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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

 Balance

 ANNUAL REPORT under SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the fiscal year ended: December 31, 2023

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the transition period from ______ to ______

 Commission
File No. 000-55611

 Hubilu
Venture Corporation

 (Exact
Name of Registrant as Specified in its Charter)

 Delaware

 47-3342387

 (State
 or other Jurisdiction of

 (I.R.S.
 Employer

 Incorporation
 or Organization)

 Identification
 No.)

South Beverly Drive, Suite 205, Beverly Hills, CA 90212

 (Address
of principal executive offices) (Zip Code)

 Registrant's
telephone number, including area code: (310) 308-7887

 Common
 Stock, no par value per share

 None

 (Title
 of Each Class)

 (Name
 of Each Exchange on Which Registered)

 Securities
registered under Section 12(g) of the Exchange Act: Common Stock, $0.001 par value

by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes No

by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the 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. Yes No

by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data
File required to be submitted and posted 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 and post such files). Yes No [check
"yes" if statement is accurate.]

by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not
contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

by check mark whether the registrant is a large accelerated filer, an accelerated filer, non-accelerated filer or a small. See definition
of "large accelerated filer, accelerated filer and smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

 Large
 accelerated filer

 Accelerated
 filer

 Non-accelerated
 filer

 Smaller
 reporting company

 (Do
 not check if smaller reporting

 company)

 If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements.

by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No

 The
aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, 2023 was $ 110,040.

 The
number of shares of the registrant's common stock issued and outstanding as of April 16, 2024 was 26,237,125.

 table
of contents

 Item 1. Description of Business.

 Item 1A. Risk Factors

 Item 1B. Unresolved Staff Comments

 Item 1C. Cybersecurity

 Item 2. Properties

 Item 3. Legal Proceedings

 Item 4. Mine Safety Disclosures

 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 Item 6. [Reserved]

 Item 7. Management's Discussion and Analysis of Financial Conditions and Results of Operations

 For the Year Ended December 31, 2023 compared to the comparable period in 2022

 Item 7A. Quantitative and Qualitative Disclosures about Market Risk

 Item 8. Financial Statements and Supplementary Data (PCAOB ID:2738)

 Consolidated Balance Sheets

 Consolidated Statements of Operations

 Consolidated Statement of Stockholder's Deficit

 Consolidated Statements of Cash Flows

 Notes to the Consolidated Financial Statements

 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures.

 Item 9A. Controls and Procedures.

 Item 9B. Other Information.

 Item 10. Directors, Executive Officers and Corporate Governance.

 Item 11. Executive Compensation

 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

 Item 13. Certain Relationships and Related Transactions, and Director Independence.

 Item 14. Principal Accountant Fees and Services.

 Item 15. Exhibits, Financial Statement Schedules.

 SIGNATURES

 CAUTIONARY
NOTE ABOUT FORWARD-LOOKING STATEMENTS

 The
information contained in this Report includes some statements that are not purely historical and that are "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and as such, may involve risks and uncertainties. These
forward-looking statements relate to, among other things, expectations of the business environment in which we operate, perceived opportunities
in the market and statements regarding our mission and vision. In addition, any statements that refer to projections, forecasts or other
characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. You can generally
identify forward-looking statements as statements containing the words "anticipates," "believes," "continue,"
"could," "estimates," "expects," "intends," "may," "might," "plans,"
"possible," "potential," "predicts," "projects," "seeks," "should,"
"will," "would" and similar expressions, or the negatives of such terms, but the absence of these words does
not mean that a statement is not forward-looking.

 Forward-looking
statements involve risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in the
forward-looking statements. The forward-looking statements contained herein are based on various assumptions, many of which are based,
in turn, upon further assumptions. Our expectations, beliefs and forward-looking statements are expressed in good faith on the basis
of management's views and assumptions as of the time the statements are made, but there can be no assurance that management's
expectations, beliefs or projections will result or be achieved or accomplished.

 In
addition to other factors and matters discussed elsewhere herein, the following are important factors that, in our view, could cause
actual results to differ materially from those discussed in the forward-looking statements: technological advances, impact of competition,
dependence on key personnel and the need to attract new management, effectiveness of cost and marketing efforts, acceptances of products,
ability to expand markets and the availability of capital or other funding on terms satisfactory to us. We disclaim any obligation to
update forward-looking statements to reflect events or circumstances after the date hereof.

 For
a discussion of the risks, uncertainties, and assumptions that could affect our future events, developments or results, you should carefully
review the "Risk Factors" set forth under "Item 1. Description of Business" below. Considering these risks, uncertainties
and assumptions, the future events, developments or results described by our forward-looking statements herein could turn to be materially
different from those we discuss or imply.

 PART
I

 Item
1. Description of Business.

 Organization

 We
were incorporated in the State of Delaware as a for-profit company on March 2, 2015 and established a fiscal year end of December 31.
On March 4, 2015, we filed a Certificate of Correction to the Certificate of Incorporation to correct our name to Hubilu Venture Corporation
from Hubilu Venture Corp. On March 5, 2015, our incorporator adopted our bylaws and appointed our sole director. We were formed to provide
consulting and advisory services to real estate professionals and investors to assist them in finding properties and evaluating them
for purchase or leasing. We are not a real estate brokerage firm and do not engage in real estate brokerage activities.

 Our
services are focused on the research and analysis of real estate properties and advising clients on the best use of their real estate
assets. On August 18, 2016 we established a real estate acquisitions' division seeking to raise money and acquire real estate assets.

 On
March 5, 2015, we issued 25,000,000 shares of our common stock, valued at $0.001 per share, to our founder, David Behrend for $75,000
in cash or $0.003 per share. On April 30, 2015, Mr. Behrend transferred his shares to Jacaranda Investments, Inc., a Wyoming corporation
he previously owned, but sold on June 24, 2022, in exchange for 30,000 shares of Jacaranda's common shares. From April 7, 2015
to May 7, 2015, we sold and issued 235,000 shares of our common stock at a price of $0.10 per share for $23,500 to 40 accredited investors.
On May 4, 2015, we issued 191,500 shares of our common stock, valued by our sole director at $0.10 per share, or $19,150, to 12 individuals
for services rendered to us. Six of these individuals had already purchased shares of our common stock at the price of $0.10 per share.
On October 1, 2016, we issued 100,000 shares to 5 individuals for share-based compensation, valued by our sole director at $0.10 per
share, for compensation of $50,000 for services rendered to us by them. Presently, we estimate our monthly burn rate is approximately
$30,000 per month, which consists of general and administrative expenses, consulting fees, professional fees, property taxes, rent, repairs
and maintenance, transfer agent and filings fees and utilities. We believe that our revenues will cover our burn rate over the next 12
months.

 Our
principal business, executive and registered statutory office is located at 205 South Beverly Drive, Suite 205, Beverly Hills, CA 90212
and our telephone number is (310) 308-7887 and email contact is info@hubilu.com. Our URL address is www.hubilu.com.

 Business

 We
were formed as a real estate consulting and acquisition firm that commenced operations in March 5, 2015, and, until June 2015, was limited
to organizational and business development activities. In June 2015, we entered into our first consulting agreement with a client. As
a real estate advisory and consulting company, we assist real estate investor professionals, as well as established companies, with advisory
and consulting services focused on providing research, analysis and acquisition opportunities to them. Our mission is to assist investors
and professionals in the early stage analysis of market opportunities and the evaluation of properties prior to them committing capital
for the purchase or the leasing of real estate properties. We are not real estate brokers and do not intend to offer brokerage services.

 Commencing
in June 2015, we engaged our first client, 112 South Eucalyptus Avenue, LLC, to assist it in evaluating the best use of its property.

 Real
Estate Acquisitions

 On
August 18, 2016, we launched a real estate acquisition division to acquire real estate for our company.

 In
2017, we acquired 2 rental properties.

 On
September 15, 2017, we hired Earn By SEO, which specializes in Search Engine Optimization and Social Media Optimization, to enhance our
Hubilu.com website to drive traffic and expand our investor and social media presence. This company also assisted us with launching our
student housing rental site, Hubiluhousing.com, which went live on March 16, 2018. This was a needed adjunct to assist with our aggressive
marketing of rentals and also allow our students ease to locate and sign rental contracts, which is all online now.

 On
January 4, 2018, we started to accept Crypto currency as a form of rental payment for our properties.

 On
March 7, 2018, we contracted with Pacific Green Homes to install solar technology on our property located at 3711 S. Western Ave in Los
Angeles. The solar panels were installed and became operational on May 26, 2018. This has reduced our electric operating costs, resulting
in greater returns for our investors.

 On
May 31, 2018 we acquired Sunza Investments, LLC, and its real property asset located at 3910 Walton Street in Los Angeles.

 On
September 27, 2018, through our subsidiary, Sunza Investments, LLC, we acquired a real property asset located at 3910 Wisconsin Ave in
Los Angeles.

 On
December 31, 2018, we acquired Lantana Investments, LLC, and its real property asset located at 1557 W. 29 th Street in Los
Angeles.

 On
July 12, 2019, we acquired Elata Investments, LLC, and its real property asset located at 1267 W. 38 th Street in Los Angeles.

 On
December 13, 2019, though our subsidiary Elata Investments, LLC, we acquired a real property asset located at 4016 Dalton Avenue in Los
Angeles.

 On
December 30, 2019, through our subsidiary Elata Investments, LLC, we acquired a real property asset located at 1618 W. 38 th Street

 On
December 31, 2019, we acquired Kapok Investments, LLC, and its real property asset located at 1981 Estrella Avenue in Los Angeles.

 On
December 31, 2019 we acquired Trilosa Investments, LLC, and its real property asset located at 717 W. 42 nd Place in Los Angeles.

 On
December 31, 2019 we acquired Boabab Investments, LLC, and its real property asset located at 2115 Portland Avenue in Los Angeles.

 On
February 22, 2020 we acquired, through our subsidiary Trilosa Investments, LLC, and its real property asset located at 3906 Denker in
Los Angeles.

 On
July 24, 2020, we acquired, through our subsidiary Lantana Investments, LLC, and its real property asset located at 3408 Budlong Avenue

 On
November 8, 2020, we acquired, through our subsidiary Kapok Investments, LLC, and its real property asset located at 3912 S. Hill Street

 On
February 1, 2021, we acquired, through our subsidiary Trilosa Investments, LLC, and its real property asset located at 4009 Brighton
Avenue in Los Angeles.

 On
June 18, 2021, we acquired, through our subsidiary Investments, LLC, and its real property asset located at 3909 Denker Avenue in Los
Angeles.

 On
July 22, 2021, we acquired, through our subsidiary Sunza Investments, LLC, and its real property asset located at 4021 Halldale Avenue

 On
August 9, 2021, we acquired, through its subsidiary, Zinnia Investments, LLC, and its real property asset located at 1284 W. 38 th
 Street in Los Angeles.

 On
September 20, 2021, we acquired, through its subsidiary, Boabab Investments, LLC, and its real property asset located at 4505 Orchard
Avenue in Los Angeles.

 On
October 6, 2021, we acquired, through our subsidiary Lantana Investments, LLC, and its real property asset located at 3777 Ruthelen Street

 On
January 7, 2022, we acquired, through its subsidiary, Boabab Investments, LLC, and its real property asset located at 3791 S. Normandie
Avenue in Los Angeles.

 On
January 20, 2022, we acquired, through its subsidiary, Boabab Investments, LLC, and its real property asset located at 2029 W. 41 st
 Place in Los Angeles.

 On
March 2, 2022, we acquired, through its subsidiary, Trilosa Investments, LLC, and its real property asset located at 4517 Orchard Avenue

 On
March 25, 2022, we acquired, through its subsidiary, Mopane Investments, LLC, and its real property asset located at 1733 W. 37 th
 Street in Los Angeles.

 Real
Estate Consulting:

 Market
Opportunity

 We
believe the real estate consulting and advisory industries are sectors of the U.S. economy, which have seen increased activity since
interest rates are at their current higher levels, requiring investors to be selective in their decisions, creating potential for a public
company focused on evaluating real estate opportunities. We continue to focus on residential rental real estate and development.

 Historically,
the U.S. real estate industry has tended to be cyclical. The real estate market experienced a significant downturn from the 2007 peak
to a trough in 2009, representing the most severe downturn in property sales since at least 1990. Since 2009, real estate sales for transactions
of $1 million and above have increased by 97% and dollar volume has increased by 235%. The Los Angeles housing market forecast for the
3 years ending in 2025 is positive according to CAR.com which estimates that the rising housing market prices in Los Angeles is 6 % annually
during this period. If the Housing Market forecast is correct, home values will be higher at the end of 2025 than at the end of 2023.
This upturn has been, and we believe will continue to be, primarily driven by low inventory, and Los Angeles ongoing as a place to live.

 Availability,
Rent Pricing and Cost of Financing. The availability and cost of debt financing is challenging but creates opportunities to acquire
assets at reasonable prices. Rental prices continue to rise matching inflation at minimum and this allows for stronger returns, even
with higher interest rates.

 We
believe this is an underserved market segment and intend to offer our consulting services to private clients. Competition will come from
brokerage firms, consulting departments of accounting and consulting firms and other real estate advisory firms.

 Our
Business Strategy – Consulting

 We
 intend to provide consulting and advisory services to our clients for fee-based compensation. We will negotiate our fees on a case-by-case
 basis and intend to offer hourly rates and flat fees for our services We intend to help provide our clients with research and analysis
 to minimize their time to evaluate properties. We believe that our services will reduce time, costs and accelerate the time to enable
 the client to purchase or lease real estate without the pressure of commission sales professionals.

 Apply
 a structured consulting and asset management process to our clients. Web-based technology is becoming increasingly capital-efficient,
 and our model is optimized to leverage this trend using the Internet and various online research tools.

 We
will provide a variety of services to client companies, including the following:

 Analysis
 of current trends and transactions;

 Consulting
 on structure and financing including corporate formation services;

 Investment
 analysis of properties;

 Marketing,
 branding and public relations with respect to leasing and branding;

 Formulating
 operating strategies for the properties;

 Formulating
 other strategies designed to maximize property values, including tenant analysis;

 Relocation
 services;

 Introductions
 to potential joint venture partners; and

 Assisting
 in financial modeling.

 We
believe that the services we offer to our future clients will be quality, value added services that will enable long term success for
them and us.

 We
intend to derive income from our clients for the performance of these services. We also intend to acquire and operate additional residential
rental properties and derive income from management fees and operating income.

 Financing
Strategy

 Our ability to increase our revenues and market our services will be dependent on additional outside financing,
and reinvesting our profits. Primary responsibility for the overall planning and management of our services will rest with our management.
For each service, we plan to offer, management will need to assess the market and our needs to offer such consulting or advisory services
at cost-effective prices to real estate investors and users. All decisions will be subject to budgetary restrictions and our business
control. We cannot provide any guarantee that we will be able to ever offer services on cost-effect terms.

 The
real estate student housing acquisition and rental industry is highly competitive. We compete with a variety of individuals and companies,
many of which have greater financial and other resources than us or are subsidiaries or divisions of larger organizations. In particular,
the industry is characterized by a few large, dominant organizations performing this service.

for our corporate rentals comes mainly from individual homeowners and small investors who acquire houses like us, with the intention
of upgrading them and renting them to these corporate tenants.

 The
major competitive factors in our business are our ability to compete effectively in providing students and corporations, quality housing
at an affordable price, maintaining properties in excellent condition and obtaining market rents from tenants. We believe we compete
effectively in these areas.

 Many
of our competitors have substantially greater financial, technical, managerial, marketing and other resources than we do, and they may
compete more effectively than we can. If our competitors offer services at lower prices than we do, we may have to lower the prices we
charge, which will adversely affect our results of operations. Furthermore, many of our competitors can obtain more experienced employees
than we can.

 Real
Estate Acquisitions/ Business Acquisitions:

 Market
Opportunity

 We
acquire student housing properties that are adjacent to the USC campus and other high-end universities which offer recession proof stability
and top of the market value on rents.

 Off
Campus Student Housing began in the mid 1990's as an infancy industry with high growth potential, with many real estate investors
capitalizing on the premium rents and lack of housing on university campuses.

 Why
Student Housing is Growing:

 Stable
 and Rising College Enrollment

 Demand
 Exceeds Supply

 Students
 Desire Homelike Amenities

 Lower
 Off-Campus Housing Costs

 Capital
 Constraints on Universities

 Recession
 Proof Industry

 Premium
 Market Rents Year-Round

 USC
Students are using the four Metro Stations in walking distance of USC Campus to access Downtown Los Angeles, including Staples Center,
LA Live, Nightlife Clubs and Bars, Entertainment Centers, Shopping Opportunities.

 Average
monthly rents of a unit in the USC area rose from approximately $750 in 2005 to $1,900 in 2023 and student enrollment at USC has grown
from 32,000 in 2005 to 49,500 in 2022-23, with 28,500 being graduate students.

 There
are also opportunities to develop multi-family properties within walking distance of the newly constructed Los Angeles Metro/subway stations,
taking advantage of upside density, zoning changes, and higher rents.

 In
 addition to on-demand car service availability, tenants benefit by being near the LA Metro/subway stations, eliminating the need
 and costs for personal vehicles and parking.

 Development
 opportunities will increase as the City encourages more density around the LA Metro/subway systems to help minimize vehicle congestion
 and pollution levels.

 Increased
 rents and development opportunities will result in higher values and a greater return on investment.

 Acquisitions
 of profitable high growth businesses in the industries of Business Services (Property Management, Clean Tech (Green), Healthcare
 Services, I.T./Cloud) and e-Commerce (B2B, B2C) operating in Southern California.

 In
addition to investing in real estate, we intend to diversify our investment portfolio and expand our revenue sources to include the acquisitions
of profitable high growth businesses to increase our cash flow, including Property Management, CleanTech (Green), Healthcare, Intelligent
Technology/Cloud, and e-Commerce (B2B, B2C).

 Our
Business Strategy

 Seek
 out and acquire Real Estate which management believes has limited downside risk, is recession proof, and is in the path of growth
 to facilitate high rental income upside and equity appreciation.

 Purchase
 single family and multi-family properties and portfolios, either at discounted prices or which require cosmetic renovations, to maximize
 cash flow and equity appreciation in the shortest possible time.

 Undertake
 development projects that involve material construction and/or renovations to realize the highest and best use upside value with
 significant long term investment returns.

 Acquire
 business opportunities that bring in high cash flow, with low risk, that expands our portfolio, offset our current and expanding
 operating costs, and allow us to grow our real estate acquisition division.

 Focus
 on below-market or other non-listed opportunities

 Our
 goal is to acquire 5 properties over the next 12 months

 Financing
Strategy

 Our
ability to increase our revenues, net profit and cash flow will be dependent on our ability to acquire more properties, additional bank
and outside financing, advances from our majority shareholder and reinvesting our profits. Primary responsibility for the overall planning
and management of our services will rest with our management. For each acquisition, management will need to assess the market and the
ability to make a profit from rental income less expenses and cost of capital of the potential acquisitions.

 The
real estate student housing acquisition and rental industry is highly competitive. We compete with a variety of individuals and companies,
many of which have greater financial and other resources than us or are subsidiaries or divisions of larger organizations. In particular,
the industry is characterized by a small number of large, dominant organizations that perform this service.

for our corporate rentals comes mainly from individual homeowners and small investors who acquire houses, similar to us, with the intention
of upgrading them and renting them to these corporate tenants.

 The
major competitive factors in our business are our ability to compete effectively in providing students, quality housing at an affordable
price, maintaining properties in excellent condition and obtaining market rents from tenants. We believe we will compete effectively
in these areas.

 Many
of our competitors have substantially greater financial, technical, managerial, marketing and other resources than we do, and if our
competitors offer services at lower rental prices, we may have to lower the prices we charge, which will adversely affect our results
of operations. But the demand for single family residential tenancy is high and we believe prices for house rentals will continue to
increase.

 Intellectual
Property Rights

 We
do not currently have any intellectual property rights.

 Our
Website

 Our
website is located at www.hubilu.com and it provides a description of our company, our services, our mission statement, along
with our contact information including our address, telephone number and e-mail address.

 Dependence
on Customers

 We
are pursuing a real estate acquisition strategy as well as seeking new customers.

 Trademarks
and Patents

 We
do not have any registered trademarks or patents.

 Need
for any Government Approval of Principal Services

 We
are also subject to federal, state and local laws and regulations generally applied to businesses, such as payroll taxes on the state
and federal levels. Sales of the services we intend to provide to customers may be subject to U.S. and local government regulations.

 Research
and Development

 We
have not spent any money on research and development activities.

 Employees

 Presently,
we do not have any employees other than our directors who devote their time as needed to our business and expect to
devote 40 hours per week.

 Summary

 We
have and continue to provide consulting services for several clients and are now seeking real estate acquisitions to complement our 24
existing properties. We anticipate that our revenues will increase as we secure additional clients and acquire properties in the next
twelve months.

 The
closing of these contemplated transactions is subject to due diligence clear title. We believe that our revenues will cover our operating
costs over the next 12 months; however, our majority shareholder has agreed to advance us necessary working capital, if necessary. We
currently have directors. These individuals allocate time and personal resources to us and
devote approximately 40 hours each, per week to us.

 As
of the date of this Report, we have 26,237,125 shares of $0.001 par value common stock issued and outstanding, which is owned by 57 shareholders.
We have 520,400 shares of our Series 1 convertible preferred stock issued and outstanding as of December 31, 2023, which is held by 9
shareholders. The aggregate market value of our common stock based on the most recent price quoted on the OTC Markets of $0.06 per share
is $1,574,228. Our accumulated deficit as of December 31, 2023 is $2,120,903.

 Item
1A. Risk Factors

 We
are subject to those financial risks generally associated with startup enterprises. Since we have sustained losses since Date of Incorporation,
we will require financing to fund our development activities and to support our operations and will independently seek additional financing.
However, we may be unable to obtain such financing. We are also subject to risk factors specific to our business strategy and the entertainment
industry.

 RISKS
ASSOCIATED WITH OUR COMPANY AND INDUSTRY

 Since
we are a real estate consulting and acquisitions company, we have just begun to generate revenues and lack an established operating history,
an investment in the shares offered herein is highly risky and could result in a complete loss of your investment if we are unsuccessful
in our business plans.

 Although
we have revenues from the rental properties owned by our subsidiaries, we have an accumulated deficit of $2,120,903. Such prospects must
be considered given the substantial risks, expenses and difficulties encountered by new entrants into the real estate consulting industry.
Our ability to achieve and maintain profitability and positive cash flow is highly dependent upon several factors, including our ability
to secure clients and acquire profitable real estate properties. Based upon current plans, we expect to incur operating losses in future
periods as we incur expenses associated with our business. Further, we cannot guarantee that we will be successful in increasing our
revenues or in achieving or sustaining positive cash flow at any time in the future. Any such failure could result in the possible closure
of our business or force us to seek additional capital through loans or additional sales of our equity securities to continue business
operations, which would dilute the value of any shares you purchase in this offering.

 As
a public company, we must comply with numerous financial reporting and legal requirements, including those pertaining to audits and internal
control. The costs of this compliance could be significant. If our revenues are insufficient, and/or we cannot satisfy many of these
costs through the issuance of our shares, we may be unable to satisfy these costs in the normal course of business that would result
in our being unable to continue as a going concern.

 Our
financial statements for the year ended December 31, 2023, disclose that we can continue as a going concern. However, if necessary, our
directors may be unable or unwilling to loan or advance us any funds.

 Our
future is dependent upon our ability to obtain financing and upon future profitable operations from our consulting services. We plan
to seek additional funds through private placements of our common or preferred stock. Private placements of our common or preferred stock
may involve substantial dilution to our existing shareholders. Our financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in
the event we cannot continue in existence.

 Our directors have limited experience in the real estate consulting industry, which could prevent us from successfully obtaining
clients for the Consulting part of our business plan and impede our ability to earn Consulting revenue.

 Our directors have experience in the real estate industry but limited experience in the consulting sector. While our president
has been an agent, broker, property manager and principal, he has limited experience in real estate consulting to third parties. Our
management's lack of experience could hinder their ability to successfully consult on real estate projects that will result in
clients retaining our services. It is likely that our management's inexperience with real estate consulting will hinder our ability
to earn revenue. Each potential investor must carefully consider the lack of experience of our officers and directors before purchasing
our common stock.

 Our directors have limited experience in operating a public company, which could prevent us from successfully implementing our
business plan and impede our ability to earn revenue.

 Our directors have limited experience in operating a public company. While they have experience in operating companies, their
limited experience in operating a public company could hinder their ability to successfully comply with the reporting and other requirements
imposed on public companies. It is likely that our management's limited experience with operating a public company will hinder
our ability to earn revenue and comply with various reporting requirements. Each potential investor must carefully consider the lack
of experience of our officer and director before purchasing our common stock.

 Key
management personnel may leave us, which could adversely affect our ability to continue operations.

 We are entirely dependent
on the efforts of David Behrend, our president, chief executive officer as well as our second director. The loss of our directors, or of other key personnel hired in the future, could have a material adverse
effect on the business and its prospects. There is currently no employment contract by and between any director and us.

 Also there is no guarantee that replacement personnel, if any, will help
us to operate profitably. They have been and continue to expect to be able to commit approximately 40 hours per week of their time to
the development of our business plan in the next six months. If management is required to spend additional time on other employment, they
may not have sufficient time to devote to us and we would be unable to develop our business plan resulting in the business failure.

 If
we are unable to obtain additional funding our business operation will be harmed, and if we do obtain additional funding, our then existing
shareholders may suffer substantial dilution.

 We
have limited financial resources. As of December 31, 2023, we had $24,564 of cash on hand and total assets of $16,835,820. If we are
unable to develop our business or secure additional funds our business would fail, and our shares may be worthless. We may seek to obtain
debt financing as well. There is no assurance that we will not incur debt in the future, that we will have sufficient funds to repay
any indebtedness, or that we will not default on our debt obligations, jeopardizing our business viability. Furthermore, we may not be
able to borrow or raise additional capital in the future to meet our needs, or to otherwise provide the capital necessary to conduct
our business. There can be no assurance that financing will be available in amounts or on terms acceptable to us, if at all. The inability
to obtain additional capital will restrict our ability to grow and may reduce our ability to continue to conduct business operations.
If we are unable to obtain additional financing, we will likely be required to curtail our business plans and possibly cease our operations.
Any additional equity financing may involve substantial dilution to our then existing shareholders.

 In
the future, we may seek additional financing through the sale of our common or preferred stock resulting in dilution to existing shareholders.

 The
most likely source of future financing presently available to us is through the sale of shares of our common or preferred stock. Any
sale of common or preferred stock will result in dilution of equity ownership to existing shareholders. This means that, if we sell shares
of our common or preferred stock, more shares will be outstanding and each existing shareholder will own a smaller percentage of the
shares then outstanding, which will result in a reduction in the value of an existing shareholder's interest. To raise additional
capital, we may have to issue additional shares, which may substantially dilute the interests of existing shareholders. Alternatively,
we may have to borrow large sums, and assume debt obligations that require us to make substantial interest and capital payments.

 We
cannot guarantee we will be successful in generating revenue in the future or be successful in raising funds through the sale of shares
to pay for our business plan and expenditures. Failure to generate additional revenue may cause us to go out of business, which may result
in the complete loss of your investment.

in the real estate consulting industry is strong.

 The
marketplace in which we compete is intensely competitive and subject to rapid change. Our competitors include well-established enterprises.
Some of these competitors are based globally. We anticipate that we will face additional competition from new entrants that may offer
significant performance, price, creative or other advantages over those offered by us. Many of these competitors have greater name recognition
and resources than us.

 Additionally,
potential competitors with established market shares and greater financial resources may introduce competing projects. Thus, there can
be no assurance that we will be able to compete successfully in the future or that competition will not have a material adverse effect
on our operations. Increased competition could result in lower than expected operating margins or loss of the ability to engage distributors
of their productions, either of which would materially and adversely affect our business, results of operation and financial condition.

 We
operate in a regulated industry and changes in regulations or violations of regulations may result in increased costs or sanctions that
could reduce our revenues and profitability.

 The
real estate consulting industry is subject to extensive and complex federal and state laws and regulations related to safety, conduct
of operations, and payment for services. If we fail to comply with the laws and regulations that are directly applicable to our business,
we could suffer civil and/or criminal penalties or be subject to injunctions and delays in production schedules orders.

 Federal
and state governments may regulate certain aspects of the real estate industry. Our ability to cost effectively market our services as
they related to real estate projects could be affected by such regulations. The implementation of unfavorable regulations or unfavorable
interpretations of existing regulations by courts or regulatory bodies could require us to incur significant compliance costs, cause
the development of the affected markets to become impractical and otherwise have a material adverse effect on our business, results of
operations and financial condition.

 Our
directors are required to commit time to our affairs and, accordingly, may have conflicts of interest in allocating management
time among various business activities. During other business activities, they may become aware of business opportunities that may be
appropriate for presentation to us, as well as the other entities with which they are affiliated. As such, there may be conflicts of
interest in determining to which entity a business opportunity should be presented.

 To
resolve such potential conflicts of interest, our directors have agreed that any opportunities that they are aware of
independently or directly through their association with us (as opposed to disclosure to them of such business opportunities by management
or consultants associated with other entities) would be presented by them solely to us.

 We
cannot provide assurances that our efforts to eliminate the potential impact of conflicts of interest will be effective.

 Since
the effective date of our registration statement, we are required to file periodic reports with the SEC pursuant to the Exchange Act
and the rules and regulations promulgated thereunder. To comply with these requirements, our independent registered public accounting
firm must review our financial statements on a quarterly basis and audit our financial statements on an annual basis. Moreover, our legal
counsel should review and assist in the preparation of such reports. The costs charged by these professionals for such services cannot
be accurately predicted now because factors such as the number and type of transactions that we engage in and the complexity of our reports
cannot be determined now and will have a major effect on the amount of time to be spent by our auditors and attorneys. However, the incurrence
of such costs will obviously be an expense to our operations and thus have a negative effect on our ability to meet our overhead requirements
and earn a profit. We may be exposed to potential risks resulting from any new requirements under Section 404 of the Sarbanes-Oxley Act
of 2002. If we cannot provide reliable financial reports or prevent fraud, our business and operating results could be harmed, investors
could lose confidence in our reported financial information, and the trading price of our common stock, if a market ever develops, could
drop significantly.

 Our
management is responsible for establishing and maintaining adequate internal control over financial reporting. As defined in Exchange
Act Rule 13a-15(f), internal control over financial reporting is a process designed by, or under the supervision of, the principal executive
and principal financial officer and effected by the board of directors, management and other personnel, 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 and includes those policies and procedures that:

 pertain
 to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;

 provide
 reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
 generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations
 of management and/or our directors; and

 provide
 reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that
 could have a material effect on the financial statements.

 Our
internal controls may be inadequate or ineffective, which could cause our financial reporting to be unreliable and lead to misinformation
being disseminated to the public. Investors relying upon this misinformation may make an uninformed investment decision.

 We
have two directors. We have not established board committees comprised
of independent members to oversee functions like compensation or audit issues. We do not have an audit or compensation committee comprised
of independent directors. Our directors performs these functions.

 Until
we have a larger board of directors that would include some independent members, if ever, there will be limited oversight of our directors'
decisions and activities and little ability for minority shareholders to challenge or reverse those activities and decisions, even if
they are not in the best interests of minority shareholders.

 If
our real estate property prices and rents begin to fall, or we do not generate revenues from tenant rentals to cover our property expenses,
our business would fail.

 Real
estate projects involve substantial risks, because it requires that we spend significant funds based entirely on our preliminary evaluation
of rental income from potential tenants. It is impossible to predict the success of any project. The ability of a real estate project
to be commercially successful can depend upon a variety of unpredictable factors, including:

 Tenants
 or investors taste, which is always subject to change;

 The
 quantity and popularity of other real estate projects in the vicinity;

 The
 competition for real estate and rental units

 We
will rely upon consultants for web-further enhancement and maintenance of our website and the consultant may not maintain it in a manner
that is necessary to promote and recruit personnel and potential clients effectively.

 We
have developed a website that will help us attract personnel and clients. It is a basic website to located at www.hubilu.com.
We intend to use the website as a promotional and recruiting tool for potential clients as well as a tool for soliciting projects to
consult on with real estate owners. We intend to constantly monitor and make improvements to our website. If we do not further develop
our website, we may not be able to adequately access clients or projects to develop consulting revenues.

 RISKS
RELATED TO THE OWNERSHIP OF OUR SECURITIES

 Investors
may lose their entire investment if we fail to implement our business plan.

 As
a real estate consulting and acquisition company that commenced operations in June 2015, and we expect to face substantial risks, uncertainties,
expenses and difficulties. We were formed on March 2, 2015. We have a limited demonstrable operations record, on which you can evaluate
our business and prospects. As of the date of this Annual Report on Form 10K, our operations have been devoted to implementing our business
plan, acquiring 24 properties, and looking for investment opportunities whereby we can acquire real property and operate it. We cannot
guarantee that we will be successful in accomplishing our objectives. In addition, our lack of operating capital could negatively impact
the value of our common shares and could result in the loss of your entire investment.

 Participation
is subject to risks of investing in micro capitalization companies.

 Micro
capitalization companies generally have limited product lines, markets, market shares and financial resources. The securities of such
companies, if traded in the public market, may trade less frequently and in more limited volume than those of more established companies.
Additionally, in recent years, the stock market has experienced a high degree of price and volume volatility for the securities of micro
capitalization companies. Micro capitalization companies that trade in the over-the-counter markets have experienced wide price fluctuations
not necessarily related to the operating performance of such companies.

 There
has not been any established trading market for our common stock, and there is currently a limited public market for our securities.
Our shares are quoted on the OTC Pink. There can be no assurances as to whether:

 (i)

 any
 market for our shares will develop;

 (ii)

 the
 prices at which our common stock will trade; or

 (iii)

 the
 extent to which investor interest in us will lead to the development of an active, liquid trading market. Active trading markets
 generally result in lower price volatility and more efficient execution of buy and sell orders for investors.

 In
addition, our common stock is unlikely to be followed by any market analysts, and there may be few institutions acting as market makers
for our common stock. Either of these factors could adversely affect the liquidity and trading price of our common stock. Until our common
stock is fully distributed and an orderly market develops in our common stock, if ever, the price at which it trades is likely to fluctuate
significantly. Prices for our common stock will be determined in the marketplace and may be influenced by many factors, including the
depth and liquidity of the market for shares of our common stock, developments affecting our business, including the impact of the factors
referred to elsewhere in these Risk Factors, investor perception of us and general economic and market conditions. No assurances can
be given that an orderly or liquid market will ever develop for the shares of our common stock.

of the anticipated low price of the securities being registered, many brokerage firms may not be willing to effect transactions in these
securities. Purchasers of our securities should be aware that any market that develops in our stock would be subject to the penny stock
restrictions.

 The
trading of our securities will be in the over-the-counter market, which is commonly referred to as the OTC Markets. Thus, an investor
may find it difficult to dispose of, or to obtain accurate quotations as to the price of our securities.

 Rule
3a51-1 of the Exchange Act establishes the definition of a "penny stock," for purposes relevant to us, as any equity security
that has a minimum bid price of less than $4.00 per share or with an exercise price of less than $4.00 per share, subject to a limited
number of exceptions that are not available to us. It is likely that our shares will be a penny stock for the immediately foreseeable
future. This classification severely and adversely affects any market liquidity for our common stock.

 For
any transaction involving a penny stock, unless exempt, the penny stock rules require that a broker or dealer approve a person's
account for transactions in penny stocks and the broker or dealer receive from the investor a written agreement to the transaction setting
forth the identity and quantity of the penny stock to be purchased. To approve a person's account for transactions in penny stocks,
the broker or dealer must obtain financial information and investment experience and objectives of the person and make a reasonable determination
that the transactions in penny stocks are suitable for that person and that that person has sufficient knowledge and experience in financial
matters to evaluate the risks of transactions in penny stocks.

 The
broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prepared by the SEC relating to
the penny stock market, which, in highlight form, sets forth:

 the
 basis on which the broker or dealer made the suitability determination, and

 that
 the broker or dealer received a signed, written agreement from the investor prior to the transaction.

 Disclosure
also must be made about the risks of investing in penny stock in both public offerings and in secondary trading and commissions payable
to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available
to an investor in cases of fraud in penny stock transactions. Additionally, monthly statements must be sent disclosing recent price information
for the penny stock held in the account and information on the limited market in penny stocks.

of these regulations, broker-dealers may not wish to engage in the above-referenced necessary paperwork and disclosures and/or may encounter
difficulties in their attempt to sell shares of our common stock, which may affect the ability of selling shareholders or other holders
to sell their shares in any secondary market and have the effect of reducing the level of trading activity in any secondary market. These
additional sales practice and disclosure requirements could impede the sale of our securities, if our securities become publicly traded.
In addition, the liquidity for our securities may decrease, with a corresponding decrease in the price of our securities. Our shares
probably will be subject to such penny stock rules for the foreseeable future and our shareholders will, in all likelihood, find it difficult
to sell their securities.

 Our
management believes that the market for penny stocks has suffered from patterns of fraud and abuse. Such patterns include:

 Control
 of the market for the security by one or a few broker-dealers that are often related to the promoter or issuer;

 Manipulation
 of prices through prearranged matching of purchases and sales and false and misleading press releases;

 "Boiler
 room" practices involving high pressure sales tactics and unrealistic price projections by sales persons;

 Excessive
 and undisclosed bid-ask differentials and markups by selling broker-dealers; and

 Wholesale
 dumping of the same securities by promoters and broker-dealers after prices have been manipulated to a desired level, along with
 the inevitable collapse of those prices with consequent investor losses.

 There
is currently a limited public market for our common stock, and there can be no assurance that any established public market would develop
in the foreseeable future. Transfer of our common stock may also be restricted under the securities or securities regulations laws promulgated
by various states and foreign jurisdictions, commonly referred to as "Blue Sky" laws. Absent compliance with such individual
state laws, our common stock may not be traded in such jurisdictions. Because the securities registered hereunder have not been registered
for resale under the blue-sky laws of any state, the holders of such shares and persons who desire to purchase them in any trading market
that might develop in the future, should be aware that there may be significant state blue-sky law restrictions upon the ability of investors
to sell the securities and of purchasers to purchase the securities. These restrictions prohibit the secondary trading of our common
stock. We currently do not intend to and may not be able to qualify securities for resale in at least 17 states which do not offer manual
exemptions (or may offer manual exemptions) and require shares to be qualified before they can be resold by our shareholders. Accordingly,
investors should consider the secondary market for our securities to be a limited one.

insiders control our activities, they may cause us to act in a manner that is most beneficial to them and not to outside shareholders,
which could cause us not to take actions that outside investors might view favorably, and which could prevent or delay a change in control.

 David
Behrend, our chairman, chief executive officer and president, controls Jacaranda3 Investments, Inc., which owns 25,000,000 common shares
representing 95% of the outstanding common stock. Jacaranda3 Investments, Inc., purchased the common stock from Jacaranda Investments,
Inc. on January 3, 2021. Thus, it effectively controls all matters requiring director and stockholder approval, including the election
of directors, the approval of significant corporate transactions, such as mergers and related party transactions. This insider also can
delay or perhaps even block, by its ownership of our stock, an unsolicited tender offer. This concentration of ownership could have the
effect of delaying, deterring or preventing a change in control of our company that you might view favorably.

 Our
 directors have authority, without action or vote of the shareholders, to issue all or part of the authorized but unissued common shares.
Such issuances may be issued to parties or entities committed to supporting existing management and the interests of existing management
which may not be the same as the interests of other shareholders. Our ability to issue shares without shareholder approval serves to
enhance existing management's ability to maintain control of us.

 Our
Certificate of Incorporation at Article Ten provides for indemnification as follows: "No director shall be personally liable to
the Corporation or its stockholders for monetary damages for any breach of fiduciary duty by such director as a director. Notwithstanding
the foregoing sentence, a director shall be liable to the extent provided by applicable law, (i) for breach of the director's duty
of loyalty to the Corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct
or a knowing violation of law, (iii) pursuant to Section 174 of the Delaware General Corporation Law or (iv) for any transaction from
which the director derived an improper personal benefit. No amendment to or repeal of this Article Tenth shall apply to or have any effect
on the liability or alleged liability of any director of the Corporation for or with respect to any acts or omissions of such director
occurring prior to such amendment."

 We
have been advised that, in the opinion of the SEC, indemnification for liabilities arising under federal securities laws is against public
policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event that a claim for indemnification for
liabilities arising under federal securities laws, other than the payment by us of expenses incurred or paid by a director, officer or
controlling person in the successful defense of any action, suit or proceeding, is asserted by a director, officer or controlling person
in connection with our activities, we will (unless in the opinion of our counsel, the matter has been settled by controlling precedent)
submit to a court of appropriate jurisdiction, the question whether indemnification by us is against public policy as expressed in the
Securities Act and will be governed by the final adjudication of such issue. The legal process relating to this matter if it were to
occur is likely to be very costly and may result in us receiving negative publicity, either of which factors is likely to materially
reduce the market and price for our shares, if such a market ever develops.

 Except
for the 235,000 shares that were registered pursuant to our registration statement, 359,500 shares that had the restrictive legend removed
under Rule 144 and 254,265 shares held by Jacaranda3 Investments, Inc., that had the restrictive legend removed under Rule 144, the remaining
outstanding shares of common stock (25,103,360 shares are "restricted securities" as defined under Rule 144 promulgated under
the Securities Act and may only be sold pursuant to an effective registration statement or an exemption from registration, if available.
Rule 144 provides that a person who is not an affiliate and has held restricted securities for a prescribed period of at least six (6)
months if purchased from a reporting issuer or twelve (12) months if purchased from a non-reporting Company, may, under certain conditions,
sell all or any of his shares without volume limitation, in brokerage transactions. Affiliates, however, may not sell shares more than
1% of the Company's outstanding common stock every three months. Because of revisions to Rule 144 which became effective on February
15, 2008, there is no limit on the amount of restricted securities that may be sold by a non-affiliate (i.e., a stockholder who has not
been an officer, director or control person for at least 90 consecutive days) after the restricted securities have been held by the owner
for the prescribed period. A sale under Rule 144 or under any other exemption from the Act, if available, or pursuant to registration
of shares of common stock of present stockholders, may have a depressive effect upon the price of the common stock in any market that
may develop.

 We
have never paid cash dividends on our common stock. We do not expect to pay cash dividends on our common stock at any time in the foreseeable
future. The future payment of dividends directly depends upon our future earnings, capital requirements, financial requirements and other
factors that our sole director will consider. Since we do not anticipate paying cash dividends on our common stock, return on your investment,
if any, will depend solely on an increase, if any, in the market value of our common stock. We pay a 5% dividend on our Series 1 convertible
preferred stock, which is paid in kind.

 The
Sarbanes-Oxley Act of 2002, as well as rule changes proposed and enacted by the SEC, the New York and American Stock Exchanges and the
Nasdaq Stock Market, because of Sarbanes-Oxley, requires the implementation of various measures relating to corporate governance. These
measures are designed to enhance the integrity of corporate management and the securities markets and apply to securities that are listed
on those exchanges or the Nasdaq Stock Market. Because we are not presently required to comply with many of the corporate governance
provisions and because we chose to avoid incurring the substantial additional costs associated with such compliance any sooner than legally
required, we have not yet adopted these measures.

our sole director is not an independent director, we do not currently have independent audit or compensation committees. Thus, this sole
director has the ability, among other things, to determine his own level of compensation. Until we comply with such corporate governance
measures, regardless of whether such compliance is required, the absence of such standards of corporate governance may leave our stockholders
without protections against interested director transactions, conflicts of interest, if any, and similar matters and investors may be
reluctant to provide us with funds necessary to expand our operations.

 We
intend to comply with all corporate governance measures relating to director independence as and when required. However, we may find
it very difficult or be unable to attract and retain qualified officers, directors and members of board committees required to provide
for our effective management because of Sarbanes-Oxley Act of 2002. The enactment of the Sarbanes-Oxley Act of 2002 has resulted in a
series of rules and regulations by the SEC that increase responsibilities and liabilities of directors and executive officers. The perceived
increased personal risk associated with these recent changes may make it costlier or deter qualified individuals from accepting these
roles.

 You
may have limited access to information regarding our business because our obligations to file periodic reports with the SEC could be
automatically suspended under certain circumstances.

 As
of the effective date of our registration statement, October 27, 2015, we became subject to certain informational requirements of the
Exchange Act, as amended and we are required to file periodic reports (i.e., annual, quarterly and special reports) with the SEC which
will be immediately available to the public for inspection and copying. Except during the year that our registration statement becomes
effective, these reporting obligations may (in our sole discretion) be automatically suspended under Section 15(d) of the Exchange Act
if we have less than 300 shareholders and do not file a registration statement on Form 8A. We filed a Form 8A. However, we will not be
required to furnish proxy statements to security holders and our director, officers and principal beneficial owners will not be required
to report their beneficial ownership of securities to the SEC pursuant to Section 16 of the Exchange Act until we have both 500 or more
security holders and greater than $10 million in assets. This means that your access to information regarding our business will be limited.

 We
will incur ongoing costs and expenses for SEC reporting and compliance; without revenue, we may not be able to remain in compliance,
making it difficult for investors to sell their shares, if at all.

 To
be eligible for quotation on the OTC Markets, we must remain current in our filings with the SEC. Market makers are not permitted to
begin quotation of a security whose issuer does not meet this filing requirement. Securities already quoted on the OTC Markets that become
delinquent in their required filings will be removed following a 30 or 60 day grace period if they do not make their required filing
during that time. For us to remain in compliance we will require future revenues to cover the cost of these filings, which could comprise
a substantial portion of our available cash resources. If we are unable to generate sufficient revenues to remain in compliance it may
be difficult for you to resell any shares you may purchase, if at all.

 For
all the foregoing reasons and others set forth herein, an investment in our securities in any market that may develop in the future involves
a high degree of risk.

 Item
1B. Unresolved Staff Comments

 None.

 Item
 1C. C ybersecurity

 Risk
Management and Strategy

 We
periodically assess risks from cybersecurity threats, and monitor our information systems for potential vulnerabilities. However, to
date, given the small size of our company and the nature of our operations, our reliance on information systems has been limited to the
use of standard off-the-shelf software (such as Google, QuickBooks and Microsoft Office) and the use by our employees of standard personal
computers. Accordingly, management has not implemented any formal process for assessing, identifying, and managing risks from cybersecurity
threats.

 Risks
from cybersecurity threats have, to date, not materially affected us, our business strategy, results of operations or financial condition.
We discuss how cybersecurity incidents could materially affect us in our risk factor disclosures in Item 1A of this Annual Report on
Form 10-K.

 Governance

 As
discussed above, given the nature of our current operations and our experience to date, we do not currently perceive cybersecurity as
a particularly significant risk to our business. Accordingly, we have not tasked our Director with any additional cybersecurity oversight
duties, or designated any committee of the Board of Directors to specifically oversee cybersecurity risks to our business.

 Item
2. Properties

 We
currently own 9 limited liability companies, which each own a residential rental property, except for Sunza Investments, LLC which owns
3 properties, Zinnia Investments, LLC which owns 3 properties, Akebia Investments, LLC which owns 1 property, Elata Investments, LLC
which owns 3 properties, Trilosa Investments, LLC which owns 3 properties, Lantana Investments, LLC which owns 3 properties, Kapok Investments,
LLC which owns 2 properties, Baobabab Investments, LLC, which owns 2 properties and Mopane Investments, LLC which owns 1 property. All
properties are located in Los Angeles, California. The first property is a residential rental located on a 4,373 square foot lot and
consists of 9 rooms. The second property is a residential rental located on a 4,320 square foot lot and consists of 8 single units and
one 2 bedroom unit. The third is a 1,674 square foot residential rental located on 3,582 square foot lot and consists of 6 rooms. The
fourth is a 1,527 square foot residential rental located on a 5,396 square foot lot and consists of 8 rooms. The fifth is a 1,280 square
foot residential rental located on a 2,924 square foot lot and consists of 7 rooms. The sixth is a 1,066 square foot residential rental
located on a 5,240 square foot lot and consists of 5 rooms. The seventh is a residential rental located on a 6,691 square foot lot and
consists of 9 rooms. The eighth is a residential rental located on a 5,440 square foot lot and consists of 6 rooms. The ninth is a residential
rental located on a 6,220 square foot lot and consists of 10 rooms. The tenth is a residential rental located on a 4,800 square foot
lot and consists of 7 bedrooms. The eleventh is a residential rental located on a 6,234 square foot lot and consists of 5 bedrooms. The
twelfth residential rental is located on a 4,137 square foot lot and consists of 6 bedrooms. The thirteenth residential rental is located
on a 3,067 square foot lot and consists of 5 bedrooms. The fourteenth residential rental is located on a 7,500 square foot lot and consists
of 8 bedrooms. The fifteenth residential rental is located on 4,137 square foot lot and consists of 6 bedrooms. The sixteenth residential
rental is located on a 6,700 square foot lot and consists of 9 bedrooms. The seventeenth residential rental is located on a 3,091 square
foot lot and consists of 7 bedrooms. The eighteenth residential rental is located on a 3,560 square foot lot and consists of 7 bedrooms.
The nineteenth residential rental is located on a 3,364 square foot lot and consists of 6 bedrooms. Twentieth residential rental is located
on a 2,517 square foot lot and consists of 7 Bedrooms. Twenty first residential rental is located on a 5,501 square foot lot and consists
of 8 bedrooms. Twenty second residential rental is located on 3,640 square foot lot and consists of 5 bedrooms. Twenty third residential
rental is located on 3,841 square foot lot and consists of 5 bedrooms.

 From
April 2015 to February 2016, our executive, administrative and operating offices were located at 9777 Wilshire Boulevard, Suite 804,
Beverly Hills, CA 90212. We did not have a written lease with the landlord and an unrelated third party provided us with space, on a
month-to-month basis, for no cost. On March 4, 2016, we executed a written lease for 750 square feet of space for $2,200 per month. Jacaranda
Investments, Inc., advanced us the first month prorated rent of $1,703 and $6,600 for the landlord's security deposit. Our current
lease, which changed on June 1, 2020, is now 375 square feet of space on a month-to-month basis and is $1,395 per month.

 Item
3. Legal Proceedings

 We
are not involved in any legal proceedings nor are we aware of any pending or threatened litigation against us. None of our officers or
director is a party to any legal proceeding or litigation. None of our officers or director has been convicted of a felony or misdemeanor
relating to securities or performance in corporate office.

 Item
4. Mine Safety Disclosures

 Not
applicable.

 PART
II

 Item
5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 Our
Common Stock is quoted on the OTC Pink under the symbol "HBUV." For the periods indicated, the following table sets forth
the high and low bid prices per share of common stock. These quotations reflect inter-dealer prices, without retail mark-up, mark-down
or commission and may not necessarily represent actual transactions.

 Fiscal Quarter

 Fiscal 2023

 High

 Low

 First Quarter Ended March 31

 $
 0.21

 $
 0.21

 Second Quarter Ended June 30

 $
 0.21

 $
 0.21

 Third Quarter Ended September 30

 $
 0.99

 $
 0.06

 Fourth Quarter Ended December 31

 $
 0.06

 $
 0.06

 We
have 520,400 shares of our Series 1 convertible preferred stock that is convertible into shares of our common stock. The conversion
provisions are discussed in our footnotes to our financial statements. In general, under Rule 144, a holder of restricted common
shares who is an affiliate at the time of the sale or any time during the three months preceding the sale can resell shares, subject
to the restrictions described below.

 If
we have been a public reporting company under the Exchange Act for at least 90 days immediately before the sale, then at least six months
must have elapsed since the shares were acquired from us or one of our affiliates, and we must remain current in our filings for an additional
period of six months; in all other cases, at least one year must have elapsed since the shares were acquired from us or one of our affiliates.

 The
number of shares sold by such person within any three-month period cannot exceed the greater of:

 1%
 of the total number of our common shares then outstanding; or

 The
 average weekly trading volume of our common shares during the four calendar weeks preceding the date on which notice on Form 144
 with respect to the sale is filed with the SEC (or, if Form 144 is not required to be filed, the four calendar weeks preceding the
 date the selling broker receives the sell order) This condition is not currently available to the Company because its securities
 do not trade on a recognized exchange.

 Conditions
relating to the manner of sale, notice requirements (filing of Form 144 with the SEC) and the availability of public information about
us must also be satisfied.

 A
total of 26,237,125 of the presently outstanding shares of our common stock are "restricted securities" as defined under
Rule 144 promulgated under the Securities Act and may only be sold pursuant to an effective registration statement or an exemption
from registration, if available. The SEC has adopted final rules amending Rule 144, which have become effective on February 15,
2008. Pursuant to the new Rule 144, one year must elapse from the time a "shell company," as defined in Rule 405 of the
Securities Act and Rule 12b-2 of the Exchange Act, ceases to be a "shell company" and files a Form 8-K addressing Item
5.06 with such information as may be required in a Form 10 registration statement with the SEC, before a restricted shareholder can
resell their holdings in reliance on Rule 144. Form 10 information is equivalent to information that a company would be required to
file if it were registering a class of securities on Form 10 under the Exchange Act. Under the amended Rule 144, restricted or
unrestricted securities that were initially issued by a reporting or non-reporting shell company or a company that was at any time
previously a reporting or non-reporting shell company can only be resold in reliance on Rule 144 if the following conditions are
met:

 1.

 the
 issuer of the securities that was formerly a reporting or non-reporting shell company has ceased to be a shell company;

 2.

 the
 issuer of the securities is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act;

 3.

 the
 issuer of the securities has filed all reports and material required to be filed under Section 13 or 15(d) of the Exchange Act, as
 applicable, during the preceding twelve months (or shorter period that the Issuer was required to file such reports and materials),
 other than Form 8-K reports; and

 4.

 at
 least one year has elapsed from the time the issuer filed the current Form 10 type information with the SEC reflecting its status
 as an entity that is not a shell company.

 We
do not believe we are classified as a "shell company" under Rule 405 of the Securities Act Rule 12b-2 of the Exchange Act.

 Current
Public Information

 In
general, for sales by affiliates and non-affiliates, the satisfaction of the current public information requirement depends on whether
we are a public reporting company under the Exchange Act:

 If
 we have been a public reporting company for at least 90 days immediately before the sale, then the current public information requirement
 is satisfied if we have filed all periodic reports (other than Form 8-K) required to be filed under the Exchange Act during the 12
 months immediately before the sale (or such shorter period as we have been required to file those reports).

 If
 we have not been a public reporting company for at least 90 days immediately before the sale, then the requirement is satisfied if
 specified types of basic information about us (including our business, management and our financial condition and results of operations)
 are publicly available.

 However,
no assurance can be given as to:

 the
 likelihood of a market for our common shares developing,

 the
 liquidity of any such market,

 the
 ability of the shareholders to sell the shares, or

 the
 prices that shareholders may obtain for any of the shares.

 No
prediction can be made as to the effect, if any, that future sales of shares or the availability of shares for future sale will have
on the market price prevailing from time to time. Sales of substantial amounts of our common shares, or the perception that such sales
could occur, may adversely affect prevailing market prices of the common shares.

 Common
Stock Currently Outstanding

 As
of December 31, 2023, we have 26,237,125 shares of our common stock outstanding.

 Series
1 Preferred Stock Currently Outstanding

 As
of December 31, 2023 and 2022, we have 520,400 shares of our Series 1 convertible preferred stock outstanding.

 Holders

 As
of the date of this Report, we had 57 stockholders of record of our common stock and 9 stockholders of record on our Series 1 convertible
preferred stock.

 Dividends

 We
have not declared any cash dividends on our common stock since our Date of Incorporation and do not anticipate paying any dividends in
the foreseeable future. We plan to retain future earnings, if any, for use in our business. Any decisions as to future payments of dividends
will depend on our earnings and financial position and such other facts, as our Director deems relevant.

 The
holders of our Series 1 convertible preferred stock are entitled to a 5% paid-in-kind dividend on their shares.

 Transfer
Agent

 Globex
Stock Transfer, LLC, is our independent stock transfer agent.

 None.

 The
Preferred Stock has the following rights and privileges:

 Voting
 – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock
into which such shares of Preferred Stock could be converted.

 Change
 – Each share of Preferred Stock, is convertible at the option of the holder, into shares of common stock, at the lesser of
$0.50 per share or a ten percent (10%) discount to the average closing bid price of the common stock 5 days prior to the notice of conversion.
The Preferred Stock is also subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for
any subsequent issuance of common stock at a price per share less than that paid by the holders of the Preferred Stock.

 Dividends
 – The holders of the Preferred Stock in preference to the holders of common stock, are entitled to receive, if and when declared
by the Board of Directors, dividends at the rate of $0.05 per share per annum, in kind, which shall accrue quarterly. Such dividends
are cumulative. No such dividends have been declared to date. In addition, the holders of the Preferred Stock are entitled to receive
a dividend, in kind equal, to any dividend paid on common stock, when and if declared by the board, on the basis of the number of common
shares into which a share of Preferred Stock may be convertible.

 Liquidation
 – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily,
each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the
original issue price of $1.00 (as adjusted, as defined), plus all declared but unpaid dividends.

 The
Preferred Stock matured on September 30, 2019. We extended the conversion date to September 30, 2029.

 Additional
Information

 Copies
of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports,
are available free of charge on the Internet at www.sec.gov. All statements made in any of our filings, including all forward-looking
statements, are made as of the date of the document, in which the statement is included, and we do not assume or undertake any obligation
to update any of those statements or documents unless we are required to do so by law.

 Item
6. [Reserved]

 Not
required under Regulation S-K for "smaller reporting companies."

 Item
7. Management's Discussion and Analysis of Financial Conditions and Results of Operations

 This
Annual Report on Form 10-K contains forward-looking statements. Our actual results could differ materially from those set forth
because of general economic conditions and changes in the assumptions used in making such forward-looking statements. The following discussion
and analysis of our financial condition and results of operations should be read together with the audited consolidated financial statements
and accompanying notes and the other financial information appearing elsewhere in this Report. The analysis set forth below is provided
pursuant to applicable Securities and Exchange Commission regulations and is not intended to serve as a basis for projections of future
events. Refer also to "Risk Factors" and "Cautionary Note Regarding Forward Looking Statements" in Item 1 above.

 The
following is management's discussion and analysis of financial condition and results of operations and is provided as a supplement
to the accompanying financial statements and notes to help provide an understanding of our financial condition, results of operations
and cash flows during the periods included in the accompanying financial statements.

 In
this Annual Report on Form 10-K, "Company," "the Company," "us," and "our" refer to Hubilu
Venture Corporation, a Delaware corporation, unless the context requires otherwise.

 We
intend the following discussion to assist in the understanding of our financial position as of December 31, 2023 and 2022 and our results
of operations for the year ended December 31, 2023 and 2022. You should refer to the Financial Statements and related Notes in conjunction
with this discussion.

 Results
of Operations

 General

 We
are a startup enterprise that commenced operations on March 5, 2015, which, until June 2015, has been limited to organizational and business
development activities. We are real estate advisory and consulting company that assists real estate investor professionals, as well as
established companies, with advisory and consulting services focused on providing research, analysis and acquisition opportunities to
them. Our mission is to assist investors and professionals in the early stage analysis of market opportunities and the evaluation of
properties prior to them committing capital for the purchase or the leasing of real estate properties. We intend to focus our initial
marketing efforts in the commercial markets; however, we will also look at residential and income producing markets. We intend to use
the Internet as well as the services of independent sales consultants to market our services to investors and professionals in Southern
California with our initial efforts focused in Beverly Hills and Los Angeles. We have had limited operations and have limited financial
resources. Our auditors indicated in their report on our financial statements (the "Report") that "the Company's
lack of business operations and early losses raise substantial doubt about our ability to continue as a going concern." Our operations
from March 2, 2015 (Date of Incorporation) to December 2023 were devoted primarily to development, operational activities, and acquisitions
which included:

 1.

 Formation
 of the Company;

 2.

 Development
 of our business plan;

 3.

 Evaluating
 various target real estate professionals and investors to market our services;

 4.

 Research
 on marketing channels/strategies for our services;

 5.

 Secured
 our website domain www.hubilu.com and beginning the development of our initial online website; and

 6.

 Research
 on services and the pricing of our services.

 We
intend to provide services to target investors and professionals with the mission to assist them in investment and property evaluation
strategies and provide hands-on support to reduce evaluation time and resources and increase the speed for them to determine whether
to proceed with a real estate lease or investment. Besides general property evaluation services, we intend to offer services to assist
the principals with property development ideas and investment structure.

 Our
goal is to assist investors by providing them with the property opportunities, analysis and guidance to enhance their ability to purchase
or lease real estate. We are not real estate brokers and do not intend to offer brokerage services. We intend to initially target businesses
in Southern California.

 Critical
Accounting Policy and Estimates

 Our Management's Discussion and Analysis of Financial Condition and Results of Operations
section discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the
United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses
during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue
recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on
historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form
the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual
results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent
in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities
which are not readily apparent from other sources. In addition, these accounting policies are described at relevant sections in this
discussion and analysis and in the notes to the financial statements included in this Annual Report on Form 10-K.

 The
following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statements
for the year ended December 31, 2023 and 2022, respectively together with notes thereto, which are included in this Annual Report on
Form 10-K.

 Results
of Operations for the Year Ended December 31, 2023, compared to the year ended December 31, 2022

 Revenues.
 Our rental revenues increased to $1,885,985 for the year ended December 31, 2023, compared to $1,579,682 for the comparable period
in 2022, an increase of $306,303, or 19%. The increase was due to a change in City of Los Angeles
rent control laws which allowed a stronger rental collection.

 Operating
expenses. Operating expenses increased to $1,142,038 for the year ended December 31, 2023, compared to $752,503 for the comparable period
in 2022, an increase of $389,535, or 52%. Operating expenses are comprised of general and administrative expenses, consulting fees, depreciation, professional fees, property
taxes, rent, repairs and maintenance, transfer agent and filing fees and utilities. The components of operating expenses are discussed
below. Operating increased primarily due to increased repairs and maintenance on properties in the current year.

 Salaries and benefits decreased to $69,100 for the
year ended December 31, 2023, compared to $79,175 for the comparable period in 2022, a decrease of $10,075, or 13%. Salaries and benefits
decreased due to reduced time spent on activities by our vice president who is our only compensated employee.

 Utilities decreased $18,733 to $47,624 for the year
ended December 31, 2023, compared to $66,357 for the comparable period in 2022.

 Professional
fees increased to $91,171 for the year ended December 31, 2023, compared to $61,916 for the comparable period in 2022, an increase of $29,255, or 47%. Professional fees
consisted of legal fees and accounting fees, which increased primarily due to increased legal fees incurred during
the current year.

 Property
taxes decreased to $191,018 for the year ended December 31, 2023, compared to $198,038 for the comparable period in 2022,
a decrease of $7,020, or 4%. Property taxes decreased primarily due to less supplemental taxes.

 General and administrative expenses increased to $944,279
for the year ended December 31, 2023, compared to $543,892 for the comparable period in 2022, an increase of $400,387, or 74%. General
and administrative expenses increased primarily due to increased repairs and maintenance on properties in the current year.

 Depreciation decreased to $197,759 for the year ended December 31, 2023,
compared to $208,611 for the comparable period in 2022, a decrease of $10,852, or 5%. Depreciation decreased primarily due to some of
our assets reaching the end of their depreciable useful lives.

 Net
Loss. Our net loss increased to $275,332 for the year ended December 31, 2023, compared
to a net loss of $146,705 for the comparable period in 2022, an increase of $128,627, or 88%. Our net loss increased primarily due
to increased repairs and maintenance on properties and increased interest expense incurred in the current year.

 Liquidity
and Capital Resources.

 Since 2015, Jacaranda Investments, Inc., provided us with $492,500 in related party advances. We have not
been advanced any more money since 2018. Jacaranda Investments, Inc. has agreed not to seek repayment of its advances until we are financially
able to repay them. In 2021, $18,229 was repaid to Jacaranda Investments, Inc. leaving the balance at $474,271.

 Our
total assets are $16,835,820 as of December 31, 2023, consisting of $11,800,304 in real estate, building and capital improvements of
$5,458,695, $296,463 in property acquisition and financing, net of $762,406 in depreciation, $24,564 in cash and $6,600 in security deposits.

 Our
total liabilities are $18,018,592 and $18,087,019 as of December 31, 2023 and 2022, respectively.

 Our total stockholders' deficit is $1,182,772, including an accumulated
deficit of $2,120,903, for the year ended December 31, 2023.

 Our
net cash provided by operations was $110,233 for the year ended December 31, 2023.

 We had no investing activities
during the year ended December 31, 2023.

 We
had $177,737 in cash used in financing activities for the year ended December 31, 2023.

 As of December 31, 2023, we had negative working
capital of $1,757,690. We have incurred net losses since our inception and we anticipate net losses and negative operating cash flows
for the near future, and we may not be profitable or realize growth in the value of our assets. To date, our primary sources of capital
have been cash generated from rental income, common stock sales, and debt financing. As of December 31, 2023, we had cash of $24,564,
total liabilities of $18,018,592, and an accumulated deficit of $2,120,903. As of December 31, 2022, we had cash of $92,068, total liabilities
of $18,087,019, and an accumulated deficit of $1,845,571.

 Satisfaction of our Cash Obligations for the
Next 12 Months

 We
do not now have funds sufficient for pursuing our plan of operation, but we are in the process of trying to increase rents to finance
our operations through rental cash flow. If operating difficulties or other factors (many of which are beyond our control) delay our
realization of revenues or cash flows from rental income, we may be limited in our ability to pursue our business plan. Moreover, if
unexpected expenses arise due to unanticipated pressures or if we decide to expand our business plan beyond its currently anticipated
level or otherwise, we will require additional financing to fund our operations, in addition to anticipated cash generated from our operations.
Additional financing might not be available on terms favorable to us, or at all. If adequate funds were not available or were not available
on acceptable terms, our ability to fund our operations, take advantage of unanticipated opportunities, develop or enhance our business
or otherwise respond to competitive pressures would be significantly limited. In a worst-case scenario, we might not be able to fund
our operations or to remain in business, which could result in a total loss of our stockholders' investment. If we raise additional
funds through the issuance of equity or convertible debt securities, the percentage ownership of our stockholders would be reduced, and
these newly issued securities might have rights, preferences or privileges senior to those of existing stockholders.

 The
Company had no formal long-term lines or credit or other bank financing arrangements as of December 31, 2023 or 2022.

 The
Company has no current plans for the purchase or sale of any plant or equipment.

 The
Company has no current plans to make any changes in the number of employees.

 Affiliate

 Our
CEO was, prior to 2018, an officer of Belladona Lily Investments, Inc. Belladonna's association with Hubilu is, and always has
been, solely as a lender.

 Concentrations

 Financial
instruments that potentially subject the Company to concentrations of credit risk consist principally of rental income. Sales to one
customer accounted for 63% of consolidated sales for the year ended December 31, 2023.

 Income
Tax Expense (Benefit)

 The
Company has a prospective income tax benefit resulting from a net operating loss carry forward that may offset any future operating profit.

 Impact
of Inflation

 The
Company believes that inflation has had a negligible effect on operations over the past quarter.

 Plan
of Operation

 We
were incorporated in the State of Delaware on March 2, 2015. We have never declared bankruptcy, have never been in receivership, and
have never been involved in any legal action or proceedings. Since incorporation, we have not made any significant purchase or sale of
assets. We are a real estate consulting and acquisition company that has just begun to generate revenues through our real estate acquisitions.
If we are unable to successfully continue to find customers who will engage us to provide real estate consulting services or in acquiring
cash flow positive properties, we will be dependent on related party advances or the sale of securities for our working capital.

 Our
business strategy is to market our website ( www.hubilu.com) whereby potential real estate users and investors will be able to
review our consulting services and engage us. We will develop our presence on various e-commerce sites focused on the real estate, consulting
and advisory industries as well as on mainstream sites such as Facebook, Twitter, and Linked In. We are also focusing on expanding our
referral network by targeting other advisors such as lawyers, accountants, insurance agents, financial planners and other service professionals.

 The
number of companies which we will be able to provide services to will depend upon the success of our marketing efforts through our website
and our referral network.

 Our
business is advising and consulting with real estate users and investors by providing consulting services to support to their leasing
or acquisition strategies. We intend to advise them on their capital formation, consulting with jurisdictional issues, property taxes,
zoning, corporate structure, administrative functions, such as bookkeeping, accounting, regulatory compliance and reporting, valuation
and other administrative tasks that real estate users and investors may not be familiar with or desire to operate internally.

 We
intend to work collaboratively with real estate users and investors, as well as their existing advisors, to assist them in the proper
structure around proposed leases, development or acquisitions. We believe that by providing guidance and support to our potential clients
and assisting them in structuring their leases, developments or acquisitions we believe we will enable them to achieve increased returns.
We intend to partner and work with professional and technical advisors that have knowledge and expertise in real estate investors. To
the extent that our potential clients request our assistance in seeking capital or accessing the capital markets, we intend to introduce
them to the appropriate advisors who have the requisite expertise in the various areas that may require such expertise.

 Our
founder has access to strategic relationships with real estate investors, financial firms, investment bankers, brokers, individual and
institutional investors as well as accountants and attorneys. Our founder has invested his capital in the real estate markets and has
experience with real estate investing and management. We believe that a properly structured real estate transaction eases the ability
to attract the equity capital from investors thereby allowing the necessary capital to develop or acquire the properties.

 Our
business is focused on acquiring vacant residential income properties that we rehabilitate and rent at student housing market values
while simultaneously consulting and advising with real estate investors, professionals, and companies, We believe that this model of
student housing acquisitions and consulting with investors will generate positive cash flow in growing the company, which will increase
the evaluation of our stock, creating value for our investors and also obtaining client loyalty. The following are key elements of our
strategy:

 Acquisition
process has a strategic methodology when acquiring and calculating cost in not only purchasing but in rehab and the value in renting
out to students near the USC campus and expanding LA Metro/subway stations. This allows favorable returns.

 Recent
Accounting Pronouncement

 In
February 2016, the Financial Accounting Standards Board, or FASB, established Topic 842, Leases, by issuing Accounting Standards Update
("ASU") No. 2016-02, which requires lessors to classify leases as a sales-type, direct financing, or operating lease and
requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently
amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842; ASU No. 2018-10, Codification Improvements
to Topic 842, Leases; and ASU No. 2018-11, Targeted Improvements. The Company adopted the new standard effective January 1, 2019 and
elected the effective date method for the transition. The Company elected the following practical expedients:

 Transition
 method practical expedient – permits the Company to use the effective date as the date of initial application. Upon adoption,
 the Company did not have a cumulative-effect adjustment to the opening balance of retained earnings. Financial information and disclosures
 for periods before January 1, 2019 were not updated.

 Short-term
 lease practical expedient – permits the Company not to recognize leases with a term equal to or less than 12 months.

 Lessor
Accounting

 The
accounting for lessors under the new standard remained relatively unchanged with a few targeted updates impacting the Company, which
included: (i) narrower definition of initial direct costs that requires certain costs to be expensed rather than capitalized, and (ii)
provisions for uncollectible rents to be recorded as a reduction in revenue rather than as bad debt expense.

 Lessee
Accounting

 The
new standard requires lessees to recognize a right-of-use asset and lease liability on the balance sheet for all leases with a term longer
than 12 months. Leases are classified as finance or operating at inception, with classification affecting the pattern and recording of
expenses in the statement of operations. There was no impact on the Company's financial statements on the adoption of Topic 842
given that its office lease does not exceed 12 months in duration.

 Item
7A. Quantitative and Qualitative Disclosures about Market Risk

 As
a " smaller reporting company " as defined by Item 10 of Regulation S-K, we are not required to provide information
required by this item.

 Item
8. Financial Statements and Supplementary Data

 Our
audited financial statements are set forth in this Annual Report beginning on page F-1.

 HUBILU
VENTURE CORPORATION

 CONSOLIDATED
FINANCIAL STATEMENTS

 AS
OF DECEMBER 31, 2023 AND 2022

TO FINANCIAL STATEMENTS

 PAGE

 Report of Independent Registered Public Accounting Firm (PCAOB ID No. 2738)

 Consolidated Balance Sheets as of December 31, 2023 and 2022

 Consolidated Statements of Operations for the years ended December 31, 2023 and 2022

 Consolidated Statement of Stockholders' Equity (Deficit) for the years ended December 31, 2023 and 2022

 Consolidated Statements of Cash Flows for the years ended December 31, 2023 and 2022

 Notes to the Consolidated Financial Statements

 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 To
the Board of Directors and

 Stockholders
of Hubilu Venture Corporation

 Opinion
on the Financial Statements

 We
have audited the accompanying consolidated balance sheets of Hubilu Venture Corporation (the Company) as of December 31, 2023 and 2022,
and the related consolidated statements of operations, stockholders' equity (deficit), and cash flows for each of the years in the two-year
period ended December 31, 2023, and the related notes (collectively referred to as the consolidated financial statements). In our opinion,
the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December
31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31,
2023, in conformity with accounting principles generally accepted in the United States of America.

 Going
Concern

 The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note
2 to the financial statements, the Company suffered a net loss from operations and has a net capital deficiency, which raises substantial
doubt about its ability to continue as a going concern. Management's plans regarding those matters are also described in Note 2.
The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 Basis
for Opinion

 These
consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion
on the Company's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public
Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance
with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part
of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing
an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

 Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that
our audits provide a reasonable basis for our opinion.

 Critical
Audit Matters

 The
critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements
that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are
material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication
of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating
the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which
they relate.

 As
discussed in Note 2 to the financial statements, the Company had a going concern due to a continual net loss, stockholders' deficiency
and cash used in operations.

 Auditing
management's evaluation of a going concern can be a significant judgment given the fact that the Company uses management estimates
on future revenues and expenses which are not able to be substantiated.

 To
evaluate the appropriateness of the going concern, we examined and evaluate the financial information that was the initial cause along
with management's plans to mitigate the going concern and management's disclosure on going concern.

 /s/
 M&K CPAS, PLLC

 We
 have served as the Company's auditor since 2019.

 The Woodlands,
 TX

 April
 16, 2024

 F- 1

 HUBILU VENTURE CORPORATION

 CONSOLIDATED
BALANCE SHEETS

 December 31, 2023

 December 31, 2022

 ASSETS

 (Revised)

 Current assets:

 Cash

 $

 $

 Accounts receivable

 2,100

 -

 Prepaid expenses

 9,500

 -

 Total current assets

 36,164

 Property and equipment:

 Land

 11,800,304

 11,800,304

 Building and capital improvements

 5,458,695

 5,458,695

 Property acquisition and financing

 296,463

 296,463

 Less: accumulated depreciation

 ( 762,406
)

 ( 564,647
)

 Total property and equipment, net

 16,793,056

 16,990,815

 Security deposits

 6,600

 6,783

 Total assets

 $
 16,835,820

 $
 17,089,666

 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

 Current liabilities:

 Accounts payable

 $
 21,250

 $
 -

 Advanced rents received

 10,124

 -

 Accrued interest

 39,402

 41,129

 Security deposits payable

 300,383

 246,669

 Due to related party, current maturities

 474,271

 474,271

 Mortgages payable, current maturities

 768,961

 1,640,175

 Dividends payable

 179,463

 153,514

 Total current liabilities

 1,793,854

 2,555,758

 Mortgages payable, related parties

 15,104,744

 14,411,267

 Preferred shares payable

 Total liabilities

 18,018,592

 18,087,019

 Stockholders' equity (deficit):

 Common stock, $ 0.001 par value, 100,000,000 shares authorized, 26,237,125 shares issued and
 outstanding

 Additional paid-in capital

 911,894

 821,981

 Accumulated deficit

 ( 2,120,903
)

)

 Total stockholders' equity (deficit)

 ( 1,182,772
)

)

 Total liabilities and stockholders' equity (deficit)

 $
 16,835,820

 $
 17,089,666

 The accompanying notes are an integral part of these consolidated financial statements.

 F- 2

 HUBILU VENTURE CORPORATION

 CONSOLIDATED
STATEMENTS OF OPERATIONS

 For the Year Ended December 31,

 2023

 2022

 (Revised)

 Rental Income

 $
 1,885,985

 $
 1,579,682

 Operating expenses:

 General and administrative expenses:

 Salaries and benefits

 69,100

 79,175

 Utilities

 47,624

 66,357

 Professional fees

 91,171

 61,916

 Property taxes

 191,018

 198,038

 Other general and administrative expenses

 545,366

 138,406

 Total general and administrative expenses

 944,279

 543,892

 Depreciation

 197,759

 208,611

 Total operating expenses

 1,142,038

 752,503

 Net operating income

 743,947

 827,179

 Other income (expense):

 Other income

 -

 29,800

 Dividends expense

 ( 25,949
)

)

 Interest expense

 ( 993,330
)

 ( 957,628
)

 Total other income (expense)

 ( 1,019,279
)

 ( 973,884
)

 $
)

 $
)

 Weighted average common shares outstanding - basic and diluted

 Net loss per common share - basic and diluted

 $
 ( 0.01
)

 $
 ( 0.01
)

 The accompanying notes are an integral part of these consolidated financial statements.

 F- 3

 HUBILU VENTURE CORPORATION

 CONSOLIDATED
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

 Shares

 Amount

 Capital

 Deficit

 (Deficit)

 Total

 Common Stock

 Additional Paid-in

 Accumulated

 Stockholders' Equity

 Shares

 Amount

 Capital

 Deficit

 (Deficit)

 Balance, December 31, 2021 (Revised)

 $

 $
 775,755

 $
 ( 1,698,866
)

 $
 ( 896,874
)

 Imputed interest

 -

 -

 46,226

 -

 46,226

 Net loss (Revised)

 -

 -

 -

)

)

 Balance, December 31, 2022 (Revised)

 $

 $
 821,981

 $
)

 $
)

 Beginning balance, value

 $

 $
 821,981

 $
)

 $
)

 Imputed interest

 -

 -

 89,913

 -

 89,913

 -

 -

 -

)

)

 Net income (loss)

 -

 -

 -

)

)

 Balance, December 31, 2023

 $

 $
 911,894

 $
 ( 2,120,903
)

 $
 ( 1,182,772
)

 The accompanying notes are an integral part of these consolidated financial statements.

 F- 4

 HUBILU VENTURE CORPORATION

 CONSOLIDATED STATEMENTS OF CASH FLOWS

 2023

 2022

 For the Year Ended

 2023

 2022

 CASH FLOWS FROM OPERATING ACTIVITIES

 (Revised)

 $
)

 $
)

 Adjustments to reconcile net loss to net cash used in operating activities:

 Depreciation

 197,759

 208,611

 Imputed interest

 89,913

 46,226

 Cumulative preferred stock dividends payable

 25,949

 46,440

 Decrease (increase) in current assets:

 Accounts receivable

 ( 2,100
)

 -

 Prepaid expenses

 ( 9,500
)

 -

 Security deposits

 ( 183
)

 Increase (decrease) in current liabilities:

 Accounts payable

 21,250

 ( 2,373
)

 Advanced rents received

 10,124

 -

 Accrued expenses

 ( 1,727
)

 28,710

 Security deposits payable

 53,714

 47,485

 Net cash provided by operating activities

 110,233

 228,211

 CASH FLOWS FROM INVESTING ACTIVITIES

 Purchase of property and equipment

 -

 ( 559,903
)

 Net cash used in investing activities

 -

 ( 559,903
)

 CASH FLOWS FROM FINANCING ACTIVITIES

 Proceeds received from mortgages payable

 240,000

 785,537

 Repayments on mortgages payable

 ( 417,737
)

 ( 575,515
)

 Proceeds received from the sale of preferred stock

 -

 Net cash provided by (used in) financing activities

 ( 177,737
)

 220,022

 NET CHANGE IN CASH AND CASH EQUIVALENTS

 ( 67,504
)

 ( 111,670
)

 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

 203,738

 CASH AND CASH EQUIVALENTS AT END OF PERIOD

 $

 $

 SUPPLEMENTAL INFORMATION:

 Interest paid

 $
 905,144

 $
 882,692

 Income taxes paid

 $
 -

 $
 63,707

 Non-cash investing and financing transactions:

 Acquisitions of assets financed through debt

 $
 -

 $
 2,739,632

 The accompanying notes are an integral part of these consolidated financial statements.

 F- 5

 HUBILU
VENTURE CORPORATION

 Notes
to the Consolidated Financial Statements

 NOTE
1 – NATURE OF BUSINESS

 Hubilu
Venture Corporation ("the Company") was incorporated under the laws of the state of Delaware on March 2, 2015 and is a publicly
traded real estate consulting, asset management and business acquisition company, which specializes in acquiring student housing income
properties and development/business opportunities located near within the Los Angeles area.

 NOTE
2 – BASIS OF PRESENTATION AND GOING CONCERN

 Basis
of Presentation

 The
accompanying consolidated financial statements include the accounts of the Company and each of its wholly owned subsidiaries: Akebia
Investments LLC, Zinnia Investments, LLC, Sunza Investments, LLC, Lantana Investments LLC, Elata Investments, LLC, Trilosa Investments,
LLC, Kapok Investements, LLC, Boabab Investments, LLC, and Mopane Investments, LLC. All intercompany transactions have been eliminated
on consolidation.

 The
financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States
of America ("US GAAP") on the basis that the Company will continue as a going concern, which assumes that the Company will
be able to meet its obligations and continue its operations for the next year. Realization values may be substantially different from
carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values
and classification of assets and liabilities should the Company be unable to continue as a going concern. At December 31, 2023, the Company
had not yet achieved profitable operations, had an accumulated deficit of $ 2,120,903 since inception and expects to incur further losses
in the development of its business, all of which casts substantial doubt upon the Company's ability to continue as a going concern
and, therefore, that it may be unable to realize its assets and discharge its liabilities in the normal course of business.

of an Error

 Accrued
interest, mortgages payable, related parties and mortgages payable were reported in error at December 31, 2022, as $ 9,415, $ 89,593 and
$ 14,848,206, respectively. The correct amount of accrued interest mortgages payable, related parties and mortgages payable were $ 41,129,
$ 599,594 and $ 14,411,267, respectively. The error was corrected in the annual 2023 10-K as a component of the Company's accumulated
deficit. In addition, the Company reclassified $ 46,056 of dividends expense from operating expenses, within other general and administrative
expenses, to other expenses to conform to the current period presentation. The effect of the error corrections on the prior periods has
been determined to be immaterial, however, the Company has labeled the column headings for the prior periods as "revised."
For the year ended December 31, 2022, the financial statements of the line items affected by the revision are as follows:

OF CORRECTIONS OF ERROR AND CONSOLIDATED
BALANCE SHEET

 Consolidated
Balance Sheet

 As Originally

 Reported

 As Revised

 Line items for December 31, 2022 10-K affected by restatement:

 2022

 of Error

 2022

 Accrued interest

 $
 9,415

 $
 31,714

 $
 41,129

 Total current liabilities

 2,524,044

 31,714

 2,555,758

 Mortgages payable, related parties

 89,593

 510,001

 14,848,206

 ( 436,939
)

 14,411,267

 Total liabilities

 17,982,243

 104,776

 18,087,019

 Accumulated deficit

 ( 1,740,795
)

)

)

 Total stockholders' equity (deficit)

 $
 ( 892,577
)

 $
)

 $
)

 Consolidated
Statements of Operations

OF CORRECTIONS OF ERROR AND CONSOLIDATED
STATEMENTS OF OPERATIONS

 As Originally

 Reported

 As Revised

 Line items for December 31, 2022 10-K affected by restatement:

 2022

 of Error

 2022

 Other general and administrative expenses

 $
 184,462

 $
)

 $
 138,406

 Total general and administrative expenses

 589,948

)

 543,892

 Total operating expenses

 798,559

)

 752,503

 Net operating income

 781,123

 46,056

 827,179

 Dividends expense

 -

)

)

 Interest expense

 ( 925,209
)

 ( 32,419
)

 ( 957,628
)

 Total other income (expense)

 ( 895,409
)

 ( 78,475
)

 ( 973,884
)

 $
 ( 114,286
)

 $
 ( 32,419
)

 $
)

 F- 6

 Consolidated
Statements of Stockholders Equity (Deficit)

OF CORRECTIONS OF ERROR AND CONSOLIDATED
STATEMENTS OF STOCKHOLDERS EQUITY (DEFICIT)

 As Originally

 Reported

 As Revised

 Line items for December 31, 2022 10-K affected by restatement:

 2022

 of Error

 2022

 Accumulated deficit, December 31, 2021

 $
 ( 1,626,509
)

 $
 ( 72,357
)

 $
 ( 1,698,866
)

 Net loss for the year ended December 31, 2022

 ( 114,286
)

 ( 32,419
)

)

 Accumulated deficit, December 31, 2022

 ( 1,740,795
)

)

)

 Total stockholders' equity (deficit), December 31, 2021

 ( 824,517
)

 ( 72,357
)

 ( 896,874
)

 Total stockholders' equity (deficit), December 31, 2022

 $
 ( 892,577
)

 $
)

 $
)

 Total stockholders' equity (deficit)

 $
 ( 892,577
)

 $
)

 $
)

 Consolidated
Statements of Cash Flows

OF CORRECTIONS OF ERROR AND CONSOLIDATED
STATEMENTS OF CASH FLOWS

 As Originally

 Reported

 As Revised

 Line items for December 31, 2022 10-K affected by restatement:

 2022

 of Error

 2022

 CASH FLOWS FROM OPERATING ACTIVITIES

 $
 ( 114,286
)

 $
 ( 32,419
)

 $
)

 Increase (decrease) in current liabilities:

 Accrued expenses

 9,415

 19,295

 28,710

 Net cash provided by operating activities

 241,335

 ( 13,124
)

 228,211

 CASH FLOWS FROM FINANCING ACTIVITIES

 Repayments on mortgages payable

 ( 588,639
)

 13,124

 ( 575,515
)

 Net cash provided by financing activities

 $
 206,898

 $
 13,124

 $
 220,022

 Interest paid

 $
 869,568

 $
 13,124

 $
 882,692

 Going
Concern

 As
shown in the accompanying financial statements, the Company has incurred recurring losses from operations resulting in an accumulated
deficit of $ 2,120,903, and negative working capital of $ 1,757,690 as of December 31, 2023, and the Company's cash on hand may not
be sufficient to sustain operations. These factors raise substantial doubt about the Company's ability to continue as a going concern.
Management is actively pursuing new properties to increase revenues. In addition, the Company is currently seeking additional sources
of capital to fund short term operations. Management believes these factors will contribute toward achieving profitability.

 The
financial statements do not include any adjustments that might result from the outcome of any uncertainty as to the Company's ability
to continue as a going concern. These financial statements also do not include any adjustments relating to the recoverability and classification
of recorded asset amounts or amounts and classifications of liabilities that might be necessary should the Company be unable to continue
as a going concern.

 NOTE
3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Use
of Estimates

 The
preparation of financial statements in conformity with US GAAP which requires management to make estimates and assumptions that in certain
circumstances affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and revenues and
expenses. These estimates are prepared using management's best judgment, after considering past, current and expected events and
economic conditions. Actual results could differ from these estimates.

 Reclassifications

 Certain
reclassifications have been made to the prior years' financial statements to conform to current year presentation. These reclassifications
had no effect on previously reported results of operations or retained earnings.

 Segment Reporting

 ASC 280, Segment Reporting, requires annual
and interim reporting for an enterprise's operating segments and related disclosures about its products, services, geographic areas
and major customers. An operating segment is defined as a component of an enterprise that engages in business activities from which it
may earn revenues and expenses, and about which separate financial information is regularly evaluated by the chief operating decision
maker in deciding how to allocate resources. The Company operates as a single segment and will evaluate additional segment disclosure
requirements as it expands its operations.

 Fair Value of Financial Instruments

 ASC 820, Fair Value Measurements and Disclosures,
establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data
(observable inputs) and the Company's own assumptions (unobservable inputs). Observable inputs are inputs that market participants
would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs
are inputs that reflect the Company's assumptions about the inputs that market participants would use in pricing the asset or liability
and are developed based on the best information available in the circumstances.

 ASC 820 identifies fair value as the exchange price,
or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes
a three-tier fair value hierarchy that distinguishes between the following:

 -

 Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

 -

 Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 -

 Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement.

 Financial assets and liabilities are
classified in their entirety based on the lowest level of input that is significant to the fair value measurement. To the extent that
the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires
more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized
in Level 3. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant
to the fair value measurement.

 F- 7

 Real
Estate

 Land,
buildings and improvements are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful life
ranging generally from 27 years to a maximum of 30 years on buildings and major improvements. Maintenance and repairs that do not improve
or extend the useful lives of the related assets are charged to operations as incurred. Tenant improvements are capitalized and depreciated
over the life of the related lease or their estimated useful life, whichever is shorter.

 The
Company's methodology of allocating the cost of acquisitions to assets acquired and liabilities assumed is based on estimated fair
values, replacement cost and/or appraised values. When the Company acquires operating real estate properties, the purchase price is allocated
to land, building, improvements, leasing costs, intangibles such as in-place leases, assumed debt, if any, and to current assets and
liabilities acquired, if any. The value allocated to in-place leases is amortized over the related lease term and reflected as rental
income in the consolidated statements of operations.

 When
the Company acquires a property, it allocates the aggregate purchase price to tangible assets, consisting of land, building, site improvements
and furniture, fixtures and equipment, and identifiable intangible assets component at the time of purchase. The Company follows the
guidance as outlined in ASC 805-10, Business Combinations, as amended by ASU 2017-01. Most property acquisitions made by the Company
will fall within the category of acquired assets rather than acquired businesses. This distinction will cause the Company to capitalize
its costs for acquisitions, allocate them to the fair value of acquired assets and liabilities and amortize these costs over the remaining
useful lives of those assets and liabilities. Should the Company complete any acquisitions in the future which qualify as acquisitions
of businesses, associated acquisition costs would be expensed as incurred.

 Asset
Impairment

 The
Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an
asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the
asset to aggregate future net cash flows (undiscounted and without interest) expected to be generated by the asset. If such assets are
considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceed the
fair value. Management does not believe that the value of any of the Company's real estate investments was impaired at December
31, 2023.

 Revenue Recognition

 The Company recognizes revenue in accordance with
ASC 606, Revenue from Contracts with Customer. Under ASC 606, the Company recognizes revenue from leases with its various tenants
under operating leases in accordance with a five-step model in which the Company evaluates the performance obligations in an amount that
reflects the consideration which the Company expects to be entitled to receive in exchange for those services. To determine revenue recognition
for arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (1) identify
the contract(s) with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate
the transaction price to the performance obligations in the contract and (5) recognize revenue when (or as) the entity satisfies a performance
obligation.

 The Company's sales are predominantly
generated from leasing its properties to various tenants under operating leases. These sales contain a single performance obligation,
and revenue is recognized on a straight-line basis using the effective interest method, based on the Company's borrowing rate,
over the life of the leases. The Company records adjustments to revenue for incidentals and move out, or janitorial reimbursements in
the same period that the related revenue is recorded. The Company has a significant concentration, consisting of 63 % of revenue received
from 9 Silver for the year ended December 31, 2023.

 Loss
per Share

 The Company's basic loss per share are calculated by dividing its
net loss available to common stockholders by the weighted average number of common shares outstanding for the period. The Company's
dilutive loss per share is calculated by dividing its net loss available to common shareholders by the diluted weighted average number
of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares
adjusted for any potentially dilutive debt or equity. As of December 31, 2023 there were 9,637,037 potentially dilutive shares outstanding.

 Income
Taxes

 The
Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are determined based on the
differences between the financial statement carrying amounts and the income tax basis of assets and liabilities. Deferred tax assets
and liabilities are measured using enacted tax rates applicable to taxable income in the years in which those temporary differences are
expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income
in the period that includes the enactment date. A valuation allowance is applied against any deferred tax asset if, based on available
evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. For uncertain tax positions that
meet a "more likely than not" threshold, the Company recognizes the benefit of uncertain tax positions in the consolidated
financial statements. The Company's practice is to recognize interest and penalties, if any, related to uncertain tax positions
in income tax expense in the consolidated statements of operations.

 Uncertain Tax Positions

 In accordance with ASC 740, Income Taxes, the
Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be capable
of withstanding examination by the taxing authorities based on the technical merits of the position. These standards prescribe a recognition
threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be
taken in a tax return. These standards also provide guidance on de-recognition, classification, interest and penalties, accounting in
interim periods, disclosure, and transition.

 Various taxing authorities periodically audit the
Company's income tax returns. These audits include questions regarding the Company's tax filing positions, including the timing
and amount of deductions and the allocation of income to various tax jurisdictions. In evaluating the exposures connected with these various
tax filing positions, including state and local taxes, the Company records allowances for probable exposures. A number of years may elapse
before a particular matter, for which an allowance has been established, is audited, and fully resolved. The Company has not yet undergone
an examination by any taxing authorities.

 The assessment of the Company's tax position
relies on the judgment of management to estimate the exposures associated with the Company's various filing positions.

 F- 8

 Recent
Accounting Pronouncement

 From
time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and adopted by the Company as of
the specified effective date or possibly early adopted, where permitted. There are no new accounting pronouncements issued that were
expected to have a material impact on the Company's consolidated financial position or results of operations in the current or
future periods.

 NOTE
4 - Fair Value of Financial Instruments

 Under
FASB ASC 820-10-5, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date (an exit price). The standard outlines a valuation framework and creates
a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures.
Under GAAP, certain assets and liabilities must be measured at fair value, and FASB ASC 820-10-50 details the disclosures that are required
for items measured at fair value.

 The
Company has cash and debts that must be measured under the fair value standard. The Company's financial assets and liabilities
are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows:

 Level
1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access
at the measurement date.

 Level
2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets
or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g.,
interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation
or other means (market corroborated inputs).

 Level
3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or
liability.

 The
following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balances sheet as of December
31, 2023 and 2022:

 SCHEDULE OF VALUATION OF FINANCIAL INSTRUMENTS AT FAIR VALUE ON A RECURRING BASIS

 Fair Value Measurements at December 31, 2023

 Level 1

 Level 2

 Level 3

 Assets

 Cash

 $

 $
 -

 $
 -

 Total assets

 -

 -

 Liabilities

 Due to related party

 -

 474,271

 -

 Mortgages payable, related parties

 -

 -

 -

 15,873,705

 -

 Dividends payable

 -

 179,463

 -

 Preferred shares payable

 -

 -

 Total liabilities

 -

 17,127,033

 Net Asset Liability

 $

 $
 ( 17,127,033
)

 $
 ( 520,400
)

 F- 9

 Fair Value Measurements at December 31, 2022

 Level 1

 Level 2

 Level 3

 Assets

 Cash

 $

 $
 -

 $
 -

 Total assets

 -

 -

 Liabilities

 Due to related party

 -

 474,271

 -

 Mortgages payable, related parties

 -

 -

 -

 16,051,442

 -

 Dividends payable

 -

 153,514

 -

 Preferred shares payable

 -

 -

 Total liabilities

 -

 17,278,821

 Net Asset Liability

 $

 $
 ( 17,278,821
)

 $
 ( 520,400
)

 There
were no transfers of financial assets or liabilities between Level 1 and Level 2 inputs for the years ended December 31, 2023 and 2022.

 Note
5 - AFFILIATE

 Our
CEO was, prior to 2018, an officer of Belladona Lily Investments, Inc. Belladonna's association with Hubilu is, and always has
been, solely as a lender.

 NOTE 6 - INVESTMENTS IN REAL ESTATE - Related Party

 The
change in the real estate property investments for the years ended December 31, 2023 and 2022 is as follows:

 SUMMARY
OF CHANGES IN REAL ESTATE PROPERTY INVESTMENTS

 2023

 2022

 Balance, beginning of the year

 $
 17,555,462

 $
 14,255,927

 Acquisitions:

 -

 2,739,632

 Real estate investment property, at cost

 17,555,462

 16,995,559

 Capital improvements

 -

 559,903

 Balance, end of the year

 $
 17,555,462

 $
 17,555,462

 The
change in the accumulated depreciation for the years ended December 31, 2023 and 2022 is as follows:

OF CHANGES IN ACCUMULATED DEPRECIATION

 2023

 2022

 Balance, beginning of the year

 $
 564,647

 $
 356,036

 Depreciation charge for the period

 197,759

 208,611

 Balance, end of the year

 $
 762,406

 $
 564,647

 F- 10

 The
Company's real estate investments as of December 31, 2023 is summarized as follows:

OF REAL ESTATE INVESTMENT

 Property

 Land

 Building

 Improvements

 Depreciation

 Encumbrances

 Deposits

 Costs

 Initial cost to the
 Company

 Capital

 Accumulated

 Security

 Closing

 Property

 Land

 Building

 Improvements

 Depreciation

 Encumbrances

 Deposits

 Costs

 3711 South Western Ave

 $
 508,571

 $
 383,716

 $
 30,244

 $
 116,190

 $
 643,585

 $
 20,375

 $
 -

 2909 South Catalina Street

 565,839

 344,856

 16,181

 100,394

 14,400

 -

 3910 Wisconsin Ave

 337,500

 88,833

 43,219

 679,788

 16,000

 28,444

 3910 Walton Ave

 318,098

 191,902

 96,700

 45,489

 529,258

 11,000

 -

 1557 West 29 Street

 496,609

 146,891

 24,286

 31,060

 593,956

 14,251

 1267 West 38th

 420,210

 180,090

 18,071

 39,987

 596,195

 11,000

 15,701

 1618 West 38th

 508,298

 127,074

 14,732

 19,338

 627,482

 12,000

 -

 4016 Dalton Avenue

 424,005

 106,001

 53,540

 23,461

 600,038

 7,350

 27,678

 1981 West Estrella Avenue

 651,659

 162,915

 72,501

 32,405

 883,908

 17,000

 21,981

 2115 Portland Street

 753,840

 188,460

 5,063

 26,202

 902,214

 10,225

 -

 717 West 42 nd Place

 376,800

 94,200

 -

 23,386

 470,135

 -

 -

 3906 Denker

 428,000

 107,000

 60,210

 20,100

 580,159

 9,500

 -

 3408 S. Budlong Street

 499,200

 124,800

 55,298

 19,444

 718,527

 5,833

 -

 3912 S. Hill Street

 483,750

 161,250

 144,475

 33,439

 648,174

 18,000

 -

 4009 Brighton Avenue

 442,700

 158,300

 170,983

 23,567

 708,367

 13,600

 13,040

 3908 Denker Avenue

 534,400

 158,300

 63,040

 18,589

 620,547

 9,200

 20,243

 4021 Halldale

 487,500

 162,500

 45,188

 16,319

 755,111

 18,000

 37,234

 1284 W. 38 th Street

 551,250

 183,750

 16,036

 825,267

 12,000

 16,623

 4505 Orchard Avenue

 506,250

 145,776

 166,083

 24,495

 637,567

 18,000

 27,037

 3777 Ruthelen Street

 559,200

 139,800

 24,857

 14,278

 699,061

 13,900

 11,019

 3791 Normandie Avenue

 480,000

 160,000

 7,000

 15,832

 756,567

 12,000

 27,394

 2029 W. 41 st Place

 540,000

 180,000

 128,520

 28,870

 820,000

 19,000

 13,501

 4517 Orchard Avenue

 453,750

 151,250

 94,268

 19,147

 629,632

 8,853

 1733 W. 37 th Street

 472,875

 157,625

 12,166

 11,159

 673,167

 12,000

 13,464

 $
 11,800,304

 $
 4,066,456

 $
 1,392,239

 $
 762,406

 $
 16,198,299

 $
 300,383

 $
 296,463

 F- 11

 Real
estate acquisition related party

 2023

 Hubilu
did not acquire any new properties in the 2023 fiscal year.

 2022

 Boabab

 On
January 7, 2022, we completed our acquisition, through our subsidiary Boabab Investments, LLC, the real property located at 3791 S. Normandie
Avenue in Los Angeles ("Boabab"). The property was vacant at time of purchase. The acquisition was for $ 640,000 ("Purchase
Price"). Terms of the acquisition as follows: (1) A first position note with payment on principal balance of $ 576,000 issued by
the Property Owner, Boabab, owing to lender, Center Street Lending VIII SPR, LLC, whose terms of payments due are principal and interest,
on unpaid principal at the rate of 8.5 % per annum. Principal and interest payable in monthly installments of $ 4,080 or more starting
on February 1, 2022, and continuing until December 29, 2022, at which time the entire principal balance together with interest due thereon,
shall become due and payable. (2) A $ 75,000 second position note owing by Boabab, whose terms of payments due were interest only, payable
on unpaid principal at the rate of 5.00 % per annum. Interest only payable in monthly installments of $ 312 or more on the 5th day of
each month beginning on the 5 th day of February 2022 and continuing until the 4 th day of January 2029, at which
time the entire principal balance together with interest due thereon, shall become due and payable.

 On March 2, 2022, the original notes for 3791 S. Normandie Avenue were
refinanced to two notes as follows: (1) A first position note for $ 621,500 with Visio Financial Services, Inc, whose terms of payments
due are principal and interest on unpaid principal at the rate of 5.225 % per annum. Principal and interest payable in monthly installments
of $ 3,422 starting on May 1, 2022, and continuing until the 1 st day of April 1, 2052, at which time any principal balance remaining
together with interest due thereon, shall become due and payable. (2) A $ 150,000 second position note with Belladonna Lily Investments,
Inc., whose terms of payments due were interest only, payable on unpaid principal at the rate of 5.00 % per annum. Interest only payable
in monthly installments of $ 625 or more on the 2nd day of each month beginning on the 2nd day of April 2022 and continuing until the 1 st
day of March 2029, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On
January 20, 2022 we completed our acquisition, through its subsidiary Boabab Investments, LLC, the real property located at 2029 W. 41 st
 Place in Los Angeles ("41st Place"). The property was vacant at the time of purchase. The acquisition was for $ 720,000
("Purchase Price"). The terms of the acquisition as follows: (1) A first position note with payment on principal balance
of $ 648,000 issued by the Property Owner, Boabab, owing to lender, Center Street Lending VIII SPR, LLC, whose terms of payments due are
principal and interest, on unpaid principal at the rate of 8.5 % per annum. Principal and interest payable in monthly installments of
$ 4,590 or more starting on March 1, 2022 and continuing until January 6, 2023 at which time the entire principal balance together
with interest due thereon, shall become due and payable. (2) A $ 84,950 second position note owing by Boabab, whose terms of payments
due were interest only, payable on unpaid principal at the rate of 5.00 % per annum. Interest only payable in monthly installments of
$ 361 or more on the 18th day of each month beginning on the 18 th day of February 2022 and continuing until the 17 th
 day of January 2029, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On
January 1, 2023, the original notes for 2029 W. 41 st Place were refinanced to one first note for $ 820,000 with Belladonna
Lily, whose terms of payments are interest only at the rate of 6 % per annum. Interest payable in monthly installments of $ 4,100 or more
starting on January 1, 2023, and continuing until the 31 st day of December 2029, at which time the entire principal balance
together with interest due thereon, shall become due and payable.

 Trilosa

 On
March 2, 2022, we completed our acquisition, through its subsidiary Trilosa Investments, LLC, the real property located at 4517 Orchard
Avenue in Los Angeles ("Orchard"). The property was vacant at the time of purchase. The acquisition was for $ 605,000 ("Purchase
Price"). The terms of the acquisition as follows: (1) A first position note with payment on principal balance of $ 484,000 issued
by the Property Owner, Trilosa, owing to lender, Visio Financial Services, Inc, whose terms of payments due are principal and interest,
on unpaid principal at the rate of 5.225 % per annum. Principal and interest payable in monthly installments of $ 2,665 or more starting
on May 1, 2022 and continuing until the 1 st day of April 2052, at which time the entire principal balance together with interest
due thereon, shall become due and payable. (2) A $ 158,000 second position note owing by Trilosa, whose terms of payments due were interest
only, payable on unpaid principal at the rate of 5.00 % per annum. Interest only payable in monthly installments of $ 658 or more on
the 2nd day of each month beginning on the 2nd day of April 2022 and continuing until the 1st day of March 2029, at which time the entire
principal balance together with interest due thereon, shall become due and payable.

 F- 12

 Mopane

 On
March 25, 2022, we completed our acquisition, through its subsidiary Mopane Investments, LLC, the real property located at 1733 W.
37 th Street in Los Angeles ("37th Street"). The property was vacant at the time of purchase. The acquisition
was for $ 630,500
("Purchase Price"). The terms of the acquisition as follows: (1) A first position note with payment on principal balance
of $ 567,450
issued by the Property Owner, Mopane, owing to lender, Center Street Lending VIII SPR, LLC, whose terms of payments due are
principal and interest, on unpaid principal at the rate of 7.5 %
per annum. Principal and interest payable in monthly installments of $ 3,546.56.00
or more starting on May 1, 2022 and continuing until March 22, 2023 at which time the entire principal balance together with
interest due thereon, shall become due and payable. This note was extended to March 22, 2024 and the interest rate increased to 11 %.
(2) A $ 100,000
second position note owing by Mopane, whose terms of payments due were interest only, payable on unpaid principal at the rate of 6.00 %
per annum. Interest only payable in monthly installments of $ 500.00
or more on the 1st day of each month beginning on the 1st day of May 2022 and continuing until the 31st day of March 2029, at which
time the entire principal balance together with interest due thereon, shall become due and payable.

 2021

 Trilosa

 On
February 1, 2021, we completed our acquisition, through our subsidiary Trilosa Investments, LLC, the real property located at 4009 Brighton
Avenue in Los Angeles ("Brighton"). The property was vacant at time of purchase. The acquisition was for $ 601,000 ("Purchase
Price"). Terms of the original acquisition as follows: (1) A first position note with payment on principal balance of $ 540,900
issued by the Property Owner, Trilosa, owing to lender, Center Street Lending VIII SPR, LLC, whose terms of payments due are principal
and interest, on unpaid principal at the rate of 8.5 % per annum. Principal and interest payable in monthly installments of $ 3,831
or more starting on March 1, 2021, and continuing until January 1, 2022, at which time the entire principal balance together with interest
due thereon, shall become due and payable. (2) A $ 60,100 second position note owing by Trilosa, whose terms of payments due were interest
only, payable on unpaid principal at the rate of 6.60 % per annum. Interest only payable in monthly installments of $ 687 or more on
the 18 th day of each month beginning on the 18 th day of January 2021 and continuing until the 17 th day
of December 2026, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On
October 18, 2021, the original notes for 4009 Brighton were refinanced to one first note for $ 732,000 through lender, Visio Financial
Services, Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 4.875 % per annum. Principal
and interest payable in monthly installments of $ 3,873 or more starting on December 1, 2021, and continuing until the 1 st
day of November 2051, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 Zinnia

 On
June 18, 2021, we completed our acquisition, through its subsidiary Zinnia Investments, LLC, the real property located at 3908 Denker
Ave, Los Angeles ("Denker"). The property was vacant at the time of purchase. The acquisition was for $ 692,700 ("Purchase
Price"). The terms of the acquisition were as follows: (1) A first position note with interest only for $ 655,000 owing by Zinnia
to Belladonna, whose terms of payments due were interest only, payable on unpaid principal at the rate of 6.00 % per annum. Interest only
payable in monthly installments of $ 3,275 or more on the 1st day of each month beginning on the 1st day of July 2021 and continuing until
the 1st day of June 2025, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On
November 5, 2021, the original notes for 3908 Denker were refinanced to one first note for $ 640,000 through lender, Visio Financial Services,
Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 4.975 % per annum. Principal and interest
payable in monthly installments of $ 3,425 or more starting on January 1, 2022, and continuing until the 1 st day of December
2051, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 F- 13

 On
August 9, 2021, we completed our acquisition, through its subsidiary, Zinnia Investments, LLC, the real property located at 1284 W. 38 th
 Street in Los Angeles ("38th Street"). The property was vacant at the time of purchase. The acquisition was for $ 735,000
("Purchase Price"). The terms of the acquisition as follows: (1) A first position note with payment on principal balance
of $ 661,500 issued by the Zinnia owing to lender, Center Street Lending, VII SPE, LLC, whose terms of payments due are interest only,
payable on unpaid principal at the rate of 8.5 % per annum. Interest payable in monthly installments of $ 4,685 or more
starting on October 1, 2021, and continuing until the 3 rd day of August 2022, at which time the entire principal balance together
with interest due thereon, shall become due and payable. (2) A $ 110,000 second position note owing by Zinnia to Belladonna, whose terms
of payments due were interest only, payable on unpaid principal at the rate of 5.25 % per annum. Interest only payable in monthly installments
of $ 481 or more on the 9th day of each month beginning on the 9th day of September 2021 and continuing until the 30th day of June
2029 at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On February 15, 2022 the original notes for 1284 W. 38 th
Streetwere refinanced to two notes as follows (1) A first position note for $ 656,000 with Visio Financial Services, Inc, whose terms of
payments due are principal and interest on unpaid principal at the rate of 4.625 % per annum. Principal and interest payable in monthly
installments of $ 3,372 or more starting onApril 1, 2022, and continuing until the 1 st day of March 1, 2052, at which time any
principal balance together with interest due thereon, shall become due and payable. (2) A second position note for 188,000 with Belladonna
Lily Investments, Inc., effective March 21, 2022, whose terms of payments due are interest only, payable on unpaid principal at the rate
of 5.25 % per annum. Interest only payable in monthly installments of $ 822 or more on the 9th day of each month beginning on the 9th day
of September 2022 and continuing until the 30thday of June 2029, at which time the entire principal balance together with interest due
thereon, shall become due and payable.

 Sunza

 On
July 22, 2021, we completed our acquisition, through its subsidiary Sunza Investments, LLC, the real property located 4021 Halldale Avenue
in Los Angeles ("Halldale"). The property was vacant at the time of purchase. The acquisition was for $ 650,000 ("Purchase
Price"). The terms of the acquisition as follows: (1) A first position note with payment on principal balance of $ 585,000 issued
by Sunza, owing to lender, Center Street Lending, VIII SPE, LLC, whose terms of payments due are interest only, payable on unpaid principal
at the rate of 8.5 % per annum. Principal and interest payable in monthly installments of $ 4,143 or more starting on September 1, 2021,
and continuing until the 14th day of July 2022, at which time the entire principal balance together with interest due thereon, shall
become due and payable. (2) A $ 145,312 second position note owing by Sunza to Belladonna Lily Investments, Inc. ("Belladonna"),
whose terms of payments due were interest only, payable on unpaid principal at the rate of 3.00 % per annum. Interest only payable in
monthly installments of $ 363 or more on the 15 th day of each month beginning on the 15 th day of August 2021
and continuing until the 30th day of June 2029, at which time the entire principal balance together with interest due thereon, shall
become due and payable.

 On September 2, 2022, the original notes for 4021
Halldale Avenue were refinanced to one first position note for $ 765,000 with Visio Financial Services, Inc, whose terms of payments due
are principal and interest, on unpaid principal at the rate of 6.575 % per annum. Principal and interest payable in monthly installments
of $ 4,873 or more starting on November 1, 2022, and continuing until the 1 st day of October 2052, at which time the entire
principal balance together with interest due thereon, shall become due and payable.

 F- 14

 Boabab

 September
30, 2021, we completed our acquisition, through its subsidiary Boabab Investments LLC, the real property located at 4505 Orchard Avenue
in Los Angeles ("Orchard"). The property was vacant at the time of purchase. The acquisition was for $ 652,026 ("Purchase
Price"). The terms of the acquisition were as follows: (1) A first position note with interest only for $ 675,000 owing by Boabab
to Belladonna Lily Investments, Inc. ("Belladonna"), whose terms of payments due were interest only, payable on unpaid principal
at the rate of 5.00 % per annum. Interest only payable in monthly installments of $ 2,812 or more on the 22nd day of each month beginning
on the 22nd day of October 2021 and continuing until the 1st day of October 2029, at which time the entire principal balance together
with interest due thereon, shall become due and payable.

 On February 15, 2022, the original notes for 4505
Orchard were refinanced to one first position note for $ 656,000 with Visio Financial Services, Inc, whose terms of payments due are principal
and interest, on unpaid principal at the rate of 4.625 % per annum. Principal and interest payable in monthly installments of $ 3,372 or
more starting on April 1, 2022 and continuing until the 1 st day of March 2052, at which time the entire principal balance together
with interest due thereon, shall become due and payable.

 Lantana

 On
October 6, 2021, we completed our acquistion, through its subsidiary, Lantana Investments, LLC, the real property located at 3777 Ruthelen
Street, Los Angeles (Ruthelen"). The property was vacant at the time of purchase. The acquisition was for $ 699,000 ("Purchase
Price"). The terms of the acquisition were as follows. (1) A first position note with interest only for $ 699,000 owing by Lantana
to Belladonna, whose terms of payments due were interest only, payable on unpaid principal at the rate of 5.00 % per annum. Interest only
payable in monthly installments of $ 2,912 or more on the 1st day of each month beginning on the 1st day of November 2021 and continuing
until the 1st day of October 2029, at which time the entire principal balance together with interest due thereon, shall become due and
payable.

 On February 9, 2022, the original note for 3777 Ruthelen was refinanced
to one first position note for $ 720,000 with Visio Financial Services, Inc, whose terms of payments due are principal and interest, on
unpaid principal at the rate of 4.625 % per annum. Principal and interest payable in monthly installments of $ 3,702 or more starting on
April 1, 2022 and continuing until the 1 st day of March 2052, at which time the entire principal balance together with
interest due thereon, shall become due and payable.

 2020

 Trilosa

 On
February 22, 2020, we completed our acquisition, through our subsidiary Trilosa Investments, LLC, the real property located at 3906
Denker Avenue in Los Angeles ("Denker"). The property was vacant at time of purchase. The acquisition was for $ 535,000 ("Purchase
Price"). Terms of the acquisition as follows. (1) A first position note with payment on principal balance of $ 416,000 issued by
the Property Owner, Trilosa, owing to lender, Visio Financial Services, Inc, whose terms of payments due are principal and interest,
on unpaid principal at the rate of 6 % per annum. Principal and interest payable in monthly installments of $ 2,494 or more starting
on April 1, 2020, and continuing until the 1 st day of March 2050, at which time the entire principal balance together with
interest due thereon, shall become due and payable. The initial fixed interest rate will change to an adjustable interest rate on the
1 st day of March 2025, and the adjustable interest rate may change on that day every 12 th month thereafter. The
date on which the initial fixed interest rate changes to an adjustable interest rate, and each date on which my adjustable interest rate
could change. (2) A $ 140,000 second position note owing by Trilosa, whose terms of payments due were interest only, payable on unpaid
principal at the rate of 6.00 % per annum. Interest only payable in monthly installments of $ 700 or more on the 15 th day
of each month beginning on the 15 th day of March 2020 and continuing until the 14 th day of February 2025, at which
time the entire principal balance together with interest due thereon, shall become due and payable.

 Lantana

 On
July 24, 2020 we completed our acquisition, through our subsidiary Lantana Investments, LLC, the real property located at 3408 Budlong
Avenue in Los Angeles ("Budlong"). The property was vacant at time of purchase. The acquisition was for $ 624,000 ("Purchase
Price"). Terms of the acquisition as follows. (1) A first position note with payment on principle balance of $ 470,000 issued by
the Property Owner, Lantana, owing to lender, Golden Empire Mortgage, whose terms of payments due are principal and interest, on unpaid
principal at the rate of 5 % per annum. Principal and interest payable in monthly instalments of $ 1,958 or more starting on August
24, 2020 and continuing until the 24th day of July 2021, at which time the entire principal balance together with interest due thereon,
shall become due and payable. (2) A $ 175,000 second position note owing by Lantana, whose terms of payments due were interest only, payable
on unpaid principal at the rate of 5.00 % per annum. Interest only payable in monthly instalments of $ 729 or more on the 23rd day of
each month beginning on the 23rd day of August 2020 and continuing until the 22nd day of July 2025, at which time the entire principal
balance together with interest due thereon, shall become due and payable.

 On
October 26, 2021, the original notes were refinanced to two notes as follows: (1) A first position note for $ 620,000 through lender,
Visio Financial Services, Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 4.875 % per
annum. Principal and interest payable in monthly installments of $ 3,281 or more starting on January 1, 2022, and continuing until
the 1 st day of December 2051, at which time the entire principal balance together with interest due thereon, shall become
due and payable. (2) A $ 120,000 second position note whose terms of payments due were interest only, payable on unpaid principal at the
rate of 5.00 % per annum. Interest only payable in monthly instalments of $ 500 or more on the 1st day of each month beginning on December
1, 2021and continuing until the 1 st day of November 2029, at which time the entire principal balance together with interest
due thereon, shall become due and payable.

 F- 15

 Kapok

 On
November 8, 2020 we completed our acquisition, through our subsidiary Kapok Investments, LLC, the real property located at 3912 S. Hill
Street in Los Angeles ("Hill"). The property was delivered vacant to Hubilu after seller moved out within 2 weeks after the
close of escrow as agreed per purchase contract. Seller paid Hubilu no money for the 2 week period. The acquisition was for $ 645,000
("Purchase Price"). Terms of the acquisition as follows. (1) A first position note with payment on principal balance of $ 516,000
issued by the Property Owner, Kapok, owing the lender, Visio Financial Services, Inc, whose terms of payments due are principal and interest.
On unpaid principal at the rate of 6.425 % per annum. Principal and interest payable in monthly instalments of $ 3,236 or more starting
on January 1, 2021 and continuing until the 1sr day of December 2050, at which time the entire principal balance together with interest
due thereon, shall become due and payable. (2) A $ 152,000 second position note owing by Kapok, whose terms of payments due were interest
only, payable on unpaid principal at the rate of 6.425 % per annum. Interest only payable in monthly instalments of $ 814 or more on
the 2nd day of each month beginning on the 2nd day of December 2020 and continuing until the 1st day of November 2026, at which time
the entire principal balance together with interest due thereon, shall become due and payable.

 2019

 Elata

 On
July 12, 2019, the Company closed on the acquisition of Elata Investments, LLC. On March 22, 2019 the company entered into a purchase
contract to purchase personal property ("the Elata Agreement") with Adlon Investments, LLC, Wyoming Limited Liability Company
("Adlon"), to acquire 100 % membership interest in Elata Investments, LLC. a Wyoming Limited Liability Company. The Elata
Agreement was subject to due diligence and verification of title and rental income. The acquisition was scheduled to close on July 12,
2019 and did close on July 12, 2019. Elata's sole asset was its real property located at 1267 W. 38 th Street, Los Angeles.
On July 12 th, 2019, the acquisition was completed for $ 600,300. The terms of the Hubilu membership interest purchase was subject
to two loans as follows. (1) A $ 415,000 first position note owing by Elata, whose terms of payments due were interest only, payable on
unpaid principal at the rate of 5.50 % per annum. Interest only payable in monthly installments of $ 1,902 or more on the 20th day of
each month beginning on the 20th day of August, 2019 and continuing until the 19th day of March 2023, at which time the entire principal
balance together with interest due thereon, shall become due and payable. (2) A $ 185,000 second position note owing by Elata, whose terms
of payments due were interest only, payable on unpaid principal at the rate of 6 % per annum. Interest only payable in monthly installments
of $ 347 or more on the 20th day of each month beginning on the 20th day of August 2019 and continuing until the 19th day of March
2023, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On
April 26, 2021, the original notes for 1267 W. 38 th Street were refinanced to one first note for $ 620,000 through lender,
Visio Financial Services, Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 4.975 % per
annum. Principal and interest payable in monthly installments of $ 3,319 or more starting on July 1, 2021 and continuing until the
1 st day of June 2051, at which time the entire principal balance together with interest due thereon, shall become due and
payable.

 On
December 13, 2019 we completed our acquisition, through our subsidiary, Elata Investments, LLC, the real property located at 4016 Dalton,
Los Angeles CA ("Dalton"). The property was vacant at time of purchase. The acquisition was for $ 530,006 ("Purchase
Price"). Terms of the acquisition as follows: (1) A first position note with payment on principal balance of $ 441,995 issued
by the Property Owner, Elata, owing to lender, Visio Financial Services, Inc, whose terms of payments due are principal and interest,
on unpaid principal at the rate of 7.2 % per annum. Principal and interest payable in monthly installments of $ 2,851 or more starting
on February 1, 2020 and continuing until the 1 st day of January 2050, at which time the entire principal balance together
with interest due thereon, shall become due and payable.

 F- 16

 The
initial fixed interest rate will change to an adjustable interest rate on the 1 st day of January, 2025, and the adjustable
interest rate may change on that day every 12 th month thereafter. The date on which the initial fixed interest rate changes
to an adjustable interest rate, and each date on which my adjustable interest rate could change. (2) a $ 83,005 second position note
owing by Elata to Belladonna Lily Investments, Inc ("Bella"), whose terms of payments due were interest only, payable from
December 11, 2019 on unpaid principal at the rate of 6 % per annum. Interest only payable in monthly installments of $ 750 or more on
the 11th day of each month beginning on the January 11, 2020, and continuing until December 10, 2023, at which time the entire principal
balance together with any outstanding interest due thereon, shall become due and payable. The note to Bella in second position was increased
to $ 150,000 at time of initial funding, with the difference of $ 66,995 being used to fund closing costs, carrying costs and fix up
costs.

 On
May 21, 2021, the original notes for 4016 Dalton were refinanced to one first note for $ 624,000 through lender, Visio Financial Services,
Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 4.975 % per annum. Principal and interest
payable in monthly installments of $ 3,340 or more starting on June 1, 2021 and continuing until the 1 st day of June 2051,
at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On
December 30, 2019 we completed our acquisition, through our subsidiary, Elata Investments, LLC ("Elata"), the real property
located at 1618 West 38 th Street, Los Angeles CA ("38 th "). The property was vacant at time of purchase.
The acquisition was for $ 635,372 ("Purchase Price"). Terms of the acquisition as follows: (1) A first position note with
payment on principal balance of $ 504,000 issued by the Property Owner, Elata, owing to lender, Visio Financial Services, Inc, whose
terms of payments due are principal and interest, on unpaid principal at the rate of 6.3 % per annum. Principal and interest payable in
monthly installments of $ 3,120 or more starting on February 1, 2020 and continuing until the 1 st day of January 2050, at
which time the entire principal balance together with interest due thereon, shall become due and payable. Note: The initial fixed interest
rate will change to an adjustable interest rate on the 1 st day of January, 2025, and the adjustable interest rate may change
on that day every 12 th month thereafter. The date on which the initial fixed interest rate changes to an adjustable interest
rate, and each date on which my adjustable interest rate could change. (2) A $ 126,000 second position note owing by Elata to Belladonna
Lily Investments, Inc ("Bella"), whose terms of payments due were interest only, payable from December 11, 2019 on unpaid
principal at the rate of 6 % per annum. Interest only payable in monthly installments of $ 750 or more on the 11th day of each month
beginning on January 11, 2020, and continuing until December 10, 2025, at which time the entire principal balance together with any outstanding
interest due thereon, shall become due and payable. The note to Bella in second position was increased to $ 150,000 at time of initial
funding, with the difference of $ 24,000 being used to fund closing costs, carrying costs and fix up costs.

 F- 17

 Kapok

 On
December 31, 2019, the Company closed on the acquisition of Kapok Investments, LLC, ("Kapok") and its real property asset
located at 1981 Estrella, Los Angeles. Under the terms of the Kapok Agreement, the Company was to acquire 100 % membership interest in
Kapok for $ 814,574 The property was vacant at time of purchase. Kapok was owned by a related party. The acquisition was subject to two
loans as follows: (1) A $ 600,000 first position note owing by Kapok to Belladonna Lily Investments, Inc. ("Bella") whose
terms of payments due were interest only, payable on unpaid principal at the rate of 5.00 % per annum. Interest only payable in monthly
installments of $ 2,500 or more on the 1st day of each month beginning on the 1st day of January 2020 and continuing until the 30th day
of November 2023, at which time the entire principal balance together with interest due thereon, shall become due and payable. (2) A
$ 288,000 second position note owing by Kapok to Bella, whose terms of payments due were interest only, payable on unpaid principal at
the rate of 5.00 % per annum. Interest only payable in monthly installments of $ 1,200 or more on the 1 st day of each month
beginning on the 1st day of February 2020 and continuing until the 30th day of November 2023 at which time the entire principal balance
together with interest due thereon, shall become due and payable.

 On May 17, 2021, the original notes for 1981 Estrella
were refinanced to one first position note for $ 920,000 with Visio Financial Services, Inc, whose terms of payments due are principal
and interest, on unpaid principal at the rate of 5.225 % per annum. Principal and interest payable in monthly installments of $ 5,066 or
more starting on July 1, 2021 and continuing until the 1 st day of June 2051, at which time the entire principal balance together
with interest due thereon, shall become due and payable.

 Trilosa

 On
December 31, 2019, the Company acquired 100 % membership interest in Trilosa Investments, LLC, a Wyoming Limited Liability Company ("Trilosa")
which was owned by a related party. Trilosa's sole asset was the real property located at 717 W. 42 nd Place, Los Angeles
CA. Under the terms of the Trilosa Agreement, the Company acquired 100 % membership interest in Trilosa for $ 471,000 ("the Purchase
Price") payable as follows: (1) subject to a $ 337,167 first position mortgage with payment on principal balance of $ 337,167
owing to lender, Fay Servicing, Inc., interest only from January 1, 2020 on unpaid principal at the rate of 6.85 % per annum in monthly
installments of $ 1,925 or more on the 1st day of each month, beginning with the first payment on the 1st day of February 2020 and
continuing until 1 st day of November 2048. (2) A $ 133,500 second position note owing by Trilosa to Belladonna Lily Investments, Inc
("Bella"), whose terms of payments due were interest only, payable from January 1, 2020, on unpaid principal at the rate
of 6.85 % per annum. Interest only payable in monthly installments of $ 762 or more on the 1st day of each month beginning on the February
1, 2020, and continuing until April 30, 2029 at which time the entire principal balance together with any outstanding interest due thereon,
shall become due and payable. Balance of purchase price paid in cash.

 Boabab

 On
December 31, 2019, the Company acquired 100 % membership interest in Boabab Investments, LLC, a Wyoming Limited Liability Company ("Boabab")
which was owned by a related party. Boabab's sole asset was the real property located at 2115 Portland Street, Los Angeles CA.
Under the terms of the Boabab Agreement, the Company was to acquire 100 % membership interest in Boabab for $ 942,300 ("the Purchase
Price") payable as follows: (1) a $ first position mortgage with payment on principal balance of $ 616,899 owing to lender, Nexera
Holding, LLC dba Newfi Lending, a Delaware Corporation. interest only from July 1, 2019 on unpaid principal at the rate of 6.00 % per
annum in monthly installments of $ 3,721 or more on the 1st day of each month, beginning with the first payment on the 1 st
day of January 2020 and continuing until 1st day of June 2049. Note: The initial fixed interest rate will change to an adjustable interest
rate on the 1 st day of June, 2024, and the adjustable interest rate may change on that day every 12 th month thereafter.
The date on which the initial fixed interest rate changes to an adjustable interest rate, and each date on which my adjustable interest
rate could change. (2) A $ 325,000 second position note owing by Boabab to Belladonna Lily Investments, Inc ("Bella"),
whose terms of payments due were interest only, payable from December 31, 2019 on unpaid principal at the rate of 5.00 % per annum. Interest
only payable in monthly installments of $ 1,354 or more on the 1st day of each month beginning on the 1 st day of February,
2020, and continuing until 31 th day of July 2029, at which time the entire principal balance together with any outstanding
interest due thereon, shall become due and payable.

 F- 18

 2018
acquisitions- related party

 Sunza

 On
May 30, 2018, the Company entered into a contract to purchase personal property ("the Sunza Agreement") with Adlon Investments,
Inc. a Wyoming Corporation ("Adlon"), to acquire its 100 % membership interest in Sunza Investments, LLC, a Wyoming Limited
Liability Company ("Sunza"). Adlon was 100 % owned by Jacaranda Investments, Inc., a Wyoming Corporation ("Jacaranda"),
which was previously owned by the Company's Chairman and CEO. Adlon Investments, Inc., Jacaranda Investments, Inc., were related
parties to this purchase. The purchase closed on May 31, 2018. Sunza's sole asset was the real property located at 3910 Walton
Avenue, Los Angeles, CA 90037 (the "Property"). Under the terms of the Sunza Agreement, the Company's purchase price
is $ 510,000 ("the Purchase Price"), which is comprised of the following: (1) a $ 325,500 promissory note dated April 5, 2018
(the "Note") and a First Deed of Trust, secured by the Property, whereby Sunza, as Trustee of the 3910 Walton Avenue Trust,
dated April 3, 2018 ("Maker") promises to pay Belladonna Lily Investments, Inc, a Wyoming Corporation the sum of $ 325,500
with interest only from April 5, 2018 on unpaid principal at the rate of 6 % per annum. The Company is paying monthly instalment payments
of $ 1,627 until April 30, 2020, at which time the entire principal balance together with interest due thereon, shall become due and
payable; and (2) a $ 184,500 promissory note (the "2nd Note") secured by a 2nd Trust Deed and payable to Belladonna Lily Investments,
Inc, a Wyoming Corporation with interest only until the April 30, 2020, at which time the entire Principal balance together with interest
is due thereon, shall become due and payable.

 On
July 18, 2019, the original notes for 3910 Walton were refinanced to one first note for $ 570,000 through lender, Visio Financial Services,
Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 5 % per annum. Principal and interest
payable in monthly installments of $ 3,060 or more starting on September 1, 2019, and continuing until the 1 st day of August
2049, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 On
September 27, 2018, the Company closed the acquisition of the real property located at 3910 Wisconsin Street, Los Angeles California
for a purchase price of $ 487,500. The terms of the acquisition is subject to three loans: (1) A first position note (the "1 st
 Note") with unpaid principal balance of $ 252,228 taken subject to the Property Sellers owing their lender, whose terms of
payments are principal and interest, with payments commencing November 1, 2018, on unpaid principal at the rate of 4.375 % per annum.
Interest only payable in monthly installments of $ 1,627 or more on the 1 st day of each month beginning on the November
1, 2018, and continuing until October 1, 2036, at which time the entire principal balance together with interest due thereon, shall become
due and payable; (2) A $ 200,000 second position note owing by Sunza to Yerba Mate Corporation, whose terms of payments due were interest
only, payable from November 1, 2018 on unpaid principal at the rate of 9 % per annum. Interest only consist of interest only monthly installments
of $ 1,500 that commenced on November 1, 2018, and continuing until October 31, 2020, at which time the entire principal balance together
with any outstanding interest due thereon, shall become due and payable; and (3) a $ 40,000 third position note owing by Sunza to Belladonna
Lily Investments, Inc., whose terms of payments consist of interest only monthly installments at the rate of 9 % per annum at the amount
of $ 300 payable from November 1, 2018 until April 30, 2022, at which time the entire principal balance together with any outstanding
interest due thereon, shall become due and payable.

 On February 25, 2022 the original notes for 3910 Wisconsin were refinanced
to one first note for $ 700,000 with Visio Financial Services, Inc, whose terms of payments due are principal and interest, on unpaid principal
at the rate of 5.225 % per annum. Principal and interest payable in monthly installments of $ 3,855 or more starting on April 1, 2022,
and continuing until the 1 st day of March 2052, at which time the entire principal balance together with interest due thereon,
shall become due and payable.

 Lantana

 On
December 31, 2018, the Company acquired the 100 % membership interest in Lantana Investments, LLC, a Wyoming Limited Liability Company
("Lantana") from Jacaranda Investments, Inc. ("Jacaranda"). Jacaranda was previously owned by our Chairman and
CEO. Jacaranda Investments, Inc. was a related party to the transaction. Lantana's sole asset is the building and land located
at 1557 W. 29 th Street, Los Angeles CA ("the Lantana Property").

 Under
the terms of the Lantana Agreement, the Company acquired the 100 % membership interest in Lantana for $ 643,500 ("the Purchase Price")
payable as follows: (1) a $ 443,500 promissory note (the "Lantana Note") with principal and interest payments of $ 2,532
payable until the October 30, 2048, at which time the entire principal balance together with interest is due thereon. The Lantana Note
is secured by a 1 st Trust Deed and is fixed for 7 years and thereafter adjusted to 1-year LIBOR plus 5.25 %; and (2) a $ 200,000
promissory note (the "Lantana Second Note") secured by a 2 nd Trust Deed and owing to Belladonna Lily Investments,
Inc. The Lantana Second Note bears interest at 6.85 % per annum with interest only monthly payments of $ 1,142 until October 30, 2022
at which time the entire principal balance together with interest due thereon, shall become due and payable.

 F- 19

 On
May 17, 2021, the original notes for 1557 W. 29 th Street were refinanced to one first note for $ 620,000 through lender, Visio
Financial Services, Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 4.975 % per annum.
Principal and interest payable in monthly installments of $ 3,319 or more starting on July 1, 2021, and continuing until the 1 st
 day of June 2051, at which time the entire principal balance together with interest due thereon, shall become due and payable.

 2017
acquisitions- related party

 Akebia

 On
April 10, 2017, the Company completed its acquisition of all of the outstanding membership interests (the "Akebia Acquisition")
of Akebia Investments, LLC ("Akebia") for $ 892,287 (the "Purchase Price"). Akebia's sole asset is the real
property located at 3711 South Western Avenue, Los Angeles, California (the "Akebia Property"). The Akebia Acquisition has
been accounted for as an asset acquisition with the proceeds allocated entirely to the Akebia Property. There was no contingent consideration
associated with the Akebia Acquisition.

 Under
the terms of the Akebia Acquisition, the Company's consideration for the Purchase Price was: (1) a $ 710,000 All Inclusive Deed
of Trust ("Akebia AITD"), secured by the Akebia Property and a promissory note (the "Akebia Note"), which bears
interest at 6 % and (2) 180,000 shares of the Company's Series 1 Convertible Preferred Stock at an issuance price of $ 1 per share,
for $ 180,000. The Akebia AITD was reduced to $ 702,462 after adjustments for closing costs at the date of purchase of the Akebia Property.

 The
Akebia AITD includes terms of repayment of $ 100,000 due August 1, 2020. Once the initial repayment of $ 100,000 has been made, the interest
rate on the remaining balance of the Akebia AITD will reduce to 4 % per annum.

 On
December 1, 2021, the original notes for 3711 South Western Avenue changed to one $ 700,000
promissory note secured by a 1 st Trust Deed, owing to Belladonna Lily Investments, Inc., replacing the existing notes, at an interest of 5.00 %
per annum with interest only monthly payments of $ 2,927
starting on January 1, 2022, until December 1, 2029, at which time the entire principal balance together with interest due thereon,
shall become due and payable.

 Zinnia

 On
April 10, 2017, the Company completed its acquisition of all the outstanding membership interests (the "Zinnia Acquisition")
of Zinnia Investments, LLC ("Zinnia") for $ 910,695 (the "Purchase Price"). Zinnia's sole asset is the real
property located at 2909 South Catalina Street, Los Angeles, California (the "Zinnia Property"). The Akebia Acquisition has
been accounted for as an asset acquisition with the proceeds allocated entirely to the Akebia Property. There was no contingent consideration
associated with the Zinnia Acquisition.

 Under
the terms of the Zinnia Acquisition, the Company's consideration for the Purchase Price was: (1) a $ 655,000
All Inclusive Deed of Trust ("Zinnia AITD"), owing to Esteban Coaloa, secured by the Zinnia Property and a promissory
note (the "Zinnia Note"), which bears interest at 6 %
and (2) 270,000
shares of the Company's Series 1 Convertible Preferred Stock at an issuance price of $ 1.00
per share, for $ 270,000.
The Zinnia AITD was reduced to $ 654,810
after adjustments for closing costs at the date of purchase of the Zinnia Property.

 The
Zinnia AITD includes terms of repayment of $ 145,000
 one year from the date of inception and the remaining
balance due on the Zinnia Note's second anniversary date, extended to April 20, 2029. Once
the initial repayment of $ 145,000 has been made, the interest rate on the remaining balance of the Zinnia AITD will be reduced to the
greater of 3.5% per annum or the 11 th District Cost of Funds Index plus 2.8% including a provision that the rate cannot be
greater than 9.0%.

 F- 20

 NOTE
7 – DUE TO RELATED PARTY

 As
of December 31, 2023 and 2022, the Company owed Jacaranda Investments, Inc., $ 474,271. These advances are unsecured and do not carry
a contractual interest rate or repayment terms. In connection with these advances, the Company has recorded imputed interest charges
of $ 89,913 and $ 46,226, which was credited to additional paid-in capital for the years ended December 31, 2023 and 2022, respectively.

 NOTE
8 – MORTGAGES PAYABLE, RELATED PARTIES

 The
Company's mortgages payable to related parties are as follows:

OF MORTGAGES PAYABLE TO RELATED PARTIES

 Principal balance

 Stated

 December 31, 2023

 December 31, 2022

 Interest Rate

 Maturity date

 2909 South Catalina Street

 6.00
 %

 April 20, 2029

 On April 10, 2017 Esteban
Coaloa loaned the Company $ 655,000
via an All Inclusive Trust Deed ("AITD") as part of the purchase of 2909 S. Catalina Street, Los Angeles, CA. This
loanis considered a related party loan because Esteban Coaloa's preferred stock holding, if converted to common stock at
current share price would result in him owning > 5% of the Company. This is an interest only note with principal due on April 20, 2029.

 NOTE
9 – MORTGAGES PAYABLE

 The
Company's mortgages are summarized as follows:

OF MORTGAGES PAYABLE

 Principal balance

 Stated

 December 31, 2023

 December 31, 2022

 Interest Rate

 Maturity date

 3711 South Western Ave

 $
 643,585

 $
 643,585

 5.00
 %

 December 1, 2029

 3910 Walton Ave.

 529,258

 539,547

 5.00
 %

 August 1, 2049

 3910 Wisconsin Street

 679,788

 691,349

 5.225
 %

 March 1, 2052

 1557 West 29 Street

 593,956

 605,129

 4.975
 %

 June 1, 2051

 1267 West 38 Street

 596,195

 606,053

 4.975
 %

 June 1, 2051

 4016 Dalton Avenue

 600,038

 609,959

 4.975
 %

 June 1, 2051

 1618 West 38 Street

 - First Note

 477,482

 484,883

 6.30
 %

 January 1, 2050

 - Second Note

 6.00
 %

 December 10, 2025

 1981 Estrella Ave

 883,908

 899,278

 5.225
 %

 June 1, 2051

 717 West 42 Place

 - First Note

 335,167

 336,267

 6.85
 %

 November 1, 2048

 - Second Note

 134,968

 134,968

 6.85
 %

 April 30, 2029

 2115 Portland Street

 - First Note

 582,438

 591,836

 6.00
 %

 June 1, 2049

 319,776

 319,776

 5.00
 %

 July 31, 2029

 3906 Denker

 395,159

 401,181

 6.00
 %

 March 1, 2050

 185,000

 185,000

 6.00
 %

 February 14, 2025

 3408 Budlong

 598,527

 609,626

 4.875
 %

 December 1, 2051

 120,000

 120,000

 5.00
 %

 November 1, 2029

 3912 S. Hill Street

 496,174

 503,094

 6.425
 %

 December 1, 2050

 - Second Note

 152,000

 152,000

 6.425
 %

 November 1, 2026

 4009 Brighton Avenue

 708,367

 720,010

 4.875
 %

 November 1, 2051

 3908 Denker Avenue

 620,547

 630,515

 4.975
 %

 December 1, 2051

 4021 Halldale Avenue

 755,111

 766,071

 6.575
 %

 October 1, 2052

 1284 W. 38 th Street

 637,267

 648,605

 4.625
 %

 March 1, 2052

 188,000

 188,000

 5.25
 %

 June 30, 2029

 4505 Orchard Avenue

 637,567

 648,282

 4.625
 %

 March 1, 2052

 3777 Ruthelen Street

 699,061

 711,326

 4.625
 %

 March 1, 2052

 3791 S. Normandie Avenue

 - First Note

 606,567

 615,682

 5.225
 %

 April 1, 2052

 5.00
 %

 March 1, 2029

 2029 W. 41 st Place

 820,000

 809,900

 6.00
 %

 December 31, 2029

 4517 Orchard Avenue

 471,632

 479,070

 5.225
 %

 April 1, 2052

 158,000

 158,000

 5.00
 %

 March 1, 2029

 1733 W. 37 th Place

 573,167

 567,450

 11.00
 %

 March 22, 2024

 100,000

 100,000

 6.00
 %

 March
 31, 2029

 Hubilu General Loan

 275,000

 275,000

 %

 Due upon request

 $
 15,873,705

 $
 16,051,442

 Less: current maturities

 768,961

 1,640,175

 $
 15,104,744

 $
 14,411,267

 F- 21

 Scheduled
repayments on mortgages payable, including paying off interest only loans and mortgages due are as follows:

OF REPAYMENTS ON MORTGAGES PAYABLE

 Year ending December 31, 2023

 2024

 $
 768,961

 2025

 538,567

 2026

 366,329

 2027

 225,819

 2028

 237,933

 Thereafter

 13,736,096

 Total

 $
 15,873,705

 NOTE
10 – SERIES 1 CONVERTIBLE PREFERRED SHARES

 The
Company has authorized and designated 2,000,000 shares of Series 1 convertible preferred stock (the "Preferred Stock"). In
September 2016, the Company issued 10,400 shares of Preferred Stock at an issuance price of $ 1 per share, for proceeds of $ 10,400 and
in April 2017, the Company issued 450,000 shares of Preferred Stock in connection with the Akebia and Zinnia Acquisitions. (Notes 6 and
8). In January 2018, the Company issued 20,000 shares of Preferred Stock at an issuance price of $ 1 per share, for proceeds of $ 20,000.
In March 2018, the Company issued 20,000 shares of Preferred Stock at an issuance price of $ 1.00 per share, for gross proceeds of $ 20,000.
On May 11, 2021, the Company issued 10,000 shares of Preferred Stock at an issuance price of $ 1.00 per share, for gross proceeds of $ 10,000.
On July 6, 2022, the Company issued 10,000 shares of Preferred Stock at an issuance price of $ 1.00 per share, for gross proceeds of $ 10,000.

 The
Preferred Stock has the following rights and privileges:

 Voting
 – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock
into which such shares of Preferred Stock could be converted.

 Change
 – Each share of Preferred Stock, is convertible at the option of the holder, into shares of common stock, at the lesser of
$0.50 per share or a ten percent (10%) discount to the average closing bid price of the common stock 5 days prior to the notice of conversion.
The Preferred Stock is also subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for
any subsequent issuance of common stock at a price per share less than that paid by the holders of the Preferred Stock.

 Dividends
 – The holders of the Preferred Stock in preference to the holders of common stock, are entitled to receive, if and when declared
by the Board of Directors, dividends at the rate of 5 % per annum, in kind, which shall accrue quarterly. Such dividends are cumulative.
No such dividends have been declared to date.

 Liquidation
 – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily,
each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the
original issue price of $ 1.00 (as adjusted, as defined), plus all declared but unpaid dividends.

 The
Preferred Stock matures on September 30, 2029.

 The
predominant settlement obligation of the Series 1 Convertible Preferred shares was considered to be the issuance of a variable number
of shares to settle a fixed monetary amount. Thus, these shares are scoped into the guidance of ASC 480-10 and are accounted for as a
liability as at December 31, 2023 and 2022.

OF ISSUANCE OF CONVERTIBLE PREFERRED SHARES SETTLEMENT OBLIGATION

 # of Shares

 Amount

 Dividend in Arrears

 Total

 Balance, December 31, 2021

 510,400

 $
 510,400

 $
 107,074

 $
 617,474

 Dividends accrued

 -

 -

 46,440

 46,440

 Shares issued

 -

 Balance, December 31, 2022

 153,514

 $
 673,914

 Dividends accrued

 -

 -

 25,949

 25,949

 Shares issued

 Balance, December 31, 2023

 $

 $
 179,463

 $
 699,863

 F- 22

 NOTE
11 – INCOME TAXES

 The
Company did not record a provision for income taxes for the years ended December 2023 and 2022 and, accordingly, no
 provision for income taxes has been recorded.
In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. At December 31,
2023, the Company had approximately $ 288,162 of federal net operating losses. The net operating loss carry
forwards, if not utilized, will begin to expire in 2041.

 The
provision (benefit) for income taxes for the period from inception through December 31, 2023 were assuming a 21 % effective tax rate.

 Significant
components of the Company's deferred tax assets are as follows:

 SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES

 December 31, 2023

 December 31, 2022

 (Revised)

 Net operating loss carry-forwards

 $
 288,162

 $
 230,342

 Valuation allowance

 ( 288,162
)

 ( 230,342
)

 Total

 $
 -

 $
 -

 The
Company has incurred cumulative losses which make realization of a deferred tax asset difficult to support in accordance with ASC 740.
Based on the available objective evidence, including the Company's history of its loss, management believes it is more likely than
not that the net deferred tax assets will not be fully realizable. Accordingly, the Company provided for a full valuation allowance against
its net deferred tax assets at December 31, 2023.

 In
accordance with ASC 740, the Company has evaluated its tax positions and determined there are no uncertain tax positions.

 F- 23

 NOTE
12 - Stockholders' Equity (Deficit)

 Common
Stock

 No
common stock was issued during the years ended December 31, 2023 and 2022.

 Preferred
Stock

 No
preferred stock was issued during the year ended December 31, 2023.

 One
July 6, 2022, 10,000 shares of our Series 1 Preferred Stock were issued at $ 1.00 per share valued at $ 10,000 to one accredited investor.

 NOTE
13 - COMMITMENT AND CONTINGENCIES

 Office
Lease

 During
the year ended December 31, 2020, the Company released half of our office space back to the landlord on a month-to-month at our
office in Beverly Hills, CA. The monthly rent reduced to $ 1,300
as of June 1, 2020. Our current rent amount is $ 1,395.
For the year ended December 31, 2023, we paid $ 16,353
in rent, compared to $ 15,964
for the year ended December 31, 2022.

 Litigation

 From
time to time the Company may become a party to litigation in the normal course of business. Management believes that there are no current
legal matters that would have a material effect on the Company's financial position or results of operation.

 NOTE
14 – SUBSEQUENT EVENTS

 On
March 16, 2024, the first note for 1733 W. 37 th Place was refinanced for $ 595,000
wish Visio Financial Services, Inc, whose terms of payments due are principal and interest, on unpaid principal at the rate of 7.225 %
per annum. Principal and interest payable in monthly installments of $ 4,048.86 or more starting on May 1, 2024, and continuing until
the 1 st day of April 2054, at which time the entire principal balance together with interest due thereon, shall become
due and payable.

 F- 24

 Item
9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures.

 None.

 Item
9A. Controls and Procedures.

 (a)
Evaluation of Disclosure Controls and Procedures.

 Disclosure
controls and procedures are designed with an objective of ensuring that information required to be disclosed in our periodic reports
filed with the Securities and Exchange Commission, such as this Annual Report on Form 10-K, is recorded, processed, summarized and reported
within the time periods specified by the Securities and Exchange Commission. Disclosure controls are also designed with an objective
of ensuring that such information is accumulated and communicated to our management, including our chief executive officer, in order
to allow timely consideration regarding required disclosures.

 The
evaluation of our disclosure controls by our principal executive officer included a review of the controls' objectives and design,
the operation of the controls, and the effect of the controls on the information presented in this Annual Report. Our management, including
our chief executive officer, does not expect that disclosure controls can or will prevent or detect all errors and all fraud, if any.
A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives
of the control system are met. Also, projections of any evaluation of the disclosure controls and procedures to future periods are subject
to the risk that the disclosure controls and procedures may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

 As
of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our
management, including our Chief Executive Officer and Principal Financial Officer, of the effectiveness of our disclosure controls and
procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 as of the end of the period covered by
this report. Based on that evaluation, our Chief Executive Officer and Principal Financial Officer have concluded that our disclosure
controls and procedures as of December 31, 2023 were not effective in timely alerting them to material information which is required
to be included in our periodic reports filed with the SEC as of the end of the period covering this report and to ensure that information
required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized
and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

 (b)
Management's Annual Report on Internal Control Over Financial Reporting

 Our
management is responsible for establishing and maintaining adequate internal control over financial reporting for the company in accordance
with as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to
provide reasonable assurance regarding the (i) effectiveness and efficiency of operations, (ii) reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, and (iii)
compliance with applicable laws and regulations. Our internal controls framework is based on the criteria set forth in the Internal Control
- Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of
any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.

 Management's
assessment of the effectiveness of the small business issuer's internal control over financial reporting is as of the year ended
December 31, 2023. We believe that internal control over financial reporting is not effective. We have identified current material weaknesses
considering the nature and extent of our current operations and any risks or errors in financial reporting under current operations.

 Material
weaknesses identified:

 The
 Company does not have adequate segregation of duties in the handling of their financial reporting. This is caused by a very limited
 number of personnel.

 The Company's system of internal controls failed to identify multiple
journal entries that were identified by the Company's external auditor.

 The Company has no formal control process related to the identification
and approval of related party transactions.

 Our
 Company's accounting staff does not have sufficient technical accounting knowledge relating to accounting for income taxes
 and complex US GAAP matters.

 Plan
for Remediation of Material Weaknesses

 We
intend to take appropriate and reasonable steps to make the necessary improvements to remediate this deficiency as resources to do so
become available. We intend to consider the results of our remediation efforts and related testing as part of our year-end 2023 assessment
of the effectiveness of our internal control over financial reporting.

 Such
remediation would entail enhancing the training and oversight of the accounting personnel responsible for non-routine transactions involving
complex accounting matters and engaging the services of an independent consultant with sufficient expertise in income tax and complex
US GAAP matters to assist us in the preparation of our financial statements.

 (c)
Changes in internal controls.

 There
was no change in our internal control over financial reporting that occurred during the fourth quarter of our fiscal year ended December
31, 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 Item
9B. Other Information.

 None.

 PART
III

 Item
10. Directors, Executive Officers and Corporate Governance.

 Our
directors serve until their successor is elected and qualified. Our directors elects our officers to a term of one (1) year and they serve
until their successors are duly elected and qualified, or until they are removed from office. The board of directors has no nominating
or compensation committees.

 The
name, address, age, and position of our present officers and director is set forth below:

 Name

 Age

 Title(s)

 David
 Behrend

 Chairman,
 President, Chief Executive Officer, Principal Executive Officer, Chief Financial Officer, Principal Financial Officer, and Principal
 Accounting Officer

 Tracy
 Black-Van Wier

 Secretary
 and Vice President, Investor Relations

 The
persons named above have held their offices/positions since May 26, 2020 and we expect them to hold their offices/positions at least
until the next annual meeting of our shareholders.

 Mr.
David Behrend, Chairman, President, Chief Executive Officer, and Chief Financial Officer

 David
Behrend is our Chairman, Chief Executive Officer, Chief Financial Officer has served in that capacity since March 5, 2015. Starting with
his first real estate acquisition in 1997, Mr. Behrend has worked over the past 18 years as a portfolio real estate buyer and real estate
agent and broker. From 1997 to 1998, Mr. Behrend was a California licensed real estate agent and, since 1998, Mr. Behrend has been a
California licensed real estate broker. From 2013 to the present, he is a property manager with Camden Realty Group. Mr. Behrend has
completed approximately 250 real estate transactions with commercial and residential properties and has acted as a principal and property
manager on numerous properties. In 1989, Mr. Behrend graduated from the University of Witwatersrand in Johannesburg, South Africa with
a degree in Business Commerce majoring in law, economics and accounting. In 1990, Mr. Behrend graduated from the University of Witwatersrand
in Johannesburg, South Africa with an Honors degree in Business Economics majoring in Finance and Marketing.

 Ms.
Tracy Black-Van Wier, Secretary and Vice President-Investor Relations

 Tracy
Black-Van Wier is our Vice President of Investor Relations and has served in that capacity since August 18, 2016. From May 2013 to June
2015, Ms. Black-Van Wier was the National Marketing Director of Nerium International, a multi-level marketing company in the anti-aging
industry and oversaw a sales force of over 1,000 people. In her capacity as National Marketing Director, sales increased by 500%. She
is a professional speaker, motivator, and relationship builder. Ms. Black-Van Wier graduated with Honors from the University of Santa
Cruz with a B.A. in Psychology.

 Possible
Potential Conflicts

 The
OTC Pink on which we have our shares of common stock quoted on does not currently have any director independence requirements.

 No
member of management will be required by us to work on a full-time basis. Accordingly, certain conflicts of interest may arise between
us and our officer and director in that he may have other business interests in the future to which he devotes his attention, and he
may be expected to continue to do so although management time must also be devoted to our business. Thus, conflicts of interest may arise
that can be resolved only through his exercise of such judgment as is consistent with each officer's understanding of his fiduciary
duties to us. During other business activities, they may become aware of business opportunities that may be appropriate for presentation
to us, as well as the other entities with which they are affiliated. As such, there may be conflicts of interest in determining to which
entity a business opportunity should be presented

 To
resolve such potential conflicts of interest, our officers and directors have orally agreed that any opportunities that they are
aware of independently or directly through their association with us (as opposed to disclosure to them of such business opportunities
by management or consultants associated with other entities) would be presented by them solely to us.

 We
cannot provide assurances that our efforts to eliminate the potential impact of conflicts of interest will be effective.

 Currently
we have two directors and will seek to add additional officer(s) and/or director(s) as and when the proper personnel are
located and terms of employment are mutually negotiated and agreed, and we have sufficient capital resources and cash flow to make such
offers.

 We
cannot provide assurances that our efforts to eliminate the potential impact of conflicts of interest will be effective.

 Code
of Business Conduct and Ethics

 In
March 31, 2015, we adopted a Code of Ethics and Business Conduct which is applicable to our future employees and which also includes
a Code of Ethics for our chief executive and principal financial officers and any persons performing similar functions. A code of ethics
is a written standard designed to deter wrongdoing and to promote:

 honest
 and ethical conduct,

 full,
 fair, accurate, timely and understandable disclosure in regulatory filings and public statements,

 compliance
 with applicable laws, rules and regulations,

 the
 prompt reporting violation of the code, and

 accountability
 for adherence to the code.

 A
copy of our Code of Business Conduct and Ethics has been filed with the Securities and Exchange Commission as Exhibit 14.1 to our registration
statement of which this prospectus is a part.

 Board
of Directors

 Our directors hold office until the completion of his term of office, which is not longer than one year, or until his successor(s) have
been elected. Our directors' term of office expires on March 31, 2027. All officers are appointed annually by the board of
directors and, subject to existing employment agreements (of which there are currently none), serve at the discretion of the board. Currently,
directors receive no compensation for their role as directors but may receive compensation for their role as officers.

 Involvement
in Certain Legal Proceedings

 During
the past five years, other than as set forth below, no present director, executive officer or person nominated to become a director or
an executive officer of us:

 (1)
had a petition under the federal bankruptcy laws or any state insolvency law filed by or against, or a receiver, fiscal agent or similar
officer appointed by a court for the business or property of such person, or any partnership in which he was a general partner at or
within two years before the time of such filing, or any corporation or business association of which he was an executive officer at or
within two years before the time of such filing;

 (2)
was convicted in a criminal proceeding or subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

 (3)
was subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining him from or otherwise limiting his involvement in any of the following activities:

 i.
acting as a futures commission merchant, introducing broker, commodity trading advisor commodity pool operator, floor broker, leverage
transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing,
or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment
company, bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection
with such activity;

 ii.
engaging in any type of business practice; or

 iii.
engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of
federal or state securities laws or federal commodities laws; or

 (4)
was the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of an federal or state authority barring,
suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph (3)
(i), above, or to be associated with persons engaged in any such activity; or

 (5)
was found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Futures Trading
Commission to have violated a federal or state securities or commodities law, and for which the judgment has not been reversed, suspended
or vacated.

 In
March 2010, Mr. Behrend filed a petition for bankruptcy with the U.S. District Court for the Central District of California, Case No.
2:10-bk-21201-VK. In April 2011, the Case was converted to a Chapter 7 petition, Case No. 01:11-bk-11379-VK and in October 2012, Mr.
Behrend received a discharge.

 In
June 2009, the Los Angeles City Attorney brought charges against Mr. Behrend, who was the majority member of a limited liability company
that acted as a trustee for a trust, which controlled and managed a residential apartment building in Los Angeles. Mr. Behrend pled no
contest to a misdemeanor charge of violating the habitability of an apartment building and received a fine, 300 hours of community service,
90 days electronic monitoring and 8 years' probation. Mr. Behrend has completed all the conditions of his sentence. His probation
expired in June 2017.

 Committees
of the Board of Directors

 Concurrent
with having sufficient members and resources, our board of directors will establish an audit committee and a compensation committee.
We believe that we will need a minimum of five directors to have effective committee systems. The audit committee will review the results
and scope of the audit and other services provided by the independent auditors and review and evaluate the system of internal controls.
The compensation committee will manage any stock option plan we may establish and review and recommend compensation arrangements for
the officers. No final determination has yet been made as to the memberships of these committees or when we will have sufficient members
to establish committees. See "Executive Compensation" hereinafter.

 We
will reimburse all directors for any expenses incurred in attending directors' meetings if we have the resources to pay these fees.
We will consider applying for officers' and directors' liability insurance at such time when we have the resources to do
so.

 Item
11. Executive Compensation

 Summary
Executive Compensation Table

 The
following table shows, for the year ended December 31, 2023 and 2022, compensation awarded to or paid to, or earned by, our Chief Executive
Officer and other officers (the "Named Executive Officer").

 SUMMARY
COMPENSATION TABLE

 Name
 and
 principal

 position
 (a)

 Year

 (b)

 Salary

 ($)
 (c)

 Bonus

 ($)
 (d)

 Stock
 Awards
 ($)
 (e)

 Option
 Awards
 ($)
 (f)

 Non-Equity

 Incentive

 Plan

 Compensation
 ($)
 (g)

 Nonqualified

 Deferred

 Compensation

 Earnings
 ($)
 (h)

 All
 Other

 Compensation
 ($)
 (i)

 Total

 ($)
 (j)

 David
 Behrend CEO, President, CFO and Director

 2023

 -

 -

 -

 -

 -

 -

 -

 -

 2022

 -

 -

 -

 -

 -

 -

 -

 -

 2023

 69,752

 -

 -

 -

 -

 -

 69,752

 Tracy
 Black Van Wier, Secretary& Vice President of Investor Relations

 2022

 70,989

 -

 -

 -

 -

 -

 70,989

 We
have no formal employment arrangement with Mr. Behrend. Mr. Behrend has not, and does not receive any compensation. Mr. Behrend's
compensation amounts will be formalized if his annual compensation ever exceeds $50,000.

 Grants
of Plan-Based Awards Table

 We
currently do not have any equity compensation plans. Except as set forth above none of our named executive officers received any grants
of stock, option awards or other plan-based awards for the years ended December 31, 2023 and 2022.

 Outstanding
Equity Awards at Fiscal Year-End Table

 None.
We do not have any equity award compensation plans.

 Item
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

 The
following table sets forth, as of December 31, 2023 the total number of shares owned beneficially by our officers and directors, and
key employees, individually and as a group, and the present owners of 5% or more of our total outstanding shares. The shareholders listed
below have direct ownership of their shares and possess sole voting and dispositive power with respect to the shares. As of December
31, 2023 we had 26,237,125 shares of common stock outstanding, which are held by 57 shareholders. There are not any pending or anticipated
arrangements that may cause a change in control.

 Title of Class

 Name and Address

 of Beneficial Owner

 Amount and

 Nature of

 Beneficial Owner

 Percent of Class

 Common Stock

 Jacaranda3 Investments,
 Inc. (1) 205 South Beverly Drive, Suite 205 Beverly Hills, CA 90212

 25,000,000

 95.28
 %

 Common Stock

 Tracy Black-Van Wier-Secretary 5/26/2020 - 12/31/2021 205 South Beverly Drive, Suite 205 Beverly Hills,
 CA 90212

 76,625

 0.29
 %

 All Officers and Directors as a Group (2 persons)

 25,076,625

 95.57
 %

 Preferred Stock (Related Party)

 Esteban Coaloa

 139,500

 26.81
 %

 (1)

 David
 Behrend, the sole shareholder of Jacaranda3 Investments, Inc., has dispositive control over the shares. Since he will continue to
 control us, investors in our common or preferred offering will be unable to change the course of our operations. Thus, our shares
 lack the value normally attributable to voting rights. This could result in a reduction in value of the shares you own because of
 their ineffective voting power.

 (2)

 Esteban Coaloa's preferred stock holding, if converted to common stock at current share price would result
in him owning > 5% of the Company.

 Item
13. Certain Relationships and Related Transactions, and Director Independence.

 Certain
Relationships and Related Party Transactions

 Other
than the transactions described below, there has not been, nor is there currently proposed, any transaction or series of similar transactions
to which we were or will be a party:

 in
 which the amount involved exceeds the lesser of $120,000 or one percent of the average of our total assets at year-end for the last
 two completed fiscal years; and

 in
 which any director, executive officer, stockholders who beneficially owns more than 5% of our common stock or any member of their
 immediate family had or will have a direct or indirect material interest.

 None.

 Policies and Procedures for Related Person Transactions

 Our
officers and directors are required to commit time to our affairs and, accordingly, may have conflicts of interest in allocating
management time among various business activities. During other business activities, they may become aware of business opportunities
that may be appropriate for presentation to us, as well as the other entities with which they are affiliated. As such, there may be conflicts
of interest in determining to which entity a business opportunity should be presented.

 To
resolve such potential conflicts of interest, our officers and sole director have agreed that any opportunities that they are aware of
independently or directly through their association with us (as opposed to disclosure to them of such business opportunities by management
or consultants associated with other entities) would be presented by them solely to us.

 We
cannot provide assurances that our efforts to eliminate the potential impact of conflicts of interest will be effective.

 We
believe that each reported transaction and relationship is on terms that are at least as fair to us as would be expected if those transactions
were negotiated with third parties.

 There
have been no other related party transactions, or any other transactions or relationships required to be disclosed pursuant to Item 404
of Regulation S-K.

 Regarding
any future related party transaction, we plan to fully disclose all related party transactions, including, but not limited to, the following:

 disclose
 such transactions in prospectuses where required;

 disclose
 in all filings with the Securities and Exchange Commission, where required;

 obtain
 disinterested directors' consent; and

 obtain
 shareholder consent where required.

 Item
14. Principal Accountant Fees and Services.

 M&K
CPAS, PLLC ("M&K") was the Company's independent registered public accounting firm for the years ended
December 31, 2023 and 2022.

 Audit
and Non-Audit Fees

 The
following table sets forth fees billed by our auditors during the last two fiscal years for services rendered for the audit of our annual
financial statements and the review of our quarterly financial statements, services by our auditors that are reasonably related to the
performance of the audit or review of our financial statements and that are not reported as audit fees, services rendered in connection
with tax compliance, tax advice and tax planning, and all other fees for services rendered.

 2023

 2022

 Audit Fees (1)

 $
 46,000

 $
 42,900

 Audit Related Fees

 -

 -

 Tax Fees

 -

 -

 All Other Fees

 -

 -

 Total Fees

 $
 46,000

 $
 42,900

 (1) Audit fees were principally for audit
services and work performed in the review of the Company's quarterly reports on Form 10-Q

 Policy
on Pre-Approval by Audit Committee of Services Performed by Independent Registered Public Accounting Firm

 Our
board of directors pre-approves all services provided by our independent registered public accounting firm. All of the above services
and fees were reviewed and approved by our board of directors before the respective services were rendered.

 Our
Directors have considered the nature and amount of fees billed or expected to be billed by M&K and believes that the provision of services
for activities unrelated to the audit was compatible with maintaining M&K's independence.

 PART
IV

 Item
15. Exhibits, Financial Statement Schedules.

 EXHIBITS

 The
following exhibits are filed as part of this registration statement, pursuant to Item 601 of Regulation S-K.

 Exhibit

 Description
 of Document

 3.1

 Certificate of Incorporation (incorporate by reference to Exhibit 3.1 of Form S-1 filed with the Securities and Exchange Commission by Hubilu Venture Corporation on May 21, 2015)

 3.2

 Certificate of Correction of Certificate of Incorporation (incorporate by reference to Exhibit 3.1a of Form S-1 filed with the Securities and Exchange Commission by Hubilu Venture Corporation on May 21, 2015)

 3.3

 Bylaws (incorporate by reference to Exhibit 3.2 of Form S-1 filed with the Securities and Exchange Commission by Hubilu Venture Corporation on May 21, 2015)

 3.4

 Form of Stock Certificate (incorporated by reference to Exhibit 3.3 of Form 8-A12G filed with the Securities and Exchange Commission by Hubilu Venture Corporation on April 21, 2016)

 4.1

 Certificate of Designations of 5% Voting, Cumulative Convertible Series A Preferred Stock (incorporated by reference to Exhibit 4.1 of Form 10-Q filed with the Securities and Exchange Commission by Hubilu Venture Corporation on November 21, 2016)

 4.2

 Certificate of Designations of 5% Voting, Cumulative Convertible Series 1 Preferred Stock (incorporated by reference to Exhibit 4.2 of Form 10-Q filed with the Securities and Exchange Commission by Hubilu Venture Corporation on November 21, 2016)

 4.3*

 Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

 10.1

 Purchase Contract, dated as of August 18, 2016, among Hubilu Venture Corporation and Zinnia Investments, LLC (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on April 14, 2017)

 10.2

 Purchase Contract, dated as of September 26, 2016, among Hubilu Venture Corporation and Akebia Investments, LLC (incorporated by reference to Exhibit 10.2 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on April 14, 2017)

 10.3

 Purchase Contract, dated as of May 30, 2018, among Hubilu Venture Corporation and Sunza Investments, LLC (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 24, 2019)

 10.4

 Purchase Contract, dated as of September 25, 2018, among Hubilu Venture Corporation and Sunza Investments, LLC and Jose Alfaro and Claudia Novoa (incorporated by reference to Exhibit 10.2 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 24, 2019)

 10.5

 Purchase Contract, dated as of October 19, 2018, among Hubilu Venture Corporation and Lantana Investments, LLC (incorporated by reference to Exhibit 10.3 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 24, 2019)

 10.6

 Purchase Contract, dated as of December 31, 2018, among Hubilu Venture Corporation and Lantana Investments, LLC (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on September 5, 2019)

 10.7

 Purchase Contract, dated as of July 16, 2019, among Hubilu Venture Corporation and Elata Investments, LLC (incorporated by reference to Exhibit 10.2 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on September 5, 2019)

 10.8

 Buyer's Final Settlement Statement, dated as of December 13, 2019 between Elata Investments, LLC and Ava Gillett (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 16, 2020)

 10.9

 Buyer's Final Settlement Statement, dated as of December 30, 2019 between Elata Investments, LLC and Raul Oseguera (incorporated by reference to Exhibit 10.2 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 16, 2020)

 10.10

 Buyer's Final Settlement Statement, dated as of December 31, 2019 between Kapok Investments, LLC and Adlon Investments, LLC (incorporated by reference to Exhibit 10.3 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 16, 2020)

 10.11

 Buyer's Final Settlement Statement, dated as of December 31, 2019 between Trilosa Investments, LLC and Hubilu Venture Corporation (incorporated by reference to Exhibit 10.4 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 16, 2020)

 10.12

 Buyer's Final Settlement Statement, dated as of December 31, 2019 between Boabab Investments, LLC and Hubilu Venture Corporation (incorporated by reference to Exhibit 10.5 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on January 16, 2020)

 10.13

 Purchase Contract, dated as of June 8, 2021 among Sunza Investments, LLC and Derek Morris, TTEE (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on August 20, 2021)

 10.14

 Purchase Contract, dated as of April 17, 2021 among Zinnia Investments, LLC and Mi Ra Ko and Irene Min Choi (incorporated by reference to Exhibit 10.2 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on August 20, 2021)

 10.15

 Purchase Contract, dated as of June 28, 2021 among Zinnia Investments, LLC and Joo Young and Ku Kang (incorporated by reference to Exhibit 10.3 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on August 20, 2021)

 10.16

 Purchase Contract, dated as of July 21,2021 among Lantana Investments, LLC and Evalyn E. Forster and Avrumie Schnitzer (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on February 9, 2022)

 10.17

 Disclosure regarding real estate agency relationship (incorporated by reference to Exhibit 10.1a of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on February 9, 2022)

 10.18

 Purchase Contract, dated as of August 17, 2021 among Boabab Investments, LLC and Letictia Elder (incorporated by reference to Exhibit 10.2 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on February 9, 2022)

 10.19

 Addendum to Purchase Contract, dated as of August 17, 2021 among Boabab Investments, LLC and Letictia Elder (incorporated by reference to Exhibit 10.2a of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on February 9, 2022)

 10.20

 Purchase Contract, dated as of November 11, 2021 among Boabab Investments, LLC and Gertrude M. Williams and GM Williams Living Trust (incorporated by reference to Exhibit 10.3 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on February 9, 2022)

 10.21

 Purchase Contract, dated as of December 6, 2021 among Boabab Investments, LLC and Magnum Property Investments, LLC (incorporated by reference to Exhibit 10.4 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on February 9, 2022)

 10.22

 Purchase Contract, dated as of January 4, 2021 among Trilosa Investments, LLC and Blackwell Nadine H O Trust (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on March 4, 2022)

 10.23

 Purchase Contract, dated as of February 2, 2022 among Mopane Investments, LLC and Omari Mack (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on March 28, 2022)

 14.1

 Code of Ethics (incorporate by reference to Exhibit 14.1 of Form S-1 filed with the Securities and Exchange Commission by Hubilu Venture Corporation on May 21, 2015)

 21.1*

 Subsidiaries of Hubilu Venture Corporation (9)

 31.1*

 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934

 31.2*

 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934

 32.1*

 Certification of the Chief Executive Officer pursuant to 18 U.S.C Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 32.2*

 Certification of the 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.INS*

 101.SCH*

 Schema

 101.CAL*

 Calculation Linkbase

 101.DEF*

 Definition Linkbase

 101.LAB*

 Label Linkbase

 101.PRE*

 Linkbase

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 *

 Filed herewith.

 SignatureS

 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

 HUBILU
 VENTURE CORPORATION

 /s/
 David Behrend

 David
 Behrend

 Chairman
 and Chief Executive Officer (Principal Executive Officer) and

 Chief
 Financial Officer (Principal Accounting and Financial Officer)

 In
accordance with the Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.

 /s/
 David Behrend

 David
 Behrend

 Chairman
 and Chief Executive Officer (Principal Executive Officer) and

 Chief
 Financial Officer (Principal Accounting and Financial Officer) and

 Director

 Dated:

 April 16, 2024