PALISADES VENTURE, INC. 10-K

 false 2024 FY 0002010982

 2024-06-30

 2025-08-20

 2024-01-31

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 2023-06-30

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 2022-01-01

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 NONE:TechnicalSupportAndHostingServersMember

 NONE:ServiceLevelAgreementMember
 NONE:TechnicalSupportAndHostingServersMember

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 2024-10-01

 2021-12-31

 2021-02-17

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 2021-02-17

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 2021-02-17

 2021-12-31

 2022-01-01

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 2024-10-01

 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 year ended: December 31, 2024

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

 For the transition period from __________ to __________

 Commission File Number: 333-276934

 (Exact name of registrant as specified in its charter)

 Wyoming

 99-0991248

 (State or other jurisdiction of

 incorporation or organization)

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

 21200 Oxnard Street, #6630, Woodland Hills, CA

 91362

 (Address of principal executive offices)

 (Zip Code)

 ( 818)
 465-1300

 (Registrant's telephone number, including
area code)

 (Former name, former address and former fiscal
year, if changed since last report)

 Securities
to be Registered Under Section 12(b) of the Act:

 Title of each class

 Trading Symbol (s)

 Name of each exchange on which registered

 Common

 N/A

 N/A

 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

(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

has submitted electronically and 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

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" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

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

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

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

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

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

 The aggregate market value of the voting and non-voting
common equity held by non-affiliates of the registrant as of the last business day of its most recently completed second fiscal quarter
(June 30, 2024) based upon the price at which the common equity was last sold was $ 0.

 As of August 20, 2025 there were 109,500,000
issued and outstanding.

 Financial Statements

 For the Fiscal Year Ended December 31, 2024 and
31 December, 2023

 Page

 Item 1.

 Business

 Item 1A.

 Risk Factors

 Item 1B.

 Unresolved Staff Comments

 Item 1C.

 Cybersecurity

 Item 2.

 Properties

 Item 3.

 Legal Proceedings

 Item 5.

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

 Item 6.

 Selected Financial Data

 Item 7.

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

 Item 7A.

 Quantitative and Qualitative Disclosures about Market Risk

 Item 8.

 Financial Statements and Supplementary Data

 Item 9.

 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 Item 9A.

 Controls and Procedures

 Item 9B.

 Other Information

 Item 10.

 Directors, Executive Officers and Corporate 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

 1 1

 Item 15.

 Exhibits, Financial Statement Schedules

 Item 16.

 Form 10-K Summary

 Signatures

 i

 Item 1. Business

 Palisades Venture, Inc., is a datacenter and computer storage company based
in the US. The Company was formed in 2021 primarily to absorb the assets of Landmark PMG LLC (d/b/a 4Service Cloud Tech) – one of
the subsidiaries of CorpTech Holding Inc., for 25,000,000 shares of our restricted common stock and $300,000, through an Asset Purchase
Agreement, dated July 27, 2021.

 The Company is engaged in the cloud computing segment of the technology
sector as well as IT business continuity, disaster recovery and Cyber Security.

 In the past 10 years, 4Service Cloud Tech and Riteman have provided corporate
clients with an array of managed technology services in data protection, cyber security and business continuation with real time disaster
recovery solutions.

 Since 2011, the company implemented secured cloud computing solutions and
today 4Service is considered to have a implemented based on existing top manufacturers and providers of hardware and software solutions,
such as Cisco, Checkpoint, Dell, HP, EMC2, VMWare and Microsoft.

 4Service is a business continuity solutions provider that specializes in
cloud computing and disaster recovery services. 4Service offer a 3-Tier approach to our disaster recovery strategy and our private managed
cloud computing offering is comprised of the best-in-class of industry leading equipment and software solutions. Utilizing the newest
desktop and server virtualization technologies, our cloud computing solution allows any organization, regardless of size, to gain a world-class
infrastructure and dramatically cut its IT costs across the board.

 Riteman is a managed services provider specializing in high-end technical
and professional services with a focus on infrastructure virtualization. IT@Once offers a full array of IT solutions and has a proven
track record in deploying, implementing, and managing on-premise and cloud virtualized environments.

 Employees

 Management of the Company expect to use consultants,
attorneys and accountants as necessary, and does not anticipate a need to engage any full-time employees. The need for employees and their
availability will be addressed in connection with the decision whether or not to acquire or participate in specific business opportunities.

 Emerging Growth Company

 We qualify as an emerging growth company as that term is used in the Jumpstart
Our Business Startups Act of 2012, or "JOBS Act." An Emerging Growth Company may take advantage of specified reduced reporting
and other burdens that are otherwise applicable generally to public companies. These provisions include:

 a requirement for quarterly and annual reports filed with the U.S. Securities and Exchange Commission ("SEC") to have only two years of audited financial statements and only two years of related management's discussion and analysis;

 reduced disclosure concerning executive compensation arrangements;

 exemption from the auditor attestation requirement in the assessment of the emerging growth company's internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act of 2002; and

 No non-binding advisory votes on executive compensation or golden parachute arrangements.

 We have utilized some of these exemptions in this prospectus, which are
also available to us as a smaller reporting company as defined under Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act").

 In addition, Section 107 of the JOBS Act provides that an emerging growth
company utilize the extended transition period provided in Section 7(a)(2)(b) of the Securities Act of 1933, as amended (the "Securities
Act") for complying with new or revised accounting standards. We are choosing to "opt out" of such extended transition
period, and as a result, we will comply with new or revised accounting standards on the relevant dates on which adoption of such standards
is required for non-emerging growth companies. Section 107 of the JOBS Act provides that our decision to opt out of the extended transition
period for complying with new or revised accounting standards is irrevocable.

 We could remain an emerging growth company for up to five years, or until
the earliest of (i) the last day of the first fiscal year in which annual gross revenue equals or exceeds $1.07 billion, (ii) the date
that we become a "large accelerated filer" as defined in Rule 12b-2 under the Exchange Act, which would occur if the market
value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed
second fiscal quarter, or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three-year
period.

 Item 1A. Risk Factors

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

 Item 1B. Unresolved Staff Comments

 Not applicable.

 Item 1C. Cybersecurity

 Cybersecurity Risk Management, Strategy, and Governance

 The identification, detection, prevention and
remediation of known or potential IT security vulnerabilities, including those arising from third-party hackers, hardware or software,
is extremely costly and time consuming. The Company does not have the manpower, expertise or financial resources to effectively identify,
detect, prevent or remediate cybersecurity risks. No assurance or guarantee whatsoever can be given that the Company will not be damaged
by the exploitation of its cybersecurity vulnerabilities.

 During the year ended December 31, 2024, we did
 no t identify any cybersecurity threats that have materially affected or are reasonably likely to materially affect our business strategy,
results of operations, or financial condition. However, we may not be aware of all vulnerabilities or might not accurately assess the
risks of incidents, and such preventative measures cannot provide absolute security and may not be sufficient in all circumstances or
mitigate all potential risks.

 Item 2. Properties

 We currently do not own or rent any property.

 Item 3. Legal Proceedings

 Management is not aware of any legal proceedings contemplated
by any governmental authority or any other party involving us or our properties. As of the date of this year-end report, no director,
officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings.
Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.

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

 Market Information

 Our common shares are currently not quoted on any
exchange.

 As of December 31, 2024, no shares of our common stock
have been traded.

 Number of Holders

 As of December 31, 2024, 100,000,000 shares of common
stock were issued and outstanding.

 Dividends

 No cash dividends have been paid on our shares of
common stock to date.

 Purchase of our Equity Securities by Officers
and Directors

 None.

 Other Stockholder Matters

 Granting
of Certain Equity Awards Close in Time to the Release of Material Nonpublic Information

 We do not grant equity awards in anticipation of
the release of material nonpublic information that is likely to result in changes to the price of our common stock, and do not
time the public release of such information based on award grant dates. During the last completed fiscal year, we have not made
awards to any named executive officer or director during the period beginning four business days before and ending one business day
after the filing of a period report on Form 10-Q or Form 10-K or the filing or furnishing of a current report on Form 8-K, and we
have not timed the disclosure of material nonpublic information for the purpose of affecting the value of executive
compensation.

 Item 6. Selected Financial Data

 Not applicable.

 Item 7. Management's Discussion and Analysis
of Financial Condition and Results of Operations

 You should read the following discussion and analysis
of our financial condition and results of operations together with our financial statements and the related notes and other financial
information included elsewhere in this Financial Statement. Some of the information contained in this discussion and analysis or set forth
elsewhere in this Statement, including information with respect to our plans and strategy for our business and related financing, includes
forward-looking statements that involve risks and uncertainties.

 Our cash balance was $1,103 as of December 31, 2024.
We believe our cash balance is not sufficient to fund our limited levels of operations for any period of time. We have where necessary
been utilizing funds borrowed from our Chairman. The Chairman has no commitment, arrangement or legal obligation to advance or loan funds
to the company. The borrowing is non-interest-bearing, unsecured, and due on demand.

 Our independent registered public accountants
 have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the
 next twelve months unless we obtain additional capital to pay our bills. The accompanying financial statements have been prepared
 assuming that the Company continues as a going concern, which contemplates continuity of operations, realization of assets, and
 liquidation of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company has
 accumulated losses of $(438,648) net of owner draw, and positive working capital of $395 as of December 31, 2024, and a cash flows
 from operating activities of $(12,324) for the year ended December 31, 2024. Due to these conditions, it raises substantial doubt
 about its ability to continue as a going concern.

 We are an "emerging growth company" as
defined in the JOBS Act, and we may take advantage of certain exemptions from various reporting requirements that are applicable to other
public companies that are not "emerging growth companies" including, but not limited to: not required to comply with the auditor
attestation requirements of Section 404 of the Sarbanes-Oxley Act; reduced disclosure obligations regarding executive compensation in
our periodic reports and proxy statements; exemptions from the requirements of holding an annual non-binding advisory vote on executive
compensation and nonbinding stockholder approval of any golden parachute payments not previously approved. In addition, Section 107 of
the JOBS Act also provides that an "emerging growth company" can take advantage of the extended transition period provided
in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an "emerging
growth company" can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies.
We are choosing to "opt out" of such extended transition period, and as a result, we will comply with new or revised accounting
standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. Section 107 of the
JOBS Act provides that our decision to opt out of the extended transition period for complying with new or revised accounting standards
is irrevocable.

 Revenues and Cost of goods Sold for the years
ended December 31, 2024 and 2023

 Revenues and Cost of Goods
 Revenue for the year ended December 31, 2024 was $178,853
compared to $147,095 for the year ended December 31, 2023. The increase in revenue was mainly due to an increase in IT consulting work.

 The cost of goods for the year ended December 31,
2024 was $41,000 compared to $39,612 for the year ended December 31, 2022. The increase was due to increased costs of maintaining the
server systems for the cloud computing business.

 Operating expenses

 General and administrative expenses were $115,755
for the year ended December 31, 2024, compared to $63,985 for the year ended December 31, 2023, an increase of $52,922 mainly due to increased
costs of legal and professional fees and audit fees.

 Net Profit

 Net profit/(loss) for the year ended December 31,
2024 was $(9,910) compared to $12,161 for the year ended December 31, 2023.

 Plan of Operations

 We expect that working capital requirements will continue
to be funded through borrowing from related parties.

 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.

 Material Commitments

 As of the date of this Annual Report, we do not have
any material commitments.

 Purchase of Significant Equipment

 We do not intend to purchase any significant equipment
during the next twelve months.

 Liquidity and Capital Resources

 The accompanying financial statements have been prepared
assuming that the Company 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 shown in the accompanying financial statements the Company has a retained deficit
of ($438,854) and positive working capital of $286 as of December 31, 2024. For the year ended December 31, 2024 the Company had a net
loss of $9,910. Due to these conditions, it raises substantial doubt about the Company's ability to continue as a going concern.

 The Company is attempting to expand operations and
generate additional revenue; however, the Company's cash position may not be sufficient to support its daily operations. While the
Company believes in the viability of its strategy to 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 its ability to further implement
its business plan and generate sufficient revenue and its ability to raise additional funds. The financial statements do not include any
adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities
that may result should the Company be unable to continue as a going concern.

 Net cash used in operating activities was $(12,324)
and $43,652 for the years ended December 31, 2024 and 2023, respectively.

 Net cash used in financing activities was $(15,430) and $(37,355) for the
years ended December 31, 2024 and 2023, respectively.

 Over the next twelve months, we expect our principal
source of liquidity will be dependent on borrowings from related parties.

 Going Concern Consideration

 Our auditors have issued a "going concern"
opinion, meaning that there is substantial doubt if we can continue as an on-going business for the next twelve months unless we obtain
additional capital. The Company's cash position may not be sufficient to support its daily operations.

 Limited operating history and need for additional
capital

 There is no historical financial information about
us upon which to base an evaluation of our performance. We are in a growth mode and have not generated sufficient revenues. We cannot
guarantee we will be successful in our business operations. Our business is subject to risks inherent in the growth of a business enterprise,
including limited capital resources and possible cost overruns due to price and cost increases in services and products.

 Item 7A. Quantitative and Qualitative Disclosures
about Market Risk

 Not applicable to smaller reporting companies.

 Item 8. Financial Statements and Supplementary
Data

 Reports
 of Independent Registered Public Accounting Firm (PCAOB Auditor ID: 7002)

 Balance Sheets as of December 31, 2024 and 2023

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

 Statements of Changes in Stockholders' Deficit for the Years Ended December 31, 2024 and 2023

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

 Notes to the Financial Statements

 Reports
of Independent Registered Public Accounting Firms

 August 20, 2025

 To the Board of Directors of Palisades Venture,
Inc.

 In connection with our audits of the financial
statements of Palisades Venture, Inc. for the years ended December 31, 2024 we will issue our report thereon dated August 20, 2025. Professional
standards require that we provide you with the following information related to our audits.

 Significant and Critical Accounting Policies
and Practices

 Management is responsible for the selection and
use of appropriate accounting policies. In accordance with the terms of our engagement letter, we will advise management about the appropriateness
of accounting policies and their application. The Company's significant accounting policies are disclosed in the notes to the financial
statements as required by generally accepted accounting principles. No new accounting policies were adopted and the application of existing
accounting policies was not changed during 2024. We noted no transactions entered into by the Company during the year for which accounting
policies are controversial or for which there is a lack of authoritative guidance or consensus or diversity in practice.

 Critical accounting policies and practices are
those that are both (1) most important to the portrayal of the Company's financial condition and results and (2) require management's
most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are
inherently uncertain. The critical accounting policies used by Palisades Venture, Inc. in its 2024 financial statements are Revenue, Improper
Revenue Recognition, Management Override of Controls, and Going Concern.

 Critical Accounting Estimates

 Accounting estimates are an integral part of the
financial statements prepared by management and are based on management's knowledge and experience about past and current events
and assumptions about future events. Critical accounting estimates are estimates for which (a) the nature of the estimate is material
due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters
to change and (b) the impact of the estimate on financial condition or operating performance is material. We noted no critical accounting
estimates during our audits.

 Significant Unusual Transactions

 For purposes of this letter,
professional standards define significant unusual transactions as transactions that are outside the normal course of business for
the Company or that otherwise appear to be unusual due to their timing, size or nature. We noted no significant unusual transactions during
our audits.

 F- 1

 Related-party Relationships and Transactions

 As part of our audits, we evaluated the Company's
identification of, accounting for, and disclosure of the Company's relationships and transactions with related parties as required
by professional standards. We noted no related parties or related-party relationships or transactions that were previously undisclosed
to us; significant related-party transactions that have not been approved in accordance with the Company's policies or procedures
or for which exceptions to the Company's policies or procedures were granted; or significant related-party transactions that appeared
to lack a business purpose.

 In order to meet working capital requirements
during periods of insufficient cash, the Company expects to continue funding its working capital needs through borrowings from related
parties.

 Quality of the Company's Financial
Reporting

 Management is responsible not only for the appropriateness
of the accounting policies and practices, but also

 for the quality of such policies and practices.
Our responsibility under professional standards is to

 evaluate the qualitative aspects of the company's
accounting practices, including potential bias in management's judgment about the amounts and disclosures in the financial statements,
and to communicate the results of our evaluation and our conclusions to you.

 Quality of the Company's accounting principles
and financial reporting was evaluated during our audits and we noted no issues of missing or insufficient accounting policies or practices

 Uncorrected and Corrected Misstatements

 Professional standards require us to accumulate
misstatements identified during the audits, other than those that are clearly trivial, and to communicate accumulated misstatements to
management. Management is in agreement with the misstatements we have identified, and they have been corrected in the Company's
financial statements. The attached schedule summarizes the corrected misstatements, other than those that are clearly trivial, that, in
our judgment, may not have been detected except through our auditing procedures.

 Auditor's Report

 In connection with the audits of the financial
statements, we have provided you a draft of our auditor's report, and we have discussed our unqualified opinion, our Going Concern
paragraph, and our determination that Going Concern was a Critical Audit Matter.

 Disagreements with Management

 For purposes of this letter, professional standards
define a disagreement with management as a matter, whether or not resolved to our satisfaction, concerning a disagreement on a financial
accounting, reporting, or auditing matter that could be significant to the financial statements or the auditor's report. We are
pleased to report that no disagreements with management arose during the course of our audits.

 F- 2

 Difficulties Encountered in Performing the
Audits

 We encountered no significant difficulties in
dealing with management in performing and completing our audits.

 Other Information in Documents Containing
Audited Financial Statements

 The Company's audited financial statements
are included in its annual report. Our responsibility for the other information contained in the annual report does not extend beyond
the financial information identified in our audit report. We do not have an obligation to perform any procedures to corroborate the other
information contained in the annual report. However, we read the other information and considered whether such information (including
the manner of its presentation) contained a material misstatement of fact or was materially inconsistent with information appearing in
the financial statements. Nothing came to our attention that caused us to believe that such information (including the manner of its presentation)
contained a material misstatement of fact or was materially inconsistent with the information appearing in the financial statements.

 Going Concern

 Note 3 to the financial statements discloses all
of the matters of which we are aware that are relevant to the Company's ability to continue as a going concern, including significant
conditions and events, and management plans. We have reviewed Note 3 as well as our auditor's consideration of our ability to continue
as a going concern.

 This has been and will continue to be discussed
with the audit committee and those charged with governance.

 This information is intended solely for the use
of the Audit Committee, Board of Directors, and management of Palisades Venture, Inc. and is not intended to be, and should not be, used
by anyone other than these specified parties.

 Thanks and Regards

 Raj Gupta & Co.

 Chartered Accountant

 /s/ Geetanjali Nagpal

 Geetanjali Nagpal

 (Partner)

 New
Delhi, India

 F- 3

 BALANCE SHEETS

 December 31, 2024

 December 31, 2023

 Assets

 Current Assets

 Cash

 $
 1,103

 $
 4,207

 Receivables

 10,615

 5,199

 Total Current Assets

 11,718

 9,406

 Total Assets

 $
 11,718

 $
 9,406

 Liabilities and Stockholders Equity

 Current Liabilities

 Accrued Interest

 $
 11,867

 $
 8,249

 Accounts Payables

 –

 4,467

 Related Party Payables

 ( 337
)

 37,592

 Total Current Liabilities

 11,530

 50,308

 Long Term Note Payable-Related Party

 Convertible Note payable

 39,000

 16,500

 Total Liabilities

 350,530

 366,808

 Stockholders' Equity

 Common stock, $ 0.001 par value, 500,000,000 shares authorized, 100,000,000 and 100,000,000 shares issued and outstanding, respectively

 Additional Paid in capital

 ( 28,458
)

 Accumulated Deficit

 ( 438,854
)

 ( 428,944
)

 Total Stockholders' Deficit

 ( 338,812
)

 ( 357,402
)

 Total Liabilities and Stockholders' Deficit

 $
 11,718

 $
 9,406

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

 F- 4

 STATEMENTS OF OPERATIONS

 December 31, 2024

 December 31, 2023

 Revenue

 $
 178,962

 $
 147,095

 Cost of Sales

 41,000

 39,612

 Gross Profit

 137,962

 107,483

 Operating Expenses

 115,755

 63,985

 Total Expenses

 115,755

 63,985

 Income/(Loss) from Operations

 22,207

 43,498

 Interest Expense

 32,117

 31,337

 Net Income (Loss)

 $
 ( 9,910
)

 $
 12,161

 Earnings per common share

 Basic

 $
 0.00

 $
 0.00

 Diluted

 $
 0.00

 $
 0.00

 Weighted Average common shares outstanding

 Basic

 Diluted

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

 F- 5

 STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT

 FOR THE YEARS ENDED DECEMBER 31, 2024 and 2023

 Common

 Shares

 Common

 to Paid in

 Accumulated

 Total

 Outstanding

 Stock

 Capital

 Deficit

 Equity

 $

 $

 $

 $

 Balance as at December 31, 2022

 ( 56,958
)

 ( 413,623
)

 ( 370,581
)

 –

 –

 –

 Net Loss

 –

 –

 –

 12,161

 12,161

 Owners Draw

 –

 –

 –

 ( 27,482
)

 ( 27,482
)

 Balance as at December 31, 2023

 ( 28,458
)

 ( 428,944
)

 ( 357,402
)

 –

 –

 –

 Net Profit

 –

 –

 –

 ( 9,910
)

 ( 9,910
)

 Balance at December 31, 2024

 ( 438,854
)

 ( 338,812
)

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

 F- 6

 STATEMENTS OF CASH FLOWS

 December 31, 2024

 December 31, 2023

 CASH FLOWS FROM OPERATING ACTIVITIES

 Net profit/(Loss)

 $
 ( 9,910
)

 $
 12,161

 Adjustments to reconcile net income/loss to net cash used in operating activities

 Changes in Assets and Liabilities

 Accounts Receivable

 ( 5,416
)

 2,757

 Accounts Payable

 ( 4,467
)

 ( 2,603
)

 Deferred Revenue

 –

 –

 Accrued Expenses

 3,617

 2,837

 Net cash used in Operating Activities

 12,324

 43,652

 CASH FLOWS FROM FINANCING ACTIVITIES

 Related Party Advances

 ( 37,930
)

 ( 14,945
)

 Owners Draw

 –

 ( 27,482
)

 Borrowings on debt

 22,500

 2,500

 Net cash used in Financing Activities

 ( 15,430
)

 ( 39,927
)

 Net Change in Cash

 ( 3,104
)

 3,725

 Cash at beginning of the Year

 4,207

 Cash at end of the Year

 $
 1,103

 $
 4,207

 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

 Interest Paid

 $
 –

 $
 –

 Income Taxes Paid

 $
 –

 $
 –

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

 F- 7

 Notes to Financial Statements

 December 31, 2024

 NOTE 1 – NATURE OF BUSINESS

 Palisades Venture, Inc., is a datacenter and computer
storage company based in the US. The Company was formed in 2021 primarily to absorb the assets of Landmark PMG LLC (d/b/a 4Service Cloud
Tech) – one of the subsidiaries of CorpTech Holding Inc., for 25,000,000 shares of our restricted common stock and $300,000, through
an Asset Purchase Agreement, dated July 27, 2021.

 The Company is engaged in the cloud computing segment
of the technology sector as well as IT business continuity, disaster recovery and Cyber Security.

 Effective as of July 27, 2021, CorpTech Holding, Inc.,
(d/b/a Landmark Properties Management Group, LLC, d/b/a 4Service Cloud Tech) sold all of its rights and assets, through an Asset Purchase
Agreement of its Landmark PMG LLC, D/B/A 4 Service Cloud Tech business to Palisades Venture, Inc. in exchange for 25,000,000 shares of
the common stock of Palisades and a $300,000 promissory note. As part of that certain Asset Purchase Agreement by and between the Company
and CorpTech Holding, Inc.; wherein, the Company acquired all the assets and rights to the Landmark PMG LLC, (d/b/a 4Service Cloud Tech)
business for 25,000,000 shares of common stock and a $300,000 promissory note.

 Approximately 22.83 % of the outstanding common stock
of Palisades Venture, Inc. is presently owned by CorpTech Holding, Inc. while 68.49 % is owned by our CEO Orie Rechtman.

 NOTE 2 – SIGNIFICANT AND CRITICAL ACCOUNTING
POLICIES AND PRACTICES

 Revenue
Recognition

 Under Topic
606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects
the consideration we expect to be entitled to in exchange for those goods or services.

 We determine
revenue recognition through the following steps:

 identification of the contract, or contracts, with a customer;

 identification of the performance obligations in the contract;

 determination of the transaction price;

 allocation of the transaction price to the performance obligations in the contract; and

 recognition of revenue when, or as, we satisfy a performance obligation.

 Company recognizes
revenues based on monthly fees for services provided to customers as well as additional hourly work performed per customer's request
in addition to the Monthly Recurring Charges. Customers typically pay on Net 30 Days terms. All customers pay Monthly Recurring charges
based on the resources utilized such as the number of Licenses for Microsoft Windows users, and server utilization.

 In addition,
if a customer requests additional services such as adding/deleting users, updating their personal computers, synchronizing data between
their cell phone and servers, issues solving issues with other applications they use internally or additional such services, the Company
will provide these services at a rate of $145 per hour.

 F- 8

 Accounts
Receivable

 Accounts receivable
consist primarily of trade receivables. The Company provides an allowance for doubtful trade receivables equal to the estimated uncollectible
amounts. That estimate is based on historical collection experience, current economic and market conditions and a review of the current
status of each customer's trade accounts receivable. The Company does not perform a credit check on new customers but typically
will start a new client on pay upfront for the initial on-boarding and first month and gradually move them to Net 15 days after 3 -6 months
and then Net 30 days. The allowance for doubtful trade receivables was $ 0 as of December 31, 2024 and 2023 as we believe all of our
receivables are fully collectable.

 Basis of Presentation

 The accompanying financial statements of the Company
have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP")
and the rules of the Securities and Exchange Commission ("SEC").

 Use of Estimates

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

 Cash equivalents

 The Company considers all highly liquid investments
with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended December
31, 2024 and 2023.

 Stock-based Compensation

 The Company records stock-based compensation in accordance
with FASB ASC Topic 718, " Compensation – Stock Compensation." FASB ASC Topic 718 requires companies to measure
compensation cost for stock-based employee compensation at fair value at the grant date and recognize the expense over the employee's
requisite service period. The Company recognizes in the statement of operations the grant-date fair value of stock options and other equity-based
compensation issued to employees and non-employees. The Company accounts for stock-based compensation in accordance with the provision
of ASC 505-50, Equity Based Payments to Non-Employees, which requires that such equity instruments are recorded at their fair value
on the measurement date. The measurement of stock-based compensation is subject to periodic adjustment as the underlying equity instruments
vest.

 Fair value of financial instruments

 The Company follows paragraph 825-10-50-10 of the
FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the
FASB Accounting Standards Codification ("Paragraph 820-10-35-37") to measure the fair value of its financial instruments.
Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States
of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair
value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to
valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority
to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The
three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

 Level 1 - Quoted market prices available in active
markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

 Level 2 - Inputs include quoted prices for similar
assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active,
inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs
that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

 Level 3 - Unobservable inputs that reflect our assumptions
about the assumptions that market participants would use in pricing the asset or liability.

 F- 9

 The Company's financial instruments are consisted
principally of accrued expenses, short term debt and long term debt. The carrying amounts of such financial instruments in the accompanying
balance sheets approximate their fair values due to their relatively short-term nature.

 Income Tax Provision

 The Company follow ASC 740-10-30, which requires recognition
of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements
or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and
tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse.
Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets
will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in
the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities
of a change in tax rates is recognized in the Statements of Income in the period that includes the enactment date.

 Prior to July 27, 2021, Landmark was a LLC and taxed
as a pass through entity. Palisades is a C corp and taxed as such and that from inception forward for Palisades and from acquisition
of Landmark forward all amounts are taxed as a C corp.

 Schedule of tax expense benefit

 December 31

 2024

 2023

 Tax expense/(benefit) computed at statutory rate for continuing operations

 $
 ( 69,983
)

 $
 ( 68,412
)

 Valuation allowance

 69,983

 68,412
)

 Tax expense/(benefit) for continuing operations

 $
 –

 $
 –

 The Company has current net operating loss
carryforwards more than $ 333,253 as
of December 31, 2024, to offset future taxable income, which expire beginning 2029.

 Deferred taxes are determined based on the temporary
differences between the financial statement and income tax bases of assets and liabilities as measured by the enacted tax rates, which
will be in effect when these differences reverse. The components of deferred income tax assets are as follows:

 Schedule of components of deferred income tax assets

 December 31

 2024

 2023

 Net operating loss

 $
 ( 333,253
)

 $
 ( 323,343
)

 Valuation allowance

 333,253

 323,343

 Net deferred asset

 $
 –

 $
 –

 At December 31, 2024, the
Company provided a 100% valuation allowance for the deferred tax asset because it could not be determined whether it was more likely
than not that the deferred tax asset/(liability) would be realized.

 On December 22, 2017, the Tax Cuts and Jobs Act (TCJA)
was signed into law by the President of the United States. TCJA is a tax reform act that among other things, reduced corporate tax rates
to 21 percent effective January 1, 2018. FASB ASC 740, Income Taxes, requires deferred tax assets and liabilities to be adjusted for the
effect of a change in tax laws or rates in the year of enactment, which is the year in which the, change was signed into law.

 The Company adopted ASC 740-10-25 ("ASC 740-10-25")
with regard to uncertainty income taxes. ASC 740-10-25 addresses the determination of whether tax benefits claimed or expected to
be claimed on a tax return should be recorded in the financial statements. Under ASC 740-10-25, we may recognize the tax benefit
from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing
authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a
position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.
ASC 740-10-25 also provides guidance on derecognition, classification, interest and penalties on income taxes, and accounting in interim
periods and requires increased disclosures. We had no material adjustments to our liabilities for unrecognized income tax benefits
according to the provisions of ASC 740-10-25.

 F- 10

 Net income (loss) per common share

 Net loss per common share is computed pursuant to
section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per common share is computed by dividing net loss by the
weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing
net loss by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the
period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options
and warrants. There were no potentially dilutive common shares outstanding for the years ended December 31, 2024 and December 31, 2023.

 NOTE 3 – GOING CONCERN

 The accompanying financial statements have been prepared
assuming that the Company 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 shown in the accompanying financial statements, the Company has retained losses of
$ ( 438,854) and positive working capital of $ 395 as of December 31, 2024. For the year ended December 31, 2024 and
2023 the Company had a net income (loss) of $ ( 9,910) and $ 12,161 respectively. Due to these conditions, it raises substantial doubt about
the Company's ability to continue as a going concern.

 The Company is attempting to expand operations and
generate additional revenue; however, the Company's cash position may not be sufficient to support its daily operations. While the
Company believes in the viability of its strategy to 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 its ability to further implement
its business plan and generate sufficient revenue and its ability to raise additional funds. The financial statements do not include any
adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities
that may result should the Company be unable to continue as a going concern.

 NOTE 4 – RELATED PARTY TRANSACTIONS

 In the year ended December 31, 2024 the amount
due to Mr. Rechtman is $ 0
and Mr. Rechtman owes the Company $ 337
whereas the amount due by the Company to Mr. Rechtman in the year ended December 31, 2023 was $ 37,592.
Funds were previously advanced by Mr. Rechtman to support the company during a shortage of cash due partially to lower revenues and
Other cash flow needs.

 The funds due to Mr. Rechtman have no formal agreement, no due date and
no rate of interest.

 In the year ended December 31, 2024 distributions
to Mr Rechtman were $ 28,819 and $ 27,482 in the year ended December 31, 2023. These distributions/owners draw were not connected to the
amounts advanced to the Company in the related party transactions.

 On July 27 th, 2021 Palisades purchased
the assets of Landmark LLC from CorpTech Holding Inc. Mr. Rechtman - our CEO, owns 75% of our Company as well as 90% of CorpTech Holding
Inc., while CorpTech owns 25% of our Company. Palisades paid for this purchase as follows: 25,000,000 shares of Palisades shares and $300,000
promissory Note with terms including no payments for 5 years, $5000 monthly payments for additional 5 years and a balloon payment at the
end of the 10 years for all remaining balance. Palisades may prepay the note with no penalty at any time.

 The due date of this note is July 25, 2031. The interest
rate of the non-convertible note is 0.5 %. The Company used the stated rate of 9.5 % as imputed interest rate, which was $ 28,500 and $ 28,500
for the year ended December 31, 2023 and year ended December 31, 2022 respectively. As of December 31, 2023, and 2022, the balance of
the debt was $ 300,000.

 On February 2, 2023 the Company entered into a Service
Level Agreement with CorpTech Holding where CorpTech will provide the Company with technical support and hosting of servers. The Company
is paying CorpTech $ 2,500 a month for these services. In the period ended December 31, 2023 the Company incurred $ 25,000 of expenses related
to this agreement and $ 30,000 for the year ended December 31, 2024. The specifics of this Service Level Agreement are detailed in the agreement
attached to this document

 F- 11

 RELATED PARTY NOTE AND INTEREST

 Schedule of related party note and interest

 Corptech Holdings, Inc.

 Issuance Date

 Maturity date

 Amount

 Interest Rate

 DETAIL

 27-Jul-21

 25-Jul-31

 0.5 0%

 Imputed interest addition

 9.50 %

 Total Interest

 10 %

 Note

 Imputed

 Opening Balance-December 31, 2021

 $

 $

 $
 12,259

 –

 –

 –

 –

 –

 –

 –

 1,500

 –

 –

 –

 Balance as at December 31, 2022

 $

 $
 2,145

 $
 40,759

 –

 –

 –

 –

 –

 –

 –

 1,500

 –

 –

 –

 Balance as at December 31, 2023

 $

 $
 3,645

 $
 69,259

 –

 –

 –

 –

 –

 –

 –

 1,500

 –

 –

 –

 Balance as at December 31, 2024

 $

 $
 5,145

 $
 97,759

 F- 12

 NOTE 5 – CONVERTIBLE NOTE

 On February 17, 2021 the Company (Palisades Venture
Inc.) and Rechtman entered into a convertible note agreement with Mr. Robert Papiri in the amount of $ 24,000 and an interest rate of 8 %
per annum. $ 4000 was the remaining balance from an older note Papiri provided and the remaining amount was to provide the company the
financial help to complete and pay for the costs associated with the S1 registration. To date Papiri has advanced $ 39,000 against this
note. In the year ended December 31, 2024 and 2023 $ 22,500 and $ 2,500 were advanced respectively. The note was revised On March 1, 2023
with a maturity date of June 1, 2025 and an interest rate of 8% per annum.

 This note can convert to 2,500,000 shares of common
stock of Palisades Venture, Inc. with conversion price of $0.0096 per share within 60 days following the filing of the S1 registration.
If Papiri does not convert, the loan is repaid over 18 months with minimum payments of $1,000 per month and a balloon at the end of the
period. No payments are due until 60 days after the filing of the registration statement. The interest rate on this note is 8% per annum.
Any balance of interest due at the time of conversion may also be converted under the same terms as the capital portion of the note.

 CONVERTIBLE NOTE AND INTEREST

 Schedule of convertible note and interest

 Robert Papiri

 Issuance Date

 Date of Revision

 Maturity date

 Amount

 Interest Rate

 Details

 February 17, 2021

 March 1, 2023

 June 1, 2025

 $
 24,000

 8 %

 Note

 Opening Balance-December 31, 2021

 $
 8000

 $
 –

 6000

 –

 –

 –

 –

 –

 Balance as at December 31, 2022

 $
 14,000

 $
 3,267

 2,500

 –

 –

 –

 interest

 –

 1,337

 Balance as at December 31, 2023

 $
 16,500

 $
 4,604

 22,500

 –

 –

 –

 –

 2,117

 Balance as at December 31, 2024

 $
 39,000

 $
 6,721

 F- 13

 INTEREST EXPENSE

 Schedule of interest expense

 Robert Papiri

 Corptech Holdings, Inc.

 TOTAL

 Year Ended December 31, 2023

 $
 1,337

 $
 30,000

 $
 31,337

 Year ended December 31, 2024

 $
 2,117

 $
 30,000

 $
 32,117

 NOTE 6 – STOCKHOLDERS' EQUITY (DEFICIT)

 The Company's equity structure from July 23,
2021 through December 31, 2024 was as follows:

 The company has authorized 500,000,000 shares of common stock par value
$ 0.001.

 Total Shares outstanding 100,000,000.

 NOTE 7 – CONCENTRATION

 Concentration
of Major Customers

 As of December
31, 2024, the Company's trade accounts receivables from four customers represented approximately 100 % of its accounts receivable.
As of December 31, 2023, the Company's trade accounts receivables from three customers represented approximately 87 % of its
accounts receivable.

 For the year
ended December 31, 2024 and 2023, the Company received approximately 70 % of its revenue from three customers. The specific concentrations
were Customer A, 32 %, Customer B, 21 %, Customer C, 17 %.

 Concentration
of Supplier Risk

 The Company
had one vendor that accounted for approximately 97 % of purchases during the year ended December 31, 2024, related to operations.
For the year ended December 31, 2023 the Company had 1 vendor that accounted for approximately 97 % of purchases.

 NOTE 8 – SUBSEQUENT EVENTS

 Holding, Inc.;

 In January 2025 the company entered into a compensation
agreement with its CEO Mr. Rechtman. The agreement calls for the company to pay Mr. Rechtman a salary in the amount of $12,000 monthly.
In the event that the company is not able to pay this amount it will become a loan from Mr. Rechtman to the company that carries annual
interest of 5%.

 In June 2025 an additional 9,500,000 shares were issued
to various consultants that assisted in the preparation of the S-1 registration.

 The Company now has 109,500,000 shares issued
and outstanding.

 F- 14

 Item 9. Changes in and Disagreements with
Accountants on Accounting and Financial Disclosure

 None.

 Item 9A. Controls and Procedures

 Management's Conclusions Regarding
Effectiveness of Disclosure Controls and Procedures

 As required by Rule 13a-15 under the Securities
Exchange Act of 1934, as of December 31, 2024, the end of the year covered by this report, our management concluded its evaluation of
the effectiveness of the design and operation of our disclosure controls and procedures.

 Disclosure controls and procedures refer to
controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms
of the SEC and that such information is accumulated and communicated to our management, including our chief executive officer and chief
financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure
controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide
only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating
and implementing possible controls and procedures.

 Our management does not expect that our disclosure
controls and procedures will prevent all errors and all fraud. A control system, no matter how well designed and operated, can provide
only reasonable, not absolute, assurance that the control system's objectives will be met. Further, the design of a control system
must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because
of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making
can be faulty, and that breakdowns can occur because of simple error or mistake. The design of any system of controls is based in part
upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving
its stated goals under all potential future conditions.

 With respect to the fiscal year ending December 31, 2024, under the supervision
and with the participation of our management, we conducted an evaluation of the effectiveness of the design and operations of our disclosure
controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934. Based upon
our evaluation regarding the fiscal year ending December 31, 2024, our management, including our principal executive officer and principal
financial officer, has concluded that our disclosure controls and procedures were ineffective.

 Management's Report on Internal Control
over Financial Reporting

 Our management is responsible for
establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the
Securities Exchange Act. Our management is also required to assess and report on the effectiveness of our internal control over financial
reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 ("Section 404"). Management assessed the effectiveness
of our internal control over financial reporting as of December 31, 2024. In making this assessment, we used the criteria set forth by
the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework. Based on that
evaluation, our management concluded that our internal controls over financial reporting 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. We note the following deficiencies that management believes to
be material weaknesses:

 The Company's lack of segregation of duties.

 Lack of an audit committee and independent directors

 Management has not established appropriate and rigorous procedures for evaluating internal controls over financial reporting. Due to limited resources and lack of segregation of duties, documentation of the limited control structure has not been accomplished.

 We employ policies and procedures for reconciliation of the financial statements and note disclosures, however, these processes are not appropriately documented.

 Management has not established methodical and consistent data back-up procedures to ensure loss of data will not occur.

 The Company is evaluating the necessity of implementing
an independent board of directors to rectify these weaknesses.

 A material weakness (within the meaning
of PCAOB Auditing Standard No. 5) is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such
that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented
or detected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control over financial
reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of
the company's financial reporting.

 Because of its inherent limitations, internal
control over financial reporting may not prevent or detect misstatements. 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 and procedures may deteriorate.

 This annual report does not include an
attestation report of our registered public accounting firm regarding internal control over financial reporting. Management's report
was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission
that permit us to provide only management's report in this annual report.

 Changes in Internal Controls

 There have been no changes in our internal control
over financial reporting during the year ended December 31, 2024 that have materially affected, or are reasonably likely to materially
affect, our internal controls over financial reporting.

 Item 9B. Other Information

 During
the quarter ended December 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.

 We do not maintain insider trading
policies and procedures governing the purchase, sale, and or other dispositions of our securities by our directors, officers, and employees
that we believe are reasonably designed to promote compliance with insider trading laws, rules and regulations applicable to us.

 Item 10. Directors, Executive Officers and
Corporate Governance

 Name

 Age

 Position

 Orie Rechtman

 Chief Executive Officer, Chairman

 Biographical Information and Background
of officer and director

 Mr. Rechtman has been a veteran of the computer
industry since its inception in 1980. For the past 33 years Mr. Rechtman served as CEO of technology companies always self-owned. In 2011,
Mr. Rechtman acquired the assets of 4Service Cloud Tech Inc and served as the CEO in charge of all aspects of the company's operation
and growth. In 2015 Mr. Rechtman added IT@ONCE to Riteman Inc. by acquiring the assets of the company. Mr. Rechtman is the CEO of Riteman
Inc. The company provides IT Managed Services - a high level technical support organization. In 2016 Mr. Rechtman entered into a Reverse
Merger agreement between his companies and an OTC listed company – Crednology Holding Corp/CorpTech Holding. Mr. Rechtman is the
CEO of this company and handles all day to day operation.

 In 2016 Mr. Rechtman acquired the assets of California
Recycles Inc – an E-waste recycling company. Mr. Rechtman Served as CEO of the company. He sold the company in 2022. In 2018 Mr.
Rechtman acquired clients from Evolve Partners Inc through an Asset Purchase between Riteman Inc and Evolve.

 Mr. Rechtman, served from 1969-1972 in the Israeli
Air Force, Honorably Discharged, from 1973-1976 he studied Business Administration at the University of Southern California, with emphasis
on Organizational Behavior and International Trade. He was nominated as "Entrepreneur of the Year" by Deloitte Touche for
Inc500, selected as "Person of the Year" by the Hebrew Academy for contributing to the education of underprivileged children,
and is a member of Pacific Palisades Jewish Community Board.

 Term of Office

 Our directors are appointed for a one-year
term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws.
Our officers are appointed by our board of directors and hold office until removed by the board.

 Family Relationships

 There are no family relationships among and between our directors, officers,
persons nominated or chosen by the Company to become directors or officers, or beneficial owners of more than five percent (5%) of the
any class of the Company's equity securities.

 Involvement in Certain Legal Proceedings

 No executive officer or director has been involved
in the last ten years in any of the following:

 Any bankruptcy petition filed by or against any business or property of such person, or 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;

 Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

 Being 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;

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

 Being the subject of or a party to any judicial or administrative order, judgment, decree or finding, not subsequently reversed, suspended or vacated relating to an alleged violation of any federal or state securities or commodities law or regulation, or any law or regulation respecting financial institutions or insurance companies, including but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail, fraud, wire fraud or fraud in connection with any business entity; or

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

 Board Committees and Audit Committee Financial
Expert

 We do not currently have a standing audit, nominating
or compensation committee of the Board of Directors, or any committee performing similar functions. Our Board of Directors performs the
functions of audit, nominating and compensation committees. As of the date of this annual report, no member of our Board of Directors
qualifies as an "audit committee financial expert" as defined in Item 407(d) (5) of Regulation S-K promulgated under the Securities
Act.

 Director Nominations

 As of December 31, 2024, we did not affect any
material changes to the procedures by which our shareholders may recommend nominees to our Board of Directors. We have not established
formal procedures by which security holders may recommend nominees to the Company's Board of Directors.

 Code of Ethics

 We have adopted a code of ethics that applies
to our principal executive officers, principal financial officer, principal accounting officer or controller, or persons performing similar
functions. A copy of our code of ethics may be obtained free of charge by contacting us at the address or telephone number listed on the
cover page hereof.

 Item 11. Executive Compensation

 Name and Principal Position

 Year

 Owner Draw

 Bonus

 Stock
Awards

 Option
Awards

 Non Equity
Incentive

 Nonqualified
Deferred

Earnings

 All Other
Earnings

 TOTAL

 $

 $

 $

 $

 $

 $

 $

 $

 Orie Rechtman

 2024

 President

 2023

 24,910

 24,910

 Grants of Plan-Based Awards Table

 None of our named executive officers received
any grants of stock, option awards or other plan-based awards during the year ended December 31, 2024 or 2023. The Company has no activity
with respect to these awards.

 Options Exercised and Stock Vested Table

 None of our named executive officer exercised
any stock option, and no restricted stock units, if any, held by our named executive officers vested during the year ended December 31,
2024 and 2023. The Company has no activity with respect to these awards.

 Outstanding Equity Awards at Fiscal Year-End
Table

 Our executive officer had no outstanding stock
or option awards as of December 31, 2024 that would be compensatory to the officer. The Company has not issued any awards to its named
executive officer. The Company and its Board of Directors may grant awards as it sees fit to its employees as well as key consultants.

 Compensation of Directors

 During the fiscal year ended December 31, 2024, we
did not provide compensation to any of our directors for serving as our director. We currently have no formal plan for compensating our
directors for their services in their capacity, although we may elect to issue stock options to such persons from time to time. Directors
are entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meetings
of our board of directors. Our board of directors may award special remuneration to any director undertaking any special services on our
behalf other than services ordinarily required of a director. However certain expenses were paid on behalf of the Director for health
and life insurance and auto expenses and auto insurance.

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

 The following table sets forth, as of December31,
2024 the beneficial ownership of our common stock by each executive officer and director, by each person known by us to beneficially own
more than 5% of our common stock and by the executive officers and directors as a group. Currently 100,000,000 shares of common stock
is issued and outstanding.

 Title of Class

 Name of Beneficial Owner

 Amount and
 Nature of
 Beneficial
 Ownership

 Percentage

 Common Stock

 Orie Rechtman

 75,000,000

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

 As of December 31, 2024, the amount due to a related
party was $337.

 Item 14. Principal Accounting Fees and Services

 Audit Fees

 During fiscal year ended December 31, 2024, we incurred
$21,000 in fees to our principal independent accountants for professional services rendered in connection with the audit of our financial
statements and for the reviews of our financial statements. The Audit fees incurred during the fiscal year ended December 31, 2023 were
$2,500.

 Tax Fees

 During the years ended December 31, 2024
and 2023 our principal accountant did not render services to us for tax compliance, tax advice or tax planning.

 Currently, we have no independent audit
committee. Our full board of directors' functions as our audit committee and is comprised of one director who is not considered
to be "independent" in accordance with the requirements of Rule 10A-3 under the Exchange Act. Our audit committee's
pre-approval policies and procedures described in paragraph (c)(7)(i) of Rule 2-01 of Regulation S-X were that the audit committee pre-approve
all accounting related activities prior to the performance of any services by any accountant or auditor.

 Item 15. Exhibits, Financial Statement Schedules

 Exhibit Number

 Description

 31.1

 Certification of Chief Executive Officer pursuant to Rule 13(a)-14(a)/15(d)-14(a) of the Securities Act of 1934 *

 31.2

 Certification of Chief Financial Officer pursuant to Rule 13(a)-14(a)/15(d)-14(a) of the Securities Act of 1934 *

 32.1

 Certification of Chief Executive Officer and Chief Financial Officer under Section 1350 as Adopted pursuant Section 906 of the Sarbanes-Oxley Act of 2002 *

 101.INS

 101.SCH

 101.DEF

 101.LAB

 101.PRE

 * Filed Herewith

 Item 16. Form 10-K Summary

 None.

 SIGNATURES

 Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 Date:
 August 20, 2025

 By:

 /s/ Orie Rechtman

 Orie Rechtman

 CEO