Secretary of State of
Delaware. The Company has the right to convert, at its sole option, each share of Series A Convertible Preferred Stock into Class A Common
Stock equal to 1% of the outstanding shares of Class A Common Stock at the time of conversion. Each one share of Series A Preferred Stock
shall entitle the Series A Holder to voting rights equal to 2,666,667,000 votes of Class A Common Stock.

On September 23, 2011, SilverSun Technologies, Inc., entered into a Series B preferred stock purchase agreement (the “Preferred Stock
Purchase Agreement”) with the Company’s Chief Executive Officer, Mr. Mark Meller (the “Series B Holder”), pursuant to which the Series B
Holder was issued the only one (1) authorized share of Series B Preferred Stock, par value $0.001 per share (the “Series B Preferred
Stock”). The Series B Holder was issued one (1) share of Series B Preferred Stock as partial consideration for such Series B Holder’s
agreement to personally guarantee the repayment of two Promissory Notes (the “Notes”), dated April 11, 2011, each in the principal face
amount of $275,000, for an aggregate principal sum of $550,000 the terms of which are incorporated by reference herein as Exhibit 10.14.

The Series B Preferred Stock has the rights, privileges, preferences and restrictions set for in the Certificate of Designation (the “Certificate of
Designation”) filed by the Corporation with the Secretary of State of the State of Delaware (“Delaware Secretary of State”) on September 23,
2011 and incorporated herein by reference to Exhibit [●]

Each one (1) share of the Series B Preferred shall have voting rights equal to (x) the total issued and outstanding Common Stock and preferred
stock eligible to vote at the time of the respective vote divided by (y) forty nine one-hundredths (0.49) minus (z) the total issued and outstanding
Common Stock and preferred stock eligible to vote at the time of the respective vote. For the avoidance of doubt, if the total issued and
outstanding Common Stock eligible to vote at the time of the respective vote is 5,000,000, the voting rights of the Series B Preferred Stock shall
be equal to 5,204,082 (e.g. (5,000,000 / 0.49) – 5,000,000 = 5,204,082).

Options and Stock Awards

During the fiscal year ended December 31, 2004, the Company adopted the SilverSun Technologies, Inc. 2004 Stock Incentive Plan (the “Stock
Incentive Plan”) to: (i) provide long-term incentives and rewards to employees, directors, independent contractors or agents the Company and
its subsidiaries; (ii) assist the Company in attracting and retaining employees, directors, independent contractors or agents with experience
and/or ability on a basis competitive with industry practices; and (iii) associate the interests of such employees, directors, independent
contractors or agents with those of the Company's stockholders. The Board of Directors authorized the issuance of up to 2.4 million shares of
Class A common stock under the Stock Incentive Plan. In 2005, the Board of Directors amended this plan to increase the authorized number of
shares to 20 million Class A Common Stock. In 2007, the Board of Directors amended this plan to increase the authorized number of shares to
87.9 million Class A Common Stock.

During the fiscal year ended December 31, 2007, the Company adopted the SilverSun Technologies, Inc. 2007 Consultant Stock Incentive Plan
(the “Consultant Plan”) to: (i) provide long-term incentives, payment in stock in lieu of cash and rewards to consultants, advisors, attorneys,
independent contractors or agents ("Eligible Participants") of SilverSun Technologies, Inc. ("the Company") and its subsidiaries; (ii) assist the
Company in attracting and retaining independent contractors or agents with experience and/or ability on a basis competitive with industry
practices; and (iii) associate the interests of such independent contractors or agents with those of the Company's stockholders. Total shares
issuable under this plan may not exceed twenty (20) percent of the issued and outstanding shares of the Company’s Class A Common Stock.

No securities were issued pursuant to the 2004 Plan and 2007 Plans for the years ended December 31, 2011 and 2010.

During the fiscal year ended December 31, 2004, and as amended, the Company adopted the SilverSun Technologies, Inc. 2004 Directors’ and
Officers’ Stock Incentive Plan (the "Directors’ and Officers’ Plan") is to (i) provide long-term incentives and rewards to officers and directors
the Company and its subsidiaries; (ii) assist the Company in attracting and retaining officers and directors with experience and/or ability on a
basis competitive with industry practices; and (iii) associate the interests of such officers and directors with those of the Company's
stockholders. The Board of Directors authorized the issuance of up to 2,400,000 shares of Class A common stock under the Directors’ and
Officers’ Plan. In 2005, the Board of Directors amended this plan to increase the authorized number of shares to 20,000,000 shares of Class A
Common Stock.

No securities were issued pursuant to the 2004 D&O Plan for the years ended December 31, 2011 and 2010.

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Item 13. Certain Relationships and Related Transactions.

Related Party Notes and Accounts Due

On June 29, 2011, Mr. Meller forgave outstanding liabilities representing unpaid salary, unpaid expense and auto allowances, and the one-time
payment in connection with a previous transaction in the amount of $1,338,967. Such amount is recorded as a contribution of capital in
Additional Paid-In Capital in the accompanying balance sheet.

Mr. Meller has agreed to waive payment of a portion of the monies due representing fixed compensation. Pursuant to an agreement between the
Company and Mr. Meller, Mr. Meller has further agreed, however, to accept payment or partial payment, from time to time, as determined in the
sole discretion of the Board of Directors in the form of cash, the Company’s Class A Common Stock and/ or the Company’s Class B Common
Stock. Amounts owed to him can be converted into (i) one share of our Class B common stock for each dollar owed, or (ii) the number of
shares of our Class A common stock calculated by multiplying (x) the sum of the liability being extinguished by 1,975. As of December 31,
2011 and 2010 amounts due to Mr. Meller would convert into -0- and 9,700,000 million shares of Class A Common Stock, respectively.

During the year ended December 31, 2010, the Company isssued 83,638 shares of Class A Common stock to Mr. Meller for repayment of
$1,515 in deferred compensation with a fair value of $27,779. The difference in the fair value and the amount of deferred compensation repaid
was charged to general and administrative expense in the amount of $27,264 and included in operating expenses in the statement of operations.

Total amounts owed to Mr. Meller as of December 31, 2011 and December 31, 2010, representing unpaid salary, unpaid expense and auto
allowances, accrued interest, and the one-time payment in connection with a previous transaction, totaled $6,335 and $1,293,941.

On October 19, 2010, the Company borrowed $45,000 in exchange issuing a promissory note to Mr. Mark Meller, the Company’s Chief
Executive Officer. This note is not collateralized, and carries an interest rate of 3% per annum on the unpaid balance. The note and interest are
due January 1, 2012. In the event of (a) default in payment of any installment of principal or interest hereof as the same becomes due and such
default is not cured within ten (10) days from the due date after the Holder provides the Maker written notice of default, then the Holder may,
without further notice, declare the remainder of the principal sum, together with all interest accrued thereon, at once due and payable. Failure to
exercise this option shall not constitute a waiver of the right to exercise the same at any other time. The unpaid principal of this Promissory
Note and any part thereof, accrued interest and all other sums due under this Promissory Note shall bear interest at the rate of Ten Percent
(10%) percent per annum after default until paid. The outstanding balances at December 31, 2011 and 2010 were $20,000 and $45,000, plus
accrued interest of $1,454 and $274, respectively.

Director Independence

The common stock of the Company is currently quoted on the OTCBB, an exchange which currently does not have director independence
requirements. On an annual basis, each director and executive officer will be obligated to disclose any transactions with the Company in which
a director or executive officer, or any member of his or her immediate family, have a direct or indirect material interest in accordance with Item
407(a) of Regulation S-K. Following completion of these disclosures, the Board will make an annual determination as to the independence of
each director using the current standards for “independence” that satisfy both the criteria for the Nasdaq and the American Stock Exchange.

As of December 31, 2011, the Board determined that Mr. Wunderlich is independent.

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Item 14. Principal Accountant Fees and Services.

The following table sets forth fees billed to the Company by the Company’s independent auditors for (i) services rendered for the audit of the
Company’s annual financial statements and the review of the Company’s quarterly financial statements, (ii) services rendered that are
reasonably related to the performance of the audit or review of the Company’s financial statements that are not reported as Audit Fees, and (iii)
services rendered in connection with tax preparation, compliance, advice and assistance.

Services
Audit Fees

Audit - Related Fees

Tax fees

All Other Fees

Total

2011

2010

41,500 $

34,000

18,000 $

7,620

59,500 $

41,620

Prior to engaging our accountants to perform a particular service, our Audit Committee obtains an estimate for the service to be performed. All
of the services described above were approved by the Audit Committee in accordance with its procedures.

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Item 15. Exhibits.

(a)

PART IV

Exhibit No.
3.1

Description
Second Amended Certificate of incorporation of SilverSun Technologies, Inc., filed September 5, 2003 (incorporated herein

3.2

3.3

3.4

4.1

4.2

4.3

4.4

4.5

4.6

4.7

10.1

10.2

10.3

10.4

10.5

10.6

10.7

10.8
10.9

10.10

10.11

10.12

10.13

10.14

10.15

10.16

10.17

by reference to Exhibit 3.1 of the registration statement on Form SB-2, filed with the SEC on November 25, 2003).

By-laws of iVoice, Inc., a New Jersey corporation, incorporated herein by reference to Exhibit 3.2 of the Registrant’s Form

10-QSB for the period ended March 31, 2003.

Fourth Amended and Restated Certificate of incorporation of SilverSun Technologies, Inc.,( incorporated herein by reference

to Exhibit 3.1 on Form 8-K, dated June 27, 2011, filed with the SEC on June 30, 2011).

Amendment to the Bylaws of the Company ( incorporated herein by reference to Exhibit 3.2 on Form 8-K, dated June 27,

2011, filed with the SEC on June 30, 2011)
iVoice Acquisition 1, Inc. 5% Convertible Debenture due March 20, 2005 issued to Elma S. Foin (incorporated herein by
reference to Exhibit 4.2 of the registration statement on Form SB-2, filed with the SEC on December 22, 2003).
iVoice Acquisition 1, Inc. 5% Convertible Debenture due March 20, 2005 issued to Darryl A. Moy (incorporated herein by
reference to Exhibit 4.2 of the registration statement on Form SB-2, filed with the SEC on December 22, 2003).
iVoice Acquisition 1, Inc. 5% Convertible Debenture due March 20, 2005 issued to Henry Tyler (incorporated herein by
reference to Exhibit 4.2 of the registration statement on Form SB-2, filed with the SEC on December 22, 2003).

SilverSun Technologies, Inc. 7.5% Secured Convertible Debenture, for a value of $600,000, due December 30, 2007 to

YA Global (f/k/a/ Cornell Capital Partners, LP).

SilverSun Technologies, Inc. 7.5% Secured Convertible Debenture, for a value of $1,159,047, due December 30, 2007 to

YA Global (f/k/a/ Cornell Capital Partners, LP).

Certificate of Designation of Series A Convertible Preferred Stock, incorporated herein by reference to Exhibit 4.1 on Form

8-K, dated May 4, 2011, filed with the SEC on May 12, 2011.

Certificate of Designation of Series B Preferred Stock, incorporated herein by reference to Exhibit 4.1 on Form 8-K, dated

September 23, 2011, filed with the SEC on September 27, 2011.

Employment Agreement, dated January 1, 2003, between iVoice Acquisition 1, Inc. and Jerome Mahoney. (incorporated

herein by reference to Exhibit 10.8 of the Registration Statement on Form SB-2 filed on November 25, 2003).

Employment Agreement, dated September 15, 2003, between SilverSun Technologies, Inc. and Mark Meller. (incorporated

herein by reference to Exhibit 10.8 of the Registration Statement on Form SB-2 filed on November 25, 2003).

Equity Line of Credit Agreement dated January 24, 2003 between Cornell Capital Partners, LP, and iVoice Acquisition 1,
Inc. (incorporated herein by reference to Exhibit 10.1 of the Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 2003, filed with the SEC on May 12, 2003)

Registration Rights Agreement dated January 24, 2003 between Cornell Capital Partners, LP, and iVoice Acquisition 1,
Inc. (incorporated herein by reference to Exhibit 10.2 of the Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 2003, filed with the SEC on May 12, 2003).

Stock Purchase Agreement dated January 24, 2003 between iVoice Acquisition 1, Inc. and listed Buyers (incorporated
herein by reference to Exhibit 10.3 of the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2003,
filed with the SEC on May 12, 2003).

Placement Agreement dated January 24, 2003 between iVoice Acquisition 1, Inc. and Cornell Capital Partners LP.
(incorporated herein by reference to Exhibit 10.5 of the Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 2003, filed with the SEC on May 12, 2003).

Termination Agreement dated December 30, 2005 between YA Global (f/k/a/ Cornell Capital Partners, LP). and SilverSun

Technologies, Inc.

Escrow Agreement dated December 30, 2005 between David Gonzalez, Esq. And SilverSun Technologies, Inc.
Securities Purchase Agreement dated December 30, 2005 between YA Global (f/k/a/ Cornell Capital Partners, LP). and

SilverSun Technologies, Inc.
Investor Rights Agreement dated December 30, 2005 between YA Global (f/k/a/ Cornell Capital Partners, LP). and
SilverSun Technologies, Inc.

Amended and Restated Security Agreement dated December 30, 2005 between YA Global (f/k/a/ Cornell Capital Partners,

LP). and SilverSun Technologies, Inc.

Securities Purchase Agreement dated May 6, 2009 by and among SilverSun Technologies, SWK Technologies, Inc.,
Jeffrey D. Roth and Jerome R. Mahoney. (incorporated herein by reference to Exhibit 10.1 on Form 10-K, dated May 9,
2009, filed with the SEC on May 26, 2009).

Termination Settlement Agreement dated May 6, 2009 by and among SilverSun Technologies, SWK Technologies, Inc.,
Jeffrey D. Roth and Jerome R. Mahoney. (incorporated herein by reference to Exhibit 10.1 on Form 10-K, dated May 9,
2009, filed with the SEC on May 26, 2009).

Promissory notes, dated April 11, 2011 among SilverSun Technologies, Inc and accredited investors (incorporated herein by

reference to Exhibit 10.1 on Form 8-K, dated April 11, 2011, filed with the SEC on April 15, 2011).

Form of Preferred Stock Purchase Agreement (incorporated by reference to Exhibit 10.2 on the Company’s current report on

Form 8-K filed with the commission on May 12, 2011).

Amended Agreement by and between the Company and Mr. Stanley Wunderlich (incorporated by reference to Exhibit 10.1

to the Company’s current report on Form 8-K filed with commission on August 3, 2011).

Form of Warrant (incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K filed with

commission on August 3, 2011).

10.18*
10.19*
14.1

Loan and Security Agreement by and between the Company, its subsidiary SWK Technologies, Inc and a commercial lender.
Audit Committee Charter
Code of Ethics incorporated by reference to Exhibit 14.1 filed with the Registrant’s Form 10-KSB for the fiscal year ended

14.1

31.1 *

32.1 *

101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE

Code of Ethics incorporated by reference to Exhibit 14.1 filed with the Registrant’s Form 10-KSB for the fiscal year ended

December 31, 2003.

Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted

pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herein.

Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted

pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herein.

XBRL Instance Document
XBRL Taxonomy Extension Schema
XBRL Taxonomy Extension Calculation Linkbase
XBRL Taxonomy Extension Definition Linkbase
XBRL Taxonomy Extension Label Linkbase
XBRL Taxonomy Extension Presentation Linkbase

* Filed herewith

Table of Contents

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

Dated: March 29, 2012

By: /s/ Mark Meller

SILVERSUN TECHNOLOGIES, INC.

Chief Executive Officer
(Principal Executive Officer)
Chief Financial Officer
(Principal Accounting Officer)

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

Name

Position

Date

/s/ Mark Meller

Mark Meller

/s/ Stanley Wunderlich
Stanley Wunderlich

Chief Executive Officer, Chief Financial Officer, President, and
Chairman

March 29, 2012

Director

March 29, 2012

Table of Contents

PART F/S

INDEX TO FINANCIAL STATEMENTS

AUDITED FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSOLIDATED FINANCIAL STATEMENTS

Balance Sheets

Statements of Operations

Statements of Stockholders' Deficit

Statements of Cash Flows

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

F-1

Page (s)

F-2

F-3

F-4

F-5

F-6

F-8

Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
SilverSun Technologies, Inc.

We have audited the accompanying consolidated balance sheets of SilverSun Technologies, Inc. and Subsidiaries (the “Company”) as of
December 31, 2011 and 2010, and the related consolidated statements of operations, stockholders' deficit, and cash flows for each of the two
years in the period ended December 31, 2011. The Company’s management is responsible for these consolidated financial statements. Our
responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards established by 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. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial
reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over
financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the consolidated 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 financial position of
the Company as of December 31, 2011 and 2010, and the consolidated results of its operations and its cash flows for each of the two years in the
period ended December 31, 2011 and 2010 in conformity with accounting principles generally accepted in the United States of America.

/s/Friedman LLP
East Hanover, NJ
March 29, 2012

F-2

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31,

ASSETS
Current assets:
Cash and cash equivalents
Accounts receivable, net

Inventories

Prepaid expenses and other current assets

Total current assets

Property, plant and equipment, net
Deposits and other assets
Total assets

LIABILITIES & STOCKHOLDERS’ DEFICIT
Current liabilities:

Accounts payable and accrued expenses
Accrued interest
Due to related parties
Convertible debentures payable
Derivative liability
Convertible promissory note – related party, net of discount of $4,250
Capital leases
Notes payable to related parties
Deferred revenue

Total current liabilities

Commitments and Contingencies

Stockholders' deficit:
Preferred Stock, $1.00 par value; authorized 1,000,000 shares;
no shares issued and outstanding
Series A Preferred Stock, $1.00 par value; authorized 2 shares
2 shares issued and outstanding
Series B Preferred Stock, $1.00 par value; authorized 1 share
1 share issued and outstanding
Common stock:
Class A – par value $.0001, authorized 750,000,000 shares;
4,456,912 and 4,723,119 shares issued and outstanding
Class B Common Stock, 0 issued and outstanding
Additional paid-in capital
Accumulated deficit
Total SilverSun stockholders' deficit
Non-controlling interest in SWK Technologies, Inc.

Total stockholders' deficit
Total liabilities and stockholders' deficit

2011

2010

233,722
881,217
11,617
198,852
1,325,408

137,948
57,921
1,521,277

1,260,045
7,675
6,335
-
-
46,750
64,367
20,000
1,015,750

104,344
489,280
15,285
189,718
798,627

156,621
65,866
1,021,114

1,096,201
660,501
1,293,341
1,319,000
1,177,845
-
55,565
45,000
486,019

2,420,922

6,133,472

22,886

446
-
9,326,572
(10,296,756)
(946,851)
47,206

472
-
7,845,651
(12,913,304)
(5,067,181)
(45,177)

(899,645)
$
1,521,277

(5,112,358)
1,021,114

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

F-3

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS

Table of Contents

Revenues:
Software product, net
Service, net
Total revenues, net

Cost of revenues:
Product
Service
Total cost of revenues

Gross profit

Operating expenses:
Selling expenses
General and administrative expenses
Depreciation and amortization
Total operating expenses

Income (loss) from operations

Other income (expense):
Gain on revaluation of derivatives

Gain from extinguishment of debt and
Derivative liability

Interest expense, net

Total other income (expense)

Income (loss) from operations before income taxes

Provision for income taxes

Net income (loss)

Net income (loss) attributable to non-controlling
Interest in SWK Technologies Inc.

Net income (loss) attributable to SilverSun Technologies, Inc.
Basic and diluted net income (loss) per share attributable
to SilverSun Technologies, Inc. shareholders:
Basic income (loss) per common share
Diluted income (loss) per common share

Weighted average shares outstanding:

Basic
Diluted

For the Years Ended

December 31,
2011

December 31,
2010

1,902,417
8,619,663
10,522,080

1,220,875
6,265,828
7,486,703

969,130
5,055,330
6,024,460

608,352
4,005,788
4,614,140

4,497,620

2,872,563

1,843,824
2,296,718
97,011
4,237,553

1,546,107
2,180,693
82,880
3,809,680

260,067

(937,117)

362,035

483,081

2,228,939
(142,110)
2,448,864

-
(114,469)
368,612

2,708,931

(568,505)

2,708,931

(568,505)

92,383

(99,584)

2,616,548

(468,921)

0.58
0.02

$
$

(0.13)
(0.13)

4,481,000
105,803,000

3,619,000
3,619,000

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

F-4

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010

Series A
Preferred
Stock

Series B
Preferred
Stock

Common Stock
Class A

Additional

Paid in Accumulated

Shares Amount Shares Amount Shares

Amount Capital

Deficit

Noncontrolling
Interest in
SWK
Technologies,
Inc.

Total
Stockholders’
Deficit

Balance at
January 1,
2010

Issuance of
stock on debt
conversion
Issuance of
shares for
repayment of
accrued
expenses
Issuance of
stock upon
conversion of
deferred
compensation
Issuance of
shares for
repayment of
accrued
expenses
Issuance of
common stock
for services
Net loss
Balance at
December 31,
2010

Return of
common stock
that was
previously
issued for
services
Issuance of
warrants for
services
Additional
shares for
stock split
Additional
shares to
balance the
participating
brokers and
beneficial
shareholders to
the terms of the
reverse stock
split
Forgiveness of
debt and gain
from
extinguishment
of derivative
liability –
related party
Issuance of
Series A

- $

- 3,221,808 $(26,717) $7,494,432 $ (12,444,383) $

54,407 $

(4,922,261)

- 325,079

5,887

55,013

60,900

82,828

1,500

18,000

19,500

83,638

1,515

27,264

28,779

- 222,908

4,037

48,442

52,479

-
- -

-
-

- 786,858 14,250
-
-
-

202,500
-

-
(468,921)

-
(99,584)

216,750
(568,505)

- 4,723,119 $

472 $7,845,651 (12,913,304)

(45,177) $

(5,112,358)

- (276,091)

(27)

(64,973)

107,398

781

(65,000)

107,398

9,103

(1)

- 1,438,497

1,438,497

Series A
Preferred Stock
Issuance of
Series B
Preferred Stock
Net income

Balance at
December 31,
2011

2 22,886

22,886

-
- -

1
-

-
-

-
- -

-
2,616,548

-
92,383

1
2,708,931

2 $ 22,886

1 $

1 4,456,912 $

446 $9,326,572 $ (10,296,756) $

47,206 $

(899,645)

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

F-5

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31,

Cash flows from operating activities:
Net income (loss)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization
Gain on revaluation of derivative
Amortization of debt discount
Reduction in allowance for bad debts
Gain on extinguishment of debt and derivative liability
Common stock issued for services
Return of shares for services not rendered
Changes in certain assets and liabilities:
Accounts receivable
Inventories
Prepaid expenses and other assets
Deposits and other assets
Accounts payable and accrued liabilities
Accrued interest
Due to related parties
Deferred revenues
Net cash provided by (used in) operating activities

Cash flows from investing activities:
Purchases of equipment
Net cash used in investing activities

Cash flows from financing activities:
Repayment of notes payable to related parties
Proceeds from notes payable to related party
Proceeds from convertible promissory note – related party
Proceeds from promissory notes
Repayment of promissory notes
Repayment of convertible debentures
Principal payment under capital lease obligations
Net cash used in financing activities

Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents, beginning of year

Cash and cash equivalents, end of year

Supplemental Schedule of Cash Flow Information::
During the year, cash was paid for the following:
Income taxes
Interest
Capital lease obligations

2011

2010

2,708,931

(568,505)

97,011
(362,035)
69,637
-

(2,228,939)
80,550
(65,000)

(391,937)
3,668
17,714
5,937
362,749
25,929
51,960
529,731
905,906

82,879
(483,081)
-
(120,000)
-
186,252
-

199,629
(15,285)
(66,594)
-
68,189
103,026
269,871
305,442
(38,177)

(40,653)
(40,653)

(31,725)
(31,725)

(25,000)

-
51,000
550,000
(550,000)
(735,000)
(26,875)
(735,875)

129,378
104,344

(125,716)
45,000
-
-
-
-
(45,520)
(126,236)

(196,138)
300,482

233,722

104,344

-
15,145
$35,677

$
$
$

-
-
38,776

$
$
$

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

F-6

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS (Continued)

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

For the Year Ended December 31, 2011:

a) SilverSun Technologies, Inc (“the Company”) recorded a derivative liability of $105,000 related to a conversion feature embedded in
the $51,000 convertible note issued during the period to an executive officer of the Company. The derivative liability was recorded as
debt discount and the excess as an expense on the statement of operations as other income (expense).

b) The Company issued warrants to a Company in exchange for financial services to be provided over one year with a fair value of

$107,398. The Company amortized over the period of service, and recorded $80,550 through December 31, 2011.

c) On June 29, 2011, Mr. Meller forgave outstanding liabilities representing unpaid salary, unpaid expense and auto allowances, and a
one-time payment in connection with a previous transaction in the amount of $1,338,967. Such amount is recorded as Additional Paid-
In Capital in the accompanying balance sheet. An additional $99,531 was recorded in Additional Paid-In Capital relating to the
Convertible Promissory Note when the conversion price was fixed.

For the Year Ended December 31, 2010:

a) The Company issued 325,079 shares of Class A common stock for conversion of $60,900 of principal on convertible debentures with

YA Global Investments.

b) The Company issued 82,827 shares of Class A Common stock for repayment of $15,000 in accrued expenses with a fair value of
value $19,500. The difference in the market value and $15,000 of accrued expenses was charged to general and administrative expense
in the amount of $4,500.

c) The Company issued 83,638 shares of Class A Common stock to Mr. Meller for repayment of $1,515 in deferred compensation with
a fair value of $28,779. The difference in the fair value and the amount of deferred compensation repaid was charged to general and
administrative expense in the amount of $27,264.

d) The Company issued 222,908 shares of Class A Common stock for repayment of $8,074 of legal fees with a fair value of $52,479.
The difference in the fair value and the amount of legal fess repaid was charged to general and administrative expense in the amount of
$44,405.

e) The Company issued 786,858 shares of Class A Common stock for professional fees and management and financial consulting fees

with a fair value of $216,750.

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

F-7

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 1 - DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

Description of Business

SilverSun Technologies, Inc. (the “Company”) is an information technology company, and a value added reseller and master developer
for Sage Software’s MAS 90/200/500 and ERP X3 financial and accounting software as well as the publisher of its own proprietary
Electronic Data Interchange (EDI) software, “MAPADOC.” The Company focuses on the business software and information
technology consulting market, and is looking for other opportunities to grow its business. The Company sells services and products to
various end users, manufacturers, wholesalers and distributor industry clients located throughout the United States. In June 2011, the
Company changed its name from Trey Resources, Inc. to SilverSun Technologies, Inc. The Company is publicly traded and is currently
quoted on the Over-the-Counter Bulletin Board (“OTCBB”) under the symbol “SSNT.” A 1-for-1,811 reverse stock split of the
Company’s issued and outstanding shares of Class A Common Stock occurred during the year and has been reflected retro-actively
throughout the financial statements.

Basis of Presentation

The accompanying consolidated financial statements include the accounts of SilverSun Technologies, Inc. (the “Company”) and its
majority owned subsidiaries, SWK Technologies, Inc. and BTSG Acquisition Corp. These consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the United States.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

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

Noncontrolling Interest

Noncontrolling interest represents third party ownership in the net assets of our consolidated subsidiaries. For financial reporting
purposes, the assets and liabilities of our majority owned subsidiaries are consolidated with those of our own, with any third party
investor’s interest shown as noncontrolling interest.

On May 6, 2009, the Company sold twenty-five (25) newly issued shares or 20% of the stock of SWK Technologies, Inc. (“SWK”), a
subsidiary of SilverSun Technologies, Inc, for a purchase price of $150,000 to the President of SWK.

On January 12, 2012, SilverSun Technologies, Inc. entered into a share exchange agreement (the “Agreement”) with certain shareholders
and the President (the “SWK Shareholders”) of SWK Technologies, Inc. Pursuant to the terms of the Agreement, the SWK Shareholders
exchanged an aggregate of 25 shares of SWK to the Company for a total of 22,664,678 shares (the “Exchange Shares”) of the
Company’s common stock (the “Exchange”). These shares had a fair value of approximately $612,000 ($0.027 per share) and will be
charged to Additional Paid-in Capital in 2012. Upon consummation of the Exchange, SWK became a wholly-owned subsidiary of the
Company.

F-8

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Use of Estimates

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

1. Revenue recognition of software sales
2. Allowance for doubtful accounts
3. Fair market value of share based payments and other equity instruments

Revenue Recognition

Revenue is recognized when products are shipped, or services are rendered, evidence of a contract exists, the price is fixed or reasonably
determinable, and collectability is reasonably assured.

Software and hardware revenues are recognized when the product is shipped to the customer. The Company separates the software
component and the professional services component into two parts for purposes of revenue recognition. In that situation where both
components are present, software sales revenue is recognized when collectability is reasonably assured and the product is delivered and
has stand alone value. Professional service revenue is recognized as the service time is incurred.

With respect to customer support services, upon the completion of one year from the date of sale, considered to be the warranty period,
the Company offers customers an optional annual software maintenance and support agreement for subsequent one-year periods. Sales of
maintenance and support agreements are recorded as deferred revenue and recognized over the respective terms of the agreements, which
typically range from three months to one year.

Shipping and handling costs charged to customers are classified as revenue, and the shipping and handling costs incurred are included in
cost of sales.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.
The Company’s cash equivalents at December 31, 2010 consisted of certificates of deposit with maturities of 3 months or less. The
Company maintains cash balances at financial institutions that are insured by the Federal Deposit Insurance Corporation (“FDIC”) up
to federally insured limits. At times balances may exceed FDIC insured limits. The Company has not experienced any losses in such
accounts.

F-9

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Concentration of Credit Risk

For the years ended December 31, 2011 and 2010, our top ten customers had approximately $3,211,000 and $1,488,000 in sales and
these represented 31% and 20%, respectively, of our total sales for the period. Generally, we do not rely on any one specific customer for
any significant portion of our revenue base.

For the years ended December 31, 2011 and 2010, purchases from one supplier were approximately 58% or 23%, respectively, of the
Company’s total cost of revenue.

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable
and cash and cash equivalents. As of December 31, 2011 the Company believes it has no significant risk related to its concentration of
accounts receivable.

Accounts Receivable

Accounts receivable consist primarily of invoices for maintenance and professional services. Payment for software sales are due in
advance of ordering from the software supplier. Payments for maintenance and support plan renewals are due before the beginning of the
maintenance period. Terms under our professional service agreements are generally 50% due in advance and the balance on completion of
the services.

The Company maintains an allowance estimated by considering a number of factors, including the length of time the amounts are past
due, the Company’s previous loss history, the client’s current ability to pay its obligations and the condition of the general economy and
the industry as a whole.

Inventory

Inventory consists primarily of pre-packaged software programs that are held for resale to customers. Cost is determined by specific
identification related to the purchase order from the software supplier.

Property and Equipment

Property and equipment is stated at cost. Depreciation is computed using the straight-line method based upon the estimated useful lives of
the assets, generally five to seven years. Maintenance and repairs are charged to expense as incurred.

Deferred Revenues

Deferred revenues consist of maintenance service, customer support services, including telephone support and deposits for future
consulting services which will be earned as services are performed over the contractual or stated period, which generally ranges from
three to twelve months.

F-10

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Income Taxes

The Company accounts for income taxes using the assets and liability method. Accordingly, deferred tax assets and liabilities are
recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and
liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and
liabilities of a change in the tax rate is recognized in income or expense in the period that the change is effective. Tax benefits are
recognized when it is probable that the deduction will be sustained. A valuation allowance is established when it is more likely than not
that all or a portion of a deferred tax asset will not be realized.

The Company files a U.S. federal income tax return as well as returns for various states. The Company’s income taxes have not been
examined by any tax authorities for the periods subject to review by such taxing authorities. Uncertain tax positions taken on our tax
returns are accounted for as liabilities for unrecognized tax benefits. The Company recognizes interest and penalties, if any, related to
unrecognized tax benefits in general and administrative expenses in the Consolidated Statements of Operations. There were no liabilities
recorded for uncertain tax positions at December 31, 2011 or 2010.

Fair Value Measurement

The Company adopted the provisions of the accounting pronouncement which defines fair value, establishes a framework for measuring
fair value and enhances fair value measurement disclosure. Under the provisions of the pronouncement, fair value is defined as the price
that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market
participants at the measurement date.

The pronouncement establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and
minimizes the use on unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are
inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources
independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market
participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The
hierarchy is described below:

Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value
hierarchy gives the highest priority to Level 1 inputs.

Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level
3 inputs.

F-11

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Long-Lived Assets

Long-lived assets are reviewed for impairment when circumstances indicate that the carrying value of an asset may not be recoverable.
Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the future net cash flows
estimated by the Company to be generated by such assets. If such assets are considered to be impaired, the impairment to be recognized is
the amount by which the carrying amount of the assets exceeds the fair value of the assets. No impairment losses were identified or
recorded in the years ended December 31, 2011 and 2010.

Stock-Based Compensation

The Company’s stock-based compensation is measured at the fair value of the award at its grant based on the estimated number of awards
expected to vest and is recorded over the applicable period. For stock options, fair value is determined using an option-pricing model that
takes into account the stock price at the grant date, the exercise price, the expected life of the option, the volatility of the underlying stock
and the expected dividends on it, and the risk-free interest rate over the expected life of the option.

Earnings per Share

The Company’s basic income (loss) per common share is based on net income (loss) for the relevant period, divided by the weighted
average number of common shares outstanding during the period. Diluted income per common share is based on net income, divided by
the weighted average number of common shares outstanding during the period, including common share equivalents, such as outstanding
stock options and warrants to the extent they are dilutive. Diluted loss per share does not include common stock equivalents, as these
shares would have an anti-dilutive effect.

For the year ended December 31, 2010, stock warrants to purchase 1,698 shares were excluded from the calculation of diluted net income
(loss) per share calculation due to their anti-dilutive effect. For the year ended December 31, 2010, the dilutive effect of convertible
debentures exceeded the number of authorized common shares and as a result weighted average shares outstanding, fully diluted, was the
maximum authorized number of common shares. These shares were excluded from the calculation of diluted loss per share in 2010 due to
their anti-dilutive effect.

F-12

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Earnings per Share (continued)

The computation of EPS is approximately as follows:

Basic net income (loss) per share:
Net income (loss) attributable to common
stockholders
Weighted-average common shares outstanding
Basic net income (loss) per share attributable to
common stockholders
Diluted net income (loss) per share:
Net income (loss) attributable to common
stockholders
Weighted-average common shares outstanding
Incremental shares attributable to warrants and
convertible promissory note
Total adjusted weighted-average shares
Diluted net income (loss) per share attributable to
common stockholders

Reclassifications

Year Ended
December 31,

2011

Year Ended
December 31,
2010

2,617,000
4,481,000

(469,000)
3,619,000

0.58

(0.00)

2,617,000
4,481,000

(469,000)
3,619,000

101,322,000
105,803,000

-
3,619,2999

0.02

(0.00)

Certain prior year amounts have been reclassified to conform to the current year presentation. The reclassifications have had no effect on
the financial position, operations or cash flows for the year ended December 31, 2010.

Recent Accounting Pronouncements

No recently issued accounting pronoucnements had a material impact on the Company’s consolidated financial statements.

NOTE 3 - PROPERTY AND EQUIPMENT

Property and equipment is summarized as follows:

Leasehold improvements
Equipment, furniture and fixtures

Less: Accumulated depreciation

December 31,
2011

December 31,
2010

30,557
700,606
731,163
(593,215)

30,557
624,276
654,833
(498,212)

Property and equipment, net

137,948

156,621

Depreciation and amortization expense for the years ended December 31, 2011 and 2010 was $95,003 and $82,879.

F-13

Table of Contents

NOTE 4 - INCOME TAXES

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilitieis for financial
accounting purposes and the amounts used for income tax reporting. Significant components of the Company’s deferred tax assets and
liabilities are as follows:

Significant components of the Company's deferred tax assets and liabilities are summarized as follows:

Deferred tax assets:
Net operating loss carryforwards
Deferred wages and expenses
Intangibles
Derivative liability
Share based payments
Other
Deferred tax asset
Less: Valuation allowance
Net deferred tax asset

December 31,
2011

December 31,

2010

2,823,000
-
358,000
-
32,000
16,000
3,229,000
(3,229,000)

-0-

3,328,000
517,000
401,000
470,000
-
21,000
4,737,000
(4,737,000)
-0-

As of December 31, 2011, the Company has net operating loss carry forwards of approximately $7,498,000 that can be utilized to offset
future taxable income for Federal income tax purposes. Net operating loss carry forwards expire starting in 2025 through
2030. Utilization of these net loss carry forwards is subject to the limitations of Internal Revenue Code Section 382. Because of the
current uncertainty of realizing the benefit of the tax carry forward, a valuation allowance equal to the tax benefit for deferred taxes has
been established.

During 2011, the Company’s Chief Executive Officer, Mr. Meller waived his rights with respect to the deferred wages and expenses
owed to him as of December 31, 2010 and through the period of waiver. The Company recorded the waiver as a capital contribution and
recorded the gain through additional paid in capital.

The full realization of the tax benefit associated with the carry forward depends predominantly upon the Company's ability to generate
taxable income during the carry forward period.

Deferred tax assets and liabilities reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities
for financial reporting purposes and amounts used for income tax purposes.

A reconciliation of the statutory income tax rate to the effective rate is as follows for the period December 31, 2011 and 2010:

Federal income tax rate
State income tax, net of federal benefit
Permanent differences
Effective income tax rate
Effect on valuation allowance
Effective income tax rate

F-14

December 31,
2011

December 31,
2010

34%
6%
-

40%
(40%)
0.0%

(34%)
(6%)
(10%)
(50%)
50%
0.0%

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 4 - INCOME TAXES (Continued)

Accounting for Uncertainty in Income Taxes. prescribes a recognition threshold and measurement attribute for the financial statement
recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740-10 requires that the Company
determine whether the benefits of its tax positions are more-likely-than-not of being sustained upon audit based on the technical merits of
the tax position. The Company recognizes the impact of an uncertain income tax position taken on its income tax return at the largest
amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority.

There were no significant uncertain tax positions taken, or expected to be taken, in a tax return that would be determined to be an
unrecognized tax benefit taken or expected to be taken in a tax return that should have been recorded on the Company’s consolidated
financial statements for the year ended December 31, 2011 and 2010.

The federal and state tax returns for the years ending December 31, 2008, 2009 and 2010 are currently open and the tax returns for the
year ended December 31, 2011 will be filed by October 15, 2012.

Despite the Company’s belief that its tax return positions are consistent with applicable tax laws, one or more positions may be challenged
by taxing authorities. Settlement of any challenge can result in no change, a complete disallowance, or some partial adjustment reached
through negotiations or litigation.

Interest and penalties related to income tax matters, if applicable, will be recognized as income tax expense. During the years ended
December 31, 2011 and 2010 the Company did not incur any expense related to interest or penalties for income tax matters, and no such
amounts were accrued as of December 31, 2011 and 2010.

NOTE 5 – DUE TO RELATED PARTIES

On September 1, 2010, the Company entered into Amendment No 1 to the Employment Agreement with Mark Meller, President and
Chief Executive Officer of the Company, whereby the term of the Employment Agreement was extended to September 15, 2017. As
consideration, the Company agreed to pay Mr. Meller the sum of $180,000 the first year with a 10% increase every year thereafter, as
well as a monthly travel expense allowance of $600 and an auto allowance of $800. The employment agreement with Mr. Meller also
provides for a severance payment to him of three hundred percent (300%), less $100,000 of his gross income for services rendered to the
Company in each of the five prior calendar years should his employment be terminated following a change in control, as defined in the
employment agreement. Mr. Meller will also be paid the sum of $350,000 upon the completion of the Spin-Off, and compensation
retroactive to August 1, 2003, at the annual rate dictated by the terms of the employment agreement, as a result of the Company acquiring
SWK, Inc. on June 2, 2004.

On June 29, 2011, Mr. Meller forgave outstanding liabilities representing unpaid salary, unpaid expense and auto allowances, and the
one-time payment in connection with a previous transaction in the amount of $1,338,967. Such amount is recorded as a contribution of
capital in Additional Paid-In Capital in the accompanying balance sheet.

F-15

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 5 – DUE TO RELATED PARTIES (Continued)

During the year ended December 31, 2010, the Company isssued 83,638 shares of Class A Common stock to Mr. Meller for repayment
of $1,515 in deferred compensation with a fair value of $27,779. The difference in the fair value and the amount of deferred compensation
repaid was charged to general and administrative expense in the amount of $27,264 and included in operating expenses in the statement of
operations.

Total amounts owed to Mr. Meller as of December 31, 2011 and December 31, 2010, representing unpaid salary, unpaid expense and
auto allowances, accrued interest, and the one-time payment in connection with a previous transaction, totaled $6,335 and $1,293,941.

NOTE 6 –NOTES PAYABLE TO RELATED PARTIES

On October 19, 2010, the Company borrowed $45,000 in exchange for issuing a note payable to Mr. Mark Meller (the “Note
Payable”). The Note Payable is not collateralized, and carries an interest rate of 3% per annum on the unpaid balance. The Note Payable
and interest are due January 1, 2012. In January 2012, Mr. Meller extended the due date of the Note Payable. The outstanding balances at
December 31, 2011 and 2010 were $20,000 and $45,000, plus accrued interest of $1,454 and $274, respectively.

NOTE 7 - CONVERTIBLE DEBENTURES PAYABLE

7.5% $2,359,000 Convertible Debentures

On December 30, 2005, the Company entered into a Securities Purchase Agreement with YA Global Investments, L.P (YA Global).
Pursuant to such purchase agreement, YA Global purchased $2,359,047 of secured convertible debentures, which were convertible into
shares of the Company’s Class A Common Stock. Two such debentures were issued on December 30, 2005 for an aggregate of
$1,759,047, interest payable at the rate of 7.5% per annum, and included a debenture that was issued on May 6, 2006 equal to $600,000
with interest payable at the rate of 7.5% per annum (the December 30, 2005 and May 6, 2006 convertible debenture together the “YA
Convertible Debentures”). As of December 31, 2010, the YA Convertible Debentures were $1,319,000.

During 2011, the Company made payments in the amount of $735,000 to satisfy any and all obligations owed to YA Global, including
outstanding principal, accrued interest and accrued liquidated damages. As a result of the restructuring of the debt, the Company recorded
a gain on the extinguishment of $1,461,660, which is presented as other income in the accompanying statement of operations.

Additionally, the Company recorded a gain on the extinguishment of the derivative liability associated with this convertible debenture of
approximately $767,000.

During the year ended December 31, 2010, the Company had issued 325,079 shares of Class A common stock for repayment of $60,900
of principal on the convertible debenture held by YA Global Investments.

F-16

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 8 – CONVERTIBLE PROMISSORY NOTE – RELATED PARTY

On January 28, 2011, the Company issued a 7% $51,000 convertible promissory note to Mr. Mark Meller (“Convertible Note”). This
note is not collateralized. The note and interest are due January 28, 2012. The Convertible Notes is convertible into 100,725,000 Class A
Common Stock upon the election of the note holder.

NOTE 9 - DERIVATIVE LIABILITIES

Convertible Debentures

Conversion features associated with the extinguished Convertible Debentures represented an embedded derivative which the Company
had accounted for as a free-standing financial instrument. As of December 31, 2010 the embedded derivative amounted to $1,177,845.
This amount was adjusted to $767,279 at April 12, 2011, the date of repayment of the YA Global Convertible Debentures. The $767,279
was recorded as a gain on the extinguishment of the derivative liability since the YA Global Convertible Debentures have been repaid.
For the year ended December 31, 2011 the Company recorded a gain on valuation of derivative in the amounts of $410,566 as compared
to a gain on valuation of derivative in the amount of $483,081 for the year ended December 31, 2010, respectively.

The estimated fair value of the financial instruments has been calculated based on a Black-Scholes pricing model using the following
assumptions:

Fair market value of stock
Exercise price
Dividend yield
Risk free interest rate
Expected volatility
Expected life

Convertible Promissory Note

April 12, 2011
0.00013
$
0.0001
$

$
$
0.00 %
0.24 %
145.01 %

0.71 Year

December 31,
2010

0.00013
0.0001

0.00 %
0.29 %
183.32 %
1 Year

The conversion feature associated with the Meller Note represents an embedded derivative. At January 28, 2011 the Company recorded
the conversion option as a liability, recorded a debt discount of $51,000, and charged Other Expense - Loss on Valuation of Derivative
for $53,821, resulting primarily from calculation of the conversion price, and a derivative liability of $104,821. For the year ended
December 31, 2011, the Company recorded a Gain on Valuation of Derivative in the amount of $5,290 from the calculation of the
derivative liability.

In May 2011 the conversion feature was modified, which resulted in the extinguishment of this derivative liability in the amount of
$99,531 recorded through additional paid-in capital.

F-17

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 9 - DERIVATIVE LIABILITIES (Continued)

The estimated fair value of the embedded derivative had been calculated based on a Black-Scholes pricing model using the following
assumptions:

Fair market value of stock
Exercise price
Dividend yield
Risk free interest rate
Expected volatility
Expected life

NOTE 10 – PROMISSORY NOTES

May 17 , 2011
0.00013
$
0.00005
$

At Inception
0.00013
$
0.00005
$
0.00 %
0.41 %
169.92 %

0.00 %
0.24 %
182.35 %
1 Year

0.83 Year

On April 11, 2011 the Company entered into two promissory notes (the “Notes”) each in the face amount of $275,000 with two
accredited investors, totaling $550,000. The Notes bears interest at 7% and were paid in full on November 4, 2011. As consideration for
the Notes, the Company issued two shares of Series A convertible preferred stock, par value $1.00 per share (the “Series A Convertible
Preferred Stock”) (one share to be issued to each investor mandatorily convertible into Class A Common Stock equal to 1% of the
outstanding common stock at the time of conversion (no later than January 15, 2012).

For the year ended December 31, 2011, the Company recorded interest expense of approximately $20,000. The due date for the Notes
was extended to November 4, 2011 when these notes were paid in full

NOTE 11 - COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company leases approximately 7,000 square feet of space in, Livingston, NJ 07039 and pays rent on a month to month basis in the
amount of $6,333, which includes escalation charges for real estate taxes and other common area maintenance. The lease expires March
21, 2016. The Company uses its facilities to house its corporate headquarters and operations and believe that these facilities are suitable
for such purpose. Total rent expense under these operating leases for the year ended December 31, 2011 and 2010 was $87,950 and
$76,000, respectively.

The Company pays rent to an officer of SWK Technologies, Inc for the rental of office space. For the years ended December 31, 2011
and 2010, the Company paid $25,200.

The following is a schedule of approximate future minimum rental payments for operating leases subsequent to the year ended December
31, 2011.

2012
2013
2014
2015
2016

75,996
75,996
75,996
78,000
81,000

F-18

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 11 - COMMITMENTS AND CONTINGENCIES (Continued)

Employment agreements

See Note 5 to the Financial Statements for information related to the employment agreement of Mark Meller.

NOTE 12 – STOCKHOLDERS’ EQUITY

Series A Convertible Preferred Stock

The Company issued to the each holder of the Notes one (1) share of Series A Convertible Preferred Stock (“Series A”), having the
rights, preferences, privileges, powers and restrictions set forth in the Certificate of Designation filed with the Secretary of State of
Delaware. The Company has the right to convert, at its sole option, each share of Series A into Class A Common Stock equal to 1% of
the outstanding shares of Class A Common Stock at the time of conversion. The Company valued the Series A Convertible Preferred
Stock at $22,886 representing 1% of the outstanding shares deliverable multiplied by the fair market value of the stock on the date of
issuance and recorded as debt discount, which has been amortized to interest expense during 2011. Each one share of Series A shall
entitle the Series A Holder to voting rights equal to 2,666,667 votes of Class A Common Stock.

On January 13, 2012, each holder converted the one (1) of the Series A into 1,192,825 shares of Class A Common Stock.

Series B Preferred Stock

On September 23, 2011, SilverSun Technologies, Inc., entered into a Series B preferred stock purchase agreement (the “Preferred Stock
Purchase Agreement”) with Mr. Mark Meller (the “Series B Holder”), pursuant to which the Series B Holder was issued one authorized
share of Series B Preferred Stock (“Series B”), par value $0.001 per share. The Series B Holder was issued one share of Series B as
partial consideration for personally guaranteeing repayment of the Notes.

The Series B Preferred Stock has the rights, privileges, preferences and restrictions set for in the Certificate of Designation (the
“Certificate of Designation”) filed by the Corporation with the Secretary of State of the State of Delaware (“Delaware Secretary of State”)
on September 23, 2011.

The voting rights of the Series B shall be equal to (x) the total issued and outstanding Common Stock and preferred stock eligible to vote
at the time of the respective vote divided by (y) forty nine one-hundredths (0.49) minus (z) the total issued and outstanding Common
Stock and preferred stock eligible to vote at the time of the respective vote. For the avoidance of doubt, if the total issued and outstanding
Common Stock eligible to vote at the time of the respective vote is 5,000,000, the voting rights of the Series B Preferred Stock shall be
equal to 5,204,082 (e.g. (5,000,000 / 0.49) – 5,000,000 = 5,204,082).

F-19

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 12 – STOCKHOLDERS’ EQUITY (Continued)

Common Stock

On May 17, 2011, the Company filed an Information Statement with the Securities and Exchange Commission, pursuant to Section 14C
of the Securities Exchange Act of 1934, to the holders of Class A Common Stock (the “Series A Stockholders”) of SilverSun
Technologies, Inc. to notify such Series A Stockholders that the Company received a unanimous written consent in lieu of a meeting of
the holders of Series A. Each share of Series A has the equivalent of five billion (5,000,000,000) votes of Class A Common
Stock. Currently, there are two holders of Series A (up to January 13, 2012) , each holding one share of Series A Preferred, resulting in
the Series A holding in the aggregate approximately 55.4% of the total voting power of all issued and outstanding voting capital of the
Company (the “Majority Stockholders”). The Series A Stockholders consented to perform the following during 2011:

1. A 1-for-1,811 reverse stock split of the Company’s issued and outstanding shares of Class A Common Stock;

2. A decrease in the number of authorized shares of Class A Common Stock from ten billion (10,000,000,000) shares of
Class A Common Stock to seven hundred and fifty million (750,000,000) shares of Class A Common Stock;

3. An amendment to the par value of blank check preferred stock from a par value $1.00 per share to a par value $0.001 per
share.

4. A change in the conversion ratio at which the Class B Common Stock, par value $.00001 per share of the Company
converts into Class A Common Stock from (i) fifty percent (50%) of the lowest price ever paid for the issuance of Class A
Common Stock for each one share of Class B Common Stock being converted to (ii) 1,975 shares of Class A Common Stock
for each one share of Class B Common Stock;

5. The cancellation of Class C Common Stock, par value $.00001 per share.;

6. A change in the name of the Company from Trey Resources, Inc. to SilverSun Technologies, Inc.

NOTE 13 - STOCK OPTIONS AND WARRANTS

2005 Stock Incentive Plan
The Company adopted the 2005 Stock Incentive as amended Plan (the “2005 Plan”) in order to attract and retain qualified employees,
directors, independent contractors or agents of the Company. Under the Plan, the Board of Directors (the “Board”), in its discretion may
grant stock options (either incentive or non-qualified stock options) to employees, directors, independent contractors or agents to purchase
the Company’s common stock at no less than 50% of the fair market price on the date the option is granted. Options generally vest over
four years and have a maximum term of ten years.

F-20

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 13 - STOCK OPTIONS AND WARRANTS (Continued)

2007 Consultant Stock Incentive Plan
The Company adopted the 2007 Consultant Stock Incentive Plan (the “2007 Plan”) to: (i) provide long-term incentives, payment in stock
in lieu of cash and rewards to consultants, advisors, attorneys, independent contractors or agents ("Eligible Participants") of the
Company; (ii) assist the Company in attracting and retaining independent contractors or agents with experience and/or ability on a basis
competitive with industry practices; and (iii) associate the interests of such independent contractors or agents with those of the Company's
stockholders. Total shares issuable under this plan may not exceed twenty (20) percent of the issued and outstanding shares of the
Company’s Class A Common Stock

2004 Directors’ and Officers’ Stock Incentive Plan
The Company adopted the 2004 Directors’ and Officers’ Stock Incentive Plan (the “2004 D&O Plan”) in order to provide long-term
incentive and rewards to officers and directors of the Company and subsidiaries and to attract and retain qualified employees, directors,
independent contractors or agents of the Company. Under the Plan, the Board, in its discretion may grant stock options (either incentive
or non-qualified stock options) to employees, directors, independent contractors or agents to purchase the Company’s common stock at
no less than 50% of the market price on the date the option is granted. Options generally vest over four years and have a maximum term
of ten years.

No securities were issued under these plans for the years ended December 31, 2011 and 2010, and there were no options issued or
outstanding as of December 31, 2011 and 2010.

Warrants Outstanding

During 2011 the Company issued approximately 552,000 warrants for services with a fair value of approximately $107,000.
The estimated fair value of the warrant has been calculated based on a Black-Scholes pricing model using the following assumptions: a)
fair market value of stock of $0.22638; b) exercise price of $0.1811; c) Dividend yield of 0%; d) Risk free interest rate of 0.30%; e)
expected volatility of 230.47%; f) Expected life of 1.5 years..

Unexpired warrants outstanding are as follows as of December 31, 2011:

Expiration Date

July 11, 2012
November 7, 2012

Exercise Price

27.17
0.18

2,000
552,000

554,000

F-21

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 13 - STOCK OPTIONS AND WARRANTS (Continued)

The following table summarizes the warrants transactions:

Balance, January 1, 2010
Granted
Exercised
Canceled
Balance, December 31, 2010

Granted
Exercised
Canceled
Balance, December 31, 2011

Outstanding and Exercisable,
December 31, 2011

Outstanding and Exercisable,
December 31, 2010

Warrants
Outstanding

Weighted
Average
Exercise Price

2,000 $
- $
- $
- $
2,000 $

552,000 $
- $
- $
554,000 $

29.572
.000
.000
.000
29.572

.1811
.0000
.0000
.2711

554,000 $

.2694

2,000 $

28.976

NOTE 14 – LINE OF CREDIT

In October 2011 the Company negotiated a line of credit from a bank. The agreement included a borrowing base calculation tied to
accounts receivable with a maximum availability of $750,000. As of December 31, 2011, the availability under this line was
approximately $533,000 based upon eligible collateral at December 31, 2010.Interest on outstanding balances is payable daily at an
interest rate that is two and three quarters percentage points (2.75%) above the Prime Rate. The Company’s interest rate was 6% as of
December 31, 2011. The line is collateralized by substantially all of the assets of the Company and is guaranteed by the Company’s
CEO. The credit facility required the Company to pay a monitoring fee of 0.315% of eligible collateral to be paid monthly. An annual
facility fee equal to one percent (1%) of the Maximum Credit is assessed upon the initial funding, annually thereafter. The term of the
agreement is for three years and expires in October 2014. As of December 31, 2011 there was no outstanding balance open under this
agreement.

F-22

Table of Contents

SILVERSUN TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010

NOTE 15 – FAIR VALUE MEASUREMENTS

The Company’s current financial assets and liabilities approximate fair value due to their short term nature and include cash, accounts
receivable, accounts payable, capital leases and various short-term borrowings.

The following table provides a summary of the changes in fair value of the Company’s level 3 financial liabilities from December 31,
2010 through December 31, 2011 as well as the portion of gains or losses included in income attributable to unrealized gains or losses
related to the liability held at December 31, 2011:

Fair value, December 31, 2010
Total gains or losses included in earnings:
Net change in unrealized gain (loss), net
New issuances
Debt extinguishment
Meller promissory note

Fair value, December 31, 2011

(1,177,845 )

415,856
(104,821)
767,279
99,531
-
-

Gains and losses from the change in derivative liabilities are included in other income (expense) on the statement of operations.

NOTE 16 – SUBSEQUENT EVENT

Series A Preferred Stock - Conversion
In 2012, each holder of the Series A Preferred Stock converted into approximately 1,193,000 shares of Class A Common Stock, which
resulted in a total aggregated issuance of approximately 2,386,000

Letter of Intent – HighTower, Inc.
On March 26, 2012, the Company signed a letter of intent to acquire the assets of HighTower, Inc., a leading Chicago-based reseller of
Sage Software products. It is anticipated that the transaction, which is subject to the signing of definitive agreements and customary
closing conditions, will close within the next 30 days. The final terms of the agreement are being finalized.

F-23

Table of Contents

Exhibit 10.18

TREY RESOURCES, INC.
AUDIT COMMITTEE CHARTER

Exhibit 10.19

This Audit Committee Charter was adopted by the Board of Directors (the “Board”) of Trey Resources, Inc. (the “Company”) on March 30,
2006, and supersedes all prior delegation of authority to the Audit Committee.

I. Purpose
The purpose of the Audit Committee (the “Committee”) is to assist the Board with its oversight responsibilities regarding: (i) the accounting and
financial reporting process of the Company and the audits of the financial statements of the Company; (ii) the integrity of the Company’s
financial statements; (iii) the Company’s compliance with legal and regulatory requirements; (iv) the independent auditor’s qualifications and
independence; and (v) the performance of the Company’s internal audit function and independent auditor. The Committee shall prepare the
report required by the rules of the Securities and Exchange Commission (the “SEC”) to be included in the Company’s annual proxy statement.

In addition to the powers and responsibilities expressly delegated to the Committee in this Charter, the Committee may exercise any other
powers and carry out any other responsibilities delegated to it by the Board from time to time or required by law and in all instances subject to
the applicable provisions of the New Jersey Business Corporation Act (including, without limitation, Section 14A:6-1. thereof). The powers
and responsibilities delegated by the Board to the Committee in this Charter or otherwise shall be exercised and carried out by the Committee as
it deems appropriate without requirement of Board approval, and any decision made by the Committee (including any decision to exercise or
refrain from exercising any of the powers delegated to the Committee hereunder) shall be at the Committee’s sole discretion. While acting within
the scope of the powers and responsibilities delegated to it, the Committee shall have and may exercise all the powers and authority of the
Board. To the fullest extent permitted by law, the Committee shall have the power to determine which matters are within the scope of the powers
and responsibilities delegated to it. Notwithstanding the foregoing, the Committee’s responsibilities are limited to oversight. Management of the
Company is responsible for the preparation, presentation and integrity of the Company’s financial statements as well as the Company’s financial
reporting process, accounting policies, internal audit function, internal accounting controls and disclosure controls and procedures. The
independent auditor is responsible for performing an audit of the Company’s annual financial statements, expressing an opinion as to the
conformity of such annual financial statements with generally accepted accounting principles and reviewing the Company’s quarterly financial
statements. It is not the responsibility of the Committee to plan or conduct audits or to determine that the Company’s financial statements and
disclosure are complete and accurate and in accordance with generally accepted accounting principles and applicable laws, rules and regulations.
Each member of the Committee shall be entitled to rely on the integrity of those persons within the Company and of the professionals and
experts (including the Company’s internal auditor (or others responsible for the internal audit function, including contracted non-employee or
audit or accounting firms engaged to provide internal audit services) (the “internal auditor”) and the Company’s independent auditor) from
which the Committee receives information and, absent actual knowledge to the contrary, the accuracy of the financial and other information
provided to the Committee by such persons, professionals or experts.

Further, auditing literature, particularly Statement of Accounting Standards No. 71, defines the term “review” to include a particular set of
required procedures to be undertaken by independent auditors. The members of the Committee are not independent auditors, and the term
“review” as used in this Charter is not intended to have that meaning and should not be interpreted to suggest that the Committee members can
or should follow the procedures required of auditors performing reviews of financial statements.

II. Membership
The Committee shall consist of at least two members of the Board; provided, that if at any time there is a vacancy on the Committee and the
remaining members meet all membership requirements, then the Committee may consist of those number of members until the earlier of the
Company’s next annual stockholders meeting or one year from the occurrence of the vacancy. Each Committee member must be able to read
and understand fundamental financial statements, including a company’s balance sheet, income statement and cash flow statement. Members of
the Committee are not required to be engaged in the accounting and auditing profession and, consequently, some members may not be expert in
financial matters, or in matters involving auditing or accounting. However, at least one member of the Committee shall have past employment
experience in finance or accounting, requisite professional certification in accounting, or any other comparable experience or background which
results in the individual’s financial sophistication, including being or having been a chief executive officer, chief financial officer or other senior
officer with financial oversight responsibilities. In addition, either at least one member of the Committee shall be an “audit committee financial
expert” within the definition adopted by the Securities and Exchange Commission (the “SEC”) or the Company shall disclose in its periodic
reports required pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) the reasons why at least one member of the
Committee is not an “audit committee financial expert.” Each Committee member shall satisfy the independence requirements of the Nasdaq
Stock Market and Rule 10A-3(b)(1) under the Exchange Act; provided that if a member of the Committee ceases to be independent for reasons
outside the member’s reasonable control, then the member may at the discretion of the Board remain on the Committee until the earlier of the
Company’s next annual stockholders meeting or one year from the occurrence of the event that caused the member to cease to be
independent. The members of the Committee, including the Chair of the Committee, shall be appointed by the Board. Committee members may
be removed from the Committee, with or without cause, by the Board.

III. Meetings and Procedures
1. The Chair, or in his or her absence, a member designated by the Chair, shall preside at each meeting of the Committee and set the agendas
for Committee meetings. The Committee shall have the authority to establish its own rules and procedures for notice and conduct of its meetings
so long as they are not inconsistent with any provisions of the Company’s bylaws that are applicable to the Committee.
2. The Committee shall on a periodic basis meet separately with management, with the internal auditor and with the independent auditor.
3. The Committee shall maintain written minutes of its proceedings which shall be submitted to the Board and retained by the Secretary for
inclusion in the Company’s records.
4. All non-management directors that are not members of the Committee may attend and observe meetings of the Committee, but shall not
participate in any discussion or deliberation unless invited to do so by the Committee, and in any event shall not be entitled to vote. The
Committee may, at its discretion, include in its meetings members of the Company’s management, representatives of the independent auditor,
the internal auditor, any other financial personnel employed or retained by the Company or any other persons whose presence the Committee
believes to be necessary or appropriate. Notwithstanding the foregoing, the Committee may also exclude from its meetings any persons it deems
appropriate, including, but not limited to, any non-management director that is not a member of the Committee.

5. The Committee may retain any independent counsel, experts or advisors (accounting, financial or otherwise) that the Committee believes to
be necessary or appropriate. The Committee may also utilize the services of the Company’s regular legal counsel or other advisors to the
Company. The Company shall provide for appropriate funding, as determined by the Committee, for payment of compensation to the
independent auditor for the purpose of rendering or issuing an audit report or performing other audit, review or attest services, for payment of
compensation to any advisors employed by the Committee and for ordinary administrative expenses of the Committee that are necessary or
appropriate in carrying out its duties.

6. The Committee may conduct or authorize investigations into any matters within the scope of the powers and responsibilities delegated to the
Committee.

IV. Powers and Responsibilities
Interaction with the Independent Auditor

1. Appointment and Oversight. The Committee shall be directly responsible and have sole authority for the appointment, compensation,
retention and oversight of the work of the independent auditor (including resolution of any disagreements between Company management and
the independent auditor regarding financial reporting) for the purpose of preparing or issuing an audit report or related work or performing other
audit, review or attest services for the Company, and the independent auditor shall report directly to the Committee.

2. Pre-Approval of Services. Before the independent auditor is engaged by the Company or its subsidiaries to render audit or non-audit
services, the Committee shall pre-approve the engagement in accordance with all applicable legal requirements. Committee pre-approval of audit
and non-audit services will not be required if the engagement for the services is entered into pursuant to pre-approval policies and procedures
established by the Committee regarding the Company’s engagement of the independent auditor and the Committee shall be empowered to adopt
any and all such policies and procedures as it deems appropriate and in accordance with all applicable legal requirements. The Committee may if
it elects delegate to one or more designated members of the Committee the authority to grant pre-approvals as the Committee shall determine
appropriate and in accordance with applicable legal requirements.

3. Independence of Independent Auditor. The Committee shall, at least annually, review the independence and quality control procedures of
the independent auditor and the experience and qualifications of the independent auditor’s senior personnel that are providing audit services to
the Company. In conducting its review:
· The Committee shall ensure that the independent auditor prepare and deliver, at least annually, a written statement delineating all relationships
between the independent auditor and the Company, consistent with Independence Standards Board Standard 1. The Committee shall actively
engage in a dialogue with the independent auditor with respect to any disclosed relationships or services that, in the view of the Committee, may
impact the objectivity and independence of the independent auditor. If the Committee determines that further inquiry is advisable, the Committee
shall take appropriate action in response to the independent auditor’s report to satisfy itself of the auditor’s independence.
· The Committee shall confirm with the independent auditor that the independent auditor is in compliance with the partner rotation requirements
established by the SEC.
· The Committee shall, if applicable, consider whether the independent auditor’s provision of other non-audit services to the Company is
compatible with maintaining the independence of the independent auditor.
· Without limiting the independence requirements generally applicable, procedures shall be implemented to ensure that the independent auditor
does not audit his or her own work, does not perform management functions and does not act as an advocate for the Company.
Annual Financial Statements and Annual Audit

4. Meetings with Management, the Independent Auditor and the Internal Auditor.
· The Committee shall meet with management, the independent auditor and the internal auditor in connection with each annual audit to discuss
the scope of the audit, the procedures to be followed and the staffing of the audit.

· The Committee shall review and discuss with management and the independent auditor any material off-balance sheet transactions,
arrangements, obligations (including contingent obligations) and other relationships of the Company with unconsolidated entities of which the
Committee is made aware that do not appear on the financial statements of the Company and that may have a material current or future effect on
the Company’s financial condition, results of operations, liquidity, capital expenditures, capital resources or significant components of revenues
or expenses.
· The Committee shall review and discuss the annual audited financial statements with management and the independent auditor in advance of
the issuance of such statements.

5. Separate Meetings with the Independent Auditor.
· The Committee shall review with the independent auditor any “management” or “internal control” letter issued, or proposed to be issued, by
the independent auditor to the Company.
· The Committee shall discuss with the independent auditor the report that such auditor is required to make to the Committee regarding: (i) all
accounting policies and practices to be used that the independent auditor identifies as critical; (ii) all alternative treatments within GAAP for
policies and practices related to material items that have been discussed among management and the independent auditor, including the
ramifications of the use of such alternative disclosures and treatments, and the treatment preferred by the independent auditor; and (iii) all other
material written communications between the independent auditor and management of the Company, such as any management letter, reports on
observations and recommendations on internal controls, independent auditor’s engagement letter, independent auditor’s independence letter,
schedule of unadjusted audit differences and a listing of adjustments and reclassifications not recorded, if any. The Committee shall discuss with
the independent auditor any disagreements between the independent auditor and management on financial reporting.
· The Committee shall discuss with the independent auditor the matters required to be discussed by Statement on Auditing Standards No. 61,
“Communication with Audit Committees,” as then in effect.

6. Recommendation to Include Financial Statements in Annual Report. The Committee shall, based on the review and discussions in
paragraphs 4 and 5 above, and based on the disclosures received from the independent auditor regarding its independence and discussions with
the auditor regarding such independence pursuant to subparagraph 3 above, determine whether to recommend to the Board that the audited
financial statements be included in the Company’s Annual Report on Form 10-KSB for the fiscal year subject to the audit.

Quarterly Financial Statements

7. Meetings with Management, the Independent Auditor and the Internal Auditor. The Committee shall review and discuss the quarterly
financial statements with management and the independent auditor in advance of the issuance of such statements.
Internal Audit

8. Appointment. The Committee shall review the appointment and replacement of the internal auditor.

9. Separate Meetings with the Internal Auditor. The Committee shall meet periodically with the Company’s internal auditor to discuss the
responsibilities, budget and staffing of the Company’s internal audit function and any issues that the internal auditor believes warrant audit
committee attention. The Committee shall discuss with the internal auditor any significant reports to management prepared by the internal auditor
and any responses from management.
Other Powers and Responsibilities

10. Related Party Transactions. The Committee shall review related party transactions on an ongoing basis.

11. Correspondence with Regulators. The Committee shall discuss with management and the independent auditor any correspondence from
or with regulators or governmental agencies, any employee complaints or any published reports that raise material issues regarding the
Company’s financial statements, financial reporting process, accounting policies or internal audit function.

12. Legal Matters. The Committee shall discuss with the Company’s General Counsel or outside counsel any legal matters brought to the
Committee’s attention that could reasonably be expected to have a material impact on the Company’s financial statements.

13. Foreign Operations. The Committee shall request assurances from management, the independent auditor and the Company’s internal
auditors that the Company’s foreign subsidiaries and foreign affiliated entities, if any, are in conformity with applicable legal requirements,
including disclosure of affiliated party transactions.

14. Complaints. The Committee shall establish procedures for the receipt, retention and treatment of complaints received by the Company
regarding accounting, internal accounting controls or auditing matters. The Committee shall also establish procedures for the confidential and
anonymous submission by employees regarding questionable accounting or auditing matters.

15. Reports on Financial Statements. The Committee shall provide the Company with the report of the Committee with respect to the audited
financial statements required by Item 306 of Regulation S-B, for inclusion in each of the Company’s annual proxy statements.

16. Board Reports. The Committee, through its Chair, shall report regularly to, and review with, the Board any issues that arise with respect
to the quality or integrity of the Company’s financial statements, the Company’s compliance with legal or regulatory requirements, the
performance and independence of the Company’s independent auditor, the performance of the Company’s internal audit function or any other
matter the Committee determines is necessary or advisable to report to the Board.

17. Future Amendments to Charter. The Committee shall review and reassess this Charter periodically as it deems appropriate and submit
any recommended changes to the Board for its consideration.

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

Exhibit 31.1

I, Mark Meller, certify that:

1) I have reviewed the Report being filed;

2) Based on my knowledge, the Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period
covered by the Report;

3) Based on my knowledge, the financial statements, and other financial information included in the Report, fairly present in all material

respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in the Report;

4) The small business issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in
Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business issuer and have:

(a)

(b)

(c)

(d)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under
our supervision, to ensure that material information relating to the small business issuer, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being
prepared;

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed
under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles;

Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this
report based on such evaluation; and

Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during
the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over
financial reporting; and

I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and
the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):

(a)

(b)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting
which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report
financial information; and

Any fraud, whether or not material, that involves management or other employees who have a significant role in the small
business issuer's internal control over financial reporting.

By /s/ Mark Meller
Mark Meller
Principal Executive Officer and Principal Accounting Officer

March 29, 2012

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 32.1

In connection with the Annual Report of SilverSun Technologies, Inc. (the "Company") on Form 10-K for the period ending December 31, 2011
as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Mark Meller, President, Chief Executive Officer, and
Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the

Company.

Principal Executive Officer

/s/ Mark Meller
Mark Meller

Principal Accounting Officer

March 29, 2012