Annual Report for Fiscal Year Ending May 31, 2026 (Form 10-K)

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

The following discussion should be read in conjunction with our audited financial statements and the related notes appearing elsewhere in this annual report. The Company has a fiscal year ending May 31. The comparative prior period presented is the period from March 4, 2025 (Inception) through May 31, 2025, a period of less than three months, and accordingly a comparison of the two periods is of limited usefulness.

Results of Operations

Fiscal year ended May 31, 2026 compared to the period from March 4, 2025 (Inception) to May 31, 2025

Revenues. For the fiscal year ended May 31, 2026 the Company generated revenues of $3,359, compared to no revenues in the prior period. In addition, as of May 31, 2026 the Company had deferred revenue of $18,090 relating to subscription periods that had not yet elapsed.

Operating expenses. Total operating expenses for the fiscal year ended May 31, 2026 were $111,915, compared to $199 for the period from March 4, 2025 (Inception) to May 31, 2025. Operating expenses for fiscal 2026 consisted of amortization expense of $48,211, professional fees of $35,516, server rental of $16,800, website support expense of $5,600, research and development expense of $5,500, bank service charges of $226 and business licenses and permits of $62.

Net loss. The Company recorded a net loss of $108,556 for the fiscal year ended May 31, 2026, compared to a net loss of $199 for the period from March 4, 2025 (Inception) to May 31, 2025.

Loss per share. Basic and diluted net loss per share was $(0.02) for the fiscal year ended May 31, 2026, based on a weighted average of 5,008,336 shares outstanding, compared to $(0.00) based on 808,989 weighted average shares in the prior period.

Liquidity and Capital Resources

As of May 31, 2026, we had cash of $1,421 (May 31, 2025: $2,500), total assets of $255,343 (May 31, 2025: $215,038), total liabilities of $320,673 (May 31, 2025: $210,737) and a total stockholders' deficit of $(65,330), compared to stockholders' equity of $4,301 as of May 31, 2025.

Our liabilities as of May 31, 2026 consisted of accounts payable of $199, deferred revenue of $18,090, a promissory note payable of $163,000 and a related-party loan payable of $139,384.

The available capital reserves of the Company are not sufficient for the Company to remain operational. The Company depends on continued financial support from its CEO and director under the loan agreement described in Note 8 to the financial statements, and on its ability to raise additional capital.

Cash used in operating activities. Net cash used in operating activities for the fiscal year ended May 31, 2026 was $56,056, compared to $199 in the prior period.

Cash used in investing activities. Net cash used in investing activities for the fiscal year ended May 31, 2026 was $75,595, consisting of capitalized website development costs of $25,200 and capitalized software refactoring costs of $50,395. In the prior period, net cash used in investing activities was $212,538 in connection with the acquisition of the Smarterest application.

Cash provided by financing activities. Net cash provided by financing activities for the fiscal year ended May 31, 2026 was $130,572, consisting of proceeds from the related-party loan of $117,185 and proceeds from the issuance of common stock of $38,925, partially offset by repayments of the promissory note payable of $25,538. In the prior period, net cash provided by financing activities was $215,237.

Going Concern

The Company incurred a net loss of $108,556 for the fiscal year ended May 31, 2026 and has an accumulated deficit of $108,755 as of May 31, 2026, and further losses are anticipated in the development of its business. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Management plans to finance operational expenses for the next twelve months by using available cash on hand, as well as loans from directors and/or a private offering of common stock.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Critical Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses. We believe the most significant estimates relate to the estimated useful lives of intangible assets, the assessment of the recoverability of long-lived assets and the determination of the amount of revenue to be deferred at each reporting date. Actual results could differ from these estimates.