NAPLOY CORP. 10-K

 false 2024 FY 0001978111

 2023-08-01

 2023-01-31

 2024-10-09

 2023-04-06

 2023-04-05

 2023-04-05

 2023-04-05

 2023-04-05

 2023-08-01

 2023-08-01

 2023-08-01

 2023-04-06

 2023-04-06

 2023-04-06

 2023-06-01
 2023-06-30

 NONE:RafaelAngelUlloaBonillaMember

 2024-03-01
 2024-03-31

 2024-04-01
 2024-04-30

 2024-05-01
 2024-05-31

 2024-06-01
 2024-06-30

 2024-07-01

 2024-05-01

 Table
of Contents

 UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 Form 10-K

Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 For the fiscal year ended

Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 For the transition period from __________ to __________

 Registration No. 333-274889

 (Exact name of registrant as specified in its charter)

 Wyoming

 35-2809754

 8000

 State or Other Jurisdiction of

 IRS Employer

 Primary Standard Industrial

 Incorporation or Organization

 Identification Number

 Classification Code Number

 95 Lias Estate Kafe district Abuja,

 FCT 900108 Nigeria

 Telephone: +1 3072133163

 Email: naploy.corp@tutanota.com

 (Address and telephone number of principal executive
offices)

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

 Title of each class

 Trading Symbol

 Name of each exchange on which registered

 N/A

 N/A

 N/A

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

 None

 (Title of Class)

 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 Exchange Act. Yes
 No

 Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes No

 Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

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

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

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

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

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

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

 State
the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which
the common equity was last 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. $ 0

 State the number of shares outstanding of each
of the issuer's classes of common equity, as of the latest practicable date: 3,803,370 common shares issued and outstanding as of October
9, 2024.

 Page

 Item 1.

 Business.

 Item 1A.

 Risk Factors.

 Item 1B.

 Unresolved Staff Comments.

 Item 1C.

 Cybersecurity.

 Item 2.

 Properties.

 Item 3.

 Legal Proceedings.

 Item 4.

 Mine Safety Disclosures.

 Item 5.

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

 Item 6.

 Selected Financial Data.

 Item 7.

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

 Item 7A.

 Quantitative and Qualitative Disclosures About Market Risk.

 Item 8.

 Financial Statements and Supplementary Data.

 Item 9.

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

 Item 9A (T).

 Controls and Procedures.

 Item 9B.

 Other Information.

 Item 10.

 Directors, Executive Officers and Corporate Governance.

 Item 11.

 Executive Compensation.

 Item 12.

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

 Item 13.

 Certain Relationships and Related Transactions, and Director Independence.

 Item 14.

 Principal Accounting Fees and Services.

 Item 15.

 Exhibits.

 Item 16.

 Form 10–K Summary.

 Signatures

 i

 ITEM 1. BUSINESS.

 DESCRIPTION OF BUSINESS

 GENERAL

 Naploy Corp. was incorporated in the State of
Wyoming and established on April 6, 2023. The Company has no revenue and has incurred losses since inception. Our primary focus is on
launching a news blog that provides the latest updates on health-related topics, including but not limited to medical breakthroughs, healthy
lifestyle tips, and updates on healthcare policies. We have developed a full business plan.

 Currently, we have no employees, only our officers
and Directors - Mr. Frederick Sidney Reinhard Arnold and Mr. Rafael Angel Ulloa Bonilla. Our executive and business office is located
at 95 Lias Estate Kafe district Abuja, FCT 900108 Nigeria, and our telephone number is +13072133163.

 The COVID-19 pandemic has had a significant impact
on the healthcare industry and has led to changes in the way healthcare services are delivered, including through mobile applications
that offer online information help services for finding medical institutions. Here are some ways the pandemic has affected these types
of apps:

 Increased demand: The pandemic has increased the
demand for healthcare services, and many people have turned to mobile apps to find information about medical institutions and services.

 Safety concerns: Many people are hesitant to visit
medical institutions in person due to safety concerns, and mobile apps that offer information about medical institutions and their safety
protocols can help alleviate these concerns.

 Our Naploy App is your go-to source for the latest
health news and updates. Naploy App offers an article library- News Blog that deals with the most common health topics. Our health blog
covers diverse health related concerns such as nutrition and diet, fitness, weight control, diseases, disease management, societal trends
affecting health, analysis about health, business of health and health research. The app is available for both Android and iOS mobile
operating systems and provides you with quick access to a vast healthcare and medical database. With the " Naploy App," you
can stay informed about the latest health news anytime, anywhere. We are dedicated to bringing you high-quality health information and
keeping you up-to-date on the latest developments in the world of healthcare.

 One of our main App features is Symptom Diagnostic.
Symptom Diagnostic is an advanced tool that uses high-grade AI technology to provide diagnoses. Currently, our AI technology is already
working, but during the lifetime of the APP it should be refined and improved. To begin, you will have to enter your age and gender, after
which you can select or type in your symptoms, intensity and duration. This step is then followed up by some more questions to determine
which symptom is bothering you the most and if you are on meds and/or have had any conditions in the past. Thereafter, it will give you
a list of possible conditions (about 5, starting with the most likely) which you can then click on and find more details about the disease.

 Symptom Diagnostics are an innovative addition
to digital health. This tool does not provide medical advice It is intended for informational purposes only. Nevertheless, these services
should not be considered as definite diagnostic tools but rather as a guide to point the user towards possible conditions relating to
their symptoms. Consulting an actual physician will help you have a more accurate diagnosis and subsequent treatment.

 For Naploy App and Symptom Diagnostic feature
do not require regulatory approval in the United States, Nigeria or elsewhere because they provide information rather than direct medical
advice. For the health app, despite providing useful functionalities, users are strongly encouraged to seek professional medical advice,
especially when experiencing severe symptoms. The app's features are intended for informational purposes only and must not replace the
guidance of a medical professional in cases of severe symptoms or critical health concerns.

 Our "Naploy App" includes a convenient
Clinic Search feature that allows clients to contact us and send a request for searching the clinics and proper medical services that
suit their needs for a fee. Through this feature, clients can request information about the type of treatment they need, as well as leave
their phone number and email. Our team will then contact the client to clarify all the necessary details about their diagnosis and treatment
needs. Our expert managers will then provide information about the best medical institutions for the client, including details about the
location, clinic licenses, doctors, we will monitor all the reviews and feedbacks and check all the doctors for their professional qualifications.
Our clients can expect top-notch customer service, as our managers will communicate with them through phone, email, and messengers according
to their preferences. We are dedicated to providing the professional services in searching the best medical institutions, making for the
right medical care for our clients. We will make this process much easier and comfortable for clients from our professional website.

 In addition, we also offer paid contextual advertising
services for medical institutions on our Naploy app's news blog:

 –Banner ads

 Our banner advertising will consist of static
or animated images or media and would be placed in high-visibility areas. Banner advertising is attractive because it can help create
medical institutions awareness and generate leads.

 –Pop up

 Another effective form of our advertising services.
Unlike banner ads, the pop-up will appear in the center of the screen, drawing the attention of customers.

 By utilizing our advertising services, medical
institutions can increase their online presence and reach a wider audience. Our goal is to provide a comprehensive platform for both health
news and healthcare advertising, and we believe that this additional feature will be a valuable asset for both our users and medical institutions.

 We are offering our services to the clients in
Nigeria and then we are going to spread our services in other African countries.

 We have purchased the mobile application and website
for iOS and Android platforms for total consideration of US $45,000.

 Here are some of the technologies that we intend
successfully to implement in our mobile application:

 - Improvement of the AI technology

 - Map View

 - Reviews

 - Booking Services

 - Notifications

 - Marketing Opportunities

 - Body map symptom checker

 - Personal health tracker

 - Medicine reminder

 - Language translation

 Our "Naploy App" is regularly updated
with articles written by healthcare professionals and industry experts, ensuring that our clients have access to high-quality and reliable
health information. The content provided on our app is primarily sourced from reputable open channels, ensuring credibility and accuracy.
In addition to open sources, we curate content from trusted platforms such as  All news stories are hand-processed
and curated by qualified editors on  obviating the problems of feed or bot aggregation. This ensures that high-quality,
targeted sci-tech news stories are published on website. It's pertinent to highlight that we do not engage in content licensing agreements
as we are utilizing the information from reliable open sources and ensure that our users receive high-quality, updated, and relevant health
information through the Naploy app. We believe that our app will not only keep our clients informed but also empower them to take control
of their health and make informed decisions about their wellbeing. All our features make our mobile application a comprehensive resource
for clients seeking reliable and relevant health information. We intend continuously make improvements, maintenances and expand of our
application as well as develop complementary products and services for our consumers. In addition, within two-three years after the success
of the Nigerian market, we intend to popularize the application to other African countries, starting with neighboring Benin, Chad, Cameroon
and Niger. Furthermore, potential target countries for expansion could encompass regions such as Kenya, South Africa, and Ethiopia. The
company intends to evaluate the market readiness and demand within these countries and strategically expand its services to cater to these
regions, ensuring the compatibility of the online health platform with the local healthcare landscapes and technological infrastructure.

 OUR MOBILE APPLICATION AND THE PROCESS

 Currently, we have a mobile application for Android
and iOS platforms known as "Naploy App". Links for the application:

 Our application is completely operational and
ready for use, enabling customers to access and acquire our company's services. However, we plan to further develop and expand the application's
functionality by integrating new and beneficial features and systems that will enhance the experience for our potential customers.

 The Naploy app was officially launched on the
Apple Store and Play Store on July 24, 2023. To date, we have more than 10 active users. We don't have any clients for advertising yet.

 The main functionality features and opportunities
of currently application with the app and website content are:

 News Blog:

 –

 After entering the app, the person can access our News blog, which covers diverse health-related concerns such as nutrition and diet, fitness, weight control, diseases, disease management, societal trends affecting health, analysis about health, business of health, and health research. Now this feature is already implemented in our app and the website, with the content provided from reputable open channels, ensuring credibility and accuracy. In addition to open sources, we curate content from trusted platforms such as

 Symptom Diagnostic:

 –

 The person can use our advanced Symptom Diagnostic tool, which uses high-grade AI technology to provide diagnoses.

 –

 They have to enter their age and gender, select or type in their symptoms, intensity and duration, and answer some follow-up questions about their medical history and current condition.

 –

 Based on the information provided, Symptom Diagnostic will give them a list of possible conditions (about 5, starting with the most likely), which they can click on to find more details about the disease.

 This feature is fully functional in our app and
the website but users are strongly encouraged to seek professional medical advice, especially when experiencing severe symptoms. The app's
features are intended for informational purposes only and must not replace the guidance of a medical professional in cases of severe symptoms
or critical health concerns.

 Clinic Search:

 –

 Contact us: The client sends a request to our team through the Clinic Search feature on our "Naploy App" stating the type of treatment they need and leaves their name, phone number, email and location.

 –

 Clarification: Our team contacts the client to clarify all the necessary details about their diagnosis and treatment needs.

 –

 Search: Our expert managers search for the best medical institutions that suit the client's needs, including details about the location, clinic licenses, doctors, and ratings of medical institutions for a fee.

 –

 Quality Check: We monitor all the reviews and feedback and check all the doctors for their professional qualifications to ensure that we only recommend the best medical institutions.

 –

 Communication: Our managers communicate with clients through phone, email, and messengers according to their preferences to provide top-notch customer service.

 –

 Recommendations: Our managers provide information about the top 5 medical institutions that suit the client's needs and preferences.

 –

 Follow-up: We follow up with clients to ensure that they are satisfied with the recommended medical institution and if any further assistance is needed.

 –

 Convenience: We ensure that the whole process is comfortable and easy for clients through our professional website and mobile application.

 To date our directors interact with our potential
customers, but we don't have any clients for our clinic search services yet. We are going to hire freelance managers once we have our
first client and establish our initial client base. We intend to engage with these managers by formalizing freelance agreements.

 Here are some of the technologies that we intend
successfully to implement in our mobile application (during 1-18 months):

 –

 Improvement of the implemented AI technology: The app will provide Implemented AI technology that is in the process of being fully implemented, revision and will undergo continuous refinement and improvement to ensure the highest level of performance.

 –

 Map View: The app will provide a map view that enables clients to view medical institutions on a map and get directions to the chosen location.

 –

 Reviews: The app will provide a review section where clients can read reviews of medical institutions left by other users and leave their own reviews.

 –

 Booking Services: The app will provide booking services, allowing clients to book appointments with medical professionals or reserve hospital rooms.

 –

 Notifications: The app will send notifications to clients regarding new medical institutions added to the database or promotions and deals available at certain institutions.

 –

 Marketing Opportunities: The app will offer marketing opportunities for medical institutions, including sponsored listings and targeted advertising.

 –

 Body map symptom checker: This functionality allows users to select the specific area of their body where they are experiencing symptoms and then select the symptoms, they are experiencing from a list of options associated with that area.

 –

 Personal health tracker: This feature can help users track their personal health by allowing them to input their health data such as blood pressure, blood sugar, and weight, and keep track of their progress over time. Users can set health goals, receive notifications, and view progress reports.

 –

 Medicine reminder: The app can also feature a medicine reminder that helps users keep track of their medication schedules. Users can set reminders for when to take their medications and the app will send notifications accordingly.

 –

 Language translation: The app can also integrate a language translation feature that allows users to translate medical terms, instructions, and prescriptions into their preferred language.

 REVENUE

 Advertising: The app can feature advertisements
from medical institutions, pharmaceutical companies, or other related businesses. The fee for in-app ads can vary based on the size and
placement of the ad.

 We offer such paid contextual advertising services:

 – Banner ads

 Our banner advertising will consist of static
or animated images or media and would be placed in high-visibility areas. Banner advertising is attractive because it can help create
medical institutions awareness and generate leads.

 – Pop up

 Another effective form of our advertising services.
Unlike banner ads, the pop-up will appear in the center of the screen, drawing the attention of customers.

 Clinic Search: Clients will be charged
a fee for using our Clinic Search feature to find the best medical institutions that suit their needs. The fee will vary depending on
the complexity of the search and the level of support required from our team.

 In future the additional source of revenue could
be through other services:

 Subscription Model: We will offer
a subscription model for clients who need ongoing support from our team in finding medical institutions for their specific needs. The
subscription fee will provide access to our team's expertise and support.

 Referral fees: The app can earn referral
fees from medical institutions for each new patient that the app directs to them. This could include fees for booking appointments or
fees for any services provided by the medical institution. The prices for referral fees can vary depending on the type of service provided
and the level of commission offered.

 As of the current date, Naploy Corp. does not
have any material contracts or letters of intent with medical institutions for referral arrangements. The revenue model relies on potential
future collaborations with medical institutions, and we will ensure that any such agreements comply with regulatory requirements.

 It's important to note that, at present, there
are no regulatory implications to address as we have not yet engaged in formal agreements with medical institutions for referral fees.
Any future collaborations will be approached with careful consideration of regulatory compliance to ensure transparency and adherence
to applicable standards.

 Data analytics: The app can collect and
analyze user data to provide insights to healthcare providers and researchers. This could include anonymized data on user demographics,
medical conditions, and treatment outcomes. The app can charge fees to healthcare providers and researchers for access to this data. The
prices for data analytics can vary depending on the level of access and the type of data provided.

 Prices for Services:

 Advertising: $0.50-$1.00 per click or monthly
advertising $150-$1,000.

 Clinic Search: Starting at $50-$500 per search,
prices will vary based on the complexity of the search and level of support required.

 Prices for Services in future:

 Subscription Model: Starting from $70 per month,
prices will vary based on the level of support required.

 Referral fees: 5%-15% of the total cost of service.

 Data analytics: $200-$2,000 per report, depending
on the level of detail and analysis provided.

 The "Prices for Services" and "Prices
for Services in the future" are based on estimated ranges derived from market research, industry benchmarks, and an assessment of
the value provided by our services. These figures are not static and may be subject to change based on various factors, including market
conditions, service enhancements, and feedback from clients.

 COMPETITION

 The health app market is highly competitive, with
many established players and new entrants vying for a share of the market. Some of the major competitors in the field of health apps include
Zocdoc, Healthgrades, and WebMD.

 In addition to these major players, there are
many other health apps on the market that offer a variety of features. As the demand for health-related apps continues to grow, the competition
in this space is likely to remain fierce.

 Through our marketing strategy and continuous
development of new features, we believe that our mobile app can succeed in the health market.

 MARKETING

 Marketing and sales strategy are crucial components
for the success of any business, including mobile applications. In order to ensure the success of our online health platform, we plan
to implement a multi-faceted marketing and sales strategy.

 – Digital Marketing:

 We will use various digital marketing techniques
to reach our target audience, including search engine optimization (SEO), pay-per-click (PPC) advertising, social media marketing, and
email marketing. We will use relevant keywords and phrases to optimize our app's visibility on search engines and social media platforms.
We will also use targeted email marketing campaigns to promote our app to potential users.

 – Content Marketing:

 We will develop a content marketing strategy that
focuses on creating valuable and informative content related to healthcare, medical institutions, and related topics. This content will
be published on our website and social media platforms, and shared with relevant online communities and groups.

 – Influencer Marketing:

 We will work with healthcare influencers and bloggers
to promote our app and reach a wider audience. We will collaborate with influencers to develop content related to our app and its features
and encourage them to share their experiences with our app with their followers.

 – Partnering with Medical Institutions:

 We will partner in future with medical institutions
such as hospitals, clinics, and healthcare centers to promote our app to their patients.

 – To invite new clients via word-of-mouth
referrals.

 – To place outdoor display advertisements
in public transportation terminals and residential complexes in selected cities.

 We are going to spend some part of proceeds on
the development of our website and mobile application and extension of functionality in order to attract more potential customers and
to make our services more desirable.

 EMPLOYEES

 We are a development stage company and currently
have no employees, other than our officers, Mr. Arnold and Mr. Ulloa Bonilla.

 OFFICES

 Our corporate headquarters is located at 95 Lias
Estate Kafe district Abuja, FCT 900108 Nigeria and our phone number is +13072133163. Further, this space has been provided by our executives
Mr. Frederick Sidney Reinhard Arnold and Mr. Rafael Angel Ulloa Bonilla free of cost. We consider our current principal office space arrangement
adequate and will reassess our needs based upon the future growth of the company. Further, this space has been provided by our executives
Mr. Frederick Sidney Reinhard Arnold and Mr. Rafael Angel Ulloa Bonilla for free.

 Item
1A. Risk Factors.

 Not applicable for smaller reporting companies.

 Item
1B. Unresolved Staff Comments.

 Not applicable for smaller reporting companies.

 Item
1C. Cybersecurity.

 None

 ITEM 2. PROPERTIES.

 We do not own any real estate or other properties.

 ITEM 3. LEGAL PROCEEDINGS.

 We are not involved in any pending legal proceeding
nor are we aware of any pending or threatened litigation against us.

 ITEM 4. MINE SAFETY DISCLOSURES.

 Not applicable.

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

 Market Information

 As of July 31, 2024, no shares of our common stock
are traded.

 Number of Holders

 As of July 31, 2024, the 3,734,620 issued and
outstanding shares of common stock were held by a total of 50 shareholder of record.

 Dividends

 No cash dividends were paid on our shares of common
stock during the fiscal years ended July 31, 2024 and 2023.

 Recent Sales of Unregistered Securities

 None.

 Purchase of our Equity Securities by Officers
and Directors

 None.

 Other Stockholder Matters

 None.

 ITEM 6. SELECTED FINANCIAL DATA.

 Not applicable for smaller reporting companies.

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

 We are a development stage corporation with limited
operations and no revenues from our business operations. Our auditors have issued a going concern opinion. This means that our auditors
believe there is substantial doubt that we can continue as an on-going business for the next twelve months. We do not anticipate that
we will generate significant revenues until we have raised the funds necessary to conduct a marketing program. There is no assurance we
will ever generate revenue even if we raised all necessary funds.

 To meet our need for cash we are attempting to
raise money from this offering. We believe that we will be able to raise enough money through this offering to expand operations but we
cannot guarantee that once we expand operations we will stay in business after doing so. If we are unable to successfully find customers
we may quickly use up the proceeds from this offering and will need to find alternative sources. In case we need additional financing,
our Mr. Ulloa Bonilla agreed to loan us funds to implement our business plan.

 RESULTS OF OPERATIONS

 We have not generated any revenue since inception
on April 6, 2023 to July 31, 2024.

 Total expenses for the years ended July 31, 2024
and 2023, were $20,301 and $6,380, respectively, which were comprised of amortization expense ($9,000 - July 31, 2024 and $375 - July
31, 2023); general and administrative fees of the Company ($273 – July 31, 2024 and $105 - July 31, 2023); and professional fees
($11,028 - July 31, 2024 and $5,900 - July 31, 2023).

 The Company recorded a net loss of $20,301 and
$6,380 for the years ended July 31, 2024 and 2023, respectively.

 LIQUIDITY AND CAPITAL RESOURCES

 As of July 31, 2024, our total assets were $67,970.
Total assets were comprised of $32,345 in current assets and $35,625 in intangible assets.

 As of July 31, 2024, our current liabilities were
$59,759 and Stockholders' equity was $8,211.

 CASH FLOWS FROM OPERATING ACTIVITIES

 For the year ended July 31, 2024, net cash flows
used in operating activities was $(17,001).

 CASH FLOWS FROM INVESTING ACTIVITIES

 For the year ended July
31, 2024, we have generated $(20,000) in investing activities.

 CASH FLOWS FROM FINANCING ACTIVITIES

 For the year ended July 31, 2024, net cash flows
provided by financing activities was $32,345.

 Critical Accounting Policies and Significant
Judgments and Estimates

 Use of Estimates

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

 Cash and Cash Equivalents

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

 Off-Balance Sheet Arrangements

 We have no off-balance sheet arrangements that
have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues
or expenses, results of operations, liquidity, capital expenditures or capital resources.

 Limited Operating History and Need for Additional
Capital

 Our company was incorporated on April 6, 2023;
we have not yet realized any revenues. We have no operating history upon which an evaluation of our future prospects can be made. Based
upon current plans, we expect to incur operating losses in future periods as we incur significant expenses associated with the initial
start-up of our business. Further, we cannot guarantee that we will be successful in realizing revenues or in achieving or sustaining
positive cash flow at any time in the future. Any such failure could result in the possible closure of our business or force us to seek
additional capital through loans or additional sales of our equity securities to continue business operations, which would dilute the
value of our shares.

 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK.

 Not applicable for smaller reporting companies.

 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA.

 INDEX TO AUDITED CONSOLIDATED FINANCIAL STATEMENTS

 JULY 31, 2024

 Page

 Report of Independent Registered Public Accounting Firm (ID: 6993)

 Balance Sheet as of July 31, 2024 and 2023

 Statements of Operations for the years ended July 31, 2024 and 2023

 Statements of Stockholder's Equity for the years ended July 31, 2024 and 2023

 Statements of Cash Flows for the years ended July 31, 2024 and 2023

 Notes to the Financial Statements

 Report of the Independent Registered
Public Accounting Firm

 To the shareholders and the board of directors
of

 Naploy Corp.

 Opinion on the Financial Statements

 We have audited the accompanying balance sheet
of Naploy Corp as of July 31, 2024, and the related statements of operations, changes in stockholders' equity, and cash flows for the
year then ended, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial
statements present fairly, in all material respects, the financial position of the Company as of July 31, 2024, and the results of its
operations and its cash flows for the year ended July 31, 2024, in conformity with accounting principles generally accepted in the United
States of America.

 Going Concern

 The accompanying financial statements have been
prepared assuming the Company will continue as a going concern as disclosed in Note 2 to the financial statement, the Company have accumulated
deficit of $(26,681) and a negative working capital of $(27,414) as of July 31, 2024. These factors raise substantial doubt about the
Company ability to continue as a going concern, the continuation of the Company as a going concern through December 31, 2023, is dependent
upon improving the profitability and the continuing financial support from its stockholders and lenders. Management believes the existing
shareholders or external fund providers will provide additional cash to meet the Company's obligations as they become due.

 These financial statements do not include any
adjustments that might result from the outcome of the uncertainty.

 Basis for Opinion

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

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

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

 F- 1

 Critical Audit Matters

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

 Going Concern Uncertainty – See also
Going Concern Uncertainty explanatory paragraph above

 As described further in Note 2 to the financial
statements, the Company has suffered recurring losses from operations and does not have an established source of revenues sufficient to
cover its operating costs. The ability of the Company to continue as a going concern is dependent on executing its business plan and ultimately
to attain profitable operations. Accordingly, the Company has determined that these factors raise substantial doubt as to the Company's
ability to continue as a going concern for a period of one year from the issuance of these financial statements.

 Management anticipates that the Company will be
dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so
that it will be able to raise additional funds through the capital markets.

 However, the Company has not concluded that these
plans alleviate the substantial doubt related to its ability to continue as a going concern.

 We determined the Company's ability to continue
as a going concern is a critical audit matter due to the estimation and uncertainty regarding the Company's available capital and
the risk of bias in management's judgments and assumptions in their determination. Our audit procedures related to the Company's
assertion on its ability to continue as a going concern included the following, among others:

 We performed testing procedures such as analytical procedures to identify conditions and events that indicate that there could be substantial doubt about the Company's ability to continue as a going concern for a reasonable period of time.

 We reviewed and evaluated management's plans for dealing with adverse effects of these conditions and events.

 We inquired of Company management and reviewed company records to assess whether there are additional factors that contribute to the uncertainties disclosed.

 We assessed whether the Company's determination that there is substantial doubt about its ability to continue as a going concern was adequately disclosed.

 /s/ Boladale Lawal

 Boladale Lawal & CO (PCAOB ID 6993)

 We have served as the Company's auditor since
2024

 Lagos, Nigeria

 October 1, 2024

 F- 2

 REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM

 To: The Board of Directors and Stockholders
of Naploy Corp.

 Opinion on the Financial Statements

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

 The accompanying financial statements
have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the
Company has suffered a loss from operations of US$6,380 and has a net capital deficiency of US$6,180 that raises substantial doubt about
its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The financial
statements do not include any adjustments that might result from the outcome of this uncertainty.

 Basis
for Opinion

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

 We conducted our audit in accordance
with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were
we engaged to perform, an audit of its internal control over financial reporting. As part of our 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 audit included performing
procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures
that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management,
as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for
our opinion.

 Critical Audit Matter

 The Critical Audit Matter is
a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the
audit committee and that: (1) relates 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 matter below, providing a separate opinion
on the critical audit matter or on the accounts or disclosures to which it relates. We determined that there are no critical audit matters.

 /s/ MAINOR AUDIT JA PARTNERID O

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

 MAINOR AUDIT JA PARTNERID O.

 Kadaka pst 85a, Tallinn, Harju maakond 10922 PCAOB
ID Number 2333

 /s/ MAINOR AUDIT JA PARTNERID O.

 Tallinn, Estonia September 28, 2023

 F- 3

 BALANCE SHEET

 As of July 31, 2024
 (Audited)

 From April 6, 2023 (Inception) to
 (Audited)

 ASSETS

 Cash

 $
 32,345

 $

 Total Current Assets

 32,345

 Intangible Assets, Net

 35,625

 44,625

 Total Assets

 $
 67,970

 $
 45,520

 LIABILITIES & STOCKHOLDERS EQUITY/(DEFICIT)

 Accounts Payable – Related Party

 $
 59,759

 $
 26,000

 Accounts Payable

 –

 25,700

 Total Current Liabilities

 59,759

 51,700

 Common stock, $ 0.0001 par value, 75,000,000 shares authorized; 3,734,620 and 2,000,000 shares issued and outstanding as of July 31, 2024, and 2023, respectively

 Additional Paid in Capital

 34,519

 –

 Accumulated deficit

 ( 26,681
)

)

 Total Stockholders' Deficit

 8,211

 ( 6,180
)

 Total Liabilities and Stockholders' Deficit

 $
 67,970

 $
 45,520

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

 F- 4

 STATEMENT OF OPERATIONS

 Year ended

 From April 6, 2023 (Inception) to

 REVENUES

 $
 –

 $
 –

 OPERATING EXPENSES

 Depreciation Expense

 9,000

 General and Administrative Expenses

 Professional Fees

 11,028

 5,900

 TOTAL OPERATING EXPENSES

)

)

 NET INCOME (LOSS) FROM OPERATIONS

)

)

 PROVISION FOR INCOME TAXES

 –

 –

 NET INCOME (LOSS)

 $
)

 $
)

 NET LOSS PER SHARE: BASIC AND DILUTED

 $
 ( 0.01
)

 $
 ( 0.00
)

 WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED

 2,321,415

 2,000,000

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

 F- 5

 STATEMENT OF STOCKHOLDER'S EQUITY

 Year ended July 31, 2024 and Period from April
6, 2023 (Inception) to July 31, 2023

 Common Stock

 Additional
 Paid-in

 Accumulated

 Total
 Stockholders'

 Shares

 Amount

 Capital

 Deficit

 Equity (Deficit)

 Balance, July 31, 2023

 2,000,000

 $

 $
 –

 $
)

 $
 ( 6,180
)

 Shares issued for cash

 1,734,620

 34,519

 –

 34,692

 Net loss for the year ended July 31, 2024

 –

 –

 –

)

)

 Balance, July 31, 2024

 3,734,620

 $

 $
 34,519

 $
 ( 26,681
)

 $
 8,211

 Inception, April 6, 2023

 –

 $
 –

 $
 –

 $
 –

 $
 –

 Shares issued for cash

 2,000,000

 –

 –

 Net loss for the year ended July 31, 2023

 –

 –

 –

)

)

 Balance, July 31, 2023

 2,000,000

 $

 $
 –

 $
)

 $
 ( 6,180
)

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

 F- 6

 STATEMENT OF CASH FLOWS

 Year ended

 From April 6, 2023 (Inception) to

 CASH FLOWS FROM OPERATING ACTIVITIES

 Net income (loss)

 $
)

 $
)

 Amortization Expense

 9,000

 Accounts Payable

 ( 5,700
)

 5,700

 CASH FLOWS USED IN OPERATING ACTIVITIES

 ( 17,001
)

 ( 305
)

 CASH FLOWS FROM INVESTING ACTIVITIES

 Mobile Application and Website Acquisition

 ( 20,000
)

 ( 25,000
)

 CASH FLOWS PROVIDED BY INVESTING ACTIVITIES

 ( 20,000
)

 ( 25,000
)

 CASH FLOWS FROM FINANCING ACTIVITIES

 Accounts Payable - Related Party Loans

 33,759

 26,000

 Proceeds from Sale of Common Stock

 34,692

 CASH FLOWS PROVIDED BY FINANCING ACTIVITIES

 68,451

 26,200

 Net increase in cash and equivalents

 31,450

 Cash and equivalents at beginning of the period

 –

 Cash and equivalents at end of the period

 $
 32,345

 $

 Supplemental cash flow information:

 Non-cash investing and financing activity:

 Mobile Application and Website Acquisition

 $
 ( 20,000
)

 $
 20,000

 Cash paid for:

 Interest

 $
 –

 $
 –

 Taxes

 $
 –

 $
 –

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

 F- 7

 NOTES TO THE FINANCIAL STATEMENTS

 YEAR ENDED JULY 31, 2024 AND PERIOD SINCE INCEPTION
ON APRIL 6, 2023 TO JULY 31, 2023

 NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION

 Naploy Corp. (referred as the "Company",
"we", "our") was incorporated in the State of Wyoming and established on April 6, 2023. Our primary focus is on
launching a news blog that provides the latest updates on health-related topics, including but not limited to medical breakthroughs, healthy
lifestyle tips, and updates on healthcare policies.

 NOTE 2 –
 GOING CONCERN

 The Company's financial statements have
been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and
liquidation of liabilities in the normal course of business.

 As reflected in the financial statements, the
Company had an accumulated deficit of $ 26,681 at July 31, 2024, a net loss of $ 20,301 for the year ended July 31, 2024. These factors
raise substantial doubt about the Company's ability to continue as a going concern.

 The Company is attempting
to commence operations and generate sufficient revenue; however, the Company's cash position may not be sufficient to support the
Company's daily operations. Management intends to raise additional funds by way of a private or public offering. While the Company
believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional
funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company's
ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public
or private offering.

 The financial statements do not include any adjustments
related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might
be necessary should the Company be unable to continue as a going concern.

 NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES

 Basis of Presentation

 The accompanying financial
statements have been prepared in accordance with generally accepted accounting principles in the United States of America.

 The Company's year-end
is July 31.

 Development Stage Company

 The Company is a development stage company as
defined in ASC 915 "Development Stage Entities". The Company is devoting substantially all of its efforts on establishing
the business and its planned principal operations have not commenced. All losses accumulated since Inception has been considered as part
of the Company's development stage activities.

 F- 8

 The Company has elected to adopt application of
Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements.
Upon adoption, the Company no longer presents or discloses inception-to-date information and other remaining disclosure requirements of
Topic 915.

 Use of Estimates

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

 Cash and Cash Equivalents

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

 Our cash is held in a Wise electronic money account.
In accordance with ASC 230-10-20, Statement of Cash Flows, the Company has determined that the cash held in the Wise electronic money
account should be classified as cash because it is readily available for the payment of obligations, and free from any contractual restriction
that limits its use.

 Our Company holds its cash and cash equivalents
in accounts with Wise, a financial technology company specializing in international money transfers. It is important to note that Wise
is not a bank, but rather a licensed and regulated financial services provider.

 Wise operates under regulatory frameworks and
is subject to oversight by various financial regulatory authorities. While it provides services that are similar to traditional banks,
it does not operate as a traditional bank and is not a member of the Federal Deposit Insurance Corporation (FDIC).

 Investors should be aware that, unlike traditional
banks covered by the FDIC, Wise accounts do not offer deposit insurance. The absence of FDIC coverage means that the funds held in Wise
accounts are not protected up to the standard FDIC-insured limit.

 Our cash is held exclusively in a Wise electronic
money account. Funds held in Wise accounts are not insured by the Federal Deposit Insurance Corporation (FDIC) or any other deposit protection
scheme.

 Over 99% of Wise's funds are held in cash with
these banks (GOLDMAN SACHS BANK USA, JPMORGAN CHASE BANK, N.A., WELLS FARGO BANK, N.A., US Government bonds) as well as in secure liquid
assets such as EU, UK and US Government bonds in order to diversify risk and maximise liquidity. Wise takes this approach to make sure
the money is highly liquid and therefore always available to clients.

 Our choice to utilize Wise aligns with our commitment
to leveraging innovative and efficient financial services while remaining transparent about the associated regulatory and insurance considerations.

 As the company is incorporated in and under the
laws of the United States, we are considered as the American customer of Wise and fall under the jurisdiction of the agreement for the
USA customers.

 F- 9

 Fair Value of Financial
Instruments

 AS topic 820 "Fair
Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair
value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable
in the market.

 These tiers include:

 Level 1:

 defined as observable inputs such as quoted prices in active markets;

 Level 2:

 defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and

 Level 3:

 defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

 The carrying value of
cash and the Company's loan from shareholder approximates its fair value due to their short-term maturity.

 Foreign Currency

 The Company's functional
and reporting currency is the U.S. dollar. Transactions may occur in foreign currencies and management follows ASC 830, "Foreign
Currency Matters". Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing
at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in
effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on
translation or settlement of foreign currency denominated transactions or balances are included in the Statement of Operations. Naploy
Corp. has no subsidiaries located outside the United States.

 Income Taxes

 Income taxes are computed
using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined
based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently
enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence,
are not expected to be realized.

 Basic Income (Loss)
Per Share

 The Company computes
income (loss) per share in accordance with FASB ASC 260 "Earnings per Share". Basic loss per share is computed by dividing
net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted
income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes
all potential common shares if their effect is anti-dilutive.

 As of July 31, 2024 and
2023, there were no potentially dilutive debt or equity instruments issued or outstanding.

 Stock-Based Compensation

 Stock-based compensation
is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not
granted any stock options.

 F- 10

 Recent Accounting
Pronouncements

 Management does not believe that any recently
issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying financial statements.

 NOTE 4 – INTANGIBLE ASSETS

 The Company follows the provisions of ASC Subtopic
350-40, Internal-Use Software-Computer Software Developed or Obtained for Internal Use, which requires assets to be recorded at the cost
to develop the asset and requires an intangible asset to be amortized over its useful life.

 In June 2023 the Company
acquired mobile application and website for $ 45,000, which is being amortized over a five-year life. The accumulated amortization was
$ 9,375 and $ 375 as of July 31, 2024 and 2023, respectively.

 NOTE 5 –
 LOAN FROM RELATED PARTY

 As of July 31, 2024,
the Company had a loan outstanding with a related party: Mr. Rafael Angel Ulloa Bonilla, our Director, who has given us a loan in the
amount of $ 59,759 for the Company's working capital purposes. The amount is outstanding and payable upon request.

 NOTE 6 –
 COMMON STOCK

 On April 6, 2023, the
Company issued 2,000,000 shares of common stock to the director, Frederick Sidney Reinhard Arnold, at in consideration of $200 at $0.0001
per share to pay partial Incorporation fees expenses.

 In March 2024 the Company issued 215,000 shares of common stock for
cash proceeds of $ 4,300 at $0.02 per share.

 In April 2024 the Company issued 172,500 shares of common stock for
cash proceeds of $ 3,450 at $0.02 per share.

 In May 2024 the Company issued 547,844 shares of common stock for cash
proceeds of $ 10,957 at $0.02 per share.

 In June 2024 the Company issued 476,776 shares of common stock for
cash proceeds of $ 9,535 at $0.02 per share.

 In July 2024 the Company issued 322,500 shares of common stock for
cash proceeds of $ 6,450 at $0.02 per share.

 As of July 31, 2024, the Company had 3,734,620 shares issued and outstanding.

 NOTE 7 –
 INCOME TAXES

 On December 22, 2017,
the President of the United States signed into law the Tax Cuts and Jobs Act ("Tax Reform Act"). The legislation significantly
changes U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a
transition tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income
tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. As a result of the reduction in the U.S. corporate income
tax rate from 34% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax assets.

 F- 11

 The reconciliation of income tax benefit (expenses) at the U.S. statutory
rate at 21% for the period ended as follows:

 Reconciliation of income tax expense

 Tax benefit (expenses) at U.S. statutory rate

 $
 ( 5,603
)

 $
 ( 1,340
)

 Change in valuation allowance

 5,603

 1,340

 Tax benefit (expenses) net

 $
 –

 $
 –

 The tax effects of temporary differences that give rise to significant
portions of the net deferred tax assets are as follows:

 Schedule of deferred tax assets

 Net operating loss

 $
 ( 5,603
)

 $
 ( 1,340
)

 Valuation allowance

 5,603

 1,340

 Deferred tax assets, net

 $
 –

 $
 –

 The Company has accumulated approximately $ 26,681
of net operating losses ("NOL") carried forward to offset future taxable income up to 20 years, if any, in future years which
begin to expire in year 2040. In assessing the realization of deferred tax assets, management considers whether it is more likely than
not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent
upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers
the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
Based on the assessment, management has established a full valuation allowance against all of the deferred tax asset relating to NOLs
for every period because it is more likely than not that all of the deferred tax asset will not be realized.

 NOTE 8 – SUBSEQUENT EVENTS

 In accordance with ASC
855-10 the Company has analyzed its operations subsequent to July 31, 2024 to the date these financial statements were issued, and has
determined that it does not have any material subsequent events to disclose in these financial statements other than those described below.

 For the period from August 1 through October 03, 2024, the Company
issued 68,750 shares of common stock for cash proceeds of $1,375 at a price of $0.02 per share.

 F- 12

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

 On May 10, 2024, BFBorgers CPA
PC resigned as the independent accounting firm of Naploy Corp. (the "Company") and On May 13, 2024, the Audit
Committee and the Board of Directors of the Company appointed Boladale Lawal & Co. as its new independent registered
public accounting firm to audit and review the Company's financial statements.

 There
was no disagreement on accounting treatment and disclosures.

 ITEM 9A(T). CONTROLS AND PROCEDURES.

 Management's Report on Internal Controls
over Financial Disclosure Controls and Procedures

 Management is responsible for establishing and
maintaining adequate internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)). The Company's internal
control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United
States of America. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and
with the participation of management, including the Chief Executive Officer and Chief Financial Officer at the time, the Company conducted
an evaluation of the effectiveness of the Company's internal control over financial reporting as of July 31, 2024, using the criteria
established in "Internal Control - Integrated Framework" issued by the Committee of Sponsoring Organizations of the Treadway
Commission ("COSO") in 2013.

 A material weakness is a deficiency, or combination
of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement
of the Company's annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of
the effectiveness of internal control over financial reporting as of July 31, 2024, the Company determined that there were control deficiencies
that constituted material weaknesses, as described below.

 1.
 The Company does not have an adequate internal control structure or adequate
oversight over financial reporting – The Company has only one member of management whom is also the Company's sole director,
therefore the Company lacks adequate segregation of duties. Further, the Company currently has no Audit Committee. While not being legally
obligated to have an audit committee, it is management's view that such a committee, including a financial expert member, is an
utmost important entity level control over the Company's financial statement. Currently the Board of Directors acts in the capacity
of the Audit Committee, and does not include a member that is considered to be independent of management to provide the necessary oversight
over management's activities. Lastly, due to the minimal operations and small size of the Company we have not employed individuals
that have the necessary accounting knowledge and expertise to ensure accurate financial reporting under US GAAP.

 2.
 The Company lacks appropriate information technology controls – As
of July 31, 2024, the Company retains copies of all financial data and material agreements; however, there is no formal procedure or evidence
of normal backup of the Company's data or off-site storage of data in the event of theft, misplacement, or loss due to unmitigated
factors.

 Accordingly, the Company concluded that these
control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will
not be prevented or detected on a timely basis by the company's internal controls.

 As a result of the material weaknesses described
above, management has concluded that the Company did not maintain effective internal control over financial reporting as of July 31, 2024,
based on criteria established in Internal Control- Integrated Framework issued by COSO in 2013.

 System of Internal Control over Financial
Reporting

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

 On July 31, 2024, under the supervision and with
the participation of our management at the time, an evaluation was conducted of the effectiveness of the design and operation of our disclosure
controls and procedures as of July 31, 2024. Based on that evaluation, our management concluded that our disclosure controls and procedures
were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the
Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

 Changes in Internal Control over Financial
Reporting

 There was no change in the Company's internal
control over financial reporting during the annual period covered by this report that has materially affected, or is reasonably likely
to materially affect, the Company's internal control over financial reporting.

 ITEM 9B. OTHER INFORMATION.

 During
the year ended July 31, 2024, no director or officer of the Company adopted or terminated a "Rule 10b5-1
trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of
Regulation S-K.

 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND
CORPORATE GOVERNANCE.

 DIRECTORS, EXECUTIVE OFFICERS, PROMOTER AND CONTROL PERSONS

 Our executive officers and directors, their names, age, and positions
as of the date of this prospectus are as follows:

 Name and Address

 Age

 Position(s)

 Frederick Sidney Reinhard Arnold

 President,

 95 Lias Estate Kafe district Abuja,

 Chief Financial Officer,

 FCT 900108

 Chief Executive Officer,

 Nigeria

 Director

 Name and Address

 Age

 Position(s)

 Rafael Angel Ulloa Bonilla

 Director

 95 Lias Estate Kafe district Abuja,

 FCT 900108

 Nigeria

 Frederick Sidney Reinhard Arnold and Rafael Angel
Ulloa Bonilla have been holding the above stated positions since the inception of the Company and the appointment on May 22, 2023, respectively.
They are expected to hold them until the next annual meeting of our stockholders. Thereby, Mr. Frederick Sidney Reinhard Arnold and Mr.
Rafael Angel Ulloa Bonilla are currently the Officers/Directors and control persons of Naploy Corp.

 BACKGROUND INFORMATION ABOUT OUR OFFICERS AND
DIRECTORS

 Frederick Sidney Reinhard Arnold, Age 38

 Mr. Frederick Sidney Reinhard Arnold has served
as the Company's President, Chief Executive Officer, Secretary, Treasurer and a Director since its incorporation on April 6, 2023.

 Frederick Sidney Reinhard Arnold, age 37, is entrepreneur
and investor. He has been self-employed for the past 5 years, managing several successful businesses in various industries, including
technology sector. He is known for his innovative thinking, strategic planning, and exceptional leadership skills. Mr. Arnold has experience
of supervising startup projects, participating in business planning courses, and demonstrating a strong commitment to excellence. From
2016 to 2017, Mr. Arnold supervised at the startup company Konlinora Ltd. His approach involved not only imparting knowledge in the field
of business management, but also identifying and engaging trainers to further enhance the skill set of aspiring specialists. Mr. Arnold
oversaw day-to-day operations, ensuring smooth functioning and coordination within the startup. He also monitored and evaluated the effectiveness
of training programs, making adjustments as necessary for optimal results. Also, Mr. Arnold has been involved in business of Suprify Ltd.,
a startup technological company, from 2019 to 2023. He was a freelance employee and did not work on a daily basis, but he significantly
improved the company's performance as a freelance manager and organizer of trainings for employees. He coordinated staff training and
acted as a speaker at trainings for improving the technological aspects of effective task distribution in the team. His entrepreneurial
journey reflects a deep understanding of business dynamics, having effectively navigated the intricacies of launching and growing new
ventures. With his drive and determination, he has propelled the businesses to great success, and he is now ready to bring his expertise
to the Company as its President, Chief Executive Officer, Secretary, Treasurer, and Director.

 Rafael Angel Ulloa
Bonilla, Age 74

 Mr. Rafael Angel Ulloa
Bonilla has served as the Company's Director since his appointment on May 22, 2023.

 Rafael Angel Ulloa Bonilla, age 73, has a degree
in accounting and finance, attended pre-medical school and has medical degree, showcasing a unique blend of financial acumen and medical
insight. He has been working in administrative department of Consultorio del Dr. Edwin Chan hospital for ten years until the 2000s and
played a crucial role in coordinating day-to-day activities, optimizing workflow, and ensuring efficiency. For the past 5 years has worked
independently, engaging in traditional medical advice and providing his services in his private office called "Acupuncture &
herbal medicine cabinet". Committed to holistic well-being, he has attended various medical trainings to enhance his knowledge and
offer valuable insights to those seeking alternative healthcare solutions. In addition, he was a part of a group collecting the information
for a book on various treatments, from traditional to modern medicine. His reputation is built on his wide experience, ability to think
creatively, devise strategic plans, and exhibit outstanding leadership qualities. Through his unwavering dedication and perseverance,
he has steered these enterprises towards remarkable achievements. Now, he aims to utilize his extensive expertise as the Director of the
Company.

 There are no any parent,
subsidiary or other affiliates of the Company especially in which any of the directors could have previous occupation.

 All the prior track records
of the directors experience is not indicative of future success and investors should not rely on previous performance.

 To our knowledge, during the last ten years, none
of our directors and executive officers has:

 Had
a bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the
time of the bankruptcy or within two years prior to that time.

 Been
convicted in a criminal proceeding or been subject to a pending criminal proceeding, excluding traffic violations and other minor offenses.

 Been
subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently
or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities.

 Been
found by a court of competent jurisdiction (in a civil action), the SEC, or the Commodities Futures Trading Commission to have violated
a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

 Been
the subject to, or a party to, any sanction or order, not subsequently reverse, suspended or vacated, of any self-regulatory organization,
any registered entity, or any equivalent exchange, association, entity or organization that has disciplinary authority over its members
or persons associated with a member.

 BOARD AND COMMITTEE MATTERS

 The Company does not have a standing nominating
committee, compensation committee or audit committee. Instead, the entire Board of Directors shares the responsibility of identifying
potential director-nominees to serve on the Board of Directors and performing the functions of an audit committee. The Board believes
the engagement of directors in these functions is important at this time in the Company's development in light of the Company's
recent activities.

 ITEM 11. EXECUTIVE COMPENSATION.

 MANAGEMENT COMPENSATION

 Since inception, we have not paid any compensation
to our officers or directors. The tables below summarize all compensation awarded to, earned by, or paid to our executive officers by
any person for all services rendered in all capacities to us for the year ended July 31, 2024 and the period from our incorporation on
April 6, 2023 to July 31, 2023.

 Summary Compensation Table

 Name and Principal Position

 Year

 Salary ($)

 Bonus ($)

 Stock Awards
 ($)

 Option Awards ($)

 Non-Equity Incentive Plan Compensation ($)

 All Other Compensation ($)

 Total ($)

 Frederick Sidney Reinhard Arnold,

 2024

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

 President, CEO, CFO

 2023

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

 Rafael Angel Ulloa Bonilla, Director

 2024

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

 2023

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

 -0-

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

 The following table sets forth certain
information relating to the beneficial ownership of our common stock as of July 31, 2024, by:

 each person, or group of
affiliated persons, known by us to beneficially own more than five percent of the outstanding shares of our common stock;

 each of our directors;

 each of our named executive
officers; and

 all directors and executive
officers as a group.

 Title of Class

 Name and Address of Beneficial Owner

 Amount and Nature of Beneficial Ownership

 Beneficial Ownership

 Common Stock

 Frederick Sidney Reinhard Arnold

 95 Lias Estate Kafe district Abuja, FCT 900108 Nigeria

 2,000,000 shares of common stock

 53.55%

 A beneficial owner of a security includes any
person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting
power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose
or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons
share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by
a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of
which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is
deemed to include the number of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As
a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person's actual
ownership or voting power with respect to the number of shares of common stock actually outstanding on July 31, 2024. As of July
31, 2024, there were 3,734,620 shares of our common stock issued and outstanding.

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

 As of April 7, 2023, we have issued 2,000,000
shares of company common stock valued at 0.0001 per share to Frederick Sidney Reinhard Arnold in the capacity of Director of the Company
in consideration of $200 to pay company expenses and keep on top of the business development.

 As of July 31, 2024, the Company had a loan outstanding
with a related party: Mr. Rafael Angel Ulloa Bonilla, our Director, who has given us a loan in the amount of $59,759. The loan is non-interest
bearing, due upon demand and unsecured. No principal of this loan has been repaid yet. Loan agreement is filled as an Exhibit 10.1 to
this Registration Statement. This Agreement is governed by the laws of the State of Wyoming.

 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.

 The following is a summary of the fees billed
to us by our independent auditors (Boladale Lawal & Co) and our former independent auditors (Mainor Audit Ja Partnerid O and
BFBorgers CPA PC) for professional services rendered related to the fiscal years ended July 31, 2024 and 2023:

 2024

 2023

 Audit Fees

 $
 7,500

 $
 4,500

 Audit Related Fees

 –

 –

 Tax Fees

 –

 –

 All Other Fees

 –

 –

 Total

 $
 7,500

 $
 4,500

 Audit Fees. Consists of fees billed for
professional services rendered for the audit of our financial statements and review of the interim financial statements included in quarterly
reports and services in connection with registration statement filings and statutory and regulatory filings or engagements.

 Audit-Related Fees. Consists of fees billed
for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements and
are not reported under "Audit Fees."

 Tax Fees. Consists of fees billed for professional
services for tax compliance, tax advice, and tax planning.

 All Other Fees. Consists of fees for products
and services other than the services reported above.

 ITEM 15. EXHIBITS

 The following exhibits are included as part of this report by reference:

 31.1

 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

 32.1

 Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

 ITEM 16. FORM 10-K SUMMARY.

 As permitted, the registrant has elected not to
supply a summary of information required by Form 10-K.

 SIGNATURES

 In accordance with the requirements of the Securities Act of 1933,
the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 Dated: October 9, 2024

 By:

 /s/ Frederick Sidney Reinhard Arnold

 Name:

 Title:

 Frederick Sidney Reinhard Arnold

 President, Secretary,

 Treasurer, Principal Executive Officer,

 Principal Financial Officer and

 Principal Accounting Officer and Director

 Dated: October 9, 2024

 By:

 /s/ Rafael Angel Ulloa Bonilla

 Name:

 Rafael Angel Ulloa Bonilla

 Title:

 Director