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 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, 2024

 OR

 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 000-53187

 STRATOS
RENEWABLES CORPORATION

 (Exact
name of registrant as specified in its charter)

 Nevada

 20-1699126

 State
 or Other jurisdiction of

 Incorporation
 or Organization

 I.R.S.
 Employer

 Identification
 No.

 3535
 Executive Terminal Drive

 Henderson,
 NV

 89052

 Address
 of Principal Executive Offices

 Zip
 Code

 (702) - 840-4433

 Registrant's
Telephone Number, Including Area Code

 Former
Name, Former Address and Former Fiscal Year, if Changed Since Last Report

 Securities
registered under Section 12(b) of the Exchange Act:

 Title
 of each class registered:

 Name
 of each exchange on which registered:

 None

 None

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

 Common
Stock, par value $0.001

 (Title
of class)

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 be 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 and posted on its corporate Web site, if any, every Interactive Data
File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was required to submit and post such files).

 Yes
 No

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

 Yes
 No

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

by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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

 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No.

 The
aggregate market value of the voting common stock held by non-affiliates of the registrant (assuming executive officers, directors and
our largest shareholder whose representative serves on the Board of Directors are affiliates) was approximately $ 5,590,762 as of June
30, 2024, computed on the basis of the closing price on such date.

 As
of March 31, 2025, there were 49,005,865 shares of the registrant's common stock outstanding.

 FORWARD
LOOKING STATEMENTS

 The
Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements, which are identified
by the words "believe," "expect," "anticipate," "intend," "plan" and similar
expressions. The statements contained herein which are not based on historical facts are forward-looking statements that involve known
and unknown risks and uncertainties that could significantly affect our actual results, performance or achievements in the future and,
accordingly, such actual results, performance or achievements may materially differ from those expressed or implied in any forward-looking
statements made by or on our behalf. These risks and uncertainties include, but are not limited to, risks associated with our ability
to successfully develop and protect our intellectual property, our ability to raise additional capital to fund future operations and
compliance with applicable laws and changes in such laws and the administration of such laws. These risks are described below and in
"Item 1. Business," "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations,"
and "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" included in this Form 10-K. Readers are cautioned
not to place undue reliance on these forward-looking statements which speak only as of the date the statements were made.

 TABLE
OF CONTENTS

 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 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 GOVERANCE

 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 AND FINANCIAL STATEMENT SCHEDULES

 SIGNATURES

 PART
I

 ITEM
1. BUSINESS

 As
used in this annual report, the terms "we", "us", "our", "the Company", mean Stratos
Renewables Corporation unless otherwise indicated.

 Organizational
History

 We
were incorporated in the State of Nevada on September 29, 2004 as New Design Cabinets, Inc. Prior to the closing of the Share Exchange,
as described below, we were an operating public company, attempting to establish a base of operations in the custom cabinetry and furniture
industry as a builder of specialty, custom designed cabinets and wine racks. From inception to the closing of the Share Exchange, we
had limited operations and generated a total of $61,900 in revenues from the sale of wine rack "kits" and the oversight of
various construction activities.

 On
November 14, 2007, pursuant to the Agreement Concerning the Exchange of Securities or the Share Exchange Agreement (the "Share
Exchange"), by and among New Design Cabinets, Inc., Stratos Peru and the security holders of Stratos Peru, we acquired 999 or 99.9%
of the issued and outstanding shares of common stock of Stratos Peru, and issued 45,000,000 shares of our common stock, par value $0.001,
to the former common stockholders of Stratos Peru. Upon consummation of the Share Exchange, we commenced our business plan to develop
ethanol and sugar products in Peru through the cultivation, harvesting and processing of sugarcane in low cost growing locations.

 Stratos
Peru was incorporated in Lima, Peru, on February 27, 2007, under the name Estratosfera del Peru S.A.C. or Estratosfera. On July 11, 2007,
the shareholders of Estratosfera changed the name of the company from Estratosfera del Peru S.A.C. to Stratos del Peru S.A.C.

 Effective
November 20, 2007, we amended our articles of incorporation to change our name to "Stratos Renewables Corporation."

 On
March 25, 2010, we filed a Form 15 with the Securities Exchange Commission (the "SEC") to voluntarily effect the deregistration
of our common stock. We were eligible to deregister by filing a Form 15 because we had fewer than 300 holders of record of our common
stock. Upon the filing of a Form 15, our obligation to file certain reports with the SEC, including Forms 10-K, 10-Q and 8-K, were immediately
suspended.

 On
June 15, 2021, George Sharp was appointed as our custodian by Order Granting Motion to Appoint George Sharp as Custodian and For Temporary
Restraining Order on Order Shortening Time (Case No. A-21-835772-B, Dept. No.: 13) issued by the District Court of the State of Nevada
in and for Clark County (the "Court Order"). Under his authority as Custodian George Sharp appointed himself as the sole
member of the Board and President, Secretary and Treasurer of the Company by resolutions of the registrant's Board of Directors
on June 15, 2021. On December 10, 2021, in recognition of the $50,000 cash invested and $50,000 in consulting fees accrued by George
Sharp for professional and regulatory fees to reinstate the registrant in the State of Nevada and to have the Company become current
in its filings under the SEC's recently imposed requirements for public companies operating under SEC Rule 15c2-11 that mandated
the filing of current financial and corporate disclosures to be submitted to OTC Markets by December 31, 2021 and to have OTC Markets
declare the Company "current" by September 30, 2021, the Board issued 300,000 shares of the authorized "blank check"
preferred stock to George Sharp with 10,000 votes for each share of preferred stock to give voting control to Mr. Sharp. Mr. Sharp engaged
BF Borgers CPA PC as the Company's auditor to audit the financial statements prepared under Mr. Sharp's supervision to allow
for the necessary filings with the SEC to have the Company be subject to the reporting requirements of the SEC, including the filing
of annual and quarterly financial reports.

 On
September 21, 2021 we filed a Motion to Require Written Proof of Claim on Order Shortening Time in the District Court of the State of
Nevada in and for Clark County under NRS 78.347, 78.675 and other applicable provisions of Nevada law seeking an order barring unasserted
claims against Stratos Renewables and likewise barring all creditors and claimants of Stratos Renewables from participating in the distribution
of the assets of the Corporation as set forth in NRS 78.675.

 On
September 27, 2021, we filed a Form 10-12G/A which we withdrew on November 19, 2021 to allow us to clarify the rights, preferences and
privileges of our Series B preferred shares. We filed on December 10, 2021 a Certificate of Designation with the Nevada Secretary of
State to provide that the Company designated 300,000 shares of Series B preferred stock with the voting rights of 10,000 shares of our
common stock for each share of Series B preferred stock but with no rights of conversion into shares or our common stock.

 On
April 29, 2022, the SEC declared our Form 10-12G/A effective.

 On
October 1, 2021, the District Court of the State of Nevada in and for Clark County entered an Order Granting Motion to Require Written
Proof of Claim requiring that "any claimants and creditors of Stratos who fail to timely submit Proof of Claim as set forth in
this Order shall be barred from later presenting their claim to Stratos." On February 10, 2022, the District Court of the State
of Nevada in and for Clark County entered an Order that "any and all claimants and creditors of Stratos are hereby barred from
presenting any claim to Stratos."

 On
July 6, 2022, the District Court in Clark County, Nevada, issued an Order granting the registrant's Motion to Cancel Shares of
Stratos Stock on an Order Shortening Time (Case No. A-21-835772-B). The Court found that George Sharp, following his being appointed
on June 15, 2021, as Custodian for the registrant, Stratos Renewables Corporation, audited the registrant's records and determined
that 89 purported shareholders held restricted shares of stock totaling 1,098,368,015 shares for which Mr. Sharp could not find any record
of any value received by the registrant for the issuance of these shares. Accordingly, the District Court issued an Order that the 219,673,603
shares of Stratos common stock registered to the shareholders on the List of Shareholders Holding Restricted Shares of Stratos Common
Stock attached to the Order as Exhibit 1 were cancelled.

 On
December 15, 2022, FINRA announced on the daily list a 5:1 forward split under which existing holders of our shares of common stock were
issued five shares of our common stock for each share of common stock held by such stockholders.

 On
August 16, 2023, in accordance with the Order by the District Court of Clark County, Nevada (Case No.: A-22-862558-B) on a motion sought
by the Company, the Company cancelled 38,609,845 issued and outstanding shares of its common stock.

 Our
Business

 Based
on our proposed business activities, we are a "blank check" company. The SEC defines those companies as "any development
stage company that is issuing a penny stock, within the meaning of Section 3(a)(51) of the Exchange Act of 1934, as amended, (the "Exchange
Act") and that has no specific business plan or purpose or has indicated that its business plan is to merge with an unidentified
company or companies." Under SEC Rule 12b-2 under the Securities Act of 1933, as amended (the "Securities Act"), we
also qualify as a "shell company," because we have no or nominal assets (other than cash) and no or nominal operations. Many
states have enacted statutes, rules and regulations limiting the sale of securities of "blank check" companies in their respective
jurisdictions. We intend to comply with the periodic reporting requirements of the Exchange Act for so long as we are subject to those
requirements.

 Our
principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination
with a business rather than immediate, short-term earnings. We will not restrict its potential candidate target companies to any specific
business, industry or geographical location and, thus, may acquire any type of business or be acquired should such a reasonable opportunity
arise.

 We
intend to either retain an equity interest (common or preferred stock) in any private company we engage in a business combination or
we may receive cash and/or a combination of cash and equity from any private company with which we complete a business combination. Our
desire is that the value of such consideration paid to us would be beneficial economically to our shareholders though there is no assurance
of that happening.

 Management
of the Company will have substantial flexibility in identifying and selecting a prospective new business opportunity. The Company is
dependent on the judgment of its management in connection with this process. In evaluating a prospective business opportunity, we would
consider, among other factors, the following:

 costs
 associated with pursuing a new business opportunity;

 growth
 potential of the new business opportunity;

 experiences,
 skills and availability of additional personnel necessary to pursue a potential new business opportunity;

 necessary
 capital requirements;

 the
 competitive position of the new business opportunity;

 the
 competitive position of the new business opportunity;

 stage
 of business development;

 the
 market acceptance of the potential products and services;

 proprietary
 features and degree of intellectual property; and

 the
 regulatory environment that may be applicable to any prospective business opportunity.

 The
foregoing criteria are not intended to be exhaustive and there may be other criteria that management may deem relevant. In connection
with an evaluation of a prospective or potential business opportunity, management may be expected to conduct a due diligence review.

 The
time and costs required to pursue new business opportunities, which includes negotiating and documenting relevant agreements and preparing
requisite documents for filing pursuant to applicable securities laws, cannot be ascertained with any degree of certainty. Management
intends to devote such time as it deems necessary to carry out the Company's affairs. The exact length of time required for the
pursuit of any new potential business opportunities is uncertain. No assurance can be made that we will be successful in our efforts.
We cannot project the amount of time that our management will actually devote to the Company's plan of operation.

 Effecting
a Business Combination

 Prospective
investors in our common stock will not have an opportunity to evaluate the specific merits or risks of any of the one or more business
combinations that we may undertake. A business combination may involve the acquisition of, or merger with, a company which needs to raise
substantial additional capital by means of being a publicly trading company, while avoiding what it may deem to be adverse consequences
of undertaking a public offering itself. These include time delays, significant expense, loss of voting control and compliance with various
Federal and State securities laws. A business combination may involve a company which may be financially unstable or in its early stages
of development or growth.

 The
Company Has Not Identified a Target Business or Target Industry

 Our
effort in identifying a prospective target business will not be limited to a particular industry and we may ultimately acquire a business
in any industry management deems appropriate. To date, the Company has not selected any target business on which to concentrate our search
for a business combination. While the Company intends to focus on target businesses in the United States, it is not limited to U.S. entities
and may consummate a business combination with a target business outside of the United States. Accordingly, there is no basis for investors
in the Company's common stock to evaluate the possible merits or risks of the target business or the particular industry in which
we may ultimately operate. To the extent we effect a business combination with a financially unstable company or an entity in its early
stage of development or growth, including entities without established records of sales or earnings, we may be affected by numerous risks
inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition,
to the extent that we effect a business combination with an entity in an industry characterized by a high level of risk, we may be affected
by the currently unascertainable risks of that industry. An extremely high level of risk frequently characterizes many industries which
experience rapid growth. In addition, although the Company's management will endeavor to evaluate the risks inherent in a particular
industry or target business, we cannot assure you that we will properly ascertain or assess all significant risk factors.

 Sources
of Target Businesses

 Our
management anticipates that target business candidates will be brought to our attention from various unaffiliated sources, including
securities broker-dealers, investment bankers, venture capitalists, bankers and other members of the financial community, who may present
solicited or unsolicited proposals. Our management may also bring to our attention target business candidates. While we do not presently
anticipate engaging the services of professional firms that specialize in business acquisitions on any formal basis, we may engage these
firms in the future, in which event we may pay a finder's fee or other compensation in connection with a business combination.
In no event, however, will we pay management any finder's fee or other compensation for services rendered to us prior to or in
connection with the consummation of a business combination.

 Selection
of a Targets Business and Structuring of a Business Combination

 Management
owns approximately 93% of the issued and outstanding shares of common stock of the Company and will have broad flexibility in identifying
and selecting a prospective target business. In evaluating a prospective target business, our management will consider, among other factors,
the following:

 financial
 condition and results of operation of the target company;

 growth
 potential;

 experience
 and skill of management and availability of additional personnel;

 capital
 requirements;

 competitive
 position;

 stage
 of development of the products, processes or services;

 degree
 of current or potential market acceptance of the products, processes or services;

 proprietary
 features and degree of intellectual property or other protection of the products, processes or services;

 regulatory
 environment of the industry; and

 costs
 associated with effecting the business combination.

 These
criteria are not intended to be exhaustive. Any evaluation relating to the merits of a particular business combination will be based,
to the extent relevant, on the above factors as well as other considerations deemed relevant by our management in effecting a business
combination consistent with our business objective. In evaluating a prospective target business, we will conduct a due diligence review
which will encompass, among other things, meetings with incumbent management and inspection of facilities, as well as review of financial
and other information which will be made available to us.

 We
will endeavor to structure a business combination so as to achieve the most favorable tax treatment to us, the target business and both
companies' stockholders. However, there can be no assurance that the Internal Revenue Service or applicable state tax authorities
will necessarily agree with the tax treatment of any business combination we consummate.

 The
time and costs required to select and evaluate a target business and to structure and complete the business combination cannot presently
be ascertained with any degree of certainty. Any costs incurred with respect to the identification and evaluation of a prospective target
business with which a business combination is not ultimately completed will result in a loss to us.

 Probable
Lack of Business Diversification

 While
we may seek to effect business combinations with more than one target business, it is more probable that we will only have the ability
to effect a single business combination, if at all. Accordingly, the prospects for our success may be entirely dependent upon the future
performance of a single business. Unlike other entities which may have the resources to complete several business combinations with entities
operating in multiple industries or multiple areas of a single industry, it is probable that we will lack the resources to diversify
our operations or benefit from the possible spreading of risks or offsetting of losses. By consummating a business combination with only
a single entity, our lack of diversification may:

 subject
 us to numerous economic, competitive and regulatory developments, any or all of which may have a substantial adverse impact upon
 the particular industry in which we may operate subsequent to a business combination, and

 result
 in our dependency upon the development or market acceptance of a single or limited number of products, processes or services.

 Very
Limited Liquidity of Our Common Stock

 Our
common stock occasionally trades on the OTC Pink Sheet Market, as there is no active market maker in our common stock. As a result, there
is only limited liquidity in our common stock.

 Limited
Ability to Evaluate the Target Business' Management

 We
cannot assure you that our assessment of the target business' management will prove to be correct. In addition, we cannot assure
you that the future management will have the necessary skills, qualifications or abilities to manage a public company intending to embark
on a program of business development. Furthermore, the future role of our director, if any, in the target business cannot presently be
stated with any certainty.

 While
it is possible that our director will remain associated in some capacity with us following a business combination, it is unlikely that
he will devote his full efforts to our affairs subsequent to a business combination. Moreover, we cannot assure you that our director
will have significant experience or knowledge relating to the operations of the particular target business.

 Following
a business combination, we may seek to recruit additional managers to supplement the incumbent management of the target business. We
cannot assure you that we will have the ability to recruit additional managers, or that additional managers will have the requisite skills,
knowledge or experience necessary to enhance the incumbent management.

 Our
Auditors Have Expressed Substantial Doubt About Our Ability to Continue as a Going Concern

 Our
audited financial statements for the years ended December 31, 2024 and 2023, were prepared using the assumption that we will continue
our operations as a going concern. Our independent accountants in their audit report have expressed substantial doubt about our ability
to continue as a going concern. Our operations are dependent on our ability to raise sufficient capital or complete business combination
as a result of which we become profitable. Our financial statements do not include any adjustments that may result from the outcome of
this uncertainty. There is not enough cash on hand to fund our administrative expenses and operating expenses for the next twelve months.
Therefore, we may be unable to continue operations in the future as a going concern. If we cannot continue as a viable entity, our stockholders
may lose some or all of their investment in the Company's shares of common stock.

 Competition
and Market Condition

 In
identifying, evaluating and selecting a target business, we expect to encounter intense competition from other entities having a business
objective similar to ours. Many of these entities are well established and have extensive experience identifying and effecting business
combinations, either directly or through affiliates. Many if not virtually most of these competitors possess far greater financial, human
and other resources compared to our resources. While we believe that there are numerous potential target businesses that we may identify,
our ability to compete in acquiring certain of the more desirable target businesses will be limited by our limited financial and human
resources. Our inherent competitive limitations are expected by management to give others an advantage in pursuing the acquisition of
a target business that we may identify and seek to pursue. Further, any of these limitations may place us at a competitive disadvantage
in successfully negotiating a business combination. Our management believes, however, that our status as a reporting public entity with
potential access to the United States public equity markets may give us a competitive advantage over certain privately-held entities
having a similar business objective in acquiring a desirable target business with growth potential on favorable terms.

 If
we succeed in effecting a business combination, there will be, in all likelihood, intense competition from existing competitors of the
business we acquire. In particular, certain industries which experience rapid growth frequently attract an increasingly larger number
of competitors, including those with far greater financial, marketing, technical and other resources than the initial competitors in
the industry in which we seek to operate. The degree of competition characterizing the industry of any prospective target business cannot
presently be ascertained. We cannot assure you that, subsequent to a business combination, we will have the resources to compete effectively,
especially to the extent that the target business is in a high-growth industry.

 Employees

 George
Sharp, our Chief Executive Officer, is our sole executive officer. Mr. Sharp is not obligated to devote any specific number of hours
per week and, in fact, intends to devote only as much time as he deems reasonably necessary to administer the Company's affairs
until such time as a business combination is consummated. The amount of time he will devote in any time period will vary based on the
availability of suitable target businesses to investigate. We do not intend to have any full-time employees prior to the consummation
of a business combination.

 Conflicts
of Interest

 The
Company's management is not required to commit its full time to the Company's affairs. As a result, pursuing new business
opportunities may require a longer period of time than if management would devote full time to the Company's affairs. management
is not precluded from serving as an officer or director of any other entity that is engaged in business activities similar to those of
the Company. management has not identified and is not currently negotiating a new business opportunity for us. In the future, management
may become associated or affiliated with entities engaged in business activities similar to those we intend to conduct. In such event,
management may have conflicts of interest in determining to which entity a particular business opportunity should be presented. In the
event that the Company's management has multiple business affiliations, our management may have legal obligations to present certain
business opportunities to multiple entities. In the event that a conflict of interest shall arise, management will consider factors such
as reporting status, availability of audited financial statements, current capitalization and the laws of jurisdictions. If several business
opportunities or operating entities approach management with respect to a business combination, management will consider the foregoing
factors as well as the preferences of the management of the operating company. However, management will act in what it believes will
be in the best interests of the shareholders of the Company. The Company shall not enter into a transaction with a target business that
is affiliated with management.

 Regulation

 As
of the date of this Report, we are required to file reports with the Securities and Exchange Commission (the "SEC") by Section
13 of the Securities Exchange Act of 1934 (the "Exchange Act").

 Depending
on the direction management decides to take and a business or businesses we may acquire in the future, we may become subject to other
laws or regulations that require us to make material expenditures on compliance including the increasing state-level regulation of privacy.
Any such requirements could require us to divert significant human and capital resources on compliance, which could have an adverse effect
on our future operating results.

 ITEM
1A. RISK FACTORS

 The
shares of our common stock are highly speculative in nature, involve a high degree of risk and should be purchased only by persons who
can afford to lose the entire amount invested in the common stock. Before purchasing any of the shares of common stock, you should carefully
consider the following factors relating to our business and prospects. If any of the following risks actually occurs, our business, financial
condition or operating results could be materially adversely affected. In such case, you may lose all or part of your investment. You
should carefully consider the risks described below and the other information in this process before investing in our common stock.

 Risks
Relating to Our Business and Financial Condition

 We
currently have no operations, and investors, therefore, have no basis on which to evaluate the Company's future prospects.

 We
currently have no operations and will be reliant upon a merger with or acquisition of an operating business to commence operations and
generate revenue. Because we have no operations and have not generated revenues, investors have no basis upon which to evaluate our ability
to achieve our business objective of locating and completing a business combination with a target business. We have no current arrangements
or understandings with any prospective target business concerning a business combination and may be unable to complete a business combination
in a reasonable timeframe, on reasonable terms, or at all. If we fail to complete a business combination as planned, we will never generate
any operating revenues.

 If
our business plans are not successful, we may not be able to continue operations as a going concern and our stockholders may lose their
entire investment in us.

 We
have no revenues and no operating business. We had a net loss of ($76,014) and ($590,219) for the years ended December 31, 2024 and 2023,
respectively, working capital of $478 and $76,492 and an accumulated stockholders' deficit of ($3,950,705) and ($3,874,691), respectively,
at December 31, 2024 and 2023. The report of our independent registered public accountants on our financial statements for the years
ended December 31, 2024 and 2023, states that these conditions, among others, raise substantial doubt about our ability to continue as
a going concern. Our ability to continue as a going concern is dependent upon our continued operations, which is dependent in turn upon
our ability to meet our financial requirements, raise additional capital, and the success of our future operations.

 Our
principal business objective for the next twelve months will be to seek, investigate and, if such investigation warrants, engage in a
business combination with a private entity whose business presents an opportunity for our stockholders. We cannot assure you that we
can identify a suitable business opportunity and consummate a business combination.

 We
may require financing to acquire any business.

 We
may require financing to find an acquisition candidate and consummate a transaction. We cannot assure you that we will be successful
in obtaining financing or locating a business to acquire or consummating a transaction or that any business we might acquire will be
operated in a profitable manner.

 We
expect losses in the future because we have no revenue.

 As
we have no current revenue, we are expecting losses over the next 12 months because we do not yet have any revenues to offset the expenses
associated with operating our company. We are not currently engaged in any revenue generating activities and cannot guarantee that we
will ever be successful in generating revenues in the future. We recognize that if we are unable to generate revenues, we will not be
able to earn profits or continue operations. There is no history upon which to base any assumption as to the likelihood that we will
prove successful, and we can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable
operations.

 As
a blank check company, we must comply with Rule 419 of the Securities Act if we undertake an offering of our common stock.

 The
Securities Act defines a "blank check company" as a development stage company that has no specific business plan or purpose
whose business plan is to merge with an unidentified company or companies. Thus, we are a blank check company. Rule 419 of the Securities
Act requires, in the case of a registered offering of our common stock, that we undertake certain procedural steps before any shares
of stock or the proceeds of the offering are released. Such requirements include:

 Depositing
the net offering proceeds in escrow until an acquisition has been completed;

 Depositing
all securities sold in the public offering into escrow until the acquisition has been completed;

 Giving
public shareholders an opportunity to consider any proposed acquisition and a chance to either approve the transaction and retain their
shares or get at least 90% of their funds returned from the escrow.

 The
need to comply with the provisions of Rule 419 could deter a target company from seeking to complete a transaction with us.

 As
a shell company, we are not eligible to rely upon Form S-8 to issue our securities and are subject to enhanced reporting requirements.

 As
a shell company we are not eligible to rely upon Form S-8 to issue securities. Further, as a blank check we are subject to enhanced specific
reporting requirements, including requirements as to the information to be disclosed in connection with any public offering of our securities
as specified in Rule 419. These enhanced disclosure provisions and the rights to be provided to any purchaser in a public offering of
our securities impose substantial costs on and impediments to a public offering of our common stock.

 Because
we are a shell company and have no business, holders of our common stock may not rely upon Rule 144 until disclosure provisions applicable
to blank check companies are satisfied.

 Rule
144 provides that shares of our common stock may not be sold under Rule 144 until we have ceased to be a shell company and one year has
elapsed from the date on which we have filed Form 10 information. Thus, a holder of our common stock may be required to hold his shares
indefinitely.

 Our
common stock is subject to a "STOP" warning label on OTC PINK.

 Our
common stock is quoted on OTC Pink and is currently eligible for unsolicited quotes only and is not eligible for proprietary broker-dealer
quotations. All quotes in our stock reflect unsolicited customer orders. Unsolicited-Only stocks have a higher risk of wider spreads,
increased volatility, and price dislocations. Accordingly, investors may have difficulty selling our stock. An initial review by a broker-dealer
under SEC Rule15c2-11 is required for brokers to publish competing quotes and provide continuous market making for our shares of common
stock. We can provide no assurance as to whether our shares of common stock will ever be available for competing quotes.

 As
a blank check company, our shareholders may face significant restrictions on the resale of our common stock due to state "blue
sky" laws and due to the applicability of Rule 419.

 There
are state "blue sky" regulations that may adversely affect the transferability of our common stock. We have not registered
our common stock for resale under the securities or "blue sky" laws of any state. We are under no obligation to register
or qualify our common stock in any state or to advise the shareholders of any exemptions.

 We
do not have any agreement for a business combination or other transaction.

 We
have not yet entered into any definitive agreement, nor do we have any binding commitment or understanding to enter into or become engaged
in a merger with, joint venture with or acquisition of, a private or public entity. We cannot assure you that we will successfully identify
and evaluate suitable business opportunities or that we will conclude a business combination. We cannot guarantee that we will be able
to negotiate a business combination on favorable terms, and there is consequently a risk that future funds allocated to the purchase
of our shares will not be invested in a company with active business operations.

 Our
future success is highly dependent on the ability of management to locate and attract a suitable acquisition.

 The
success of our proposed plan of operation will depend to a great extent on the operations, financial condition and management of the
identified target company. While business combinations with entities having established operating histories are preferred, there can
be no assurance that we will be successful in locating candidates meeting such criteria. The decision to enter into a business combination
will likely be made without detailed feasibility studies, independent analysis, market surveys or similar information which, if we had
more funds available to us, would be desirable. In the event we complete a business combination the success of our operations will be
dependent upon management of the target company and numerous other factors beyond our control. We cannot assure you that we will identify
a target company and consummate a business combination.

 There
is competition for those private companies suitable for a merger transaction of the type contemplated by management.

 We
are in a highly competitive market for business opportunities which could reduce the likelihood of consummating a successful business
combination. We are and will continue to be an insignificant participant in the business of seeking mergers with, joint ventures with
and acquisitions of small private and public entities. A large number of established and well-financed entities, including Special Purpose
Acquisition Corporations ("SPACs"), small public companies and venture capital firms, are active in mergers and acquisitions
of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources,
technical expertise and managerial capabilities than we do; consequently, we will be at a competitive disadvantage in identifying possible
business opportunities and successfully completing a business combination. These competitive factors may reduce the likelihood of our
identifying and consummating a successful business combination.

 We
are eligible to be treated as an "emerging growth company" as defined in the Jumpstart Our Business Startups Act of 2012,
and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our common stock less
attractive to investors.

 We
are an "emerging growth company", as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. For as
long as we continue to be an emerging growth company, we may take advantage of exemptions from various reporting requirements that are
applicable to other public companies that are not emerging growth companies, including (1) not being required to comply with the auditor
attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, which we refer to as the Sarbanes-Oxley Act, (2) reduced disclosure
obligations regarding executive compensation in this Form S-1 and our periodic reports and proxy statements and (3) exemptions from the
requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments
not previously approved. In addition, as an emerging growth company, we are only required to provide two years of audited financial statements
and two years of selected financial data in this Form S-1. We could be an emerging growth company for up to five years, although circumstances
could cause us to lose that status earlier, including if the market value of our common stock held by non-affiliates exceeds $700 million
as of any December 31 before that time or if we have total annual gross revenue of $1.235 billion or more during any fiscal year before
that time, in which cases we would no longer be an emerging growth company as of the following December 31 or, if we issue more than
$1.0 billion in non-convertible debt during any three-year period before that time, we would cease to be an emerging growth company immediately.
Even after we no longer qualify as an emerging growth company, we may still qualify as a "smaller reporting company" which
would allow us to take advantage of many of the same exemptions from disclosure requirements, including not being required to comply
with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act and reduced disclosure obligations regarding executive
compensation in our periodic reports and proxy statements. We cannot predict if investors will find our common stock less attractive
because we may rely on these exemptions. If some investors find our common stock less attractive as a result, there may be a less active
trading market for our common stock and our stock price may be more volatile.

 Our
independent registered public accounting firm will not be required to formally attest to the effectiveness of our internal control over
financial reporting until the later of our second annual report or the first annual report required to be filed with the SEC following
the date we are no longer an "emerging growth company" as defined in the JOBS "Act. We cannot assure you that there
will not be material weaknesses or significant deficiencies in our internal controls in the future.

 Under
the JOBS Act, emerging growth companies can also delay adopting new or revised accounting standards until such time as those standards
apply to private companies. We have elected to avail ourselves of this exemption from new or revised accounting standards and, therefore,
will not be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies.

 We
have not conducted market research to identify business opportunities, which may affect our ability to identify a business to merge with
or acquire.

 We
have neither conducted nor have others made available to us results of market research concerning prospective business opportunities.
Therefore, we have no assurances that market demand exists for a merger or acquisition as contemplated by us. It may be expected that
any target business or transaction will present a level of risk that conventional private or public offerings of securities or conventional
bank financing will not be available. There is no assurance that we will be able to acquire a business opportunity on terms favorable
to us. Decisions as to which business opportunity to participate in will be unilaterally made by our management, which may act without
the consent, vote or approval of our stockholders.

 Management
intends to devote only a limited amount of time to seeking a target company which may adversely impact our ability to identify a suitable
acquisition candidate.

 While
seeking a business combination, George Sharp, our President, Secretary and Treasurer, anticipates devoting a limited time to our affairs.
In addition, Mr. Sharp has not entered into a written employment agreement with us and is not expected to do so in the foreseeable future.
Accordingly, his limited commitment may adversely impact our ability to identify and consummate a successful business combination.

 We
are dependent on the services of George Sharp, our President, Secretary and Treasurer, to obtain capital required to implement our business
plan and for identifying, investigating, negotiating and integrating potential acquisition opportunities. The loss of the services of
Mr. Sharp could have a substantial adverse effect on us.

 Our
ability to acquire an operating business will be largely contingent on our ability to retain George Sharp upon whom we will rely to obtain
capital required to implement our business plan and for identifying, investigating, negotiating and integrating potential acquisition
candidates and to attract and retain a highly qualified corporate and operations level management team. The loss of the services of Mr.
Sharp could have a substantial adverse effect on us.

 The
time and cost of preparing a private company to become a public reporting company may preclude us from entering into a merger or acquisition
with the most attractive private companies.

 Target
companies that fail to comply with SEC reporting requirements may delay or preclude acquisition. Sections 13 and 15(d) of the Exchange
Act require reporting companies to provide certain information about significant acquisitions, including audited financial statements
for the company acquired. The time and additional costs that may be incurred by some target entities to prepare these statements may
significantly delay or essentially preclude consummation of an acquisition. Otherwise suitable acquisition prospects that do not have
or are unable to obtain the required audited statements may be inappropriate for acquisition so long as the reporting requirements of
the Exchange Act are applicable.

 We
may be subject to further government regulation which would adversely affect our operations.

 Although
we will be subject to the reporting requirements under the Exchange Act, management believes we will not be subject to regulation under
the Investment Company Act of 1940, as amended (the "Investment Company Act"), since we will not be engaged in the business
of investing or trading in securities. If we engage in business combinations which result in our holding passive investment interests
in a number of entities, we could be subject to regulation under the Investment Company Act. If so, we would be required to register
as an investment company and could be expected to incur significant registration and compliance costs. We have obtained no formal determination
from the SEC as to our status under the Investment Company Act and, consequently, violation of the Investment Company Act could subject
us to material adverse consequences.

 Any
potential acquisition or merger with a foreign company may subject us to additional risks.

 If
we enter into a business combination with a foreign concern, we will be subject to risks inherent in business operations outside of the
United States. These risks include, for example, currency fluctuations, regulatory problems, punitive tariffs, unstable local tax policies,
trade embargoes, risks related to shipment of raw materials and finished goods across national borders and cultural and language differences.
Foreign economies may differ favorably or unfavorably from the United States economy in growth of gross national product, rate of inflation,
market development, rate of savings, and capital investment, resource self-sufficiency and balance of payments positions, and in other
respects.

 If
we fail to develop and maintain an effective system of internal controls, we may not be able to accurately report our financial results
or prevent fraud, as a result, current and potential stockholders could lose confidence in our financial reports, which could harm our
business and the trading price of our common stock.

 Effective
internal controls are necessary for us to provide reliable financial reports and effectively prevent fraud. Section 404 of the Sarbanes-Oxley
Act of 2002 requires us to evaluate and report on our internal controls over financial reporting. Compliance with Section 404 requires
that we strengthen, assess and test our system of internal controls to provide the basis for our report. The process of strengthening
our internal controls and complying with Section 404 is expensive and time consuming and requires significant management attention. We
cannot be certain that the measures we undertake will ensure that we will maintain adequate controls over our financial processes and
reporting in the future. Furthermore, if we are able to rapidly grow our business, the internal controls that we will need will become
more complex, and significantly more resources will be required to ensure our internal controls remain effective. Failure to implement
required controls, or difficulties encountered in their implementation, could harm our operating results or cause us to fail to meet
our reporting obligations. If we discover a material weakness in our internal controls, the disclosure of that fact, even if the weakness
is quickly remedied, could diminish investors' confidence in our financial statements and harm our stock price. In addition, non-compliance
with Section 404 could subject us to a variety of administrative sanctions, including the suspension of trading, ineligibility for listing
on the OTC Markets, and the inability of registered broker-dealers to make a market in our common stock, which would further reduce our
stock price.

 Our
sole officer and director, who will be responsible for preparing our financial statements and evaluating the effectiveness of our internal
controls over financial reporting is not qualified to do so.

 George
Sharp, our sole officer and director, has not been trained in accounting and has relevant but not extensive knowledge of United States
Generally Accepted Accounting Principles and the rules and regulations of the SEC applicable to financial reporting or to being a public
company generally and limited experience in preparing financial statements in accordance with U.S. GAAP and evaluating the effectiveness
of internal controls over financial reporting.

 Our
lack of adequate accounting personnel is a material weakness in our financial reporting.

 A
company is deemed to have a material weakness in financial reporting when one or more of its internal controls over financial reporting
are ineffective. Because we lack accounting personnel with training and experience in U. S. GAAP, financial reporting and the design
and evaluation of internal controls over financial reporting, we have a material weakness which could result in a material misstatement
in our financial statements. Any misstatement in our financial statements could cause us to have to restate our financial statements,
which would be expensive, time consuming and adversely impact our ability to realize our business plan.

 You
will not have the ability to determine the outcome of matters requiring stockholder approval, including the acquisition of a target business.

 It
is anticipated that any acquisition we consummate will not require the consent of our shareholders. As a result, you will not have the
ability to determine the outcome of matters related thereto.

 There
is no active trading market for our shares of common stock.

 There
is no active trading market for our common stock. There can be no assurance that a regular trading market for our securities will develop,
or that if one develops, that it will be sustained. The trading price of our securities could be subject to wide fluctuations, in response
to announcements by us or others, developments affecting us, and other events or factors. In addition, the stock market has experienced
extreme price and volume fluctuations in recent years. These fluctuations have had a substantial effect on the market prices for many
companies, often unrelated to the operating performance of such companies, and may adversely affect the market prices of the securities.
Such risks could have an adverse effect on the stock's future liquidity.

 Our
common stock is subject to the "Penny Stock" Rules of the SEC and the trading market in our securities is limited, which
makes transactions in our stock cumbersome and may reduce the value of an investment in our stock.

 The
SEC has adopted Rule 15g-9 which establishes the definition of a "penny stock," for the purposes relevant to us, as any equity
security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain
exceptions. For any transaction involving a penny stock, unless exempt, the rules require: (a) that a broker or dealer approve a person's
account for transactions in penny stocks; and (b) the broker or dealer receive from the investor a written agreement to the transaction,
setting forth the identity and quantity of the penny stock to be purchased.

 To
approve a person's account for transactions in penny stocks, the broker or dealer must: (a) obtain financial information and investment
experience and objectives of the person; and (b) make a reasonable determination that the transactions in penny stocks are suitable for
that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions
in penny stocks.

 The
broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the Commission relating
to the penny stock market, which, in highlight form: (a) sets forth the basis on which the broker or dealer made the suitability determination;
and (b) that the broker or dealer received a signed, written agreement from the investor prior to the transaction. Generally, brokers
may be less willing to execute transactions in securities subject to the "penny stock" rules. This may make it more difficult
for investors to dispose of our common shares and cause a decline in the market value of our stock.

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

 Under
our Articles of Incorporation, our Board of Directors has the authority, without stockholder approval, to issue preferred stock with
terms that may not be beneficial to common stockholders and with the ability to adversely affect stockholder voting power and perpetuate
the board's control over our company.

 Our
Board of Directors by resolution may authorize the issuance of up to 100 million shares of preferred stock in one or more series with
such limitations and restrictions as it may determine, in its sole discretion, with no further authorization by security holders required
for the issuance of such shares. The Board may determine the specific terms of the preferred stock, including designations; preferences;
conversions rights; cumulative, relative; participating; and optional or other rights, including voting rights; qualifications; limitations;
or restrictions of the preferred stock.

 The
issuance of preferred stock may adversely affect the voting power and other rights of the holders of common stock. Preferred stock may
be issued quickly with terms calculated to discourage, make more difficult, delay or prevent a change in control of our company or make
removal of management more difficult. As a result, the Board of Directors' ability to issue preferred stock may discourage the
potential hostile acquirer, possibly resulting in beneficial negotiations. Negotiating with an unfriendly acquirer may result in terms
more favorable to us and our stockholders. Conversely, the issuance of preferred stock may adversely affect the market price of, and
the voting and other rights of the holders of the common stock. On August 29, 2021 we issued 300,000 shares of Series A preferred stock
to George Sharp, our President, Secretary and Treasurer.

 We
may, in the future, issue additional shares of common stock, which would reduce investors' percent of ownership and may dilute
our share value.

 Our
Articles of Incorporation authorize the issuance of 350,000,000 shares of common stock. The future issuance of common stock may result
in substantial dilution in the percentage of our common stock held by our then existing stockholders. We may value any common stock issued
in the future on an arbitrary basis. The issuance of common stock for future services or acquisitions or other corporate actions may
have the effect of diluting the value of the shares held by our investors and might have an adverse effect on any trading market for
our common stock.

 Because
we do not intend to pay any cash dividends on our common stock, our stockholders will not be able to receive a return on their shares
unless they sell them.

 We
intend to retain any future earnings to finance the development and expansion of our business. We do not anticipate paying any cash dividends
on our common stock in the foreseeable future. Unless we pay dividends, our stockholders will not be able to receive a return on their
shares unless they sell them. We cannot assure you that you will be able to sell shares when you desire to do so.

 Risks
Related to Ownership of Common Stock and Operation as a Public Company.

 Our
largest stockholder has voting control over all matters submitted to the vote of our stockholders under Nevada law and will preclude
other stockholders from influencing management and exercising control over our business.

 George
Sharp, our custodian and now President of our Company, has voting control through his ownership of Series B preferred stock and common
stock. As a result, Mr. Sharp is able to: elect or defeat the election of our directors, amend or prevent amendment to our articles of
incorporation or bylaws, effect or prevent a merger, sale of assets or other corporate transaction, and control the outcome of any other
matter submitted to the stockholders for vote. Accordingly, other stockholders may be unable to influence management and exercise control
over our business.

 We
will incur increased costs as a result of operating as a public company, and our management will be required to devote substantial time
to compliance efforts.

 As
a public company, we will incur significant legal, accounting and other expenses that we did not incur as a private company. The Sarbanes-Oxley
Act and related SEC regulations have created uncertainty for public companies and significantly increased the costs and risks associated
with accessing the public markets and public reporting. For example, on January 30, 2009, the SEC adopted rules requiring companies to
to comply with these rules. Our management and other personnel will need to devote a substantial amount of time and financial resources
to comply with these requirements, as well any new requirements implemented by the SEC. Moreover, these rules and regulations will increase
our legal and financial compliance costs and will make some activities more time-consuming and costly and could lead to a diversion of
management time and attention from revenue generating activities to compliance activities. We are currently unable to estimate these
costs with any degree of certainty. These rules and regulations could also make it more difficult for us to attract and retain qualified
persons to serve on our Board of Directors and board committees or as executive officers and more expensive for us to obtain director
and officer liability insurance.

 The
Financial Industry Regulatory Authority ("FINRA") sales practice requirements may also limit your ability to buy and sell
our common stock, which could depress the price of our shares.

 FINRA
has adopted rules that require broker-dealers to have reasonable grounds for believing that an investment is suitable for a customer
before recommending that investment to the customer. Prior to recommending speculative low-priced securities to their non-institutional
customers, broker-dealers must make reasonable efforts to obtain information about the customer's financial status, tax status
and investment objectives, among other things. Under interpretations of these rules, FINRA believes that there is a high probability
such speculative low-priced securities will not be suitable for at least some customers. Thus, FINRA requirements make it more difficult
for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our shares, have
an adverse effect on the market for our shares, and thereby depress our share price.

 We
do not foresee paying cash dividends on our common stock in the foreseeable future and, as a result, our investors' sole source
of gain, if any, will depend on capital appreciation, if any.

 We
do not plan to declare or pay any cash dividends on our shares of common stock in the foreseeable future. As a result, investors should
not rely on an investment in our securities if they require the investment to produce dividend income. Capital appreciation, if any,
of our shares may be investors' sole source of gain for the foreseeable future. Moreover, investors may not be able to resell their
shares of our common stock at or above the price they paid for them.

 We
cannot assure you that following a business combination with an operating business, our common stock will be listed on the Nasdaq Stock
Market or any other securities exchange.

 Following
a business combination, we may seek the listing of our common stock on NASDAQ, NYSE Amex Equities, the OTC Markets or such other similar
exchange. However, we cannot assure you that following such a transaction, we will be able to meet the initial listing standards of those
or any other stock exchange, or that we will be able to maintain a listing of our common stock on either of those or any other stock
exchange. After completing a business combination, until our common stock is listed on the NASDAQ or another stock exchange, we expect
that our common stock would be eligible to trade and/or be quoted on the OTC Bulletin Board, another over-the-counter quotation system,
or on the "pink sheets," where our stockholders may find it more difficult to dispose of shares or obtain accurate quotations
as to the market value of our common stock. In addition, we would be subject to an SEC rule that, if it failed to meet the criteria set
forth in such rule, imposes various practice requirements on broker-dealers who sell securities governed by the rule to persons other
than established customers and accredited investors. Consequently, such rule may deter broker-dealers from recommending or selling our
common stock, which may further affect its liquidity. This would also make it more difficult for us to raise additional capital following
a business combination.

 We
may face difficulties or delays in our search for a business combination, and we may not have access to sufficient capital to consummate
a business combination.

 We
may face difficulty identifying a viable business opportunity or negotiating or paying for any resulting business combination. Economic
factors that are beyond our control, including the COVID-19 pandemic and consequent economic downturn, as well as increased competition
for acquisitions of operating entities that we expect to encounter as a result thereof, may hinder our efforts to locate and/or obtain
a business that is suitable for our business goals at a price we can afford and on terms that will enable us to sufficiently grow our
business to generate value to our shareholders. We have limited capital, and we may not be able to take advantage of any available business
opportunities on favorable terms or at all due to the limited availability of capital. There can be no assurance that we will have sufficient
capital to provide us with the necessary funds to successfully develop and implement our plan of operation or acquire a business we deem
to be appropriate or necessary to accomplish our objectives, in which case we may be forced to terminate our business plan and your investment
in the Company could become worthless.

 ITEM
1B. UNRESOLVED STAFF COMMENTS.

 Not
applicable.

 ITEM
1C. CYBERSECURITY

 We
are a "blank check" company whose business plan is to merge with an operating company, and, in addition, as a "shell
company" we have no or nominal assets (other than cash) and no or nominal operations. Accordingly, we do no t have material information
to disclose regarding our cybersecurity risk management, strategy and governance.

 ITEM
2. PROPERTIES

 We
currently neither rent nor own any real property. We utilize the office space and equipment of its management at no cost. Management
estimates such amounts to be immaterial. We currently have no policy with respect to investments or interests in real estate, real estate
mortgages or securities of, or interests in, persons primarily engaged in real estate activities.

 ITEM
3. LEGAL PROCEEDINGS

 We
are not currently involved in any legal proceedings, and we are not aware of any pending or potential legal actions.

 ITEM
4. MINE SAFETY DISCLOSURES

 Not
applicable.

 PART
II

 ITEM
5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

 Market
Information

 Our
common stock is not listed on any securities exchange and is quoted on the OTC Pink Market under the symbol "SRNW." Only
a sporadic and highly limited market exists for our securities. There is no assurance that a regular trading market will develop, or
if developed, that it will be sustained. Therefore, a shareholder in all likelihood will be unable to resell his securities in our company.
Furthermore, it is unlikely that a lending institution will accept our securities as pledged collateral for loans unless a regular trading
market develops.

 The
following table reflects the high and low closing sales information for our common stock for each fiscal quarter during the fiscal years
ended December 31, 2024, and December 31, 2023. This information was obtained from OTC Pink and reflects inter-dealer prices without
retail mark-up, mark-down, or commission and may not necessarily represent actual transactions.

 COMMON STOCK MARKET PRICE

 HIGH

 LOW

 FISCAL YEAR ENDED DECEMBER 31, 2024:

 First Quarter

 $
 0.0197

 $
 0.0014

 Second Quarter

 $
 0.011

 $
 0.001

 Third Quarter

 $
 0.017

 $
 0.0002

 Fourth Quarter

 $
 0.0339

 $
 0.005

 COMMON STOCK MARKET PRICE

 HIGH

 LOW

 FISCAL YEAR ENDED DECEMBER 31, 2023:

 First Quarter

 $
 0.37

 $
 0.23

 Second Quarter

 $
 0.28

 $
 0.15

 Third Quarter

 $
 0.32

 $
 0.12

 Fourth Quarter

 $
 0.38

 $
 0.27

 Holders

 As
of March 31, 2025, there were 24 shareholders of record of the Company's common stock based upon the records of the shareholders
provided by the Company's transfer agent. The Company's transfer agent is Pacific Stock Transfer Company, 6725 Via Austi
Pkwy Ste 300, Las Vegas, NV 89119, (800) 785-7782.

 Dividends

 We
have never paid or declared any dividends on our common stock and do not anticipate paying cash dividends in the foreseeable future.

 Securities
Authorized For Issuance Under Equity Compensation Plans

 We
currently do not have any equity compensation plans.

 Unregistered
Sales of Equity Securities

 We
have previously disclosed all sales of securities without registration under the Securities Act of 1933.

 ITEM
6. SELECTED FINANCIAL DATA

 Not
Applicable.

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

 The
following discussion of our financial condition and results of operations should be read in conjunction with our unaudited financial
statements and the notes to those financial statements appearing elsewhere in this Report.

 Certain
statements in this Report constitute forward-looking statements. These forward-looking statements include statements, which involve risks
and uncertainties, regarding, among other things, (a) our projected sales, profitability, and cash flows, (b) our growth strategy, (c)
anticipated trends in our industry, (d) our future financing plans, and (e) our anticipated needs for, and use of, working capital. They
are generally identifiable by use of the words "may," "will," "should," "anticipate,"
"estimate," "plan," "potential," "project," "continuing," "ongoing,"
"expects," "management believes," "we believe," "we intend," or the negative of these
words or other variations on these words or comparable terminology. In light of these risks and uncertainties, there can be no assurance
that the forward-looking statements contained in this filing will in fact occur. You should not place undue reliance on these forward-looking
statements.

 The
forward-looking statements speak only as of the date on which they are made, and, except to the extent required by federal securities
laws, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date on which
the statements are made or to reflect the occurrence of unanticipated events.

 The
"Company," "we," "us," or "our," are references to the business of Stratos Renewables
Corporation, a Nevada corporation.

 Corporation
Information

 We
were incorporated in the State of Nevada on September 29, 2004, as New Design Cabinets, Inc. Prior to the closing of the Share Exchange,
as described below, we were an operating public company, attempting to establish a base of operations in the custom cabinetry and furniture
industry as a builder of specialty, custom designed cabinets and wine racks. From inception to the closing of the Share Exchange, we
had limited operations and generated a total of $61,900 in revenues from the sale of wine rack "kits" and the oversight of
various construction activities.

 On
June 15, 2021, George Sharp was appointed as our custodian by Order Granting Motion to Appoint George Sharp as Custodian and For Temporary
Restraining Order on Order Shortening Time (Case No. A-21-835772-B, Dept. No.: 13) issued by the District Court of the State of Nevada
in and for Clark County (the "Court Order"). Under his authority as Custodian George Sharp appointed himself as the sole
member of the Board and President, Secretary and Treasurer of the Company by resolutions of the registrant's Board of Directors
on June 15, 2021. On December 10, 2021, in recognition of the $50,000 cash invested and $50,000 in consulting fees accrued by George
Sharp for professional and regulatory fees to reinstate the registrant in the State of Nevada and to have the Company become current
in its filings under the SEC's recently imposed requirements for public companies operating under SEC Rule 15c2-11 that mandated
the filing of current financial and corporate disclosures to be submitted to OTC Markets by June 30, 2021 and to have OTC Markets declare
the Company "current" by September 30, 2021, the Board issued 300,000 shares of the authorized "blank check"
preferred stock to George Sharp with 10,000 votes for each share of preferred stock to give voting control to Mr. Sharp. Mr. Sharp engaged
BF Borgers CPA PC as the Company's auditor to audit the financial statements prepared under Mr. Sharp's supervision to allow
for the necessary filings with the SEC to have the Company be subject to the reporting requirements of the SEC, including the filing
of annual and quarterly financial reports.

 On
September 27, 2021 we filed a Motion to Require Written Proof of Claim on Order Shortening Time in the District Court of the State of
Nevada in and for Clark County under NRS 78.347, 78.675 and other applicable provisions of Nevada law seeking an order barring unasserted
claims against us and likewise barring all our creditors and claimants from participating in the distribution of our assets as set forth
in NRS 78.675.

 On
September 28, 2021 we filed a Form 10-12G/A which we withdrew on November 19, 2021 to allow us to clarify the rights, preferences and
privileges of our Series B preferred shares. We filed on December 10, 2021 a Certificate of Designation with the Nevada Secretary of
State to designate 300,000 shares of Series B preferred stock with the voting rights of 10,000 shares of our common stock for each share
of Series B preferred stock but with no rights of conversion into shares or our common stock.

 On
October 1, 2021 the District Court of the State of Nevada in and for Clark County entered an Order Granting Motion to Require Written
Proof of Claim requiring that "any claimants and creditors of Stratos who fail to timely submit Proof of Claim as set forth in
this Order shall be barred from later presenting their claim to Stratos." On February 10, 2022, the District Court of the State
of Nevada in and for Clark County entered an Order that "any and all claimants and creditors of Stratos are hereby barred from
presenting any claim to Stratos."

 On
July 6, 2022 the District Court of Clark County, Nevada, at the request of George Sharp acting as our Court appointed Custodian, entered
an Order Granting Motion to Cancel Shares of Stratos Stock on an Order Shortening Time on July 6, 2022. As a result of that Order, 1,098,368,015
shares of our common stock were cancelled.

 On
August 23, 2022 the District Court of Clark County, Nevada, at the request of George Sharp acting as our Court appointed Custodian, entered
an Order Granting Motion to Terminate Custodianship on Order Shortening Time.

 On
August 16, 2023, in accordance with the Order by the District Court of Clark County, Nevada (Case No.: A-22-862558-B) on a motion sought
by the Company, the Company cancelled 38,609,845 issued and outstanding shares of its common stock.

 On
August 23, 2023, the Company issued 2,000,000 shares and 4,000,000 warrants to a company for $400,000 pursuant to a Stock Purchase and
Share Subscription Agreement.

 Our
principal executive offices are located at 3535 Executive Terminal Drive, Henderson, NV 89052, and our telephone number is (702)-840-4433.

 Our
accounting year end is December 31.

 Our
principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination
with a business rather than immediate, short-term earnings. We will not restrict its potential candidate target companies to any specific
business, industry or geographical location and, thus, may acquire any type of business or be acquired should such a reasonable opportunity
arise.

 Critical
Accounting Policies

 The
preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management
to make estimates and assumptions that affect the reported amounts in the accompanying consolidated financial statements and related
notes. These estimates and assumptions have a significant impact on our financial statements. Actual results could differ materially
from those estimates.

 Critical
accounting policies are those that require the most subjective and complex judgments, often employing the use of estimates about the
effect of matters that are inherently uncertain. Our significant accounting policies are disclosed in Note 2 to the Financial Statements
included in this Annual Report on Form 10-K. However, we do not believe that there are any alternative methods of accounting for our
operations that would have a material effect on our financial statements.

 Off
Balance Sheet Arrangements

 As
of the date of this Report, we do not have 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 that are material to investors.

 Going
Concern

 The
independent registered public accounting firm auditors' report accompanying our December 31, 2024 financial statements contained
an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have
been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and
satisfy our liabilities and commitments in the ordinary course of business.

 Results
of Operations

 We
expect that our operating revenues, cost of revenues and operating expenses will greatly increase in the next fiscal year when we identify
a potential acquisition target. Currently we only have nominal operating expenses to run the company and report to the Securities and
Exchange Commission. We have identified ourselves as a shell company until such time a suitable business can be acquired, and we sustain
operations.

 For
the Year Ended December 31, 2024 and 2023

 In
the year ended December 31, 2024 and 2023, we incurred professional fees of $75,807 and $267,727 which mostly relate to the filing of
the required Securities and Exchange reports as well as costs to bring current the Company with required federal and state regulatory
filings as well as for shares issued to consultants in 2024 and 2023 valued at $0 and $145,000, respectively. In addition, in 2024 and
2023, we recorded $0 and $319,000 in common shares to the officers of the Company for services rendered.

 The
Company incurred nominal expenses related to general and administrative items.

 Liquidity
and Capital Resources

 The
Company in June 2021 was recently revived by the State of Nevada. The Company had no operations for a period of 11 years prior to that
when they filed a Form 15.

 On
June 15, 2021, George Sharp was appointed as our Custodian by Order Granting Motion to (1) Intervene, (2) Remove Custodian, (3) Appoint
George Sharp as Custodian, and (4) for Temporary Restraining Order and Preliminary Injunction on Order Shortening Time, Case No A-21-835772-B,
Dept. No. 13 issued by the District Court of the State of Nevada in and for Clark County (the "Court Order"). Under his authority
as Custodian, George Sharp appointed himself as the sole member of the Board and President, Secretary and Treasurer of the Company by
resolutions of the registrant's Board of Directors on June 16, 2021.

 Since
April 29, 2022, the Company has completed Securities and Exchange Commission filings to become a fully reporting company. They have brought
current state regulatory filings to be compliant in the State of Nevada. The Company has commenced the process to identify suitable acquisition
targets. The current operating expenses incurred have been to get to this point. Future operating expenses will be largely funded by
George Sharp until such time as the Company can raise the necessary funding to acquire a business and provide necessary working capital
to pay for the operating expenses of the Company.

 As
of December 31, 2024, we had an accumulated deficit of $3,950,705. Our independent registered public accounting firm has provided a going
concern opinion on our most recent audited financial statements as of December 31, 2024.

 In
the future, we will need to consummate one or more capital raising transactions, including potential debt or equity issuances, and/or
generate material revenue from an acquired business or businesses to fund our operations. We may also issue shares of common stock, stock
options or other securities to compensate our employees or independent contractors.

 Cash
Flows from Operating Activities:

 We
used $78,714 and $319,708 in cash flows from operating activities for the years ended December 31, 2024 and 2023, respectively. The majority
of the cash used was due to the repayment of accounts payable to our Chief Executive Officer.

 Cash
Flows from Investing Activities:

 We
had no investing activities for the years ended December 31, 2024 and 2023.

 Cash
Flows from Financing Activities:

 We
had no financing activities for the years ended December 31, 2024 and 2023 except for the shares of common stock issued for cash of $400,000
in the year ended December 31, 2023.

 Based
upon our current operations, we will need additional working capital to fund our operations over the next 12 months. Further, if we are
able to close a reverse merger, asset purchase or similar transaction to acquire an operating business, it is likely we will need additional
capital, including potentially as a condition of closing the acquisition. Because of the inherent uncertainties of the Company at this
stage, we cannot be certain as to how much capital we need, if and how we can raise capital or the type or quantity of securities we
will be required to issue to do so. In connection with a business combination, we may issue a significant number our shares of our common
stock or securities convertible or exercisable into our common stock to the target's shareholders which will be dilutive to our
shareholders.

 We
anticipate that we will incur operating losses during the next 12 months. Our ability to develop and implement our business plan will
be subject to a number of risks, expenses and difficulties frequently encountered by companies in their early stage of development. Such
risks for us include, but are not limited to, an evolving and unpredictable business model; recognition of revenue sources; and the management
of growth.

 ITEM
7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 Not
applicable.

 ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 Report of Independent Registered Public Accounting Firm (PCAOB ID 0 5525)

 Balance Sheets as of December 31, 2024 and 2023

 Statements of Operations for the Years Ended December 31, 2024 and 2023

 Statements of Stockholders' Equity (Deficit) for the Years Ended December 31, 2024 and 2023

 Statements of Cash Flows for the Years Ended December 31, 2024 and 2023

 Notes to the Financial Statements

 F- 1

 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 To the Board of Directors and Shareholders of Stratos Renewables Corporation

 Opinion
on the Financial Statements

 We have audited the accompanying balance sheets of Stratos Renewables Corporation ("the Company") as of December 31, 2024
and 2023, and the related statements of operations, changes in stockholders' equity (deficit), and cash flows for each of the years
in the two-year period ended December 31, 2024, 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, 2024 and 2023
and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2024, 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
4 to the financial statements, the Company has had a recent change in control and has not yet commenced meaningful operations. 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 4. 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 audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits 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 audits,
we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion
on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

 Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide 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 #05525

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

 Spokane, Washington

 March 31, 2025

 F- 2

 BALANCE SHEETS

 December 31, 2024

 December 31, 2023

 ASSETS

 CURRENT ASSETS

 Cash

 $
 1,578

 $

 Total current assets

 1,578

 Total non-current assets

 -

 -

 TOTAL ASSETS

 $
 1,578

 $

 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

 CURRENT LIABILITIES

 Accounts payable

 $
 1,100

 $
 3,800

 Total current liabilities

 1,100

 3,800

 TOTAL LIABILITIES

 1,100

 3,800

 Commitments and contingencies

 -

 -

 STOCKHOLDERS' EQUITY (DEFICIT)

 Preferred stock, par value $ 0.001; 50,000,000 shares authorized; 300,000 and 300,000 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively

 Common stock, par value $ 0.001; 350,000,000 shares authorized, 49,005,865 and 49,005,865 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively

 Additional paid in capital

 Accumulated deficit

 ( 3,950,705
)

 ( 3,874,691
)

 Total stockholders' equity (deficit)

 76,492

 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

 $
 1,578

 $

 See notes to financial statements.

 F- 3

 STATEMENTS OF OPERATIONS

 FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

 2024

 2023

 REVENUES

 $
 -

 $
 -

 COST OF REVENUES

 -

 -

 GROSS PROFIT

 -

 -

 OPERATING EXPENSES:

 Professional fees

 75,807

 267,727

 Related party consulting expense for common stock

 -

 319,000

 General and administrative

 3,492

 Total operating expenses

 76,014

 590,219

 LOSS FROM OPERATIONS BEFORE BENEFIT (PROVISION) FOR INCOME TAXES

)

)

 BENEFIT (PROVISION) FOR INCOME TAXES

 -

 -

 NET LOSS

 $
)

 $
)

 NET LOSS PER SHARE

 Basic and diluted

 $
 ( 0.00
)

 $
 ( 0.01
)

 SHARES USED IN CALCULATION OF NET LOSS PER SHARE

 Basic and diluted

 90,749,298

 See notes to financial statements.

 F- 4

 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(DEFICIT)

 YEARS ENDED DECEMBER 31, 2024 AND 2023

 Shares

 Amount

 Shares

 Amount

 Capital

 Deficit

 Total

 Additional

 Preferred

 Common

 Paid-In

 Accumulated

 Shares

 Amount

 Shares

 Amount

 Capital

 Deficit

 Total

 Balances at December 31, 2022

 $

 84,015,350

 $
 84,015

 $
 3,002,868

 $
 ( 3,284,472
)

 $
 ( 197,289
)

 Shares issued to related party for consulting services

 -

 -

 1,100,000

 1,100

 317,900

 -

 319,000

 Shares issued to non-related parties for consulting services

 -

 -

 500,000

 144,500

 -

 145,000

 Shares issued for cash

 -

 -

 2,000,000

 2,000

 398,000

 -

 400,000

 Shares cancelled by court

 -

 -

 ( 38,609,485
)

 ( 38,609
)

 38,609

 -

 -

 Net loss for the year

 -

 -

 -

 -

 -

)

)

 Balances at December 31, 2023

 $

 $

 $

 $
 ( 3,874,691
)

 $
 76,492

 Balance

 $

 $

 $

 $
 ( 3,874,691
)

 $
 76,492

 Net loss for the year

 -

 -

 -

 -

 -

)

)

 Balances at December 31, 2024

 $

 $

 $

 $
 ( 3,950,705
)

 $

 Balance

 $

 $

 $

 $
 ( 3,950,705
)

 $

 (a)

 The Company did not over issue their common stock; this is the result of the 5:1 forward split. Per SAB Topic 4C, the Company is required to retroactively reflect the stock split.

 See notes to financial statements.

 F- 5

 STATEMENTS OF CASH FLOWS

 YEARS ENDED DECEMBER 31, 2024 AND 2023

 2024

 2023

 Cash flows from operating activities:

 Net loss

 $
)

 $
)

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

 Common shares issued for services-related party

 -

 319,000

 Common shares issued for consulting – non-related parties

 -

 145,000

 Changes in assets and liabilities

 Accounts payable – related party

 -

 ( 190,920
)

 Accounts payable and accrued expenses

 ( 2,700
)

 ( 2,569
)

 Net cash (used in) operating activities

 ( 78,714
)

 ( 319,708
)

 Cash flows from financing activities:

 Proceeds from issuance of common stock

 -

 400,000

 Net cash provided by financing activities

 -

 400,000

 NET (DECREASE) INCREASE IN CASH

 ( 78,714
)

 Cash – beginning of year

 -

 Cash – end of year

 $
 1,578

 $

 SUPPLEMENTAL DISCLOSURES:

 Cash paid for interest

 $
 -

 $
 -

 Cash paid for income taxes

 $
 -

 $
 -

 NON-CASH FINANCING ACTIVITIES

 Cancellation of common shares for no consideration

 $
 -

 $
 38,609

 See notes to financial statements.

 F- 6

 NOTES TO FINANCIAL STATEMENTS

 DECEMBER 31, 2024 AND 2023

 NOTE 1- NATURE OF OPERATIONS

 Nature of Operations

 Stratos Renewables Corporation (the "Company")
was incorporated in the State of Nevada on September 29, 2004. The Company was a development import/export business in products derived
from hydrocarbons and bio-fuels. They ceased doing business and dissolved on May 27, 2014. On June 15, 2021, the Company was revived and
is exploring opportunities to identify targets for acquisition.

 On September 16, 2022, the Board of Directors approved
a 5:1 forward stock split. A Preliminary 14C was filed on October 11, 2022, and the forward split was effective on December 15, 2022.

 NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Basis of Presentation

 These financial statements are presented in United
States dollars and have been prepared in accordance with generally accepted accounting principles in the United States of America. The
Company believes that these financial statements present fairly, in all material respects, the financial position of the Company and the
results of its operations and cash flows for the periods presented.

 Use of Estimates

 The preparation of financial statements in conformity
with accounting principles generally accepted in the U.S. 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 reported
amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, management's estimate
of provisions required for permanent and temporary differences related to income taxes, liabilities to accrue, and determination of the
fair value of stock awards. Actual results could differ from those estimates.

 Cash

 Cash consists of cash and demand deposits with an
original maturity of three months or less. The Company holds no cash equivalents as of December 31, 2024 and 2023, respectively. The Company
maintains cash balances in excess of the FDIC insured limit at a single bank.

 Receivables and Concentration of Credit Risk

 When the Company records an allowance for doubtful
accounts it is based on management's estimate of the overall collectability of accounts receivable, considering historical losses,
credit insurance and economic conditions. Based on these same factors, individual accounts are charged off against the allowance when
management determines those individual accounts are uncollectible. Credit extended to customers is generally uncollateralized. Past-due
status is based on contractual terms. The Company recorded an allowance for their note receivable for the full amount as collection of
this note is uncertain.

 Revenue Recognition

 The Company will account for a contract with a customer
that is within the scope of this Topic only when the five steps of revenue recognition under ASC 606 are met.

 The five core principles will be evaluated for each
service provided by the Company and is further supported by applicable guidance in ASC 606 to support the Company's recognition
of revenue.

 The Company has not recognized any revenue to date.

 F- 7

 Income Taxes

 Income taxes are accounted under the asset and liability
method. The current charge for income tax expense is calculated in accordance with the relevant tax regulations applicable to the entities.
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax bases and for operating loss and tax credit carryforwards.

 Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or
settled.

 The effect on deferred tax assets and liabilities
of a change in tax rates is recognized in income in the period that includes the enactment date. Differences between statutory tax rates
and effective tax rates relate to permanent tax differences.

 Uncertain Tax Positions

 The Company follows ASC 740-10 Accounting for Uncertainty
in Income Taxes. This requires recognition and measurement of uncertain income tax positions using a "more-likely-than-not"
approach. Management evaluates their tax positions on an annual basis.

 The Company files income tax returns in the U.S. federal
tax jurisdiction and various state tax jurisdictions. The federal and state income tax returns of the Company are subject to examination
by the IRS and state taxing authorities, generally for three years after they were filed.

 Earnings (Loss) Per Share of Common Stock

 Basic net income (loss) per common share is computed
using the weighted average number of common shares outstanding. Diluted earnings per share ("EPS") include additional dilution
from common stock equivalents, such as convertible notes, preferred stock, stock issuable pursuant to the exercise of stock options and
warrants. The Company has 2,000,000 and 4,000,000 warrants as of December 31, 2024 and 2023 that are convertible into shares of common
stock.

 Common stock equivalents are not included in the computation
of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for periods presented, so only the
basic weighted average number of common shares are used in the computations.

 Fair Value Measurements

 ASC 820 Fair Value Measurements defines fair value,
establishes a framework for measuring fair value in accordance with GAAP, and expands disclosure about fair value measurements. ASC 820
classifies these inputs into the following hierarchy:

 Level 1 inputs: Quoted prices for identical instruments
in active markets.

 Level 2 inputs: Quoted prices for similar instruments
in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose
inputs are observable or whose significant value drivers are observable.

 Level 3 inputs: Instruments with primarily unobservable
value drivers.

 Financial instruments consist principally of cash,
accounts payable and accrued liabilities, and amounts due to related parties. We measure our investments at cost less any impairment,
and our notes receivable are at cost less any reserve for uncollectible amounts. The fair value of cash is determined based on Level 1
inputs. There were no transfers into or out of "Level 3" during the periods ended December 31, 2024 and 2023. The recorded
values of all other financial instruments approximate their current fair values because of their nature and respective relatively short
maturity dates or durations.

 Fair value estimates are made at a specific point
in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature
and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions
could significantly affect the estimates.

 Stock-Based Compensation

 The Company recognizes compensation costs under FASB
ASC Topic 718, Compensation – Stock Compensation and ASU 2018-07. Companies are required to measure the compensation costs of share-based
compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during
which employees are required to provide services. Share based compensation arrangements include stock options, restricted share plans,
performance-based awards, share appreciation rights and employee share purchase plans. As such, compensation cost is measured on the date
of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant.

 F- 8

 Recent Accounting Pronouncements

 The Company does not discuss recent pronouncements
that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.

 In November 2023, the Financial Accounting
Standards Board issued Accounting Standards Update 2023-07 ("ASU 2023-07"). ASU 2023-07 improves segment reporting disclosures
for public companies. ASU 2023-07 requires more detailed information about reportable segments and expenses including the requirement
to disclose qualitative information about factors used to identify reportable segments and quantitative information about profit and
loss measures and significant expense categories. ASU 2023-07 was effective for public companies in fiscal years beginning after December
15, 2023. The Company has not yet begun generating revenue from its planned principal operations and operates as a single reportable
segment. The chief operating decision maker is the Company's chief executive officer who assesses performance based on total expenses,
cash flows, and progress made in the Company's ongoing acquisition efforts. The Company analyzed ASU 2023-07 and determined that
the required information is presented within the consolidated financial statements and footnote disclosures herein. The Company does
not believe that ASU 2023-07 will have a material impact on the consolidated financial statements.

 NOTE 3- STOCKHOLDERS' DEFICIT

 There were no common or preferred stock transactions
since the Company was dissolved in 2014 until December 2021 when the Company issued 300,000 shares of Series B Preferred Stock as noted
below.

 The Company on December 10, 2021 amended their articles
of incorporation to include a certificate of designation for a Series B Preferred Stock that is not convertible, but has voting rights
of 50,000 votes per 1 share. These shares were issued to the officer of the Company in December 2021.

 On July 1, 2021, the Company entered into an agreement
with its officer to provide services to the Company. The officer was obligated to pay $ 50,000 plus provide services valued at an additional
$ 50,000 for the issuance of 300,000 shares of a newly formed series of preferred stock (Series B). The only rights the Series B preferred
Shares have are voting rights equivalent to 50,000 votes for each share. These shares are not convertible into any other series of authorized
stock of the Company and are not redeemable. The Series B Preferred Shares were deemed issued as of the date of the agreement, however
there were administrative delays in forming this new series and amending the certificate of incorporation. The Company has reflected these
shares as equity and noted that they are accrued. The Certificate of Incorporation was amended on December 10, 2021 and the 300,000 shares
were issued upon this amendment.

 On June 27, 2022, the Company issued 5,000,000 common
shares to the Chief Executive Officer and 1,500,000 common shares to consultants for services rendered valued at $ 0.294 per share, or
$ 1,911,000.

 On July 5, 2022 in District Court of Clark County,
Nevada, the Motion to Cancel 1,098,368,015 shares of the Company's common stock was approved.

 On September 16, 2022, the Board of Directors approved
a 5:1 forward stock split. A Definitive Schedule 14C was filed on November 14, 2022, and the forward split was effective on December 15,
2022.

 On August 14, 2023, the Company issued 1,100,000 shares
to related parties and 500,000 shares to non-related parties valued at $ 464,000 for services rendered.

 On August 16, 2023, in accordance with the Order by
the District Court of Clark County, Nevada (Case No.: A-22-862558-B) on a motion sought by the Company, the Company cancelled 38,609,845
issued and outstanding shares of its common stock.

 On August 23, 2023, the Company issued 2,000,000 shares
and 4,000,000 warrants to a company for $ 400,000 pursuant to a Stock Purchase and Share Subscription Agreement. The agreement was with
a related party as the CEO and Director is the CEO and Director of both companies.

 As of December 31, 2024 and 2023, the Company has
 49,005,865 shares of common stock issued and outstanding, respectively.

 There are no stock options outstanding as of December
31, 2024 and 2023.

 The Company issued 2,000,000 warrants at a strike
price of $ 0.30 that expired December 31, 2024 and 2,000,000 warrants with a strike price of $ 0.50 that expire December 31, 2026. As of
December 31, 2024, the share price was $ 0.0216. The Company as of December 31, 2024 has a weighted average exercise price of these warrants
of $ 0.50 per share.

 On January 21, 2025, the warrants that expire December
31, 2026 were amended to change the exercise price to $ 0.10 per share, and then 200,000 of the 2,000,000 warrants were exercised for $ 20,000.

 NOTE 4 – GOING CONCERN

 The Company concluded that due to the change in management
and revival of the entity, and the fact that the Company has yet to conduct meaningful operations as they search for a merger candidate,
these conditions raise substantial doubt about the Company's ability to continue as a going concern for one year from the date the
financial statements are issued.

 Management intends to identify potential merger candidates
to provide operating revenues and profitability. Our ability to effectively identify, develop and implement a viable plan for our business
may be hindered by risks and uncertainties which are beyond our control, including without limitation, the continued negative effects
of the coronavirus pandemic on the U.S. and global economies. Even though management believes this plan will allow the Company to continue
as a going concern, there are no guarantees to the successful execution of this plan.

 These financial statements of the Company have been
prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets
and the satisfaction of liabilities in the normal course of business over a reasonable period of time.

 F- 9

 NOTE 5 – RELATED PARTY TRANSACTIONS

 On July 1, 2021, the Company entered into an agreement
with its officer to provide services to the Company. The officer was obligated to pay $ 50,000 plus provide services valued at an additional
$ 50,000 for the issuance of 300,000 shares of a newly formed series of preferred stock (Series B). The only rights the Series B preferred
Shares have are voting rights equivalent to 50,000 votes for each share. These shares are not convertible into any other series of authorized
stock of the Company and are not redeemable. The Series B Preferred Shares were deemed issued as of the date of the agreement, however
there were administrative delays in forming this new series and amending the certificate of incorporation. The Certificate of Incorporation
was amended on December 10, 2021 and the 300,000 shares were issued upon this amendment.

 The Company issued 5,000,000 shares of common stock
to the Chief Executive Officer for services rendered on June 27, 2022.

 The Company issued 1,100,000 shares of common stock
to two of its officers for services rendered valued at $ 319,000.

 On August 23, 2023, the Company issued 2,000,000 shares
and 4,000,000 warrants to a company for $ 400,000 pursuant to a Stock Purchase and Share Subscription Agreement. The agreement was with
a related party as the CEO and Director is the CEO and Director of both companies.

 On January 21, 2025, the warrants that expire December
31, 2026 were amended to change the exercise price to $ 0.10 per share, and then 200,000 of the 2,000,000 warrants were exercised for $ 20,000.

 NOTE 6 - INCOME TAXES

 The following table summarizes the significant differences
between the U.S. federal statutory tax rate and the Company's effective tax rate for financial statement purposes for the years
ended December 31, 2024 and 2023.

 SCHEDULE OF EFFECTIVE TAX RATE FOR FINANCIAL STATEMENT

 2024

 2023

 Federal income taxes at statutory rate

 21.00
 %

 21.00
 %

 State income taxes at statutory rate

 -
 %

 -
 %

 Change in valuation allowance

 ( 21.00
)%

 ( 21.00
)%

 Totals

 0.00
 %

 0.00
 %

 The following is a summary of the net deferred tax
asset (liability) as of December 31, 2024 and 2023:

 SCHEDULE OF NET DEFERRED TAX ASSET (LIABILITY)

 As of

 As of

 December 31, 2024

 December 31, 2023

 Deferred tax assets:

 Net operating losses

 $
 661,226

 $
 645,263

 Valuation allowance

 ( 661,226
)

 ( 645,263
)

 Net deferred tax assets/liabilities

 $
 -

 $
 -

 The federal net operating loss at December 31, 2024
is $ 3,148,699. After consideration of all the evidence, both positive and negative, Management has recorded a full valuation allowance
at December 31, 2024 and 2023, due to the uncertainty of realizing the deferred income tax assets.

 The Company recognizes interest and penalties, if
any, for unrecognized tax benefits as part of income tax expense. For the years ended December 31, 2024 and 2023, there were no interest
and penalties recorded in income tax expense.

 NOTE 7: SUBSEQUENT EVENTS

 In accordance with ASC 855-10-50-1, the Company has
evaluated subsequent events through March 31, 2025 which is the date that the financial statements were issued.

 On January 21, 2025, the warrants that expire December
31, 2026 were amended to change the exercise price to $ 0.10 per share, and then 200,000 of the 2,000,000 warrants were exercised for $ 20,000.

 F- 10

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

 Not applicable

 ITEM 9A. CONTROLS AND
PROCEDURES

 Evaluation of Disclosure
Controls and Procedures.

 Our management
is responsible for establishing and maintaining a system of "disclosure controls and procedures" (as defined in Rule 13a-15(e)
and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we
file or submit under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the Commission's
rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information
required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to
the issuer's management, including its principal executive officer or officers and principal financial officer or officers, or persons
performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 Management's Report
on Internal Control over Financial Reporting.

 Our
management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:

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

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

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

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

 Our
management assessed the effectiveness of our internal control over financial reporting based on the parameters set forth above and has
concluded that as of December 31, 2024, our internal control over financial reporting was not effective to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
U.S. generally accepted accounting principles as a result of the following material weaknesses:

 The Company does not have sufficient segregation of duties within accounting functions due to only having one officer and limited resources.

 The Company does not have an independent board of directors or an audit committee.

 The Company does not have written documentation of our internal control policies and procedures.

 All of the Company's financial reporting is carried out by a financial consultant.

 We plan
to rectify these weaknesses by implementing an independent board of directors, establishing written policies and procedures for our internal
control of financial reporting, and hiring additional accounting personnel at such time as we complete a reverse merger or similar business
acquisition.

 Changes in Internal Control
over Financial Reporting.

 There
have been no change in our internal control over financial reporting during the year December 31, 2024 that has materially affected, or
is reasonably likely to materially affect, our internal control over financial reporting.

 ITEM 9B. OTHER INFORMATION.

 None.

 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

 The following table sets forth
the names and positions of our executive officers and directors. Directors will be elected at our annual meeting of stockholders and serve
for one year or until their successors are elected and qualify. Officers are elected by the Board and their terms of office are, except
to the extent governed by employment contract, at the discretion of the Board.

 Name

 Age

 Position

 George Sharp

 President and Director

 Set forth below is a brief description
of the background and business experience of our executive officer and director for the past five years.

 George Sharp, President and Director

 George Sharp has, for the past
17 years, served as a consultant to companies in a variety of contexts, including software development, assisting public companies with
growth and regulatory compliance plans. Mr. Sharp is a well-known whistleblower and shareholder advocate, fighting against microcap fraud.
He has exposed dubious activities involving various issuers to the public and regulatory bodies for the last 12 years. In June 2017, Mr.
Sharp was engaged as a consultant by OTC Markets Group, Inc. to develop compliance processes to bring more timely and actionable data
to the OTC market.

 Family Relationships

 There are no family relationships
among any of our officers or directors.

 Election of Directors
and Officers

 Directors
are elected to serve until the next annual meeting of stockholders and until their successors have been elected and qualified. Officers
are appointed to serve until the meeting of the Board following the next annual meeting of stockholders and until their successors have
been elected and qualified.

 Audit Committee

 We do
not have any committees of the Board as we only have one director.

 Director Independence

 We do
not currently have any independent directors. We evaluate independence by the standards for director independence established by Marketplace
Rule 5605(a)(2) of the Nasdaq Stock Market, Inc.

 Section 16(a) Beneficial Ownership Reporting Compliance

 Section 16(a) of the Securities
and Exchange Act of 1934, as amended, requires that executive officers, directors and persons who own more than 10% of a registered class
of the Company's equity securities to file reports of ownership and changes of ownership with the SEC within specified due dates.
These persons are required by SEC regulations to furnish the Company with copies of all such reports they file. In light of the lack of
periodic reports being filed by prior management of the Company we are not aware of whether all of our executive officers, directors and
10% stockholders timely filed all required reports under Section 16(a) in a timely manner with respect to our fiscal year ended December
31, 2024.

 Corporate Governance

 Due to its size, at this time
the Company does not have a nominating nor audit committee of the board of directors. The board of Directors consists of two directors.
The Company receives no revenues. At such time that the Company has a larger board of directors and generates revenue, the Company will
propose creating committees of its board of directors, including both a nominating and an audit committee. Accordingly, the Company does
not have an audit committee financial expert.

 Compensation of Directors

 Directors are permitted to receive
fixed fees and other compensation for their services as directors. The Board of Directors has the authority to fix the compensation of
directors. No amounts have been paid to, or accrued to, directors in such capacity.

 Insider Trading Policies

 We have adopted insider trading
policies and procedures governing the purchase, sale, and/or other dispositions of our securities by directors, officers and employees
and their respective immediate family members, which are reasonably designed to promote compliance with insider trading laws, rules and
regulations, and applicable Nasdaq listing standards while they are in possession of material nonpublic information (the "Insider
Trading Policy").

 The foregoing description of the Insider Trading Policy does not purport to be complete and is qualified in
its entirety by the terms and conditions of the Insider Trading Policy, a copy of which is attached hereto as Exhibit 19.1 and is incorporated
herein by reference.

 ITEM 11. EXECUTIVE COMPENSATION

 No officer or director has received
any cash compensation from the Company since the inception of the Company; however, George Sharp received on December 10, 2021, 300,000
shares of the authorized "blank check" preferred stock with 10,000 votes for each share of preferred stock to give voting
control of the Company to Mr. Sharp. Until we acquire additional capital, it is not anticipated that any officer or director will receive
compensation from us, other than reimbursement for out-of-pocket expenses incurred on behalf of the Company. Our officers and directors
intend to devote limited time to our affairs. We did not pay any compensation to our Chief Executive Officers (the "Named Executive
Officers") during the last two fiscal years.

 We have no stock option, retirement,
pension, or profit-sharing programs for the benefit of directors, officers or other employees, but the Board of Directors may recommend
adoption of one or more such programs in the future.

 There are no understandings or
agreements regarding compensation our management will receive after a business combination that is required to be disclosed.

 We do not have a standing compensation
committee or a committee performing similar functions, since the Board of Directors has determined not to compensate the officers and
directors until such time that we complete a reverse merger or business combination.

 Named Executive Officer Employment Agreements

 None.

 Termination Provisions

 As of the date of this Report,
we have no contract, agreement, plan, or arrangement, whether written or unwritten, that provides for payments to a Named Executive Officer
at, following, or in connection with any termination, including without limitation resignation, severance, retirement or a constructive
termination of a Named Executive Officer, or a change in control of the Company or a change in the Named Executive Officer's responsibilities,
with respect to each Named Executive Officer.

 Outstanding Equity Awards at Fiscal Year End

 As of December 31, 2024, none
of our Named Executive Officers held any unexercised options, stock that have not vested, or other equity incentive plan awards.

 Director Compensation

 To date, we have not paid our
director any compensation for services on our Board.

 Equity Compensation Plan Information

 No
equity compensation plan or agreements under which our common stock is authorized for issuance has been adopted during the fiscal year
ended December 31, 2024.

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

 The following
table sets forth certain information regarding beneficial ownership of the Company's common stock as of March 31, 2025, held by
(i) each person who is known by the Company to own beneficially more than 5% of any classes of outstanding common stock, (ii) each director
of the Company, (iii) each of the Chief Executive Officers and the executive officers (collectively, the "Named Executive Officers")
and (iv) all directors and executive officers of the Company as a group based upon 49,005,865 shares outstanding.

 Each of the persons named
in the table has sole voting and investment power with respect to common stock beneficially owned. A person is also deemed to be a beneficial
owner of any securities of which the person has the right to acquire beneficial ownership within 60 days.

 Name and Address 1

 Amount and Nature of Beneficial Ownership

 Percentage of Class 2

 Voting Control Percentage

 George Sharp 3

 Common Stock

 6,000,000

 12.24
 %

.04
 %

 Preferred Stock

 %

 99.7
 %

 All Officers and Directors as a group (1 person) 4

 Common 6,000,000

 12.24
 %

.04
 %

 Preferred 300,000

 %

 99.7
 %

 Total

 99.7
 %

 (1)

 George Sharp is President, Secretary, Treasurer and sole Director of the Company.

 (2)

 George Sharp owns, on a post-split basis, 1,000,000 shares of our common stock which he acquired through an open market purchase on May 24, 2021 and 5,000,000 shares that the Company issued to him on June 29, 2022 and 300,000 shares of Series B preferred with each share of Series B preferred stock having the voting power of 50,000 shares of common stock. The percentage of class is based upon adding the Series B preferred stock voting power (15,000,000,000) and the outstanding shares of common stock (49,005,865) to arrive at total voting power of 15,049,005,865.

 This table is based upon information
derived from our stock records. We believe that each of the shareholders named in this table has sole or shared voting and investment
power with respect to the shares indicated as beneficially owned; except as set forth above, applicable percentages are based upon 49,005,865
shares of common stock outstanding as of March 31, 2025.

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

 Not applicable.

 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

 Audit Fees

 The aggregate fees incurred by
the Company's principal accountant for the audit of the Company's annual financial statements, review of financial statements
included in the quarterly reports and other fees that are normally provided by the accountant in connection with statutory and regulatory
filings or engagements for the years ended December 31, 2024 and 2023 were $40,500 and $40,500, respectively, all of which was paid to
Fruci & Associates II, PLLC and BF Borgers prior to Fruci & Associates II, PLLC.

 Audit Related Fees

 The aggregate fees billed for
professional services that are reasonably related to the performance of the audit or review of the Company's financial statements
but are not reported "Audit Fees" for the years ended December 31, 2024 and 2023 in the amounts of $0 and $0, respectively.

 Tax Fees

 The aggregate fees billed for
professional services rendered by principal accountant for tax compliance, tax advice and tax planning during the years ended December
31, 2024 and 2023 were $0 and $0, respectively.

 All Other Fees

 Other fees billed for products
or services provided by the Company's principal accountant during the years ended December 31, 2024 and 2023. There were no fees
incurred to Fruci & Associates II, PLLC related to all other fees.

 ITEM 15. EXHIBITS AND
FINANCIAL STATEMENT SCHEDULES

 The
following documents are filed as part of this Annual Report on Form 10-K:

 Financial Statement Schedules

 The financial statement schedules
are omitted because they are either not applicable or the information required is presented in the financial statements and notes thereto
under "Item 8. Financial Statements and Supplementary Data."

 Exhibits

 The exhibits listed in the
following Exhibit Index are filed, furnished, or incorporated by reference as part of this Annual Report on Form 10-K.

 Exhibit Number

 Description

 31.1**

 Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 31.2**

 Certification of Principal Financial and Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 32.1**

 Section 1350 Certification of the Principal Financial Officer

 101.INS

 101.SCH

 101.CAL

 101.DEF

 101.LAB

 101.PRE

 *

 Filed herein.

 **

 Furnished herewith.

 SIGNATURES

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

 Date: March 31, 2025

 Stratos Renewables Corporation

 By:

 /s/ George Sharp

 Name:

 George Sharp

 Title:

 President/Chief Financial Officer

 Principal Executive Officer

 Principal Financial and Accounting Officer