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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

 (Mark
One)

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

 For
the fiscal year ended DECEMBER 31, 2023.

Transition report pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period FROM _____TO_____.

 Commission
file number: 0-30695

 ARVANA
INC.

 (Exact
name of registrant as specified in its charter)

 Nevada

 87-0618509

 (State
 or other jurisdiction of

 incorporation or organization)

 (I.R.S.
 Employer

 Identification No.)

Main Street, 13th
Floor, Salt
Lake City, Utah
 84111

 (Address
of principal executive offices) (Zip Code)

 (801)
 232-7395

 (Registrant's
telephone number, including area code)

 Securities
registered under Section 12(b) of the Act: None.

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

by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

 Yes
 No

by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

 Yes
 No

by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

 Yes
 No

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

 Large,
 accelerated filer

 Accelerated
 filer

 Non-accelerated
 filer

 Smaller
 reporting company

 Emerging
 growth company

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

by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b) by the registered
public accounting firm that prepared or issued its audit report.

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

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

by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 Yes
 No

 The
aggregate market value of the registrant's common stock, $0.001 par value (the only class of voting stock), held by non-affiliates
(44,657,614 shares) was $ 20,095,923 based
on the average of the bid and ask price ($0.45) on June 30, 2023.

 At
April 5, 2024, the number of shares outstanding of the registrant's common stock, $0.001 par value (the only class of voting stock),
was 107,845,554.

 TABLE
OF CONTENTS

 PART
 I

 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

 PART
 II

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

 Item
 6. [Reserved]

 Item
 7. Management's Discussion and Analysis of Financial 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
 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 PART
 III

 Item
 10. Directors, Executive Officers, and Corporate Governance

 Item
 11. Executive Compensation

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

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

 Item
 14. Principal Accountant Fees and Services

 PART
 IV

 Item
 15. Exhibits, Financial Statement Schedules

 Item
 16. Form 10-K Summary

 Signatures

 PART
I

 ITEM
1 BUSINESS

 As
used herein the terms "Arvana," "we," "our," and "us" refer to Arvana Inc., its subsidiary,
and its predecessor, unless context indicates otherwise. Any distinct references to Down2Fish refer to Down 2 Fish Charters, LLC., a
wholly owned subsidiary of Arvana.

 FORWARD-LOOKING
STATEMENTS

 The
information in this Annual Report on Form 10-K contains forward-looking statements that involve risks and uncertainties, including our
capital needs, business plans and expectations. Forward-looking statements also involve risks and uncertainties regarding our business,
capital, government regulations, stock price, operating costs, capital costs, and other factors. Any statements contained herein that
are not statements of historical fact may be deemed to be forward-looking statements. You can identify forward-looking statements by
terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate",
"believe", "estimate", "predict", "potential" or "continue", the negative of such terms, or other
comparable terminology. Forward-looking statements are based on assumptions and analyses made by management considering their experience
and perception of historical trends, current conditions and expected future developments as well as other factors it believes are appropriate
in the circumstances. Actual events or results may differ materially. We disclaim any obligation to publicly update forward-looking statements
or disclose any difference between actual results and those reflected in these statements. Given these uncertainties, readers are cautioned
not to place undue reliance on forward-looking statements.

 Overview

was incorporated in the State of Nevada on June 16, 1977, as "Turinco, Inc." to engage in any legal undertaking. On July
24, 2006, Arvana changed its name from Turinco, Inc. to Arvana Inc. on the acquisition of Arvana Networks, Inc., a telecommunications
business. We discontinued efforts related to that business as of December 31, 2009. Arvana acquired Down 2 Fish Charters, LLC on February
3, 2023. Down2Fish was organized under the laws of the State of Florida on April 1, 2019.

acquired the assets and assumed the liabilities of Down2Fish on February 3, 2023, from LCF Salons, LLC, ("LCF") in exchange
for fifty thousand dollars ($50,000) and a secured promissory note ("Note") in the amount of seven hundred thousand dollars
($700,000) payable twenty-four (24) months after the closing date that bears interest of seven and one quarter percent (7 %) per
annum. Interest on the promissory note is payable on an annual basis. On January 29, 2024, Arvana and LCF agreed to extend the interest
due date on the Note from the annual anniversary to April 3, 2024.

 Stockholders
approved a forward stock split of Arvana's common shares on a 3-for-1 basis effected on April 19, 2023, to stockholders of record
on March 31, 2023. All changes in Arvana's capital structure have been given retroactive effect in this annual report.

 While
Arvana operates its fishing charter business it has continued to seek business opportunities in real estate development. On December
12, 2023, Arvana announced a non-binding memorandum of understanding to acquire the business of FirstShot Centers, LLC ("FirstShot"),
 a Nevada based company intent on expanding its specialty use concept to acquire and repurpose
vacant shopping malls, outlet locations and big bog stores throughout the United States to attract new tenants from targeted industries
that offer goods or services that are not available online. The parties are yet to enter into a definitive agreement pending delivery
of the FirstShot business and financing plan.

 Our
office is located at 299 Main Street, 13 th Floor, Salt Lake City, Utah 84111, and our telephone number is (801) 232-7395.
AA Registered Agents, 4869 Nightwood Court, Las Vegas, Nevada 89149, is our registered agent in the State of Nevada.

is registered with the Securities and Exchange Commission and traded on the OTC Pink Sheets Current
Information Alternative Reporting electronic platform under the symbol "AVNI."

 History

 Down2Fish
operates a Florida based fishing charter business that offers a range of curated maritime adventures that include inshore, offshore,
and custom charters for fishing enthusiasts, nature lovers and tourists. The business is operated from a private dock in Palmetto, Florida
that services the Tampa Bay area in addition to St Petersburg, Sarasota, Venice, Port Charlotte, and Clearwater. Down2Fish generates
revenue from the sale and provision of fishing charter services.

 Services

 Down2Fish
offers the following service options for seaborne adventures:

 •
 inshore/coastal
 fishing boat charter services;

 •
 offshore
 fishing boat charter services.

 •
 sight-seeing
 fishing boat charter services; and

 •
 custom
 fishing boat chart services.

 In-shore
fishing charters are an excellent way to experience deep-sea fishing off the Florida Gulf coast without spending the day motoring out
to the open sea and back again. Customers get the full experience of baiting their line, casting, hooking, and landing a real live Gulf
water fish, all within sight of shore. We offer in-shore charters as full or half-day adventures that includes exploring flats and bays
up to three miles from the beach. May, June, and July are the best months for inshore fishing in
the Tampa Bay area. Popular inshore fish species include mangrove snapper, snook, redfish, tarpon, and cobia. Fishing lessons
are included on our charters along with help in cleaning the catch.

 An
offshore deep-sea fishing charter is designed to be an immersive experience. Charters are all-day trips that travel up to eighty miles
offshore to open waters off the Florida Gulf coast, that are home to large fish, up to 50lbs or more including red grouper, scamp grouper,
gag grouper, mahi mahi, American red snapper, red porgy, greater amberjack, blackfin tuna, various shark species, king mackerel, jack
crevalle, and cobia. The skills required for deep-sea fishing can be more challenging than that required for in-shore fishing and the
equipment more exhaustive to use. Fishing lessons for inexperienced deep-sea anglers are often a good part of the charter. We offer deep-sea
fishing all year round subject to weather conditions.

 Sight-seeing
charters specialize in taking customers out on local waterways on guided tours of aquatic and terrestrial points of interest. This type
of charter works well in tourist destinations such as Tampa.

 Custom
or special event charters are all-day trips designed
to commemorate special events such as weddings, corporate outings, or birthday parties that can
combine in-shore and off-shore fishing charters. Customers can choose from a variety of activities and sight-seeing options tailored
to specific requests.

 We intend to offer dolphin watching charters as the means to
grow the Down2Fish brand in the Greater Tampa area and are exploring the possibilities for offering whale watching charters. The Tampa
Bay area is ideal for dolphin spotting as many dolphins live in shallow waters close to the coastline. Dolphin tours are popular with
families and groups. However, Down2Fish will need a larger vessel that can carry more clients to initiate dolphin watching charters.
North Atlantic right whales can be sporadically spotted from November to April calving in waters off the Florida Gulf coast. Given that
right whale spotting in Florida is a rarity, we are unaware of any fishing charter companies in Florida that offer whale watching tours
so to offer this service could quickly help us distinguish the Down2Fish brand.

 Industry

 The
fishing charter industry consists of businesses that engage in services such as inshore/coastal fishing, offshore fishing, and tournament
fishing. Operators provide charter boat services for individuals, parties, and companies. Operators may vary greatly in size, ranging
from large operators with a fleet of vessels to single boat owner-operators and part-time charter companies. The
industry has seen faltering growth over the past five years. COVID-19 was the primary disruption
that resulted in a significant decline in domestic tourism.

 The
IBISWorld report dated to September 2023, explains that the fishing charter industry has experienced a moderate decline over the last
five years. Overall revenue was estimated to drop at an annualized rate of 4.8% through that period to $440.3 million. Despite the fall
in revenue, the IBISWorld report added that the number of charter boat businesses grew by 2.4% to 3,649, and the number of charter boat
employees grew by 1.4% to 5,753 during the prior five years to September 2023. While the fishing charter industry benefited from
a recovering economy in 2021 post pandemic, rising inflation in 2022, dampened growth through 2023. The reports notes that the fishing
charter industry continues to face stiff competition from other recreational activities such as hiking, running, and video games along
with a negative shift in consumer confidence. Inflation has caused consumers to save more of their earnings in response economic uncertainty
which sentiment has had a chilling effect on the demand for fishing charter boat services.

 Looking
ahead, the IBISWorld report for the fishing charter business has forecast an increase in revenue at an annualized rate of 3.0% to $511.3
over the next five years as disposable income is expected to increase in a tight labor market, which
development will likely provide consumers with more discretionary income for recreational services such as fishing charters.

 Competition

 While
no single participant in the fishing charter business holds a dominant share of the available market, we
do nonetheless face intense competition. Competitors range from industry operators that maintain fleets of vessels, to single vessel
owner-operators and part-time charter companies. Existing and prospective competitors have or could have advantages over us such
as those with greater name recognition, longer operating histories, deeper service offerings, larger customer bases, substantially greater
financial or other resources. Many of our competitors offer fishing charters at a low-cost that may be difficult or impossible for us
to match and are able to book fishing charters directly from their own e-commerce websites as compared to our reliance on third-party
booking sites or services to accept payment, all of which are paid a fee for each engagement.

 We
are faced with a bevy of competitors in the Tampa Bay area that include:

 •
 Queen
 Fleet Deep Sea Fishing based in Clearwater, Florida, a family-owned business that has offered
 fishing charters for over sixty years. Service offerings include charters for up to 150 persons
 on "fishing party boats" for half day excursions, and on smaller charters for
 up to 85 persons on all day fishing excursions. The business maintains two of the larger
 fishing party boats and one vessel for all day fishing charters.

 •
 Poseidon
 Fishing Charters that operate from Tampa Bay offers specific charters to fish for specific
 fish species, such as goliath grouper fishing or shark fishing, night fishing and firework
 sight-seeing tours. Poseidon Fishing also offers a summer camp for children, merchandise,
 and special pricing for time sensitive charters.

 •
 Florida
 Reels Fishing Charters offers a variety of pick-up locations along the Gulf Coast that is
 operated by a single owner-operator with one custom built vessel. The business emphasizes
 its use of top fishing equipment and reliance on knowledge-based fishing derived from years
 spent fishing in the area.

 While
this list of competitors is in no way exhaustive it does provide a snapshot of competition in the area and some of the distinguishing
characteristics used by these competitors to attract fishing charters.

 Our
competitive weaknesses are tied to our limited operating history and the size of our operation. Since we are relatively new to operating
in the Tampa Bay area, our business struggles with brand recognition in a market filled with options. We expect that the implementation
of our business plan will increase brand recognition and customers for our fishing charters. However, efforts to expand brand recognition
require that we overcome our biggest competitive weakness that being the limited financial resources at our disposal. Material growth
will depend, in no small part on our ability to purchase an additional vessel to host dolphin sightseeing charters, and our willingness
to spend additional sums on marketing our charters. We do not presently have the funds necessary to purchase a suitable dolphin sightseeing
vessel, or to boost marketing efforts.

 Despite
the nature of the fishing charter industry and our competitive weaknesses, we believe that the services we offer today will continue
to compete effectively due to several factors. We have a team with excellent experience in the fishing charter industry that provides
the core strength of our workforce. Aside from the synergies that exist in our carefully selected workforce, our charters are guided
by best practices in the industry. Our captain is at the top of the range for expertise in running fishing charters. Another of our strengths
is our location in Palmetto, Florida with easy access to the Florida Gulf Coast, an area extremely popular for anglers and tourists alike.
The state-of-art condition of our fishing boats and fishing equipment is an attraction for customers. Another of our strengths is our
attention to fishing rules and regulations focused on preserving the environment. Our concern for the environment is not lost on customers
who are increasingly focused on enjoying nature without causing harm in the process. We are also cost competitive with other fishing
charter businesses in the area.

 Market
Analysis

 The
fishing charter industry competes with a wide variety of other recreational activities that include non-fishing sightseeing, land-based
recreation such as hiking, city sightseeing, and even sporting events. A research report published by IBISWorld in 2018 reported that
during the five years that preceded that year, the industry lost ground to other forms of recreation as consumer preferences changed.
The COVID-19 pandemic had a further chilling effect on the industry as prospective customers were bound to remain in their homes. However,
a post-COVID-19 IBISWorld report on the fishing charter industry released in September of 2023 forecasts that the industry is expected
to realize annualized revenue growth through 2028, on the basis that sustained economic growth will lead to an increase in consumer incomes
which will enable more people to spend more money on recreational activities. Despite the effects of inflation, there is reason to believe
that the fishing charter industry is about to enter a consistent growth pattern in the face of competing recreational activities.

 Marketing
Strategy

 Our
marketing strategies are directed towards achieving specific objectives that support our strategic goals to create new market channels,
increase revenue and grow market share. We expect to leverage off premier fishing charter experiences to win new customers and retain
existing ones. Down2Fish maintains modern well equipped fishing charter vessels, experienced crews, a convenient location from which
to embark on charters, and reliance on highly reliable payment platforms for payment. Our intention is also to work with brand and publicity
consultants to help us map out publicity and advertising strategies that will help us reach our target market.

 We
expect to continue to make use of the following marketing and sales strategies:

 •
 promote
 our business online via our official website and social media platforms like; Instagram,
 Facebook, twitter, YouTube, Google, Linked In + et al;

 •
 offer
 Down2Fish branded merchandise online and aboard our fishing charters;

 •
 advertise
 special prices;

 •
 advertise
 our fishing boat charter in our official website and employ strategies that will help us
 pull traffic to the site;

 •
 promote
 our business on fishing charter booking sites such as Fareharbor, Travelocity, and Fishing
 Booker; and

 •
 dress
 crew members in branded shirts with our company logo.

 Our
pricing is similar to the average price of what is charged for a fishing charter. While we do not charge more than our competitors, we
do not charge less. Nonetheless, we do intend to offer discounts on our fishing charters for special events, and to reward loyal customers
especially for referrals to our business.

 Our
facility to accept payments is all inclusive, as we are quite aware that different customers prefer different payment options such as:

 •
 payment
 via bank transfer

 •
 payment
 with cash

 •
 payment
 via Point-of-Sale Machine (POS)

 •
 payment
 via credit card.

 Governmental
Regulation

 Our
business is subject to extensive federal, state, and local regulations in Florida.

 The
captain of a saltwater fishing charter must comply with U.S. Coast Guard ("USGC") regulations which include holding a USGC
Captain's License. Vessels used by a charter captain to do business must be commercially registered or have a USGC certificate
of documentation with a commercial designation and follow USGC vessel safety requirements. Vessels carrying more than six passengers
for hire must also have a Certificate of Inspection issued by the USGC. The USGC also exercises full authority over the safety and health
of crews aboard vessels that have been inspected and certified. Any safety or health complaints received by the Occupational Safety and
Health Administration ("OSHA") concerning crew working conditions on an inspected vessel are referred to the USGC for determination
of whether the events complained of constitute hazardous conditions. Fishing charters conducted in the Gulf of Mexico are also required
to hold Gulf of Mexico Charter/Headboat for Reef Fish, and a Gulf of Mexico Charter/Headboat for Coastal Migratory Pelagics permits issued
by the National Oceanic and Atmospheric Administration ("NOAA"). Enforcement falls on the NOAA Office of Law Enforcement.

 Florida
requires a Charter Captain or Boat Fishing License to carry paying customers for the purpose of taking, attempting to take or possessing
saltwater fish or organisms. A Florida Charter Capitan license also covers customers on a charter who are not required to hold separate
recreational saltwater fishing licenses and permit the licensed captain to go from boat to boat to do business. Florida also requires
us to hold a Gulf Reef Fish Charter/Endorsement. State licenses are issued by the Florida Fish and Wildlife Conservation Commission ("FWC").
Our business is also subject to FWC Florida Charter for Hire Regulations and Florida Recreational Fishing Regulations. We are further
required to register as our boats as commercial vessels with the Florida Highway Safety and Motor Vehicles. Our business must also follow
certain local restrictions as to seasons, volume, and fish species subject to catch.

 We
are also subject to city and county business license requirements.

 Our
failure to comply with the rules and regulations that govern fishing charter businesses could result in substantial penalties. Since
such rules and regulations are frequently amended or interpreted differently by regulatory agencies, we are unable to accurately predict
the future cost or impact on our business in complying with such laws or ultimately what cost or impact compliance or otherwise will
have on us. Nevertheless, we do believe that our business is currently in regulatory compliance with those rules and regulations incumbent
upon us.

 Environment

 We
seek to comply with all applicable federal, state, and local statutory laws or regulations concerning the preservation of our environment.
The Magnuson-Stevens Fishery Conservation and Management Act ("MSA") is the primary federal law governing marine fisheries
management in federal waters up to two hundred nautical miles off the U.S. coasts. The MSA works through local councils to maintain its
objectives. Our business falls under the Gulf of Mexico Fishery Management Council, one of eight councils that are responsible for developing
management plans to prevent overfishing, rebuild fish stocks and promote the long-term health of fishing. MSA councils look to the Scientific
and Statistical Committee ("SSC") for advice over a range management issues, such as what is an acceptable biological catch,
maximum sustainability, and rebuilding targets. Based on data generated by the SSC, each council develops a fish management plan and
submits recommended regulations to the U.S. Secretary of Commerce. The Gulf of Mexico Fishery Management will also work with the FWC
to ensure consistency in catch limitations. NOAA is one of the agencies responsible the enforcement of MSA directives.

 Florida
is fiercely protective of its fish stocks given the tremendous economic impact it has on the state. On the state level the FWC is responsible
for saltwater regulations that extend up to nine nautical miles off the Florida Gulf Coast. Regulations published through the FWC go
to bag limits, species, size, and season for each fish species that can be legally caught. The FWC also publishes a list of fish species
that cannot be caught. Since restrictions are subject to change, current restrictions are published online on the FWC's website,
eRegulations.com, and through independent businesses that offer fishing charters. Local fishing areas may also maintain restrictions
on fishing that apply to their communities.

 Expenditures
for compliance with federal state and local environmental laws have not had, and are not expected to have, a material effect on our business.

 Employees

has one employee who serves as its chief executive officer, chief financial officer, and a director. He engages consultants, attorneys,
accountants, and auditors as necessary to direct Arvana's business. Management has no intention of engaging additional employees
until the sustainability of our business is assured.

 Down2Fish
has a non-employee compensation arrangement with its manager and plans to hire additional persons moving forward to increase the number
of fishing charters tours undertaken.

 Patents,
Trademarks, Licenses, Franchises, Concessions, Royalty Agreements and Labor Contracts

owns no patents, trademarks, licenses, franchises, concessions, or royalty agreements and is not subject to any labor contracts.

 Reports
to Security Holders

 Our
annual report contains audited financial statements. We are not required to deliver an annual report to security holders and will not
automatically deliver a copy of the annual report to our security holders unless a request is made for such delivery. We file our required
reports and other information with the Commission. The statements and forms filed by us with the Commission have also been filed electronically
and are available for viewing or copy on the Commission maintained Internet site that contains reports, proxy and information statements,
and other information regarding issuers that file electronically with the Commission. The Internet address for this site can be found
at

 ITEM
1A. RISK FACTORS

is a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended ("Exchange Act")
and, as such, are not required to provide the information under this Item.

 ITEM
1B. UNRESOLVED STAFF COMMENTS

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

 ITEM
1C. CYBERSECURITY

 Limited
Risk Management Strategy for Handling Sensitive Data

is committed to the integrity and security of the sensitive data that it collects, maintains, and transmits across its computer systems.
Over the ordinary course of our business, Arvana and its third-party service providers, such as charter booking services, collect, maintain,
and transmit sensitive data including proprietary or confidential business information (such as operational data and personal information).
The secure maintenance of this information is critical to our business and reputation.

 Despite
our efforts to implement robust security measures, in reliance on administrative, technical, and physical safeguards, our risk management
strategies, and practices for protecting sensitive data are subject to certain limitations. A variety of factors give rise to these limitations
including the evolving nature of cyber threats, resource constraints, and the inherent risks associated with the technologies we and
third-party service providers employ. Arvana relies on third parties, including cloud vendors and consultants, for various business functions.
Many of our third-party service providers have access to our information systems and data, and we rely on such third parties for the
operation of our business. We oversee third-party service providers by conducting vendor diligence. Vendors are generally assessed for
risk based on the nature of their service, access to data and systems and supply chain risk.

 Arvana's
current risk management strategy may not fully account for or mitigate the risks posed by emerging technologies or the potential impact
of these limitations on our business. Financial liabilities, damage to our reputation, and erosion of customer trust could negatively
affect our business operations and financial condition.

 We
have adopted a cybersecurity governance structure to identify, assess, and manage material risks from cybersecurity threats that include
a framework to respond to and assess internal and external threats to the security, confidentiality, and integrity of Arvana's
data and information systems. Under which framework management is responsible for assessing and managing material risks that arise from
cybersecurity threats. We have not engaged third-party qualified contractors or claim any management expertise from which to draw in
the event of cybersecurity threats.

 Governance

 When
identified by management, cybersecurity threats are to be immediately reported to Arvana's Audit Committee. The Audit Committee
has primary responsibility for oversight of cybersecurity threats once a cybersecurity threat has been reported to it by management.
Matters to be considered by the Audit Committee include management risks relating to data privacy, technology, and information security.
The Audit Committee must also consider Arvana's cyber security measures and the back-up of information systems, along with what
steps Arvana has taken to monitor and control cybersecurity exposure. Further, the Audit Committee is tasked with the responsibility
for conferring with management and Arvana's auditors as to the adequacy and effectiveness of information safeguards, cybersecurity
policies, and internal controls that impact information security. The Audit Committee will be briefed on any material cybersecurity incidents
that might adversely affect our business at least once each year, such brief will include topics such as risk assessment, risk management,
control decisions, service provider arrangements, security incidents, responses with recommendations for changes or updates to policies
and procedures.

 While
Arvana has not experienced cybersecurity incidents in the past, it cannot guarantee that our cybersecurity safeguards will prevent breaches
or breakdowns of our third-party service providers' information technology systems, particularly in the face of continually evolving
cybersecurity threats and increasingly sophisticated threat actors.

 A
cybersecurity incident could materially affect our business, results of operations, financial condition, and reputation, in addition
to potentially subjecting us to government investigations, litigation, fines or damages.

 ITEM
2. PROPERTIES

leases executive office is located at 299 Main Street, 13 th Floor, Salt Lake City, Utah 84111. We pay an annual rent of $828
payable on a month-to-month basis.

 Our
business office is located at 901 25 th Avenue W, Palmetto, Florida 34221. We paid a nominal fee for the use of a boat dock
and two boat slips to cover the term of the lease that expires on December 31, 2025.

 We
believe that these arrangements are appropriate at this time given our focus on operating efficiencies and do not believe that we will
need to maintain a larger spaces in the foreseeable future.

 ITEM
3. LEGAL PROCEEDINGS

is not a party to any material litigation, arbitration, governmental proceeding, or other legal proceeding currently pending or known
to be contemplated against it, or any of its officers or directors in their respective capacities as members of Arvana's management
team.

 ITEM
4. MINE SAFETY DISCLOSURES

 Not
applicable.

 PART
II

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

 Market
Information

of Arvana's common stock are quoted on the OTC Pink Sheets Current Information Alternative
Reporting electronic platform under the symbol "AVNI".

 Over-the-counter
market quotations of our common stock reflect inter-dealer prices, without retail mark-up, mark-down, or commission, and may not necessarily
represent actual transactions.

 On
February 22, 2023, Arvana's stockholders approved a forward-split on a 3-1 basis of its outstanding common stock that was effected
on April 19, 2023, to stockholders of record on March 31, 2023.

 Holders

has 103 stockholders of record holding a total of 107,845,554 shares of fully paid and non-assessable common stock of the 500,000,000
shares of common stock, par value $0.001, authorized. We believe that the number of beneficial owners is substantially greater than the
number of record holders given a portion of our outstanding common stock is held in broker "street names" for the benefit
of individual investors.

 Dividends

has neither the ability nor any history of paying cash dividends to its stockholders and has no intention to pay cash dividend in the
foreseeable future.

 Securities
Authorized for Issuance Under Equity Compensation Plans

 The
table below details compensation plans, including individual compensation arrangements, under which Arvana equity securities have been
authorized for issuance as of year-end December 31, 2023, aggregated as follows: (i) All compensation plans previously approved by security
holders; and (ii) All compensation plans not previously approved by security holders.

 Plan
 category

 of securities issued upon exercise of outstanding options, warrants and rights (a)

 Weighted-average
 exercise price of outstanding options, warrants and rights

 of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)

 (a)

 (b)

 (c)

 compensation plans approved by security holders

 7,950,000

 $
 0.09

 2,550,000

 compensation plans
not approved by stockholders

 —

 —

 —

 Total

 7,950,000

 $
 0.09

 2,550,000

 The Arvana Inc. 2002 Stock Incentive Plan was approved by stockholders on February 22, 2023.

Inc. 2022 Stock Incentive Plan

 The
purpose of the Arvana Inc. 2022 Stock Incentive Plan ("Incentive Plan") is to provide a means through which Arvana may attract
able persons to serve as employees, directors, or consultants of Arvana or its subsidiaries, and to provide a means whereby those individuals
upon whom the responsibilities for the successful administration and management of Arvana rest, and whose present and potential contributions
to Arvana are of importance, may acquire and maintain stock ownership, thereby strengthening their concern for the welfare of Arvana.
The Incentive Plan provides for granting incentive stock options ("ISO's"), non-qualified stock options ("NQSO's"),
restricted stock awards ("RSA's"), or any combination of the foregoing, as is best suited to the circumstances of the
employee, consultant, or director who might be eligible for participation. Employees are eligible for incentive stock options and non-qualified
stock options under the Incentive Plan. Non-employee members of our board of directors ("Board") and consultants are eligible
for non-qualified stock options.

 Performance
Graph

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

 Recent
Sales of Unregistered Securities

 The
table below details Arvana sales of securities over the past three years which were not registered under the Securities Act of 1933,
as amended ("Securities Act") that includes sales or reacquired securities, new issues, securities issued in exchange for
property, services or other securities, and new securities that resulted from the modification of outstanding securities. None of sales
detailed below involved any underwriters, underwriting discounts, or commissions, except as specified hereto.

 On
September 30, 2022, Arvana sold an aggregate of five million four hundred thousand (5,400,000) shares to 16 individuals and 2 corporations,
pursuant to the exemptions from the registration promulgated under Securities Act as follows;

 Name

 Date

 Amounts
 Settled

 Cash

 Price

 Exemptions

 Brian
 Buckley (1)

 08/11/2022

 $
 —

 $
 60,000

 $
 0.067

 900,000

 Reg S

 Peter
 Van Seggelen

 08/11/2022

 —

 25,000

 0.067

 375,000

 Reg S

 Leonard
 B. Smith

 08/18/2022

 —

 0.067

 Reg S

 Cathy
 Bures

 08/25/2022

 —

 5,000

 0.067

 75,000

 Reg D

 Andrew
 Barry

 08/29/2022

 —

 12,500

 0.067

 187,500

 Reg S

 Melanie
 Ellenburgh

 08/29/2022

 —

 12,500

 0.067

 187,500

 Reg S

 Jim
 Silyve

 08/29/2022

 —

 0.067

 Reg S

 Bruce
 Carson

 09/01/2022

 —

 25,000

 0.067

 375,000

 Reg S

 James
 Stephen Gardiner & Licia Gardiner

 09/01/2022

 —

 15,000

 0.067

 225,000

 Reg S

 Robert
 Breakell

 09/01/2022

 —

 0.067

 Reg S

 Orion
 Winkelmeyer

 09/01/2022

 —

 60,000

 0.067

 900,000

 Reg S

 Louis
 Basque

 09/02/2022

 —

 5,000

 0.067

 75,000

 Reg S

 Lawrence
 Jean

 09/08/2022

 —

 0.067

 Reg S

 Natasha
 Blaisdell

 09/09/2022

 —

 15,000

 0.067

 225,000

 Reg S

 Jeffrey
 King

 09/09/2022

 —

 5,000

 0.067

 75,000

 Reg S

 Daniel
 Dunlop

 09/09/2022

 —

 30,000

 0.067

 450,000

 Reg S

 Enkore
 Custom Homes, Inc.

 09/20/2022

 —

 0.067

 Reg S

 Orsa
 & Company (2)

 09/30/2022

 40,000

 —

 0.067

 600,000

 Reg D

 Sub-total

 320,000
 (3)

 TOTAL

 $
 40,000

 $
 320,000

 5,400,000

 (1)
 Brian Buckley participated in the placement twice.

 (2)
 Orsa & Company is wholly owned by Ruairidh Campbell, an officer and director of Arvana.

 (3)
 Arvana paid a 10% referral fee to a resident of Alberta, Canada pursuant to provincial regulatory exemptions from registration.

 On July
23, 2021, we issued an aggregate of eighty-eight million six hundred and thirteen thousand five hundred and forty-four (88,613,544) shares
in debt settlement to four individuals (4) and five (5) entities, pursuant to the exemptions from the registration promulgated under
Securities Act as follows;

 Name

 Date

 Amount
 Settled & Extinguished

 Stock
 Price

 Exemptions

 Zahir
 Dhanani (1)

 04/01/2021

 $
 220,071.06

 $
 0.10

 1,309,476

 §

 Third
 Millennium Capital Corporation

 04/01/2021

 12,659.58

 0.10

 79,521

 §

 CaiE
 Foods Partnership Ltd.

 04/01/2021

 213,522.09

 0.10

 1,746,099

 §
 4(a)(2)/ Reg D

 International
 Portfolio Management Inc. (2)

 10,375.00

 0.013

 778,125

 §

 Altaf
 Nazerali (2)

 5,750.00

 0.013

 431,250

 §

 Altaf
 Nazerali (2)

 10,000.00

 0.013

 750,000

 §

 Valor
 Invest Ltd. (2)

 924,975.96

 0.013

 69,373,197

 §

 John
 Baring (3)

 60,000.00

 0.013

 4,500,000

 §
 4(a)(2)/ Reg D

 681315
 B.C. Ltd. (4)

 103,611,68

 0.013

 7,770,876

 §

 Raymond
 Wicki

 44,879.03

 0.013

 1,875,000

 §

 TOTAL

 $
 1,605,844.40

 88,613,544

 (1)
 Zahir Zhanani was a former officer and director of Arvana.

 (2)
 Valor Invest Ltd. and International Portfolio Management are under the common control of Altaf Nazerali.

 (3)
 Sir John Baring is the chairman of Arvana's Board.

 (4)
 681315 B.C. Ltd. is beneficially owned by Arvana's former bookkeeper.

 ITEM 6. [RESERVED]

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

 This
 Management's Discussion and Analysis of Financial Condition and Results of Operations and other parts of this annual report
contain forward-looking statements that involve risks and uncertainties. Forward-looking statements can also be identified by words such
as "anticipates," "expects," "believes," "plans," "predicts," and similar
terms. Forward-looking statements are not guarantees of future performance and our actual results may differ significantly from the results
discussed in the forward-looking statements. Factors that might cause such differences include but are not limited to those discussed
in the subsection entitled Forward-Looking Statements and Factors That May Affect Future Results and Financial Condition below.
The following discussion should be read in conjunction with our financial statements and notes thereto included in this report. Our fiscal
year end is December 31.

 Discussion
and Analysis

 Overview

acquired Down2Fish on February 3, 2023, as a wholly owned subsidiary. Down2Fish operates a Florida based fishing charter business that
offers a range of curated maritime adventures that include inshore, offshore, and custom charters for fishing enthusiasts, nature lovers
and tourists. The business is operated from a private dock in Palmetto, Florida that services the Tampa Bay area in addition to St Petersburg,
Sarasota, Venice, Port Charlotte, and Clearwater. Down2Fish generates its revenue from the sale and provision of fishing charter services.

 Plan
of Operation

 Our
plan of operation is to support the development of our business, and to build on its existing business model. We believe that an expansion
of marketing efforts around Tampa Bay, to offer a wider range of services, such as dolphin tours, will help establish the Down2Fish brand,
attract more customers and increase revenues. Expansion into new service offerings will however require capital sufficient to finance
the purchase of another vessel and additional boating equipment. We believe that dolphin tours can return net revenue on a consistent
basis if we are able to attract sufficient customers to each excursion. We are currently licensed and equipped to carry no more than
six (6) customers on each fishing charter. A vessel designed primarily for dolphin tours can carry from fifty (50) to one hundred (100)
customers. Our primary impediment for equipment procurement and installation is cost. We are presently considering financing options
that might become available to us in the near term but have no assurance that financing options will become available or that if such
did become available, that the financing terms would be tenable for our business. Unless or until we can offer excursions that cater
to a greater number of customers on each excursion, we will continue to focus on offering more fishing charter excursions to build revenue
and improve our results of operations.

 While
Arvana operates its fishing charter business it has continued to seek business opportunities in real estate development. On December
12, 2023, Arvana announced a non-binding memorandum of understanding to acquire the business of FirstShot Centers, LLC, a
Nevada based company intent on expanding its specialty use concept to acquire and repurpose vacant shopping malls, outlet locations
and big bog stores throughout the United States to attract new tenants from targeted industries that offer goods or services that are
not available online. The parties are yet to enter into a definitive agreement pending delivery of its business and financing plan.

 Results
of Operations

the year ended December 31, 2023, Arvana purchased Down2Fish as a wholly owned subsidiary, raised capital to sustain operations, evaluated
other business opportunities, and offered charter fishing services.

 Charter
fishing services were curtailed in the third quarter of 2023 and halted in the fourth quarter of 2023, due to necessary repairs to both
of our vessels under their respective warranties.

 Our results
of operations for the year ended December 31, 2023, as compared to the year ended December 31, 2022, were as follows below:

 Twelve
 Months Ended December 31

 2023

 2022

 Change

 Revenue

 $
 24,276

 $
 —

 $
 24,276

 expenses

 555,198

 165,831

 389,367

 Loss
 from Operations

 (530,922
)

 (165,831
)

 (365,091
)

 Lease

 44,000

 —

 44,000

 Interest

 (17
)

 Interest
 expense

 (58,647
)

 (587
)

 (58,060
)

 Loss
 on asset purchase

 (771,009
)

 —

 (771,009
)

 Other

 —

 15,000

 (15,000
)

 Total
 Other (Expense) Income

 (785,651
)

 14,435

 (800,086
)

 Net
 loss

 $
 (1,316,573
)

 $
 (151,396
)

 $
 (1,165,177
)

 Revenue

 Charter
revenue from operations for the twelve-month period ended December 31, 2023, was $24,276 from $0 for the comparable twelve-month period
ended December 31, 2022. The increase in revenue in the current twelve-month period is attributed to the purchase of Down2Fish in February
of the current year. Revenue results for the current year were hampered by necessary repairs to both of our fishing charter vessels.

 We
expect charter revenue from operations to increase over the next twelve months as both of our fishing charter vessels return to active
service.

Expenses

expenses for the twelve-month period ended December 31, 2023, increased to $555,198 as compared to $165,831 for the twelve-month period
ended December 31, 2022, an increase of 235%. The increase in operating expenses over the twelve-month period ended December 31, 2023,
is attributed to the addition of charter expenses, the increase in general and administrative expenses that included stock-based compensation,
transfer agent costs and auditing expenses connected to the purchase of Down2Fish.

 We
expect operating expenses to increase in future periods as our business development strategies are implemented while auditing and accounting
professional fees are expected to decrease over the next twelve months.

 Other
Expense (Income)

 Other
expense for the twelve-month period ended December 31, 2023, was $785,651 as compared to other income of $14,435 for the twelve-month
period ended December 31, 2022. The transition from other income to other expense over the comparative periods can be primarily attributed
to the loss recognized with the acquisition of Down2Fishon and interest expanse offset by lease income realized in the current twelve-month
period. Other income in the current prior-month period can be attributed to an amount forgiven in connection with a rescission and mutual
release agreement, offset by interest expense.

 We expect
other expense to decrease over future periods as debt instruments tied to the fishing charter vessels are satisfied and lease income
increases.

 Net
Loss

 Net
loss for the year ended December 31, 2023, was $1,316,573, as compared to a net loss of $151,395 for the year ended December 31, 2022,
an increase of 770%. The increase in net loss in the current twelve-month period over the prior comparable period can be primarily attributed
to an increase in losses from operating expenses, interest expenses and the loss recognized on the asset purchase of Down2Fish, offset
by the realization of revenue from charter boat services and other income that is generated through a lease of the charter vessels.

 We
expect to continue to realize net losses from operations over the next twelve months as management works to implement its business model.

 Capital
Expenditures

 We
expended no amounts on capital expenditures for the respective twelve-month periods ended December 31, 2023, and December 31, 2022.

 Liquidity
and Capital Resources

 Since
inception, Arvana has experienced significant changes in liquidity, capital resources, and stockholders' deficit.

 We
had current assets of $27,171 as of December 31, 2023, that consisted of cash, and a bond as compared to current assets of $142,365 as
of December 31, 2022, that consisted solely of cash. Total assets were $216,549 as of December 31, 2023, that consisted of current assets,
property, equipment, and intangible assets, as compared to total assets, of $142,365 as of December 31, 2022, that consisted solely of
cash. We had a working capital deficit of $311,316 as of December 31, 2023, as compared to a working capital surplus of $104,495 as of
December 31, 2022. Net stockholders' deficit in Arvana was $962,126 at December 31, 2023, as compared to a net stockholders' equity in
Arvana of $104,495 at December 31, 2022.

 The
following table shows a summary of our cash flows for the periods presented:

 Twelve
 Months Ended December 31

 2023

 2022

 Change

 Net
 cash (used in) provided by

 $

 $

 $
 —

 activities

 (206,118
)

 (133,238
)

 (72,880
)

 Investing
 activities

 (54,552
)

 —

 (54,552
)

 Financing
 activities

 140,376

 272,263

 (131,887
)

 Increase
 (decrease) in cash

 $
 (120,294
)

 139,025

 (259,319
)

 Cash
Used in Operating Activities

 Net
cash used operating activities for the year ended December 31, 2023, was $206,118 as compared to net cash used in operating activities
of $133,238 for the twelve-month period ended December 31, 2022. Net cash used in operating activities in the current period can be attributed
to book expense items that do not affect the total amount relative to actual cash used, such as share based compensation, depreciation,
and loss on asset purchase. Balance sheet accounts that affect cash but are not income statement related that are added or deducted to
arrive at cash used in operating activities, include accounts payable and amounts due to related parties.

 We
expect net cash used in operating activities to continue over the next twelve months as we implement our business plan.

 Cash
Used in Investing Activities

 Net
cash used in investing activities for the year ended December 31, 2023, was $54,552 as compared to $0 net cash used in investing activities
for the year ended December 31, 2022. Net cash used in investing activities in the current twelve-month period can be attributed to asset
acquisition and the purchase of fixed assets offset by amounts received from the sale of fixed assets.

 We
expect to use net cash in investing activities in the near term as investment will be required of us in connection with the expansion
our fishing charter business.

 Cash
Flows from Financing Activities

 Net
cash provided by financing activities for the year ended December 31, 2023, was $140,376, as compared to net cash provided by financing
activities of $272,263 for the year ended December 31, 2022. Net cash provided from financing activities in the current twelve-month
period consisted of proceeds from loans payable to related parties offset by payments made on loans payable to related parties. Net cash
provided by financing activities for the year ended December 31, 2022, was $272,263, consisted of a private equity placement offset by
payments on loans payable to related parties and equity issuance costs.

 We
expect to continue to use net cash provided by financing activities over the next twelve months generated through additional private
equity placements, public offerings, or private debt to expand our business.

does not intend to pay cash dividends in the foreseeable future.

had no lines of credit or other bank financing arrangements as of December 31, 2023.

had no commitments for future capital expenditures at December 31, 2023.

has adopted the Arvana Inc. 2022 Stock Incentive Plan and has an employment agreement with its executive officer.

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

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

 Critical
Accounting Policies

 The
preparation of financial statements in accordance with U.S. GAAP requires us to make estimates and assumptions affecting the reported
amounts of assets and liabilities at the date of the financial statements and the reported amounts of net revenues and expenses in the
reporting period. We base our estimates and assumptions on current facts, historical experience, and various other factors that we believe
to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets
and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. We continually review the estimates
and underlying assumptions to ensure they are appropriate for the circumstances. Accounting assumptions and estimates are inherently
uncertain and actual results may differ materially from our estimates.

 A
summary of our critical accounting policies is provided in Note 1 to the audited financial statements for the years ended December 31,
2023, and 2022, that are included in this Form 10-K. We discuss accounting policies that are significant in determining our results of
operations.

 Off-Balance
Sheet Arrangements

 We
do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also
known as "special purpose entities."

 ITEM
7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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

 ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 Our
audited financial statements for the year ended December 31, 2023, as set forth below, are included with this Annual Report on Form 10-K.
Our audited financial statements are prepared on the basis of accounting principles generally accepted in the United States and are expressed
in U.S. dollars.

 REPORT
 OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 To the
Stockholders' of Arvana Inc.

 Opinion
on the Financial Statements

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

 Explanatory
Paragraph – Going Concern

 The
accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed
in Note 2 to the consolidated financial statements, the Company has incurred recurring operating losses, has incurred negative cash flows
from operations and has an accumulated deficit. For the year ended December 31, 2023, the Company had an operating loss of $530,922,
net cash $206,118 and working capital deficit of $311,316. These and other factors raise substantial doubt about the Company's
ability to continue as a going concern. Management's plan regarding these matters is also described in Note 2 to the consolidated
financial statements. The consolidated financial statements do not include any adjustments that might result from the outcome of this
uncertainty.

 Basis
for Opinion

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

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

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

 Critical
Audit Matters

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

 We did
not identify any critical audit matters that need to be communicated.

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

 Margate,
Florida

 April

 PCAOB
# 5036

 ASSURANCE
DIMENSIONS CERTIFIED PUBLIC ACCOUNTANTS & ASSOCIATES

 also
d/b/a McNAMARA and ASSOCIATES, PLLC

 TAMPA
BAY: 4920 W Cypress Street, Suite 102 | Tampa, FL 33607 | Office: 813.443.5048 | Fax: 813.443.5053

 JACKSONVILLE: 4720
Salisbury Road, Suite 223 | Jacksonville, FL 32256 | Office: 888.410.2323 | Fax: 813.443.5053

 ORLANDO:
 1800 Pembrook Drive, Suite 300 | Orlando, FL 32810 | Office: 888.410.2323 | Fax: 813.443.5053

 SOUTH
FLORIDA: 2000 Banks Road, Suite 218 | Margate, FL 33063 | Office: 754.800.3400 | Fax: 813.443.5053

 www.assurancedimensions.com

 F- 1

 Report
of Independent Registered Public Accounting Firm

 To
the Shareholders and Directors of Arvana Inc.

 Opinion
on the Financial Statements

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

 Going
Concern

 The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note
2 to the financial statements, during the year, the Company recognized a net loss of $151,396, has a working capital surplus of $104,495
and has an accumulated deficit of $36,240,368 that raise substantial doubt about its ability to continue as a going concern. Management's
plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result
from the outcome of this uncertainty.

 Basis
for Opinion

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

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

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

 Critical
Audit Matters

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

 We
determined that there are no critical audit matters.

 We
have served as the Company's auditor from 2005 to 2023.

 Vancouver,
Canada

 /s/
 DAVIDSON & COMPANY LLP

 PCAOB#

 April
14, 2023 Chartered Professional Accountants

 F- 2

 ARVANA
INC.

 CONSOLIDATED
BALANCE SHEETS

 31,

 31,

 2023

 2022

 Current
 assets:

 Cash
 and cash equivalents

 $
 22,071

 $

 Other
 current assets

 5,100

 —

 Total
 current assets

 27,171

 Non-current
 assets:

 Property
 and equipment, net

 163,378

 —

 Intangible
 assets

 26,000

 —

 Total
 non-current assets

 189,378

 —

 Total
 assets

 $
 216,549

 $

 LIABILITIES
 AND STOCKHOLDERS' EQUITY (DEFICIT)

 Current
 liabilities:

 Accounts
 payable and accrued liabilities

 $
 100,849

 $
 29,770

 Related
 party payables (Note 8)

 46,200

 8,100

 Current
 portion of notes payable - related party

 112,000

 —

 Current
 portion of long-term debt

 79,438

 —

 Total
 current liabilities

 338,487

 37,870

 Long-term
 liabilities:

 Notes
 payable, net of non-current portion

 840,188

 —

 Total
 long-term liabilities

 840,188

 —

 Total
 liabilities

 1,178,675

 37,870

 Stockholders'
 equity (deficit):

 stock, $ 0.001 par
 value, 500,000,000 shares
 authorized, 107,845,554 issued
 and 107,839,299 outstanding
 at December 31, 2023 and December 31, 2022, respectively

 107,847

 107,847

 Additional
 paid-in capital

 36,490,304

 36,240,352

 Accumulated
 deficit

 ( 37,556,941
)

 ( 36,240,368
)

 Total
 stockholders' equity (deficit) before treasury stock

 ( 958,790
)

 107,831

 Less
 treasury stock - 6,255 common
 shares at December 31, 2023 and December 31, 2022 respectively

)

)

 Total
 stockholders' equity (deficit)

 ( 962,126
)

 104,495

 Total
 liabilities and stockholders' equity (deficit)

 $
 216,549

 $

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

 F- 3

 ARVANA
INC.

 CONSOLIDATED
STATEMENTS OF OPERATIONS

 For
the years ended

 31,

 2023

 2022

 Revenue:

 Charter

 $
 24,276

 $
 —

 Total
 revenue

 24,276

 —

 expenses:

 Charter
 expenses

 50,654

 —

 General
 and administrative

 403,528

 100,145

 Professional
 fees

 101,016

 65,686

 Total
 operating expenses

 555,198

 165,831

 Loss
 from operations

 ( 530,922
)

 ( 165,831
)

 Other
 income (expense):

 Lease
 income (Note 6)

 44,000

 —

 Interest

 Interest
 expense

 ( 58,647
)

 ( 587
)

 Other

 —

 15,000

 Loss
 on asset purchase

 ( 771,009
)

 —

 Total
 other expense

 ( 785,651
)

 14,435

 Net
 loss

 $
 ( 1,316,573
)

 $
 ( 151,396
)

 Per
 common share information - basic and diluted

 Weighted
 average shares outstanding - basic

 107,839,299

 107,839,299

 Net
 loss per common share - basic

 $
 ( 0.01
)

 $
 ( 0.00
)

 Weighted
 average shares outstanding - diluted

 107,839,299

 107,839,299

 Net
 loss per common share - diluted

 $
 ( 0.01
)

 $
 ( 0.00
)

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

 F- 4

Inc.

CONSOLIDATED Statements of Stockholders' EQUITY ( DEFICIT)

Years Ended December 31, 2023, and 2022

 '

 Treasury

 Amount

 Additional
 Paid-in Capital

 Accumulated
 Deficit

 Amount

 Total
 Stockholders' Equity (Deficiency)

 Balance
 December 31, 2021

 102,445,554

 $
 102,447

 $
 35,888,276

 $
 ( 36,088,972
)

 ( 6,255
)

 $
)

 $
 ( 101,585
)

 Issuance
 of common stock

 4,800,000

 4,800

 315,200

 320,000

 Share
 issuance cost

 —

 —

 ( 32,237
)

 —

 —

 —

 ( 32,237
)

 Conversion
 of related party debt to equity

 600,000

 39,400

 —

 —

 —

 40,000

 Share
 based compensation

 —

 —

 29,713

 —

 —

 —

 29,713

 Net
 loss

 —

 —

 —

 ( 151,396
)

 —

 —

 ( 151,396
)

 Balance
 December 31, 2022

 107,845,554

 107,847

 36,240,352

 ( 36,240,368
)

 ( 6,255
)

)

 104,495

 Share
 based compensation

 —

 —

 249,952

 —

 —

 —

 249,952

 Net
 loss

 —

 —

 —

 ( 1,316,573
)

 —

 —

 ( 1,316,573
)

 Balance
 December 31, 2023

 107,845,554

 $
 107,847

 $
 36,490,304

 $
 ( 37,556,941
)

 ( 6,255
)

 $
)

 $
 ( 962,126
)

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

 F- 5

 ARVANA
INC.

 CONSOLIDATED
STATEMENTS OF CASH FLOWS

 Years
Ended December 31, 2023, and 2022

 2023

 2022

 Cash
 flows from operating activities:

 Net
 loss

 $
 ( 1,316,573
)

 $
 ( 151,396
)

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

 Depreciation
 expense

 23,969

 —

 Share-based
 compensation

 249,952

 29,713

 Loss
 on asset purchase

 771,009

 —

 Increase
 (decrease) in:

 Accounts
 payable and accrued liabilities

 65,525

 ( 2,061
)

 Net
 cash used in operating activities

 ( 206,118
)

 ( 133,328
)

 Cash
 flows from investing activities:

 Cash
 paid for fixed assets

 ( 8,641
)

 —

 Cash
 paid for asset acquisition

 ( 50,000
)

 —

 Cash
 acquired from asset acquisition

 4,089

 —

 Net
 cash used in investing activities

 ( 54,552
)

 —

 Cash
 flows from financing activities:

 Proceeds
 of loans payable

 123,266

 —

 Related
 party payables

 38,100

 (9,494
)

 Issuance
 of common stock

 —

 320,000

 Issuance
 cost

 —

 ( 32,237
)

 Payments
 on loans payable

 ( 20,990
)

 ( 15,500
)

 Net
 cash provided by financing activities

 140,376

 272,263

 Net
 increase (decrease) in cash

 ( 120,294
)

 139,025

 Cash
 and cash equivalents, beginning of year

 3,340

 Cash
 and cash equivalents, end of year

 $
 22,071

 $

 Supplemental
 disclosures of cash flow information:

 Cash
 paid for interest

 $
 12,625

 $
 —

 Non-cash
 investing and financing activities:

 Related
 party payable reduced through issuance of shares

 $
 —

 40,000

 Note
 payable issued for asset acquisition (Note 3)

 700,000

 —

 Liabilities
 assumed in asset acquisition

 $
 234,904

 —

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

 F- 6

 Note
1 – Organization and Summary of Significant Accounting Policies

 Organization

Inc. (the "Company") was incorporated in the State of Nevada on June 16, 1977, as "Turinco, Inc.", and on July
24, 2006, changed its name to Arvana Inc. to reflect the acquisition of a telecommunications business. We discontinued efforts related
to our telecommunications business as of December 31, 2009. The Company acquired Down 2 Fish Charters, LLC on February 3, 2023 (D2F).
D2F was organized under the laws of the State of Florida on April 1, 2019.

 D2F
operates a Florida based fishing charter business that offers a range of curated maritime adventures that include inshore, offshore,
and custom charters for fishing enthusiasts, nature lovers and tourists. The business is operated from a private dock in Palmetto, Florida
that services the Tampa Bay area in addition to St Petersburg, Sarasota, Venice, Port Charlotte, and Clearwater. D2F generates its revenue
from the sale and provision of fishing charter services.

 Basis
of Presentation

 The
Company's fiscal year end is December 31. The accompanying consolidated financial statements of the Company for the years ended
December 31, 2023, and 2022, have been prepared in accordance with accounting principles generally accepted in the United States ("US
GAAP") for financial information with the instructions to Form 10-K and Regulation S-K. Results are not necessarily indicative
of results which may be achieved in future periods.

 Use
of Estimates

 The
preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These
estimates include the recognition of deferred tax assets based on the change in unrecognized deductible temporary tax differences.

 Stock
Split

 On
February 21, 2023, stockholders approved a forward-split of the Company's common shares on a 3-1 basis. The forward-split was filed
with the Nevada Secretary of State effective March 31, 2023, and the Financial Industry Regulatory Authority (FINRA) rolled the stock
forward on April 19, 2023. All changes in the capital structure have been given retroactive effect in these financial statements.

 F- 7

 Financial
Instruments

 The
Company uses the following methods and assumptions to estimate the fair value of each class of financial instruments for which it is
practicable to estimate such values:

 Cash
- the carrying amount approximates fair value.

 Accounts
payable and accrued liabilities, loans payable to stockholders, and amounts payable to related parties - the carrying amount approximates
fair value due to the short-term nature of the obligations.

 Concentration
of Credit Risk

 Financial
instruments that potentially subject the Company to concentrations of credit risk consist of cash. The Company maintains cash in bank
accounts that, at times, may exceed federally insured limits. At December 31, 2023 and December 31, 2022 respectively, the Company did
not have any cash in excess of the insured FDIC limits. The Company has not experienced any losses in such accounts and believes it is
not exposed to any significant risks on its cash in bank account.

 Income
Taxes

 A
deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss
carry-forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities.

 Deferred
tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all
of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws
and rates on the date of enactment.

 F- 8

 Stock-based

 The
Company accounts for all stock-based payments to employees and non-employees under ASC 718 "Stock Compensation," which requires
that the value of the award is established at the date of grant and is expensed over the vesting period of the grant. The method of determining
the fair value of share-based payments depends on the type of award. Share-based awards that vest over a certain service period with
no market conditions are valued at the closing market price on the grant date. Options grants are valued using the Black-Scholes-Merton
model using inputs that are determined on the date of the grant. Once the per-share fair value on the date of grant is established, the
aggregate expense of the grant is recognized as earned over the vesting period of the grant. The cost of stock-based payments to non-employees
if fully vested and non-forfeitable at the grant date, is measured and recognized at that date.

 Earnings
(Loss) Per Share

 Basic
earnings (loss) per share are computed using the weighted average number of common shares outstanding during the year. Diluted earnings
(loss) per share are computed using the weighted average number of common shares and potentially dilutive common stock equivalents, including
stock options and warrants. The Company had 7,950,000
 outstanding stock options as at December 31,
2023, and none at December 31, 2022, which have been excluded from the calculation of diluted loss per share because their effects would
be anti-dilutive.

 Recent
Accounting Pronouncements

 Recently
Issued Accounting Pronouncements Adopted by the Company

 In
June 2016, the FASB issued ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial
Instruments. ASU 2016-13 is intended to provide financial statement users with more decision-useful information about expected credit
losses on financial instruments and other commitments and requires consideration of a broader range of reasonable and supportable information
to inform credit loss estimates. ASU 2016-13 is effective for the Company beginning January 1, 2023. The Company adopted ASU 2016-13,
effective January 1, 2023, which adoption has not had a material effect on its financial statements.

 F- 9

 Note
2 – Going Concern

 For
the year ended December 31, 2023, the Company recognized a net loss of $ 1,316,573
 and has negative cash flows from operations totaling
$ 118,652.
As of December 31, 2023, the Company had a working capital deficit of $ 311,316
 and an accumulated deficit of $ 37,556,941.
The Company has incurred significant losses since inception. While the Company commenced revenue generating activities in the first quarter
of 2023, it will require funding from outside sources to implement its business development strategy. The Company has no firm commitments
for additional funding. The aggregation of these factors raises substantial doubt about the Company's ability to continue as a
going concern for a period of one year from the date these consolidated financial statements are made available. The accompanying consolidated
financial statements do not include any adjustments relating to the recoverability and classification of assets that might be necessary
if the Company is unable to continue as a going concern.

 Failure
to obtain the ongoing support of stockholders and creditors may indicate that the preparation of these consolidated financial statements
on a going concern basis is inappropriate, in which case our assets and liabilities would need to be recognized at their liquidation
values. The Company's consolidated financial statements do not include any adjustments relating to the recoverability and classification
of recorded asset amounts and liabilities that might arise from this uncertainty.

 Note
3 – Asset Acquisition

 On
February 3, 2023 (Closing Date), the company acquired the assets and assumed the liabilities of Down2Fish Charters, LLC (D2F), a limited
liability company organized under the laws of Florida, which operates a charter fishing business. On the Closing Date, the Company paid
$ 50,000
 in cash and issued a note for $ 700,000
 for a total consideration of $ 750,000.
The Company's consolidated statements of operations from the Closing Date through December 31, 2023, indicate a net loss of $ 1,316,573.

 Assets
acquired and liabilities assumed were recorded at their estimated fair values as of the Closing Date under the acquisition method of
accounting. The estimated fair values of certain assets and liabilities including long-lived assets require judgment and assumptions.
Adjustments may be made to these estimates during the measurement period and those adjustments could be material.

 Assets
acquired and liabilities assumed are based on their fair values as of the Closing Date, with the excess of cost over fair value of $ 771,009.
For the period ended December 31, 2023, the Company recorded an impairment loss of $ 771,009
 on the excess amount. Assets acquired are as
follows:

 F- 10

 of assets acquired and liabilities assumed

 Assets

 Cash

 $
 4,089

 Trade
 and other receivables

 5,100

 Marine
 operating equipment

 178,706

 Commercial
 fishing license

 26,000

 Total
 assets

 213,895

 Liabilities

 Accounts
 payable

 4,910

 Deposits

 Payable
 to affiliates

 62,634

 Notes
 payable

 166,716

 Total
 liabilities

 234,904

 Purchase
 price

 750,000

 Loss
 on asset acquisition

 771,009

 The Company
did not incur any acquisition related costs during the period.

 Property
and equipment acquired consisted primarily of offshore support vessels. The Company recorded property and equipment acquired at an estimated
fair value of $ 178,706.
The fair values of the offshore support vessels were estimated by applying a replacement cost approach. These assets will be tested for
impairment upon the occurrence of a triggering event. The Company estimates the remaining useful lives for the vessels acquired are seven
years, based on an original estimated useful life of 10 years.

 The
charter fishing license acquired is a perpetual federal fishing license, which grants the Company access to fish in federally regulated
waters off the coast of Florida. This asset is not amortized and is tested for impairment at least annually.

 F- 11

 Note
4 – Property and Equipment

 Property
and equipment consist of the following:

 of property plant and equipment

 31, 2023

 (Unaudited)

 31, 2022

 Marine
 Equipment

 $
 181,675

 $
 —

 Furniture
 and fixtures

 5,672

 —

 Total

 187,347

 —

 Less
 – accumulated depreciation

 ( 23,969
)

 —

 Property
 and equipment, net

 $
 163,378

 $
 —

 Depreciation
expense was $ 23,969 and
none for the year ended December 31, 2023, and 2022. Depreciation expense is included in Charter Expenses on the Consolidated Statements
of Operations.

 Marine
equipment is subject to an operating lease agreement that ends on December 31, 2025 (Note 6).

 Note
5 – Intangible Assets

 The
Company acquired a perpetual federal fishing license, from the acquisition of assets (see Note 3), which grants the Company access to
fish in federally regulated waters off the coast of Florida. This asset is not amortized and is tested for impairment at least annually.
As of December 31, 2023, and 2022, no impairment of this asset had occurred.

 Note
6 – Leases

 The
Company leases marine equipment in an operating arrangement. The agreement began on January 1, 2023, and ends December 31, 2025. The
agreement provides for minimum monthly lease payments of $ 4,000
 per month for the term of the agreement. At the
end of the term, any additional lease payment due will be calculated and paid. The lessee's right to lease the marine equipment
is limited to those times which do not conflict with Company use. There is no option to purchase the watercraft as part of the agreement
and the Company expects to recoup full value when the watercraft are sold.

 The
Company manages risk by requiring the lessee to indemnify the Company in the event of loss to property or persons.

 The
amount of lease income recognized in other income for the year ended December 31, 2023, is $ 44,000.

 Cash
flows from lease payments are expected to be received as follows:

 of lease payments

 Year

 Lease
 amount

 2024

 48,000

 2025

 48,000

 F- 12

 Note
7 – Common Stock

the year ended December 31, 2022, the Company issued 4,800,000
 shares of its restricted common stock at a price
of $ 0.07 per
share for total proceeds of $ 320,000.
The Company incurred share issuance costs in the amount of $ 32,237
 in relation to the share issuance.

 The
Company has authorized 500,000,000 shares
of common stock. Total issued and outstanding shares were 107,845,554
 and 107,839,299,
respectively as of December 31, 2023, and December
31, 2022.

 Stockholders
approved a forward stock split of the Company's common shares on a 3-for-1 basis that was effected on April 19, 2023, to stockholders
of record on March 31, 2023. All changes in the capital structure have been given retroactive effect in the periodic report.

the year ended December 31, 2022, the Company issued 600,000
 shares at the price of $ 0.07
 to settle $ 40,000
 of accounts payable to a company controlled by
an officer of the Company.

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

 Note
8 - Related Party Transactions and Loans Payable to Stockholders

the year ended December 31, 2023, and December 31, 2022, the Company incurred advisory fees to a company controlled by its chief executive
officer of $ 0
 and $ 18,731.

 Effective
September 1, 2022, the Company signed an employment agreement with its chief executive officer for $ 90,000
 per year plus incentive stock options until year-end
December 31, 2022, thereafter for $ 120,000
 per year over the term. At December 31, 2023
and December 31, 2022, accrued payroll of $ 30,000
 and $ 7,500
 respectively are included in related party payables.

 At
December 31, 2023 and December 31, 2022, the Company accrued $ 1,200
 and $ 600
 respectively to board members for services rendered.
This amount is included in related party payables.

the year ended December 31, 2023, the Company received website creation, development and hosting services from a company controlled by
a related party for a cost of $ 15,000.
This amount is included in related party payables.

the year ended December 31, 2022, $ 40,000
 in accounts payable to a company controlled by
the Company's chief executive officer was settled by the issuance of 600,000
 shares with a fair value of $ 40,000.
There was no gain or loss on the settlement.

the years ended December 31, 2023, and 2022, the Company recorded stock-based compensation of $ 249,952
 and $ 11,795
 respectively, from the grant of stock options
to its chief executive officer and board members.

 The
Company has non-interest-bearing notes payable to related parties totaling $ 112,000
 due at various dates between May 30, 2024, and
December 21, 2024.

 Note
9 – Stock Options

 The
Company adopted the 2022 Stock Incentive Plan ("the Plan") effective December 31, 2022. The Plan provides for awards of stock
options and restricted stock to officers, directors, key employees, and consultants. Under the Plan, option prices are set by the Compensation
Committee and may not be less than the fair market value of the stock on the grant date.

 The
Company accounts for stock-based compensation awards in accordance with the provisions of ASC 718, which addresses the accounting for
employee stock options which requires that the cost of all employee stock options, as well as other equity-based compensation arrangements,
be reflected in the financial statements over the vesting period based on the estimated fair value of the awards.

 At
December 31, 2022, the Company had 7,950,000
 options outstanding with vesting periods of 2 - 5
 years and exercise prices of approximately $ 0.09
 per share. During the year ended December 31,
2023, there have been no changes in the number of options outstanding. Total share-based expense is $ 249,952
 and $ 29,713
 for the years ended December 31, 2023, and 2022,
respectively. The remaining share-based expense of $ 410,224
 will be recognized as follows:

 Year

 2024

 239,421

 2025

 156,902

 2026

 7,582

 2027

 6,319

 Total

 $
 410,224

 F- 13

 Note
10 – Notes Payable

 Notes payable
are as follows at December 31, 2023 and December 31, 2022:

 of notes payable

 31, 2023

 (Unaudited)

 31, 2022

 Note
 payable to a bank, interest at 6.75 %,
 due in monthly installments of principal and interest, matures August
 15, 2039, secured by a boat.

 $
 130,212

 $
 —

 Note
 payable to a bank, interest at 7.49 %,
 due in monthly installments of principal and interest, matures March
 15, 2037, secured by a boat.

 20,270

 —

 Note
 payable to seller, interest at 7.25 %,
 due February
 3, 2025, secured by membership interest in
 Down2Fish LLC

 700,000

 —

 Note
 payable to third parties, bear no interest, with various maturities

 69,144

 —

 Total
 notes payable

 919,626

 —

 Less
 – current portion

 ( 79,438
)

 —

 Total
 long-term portion

 $
 840,188

 $
 —

 Principal
maturities of notes payable are as follows:

 of principal maturities of notes payable

 Year

 Amount

 2024

 $
 79,438

 2025

 711,051

 2026

 11,864

 2027

 10,568

 2028

 6,934

 Thereafter

 99,771

 $
 919,626

 Note
11 - Subsequent Events

 The
Company evaluated its December 31, 2023, financial statements for subsequent events through the date the financial statements were issued.

 On
January 16, 2024, the Company entered into a note payable to a related party in the amount of $ 20,000.
The note is non-interest bearing and is due on January 15, 2025.

 On
January 29, 2024, the Company, and the holder of the note payable to seller in connection with the purchase of the D2F assets agreed
to extend the interest due date on the secured promissory note from February 3, 2024, to April 3, 2024.

 On
February 22, 2024, the Company issued a note payable to a related party in the amount of $ 300,000.
The note bears interest at 5% and is due on February 21, 2025.

 On
February 23, 2024, loans in the aggregate amount of $ 132,000
 were assigned by the respective holders and repaid
to the assignee.

 F- 14

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

previously reported a change in its independent registered public accounting firm in a Form 8-K report pursuant to §13 or 15(d)
of the Exchange Act on May 3, 2023.

 ITEM
9A. CONTROLS AND PROCEDURES

 Disclosure
Controls and Procedures

 In
connection with the preparation of this annual report, an evaluation was carried out by management, with the participation of our chief
executive officer, of the effectiveness of Arvana's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Exchange Act as of December 31, 2023. Disclosure controls and procedures are designed to ensure that information required to
be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods
specified in the Commission's rules and forms, and that such information is accumulated and communicated to management, including
the chief executive officer, to allow timely decisions regarding required disclosures.

 Based
on that evaluation, management concluded, as of the end of the period covered by this report, that Arvana's disclosure controls
and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time
periods specified in the Commission's rules and forms, and such information was accumulated and communicated to management, including
its chief executive officer, to allow timely decisions regarding required disclosures.

 Management's
Annual Report on Internal Control over Financial Reporting

 We
maintain a system of internal controls over financial reporting 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 (GAAP). Management has assessed the effectiveness of these internal controls as of the end of the fiscal year covered by this
report based on the criteria set forth in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring
Organizations of the Treadway Commission.

 Based
on this assessment, our chief executive officer identified the following material weakness in connection with his review of our financial
statements as of December 31, 2023.

relies one individual who has sole responsibility for the preparation of financial reporting disclosure in his capacity as chief executive
officer and chief financial officer. Our inaction to bifurcate the duties of each office is a material weakness that could impact financial
reporting. Management has concluded, despite this material weakness, that our internal control over financial reporting was effective
as of the end of the fiscal year covered by this report. While management does not believe that this material weakness affected our financial
results in the current period, it does believe that this weakness could result in a material misstatement of our financial statements
in future periods that might not be prevented or detected in a timely manner.

has a remediation plan to address this weakness that will involve engaging a second qualified individual to serve as its chief financial
officer. We are committed to this plan as a means to strengthen Arvana's internal controls to ensure the accuracy of its financial
reporting. The time frame for engaging a second qualified individual has not yet been determined.

 Attestation
Report of the Registered Public Accounting Firm

 Our
annual report does not include an attestation report of Arvana's independent registered public accounting firm regarding internal
control over financial reporting. We were not required to have, nor have we, engaged our independent registered public accounting firm
to perform an audit of internal control over financial reporting pursuant to the rules of the Commission that permit us to provide only
management's report in this annual report.

 Changes
in internal control over financial reporting

the year ended December 31, 2023, there has been no change in internal control over financial reporting that has materially affected
or is reasonably likely to materially affect our internal control over financial reporting.

 9B.
 OTHER INFORMATION

 None.

 9C.
 Disclosure Regarding Foreign Jurisdications that Prevent Inspections

 Not
applicable.

 PART
III

 ITEM
10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

 Officers
and Directors

 The
following table sets forth the name, age and position of each director and executive officer of Arvana:

 Name

 Age

 Position

 Sir
 John Baring

 Chairman
 of the Board of Directors

 Chief
 Executive Officer, Chief Financial Officer, Principal Accounting Officer, and Director

 Shawn
 Teigen

 Background
of Officers and Directors

 Sir
John Baring serves as chairman of our Board and has previously served as our chief executive officer. He was appointed as a director
on May 26, 2005, and as chairman of the Board on October 17, 2005. Sir John resigned as a director on July 24, 2021, and was reappointed
as a director on November 15, 2021. Sir John Baring brings more than 30 years of banking and investing experience to the Board. He has
been involved with capital markets, private company investment and management for the breadth of that experience with a focus on emerging
companies. Since June 2002, Sir John has acted as a managing and founding member of Mercator Management LLC, a leading fund management
company. Sir John was educated at Eton College and holds a degree from the Royal Agricultural College University.

Campbell was appointed as chief executive officer and to the Board on May 24, 2013, and as chief financial officer on June 25, 2013.
Mr. Campbell brings to his position management skills acquired from a legal and business background encompassing over 20 years of consultancy
experience. He is a member of the California and Washington DC Bars, holds a Bachelor of Arts from the University of Texas at Austin
and a Juris Doctorate from the University of Utah College of Law. He started his legal career as an attorney for Baker & McKenzie
in Cairo, Egypt that transitioned to consultancy work in 2003 on the formation of Orsa & Company. Orsa is dedicated to assisting
companies navigate the business environment. Services range from regulatory compliance to managerial duties that include working with
government regulators, business organizations, auditors, accountants, attorneys, and quasi-public governing bodies. Mr. Campbell serves
as an officer and director of two other public companies. Namely, Allied Resources, Inc. an oil & gas production company, and Park
Vida Group, Inc., a real estate development company. He also acts as co-managing partner of Global Immigration Partners PLLC, a Washington
D.C. based law firm focused on providing immigration and corporate services.

 Shawn
Teigen was appointed to the Board on June 25, 2013, and served until his resignation on July 24, 2021. He was reappointed as a director
on November 18, 2021. Mr. Teigen has over 15 years of experience in the provision of consulting services to early-stage businesses. He
also serves as the president of the Utah Foundation, a non-profit, non-partisan, public policy research organization. Mr. Teigen also
teaches a policy research design course as a faculty member in the University of Utah's Master of Public Policy program. He spent
two years in Kazakhstan as a U.S. Peace Corps volunteer. Mr. Teigen holds a Master of Public Policy and a Bachelor of Science in Management
from the University of Utah. He also serves on the board of certain public-sector and non-profit organizations.

 Corporate
Social Responsibility

 We
believe that social responsibility is essential for a healthy and equitable corporate culture; one that balances the interests of its
various worldwide stakeholders, including employees, shareholders, and our potential partners and customers. We are committed to sound
corporate citizenship in the way we manage our people, our business and our impact on society and the environment. Furthermore, we acknowledge
our responsibility to ensure our products will be designed, developed, and supplied in an environmentally safe and sound manner. We believe
that we obey and comply with all laws and regulations that apply to us in the communities where we do business. Further, we value our
stockholders' governance view and will solicit feedback from our stockholders relating to matters that are important to them, on
environmental, social and governance topics.

 Involvement
in Certain Legal Proceedings

 To
the best of our knowledge, none of the following events occurred during the past ten years that are material to an evaluation of the
ability or integrity of any of our executive officers, directors, or promoters:

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

 (2)
Convicted in a criminal proceeding or is a named subject of a pending criminal proceeding (excluding traffic violations and other minor
offenses);

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

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

 (ii)
Engaging in any type of business practice; or

 (iii)
Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of
Federal or State securities laws or Federal commodities laws;

 (4)
Subject of any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any federal or state authority barring,
suspending or otherwise limiting for more than 60 days the right of such person to engage in any such described activity;

 (5)
Found by a court of competent jurisdiction in a civil action or by the Commission to have violated any federal or state securities law,
and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;

 (6)
Found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any federal
commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently
reversed, suspended or vacated;

 (7)
Subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed,
suspended, or vacated, relating to an alleged violation of:

 (i)
Any federal or state securities or commodities law or regulation; or

 (ii)
Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent
injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or
prohibition order;

 (iii)
Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

 (8)
Subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization
(as defined in Section 3(a)(26) of the Exchange Act (15 U.S. C 78c(a)(26)), any registered entity (as defined in Section 1(a)(29) of
the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary
authority over its members or persons associated with a member.

Independence and Board Committees

 We
are not required under the Exchange Act to maintain any committees of our Board. Further, we are
not currently subject to listing requirements of any national securities exchange or inter-dealer quotation system which have requirements
that a majority of the board of directors be "independent" or maintain any committees of our Board and, as a result, we are
not at this time required to have our Board comprised of a majority of "independent directors" or to have any committees.
However, we do have two independent directors on our Board around which we formed a compensation committee to administer the 2022 Arvana
Stock Incentive Plan and an audit committee.

 Meetings
of the Board

its fiscal year ended December 31, 2023, the Board met on four occasions by telephonic means, and otherwise transacted Arvana's
business by unanimous written consent.

 Family
Relationships

 There
are no family relationships by between or among the members of the Board or other executive officers of Arvana.

 Indemnification

 Our
articles of incorporation and bylaws include provisions limiting the liability of directors and officers and indemnifying them under
certain circumstances. We further intend to secure directors' and officers' liability insurance in the near term. Insofar
as indemnification for liabilities arising under the Securities Act of 1933, as amended ("Securities Act") may be permitted
to directors, officers or persons controlling Arvana pursuant to Nevada law, we are informed that in the opinion of the Commission, such
indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.

 Audit
Committee and Audit Committee Financial Expert

 The
Board has established an audit committee that is comprised of Sir John Baring, Shawn Teigen, and Ruairidh Campbell. While the Board has
determined that Ruairidh Campbell qualifies as an "audit committee financial expert", as defined by the rules of the Commission,
it has further determined that he should not be considered "independent" as that term is defined by NASDAQ Marketplace Rule
5605(a)(2).

 The
audit committee recommends independent accountants to audit its financial statements, discusses the scope and results of the audit with
our independent accountants, considers the adequacy of internal accounting controls, considers audit procedures and reviews non-audit
services performed by our independent accountants.

 The
audit committee would also be called upon to oversee our cybersecurity framework in the event management identifies a cybersecurity threat.

 Code
of Ethics

 We
have adopted a Code of Ethics that applies to our directors, officers, and employees.

 A
copy of our Code of Ethics is incorporated by reference, to the Form 10-KSB for the year ended December 31, 2006, filed as an exhibit
thereto on April 16, 2007.

 Significant
Employees

 Our
executive officer is Arvana's sole significant employee.

 Term
of Office

 Our
directors are appointed for one (1) year terms to hold office until the next annual stockholders meeting or until removed from the Board
in accordance with Arvana's bylaws.

 Arvana's
executive officer retains his position in accordance with his employment agreement, subject to removal by the Board, or his resignation.

 Board
Leadership Structure and Role in Risk Oversight

 Our
chief executive officer, and chief financial officer also serves as a member of the Board. Despite reliance on one individual to fill
more than one role, we do not have a policy regarding the separation of these roles. We expect to bifurcate the roles of chief executive
officer and chief financial officer to remediate an internal control weakness. Once bifurcation is accomplished our chief executive officer
will likely remain on the Board until resignation or removal by our stockholders.

 The
Board has determined that the present leadership structure is appropriate for Arvana and its stockholders. The structure helps ensure
that the Board and management act with a common purpose with a single, clear chain of command to execute strategic initiatives. Further,
our Board believes that the combined role of chief executive officer and Board member positions leadership to act as a bridge between
management and the Board to facilitate the regular flow of information.

 Delinquent
Section 16(a) Reports

 Section
16(a) of the Exchange Act requires our executive officers and directors, and persons who beneficially own more than ten percent of our
equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission. Officers, directors
and greater than ten percent stockholders are required by Commission regulation to furnish us with copies of all Section 16(a) forms
they file. Based on our review of the copies of such forms received by us, we believe that during the fiscal year ended December 31,
2023, all such applicable filing requirements were met.

 ITEM
11. EXECUTIVE COMPENSATION

Discussion and Analysis

 The
objective of our compensation program is to incentivize management for services rendered and to reward management on fulfilling corporate
objectives.

entered into an employment agreement with its sole executive officer effective September 1, 2023, who prior to that date was compensated
based on amounts invoiced as a related party for services rendered. The Board determined to transition from "shell" status
in 2022, and at that time decided to enter into an employment agreement with its sole executive officer intended to motivate him to fulfill
that transition. Arvana exited "shell" status in the first quarter of 2023. We believe that our chief executive's employment
agreement is adequate to compensate him for his service to Arvana and is in line with compensatory packages typical of other smaller
reporting companies.

 Executive
compensation paid or accrued to our sole executive officer for the periods ended December 31, 2023, and December 31, 2022, was $120,000
and $191,731 (includes option awards) respectively.

the year ended December 31, 2023, the Company incurred director's fees of $1,600 (2022 - $1,600).

 The
information provided below with respect to "named executive officers," as defined by Commission regulations, includes compensation
paid or accrued to our sole executive officer during the fiscal years ended December 31, 2023, and 2022. Arvana had no other executive
officers, or non-executive officers or employees whose total compensation during the respective fiscal years presented exceeded $100,000.

 Summary
 Compensation Table

 Name
 and Principal Position

 Year

 Salary
 ($)

 Bonus
 ($)

 Stock
 Awards ($)

 Option
 Awards ($)

 Non-Equity
 Incentive Plan Compensation ($)

 Change
 in Pension Value and Non-qualified Deferred Compensation ($)

 All
 Other Compensation ($)

 Total
 ($)

 2023

 120,000

 —

 —

 —

 —

 —

 —

 120,000

 CEO,
 CFO and a Dir.

 2022

 30,000

 —

 —

 143,000

 —

 —

 64,482

 191,731

 Long-Term
Incentive Plans

does not have any long-term incentive plans, pension plans, or similar compensatory plans with its directors or named executive officer
as of December 31, 2023.

 Outstanding
Equity Awards

 The
following table presents information regarding certain outstanding equity awards held by our named executive officer as of December 31,
2023.

 Stock
 Options

 Stock
 Awards

 Name

 of Securities Underlying Unexercised Options Exercisable (#)

 of Securities Underlying Unexercised Options Un-exercisable (#)

 Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)

 Option
 Exercise Prices ($)

 Option
 Expiration Date (mm/dd/yy)

 of Shares, or Units of Stock That Have Not Vested (#)

 Market
 Value of Shares, or Units of Stock That Have Not Vested ($)

 Incentive Plan Awards: Number of User Named Shares, Units or Other Rights That Have Not Been
 Issued (#)

 Incentive Plan Awards: Market Or Payout Value of Unearned Shares, Units or Other Rights That
 Have Not Been Issued ($)

 780,000

 870,000

 870,000

 0.087

 10/14/28

 —

 —

 —

 —

 Change
of Control Agreements

is not party to any change of control agreements with any of its directors or executive officers.

 Employment
Agreement

entered into an employment agreement with its named executive officer effective September 1, 2022, comprised of a salary paid monthly,
in addition to incentive and non-qualified stock options. A monthly salary of $7,500 was paid for the initial four months of the agreement,
and subsequently increased to $10,000 a month effective January 1, 2023. The 1,500,000 incentive stock options granted pursuant to the
Incentive Plan vest in equal increments over the two (2) year term of the employment agreement.

 Service
on the Board includes 150,000 non-qualified stock options that vest in equal increments over five (5) years.

 Stock
options, whether incentive or non-qualified, when vested, have an exercise price of $0.087 per share for a period of six (6) years from
the date of grant.

 Stock
Settlement

settled an amount of $40,000 due to a company owned by its named executive officer for services rendered as of September 1, 2022, in
exchange for 600,000 of its restricted common shares valued at $0.067 a share.

 2022
Stock Incentive Plan

 The
Board approved the Arvana Inc. 2022 Stock Incentive Plan on September 30, 2022, and thereafter granted certain incentive stock options
to our named executive officer, and certain non-qualified stock options to Board members and consultants as of provided in the table
below.

 Plan
 category

 of securities issued upon exercise of outstanding options, warrants and rights (a)

 Weighted-average
 exercise price of outstanding options, warrants and rights

 of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)

 compensation plans approved by security holders

 7,950,000

 $
 0.09

 2,550,000

 compensation plans not approved by stockholders

 —

 —

 —

 Total

 7,950,000

 $
 0.09

 2,550,000

 C ompensation
Paid to Directors

compensates its independent directors for service on the Board.

 The
following table summarizes the compensation paid or accrued to Arvana directors for the year ended December 31, 2023:

 Name

 Fees

 Earned or
 Paid in
 Cash
 ($)

 Stock

 Awards
 ($)

 Option

 Awards
 ($)

 Non-
 Incentive Plan

 ($)

 Non-qualified

 Deferred

 Earnings
 ($)

 All
 Other
 ($)

 Total

 ($)

 Sir
 John Baring

 —

 9,390

 —

 —

 —

 10,190

 Shawn
 Teigen

 —

 9,390

 —

 —

 —

 10,190

 —

 —

 9,390

 —

 —

 —

 9,390

 Non-qualified
Stock Options

granted 150,000 non-qualified options pursuant to the Incentive Plan to each non-executive member of the Board on October 15, 2023, for
services to be rendered, that vest in equal increments over five (5) years. The non-qualified stock options, when vested, have an exercise
price of $0.087 per share for a period of six (6) years from the date of grant.

 Pension,
Retirement or Similar Benefit Plans

has no current arrangements or plans in which it is obligated to provide pension, retirement or similar benefits for directors or executive
officers.

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

 The following
table sets forth certain information with respect to the beneficial ownership of our common stock as of April 5, 2024, by:

 •
 each
 of our named executive officers;

 •
 each
 of our directors;

 •
 all
 of our current directors and executive officers as a group; and

 •
 each
 person, or group of affiliated persons, who beneficially own more than 5% of our stock.

 The
percentage of shares beneficially owned is computed based on shares of common stock outstanding of 107,845,554 as of April 5, 2024. Shares
that a person has the right to acquire within 60 days thereof, are deemed outstanding for purposes of computing the percentage ownership
of the person holding such rights but are not deemed outstanding for purposes of computing the percentage ownership of any other person,
except with respect to the percentage ownership of all directors and executive officers as a group.

 Title
 of Class

 Name
 and Address
 of Beneficial Owner

 of Shares of Common Stock

 Percentage
 of
 Shares of Common Stock

 Directors
 and Officers

 Stock

 Campbell, CEO, CFO and Director
 299 Main Street, 13th Floor,
Salt Lake City, Utah 84111

 600,000

 <1%

 Stock

 Shawn
 Teigen, Director
 299 S. Main Street, 13th Floor,
Salt Lake City, Utah 84111

 —

 —

 Stock

 Sir
 John Baring, Director
 299 S. Main Street, 13th Floor,
Salt Lake City, Utah 84111

 43,875

 <1%

 Stock

 All
 Directors and Executive Officers as a Group

 643,875

 <1%

 Stock

 Bondock
 LLC. (1) (2)

 1057 Whitney Ranch Drive, Suite 350 Henderson, Nevada 89014

 52,544,065

 48.7
 %

 Stock

 Pinto
 Concepts, Inc.
905-1631 Dickson Avenue, Kelowna
British Columbia Canada V1Y 0B5

 10,000,000

 9.3
 %

 Stock

 Christy
 Lovig
4420 Bedford Road, Kelowna
British Columbia, Canada V1W3C5

 5.6
 %

 Stock

 Kerri
 Ann Hulet
1330 Calle Calma,
Henderson, Nevada 89012

 5.6
 %

 Stock

 Landon
 Lovig
8618-77 Street NW, Edmonton
Alberta, Canada T6C2L8

 5.6
 %

 Stock

 Lane
 Lovig
768 Patterson Avenue, Kelowna
British Columbia Canada V1Y5C8

 5.6
 %

 Stock

 Reagan
 Lovig
108-555 Wade Avenue East, Penticton
British Columbia, Canada V2A1T3

 5.6
 %

 Total

 93,187,940

 86.4
 %

 (1)
 Beneficial ownership has been determined in accordance with Rule 13d-3 under the Exchange Act. Pursuant to the rules of the Securities
& Exchange Commission, shares of common stock which an individual or group has a right to acquire within 60 days pursuant to the
exercise of any option, warrant or right, or through the conversion of a security, are deemed to be outstanding for the purpose of computing
the percentage ownership of such individual or group, but are not deemed to be beneficially owned and outstanding for the purpose of
computing the percentage ownership of any other person shown in the table.

 (2)
 Bondock LLC. and Pinto Concepts Inc. are under the beneficial ownership of Brian Lovig.

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

 Certain
Relationships and Related Transactions

 None
of our directors or executive officers, nor any proposed nominee for election as a director, nor any person who beneficially owns, directly
or indirectly, shares carrying more than 5% of the voting rights attached to all of our outstanding shares, nor any members of the immediate
family (including spouse, parents, children, siblings, and in-laws) of any of the foregoing persons has any material interest,
direct or indirect, in any transaction since the beginning of our last fiscal year or in any presently proposed transaction which, in
either case, has or will materially affect us except as described below:

 •
 Bondock
 Ltd. – owned by a stockholder, Brian Lovig, holding shares carrying more than 5% of
 the voting rights attached to our outstanding shares, accepted four promissory notes from
 Arvana in the aggregate amount of $65,000, all of which were assigned and repaid in the current
 fiscal year.

 •
 Bondock
 LLC – owned by a stockholder, Brian Lovig, holding shares carrying more than 5% of
 the voting rights attached to our outstanding shares, accepted one promissory note from Arvana
 in the amount of $4,500, which was assigned and repaid in the current fiscal year.

 •
 Pioneer
 Ventures Inc. – owned by a stockholder, Brian Lovig, holding shares carrying more than
 5% of the voting rights attached to our outstanding shares, accepted three promissory notes
 from Arvana in the aggregate amount of $42,500, which amount was assigned and repaid in the
 current fiscal year.

Independence

 Our
common stock is traded on the OTC Markets Pink Sheets electronic quotation platform, and it is not held to the corporate governance standards
of listed companies. Listed companies require, in addition to other governance criteria, that a majority of a board of directors be independent.
While Arvana is not subject to corporate governance standards relating to the independence of its directors, we define an "independent"
director in accordance with NASDAQ Marketplace Rule 5605(a)(2)). Arvana has two independent directors on its Board under the NASDAQ Marketplace
Rule.

 ITEM
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

 The
following table sets forth information regarding the amounts billed to us by our independent auditor, Assurance Dimensions, for our fiscal
year ended December 31, 2023, and for our prior independent auditor, Davidson & Company, L.L.P for our fiscal year ended December
31, 2022.

 Years
 ended December 31,

 2023

 2022

 Audit
 Fees:

 $
 25,000

 $
 12,500

 Audit
 Related Fees:

 13,500

 7,500

 Tax
 Fees:

 —

 —

 All
 Other Fees:

 —

 —

 Total:

 $
 38,500

 $
 20,000

 Audit
Fees

 Audit
Fees are the aggregate fees billed by our independent auditors for the audit of our annual financial statements that are provided in
connection with statutory and regulatory filings or engagements.

 Audit-Related
Fees

 Audit-Related
Fees are fees charged by our independent auditors for assurance and related services that are reasonably related to the performance of
the audit or review of our financial statements and are not reported under "Audit Fees." This category comprises fees billed
for independent accountant review of our interim financial statements and management discussion and analysis, as well as advisory services
associated with our financial reporting.

 Policy
on Pre-Approval by Audit Committee of Services Performed by Independent Auditors

 Our
Audit Committee pre-approves all audit services to be provided to us by our independent auditors. Our Audit Committee's policy
regarding the pre-approval of non-audit services to be provided to us by our independent auditors is that all such services shall be
pre-approved by the Audit Committee. Prior to the granting of any pre-approval, our Audit Committee must be satisfied that the performance
of the services in question will not compromise the independence of the auditors.

 PART
IV

 ITEM
15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

 (a)
Financial Statements

 The
following documents are filed under " Item 8. Financial Statements and Supplementary Data, " pages F-1 through F-14,
and are included as part of this Form 10-K:

 Financial
Statements of Arvana for the years ended December 31, 2023, and 2022:

 Report
of Independent Registered Public Accounting Firm

 Balance
Sheets

 Statements
of Operations and Comprehensive Income (Loss)

 Statements
of Stockholders' Equity (Deficit)

 Statements
of Cash Flows

 Notes
to Financial Statements

 (b)
Exhibits

 The
exhibits required to be attached by Item 601 of Regulation S-K are listed in the Index to Exhibits on page 31 of this Form 10-K and are
incorporated herein by this reference.

 (c)
Financial Statement Schedules

 We
are not filing any financial statement schedules as part of this Form 10-K because such schedules are either not applicable or the required
information is included in the financial statements or notes thereto.

 ITEM
16. FORM 10-K SUMMARY

 None.

 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.

Inc.

 By:

 /s/
 Ruairidh Campbell

 Campbell, Chief Executive Officer, Chief Financial Officer, and Principal Accounting Officer

 Date:

 April

 Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

 By:

 /s/
 John Baring

 Sir
 John Baring

 Date:

 April

 By:

 /s/
 Ruairidh Campbell

 Date:

 April

 By:

 /s/
 Shawn Teigen

 Shawn
 Teigen

 Date:

 April

 EXHIBIT

 S-K

 Description

 2.1

 Business
 Purchase Agreement filed with the Commission as an exhibit to Form 8-K on November 16, 2022.

 3.1

 Articles
 of Incorporation filed with the Commission as an exhibit to Form 10-SB on May 24, 2000.

 3.1.1

 Amended
 and Restated Articles of Incorporation filed with the Commission as an exhibit to Form 8-K on October 12, 2010.

 3.1.2

 Amended
 and Restated Articles of Incorporation filed with the Commission as an exhibit to Schedule 14C on February 2, 2021.

 3.2

 Amended
 and Restated Bylaws filed with the Commission as exhibit to Form 10-SB on May 24, 2000.

 10.1

 Debt
 Settlement Agreement and Release with Zahir Dhanani filed with the Commission as an exhibit to Form 8-K on July 29, 2021.

 10.2

 Debt
 Settlement Agreement and Release with CaiE Foods Partnership Ltd. filed with the Commission as an exhibit on Form 8-K dated July
 29, 2021.

 10.3

 Debt
 Settlement Agreement and Release with Valor Invest Ltd. filed with the Commission as an exhibit to Form 8-K on July 29, 2021.

 10.5

 Debt
 Forgiveness Agreement with Zahir Dhanani filed with the Commission as an exhibit to Form 8-K on July 29, 2021.

 10.6

 Debt
 Forgiveness Agreement with Topkapi International Investment Corp. filed with the Commission as an exhibit to Form 8-K on July 29,
 2021.

 10.7

 2022 Stock Incentive Plan dated September 30, 2022, filed with the Commission as an exhibit to Form 10-Q on November 22, 2022.

 10.8

 Employment
 Agreement dated September 1, 2022, filed with the Commission as an exhibit on Form 10-Q on November 22, 2022.

 10.9

 Business
 Purchase Agreement dated November 16, 2022, filed with the Commission as an exhibit on Form 8-K on November 16, 2022.

 Subsidiaries
 filed with the Commission on Form 8-K on February 3, 2023.

 Certification
 of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act filed with the Commission as
 an exhibit to this Form 10-Q.

 Certification
 of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(d) of the Exchange Act and 18 U.S.C. Section 1350,
 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed with the Commission as an exhibit to this Form 10-Q.

 99.1

 Audited
 financial statements of Down 2 Fish Charters LLC as of and for the fiscal years ended December 31, 2021, and 2020 filed with the
 Commission on February 3, 2023.

 99.2

 Unaudited
 financial statements of Down 2 Fish Charters LLC as of and for the three and nine-month periods ended September 30, 2022, and 2021
 filed with the Commission on February 3, 2023.

 99.3

 Unaudited
 Pro Forma Combined Financial Statements as of and for the fiscal year ended December 31, 2021, and September 30, 2022, filed with
 the Commission on February 3, 2023.

 101.INS (1)

 Instance Document

 101.PRE (1)

 Taxonomy Extension Presentation Linkbase

 101.LAB (1)

 Taxonomy Extension Label Linkbase

 101.DEF (1)

 Taxonomy Extension Label Linkbase

 101.CAL (1)

 Taxonomy Extension Label Linkbase

 101.SCH (1)

 XB
 RL Taxonomy Extension Label Linkbase

 (1)

 Pursuant
 to Rule 406T of Regulation S-T, these interactive data files are deemed "furnished" and not "filed" or part
 of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933 or deemed "furnished"
 and not "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise is not subject to
 liability under these sections.