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 2024-03-31

 2022-01-01

 2021-12-31

 2021-12-31

 2021-12-31

 2021-12-31

 2022-01-01

 2022-01-01

 2022-01-01

 2023-01-01

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 2023-01-01

 UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM

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

 For the fiscal year ended December 31, 2023

 or

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

 For transition
period ___ to ___

 Commission file number: 000-33399

 NOVA STAR INNOVATIONS,
INC.

 (Exact name of registrant as specified in its charter)

 Wyoming

 (State or other jurisdiction of incorporation or organization)

 90-0369457

 (I.R.S. Employer Identification No.)

 440 East 400 South Ste 300, Salt Lake City, Utah

 (Address of principal executive offices)

 84111

 (Zip Code)

 Registrant's telephone number, including area code: (801) 323-2395

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

 Securities registered under Section 12(g) of the Act: Common Stock

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

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

 Indicate by check mark whether the registrant (1) 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

 Indicate 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

 Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, a smaller reporting company, or an 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

 Non-accelerated filer

 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.

 Indicate by checkmark 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.

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

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

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

 The registrant did not have an active trading market for its Common Stock
as of the last business day of its most recently completed second fiscal quarter; therefore, an aggregate market value of shares of voting
and non-voting common equity held by non-affiliates cannot be determined.

 The number of shares outstanding of the registrant's Common Stock
as of March 31, 2024 was 18,000,000.

 Documents incorporated by reference: None

 Item 1.

 Business

 Item 1A.

 Risk Factors

 Item 1B.

 Unresolved Staff Comments

 Item 1C.

 Cybersecurity

 Item 2.

 Properties

 Item 3.

 Legal Proceedings

 Item 4.

 Mine Safety Disclosure

 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 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

 In this report references to "Nova Star," "we,"
"us," "our" and "the Company" refer to Nova Star Innovations, Inc.

 FORWARD LOOKING STATEMENTS

 The U.S. Securities and Exchange Commission ("SEC")
encourages companies to disclose forward-looking information so that investors can better understand future prospects and make informed
investment decisions. This report contains these types of statements. Words such as "may," "expect," "believe,"
"anticipate," "estimate," "project," or "continue" or comparable terminology used in connection
with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to
place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements
reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual
results to differ materially from those described in the forward-looking statements.

 ITEM 1. BUSINESS

 Historical Development

 Nova Star Innovations, Inc. was incorporated in the
state of Maine on April 25, 1986, as Hystar Aerospace Marketing Corporation of Maine ("Hystar-Maine"). Hystar-Maine was formed
to lease, sell and market the Hystar airship, a heavy-lift airship, and the Burket Mill, a waste milling device; however, the venture
was found to be cost prohibitive and Hystar-Maine ceased such activities. On April 11, 2001, Hystar-Maine completed a change of domicile
merger with Nova Star Innovations, Inc. for the sole purpose of changing Hystar-Maine's domicile to the state of Nevada. On September
13, 2016, Nova Star Innovations, Inc. filed Articles of Domestication in the state of Wyoming, effectively moving the Company's
state of domicile from Nevada to Wyoming.

 Our Business Plan

 Our business plan is to seek, investigate, and, if
warranted, acquire an interest in a business opportunity. Our acquisition of a business opportunity may be made by an asset acquisition,
merger, exchange of stock, or otherwise. We have very limited sources of capital, and we probably will only be able to take advantage
of one business opportunity. As of the date of this filing we have not identified any business opportunity that we plan to pursue, nor
have we reached any preliminary or definitive agreements or understandings with any person concerning an acquisition or merger.

 Based upon current economic conditions, management
believes that it is possible, if not probable, for a company like ours, without many assets or liabilities, to negotiate a merger or acquisition
with a viable private company. The opportunity arises principally because of the expensive legal and accounting fees and the length of
time associated with the registration process of "going public."

 Our search for a business opportunity will not be
limited to any particular geographical area or industry and includes both U.S. and international companies. Our management has unrestricted
discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions
and other factors. Our management believes that companies who desire a public market to enhance liquidity for current stockholders, or
plan to acquire additional assets through issuance of securities rather than for cash, will be potential merger or acquisition candidates.

 The selection of a business opportunity in which to
participate is complex and extremely risky and will be made by management in the exercise of their business judgment. Our activities are
subject to several significant risks which arise primarily as a result of the fact that we have no operating business and may acquire
or participate in a business opportunity based on the decision of management which will, in all probability, act without consent, vote,
or approval of our stockholders. We cannot assure you that we will be able to identify and merge with or acquire any business opportunity
which will ultimately prove to be beneficial to Nova Star and our stockholders. Should a merger or acquisition prove unsuccessful, it
is possible management may decide not to pursue further acquisition activities and management may abandon our search and we may become
dormant or be dissolved.

 It is possible that the range of business opportunities
that might be available for consideration by us could be limited by the fact that our Common Stock is not quoted to trade on any market.
We cannot assure you that a market will develop or that a stockholder will be able to liquidate his/her/its investments without considerable
delay, if at all. If a market develops, the liquidity of penny stock is affected by specific disclosure procedures required by rules to
be followed by all broker-dealers, including but not limited to, determining the suitability of the stock for a particular customer, and
obtaining a written agreement from the customer to purchase the stock. This rule may affect the ability of broker-dealers to sell our
securities and may affect the ability of purchasers to sell our securities in any market.

 Investigation and Selection of Business Opportunities

 We anticipate that business opportunities will come
to our attention from various sources, including our officer and Director, our stockholders, professional advisors such as attorneys and
accountants, securities broker-dealers, investment banking firms, venture capitalists, members of the financial community and others who
may present unsolicited proposals. Management expects that prior personal and business relationships may lead to contacts with these various
sources.

 We expect that our due diligence will encompass, among
other things, meetings with the target business's incumbent management and inspection of its facilities, as necessary, as well as
a review of financial and other information which is made available to our management. This due diligence review may be conducted either
by our management or by unaffiliated third parties we may engage. Our limited funds and the lack of full-time management will likely make
it impracticable to conduct a complete and exhaustive investigation and analysis of a target business before we consummate a business
combination. We anticipate that we will rely upon funds provided by advances and/or loans from management and significant stockholders
to conduct investigation and analysis of any potential target companies or businesses. We may also rely upon the issuance of our Common
Stock in lieu of cash payments for services or expenses related to any analysis. Management decisions, therefore, will likely be made
without detailed feasibility studies, independent analysis, market surveys and the like which, if we had more funds available to us, would
be desirable. We will be particularly dependent in making decisions upon information provided by the promoters, owners, sponsors or other
persons associated with the target business seeking our participation.

 Our management will analyze the business opportunities;
however, Mr. Clayton, Director and President, is not a professional business analyst (See Part III, Item 10, below). He has not had experience
with mergers and acquisitions of business opportunities and has not been involved with an initial public offering. Due to his limited
experience with mergers and acquisitions, he may rely on principal stockholders or associates, or promoters or their affiliates to assist
in the investigation and selection of business opportunities.

 Certain conflicts of interest exist or may develop
between the Company and Mr. Clayton because he operates his own company and currently devotes his attention to this business (See Item
10, below). He may devote his attention to other business interests although management time should be devoted to our business. As a result,
conflicts of interest may arise that can be resolved only through his exercise of judgment in a manner which is consistent with his fiduciary
duties to us.

 A decision to participate in a specific business opportunity
may be made upon our management's analysis of:

 •
 the quality of the business opportunity's management and personnel,

 •
 the anticipated acceptability of its new products or marketing concept,

 •
 the merit of its technological changes,

 •
 the perceived benefit that it will derive from becoming a publicly held entity, and

 •
 numerous other factors which are difficult, if not impossible, to analyze through the application of any
objective criteria.

 No one factor described above will be controlling
in the selection of a business opportunity. Management will attempt to analyze all factors appropriate to each opportunity and make a
determination based upon reasonable investigative measures and available data. Potential business opportunities may occur in many different
industries and at various stages of development. Thus, the task of comparative investigation and analysis of such business opportunities
will be extremely difficult and complex. Potential investors must recognize that because of our limited capital available for investigation
and management's limited experience in business analysis, we may not discover or adequately evaluate adverse facts about the business
opportunity to be acquired.

 In many instances, we anticipate that the historical
operations of a specific business opportunity may not necessarily be indicative of the potential for future operations because of the
possible need to substantially shift marketing approaches, significantly expand operations, change product emphasis, change or substantially
augment management, or make other changes. We will be dependent upon the owners of a business opportunity to identify any such problems
which may exist and to implement, or be primarily responsible for, the implementation of required changes.

 Form of Acquisition

 We cannot predict the manner in which we may participate
in a business opportunity. Specific business opportunities will be reviewed as well as our needs and desires and those of the promoters
of the opportunity. The legal structure or method deemed by management to be suitable will be selected based upon our review and our relative
negotiating strength. Such methods may include, but are not limited to, leases, purchase and sale agreements, licenses, joint ventures
and other contractual arrangements. We may act directly or indirectly through an interest in a partnership, corporation or other forms
of organization. We may be required to merge, consolidate or reorganize with other corporations or forms of business organizations. In
addition, our present management and stockholders most likely will not have control of a majority of our voting shares following a merger
or reorganization transaction. As part of such a transaction, our existing Director may resign and new Directors may be appointed to fill
those vacancies without any vote by our stockholders.

 We likely will acquire our participation in a business
opportunity through the issuance of Common Stock or other securities. Although the terms of any such transaction cannot be predicted,
it should be noted that in certain circumstances the criteria for determining whether or not an acquisition is a so-called "tax free"
reorganization under Section 368(a) (1) of the Internal Revenue Code of 1986, as amended (the "Code") depends upon whether the
owners of the acquired business own 80% or more of the voting stock of the surviving entity. If a transaction were structured to take
advantage of these provisions rather than other "tax free" provisions provided under the Code, all prior stockholders would
in that circumstance retain 20% or less of the total issued and outstanding shares of the surviving entity. Under other circumstances,
depending upon the relative negotiating strength of the parties, prior stockholders may retain substantially less than 20% of the total
issued and outstanding shares of the surviving entity. This could result in substantial additional dilution to the equity of those persons
who were our stockholders prior to such reorganization.

 In the case of an acquisition, the transaction may
be accomplished upon the sole determination of management without any vote or approval by stockholders. In the case of a statutory merger
or consolidation directly involving the Company, it will likely be necessary to call a stockholders' meeting and obtain the approval of
the holders of a majority of the outstanding securities. The necessity to obtain such stockholder approval may result in delay and additional
expense in the consummation of any proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders.
Most likely, management will seek to structure any such transaction so as not to require stockholder approval.

 The time and costs required to select and evaluate
a target business and to structure and complete a business combination cannot presently be ascertained with any degree of certainty. Any
costs incurred with respect to the indemnification and evaluation of a prospective business combination that is not ultimately completed
may result in a loss to the Company. Also, fees may be paid in connection with the completion of all types of acquisitions, reorganizations
or mergers. These fees are usually used to pay legal costs, accounting costs, finder's fees, consultant's fees and other related
expenses. In the event that any such fees are paid, they may become a factor in negotiations regarding any potential acquisition or merger
by us. We have no present arrangements or understandings respecting any of these types of fees.

 Significant stockholders may actively negotiate or
otherwise consent to the purchase of all or any portion of their Common Stock as a condition to, or in connection with, a proposed reorganization,
merger or acquisition. It is not anticipated that any such opportunity will be afforded to other stockholders or that such other stockholders
will be afforded the opportunity to approve or consent to any particular stock buy-out transaction. We have not adopted any procedures
or policies for the review, approval or ratification of any related party transactions.

 In the event we merge or acquire a business opportunity,
the successor company will be subject to our reporting obligations. This is commonly referred to as a "back door registration."
A back door registration occurs when a non-reporting company becomes the successor of a reporting company by merger, consolidation, exchange
of securities, acquisition of assets or otherwise. This type of event requires the successor company to file a Form 8-K current report
with the SEC which provides the same kind of information about the company to be acquired that would appear in a registration statement,
including audited and pro forma financial statements. This regulation may eliminate many of the perceived advantages of these types of
transactions. Accordingly, we may incur additional expense to conduct due diligence and present the required information for the business
opportunity in any report.

 Also, the SEC may elect to conduct a full review of
the successor company and may issue substantive comments on the sufficiency of disclosure related to the company to be acquired.

 In addition, regulations also deny the use of Form
S-8 for the registration of securities of a shell company and limit the use of Form S-8 to a reorganized shell company until the expiration
of 60 days from when any such entity is no longer considered to be a shell company. This prohibition could further restrict opportunities
for the Company to acquire companies that may already have stock option plans in place that cover numerous employees. In such an instance,
there may be no exemption from registration for the issuance of securities in any business combination to these employees, thereby necessitating
the filing of a registration statement with the SEC to complete any such reorganization, and incurring the time and expense costs that
are normally avoided by "back door" registrations.

 Competition

 We expect to encounter substantial competition in
our effort to locate attractive business opportunities. Business development companies, venture capital partnerships and corporations,
venture capital affiliates of large industrial and financial companies, small investment companies, and wealthy individuals will be our
primary competition. Many of these entities will have significantly greater experience, resources and managerial capabilities than we
do and will be in a better position than we are to obtain access to attractive business opportunities. We also will experience competition
from other public reporting companies, many of which may have more funds available for such opportunities.

 Effect of Existing or Probable Governmental
Regulations on Business

 We are subject to the Sarbanes-Oxley Act of 2002.
This Act creates a strong and independent accounting oversight board to oversee the conduct of auditors of public companies and to strengthen
auditor independence. It also requires steps to enhance the direct responsibility of senior members of management for financial reporting
and for the quality of financial disclosures made by public companies; establishes clear statutory rules to limit, and to expose to public
view, possible conflicts of interest affecting securities analysts; creates guidelines for audit committee members' appointment,
and compensation and oversight of the work of public companies' auditors; prohibits certain insider trading during pension fund
blackout periods; and establishes a federal crime of securities fraud, among other provisions.

 We are subject to the Exchange Act of 1934 and are
required to file annual reports on Form 10-K and quarterly reports on Form 10-Q with the SEC on a regular basis, and will be required
to timely disclose certain material events (e.g., changes in corporate control; acquisitions or dispositions of a significant amount of
assets other than in the ordinary course of business; and bankruptcy) in a Current Report on Form 8-K. We are also subject to Section
14(a) of the Exchange Act which requires the Company to comply with the rules and regulations of the SEC regarding proxy solicitations,
as outlined in Regulation 14A. Matters submitted to our stockholders at a special or annual meeting of stockholders or pursuant to a written
consent will require us to provide our stockholders with the information outlined in Schedules 14A or 14C of Regulation 14A; preliminary
copies of this information must be submitted to the SEC at least 10 days prior to the date that definitive copies of this information
are forwarded to our stockholders.

 Employees

 We currently have no employees. We do not anticipate
a need to engage any full-time employees so long as we are seeking and evaluating business opportunities. We will determine the need for
employees based upon a specific business opportunity, if any.

 Available Information

 We currently do not have a Company website.

 ITEM 1A. RISK FACTORS

 We are a smaller reporting company as defined by Rule
12b-2 of the Securities Exchange Act of 1934 and, as such, we are not required to provide the information for this Item.

 Item 1B. UNRESOLVED STAFF COMMENTS.

 We are a smaller reporting company as defined by Rule
12b-2 of the Securities Exchange Act of 1934 and, as such, we are not required to provide the information for this Item.

 Item 1C. Cybersecurity.

 The Company recognizes the importance of cybersecurity and the potential
risks associated with cyber incidents. As a small entity with simple operations managed solely by our Chief Executive Officer (CEO), we
have not implemented formal cybersecurity policies or procedures. However, we take reasonable steps to protect our electronic data and
ensure the security of our operations.

 Given the size of our company and the nature of our operations, we believe
the risk of significant cybersecurity incidents is minimal. Our CEO is responsible for overseeing all aspects of our business, including
the management of cybersecurity risks. We utilize standard commercial software for business operations, which includes basic security
features such as password protection and data encryption.

 To date, we have not experienced any material cybersecurity incidents,
and there has been no known unauthorized access to our systems. We will continue to monitor our cybersecurity risk profile and take appropriate
actions to safeguard our data and systems.

 Should any material cybersecurity incidents occur,
we will assess the situation and disclose the nature, scope, and potential impact of the incident in accordance with SEC regulations.

 ITEM 2. PROPERTIES

 We do not currently own or lease any property. Until
we pursue a viable business opportunity and recognize income, we will not seek office space.

 ITEM 3. LEGAL PROCEEDINGS

 We are not a party to any legal proceedings as of
the date of this filing.

 ITEM 4. MINE SAFETY DISCLOSURES

 Not applicable to our operations.

 ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY,
RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 Market Information

 Our Common Stock is not quoted or listed to trade
on any public market.

 Holders and Dividends

 We had 85 stockholders of record as of March 31,
2024. We have not declared dividends on our Common Stock and do not anticipate paying dividends on our Common Stock in the foreseeable
future.

 Recent Sales of Unregistered Securities

 None.

 Issuer Purchase of Securities

 None.

 ITEM 6. [Reserved]

 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 Executive Overview

 We are an emerging growth company that has not recorded
revenues for the past two fiscal years. We are dependent upon financing to continue basic operations. Management intends to rely upon
advances or loans from management, significant stockholders or third parties to meet our cash requirements, but we have not entered into
written agreements guaranteeing funds and, therefore, no one is obligated to provide funds to us in the future. These factors raise substantial
doubt as to our ability to continue as a going concern. Our plan is to combine with an operating company to generate revenue.

 If we obtain a business opportunity, then it may be
necessary to raise additional capital. We likely will sell our Common Stock to raise this additional capital. We anticipate that we would
issue such stock pursuant to exemptions to the registration requirements provided by federal and state securities laws. The purchasers
and manner of issuance will be determined according to our financial needs and the available exemptions to the registration requirements
of the Securities Act of 1933. We do not currently intend to make a public offering of our stock. We also note that if we issue more shares
of our Common Stock, then our stockholders may experience dilution in the value per share of their Common Stock.

 Liquidity and Capital Resources

 We have not recorded revenues from operations since
inception. We have not established an ongoing source of revenue sufficient to cover our operating costs and we have relied primarily upon
related parties to pay for our operating expenses.

 At December 31, 2023 we had cash of $17,265 compared
to $265 cash at December 31, 2022 as a result of limited financing activities. Our total liabilities increased to $481,731 for 2023 compared
to $427,853 at December 31, 2022. (See "Commitments and Obligations," below.)

 We intend to obtain capital from management, significant
stockholders and/or third parties to cover minimal operations; however, there is no assurance that additional funding will be available.
Our ability to continue as a going concern during the long term is dependent upon our ability to find a suitable business opportunity
and acquire or enter into a merger with such company. The type of business opportunity with which we acquire, or merge, will affect our
profitability for the long term.

 During the next 12 months the Company anticipates
incurring additional costs related to the filing of Exchange Act reports. We believe we will be able to meet these costs through advances
and loans provided by management, significant stockholders or third parties. We may also rely on the issuance of our Common Stock in lieu
of cash to convert debt or pay for expenses.

 Results of Operations

 We had no revenues during 2023 and 2022. We recorded
a slight increase in general and administrative expense for December 31, 2023, compared to December 31, 2022. Interest expense for notes
payable and notes payable – related party increased from $20,417 at December 31, 2022, to $21,977, for December 31, 2023. Our net
loss increased from $34,417 to $36,877 for December 31, 2023, compared to December 31, 2022. Management expects net losses to continue
until we acquire or merge with a business opportunity.

 Commitments and Obligations

 At December 31, 2023, we reported notes payable of
$109,726 and notes payable – related party of $186,350. The notes payable represent services received, as well as cash advances
received. All of the notes payable are non-collateralized, carry interest at 8% and are due on demand. Accrued interest for all notes
payable was $179,655 and $157,677 at December 31, 2023 and 2022, respectively.

 We recorded accounts payable – related party
of $6,000 and $6,000 for 2023 and 2022, respectively. These accounts payable relate to consulting services and professional services provided
by a stockholder.

 At December 31, 2023, two lenders represent in excess
of 95% of the Company's accounts payable and notes payable.

 Emerging Growth Company

 We qualify as an emerging growth company as that term
is used in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). A company qualifies as an emerging growth company
if it has total annual gross revenues of less than $1.07 billion during its most recently completed fiscal year and, as of December 8,
2011, had not sold common equity securities under a registration statement. Under the JOBS Act we are permitted to, and intend to, rely
on exemptions from certain disclosure requirements.

 In addition, Section 107 of the JOBS Act also provides
that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities
Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain
accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits
of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such
new or revised accounting standards.

 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA

 Financial Statements

 December 31, 2023 and 2022

 Report of Independent Registered
Public Accounting Firm Pinnacle Accountancy Group Of Utah (PCAOB ID 6117)

 Report of Independent Registered Public
Accounting Firm - Fruci & Associates II, PLLC

 Balance Sheets

 Statements of Operations

 Statements of Stockholders' Deficit

 Statements of Cash Flows

 Notes to the Financial Statements

 REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM

 To the Board of Directors and Stockholders

 Salt Lake City, Utah

 Opinion on the Financial Statements

 We have audited the accompanying balance sheet
of Nova Star Innovations, Inc. (the Company) as of December 31, 2022, and the related statements of operations, stockholders' deficit,
and cash flows for the year then ended, and the related notes (collectively referred to as the financial statements). In our opinion,
the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022, and
the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted
in the United States of America.

 Consideration of the Company's Ability
to Continue as a Going Concern

 The accompanying financial statements have been
prepared assuming that the Company will continue as a going concern. The Company has suffered recurring losses and has no operations
which raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters
are described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 Basis for Opinion

 These 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
audit. 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 audit 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. 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 audit, we are required to obtain an understanding of internal
control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal
control over financial reporting. Accordingly, we express no such opinion.

 Our audit 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 audit 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 audit provides a reasonable basis for our opinion.

 /s/ Pinnacle Accountancy Group of Utah

 We have served as the Company's auditor since 2017.

 Pinnacle Accountancy Group of Utah

 Farmington, Utah

 March 24, 2023

 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM

 To the Board of Directors and Stockholders of Nova
Star Innovations, Inc.

 Opinion on the Financial Statements

 We have audited the accompanying balance sheet
of Nova Star Innovations, Inc. ("the Company") as of December 31, 2023 and the related statements of operations, stockholders'
deficit, and cash flows for the year ended December 31, 2023, and the related notes (collectively referred to as the financial statements).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December
31, 2023 and the results of its operations and its cash flows for the year ended December 31, 2023, in conformity with accounting principles
generally accepted in the United States of America.

 Going Concern

 The accompanying financial statements have
been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company
has limited assets, negative working capital, and net losses since inception. These factors, among others, raise substantial doubt about
the Company's ability to continue as a going concern. Management's plans in regard to these matters are also described in
Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 Basis for Opinion

 These 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
audit. 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 audit 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. 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 audit, we are required to obtain an understanding
of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company's
internal control over financial reporting. Accordingly, we express no such opinion.

 Our audit 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 audit 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 audit provides a reasonable basis for our 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. We determined that there were no critical audit matters.

 Fruci & Associates II, PLLC – PCAOB ID #0 5525

 We have served as the Company's auditor since 2023.

 Spokane, Washington

 April 10, 2024

 Balance Sheets

 DEC 31, 2023

 DEC 31, 2022

 ASSETS

 CURRENT ASSETS

 Cash

 $

 $

 Total current assets

 TOTAL ASSETS

 $

 $

 LIABILITIES AND STOCKHOLDERS' DEFICIT

 CURRENT LIABILITIES

 Accounts payable – related party

 $
 6,000

 $
 6,000

 Notes payable – related party

 186,350

 154,450

 Notes payable

 109,726

 109,726

 Accrued interest – related party

 97,573

 84,374

 Accrued interest

 82,082

 73,303

 Total current liabilities

 481,731

 427,853

 TOTAL LIABILITIES

 481,731

 427,853

 Commitments and Contingencies

 STOCKHOLDERS' DEFICIT

 Common stock, $.001 par value; 20,000,000 shares
authorized; 18,000,000 shares issued and outstanding

 Additional paid-in capital

 9,000

 9,000

 Accumulated deficit

 ( 491,466
)

 ( 454,588
)

 Total stockholders' deficit

 ( 464,466
)

 ( 427,588
)

 TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

 $

 $

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

 Statements of Operations

 FOR THE YEAR ENDED

 DEC 31, 2023

 FOR THE YEAR ENDED

 DEC 31, 2022

 Revenues

 $
 —

 $
 —

 Expenses

 General and administrative

 14,900

 14,000

 Total expenses

 14,900

 14,000

 Net loss from operations

 ( 14,900
)

 ( 14,000
)

 Other income (expense)

 Interest expense – related party

 ( 13,199
)

 ( 11,705
)

 Interest expense

 ( 8,778
)

 ( 8,712
)

 Total other income (expense)

 ( 21,977
)

 ( 20,417
)

 Net loss before income taxes

)

)

 Income taxes

 —

 —

 Net loss

 $
)

 $
)

 Basic and diluted net loss per share

 $
 ( 0.00
)

 $
 ( 0.00
)

 Basic and diluted weighted average shares outstanding

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

 Statements of Stockholders' Deficit

 For the Years ended December 31, 2023 and 2022

 Additional

 Total

 Common Stock

 Paid-in

 Accumulated

 Stockholders'

 Shares

 Amount

 Capital

 Deficit

 Deficit

 Balance – December 31, 2021

 $
 9,000

 $
 ( 420,171
)

 $
 ( 393,171
)

 Net loss for the year ended December 31, 2022

 —

 —

 —

)

)

 Balance – December 31, 2022

 $
 9,000

 $
 ( 454,588
)

 $
 ( 427,588
)

 Net loss for the year ended December 31, 2023

 —

 —

 —

)

)

 Balance – December 31, 2023

 $
 9,000

 $
 ( 491,465
)

 $
 ( 464,465
)

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

 Statements of Cash Flows

 FOR THE YEAR ENDED

 DEC 31, 2023

 FOR THE YEAR ENDED

 DEC 31, 2022

 Cash Flows from Operating Activities

 Net loss

 $
)

 $
)

 Adjustments to reconcile net loss to cash provided by
(used in) operating activities:

 Expenses paid by related party

 6,000

 6,000

 Changes in operating assets and liabilities:

 Increase in accounts payable and accrued liabilities

 —

 ( 1,000
)

 Increase in accrued interest – related party

 13,199

 11,705

 Increase in accrued interest

 8,778

 8,712

 Net cash used in operating activities

 ( 8,900
)

 ( 9,000
)

 Cash Flows from Investing Activities

 Net
 cash provided by (used in) investing activities

 —

 —

 Cash Flows from Financing Activities

 Proceeds from notes payable – related party

 25,900

 4,000

 Proceeds from notes payable

 —

 5,000

 Net cash provided by financing activities

 25,900

 9,000

 Increase in cash

 17,000

 —

 Cash and cash equivalents at beginning of year

 Cash and cash equivalents at end of year

 $

 $

 Supplemental Cash Flow Information:

 Cash paid for interest

 $
 —

 $
 —

 Cash paid for Income taxes

 $
 —

 $
 —

 Non-Cash Investing and Financing Activities:

 Converted related party accounts payable
and advances into notes payable – related party

 $
 6,000

 $
 6,000

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

 Notes to the Financial Statements

 December 31, 2023 and 2022

 NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 a. Organization & Summary of Significant Accounting
Policies

 The Company was incorporated in Maine on April 25,
1986, as Hystar Aerospace Marketing Corporation of Maine. On April 11, 2001, the Company merged with Nova Star Innovations, Inc. (Nova
Star) a Nevada corporation, in a domicile merger.

 b. Cash and Cash Equivalents

 The Company considers all highly liquid investments
with maturities of three months or less to be cash equivalents.

 c. 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. Actual results could differ from those estimates.

 d. Earnings Per Share

 The computation of earnings per share of Common Stock
is based on the weighted average number of shares outstanding at the date of the financial statements.

 For the Years Ended
December 31,

 2023

 2022

 Net Loss (numerator)

 $
)

 $
)

 Weighted Average Number of Shares Outstanding (denominator)

 Basic Loss per Common Share

 $
 ( 0.00
)

 $
 ( 0.00
)

 For the years ended December 31, 2023 and 2022, the
Company had no potentially dilutive Common Stock equivalents issued.

 e. Concentrations of Risk

 Two lenders represent in excess of 95 % of the Company's
Accounts Payable and Notes Payable for the fiscal years ended December 31, 2023, and December 31, 2022.

 g. Recent Pronouncements

 The Company
has evaluated Recent Accounting Pronouncements and has determined that all such pronouncements either do not apply or their impact is
insignificant to the financial statements.

 h. Fair Value Measurements

 If required by authoritative literature, the Company
would account for certain assets and liabilities at fair value.

 The cash, accounts payable, accrued liabilities,
notes payable and accrued interest have fair values that approximate their carrying values due to the short-term nature of these instruments.

 NOTE
2 - GOING CONCERN

 The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. The Company has limited assets, has a negative working capital of $ 464,466
and has incurred losses of $ 491,466 since inception. Its activities have been limited for the past several years and it is dependent upon
financing to continue operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern.
The financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is management's
plan to acquire or merge with other operating companies.

 NOTE 3 - INCOME TAXES

 The Company follows FASB ASC 740 "Income
Taxes," which requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination
based upon the technical merits of the position.

 If the more-likely-than-not threshold is met,
a company must measure the tax position to determine the amount to recognize in the financial statements.

 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 basis. 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. Deferred tax
assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

 The Company currently has no issues creating timing
differences that would mandate deferred tax expense. Net operating losses would create possible tax assets in future years. Due to the
uncertainty of the utilization of net operating loss carry forwards, a valuation allowance has been made to the extent of any tax benefit
that net operating losses may generate. A provision for income taxes has not been made due to net operating loss carry-forwards
of $ 491,466 and $ 454,588 as of December 31, 2023, and December 31, 2022, respectively, which may be offset against future taxable income
through 2037. No tax benefit has been reported in the financial statements.

 Deferred tax assets and the valuation account are as follows:

 For the Years Ended
December 31,

 2023

 2022

 Net operating loss carryforward (at 21%)

 $
 103,208

 $
 95,463

 Valuation allowance

 ( 103,208
)

 ( 95,463
)

 Deferred tax asset

 $
 —

 $
 —

 A reconciliation of amounts obtained by applying
the Federal tax rate of 21% to pre-tax income to income tax benefit is as follows:

 For the Years Ended
December 31,

 2023

 2022

 Federal tax benefit (at 21%)

 $
 7,745

 $
 7,227

 Change in valuation allowance

 ( 7,745
)

 ( 7,227
)

 $
 —

 $
 —

 The Company did not have any tax positions for
which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the
next 12 months.

 The Company includes interest and penalties arising
from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of December 31, 2023
and 2022, the Company had no accrued interest or penalties related to uncertain tax positions.

 The tax years that remain subject to examination
by major taxing jurisdictions are those for the years ended December 31, 2023, 2022, 2021, and 2020.

 NOTE 4 – NOTES PAYABLE

 Notes payable as of December 31, 2023 and 2022, was
$ 109,726 and $ 109,726, respectively. The notes bear interest at 8 % and are due on demand.

 Accrued interest was $ 82,082 and $ 73,303 at December
31, 2023 and 2022, respectively.

 NOTE 5 – RELATED PARTY TRANSACTIONS

 During the years ended December 31, 2023 and 2022,
the Company incurred $ 6,000 and $ 6,000, respectively, of consulting, administration, and professional services with a shareholder. At
December 31, 2023, the $ 6,000 accounts payable – related party for 2022 were converted into notes payable – related party,
and at December 31, 2022, the $ 6,000 accounts payable – related party for 2021 were converted into notes payable – related
party. Notes payable – related party at December 31, 2023 and 2022, was $ 186,350 and $ 154,450, respectively. Accrued interest on
these notes at December 31, 2023 and 2022, was $ 97,573 and $ 84,374, respectively. The notes bear interest at 8 % and are due on demand.

 NOTE 6 – STOCKHOLDERS EQUITY

 No shares were issued in 2023 or 2022.

 NOTE 7 – SUBSEQUENT EVENTS

 The Company has evaluated subsequent events
from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that
would have a material impact on the financial statements.

 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE

 On November 2, 2023,
the Board of Directors (the "Board") of Nova Star Innovations, Inc. ("Nova Star" or the "Company")
agreed to dismiss the Company's independent registered public accounting firm, Pinnacle Accountancy Group of Utah ("Pinnacle"),
effective as of November 2, 2023. Also on November 2, 2023, the Company engaged the accounting firm of Fruci & Associates II, PLLC
as the Company's new independent registered public accounting firm. The Board and the Company's Audit Committee approved
of the dismissal of Pinnacle and the engagement of Fruci & Associates II, PLLC.

 ITEM 9A. CONTROLS
AND PROCEDURES

 Disclosure Controls and Procedures

 We maintain disclosure controls and procedures that
are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized
and reported within the periods specified in the rules and forms of the SEC. This information is accumulated to allow timely decisions
regarding required disclosure. Our President, who serves as our principal executive officer and principal financial officer, evaluated
the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report and he determined that
our disclosure controls and procedures were ineffective due to a control deficiency. Specifically, during the period we did not have additional
personnel to allow segregation of duties to ensure the completeness or accuracy of our information. Due to the size and operations of
the Company we are unable to remediate this deficiency until we acquire or merge with another company.

 Management's Annual Report on Internal
Control over Financial Reporting

 Management is responsible to establish and maintain
adequate internal control over financial reporting. Our principal executive officer is responsible to design or supervise a process that
provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles. The policies and procedures include:

 •
 maintain records in reasonable detail to accurately and fairly reflect the transactions and dispositions
of assets,

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

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

 For the year ended December 31, 2023, management has
relied on the Committee of Sponsoring Organizations of the Treadway Commission (COSO - 2013), "Internal Control - Integrated Framework
(2013)," to evaluate the effectiveness of our internal control over financial reporting. Based upon that framework, management has
determined that our internal control over financial reporting is ineffective due to the lack of additional personnel to allow segregation
of duties to ensure the completeness or accuracy of our information.

 Our management determined that there were no changes
made in our internal controls over financial reporting during the fourth quarter of 2023 that have materially affected, or are reasonably
likely to materially affect our internal control over financial reporting.

 ITEM 9B. OTHER INFORMATION

 None.

 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE

 Directors and Executive Officers

 Our Director and executive officer, and his age and
biographical information are presented below. Our Bylaws require two Directors who serve until our next annual meeting or until each is
succeeded by a qualified Director. We currently have a vacancy on our Board of Directors. Our executive officers are appointed by our
Board of Directors and serve at its discretion.

 Name

 Age

 Position Held

 Director Term

 Mark S. Clayton

 Director

 President, Secretary and Treasurer

 Principal Executive Officer

 Principal Financial Officer

 July 5, 2000, until our next annual meeting

 Mark S. Clayton -- Mr. Clayton is the
owner and President of Fitness Equipment Source, a company that wholesales exercise equipment. He has operated that business for over
20 years. He graduated from the University of Utah with a bachelor's degree in business management. We believe his experience as
an owner of small private company providing products to the public may provide valuable insights during the investigation of business
opportunities.

 During the past ten years our executive officer has
not been involved in any legal proceedings that are material to an evaluation of their ability or integrity; namely: (1) filed a petition
under federal bankruptcy laws or any state insolvency laws, nor had a receiver, fiscal agent or similar officer appointed by a court for
the business or property of such person, or any partnership in which he was a general partner at or within two years before the time of
such filing, or any corporation or business association of which he was an executive officer at or within two years before the time of
such filing; (2) been convicted in a criminal proceeding or named subject to a pending criminal proceeding (excluding traffic violations
and other minor offenses); (3) been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of
any court of competent jurisdiction, permanently or temporarily enjoining him from or otherwise limiting his involvement in any type of
business, securities or banking activities; or (4) been found by a court of competent jurisdiction in a civil action, by the SEC or the
Commodity Futures Trading Commission to have violated any federal or state securities law, and the judgment in such civil action or finding
by the SEC has not been subsequently reversed, suspended, or vacated.

 Code of Ethics

 Since we have only one person serving as Director
and executive officer, and because we have minimal operations, we have not adopted a code of ethics for our principal executive and financial
officers. Our Board of Directors will revisit this issue in the future to determine if adoption of a code of ethics is appropriate. In
the meantime, our management intends to promote honest and ethical conduct, full and fair disclosure in our reports to the SEC and comply
with applicable governmental laws and regulations.

 Corporate Governance

 We are a smaller reporting company with minimal operations
and only one person serving as Director and executive officer. As a result, we do not have a standing nominating committee for Directors,
nor do we have an audit committee with an audit committee financial expert serving on that committee. Our entire Board of Directors acts
as our nominating and audit committee.

 ITEM 11. EXECUTIVE COMPENSATION

 Executive Officer Compensation

 Our principal executive officer did not receive compensation
during the year ended December 31, 2022 or 2023. None of our named executive officers received any cash or non-cash compensation during
the past two fiscal years and none had outstanding equity awards at year end. We have not entered into employment contracts with our executive
officers and their compensation, if any, will be determined at the discretion of our Board of Directors.

 We do not offer retirement benefit plans to our executive
officers, nor have we entered into any contract, agreement, plan or arrangement, whether written or unwritten, that provides for payments
to a named executive officer at, or in connection with, the resignation, retirement or other termination of a named executive officer,
or a change in control of the company, or a change in the named executive officer's responsibilities following a change in control.

 Compensation of Directors

 We do not have any standard arrangement for compensation
of our Directors for any services provided as Director, including services for committee participation or for special assignments.

 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 Securities Under Equity Compensation Plans

 None.

 Beneficial Ownership

 The following tables set forth the beneficial ownership
of our outstanding Common Stock of each person or group known by us to own beneficially more than 5% of our voting stock. Our management
does not beneficially own any shares of Common Stock. Beneficial ownership is determined in accordance with the rules of the SEC and
generally includes voting or investment power with respect to securities. Except as indicated by footnote, the persons named in the table
below have sole voting power and investment power with respect to all shares of Common Stock shown as beneficially owned by them. The
percentage of beneficial ownership is based on 18,000,000 shares of Common Stock outstanding as of March ____, 2023.

 CERTAIN BENEFICIAL OWNERS

 Name and address

 of beneficial owner

 Amount and nature

 of beneficial ownership

 Percent

 of class

 VIP Worldnet, Inc.

 800 E. Charleston Blvd

 Las Vegas, NV 89104

 15,009,450 (1)

 83.4%

 First Equity Holdings Corp.

 2157 S. Lincoln Street

 Salt Lake City, UT 84106

 1,252,000 (2)

 7.0%

 (1) VIP Worldnet, Inc. holds 15,000,000 shares and its affiliates own 9,450
 shares of our Common Stock.

 (2) Represents 1,000,000 shares held by First Equity Holdings
 Corp. and 252,000 shares held by its affiliate.

 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,
AND DIRECTOR INDEPENDENCE

 Transactions with Related Parties

 First Equity Holdings Corp., a more than 5% shareholder,
invoiced the Company for consulting, administrative, and professional services and out-of-pocket costs provided to or paid on behalf of
the Company totaling $6,000 in 2023 and $6,000 in 2022. In 2023, the 2022 accounts payable were converted to notes payable – related
party.

 At December 31, 2023, the Company has notes payable
owing to First Equity totaling $186,350 and accounts payable of $6,000. The notes payable are non-collateralized, carry interest at 8%
and are due on demand. We have not made any payments on the notes payable or accounts payable.

 Director Independence

 Our Director is not an independent Director as defined
by NASDAQ Stock Market Rule 5605(a)(2). This rule defines persons as "independent" who are neither officers nor employees
of the Company and have no relationships that, in the opinion of the board, would interfere with the exercise of independent judgment
in carrying out their responsibilities as Directors. Our Director is also the executive officer of the Company.

 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

 Auditor Fees

 The following table presents the aggregate fees billed
by our principal accounting firm, Fruci & Associates II, PLLC for 2023 audit only and Pinnacle Accountancy Group of Utah for the 2022
audit and 2023 10-Q reviews.

 For each of the last two fiscal years in connection
with the audit of our financial statements and other professional services.

 Pinnacle Accountancy Group of Utah and Fruci & Associates II, PLLC.

 2023

 2023/2022

 Audit fees

 6,000

 7,100

 Audit-related fees

 —

 —

 Tax fees

 —

 —

 All other fees

 $
 —

 $
 —

 Audit fees represent fees for professional services
rendered by our principal accountant for the audit of our annual financial statements and review of the financial statements included
in our Forms 10-Q or services that are normally provided by our principal accountant in connection with statutory and regulatory filings
or engagements.

 Audit-related fees represent professional services
rendered for assurance and related services by the accounting firm that are reasonably related to the performance of the audit or review
of our financial statements that are not reported under audit fees.

 Tax fees represent professional services rendered
by the accounting firm for tax compliance, tax advice, and tax planning.

 All other fees represent fees billed for products
and services provided by the accounting firm, other than the services reported for the other three categories.

 Pre-approval Policies

 We do not have an audit committee currently serving
and as a result our Board of Directors performs the duties of an audit committee. Our Board of Directors will evaluate and approve in
advance the scope and cost of the engagement of an auditor. All services rendered by our principal accountant are performed pursuant to
a written engagement letter between us and the principal accountant. We do not rely on pre-approval policies and procedures.

 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

 (a)(1) Financial Statements

 The audited financial statements of Nova Star Innovations,
Inc. are included in this report under Item 8 on pages 11 through 20.

 (a)(2) Financial Statement Schedules

 All financial statement schedules are included in
the footnotes to the financial statements or are inapplicable or not required.

 (a)(3) Exhibits

 The following documents have been filed as part of
this report.

 Exhibit No.

 Description

 3(i).1

 Articles of Incorporation (Incorporated
by reference to exhibit 3.1 to Form 10-SB, filed December 10, 2001)

 3(i).2

 Wyoming Articles of Domestication of
 Nova Star Innovations, Inc., dated September 13, 2016 (Incorporated by reference to exhibit 3(i) to Form 10Q, filed November 3,
 2016)

 3(ii)

 Bylaws Nova Star Innovations, Inc.
(Incorporated by reference to exhibit 3(ii) to Form 10Q, filed November 3, 2016)

 4.6

 Description of Securities (Incorporated
by reference to exhibit 4.6 to Form 10-K, filed August 17, 2020)

 31.1

 Principal Executive Officer Certification

 31.2

 Principal Financial Officer Certification

 32.1

 Section 1350 Certification

 101.INS*

 101.SCH*

 101.CAL*

 101.DEF*

 101.LAB*

 101.PRE*

 and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as
 amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject
 to liability under these sections.

 SIGNATURES

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

 NOVA STAR INNOVATIONS, INC.

 By: /s/ Mark S. Clayton

 Mark S. Clayton, President

 Date: April 15, 2024

 Pursuant 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.

 By: /s/ Mark S. Clayton

 Mark S. Clayton

 Principal Executive Officer

 Principal Financial Officer

 Director

 President and Secretary/Treasurer

 Date: April 15, 2024