Elements Ventures Group Inc. Filed Primary
OTC Pink Market · First filed Jul 17, 2026 · CIK 1954227
Effective prospectus: S-1 Jul 17, 2026 (0002097570-26-000025) · terms available
“We are offering for sale a total of 6,000,000 shares of our Common Stock at a price of $0.35 per share in a "self-underwritten", best effort, no minimum basis.”
What the company does
Elements Ventures Group Inc. is a development-stage Wyoming company incorporated on January 31, 2022, founded by Dmitry Kinslikh. Its business is the development and intended commercialization of FITLY, a consumer mobile application for general health and wellness, designed to help individuals pursue general fitness, nutrition, and healthy-lifestyle goals through meal and habit tracking, wearable-device synchronization, structured multi-week wellness programs, and an assistive conversational feature. The company has not yet launched FITLY; the application is code-complete and has passed internal quality-assurance review. The company has generated no revenues since inception and is focused on raising capital to bring FITLY to market.
Use of proceeds
The company states it requires a minimum funding of $80,000 for the next twelve months to implement its plan of operations for the FITLY application. Gross proceeds to the company are $2,100,000 assuming the maximum number of shares are sold. The company will not receive any proceeds from the sale of shares by selling stockholders.
Underwriters
The completed effective-prospectus read stated no underwriters.
Extracted from S-1 0002097570-26-000025, filed Jul 17, 2026 and verified against that filing text.
Key risk factors
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Going concern doubt
“Our independent registered public accounting firm has expressed a doubt about our ability to continue as a going concern.”
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FITLY not yet launched
“Although our codebase is complete and has passed internal quality-assurance review, the application has not been deployed to a production environment, has not been tested by real users, and has not been submitted to or approved by the Apple App Store or Google Play Store.”
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Reliance on offering proceeds
“Our current operating funds are less than necessary to complete our intended operations in the technology business.”
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Self-underwritten offering with no minimum
“Our offering is being made on a best-efforts basis with no minimum amount of shares required to be sold in the offering to proceed.”
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Arbitrarily set offering price
“We have arbitrarily determined the offering price of $0.35 per share in relation to this offering.”
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Self-underwriting risk
“This offering is self-underwritten, that is, we are not going to engage the services of an underwriter to sell the shares; we intend to sell our shares through our President, who will receive no commissions.”
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Penny stock classification
“The shares being offered are defined as a penny stock under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), and rules of the Commission.”
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No public trading market
“There is presently no demand for our common stock and no public market exists for the shares being offered in this prospectus.”
Financials before the first trade
The completed SEC companyfacts import produced no qualifying full-year financial history for this filer.
Filing history
| Filed | Form | Accession | |
|---|---|---|---|
| 2026-07-17 | S-1 | 0002097570-26-000025 | View on EDGAR |
Source quotes
Offer price: “$0.35 PER SHARE”
Shares offered: “6,000,000 SHARES OF COMMON STOCK”