IMA Tech 10-Q for FY2025 Q2
IMA Tech (IMAA)
About this 10-Q
IMA Tech filed this 10-Q on December 12, 2024, covering the quarter ended October 31, 2024 (FY2025 Q2).
Headline figures
Quarter ended October 31, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $10K
- Net loss
- $12.86K
- compared with a net loss of $8825 a year earlier
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
For the quarterly period ended
For the transition period from __________ to __________
Commission file number
(Exact name of registrant as specified in its charter)
|
(State or Other Jurisdiction of Incorporation or Organization) |
7372 (Primary Standard Industrial Classification Number) |
(IRS Employer Identification Number) |
Liliia Havrykh
+
ceo@ima.gg
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock | - | - |
Securities registered pursuant to Section 12(b) of the Act:
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically on its corporate Web site, if any, every Interactive Data File required to be submitted 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 such files).
Yes [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
| Large accelerated filer | [ ] | Accelerated filer | [ ] |
| [X] | Smaller reporting company | ||
|
Emerging growth company | ||
| (Do not check if a smaller reporting company) | |||
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [ ]
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: common shares issued and outstanding as of December 11, 2024.
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IMA TECH
QUARTERLY REPORT ON FORM 10-Q
TABLE OF CONTENTS
| Page | ||
| PART I | FINANCIAL INFORMATION: | |
| Item 1. | Condensed Financial Statements (Unaudited) | 4 |
| Condensed Balance Sheets as of October 31, 2024 (Unaudited) and April 30, 2024 | 5 | |
| Condensed Statements of Operations for the three and six months ended October 31, 2024 and 2023 (Unaudited) | 6 | |
| Condensed Statements of Changes in Stockholders’ Equity (Deficit) for the three and six months ended October 31, 2024 and 2023 (Unaudited) | 7 | |
| Condensed Statements of Cash Flows for the six months ended October 31, 2024 and 2023 (Unaudited) | 8 | |
| Notes to the Condensed Financial Statements | 9 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 14 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 19 |
| Item 4. | Controls and Procedures | 19 |
| PART II | OTHER INFORMATION: | |
| Item 1. | Legal Proceedings | 20 |
| Item 1A | Risk Factors | 20 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 20 |
| Item 3. | Defaults Upon Senior Securities | 20 |
| Item 4. | Submission of Matters to a Vote of Securities Holders | 20 |
| Item 5. | Other Information | 20 |
| Item 6. | Exhibits | 20 |
| Signatures | ||
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PART I – FINANCIAL INFORMATION
Item 1. |
Financial Statements |
The accompanying interim financial statements of IMA Tech (“the Company”, “we”, “us” or “our”), have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations.
The interim financial statements are condensed and should be read in conjunction with the Company’s latest annual financial statements.
In the opinion of management, the financial statements contain all material adjustments, consisting only of normal recurring adjustments, considered necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.
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IMA Tech
Condensed Balance Sheets
|
As of October 31, 2024 |
As of April 30, 2024 |
|||||||||||||||||
| (Unaudited) | ||||||||||||||||||
| ASSETS | ||||||||||||||||||
| Current Assets | ||||||||||||||||||
| Cash | $ | $ | ||||||||||||||||
| Total Current Assets | ||||||||||||||||||
| Other Current Assets | ||||||||||||||||||
| Prepaid Expenses | ||||||||||||||||||
| Total Other Current Assets | ||||||||||||||||||
| Other Assets | ||||||||||||||||||
| Intangible Assets, net | ||||||||||||||||||
| Total Other Assets | ||||||||||||||||||
| TOTAL ASSETS | $ | $ | ||||||||||||||||
| LIABILITIES AND STOCKHOLDERS` EQUITY (DEFICIT) | ||||||||||||||||||
| Liabilities | ||||||||||||||||||
| Current Liabilities | ||||||||||||||||||
| Accounts Payable | $ | $ | ||||||||||||||||
| Deferred Revenue | ||||||||||||||||||
| Loan from Related Parties | ||||||||||||||||||
| Total Current Liabilities | ||||||||||||||||||
| Total Liabilities | ||||||||||||||||||
| Stockholders` Equity (Deficit) | ||||||||||||||||||
| Common stock, $ par value, shares authorized; and shares issued and outstanding as of October 31, 2024 and April 30, 2024, respectively | ||||||||||||||||||
| Additional Paid-in Capital | ||||||||||||||||||
| Accumulated Deficit | ( |
( |
||||||||||||||||
| Total Stockholders` Equity (Deficit) | ( |
( |
||||||||||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS` EQUITY (DEFICIT) | $ | $ | ||||||||||||||||
See accompanying notes, which are an integral part of these condensed financial statements
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IMA Tech
Condensed Statements of Operations
(Unaudited)
|
Three months ended October 31, 2024 |
Three months ended October 31, 2023 |
Six months ended October 31, 2024 |
Six months ended October 31, 2023 | |||||
| REVENUES | $ |
|
$ | $ |
|
$ |
| |
| OPERATING EXPENSES | ||||||||
| General & Administrative Expenses | ||||||||
| Amortization | ||||||||
| TOTAL OPERATING EXPENSES | ||||||||
| INCOME (LOSS) FROM OPERATIONS | ( |
( |
( |
( | ||||
| PROVISION FOR INCOME TAXES | ||||||||
| NET INCOME (LOSS) | $ | ( |
$ | ( |
$ | ( |
$ | ( |
| NET LOSS PER SHARE: BASIC AND DILUTED |
$ |
( |
$ |
( |
$ |
( |
$ |
( |
| WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED |
See accompanying notes, which are an integral part of these condensed financial statements.
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IMA Tech
Condensed Statements of Changes in Stockholders’ Equity (Deficit)
For the three and six months ended October 31, 2023 and 2024
(Unaudited)
| Common Stock | Additional Paid-in | Accumulated | Total Stockholders’ |
||||||||||||
| Shares | Amount | Capital | Deficit | Equity (Deficit) | |||||||||||
| Balance at April 30, 2023 | $ | $ | $ | ( |
$ | ||||||||||
| Net Loss | - | ( |
( |
||||||||||||
| Balance at July 31, 2023 | ( |
$ | ( |
||||||||||||
| Net Loss | - | ( |
( |
||||||||||||
| Balance at October 31, 2023 | $ | $ | $ | ( |
$ | ( |
|||||||||
| Balance at April 30, 2024 | $ | $ | $ | ( |
$ | ( |
|||||||||
| Common Shares Issued for Cash | |||||||||||||||
| Net Loss | - | ( |
( |
||||||||||||
| Balance at July 31, 2024 | ( |
( |
|||||||||||||
| Common Shares Issued for Cash | |||||||||||||||
| Net Loss | - | ( |
( |
||||||||||||
| Balance at October 31, 2024 | $ | $ | $ | ( |
$ | ( |
|||||||||
See accompanying notes, which are an integral part of these condensed financial statements.
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IMA Tech
Condensed Statements of Cash Flows
For the six months ended October 31, 2024 and 2023
(Unaudited)
|
Six months ended October 31, 2024 |
Six months ended October 31, 2023 | ||||||||
| OPERATING ACTIVITIES | |||||||||
| Net Income (Loss) | $ | ( |
$ | ( | |||||
| Adjustments to Reconcile Net loss | |||||||||
| to Net Cash Used in Operating Activities: | |||||||||
| Amortization | |||||||||
| Changes in Operating Assets and Liabilities: | |||||||||
| Prepaid Expenses | ( |
||||||||
| Accounts Payable | ( |
||||||||
| Deferred Revenue | |||||||||
| Net Cash Used in Operating Activities | ( |
( | |||||||
| INVESTING ACTIVITIES | |||||||||
| Intangible Assets | ( | ||||||||
| Net Cash Used in Investing Activities | ( | ||||||||
| FINANCING ACTIVITIES | |||||||||
| Proceeds from Loan from Related Parties | |||||||||
| Proceeds from the Sale of Common Stock | |||||||||
| Net Cash Provided by Financing Activities | |||||||||
| Net Cash Decrease for Period | ( | ||||||||
| Cash at Beginning of Period | |||||||||
| Cash at End of Period | $ | $ | |||||||
| SUPPLEMENTAL CASH FLOW INFORMATION | |||||||||
| Cash payments for: | |||||||||
| Interest | $ | $ | |||||||
| Income taxes | $ | $ | |||||||
See accompanying notes, which are an integral part of these condensed financial statements.
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IMA Tech
Notes to the Condensed Financial Statements
For the six months ended October 31, 2024 and 2023
(Unaudited)
Note 1 – Nature of Business
IMA Tech (“the Company”) was incorporated under the laws of the State of Wyoming, U.S. on March 29, 2023 (Inception). IMA Tech provides customers with an immersive experience by simplifying the process of fulfilling their requests using AI-driven avatars.
The Company specializes in developing digital avatars using a unique blend of Artificial Intelligence, and Database niche. Our technology can be applied to various industries and can be customized to meet specific business needs. Through the utilization of AI-powered avatars, we synergize Artificial Intelligence for image and video generation, and a specialized Database niche of avatars and voices, resulting in captivating interactive experiences. Our Company's business model centers on developing and operating a website featuring digital avatars.
Note 2 – Going Concern
The condensed financial statements were prepared on a going concern basis that the Company will be able to settle its obligations and
make use of its assets in the ordinary course of business in the near future. IMA Tech has only generated $14,700 of revenue and incurred
a net loss of $
The Company's capacity to operate as a going concern is reliant on its ability to generate profitable operations in the future and/or secure the required funding to meet its obligations and settle liabilities resulting from standard business operations when they become due. 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.
Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company has adopted an April 30 fiscal year-end.
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Fair Value of Financial Instruments
The Company’s financial instruments consist of cash, accounts payable, and advances payable to sole officer and director. The carrying amounts of these financial instruments approximates fair value because of the short period of time between the origination of such instruments and their expected realization.
These tiers include:
- Level 1: defined as observable inputs such as quoted prices in active markets;
- Level 2: defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
- Level 3: defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
The carrying value of cash and the Company's loan from shareholder approximates fair value due to their short-term maturity.
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 and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents
The Company considers all highly liquid
instruments purchased with a maturity of three months or less to be cash equivalents to the extent that the funds are not being held
for investment purposes. As of October 31, 2024 and April 30, 2024, our cash balance was $
Intangible Assets
The Company recognizes and discloses certain intangible assets in its financial statements, in accordance with ASC Subtopic 350-40, Internal-Use Software-Computer Software Developed or Obtained for Internal Use, and ASC Subtopic 360-10. ASC 350-40-15-2A describes internal-use software as having both of the following characteristics:
a. The software is acquired, internally developed, or modified solely to meet the entity’s internal needs.
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b. During the software’s development or modification, no substantive plan exists or is being developed to market the software externally.
ASC Subtopic 350-40 requires assets to be recorded at the cost to develop the asset and requires an intangible asset to be amortized over its useful life. Costs to renew or extent the term of an intangible asset is expensed as incurred.
As of October 31, 2024 we have accounted for
capitalized expenses related to the development of our website, totaling $
Impairment of Long-Lived Assets
The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.
Net income (loss) per common share is computed pursuant to FASB Accounting Standards Codification (“ASC”) 260, “Earnings Per Share”. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. There were no potentially dilutive common shares outstanding for the periods presented.
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Revenue Recognition
The Company recognizes revenue in accordance with Accounting Standards Codification No. 606, "Revenue from Contracts with Customers" ("ASC-606"). ASC 606 directs entities to recognize revenue when the promised goods or services are transferred to the customer. The amount of revenue recognized should equal the total consideration an entity expects to receive in return for the goods or services. The Financial Accounting Standards Board (FASB) created a five-step approach that entities should apply when determining the amount and timing of revenue recognition:
Step 1: Identify the contract with a customer.
Step 2: Identify the performance obligations in the contract.
Step 3: Determine the transaction price.
Step 4: Allocate the transaction price to the performance obligations in the contract.
Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.
The Company provides API keys that give access to the number of minutes for the video creation process using our software. The Company's policy generally requires payment upon issuance of an invoice. Once payment is received, the Company provides the key to the service and specifies the period of time (generally 1 month) for which these minutes must be used. On occasion, the Company may provide the key prior to payment with an agreed upon payment date in the executed contract. The customer may not transfer the key-access to 3rd parties. Revenue is recognized by the Company ratably over the specified period of time that the customer is granted access to our software.
During the six months ended October 31, 2024
and 2023 the Company recorded revenue of $
Foreign Currency
The Company’s functional and reporting currency is the U.S. dollar. Transactions may occur in foreign currencies and management follows ASC 830, “Foreign Currency Matters”. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the Statement of Operations.
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Dividends
The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during the periods presented.
Advertising and Marketing
The Company recognizes advertising costs in accordance with ASC 720-35, Advertising Costs , which requires that all advertising costs be expensed as incurred. Advertising and Marketing expenses for the six months ended October 30, 2024 and 2023 totaled $2,000 and $0, respectively. Prepaid advertising costs were $3,000 and $0 as of October 31, 2024 and April 30, 2024.
Recent Accounting Pronouncements
The Company has reviewed all the recent accounting pronouncements issued to date of the issuance of these financial statements and does not believe any of these pronouncements will have a material impact on the Company.
Note 4 – Capital Stock
The Company has 75,000,000 common shares authorized with a par value of $0.001 per share.
During the six months ended October 31, 2024,
the Company issued 954,912 shares of common stock for cash proceeds at $0.03 per share for a total of $
During the six months ended October 31, 2023, the Company issued no shares of common stock.
As of October 31, 2024, the Company had 5,109,878 shares issued and outstanding.
Note 5 – Related Party Transactions
To support the Company's financial needs, it may obtain advances from related parties until such time that it can sustain its operations or secure sufficient funding through the sale of its equity or traditional debt financing.
As of October 31, 2024, the
CEO and sole director of the Company had advanced $
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Note 6 – Commitments and Contingencies
Litigation
The Company was not subject to any legal proceedings from the period March 29, 2023 (Inception) to October 31, 2024, and no legal proceedings are currently pending or threatened to the best of our knowledge.
Note 7 – Subsequent Events
In accordance with ASC 855, “Subsequent Events”, the Company has analyzed its operations subsequent to October 31, 2024, and has determined that it does not have any material subsequent events to disclose in these financial statements.
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
Forward Looking Statement Notice
Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified using terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and crucial factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.
Financial information contained in this quarterly report and in our unaudited interim financial statements is stated in United States dollars and are prepared in accordance with United States accepted accounting principles.
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Business Overview
Our Company's business model centers on developing and operating a website featuring digital avatars. The website offers a wide array of customizable avatars through individual accounts, enabling personalization and interaction through digital personas. Additionally, our website provides multilingual support for up to 40 languages, ensuring a seamless experience for users from diverse linguistic backgrounds. Furthermore, users have the ability to create video presentations, depending on their objectives.
Marketing
The Company will begin its marketing program online where our potential customers are most probably able and willing to associate.
Government Regulation
We are subject to various federal, state and international laws and regulations that affect Companies conducting business on the Internet and mobile platforms, and working with virtual currencies and storing information on the blockchain including those relating to privacy, use and protection of user and employee personal information and data (including the collection of data from minors), the Internet, behavioral tracking, mobile applications, content, advertising and marketing activities (including sweepstakes, contests and giveaways), and anti-corruption. Additional laws in all of these areas are likely to be passed in the future, which could result in significant limitations on or changes to the ways in which we can collect, use, host, store or transmit the personal information and data of our customers or employees, communicate with our users, and deliver products and services, and may significantly increase our compliance costs. As our business expands to include new uses or collection of data that are subject to privacy or security regulations, our compliance requirements and costs will increase, and we may be subject to increased regulatory scrutiny.
Employees
IMA Tech is a Company with only one employee, Liliia Havrykh, our President, CEO, Treasurer, Secretary, Director. The Company may consider hiring more employees if the need arises.
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
The following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statement as of April 30, 2024.
Results of Operations
Three months ended October 31, 2024 compared to October 31, 2023
Revenue
For the three months ended October 31, 2024 we generated total revenue of $10,000.
For the three months ended October 31, 2023 we generated no revenue.
Operating expenses
Total operating expenses for three months ended October 31, 2024 were $22,856. The operating expenses included bank service charges ($25), amortization expense ($14,231), professional fees ($4,600), advertising & marketing ($2,000), and maintenance expense ($2,000).
Total operating expenses for three months ended October 31, 2023 were $8,825. The operating expenses included bank service charges ($1), amortization expense ($1,303) and professional fees ($7,521).
Net Loss
Our Net Loss for three months ended October 31, 2024 was $12,856.
Our Net Loss for three months ended October 31, 2023 was $8,825.
Six months ended October 31, 2024 compared to October 31, 2023
Revenue
For the six months ended October 31, 2024 we generated total revenue of $14,700.
For the six months ended October 31, 2023 we generated no revenue.
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Operating expenses
Total operating expenses for six months ended October 31, 2024 were $44,676. The operating expenses included bank service charges ($29), amortization expense ($28,463), professional fees ($12,184), advertising & marketing ($2,000), and maintenance expense ($2,000).
Total operating expenses for six months ended October 31, 2023 were $18,544. The operating expenses included bank service charges ($16), amortization expense ($1,973) and professional fees ($16,555).
Net Loss
Our Net Loss for six months ended October 31, 2024 was $29,976.
Our Net Loss for six months ended October 31, 2023 was $18,544.
Liquidity and Capital Resources
Six months ended October 31, 2024 compared to October 31, 2023
As of October 31, 2024 the Company had cash of $10,121 ($7,732 as of April 30, 2024) and had a negative working capital of $275,388 as of October 31, 2024.
Net cash used in operating activities for the six months ended October 31, 2024, was $28,494.
Net cash used in operating activities for the six months ended October 31, 2023, was $11,733.
We had no cash flows used in or provided by investing activities for the six months ended October 31, 2024.
Net cash used in investing activities for the six months ended October 31, 2023 was $68,238.
Net cash used in financing activities for the six months ended October 31, 2024, was $30,883.
Net cash used in financing activities for the six months ended October 31, 2023, was $64,514.
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Strategy
Our business strategy is centered around utilizing AI avatars to simplify customer requests, reduce costs, and save time for implementation.
By deploying digital avatars that serve customers remotely, we aim to improve efficiency and deliver personalized content. Through the effective use of AI technologies and leveraging our vast database, we will accurately target our audience's interests and stay at the forefront of innovation. This strategy will enhance customer experiences and increase our market competitiveness.
• Continuously invest in research and development to improve our AI avatars capabilities. Focus on enhancing the natural language processing (NLP) capabilities, machine learning algorithms, and data analytics to ensure accurate and personalized customer interactions. Explore partnerships or acquisitions to augment our technology stack and expand our offerings.
• Place a strong emphasis on delivering exceptional customer experiences through our AI avatars. Ensure that customer interactions are seamless, efficient, and personalized. Continuously gather customer feedback and leverage AI-powered sentiment analysis to understand customer satisfaction levels and identify areas for improvement.
• Position our AI avatars as a cost-saving and time-efficient solution for customers. Highlight the benefits of streamlined processes, reduced manual labor, and faster response times. Conduct regular cost analyses to optimize operations and explore automation opportunities to further enhance efficiency.
• Develop a comprehensive marketing and branding strategy to promote our AI avatars services. Utilize targeted advertising, content marketing, social media, and search engine optimization to increase brand awareness and attract potential customers. Leverage customer testimonials and case studies to showcase the effectiveness and value of our offerings.
• Maintain a strong focus on innovation to stay ahead of the competition. Regularly monitor technological advancements and industry trends to identify new opportunities for improvement and expansion. Foster a culture of experimentation and encourage employees to contribute innovative ideas to drive the evolution of our AI avatars services.
• Prioritize the security and privacy of customer data. Implement robust data protection measures, adhere to industry regulations, and ensure transparent data handling practices. Communicate our commitment to data privacy and security to build trust with customers and mitigate any potential concerns.
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Current Financial Condition
As of October 31, 2024, we have generated revenue in amount of $14,700. During the six months ended October 31, 2024, the Company issued 954,912 shares of common stock for cash proceeds at $0.03 per share for a total of $28,646. Please refer to our financial statements contained herein for more detailed information.
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
None
| Item 4. | Controls and Procedures |
Evaluation of Disclosure Controls and Procedures
Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of October 31, 2024. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.
Changes in Internal Control over Financial Reporting
During the six months ended October 31, 2024 there were no changes in our system of internal controls over financial reporting.
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PART II. OTHER INFORMATION
| ITEM 1. | LEGAL PROCEEDINGS |
We know of no legal proceedings to which we are a party or to which any of our property is the subject which are pending, threatened or contemplated or any unsatisfied judgments against us.
| ITEM 1A. | RISK FACTORS |
None
| ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
None
| ITEM 3. | DEFAULTS UPON SENIOR SECURITES |
None
| ITEM 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS |
None
| ITEM 5. | OTHER INFORMATION |
None
| ITEM 6. | EXHIBITS |
The following exhibits are included as part of this report by reference:
| 31.1 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a). | |
| 32.1 |
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, as amended, the registrant has duly caused this quarterly report to be signed on its behalf by the undersigned, there unto duly authorized on December 12, 2024.
| IMA Tech | |
| By: /s/ Liliia Havrykh | |
| Liliia Havrykh, President, Secretary, | |
| Treasurer, Director |
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EXHIBIT 31.1
CERTIFICATION
PURSUANT TO RULES 13a-14(a) AND 15d-14(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Liliia Havrykh ,certify that:
1. I have reviewed this quarterly report on Form 10-Q of Ima Tech (the “Company”) for the quarter ended October 31, 2024;
2. Based on my knowledge, this quarterly 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 this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer 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 registrant and have:
| a. | 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 registrant, 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; | |
| b. | Designed such internal control over financial reporting, or caused such internal control 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. | |
| c. | Evaluated the effectiveness of the registrant’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 | |
| d. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
| a. | 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 registrant’s ability to record, process, summarize and report financial information; and | |
| b. |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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| Date: December 12, 2024 |
| By: /s/ Liliia Havrykh | |
|
Liliia Havrykh, President, Secretary, Treasurer, Principal Executive Officer, Principal Financial and Accounting Officer, |
EXHIBIT 32.1
| 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
|
I, Liliia Havrykh, the Principal Executive Officer and Principal Financial Officer of IMA Tech (the “Company”), hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:
| (i) | the Quarterly Report on Form 10-Q of the Company, for the fiscal quarter ended October 31, 2024, and to which this certification is attached as Exhibit 32.1 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
| (ii) | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
| Date: December 12, 2024 |
| By: /s/ Liliia Havrykh | |
|
Liliia Havrykh, President, Secretary, Treasurer, Principal Executive Officer, Principal Financial and Accounting Officer, |