Quarterly Report for Quarter Ending December 31, 2025 (Form 10-Q)

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

OVERVIEW

DFP Holdings Limited (the "Company" or "we") was incorporated in the State of Nevada on December 8, 2021, and has a fiscal year end of September 30.

GOING CONCERN

The Company has an accumulated deficit of $2,461,330 as of December 31, 2025. To date, the operations have been primarily financed through the issuance of common stock. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern within one year of the date that these financial statements are issued. The Company's independent registered public accounting firm, in its report on the Company's consolidated financial statements for the year ended September 30, 2025, has also expressed substantial doubt about the Company's ability to continue as a going concern. The Company's financial statements included elsewhere in this Quarterly Report do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

Management estimates that the current funds on hand will be sufficient to continue operations through the next six months. The Company's ability to continue as a going concern is dependent upon its ability to continue to implement its business plan to increase its customer base and realize increased revenues. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting year. Actual results could differ from those estimates. Significant estimates include estimates for assumptions used in impairment testing of long-term assets and the accrual of potential liabilities.

REVENUE RECOGNITION

The Company recognizes revenue in accordance with Financial Accounting Standard Board's ("FASB") Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers, following the five-step model prescribed by ASC 606, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.

The Company's revenue consists of revenue from services and revenue from products. Revenue from services represent delivering online and in-person media and leadership training courses ("service revenue") . In addition, the Company sells products to customers ("product revenue").

Revenue is recognized in the period in which the services or products are delivered, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company recognizes deferred revenue at each period end for contracts that have been paid but which the related service or product has not been performed or delivered. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue.

RECENT ACCOUNTING PRONOUNCEMENTS

See Note 1 to the Condensed Consolidated Financial Statements.

RESULTS OF OPERATIONS

2025:

For the three months ended December 31, 2025, we generated revenue of $120,890.

For the three months ended December 31, 2025, operating costs and expenses were $339,070, including cost of revenue of $97,627, general and administrative expenses of $255,136, and general and administrative expenses to related party of $128, respectively.

2024:

For the three months ended December 31, 2024, we generated revenue of $442,777.

For the three months ended December 31, 2024, operating costs and expenses were $378,552, including cost of revenue of $122,932, general and administrative expenses of $238,007, and general and administrative expenses to related party of $17,613, respectively.

Liquidity and Capital Resources

For the three-month period ended December 31, 2025, the Company recorded a net loss of $227,578 and used cash in operations of $109,546. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern within one year of the date that these financial statements are issued. In addition, the Company's independent registered public accounting firm, in its report on the Company's consolidated financial statements for the year ended September 30, 2025, has also expressed substantial doubt about the Company's ability to continue as a going concern.

The Company's ability to continue as a going concern is dependent upon the Company's ability to implement its business plans and continue receiving financial support from its officers and shareholders. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company can obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.