United KSK Corp 10-Q for FY2024 Q3

United KSK Corp (UKSK)

10-Q 2024-11-12 For: 2024-09-30

Added on April 06, 2026

About this 10-Q

United KSK Corp filed this 10-Q on November 12, 2024, covering the quarter ended September 30, 2024 (FY2024 Q3).

Headline figures

Quarter ended September 30, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $390.28K; up 83.7% from $212.5K a year earlier
Net loss: $378.97K; compared with net income of $46.09K a year earlier
Diluted EPS: $0.00; compared with $0.00 a year earlier

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Nevada		26-2723015
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		N/A		N/A

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

	PART I - FINANCIAL INFORMATION	Page

Item 1.	Financial Statements	10

	Unaudited Condensed Consolidated Balance Sheets	10

	Unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income	11

	Unaudited Condensed Consolidated Statements of Changes in Shareholders’ Deficit	12

	Unaudited Condensed Consolidated Statements of Cash Flows	13

	Notes to Unaudited Condensed Consolidated Financial Statements	14

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	33

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	45

Item 4.	Controls and Procedures	45


	PART II - OTHER INFORMATION	46

Item 1.	Legal Proceedings	46

Item 1A.	Risk Factors	46

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	46

Item 3.	Defaults Upon Senior Securities	46

Item 4.	Mine Safety Disclosures	46

Item 5.	Other Information	46

Item 6.	Exhibits	47

	SIGNATURES	48

	·	We are a holding company with operations conducted through our wholly owned subsidiaries based in Hong Kong and Singapore. This structure presents unique risks as our investors may never directly hold equity interests in our Hong Kong and Singapore subsidiaries and will be dependent upon contributions from our subsidiaries to finance our cash flow needs. Any limitation on the ability of our subsidiaries to make payments to us could have a material adverse effect on our ability to conduct business. We do not anticipate paying dividends in the foreseeable future; you should not buy our stock if you expect dividends. Please see “*Risk Factors- Because our holding company structure creates restrictions on the payment of dividends or other cash payments, our ability to pay dividends or make other payments is limited.*” set forth in the Annual Report.

	·	There is a possibility that the PRC could prevent our cash maintained in Hong Kong from leaving or the PRC could restrict the deployment of the cash into our business or for the payment of dividends. We rely on dividends from our Hong Kong subsidiary for our cash and financing requirements, such as the funds necessary to service any debt we may incur. Any such controls or restrictions may adversely affect our ability to finance our cash requirements, service debt or make dividend or other distributions to our shareholders. Please see “Risk Factors - Our Hong Kong subsidiary may be subject to restrictions on paying dividends or making other payments to us, which may restrict its ability to satisfy liquidity requirements, conduct business and pay dividends to holders of our common stock.”; “Risk Factors - PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental control of currency conversion may delay or prevent us from using the proceeds we receive from offshore financing activities to make loans to or make additional capital contributions to our Hong Kong subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand business.”; “Risk Factors - Because our holding company structure creates restrictions on the payment of dividends or other cash payments, our ability to pay dividends or make other payments is limited.” and “Transfers of Cash to and from our Subsidiaries” set forth in the Annual Report.

	·	PRC regulation of loans to and direct investments in PRC entities by offshore holding companies may delay or prevent us from using the proceeds of this offering to make loans or additional capital contributions to our operating subsidiaries in Hong Kong. Substantial uncertainties exist with respect to the interpretation of the PRC Foreign Investment Law and how it may impact the viability of our current corporate structure, corporate governance and business operations. Please see “Risk Factors- PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental control of currency conversion may delay or prevent us from using the proceeds we receive from offshore financing activities to make loans to or make additional capital contributions to our Hong Kong subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand business.” set forth in the Annual Report.

	·	In light of China’s extension of its authority into Hong Kong, the Chinese government can change Hong Kong’s rules and regulations at any time with little or no advance notice, and can intervene and influence our operations and business activities in Hong Kong. We are currently not required to obtain approval from Chinese authorities to list on U.S. exchanges. However, if our subsidiaries or the holding company were required to obtain approval in the future, or we erroneously conclude that approvals were not required, or we were denied permission from Chinese authorities to operate or to list on U.S. exchanges, we will not be able to continue listing on a U.S. exchange and the value of our common stock would likely significantly decline or become worthless, which would materially affect the interest of the investors. There is a risk that the Chinese government may intervene or influence our operations at any time, or may exert more control over offerings conducted overseas and/or foreign investment in Hong Kong-based issuers, which could result in a material change in our operations and/or the value of our securities. Further, any actions by the Chinese government to exert more oversight and control over offerings that are conducted overseas and/or foreign investment in China-based issuers would likely significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless. Please see “Risk Factors-We face the risk that changes in the policies of the PRC government could have a significant impact upon the business we may be able to conduct in the Hong Kong and the profitability of such business.” and “Substantial uncertainties and restrictions with respect to the political and economic policies of the PRC government and PRC laws and regulations could have a significant impact upon the business that we may be able to conduct in the PRC and accordingly on the results of our operations and financial condition.” and “The Chinese government exerts substantial influence over the manner in which we must conduct our business activities. We are currently not required to obtain approval from Chinese authorities to list on U.S. exchanges. However, to the extent that the Chinese government exerts more control over offerings conducted overseas and/or foreign investment in China-based issuers over time and if our PRC subsidiaries or the holding company were required to obtain approval in the future and were denied permission from Chinese authorities to list on U.S. exchanges, we will not be able to continue listing on U.S. exchange and the value of our common stock may significantly decline or become worthless, which would materially affect the interest of the investors.” set forth in the Annual Report.

	·	Governmental control of currency conversion may limit our ability to utilize our revenues effectively and affect the value of your investment.

	·	We may become subject to a variety of laws and regulations in the PRC regarding privacy, data security, cybersecurity, and data protection. We may be liable for improper use or appropriation of personal information provided by our customers. Please see “Risk Factors- The Chinese government exerts substantial influence over the manner in which we must conduct our business activities. We are currently not required to obtain approval from Chinese authorities to list on U.S exchanges. However, to the extent that the Chinese government exerts more control over offerings conducted overseas and/or foreign investment in China-based issuers over time and if our PRC subsidiaries or the holding company were required to obtain approval in the future and were denied permission from Chinese authorities to list on U.S. exchanges, we will not be able to continue listing on U.S. exchange and the value of our common stock may significantly decline or become worthless, which would materially affect the interest of the investors.” set forth in the Annual Report.

	·	Under the Enterprise Income Tax Law of the PRC (“EIT Law”), we may be classified as a “Resident Enterprise” of China. Such classification will likely result in unfavorable tax consequences to us and our non-PRC shareholders. Please see “*Risk Factors- Our global income may be subject to PRC taxes under the PRC Enterprise Income Tax Law, which could have a material adverse effect on our results of operations.*” set forth in the Annual Report.

	·	Failure to comply with PRC regulations relating to the establishment of offshore special purpose companies by PRC residents may subject our PRC resident Shareholders to personal liability, may limit our ability to acquire Hong Kong and PRC companies or to inject capital into our Hong Kong subsidiary, may limit the ability of our Hong Kong subsidiaries to distribute profits to us or may otherwise materially and adversely affect us.

	·	You may be subject to PRC income tax on dividends from us or on any gain realized on the transfer of shares of our common stock. Please see “*Risk Factors- Dividends payable to our foreign investors and gains on the sale of our shares of common stock by our foreign investors may become subject to tax by the PRC.*” set forth in the Annual Report.

	·	We face uncertainties with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies. Please see “*Risk Factors- We and our shareholders face uncertainties with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies.*” set forth in the Annual Report.

	·	We are organized under the laws of the State of Nevada as a holding company that conducts its business through a number of subsidiaries organized under the laws of foreign jurisdictions such as Hong Kong, Singapore and the British Virgin Islands. This may have an adverse impact on the ability of U.S. investors to enforce a judgment obtained in U.S. Courts against these entities, bring actions in Hong Kong against us or our management or to effect service of process on the officers and directors managing the foreign subsidiaries. Please see “Risk Factors- Substantially all of our assets and a majority of our officers and directors are located in Hong Kong. The balance of our directors and officers are located in Singapore. As a result, it may be difficult for stockholders to enforce any judgment obtained in the United States against us, our officers or directors, which may limit the remedies otherwise available to our stockholders.” set forth in the Annual Report.

	·	U.S. regulatory bodies may be limited in their ability to conduct investigations or inspections of our operations in China.

	·	There are significant uncertainties under the EIT Law relating to the withholding tax liabilities of our PRC subsidiary, and dividends payable by our PRC subsidiary to our offshore subsidiaries may not qualify to enjoy certain treaty benefits. Please see “*Risk Factors- Our global income may be subject to PRC taxes under the PRC Enterprise Income Tax Law, which could have a material adverse effect on our results of operations*.” set forth in the Annual Report.


	September 30, 2024			December 31, 2023
				(Restated)
ASSETS
Current assets:
Account receivables	$	210,761		$	74,263
Cash and cash equivalents		159,992			120,319
Prepaid expenses and other current assets		17,125			1,537
Total current assets		387,878			196,119

Non-current assets:
Construction in progress		1,293,375			886,896
Property and equipment, net		752,400			764,371
Right-of-use assets, net		1,274,043			1,357,270
Total non-current assets		3,319,818			3,008,537

TOTAL ASSETS	$	3,707,696		$	3,204,656

LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current liabilities:
Account payables	$	3,218		$	57,243
Accrued liabilities and other payables		770,093			120,779
Amounts due to directors		1,651,554			1,020,409
Construction payable		378,379			639,751
Convertible note payable		170,000			–
Promissory notes		5,500,000			–
Lease liabilities		96,409			88,816
Promissory note payable		16			–
Tax payable		53,745			17,420
Total current liabilities		8,623,414			1,944,418

Non-current liabilities:
Lease liabilities		1,278,876			1,345,094
TOTAL LIABILITIES		9,902,290			3,289,512

Commitments and contingencies		–			–

Shareholders’ deficit:
Preferred stock, par value $0.0001, 30,000,000,000 shares authorized, 18,999,999 and 18,999,999 shares undesignated as of September 30, 2024 and December 31, 2023, respectively		–			–
Preferred stock, Series A, par value $0.0001, 10,000,000 shares designated, 10,000,000 and 0 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		1,000			–
Preferred stock, Series B, par value $0.0001, 1,000,000 shares designated, 366,346 and 0 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		37			–
Preferred stock, Series C, par value $0.001, 1 share designated, 1 and 0 share issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		1			–
Common stock, par value $0.0001, 270,000,000,000 shares authorized, 308,958,835 and 148,148,150 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		30,897			14,815
Additional paid-in capital		–			–
Accumulated other comprehensive income		921			61
Accumulated losses		(6,227,450	)		(99,732	)
Total shareholders’ deficit		(6,194,594	)		(84,856	)
TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT	$	3,707,696		$	3,204,656


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2024			2023			2024			2023

Revenues	$	390,275		$	212,502		$	1,019,593		$	406,607
Cost of revenues		(193,891	)		(88,893	)		(517,252	)		(181,675	)
Gross profit		196,384			123,609			502,341			224,932

Operating expenses:
General and administrative expenses		(573,438	)		(57,737	)		(732,377	)		(144,610	)
Total operating expenses		(573,438	)		(57,737	)		(732,377	)		(144,610	)
(Loss) income from operations		(377,054	)		65,872			(230,036	)		80,322

Other income:
Interest income		612			108			1,597			420
Total other income		612			108			1,597			420
(Loss) income before income taxes		(376,442	)		65,980			(228,439	)		80,742
Income tax expense		(2,531	)		(19,887	)		(36,045	)		(19,887	)
Net (loss) income		(378,973	)		46,093			(264,484	)		60,855

Other comprehensive income:
Foreign currency adjustment (loss) gain		705			(37	)		860			321
Comprehensive (loss) income	$	(378,268	)	$	46,056		$	(263,624	)	$	61,176

Net (loss) income per share:
Basic ⁽¹⁾	$	(0.00	)	$	0.00		$	(0.00	)	$	0.00
Diluted ⁽¹⁾	$	(0.00	)	$	0.00		$	(0.00	)	$	0.00

Weighted average common shares outstanding:
Basic ^#		167,498,301			148,148,150			152,650,588			148,148,150
Diluted ^#		167,498,301			148,148,150			152,650,588			148,148,150


	Preferred stock				Common stock				Additional			Accumulated other comprehensive			(Accumulated deficit)			Total shareholders’
	No. of shares		Amount		No. of shares		Amount		paid-in capital			income (loss)			Retained earnings			(deficit) equity

For the Three and Nine Months Ended September 30, 2024
Balance as of January 1, 2024 (restated)		–	$	–		148,148,150	$	14,815	$	–		$	61		$	(99,732	)	$	(84,856	)
Foreign translation adjustment		–		–		–		–		–			159			–			159
Net income for the period		–		–		–		–		–			–			43,715			43,715
Balance as of March 31, 2024		–		–		148,148,150		14,815		–			220			(56,017	)		(40,982	)
Foreign translation adjustment		–		–		–		–		–			(4	)		–			(4	)
Net income for the period		–		–		–		–		–			–			70,774			70,774
Balance as of June 30, 2024		–		–		148,148,150		14,815		–			216			14,757			29,788
Share issued for acquisition of legal acquirer		10,366,346		1,038		160,810,685		16,082		41,639,772			–			(47,503,006	)		(5,846,114	)
Recapitalization of legal acquirer		–		–		–		–		(41,639,772	)		–			41,639,772			–
Foreign translation adjustment		–		–		–		–		–			705			–			705
Net loss for the period		–		–		–		–		–			–			(378,973	)		(378,973	)
Balance as of September 30, 2024		10,366,346	$	1,038		308,958,835	$	30,897	$	–		$	921		$	(6,227,450	)	$	(6,194,594	)

For the Three and Nine Months Ended September 30, 2023
Balance as of January 1, 2023 (restated)	–	$	–	148,148,150	$	14,815	$	–	$	31		$	(109,076	)	$	(94,230	)
Foreign translation adjustment	–		–	–		–		–		509			–			509
Net income for the period	–		–	–		–		–		–			8,994			8,994
Balance as of March 31, 2023	–		–	148,148,150		14,815		–		540			(100,082	)		(84,727	)
Foreign translation adjustment	–		–	–		–		–		(151	)		–			(151	)
Net income for the period	–		–	–		–		–		–			5,768			5,768
Balance as of June 30, 2023	–		–	148,148,150		14,815		–		389			(94,314	)		(79,110	)
Foreign translation adjustment	–		–	–		–		–		(37	)		–			(37	)
Net income for the period	–		–	–		–		–		–			46,093			46,093
Balance as of September 30, 2023	–	$	–	148,148,150	$	14,815	$	–	$	352		$	(48,221	)	$	(33,054	)


	For the Nine Months Ended September 30,
	2024			2023
Cash flows from operating activities:
Net (loss) income	$	(264,484	)	$	60,855
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Depreciation of property and equipment		55,658			5,442
Amortization of right-of use assets		89,408			28,426
Interest expenses on lease liabilities		60,648			887

Change in operating assets and liabilities:
Account receivables		(136,498	)		(100,150	)
Account payables		(54,025	)		27,245
Construction payable		(261,372	)		–
Prepaid expenses and other current assets		(13,597	)		(1,532	)
Accrued liabilities and other payable		471,225			5,894
Operating lease liabilities		(125,961	)		(3,064	)
Income tax payable		36,045			19,887
Net cash (used in) provided by operating activities		(142,953	)		43,890

Cash flows from investing activities:
Purchase of property and equipment		(446,497	)		(675,299	)
Net cash used in investing activities		(446,497	)		(675,299	)

Cash flows from financing activities:
Advance from a director		631,145			609,824
Net cash provided by financing activities		631,145			609,824

Effect of exchange rate on cash and cash equivalents		(2,022	)		323
Net change in cash and cash equivalents		39,673			(21,262	)
Cash and cash equivalents at beginning of the period		120,319			52,633
Cash and cash equivalents at end of the period	$	159,992		$	31,371

Supplemental disclosure of cash flow information:
Cash paid for income taxes	$	–		$	–
Cash paid for interest	$	–		$	–

Non-cash investing and financing activities:
Issuance of promissory notes for earnout liabilities through Share Exchange Transaction	$	5,500,000		$	–

Schedule of description of subsidiaries
Name	Place of incorporation and kind of legal entity	Principal activities and place of operation	Particulars of registered/paid up share capital	Effective interest held

United Warehouse Management Corp. (“UWMC”)	British Virgin Islands	Investment holding	50,000 ordinary shares at par value of US$1 each	100%

KSK Logistics Limited (“KSK”)	Hong Kong	Provision of logistic services	1 ordinary share for HK$1	100%

Propose Enterprise Limited (“PEL”)	Hong Kong	Provision of financing services	100 ordinary shares for HK$100	100%

United Warehouse Management Limited (“UWML”)	Hong Kong	Provision of warehousing and support activities for transportation	10,000 ordinary shares for HK$10,000	100%

Schedule of expected useful life
		Expected useful life
Warehouse facilities		Over the shorter of 12 years or lease term
Equipment		3 years
Motor vehicle		3 years

·	identify the contract with a customer;
·	identify the performance obligations in the contract;
·	determine the transaction price;
·	allocate the transaction price to performance obligations in the contract; and
·	recognize revenue as the performance obligation is satisfied.

Schedule of translation rates
	September 30, 2024		September 30, 2023
Period-end HKD:US$ exchange rate		0.1287		0.1277
Period average HKD:US$ exchange rate		0.1280		0.1276

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

Schedule of revenue by revenue source
		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
Type of revenue	Point of recognition	2024		2023		2024		2023

Financial consulting income	Point-in-time	$	51,204	$	177,961	$	148,222	$	372,066
Logistic service income	Point-in-time		204,433		34,541		468,142		34,541
Warehousing service income	Over time		134,638		–		403,229		–
Total revenues		$	390,275	$	212,502	$	1,019,593	$	406,607

Schedule of supplemental balance sheet information
	As of
	September 30, 2024		December 31, 2023
Operating lease:
Right-of-use asset, net	$	1,274,043	$	1,357,270

Lease liabilities:
Current lease liabilities	$	96,409	$	88,816
Non-current lease liabilities		1,278,876		1,345,094

Total lease liabilities	$	1,375,285	$	1,433,910

Schedule of other supplemental information
	As of
	September 30, 2024		December 31, 2023
Weighted average discount rate		5.75%		5.75%
Weighted average remaining lease term (years)		11.12		11.87

Schedule of future minimum lease payments
Year ending December 31,
2024 (remaining three months)	$	43,243
2025		172,973
2026		172,973
2027		172,973
2028		172,973
Thereafter		1,130,505
Total minimum finance lease liabilities payment		1,865,640
Less: imputed interest		(490,355	)

Future minimum lease liabilities	$	1,375,285

Schedule of basic and diluted net loss income per share
	For the Three Months Ended September 30,					For the Nine Months Ended September 30,
	2024			2023		2024			2023
Net (loss) income attributable to common stockholders	$	(378,973	)	$	46,093	$	(264,484	)	$	60,855

Weighted average common shares outstanding:
Basic		167,498,301			148,148,150		152,650,588			148,148,150
Diluted		167,498,301			148,148,150		152,650,588			148,148,150

Net loss per share:
Basic #	$	(0.00	)	$	0.00	$	(0.00	)	$	0.00
Diluted #	$	(0.00	)	$	0.00	$	(0.00	)	$	0.00

Schedule of income (loss) before income tax
	For the Nine Months Ended September 30,
	2024			2023
Tax jurisdiction from:
- Local	$	(240,000	)	$	–
- Foreign, including
British Virgin Islands		(246,562	)		–
Hong Kong		258,123			80,742
(Loss) income before income taxes	$	(228,439	)	$	80,742

Schedule of provision for income taxes
	For the Nine Months Ended September 30,
	2024		2023
Current:
- Local	$	–	$	–
- Foreign		36,045		19,887

Deferred:
- Local		–		–
- Foreign		–		–
Income tax expense	$	36,045	$	19,887

Schedule of income tax expense
	For the Nine Months Ended September 30,
	2024			2023
Income before income taxes	$	222,078		$	60,855
Statutory income tax rate		16.5%		$	16.5%
Income tax expense at statutory rate		36,643			10,041
Tax effect of non-taxable items		(598	)		(69	)
Tax effect of non-deductible items		–			9,915
Income tax expense	$	36,045		$	19,887

Schedule of deferred tax assets
	As of
	September 30, 2024			December 31, 2023

Deferred tax assets:
NOL – US tax regime	$	240,000		$	–
NOL – British Virgin Islands regime		246,562			–
NOL – Hong Kong tax regime		–			41,630
		486,562			41,630
Less: valuation allowance		(486,562	)		(41,630	)
Deferred tax assets, net	$	–		$	–

Schedule of concentrations of risk
	Nine months ended September 30, 2024				September 30, 2024
Customer	Revenues		Percentage of revenues		Accounts receivable
Customer A	$	403,229		39.55%	$	45,045
Customer B	$	348,898		34.22%	$	91,501

	Nine months ended September 30, 2023				September 30, 2023
Customer	Revenues		Percentage of revenues		Accounts receivable
Customer C	$	172,911		42.53%	$	32,529
Customer D	$	101,935		25.07%	$	4,991
Customer E	$	46,898		11.53%	$	3,192


	Three months ended September 30, 2024				September 30, 2024
Customer	Revenues		Percentage of revenues		Accounts receivable
Customer A	$	134,638		34.50%	$	45,045
Customer B	$	138,982		35.61%	$	91,501

	Three months ended September 30, 2023				September 30, 2023
Customer	Revenues		Percentage of revenues		Accounts receivable
Customer B	$	31,069		14.62%	$	31,074
Customer C	$	78,620		37.00%	$	32,529
Customer D	$	38,465		18.10%	$	4,991
Customer F	$	27,444		12.91%	$	7,532

	Nine months ended September 30, 2023				September 30, 2023
Vendor	Cost of revenues		Percentage cost of revenues		Accounts payable
Vendor A	$	50,528		27.81%	$	–
Vendor B	$	27,242		14.99%	$	27,245
Vendor C	$	38,933		21.43%	$	–

	·	KSK: Last mile deliveries for retail and business customers;
	·	UWML: Provides warehousing and distribution services; and
	·	PEL: Provides business advisory solutions to customers which may provide a lead to our logistic and warehousing services.


Stock	Voting Rights	Ownership
Common Stock	One vote per share	7.16% held by Lee Ying Chiu Herbert. 8.78% held by Young Chi Kin Eric. 8.78% held by Chan Sze Yu.
Series A Preferred Stock	Holders of Series A Preferred Stock are entitled to vote on matters submitted to a vote of the shareholders with each one share having 200 votes. Series A Preferred Stock do not convert into Common Stock.	100% held by Young Chi Kin Eric.
Series B Preferred Stock	Holders of Series B Preferred Stock have no voting rights, and Series B Preferred Stock do not convert into Common Stock.	Approximately 92% held by Lee Ying Chiu Herbert.
Series C Convertible Preferred Stock	Holders of Series C Convertible Preferred Stock are generally not allowed to vote on an “as converted” basis on matters submitted to holders of the common stock, or any class thereof. Each one share of Series C Convertible Preferred Stock converts into 9.99% of the outstanding shares of common stock less the number of shares of common stock held by the holder; provided that any such optional conversion must involve the conversion of all of the holder’s shares of Series C Convertible Preferred Stock.	100% held by Lee Ying Chiu Herbert.


	Nine Months ended September 30,
Types of segments/revenue sources	2024		2023

Supply chain segment:
Logistic services	$	468,142	$	34,541
Warehousing services		403,229		–
		871,371		34,541
Financial segment:
Financial consulting services		148,222		372,066

	$	1,019,593	$	406,607


	Three Months Ended September 30,
	2024			2023

Revenues	$	390,275		$	212,502
Cost of revenues		(193,891	)		(88,893	)
Gross profit		196,384			123,609
Operating expenses:
General and administrative expenses		(573,438	)		(53,737	)
Total operating expenses		(573,438	)		(53,737	)
(Loss) income from operations		(377,054	)		65,872
Other income		612			108
(Loss) income before income taxes		(376,442	)		65,980
Income tax expense		(2,531	)		(19,887	)
Net (loss) income	$	(378,973	)	$	46,093

Exhibit No.		Description

3.1		Restated Articles of Incorporation (1)
3.2		Amended and Restated Certificate of Designation, Preferences and Rights of Series B Preferred Stock (2)
3.3		Certificate of Amendment to Restated Articles of Incorporation filed January 17, 2023 (3)
3.4		Certificate of Amendment to Restated Articles of Incorporation filed April 23, 2024 (3)
3.5		Bylaws (1)
4.1		Specimen certificate evidencing shares of Common Stock (1)
4.2		Description of Securities (4)
10.1		Stock Purchase Agreement, dated August 15, 2024, by and between Marvion Inc., United Warehouse Management Corp., a British Virgin Island corporation, and the shareholders of United Warehouse Management Corp. (5)
10.2		Form of Promissory Note made by Marvion Inc. in favor of Chan Sze Yu. (5)
10.3		Form of Promissory Note made by Marvion Inc. in favor of Fong Hiu Ching. (5)
10.4		Form of Promissory Note made by Marvion Inc. in favor of Young Chi Kin Eric. (5)
10.5		Share Exchange Agreement Version 2021001 posted and available for public on 18 October, 2021 on http://www.marvion.media (1)
10.6		Confirmation dated October 18, 2021 by and among Lee Ying Chiu Herbert, So Han Meng Julian and Bonanza Goldfields Corp. (1)
10.7		Lease, dated April 1, 2024, by and between Giant Winner Limited and United Warehouse Management Limited covering 80,000 sq. ft.(4)
10.8		Lease, dated July 12, 2023, by and between Cheung Shun Shui and United Warehouse Management Limited(4)
10.9		Marvion Inc. 2023 Incentive Stock Plan (6)
10.10		Service Agreement, dated October 2, 2024, by and between United Warehouse Limited and StarWarehouse Engineering Limited *
21		Subsidiaries*
31.1		Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
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 *
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document *
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document *
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) *
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document *
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document *
101.SCH		Inline XBRL Taxonomy Extension Schema Document *
104		Cover Page Interactive Data File (formatted in inline XBRL, and included in exhibit 101).

(1)	Incorporated by reference to the Exhibits to the Registration Statement on Form 10 filed with the Securities and Exchange Commission on October 26, 2021.
(2)	Incorporated by reference to the Exhibits to the Registration Statement on Form 10 filed with the Securities and Exchange Commission on December 14, 2021.
(3)	Incorporated by reference to the Exhibits to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2024.
(4)	Incorporated by reference to the Exhibits to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 13, 2024.
(5)	Incorporated by reference to the Exhibits to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 15, 2024.
(6)	Incorporated by reference to the Exhibit 99.1 to the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on September 21, 2023.