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 U.S. SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K

 Annual report under section 13 or 15(d) of the Securities Act of 1934.

For the fiscal year ended October 31, 2023

 Transition report under section 13 or 15(d) of the Securities Act of 1934.

For the Transition period from _______ to ________.

 Commission file number: 000-51791

 Innovative Designs, Inc.

 (Exact name of registrant as specified in its charter)

 Delaware

 03-0465528

 (State or other Jurisdiction of Incorporation or Organization)

 (I.R.S. Employer Identification Number)

 124 Cherry Street

 15223

 Pittsburgh, Pennsylvania
(Address of Principal Executive Offices)

 (Zip Code)

 (412) 799-0350

 (Registrant's telephone number including area
code)

 Securities to be registered pursuant to Section 12(b)
of the Exchange Act:

 ________________

 Title of each class

 Trading Symbol(s)

 Name of each exchange on which
 registered

 ________________

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

 (Title of Class)

 Common Stock, $.0001 par value per share

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

 Yes
 No

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

 Yes
 No

 Check whether the issuer (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the past 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 x No

 Indicate 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 during the preceding 12 months (or for such shorter period that the registrant was required to
submit and post such files). Yes No

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

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

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging reporting Company

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

 No

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

 Yes
No

 The issuer's revenues for its most recent fiscal
year were $ 347,763.

 The aggregate market value of the voting and non-voting
stock held by non-affiliates of the registrant computed by reference to the price at which the common equity was sold, or the average
bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal
quarter was $ 6,706,230. This calculation does not reflect a determination that certain persons are affiliates of the registrant for any
other purposes.

 The number of shares of the registrant's common
stock outstanding on February 13, 2024, was 37,924,003.

 Transitional Small Business Disclosure Format: Yes
 No

 ITEM 1.

 DESCRIPTION OF BUSINESS.

 The Company was incorporated in the State of Delaware
on June 25, 2002. We operate in two separate business segments: a house wrap for the building construction industry and cold weather clothing.
Both of our segment lines use products made from Insultex, which is a low-density polyethylene semi-crystalline, closed cell foam in which
the cells are totally evacuated. with buoyancy, scent block, and thermal resistant properties. We have a license agreement directly with
the owner of the Insultex technology. In December 2015, we took delivery of equipment capable of producing Insultex. Given the time and
cost of bringing the equipment into production mode and our current financial condition until we are able to begin manufacturing Insultex,
we will continue to operate under the license agreement for the manufacture of Insultex used in our products.

 Other companies are free to purchase Insultex from
us assuming that it is a company within the distribution jurisdiction that we have, which is worldwide with the exception of Korea and
Japan. Other than Korea and Japan, we are the sole worldwide supplier/distributor of the Insultex material.

 We offer the following products containing Insultex:

 House Wrap: Our house wrap product is designed for the home building construction industry. This product, made from Insultex provides barrier protection plus moisture vapor transmission and approximately R-3 and R-6 value insulation. We no longer manufacture the R-3 product line and are only selling it from our inventory. House Wrap is a multi-ply weatherization membrane that provides a protective layer under a building's outer covering that resists water and air infiltration, preventing mold and mildew buildup that could cause structural rotting. What differentiates Insultex from its competition is the fact that it offers an R-Value, the term used to measure thermal resistance, and is most commonly used when referring to the insulating qualities of a building structure, thus increasing energy efficiency. We are currently working on developing a House Wrap product line for the commercial building construction industry.

 In December 2016, we temporarily suspended any advertising of our House Wrap product line. We took this action as a result of a lawsuit brought by the Federal Trade Commission ('FTC"). On September 24, 2020, a judgment was entered in favor of the Company against the FTC as to all claims by the FTC. The judgment was upheld on appeal by the FTC on July 22, 2021. In March of 2021, we resumed advertising for our House Wrap products. We also sell a tape that is designed to be used with the House Wrap.

 Floating Swimwear: Product under our product name "Swimeez". Our swimwear is designed to be a swim aid. The interior lining of our swimwear product is made from INSULTEX, which enhances floatability. This product was discontinued during 2010 and we are only selling from our existing inventory.

 Hunting Apparel Line: Our hunting apparel provides almost total block from odors provided by the INSULTEX material. This product was discontinued during 2010 and we are only selling from our existing inventory.

 Arctic Armor Line: The Arctic Armor line, introduced in April of 2006, consists of a jacket, bib and gloves. The suit contains 3 layers of INSULTEX for uncompromised warmth and provides the user with guaranteed buoyancy. The gloves contain a single layer of INSULTEX and are windproof, waterproof and good to sub-zero temperatures as are the jacket and bibs. We are currently only selling from our existing inventory.

 Insultex Material: We sell Insultex material in bulk to non-competing customers.

 We also offer a product that helps restore the waterproof
character of the outer side of our Arctic Armor clothing. In addition, we offer cold weather headgear and base insulation clothing product.

 We no longer manufacture our apparel products containing
Insultex. We only sell from our existing inventory. Our Inultex House Wrap product is manufactured in the United States through third-party
manufacturers.

 For financial information regarding each segment,
please see Note 10 of the Notes to Financial Statements appearing elsewhere in this Report.

 The Insultex License and Manufacturing Agreement

 Under the terms of the agreement between us and the
Ketut Group, Ketut Group agrees to promptly deliver to Innovative Designs, Inc. within twenty-eight (28) days of receiving an order, all
Insultex ordered by us. Under the terms of the agreement, we are required to pay a fixed amount per meter of Insultex. This fixed amount
will not change under the agreement for a period of ten (10) years after the date of the agreement was signed, which was April 1, 2006.
The agreement provides that after the ten (10) year period, the price of the Insultex shall be adjusted for a subsequent ten (10) year
term, no more than twelve percent (12%) for the subsequent ten (10) year period. We order Insultex from time to time as needed and are
not required to purchase any minimum amount of Insultex during the term of the agreement, and we are not required to make any minimum
annual payment. However, should we place an order; any quantity ordered must be a minimum of 100,000 yards of Insultex. We are not required
to pay any part of any sublicense fee that we receive from third party sub-licensees, and we are not required to pay any fees to the Ketut
Group. This agreement will be in full legal force and effect for an initial term of ten (10) years from the date of its execution. We
have the option to renew this agreement for up to three (3) successive terms of ten (10) years each by giving notice of our intention
to so renew not less than ninety (90) days prior to the expiration of the then-current term. The Company has exercised the first ten-year
renewal option. We purchased the equipment capable of producing Insultex from the Ketut Group.

 COLD WEATHER CLOTHING PRODUCTS

 Arctic Armor Line

 Our Arctic Armor line products are intended for use
by the following consumer groups that are in the Company's target market for these products: We are currently only selling these
products form our existing inventory.

 Ice fisherman

 Snowmobilers

 Utility workers

 Oil/gas pipeline workers

 Railroad workers

 Construction workers

 Ski resort workers; and

 Police and First Responders.

 Website and Retailers

 We sell both wholesale and retail products on our
web site. Our web site, located at www.idigear.com, contains information on our products, technical information on Insultex insulation,
e-commerce capabilities with "shopping cart", wholesaler information and order forms, company contact information, and links
to retailers that carry our products. We have obtained the services of BA Web Productions who assists us in designing and continually
developing our website. Our web site features a "wholesaler only" area, allowing our wholesalers access to information, ordering,
and reordering. Our products are offered and sold by retailers, distributors and through our web site in all states and Canada. Except
for products sold through our web site, others who purchase our products do so at wholesale prices which they plan to sell at their retail
prices or use within their industry.

 Sales

 We sell our products online, to distributors and through
independent sales agents and agencies. Once we have made contact with a potential sales agency or solo agent, we evaluate their existing
accounts, the capacity and potential for them to effectively push our products. We also look at their current product lines through the
sales channel. Our primary market area is the outdoor industry which includes all activity done in cold weather. These activities include
recreational such as hunting, ice fishing, snowmobiling, and industries such as oil and gas, utilities and construction. Once we agree
to bring on an independent sales agent or agency, we enter into a standard agreement.

 A typical sales representative agreement will have
a term of one year with the right of either party to terminate upon thirty days written notice. We do not provide any free samples of
our products and all sales expenses are the sole obligation of the sales agent.

 Certain retailers buy directly from us. We have no
verbal or written agreements with them. These retailers purchase our products strictly on a purchase order basis. During our last fiscal
year, we sold our products to such retailers as Canadian Tire Corporation Limited. Some of our distributors during the last fiscal year
were Pro Fishing Supplies and Fleece Corner. We distribute our products to the following:

 Swimeez Products

 We distribute our Swimeez products through our web
site.

 Hunting Apparel Line

 We distribute our hunting apparel through our web
site.

 Arctic Armor Line

 We distribute the Arctic Armor Line through our web
site, to retailers and to distributors across the United States and Canada. These products are also marketed to utility companies, oil/gas
pipeline workers, railroad workers, police and first responders, and to construction workers.

 HOUSE WRAP

 House Wrap

 In early January 2008, we announced that we had completed
our research and development effort on a new use for Insultex as a house wrap for the home building construction industry. This house
wrap provides barrier protection plus moisture vapor transmission and the feature of approximately R-3 and R-6 value insulation. The Insultex
House Wrap was designed to specifically add enhanced insulating characteristics. In addition, the House Wrap is priced competitively with
existing house wraps that do not provide any insulation. The development efforts were conducted by our own personnel and an outside consultant.
In December 2016, we temporarily suspended any advertising for our House Wrap product line as we were in litigation with the Federal Trade
Commission ("FTC"). The litigation has concluded as to the matters set forth in the FTC complaint and in March 2021, we resumed
advertising for our House Wrap products.

 Insultex House Wrap

 During our last fiscal year, the following customers
each accounted for more than ten percent of our total sales of our House Wrap product, A-Team Building Supplies, LLC (30.9%), NorthStar
Systembuilt (19.1%) and Compound Construction (10.2%).

 Competition

 Many companies offer a type of house wrap, some with
insulating properties. These companies have large operations and are well financed. Some of the larger companies are DuPont, and Kimberly
Clark. The Company expects to face intense competition with others who have much greater resources in the building construction supply
industry.

 Our marketing program consists of the following:

 MARKETING COMPONENT

 Website Development and Internet Marketing

 We contract with marketing consultants to:

 (a) increase visitation to our website.

 (b) link with other established websites.

 (c) issue press releases to on-line publications.

 (d) conduct banner advertising.

 (e) develop arrangements with online retailers
that purchase our products on a wholesale basis.

 Sales Representatives

 Our Vice President of sales and marketing works to:

 (a) sell our merchandise to retail chain stores.

 (b) initiate relationships with local and national recreational
organizations; and

 (c) provide support to our distributor representatives

 Contract with Manufacturer

 We utilize the services of sales agencies to represent
our products in the United States and Canada.

 Design and Develop

 We presently use our own staff for services related
to literature, displays, develop brochures, point-of-sale displays, mailers, media materials, and literature and sales tools for our sales
representatives and manufacturer representatives. At such time as we have sufficient funding, we intend to contract out some of these
services. We no longer manufacture the R-3 House Wrap.

 Establish Wholesale

 We are and continue to develop relationships or distribution
relationships with retail points for our products to retail chain outlets and mass merchandisers to sell our products. We currently have
five domestic distributors and one international. Each distributor has a certain territory. Our domestic distributors collectively cover
the following jurisdictions: Texas, Oklahoma, Louisiana, North and South Dakota, Minnesota, Iowa, Michigan, Ohio, Pennsylvania, New York,
West Virginia, Maryland and Virginia. Our international distributor territory covers the UK, EU the Commonwealth countries except for
Canada and Africa.

 We ship wholesale product orders by United Parcel
Service or trucking companies. Retail orders from our website are shipped United Parcel Ground Service or Federal Express overnight. The
costs of shipping our finished goods are paid by our customers. We have not instituted any formal arrangements or agreements with United
Parcel Service, Federal Express or trucking companies, and we do not intend to do so.

 Insultex is used in all our Arctic Armor finished
goods, except for our headwear.

 Any apparel inventory we maintain is stored at our
warehousing facility. Our warehouse facility has the capacity to hold 250,000 units of finished products in inventory. Our House Wrap
inventory is stored in our facility and in the facility that manufactures it.

 In 2004, we were granted a trademark for our name
"idigear" with the United States Patent and Trademark Office.

 In 2007, we were granted the mark "Insultex"
by the United States Patent and Trademark Office.

 In 2011, we were granted a trademark for "Insultex
House Wrap" by the United States Patent and Trademark Office.

 The Company has rights under a U.S Patent titled "Composite
Fabric Material and Apparel Made Therefrom" which issued April 30, 2013.

 The Company has rights under a U.S. Paten titled "Composite
Materials" which issued February 21, 2017, published on September 5, 2013.

 The Company caused to have filed a utility patent
application on December 18, 2009, titled "Composite House Wrap" which claimed priority to provisional patent application titled
"Composite House Wrap" on December 18, 2008. A patent application was published on June 24, 2010. Although no patent issued
from this original disclosure, this publication prevents third parties from patenting concepts obvious over these original teaching of
the Company.

 The Company caused to have filed a utility patent
application on May 31, 2017, titled "Process for Forming Closed Cell Expanded Low density Polyethylene Foam and Products Formed
Thereby", published January 24, 2018. The Company then caused to have filed a utility patent application on July 31, 2020, which
application was published February 11, 2021. In January 2023, the U.S Patent and Trademark Office issue a Notice of Allowance and a patent
shall issue in due course.

 Additional patent application on other property concepts are also being
planned.

 Our production costs are limited to the invoices we
receive for Insultex from Ketut Group and our House Wrap product from the manufacturer.

 Although we are not aware of the need for any government
approval of our principal products, we may be subject to such approvals in the future.

 United States and foreign regulations may subject
us to increased regulation costs, and possibly fines or restrictions on conducting our business. We are subject, directly or indirectly,
to governmental regulations pertaining to the following government agencies:

 United States Customs Service

 We are required to pay a 6.5% importation duty to
the United States Customs Service on all imported products. We import Insultex from Indonesia from the Ketut Group, in accordance with
our agreement with the Ketut Group.

 United States Department of Labor's Occupational
Safety and Health Administration

 Because our sub-manufacturers manufacture our completed
products, we and our sub-manufacturers will be subject to the regulations of the United States Department of Labor's Occupational
Safety and Health Administration.

 We are not aware of any governmental regulations that
will affect the Internet aspects of our business. However, due to increasing usage of the Internet, a number of laws and regulations may
be adopted relating to the Internet covering user privacy, pricing, and characteristics and quality of products and services. Furthermore,
the growth and development of Internet commerce may prompt more stringent consumer protection laws imposing additional burdens on those
companies' conducting business over the Internet. The adoption of any additional laws or regulations may decrease the growth of
the Internet, which, in turn, could decrease the demand for Internet services and increase the cost of doing business on the Internet.
These factors may have an adverse effect on our business, results of operations, and financial condition.

 Moreover, the interpretation of sales tax, libel,
and personal privacy laws applied to Internet commerce is uncertain and unresolved. We may be required to qualify to do business as a
foreign corporation in each such state or foreign country. Our failure to qualify as a foreign corporation in a jurisdiction where we
are required to do so could subject us to taxes and penalties. Any such existing or new legislation or regulation, including state sales
tax, or the application of laws or regulations from jurisdictions whose laws do not currently apply to our business, could have a material
adverse effect on our business, results of operations and financial condition.

 We currently have no costs associated with compliance
with environmental regulations. Because we do not manufacture our products, but rather they are manufactured by our sub-manufacturers,
we do not anticipate any costs associated with environmental compliance. Moreover, the delivery and distribution of our products will
not involve substantial discharge of environmental pollutants. However, there can be no assurance that we will not incur such costs in
the future.

 We estimate that all of our revenues will be from
the sale of our products. We will sell our products at prices above our original cost to produce our products. We expect our product prices
to be lower than network marketing companies, but higher compared with retail establishments that directly manufacture their own products.

 Products that are sold directly by our website will
be priced according to our Manufacturer Suggested Retail Prices. Our wholesale clients will purchase our products at our wholesale prices.
We recommend that our retailer clients sell our products at the Manufacturer Suggested Retail Prices that we provide to them which are
the same prices for products on our website; however, they are not required to do so and may price our products for retail sale at their
discretion. We have established M.A.P. (minimum advertised pricing) on our Arctic Armor suit in an attempt to allow all retailers
and distributors carrying the line to obtain reasonable gross margin dollars.

 We currently have a total of two full time employees.
We hire part-time personnel as needed.

 We have no collective bargaining or employment agreements.

 Reports and Other Information to Shareholders

 We are subject to the informational requirements of
the Securities Exchange Act of 1934. Accordingly, we file annual, quarterly and other reports and information with the Securities and
Exchange Commission. You may read and copy these reports and other information we file at the Securities and Exchange Commission's
public reference rooms in Washington, D.C., New York, New York, and Chicago, Illinois. Our filings are also available to the public from
commercial document retrieval services and the Internet worldwide website maintained by the Securities and Exchange Commission at www.sec.gov.

 ITEM 1A

 RISK FACTORS.

 Lack of Sufficient Operating Funds-Going Concern

 Our independent registered public accounting firm
for the fiscal year ended October 31, 2023, has included an explanatory paragraph in their opinion that accompanies our audited financial
statements for the fiscal year ended October 31, 2023, indicating that as a result of the Company having had net losses and negative cash
flows and an accumulated deficit there is substantial doubt about the Company's ability to continue as a going concern. Because
we are not able to generate sufficient funds from sales and because we are unable to access commercial sources of credit, we are consistently
underfunded. As a result, our growth is very limited, and we have difficulty in sustaining our current level of operations. We are not
able to initiate adequate marketing programs, hire additional staff, develop new products or have flexibility in ordering Insultex from
our manufacturer. Additionally, we must replace our quality control testing equipment for our House Wrap product line which we estimate
may cost $100,000. In the past, we have depended on borrowings from our CEO and other private parties, primarily stockholders in the private
sale of our common stock or debt. Should we not be able to continue to rely on these sources of funding and increase our revenue stream
to at least meet our current level of operations and to purchase new testing equipment the ability of the Company to continue as a going
concern will be adversely affected.

 Competition

 The markets served by the Company are highly competitive.
Competitive pricing pressure could result in loss of customers or decreased profit margins. Competition by product type includes the following:

 The markets for our products are increasingly competitive.
Our competitors have substantially longer operating histories, greater brand name and company name recognition, larger customer bases
and greater financial, operating, and technical resources than us. Because we are financially and operationally smaller than our competitors,
we will encounter difficulties in capturing market share. Our competitors are able to conduct extensive marketing campaigns and create
more attractive pricing of their target markets than we are.

 Some of our biggest competitors for our House Wrap
product line are;

 Dupont

 Kimberly Clark.

 Some of our biggest competitors in the Arctic Armor
line are:

 Ice Clam Corporation

 Vexilar

 Mustang Survival

 Frabill

 Stryker

 We compete in the following ways:

 A.

 Emphasize the Advantages of our Products.

 Arctic Armor Line

 We emphasize the following characteristics and advantages
of our Arctic Armor line products:

 light weight

 waterproof

 windproof

 sub-zero protection

 buoyancy

 Insultex provides a scent barrier which we had a permeation
test performed on at the Texas Research Institute Austin, Inc. The product was subjected to gas stimulant for an eight-hour period. The
product was tested for permeation of the gas every three minutes for the duration of the test with almost no detection of the gas throughout
the test. The testing was based upon accepted industry practices as well as the test method used.

 HOUSE WRAP

 Our House Wrap product

 Utilize our web site to promote, market, and sell our products to consumers.

 Utilize professional sales representatives, distributors and manufacturer representatives to sell our products to established retailers, contractors and end users.

 Our products have the following disadvantages in comparison
to the products of our competitors:

 Lack of brand name recognition or recognition of the properties of Insultex and its advantages. We, as well as our products, have little brand name recognition compared to our competitors. And we may encounter difficulties in establishing product recognition. Also, although our products have insulation properties, the material "down" has a widespread and established reputation as being the superior insulation in the market, while the properties and advantages of Insultex has little public recognition.

 There can be no assurance that we will be able to
compete in the sale of our products, which could have a negative impact upon our business.

 We do not expect our business to be dependent on one
or a few customers or retailers; however, there is no assurance that we will not become so dependent.

 Cyclicality

 The Company's Arctic Armor apparel sales fluctuate
based on temperature and weather conditions. Our products are suitable primarily for cold weather conditions. This will have a cyclical
effect on sales. It also makes our revenues totally dependent on cold weather for this product line. For the fiscal year ended October
31, 2023, our cold weather products accounted for approximately 10% of our total revenue.

 Material Acquisition

 The Company has only one supplier of Insultex, the
special material which is manufactured within the apparel of our cold weather products and our House Wrap product. Additionally, we have
one manufacturer that produces the apparel on behalf of the Company, located in Indonesia. Currently, we are only selling apparel from
our inventory. Any delays in getting Insultex will adversely affect our revenue stream. Once we have our own equipment operating, we will
be able to produce Insultex. We intend to use such Insultex for our House Wrap product.at the present time.

 Geographic Concentration

 Most of the Company's sales for its cold weather
clothing products to retailers are concentrated in colder climates of the United States and Canada.

 Management

 The Company is dependent on the management of Joseph
Riccelli, our Chief Executive Officer. The loss of Mr. Riccelli's services could have a negative effect on the performance and growth
of the Company for some period of time.

 Penny Stock Considerations

 Our shares are "penny stocks" as that
term is generally defined in the Securities Exchange Act of 1934 as equity securities with a price of less than $5.00. Our shares may
be subject to rules that impose sales practice and disclosure requirements on broker-dealers who engage in certain transactions involving
a penny stock.

 Under the penny stock regulations, a broker-dealer
selling a penny stock to anyone other than an established customer or "accredited investor" must make a special suitability
determination regarding the purchaser and must receive the purchaser's written consent to the transaction prior to the sale, unless
the broker-dealer is otherwise exempt. Generally, an individual with a net worth, exclusive of one's residence, in excess of $1,000,000
or annual income exceeding $200,000 individually or $300,000 together with his or her spouse is considered an accredited investor. In
addition, under the penny stock regulations the broker-dealer is required to:

 Deliver, prior to any transaction involving a penny stock, a disclosure schedule prepared by the Securities and Exchange Commission relating to the penny stock market, unless the broker-dealer or the transaction is otherwise exempt;

 Disclose commissions payable to the broker-dealer and its registered representatives and current bid and offer quotations for the securities;

 Send monthly statements disclosing recent price information pertaining to the penny stock held in a customer's account, the account's value and information regarding the limited market in penny stocks; and

 Make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction, prior to conducting any penny stock transaction in the customer's account.

 Because of these regulations, broker-dealers may encounter
difficulties in their attempt to sell shares of our stock, which may affect the ability of shareholders or other holders to sell their
shares in the secondary market and have the effect of reducing the level of trading activity in the secondary market. These additional
sales practice and disclosure requirements could impede the sale of our securities if our securities become publicly traded. In addition,
the liquidity of our securities may be adversely affected, with a corresponding decrease in the price of our securities.

 ITEM 1B

 Unresolved Staff Comments.

 None.

 ITEM 1C

 Cybersecurity

 We do not maintain any information systems that would be subject to a cybersecurity
threat. Our credit card processing is outsourced to a third party that uses a double authentication protocol.

 ITEM 2.

 PROPERTIES.

 We lease warehouse space for our inventory and raw
materials at 124 Cherry Street, Etna, Pennsylvania. We also use this space as our principal executive offices. This facility encompasses
13,000 square feet of storage space on the first floor and 2,000 square feet for our sales department offices located on the second floor.
We have entered into a verbal agreement with the owner of the building, and we pay $3,500 per month for the space. This facility is composed
of: (a) warehouse and storage areas including four (4) shipping bays and a distribution area consisting of square footage to store upward
of 250,000 finished goods products; and (b) four (4) offices, one (1) conference room, with presentation area and sample display and (2)
bathrooms totaling approximately 2,000 square feet located on the second floor. Mr. Frank Riccelli is the brother to our Chief Executive
Officer and the owner of the property. The condition of our leased property is good and suitable for our needs.

 ITEM 3.

 LEGAL PROCEEDINGS.

 See Note 15 of the Notes to Financial Statement appearing
 elsewhere in this Report.

 ITEM 4.

.

 ITEM 5.

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

 Our Common Stock is traded on the OTCQB tier under
the symbol IVDN. As of February 12, 2024, we had 249 holders of record of our common stock (not including beneficial holders of stock
held in street names).

 We have one class of stock outstanding. We have no
shares of our preferred stock outstanding.

 Dividends

 We have not declared any cash dividends on our stock
since our inception and do not anticipate paying such dividends in the foreseeable future. We plan to retain any future earnings for use
in our business. Any decisions as to future payment of dividends will depend on our earnings and financial position and such other factors
as the Board of Directors deems relevant.

 ITEM 6.

 SELECTED FINANCIAL DATA.

 As a smaller reporting company, under SEC regulations,
we are not required to furnish selected financial data.

 ITEM 7.

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

 General

 The following information should be read in conjunction
with the financial statements and the notes thereto appearing elsewhere in this report.

 Disclosure Regarding Forward-Looking Statements

 Certain statements made in this report, and other
written or oral statements made by or on behalf of the Company, may constitute "forward-looking statements" within the meaning
of the federal securities laws. When used in this report, the words "believes," "expects," "estimates,"
"intends," and similar expressions are intended to identify forward-looking statements. Statements regarding future events
and developments and our future performance, as well as our expectations, beliefs, plans, intentions, estimates, or projections relating
to the future, are forward-looking statements within the meaning of these laws. Examples of such statements in this report include descriptions
of our plans and strategies with respect to developing certain market opportunities, and our overall business plan. All forward-looking
statements are subject to certain risks and uncertainties that could cause actual events to differ materially from those projected we
believe that these forward-looking statements are reasonable; however, you should not place undue reliance on such statements. These statements
are based on current expectations and speak only as of the date of such statements. We undertake no obligations to publicly update or
revise any forward-looking statement, whether as a result of future events, new information or otherwise.

 Background

 Innovative Designs, Inc. (hereafter referred to as
the "Company", "we" or "our") produces and sells a house wrap product using Insultex a material with
thermal resistance and buoyancy properties. We also offer a cold weather product line called "Artic Armor" which also uses
Insultex. We no longer produce any Artic Armor products. We are only selling from our existing inventory. We obtain Insultex through a
license agreement with the owner and manufacturer of the material. In December 2015, we took delivery of equipment capable of producing
our own Insultex. At such time as we have sufficient funding, we intend to put the equipment into production and use the Insultex from
this equipment in the production of our House Wrap product and for the sale of Insultex to others.

 Results of Operations

 Comparison of the fiscal year ended October 31, 2022,
with the fiscal year ended October 31, 2021.

 The following table shows a comparison of the results
of operations between the fiscal years ended October 31, 2023, and October 31, 2022:

 Fiscal Year

 Fiscal Year

 Ended

 Ended

 October 31,

 % of

 October 31,

 % of

 Increase

 %

 2023

 Sales

 2022

 Sales

 (Decrease)

 Change

 REVENUE

 $
 347,763

 100.00
 %

 $
 258,734

 100.00
 %

 $
 89,029

 25.6
 %

 OPERATING EXPENSES

 Cost of sales

 167,788

 48.2
 %

 146,912

 56.8
 %

 (20,876
)

 12.4
 %

 Selling, general and administrative expenses

 464,065

 133.47
 %

 666,239

 257.5
 %

 (202,174
)

 (43.6
)%

 Total operating expenses

 631,853

 %

 813,151

 %

 276,792

 %

 Loss from operations

 (284,090
)

 (81.7
)%

 (554,417
)

 214.3
 %

 (270,327
)

 (95.2
)%

 OTHER INCOME/(EXPENSE)

 Other income

 —

 $
 371,000

 100.0
 %

 (371,000
)

 %

 Interest expense

 (24,807
)

 (7.1
)%

 (42,072
)

 16.3
 %

 (66,879
)

 (269.6
)%

 Gain (Loss) on sale of property and equipment

 7,519

)

)

 Net loss

 $
 (301,378
)

 (86.7
)%

 $
 (225,489
)

 (87.2
)%

 $
 (75,889
)

 25.2
 %

 Weighted average common shares outstanding - undiluted

 35,487,572

 34,650,560

 Loss per common share - undiluted

 $
 (0.01
)

 $
 (0.01
)

 Results of Operations

 Revenues for the fiscal year ended October 31, 2023,
were $ 347,763 compared to revenues of $258,734 for the comparable period ending October 31, 2022. House Wrap product revenue totaled
$312,983 for the period compared to $193,302 for fiscal year ended October 31, 2022. All of the remaining revenues were derived from our
Arctic Armor and related product lines which totaled $34,780 for the period compared to revenues of $65.432 for the fiscal year ended
October 31, 2022. Revenues are net of returns and discounts. We continue to work on rebuilding our House Wrap product line brand after
doing no advertising during the time of the FTC litigation, November 2016 to July 2021, and the effect of the litigation on our House
Wrap products acceptance, and the use of Insultex in other applications in the marketplace.

 However, until we are able to have Insultex ICC-ES
certified we do not believe we will be able to significantly increase our revenue from our House Wrap product.

 Selling, general and administrative expenses decreased
from $666,339 in fiscal year 2022, to $464,065 in the fiscal year ending October 31, 2023. This decrease reflects, in part, a decrease
in stock-based compensation of $200,000, professional fees decreased by $,9,000, payroll decreased by $18,000 and office supplies decreased
by $8,000. Some of the increases were travel expenses increased by $17,000, shipping costs increased by $8,000, product testing increased
by $8,000 and sales commission increased by $5,000.

 Our cost of sales increased from $146,912 as of October 31, 2022, to $16,00
as of October 31, 2023, as a result of more sales.

 Liquidity and Capital Resources

 During the fiscal year ended October 31, 2023, we
funded our operations from revenues and the private sales of our common stock and the exercise of certain common stock purchase warrants.
We received a total of $355,000 from the sale of stock and warrant exercise. During the period we repaid advances from stockholders totaling
$107,630. Subsequent to the period, we receive proceeds totaling $ 218,831 from the sale of our common stock. We will continue to fund
our operations from revenues, private borrowings and the sale of our common stock until we are able to produce sales sufficient to cover
our cost structure or to secure commercial lending arrangements.

 On July 12, 2015, the Company reached an agreement
with Ketut Jaya to purchase machinery and equipment utilized to produce the INSULTEX material. The purchase price is $700,000 and to be
made in four installments. The first installment of $300,000 is to be made at the execution of the agreement. The second installment of
$200,000 is to be made when the machinery and equipment is ready to be shipped to the United States. The third installment of $100,000
is to be made once the machinery and equipment is producing INSULTEX, and the fourth and final installment of $100,000 is to be made after
the first commercial production run of INSULTEX is completed. As of October 31, 2016, the Company has made payments of $600,000. In addition
to the final payments, the Company will have to have the equipment and machines installed and ensure that the machine can be operated
in compliance with environmental regulations. The Company has not made an estimate of the costs required for bringing the machine into
compliance, but it is considered to be substantial. Given the expected time and cost of bringing the equipment into production mode and
our current financial condition we are unable to estimate when we will be able to do so.

 We also must purchase new quality control testing
equipment for use in testing Insultex. The testing equipment is finished, and we are in discussions with the vendor regarding certain
charges. Once we take delivery of the equipment it will have to go through a certification process. Once the testing equipment is certified,
we intend to begin the process of having Insultex certified by ICC Evaluation Services, LLC ("ICC-ES"). ICC-ES certifies,
among other items, building materials and products of which our House Wrap falls under. The reason we need to have ICC-ES certification
is that we believe in order to get large orders for House Wrap ICC-ES certification will be required. The other component part of the
House Wrap produced by a third party is ICC-Es certified. Getting ICC-ES certification is costly and time consuming.

 During the period we paid ${Amount} on our loans.
Subsequent to the period we paid an additional $ [Amount } on the loans.

 Short Term: We funded our operations with revenues
from sales, private sales of our common stock and from a legal settlement. We could not access commercial lines of credit during our last
fiscal year.

 The Company intends to repay these debt obligations
with funds it generates from revenues, from the possible sale of its securities, either debt or equity, from advances from our stockholders
or others. Because we cannot currently access commercial lending facilities, should we not be able to continue to obtain funding from
these sources should our revenues decrease, our operations would be severely affected as we would not be able to fund our purchase orders
to our suppliers for finished goods. The Company continues to pay its creditors when payments are due.

 Long Term: The Company will continue to fund operations
from revenues, borrowings and the possible sale of its securities. Should we not be able to continue to rely on these sources our operations
would be severely affected as we would not be able to fund our purchase orders to our suppliers for finished goods.

 ITEM 7A.

 QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.

 As a smaller reporting company under SEC Regulation,
we are not required to provide this information.

 ITEM 8.

 FINANCIAL STATEMENTS.

 FINANCIAL
STATEMENTS
 FOR THE FISCAL YEARS ENDED

 OCTOBER
31, 2023 AND 2022

 F- 1

 PAGE

 FINANCIAL STATEMENTS:

 Report of Registered Public Accounting Firm

 BALANCE SHEETS

 STATEMENTS OF OPERATIONS

 STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY

 STATEMENTS OF CASH FLOWS

 NOTES TO FINANCIAL STATEMENTS

 F- 2

 Report of Independent Registered Public Accounting
Firm

 To the Shareholders and the

Board of Directors of
Innovative Designs, Inc.

 Opinion on the Financial Statements

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

 Substantial Doubt About the Company's Ability
to Continue as a Going Concern

 The accompanying financial statements have been prepared
assuming that that Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company had net losses
and negative cash flows from operations for the years ended October 31, 2023 and 2022 and an accumulated deficit at October 31, 2023 and
2022. These factors raise substantial doubt about the Company's ability to continue as a going concern for one year from the issuance
date of these financial statements. Management's plans are described in Note 2. Our procedures included an evaluation of management's
plans to continue as a going concern and a conclusion as to whether management's plans appear reasonable and achievable. The financial
statements do not include 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 U.S. federal securities laws
and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

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

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

 F- 3

 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.

 Revenue Recognition

 Critical Audit Matter Description

 The Company's recognition of revenue involves
the evaluation against five criteria described by generally accepted accounting principles. With regards to the Company's transaction
classes the primary criteria is the satisfaction of their performance obligations.

 How the Critical Audit Matter Was Addressed in the Audit

 Our procedures related to the Company meeting their performance obligations
included evaluation of initial sale transaction documentation, shipping records, and invoices.

 Substantial Doubt About the Company's Ability to Continue
as a Going Concern

 Critical Audit Matter Description

 Due to the financial position and results of cumulative
losses the Company evaluates it ability to continue as a going concern and has a plan in place to be able to conclude that it will be
able to continue as a going concern for one year from the issuance date of the financial statements.

 How the Critical Audit Matter Was Addressed in the Audit

 Our procedures included an evaluation of management's plans to continue
as a going concern and a conclusion as to whether management's plans appear reasonable and achievable.

 RW Group, LLC

 We have served as the Company's auditor since 2021.

 Kennett Square, PA

 February 22, 2024

 5020

 F- 4

 BALANCE
SHEETS

 OCTOBER 31, 2023 AND OCTOBER 31, 2022

 2023

 2022

 ASSETS

 CURRENT ASSETS:

 Cash

 $
 238,677

 263,293

 Accounts receivable, net

 31,050

 11,203

 Inventory, net

 549,277

 494,580

 Total current assets

 819,004

 769,076

 PROPERTY AND EQUIPMENT, net

 23,479

 5,960

 OTHER ASSETS:

 Inventory on consignment

 —

 1,625

 Deposits on inventory

 —

 80,000

 Advance to employees

 8,200

 13,200

 Deposits on equipment

 652,944

 607,370

 Total other assets

 661,144

 702,195

 TOTAL

 $
 1,503,627

 $
 1,477,231

 LIABILITIES AND STOCKHOLDERS' EQUITY

 CURRENT LIABILITIES:

 Accounts payable

 $
 216,626

 $
 162,063

 Current portion of note payable

 20,397

 20,128

 Accrued interest on stockholder loans

 42,873

 46,345

 Current portion of stockholder loans

 70,668

 110,631

 Accrued expenses

 —

 3,778

 Total current liabilities

 350,564

 342,945

 LONG-TERM LIABILITIES:

 Long-term portion of note payable

 44,429

 64,547

 Long-term portion of stockholder loans

 —

 66,667

 Total long-term liabilities

 44,429

 131,214

 STOCKHOLDERS' EQUITY:

 Preferred stock, $ 0.0001 par value, 25,000,000 shares authorized

 —

 —

 Common stock, $ 0.0001 par value, 100,800,000 shares authorized, and 36,532,560 and 34,650,560 issued and outstanding

 3,656

 3,467

 Additional paid-in capital

 11,741,935

 11,335,184

 Accumulated deficit

 ( 10,636,957
)

 ( 10,335,579
)

 Total stockholders' equity

 1,108,634

 1,003,072

 TOTAL

 $
 1,503,627

 $
 1,477,231

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

 F- 5

 INNOVATIVE DESIGNS, INC.

 STATEMENTS OF OPERATIONS

 FOR THE YEARS ENDED OCTOBER 31, 2023 AND 2022

 2023

 2022

 REVENUES, net

 $
 347,763

 $
 258,734

 OPERATING EXPENSES:

 Cost of sales

 167,788

 146,912

 Selling, general and administrative expenses

 464,065

 666,239

 Total operating expenses

 631,853

 813,151

 Income (loss) from operations

 ( 284,090
)

 ( 554,417
)

 OTHER INCOME (EXPENSE):

 Miscellaneous income (expense)

 —

 371,000

 Gain (loss) on sale of property and equipment

 7,519

 —

 Interest expense

 ( 24,807
)

 ( 42,072
)

 Total other income (expense)

 ( 17,288
)

 328,928

 Net income (loss)

 $
 ( 301,378
)

 $
 ( 225,489
)

 PER SHARE INFORMATION - UNDILUTED:

 Net income (loss) per common share

 $
 ( 0.01
)

 $
 ( 0.01
)

 Weighted average number of common shares outstanding

 35,487,572

 34,650,560

 PER SHARE INFORMATION - DILUTED:

 Net income (loss) per common share

 $
 ( 0.01
)

 $
 ( 0.01
)

 Weighted average number of common shares outstanding

 36,529,252

 35,330,560

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

 F- 6

 INNOVATIVE DESIGNS, INC.

 STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

 FOR THE YEARS ENDED OCTOBER 31, 2023 AND 2022

 Common Stock To Be

 Additional Paid-In

 Accumulated

 Shares

 Amount

 Issued

 Capital

 Deficit

 Total

 Balance at October 31, 2021

 33,315,560

 $
 3,333

 $
 —

 $
 11,039,118

 $
 ( 10,110,090
)

 $
 932,361

 Sale of stock

 460,000

 —

 86,154

 —

 86,200

 Exercise of warrants

 —

 —

 —

 —

 —

 —

 Shares issued for services

 875,000

 —

 209,912

 —

 210,000

 Net income (loss)

 —

 —

 —

 —

 ( 225,489
)

 ( 225,489
)

 Balance at October 31, 2022

 34,650,560

 3,467

 —

 11,335,184

 ( 10,335,579
)

 1,003,072

 Sale of stock

 1,635,000

 —

 354,836

 —

 355,000

 Exercise of warrants

 40,000

 —

 9,996

 —

 10,000

 Shares issued for services

 207,000

 —

 41,919

 —

 41,940

 Net income (loss)

 —

 —

 —

 —

 ( 301,378
)

 ( 301,378
)

 Balance at October 31, 2023

 36,532,560

 3,656

 —

 11,741,935

 ( 10,636,957
)

 1,108,634

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

 F- 7

 CONDENSED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED OCTOBER 31, 2023 AND 2022

 2023

 2022

 CASH FLOWS FROM OPERATING ACTIVITIES:

 Net income (loss)

 $
 ( 301,378
)

 $
 ( 225,489
)

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

 Write off of accounts payable

 —

 ( 111,000
)

 Common stock issued for services

 41,940

 210,000

 Depreciation

 3,074

 1,490

 Amortization of right of use asset

 —

 40,962

 Gain on sale of asset

 ( 7,519
)

 —

 (Increase) decrease from changes in:

 Accounts receivable

 ( 19,847
)

 ( 10,002
)

 Inventory

 ( 53,072
)

 48,008

 Deposits on inventory

 80,000

 ( 80,000
)

 Increase (decrease) from changes in:

 Accounts payable and accrued expenses

 50,785

 23,137

 Accrued interest expense

 ( 3,472
)

 3,209

 Net cash provided by (used in) operating activities

 ( 209,489
)

 ( 99,685
)

 CASH FLOWS FROM INVESTING ACTIVITIES:

 Purchase of equipment

 ( 20,593
)

 —

 Deposits on equipment

 ( 45,574
)

 ( 7,370
)

 Proceeds from sale of equipment

 7,519

 —

 Advances to employees

 5,000

 ( 5,000
)

 Net cash provided by (used in) investing activities

 ( 53,648
)

 ( 12,370
)

 CASH FLOWS FROM FINANCING ACTIVITIES:

 Proceeds from sale of stock

 355,000

 86,200

 Proceeds received from the exercise of warrants

 10,000

 —

 Payments on stockholder loans

 ( 106,630
)

 ( 144,666
)

 Payments on lease liability

 —

 ( 40,962
)

 Proceeds on notes payable

 —

 1,818

 Payments on notes payable

 ( 19,849
)

 ( 7,493
)

 Net cash provided by (used in) financing activities

 238,521

 ( 105,103
)

 NET INCREASE (DECREASE) IN CASH

 ( 24,616
)

 ( 217,158
)

 CASH, BEGINNING OF YEAR

 263,293

 480,451

 CASH, END OF YEAR

 $
 238,677

 $
 263,293

 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

 Cash paid for interest

 $
 28,279

 $
 38,863

 Non-cash financing activities - common stock issued for services

 $
 41,940

 $
 210,000

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

 F- 8

 NOTES

 1.
 NATURE OF OPERATIONS
AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES NATURE OF OPERATIONS

 Innovative
Designs, Inc. (the "Company"), which was incorporated in the State of Delaware on June 25, 2002, markets cold weather
recreational and industrial clothing products, as well as house wrap, which are made from INSULTEX, a low density foamed polyethylene,
a material with buoyancy, scent block, and thermal resistant properties. The Company's clothing and house wrap is offered
and sold by retailers, distributors, and companies throughout the United States and Canada.

 The
Company operates two reportable segments: apparel and house wrap. The apparel segment offers a wide variety of extreme cold weather
apparel and related items. The house wrap segment offers the INSULTEX house wrap which has an R-value of 3 and an R-value of 6,
as well as the Company's seam tape.

 BASIS
OF ACCOUNTING

 The
financial statements of the Company have been prepared on the accrual basis of accounting and, accordingly, report all significant
receivables, payables, and other liabilities as prescribed by accounting principles generally accepted in the United States of
America ("U.S. GAAP").

 FISCAL
YEAR END

 The
Company's fiscal year ends on October 31 st. The fiscal years ended October 31, 2023 and 2022 are referred to
as 2023 and 2022, respectively, throughout the Company's financial statements.

 USE
OF ESTIMATES

 The
preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those estimates.

 CASH
AND CASH EQUIVALENTS

 The
Company defines cash and cash equivalents as those highly liquid investments purchased with a maturity of three months or less.

 F- 9

 NOTES

 REVENUE
RECOGNITION

 Revenues
are measured based on the amount of consideration specified in a contract with a customer. The Company recognizes revenue when
and as performance obligations (i.e., obligations to transfer goods and/or services) are satisfied, which generally occurs with
the transfer of control of the goods or services to the customer.

 To
determine proper revenue recognition, the Company evaluates whether two or more contracts should be combined and accounted for
as a single contract and whether a combined or single contract should be accounted for as more than one performance obligation.
This evaluation requires significant judgment, and the decision to combine contracts or separate a combined or single contract
into multiple performance obligations could change the amount of revenue and profit recorded in a given period. Contracts are
considered to contain a single performance obligation if the promise to transfer individual goods or services is not separately
identifiable from other promises in the contracts.

 For
contracts with multiple performance obligations, the Company allocates the transaction price to each performance obligation using
the best estimate of the standalone selling price of each distinct good or service in the contract.

 FAIR
VALUE OF FINANCIAL INSTRUMENTS

 The
carrying value of cash and net accounts receivable approximates fair value. The fair value of the Company's debt instruments
approximates their fair values as the interest is tied to or approximates market rates.

 ESTIMATED
UNCOLLECTIBLE ACCOUNTS

 Management
evaluates its receivables on a quarterly basis to assess the validity of remaining receivables. Management has determined that
there is not a significant doubt regarding the receivable balance as of October 31, 2023. Management has determined that there
is significant doubt regarding the receivable balance over 90 days and applied an allowance of $ 5,860 for fiscal year ended October
31, 2022.

 OPENING
AND CLOSING BALANCE OF RECEIVABLES

 The
opening balance of accounts receivables was $ 1,201 which was net of the allowance for doubtful accounts of $ 5,860. The ending
balance of accounts receivable was $ 31,050. There was not an allowance for doubtful accounts at the end of the period. The Company
also does not have any contract assets or contract liabilities at the end of the period.

 F- 10

 NOTES

 INVENTORY

 Inventory
consists primarily of finished goods. Inventory is stated at the lower of cost or net realizable value and is valued based on
first-in first-out. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable
costs of completion, disposal, and transportation.

the fiscal year ended October 31, 2010, the Company discontinued its hunting and swimming lines of apparel. Therefore, a reserve
of $ 65,600 and $ 75,468 was recorded as of October 31, 2023 and 2022, respectively. The reserve is evaluated on a quarterly basis
and adjusted accordingly.

 DEPOSITS
ON INVENTORY

 The
Company has one manufacturer located in Indonesia that produces the apparel on behalf of the Company. The Company sends deposits
to the manufacturer for future production of the apparel based on approved purchase orders between the Company and the manufacturer.
Once finished, purchase orders are received by the Company and the deposits associated with the purchase orders are transferred
into inventory. The Company did not have deposits on inventory as of October 31, 2023. Deposits on inventory amounted to $ 80,000
as of October 31, 2022.

 PROPERTY
AND EQUIPMENT

 Property
and equipment are stated at cost. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, improvements,
and major replacements are capitalized. The cost and accumulated depreciation related to assets sold or retired are removed from
the accounts and any gain or loss is recorded on the statements of operations.

 For
financial reporting purposes, depreciation is primarily computed using the straight-line method over the estimated useful lives
of depreciable assets, which range from 5 to 7 years.

 F- 11

 NOTES

 DEPOSITS
ON EQUIPMENT

 On
July 12, 2015, the Company reached an agreement with Ketut Jaya to purchase the machinery and equipment utilized to produce the
INSULTEX material. The purchase price is $ 700,000 and to be made in four installments. The first installment of $300,000 is to
be made at the execution of the agreement. The second installment of $200,000 is to be made when the machinery and equipment is
ready to be shipped to the United States. The third installment of $100,000 is to be made once the machinery and equipment is
producing INSULTEX, and the fourth and final installment of $100,000 is to be made after the first commercial production run of
INSULTEX is completed. As of October 31, 2018, the Company has made payments of $ 500,000 in accordance with the agreement and
made a $ 100,000 pre-payment as the machine is not yet producing INSULTEX. Additionally, the Company has incurred $ 17,000 of additional
expenses related to shipping, site improvements and installation of the equipment. During 2019, the Company determined the shipping
costs of $ 17,000 were impaired and these costs were written off the balance due. In February 2023 and August 2023, the Company
made an additional prepayment of $ 10,000 and $ 6,000, respectively, on the equipment.

the fiscal year ended October 31, 2022, the Company made deposits on a separate piece of equipment of $ 7,370. During the fiscal
year ended October 31, 2023, the Company made additional deposits of $ 29,574 on this piece of equipment. Total deposits for this
piece equipment as of October 31, 2023 total $ 36,944.

 Total
deposits made were $ 652,944 and $ 607,370 as of October 31, 2023 and 2022, respectively.

 IMPAIRMENT
OF LONG-LIVED ASSETS

 Management
considers the valuation and depreciation of property and equipment. Management considers both the current and future levels of
undiscounted cash flow generated by the Company and the continuing value of property and equipment to determine when and if an
impairment has occurred. Any write-downs due to impairment are charged to operations at the time the impairment is identified.
No such write-downs due to impairment have been recorded for the fiscal years ended October 31, 2023 and 2022.

 INCOME
TAXES

 The
Company accounts for income taxes in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards
Codification ("ASC") Topic 740 "Income Taxes", which requires an asset and liability approach for
financial reporting purposes.

 F- 12

 NOTES

 Deferred
income taxes are provided for differences between the tax bases of assets and liabilities and the financial reporting amounts
at the end of the period, and for net operating loss and tax credit carryforwards available to offset future taxable income. Changes
in enacted tax rates or laws result in adjustments to recorded deferred tax assets and liabilities in the periods in which the
tax laws are enacted or tax rates are changed.

 In
addition, FASB ASC Topic 740 clarifies the accounting for uncertainty in tax positions and requires that a company recognize the
impact of a tax position in its financial statements only if it is more likely than not of being sustained upon examination, based
on the technical merits of the position. The Company did not recognize any material adjustments to the liability for unrecognized
income tax benefits.

 The
Company is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.

 CONCENTRATION
OF CREDIT RISK

 The
Company maintains its cash balances with a financial institution which management believes to be of high credit quality. The accounts
are insured by the Federal Deposit Insurance Company ("FDIC") up to $ 250,000 in coverage. The balances in the accounts
may, at times, exceed the federally insured limits. The Company has not experienced any losses on deposits and management believes
the Company is not exposed to any significant credit risk related to these accounts.

 SHIPPING
AND HANDLING

 The
Company pays shipping and handling costs on behalf of customers for purchased apparel merchandise. These costs are billed back
to the customer through the billing invoice. The shipping and handling costs associated with merchandise ordered by the Company
are included as part of inventory as these costs are allocated across the merchandise received. With house wrap orders, the customer
pays the shipping cost. The shipping and handling costs associated with customer orders was approximately $ 32,962 and $ 24,791
for the fiscal years ended October 31, 2023 and 2022, respectively.

 WARRANTIES

 The
Company provides a ten-year limited warranty covering defects in workmanship. These warranties are included in the contract and
do not provide customers with a service in addition to assurance of compliance with agreed-upon specifications. The Company does
not consider these assurance-type warranties to be separate performance obligations.

 Management
has determined that no warranty reserve is currently necessary on the Company's products. Management will continue to evaluate
the need for a warranty reserve throughout the year and make adjustments as needed.

 F- 13

 NOTES

 EARNINGS
PER SHARE

 The
Company calculates net loss per share in accordance with FASB ASC Topic 260 "Earnings Per Share". Basic earnings
(loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding for the
fiscal year. During the fiscal years presented, the Company only has common stock outstanding. In 2021, the Company issued a convertible
debt instrument. In addition, the Company also has stock warrants of 954,000 and 994,000 as of October 31, 2023 and 2022, respectively.
The Company has calculated diluted earnings (loss) per share utilizing the outstanding stock warrants and convertible debt.

 STOCK-BASED
COMPENSATION

 The
Company accounts for stock-based compensation in accordance with FASB ASC Topic 718 "Compensation – Stock Compensation".
In accordance with the provisions of FASB ASC Topic 718, share-based payment transactions with employees are measured based on
the fair value of the nonequity instruments issued on the grant date or on the fair value of the liabilities incurred. Share-based
payments to nonemployees are measured and recognized using the fair value method, based on the fair value of the equity instruments
issued or the fair value of goods and services received, whichever is more reliably measured.

 2.
 GOING
CONCERN

 These
financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its
assets and discharge its liabilities in the normal course of business. The Company had net losses of ($ 301,378) and ($ 225,489)
and negative cash flows from operations of ($ 209,489) and ($ 99,685) for the fiscal year ended October 31, 2023 and 2022, respectively.
In addition, the Company has an accumulated deficit of ($ 10,636,957). These factors raise substantial doubt regarding the Company's
ability to continue as a going concern for a period of one year from the issuance of these financial statements. Management's
plans include cash receipts through sales, sales of Company stock, and borrowings from private parties. These financial statements
do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities
that might be necessary should the Company be unable to continue as a going concern.

 F- 14

 NOTES

 3.
 LEASE

 FASB
ASC Topic 842, "Leases", establishes a right of use ("ROU") model that requires a lessee to recognize
a ROU asset and lease liability on the balance sheets. ROU assets and lease liabilities are recognized at the commencement date
based on the present value of lease payments over the lease term. ROU assets are reduced each period by an amount equal to the
difference between the lease expense and the amount of interest expense on the lease liability, using the effective interest method.
The Company used the average commercial real estate interest rate of 5.50 % to calculate the present value of the lease. The Company
recognizes lease expense on a straight-line basis over the leased term on the statements of operations.

 The
Company entered into a lease for office space at the time the Company was formed through June 2022. Effective July 2022, the Company
is leasing the office space on a month to month basis. As a result, the Company has elected to apply the short-term lease exemption
to its lease of the facilities and therefore has not recorded a ROU asset and related lease liability.

 4.
 PROPERTY
AND EQUIPMENT

 Property
and equipment are summarized by major classifications as follows:

 Schedule of property
and equipment

 2023

 2022

 Equipment

 $
 1,500

 $
 1,500

 Containers

 24,400

 14,900

 Automobile

 11,093

 8,111

 Total

 36,993

 24,511

 Less accumulated depreciation

 13,514

 18,551

 Property and equipment, net

 $
 23,479

 $
 5,960

 Depreciation
expense for the fiscal years ended October 31, 2023 and 2022 was $ 3,074 and $ 1,490, respectively.

 F- 15

 NOTES

 5.
 NOTE PAYABLE

 In
July 2005, the Company was approved for a low interest promissory
note from the U.S. Small Business Administration in the amount of $ 280,100. In January 2006, the Company amended the promissory
note to increase the principal balance to $ 430,500. The note calls for monthly payments of $ 1,820, bears interest at an annual
rate of 2.9 %, and matures on July 13, 2035. A payment of $ 40,672 was made on the note during the fiscal year ended October 31,
2017, due to the sale of real estate by Riccelli Properties that was collateral on the promissory note.

 As
of October 31, 2023 and 2022, the note payable had the following balances:

 Schedule of note payable

 2023

 2022

 U.S. Small Business Administration

 $
 64,826

 $
 84,675

 64,826

 84,675

 Less current portion

 20,397

 20,128

 Long-term portion of note payable

 $
 44,429

 $
 64,547

 Schedule of long term debt maturity

 Year Ending

 October 31,

 Amount

 2024

 $
 20,397

 2025

 20,934

 2026

 21,485

 2027

 2,010

 Total

 $
 64,826

 6.
 STOCKHOLDER
LOANS

 ROBERTA RICCELLI

 In
February 2012, the Company entered into a loan agreement with Robert Riccelli for $ 8,000 to fund operations of the Company. T his
loan is due on demand, including interest at an annual rate of 10 % with an original maturity date of June 2012. The loan was extended
through a verbal agreement and currently has no set maturity date.

 F- 16

 NOTES

 CORINTHIAN
DEVELOPMENT

 In
January 2013, the Company entered into a loan agreement with Corinthian Development for $ 20,000 to fund operations of the Company.
This loan is due on demand, including interest at an annual rate of 10 % with an original maturity date of May 2013. This loan
was extended through a verbal agreement and currently has no set maturity date.

 RICCELLI
PROPERTIES

August 2017, the Company entered into a loan agreement with Riccelli Properties, which is wholly owned and operated by the Company's
CEO, Joseph Riccelli, Sr., in the amount of $ 40,672 which reflects the payment made by Riccelli Properties on the U.S. Small Business
Administration note payable. The loan had a term of six months, including an annual interest rate of 10 %. The loan was paid in
full during the fiscal year ended October 31, 2023.

 JOSEPH
RICCELLI, SR.

 In
December 2019, the Company entered into a loan agreement with its CEO, Joseph Riccelli, Sr., for $ 38,000 to fund operations of
the Company. This loan is due on demand, including interest at an annual rate of 10 % with an original maturity date of November
2013. This loan was paid in full during the fiscal year ended October 31, 2023.

 LAWRENCE
FRASER

 In
December 2020, the Company entered into a loan agreement with Lawrence Fraser for $ 200,000. The loan is payable in yearly installments
of $ 66,666, with the balance due and payable in December 2023 at an annual interest rate of 12 %. The loan is secured by one of
the Company's patents.

 As
of October 31, 2023 and 2022, stockholder loans had the following balances:

 Schedule of stockholder loans

 2023

 2022

 Roberta Riccelli

 $
 2,000

 $
 3,000

 Corinthian Development

 10,000

 10,000

 Riccelli Properties

 —

 12,464

 Joseph Riccelli, Sr.

 —

 18,500

 Lawrence Fraser

 58,668

 133,334

 Total stockholder loans

 $
 70,668

 $
 177,298

 F- 17

 INNO VATIVE

 NOTES

 Maturity of the stockholder loans is as follows:

 Schedule of maturity of stockholder loans

 Year Ending

 October 31,

 Amount

 2024

 $
 70,668

 Total

 $
 70,668

 7.
 OTHER
INCOME

 Management,
during fiscal year ended October 31, 2022, reevaluated certain disputed accounts payable amounts and have determined that accrued
professional fees of $ 111,000 were no longer payable. In addition, the Company received $ 260,000 for costs recovered for defending
a lawsuit. As such, total miscellaneous income was $ 371,000 for the fiscal year ended October 31, 2022.

 8.
 EXCLUSIVE LICENSING
AND MANUFACTURING AGREEMENT

 On
April 16, 2006, the Company entered into an exclusive licensing and manufacturing agreement with the Ketut Group, with an effective
date of April 1, 2006, whereby the Company acquired an exclusive license to develop, use, sell, manufacture, and market products
related to or utilizing the INSULTEX brand, Korean patent number 0426429, or any INSULTEX technology. At the behest of the Board
of Directors, the INSULTEX trademark was chosen as the mark to identify the product utilized by the Company since its inception
and was originally registered to Joseph Riccelli, Sr. on February 17, 2005. The new trademark, intended to avoid confusion arising
from the use of the old Eliotex trademark in association with a new, subsequent, different, and separately patented product, was
assigned by Joseph Riccelli to the Company on April 25, 2006, with that assignment to become effective upon final approval of
the statement of use by the United States Patent and Trademark Office. The license was awarded by the Korean inventor, an individual
who is part of the Ketut Group, and the manufacturer of INSULTEX. The Company received an exclusive forty year worldwide license,
except for Korea and Japan, with an initial term of ten years and an option to renew the license for up to three successive ten
year terms. The first ten year option was exercised. Additionally, the Company was granted the exclusive rights to any current
or future inventions, improvements, discoveries, patent applications, and letters of patent which the Ketut Group controls, or
may control, related to INSULTEX. Furthermore, the Company has the right to grant sub-licenses to other manufacturers for the
use of INSULTEX or any INSULTEX technology.

 F- 18

 INNOVATIVE DESIGNS, INC.
 NO TES

 9.
 CONCENTRATIONS

 Revenues
from two customers were approximately 45 % and 35 % of the Company's revenues for the fiscal years ended October 31, 2023
and 2022, respectively.

 The
Company only has one supplier of INSULTEX, the special material which is manufactured for the Company. Additionally, the Company
only has one manufacturer in Massachusetts that produces house wrap on behalf of the Company.

 10.
 INCOME TAXES

 In
prior years, the Company incurred net operating losses and, accordingly, no provision for income taxes has been recorded. In addition,
no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. For the 2022 tax year,
fiscal year ended October 31, 2023, the Company had net operating loss carryforwards of approximately $ 8,001,000 for tax purposes.
The carryforwards are available to offset taxable income of future periods and begin to expire after the Company's 2038
tax year, fiscal year ending October 31, 2039. Effective for tax years ending in 2019 or later, net operating losses cannot be
carried back, but can be carried forward to future tax years indefinitely. Realization of the deferred tax benefit related to
the carryforward is dependent on the Company generating sufficient taxable income in the future, against which the loss can be
offset, which is not guaranteed.

 Deferred
income taxes reflect the net tax effect of temporary differences between carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes, as well as tax benefits of net operating loss carryforwards.
The significant components of the Company's deferred tax assets and liabilities relate to the following:

 Schedule of deferred tax assets and liabilities

 2023

 2022

 Net operating loss carryforward

 $
 2,479,510

 $
 2,364,537

 Depreciation

 —

 —

 Net deferred tax assets before valuation allowance

 2,479,510

 2,364,537

 Less valuation allowance

 2,479,510

 2,364,537

 Net deferred tax assets

 $
 —

 $
 —

 For
financial reporting purposes, the Company has incurred losses in previous years. Based on the available objective evidence, including
the Company's previous losses, management believes it is more likely than not that the net deferred tax assets will not be
fully realizable. Accordingly, the Company provided for a full valuation allowance against its net deferred tax assets as of October
31, 2023 and 2022, respectively.

 F- 19

 INNO VATIVE

 NOTES

 The
effective income tax rate varied from the statutory Federal tax rate as follows:

 Schedule of effective income tax rate varied from statutory federal tax rate

 2023

 2022

 Federal statutory rate

 %

 %

 Effect of net operating losses

 - 21
 %

 - 21
 %

 Effective income tax rate

 %

 %

 The
Company's effective income tax rate is lower than what would be expected if the Federal statutory rate were applied to income
(loss) before taxes, primarily due to net operating loss carryforwards.

 11.
 COMMITMENTS

 The
Company leases its executive offices/warehouse space from Frank Riccelli, a stockholder and brother of Joseph Riccelli, Sr., the
Company's CEO, for $ 3,500 a month. The lease is based on a verbal agreement with month-to-month terms. For the fiscal years
ended October 31, 2023 and 2022, rent expense was $ 35,000 and $ 42,000, respectively.

 12.
 SEGMENT INFORMATION

 The
Company has organized operations into two segments as discussed in Note 1 to the financial statements, based on an internal management
reporting process that provides segment information for purposes of making financial decisions and allocating resources.

 The
following tables present the Company's business segment information for the fiscal years ended October 31, 2023 and 2023:

 Schedule of business segment information

 Revenues:

 2023

 2022

 Apparel

 $
 34,780

 $
 65,432

 House wrap

 312,983

 193,302

 Total revenues

 $
 347,763

 $
 258,734

 Capital expenditures:

 Apparel

 $
 —

 $
 —

 House wrap

 20,593

 —

 Total assets

 $
 20,593

 —

 F- 20

 NOTES

 Depreciation:

 Apparel

 $
 —

 $
 —

 House wrap

 3,074

 1,490

 Total depreciation

 $
 3,074

 $
 1,490

 13.
 COMMON
STOCK

the fiscal year ended October 31, 2023, the Company sold 1,635,000 shares of common stock to sixteen investors for total proceeds
of $ 355,000, one investor exercised 40,000 warrants for stock for total proceeds of $ 10,000, and 230,000 shares were issued to
two investors for services valued at $ 41,940. The stock was issued between $ 0.20 and $ 0.25 per share. Management believes that
Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering
and there was no general solicitation of general advertising involved in these transactions. The Company placed legends on the
stock certificate stating that the securities were not registered under the Securities Act and set for the restrictions on their
transferability and sale.

the fiscal year ended October 31, 2022, the Company sold 460,000 shares of common stock to seven investors for total proceeds
of $ 86,200, and 875,000 shares of common stock were issued to eight individuals for services valued at $ 210,000. The stock was
issued between $ 0.17 and $ 0.25 per share. Management believes that Section 4(2) of the Securities Act of 1933, as amended, was
available because these transactions did not involve a public offering and there was no general solicitation of general advertising
involved in these transactions. The Company placed legends on the stock certificate stating that the securities were not registered
under the Securities Act and set for the restrictions on their transferability and sale.

 14.
 RELATED
PARTY TRANSACTIONS

 The
Company has entered into various loan agreements with related parties. These agreements are classified as stockholder loans as
described in Note 6 to the financial statements.

 The
Company has also entered into a verbal lease agreement as described in Notes 3 and 11 to the financial statements.

 F- 21

 INNOVATIVE DESIGNS,
INC.

 NOTES

 15.
 LEGAL
PROCEEDINGS

 On
November 4, 2016, the Federal Trade Commission ("FTC") filed a complaint against the Company in the U.S. District
Court Western District of Pennsylvania, Case number 16-1669. In the complaint, the FTC alleges that, among other matters, the
Company did not have substantiation of claims made by the Company regarding the R value and energy efficiency of its INSULTEX
house wrap products. The complaint asks to redress a rescission of revenue the Company received from the sale of the house wrap
and a permanent injunction. On September 24, 2020, a judgment was entered in favor of the Company as to all claims set forth in
the FTC complaint. It was further ordered that as there were no remaining claims in the action the case shall be marked as closed.

 On
November 23, 2020, the Company was informed that the FTC had filed a notice of appeal in regard to the case. The appeal is from
the District Court's September 24, 2020, Order granting the Company's Motion for Judgment on Partial Findings Pursuant
to Fed. R. Civ. P. 52(c) and subsequent Judgment in favor of the Company and from the District Court's February 14, 2020,
striking Dr. David Yarbrough's expert testimony made on behalf of the FTC. The FTC filed its appeal and on March 24, 2021,
the Company filed its answer.

 On
July 22, 2021, the Registrant was informed that the U.S. Court of Appeals for the Third District affirmed the District Court's
ruling in favor of the Registrant. The ruling was in connection with the FTC complaint filed against the Registrant in November
2016, alleging, among other matters, that the Registrant did not have substantiation for claims made by the Registrant regarding
the R-value and energy efficiency of its INSULTEX house wrap products.

 In
November 2021, in connection with the FTC litigation, the Company filed an application for attorney fees, expenses and cost in
the U.S. District Court for the Western District of Pennsylvania, Case No.2:16-cv-01669-NBF. On June 29, 2022, a settlement order
was signed by the Court. Pursuant to the Order, the FTC paid the Company $ 260,000 to resolve all such claims. The parties agreed
to waive all rights to appeal or otherwise challenge or contest the validity of the Order.

 16.
 SUBSEQUENT EVENTS

 The Company has evaluated subsequent
events in accordance with ASC Topic 855, "Subsequent Events ", through February 22, 2024, which is the date financial
statements were available to be issued.

December 2023, the Company entered into a convertible promissory note in the amount of $ 50,000 due and payable in December 2024
at an annual interest rate of 6.0 %. Any principal and unpaid accrued interest outstanding as of the due date may be converted to
common stock at a value of $ 0.20 per share.

 F- 22

 ITEM 9.

 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS AND FINANCIAL DISCLOSURE.

 Previously reported.

 ITEM 9A.

 CONTROLS AND PROCEDURES.

 Evaluation of Disclosure
Controls and Procedures

 Management of Innovative Designs, Inc. is responsible
for maintaining disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports
that the Company files or submits under the Securities Exchange Act of 1934, as amended (the "Exchange Act") is recorded,
processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.
In addition, the disclosure controls and procedures must ensure that such information is accumulated and communicated to the Company's
management, including its Chief Executive Officer/Chief Financial Officer, as appropriate, to allow timely decisions regarding required
financial and other required disclosures.

 At the end of the period covered by this report, an
evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13(a)-15(e) and 15(d)-15(e) of the Securities
Exchange Act of 1934 (the "Exchange Act")) was carried out under the supervision and with the participation of our Chief Executive
Officer/Chief Financial Officer. Based on his evaluation of our disclosure controls and procedures and in connection with the audit of
our financial statement, he concluded that during the period covered by this report, such disclosure controls and procedures were not
effective. This conclusion is based on the identification of the deficiency in internal controls over financial reporting described below.
Notwithstanding the deficiency that existed as of October 31, 2023, our Chief Executive Officer/Chief Financial Officer has concluded
that the financial statements included in this Annual report on Form 10-K present fairly, in all material respects, the financial position,
results of operations and cash flows of the Company in conformity with accounting generally accepted in the United States of America.

 Our Chief Executive Officer is also our Chief Financial
Officer.

 Management's Annual Report on Internal Control
over Financial Reporting

 Our management is responsible for establishing and
maintaining adequate internal control over our financial reporting. Internal control over financial reporting is a process designed to
provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

 Our internal control over financial reporting includes
those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect our
transactions; (ii) provide reasonable assurance that transactions are recorded as necessary for preparation of our financial statements;
(iii) provide reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization;
and (iv) provide reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect
on our financial statements would be prevented or detected on a timely basis.

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

 Our management assessed the effectiveness of our internal
control over financial reporting as of October 31, 2021. This evaluation was based on criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission, or COSO, Internal Control-Integrated Framework. Based upon such assessment, our Chief Executive
Officer/Chief Financial Officer concluded that our internal controls over financial reporting were not effective as of October 31, 2023.
In particular, our controls over financial reporting were not effective in the specific areas described in the paragraphs below.

 As of October 31, 2023, our Chief Executive Officer/Chief
Financial Officer identified the following specific material weaknesses in the Company's internal controls over its financial reporting
processes:

 The Company does not utilize an internal accounting system that captures all the Company's activity on a timely basis. Certain transactions, such as sales and receivables, are maintained in one system and disbursements and accounts payable are maintained manually. On a quarterly basis this information is sent to an external accountant to retroactively enter the information into a general ledger system and then prepare the financial statements. The lack of a single accounting system presents multiple opportunities for error to occur and further contributes to the lack of timely internal and external financial reporting.

 The Company's record-keeping system is not sufficient
 to ensure that all invoices or similar support are maintained to corroborate transactions. Certain transactions directly charged to credit
 cards and certain online payments were not supported by invoices or other documentation to support that the payment was properly a Company
 related transaction.

 The Company's accounting system is not
being utilized to track inventory costs on a FIFO method. This results in either the inventory being carried over or under its cost or
net realizable value depending on whether there were price increases or decreases.

 This was due to our limited resources,
including the absence of an internal financial staff member with accounting and financial expertise and deficiencies in the design or
operation of our internal control over financial reporting that adversely affected our disclosure controls.

 Management plans to address these matters
by among actions, meeting more with its external accountant to ensure that issues such as described above are correct going forward. The
Company will also look at hiring an external bookkeeper in order to have a single accounting system.

 However, the material weakness will not be considered
remediated until the applicable remedial controls operate for a sufficient period of time and management has concluded, through testing,
that these controls are operating effectively.

 There have been no significant changes in our internal
control over financial reporting during the fiscal year ended October 31, 2023, and 2022, or subsequent to October 31, 2022, that has
materially affected or is reasonably likely to materially affect, our internal control over financial reporting, except as discussed above.

 ITEM 10.

 DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

 Directors and Executive Officers

 Our executive officers are elected annually by our
board of directors. A majority vote of the directors who are in office is required to fill vacancies on the board. Each director shall
be elected for the term of one (1) year and until his successor is elected and qualified, or until his earlier resignation or removal.
The directors named below will serve until the next annual meeting of our shareholders or until a successor is elected and has accepted
the position.

 Our directors and executive officers are as follows:

 Name

 Age

 Position

 Term

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

 Constantine "Dean" P. Kolocouris

 Daniel P. Rains

 Donald V. Garlotta, PhD.

 Robert K. Adams

 Mr. Riccelli has been our Chief Executive Officer
and Chairman of the Board since our inception in June 2002. Mr. Riccelli was the owner of Pittsburgh Foreign and Domestic, a sole proprietor
car dealership located in Glenshaw, Pennsylvania. He attended Point Park College located in Pittsburgh, Pennsylvania from 1971 to 1972.

 Mr. Kolocouris has been one of our directors since
our inception in June 2002. From December 1996 to December, Mr. Kolocouris was a Loan Officer and Assistant Vice President at Eastern
Savings Bank located in Pittsburgh, Pennsylvania. Since that time, he has been in private lending. In June 1993, Mr. Kolocouris received
a bachelor's degree in finance from Duquesne University located in Pittsburgh, Pennsylvania. Mr. Kolcouris was in banking for over
fifteen years and his knowledge of finance and business experience is helpful to the Company.

 Mr. Rains has been a director since March 2007. Mr.
Rains is currently Vice President of business development at McCarl's, Inc., a mechanical contracting firm. He has held this position
for over fifteen years. From 1981 through 1987, Mr. Rains was a professional football player for the Chicago Bears. He is a graduate of
the University of Cincinnati. Mr. Rains has been in professional sports and in business for over twenty years. His experience and knowledge
of these fields are helpful to the Company. As the Company enters the building construction market with its House Wrap product, Mr. Rains'
experience in that industry will be especially helpful.

 Dr. Garlotta has been a director since February 2022.
He is currently the Technical Director at Airex Rubber Products Corporation as well as a technical advisor for the Company. Prior to his
role at Airex Rubber Products Corporation, he worked at Lowe's Home Improvement. He earned a Ph. D. in Polymer Science / Plastics
Engineering from the University of Massachusetts at Lowell. He also holds a Master of Science Degree in Polymer Science from the University
of Massachusetts at Lowell and a Baccalaureate Degree in Polymer Science from Pennsylvania State University.

 Dr. Garlotta is an author or co-author of several
peer-reviewed publications and patents related to biopolymers. He also has experience developing elastomers, water-soluble polymers, syntactic
polymer foams and hands-on experience with extrusion and injection molding of plastics.

 Mr. Adams has been a director since November 2022. He has worked for the
Department of Defense for over thirty years. He graduated from Texas A&I University with a degree in Electrical Engineering.

 Delinquent Section 16(a) Reports.

 Dr. Donald Garlotta filed a Form 4 late.

 Audit Committee

 We do not have a separate standing Audit Committee.
Therefore, our entire Board of Directors acts as the Audit Committee. The Board of Directors has determined that Mr. Kolocouris is its
financial expert. Mr. Kolocouris is a former loan officer for a bank and has a degree in Finance.

 Nominating and Compensation Committees

 We do not have either a nominating committee or a
compensation committee. The basis for the Board of Directors to not have a nominating committee is the fact that our principal stockholder
who is also our CEO and Chairman of the Board controls approximately thirty-four percent of the voting stock. And the Company has never
held an Annual Meeting of stockholders. New board members are recommended to the Board by the Chairman of the Board.

 Board of Directors Meetings

 During the last full fiscal year, there were no meetings
of the Board of Directors.

 Code of Ethics

 We have not, as yet adopted a code of ethics. We have
only one full time executive officer/ chief financial officer who also acts as our principal accounting officer. To date, our operations
have been so minimal and our staff so small that we have not considered a formal standard relating to the conduct of our personnel.

 ITEM 11.

 EXECUTIVE COMPENSATION.

 The following Executive Compensation Chart highlights
the terms of compensation for our Executives.

 Summary Compensation Table

 Name and
 Principal
 Position

 Year

 Salary
 ($)

 Bonus
 ($)

 Stock
 Awards
 ($)

 Option
 Awards
 ($)

 Non-Equity
 Incentive Plan
 Compensation
 ($)

 Nonqualified
 Deferred
 Compensation
 Earnings
 ($)

 All Other
 Compensation
 ($)

 Total
 ($)

 CEO, Chairman

 2023

 $
 78,000

 $
 78,000

 CEO, Chairman

 2022

 $
 67,000

 $
 67,700

 There are no employment agreements between us and
our executive officer Joseph Riccelli. There are no change of control arrangements, either by means of a compensatory plan, agreement,
or otherwise, involving our current or former executive officers. There are no automobile lease agreements or key man life insurance policies
that are to the benefit of our executive officers, in which we would make such payments. There are no standard or other arrangements in
which our directors are compensated for any services as a director, including any additional amounts payable for committee participation
or special assignments. There are no other arrangements in which any of our directors were compensated during our last fiscal year for
any service provided as a director.

 Other than Mr. Riccelli, who is our CEO, and Dr. Garlotta
who serves as a consultant to the Company we consider the remaining Directors to be independent.

 Securities Authorized for
Issuance under Equity Compensation Plans.

 Equity Compensation Plan Information

 Plan Category

 Number of securities
 to be issued upon exercise of outstanding options, warranties
 and rights

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

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

 (a)

 (b)

 (c)

 Equity compensation
 plans approved by
 security holders

 $

 $
 0.90
 (1)

 400,000

 (1)

 Weighted average price was based on market value of the shares on or about the date the service was performed. Market value of the price per share ranged from $1.90 to $0.76 per share over the period of time in which the various services were performed.

 (2)

 All stock that has been issued by the Company out of the equity compensation plan was for the exchange of professional services. were sold for cash.

 Use of Proceeds from Registered Securities

 Not Applicable

 ITEM 12.

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

 The following table sets forth the ownership as of
February 9, 2024, (a) by each person known by us to be the beneficial owner of more than five percent (5%) of our outstanding common stock,
and/or (b) by each of our directors, by all executive officers and our directors and executive officers as a group.

 To the best of our knowledge, all persons named have
sole voting and investment power with respect to such shares, except as otherwise noted. There are not any pending or anticipated arrangements
that may cause a change in our control.

 Security Ownership of Management

 Title of Class

 Name and Address

 Amount

 Nature

 Percent

 7,655,000

 21.2
 %

 Chief Executive Officer

 Chairman
 (1)

 421,478

 Indirect

 Constantine" Dean" P. Kolocouris

 117,000

 *

 Daniel P. Rains

 160,000

 *

 Donald V. Garlotta

 110,000

 *

 Robert K. Adams

 343,000

 *

 All Directors and Executive Officers as a Group

 8,808,478

 23,2
 %

 *

 Represents less than one percent.

 (1)

 Represents shares of common stock held in the Gino A. Riccelli Trust. The Trust is for a son of our Chief Financial Officer. Mr. Joseph Riccelli is the trustee of the trust.

 By virtue of his stock ownership or control over our
stock, Mr. Riccelli may be deemed to "control" the Company.

 ITEM 13.

 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.

 Our officers and directors may encounter conflicts
of interest between our business objectives and their own interests. We have not formulated a policy for the resolution of such conflicts.
Future transactions or arrangements between or among our officers, directors and shareholders, and businesses they control, may result
in conflicts of interest, and the conflicts may be resolved in favor of businesses that our officers or directors are affiliated, which
may have an adverse effect on our revenues.

 Our officers and directors have the following conflicts
of interests:

 We lease our warehouse and office space from the brother
 of our Chief Executive Officer. We pay $3,500 per month for a total of $42,000 per year.

 Dr. Donal Garlotta, a director, serves as a technical
 advisor to the Company.. During the fiscal year ended October 31, 2023, we paid Dr. Garlotta $1,000 and have a payable to him of $6,395.
 Subsequent to the period we issued him 40,000 shares of our restricted common stock.at a price of $.20 per share.

 We do not have a formal policy regarding related
party transactions.

 Independence of Board Members

 The Company has adopted the NASDAQ Listing Rules;
Rule 5605 and 5605 (a) (20, for determining the independence of its directors. Directors are deemed independent only if the Board affirmatively
determines that the director has no material relationship with the Company directly or as an officer, share owner or partner of an entity
that has a relationship with the Company or any other relationship which, in the opinion of the Board, would interfere with the exercise
of independent judgment in carrying out the responsibilities of a director.

 ITEM 14.

 PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 Our independent principal account for part of fiscal year 2022 was Isdaner
and Company, LLC ("Isdaner"). As previously reported RW Group, LLC demerged from Isdaner in fiscal 2022, and was our
principal account for fiscal year 2023.

 Audit Related Fees

 Fiscal year 2022. Fees paid to Isdaner were $$7,125. Fees paid to RW Group;
LLC were $11,500.

 Fiscal year 2023, RW Group, LLC $29,250.

 Tax Fees

 None.

 All Other Fees

 None.

 ITEM 15.

 EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

 Exhibit
 Number

 Description

 3.1

 Revised Certificate of Incorporation****

 3.2

 Bylaws*

 Specimen Stock Certificate*

 10.1

 Exclusive License and Manufacturing Agreement by and between Ko-Myung Kim, Ketut Jaya and Innovative Designs, Inc. [Confidential Treatment Requested] **

 10.2

 Authorization dated April 1, 2008 by and between Jordan Outdoor Enterprises, Ltd and Innovative Designs, Inc.***

 10.3

 License Agreement effective May 30, 2005 by and between Haas outdoors, Inc. and Innovative Designs, Inc.***

 10.4

 Loan Authorization Agreement, dated July 12, 2005 between the U. S. Small Business Administration and Innovative Designs, Inc.***

 10.6

 Motor Vehicle Installment Sale Contract dated September 26, 2005. ***

 10.7

 Machinery Purchase Agreement *****

 23.1

 Consent of RW Group, LLC (filed herewith)

 31.1

 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 31.2

 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 32.1

 Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 32.2

 Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 Test Results from Vartest Lab.*

 Test Results from Texas Research Institute Austin, Inc.*

 Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Statement of Operations for the years ended October 31, 2020 and 2019, (ii) the Balance Sheets at October 31, 2020 and 2019, (iii) the Statements of Cash Flows for the years ended October 31, 2020 and 2019 and (iv) the notes to the Financial Statements.

 *

 Previously filed as exhibits to Registration Statement on Form SB-2 filed on March 11, 2003

 **

 Previously filed as exhibit to Form 10-KSB filed on February 8, 2008

 ***

 Previously filed as exhibits to Form 10-K/A filed November 23, 2009

 ****

 Previously filed as exhibit to Form 10-K filed February 12, 2015

 *****

 Previously filed as exhibit to Form 10-K filed January 28, 2016

 SIGNATURES

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

 INNOVATIVE DESIGNS, INC.

 (Registrant)

 Date:

 February 23, 20224

 by:

 /s/ Joseph Riccelli

 Chief Executive Officer

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

 Date:

 February 23, 2024

 by:

 /s/ Joseph Riccelli

 Chief Executive Officer,

 Chief Financial Officer, Principal

 Accounting Officer, and Chairman

 of the Board of Directors

 Date:

 February 23, 2024

 By:

 /s/ Constantine "Dean" P. Kolocouris

 Constantine "Dean" P. Kolocouris

 Date:

 By:

 *

 Daniel P. Rains

 Date:

 February 23, 2024

 By;

 /s/ Donald V. Garlotta

 Donald V. Garlotta Director

 Date:

 February 23, 2024

 By:

 /s/ Robert K. Adams

 Robert K. Adams Director