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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

 (Mark
One)

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

 For
the fiscal year ended December 31, 2023

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

 For
the transition period from __________ to __________

 Commission
file number: 000-56457

 LIVENTO
GROUP, INC.

 (Exact
name of registrant as specified in its charter)

 Nevada

 46-3999052

 State
 or other jurisdiction of

 incorporation
 or organization

 (I.R.S.
 Employer

 Identification
 No.)

 State Street

 New
 York, New York

 10004

 (Address
 of principal executive offices)

 (Zip
 Code)

 Registrant's
telephone number, including area code: (980)432-8241

 Securities
registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: None.

 Securities
registered pursuant to Section 12(g) of the Securities Exchange Act of 1934:

 Title
 of each class

 Trading
 Symbol(s)

 Name
 of principal U.S. market on which traded

 stock, par value $0.0001

 NUGN

 OTCPINK

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 Section 15(d) of the 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 Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes No

by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files).

 Yes
 No

by check mark whether the registrant is a large-accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or emerging growth company. See the definitions of "large-accelerated filer," "accelerated filer," "smaller
reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large-accelerated
 filer

 Accelerated
 filer

 Non-accelerated
 filer

 Smaller
 reporting company

 Emerging
 growth company

 If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report. Yes No

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 registrant's voting common stock held by non-affiliates of the registrant was $ 14,301,080 as of the
last business day of the fiscal quarter ended December 31, 2023, based on the closing price $0.0630per share for the common stock on
such date as traded on the OTCPINK.

 As
of December 31, 2023, the registrant had 812,799,962 shares of its common stock, par value $0.0001 per share, outstanding.

 DOCUMENTS
INCORPORATED BY REFERENCE

 None

 TABLE
OF CONTENTS

 Page

 Item
 1.

 Business.

 Item
 1A.

 Risk Factors.

 Item
 1B.

 Unresolved Staff Comments.

 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.

 Selected Financial Data.

 Item
 7.

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

 Item
 7A.

 Quantitative and Qualitative Disclosures About Market Risk.

 Item
 8.

 Financial Statements and Supplementary Data.

 Item
 9.

 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

 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 Accounting Fees and Services.

 Item
 15.

 Exhibits, Financial Statement Schedules.

 SIGNATURES

 FORWARD-LOOKING
STATEMENTS

 There
are statements in this registration statement that are not historical facts. These "forward-looking statements" can be identified
by the use of terminology such as "believe," "hope," "may," "anticipate," "should,"
"intend," "plan," "will," "expect," "estimate," "project," "positioned,"
"strategy" and similar expressions. You should be aware that these forward-looking statements are subject to risks and uncertainties
beyond our control. To discuss these risks, you should read this entire registration statement carefully, especially the risks discussed
under the "Risk Factors" section. Although management believes that the assumptions underlying the forward-looking statements
included in this report are reasonable, they do not guarantee our future performance, and actual results could differ from those contemplated
by these forward-looking statements. The assumptions used for purposes of the forward-looking statements specified in the following information
represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other
circumstances. As a result, the identification and interpretation of data and additional information and their use in developing and
selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events
do not occur, the outcome may vary substantially from anticipated or projected results. Accordingly, no opinion is expressed on the achievability
of those forward-looking statements. In light of these risks and uncertainties, there can be no assurance that the results and events
contemplated by the forward-looking statements contained in this report will transpire. You are cautioned not to place undue reliance
on these forward-looking statements, which speak only as of their dates. We do not undertake any obligation to update or revise any forward-looking
statements.

 PART
I

 Item
1. Business.

 Prior
Operations

 ORGANIZATIONAL
HISTORY

 We
were incorporated in the State of Nevada on October 30, 2013, under the name "Bling Marketing, Inc.". Until December 29,
2014, we were a wholesaler of jewelry, principally earrings, rings, and pendants ("BMI Business"). We recognized a minimal
amount of sales from operations before the three months ending June 30, 2014, and were accordingly classified as a shell company. During
the three-month ended June 30, 2014, we began working with several distributors to sell our jewelry products to retail outlets and, as
a result, recognized sales revenue of $22,025 during the said period. On September 11, 2014, we filed a Current Report on Form 8-K indicating
that we were no longer a shell company as defined by Rule12b-2 of the Exchange Act in light of our operations through the quarter that
ended June 30, 2014.

 On
December 26, 2014, we entered into an Agreement and Plan of Merger ("Nugene Merger Agreement") with NuGene Inc., a California
corporation ("NuGene"). On December 29, 2014 (the "Closing Date"), we filed a certificate of merger in the State
of California whereby our subsidiary, NG Acquisition Inc. ("Acquisition Sub"), merged with NuGene. As a result, NuGene, the
surviving entity, became our wholly owned subsidiary. The transaction under the Nugene Merger Agreement was deemed to be a reverse merger,
whereby the Company (the legal acquirer) is considered the accounting acquiree and NuGene is considered the accounting acquirer, and
NuGene (the legal acquiree) is considered the accounting acquirer. The assets, liabilities, and operations of the acquired entity, NuGene,
were brought forward at their book value, and no goodwill was recognized.

 In
connection with the NuGene Merger Agreement, we entered into a Business Transfer and Indemnity Agreement dated December 29, 2014 (the
"Indemnity Agreement") with our former Chief Executive Officer and Director, Dena Kurland providing for:

 1.

 The
 transfer of our jewelry business operations existing on the date of the Indemnity Agreement (the "BMI Business");

 2.

 The
 assumption by Ms. Kurland of all liabilities of our Company and the indemnification by Ms. Kurland holding our Company harmless for
 any and all liabilities arising at or before the date of the Indemnity Agreement;

 3.

 The
 payment by NuGene to Ms. Kurland of $350,000 in cash; and

 4.

 The
 surrender by Ms. Kurland of 15,000,000 shares (before giving effect to the Stock Split discussed below) (the "Indemnity Shares")
 of our Company's common stock representing 95% of the then outstanding common stock (all of which shares have been deemed cancelled
 by the Company).

to the terms of the Nugene Merger Agreement, 26,052,760 shares of Company common stock and 1,917,720 Company a newly designated Series
A Preferred Stock were issued to the former NuGene shareholders. The Series A Preferred Stock was: (i) initially convertible into common
stock at a ratio of one to one, (ii) as long as there were a minimum of 900,000 shares of Series A Preferred Stock outstanding, the holders
of the Series A Preferred Stock had the right to elect a majority of the board of directors and (iii) the holders of the Series A Preferred
Stock, generally voting as a class with the holders of common stock, had for each share of Series A Preferred Stock three times the number
of votes permitted to each share of common stock.

 On
December 26, 2014, our board of directors approved a 15.04 to one stock split ("Stock Split") in the form of a stock dividend
to holders of our common stock as of that date. To affect that board action, each recipient of the stock dividend would receive 14.04
additional shares of common stock for every share of common stock held.

 On
December 29, 2014, we completed the sale of 2,000,000 shares of our common stock to 18 purchasers ("Stock Placement") for
proceeds totaling $2,000,000, including (a) $1,625,000 of cash and (b) automatic conversion of promissory notes in the principal amount
of $375,000.

 NuGene
was incorporated in California in December 2006 and formed and funded by our founders, Ali Kharazmi and Mohammed Kharazmi, M.D. The initial
focus of NuGene was to develop and market customized skin care products. As part of that focus, NuGene sought to leverage the working
relationships developed by our founders with the plastic surgery community. NuGene directed significant time and resources on developing
anti-aging and scar treatment/reduction products.

 In
2007 Nugene continued to focus on "age-defying" products utilizing peptide complexes (see further description below)
and nano-encapsulation for absorption into the skin (see additional description below). We introduced a limited product line under
the NuGene name and co-branded the products with an affiliated entity, Genetic Institute of Anti-Aging, Inc. ("GIAA"), which
the Kharazmi owned. We utilized the services of a Korean-based contract manufacturer to supply our products. This product line (the "GIAA
Line") was based on peptides and did not utilize stem cells. We had very modest sales in 2007, with our sole customer GIAA, a related
party.

 In
2008 we stopped production of the GIAA Line, and sales were limited to selling the remaining inventory through medical offices and GIAA.
With the GIAA Line discontinued, we spent the remainder of 2008 considering different formulations and methodologies for improved anti-aging
products.

 In
2009 and 2010, we had limited activity and minimal sales. Our sales were mainly overseas and limited to the remaining inventory of the
GIAA Line. We continued to explore how we might advance our formulations and methodologies. We expended funds on research and development,
carried out mainly by scientists engaged by the Company.

 In
2011 our founders decided to use adult adipose human stem cells (undifferentiated cells found throughout the body that multiply by cell
division to replenish dying cells and regenerate tissues) as the foundation of the formulation for its products. In 2011 the Company
developed a proprietary process to extract human adult stem cells from fat cells that the Company then used in its customized NuGene
line explicitly made for those client(s). Throughout 2011 we continued to provide autologous, or mature, fat-derived stem cells for use
in clinical procedures utilizing this technology. Through this process, the Company refined its ability to culture adult human stem cells
to render human-conditioned stem cell media at a proprietary concentration, a primary ingredient in the NuGene line of cosmeceuticals.
The Company believes that this proprietary concentration, combined with our unique formulations, will provide NuGene with a significant
competitive advantage.

 In
2012 we completed our initial line of cosmeceutical products based on these adipose-derived stem cells. We branded this advanced skincare
line solely under the NuGene name (the "NuGene Line"). We eliminated the unpleasant odor associated with stem cells by adding
a fragrance with a very low incidence of allergic reaction. The packaging of this new product line bears no resemblance to the prior
GIAA Line. We also manufactured the NuGene Line ourselves at a small laboratory facility that we leased from an affiliated entity owned
by one of our founders.

 Throughout
2013 we continued to expand the product offerings of the NuGene Line. The Company focused its stem cell work on surgical and orthopedic
regeneration. These services were delivered to one client, which was an affiliated entity. Sales of the NuGene Line were limited as we
were in an initial rollout and branding phase.

 During
2014, we focused our efforts on transitioning to a cosmeceutical skincare business for mass distribution. With this transition and expanded
attention to our consumer products, we sought to develop our marketing plan and distribution channels. By the end of 2014, we had wholesalers
distributing products from the NuGene Line to medical offices and medical spas throughout the United States. December 31, 2014, we had
about 50 locations selling our products. In addition to the NuGene Line, we generated revenues from an affiliate, Advanced Surgical Partners
("ASP"), which is also owned by our CEO and Chairman of the Board, Messrs. Ali and Mohammed Kharazmi, respectively. Revenues
generated from ASP resulted from NuGene providing Plasma Rich Platelet and Stem Cell injections for orthopedic and plastic surgery procedures
to ASP. We provided these products and services to ASP as we transitioned into commercializing our cosmeceutical product lines. We expect
further to minimize these product sales and services to ASP in early 2015.

 Our
target customers primarily consisted of middle-aged men and women concerned with their aging skin and hair loss. Although our distributors
were primarily west of the Mississippi River, our products were sold throughout the United States.

 By
2017, our cosmeceutical skincare business had been discontinued as we could not obtain financing for operations on reasonable terms and
became inactive. Our corporate charter was revoked in Nevada.

 On
January 26, 2020, Emergent, LLC ("Emergent"), a Nevada LLC controlled by Milan I Hoffman, was appointed the custodian of
the Company and proceeded to revive the Company's existence and resolve its outstanding indebtedness. This was completed as to
all indebtedness except for one convertible rate promissory note of $120,000. In March 14th, 2022, Ms. Hoffman sold her Series A Preferred
stock in the Companyto David Stybr. Also in March 2022, David Stybr, CEO and the sole owner of Livento Group, LLC, agreed to contribute
Livento Group, LLC to the Company in exchange for a transfer to him of the 5.000.000 Series C Preferred Stock shares. As a result of
these transactions our current operations are the operations of Livento Group, LLC.

Group operations started in 2017 as the internal team spearheaded the development of financial management software based on artificial
intelligence for investment entities. This software currently provides several clients with data processing and analytical services in
the investment management sector. Management believes that this segment of our operations will provide meaningful revenue, but we can
give no assurance that this will happen. The product is best described as an automated system that can analyze large quantities of data,
focusing on selected parameters and predicting short-term future behavior within a specific portfolio of selected assets. The software
chooses assets with the highest potential based on a set of specifications and properties, predicting short-term future behavior within
a particular portfolio.

 In
2020 the Company acquired land for a residential real estate development project, amounting to 4 million USD, with a completion target
of late 2022. The property is being developed into 16 residential condominiums in a suburb of Prague in the Czech Republic, and all of
the condominium units have signed purchase agreements totaling 12 million. The development cost was approximately 3 million USD. Accordingly,
the gross profits from this project (not counting carrying costs) will be about 5 million USD. The Company had one more real estate project
in the planning phase but planned to sell it and not develop the property further. The Company invested in a residential project total
amount of around 825,000 USD and is currently looking for a buyer. We have had discussions with three potential buyers and expect to
finalize a contract of sale by the end of 2022 but can give no assurances that this will occur or that any sale of this project will
prove profitable. We do not have any further plans to engage in additional real estate development projects.

 Present
Operations

 The
Company formed BOXO Productions, Inc., a Delaware corporation ("BOXO"), on June 17, 2022 as a wholly owned subsidiary. BOXO
previously operated as a division of Livento that operated since 2020, where we meet with top film and movie producers. BOXO's
business model is strongly oriented toward the growing demand for content to fill cinemas after COVID19 and the expansion of online content
distributors. BOXO Productions will hold all assets related to Company's business in movies in the future and currently doesn't
employ any personnel. In most of its projects, BOXO is not primarily dependent on the movie's success, as a distributor pays it
before the film is finalized and receives a share of the revenue from cinemas' box office and home sales. BOXO plans to produce
up to 6 movies and 12 television productions during 2022. BOXO also intends to participate in other films based on management's
assessment of their potential success in cinemas already in the post-production phase. BOXO will focus on negotiating distribution agreements
that provide for its sharing in the box office sales of these movies. Scripts are chosen by BOXO's production team, which regularly
receives offers from authors commonly involved in the film industry. BOXO may acquire movie or television rights in various stages of
development. Less frequently, BOXO receives offers for participating in a project's post-production phase. BOXO finances movies
via internal resources, loans, and investors depending on the project's state of development and the Company's cash position.

 During
2022 BOXO started production of three movies, Carnival of Killers, Wash Me in the River and Running Wild. These projects received an
initial investment from Livento of USD 400,000 each. Two of these projects, Carnival of Killers and Running Wild are expected to enter
the development stage of production competed in the summer of 2023 and filming and postproduction should end during 4Q 2024. The movie
Wash Me in the River was released in Q4 of 2022.

 The
team has been involved either as producers, executive producers, or agents over the years on the following movies, which have been aired
both in theaters and streaming services such as Netflix, Prime Video, Paramount, and Disney Plus:

 The
 Misfits; a 2021 Action/Thriller featuring Pierce Brosnan

 Packaging
 of Ironman movie

 Black
 Swan; a 2010 Drama/Thriller featuring Natalie Portman, Mila Kunis, Winona Ryder, and Vincent Cassel

 Extremely
 Wicked, Shockingly Evil and Vile; a 2019 Crime/Drama featuring John Malkovich and Zac Efron

 Marley
 & Me; a 2008 Comedy/Drama featuring Jennifer Aniston and Owen Wilson

 The
 Last Full Measure; a 2019 War/Drama featuring Samuel L. Jackson and Ed Harris

 Worth;
 a 2020 Drama featuring Michael Keaton and Stanley Tucci Jr.

 American
 Traitor: The Trial of Axis Sally; a 2021 Drama that features Al Pacino

 Best
 Sellers; a 2021 Drama/Comedy featuring Michael Caine and Cary Elwes

 Currently,
the Company's primary focus is the activities of BOXO Productions. As previously mentioned, new movies and television productions
are started monthly, with the target being six movies this year. The Company will use the proceeds of the condominium sales to fund the
activity and operations of BOXO.

 Per
our plans from last year, the Company does not plan to continue in its real estate activities, and it sold its current projects, and
will not pursue new opportunities in this segment. On May 26, 2023, Boxo Productions, Inc. ("Boxo") entered into an Assignment
and Purchase Agreement (the "APALO) with Loredo LLC ("LO") whereunder we acquired interests in total of 45 projects
valued at $22,320,641 from LO for 391,590,193 shares of our common stock. On May 26, 2023, Boxo Technology, Inc. entered into an Assignment
and Purchase Agreement (the "APAWEW") with West East Wind Limited ("WEWL") whereunder Boxo Technology, Inc. will
acquire certain rights in 3 gaming apps and transfer to WEWL of its interests in 2 real estate projects Thunder and Geminos (which are
not further pursuing). The assets acquired from WEWL are valued under the APAWEW at $9,929,359.

 The
BOXO team is comprised of three consultants that have been in the production business for last 20 – 30 years and has experience
with large productions as the above-mentioned examples. They have together worked on approximately 300 movie projects over the years.
While the terms of our financings vary from movie to movie, we generally form a limited liability company and serve as its managing member.
Our cash investment, in addition to performing the tasks typical of a producer, is generally from $300,000 to $700,000. The rest of the
costs of the movie are provided by investors. We typically retain a 20 % interest in cash flow, although each movie will be done on differing
terms reflecting market conditions and investors' assessments of the risk involved.

 Trends
in the Our Markets

believes that the entertainment industry is experiencing structural changes. COVID19 changed the movie distribution business and offered
new business models and potential growth to participants who provide apps and streaming content directly to consumers through the Internet.
Based on management's analysis of recent market statistics and trends, we believe these models have become dominant trends in this
market segment.

also believes that these trends will continue and that there is a large market for BOXO's films and television productions. The
movie production market has expanded significantly in the last two years and is likely to continue growing significantly in the coming
years. Management has observed that online streaming platforms continually require new content, and an increased number of connected
devices will likely result in more customers using these services. In the next few years, many developed and emerging nations will add
new customers to the network.

 The
Company has internally developed software called "Elisee" that can capture large amounts of data and create predictive behavior
based on client inputs that assist the client in establishing its investment portfolio. Successfully building an equity portfolio is
not simple since one must consider the future of particular industries and the companies within them. Retail investors and Family Offices
lack complex historical data, and this is where Elisee excels. This data has been acquired from Dow Jones and other public sources and
dissected and analyzed. We believe in diversification but place more emphasis on those industries and companies with a more promising
outlook based on guidance from Elisee. Management believes each potential customer's financial situation and investment needs are
unique. We see the constant shift of the world's financial markets, real estate prices, CPI data, and effective portfolio management
as the key to success.

 Elisee,
our software product, uses algorithms that read market data and neurological network abilities to determine the best path forward and
make ongoing corrections over time. The main idea is based on reducing risk by investing in several assets. Investors should approach
assets individually and carefully assemble them into their portfolios. When creating an optimal portfolio, Elisee constantly measures
two factors. The first factor is a parameter expressing potential profitability, and the second parameter represents risk. It is necessary
to consider the riskiness of the individual assets in the portfolio, their mutual covariance, or their mutual correlation to calculate
the risk of the entire portfolio. Covariance expresses the extent to which two investment instruments move in the same direction at a
specific time.

 Our
competitors are other A.I. database and algorithm programming companies delivering services to clients like banks and asset managers.
Elisee is diversification tool.

 We
identified this as a unique opportunity to support several companies with different needs and to aid them in their asset selection process.
We developed our system that can read large amounts of data and run portfolio analyses on these assets, providing improved portfolio
management and performance.

 The
system's development commenced in early 2018, and the first version took one year of development and testing with various basic
data sets. Currently, Livento has a team of three analysts who focus on the maintenance and further development of the system. We are
continually developing and improving our software, making it more robust, stable, and capable of supporting an increased number of asset
classes.

 Key
summary of points:

 was developed and tested over four years.

 has had a successful and profitable track record for three years.

 can process 1 TB of data in 1 hour.

 uses neurological network algorithms to determine and analyze large data portions.

 Marketing
Strategy

 Our
marketing strategy comprises the following components; social media (Twitter, Linked In, FB, etc.), PR and video communications, and a
personal approach. The strategy differs based on the product offered. They may be described as follows:

 Social
media:

 We
can rapidly, quickly, and reliantly inform all stakeholders about necessary and relevant news. We use promotional posts to gain company
followers.

 PR
and video communications:

 A
professional IR agency was hired to write our PR communications, arrange interviews with Management, write articles, and introduce them
via different channels to the media. Video interviews and conference attendance are also planned for more prominent investors'
involvement.

 Personal
approach:

 Our
software uses a direct and personal approach via different marketing channels, including social networks, industry liaisons, and articles
in specialized magazines.

 Employees

 We
currently have eleven employees and consultants. Three of our employees are specialized in Elisee development, three are engaged in Financial
Management, and two are involved in administrative positions. The remaining employees are engaged in various management positions. We
anticipate hiring additional employees or consultants over the next months to support the growth of BOXO. None of our employees are covered
by a collective bargaining agreement.

 Competition

 BOXO
competes with other production companies focused on movies and online streaming platforms. Our main market advantage is direct contact
via the producer team to top Hollywood icons, including well-known producers, directors, actors, and distribution companies that pay
BOXO before the film is finalized.

 The
competition to our software is other software products performing similar functions. We differentiate ourselves in specializing and providing
a proven track record in several specific market segments, where we can offer predictive behavior of assets with and without our decision-making
process.

 In
all aspects of our business, we face competition from companies with more significant resources than we have, but we have gradually and
consistently grown despite this.

 We
currently occupy space within serviced office suites in New York City and Prague in the Czech Republic. Since our employees and consultants
work virtually, we believe this arrangement is adequate for us and allows us to operate at a very low cost. In the future, if we require
more office space, we will acquire appropriate quarters within which to operate.

 Item
1A. Risk Factors.

 Not
applicable because we are a smaller reporting company.

 Item
1B. Unresolved Staff Comments.

 Not
applicable because we are a smaller reporting company.

 Item
2. Properties.

 We
currently occupy space within serviced office suites in New York City and Prague in the Czech Republic. Since our employees and consultants
work virtually, we believe this arrangement is adequate for us and allows us to operate at a very low cost. In the future, if we require
more office space, we will acquire appropriate quarters within which to operate.

 Item
3. Legal Proceedings.

 There
is one legal proceeding currently running, where the plaintiff has filed a civil lawsuit against the company in California. The case
alleges the company failed to pay the plaintiff for services rendered. The company contends no services of value were provided by plaintiff.
The company has retained counsel and is defending the matter.

 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 included on the Pink Sheets under the Symbol NUGN and is currently quoted at $0.01 with active trading. There are approximately
95 holders of record of our common stock. Other holders have their stock deposited at brokers and their shares are in street name.

 We
have not paid any cash dividends to date, but should the company's needs allow it, the Board of Directors intends to declare dividends
from future earnings.

 We
have not authorized the issuance of securities under retirement, pension, profit sharing, stock option, or other equity compensation
plans.

 The
reported closing price was $0.0105 on March 9, 2024.

 Period

 High

 Low

 October
 1, 2023

 -

 31, 2023

.019

.008

 July
 1,2023

 -

 September
 30, 2023

.060

.007

 April
 1, 2023

 -

 June
 30, 2023

.078

.018

 January
 1, 2023

 -

 March
 31, 2023

.107

.046

 October
 1, 2022

 -

 31, 2023

.120

.050

 July
 1, 2022

 -

 September
 30, 2022

.198

.027

 April
 1, 2022

 -

 June
 30, 2022

.200

.014

 January
 1, 2022

 -

 March
 31, 2022

.065

.004

 October
 1, 2021

 -

 31, 2021

.048

.007

 July
 1, 2021

 -

 September
 30, 2021

.045

.005

 April
 1, 2021

 -

 June
 30, 2021

.023

.004

 January
 1, 2021

 -

 March
 31, 2021

.018

.003

 October
 1, 2020

 -

 31, 2020

.008

.002

 July
 1, 2020

 -

 September
 30, 2020

.019

.003

 April
 1, 2020

 -

 June
 30, 2020

.037

.001

 January
 1, 2020

 -

 March
 31, 2020

.003

.001

 Dividends

 Holders
of our common stock are entitled to receive dividends if, as and when declared by the Board of Directors out of funds legally available
therefore. We have never declared or paid any dividends on our common stock. We intend to retain any future earnings for use in the operation
and expansion of our business. Consequently, we do not anticipate paying any cash dividends on our common stock to our stockholders for
the foreseeable future.

 Item
6. Selected Financial Data.

 Not
applicable because we are a smaller reporting company.

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

 The
following discussion and analysis of financial condition and results of operations should be read in conjunction with our consolidated
financial statements and related notes included elsewhere in this report. The information and financial data discussed below is only
a summary and should be read in conjunction with the historical financial statements and related notes contained elsewhere in this 10-K.
The financial statements contained elsewhere in this 10-K fully represent the Company's financial condition and operations; however,
they are not indicative of the Company's future performance. Although management believes that the assumptions made and expectations
reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove
to be correct or that actual results will not be different from expectations expressed in this 10-K.

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

 Overview

 We
primarily engage in developing BOXO projects development where our business model consists of financing new movies or engaging in a stage
before starting distribution. BOXO is paid once the distributor company comes into the project; thus, Livento can turn around the investment
equity quickly.

 AI
product has current revenues from our clients in the form of fees for our services, and we invest part of these back into the product's
continuous upgrade. We provide our clients with analytical services where we use our software to deliver them requested portfolio setting,
and we charge an initial data analysis fee if the client uses the results of our software regularly; we charge fees based on the size
of assets he has under management and type of additional services he requires. We divide our prices based on the number of data sets
that need to be analyzed.

 BOXO
production revenues will be reflected further this year as the first projects enter a revenue stage. BOXO projects are currently in differing
stages of production.

 Recent
Developments

 In
Q1 2022, while the Convid-19 pandemic appeared to be ending, management decided to acquire Livento. We believe this strategy has secured
investors and attention for BOXO's efforts.

 New
movies are lined up every month, and our producer team chooses the one with the highest added value for shareholders regarding current
cash flow and potential movie effects.

 Our
AI product continues in normal development, where our internal team is providing services to several investment houses for portfolio
optimization.

 Critical
Accounting Policies

 Critical
accounting policies are defined as those that are reflective of significant judgments, estimates, and uncertainties and potentially result
in materially different results under different assumptions and conditions. We believe the following are our critical accounting policies:

 Basis
of Presentation and Principles of Consolidation

 These
consolidated financial statements and related notes are presented by accounting principles generally accepted in the United States and
are expressed in US dollars.

 The
basis of accounting differs in certain material aspects from that used for preparing the books of the Subsidiaries, which are prepared
by the accounting principles and relevant financial regulations applicable to limited liabilities enterprises established in their domicile.
The accompanying consolidated financial statements reflect necessary adjustments not recorded in the books of the Subsidiaries to present
them in conformity with U.S. GAAP.

 The
consolidated financial statement comprises the financial statement of Livento Group Inc. (The Company) and the subsidiaries Livento Group
LLC, Livento Services Inc., Livento AI & Robotics Solutions Inc., BOXO Productions Inc., Livento Europe a.s., Novel-ti, Vector Power
Works sro and BOXO Technology Inc. as of December 31, 2023.

 Subsidiary
- The Group consolidated financial statements include the assets, liabilities, equity, revenue, expenses and cash flows of the Company.
A subsidiary is an entity over which the Company has control. The Company controls an entity when the Company has power over the entity,
is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through
its power over the entity. Assessment of control is based on the substance of the relationship between the Company and the entity and
includes consideration of both existing voting rights and, if applicable, potential voting rights that are currently exercisable and
convertible. The operating results of subsidiaries acquired are included in the consolidated financial statements from month when control
is acquired (typically the acquisition date). The operating results of subsidiaries that are divested during the period are included
up to the date control ceased (typically the disposition date) and any difference between the fair value of the consideration received
and the carrying value of a divested subsidiary is recognized in the consolidated income statements. Accounting policies of subsidiaries
have been aligned with those of the Company where necessary.

 Functional
and presentation currency

 The
accompanying consolidated financial statements are presented in the United States dollar ("USD"), the Company's reporting
currency.

 Related
parties

 The
Company adopted ASC 850, Related Party Disclosures, to identify related parties and disclose related party transactions.

 A
related party is generally defined as (i) any person that holds 10% or more of the Company's securities and their immediate families,
(ii) the Company's management, (iii) someone that directly or indirectly controls, is controlled by or is under common control
with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction
is considered a related party transaction when resources or obligations are transferred between related parties. Related parties may
be individuals or corporate entities.

Recognition

 The
Company adopted ASC 606 requires using a new five-step model to recognize revenue from customer contracts. The five-step model requires
entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with
a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating
the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.
The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled
to in exchange for the services it transfers to its clients. The Company has concluded that the new guidance did not require any change
to its revenue recognition processes.

 The
Company recognizes software service fees over time as performance obligations are satisfied over the life of the service, usually, with
an average duration of one year. Payments received in advance from customers are recorded as "Deferred revenues." Such advance
payments received are non-refundable after the thirty days refund period.

 The
cost of revenue consists primarily of the outsourced information technology support service, internal employees, consultants, service
charges for cloud computing, and related expenses, which are directly attributable to the revenues.

 S/N

 Type
 of services

 Nature,
 Timing of satisfaction of performance obligation and significant payment terms

 Recognition

 Income
 from Elissee Software

 involves in the business of analysis of data sets for DJIA and DAX indexes. The contracts for Elisee are generally for 12 months.
 The billing for Elisee is quarterly with 60 days collection period.

 is recognized by the company not only when delivery note and invoice has been signed and
 confirmed by the customer, but at the end of each quarter over the 12 months period after
 service has been delivered to the customers.

 When
 the company expects to be entitled to breakage (forfeiture of substandard services), the company recognizes the expected amount of
 breakage in proportion to the services provided versus the total expected network services to be provided. Any unexpected amounts
 of breakage are recognized when the unused value of network services expire

 service income

 The
 company rendered Management services to (Global Dot Logistics, Retinvest-AB, Thun Development Services and others) contains mainly,
 but not limited to:

 The
 company recognize revenue when the services have been provided

 -

 budgeting

 -

 contract check and preparation

 -

 project works

 -

 reporting and control of
 works

 Going
Concern

 The
Company's financial statements, as of December 31, 2023, are prepared using generally accepted accounting principles in the United
States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal
course of business.

 The
Company has tried to establish an ongoing and stable source of revenues and cash flows sufficient to cover its operating costs and allow
it to continue as a going concern. The Company has accumulated a net loss of $6,546,152

 as
of December 31, 2023. The Company loss is caused mainly due to high depreciation and stock base compensations. The cash balances as of
December 31, 2023, were $30,634. These factors, among others, support the ability of the Company to continue to fulfill its targets.

 However,
management cannot assure that the Company will accomplish any of its plans. These financial statements do not include any adjustments
related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should
the Company be unable to continue as a going concern.

 Readers
should not place undue reliance on these forward-looking statements, which are based on management's current expectations and projections
about future events, are not guarantees of future performance, are subject to risks, uncertainties and assumptions (including those described
below), and apply only as of the date of this filing. Our actual results, performance or achievements could differ materially from the
results expressed in, or implied by, these forward-looking statements. Factors which could cause or contribute to such differences include,
but are not limited to, the risks discussed in prior filings, in press releases and in other communications to shareholders issued by
us from time to time which attempt to advise interested parties of the risks and factors which may affect our business. We undertake
no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or
otherwise.

 Managements'
Discussion of the year ended December 31 2021

 In
2021, Livento Group LLC moved more forward as well in movie projects and started to shift its position from real estate towards movies.
We continued to develop Elisee platform for new clients in USA and our real estate projects started to being realized and developed.
Our revenue consists from $525,000 invoiced for Elisee and $1,315,866 for real estate management.

 Due
to high growth of the company, our professional fees increased in line with our revenues to $574,009 and Elisee and other IT focused
projects development took $334,500 for server and IT rent. We are accounting for $714,589 as costs of goods sold for Elisee and $345,000
for professional fees linked to consulting revenues. We as well officially had our first office that was in cost of $87,100.

 Company
ended in net loss of $214,879 that was caused mainly by amortization of Elisee software that we started fully used and sell in 2021.
Without amortization, the financial result of the company would be profit of $499,710 which would be decrease compared to year 2020 but
Company invested lot of revenues into movie projects and as well Elisee development in expectation of future revenue coming from these
investments.

 Our
long term assets consisted of Elisee in amount of $5,032,230, real estate projects in amount of $2,757,700 and $9,171,659 and movie projects
in amount $3,715,600.

 Managements'
discussion of the periods ended 2022

Group was acquired by Nugene International, Inc., which subsequently changed its name to Livento Group, Inc. We had revenue of $1,966,202
during year 2022. These came from sales of Elisee and our management services to real estate projects. Elisee sales accounted for $ 1,066,000
and $900,202 for real estate projects and management services.

 Our
costs of goods sold consist of Amortization of Intangible Assets in amount of $1,677,410, Professional fees of key professionals and
consulting fee that is related to generation of income from the Elisee in amount of $393,879. Most of the revenue for the quarter that
ended December 31, 2023, was derived from software fees. Management believes that the increased revenues are related to our expanded
staffing. The main reason is the hiring of new investment representative people and intermediary consultants that support gaining new
clients. Our expenses were $482,347, mainly professional fees, contracted labor, cloud fees, servers, and legal expenses. We sold first
part of our real estate project with $100,000 profit and we seek to continue in this trend as real estate sales attitude is getting better
in European residential market in first quarter 2023.

 Professional
fees increased during this period as we hired services to develop Elisee and more people in administration regarding the process of getting
change don't with NuGene International, Inc. Compared to the previous period, we took larger office space to accommodate more people's
needs. All of the above resulted in a net operation loss of $487,158.

 Because
of inflation, increased costs of construction, and smaller profit margins, we are transferring our focus to BOXO and Elisee. BOXO is
undertaking more projects and requires more investment than we can generate, and demand for Elisee is increasing due to current market
volatility. We believe the capital generated from the disposal of our real estate properties will provide the required cash for these
operations.

 Managements'
discussion of the periods ended 2023

 We
had revenue of $2,005,789 during year 2023. These came from sales of Elisee and our management services. Elisee sales accounted for $
1,444,000 and rest for movies and management services.

 Our
costs of goods sold consist of Amortization of Intangible Assets in amount of $1,865,862, Professional fees of key professionals and
consulting fee that is related to generation of income from the Elisee in amount of $1,074,694. Most of the revenue for the quarter that
ended December 31, 2023, was derived from software fees. Management believes that the increased revenues are related to our expanded
staffing. The main reason is the hiring of new investment representative people and intermediary consultants that support gaining new
clients. Our expenses were $1,531,712, mainly professional fees, contracted labor, cloud fees, servers, and legal expenses.

 Professional
fees increased during this period as we hired services to develop Elisee and more people in administration regarding the process of getting
form10 procedure completed and uplising to OTCQB. Compared to the previous period, we took larger office space to accommodate more people's
needs. All of the above resulted in a net operation loss of $6,546,440 where $4,079,961 are stock issued compensations.

 Because
of inflation, increased costs of construction, and smaller profit margins, we are transferring our focus to BOXO and Elisee. BOXO is
undertaking more projects and requires more investment than we can generate, and demand for Elisee is increasing due to current market
volatility. We believe the capital generated from the disposal of our real estate properties will provide the required cash for these
operations.

 Assets

 Name
 of the intangible asset

 A&I
 machine learning program

 What
 the intangible assets is to be used for

 Contains
 algorithms and code to analyze large portions of data within closed portfolio of items in order to set their best performing distribution
 within the portfolio.

 Duration
 for the construction / completion of the intangible assets

 Development
 started in 2018 and continues to present time. Company has several consultants and pays data and servers to upgrade and finalize
 the system.

 Expectation
 of revenue generation from the asset

 The
 asset currently generates app USD 1,5 million per year and we expect from 2025 to produce USD 2,8 million as we are able to offer
 upgraded version to more clients.

 Expected
 useful life of the assets upon completion

 Based
 on the recommendation from the system developers and technological changes the company policy is to amortize A & I Learning Program
 for 3 years. The company will conduct an annual impairment test to reassess our assumptions on the estimated useful life.

 The
 company amortizes the asset at 33.33% per annum using the straight method.

 expended on research.

 Research
 expenses are currently USD 6,032,230 including initial acquisition of the asset and continues investments into data, consultants
 and servers. These expenses don't include general costs, marketing and other indirect costs occurred during the time.

 Movie
projects

 Name
 of the intangible asset

 Movie
 Projects

 what
 the intangible assets is to be used for

 We
 invest into movie development projects and this asset class contains intellectual rights to books, movies, scripts. We further develop
 the asset via developing complete movie script that is further offered to large distribution studios in entertainment industry that
 will sell the project so BOXO can produce the asset to full movie. Assets as well can be separately sold if there is buyer with interest.

 Duration
 for the construction / completion of the intangible assets

 Each
 movie asset needs 15-18 months to reach completion.

 Expectation
 of revenue generation from the acquisition of the asset

 Asset
 once pre-sold to distributor receives 40% margin revenue and once in cinemas and /or online streamers, BOXO receives revenue share
 in share of 15-25%.

 Expected
 useful life of the assets upon completion

 Movie
 asset package has expected value for 15 years.

 How
 the assets is to be amortized

 to ASC 926-20-35, Livento Group, Inc amortizes capitalized movies cost when a movie is released,
 and it begins to recognize revenue from the film. These costs for an individual film are
 amortized and participation costs are accrued to direct operating expenses in the proportion
 that current year's revenues bear to management's estimates of the ultimate revenue
 at the beginning of the current year expected to be recognized from the exploitation, exhibition,
 or sale of such film. Ultimate revenue includes estimates over a period not to exceed ten
 years following the date of initial release of the motion picture.

 to ASC 926-20-50-2, Livento Group costs to produce this asset is currently $ 10,086,617 and contains works of people, licenses, and
 acquisition of initial project.

 expended on research

 The
 cost to produce this asset is currently $ 32,657,257 and contains works of people, licenses and acquisition of projects.

 COVID-19
outbreak

 In
March 2020, the World Health Organization declared coronavirus COVID-19 a global pandemic. The COVID-19 pandemic has negatively impacted
the global economy, workforce, and customers and created significant volatility and disruption of financial markets. It has also disrupted
the normal operations of many businesses, including ours. This outbreak could decrease spending, adversely affect demand for our services
and harm our company and the results of operations. It is not possible for us to predict the duration or magnitude of the adverse consequences
of the outbreak and its effects on our business or the results of operations at this time.

 Liquidity
and Capital Resources.

 Liquidity
is the ability of a company to generate funds to support its current and future operations, satisfy its obligations, and otherwise operate
on an ongoing basis.

 We
had $30,634 cash on hand on December 31, 2023. This is adequate for our planned operations through the end of 2023. In addition, we have
receivables from Elisee and management services $682,138. To build the BOXO brand fully, the Company intends to rely on increased net
income and cash inflow in the coming year. In addition, we also plan to receive additional investments for our business through private
equity sales. However, we can give no assurance that we will realize the goals.

 Our
receivables are mainly due from clients using Elisee software as the clients were experiencing high market volatility and delayed several
payments. The situation is resolving and management anticipates that all delayed payments should be done received during Q1 2024. Our
billing for Elisee is generally quarterly, with payment up to 60 days, thus creating a need for working capital.

 Our
contracts for Elisee are generally 24 months, providing stable revenue and cash flow. We are engaged in the production of five movies,
that will be filmed during 2024. Our movie industry investments appear on our balance sheet as these are not costs but direct investments
as we acquire intellectual property in target movie companies. Each movie is produced in separate company so risk of failure is mitigated
for Livento as a holding company.

 Our
debt is mainly operational liabilities, payments for rent, professional fees, and marketing. We will pay these outstanding amounts as
they come due and our receivables come in the company. We have as well several co-investment loan agreements with private investors for
our movie production in amount of $ 3,402,020.

 We
have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our
financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or
capital resources and would be considered material to investors.

 Off-Balance
Sheet Arrangements

 We
have no off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K, obligations under any guaranteed contracts
or contingent obligations. We also have no other commitments, other than the costs of being a public company that will increase our operating
costs or cash requirements in the future.

 Seasonality

does not believe that our current business segment is seasonal to any material extent.

 Securities
Authorized for Issuance under Equity Compensation Plans

 We
do not have in effect any compensation plans under which our equity securities are authorized for issuance.

 Unregistered
Sales of Equity Securities

 During
the years ended December 31, 2022 and December 31, 2023, we issued the following unregistered equity securities:

 Date of Transaction

 Transaction type (e.g., new issuance, cancellation, shares returned to treasury)

 Number of Shares Issued (or cancelled)

 Class of Securities

 Individual/ Entity Shares were issued to (entities must have individual with voting / investment control disclosed).

 Reason for share issuance (e.g., for cash or debt conversion)-OR-Nature of Services Provided

 Restricted or Unrestricted as of this filing.

 Exemption or Registration Type.

 02/02/2022

 New

 15 691 925

 Adam R. Long, Puerto Rico, Oasis Capital LLC

 02/25/2022

 - 58 682 594

 Milan Hoffman

 02/25/2022

 New

 586 826

 Milan Hoffman

 Services/payment

 New

 378 000

 Judah A. Sternhill

 New

 200 000

 Frank J. Hariton

 Services/payment

 -500 000 000

 Milan Hoffman

 Return to unissued authorized status

 - 37 800 000

 Judah A. Sternhill

 - 20 000 000

 Frank J. Hariton

 Services/payment

 03/01/2022

 New

 15 898 682

 Tiger Trout Capital LLC, Puerto Rico, Alan Masley

 03/03/2022

 New

 9 032 080

 Abra Prince

 03/11/2022

 New

 39 600

 Eagle Equities LLC, Yanky Borenstein

 03/14/2022

 New

 5 000 000

 David t br

 Control block

 03/23/2022

 New

 9 482 781

 04/01/2022

 New

 9 482 781

 Sandy Miles

 06/21/2022

 - 5 000 000

 David t br

 07/19/2022

 New

 10 000 000

 07/19/2022

 New

 5 000

 Milan Behro

 07/25/2022

 New

 5 319

 Kerberos Invest sro, Jan Zikmunda

 08/05/2022

 New

 1 667

 Cedric Herlinda Jan Francois

 09/01/2022

 New

 141 250

 West East Wind Ltd, Petr Horvath

 09/09/2022

 New

 5 000

 Roman Kacin

 New

 1 625

 Jonathon Paul Tingle

 10/20/2022

 New

 3 704

 Samuel Lachlan Rose

 10/27/2022

 New

 2 000 000

 11/04/2022

 New

 4 025

 James Conerly

 11/09/2022

 New

 4 025

 Lynda Raposo-Morris

 11/10/2022

 New

 1 646

 Laura Kojamanian

 11/11/2022

 New

 1 610

 James D. Opfar

 11/11/2022

 New

 1 610

 Seth Rush

 11/17/2022

 New

 2 000

 Wesley J. Hamilton

 11/17/2022

 New

 2 000 000

 11/21/2022

 New

 3 317

 Richard James Parker

 11/28/2022

 New

 4 166

 Richard James Parker

 12/07/2022

 New

 4 000 000

 12/21/2022

 New

 Michael Henriksen

 12/27/2022

 New

 25 000

 Greg Weinberg

 Date
 of Transaction

 Transaction
 type

 Number
 of Shares Issued (or cancelled)

 Class
 of Securities

 Individual/
 Entity Shares were issued to

 Reason
 for share issuance

 or Unrestricted as of this filing.

 Exemption
 or Registration Type.

 01/11/2023

 New

 Kalimdor
 LLC

 of the Note

 01/05/2023

 New

 D

 Tom
 Miguel Claude Thomas

 01/09/2023

 New

 D

 Phil
 Chemerika

 01/10/2023

 New

 D

 Phil
 Chemerika

 01/03/2023

 New

 D

 Lynda
 Raposo-Morris

 01/04/2023

 New

 D

 Taneesha
 Pounder

 01/03/2023

 New

 D

 Seth
 Rush

 01/03/2023

 New

 D

 01/10/2023

 New

 D

 Edward
 Suksdorf JR.

 01/03/2023

 New

 D

 Joseph
 M. Pankowski

 01/25/2023

 New

 D

 02/16/2023

 New

 Kalimdor
 LLC

 of the Note

 02/01/2023

 New

 D

 Mark
 Reichl

 02/08/2023

 New

 D

 Aaron
 S Holder

 02/09/2023

 New

 D

 Erik
 Reynolds

 02/09/2023

 New

 D

 Christopher
 Korba

 02/16/2023

 New

 D

 D
 Claw Inc

 02/17/2023

 New

 D

 Aaron
 S Holder

 02/21/2023

 New

 D

 Tom
 Miguel Claude Thomas

 New

 D

 Jan
 Horyna

 New

 D

 Jan
 Valenta

 New

 D

 Katerina
 Zelezna

 New

 D

 Michaela
 Zelezna

 New

 D

 Vaclava
 Zelezna

 New

 D

 Michal
 Zelezny

 02/27/2023

 New

 D

 Madison
 Geidl

 02/27/2023

 New

 D

 Roman
 Kacin

 02/27/2023

 New

 D

 Christopher
 Korba

 03/06/2023

 New

 D

 VVT
 (Hana Hajov)

 03/07/2023

 New

 D

 Jonathon
 Paul Tingle

 03/07/2023

 New

 D

 03/07/2023

 New

 D

 Daniel
 Mich lek

 03/09/2023

 New

 D

 Greg
 Weinberg

 03/13/2023

 New

 D

 Kerberos
 Invest sro

 03/13/2023

 New

 D

 Capital LLC

 03/28/2023

 New

 14242

 D

 Lynda
 Raposo-Morris

 03/29/2023

 New

 D

 03/29/2023

 New

 D

 03/14/2023

 C

 FRANK
 J HARITON

 03/14/2023

 New

 FRANK
 J HARITON

 New

 David
 Stybr

 New

 Bryon
 Jackson

 New

 082 500

 New

 New

 David
 Zich

 26/06/2023

 New

 22/05/2023

 New

 801 120

 09/05/2023

 New

 Kalimdor
 LLC

 of the note

 31/05/2023

 New

 536 697

 Kalimdor
 LLC

 of the note

 28/06/2023

 New

 Zied
 Loukil

 Payment
 for purchase of Novelti to Livento Europe a.s.

 05/04/2023

 New

 D

 Muhammad
 A. Anwar

 20/04/2023

 New

 D

 21/04/2023

 New

 D

 Greg
 Weinberg

 21/04/2023

 New

 D

 Capital LLC

 27/04/2023

 New

 D

 Oldrich
 Muller

 27/04/2023

 New

 D

 27/04/2023

 New

 D

 03/05/2023

 New

 D

 BFLEX
 SINGLE MEMBER I.K.E.

 Payment
 of the Convertible Loan to the counterparty

 12/05/2023

 New

 D

 Robert
 Andrew Edwards

 New

 D

 Exercise
 of a warrant by an employee

 New

 D

 Exercise
 of a warrant by an employee

 New

 D

 David
 Zich

 Exercise
 of a warrant by an employee

 25/05/2023

 New

 D

 James
 Conerly

 30/05/2023

 New

 D

 Wesley
 J. Hamilton

 31/05/2023

 -30

 D

 31/05/2023

 -4

 D

 31/05/2023

 -70

 D

 David
 Zich

 12/06/2023

 New

 D

 Donovan
 Patterson

 12/06/2023

 New

 D

 West
 East Wind Ltd, Petr Horvath

 12/06/2023

 New

 D

 27/06/2023

 New

 D

 Tom
 Salajka

 27/06/2023

 New

 D

 Capital LLC, Chris Pye

 27/06/2023

 New

 D

 Capital LLC, Chris Pye

 22/05/2023

 New

 E

 of old note

 New

 -6

 E

 23/05/2023

 New

 E

 of old note

 26/06/2023

 New

 -6

 E

 30/05/2023

 New

 F

 27/06/2023

 New

 F

 New

 D

 Alexandre
 Labelle

 New

 D

 James
 Boone

 New

 D

 Taylor
 Mitchell Johnson

 New

 D

 Daniel
 Edwin Powell

 New

 D

 Brandon
 J Brunn

 New

 D

 Laval
 Luca-Perry

 New

 D

 Nicholas
 P Jones

 New

 D

 Veera
 Raghava Reddy Kothakota

 07/25/2023

 New

 D

 Anthony
 George Bollin

 07/25/2023

 -47

 D

 West
 East Wind Ltd

 07/25/2023

 New

 700 000

 West
 East Wind Ltd

 07/25/2023

 New

 D

 International
 Liquidity LLC

 07/28/2023

 -94

 D

 West
 East Wind Ltd

 07/28/2023

 New

 425 000

 West
 East Wind Ltd

 08/02/2023

 New

 Capital LLC, Chris Pye

 08/02/2023

 New

 -3

 E

 08/02/2023

 New

 125 000

 of Pref E shares to common shares

 08/08/2023

 New

 New

 Ashwin
 Hassija

 New

 David
 Zich

 New

 New

 New

 David
 Stybr

 New

 Willem
 van der Meer

 New

 FRANK
 J HARITON

 New

 Hamon
 Francis Fytton

 New

 Yobe
 Consulting LLC

 New

 Kevin
 Springstead

 New

 INNOVEXA
 LIMITED

 08/22/2023

 New

 D

 Nicholas
 P Jones

 09/05/2023

 New

 C

 Greg
 Weinberg

 09/11/2023

 New

 C

 Greg
 Weinberg

 09/11/2023

 New

 D

 Laval
 Lucas-Perry

 09/11/2023

 New

 D

 Wesley
 J. Hamilton

 09/14/2023

 New

 C

 Nicholas
 P Jones

 09/18/2023

 New

 500 000

 C

 09/19/2023

 New

 Jeffrey
 J Coutley

 09/19/2023

 New

 Capital LLC

 9/29/2023

 -332

 C

 Milan
 Hoffman

 09/19/2023

 New

 262 000

 Milan
 Hoffman

 10/03/2023

 New

 D

 Muhammad
 A. Anwar

 -34

 C

 Milan
 Hoffman

 New

 435 000

 Milan
 Hoffman

 New

 BFLEX
 SINGLE MEMBER IKE

 of note

 -49

 D

 BFLEX
 SINGLE MEMBER IKE

 of Pref D shares

 New

 977 500

 BFLEX
 SINGLE MEMBER IKE

 of Pref D shares

 10/17/2023

 New

 129 032

 NexGenAI
 Holding Group, Inc.

 invoice

 10/30/2023

 New

 D

 James
 Boone

 10/30/2023

 New

 Capital LLC

 10/30/2023

 New

 590 193

 Loredo
 Investment Limited

 APALO
 contract

 11/10/2023

 New

 D

 Seth
 Rush

 11/10/2023

 New

 D

 Richard
 James Parker

 11/10/2023

 New

 811 594

 Ventures LLC

 Reward

 11/15/2023

 New

 D

 Roman
 Kacin

 11/21/2023

 -66

 D

 11/21/2023

 New

 695 000

 11/28/2023

 New

 D

 Tom
 Miguel Claude Thomas

 12/11/2023

 New

 D

 12/11/2023

 New

 D

 Aaron
 S Holder

 12/15/2023

 New

 D

 Aaron
 S Holder

 12/19/2023

 -150

 D

 12/19/2023

 New

 Item
7A. Quantitative and Qualitative Disclosures About Market Risk.

 We
are a Smaller Reporting Company and are not required to provide the information under this item.

 Item
8. Financial Statements and Supplementary Data.

 Report
of Independent Registered Public Accounting Firm

 To
the Director and members of Livento Group, Inc

 Opinion on the financial statements

 We
have audited the accompanying consolidated balance sheets of Livento Group, Inc (the " Company ") as of
December 31, 2023, and 2022 and the related statements of operations, changes in the stockholders equity
 and cash flows, for each of the two years in the period ended
December 31, 2023, and 2022, and the related notes collectively referred to as the "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 the year ended December 31, 2023, and 2022,
in conformity with U.S. generally accepted accounting principles.

 Basis
for Opinion

 These
financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's
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 financial statements are free of material misstatement, whether due to error or fraud. 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 financial statements. We believe that our audits provide a reasonable basis for
our opinion. 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.

 Critical
Audit Matters

 Critical
audit matters are matters arising from the current period audit of the 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, providing
separate opinions on the critical audit matter or on the accounts or disclosures to which they relate.

 Intangible Assets

 As disclosed in Note 8 to the financial statements
Boxo Production Inc a wholly owned subsidiary of Livento Group, Inc acquired a varieties of intellectual properties e.g motion pictures,
television, internet, and other entertainment project from Loredo Investment Limited worth of $22,320,641 through the issuance of 391,590,193
common shares of Livento Group, Inc

 We identified the Audit of valuation of the intangible
assets as a critical audit matter because it relates to an account disclosure, and it is material to the financial statements and management
assumptions used in arriving at the amount of the shares issued as consideration for the acquired assets. Performing audit procedures
to evaluate the reasonableness of these estimates and assumptions required a high degree of auditor's judgement and an increased
extent of effort.

 The primary procedures we performed include:

 1.

 We reviewed and challenged the reasonableness of key management assumptions used in arriving at the number of shares issued.

 2.

 We reviewed the signed assignment and purchase agreements between parties.

 3.

 We assessed the suitability of the method used by the Management and Loredo Investment Limited in arriving at purchase price of the movie assets.

 4.

 We review and challenge the method used by the management in determining the market value of the issued shares.

 OLAYINKA
OYEBOLA & CO.

 (Chartered
Accountants)

 PCAOB
 5968

 We
have served as the Company's auditor since November 2022.

 March
28 th, 2024

 Lagos,
Nigeria

 F- 1

Group, INC

 (Formerly
Nugene International Inc.)

 CONSOLIDATED
BALANCE SHEETS

 December 31, 2023

 December 31, 2022

 ASSETS

 Current Assets:

 Cash

 30,634

 24,159

 Account receivables

 682,138

 489,910

 Other current assets

 355,001

 121,460

 Total Current Asset

 1,067,773

 635,529

 Non-Current Assets

 Long term investments

 654,288

 9,952,880

 Intangible Assets (net)

 45,137,942

 12,726,847

 Total Non-Current Assets

 45,792,230

 22,679,728

 Total Assets

 $
 46,860,003

 $
 23,315,257

 LIABILITIES AND MEMBERS EQUITY

 Current Liabilities:

 Account Payable

 323,936

 139,530

 Short term business loan

 85,665

 62,549

 Total current liabilities

 $
 409,602

 $
 202,079

 Long-Term Liabilities

 Co-Investments

 3,428,403

 3,046,017

 Total Long-Term Liabilities

 $
 3,428,403

 $
 3,046,017

 Total Liabilities

 $
 3,838,005

 $
 3,248,096

 Stockholder's Equity:

 Preferred stock A, $ 0.0001
 par value, 100
 shares authorized and issued at 12/31/2023 and 12/31/2022 respectively.

 Preferred stock Class C, $ 0.0001
 par value, 10,000,000
 shares Authorized, 1,204,426
 shares issued at 12/31/2023 and 12/31/2022 respectively.

 Preferred stock Class D $ 0.01
 par value, 4,000,000
 shares Authorized, and 211,344
 issued at 12/31/2023 and 12/31/2022 respectively.

 2,113

 2,113

 Preferred stock, value

 2,113

 2,113

 Common stock, $ 0.0001 par
 value, 500,000,000 shares Authorized, 227,001,268
 shares issued at 12/31/2023 and 12/31/2022 respectively.

 Additional paid-in capital

 61,939,774

 32,493,023

 Accumulated deficit

 ( 18,917,776
)

 ( 12,450,797
)

 Stockholders' Equity

 $
 43,021,998

 $
 20,067,160

 Total Liabilities and Stockholder's Equity

 $
 46,860,003

 $
 23,315,257

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

 F- 2

Group, INC

 (Formerly
Nugene International Inc.)

 CONSOLIDATED
STATEMENTS OF OPERATIONS

 For the Year Ended

 December 31, 2023

 For the Year Ended

 December 31, 2022

 $
 2,005,789

 $
 1,966,202

 Cost of revenue

 2,940,555

 2,071,289

 Gross Margin

 ( 934,767
)

 ( 105,087

 General and Admin Expense

 5,396,566

 358,231

 Professional Fee

 209,563

 120,750

 Rent Expense

 5,544

 3,366

 Total operating expense

 5,611,673

 482,347

 Taxation

 -

 -

 Loss from operations

 ( 6,546,440
)

 ( 587,434
)

 Other Income / (Expense)

 100,277
)

 Net loss for the year

 $
 ( 6,546,152
)

 $
 ( 487,158
)

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

 F- 3

 LIVENTO
GROUP, INC

 (Formerly
Nugene International Inc)

 CONSOLIDATED
STATEMENTS OF CHANGES IN EQUITY

 No.

 No.

 No.

 No.

 Paid
in

capital

 Accumulated

Deficit

 Shareholder's

equity

 A

 C

 D

 stock

 Additional

 No.

 No.

 No.

 No.

 Paid
in

capital

 Accumulated

Deficit

 Shareholder's

equity

 as of January 1, 2022

 -

 -

 -

 -

 765,895,613

 76,590

 32,074,932

 - 11,963,639

 20,187,883

 -

 -

 -

 -

 765,895,613

 76,590

 32,074,932

 - 11,963,639

 20,187,883

 of Note

 -

 -

 -

 -

 -

 -

 77,588,249

 7,759

 - 7,759

 -

 Issuance
 of Series C Preferred Shares to David Stybr and their cancelation

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 D Preferred Shares issued for services

 -

 -

 -

 -

 141,630

 1416

 -

 -

 - 1,416

 -

 -

 Sales
 of Series D Preferred Shares

 -

 -

 -

 -

 69,714

 -

 -

 365,738

 -

 366,435

 Cancelation
 of Common shares and their transformation to Series C Preferred Shares

 -

 -

 1,164,826

 -

 -

 - 116,482,594

 - 11,648

 11,532

 -

 Cancelation
 of Common shares by former director

 -

 -

 -

 -

 -

 -

 - 500,000,000

 - 50,000

 -

 -

 Sales
 of Series C Preferred Shares

 -

 -

 39,600

 -

 -

 -

 -

 - 4

 -

 - 0

 Net
 Loss for the year ended

 -

 -

 -

 -

 -

 -

 -

 -

 -

 - 487,158

 - 487,158

 as of December 31, 2022

 1,204,426

 211,344

 2,113

 227,001,268

 32,493,023

 - 12,450,797

 20,067,160

 1,204,426

 211,344

 2,113

 227,001,268

 32,493,023

 - 12,450,797

 20,067,160

 F- 4

 No.
 of

 No.
 of

 No.
 of

 No.
 of

 No.
 of

 No.
 of

 Additional

Paid in

capital

 Non-controlling

 interest

 Accumulated

 Deficit

 Shareholder's

 equity

 A

 C

 D

 E

 F

 stock

 No.
 of

 No.
 of

 No.
 of

 No.
 of

 No.
 of

 No.
 of

 Additional

Paid in

capital

 Non-controlling

 interest

 Accumulated

 Deficit

 Shareholder's

 equity

 as of January 1, 2023

 1,204,426

 211,344

 2,113

 -

 -

 -

 -

 227,001,268

 32,493,023

 -

 - 12,450,797

 20,067,160

 Sales of Series C Preferred
 Shares

 -

 -

 2,681,495

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 Sales of Series D Preferred
 Shares

 -

 -

 -

 -

 1,533,990

 15,339.90

 -

 -

 -

 -

 -

 -

 -

 15,340

 Transformation of Preferred
 share class and transformation to Common shares

 -

 -

 - 283,465

 - 28

 - 393,696

 - 3,936

 -

 -

 194,208,501

 19,421

 -

 -

 -

 15,457

 Change in additional paid capital

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 29,446,751

 -

 29,446,751

 Livento Europe Non-controlling
 stake

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 11,020

 11,020

 Net Loss for the year ended

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 - 6,573,159

 - 6,573,159

 Sales of Preferred Shares E
 and F

 3,00

 10.000

 shares issued for assets acquisitoins

 391,590,193

 39,159

 39,159

 as of December 31, 2023

 3,602,456

 1,351,638

 13,515.94

 10,000

 812,799,962

 81,280

 61,939,774

 11,020

 - 19,023,956

 43,021,998

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

 F- 5

 LIVENTO
GROUP, INC

 (Formerly
Nugene International Inc)

 CONSOLIDATED
STATEMENTS OF CASH FLOWS

 For the Year Ended

 December 2023

 For the Year Ended

 December 2022

 CASH FLOWS FROM OPERATING ACTIVITIES:

 Net loss

 $
 ( 6,546,152
)

 $
 ( 487,158
)

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

 1,839,634

 1,677,410

 Shares issued for services

 4,079,961

 Changes in operating assets and liabilities:

 Accounts Receivable

 ( 180,758
)

 ( 489,910
)

 Accounts Payable

 105,086

 ( 119,370
)

 Other Current Assets

 ( 67,427
)

 ( 121,460
)

 Other Current Liabilities

 340,314

 62,549

 Total Adjustments to reconcile Net Income to Net Cash provided by operations:

 6,113,012

 1,009,219

 Net Cash Used in Operating Activities

 (- 433,140
)

 522,061

 CASH FLOWS FROM INVESTING ACTIVITIES:

 Long Term Investments

 ( 5,360
)

 ( 23,521
)

 Purchase of Intangible Assets

 ( 1,408,600
)

 ( 3,455,000
)

 Cash proceed for sale of investments

 2,000,000

 Property & Equipment

 Deposits

 Security Deposits Asset

 Net Cash Used in Investing Activities

 ( 1,413,960
)

 ( 1,478,521
)

 CASH FLOWS FROM FINANCING ACTIVITIES:

 Proceed from sale of Stock

 1,497,572

 366,435

 Contribution by owners

 Dividends Paid

 Proceed from note payable

 356,003

 130,000

 Net Cash Provided by Financing Activities

 1,853,575

 496,435

 NET INCREASE IN CASH

 6,475

 ( 460,024
)

 CASH AT BEGINNING OF YEAR

 24,159

 484,183

 CASH AT END OF YEAR

 $
 30,634

 $
 24,159

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

 F- 6

 LIVENTO
GROUP, INC

 Notes
to Consolidated Financial Statements

31, 2023, and 2021

 NOTE
1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

 Nugene
International, Inc (formerly Bling Marketing) was incorporated in Nevada. On March 24, 2022, Livento Group LLC announced the acquisition
of NUGN and confirmed a change in its business model, redirecting its focus to Livento's three primary sectors: real estate finance
& development, artificial intelligence, machine learning technology, and film and television production.

Group LLC was acquired by Nugene International Inc, and the transaction was accounted for on a historical cost basis of Nugene International
Inc i.e. (Ultimate Parent Basis). The Members capital of Livento Group LLC was recorded in the Additional paid in capital of Nugene International
Inc.

Group LLC was incorporated on 01/10/2020 in Delaware, USA. The business purpose of the company is management and business holding company
for real estate and artificial intelligence services. Its focus in real estate is on residential development in Czech Republic and in
artificial intelligence development of portfolio software used by asset managers to determine best mix of stocks from selected index.

 Change
in Control

 In
March, 2022, Ms. Hoffman sold her Series A Preferred stock in the Company and certain shares of Series C Preferred Stock to Livento Group,
LLC, a limited liability company formed by Mr. Stybr in 2020, for $ 200,000. Also in March 2022, Mr. Stybr, agreed to contribute Livento
Group, LLC to the Company in exchange for a transfer to him of the Series A Preferred Stock which gave Mr. Stybr voting control of the
Company. Mr. Stybr was the sole member and manager of Livento Group LLC prior to such transfer, and has over $ 19,000,000 invested in
the entity. The Series C Preferred Stock purchased by Livento Group, LLC was cancelled shortly after it was acquired by Livento. Following
such cancellation, Livento Group LLC, and Mr. Stybr, owned/controlled 100 shares of Series A Preferred Stock of the Company, which has
 51 % voting rights. As a result of these transactions our current operations are the operations of Livento Group, LLC.

 The
company's registered office is located in the State of Delaware, 19 Holly Cove Ln., City of Dover, Kent, 19901, Head office on
17 State Street, Suite 4000, New York, NY, 10004.

 The
Company's founder and director is David Stybr

 F- 7

 NOTE
3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Basis
of Presentation

 The
audited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America
("U.S. GAAP").

 Basis
of Consolidation

 The
consolidated financial statement comprises the financial statement of Livento Group Inc. (The Company) and the subsidiaries Livento Group
LLC, Livento Services Inc., Livento AI & Robotics Solutions Inc., BOXO Productions Inc., Livento Europe a.s., Novel-ti, Vector Power
Works sro and BOXO Technology Inc. as of December 31, 2023.

 Use
of Estimates

 The
preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates
include the estimated useful lives of property and equipment. Actual results could differ from those estimates.

 Concentrations
of Credit Risk

 The
Company maintains its cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. The Company
continually monitors its banking relationships and consequently has not experienced any losses in its accounts. Management believes the
Company is not exposed to any significant credit risk on cash.

 Cash
Equivalents

 The
Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. As of
December 31, 2022, and 2023 there is $ 24,159 and $ 30,634 in cash equivalent.

 Accounts
Receivable

reviews accounts receivable periodically to determine if any receivables will potentially be uncollectible. Management's evaluation
includes several factors including the aging of the accounts receivable balances, a review of significant past due accounts, economic
conditions, and our historical write- off experience, net of recoveries. The Company includes any accounts receivable balances that are
determined to be uncollectible, along with a general reserve, in its allowance for doubtful accounts. After all attempts to collect a
receivable have failed, the receivable is written off against the allowance. The Company's allowance for doubtful accounts was
$ 0 and $ 0 as of December 31, 2023, and December 31, 2022, respectively.

 F- 8

 Fair
Value of Financial Instruments

 The
Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial
instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification ("Paragraph 820-10-35-37") to measure
the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles
generally accepted in the United States of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency
and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which
prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives
the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable
inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

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

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

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

 The
carrying amount of the Company's financial assets and liabilities, such as cash and accrued expenses approximate their fair value
because of the short maturity of those instruments. The Company's notes payable approximate the fair value of such instruments
based upon management's best estimate of interest rates that would be available to the Company for similar financial arrangements
at December 31, 2023 and 2022.

Recognition

is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration
that an entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature,
amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded
reflects the consideration that the Company expects to receive in exchange for those goods. The Company applies the following five-step
model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the
promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of
the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance
obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

 The
Company recognizes software service fees over time as performance obligations are satisfied over the life of the service, usually, with
an average duration of one year. Payments received in advance from customers are recorded as "Deferred revenues." Such advance
payments received are non-refundable after the thirty days refund period.

 The
cost of revenue consists primarily of the outsourced information technology support service, internal employees, consultants, service
charges for cloud computing, and related expenses, which are directly attributable to the revenues.

 F- 9

 SCHEDULE OF REVENUE PERFORMANCE
OBLIGATION TIMING OF SATISFACTION AND REGISTRATION

 S/N

 Type
 of services

 Nature,
 Timing of satisfaction of performance obligation and significant payment terms

 Registration

 Income
 from Elissee Software

 involves in the business of analysis of data sets for DJIA and DAX indexes. The contracts for Elisee are generally for 12 months.
 The billing for Elisee is quarterly with 60 days collection period.

 is recognized by the company not only when delivery note and invoice has been signed and
 confirmed by the customer, but at the end of each quarter over the 12 months period after
 service has been delivered to the customers.

 When
 the company expects to be entitled to breakage (forfeiture of substandard services), the company recognizes the expected amount of
 breakage in proportion to the services provided versus the total expected network services to be provided. Any unexpected amounts
 of breakage are recognized when the unused value of network services expire

 service income

 The
 company rendered Management services to (Global Dot Logistics, Retinvest-AB, Thun Development
 Services) contains consultingt services mainly, but not limited to:

 - budgeting

 -
 contract check and preparation

 -
 project works

 -
 reporting and control of works

 -
 analysis of available opportunities for acquisitions

 The
 company recognize revenue when the services have been provided

 The
Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled
to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606
at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which
of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated
to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company's
performance obligations are transferred to customers at a point in time, typically upon delivery.

 Income
taxes

 The
Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and
liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under
this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets
and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax
assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be
realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal
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 the Statements of Income in the period that includes the enactment date.

 The
Company adopted section 740-10-25 of the FASB Accounting Standards Codification ("Section 740-10-25") with regards to uncertainty
income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return
should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain
tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based
on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured
based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section
740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods
and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according
to the provisions of Section 740-10-25.

 Recently
Issued Accounting Pronouncements

 Topic
606, Revenue from Contracts with Customers, of the Financial Accounting Standards Board's (FASB) Accounting Standards Codification
(ASC). The guidance in ASC 606 was originally issued by the FASB in May 2014 in Accounting Standards Update (ASU) 2014-09, Revenue
from Contracts with Customers (Topic 606). Since then, the FASB has issued several ASUs that have revised or clarified the guidance
in ASC 606. The Company is in the process of evaluating the impact of this accounting standard update.

 F- 10

 On
June 20, 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2018-07, Compensation—Stock
Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 is intended to reduce cost and
complexity and to improve financial reporting for share-based payments to nonemployees (for example, service providers, external legal
counsel, suppliers, etc.). Under the new standard, companies will no longer be required to value non-employee awards differently from
employee awards. Meaning that companies will value all equity classified awards at their grant-date under ASC718 and forgo revaluing
the award after this date. The guidance is effective for interim and annual periods beginning after December 15, 2018.

 In
January 2017, the Financial Accounting Standards Board ("FASB") issued an Accounting Standards Update ("ASU")
2017-01, Business Combinations (Topic 805) Clarifying the Definition of a Business. The amendments in this update clarify the
definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted
for as acquisitions or disposals of assets or businesses. The definition of a business affects many areas of accounting including acquisitions,
disposals, goodwill, and consolidation. The guidance is effective for interim and annual periods beginning after December 15, 2017 and
should be applied prospectively on or after the effective date. The Company is in the process of evaluating the impact of this accounting
standard update.

 In
February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-02 requires lessees to recognize lease assets and lease
liabilities on the balance sheet and requires expanded disclosures about leasing arrangements. ASU 2016-02 is effective for fiscal years
beginning after December 31, 2018 and interim periods in fiscal years beginning after December 31, 2018, with early adoption permitted.
The Company is in the process of evaluating the impact of this accounting standard update.

 The
Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on
the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements
that have been issued that might have a material impact on its financial position or results of operations.

 NOTE
4 – PREFERRED STOCK AND STOCKHOLDERS DEFICIT

 Amendments
to Articles of Incorporation

 On
October 18th, 2023, the Company amended its Articles of Incorporation giving its Board of Directors the power to issue up to 1,000,000,000
shares of Common Stock, and to fix the rights, preferences and privileges of each class of common stock so created. No shareholder approval
is required in connection with the creation of classes of preferred stock under this authority and the setting of the rights, preferences,
and privileges of such shares. The Board of Directors acted to create new series of preferred shares, Series D Preferred Stock.

C Preferred Stock

 On
December 31, 2023, Livento Group, Inc had total 3,602,456 shares of our Series C Preferred Shares. The Series C Preferred Shares have
preference in liquidation and are convertible into common shares. The Board believes that this was necessary so that the Company maintains
a consistent vision going forward that can only be achieved if the Founder's vision is maintained. This vision is the same vision
that all current shareholders bought into as evidenced by their investment into the Company. To ensure that the founder's vision
is maintained, it is necessary that no outsider person or group can gain voting control from the founder as the Company.

D Preferred Stock

D Preferred Stock are Preferred which allows the Board of Directors to subdivide and/or determine the rights, privileges, and other features
of this stock. Till December 31, 2023, the Company issued 1,351,638 Series D preferred shares from 1 million ( 1,000,000) shares authorized.
The par value is $ 0.01 per share.

 F- 11

E Preferred Stock

E Preferred Stock are Preferred which allows the Board of Directors to subdivide and/or determine the rights, privileges, and other features
of this stock. Till December 31, 2023, the Company issued 28,000 Series E preferred shares from 40 thousand ( 40,000) shares authorized.
The par value is $ 0.0001 per share.

F Preferred Stock

F Preferred Stock are Preferred which allows the Board of Directors to subdivide and/or determine the rights, privileges, and other features
of this stock. Till December 31, 2023, the Company issued 15,000 Series F preferred shares from 75 thousand ( 75,000) shares authorized.
The par value is $ 0.0001 per share.

A Preferred Stock

A Preferred Stock The holders of the Preferred Stock will have the voting rights as described in this Section 4 or as required by law.
For so long as any shares of the Preferred Stock remain issued and outstanding, the holders thereof, voting separately as a class, shall
have the right to vote on all shareholder matters equal to fifty-one percent (51%) of the total vote. For example, if there are 10,000
shares of the Company's common stock issued and outstanding at the time of a shareholder vote, the holders of the Preferred Stock,
voting separately as a class, will have the right to vote an aggregate of 10,400 shares, out of a total number of 20,400 shares voting.
For the sake of clarity, and in an abundance of caution, the total voting shares outstanding at the time of any and all shareholder votes(i.e.,
the total shares eligible to vote on any and all shareholder matters) shall be deemed to include (a) the total common stock shares outstanding;
(b) the voting rights applicable to any outstanding shares of preferred stock, other than the Series A Preferred Stock, if any; and (c)
the voting rights attributable to the Series A Preferred Stock, as described herein, whether such series A Preferred Stock share are
voted or not.

 NOTE
5– INCOME TAXES

 Deferred
taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating
loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences
are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a
valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets
will not be realized. The Company has evaluated Staff Accounting Bulletin No. 118 regarding the impact of the decreased tax rates of
the Tax Cuts & Jobs Act. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the
date of enactment. The U.S. federal income tax rate of 21 % is being used due to the new tax law recently enacted.

 NOTE
6 – COMMON-CONTROL TRANSACTION - ASC 805-50

Group, LLC Transfer 100 % of its shares to Nugene International Inc in exchange of A class voting shares and C class shares, of net assets,
this was an exchange of equity interests between entities under the control of the same parent.

 Nugene
International Inc, recognize the net assets received at historical carrying amounts, as reflected in the parent's financial statements
of Livento Group, LLC.

 On
January 26, 2020, Emergent, LLC ("Emergent"), a Nevada LLC controlled by Milan I Hoffman, was appointed the custodian of
the Company and proceeded to revive the Company's existence and resolve its outstanding indebtedness. This was completed as to
all indebtedness except for one convertible rate promissory note of $ 120,000. In March 14th, 2022, Ms. Hoffman sold her Series A Preferred
stock in the Company and certain shares of Series C Preferred Stock to Livento Group, LLC, a limited liability company formed by Mr.
Stybr in 2020, for $ 200,000. Also in March 2022, Mr. Stybr, agreed to contribute Livento Group, LLC to the Company in exchange for a
transfer to him of the Series A Preferred Stock which gave Mr. Stybr voting control of the Company. Mr. Stybr was the sole member and
man-ager of Livento Group LLC prior to such transfer, and has over $ 19,000,000 invested in the enti-ty. The Series C Preferred Stock
purchased by Livento Group, LLC was cancelled shortly after it was acquired by Livento. Following such cancellation, Livento Group LLC,
and Mr. Stybr, owned/controlled 100 shares of Series A Preferred Stock of the Company, which has 51 % voting rights. As a result of these
transactions our current operations are the operations of Livento Group, LLC.

 F- 12

 Concentration
of Revenues

Group, Inc. & Livento Group LLC

 Profit
& Loss Prev. Years Comparison

 Accrual
Basis

 As
of December 31, 2023, December 31, 2022, and December 31, 2021

 SCHEDULE
OF CONCENTRATION OF REVENUES ON ACCRUAL BASIS

 Dec 30, 2023

 Dec 31, 2022

 Dec 31, 2021

 Ordinary Income/Expense

 Income

 Revenues

 1,966,202

 1,966,202

 1,840,866

 Sales Discounts

 Total Income

 2,005,789

 1,966,202

 1,840,866

 Cost of Goods Sold

 Merchant Account Fees

 Professional fees RTS

 1,074,694

 393,879

 345,000

 Amortization RTS

 1,865,862

 1,677,410

 714,589

 Total COGS

 2,940,555

 2,071,289

 1,059,589

 Gross Profit

 ( 934,767
)

 ( 105,087
)

 781,277

 Expense

 Advertising & marketing

 339,230

 55,112

 Computer and Internet Expenses

 334,500

 Bank Charges

 10,443

 1,048

 Commissions & fees

 65,035

 15,292

 Contract labor

 516,835

 129,467

 Contractors

 5,475

 5,500

 General business expenses

 32,815

 33,073

 Interest paid

 21,954

 Legal & accounting services

 126,241

 55,272

 Professional Fees

 209,563

 120,750

 574,009

 Office expenses

 6,896

 2,421

 Payroll expenses

 191,000

 42,000

 Rent

 5,544

 3,366

 87,100

 Travel

 19,238

 7,093

 Uncategorized Expense

 4,081,376

 Total Expense

 5,611,673

 482,347

 995,876

 Net Ordinary Income

 ( 6,546,440
)

 ( 587,434
)

 ( 214,598
)

 Other Income/Expense

 Other Income

 100,001

 Other Expense

 ( 231
)

 ( 276
)

 Net Other Income

 100,277

 ( 281
)

 Net Income

 ( 6,546,152
)

 ( 487,158
)

 ( 214,879
)

 F- 13

 NOTE
7 – LONG TERM INVESTMENTS

 Long-term
investments for share in bFlex are $ 627,470 and was accounted for, using accounting policy for Revenue Recognition, ASC 606 five step
model.

 BFlex
is investment of company bFLex..

 Cost
Capitalization

 The
cost of Real Estate includes the purchase price of the property, legal fees and other acquisition costs. Costs directly related to planning,
developing, initial leasing and constructing a property are capitalized and classified as Real Estate in the Consolidated Balance Sheets.
Capitalized development costs include interest, property taxes, insurance, and other direct project cost incurred during the period of
development.

 ASC
970 Real Estate - General

 The
costs of Real Estate Projects include specifically identifiable costs. The capitalized costs include pre-construction costs essential
to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs
and other costs incurred during the period of development. We consider a construction project as substantially completed and held available
for occupancy or sale upon the receipt of certificates of occupancy, but no later than one year from cessation of major construction
activity. We cease capitalization on the portion (1) substantially completed and (2) occupied or held available for occupancy, and we
capitalize only those costs associated with the portion under construction.

 Real
Estate Held for Sale

 The
Company considers Real Estate to be assets held for sale when (1) management commits to a plan to sell the Real Estate; (2) the Real
Estate will be available for sale in its present condition and (3) the Real Estate will be marketed for sale at a price that is reasonable
given our estimate of current market value. Upon designation of a Real Estate as an asset held for sale, we record the Real Estate's
value at the lower of its' carrying value or its estimated net realizable value.

 Real
Estate Projects

 Real
Estate are stated at cost. Depreciation is provided using the straight-line and accelerated methods for financial and tax reporting purposes,
respectively, over the estimated useful lives of the assets. Buildings will have an estimated useful life of 20 years. Land is an indefinite
lived asset that is stated at fair value at date of acquisition.

Recognition

 On
January 1, 2018, the Company adopted Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606),
which supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition. Results for reporting periods beginning
after December 31, 2021, are presented under Topic 606.

 Under
Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects
the consideration we expect to be entitled to in exchange for those goods or services. The new guidance sets forth a new five-step revenue
recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific
pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the new standard is that
a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount
that reflects what it expects to receive in exchange for the goods or services. The standard also requires more detailed disclosures
and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance.

 F- 14

 The
Company reviewed all agreements at the date of initial application and elected to use the modified retrospective transition method, where
the cumulative effect of the initial application is recognized as an adjustment to opening retained earnings on December 31, 2021. Considering
there was no revenue in prior periods, the adoption of the new revenue recognition guidance had no transition impact.

 The
Company determines revenue recognition through the following steps:

 of the agreement, or agreements, with a buyer and/or investor;

 of the performance obligations in the agreement for the sale of lots including delivering title to the property being acquired from
 ILA;

 determination
 of the transaction price;

 allocation
 of the transaction price to the lots purchased when issued with equity or warrants to purchase equity in the Company; and

 recognition
 of revenue when, or as, we satisfy a performance obligation such as delivering title to lots purchased.

is measured based on considerations specified in the agreements with our customers. A contract exists when it becomes a legally enforceable
agreement with a customer. The contract is based on either the acceptance of standard terms and conditions as stated in our agreement
of lot sales or the execution of terms and conditions contracts with third parties and investors. These contracts define each party's
rights, payment terms and other contractual terms and conditions of the sale. Consideration was historically paid prior to transfer of
title as stated above and in future land sales, the Company plans to transfer title to buyers at the time consideration has been transferred
if the acquisition of the property has been completed by the Company. The Company applies judgment in determining the customer's
ability and intention to pay, however collection risk is mitigated through collecting payment in advance or through escrow arrangements.
A performance obligation is a promise in a contract or agreement to transfer a distinct product or item to the customer, which for us
is transfer of title to our buyers. Performance obligations promised in a contract are identified based on the property that will be
transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer
of the property is separately identifiable from other promises in the contract. We have concluded the sale of property and delivering
title is accounted for as the single performance obligation.

 The
implementation of ASC 606, have a material impact of US$ 7,171,659 on the Company's consolidated financial statements.

 Effective
January 1, 2018, the Company adopted the guidance of ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial
Assets ("ASC 610-20"), which applies to sales or transfers to noncustomers of nonfinancial assets or in substance nonfinancial
assets. Generally, the Company's sales of its real estate properties would be considered a sale of a nonfinancial asset as defined.
Under ASC 610-20, the Company will derecognize the asset and recognize a gain or loss on the sale of the real estate when control of
the underlying asset transfers to the buyer. During the twelve months ended December 31, 2023, and 2021, the Company has US$ 2,000,000
in revenue from the sale of real estate properties. As a result of the adoption of ASU 610-20, there was an impact to the Company's
consolidated financial statements.

 NOTE
8 – INTANGIBLE ASSETS

 These
Intangible Assets are in the form of Movies and A&I Machine learning programs, acquired by Licensing agreements and other costs for
development from August 25 th, 2020 to December 31 st, 2023. The accounting policy used for Revenue Recognition is
ASC 606 five step model. The details below are the license terms of the movies and A&I machine learning program.

 F- 15

 Movie
projects

 Name
 of the intangible asset

 Movie
 Projects

 what
 the intangible assets is to be used for

 We
 invest into movie development projects and this asset class contains intellectual rights to books, movies, scripts. We further develop
 the asset via developing complete movie script that is further offered to large distribution studios in entertainment industry that
 will sell the project so BOXO can produce the asset to full movie. Assets as well can be separately sold if there is buyer with interest.

 Duration
 for the construction / completion of the intangible assets

 Each
 movie asset needs 15-18 months to reach completion.

 Expectation
 of revenue generation from the acquisition of the asset

 Asset
 once pre-sold to distributor receives 40 % margin revenue and once in cinemas and /or online streamers, BOXO receives revenue share
 in share of 15 - 25 %.

 Expected
 useful life of the assets upon completion

 Movie
 asset package has expected value for 15 years.

 How
 the assets are to be amortized

 The
 company amortizes capitalized film cost when a film is released, and it begins to recognize revenue from the film.

 expended on research

 The
 cost to produce this asset is currently USD 32,657,257 and contains works of people, licenses, and acquisition of initial projects.

 SCHEDULE
OF ACQUISITION OF INTANGIBLE ASSET

 Acquisition of Intangible Asset - Movies

 Date

 Note

 08/25/2020

 Script Carnival Killers acquisition

 1,050,600

 09/10/2020

 Script writers Carnival

 530,000

 08/24/2021

 Script writers Carnival

 1,660,000

 11/11/2021

 Producer fees

 475,000

 03/05/2022

 205,000

 05/04/2022

 05/04/2022

 05/04/2022

 07/18/2022

 Carnival Killers works

 40,000

 07/18/2022

 Kids Movie 1

 100,000

 Kids Movie 1 script

 525,000

 Movie X script

 525,000

 Producers works Movie BR

 525,000

 Movie X script writers

 525,000

 09/25/2022

 TV Series

 2,916,017

 10/13/2022

 Producer Works Script

 10/19/2022

 Movie X script writers

 600,000

 11/10/2022

 Producer Work Movie BR

 11/28/2022

 R. U. ROBOT S.R.O. Savage

 100,000

 12/09/2022

 Director Work Movie BR

 12/23/2022

 Director Work Movie BR

 20,000

 12/29/2022

 Kids Movie 1 script

 01/13/2023

 Carnival of Killers

 100,000

 02/06/2023

 03/02/2023

 Movie RU1

 100,000

 05/26/2023

 Acquisitoin of movies

 22,320,641

 TOTAL

 32,657,258

 F- 16

 A&I
machine learning program - Elisee

 Name
 of the intangible asset

 A&I
 machine learning program – Elisee

 What
 the intangible assets is to be used for

 Contains
 algorithms and code to analyze large portions of data within closed portfolio of items in order to set their best performing distribution
 within the portfolio.

 Duration
 for the construction / completion of the intangible assets

 Development
 started in 2018 and continues to present time. Company has several consultants and pays data and servers to upgrade and finalize
 the system.

 Expectation
 of revenue generation from the asset

 The
 asset currently generates app USD 1.5 million per year and we expect from 2025 to produce USD 2.8 million as we are able to offer
 upgraded version to more clients.

 Expected
 useful life of the assets upon completion

 Based
 on the recommendation from the system developers and technological changes the company policy is to amortize A&I Learning Program
 for 3 years. The company will conduct an annual impairment test to reassess our assumptions on the estimated useful life.

 The
 company amortizes capitalized film cost when a film is released, and it begins to recognize revenue from the film.

to ASC 926-20-35, Livento Group, LLC amortizes capitalized movies cost when a movie is released, and it begins to recognize revenue from
the film. These costs for an individual film are amortized and participation costs are accrued to direct operating expenses in the proportion
that current year's revenues bear to management's estimates of the ultimate revenue at the beginning of the current year
expected to be recognized from the exploitation, exhibition or sale of such film. Ultimate revenue includes estimates over a period not
to exceed ten years following the date of initial release of the motion picture.

 Under
Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects
the consideration we expect to be entitled to in exchange for those goods or services. The new guidance sets forth a new five-step revenue
recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific
pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the new standard is that
a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount
that reflects what it expects to receive in exchange for the goods or services. The standard also requires more detailed disclosures
and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance.

 The
Company reviewed all agreements at the date of initial application and elected to use the modified retrospective transition method, where
the cumulative effect of the initial application is recognized as an adjustment to opening retained earnings on December 31, 2022. Considering
there was no revenue in prior periods, the adoption of the new revenue recognition guidance had no transition impact.

 The
Company determines revenue recognition through the following steps:

 of the agreement, or agreements, with a buyer and/or investor;

 of the performance obligations in the agreement for the sale of lots including delivering title to the property being acquired from
 ILA;

 determination
 of the transaction price;

 allocation
 of the transaction price to the lots purchased when issued with equity or warrants to purchase equity in the Company; and

 recognition
 of revenue when, or as, we satisfy a performance obligation such as delivering title to lots purchased.

 Research
expenses are currently USD 6,190,830 including initial acquisition of the asset and continues investments into data, consultants, and
servers. These expenses don't include general costs, marketing and other indirect costs occurred during the time.

 F- 17

 SCHEDULE
OF ACQUISITION OF INTANGIBLE ASSET

 Acquisition of Intangible Asset – Elisee

 Date

 Note

 01/10/2020

 2,500,000

 03/25/2020

 70,030

 06/30/2020

 240,000

 09/30/2020

 260,000

 12/31/2020

 250,000

 06/30/2021

 Database of stock for analysis 2q

 60,000

 06/30/2021

 DEBIT PAYMENT TO ICONIC LABS PLC ref 1368435

 295,000

 11/25/2021

 Database of stock for analysis 3q

 107,200

 12/31/2021

 1,250,000

 06/30/2023

 Capitalization of Costs

 760,000

 09/30/2023

 Capitalization of Costs

 240,000

 12/31/2023

 Capitalization of Costs

 158,600

 TOTAL

 5,032,230

 Amortization of Intangible Asset – Elisee

 Date

 Note

 06/30/2021

 102,084

 09/30/2021

 306,253

 12/31/2021

 306,253

 TOTAL

 714,589

 Date

 Note

 03/31/2022

 06/30/2022

 09/30/2022

 12/31/2022

 TOTAL

 1,677,410

 Date

 Note

 03/31/2023

 06/30/2023

 09/30/2023

 482,686

 12/31/2023

 502,686

 TOTAL

 1,824,076

 Net value of Intangible Asset - A&I machine learning program

 1,974,754

to ASC 926-20-50-1, Livento Group, LLC disclose its methods of accounting for film costs, including, but not limited to, the following:
The method(s) used in computing amortization.

 The
method used for the accounting of movie cost for Revenue Recognition, is ASC 606 five step model.

 The
Company determines revenue recognition through the following steps:

 of the agreement, or agreements, with a buyer and/or investor;

 of the performance obligations in the agreement for the sale of lots including delivering title to the property being acquired from
 ILA;

 determination
 of the transaction price;

 allocation
 of the transaction price to the lots purchased when issued with equity or warrants to purchase equity in the Company; and

 recognition
 of revenue when, or as, we satisfy a performance obligation such as delivering title to lots purchased.

to ASC 926-20-35, Livento Group, LLC amortizes capitalized movies cost when a movie is released, and it begins to recognize revenue from
the film. These costs for an individual film are amortized and participation costs are accrued to direct operating expenses in the proportion
that current year's revenues bear to management's estimates of the ultimate revenue at the beginning of the current year
expected to be recognized from the exploitation, exhibition or sale of such film. Ultimate revenue includes estimates unlimited period
following the date of initial release of the movies.

 NOTE
9 - SUBSEQUENT EVENTS

 In
accordance with ASC Topic 855, " Subsequent Events ", which establishes general standards of accounting for and disclosure
of events that occur after the balance sheet date, but the financial statements are issued, the Company has evaluated all events or transactions
that occurred after December 31, 2023, up through the date the Company issued the audited consolidated financial statements and identify
the understated.

 On
January 25, 2024, the Company entered into a securities purchase agreement (the "Equity Line Purchase Agreement") with an
accredited investor (the "Equity Line Investor"), Equity Line Purchase Agreement allows the Company to sell up to $ 500,000
of shares of the Company's common stock (the "Shares") which price calculate as 90% of lowest VWAP over 5 days period.
Accredited investor can consider to acquire warrants up to up to 55,555,556 Shares being equivalent of $ 15 million valuation of the outstanding
shares during upcoming 5 years (the "Equity Line Warrant") from the Company.

to the Purchase Agreement, the Company agreed to file a resale registration statement covering the resale of the Securities with the
SEC and to use best efforts to cause such resale registration statement to be declared effective by the SEC within certain time frames.

 At
the time of this 10K filing, the S1 has received comments from the SEC which the company is preparing a response to. The company intends
to pursue this S1 filing until the SEC issues an 'effective statement' for this S1.

 F- 18

 Item
9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

 None.

 Item
9A. Controls and Procedures.

 Disclosure
of controls and procedures.

 We
maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports, filed
under the Securities Exchange Act of 1934, is recorded, processed, summarized and reported within the time periods specified in the SEC's
rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and
chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure
controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide
only reasonable and not absolute assurance of achieving the desired control objectives. In reaching a reasonable level of assurance,
management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
In addition, the design of any system of controls also is based in part upon certain assumptions about the likelihood of future events,
and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over
time, a control may become inadequate because of changes in conditions or the degree of compliance with policies or procedures may deteriorate.
Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

 As
required by the SEC Rule 13a-15(b), we carried out an evaluation under the supervision and with the participation of our management,
including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure
controls and procedures as of December 31, 2021. Based on the foregoing, our principal executive officer and principal financial officer
concluded that our disclosure controls and procedures were not effective as of December 31, 2021, at the reasonable assurance level due
to the material weaknesses described below.

 A
material weakness is a control deficiency (within the meaning of the Public Company Accounting Oversight Board (PCAOB) Auditing Standard
No. 2) or combination of control deficiencies that result in more than a remote likelihood that a material misstatement of the annual
or interim financial statements will not be prevented or detected. Management has identified the following two material weaknesses which
have caused management to conclude that as of December 31, 2021, our disclosure controls and procedures were not effective at the reasonable
assurance level:

 1.
We do not have written documentation of our internal control policies and procedures. Written documentation of key internal controls
over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act which is applicable to us for the year ended December
31, 2021. Management evaluated the impact of our failure to have written documentation of our internal controls and procedures on our
assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material
weakness.

 2.
We do not have sufficient segregation of duties within accounting functions, which is a basic internal control. Due to our size and nature,
segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent possible,
the authorization of transactions, the custody of assets and the recording of transactions should be performed by separate individuals.
The recording of transactions function is maintained by a third-party consulting firm whereas authorization and custody remains under
the Company's Chief Executive Officer's responsibility. Management evaluated the impact of our failure to have segregation
of duties on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented
a material weakness.

 To
address these material weaknesses, management performed additional analyses and other procedures to ensure that the financial statements
included herein fairly present, in all material respects, our financial position, results of operations and cash flows for the periods
presented.

 Management's
Report on Internal Control Over Financial Reporting

 Our
management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over
financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the
supervision of, the issuer's principal executive and principal financial officers and effected by the issuer's 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 accounting principles generally accepted in the United States of America
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 the
assets of the issuer.

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance
with accounting principles generally accepted in the United States of America and that receipts and expenditures of the Company are being
made only in accordance with authorizations of management and directors of the issuer; and

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

 Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. 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. All internal control systems, no matter how well designed,
have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect
to financial statement preparation and presentation. Because of the inherent limitations of internal control, there is a risk that material
misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent
limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to
reduce, though not eliminate, this risk.

 As
of the end of our most recent fiscal year, management assessed the effectiveness of our internal control over financial reporting based
on the criteria for effective internal control over financial reporting established in Internal Control—Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting such assessments.
Based on that evaluation, they concluded that as of December 31, 2021, such internal control over financial reporting was not effective.
This was due to deficiencies that existed in the design or operation of our internal control over financial reporting that adversely
affected our internal controls and that may be considered to be material weaknesses.

 The
matters involving internal control over financial reporting that our management considered to be material weaknesses under the standards
of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee due to a lack of a majority of independent
members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment
and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives
of having segregation of the initiation of transactions, the recording of transactions and the custody of assets; and (3) lack of communication
between management and external accounting personnel. The aforementioned material weaknesses were identified by our Chief Executive Officer
in connection with the review of our financial statements as of December 31, 2021.

believes that the material weaknesses set forth in items (1) and (2) above did not have an effect on our financial results. However,
management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors,
result in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result
in a material misstatement in our financial statements in future periods.

 This
annual report does not include an attestation report of the Company's registered public accounting firm regarding internal control
over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting
firm pursuant to temporary rules of the SEC that permit the Company to provide only the management's report in this annual report.

 Management's
Remediation Initiatives

 In
an effort to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we have initiated,
or plan to initiate, the following series of measures: we will increase our personnel resources and technical accounting expertise within
the accounting function when funds are available to us. First, we will create a position to segregate duties consistent with control
objectives of having separate individuals perform (i) the authorization of transactions, (ii) the recording of transactions and (iii)
the custody of assets. Second, we will create a senior position to focus on financial reporting and standardizing and documenting our
accounting procedures with the goal of increasing the effectiveness of the internal controls in preventing and detecting misstatements
of accounting information. Third, we plan to appoint one or more outside directors to our board of directors who shall be appointed to
an audit committee resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring
of required internal controls and procedures such as reviewing and approving estimates and assumptions made by management when funds
are available to us. Lastly, we will improve channels of communication between management and accounting through regularly scheduled
monthly meetings. We anticipate the costs of implementing these remediation initiatives will be approximately $50,000 to $100,000 a year
in increased salaries, legal and accounting expenses.

believes that the appointment of one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy
the lack of a functioning audit committee and a lack of a majority of outside directors on our Board.

 Changes
in internal controls over financial reporting.

 There
has been no change in our internal control over financial reporting that occurred during the fiscal quarter covered by this Annual Report
on Form 10-K 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 and executive officers and additional information concerning them are as follows:

 Name

 AGE

 Position(s)

 Holds

 David
 Stybr

 President
 and Chief Executive Officer and a Director

 Series A Preferred stock

 David
 Zich

 Treasurer
 and Secretary

 N/A

 Michal
 Zelezny

 40,636
 D Preferred shares

 Simon
 Sandoval

 N/A

 David
Stybr

 David
 t br has been the CEO of Livento Group since 2015 and is the founder of BOXO. He manages the Company's business
operations, projects, and team. t br's previous roles include being the CEO of OTT Ventures, a venture capital company,
from 2018 to 2021, the various executive positions at CPI Property Group, and its affiliate CPI Byty, a real estate manager and operator,
from 2015 to 2018.

 David
Zich

 David
Zich has been the Secretary and Treasurer of the Company and BOXO 2022. He is responsible for the Company's operational management
activities, including change management, internal and external communication, human resources, and strategic metrics. Before his current
role, Zich was a key account manager and later a sales manager at a hospitality timeshare company from 2018 to 2022 and a project manager
at Euro Dot from 2020 to 2022.

 Simon
Sandoval

 Was
appointed to our board on 1th of May, 2022 and is a cross border project and corporate finance consulting specialist focused on helping
businesses solve the complex challenges facing their projects today. He is private finance specialist with merchant banking, private
equity and M&A experience across several continents. He worked on real estate and venture capital transactions throughout Europe,
Latin America and parts of Africa and Asia as well, from large infrastructure projects to more targeted niche work such as advising emerging
fund managers on institutional investor campaigns outside of the US.

 Mr
Sandoval has been an independent consultant since 2011.

 Michal
Zelezny

 Was
appointed to our board on 1th of May, 2022 and has 20 years of experience in residential development and real estate projects. He worked
on projects in a operational management, tenders, construction process control and development process. Last ten years he as been CEO
of Facebrick sro, a company selling brick and providing real estate construction works in Czech republic and other European countries
and as an independent consultant to real estate businesses in the Czech republic.

 During
the past five years, there have been no events under any bankruptcy act, no criminal proceedings, and no judgments, injunctions, orders,
or decrees material to the evaluation of the ability and integrity of any director, executive officer, promoter, or control person of
the Company, including any allegations (not subsequently reversed, suspended or vacated), permanent or temporary injunction, or any other
order of any federal or state authority or self-regulatory organization, relating to activities in any phase of the securities, commodities,
banking, savings, and loan, or insurance businesses in connection with the purchase or sale of any security or commodity, or involving
mail or wire fraud in any business.

 There
are no family relationships among our officers and directors.

 Code
of Ethics

 We
do not have a code of ethics that applies to our officers, employees and directors.

 Corporate
Governance

 The
business and affairs of the company are managed under the direction of our board. Our board has two independent directors, Mr. Sanoval
and Mr. Zelezny. The Board has not yet established any committees. In addition to the contact information in this annual report, each
stockholder will be given specific information on how he/she can direct communications to the officers and our director of the corporation.
All material communications from stockholders are relayed to our board.

 Role
in Risk Oversight

 Our
board is primarily responsible for overseeing our risk management processes. The board receives and reviews periodic reports from management,
auditors, legal counsel, and others, as considered appropriate regarding our company's assessment of risks. The board focuses on
the most significant risks facing our company and our company's general risk management strategy, and also ensures that risks undertaken
by our company are consistent with the board's appetite for risk. While the board oversees our company's risk management,
management is responsible for day-to-day risk management processes. We believe this division of responsibilities is the most effective
approach for addressing the risks facing our company and that our board leadership structure supports this approach.

 Section
16(a) Beneficial Ownership Reporting Compliance

 We
became subject to the reporting requirements of the Securities Exchange Act of 1934, as amended ("34 Act") on August 19,
2022, which is 60 days from the filing of our Form 10. Our officers and director were delinquent in filling of their initial Form 3 reports
in part due to the difficulties in filing such reports for persons in the Czech Republic, but we have confirmed that no trades in violation
of Section 16(b) were made by any such persons and believe that all deficiencies will be cured within the next 30 days.

 Item
11. Executive Compensation.

 The
following executive of the Company earned compensation in the amounts set forth in the chart below for the fiscal years ended December
31, 2023, and 2022. No other item of compensation was paid to any officer or director of the Company other than reimbursement of expenses.

 Summary
Compensation Table

 Name and Principal Position

 Fiscal
 Year

 Salary
($)

 Bonus
 ($)

 Stock
Awards
 ($)

 All Other
 ($)

 Total

($)

 David Stybr, CEO,

 2023

 $
 144,000

 $
 -

 $
 -

 $
 -

 $

 2022

 $
 144,000

 $
 -

 $
 -

 $
 -

 $

 Michal Zelezny, non-exec,

 2023

 $
 2,500

 $
 -

 $
 -

 $
 -

 $

 2022

 $

 $
 -

 $
 -

 $
 -

 $

 Simon Sandoval, non-exec,

 2023

 $
 2,500

 $
 -

 $
 -

 $
 -

 $

 2022

 $

 $
 -

 $
 -

 $
 -

 $

 Outstanding
Equity Awards at Fiscal Year-End Table

 None

of Directors

 The
independent directors receive $500 per month compensation for serving as directors. The Company may reimburse its directors for any out-of-pocket
cost reasonably incurred to attend a Board meeting.

Agreements

 CEO
of the Company is entitled to receive $12,000 per month, the Company may adopt a share benefit program or other stock or option compensation
plan in the future.

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

 The
following table sets forth certain information regarding our shares of common stock beneficially owned as of March 28, 2023, for (i)
each stockholder known to be the beneficial owner of 5% or more of our outstanding shares of common stock, (ii) each named executive
officer and director, and (iii) all executive officers and directors as a group. A person is considered to beneficially own any shares:
(i) over which such person, directly or indirectly, exercises sole or shared voting or investment power, or (ii) of which such person
has the right to acquire beneficial ownership at any time within 60 days through an exercise of stock options or warrants. Unless otherwise
indicated, voting and investment power relating to the shares shown in the table for our directors and executive officers is exercised
solely by the beneficial owner or shared by the owner and the owner's spouse or children.

 For
purposes of this table, a person or group of persons is deemed to have "beneficial ownership" of any shares of common stock
that such person has the right to acquire within 60 days of December 31, 2023. For purposes of computing the percentage of outstanding
shares of our common stock held by each person or group of persons named above, any shares that such person or persons has the right
to acquire within 60 days of December 31, 2023, is deemed to be outstanding but is not deemed to be outstanding for the purpose
of computing the percentage ownership of any other person. The inclusion herein of any shares listed as beneficially owned does not constitute
an admission of beneficial ownership. Unless otherwise specified, the address of each of the persons set forth below is care of the company
at the address of 17 State Street, New York, NY 10004.

 Name and address of beneficial owner

 Number of Shares Owned (1)

 Percent of Class (2)

 David Stybr (3)

 12,000,000 common stock

 1,4
 %

 David Zich

 7,000,000 common stock

 0,08
 %

 Simon Sandoval

 %

 Michal Zelezny

 40,636 D Preferred shares

 2,1
 %

 All officers and Directors as a group (3)

 %

 1.

 Does
 not account for the shares of Series A Preferred Stock which have 51% of the voting power of the Company and are held solely by David
 Stybr.

 2.

 Based
 on shares of common stock outstanding as of December 31, 2023 of 812,799,962 shares.

 3.

 Does
 not include for shares of Series A Preferred Stock which have 51% of the voting power of the Company and are held solely by David
 Stybr.

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

 On
24th of March, 2022, Livento Group, LLC, a company controlled be Mr. Stybr, transferred 100% of its shares to Nugene International Inc
in exchange of A class voting shares and C class shares, of net assets, this was an exchange of equity interests between entities under
the control of the same parent.

 Nugene
International Inc, recognized the net assets received at historical carrying amounts, as reflected in the parent's financial statements
of Livento Group, LLC.

 On
January 26, 2020, Emergent, LLC ("Emergent"), a Nevada LLC controlled by Milan I Hoffman, was appointed the custodian of
the Company and proceeded to revive the Company's existence and resolve its outstanding indebtedness. This was completed as to
all indebtedness except for one convertible rate promissory note of $120,000. In March 14th, 2022, Ms. Hoffman sold her Series A Preferred
stock in the Company and certain shares of Series C Preferred Stock to Livento Group, LLC, a limited liability company formed by Mr.
Stybr in 2020, for $200,000. Also in March 2022, Mr. Stybr, agreed to contribute Livento Group, LLC to the Company in exchange for a
transfer to him of the Series A Preferred Stock which gave Mr. Stybr voting control of the Company. Mr. Stybr was the sole member and
man-ager of Livento Group LLC prior to such transfer, and has over $19,000,000 invested in the enti-ty. The Series C Preferred Stock
purchased by Livento Group, LLC was cancelled shortly after it was acquired by Livento. Following such cancellation, Livento Group LLC,
and Mr. Stybr, owned/controlled 100 shares of Series A Preferred Stock of the Company, which has 51% voting rights. As a result of these
transactions our current operations are the operations of Livento Group, LLC..

 David
Stybr, CEO and Founder inserted the shares of Livento Group LLC into NuGene International, Inc. On 15 th of May, 2022, David
Stybr decided that it is in the best interests of the Company and its shareholders that each of the 5,000,000 issued and outstanding
shares of Series C Convertible Preferred Stock held by David Stybr, be returned to designated, authorized, but unissued status, so that
the Corporation can proceed to enter transactions for the benefit of shareholders.

Independence

 We
believe that Mr. Sandoval and Mr. Zelezny, who have never been employed by us are independent directors. Because our common stock is
not currently listed on a national securities exchange, we have used the definition of "independence" of The NASDAQ Stock
Market to make this determination. NASDAQ Listing Rule 5605(a)(2) provides that an "independent director" is a person other
than an officer or employee of the company or any other individual having a relationship which, in the opinion of the Company's
Board of Directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. The
NASDAQ listing rules provide that a director cannot be considered independent if:

 the
 director is, or at any time during the past three years was, an employee of the company;

 the
 director or a family member of the director accepted any compensation from the company in excess of $120,000 during any period of
 12 consecutive months within the three years preceding the independence determination (subject to certain exclusions, including,
 among other things, compensation for board or board committee service);

 a
 family member of the director is, or at any time during the past three years was, an executive officer of the company;

 the
 director or a family member of the director is a partner in, controlling stockholder of, or an executive officer of an entity to
 which the company made, or from which the company received, payments in the current or any of the past three fiscal years that exceed
 5% of the recipient's consolidated gross revenue for that year or $200,000, whichever is greater (subject to certain exclusions);

 the
 director or a family member of the director is employed as an executive officer of an entity where, at any time during the past three
 years, any of the executive officers of the company served on the compensation committee of such other entity; or

 the
 director or a family member of the director is a current partner of the Company's outside auditor, or at any time during the
 past three years was a partner or employee of the Company's outside auditor, and who worked on the company's audit.

 We
do not currently have a separately designated audit, nominating or compensation committee.

 Item
14. Principal Accounting Fees and Services.

 Audit
Fees

 For
the Company's fiscal years ended December 31, 2022, and 2023, we were billed approximately $10,000 and $15,000, respectively, for
professional services rendered for the audit and review of our financial statements.

 Audit
Related Fees

 There
were no fees for audit related services for the years ended December 31, 2022, and 2023.

 Tax
Fees

 For
the Company's fiscal years ended December 31, 2022, and 2023, we were billed approximately $14,000 and $30,000 for professional
services rendered for tax compliance, tax advice, and tax planning.

 All
Other Fees

 For
the Company's fiscal year ended December 31, 2023 we were billed approximately $60,563, for professional services rendered in connection
with our registration statement on Form 10.

 The
Company did not incur any other fees related to services rendered by our principal accountant for the fiscal years ended December 31,
2022, and 2023.

 Effective
May 6, 2003, the Securities and Exchange Commission adopted rules that require that before our auditor is engaged by us to render any
auditing or permitted non-audit related service, the engagement be:

 approved
 by our audit committee; or

 entered
 into pursuant to pre-approval policies and procedures established by the audit committee, provided the policies and procedures are
 detailed as to the particular service, the audit committee is informed of each service, and such policies and procedures do not include
 delegation of the audit committee's responsibilities to management.

 We
do not have an audit committee. Our board of directors pre-approves all services provided by our independent auditors. The pre-approval
process has just been implemented in response to the new rules. Therefore, our board of directors does not have records of what percentage
of the above fees was pre-approved. However, all of the above services and fees were reviewed and approved by the board of directors
either before or after the respective services were rendered.

 PART
IV

 Item
15. Exhibits, Financial Statement Schedules.

 (a)
The following documents are filed as part of this report:

 (1)
Financial Statements and Report of Independent Registered Public Accounting Firm, which are set forth in the index to Consolidated Financial
Statements of this report are set forth on the financial statement index.

 (2)
Financial Statement Schedule: None.

 (3)
Exhibits

 Exhibit
 No.

 Description

 3.1

 Certificate of Incorporation. Incorporated by reference to Exhibit 3(i) of the Company's Registration Statement on Form S-1 File Number 333-192997 filed December 20, 2013.

 3.2

 Bylaws. Incorporated by reference to Exhibit 3(ii) of the Company's Registration Statement on Form S-1 File Number 333-192997 filed December 20, 2013.

 3.3

 Certificate of Amendment to the Certificate of Incorporation filled December 23, 2014. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.4

 Certificate of Amendment to the Certificate of Incorporation filled January 5, 2015. Certificate of Amendment to the Certificate of Incorporation filled December 23, 2014. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.5

 Certificate of Designation of old Series A Preferred Stock. Certificate of Amendment to the Certificate of Incorporation filled December 23, 2014. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.6

 Certificate of Designation of Series B Preferred Stock. Certificate of Amendment to the Certificate of Incorporation filled December 23, 2014. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.7

 Certificate of Change filed April 3, 2021. Certificate of Amendment to the Certificate of Incorporation filled December 23, 2014. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.8

 Certificate of Change of Certificate of Designation filed April 12, 2021. Certificate of Amendment to the Certificate of Incorporation filled December 23, 2014. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.9

 Certificate of Change filed July 14, 2021. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.10

 Certificate of Designation of Series C Preferred Stock as amended and restated. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.11

 Certificate of Designation of Series D Preferred Stock. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.12

 Certificate of Designation of new Series A Preferred Stock. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.13

 Certificate of Amendment, name change. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 3.14

 Change in authorized shares. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 10.1

 Consulting Agreement between the Company and David Stybr. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 10.2

 Consulting Agreement between the Company and Justin Mathews. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 10.3

 Order appointing custodian of the Corporation. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 10.4

 Stock Purchase Agreement, March 2022. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 10.5

 Agreement, dated March 31, 2022, between David Stybr and Livento Group, LLC. Incorporated by reference to similarly numbered exhibit to the Company's Registration Statement on Form 10.

 10.6

 Asset Purchase Agreement with Loredo LLC. Incorporated by reference to exhibit 10.1 to Current report on Form 8-K filed June 12, 2023.

 10.7

 Asset Purchase Agreement with East West Limited. Incorporated by reference to Exhibit 10.2 to Current report on Form 8-K filed June 12, 2023.

 31.1

 Certification of Chief Executive and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 101.INS

 101.INS

 101.CAL

 101.DEF

 101.LAB

 101.PRE

 Cover

 SIGNATURES

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Amended report
to be signed on its behalf by the undersigned, thereunto duly authorized on this 1st day of April 2024.

 Group, Inc.

 By:

 /s/
 David Stybr

 David
 Stybr

 Chief
 Executive Officer

to the requirements of the Securities 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.

 Signature

 Title

 Date

 /s/
 David Stybr

 Chief
 Executive Officer and Director

 April 1, 2024

 David
 Stybr

 (Principal
 Executive Officer)

 /s/Simon
 Sandoval

 April 1, 2024

 Simon
 Sandoval

 /s/
 Michal Zelezny

 April 1, 2024

 Michal
 Zelezny