false --08-31 2025 FY 0001605331 P3Y281DT1H12M

 2025-02-28

 2025-11-28

 us-gaap: PreferredClassAMember

 us-gaap: PreferredClassAMember

 ABQQ:FurnitureMember

 ABQQ:AppliancesMember

 us-gaap: CopyrightsMember

 us-gaap: CopyrightsMember

 ABQQ:NFTPlatformMember

 ABQQ:NFTPlatformMember

 ABQQ:TheatreAdmissionsMember

 ABQQ:TheatreAdmissionsMember

 ABQQ:FoodAndBeverageSalesMember

 ABQQ:FoodAndBeverageSalesMember

 ABQQ:AdvertisementMember

 ABQQ:AdvertisementMember

 ABQQ:BroadcastingMember

 ABQQ:BroadcastingMember

 ABQQ:NFTLicensesMember

 ABQQ:NFTLicensesMember

 ABQQ:EmbeddedMarketingServiceMember

 ABQQ:EmbeddedMarketingServiceMember

 ABQQ:ConsultingServicesMember

 ABQQ:ConsultingServicesMember

 ABQQ:RenovationCostsMember

 ABQQ:RenovationCostsMember

 ABQQ:MovieCopyrightAndBroadcastRightMember

 ABQQ:MovieCopyrightAndBroadcastRightMember

 ABQQ:TelevisionSeriesMember

 ABQQ:TelevisionSeriesMember

 ABQQ:ShortFromDramaSeriesMember

 ABQQ:ShortFromDramaSeriesMember

 ABQQ:NFTPlatformMember

 ABQQ:NFTMMMMMonthlyMember

 2022-08-20

 ABQQ:NFTMMMMMonthlyRenewalMember

 2023-11-01

 ABQQ:NFTMMMPlatformMember

 ABQQ:NFTMMMPlatformMember

 ABQQ:AllInOneMedia4MoviesMember

 2023-09-10
 2023-09-10

 ABQQ:AllInOneMedia4AdditionalMoviesMember

 2023-11-27
 2023-11-27

 ABQQ:AllInOneMedia2MoviesMember

 2023-09-30
 2023-09-30

 ABQQ:AllInOneMedia2MoviesMember

 2024-08-13

 ABQQ:AnyonePictures1MovieMember

 2024-08-01

 ABQQ:AnyonePicturesSecondMovieMember

 2024-08-01

 ABQQ:CapitaliveHoldingsLimitedMovieMember

 2023-11-21
 2023-11-21

 ABQQ:AnyonePictures3MoviesMember

 2025-07-27
 2025-07-27

 ABQQ:ZestvStudios1MovieMember

 2025-08-05
 2025-08-05

 ABQQ:CapitaliveHoldingsLimitedTwoMoviesMember

 2024-09-30
 2024-09-30

 ABQQ:AllInOneMediaOneMoviesMember

 2024-09-30
 2024-09-30

 ABQQ:AnyonePicturesSecondMovieMember

 2024-10-21
 2024-10-21

 ABQQ:AllInOneMediaThreeMoviesMember

 2025-06-01

 ABQQ:StareastnetPortalLimited1MovieMember

 ABQQ:StareastnetPortalLimitedTVDrama10EpisodeMember

 ABQQ:CapitaliveHoldingsLimited59MoviesMember

 ABQQ:AnyonePictures4MoviesMember

 ABQQ:AllInOneMedia1MovieMember

 ABQQ:AllInOneMedia1151SeriesMember

 ABQQ:AllInOneMedia195SeriesMember

 ABQQ:AllInOneMedia751SeriesMember

 ABQQ:GuangdongHuanshi20SeriesMember

 ABQQ:GuangdongHuanshi360SeriesMember

 ABQQ:GuangdongHuanshi100SeriesMember

 ABQQ:GuangdongHonor1MovieMember

 ABQQ:CapilativeHoldings5MoviesMember

 ABQQ:CapilativeHoldings3MoviesMember

 ABQQ:AnyonePicturesLimited1MovieMember

 ABQQ:AnyonePicturesLimited2SeriesMember

 ABQQ:CapilativeHoldingsLicenseAgreementMember

 ABQQ:GuangdongHonorDownloadsMember

 ABQQ:TotalMember

 ABQQ:HongKongLeaseMember

 2019-05-01

 ABQQ:HongKongLeaseMember

 ABQQ:KiscoTheatreMember

 2021-10-21

 ABQQ:KiscoTheatreReducedMember

 2024-01-31

 ABQQ:TVDramaSeriesCopyrightMember

 ABQQ:TVDramaSeriesCopyrightMember

 ABQQ:FiveMoviesCopyrightMember

 ABQQ:FiveMoviesCopyrightMember

 ABQQ:TotalCopyrightPrepaymentMember

 ABQQ:TotalCopyrightPrepaymentMember

 ABQQ:NewMovieMember

 ABQQ:TVDramaSeriesMember

 ABQQ:BroadcastRightsTwoMoviesMember

 ABQQ:TotalDepositsIntangibleAssetsMember

 ABQQ:TVDrama1500SeriesMember

 ABQQ:AIHUBReleasingIntellectualPropertyMember

 2025-05-01
 2025-05-31

 ABQQ:AIHUBReleasingIntellectualPropertyPaymentOneMember

 2025-05-01
 2025-05-31

 ABQQ:AIHUBReleasingIntellectualPropertyPaymentTwoMember

 2025-05-01
 2025-05-31

 ABQQ:AIHUBReleasingIntellectualPropertyRevisedPaymentMember

 2025-06-02
 2025-06-02

 ABQQ:AIHUBReleasingIntellectualPropertyRevisedPaymentMember

 ABQQ:ShareholderLoanMember

 2023-06-01
 2023-06-01

 ABQQ:ShareholderLoanMember

 2023-06-01

 ABQQ:ShareholderLoanAdditionalMember

 ABQQ:ShareholderLoanAdditionalMember

 ABQQ:ChiyuanDengLineOfCreditMember

 ABQQ:ShareholderLoanMember

 ABQQ:ShareholderLoanMember

 ABQQ:AnyonePicturesLimitedLineOfCreditMember

 2025-03-01

 2025-02-21
 2025-02-21

 2025-02-21

 ABQQ:AnyonePicturesLimitedSPA2Member

 2025-05-15
 2025-05-15

 ABQQ:AnyonePicturesLimitedSPA2Member

 2025-05-15

 2025-05-15

 ABQQ:AnyonePictures6MoviesAnd2TVSeriesMember

 ABQQ:AnyonePictures6MoviesAnd2TVSeriesMember

 ABQQ:ZestvStudios1MovieMember

 2025-08-05
 2025-08-05

 ABQQ:ZestvStudios1MovieMember

 ABQQ:ZestvStudios1MovieMember

 ABQQ:StreamingSoftwareMember

 2023-11-28
 2023-11-28

 ABQQ:ZestvStudiosLoanTwoMember

 ABQQ:ZestvStudiosLimitedMember

 ABQQ:ZestvStudiosLimitedMember

 srt: ChiefExecutiveOfficerMember

 srt: ChiefExecutiveOfficerMember

 2020-09-01

 srt: ChiefExecutiveOfficerMember
 us-gaap: SeriesAPreferredStockMember

 2025-06-01

 2025-06-01

 ABQQ:CEOIssuanceMember

 2025-03-14

 us-gaap: RestrictedStockMember

 2023-10-05
 2023-10-05

 us-gaap: RestrictedStockMember

 2023-10-05

 2023-10-05

 ABQQ:PreferredClassCMember

 2023-06-12
 2023-06-12

 2023-09-08
 2023-09-08

 2024-04-22
 2024-04-22

 2025-06-05
 2025-06-05

 2024-02-05
 2024-02-05

 ABQQ:July2024ShareRepurchaseMember

 2025-07-20
 2025-07-20

 2025-07-20
 2025-07-20

 ABQQ:July2024ShareRepurchaseMember

 ABQQ:AlumniCapitalAgreementTwoMember

 2025-06-13
 2025-06-13

 ABQQ:PreferredClassCMember

 ABQQ:AlumniCapital2022WarrantMember

 2022-08-02

 ABQQ:AlumniCapitalMember

 2022-08-02
 2022-08-02

 ABQQ:AlumniCapitalMember

 2022-08-02

 ABQQ:AlumniCapitalWarrantMember

 ABQQ:AlumniCapitalAgreementTwoMember

 ABQQ:AlumniCapitalWarrantMember

 ABQQ:AlumniCapitalWarrantPriceRoundedMember

 ABQQ:AlumniCapital2024WarrantMember

 ABQQ:AlumniCapitalWarrantReclassifiedMember

 ABQQ:AlumniCapitalWarrantReclassifiedMember

 ABQQ:AlumniCapitalWarrantReclassifiedMember

 ABQQ:AlumniCapitalWarrantReclassifiedMember

 ABQQ:HongKongTaxRateMember

 ABQQ:RevenueCustomerOneOfThreeMember

 ABQQ:RevenueCustomerTwoOfThreeMember

 ABQQ:RevenueCustomerThreeOfThreeMember

 ABQQ:RevenueOneCustomersMember

 ABQQ:RevenueSecondCustomersMember

 ABQQ:AccountsReceivableCustomerOneOfThreeMember
 ABQQ:AccountsReceivableTotalMember

 ABQQ:AccountsReceivableCustomerTwoOfThreeMember
 ABQQ:AccountsReceivableTotalMember

 ABQQ:AccountsReceivableCustomerThreeOfThreeMember
 ABQQ:AccountsReceivableTotalMember

 ABQQ:AccountsReceivableCustomerTwoMember
 ABQQ:AccountsReceivableTotalMember

 ABQQ:SupplierOneOfTwoMember
 ABQQ:SupplierTotalMember

 ABQQ:SupplierTwoOfTwoMember
 ABQQ:SupplierTotalMember

 ABQQ:SupplierOneMember
 ABQQ:SupplierTotalMember

 ABQQ:IPSegmentMember

 ABQQ:IPSegmentMember

 ABQQ:CinemaSegmentMember

 ABQQ:CinemaSegmentMember

 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 August 31, 2025

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

 For the transition period from __________ to__________

 Commission File Number: 000-55979

 AB International Group Corp.

 (Exact name of registrant as specified in its charter)

 Nevada

 37-1740351

 (State or other jurisdiction of incorporation
 or organization)

 (IRS Employer Identification No.)

 144 Main Street,

 Mt. Kisco, NY 10549

 (Address of principal executive offices)

 (917) 336-2398

 (Registrant's telephone number)

 _______________________________________________________

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

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

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

 Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]

 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 [X]

 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.

 [X] 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). [X]
 Yes [ ] No

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

 Large accelerated
 filer

 Accelerated filer

 Non-accelerated
 Filer

 Smaller reporting company

 Emerging
 growth company

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

 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. [ ]

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

 [ ] Yes [X] 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. $ 446,067

 State
the number of shares outstanding for each of the issuer's classes of common stock, as of the latest practicable date: 8,121,266,321 common shares as of November 28, 2025.

 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
 Disclosure

 Item 5.

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

 Item 6.

 [Reserved]

 Item 7.

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

 Item 7A.

 Quantitative
 and Qualitative Disclosures About Market Risk

 Item 8.

 Financial
 Statements and Supplementary Data

 Item 9.

 Changes
 In and Disagreements With Accountants on Accounting and Financial Disclosure

 Item 9A.

 Controls
 and Procedures

 Item 9B.

 Other
 Information

 Item 9C.

 Disclosure
 Regarding Foreign Jurisdictions That Prevent Inspections

 Item 10.

 Directors,
 Executive Officers and Corporate Governance

 Item 11.

 Executive
 Compensation

 Item 12.

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

 Item 13.

 Certain
 Relationships and Related Transactions, and Director Independence

 Item 14.

 Principal
 Accountant Fees and Services

 Item 15.

 Exhibits,
 Financial Statement Schedules

 Item 16.

 Form 10-K
 Summary

 Signatures

 Item 1. Business

 Company
Overview

 We are an intellectual
property (IP) and movie investment and licensing firm, focused on acquisitions and development of various intellectual property, including
the acquisition and distribution of movies and TV shows.

 In addition to
licensing and selling rights to movies and TV shows, we are also engaged in licensing our NFT MMM platform and providing technical service;
running our physical movie theater in New York; and providing marketing and consulting services in the media industry.

 On April 22,
2020, we announced the first phase development of our video streaming service. The online service will be marketed and distributed internationally
under the brand name ABQQ.tv. Our team sources dramas and films to provide video streaming service on ABQQ.tv. Our video streaming website
(www. ABQQ.tv) was officially launched on December 29, 2020, and management has been sourcing dramas and films to provide video streaming
service on ABQQ.tv. On January 27, 2025, the ABQQ.tv was sold to a third party. Subsequently, the Company transitioned to utilizing a
third-party platform for broadcasting its films and TV dramas starting from March 2025.

 As of August
31, 2025, we have acquired 19 movie copyrights and broadcast rights, 75 episodes of TV drama and sitcom, a 20-episode, a 10-episode TV
drama and 2,577 series of short-form drama. The purchase and sale of films and TV dramas copyrights continue to be one of the revenue
streams for the Company.

 On October 21,
2021, the Company entered into a Lease Agreement (the "Lease") with Martabano Realty Corp. (the "Landlord"), pursuant
to which the Company agreed to lease approximately 8,375 square feet of in what is known as the Mt. Kisco Theatre at 144 Main Street,
Mount Kisco, New York. The term of the Lease is five years plus a free rent period. The total monthly rent was $14,366 for the first two
years, and $20,648 for the third year including real estate related taxes and landlord's insurance. The Lease contains customary
provisions for real property leases of this type, including provisions allowing the Landlord to terminate the Lease upon a default by
the Company.

 The space was formerly used as a theatre with a total of 5 screens and 466 sets for screening films. The former theatre opened on December
21, 1962 with Hayley Millsin "In Search of the Castaways." It was a replacement for the town's other movie theatre that
burned down. It was later twinned and further divided into 5 screens. It was operated for years by Lesser Theaters, then bought by Clearview
Cinemas. In June, 2013 it was taken over by Bow-Tie Cinemas when they took most Clearview locations. It lasted until March, 2020 when
it was closed by the Covid-19 pandemic. It was announced in September 2020 that the closure would be permanent.

 On May 5, 2022,
we incorporated AB Cinemas NY, Inc. in New York, NY, for the purpose of operating the Mt. Kisco Theatre. The theatre started operations
in October 2022. We still intend to follow the strategy of having the physical locations for movies and other media. We expect to generate
increased revenue from our movie theater business line in the coming years.

 On April 27,
2022, we purchased a unique Non-Fungible Token ("NFT") movie and music marketplace, named the NFT MMM from Stareastnet Portal
Limited, an unrelated party, which included an APP "NFTMMM" on Google Play, and full right to the website: stareastnet.io.

 NFTs are digital
assets with a unique identifier that is stored on a blockchain, and NFTs are tradable rights of digital assets (pictures, music, films,
and virtual creations) where ownership is recorded in blockchain smart contracts. On August 6, 2022, the Company licensed NFT MMM platform
to a third party, Anyone Pictures Limited, to allow access of NFTMM platform and platform data on both our app and website for one year
starting from August 20, 2022 to August 19, 2023 for a monthly license fee of $60,000. Pursuant to the agreement, we also charged a one
time implementation service and consulting fee of $100,000. Subsequent to the license renewal on November 1, 2023, we continued licensing
the NFT MM platform to the same third party from November 1, 2023 until October 31, 2025 for a monthly license fee of $57,000. The agreement
was terminated on January 31, 2025. Starting on February 21, 2025, the Company entered into a stock purchase agreement with Anyone Pictures
Limited. Subsequent to the license renewal on June 1, 2025, we continued licensing the NFT MMM platform to the same party from June 1,
2025 until May 31, 2026 for a monthly license fee of $50,000. The Company retained the ownership and copyright of the NFT MMM platform,
including the APP "NFT MMM", and the website: stareastnet.io.

 On May 5, 2025
(the "Effective Date"), we entered into a Contribution Agreement (the "Contribution Agreement") with AI+ Hubs
Corp, a Delaware corporation ("AI+ Hubs") and newly formed wholly owned subsidiary. Pursuant to the terms of the Contribution
Agreement, the Company contributed to AI+ Hubs the assets and liabilities associated with the following:

 1) Intellectual
property (IP) of ufilm AI Generated Creation, Productions Synthesis and Release System of Movie, TV series and short series;

 2) copyrights
of short series; and

 3) 100% interest
of the subsidiary, AB Cinemas NY, Inc.

 AI+ Hubs accepted
the assets and assumed the liabilities, as of the Effective Date. In exchange for the contribution, AI+ Hubs issued to the Company 6,680,500
shares common stock of AI+ Hubs. After the above contribution, AI+ Hubs shall engage in fundraising efforts to obtain approximately $1m
in financing from outside sources. As of 31 May, 2025, the company and its subsidiary AI+ Hubs Corp decided not to exercise contribution
agreement.

 On June 1, 2025
(the "Effective Date"), we entered into a revised agreement with AI+ Hubs. Pursuant to the terms of the agreement, the Company
contributed to AI+ Hubs the assets associated with the following:

 1) copyrights
of Movie, TV series and short series and all subsequent acquired assets except of NFT MMM IP

 2) all equity
of the subsidiary, AB Cinemas NY, Inc.

 Starting
from June 1, 2025, the operations of the Company were transferred to its wholly-owned subsidiaries, AI+ Hubs and AB Cinemas NY, Inc.
On June 5, 2025, the Company amended the Original Agreement to require that all prepaid or executed purchase agreements and all assets
acquired by the Parent on or after that date be automatically transferred to the Subsidiary at their purchase price upon acquisition,
with this arrangement continuing until modified by a future amendment.

 Also on May 5,
2025, the Company entered into an agreement to acquire a license to intellectual property (IP) of ufilm from AIHUB Releasing, Inc. for
total consideration of $2,000,000. The original settlement terms required: $500,000 to be paid in cash within 10 days of the agreement
date, and the remaining $1,500,000 to be settled within 10 days following the successful completion of related SaaS system testing.

 On June 2, 2025,
the parties mutually agreed to amend the terms of the agreement. Under the revised terms, the company fully settled the purchase consideration
by transferring its NFT MMM intellectual property, to the AIHUB Releasing, Inc.

 On July 12, 2025,
the parties mutually further agreed to modify the terms of the agreement. Under the amended terms, the Company agreed to acquire all rights
to the ufilm AI IP from AIHUB Releasing, Inc. for a cash consideration of $300,000, replacing the originally agreed transfer of the Company's
NFT MMM IP.

 On June 5, 2025,
the Board of Directors of the Company approved the granting of discretionary authority to the Board of Directors of the Company, at any
time or times for a period of 12 months after the date of the written consent, to adopt an amendment to our articles of incorporation
to effect a reverse split of our issued and outstanding common stock, par value $0.001 per share, in a range of not less than 1-for-2,000
and not more than 1-for-20,000.

 On June 5, 2025,
the Board of Directors of the Company approved to authorize a change in the name of the Company from "AB International Group Corp."
to "AI Era Corp." The reverse split and name change are subject to review by FINRA and receipt of a market effective date.

 The information
on or accessible through our websites is not part of and is not incorporated by reference into this Annual Report on Form 10-K, and the
inclusion of our website addresses in this Annual Report on Form 10-K is only for reference. We were incorporated under the laws of the
State of Nevada on July 29, 2013. Our fiscal year end is August 31.

 Competition

 Our theatre
is subject to varying degrees of competition in the geographic areas in which it operates. Competition is often intense with respect
to attracting patrons, licensing motion pictures and finding new theatre locations.

 Our online
platform ABQQ.tv has not yet generated any revenue, whereas the major competitors in this field, including Netflix, Amazon and Apple,
have far superior resources and brand notoriety. On January 27, 2025, the Company sold its proprietary broadcasting platform (ABQQ.tv).
Subsequently, the Company entered into an arrangement with a third-party platform to broadcast its film and TV drama copyrights in March
2025. We are hoping to capture some market share through pricing, unique media offerings, and marketing campaigns when funds are available.
We cannot assure you that we will be successful in these endeavors.

 For the NFT business,
there are a number of competitors, and we are new in the industry. We intend to market our NFT MMM platform for licensing opportunities
as we have already, but there are no assurances that we will be able to compete in this market.

 Government
Regulation

 Our operations
across all business segments—movie theater operations, intellectual property acquisition and licensing, NFT MMM platform licensing,
future AI-generated content production through ufilm AI IP, and consulting services—are subject to a wide range of federal,
state, local, and international government regulations. Compliance with these regulations is critical to our operations, and non-compliance
could result in fines, legal liabilities, reputational harm, operational restrictions, or increased costs, any of which could materially
adversely affect our business, financial condition, and results of operations. Below is an updated overview of the regulatory landscape
affecting all areas of our business.

 Movie Theater
Operations (AB Cinemas NY, Inc.)

 Our theater at
Mt. Kisco, New York, must comply with Title III of the Americans with Disabilities Act (ADA), which mandates that public accommodations,
including physical facilities, websites, and mobile apps, be accessible to individuals with disabilities. This requires that new construction,
renovations, or alterations meet accessibility guidelines, such as providing wheelchair-accessible seating, restrooms, and digital interfaces.
Non-compliance could lead to injunctive relief, fines, private litigation damages, or costly capital expenditures to remedy issues. As
an employer, we are also subject to ADA requirements to provide reasonable accommodations to employees and job applicants with disabilities,
provided such accommodations do not impose undue hardship. Additionally, our theater operations are governed by federal, state, and local
laws regulating construction, renovation, and operational standards, including fire safety codes, health and sanitation requirements (e.g.,
for food and beverage services), and licensing for alcoholic beverage sales.

 We are also subject
to labor regulations, such as the Fair Labor Standards Act (FLSA), which governs minimum wage, overtime, and working conditions, as well
as Occupational Safety and Health Administration (OSHA) standards for employee safety. During the COVID-19 pandemic, our theater faced
governmental orders imposing operational restrictions, such as temporary closures, reduced seating capacities, social distancing protocols,
enhanced cleaning measures, guest tracking, employee protection requirements, and limited operating hours. Although these restrictions
have eased, future public health crises or new variants could prompt similar mandates, potentially disrupting operations or requiring
significant compliance costs. Non-compliance with any of these regulations could lead to penalties, operational shutdowns, or loss of
licenses, severely impacting our ability to generate revenue from ticket sales, food and beverage services, and advertisements.

 Intellectual
Property Acquisition and Licensing

 Our acquisition
and licensing of movie and TV drama copyrights, including 19 movie copyrights and various TV drama copyrights as of August 31,
2025, are subject to intellectual property laws enforced by the U.S. Copyright Office and international equivalents. We must ensure proper
documentation, transfer, and licensing agreements to avoid infringement claims, which could result in costly litigation, damages, or
loss of rights. Additionally, our licensing activities, particularly for international markets, are subject to export control regulations
and trade compliance laws, such as those administered by the U.S. Department of Commerce and the Office of Foreign Assets Control (OFAC),
which restrict transactions with certain countries or entities. Failure to comply could lead to fines, sanctions, or restrictions on
our ability to license content globally. Our digital content distribution through third-party platforms post the sale of ABQQ.tv in January
2025 is also subject to data privacy and consumer protection laws, such as the California Consumer Privacy Act (CCPA) and, in international
markets, the General Data Protection Regulation (GDPR). These regulations require robust data handling practices, transparency in data
collection, and consumer consent mechanisms, with non-compliance potentially resulting in significant fines or reputational damage.

 NFT MMM
Platform Licensing

 The licensing
of our NFT MMM platform, including the app and website (stareastnet.io), operates in a rapidly evolving regulatory environment for non-fungible
tokens (NFTs) and blockchain-based assets. In the U.S., the Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission
(CFTC) may classify certain NFTs as securities or commodities, subjecting them to registration requirements, anti-fraud provisions, or
trading restrictions under the Securities Act of 1933 or Commodity Exchange Act. Failure to comply could lead to enforcement actions,
fines, or cessation of platform operations. Additionally, the Financial Crimes Enforcement Network (FinCEN) imposes anti-money laundering
(AML) and Know Your Customer (KYC) requirements under the Bank Secrecy Act, necessitating robust measures to prevent the platform from
being used for illicit activities like money laundering or terrorist financing. Non-compliance could result in penalties or platform shutdowns.
Internationally, varying regulations on digital assets, such as bans or restrictions in certain jurisdictions, could limit our ability
to license the platform globally or increase compliance costs. Consumer protection laws also apply, requiring clear disclosures about
NFT ownership, risks, and transaction fees to avoid deceptive practice claims.

 AI-Generated
Content (ufilm AI IP)

 The planned
AI-generated content production through ufilm AI IP, which has not yet commenced, is currently in the testing phase and is expected to
be adopted and initiated in December 2025. The use of our ufilm AI IP for generating
movies, TV series, and short series is subject to emerging regulations governing artificial intelligence. In the U.S., proposed federal
AI regulations, such as those under consideration by Congress or agencies like the Federal Trade Commission (FTC), may impose requirements
for transparency, ethical use, and data sourcing, particularly if AI systems are trained on copyrighted materials. Non-compliance could
lead to restrictions on AI use, fines, or intellectual property disputes. In Europe, the EU Artificial Intelligence Act, expected to
be fully implemented by 2026, categorizes AI applications by risk level and could classify our content generation as high-risk, requiring
stringent compliance with safety, transparency, and accountability standards. Violations could result in fines of up to 7% of global
annual revenue. Additionally, U.S. and international copyright laws pose risks if our AI inadvertently incorporates protected works without
authorization, potentially leading to litigation or loss of IP rights. Labor regulations, including those enforced by the National Labor
Relations Board (NLRB), may also apply if AI adoption leads to disputes with entertainment unions (e.g., SAG-AFTRA) over job displacement,
potentially resulting in strikes or contractual restrictions.

 Employees

 We
currently have 8 employees.

 Item
1A. Risk Factors

 The following risk factors could materially affect
our business, financial condition, and results of operations. These risk factors and other information in this Annual Report on Form 10-K
should be carefully considered in evaluating our business. It is not possible to identify or predict all such factors and, therefore,
the following should not be considered to be a complete statement of all the uncertainties we face.

 Operational Risks

 AB Cinemas theatres

 •

 risks relating to motion picture production and theatrical performance;

 •

 our lack of control over distributors of films;

 •

 intense competition in the geographic areas in which we operate among exhibitors or from other forms of entertainment;

 •

 increased use of alternative film delivery methods including premium video on demand or other forms of entertainment;

 •

 shrinking exclusive theatrical release windows or release of movies to theatrical exhibition and streaming platforms on the same date;

 •

 AB Cinemas may not meet anticipated revenue projections, which could result in a negative impact upon operating results;

 •

 failures, unavailability or security breaches of our information systems;

 •

 dependence on key personnel for current and future performance and our ability to attract and retain senior executives and other key personnel, including in connection with any future acquisitions;

 •

 our ability to achieve expected synergies, benefits and performance from our strategic theatre acquisitions and strategic initiatives;

 •

 the risk of severe weather events or other events caused by climate change disrupting or limiting operations;

 •

 supply chain disruptions and labor shortages may negatively impact our operating results; and

 •

 optimizing our theatre circuit through new construction and the transformation of our existing theatres may be subject to delay and unanticipated costs.

 •

 Declining attendance trends post-pandemic, as consumers continue to prefer home viewing or reduce frequency of theater visits.

 •

 Food safety and premises liability at the theater, including risks of contamination, allergic reactions, or customer injuries, potentially resulting in lawsuits, recalls, or reputational harm.

 •

 Rising costs for theater upgrades, such as seating, equipment, and operations, to remain competitive with streaming services and modern entertainment venues.

 •

 Weaker-than-expected performance of films in key markets, such as international regions like China, impacting global box office revenue

 NFT MMM license business

 •

 The licensee(s) inability to pay license fees to the company for any reason, because they are first time running such business.

 •

 Dependency on a single or limited licensees, as the company's NFT MMM revenue relies heavily on agreements with entities like Anyone Pictures Limited; termination, non-renewal, or payment defaults due to the licensee's financial instability or market shifts could significantly impact cash flow.

 •

 Market volatility and declining interest in NFTs, as the NFT market has experienced significant downturns since its 2021 peak, with potential for further declines in 2025 due to crypto asset fluctuations, reduced investor enthusiasm, or economic factors, which could lower licensing fees, demand for the NFT MMM platform, or the value of associated digital assets.

 •

 Fraud, scams, and security vulnerabilities in NFT operations, as the platform is susceptible to risks like rug pulls, wash trading, phishing attacks, or blockchain hacks, potentially leading to financial losses, legal liabilities, or loss of user trust if the company or its licensees are implicated.

 •

 Money laundering and illicit activity risks, as without robust KYC procedures, the NFT marketplace could be exploited for money laundering or terrorist financing, attracting regulatory enforcement actions, fines, or shutdowns from authorities like the SEC or FinCEN.

 •

 Lack of comprehensive NFT regulation, as evolving or absent global regulations could expose the company to unforeseen compliance costs, bans in certain jurisdictions, or retroactive penalties, particularly as NFTs intersect with securities laws.

 Regulatory Risks

 AB Cinemas theatres

 •

 general and international economic, political, regulatory, social and financial market conditions, economic unrest, terrorism, hostilities, cyber-attacks, war, widespread health emergencies, such as COVID-19 or other pandemics, and other geopolitical risks;

 •

 review by antitrust authorities in connection with acquisition opportunities;

 •

 risks relating to the incurrence of legal liability, including costs associated with ongoing securities class action lawsuits;

 •

 increased costs in order to comply or resulting from a failure to comply with governmental regulation, including the General Data Protection Regulation ("GDPR"), the California Consumer Privacy Act ("CCPA") and pending future domestic privacy laws and regulations;

 •

 geopolitical events, including the threat of terrorism or cyber-attacks, or widespread health emergencies, such as the novel coronavirus or other pandemics or epidemics, causing people to avoid our theatres or other public places where large crowds are in attendance; and

 •

 other risks referenced from time to time in filings with the SEC.

 •

 Environmental and sustainability pressures, as increasing focus on climate impacts could require costly upgrades to the theater (e.g., energy efficiency) or affect content sourcing if partners demand eco-friendly practices, with non-compliance leading to fines or lost business.

 Risks Related to AI Technology and Content Generation

 The planned
AI-generated content production through ufilm AI IP, which has not yet commenced, is currently in the testing phase and is expected to
be adopted and initiated in December 2025.

 •

 Intellectual property infringement claims related to AI-generated content, as the company's acquisition and use of the ufilm AI IP for generating movies, TV series, and short series exposes it to potential lawsuits if the AI system is trained on or inadvertently incorporates copyrighted materials without proper authorization, with evolving legal interpretations of AI training data leading to costly litigation, settlements, or restrictions on using the technology.

 •

 Regulatory developments in AI usage, as increasing scrutiny from governments and industry bodies (e.g., potential U.S. federal AI regulations or EU AI Act implications) could impose new compliance requirements, ethical guidelines, or bans on certain AI applications in creative industries, disrupting operations and increasing costs.

 •

 Technological obsolescence and performance limitations of AI tools, as rapid advancements in AI could render the ufilm IP outdated, or the technology may fail to produce high-quality, marketable content, leading to wasted investments, reduced revenue from AI-driven productions, and reputational damage if outputs do not meet audience or industry standards.

 •

 Union and labor disputes over AI in production, as opposition from entertainment unions (e.g., SAG-AFTRA or similar groups) regarding AI's role in replacing human creatives could result in strikes, boycotts, or contractual restrictions, particularly affecting content synthesis and release systems.

 •

 Ethical and public backlash risks, as widespread concerns about AI diminishing human creativity or leading to job losses in the film industry could harm the company's brand, reduce partnerships, or trigger consumer boycotts, especially as AI becomes more prominent in Hollywood.

 Risks Related to Digital Content Licensing and Distribution

 •

 Dependency on third-party streaming platforms, as following the sale of ABQQ.tv, reliance on external platforms for broadcasting films and TV dramas introduces risks of unfavorable contract terms, algorithm changes, sudden termination, or platform outages, which could limit content visibility and revenue.

 •

 Piracy and unauthorized distribution of content, as acquired copyrights and broadcast rights are vulnerable to digital piracy, especially in international markets, potentially eroding revenue from sales, licensing, or embedded marketing services without effective anti-piracy measures.

 •

 Complexities in content licensing agreements, as managing intricate terms for geographic restrictions, expiration dates, or multi-platform rights could lead to inadvertent breaches, disputes with rights holders, or lost opportunities if the company fails to track or renew licenses amid growing data volumes.

 •

 Cybersecurity threats to digital assets, as hacking, data breaches, or ransomware targeting the company's digital content storage, distribution systems, or consulting services could result in theft of IP, operational disruptions, or exposure of sensitive client data.

 •

 Rising costs in content acquisition and delivery, as intensifying competition for high-quality movies and TV dramas, combined with inflation in hosting, bandwidth, or marketing expenses, may strain margins, especially if revenue from copyrights sales does not scale accordingly.

 Risks Related to Macroeconomics, COVID-19 Restrictions
and Other Conditions

 Our operations and performance depend significantly
on global and regional economic conditions and adverse economic conditions can materially adversely affect our business, results of operations
and financial condition.

 Adverse macroeconomic conditions, including slow growth
or recession, high unemployment, inflation, tighter credit, higher interest rates, and currency fluctuations, can adversely impact consumer
confidence and spending and materially adversely affect demand for our theater, and the other products and services we offer. In addition,
consumer confidence and spending can be materially adversely affected in response to changes in fiscal and monetary policy, financial
market volatility, declines in income or asset values, and other economic factors.

 In addition to an adverse impact on demand for our
theater, and the other products and services we offer, uncertainty about, or a decline in, global or regional economic conditions can
have a significant impact on our ability to implement our business plans. Potential outcomes include financial instability; inability
to obtain credit to finance business operations; and insolvency.

 Adverse economic conditions can also lead to increased
credit and collectability risk on our trade receivables; the failure of derivative counterparties and other financial institutions; limitations
on our ability to issue new debt; reduced liquidity; and declines in the fair values of our financial instruments. These and other impacts
can materially adversely affect our business, results of operations, financial condition and stock price.

 Our business can be impacted by political events,
trade and other disputes, war, terrorism, natural disasters, public health issues, riots, accidents, and other business interruptions.

 Political events, trade and other international disputes,
war, terrorism, natural disasters, public health issues (such as COVID-19), riots, accidents and other business interruptions can harm
or disrupt international commerce and the global economy and could have a material adverse effect on us and our customers, licensees,
suppliers, distributors, and other channel partners.

 Our theater is in a location that is prone to political
events and unrest, accidents and other factors that may affect our financial condition. In addition, our operations are subject to the
risk of interruption by fire, power shortages, nuclear power plant accidents and other industrial accidents, terrorist attacks and other
hostile acts, ransomware and other cybersecurity attacks, labor disputes, public health issues, including pandemics such as the COVID-19
pandemic, and other events beyond our control. Global climate change is resulting in certain types of natural disasters, such as droughts,
floods, hurricanes and wildfires, occurring more frequently or with more intense effects. Such events can make it difficult or impossible
for us to maintain operations with our customers, create delays and inefficiencies in our supply and manufacturing chain, and result in
slowdowns and outages to our product and service offerings, and negatively impact consumer spending and demand in affected areas. Following
an interruption to our business, we can require substantial recovery time, experience significant expenditures to resume operations, and
lose significant sales.

 Our operations are also subject to the risks of accidents
that may occur on our premises. Despite safety measures, accidents could occur and could result in serious injuries or loss of life, disruption
to our business, and harm to our reputation. Major public health issues, including pandemics such as the COVID-19 pandemic, have adversely
affected, and could in the future materially adversely affect, us due to their impact on the global economy and demand for consumer products;
the imposition of protective public safety measures, such as shutdowns and restrictive mandates; and disruptions in our operations, supply
chain and sales and distribution channels, resulting in interruptions to our theater and the supply of current products and offering of
existing services, and delays in production ramps of new products and development of new services.

 Risks Related to Our Financial Condition

 Because we have a limited operating history,
you may not be able to accurately evaluate our operations.

 We have had limited operations to date and have generated
limited revenues. Therefore, we have a limited operating history upon which to evaluate the merits of investing in our company. Potential
investors should be aware of the difficulties normally encountered by new companies and the high rate of failure of such enterprises.
The likelihood of success must be considered in light of the problems, expenses, difficulties, complications and delays encountered in
connection with the operations that we plan to undertake. These potential problems include, but are not limited to, unanticipated problems
relating to the ability to generate sufficient cash flow to operate our business, and additional costs and expenses that may exceed current
estimates. We expect to incur significant losses into the foreseeable future. We recognize that if the effectiveness of our business plan
is not forthcoming, we will not be able to continue business operations. There is no history upon which to base any assumption as to the
likelihood that we will prove successful, and it is doubtful that we will continue to generate operating revenues or ever achieve profitable
operations. If we are unsuccessful in addressing these risks, our business will most likely fail.

 We are dependent on outside financing for continuation
of our operations.

 Because
we have generated limited revenue and incurred operating losses in prior years, we are completely dependent on the continued availability
of financing in order to continue our business. There can be no assurance that financing sufficient to enable us to continue our operations
will be available to us in the future.

 Risks Related to Legal Uncertainty

 Compliance with changing regulation of corporate
governance and public disclosure may result in additional expenses.

 Changing laws, regulations and standards relating
to corporate governance and public disclosure, including the Sarbanes-Oxley Act of 2002 and new SEC regulations, are creating uncertainty
for companies such as ours. These new or changed laws, regulations and standards are subject to varying interpretations in many cases
due to their lack of specificity, and as a result, their application in practice may evolve over time as new guidance is provided by regulatory
and governing bodies, which could result in continuing uncertainty regarding compliance matters and higher costs necessitated by ongoing
revisions to disclosure and governance practices. We are committed to maintaining high standards of corporate governance and public disclosure.
As a result, we intend to invest resources to comply with evolving laws, regulations and standards, and this investment may result in
increased general and administrative expenses and a diversion of management time and attention from revenue-generating activities to compliance
activities. If our efforts to comply with new or changed laws, regulations and standards differ from the activities intended by regulatory
or governing bodies due to ambiguities related to practice, our reputation may be harmed.

 If we fail to comply with the new rules under
the Sarbanes-Oxley Act related to accounting controls and procedures, or if material weaknesses or other deficiencies are discovered in
our internal accounting procedures, our stock price could decline significantly.

 We are exposed to potential risks from legislation
requiring companies to evaluate internal controls under Section 404(a) of the Sarbanes-Oxley Act of 2002. As a smaller reporting company,
we will be exempt from auditor attestation requirements concerning any such report so long as we are a smaller reporting company. We have
not yet had an independent auditor determined whether our internal control procedures are effective and therefore there is a greater likelihood
of material weaknesses in our internal controls, which could lead to misstatements or omissions in our reported financial statements as
compared to issuers that have conducted such evaluations.

 If material weaknesses and deficiencies are detected,
it could cause investors to lose confidence in our company and result in a decline in our stock price and consequently affect our financial
condition. In addition, if we fail to achieve and maintain the adequacy of our internal controls, we may not be able to ensure that we
can conclude on an ongoing basis that we have effective internal controls over financial reporting in accordance with Section 404 of the
Sarbanes-Oxley Act. Moreover, effective internal controls, particularly those related to revenue recognition, are necessary for us to
produce reliable financial reports and are important to helping prevent financial fraud. If we cannot provide reliable financial reports
or prevent fraud, our business and operating results could be harmed, investors could lose confidence in our reported financial information,
and the trading price of our common stock could drop significantly. In addition, we cannot be certain that additional material weaknesses
or significant deficiencies in our internal controls will not be discovered in the future.

 Risks Associated with Management and Control
Persons

 If we fail to attract and retain qualified senior
executive and key technical personnel, our business will not be able to expand.

 We are dependent on the continued availability of
Chiyuan Deng, and the availability of new employees to implement our business plans. The market for skilled employees is highly competitive,
especially for employees in the service industry. Although we expect that our compensation programs will be intended to attract and retain
the employees required for us to be successful, there can be no assurance that we will be able to retain the services of all our key employees
or a sufficient number to execute our plans, nor can there be any assurance we will be able to continue to attract new employees as required.

 Our personnel may voluntarily terminate their relationship
with us at any time, and competition for qualified personnel is intense. The process of locating additional personnel with the combination
of skills and attributes required to carry out our strategy could be lengthy, costly and disruptive.

 If we lose the services of key personnel, or fail
to replace the services of key personnel who depart, we could experience a severe negative effect on our financial results and stock price.
In addition, there is intense competition for highly qualified bilingual and "people friendly" personnel in the locations
where we principally operate. The loss of the services of any key personnel, marketing or other personnel or our failure to attract, integrate,
motivate and retain additional key employees could have a material adverse effect on our business, operating and financial results and
stock price.

 Mr. Deng owns a significant percentage of the voting
power of our stock and will be able to exercise significant influence over the composition of our Board of Directors, matters subject
to stockholder approval and our operations.

 As of the date of this filing, Chiyuan Deng owns 100,000
shares of our Series A Preferred Stock, which has the voting power of 51% of the total vote of shareholders. As a result of his equity
ownership interest, voting power and the contractual rights described above, Mr. Deng currently is in a position to influence, subject
to our organizational documents and Nevada law, the composition of our Board of Directors and the outcome of corporate actions requiring
stockholder approval, such as mergers, business combinations and dispositions of assets, among other corporate transactions. In addition,
this concentration of voting power could discourage others from initiating a potential merger, takeover or other change of control transaction
that may otherwise be beneficial to us, which could adversely affect the market price of our securities.

 Risks Related to Subsidiary Operations and Corporate
Structure

 Challenges in subsidiary management and intercompany
transactions, as the transfer of operations to wholly-owned subsidiaries like AI+ Hubs Corp. and AB Cinemas NY, Inc. increases risks of
control issues, tax complications, or inefficiencies in resource allocation, particularly if fundraising efforts fail.

 The transfer of operations to wholly-owned subsidiaries
like AI+ Hubs Corp. and AB Cinemas NY, Inc. increases risks of ineffective oversight, tax complications, and resource allocation inefficiencies.
Misaligned strategies or inadequate controls could lead to operational delays, financial reporting errors, or asset misappropriation.
Complex intercompany transactions, including asset transfers and pricing, may trigger tax audits, penalties, or disputes with authorities
like the IRS. Failure to secure planned financing, could impair subsidiary operations, necessitate parent company support, exacerbate
our working capital deficit, or lead to asset impairments, adversely affecting our financial condition and ability to execute our business
plan.

 Risks Related to Strategic Initiatives and Market
Position

 Delays or adverse market reactions to reverse
stock split and name change, as the proposed 1-for-2,000 to 1-for-20,000 reverse split and rebranding to "AI Era Corp." may
face FINRA review delays, trigger negative investor sentiment (often viewing splits as distress signals), or cause trading volatility
on the OTC market

 The proposed 1-for-2,000 to 1-for-20,000 reverse
stock split and rebranding to "AI Era Corp.," approved on June 5, 2025, pending FINRA review, may face delays that create
uncertainty, trigger negative investor sentiment by signaling financial distress, or increase trading volatility on the OTCPink market,
where our thinly traded stock (symbol "ABQQ") is quoted, potentially depressing share prices and deterring investment. These
actions could disrupt our ability to raise capital for initiatives like AI+ Hubs Corp. or theater operations, exacerbate our $3.3
million working capital deficit as of August 31, 2025, and raise shareholder concerns about dilution or governance due to the Board's
ability to issue additional shares and Chiyuan Deng's 51% voting control via Series A Preferred Stock, all of which could materially
impair our financial condition and strategic execution.

 Risks Related to Our Securities and the Over
the Counter Market

 If a market for our common stock does not develop,
shareholders may be unable to sell their shares.

 Our common stock is quoted under the symbol "ABQQ"
on the OTCPink operated by OTC Markets Group, Inc, an electronic inter-dealer quotation medium for equity securities. We do not currently
have an active trading market. There can be no assurance that an active and liquid trading market will develop or, if developed, that
it will be sustained.

 Our securities are very thinly traded. Accordingly,
it may be difficult to sell shares of our common stock without significantly depressing the value of the stock. Unless we are successful
in developing continued investor interest in our stock, sales of our stock could continue to result in major fluctuations in the price
of the stock.

 Our common stock price may be volatile and could fluctuate
widely in price, which could result in substantial losses for investors.

 The market price of our common stock is likely to
be highly volatile and could fluctuate widely in price in response to various factors, many of which are beyond our control, including:

 •

 technological innovations or new products and services by us or our competitors;

 •

 government regulation of our products and services;

 •

 the establishment of partnerships with other technology companies;

 •

 intellectual property disputes;

 •

 additions or departures of key personnel;

 •

 sales of our common stock;

 •

 our ability to integrate operations, technology, products and services;

 •

 our ability to execute our business plan;

 •

 operating results below expectations;

 •

 loss of any strategic relationship;

 •

 industry developments;

 •

 economic and other external factors; and

 •

 period to period fluctuations in our financial results.

 Because we have nominal revenues to date, you should
consider any one of these factors to be material. Our stock price may fluctuate widely as a result of any of the above.

 In addition, the securities markets have from time
to time experienced significant price and volume fluctuations that are unrelated to the operating performance of particular companies.
These market fluctuations may also materially and adversely affect the market price of our common stock.

 As a new investor, you will experience substantial
dilution as a result of future equity issuances.

 In the event we are required to raise additional capital
we may do so by selling additional shares of common stock thereby diluting the shares and ownership interests of existing shareholders.

 Our stock is a penny stock. Trading of our stock
may be restricted by the SEC's penny stock regulations and FINRA's sales practice requirements, which may limit a stockholder's
ability to buy and sell our stock.

 Our stock is a penny stock. The Securities and Exchange
Commission has adopted Rule 15g-9 which generally defines "penny stock" to be any equity security that has a market price
(as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities
are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other
than established customers and "accredited investors". The term "accredited investor" refers generally to institutions
with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000
jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt
from the rules, to deliver a

 standardized risk disclosure document in a form prepared by the SEC which provides information about penny
stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid
and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account
statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker-dealer
and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must
be given to the customer in writing before or with the customer's confirmation. In addition, the penny stock rules require that
prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction.
These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that
is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities.
We believe that the penny stock rules discourage investor interest in, and limit the marketability of, our common stock.

 In addition to the "penny stock" rules
promulgated by the Securities and Exchange Commission, the Financial Industry Regulatory Authority has adopted rules that require that
in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable
for that customer. Prior to recommending speculative low-priced securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customer's financial status, tax status, investment objectives and other information.
Under interpretations of these rules, the Financial Industry Regulatory Authority believes that there is a high probability that speculative
low-priced securities will not be suitable for at least some customers. The Financial Industry Regulatory Authority' requirements
make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy
and sell our stock.

 Rule 144 sales in the future may have a depressive
effect on our stock price as an increase in supply of shares for sale, with no corresponding increase in demand will cause prices to fall.

 All of the outstanding shares of common stock held
by the present officers, directors, and affiliate stockholders are "restricted securities" within the meaning of Rule 144
under the Securities Act of 1933, as amended. As restricted shares, these shares may be resold only pursuant to an effective registration
statement or under the requirements of Rule 144 or other applicable exemptions from registration under the Act and as required under applicable
state securities laws. Rule 144 provides in essence that a person who is an affiliate or officer or director who has held restricted securities
for six months may, under certain conditions, sell every three months, in brokerage transactions, a number of shares that does not exceed
the greater of 1.0% of a company's outstanding common stock. There is no limit on the amount of restricted securities that may be
sold by a non-affiliate after the owner has held the restricted securities for a period of six months if the company is a current reporting
company under the 1934 Act. A sale under Rule 144 or under any other exemption from the Act, if available, or pursuant to subsequent registration
of shares of common stock of present stockholders, may have a depressive effect upon the price of the common stock in any market that
may develop.

 FINRA sales practice requirements may also limit
a stockholder's ability to buy and sell our stock.

 In addition to the "penny stock" rules
described above, the Financial Industry Regulatory Authority (FINRA) has adopted rules that require that in recommending an investment
to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to
recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain
information about the customer's financial status, tax status, investment objectives and other information. Under interpretations
of these rules, FINRA believes that there is a high probability that speculative low priced securities will not be suitable for at least
some customers. FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which
may limit your ability to buy and sell our stock and have an adverse effect on the market for our shares.

 We do not intend to pay dividends.

 We do not anticipate paying cash dividends on our
common stock in the foreseeable future. We may not have sufficient funds to legally pay dividends. Even if funds are legally available
to pay dividends, we may nevertheless decide in our sole discretion not to pay dividends. The declaration, payment and amount of any future
dividends will be made at the discretion of the board of directors, and will depend upon, among other things, the results of our operations,
cash flows and financial condition, operating and capital requirements, and other factors our board of directors may consider relevant.
There is no assurance that we will pay any dividends in the future, and, if dividends are rapid, there is no assurance with respect to
the amount of any such dividend.

 We
have the right to issue additional common stock and preferred stock without consent of shareholders. This would have the effect of diluting
investors' ownership and could decrease the value of their investment

 We
are authorized to issue up to 10,000,000,000 shares of common stock, of which there were 8,121,266,321 shares issued and outstanding
as of November 28, 2025. In addition, our articles of incorporation authorize the issuance of up to 10,000,000 shares of preferred
stock, the rights, preferences, designations and limitations of which may be set by the Board of Directors. We have designated and authorized,
100,000 shares of Series A Preferred Stock. As of November 28, 2025, there were issued and outstanding 100,000 shares of our Series A
Preferred Stock.

 The shares of authorized but undesignated preferred
stock may be issued upon filing of an amended certificate of incorporation and the payment of required fees; no further shareholder action
is required. If issued, the rights, preferences, designations and limitations of such preferred stock would be set by our Board and could
operate to the disadvantage of the outstanding common stock. Such terms could include, among others, preferential voting, conversion rights,
and preferences as to dividends and distributions on liquidation.

 Item 1B. Unresolved
Staff Comments

 This information
is not required for smaller reporting companies.

 Item
1C. Cybersecurity

 Cybersecurity Risk Management and Strategy

 Our management team is responsible for assessing and
managing our material risks from cybersecurity threats. We rely on our information technology to operate our business. As such, we have
policies and processes designed to protect our information technology systems, and resolve issues in a timely manner in the event of a
cybersecurity threat or incident.

 We
have designed our business applications and hosting services to minimize the impact that cybersecurity incidents could have on our business
and have identified back-up systems where appropriate. We will seek to further mitigate cybersecurity risks through a combination of monitoring
and detection activities, use of anti-malware applications, employee training, quality audits and communication and reporting structures,
among other processes. We will engage a third-party consultant, if needed, to assist us with our cybersecurity risk management framework,
including the monitoring and detection of cybersecurity threats and responding to any cybersecurity threats or incidents.

 As of August 31, 2025, we have not identified an indication
of a cybersecurity incident that would have a material impact on our business and consolidated financial statements. Although cybersecurity
risks have not materially affected us, including our business strategy, results of operations or financial condition, to date, we face
numerous and evolving cybersecurity threats in our business.

 Item
2. Properties

 In September 2023, the Company entered into a one
month lease with a third party for an office space in Hong Kong, incurring a monthly rent of $766. The lease was ceased as of
November 30, 2023.

 On October 21, 2021, the Company signed a lease agreement
to lease "the Mt. Kisco Theatre", a movie theater, for five years plus the free rent period which commences four
months from the lease commencement date. The theatre consists of approximately 8,375 square feet, and the total monthly rent is $14,366 for
the first two years, and $20,648 for the third year including real estate related taxes and landlord's insurance.

 On January 31, 2024, the end of the first two
years of rental period, the landlord agreed to continue to receive $14,366 from February 2024 to August 2025. The reduced rental
payments are accounted for as a rent concession and recognized in general and administrative expenses.

 Total lease expense for the year ended August
31, 2025 and August 31, 2024 was $128,572 and $163,529, respectively. All leases are on a fixed payment basis. The Company's
lease agreements do not contain any material residual value guarantees or material restrictive covenants.

 Item 3. Legal
Proceedings

 We are not a party to any pending legal proceeding.
We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our
voting securities are adverse to us or have a material interest adverse to us.

 Item 4. Mine
Safety Disclosures

 Not applicable.

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

 Market Information

 Our common stock is quoted under the symbol "ABQQ"
on the OTC Pink operated by OTC Markets Group, Inc.

 There is currently no active trading market for our
securities. There is no assurance that a regular trading market will develop, or if developed, that it will be sustained. Therefore, a
shareholder may be unable to resell his securities in our company.

 Penny Stock

 The Securities Exchange Commission has adopted rules
that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with
a price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system,
provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system. The
penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document
prepared by the Commission, that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public
offerings and secondary trading;(b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies
available to the customer with respect to a violation to such duties or other requirements of Securities' laws; (c) contains a brief,
clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between
the bid and ask price;(d) contains a toll-free telephone number for inquiries on disciplinary actions;(e) defines significant
terms in the disclosure document or in the conduct of trading in penny stocks; and;(f) contains such other information and is in such
form, including language, type, size and format, as the Commission shall require by rule or regulation.

 The broker-dealer also must provide, prior to effecting
any transaction in a penny stock, the customer with; (a) bid and offer quotations for the penny stock;(b) the compensation of the broker-dealer
and its salesperson in the transaction;(c) the number of shares to which such bid and ask prices apply, or other comparable information
relating to the depth and liquidity of the market for such stock; and (d) a monthly account statements showing the market value of each
penny stock held in the customer's account.

 In addition, the penny stock rules require that prior
to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that
the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk
disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitability
statement.

 These disclosure requirements may have the effect
of reducing the trading activity in the secondary market for our stock if it becomes subject to these penny stock rules. Therefore, because
our common stock is subject to the penny stock rules, stockholders may have difficulty selling those securities.

 Holders
of Our Common Stock

 As
of November 28, 2025, we had 8,121,266,321 shares
of our common stock issued and outstanding, held by approximately 533 shareholders of record, with others holding shares
in street name.

 Dividends

 We have never paid cash dividends on our common stock
and do not anticipate paying cash dividends in the foreseeable future. The payment of cash dividends on our common stock will depend on
earnings, financial condition and other business and economic factors at such time as the board of directors may consider relevant. If
we do not pay cash dividends, our common stock may be less valuable because a return on your investment will only occur if its stock price
appreciates.

 Issuer Repurchases

 On
July 20, 2024, we entered into Repurchase Agreements with seven shareholders, pursuant to which we agreed to repurchase an aggregate of
50,739,000 shares of common stock for cancellation in exchange for an aggregate of $50,739, which we funded with cash on hand.
The repurchased shares are subsequently
cancelled on August 26, 2024, except for 40,000 shares, which could not be cancelled due to a documentation issue. Therefore,
the purchase price was adjusted to $50,699 and was settled in tranches. As of August 31, 2024, $38,485 of the purchase price has been
paid. The remaining amount was settled in November 2024.

 Effective date

 (a)

Total number of shares (or units) purchased

 (b)

Average price paid per share (or unit)

 (c)

Total number of shares (or units) purchased as part of publicly announced plans or programs

 (d)

Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs

 August 26, 2024

 50,699,000

 $

 0.001

 —

 —

 Total

 50,699,000

 $

 0.001

 —

 —

 The Company has no publicly announced plan or program
for the purchase of shares.

 Securities Authorized for Issuance under Equity
Compensation Plans

 We have no equity compensation plans.

 Unregistered Sales of Equity Securities

 The
Company had the following equity activities during the year ended August 31, 2025:

 Common shares

 Issuance of restricted common shares

 On February 21, 2025, the Company entered into a stock
purchase agreement with Anyone Pictures Limited. Under the terms of this agreement, the Company issued 2,000,000,000 shares of the Company's
common stock with a value of $0.00015 per share for a gross proceed of $300,000.

 On March 14, 2025, the Company issued 2,000,000,000
shares of the Company's common stock valued at market price of $0.0002 per share for a total amount of $400,000 to Chiyuan Deng.

 On May 15, 2025, the Company entered into another
stock purchase agreement with Anyone Pictures Limited. Under the terms of this agreement, the Company issued 1,750,000,000 shares of the
Company's common stock with a value of $0.0002 per share for a gross proceed of $350,000.

 The
Company had the following equity activities during the year ended August 31, 2024:

 Common shares

 Issuance of restricted common shares

 On October 5, 2023, the Board of Directors resolved
to issue 225,000,000 shares of the Company's restricted common stock, par value $0.001 per share, to Chiyuan Deng, the Chief
Executive Officer, to pay off his accrued executive salaries of $45,000.

 Conversion of Series C preferred shares to common
shares

 During the year ended August 31, 2024, the
Company issued a total of 1,056,681,936 common shares as the result of the conversion of total 174,421 Series
C preferred shares.

 Reverse Stock split

 On June 12, 2023, the Board of Directors approved
a reverse split for the Company's issued and outstanding common stock, at a ratio of 1 share for every 10,000 shares, contingent
upon receiving a market effectiveness date from FINRA. On September 8, 2023, however, the Board of Directors voted to cancel the proposed
1-for-10,000 reverse split, determining that it would not be in the best interest of the stockholders or the Company.

 On April 22, 2024, the Board of Directors approved
another reverse split of the Company's issued and outstanding common stock, at a ratio of 1-for-2,000, also contingent upon FINRA
approval. On August 19, 2024, the Board of Directors voted to cancel the planned 1-for-2,000 reverse split, concluding that proceeding
with the action would not serve the best interests of the stockholders or the Company.

 On June 5, 2025, the Company obtained the written
consent of majority stockholders to grant discretionary authority to the Board of Directors of the Company, at any time or times
for a period of 12 months after the date of the written consent, to adopt an amendment to the articles of incorporation to effect a reverse
split of the issued and outstanding common stock within a range of 1-for-2,000 to 1-for-20,000. The exact ratio to be determined by the
Board at a later date and is contingent upon receiving a market effectiveness date from FINRA.

 Cancellation of Common shares

 On February 5, 2024, Board
of Directors of the Company resolved to cancel 235,000,000 shares of common stock in the Company.

 Repurchase of common shares

 On July 20, 2024, Board of Directors
of the Company has repurchased 50,699,000 common shares from its several shareholders for an aggregate purchase price of $50,699, or
$0.001 per share. The repurchased shares are subsequently cancelled on August 26, 2024. The purchase price was settled in tranches. As
of August 31, 2024, $38,485 of the purchase price has been paid. The remaining amount was settled in November 2024.

 Subscription of Common shares

 On June 13, 2024, the Company entered into a Common
Stock Purchase Agreement with Alumni Capital LP ("Alumni Capital"), a Delaware limited partnership. Pursuant to the Purchase
Agreement, the Company has the right, but not the obligation to cause Alumni Capital to purchase up to $5 million of our common stock
at the Investment Amount during the period beginning on the execution date of the Purchase Agreement and ending on the earlier of (i)
the date on which Alumni Capital has purchased $5 million of our common stock shares pursuant to the Purchase Agreement or (ii) June 30,
2025.

 Pursuant to the Purchase Agreement, the Investment
Amount means seventy percent (70%) of the lowest daily Volume Weighted Average Price ("VWAP") of the Common Stock five business
days prior to the Closing of a Purchase Notice. No Purchase Notice will be made without an effective registration statement and no Purchase
Notice will be in an amount greater than (i) $250,000 or (ii) three hundred percent (300%) of the Average Daily Trading Volume during
the five business days prior to a Purchase Notice.

 The Purchase Agreement provides that the number
of our common stock shares to be sold to Alumni Capital will not exceed the number of shares that, when aggregated together with all
other shares of our common stock which the investor is deemed to beneficially own, would result in the investor owning more than
4.99% of our outstanding common stock. The percentage may be increased to no more than 9.99% upon notice under the Purchase
Agreement. The Purchase Agreement contains certain representations, warranties, covenants and events of default. The Closing
occurred following the satisfaction of customary closing conditions.

 As of June 30,2025, the agreement was expired
and Alumni Capital LP did not purchase any shares.

 Preferred shares

 The Company had no preferred share activities
during the year ended August 31, 2025.

 During the year ended August 31, 2024, the Company
converted a total 174,421 Series C preferred shares into common shares.

 On November 30, 2023, the Board of
Directors of the Company resolved to withdraw the Amended Certificate of Designation for the Company's Series C and Series D Preferred
shares.

 On December 1, 2023, the Board of Directors of the
Company has resolved to withdraw the Certificate of Designation for the Company's Series B Preferred Stock. The Company's
Series B Preferred Stock was cancelled during the year ended August 31, 2024.

 Warrants

 In consideration for the Common Stock Purchase Agreement
signed with Alumni on June 13, 2024, the Company issued to Alumni Capital a Common Stock Purchase Warrant dated June 13, 2024 to purchase
1,943,304,434 shares of Common Stock, representing (50%) of the commitment amount of $5 million, at an exercise price of $0.00129 per
share, subject to adjustments, and ending on the 5 years anniversary of the issuance date. The number of shares under the Common Stock
Purchase Warrant is subject to adjustment based on the following formula: (i) fifty percent (50%) of the Commitment Amount, less the exercise
value of all partial exercises prior to the Exercise Date, divided by (ii) the Exercise Price on the Exercise Date. The exercise
price per was calculated by dividing $3,000,000 by the total number of issued and outstanding shares of common stock as of June 13, 2024.
The exercise price is subject to change based on a change in the number of our outstanding shares. The aggregated fair value of the warrants
is $970,945. The fair value has been estimated using the Black-Scholes pricing model with the following assumptions: market value of underlying
common shares of $0.0005; risk free rate of 4.24%; expected term of 5 years; exercise price of $0.0013; volatility of 310.94%; and expected
future dividends of $0.

 Management determined that these warrants meet
the requirements for equity classification under ASC 815-40 because they are indexed to their own shares. The warrants were recorded
at fair value on the date of grant as a component of shareholders' equity.

 As of August 31, 2025, the Company
was authorized to issue 10 billion shares of common stock. At that date, the Company had approximately 8.0 billion common shares issued
and outstanding. If all outstanding common share warrants were exercised, the Company would be required to issue approximately 6.7 billion
additional shares, which would exceed the number of authorized shares available. Because the Company did not have a sufficient number
of authorized and unissued shares available for settlement, the warrants no longer met the equity classification criteria under ASC 815-40
and were reclassified as liabilities.

 Upon reclassification, the warrants
were measured at fair value, resulting in a warrant liability of $1,338,389, with $970,945 derecognized from equity and a loss of $367,444
recorded in earnings for the year ended August 31, 2025. The fair value was determined using the Black-Scholes option-pricing model

 The aggregate fair value of the warrants was estimated
at $1,338,389, using the Black-Scholes pricing model with the following assumptions: market value of underlying common shares of $0.0002;
risk free rate of 3.67%; expected term of 3.79 years; exercise price of $0.0004; volatility of 402.11%; and expected future dividends
of nil.

 As of August 31, 2025, 6,742,721,934 warrants
in connection with two equity financings were outstanding, with weighted average remaining life of 3.77 years.

 These securities were issued pursuant to Section 4(2)
of the Securities Act and/or Rule 506 promulgated thereunder. The holders represented their intention to acquire the securities for investment
only and not with a view towards distribution. The investors were given adequate information about us to make an informed investment decision.
We did not engage in any general solicitation or advertising. We directed our transfer agent to issue the stock certificates with the
appropriate restrictive legend affixed to the restricted stock.

 Item 6. Selected Financial Data

 A smaller reporting company is not required to provide
the information required by this Item.

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

 Forward-Looking
Statements

 Except for statements of historical fact, some information
in this document contains "forward-looking statements" that involve substantial risks and uncertainties. You can identify
these forward-looking statements by words such as "may," "will," "should," "anticipate,"
"estimate," "plans," "potential," "projects," "continuing," "ongoing,"
"expects," "management believes," "we believe," "we intend" or the negative of these words
or other variations on these words or comparable terminology. The statements that contain these or similar words should be read carefully
because these statements discuss our future expectations, contain projections of our future results of operations or of our financial
position, or state other forward-looking information. We believe that it is important to communicate our future expectations to our investors.
However, there may be events in the future that we are not able accurately to predict or control. Further, we urge you to be cautious
of the forward-looking statements which are contained in this registration statement because they involve risks,

 uncertainties and other factors affecting our operations,
market growth, service, products and licenses. The factors listed in the sections captioned "Risk Factors" and "Description
of Business," as well as other cautionary language in this registration statement and events in the future may cause our actual
results and achievements, whether expressed or implied, to differ materially from the expectations we describe in our forward-looking
statements. We operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible
for us to predict all those risks, nor can we assess the impact of all of those risks on our business or the extent to which any factor
may cause actual results to differ materially from those contained in any forward-looking statement. The forward-looking statements in
this registration statement are based on assumptions management believes are reasonable. However, due to the uncertainties associated
with forward-looking statements, you should not place undue reliance on any forward-looking statements. Further, forward-looking statements
speak only as of the date they are made, and unless required by law, we expressly disclaim any obligation or undertaking to publicly update
any of them in light of new information, future events, or otherwise. The occurrence of any of the events described as risk factors or
other future events could have a material adverse effect on our business, results of operations and financial position. Since our common
stock is considered a "penny stock," we are ineligible to rely on the safe harbor for forward-looking statements provided
in Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities and Exchange
Act of 1934, as amended (the "Exchange Act").

 As used in this Annual Report on Form 10-K, unless
the context otherwise requires, the terms the "Company," "Registrant," "we," "us," "our,"
"AB International," or "ABQQ" refer to AB International Group Corp., a Nevada corporation, and its wholly owned
subsidiaries.

 Results of Operations

 Revenues

 Our total revenue reported for the years ended August
31, 2025 and 2024 was $6,368,563 and $3,300,467, respectively.

 The revenue for the year ended August 31, 2025,
was mainly attributable to the license fee received in connection with the licensing of our NFT MMM platform, broadcasting and download,
movie copyrights sales to the related and third parties, fees charged for embedded marketing service, advertising services as well as
the revenue generated from movie tickets and food and beverage sales from our operated movie theatre, consulting service fees, in connection
with the AI-based solutions and project oversight services that improve short drama market accuracy, personalization, and advertising
monetization. On the other hand, the revenue for the year ended August 31, 2024, was mainly attributable to the license fee received
in connection with the licensing of our NFT MMM platform, movie copyrights sales to two third parties and one related party, fees charged
for embedded marketing service, consulting service fees in connection with the sales of the software-in-progress and restructuring of
a company as well as the revenue generated from movie tickets and food and beverage sales from our operated movie theatre. The increase
in revenue was mainly due to the combined impact of: (i) the increase in sales of copyrights and broadcast rights and embedded marketing
service during the year ended August 31, 2025 as compared to the year ended August 31, 2024; and (ii) the increase in type of services
provided to the licensing for broadcasting and download during the year ended August 31, 2025.

 Operation of our movie theatre started in October
of 2022. For the year ended August 31, 2025, we generated total revenue of $ 291,060, including $187,620 from ticket sales, $78,512 from
food and beverage sales, and $24,928 from the advertisements compared with revenue of $432,012, including $276,428 from ticket sales,
$128,512 from food and beverage sales, and $27,072 from the advertisements for the year ended August 31, 2024. The decrease in revenue
was mainly due to less renowned and popular movies on screen compared to the corresponding period in 2024.

 We anticipate an increase in revenue in the future
by selling movie and TV drama copyrights and broadcast rights, providing embedded marketing services, license for broadcasting and download
generating movie tickets and related revenues from our Mt. Kisco movie theatre in New York.

 Operating Costs and Expenses

 Operating costs and expenses were $4,487,513 for the year ended August 31, 2025, as compared to $2,813,563 for the year ended August 31,
2024. Our operating costs and expenses for the year ended August 31, 2025 consisted of theatre operating costs of $155,097, amortization
expenses of $1,557,653, costs of copyrights sold of $1,644,893, general and administrative expenses of $630,870 and related party salary
and wages of $499,000. In contrast, our operating costs and expenses for the year ended August 31, 2024 consisted of theatre operating
costs of $189,500, amortization expenses of $1,660,459, costs of copyrights sold of $119,517, general and administrative expenses of $829,038
and related party salary and wages of $15,049.

 We experienced a decrease in theatre operating costs
in fiscal 2025 as compared to fiscal 2024, mainly due to the decrease in admission revenues and the decrease in movie exhibition costs
as a percentage of admission revenue.

 We experienced a decrease in amortization expenses
in fiscal 2025 as compared to fiscal 2024, mainly due to the having more fully amortized intangible assets for the year ended August 31,
2025.

 The costs of copyrights sold for the fiscal 2025 represented
the remaining costs of the 12 globally exclusive offline copyrights, with the exception of mainland China and 7 Mainland China exclusive
broadcast rights when they were sold. The costs of copyrights sold for the fiscal 2024 represented the remaining costs of the 2 mainland
China copyrights when they were sold.

 We experienced a decrease in general and administrative
expenses in fiscal 2025 as compared to fiscal 2024, mainly as a result of decreased professional fees, travel expenses, lease expenses,
and cleaning expenses for the year ended August 31, 2025 in contrast to the year ended August 31, 2024.

 We experienced an increase in related party salary
and wages in fiscal 2025 as compared to fiscal 2024, mainly due to the one-off compensation of $99,000 and bonus compensation of $400,000
paid by shares to the Chief Executive Officer. During the year ended August 31, 2025, the Company incurred total compensation of $499,000
for the Chief Executive Officer. During the year ended August 31, 2024, the Company incurred total compensation of $15,049 for the Chief
Executive Officer.

 We anticipate our operating expenses will increase
as we undertake our plan of operations, including the streamline of costs associated with marketing, personnel, and other general and
administrative expenses, along with increased professional fees associated with SEC. These costs may increase our operational costs in
fiscal 2025 at various levels of operation.

 Other Expense/ Other Income

 We had other expense of $425,602 for the year
ended August 31, 2025, as compared with other income of $55,427 for the year ended August 31, 2024. Our other expense for fiscal 2025
was the net amount of the other income, the interest expense – related parties and the loss on change in fair value of warrant
liabilities. Our other income for fiscal 2024 was the net amount of the other income generated from the sales of software in progress,
bank interest income, and the interest expense – related party.

 Net Income

 We incurred a net income of $1,455,448 for the
year ended August 31, 2025, as compared with a net income of $542,331 for the year ended August 31, 2024.

 Liquidity and Capital Resources

 As of August 31, 2025, we had $241,607 in current
assets consisting of cash, prepaid expenses and accounts receivable. Our total current liabilities as of August 31, 2025 were $3,491,633.
As a result, we have a working capital deficit of $3,250,026 as of August 31, 2025 as compared with a working capital of $160,617 as
of August 31, 2024.

 Operating activities used $2,318,961 in cash for the year ended August 31, 2025, as compared with $162,319 generated in cash for the year
ended August 31, 2024.

 Our negative operating cash flow for the year
ended August 31, 2025 was mainly the result of the cash used in the purchase of movie and TV series broadcast right and copyright and
purchase deposit offset by net income combined with the amortization of intangible assets, sales of copyrights and decrease in accounts
receivable.

 Our positive operating cash flow for the year
ended August 31, 2024 was mainly the result of net income combined with amortization of intangible assets, proceeds from the sales of
copyrights, deferred revenue, offset by the gain from sales of software in process purchase of movie and TV series broadcast right and
copyright, increase in accounts receivable, purchase deposits and decrease in accounts payable and accrued liabilities.

 Investing activities was $Nil for the years ended
August 31, 2025 and 2024.

 Financing activities provided $2,268,222 for the year ended August 31, 2025, as compared with $ 214,985 used by financing activities for
the year ended August 31, 2024. Our positive financing cash flow for the years ended August 31, 2025 was due to the proceeds from share
issuance and the net proceeds from related party loans. Our negative financing cash flow for the years ended August 31, 2024 was due to
the settlement of loans due to related party and the repurchase of common shares.

 Going Concern

 Our consolidated financial statements have been
prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of
liabilities in the normal course of business for the foreseeable future. As of August 31, 2025, the Company had limited cash, an accumulated
deficit of approximately $10.4 million and a working capital deficit of approximately $3.3 million. For the year ended August 31, 2025,
the Company had negative cash flow of approximately $2.3 million from its operations. The continuation of the Company as a going concern
is dependent upon the continued financial support from its stockholders or external financing and achieving operating profits. These
factors, among others, raise the substantial doubt regarding the Company's ability to continue as a going concern. The financial
statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or
the amounts and classifications of liabilities that may result from the outcome of these uncertainties.

 The future operations of the Company depend on
its ability to realize forecasted revenues, achieve profitable operations, and depend on whether or not the Company could obtain continued
financial support from its stockholders or external financing. Management believes the existing stockholders will continue to provide
additional cash to meet the Company's obligations as they become due. The Company also intends to fund operations through cash
flow generated from the operations, including the expected copyrights sales and other revenue streams, equity financing, debt borrowings,
and additional equity financing from outside investors, to ensure sufficient working capital. However, no assurance can be given that
additional financing, if required, would be available on favorable terms or at all. If we are not able to secure additional funding,
the implementation of our business plan will be impaired.

 Management believes that the actions presently being
taken to obtain additional funding and implement its strategic plan provides the opportunity for the Company to continue as a going concern.

 Off Balance Sheet Arrangements

 As of August 31, 2025, there were no off-balance sheet
arrangements.

 Critical Accounting Policies

 In December 2001, the SEC requested that all registrants
list their most "critical accounting polices" in the Management Discussion and Analysis. The SEC indicated that a "critical
accounting policy" is one which is both important to the portrayal of a company's financial condition and results, and requires
management's most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of
matters that are inherently uncertain.

 Revenue Recognition

 The Company adopted ASC Topic 606, "Revenue
from Contracts with Customers", using the modified retrospective approach. ASC 606 establishes principles for reporting information
about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity's contracts to provide goods
or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers
in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized
as performance obligations are satisfied.

 To determine revenue recognition for contracts
with customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance
obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable
that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations
in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 The Company derives its revenues primarily from
the following sources:

 Revenue from selling copyrights of movies or
 television series:

 Revenue from the sale of copyrights for movies
or television series is recognized at a point in time when control of the intellectual property transfers to the customer. Control is
considered transferred upon delivery of the master copy and completion of all requisite authorization procedures, as this is the point
at which the customer has the legal right to direct the use of, and obtain substantially all of the remaining benefits from the copyright.
Contracts are generally fixed-price arrangements without cancellation or refund provisions.

 Revenue from licensing NFT MMM platform:

 Revenue from NFT MMM platform licensing is recognized
over time on a straight-line basis over the contractual license term, typically one or two years. The Company determined that the license
provides customers the access to the platform and its data through both mobile and web interfaces for the license period, as the customer
simultaneously receives and consumes the benefits provided by the Company's performance. The arrangements are non-cancelable and non-refundable
with fixed consideration.

 Revenue from movie theater admissions and food
and beverage sales:

 Revenue from movie theater admissions is recognized
at a point in time when the movie is exhibited to customers, as this is when the performance obligation is satisfied. Food and beverage
revenue is recognized at a point in time when customers take possession of the items. Revenue from gift card and exchange ticket sales
is deferred until redemption occurs or upon estimation of breakage income for gift cards with a remote likelihood of redemption.

 Revenue from embedded marketing service:

 The Company earns revenue from embedded marketing
services by incorporating advertisements into movies, television series or short-form drama series. Revenue is recognized at a point
in time when the advertisement has been integrated into the media content and customer approval, as the customer can then direct the
use of and obtain substantially all future economic benefits from the customized media content.

 Revenue from consulting services:

 The Company derives revenue from providing consulting
services related to software development, corporate restructuring and strategic advisory. The Company also provides AI-based solutions
and project oversight services that enhance content market accuracy, personalization, and advertising monetization for short drama platforms.
Revenue from consulting services is recognized over time as the related services are performed, consistent with the continuous transfer
of benefits to the customer.

 Revenue from advertising services in theaters

 The Company generates advertising revenue from
displaying commercials on theater screens prior to movie exhibitions. Revenue is recognized at a point in time when the advertisement
is exhibited on screen to the audience.

 Revenue from broadcast and download licensing

 The Company grants non-exclusive, time-based licenses
that allow customers to broadcast or provide download service of its films and television series, primarily short-form drama series,
on their web or cloud-based platforms. License fees are charged per movie or per drama series based on the authorized period, typically
on a monthly basis, and are not linked to user activity or download volume. The customer obtains a right to access the content during
the license term. The Company satisfies its performance obligation by making the licensed content available to the customer and maintaining
that accessibility throughout the license term. Accordingly, revenue is recognized over time on a straight-line basis throughout the
license period.

 Contract Assets and Liabilities

 Payment terms are established on the Company's
pre-established credit requirements based upon an evaluation of customers' credit quality. Contact assets are recognized for in
related accounts receivable. Contract liabilities are recognized for contracts where payment has been received in advance of delivery.
The contract liability balance can vary significantly depending on the timing of when an order is placed and when shipment or delivery
occurs.

 Disaggregation of revenue

 The Company disaggregates its revenue from contracts
by revenue streams, as the Company believes it best depicts how the nature, amount, timing and uncertainty of the revenue and cash flows
are affected by economic factors.

 Recently Issued Accounting Pronouncements

 In November 2024, the FASB issued ASU 2024-03,
"Income Statement — Reporting Comprehensive Income (Subtopic 220-40): Disaggregation of Income Statement Expenses."
This pronouncement introduces new disclosure requirements aimed at enhancing transparency in financial reporting by requiring disaggregation
of specific income statement expense captions. Under the new guidance, entities are required to disclose a breakdown of certain expense
categories, such as: employee compensation; depreciation; amortization, and other material components. The disaggregated information
can be presented either on the face of the income statement or in the notes to the financial statements, often using a tabular format.
The amendments in this Update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting
periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. In January 2025, the
FASB issued ASU 2025-01, which revises the effective date of ASU 2024-03 (on disclosures about disaggregation of income
statement expenses) "to clarify that all public business entities are required to adopt the guidance in annual reporting periods
beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027."
Entities within the ASU's scope are permitted to early adopt the ASU. The Company is currently evaluating the impact of this
standard on its financial statement disclosures.

 In May 2025, the FASB issued ASU 2025-03, Business
Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest
Entity. ASU 2025-03 clarifies the guidance to determine the accounting acquirer in a business combination that is effected primarily
by exchanging equity interests, when the legal acquiree is a variable interest entity ("VIE") that meets the definition of
a business. ASU 2025-03 requires entities to consider the same factors in ASC 805, Business Combinations, required for determining which
entity is the accounting acquirer in other acquisition transactions. ASU 2025-03 is effective for the Company's annual reporting
periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, with early adoption permitted.
ASU 2025-03 is required to be applied on a prospective basis to any acquisition transaction that occurs after the initial application
date. The Company does not expect a material effect on its consolidated financial statements upon adoption.

 In May 2025, the FASB issued ASU 2025-04, Compensation—Stock
Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606). ASU 2025-04 revises the definition of the term performance
condition for share-based consideration payable to a customer to incorporate conditions that are based on the volume or monetary amount
of a customer's purchases or potential purchases. ASU 2025-04 also eliminates the policy election to account for forfeitures as
they occur for awards with service conditions. ASU 2025-04 also clarifies that ASC 606 variable consideration guidance does not apply
to share-based payments to customers; instead, vesting probability should be assessed solely under ASC 718, Compensation—Stock Compensation.
ASU 2025-04 is effective for the Company's annual reporting periods beginning after December 15, 2026, and interim reporting periods
within those annual reporting periods, with early adoption permitted. ASU 2025-04 may be applied on either a modified retrospective basis
or on a retrospective basis. The Company is currently assessing the impact this standard will have on the Company's Consolidated
Financial Statements.

 In July 2025, the Financial Accounting Standards
Board ("FASB") issued Accounting Standards Update ("ASU") 2025-05, Measurement of Credit Losses for Accounts
Receivable and Contract Assets. ASU 2025-05 amends ASC 326, Financial Instruments—Credit Losses, and introduces a practical
expedient available for all entities and an accounting policy election available for all entities, other than public business entities,
that elect the practical expedient. These changes apply to the estimation of expected credit losses for current accounts receivable and
current contract assets arising from transactions accounted for under ASC 606, Revenue Recognition. Under the practical expedient,
entities may assume that current conditions as of the balance sheet date remain unchanged for the remaining life of the asset when developing
reasonable and supportable forecasts. This simplifies the estimation process for short-term financial assets. ASU 2025-05 is effective
for the Company's annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual
reporting periods, with early adoption permitted. ASU 2025-05 should be applied on a prospective basis. The Company does not expect
a material effect on its consolidated financial statements upon adoption.

 In August 2025, the Financial Accounting Standards
Board ("FASB") issued ASU 2025-06, Intangibles - Goodwill and Other (Topic 350) — Internal-Use Software (Subtopic 350-40):
Targeted Improvements. This update provides clarifications and targeted improvements to the accounting for internal-use software, including
enhanced guidance on the identification of software development activities, capitalization of implementation costs, and accounting for
subsequent upgrades and maintenance. ASU 2025-06 is effective for fiscal years beginning after December 15, 2026, including interim periods
within those fiscal years, with early adoption permitted. The Company does not expect a material effect on its consolidated financial
statements upon adoption.

 Except for the above-mentioned pronouncements,
there are no new recently issued accounting standards that will have a material impact on the balance sheets, statements of operations
and comprehensive income and cash flows.

 Item 7A. Quantitative and Qualitative
Disclosures About Market Risk

 A smaller reporting company is not
required to provide the information required by this Item.

 Item 8. Financial Statements and Supplementary
Data

 Index to Financial Statements

 Report of Independent Registered Public Accounting Firm;

 Consolidated Balance Sheets as of August 31, 2025 and 2024;

 Consolidated Statements of Operations for the years ended August 31, 2025 and 2024;

 Consolidated Statements of Changes in Stockholders' Equity for the years ended August 31, 2025 and 2024;

 Consolidated Statements of Cash Flows for the years ended August 31, 2025 and 2024; and

- F-28

 Notes to Consolidated Financial Statements.

 Report of Independent
Registered Public Accounting Firm

 To the Stockholders and the Board of Directors of

 AB International Group Corp.

 Opinion on the Financial Statements

 We have audited the accompanying consolidated balance
sheets of AB International Group Corp. (the "Company") as of August 31, 2025 and 2024, and the related consolidated statements
of operations, changes in stockholders' equity, and cash flows for years ended August 31, 2025 and 2024, and the related notes (collectively
referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects,
the financial position of the Company as of August 31, 2025 and 2024, and the results of its operations and its cash flows for the years
ended August 31, 2025 and 2024, in conformity with accounting principles generally accepted in the United States of America.

 Going Concern

 The accompanying financial
statements have been prepared assuming that the Company will continue as a going concern. As described in Note 3 to the financial statements,
as of August 31, 2025, the Company had limited cash, an accumulated deficit of approximately $10.4 million and a working capital deficit
of approximately $3.3 million. For the year ended August 31, 2025, the Company had
negative cash flow of approximately $2.3 million from its operations. The continuation of the Company
as a going concern is dependent upon the continued financial support from its stockholders or external financing and achieving operating
profits. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. Management's
plans in regard to these matters are described in Note 3 to the financial statements. 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
audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are
required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.

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

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

 Critical Audit Matters

 The critical audit matters are matters arising from
the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and
that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,
subjective or complex judgments. We determined that there are no critical audit matters for current period.

 /s/ Prager Metis CPAs, LLC

 We have served as the Company's auditor since 2022.

 Hackensack, New Jersey

 December 1, 2025

 PCAOB ID Number 273

 F- 1

 AB INTERNATIONAL
GROUP CORP.

 Consolidated Balance Sheets

 August 31,

 August 31,

 2025

 2024

 ASSETS

 Current Assets

 Cash and cash equivalents

 $
 13,691

 $
 64,430

 Prepaid expenses

 8,508

 —

 Accounts receivable

 219,408

 624,572

 Total Current Assets

 241,607

 689,002

 Property and equipment, net

 2,472

 4,375

 Right of use operating lease assets, net

 291,064

 494,506

 Intangible assets, net

 4,772,424

 370,924

 Purchase deposits for intangible assets, non-current

 1,311,349

 745,123

 Security deposit

 45,240

 45,240

 TOTAL ASSETS

 $
 6,664,156

 $
 2,349,170

 LIABILITIES AND STOCKHOLDERS' EQUITY

 Current Liabilities

 Accounts payable and accrued liabilities

 $
 88,063

 $
 30,945

 Loan from related parties

 1,811,396

 193,174

 Current portion of obligations under operating leases

 253,785

 247,266

 Warrants Liability

 1,338,389

 —

 Deferred revenue

 —

 57,000

 Total Current
 Liabilities

 3,491,633

 528,385

 Obligations under operating leases, non-current

 107,098

 360,883

 Total Liabilities

 3,598,731

 889,268

 Stockholders' Equity

 Preferred stock, $ 0.001 par value, 10,000,000 preferred shares authorized;

 Series A preferred stock, 100,000 and 100,000 shares issued and outstanding, as of August 31, 2025 and 2024, respectively

 Common stock, $ 0.001 par value, 10,000,000,000 shares authorized; 8,031,266,321 and 2,281,266,321 shares issued and outstanding, as of August 31, 2025 and 2024, respectively

 8,031,266

 2,281,266

 Additional paid-in capital

 5,424,278

 11,024,203

 Accumulated deficit

 ( 10,390,219
)

 ( 11,845,667
)

 Total Stockholders' Equity

 3,065,425

 1,459,902

 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $
 6,664,156

 $
 2,349,170

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

 F- 2

 Consolidated Statements of Operations

 Years ended

 August 31,

 2025

 2024

 REVENUE

 Copyrights sales

 $
 1,180,300

 $
 1,331,800

 Copyrights sales – related party

 1,294,000

 105,000

 Service revenue

 2,898,203

 1,431,655

 Service revenue – related party

 705,000

 —

 Theater revenue

 291,060

 432,012

 Total revenue

 6,368,563

 3,300,467

 OPERATING COSTS AND EXPENSES

 Costs of copyrights sold

 ( 1,644,893
)

 ( 119,517
)

 Amortization expenses

 ( 1,557,653
)

 ( 1,660,459
)

 Theatre operating costs

 ( 155,097
)

 ( 189,500
)

 General and administrative expenses

 ( 630,870
)

 ( 829,038
)

 Related party salary and wages

 ( 499,000
)

 ( 15,049
)

 Total Operating Costs And Expenses

 ( 4,487,513
)

 ( 2,813,563
)

 Income From Operations

 1,881,050

 486,904

 OTHER (EXPENSES) INCOME

 Interest income

 —

 Interest expense – related parties

 ( 71,020
)

 ( 32,282
)

 Loss on change in fair value of warrant liabilities

 ( 367,444
)

 —

 Other income

 12,862

 87,015

 Total Other (Expenses) Income

 ( 425,602
)

 55,427

 Income Before Income Tax Benefit

 Income tax

 —

 —

 NET INCOME

 $

 $

 NET INCOME PER SHARE: BASIC

 $
 0.00

 $
 0.00

 NET INCOME PER SHARE: DILUTED

 $
 0.00

 $
 0.00

 WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC

 4,792,910,157

 2,288,078,401

 WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: DILUTED

 4,793,010,157

 2,288,178,401

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

 F- 3

 Consolidated Statements
of Changes in Stockholders' Equity

 Stock

 Preferred
 Stock

 Number
 of Shares

 Amount

 Number
 of Shares

 Amount

 Additional
 Paid-in Capital

 Accumulated
 Deficit

 Total
 Equity

 Balance
 – August 31, 2023

 1,285,283,385

 $
 1,285,283

 294,421

 $

 $
 11,993,408

 $
 ( 12,387,998
)

 $
 890,988

 Issuance
 of restricted common shares

 225,000,000

 225,000

 —

 —

 ( 180,000
)

 —

 45,000

 Preferred
 shares series C converted into common shares

 1,056,681,936

 1,056,682

 ( 174,421
)

 ( 175
)

 ( 1,056,507
)

 —

 —

 Preferred
 shares series B cancellation

 —

 —

 ( 20,000
)

 ( 20
)

 —

 —

 shares cancellation

 ( 235,000,000
)

 ( 235,000
)

 —

 —

 235,000

 —

 —

 Repurchase
 of Common shares

 ( 50,699,000
)

 ( 50,699
)

 —

 —

 —

 —

 ( 50,699
)

 Imputed
 Interest

 —

 —

 —

 —

 32,282

 —

 32,282

 Net
 income

 —

 —

 —

 —

 —

 Balance
 – August 31, 2024

 2,281,266,321

 $
 2,281,266

 $

 $
 11,024,203

 $
 ( 11,845,667
)

 $
 1,459,902

 Issuance
 of Common shares for cash

 3,750,000,000

 3,750,000

 —

 —

 ( 3,100,000
)

 —

 650,000

 Issuance
 of Common shares for officer bonus

 2,000,000,000

 2,000,000

 —

 —

 ( 1,600,000
)

 —

 400,000

 Reclassification of warrants

 —

 —

 —

 —

 ( 970,945
)

 —

 ( 970,945
)

 Imputed
 Interest

 —

 —

 —

 —

 —

 Net
 income

 —

 —

 —

 —

 —

 Balance
 – August 31, 2025

 8,031,266,321

 $
 8,031,266

 $

 $
 5,424,278

 $
 ( 10,390,219
)

 $
 3,065,425

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

 F- 4

 Consolidated Statements of Cash
Flows

 Years
 Ended

 August
 31,

 2025

 2024

 CASH
 FLOWS FROM OPERATING ACTIVITIES

 Net
 income

 $

 $

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

 Executive
 salaries paid in stock

 400,000

 —

 Depreciation
 of fixed asset

 1,903

 3,879

 Amortization
 of intangible asset

 1,557,653

 1,660,459

 Loss
 on change in fair value of warrant liabilities

 367,444

 —

 Gain
 from sales of software in progress

 —

 ( 85,000
)

 Imputed
 interest on loan from related parties

 32,282

 Non-cash
 lease expense

 ( 43,824
)

 ( 9,633
)

 Costs
 of copyrights sold

 1,644,893

 119,517

 Changes
 in operating assets and liabilities:

 Accounts
 receivable

 405,164

 ( 624,572
)

 Prepaid
 expenses

 ( 8,508
)

 —

 Purchase
 of intangible assets

 ( 8,170,272
)

 ( 1,440,912
)

 Accounts
 payable and accrued liabilities

 57,118

 ( 93,032
)

 Deferred
 revenue

 ( 57,000
)

 57,000

 Net
 cash (used in) provided by operating activities

 ( 2,318,961
)

 162,319

 CASH
 FLOWS FROM FINANCING ACTIVITIES

 Proceeds
 from (repayment to) related party loan

 1,618,222

 ( 176,500
)

 Proceeds
 from common stock issuances

 650,000

 —

 Repurchase
 of common shares

 —

 ( 38,485
)

 Net
 cash provided by (used in) financing activities

 2,268,222

 ( 214,985
)

 Net
 decrease in cash and cash equivalents

 ( 50,739
)

 ( 52,666
)

 Cash
 and cash equivalents – beginning of year

 64,430

 117,096

 Cash
 and cash equivalents – end of year

 $
 13,691

 $
 64,430

 Supplemental
 Cash Flow Disclosures

 Cash
 paid for interest

 $
 —

 $
 —

 Cash
 paid for income taxes

 $
 —

 $
 —

 Non-Cash
 Investing and Financing Activities:

 Settlement
 of accrued CEO salaries with common stock

 $
 —

 $
 45,000

 Net
 off purchase deposit with loan from related parties for sales of software

 $
 —

 $
 300,000

 Unpaid
 repurchase of common shares

 $
 —

 $
 12,214

 Expenses
 settled by CEO on behalf of the Company

 $
 —

 $
 6,388

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

 F- 5

 NOTE 1 – BUSINESS AND BASIS
OF PRESENTATION

 Business

 AB International Group Corp. (the
"Company") was incorporated under the laws of the State of Nevada on July 29, 2013. The Company is an intellectual property
(IP) investment and licensing company.

 On May 5, 2022, the Company incorporated
AB Cinemas NY, Inc. in New York, NY, for the purpose of operating Mt. Kisco Theatre located in Mount Kisco, NY. The theatre started operations
in October 2022.

 On March 13, 2025, the Company
incorporated AI+ Hubs Corp, a new wholly owned subsidiary pursuant to the Delaware General Corporation law. Through the subsidiary, the
Company primarily engages in the acquisition, distribution, and licensing of copyrights for movies, television series, and short-form
drama series.

 On January 27, 2025, the Company sold
its proprietary broadcasting platform, ABQQ.tv. Subsequently, in March 2025, the Company entered into an arrangement with a third-party
platform to broadcast its movies and television series copyrights.

 The Company continues to generate
revenue primarily from the sale, and licensing (including broadcast and download licensing) of movies and television series, including
short-form drama series. Other sources of revenue include the licensing of its NFT MMM platform, movie theater admissions, advertising
and related food and beverage sales, embedded marketing services, and consulting services.

 Basis of Presentation

 The accompanying consolidated financial
statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP")
and have been consistently applied.

ACCOUNTING POLICIES

 Principles of Consolidation

 The financial statements have been
prepared on a consolidated basis, with the Company's wholly owned subsidiaries, App Board Limited, AB Cinemas NY, Inc and AI+ Hubs
Corp. All intercompany balances and transactions have been eliminated in consolidation.

 Use of Estimates

 The preparation of financial statements
in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions
that affect the reported amounts 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
instruments purchased with an original maturity of three months or less to be cash equivalents.

 F- 6

 Accounts receivable

 Accounts receivable is presented at invoiced amount
net of an allowance for doubtful accounts. The Company maintains an allowance for doubtful accounts for estimated losses. The Company
reviews its accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability
of individual balances. In evaluating the collectability of individual receivable balances, the Company considers many factors, including
the age of the balance, customer's payment history, its current credit-worthiness and current economic trends. Accounts are written
off after efforts at collection prove unsuccessful. No allowance was recorded for the year ended August
31, 2025 and 2024, respectively.

 Foreign Currency Transactions

 The financial risk arises from the
fluctuations in foreign exchange rates and the degrees of volatility in these rates. Currently the Company does not use derivative instruments
to reduce its exposure to foreign currency risk. Gains and losses from translation of foreign currency into U.S. dollars are included
in current results of operations.

 Purchase Deposits

 Purchase
deposits primarily consist of payments made to acquire the copyrights and distribution rights of movies, Television series, short-form
drama series and intellectual property of ufilm, etc. Purchase deposits are classified as either current or non-current based on the
nature and the terms of the respective agreements. These purchase deposits are unsecured and are reviewed periodically to determine whether
their carrying value has become impaired. The allowance is also based on management's best estimate of specific losses on individual
exposures, as well as a provision on historical trends of collections and utilizations. Actual amounts received or utilized may differ
from management's estimate of credit worthiness and the economic environment. Purchase deposits are written off against the allowances
only after exhaustive collection efforts. No allowance was recorded for the year ended
August 31, 2025 and 2024, respectively.

 Property and Equipment, net

 Property, plant and equipment are stated at cost less
accumulated depreciation and amortization. Leasehold improvement is related to the enhancements paid by the Company to leased offices.
Leasehold improvement represents capital expenditures for direct costs of renovation or acquisition and design fees incurred. The amortization
of leasehold improvements commences once the renovation is completed and ready for the Company's intended use.

 The straight-line depreciation method is used to compute
depreciation over the estimated useful lives of the assets, as follows:

 Estimated Useful Life

 Furniture

 7 years

 Appliances

 5 years

 Leasehold improvement

 Lesser of useful life and lease term

 Expenditures for maintenance and repairs, which do
not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments
that substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets retired or
sold are removed from the respective accounts, and any gain or loss is recognized in the consolidated statements of operations in other
income or expenses.

 F- 7

 Intangible Assets

 Intangible assets are recorded at
the lower of cost or estimated fair value and amortized as follows:

 •

 Copyrights and broadcast rights: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years

 •

 NFT MMM platform: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years

 Amortized costs of the intangible
asset are recorded as amortization expenses in the consolidated statements of operations.

 Lease property under operating
lease

 The Company adopted ASU No. 2016-02—Leases (Topic
842) since June 1, 2019, using a modified retrospective transition method permitted under ASU No. 2018-11. This transition approach provides
a method for recording existing leases only at the date of adoption and does not require previously reported balances to be adjusted.
In addition, the Company elected the package of practical expedients permitted under the transition guidance within the new standard,
which among other things, allowed us to carry forward the historical lease classification. Adoption of the new standard resulted in the
recording of additional lease assets and lease liabilities on the consolidated balance sheets. The standard did not materially impact
the Company's consolidated net earnings and cash flows.

 Impairment of Long-lived asset

 The Company evaluates
its long-lived assets or asset group, including intangible assets with indefinite and finite lives, for impairment. Intangible assets
with indefinite lives that are not subject to amortization are tested for impairment at least annually or more frequently if events or
changes in circumstances indicate that the assets might be impaired in accordance with ASC 350. Such impairment test compares the fair
values of assets with their carrying values with an impairment loss recognized when the carrying values exceed fair values. For long-lived
assets and intangible assets with finite lives that are subject to depreciation and amortization are tested for impairment whenever events
or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets)
indicate that the carrying amount of an asset or a group of long-lived assets may not be recoverable. When these events occur, the Company
evaluates impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the
use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount
of the assets, the Company would recognize an impairment loss based on the excess of the carrying amount of the asset group over its fair
value. Impairment losses are included in the general and administrative expense. There was no impairment loss during the year ended August
31, 2025 and 2024, respectively.

 Revenue Recognition

 The Company adopted ASC
Topic 606, "Revenue from Contracts with Customers", using the modified retrospective approach. ASC 606 establishes
principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity's
contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer
of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for
those goods or services recognized as performance obligations are satisfied.

 F- 8

 Revenue Recognition (continued)

 To determine revenue recognition for contracts with
customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance obligations
in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant
future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract,
and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 The Company derives its revenues primarily from the
following sources:

 Revenue from selling
copyrights of movies or television series:

 Revenue from the sale
of copyrights for movies or television series is recognized at a point in time when control of the intellectual property transfers to
the customer. Control is considered transferred upon delivery of the master copy and completion of all requisite authorization procedures,
as this is the point at which the customer has the legal right to direct the use of, and obtain substantially all of the remaining benefits
from the copyright. Contracts are generally fixed-price arrangements without cancellation or refund provisions.

from licensing NFT MMM platform:

from NFT MMM platform licensing is recognized over time on a straight-line basis over the contractual license term, typically one or
two years. The Company determined that the license provides customers the access to the platform and its data through both mobile and
web interfaces for the license period, as the customer simultaneously receives and consumes the benefits provided by the Company's performance.
The arrangements are non-cancelable and non-refundable with fixed consideration.

 Revenue from
movie theater admissions and food and beverage sales:

from movie theater admissions is recognized at a point in time when the movie is exhibited to customers, as this is when the performance
obligation is satisfied. Food and beverage revenue is recognized at a point in time when customers take possession of the items. Revenue
from gift card and exchange ticket sales is deferred until redemption occurs or upon estimation of breakage income for gift cards with
a remote likelihood of redemption.

from embedded marketing service:

 The Company
earns revenue from embedded marketing services by incorporating advertisements into movies, television series or short-form drama series.
Revenue is recognized at a point in time when the advertisement has been integrated into the media content and customer approval, as
the customer can then direct the use of and obtain substantially all future economic benefits from the customized media content.

from consulting services:

 The Company
derives revenue from providing consulting services related to software development, corporate restructuring and strategic advisory. The
Company also provides AI-based solutions and project oversight services that enhance content market accuracy, personalization, and advertising
monetization for short drama platforms. Revenue from consulting services is recognized over time as the related services are performed,
consistent with the continuous transfer of benefits to the customer.

 F- 9

 AB
INTERNATIONAL GROUP CORP.

 Revenue Recognition (continued)

 Revenue from advertising services
in theaters

 The Company generates advertising
revenue from displaying commercials on theater screens prior to movie exhibitions. Revenue is recognized at a point in time when the advertisement
is exhibited on screen to the audience.

 Revenue from broadcast and download
licensing

 The Company grants non-exclusive, time-based licenses
that allow customers to broadcast or provide download service of its films and television series, primarily short-form drama series, on
their web or cloud-based platforms. License fees are charged per movie or per drama series based on the authorized period, typically on
a monthly basis, and are not linked to user activity or download volume. The customer obtains a right to access the content during the
license term. The Company satisfies its performance obligation by making the licensed content available to the customer and maintaining
that accessibility throughout the license term. Accordingly, revenue is recognized over time on a straight-line basis throughout the license
period.

 Contract Assets and Liabilities

 Payment terms are established on the Company's
pre-established credit requirements based upon an evaluation of customers' credit quality. Contact assets are recognized for in
related accounts receivable. Contract liabilities are recognized for contracts where payment has been received in advance of delivery.
The contract liability balance can vary significantly depending on the timing of when an order is placed and when shipment or delivery
occurs.

 As of August 31, 2025 and 2024, other than accounts
receivable, the Company had no material
contract assets, contract liabilities or deferred contract costs recorded on its consolidated balance sheets.

 Disaggregation of revenue

 The Company disaggregates its revenue from contracts
by revenue streams, as the Company believes it best depicts how the nature, amount, timing and uncertainty of the revenue and cash flows
are affected by economic factors.

 The following table presents sales by revenue streams
for the years ended August 31, 2025 and 2024, respectively:

 Theater admissions

 $
 187,620

 $
 276,428

 Food and beverage sales

 78,512

 128,512

 Theater advertisement

 24,928

 27,072

 Theater revenue

 291,060

 432,012

 Licensing for broadcast and download

 1,599,920

 —

 Licensing for NFT platform

 435,000

 570,000

 Embedded marketing service

 1,298,283

 507,508

 Consulting services

 270,000

 354,147

 Service revenue

 3,603,203

 1,431,655

 Copyrights sales

 2,474,300

 1,436,800

 Total revenue

 $
 6,368,563

 $
 3,300,467

 F- 10

 Fair Value of Financial Instruments

 ASC 820, "Fair Value Measurements"
(ASC 820) and ASC 825, "Financial Instruments" (ASC 825), requires an entity to maximize the use of observable inputs and
minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent,
objective evidence surrounding the inputs used to measure fair value. A financial instrument's categorization within the fair value
hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three
levels that may be used to measure fair value:

 Level 1 – Level 1 applies to
assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

 Level 2 – Level 2 applies to
assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted
prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient
volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can
be derived principally from, or corroborated by, observable market data.

 Level 3 – Level 3 applies to
assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of
the fair value of the assets or liabilities.

 ASC 820 describes three main approaches
to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach
uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities.
The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on
the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently
be required to replace an asset.

 The carrying values of cash, accounts
receivable, accounts payable, and accrued liabilities approximate fair value due to their short-term nature.

 No liabilities measured
at fair value on a recurring basis as of August 31, 2025 and 2024, respectively.

 Basic and Diluted Earnings (Loss)
Per Share

 The Company computes earnings per share ("EPS")
in accordance with ASC 260, "Earnings per Share" ("ASC 260"). ASC 260 requires companies with complex capital
structures to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares
outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares (e.g., convertible
securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later.
Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are
excluded from the calculation of diluted EPS. No warrants were included in the diluted income per share as they would be anti-dilutive.
Preferred stocks were included in the diluted earnings per share as they would be dilutive.

 August
 31, 2025

 August
 31, 2024

 Net Income

 $

 $

 Weighted Average Number of Shares Outstanding: Basic

 4,792,910,157

 2,288,078,401

 Basic EPS

 0.00

 0.00

 Net Income

 $

 $

 Weighted Average Number of Shares Outstanding: Basic

 4,792,910,157

 2,288,078,401

 Add: Preferred shares A

 Weighted Average Number of Shares Outstanding: Diluted

 4,793,010,157

 2,288,178,401

 Diluted EPS

 0.00

 0.00

 F- 11

 AB INTERNATIONAL GROUP
CORP.

 Reclassification

 Certain prior period amounts of
revenue in consolidated statements of operations and purchase of intangible assets in consolidated statements of cash flows have been
reclassified to conform to the current period presentation.

 Warrants

 Warrants
are classified as equity and the proceeds from issuing warrants in conjunction with convertible notes are allocated based on the relative
fair values of the base instrument of convertible notes and the warrants by following the guidance of ASC 470-20-25-2.

 Proceeds from the sale of a debt instrument
with stock purchase warrants (detachable call options) shall be allocated to the two elements based on the relative fair values of the
debt instrument without the warrants and of the warrants themselves at time of issuance. The portion of the proceeds so allocated to the
warrants shall be accounted for as paid-in capital. The remainder of the proceeds shall be allocated to the debt instrument portion of
the transaction. This usually results in a discount (or, occasionally, a reduced premium), which shall be accounted for as interest expense
under Topic 835 Interest.

 Income Taxes

 The Company accounts for current income taxes in accordance
with the laws of the relevant tax authorities. Income taxes are accounted for using the asset and liability approach. Under this approach,
income tax expense is recognized for the amount of taxes payable or refundable for the current year. Deferred income taxes assets and
liabilities are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts
in the consolidated financial statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets
and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period including the enactment
date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 The Company records uncertain tax positions in accordance
with ASC 740 on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that the tax positions
will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not
recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon
ultimate settlement with the related tax authority.

 Share-Based Compensation

 The Company follows the provisions of ASC 718, "Compensation
- Stock Compensation," which establishes the accounting for employee share-based awards. For employee share-based awards, share-based
compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense with graded vesting
on a straight-line basis over the requisite service period for the entire award.

 Segment reporting

 The Company follows ASU No.
2023-07, "Segment Reporting (Topic 280)", which improves the disclosures about a public entity's reportable segments
and address requests from investors for more detailed information about a reportable segment's expenses.

 F- 12

 Recent Accounting Pronouncements

 In November 2024, the FASB issued ASU 2024-03,
"Income Statement — Reporting Comprehensive Income (Subtopic 220-40): Disaggregation of Income Statement Expenses."
This pronouncement introduces new disclosure requirements aimed at enhancing transparency in financial reporting by requiring disaggregation
of specific income statement expense captions. Under the new guidance, entities are required to disclose a breakdown of certain expense
categories, such as: employee compensation; depreciation; amortization, and other material components. The disaggregated information can
be presented either on the face of the income statement or in the notes to the financial statements, often using a tabular format. The
amendments in this Update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods
within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. In January 2025, the FASB issued
ASU 2025-01, which revises the effective date of ASU 2024-03 (on disclosures about disaggregation of income statement expenses)
"to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15,
2026, and interim periods within annual reporting periods beginning after December 15, 2027." Entities within the ASU's
scope are permitted to early adopt the ASU. The Company is currently evaluating the impact of this standard on its financial statement
disclosures.

 In May 2025, the FASB issued ASU 2025-03, Business
Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest
Entity. ASU 2025-03 clarifies the guidance to determine the accounting acquirer in a business combination that is effected primarily by
exchanging equity interests, when the legal acquiree is a variable interest entity ("VIE") that meets the definition of a
business. ASU 2025-03 requires entities to consider the same factors in ASC 805, Business Combinations, required for determining which
entity is the accounting acquirer in other acquisition transactions. ASU 2025-03 is effective for the Company's annual reporting
periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, with early adoption permitted.
ASU 2025-03 is required to be applied on a prospective basis to any acquisition transaction that occurs after the initial application
date. The Company does not expect a material effect on its consolidated financial statements upon adoption.

 In May 2025, the FASB issued ASU 2025-04, Compensation—Stock
Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606). ASU 2025-04 revises the definition of the term performance
condition for share-based consideration payable to a customer to incorporate conditions that are based on the volume or monetary amount
of a customer's purchases or potential purchases. ASU 2025-04 also eliminates the policy election to account for forfeitures as
they occur for awards with service conditions. ASU 2025-04 also clarifies that ASC 606 variable consideration guidance does not apply
to share-based payments to customers; instead, vesting probability should be assessed solely under ASC 718, Compensation—Stock Compensation.
ASU 2025-04 is effective for the Company's annual reporting periods beginning after December 15, 2026, and interim reporting periods
within those annual reporting periods, with early adoption permitted. ASU 2025-04 may be applied on either a modified retrospective basis
or on a retrospective basis. The Company is currently assessing the impact this standard will have on the Company's Consolidated
Financial Statements.

 F- 13

 Recent Accounting Pronouncements (continued)

 In July 2025, the Financial Accounting Standards Board
("FASB") issued Accounting Standards Update ("ASU") 2025-05, Measurement of Credit Losses for Accounts Receivable
and Contract Assets. ASU 2025-05 amends ASC 326, Financial Instruments—Credit Losses, and introduces a practical expedient
available for all entities and an accounting policy election available for all entities, other than public business entities, that elect
the practical expedient. These changes apply to the estimation of expected credit losses for current accounts receivable and current contract
assets arising from transactions accounted for under ASC 606, Revenue Recognition. Under the practical expedient, entities may assume
that current conditions as of the balance sheet date remain unchanged for the remaining life of the asset when developing reasonable and
supportable forecasts. This simplifies the estimation process for short-term financial assets. ASU 2025-05 is effective for the Company's
annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods, with
early adoption permitted. ASU 2025-05 should be applied on a prospective basis. The Company does not expect a material effect on
its consolidated financial statements upon adoption.

 In August 2025, the Financial Accounting Standards
Board ("FASB") issued ASU 2025-06, Intangibles - Goodwill and Other (Topic 350) — Internal-Use Software (Subtopic 350-40):
Targeted Improvements. This update provides clarifications and targeted improvements to the accounting for internal-use software, including
enhanced guidance on the identification of software development activities, capitalization of implementation costs, and accounting for
subsequent upgrades and maintenance. ASU 2025-06 is effective for fiscal years beginning after December 15, 2026, including interim periods
within those fiscal years, with early adoption permitted. The Company does not expect a material effect on its consolidated financial
statements upon adoption.

 Except for the above-mentioned pronouncements,
there are no new recently issued accounting standards that will have a material impact on the balance sheets, statements of operations
and comprehensive income and cash flows.

 F- 14

 NOTE 3 – GOING CONCERN

 The accompanying consolidated financial
statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets
and the discharge of liabilities in the normal course of business for the foreseeable future.

 As of August 31,
2025, the Company had limited cash, an accumulated deficit of approximately $ 10.4 million and a working capital deficit of approximately $ 3.3 million. For the year ended August 31, 2025, the Company had negative cash flow of approximately $ 2.3 million from its operations. The continuation of the Company as a going concern is dependent upon
the continued financial support from its stockholders or external financing and achieving operating profits. These
factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. These consolidated
financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of
assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties.

 The future operations of the Company
depend on its ability to realize forecasted revenues, achieve profitable operations, and depend on whether or not the Company could obtain
continued financial support from its stockholders or external financing. Management believes the existing stockholders will continue
to provide additional cash to meet the Company's obligations as they become due. The Company also intends to fund operations through
cash flow generated from the operations, including the expected copyrights sales and other revenue streams, equity financing, debt borrowings,
and additional equity financing from outside investors, to ensure sufficient working capital. However, no assurance can be given that
additional financing, if required, would be available on favorable terms or at all. If we are not able to secure additional funding,
the implementation of our business plan will be impaired.

 Management believes that the actions
presently being taken to obtain additional funding and implement its strategic plan provide the opportunity for the Company to continue
as a going concern.

 NOTE 4 – PROPERTY AND EQUIPMENT

 The Company capitalized the renovation
cost as leasehold improvement and the cost of furniture and appliances as fixed asset. Leasehold improvement relates to renovation and
upgrade of the leased office.

 The depreciation expense
was $ 1,903 and $ 3,879 for the years ended August 31, 2025 and 2024, respectively.

 As of August 31,
2025 and 2024, the balance of property and equipment was as follows:

 Leasehold improvement

 $
 146,304

 $
 146,304

 Appliances and furniture

 25,974

 25,974

 Total cost

 172,278

 172,278

 Accumulated depreciation

 ( 169,806
)

 ( 167,903
)

 Property and equipment, net

 $
 2,472

 $
 4,375

 F- 15

 NOTE 5 – INTANGIBLE ASSETS

 As of August 31,
2025 and 2024, the balance of intangible assets was as follows:

 Movie copyrights and broadcast right

 $
 5,893,783

 $
 8,310,331

 Television series

 1,193,074

 935,000

 Short form drama series

 5,413,923

 —

 NFT MMM platform

 280,000

 280,000

 Total cost

 12,780,780

 9,525,331

 Accumulated amortization

 ( 8,008,356
)

 ( 9,154,407
)

 Intangible assets, net

 $
 4,772,424

 $
 370,924

 The amortization expense
for the years ended August 31, 2025 and 2024 was $ 1,557,653 and $ 1,660,459, respectively. Estimated
future amortization expense is as follows:

 Twelve months ending August 31,

 Amortization expense

 2026

 $

 2,976,493

 2027

 1,795,931

 Total

 $

 4,772,424

 F- 16

 NOTE 5 – INTANGIBLE ASSETS
(continued)

 On August 6, 2022, the Company licensed its NFT MMM
platform to a third party, Anyone Pictures Limited, granting access to the platform and related data through both the mobile application
and website for one year beginning August 20, 2022, at a monthly license fee of $ 60,000.
Following a license renewal on November 1, 2023, the Company continued licensing the NFT MMM platform from November 1, 2023 through October
31, 2025, at a monthly license fee of $ 57,000;
however, the agreement was terminated on January 31, 2025. On February 21, 2025, the Company entered into a stock purchase agreement
with Anyone Pictures Limited, which subsequently became a related party due to its shareholding. On June 1, 2025, the Company renewed
the license, granting Anyone Pictures Limited access to the platform from June 1, 2025 through May 31, 2026, at a monthly license fee
of $50,000. The Company retains ownership and all copyrights to the NFT MMM platform, including the mobile application "NFT MMM"
and the website starestnet.io. For the years ended August 31, 2025 and 2024, the Company recognized license revenue of $ 435,000 and $ 570,000,
respectively (see Note 8).

 During the year ended August 31, 2024, the Company
entered into several copyright acquisition agreements with All In One Media Ltd. On September 10, 2023, the Company acquired the copyrights
for four movies for a total purchase price of $ 104,714, allowing the Company to distribute the films outside Mainland China. On November
27, 2023, the Company further acquired the Mainland China copyrights for the same four movies for an additional purchase price of $ 378,513.
On September 30, 2023, the Company entered into another agreement to acquire the copyrights and global broadcast rights for two movies
for a total purchase price of $ 212,562. On August 13, 2024, the Company entered into another agreement to acquire the copyrights and
global broadcast rights for two additional movies for a total purchase price of $ 580,000.

 During the year ended August 31, 2024, in November
2023, the Company entered into an agreement with Anyone Pictures Limited to sell the Mainland China copyrights of one movie for $ 180,000
and the offline broadcast rights of another movie for $ 211,800. The granted broadcast rights are globally exclusive, except for Mainland
China.

 During the year ended August 31, 2024, on November
21, 2023, the Company entered into an agreement with Capitalive Holdings Limited to sell the offline broadcast rights of one movie for
 $ 140,000. The granted broadcast rights are globally exclusive, except for Mainland China.

 During the year ended August 31, 2024, on July
27, 2024, the Company has entered into an agreement with Anyone Pictures Limited to sell the mainland China copyrights of 3 movies for $ 800,000.

 On August 5, 2024, the Company has entered into
an agreement with Zestv Studios Limited to sell its offline broadcast rights of one movie for $ 105,000. The granted offline broadcast
rights are globally exclusive, with the exception of Mainland China and United States. (See Note 8)

 During the year ended August 31, 2024, the total
sale amount of intangible assets was $ 1,436,800 and the total purchased amount of intangible assets was 695,789.

 During the year ended August 31, 2025, on September
30, 2024, the Company entered into an agreement with Capitalive Holdings Limited to sell the offline broadcast rights of two movies for
 $ 55,000. The granted broadcast rights are globally exclusive, except for Mainland China.

 During the year ended August 31, 2025, on September
30, 2024, the Company entered into an agreement with All In One Media Ltd. to acquire the copyrights and broadcast rights for one movie
for a total purchase price of $ 360,000. The acquired rights allow the Company to broadcast the movie globally. On October 21, 2024, the
Company entered into an agreement with Anyone Pictures Limited, a related party, to sell the broadcast rights for the same movie for
 $ 228,000. The granted broadcast rights are exclusive to Mainland China (see Note 8).

received the copyright and broadcast right for three movies from All In One Media Ltd for $ 800,000. The copyright allows the Company
to broadcast globally.

 F- 17

 NOTE 5 – INTANGIBLE ASSETS
(continued)

also received the copyright and broadcast right of 20-episode TV drama and 10-episode TV drama from Stareastnet Portal Limited for $ 310,123
and $ 120,000, respectively. The movie copyright allows the Company to broadcast globally and the TV drama copyright allows the Company
to broadcast globally with the exception of Mainland China.

entered into an agreement with Capitalive Holdings Limited to sell the ABQQ.TV website and the copyrights of 59 movies for $ 275,000.
The copyrights are globally exclusive, with the exception of Mainland China.

entered into an agreement with Anyone Pictures Limited, a related party, to sell the broadcast rights of four movies for $ 300,000. The
granted broadcast rights are exclusive to Mainland China. (see Note 8).

acquired from All In One Media Ltd. the copyrights and broadcast rights for one movie and 1,151 series and 195 series and 751 series
of TV drama, for a price of $ 600,000, $ 3,455,000, $ 262,500, and $ 676,000, respectively. The movie rights permit global broadcast, while
the TV drama rights allow global broadcast excluding Mainland China.

also acquired from Guangdong Huanshi Film Industry Co., Ltd. the copyrights and broadcast rights of 20 series, 360 series and 100 series
of TV drama, for a price of $ 57,016, $ 913,671, and $ 49,736, respectively. These copyrights allow the Company to broadcast globally, except
for Mainland China. In addition, the Company sold the broadcast rights of one movie to Guangdong Honor Film Co., Ltd. for $ 209,200, granting
Mainland China exclusive rights.

entered into an agreement with Capitalive Holdings Limited to sell the offline broadcast rights of five movies for $ 201,100 and three
movies for $ 440,000, respectively. The granted rights are globally, except for Mainland China.

entered into an agreement with Anyone Pictures Limited, a related party, to sell the broadcast rights of one movie for $ 356,000. The
granted broadcast rights are Mainland China exclusive. The Company also entered into an agreement with Anyone Pictures Limited to sell
the copyright of two series of TV dramas for $ 410,000. The TV drama copyright allows the Company to broadcast globally, except for Mainland
China. (See Note 8)

entered into an agreement with Capitalive Holdings Limited to grant non-exclusive, time-based licenses allowing the customer to broadcast
the Company's films and television series, primarily short-form drama series. License fees are charged per movie or per drama series
per month. The Company received total broadcast licensing fees of $ 988,920 from Capitalive Holdings Limited during the year ended August
31, 2025.

also licensed the download rights to Guangdong Dangliang Film Co., Ltd. to download the Company's film through the cloud-based
platforms. The licensed rights exclude Mainland China. License fees are charged per movie based on the authorized period, typically monthly
or annually, and are not linked to user activity or download volume. The Company received total download licensing fees of $ 611,000 from
Guangdong Dangliang Film Co., Ltd. during the year ended August 31, 2025.

 During the year ended August 31, 2025, the total
sale amount of intangible assets was $ 2,474,300 and the total purchased amount of intangible assets was $ 7,604,046.

 F- 18

 NOTE
6 – LEASES

 In September 2023, the Company entered into a
 one month lease with a third party for an office space in Hong Kong, incurring a monthly rent of $ 766. The lease was terminated on
November 30, 2023.

 On October 21, 2021, the Company signed a lease agreement
to lease "the Mt. Kisco Theatre", a movie theater, for five years plus the free rent period which commences four months from
the lease commencement date. The theater consists of approximately 8,375 square feet, and the total monthly rent is $ 14,366 for the first
two years, and $ 20,648 from the third year including real estate related taxes and landlord's insurance.

 On January 31, 2024, the end of the initial two-year
rental period, the landlord agreed to continue to receive $ 14,366 from February 2024 to August 2025. The reduced rental payments are accounted
for as a rent concession and recognized in general and administrative expenses.

 Total lease expense for the years ended August 31,
2025 and 2024 was $ 128,572 and $ 163,529, respectively. All leases are on a fixed payment basis. The Company's lease agreements do
not contain any material residual value guarantees or material restrictive covenants.

 The following is a schedule of maturities of lease
liabilities:

 Twelve months ending August 31,

 2026

 $

 255,412

 2027

 107,276

 Total future minimum lease payments

 362,688

 Less: imputed interest

 ( 1,805

)

 Total

 $

 360,883

 F- 19

 NOTE 7 – PURCHASE DEPOSITS
FOR INTANGIBLE ASSETS

 The balance of purchase deposits for intangible assets,
which relates to the acquisitions of copyrights and broadcast rights for movies, TV dramas, and software was as follows:

 Purchase deposit for copyright and broadcast right for movies and series

 $
 1,011,349

 $
 745,123

 Purchase deposit for intellectual property of ufilm

 300,000

 —

 Total purchase deposits for intangible assets

 $
 1,311,349

 $
 745,123

 On February 23, 2024, the Company
entered into an agreement to acquire the copyrights and broadcast rights of a movie and paid a purchase deposit of $ 300,000. On June 5,
2024, the Company entered into an agreement to acquire the copyrights and broadcast rights of a television drama series and paid a purchase
deposit of $ 155,123. On August 13, 2024, the Company entered into an agreement to acquire the copyrights and broadcasting rights of two
movies and paid a purchase deposit of $ 290,000. As of August 31, 2024, total purchase deposits for intangible assets amounted to $ 745,123.

 On March 27, 2025, the Company entered
into an agreement to acquire the copyrights and broadcast rights of 1,500 episodes of short form drama series. The granted broadcasting
rights are exclusive to Mainland China. As of August 31, 2025, the Company had paid purchase deposits of $ 1,011,349
towards this acquisition. The company received these short form drama series in September 2025.

 In May 2025, the Company entered
into an agreement to acquire a license to the intellectual property ("IP") of ufilm from AIHUB Releasing, Inc. for total
consideration of $ 2,000,000. The original settlement terms required a payment of $ 500,000 in cash within 10 days of the agreement date,
with the remaining $ 1,500,000 payable within 10 days following the successful completion of related SaaS system testing. On June 2, 2025,
the parties mutually agreed to amend the agreement, under which the Company fully settled the purchase consideration by transferring
its NFT MMM intellectual property to AIHUB Releasing, Inc. Subsequently, on July 12, 2025, the parties further amended the agreement.
Under the revised terms, the Company agreed to acquire all rights to the ufilm AI IP from AIHUB Releasing, Inc. for a cash consideration
of $ 300,000, replacing the previously agreed transfer of the Company's NFT MMM IP. As of August 31, 2025, the Company had paid
purchase deposits of full purchase price totaling $ 300,000. The asset has not yet been delivered and are currently undergoing third-party
testing. It is expected to be delivered in late December 2025.

 F- 20

 NOTE 8 – RELATED PARTY
TRANSACTIONS

 Related party loans and line of
credit agreements

 In support of the Company's
operations and cash requirements, the Company may rely on advances from stockholders until such time that it can sustain its operations
or obtain adequate financing through equity sales or traditional debt financing.

 Mr. Chiyuan Deng, the Chief Executive
Officer

 On June 1, 2023, Mr. Chiyuan Deng,
the Company's Chief Executive Officer and a stockholder, entered into a line of credit agreement with the Company. Under the agreement,
Mr. Deng agreed to provide a line of credit of up to $ 1,500,000, which included the existing shareholder loan balance of $ 697,281. The
line of credit is non-interest bearing and due on demand.

 For the year ended August 31, 2025,
Mr. Deng provided additional loans totaling $ 4,324,644 to meet the Company's working capital needs. As of August 31, 2025, the
Company had repaid $ 3,895,788. For the year ended August 31, 2024, Chiyuan Deng provided additional loans totaling $ 794,865 for
its working capital needs. As of August 31, 2024, the Company has repaid $ 971,365. The loans are non-interest bearing and due
on demand. The Company recognized imputed interest at 5 % per annum on the outstanding balances as of August 31, 2025 and 2024. As of
August 31, 2025 and 2024, the outstanding loan balances due to Mr. Deng were $ 622,030 and $ 193,174, respectively.

 Anyone Pictures Limited

 On March 1, 2025, the Company entered
into a line of credit agreement with Anyone Pictures Limited, a related party, for up to $ 2,000,000. The loan is non-interest bearing
and due on demand. During the year ended August 31, 2025, Anyone Pictures Limited advanced $ 2,473,601 to the Company for working capital
purposes, of which $ 1,284,235 was repaid as of August 31, 2025. The Company recognized imputed interest at 5 % per annum on the outstanding
balances as of August 31, 2025. As of August 31, 2025, the outstanding loan balances due to Anyone Pictures Limited were $ 1,189,366.

 Share issuance – related
party - Anyone Pictures Limited

 On February 21, 2025, the Company
entered into a stock purchase agreement with Anyone Pictures Limited. Under the terms of the agreement, the Company issued 2,000,000,000
shares of its common stock at a value of $ 0.00015 per share, for total gross proceeds of $ 300,000.

 On May 15, 2025, the Company entered
into another stock purchase agreement with Anyone Pictures Limited. Pursuant to this agreement, the Company issued 1,750,000,000 shares
of its common stock at a value of $ 0.0002 per share, for total gross proceeds of $ 350,000. Following the issuance, Anyone Pictures Limited
held approximately 47 % of the Company's total outstanding common stock.

 F- 21

 NOTE 8 – RELATED PARTY
TRANSACTIONS (continued)

 Revenue and accounts receivable
- related party - Anyone Pictures Limited

 For the year ended August 31, 2025,
the Company sold broadcast rights of six movies and two television series to Anyone Pictures Limited, a related party, for total consideration
of $ 1,294,000. The Company also recognized a license revenue of $ 435,000 for granting Anyone Pictures Limited access to the NFT MMM platform.
In addition, the Company recognized consulting service revenue of $ 270,000 from Anyone Pictures Limited related to AI-based solutions
and project oversight services designed to enhance short drama market accuracy, personalization, and advertising monetization.

 As of August 31, 2025, the Company
had no outstanding accounts receivable from Anyone Pictures Limited.

 Revenue and accounts
receivable - related party - Zestv Studios Limited

 On August 5, 2024, the Company has entered into an
agreement with Zestv Studios Limited to license its offline broadcast rights of 1 movie for $ 105,000. The granted offline
broadcast rights are globally exclusive, with the exception of Mainland China and United States.

 As of August 31, 2025
and 2024, the Company had no outstanding accounts receivable from Zestv Studios Limited.

 Accounts payable and accrued liabilities –
related party - Zestv Studios Limited

 On November 28, 2023, the Company sold the software-in-progress
to the Developer for $ 385,000.
Zestv Studios Limited collected the payment on behalf of the Company. The payment of $ 385,000 reduced
the loan from related parties as of November 30, 2023.

 During the year ended August 31, 2024, Zestv Studios
Limited has settled operating expenses of $ 154,942 on behalf of the Company. The amount paid by Zestv Studios Limited was fully settled
as of August 31, 2024.

 As of August 31, 2025 and 2024, the Company had $ 0
payable to Zestv Studios Limited.

 Executives' salaries

 On September 11, 2020
and May 24, 2022, the Company entered into two amended employment agreements with Mr. Chiyuan Deng, the Chief Executive Officer. Pursuant
the amended agreements, the Company amended the compensation to Mr. Deng to include a salary of $ 180,000 annually, a reduction
in common stock received under his initial employment agreement, a potential for a bonus in cash or shares, and the issuance of 100,000 shares
of Series A Preferred Stock at par value $ 0.001. Mr. Deng returned 266,667 shares of common
stock to the Company that he had received under his initial employment agreement. Mr. Deng elected to
forgo his salaries effective from October 2023.

 On February 14, 2025, the Company approved compensation
of $ 99,000 to Mr. Deng for the three months ended February 28, 2025 and the issuance up to 2.5 billion shares of common stock. On March
14, 2025, the Company issued 2,000,000,000 shares of common stock to Mr. Deng, valued at market price of $ 0.0002 per share, for total
consideration of $ 400,000.

 For the year ended August
31, 2025, the Company incurred total compensation expense of $ 499,000 related to Mr. Deng, the Chief Executive Officer. For
the year ended August 31, 2024, total compensation to Mr. Deng was $ 15,049.

 NOTE 9 – STOCKHOLDERS'
EQUITY

 Common shares

 The Company had the following activities
for the year ended August 31, 2025:

 Issuance of common shares

 On February 21, 2025, the Company
entered into a stock purchase agreement with Anyone Pictures Limited. Under the terms of this agreement, the Company issued 2,000,000,000
shares of the Company's common stock at a value of $ 0.00015 per share for gross proceeds of $ 300,000 (See Note 8).

 On March 14, 2025, the Company issued
 2,000,000,000 shares of the Company's common stock valued at market price of $ 0.0002 per share for a total amount of $ 400,000 to
Mr. Chiyuan Deng, the Chief Executive Office. (See Note 8).

 On May 15, 2025, the Company entered
into another stock purchase agreement with Anyone Pictures Limited. Under the terms of this agreement, the Company issued 1,750,000,000
shares of the Company's common stock at a value of $ 0.0002 per share for total gross proceeds of $ 350,000 (See Note 8).

 F- 22

 NOTE 9 – STOCKHOLDERS'
EQUITY (continued)

 Common shares (continued)

 The Company had the following
activities during the year ended August 31, 2024:

 Issuance of restricted common shares

 On October 5, 2023, the Board of Directors
resolved to issue 225,000,000 shares of the Company's restricted common stock, par value $ 0.001 per share, to Mr. Chiyuan Deng,
the Chief Executive Officer, as settlement of his accrued executive salaries totaling $ 45,000.

 Conversion of Series C preferred
shares to common shares

 During the year ended August 31, 2024,
the Company issued total 1,056,681,936 common shares as the result of the conversion of total 174,421 Series C preferred shares.

 Reverse Stock split

 On June 12, 2023, the Board of Directors
approved a reverse split for the Company's issued and outstanding common stock, at a ratio of 1 share for every 10,000 shares, contingent
upon receiving a market effectiveness date from FINRA. On September 8, 2023, however, the Board of Directors voted to cancel the proposed
1-for-10,000 reverse split, determining that it would not be in the best interest of the stockholders or the Company.

 On April 22, 2024, the Board of Directors
approved another reverse split of the Company's issued and outstanding common stock, at a ratio of 1-for-2,000, also contingent
upon FINRA approval. On August 19, 2024, the Board of Directors voted to cancel the planned 1-for-2,000 reverse split, concluding that
proceeding with the action would not serve the best interests of the stockholders or the Company.

 On June 5, 2025, the Company obtained
the written consent of majority stockholders to grant discretionary authority to the Board of Directors of the Company, at any time
or times for a period of 12 months after the date of the written consent, to adopt an amendment to the articles of incorporation to effect
a reverse split of the issued and outstanding common stock within a range of 1-for-2,000 to 1-for-20,000. The exact ratio to be determined
by the Board at a later date and is contingent upon receiving a market effectiveness date from FINRA.

 Cancellation of Common shares

 On February 5, 2024, the Board of
Directors authorized the cancellation of 235,000,000 shares of the Company's common stock.

 Repurchase of common shares

 On July 20, 2024, the Board of Directors
approved the repurchase of 50,699,000
shares of the Company's common stock from several shareholders for an aggregate purchase price of $ 50,699,
or $ 0.001 per
share. The repurchased shares are subsequently cancelled on August 26, 2024. The purchase price was settled in tranches. As of August
31, 2024, $ 38,485
of the purchase price has been paid. The remaining amount was settled in November 2024.

 F- 23

 NOTE 9 – STOCKHOLDERS'
EQUITY (continued)

 Subscription of Common shares

 On June 13, 2024, the Company entered
into a Common Stock Purchase Agreement with Alumni Capital LP ("Alumni Capital"), a Delaware limited partnership. Pursuant
to the Purchase Agreement, the Company has the right, but not the obligation to cause Alumni Capital to purchase up to $ 5 million of our
common stock at the Investment Amount during the period beginning on the execution date of the Purchase Agreement and ending on the earlier
of (i) the date on which Alumni Capital has purchased $5 million of our common stock shares pursuant to the Purchase Agreement or (ii)
June 30, 2025.

 Pursuant to the Purchase Agreement,
the Investment Amount means seventy percent (70%) of the lowest daily Volume Weighted Average Price ("VWAP") of the Common
Stock five business days prior to the Closing of a Purchase Notice. No Purchase Notice will be made without an effective registration
statement and no Purchase Notice will be in an amount greater than (i) $250,000 or (ii) three hundred percent (300%) of the Average Daily
Trading Volume during the five business days prior to a Purchase Notice.

 The Purchase Agreement provides that
 the number of our common stock shares to be sold to Alumni Capital will not exceed the number of shares that, when aggregated together
with all other shares of our common stock which the investor is deemed to beneficially own, would result in the investor owning more than
4.99% of our outstanding common stock. The percentage may be increased to no more than 9.99% upon notice under the Purchase Agreement.

 The Purchase Agreement contains certain
representations, warranties, covenants and events of default. The Closing occurred following the satisfaction of customary closing conditions.

 As of June 30,2025, the agreement
was expired and Alumni Capital LP did not purchase any shares.

 As of August 31, 2025 and 2024,
the Company had 8,031,266,321 and 2,281,266,321
shares of common stock issued and outstanding, respectively.

 Preferred shares

 The Company had no preferred share
activities during the year ended August 31, 2025.

 The Company had the following preferred
share activities during the year ended August 31, 2024:

 During the year ended August 31, 2024,
the Company converted a total 174,421 Series C preferred shares into common shares.

 On November 30, 2023, the Board of
Directors approved the withdrawal of the Amended Certificate of Designation for the Company's Series C and Series D Preferred Stock.
On December 1, 2023, the Board of Directors approved the withdrawal of the Certificate of Designation for the Company's Series B
Preferred Stock. The Series B Preferred Stock was subsequently cancelled during the year ended August 31, 2024.

 As of August 31, 2025
and 2024, the Company had 100,000 and 100,000 shares of Series A preferred stock issued and outstanding,
respectively.

 F- 24

 NOTE 9 – STOCKHOLDERS'
EQUITY (Continued)

 Warrants

 2022 warrants

 As a consideration of
Common Stock Purchase Agreement signed with Alumni Capital on August 2, 2022, which resulted in Alumni Capital subscribing to a total
of 200,000,000 shares of common stock for total proceeds of $ 146,475 as of August 31, 2023, Alumni Capital was granted the right to purchase
up to 50,000,000 shares of the Company's common stock (the "Warrant Shares"). The warrants have an exercise price of
 $ 0.02 per share and an exercise period commencing on August 2, 2022 and expiring on the fifth anniversary of the issuance date. The aggregate
fair value of the warrants was estimated at $ 234,000 using the Black-Scholes pricing model with the following assumptions: market value
of underlying common shares of $ 0.0048, risk-free interest rate of 2.85 %, expected term of 5 years, exercise price of $ 0.02, expected
volatility of 221.4 %, and expected future dividends of nil.

 2024 warrants

 In connection with the
Common Stock Purchase Agreement signed with Alumni Capital on June 13, 2024, the Company issued to Alumni a Common Stock Purchase Warrant
dated the same day to purchase up to 1,943,304,434 shares of the Company's common stock, representing (50%) of the commitment amount
of $ 5 million, at an exercise price of $ 0.00129 per share, subject to adjustments, and ending on the 5 years anniversary of the
issuance date. The number of shares under the Common Stock Purchase Warrant is subject to adjustment based on the following formula:
(i) fifty percent (50%) of the Commitment Amount, less the exercise value of all partial exercises prior to the Exercise Date, divided
by (ii) the Exercise Price on the Exercise Date. The exercise price per was calculated by dividing $3,000,000 by the total number
of issued and outstanding shares of common stock as of June 13, 2024. The exercise price is subject to change based on a change in the
number of our outstanding shares.

 The aggregate fair value
of the warrants was estimated at $ 970,945, using the Black-Scholes pricing model with the following assumptions: market value of underlying
common shares of $0.0005; risk free rate of 4.24%; expected term of 5 years; exercise price of $ 0.0013; volatility of 310.94 %; and expected
future dividends of $ 0.

 Management determined that these warrants meet the
requirements for equity classification under ASC 815-40 because they are indexed to its own shares. The warrants were recorded at their
fair value on the date of grant as a component of shareholders' equity.

 As of
August 31, 2025, the Company was authorized to issue 10
billion shares of common stock. At that date, the Company had approximately 8.0 billion common
shares issued and outstanding. If all outstanding common share warrants were exercised, the Company would be required to issue
approximately 6.7 billion additional shares, which would exceed the number of authorized shares available. Because the Company did not
have a sufficient number of authorized and unissued shares available for settlement, the warrants no longer met the equity classification
criteria under ASC 815-40 and were reclassified as liabilities.

 Upon
reclassification, the warrants were measured at fair value, resulting in a warrant liability of $ 1,338,389, with $ 970,945 derecognized
from equity and a loss of $ 367,444 recorded in earnings for the year ended August 31, 2025. The fair value was determined using the Black-Scholes
option-pricing model

 The aggregate fair
value of the warrants was estimated at $ 1,338,389, using the Black-Scholes pricing model with the following assumptions: market value
of underlying common shares of $0.0002; risk free rate of 3.67%; expected term of 3.79 years; exercise price of $ 0.0004; volatility of
 402.11 %; and expected future dividends of $ 0.

 Following
reclassification, the warrant liability is remeasured at fair value at each reporting date, with changes in fair value recognized in
earnings in accordance with ASC 815-40.

 As of August 31, 2025, 6,742,721,934 warrants
in connection with two equity financings were outstanding, with weighted average remaining life of 3.77 years.

 A summary of the status of the Company's warrants
as of August 31, 2025 and 2024 is presented below:

 Number of warrants

 Original shares issued

 Anti-dilution Adjusted

 Warrants as of August 31, 2023

 50,000,000

 —

 Warrants granted during the year

 1,943,304,434

 —

 Warrants as of August 31, 2024

 1,993,304,434

 —

 Adjustment

 4,749,417,500

 —

 Exercisable as of August 31, 2025

 6,742,721,934

 —

 F- 25

 NOTE 10 – INCOME TAXES

 The Company and its fully owned subsidiaries,
AB Cinemas NY, Inc and AI+ Hubs Corp, were incorporated in the United States and are subject to a statutory income tax rate at 21 %. The
Company's fully owned subsidiary, App Board Limited, was registered in Hong Kong and is subject to a statutory income tax rate at
 16.5 %.

 As of August 31,
2025 and 2024, the components of net deferred tax assets, including a valuation allowance, were as follows:

 Deferred tax asset attributable to:

 Net operating loss carryforwards

 $
 1,580,516

 $
 1,963,323

 Less: valuation allowance

 ( 1,580,516
)

 ( 1,963,323
)

 Net deferred tax asset

 $
 —

 $
 —

 For the years ended August 31, 2025
and 2024, the Company and its subsidiaries generated net income. However, despite the current profitability, management believes that
the Company's earnings are not yet stable or sustainable. The Company also continues to experience negative working capital and
has an accumulated deficit.

 In assessing the realizability of
deferred tax assets, management evaluates whether it is more likely than not that some portion or all of the deferred tax assets will
not be realized. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods
in which the related temporary differences become deductible. In making this assessment, management considers the scheduled reversal of
deferred tax items, projected future taxable income, and feasible tax planning strategies.

 As a result, management
determined that it is more likely than not that the Company's deferred tax assets will not be realized, even after considering the
potential utilization of existing net operating loss ("NOL") carryforwards. As of August 31, 2025 and August 31, 2024, the
valuation allowance for deferred tax assets was $ 1,580,516 and $ 1,963,323, respectively.

 Reconciliation between
the statutory rate and the effective tax rate is as follows for the years ended August 31, 2025 and
2024:

 Year ended

 August 31,

 2025

 2024

 Federal statutory tax rate

 21 %

 21 %

 Change in valuation allowance

 ( 21 %
)

 ( 21 %
)

 Effective tax rate

 0 %

 0 %

 For the year ended August 31, 2025
and 2024, the Company and its subsidiaries generated net income. However, due to the fact that the Company had net operating loss carry
forwarded, the Company and its subsidiaries did not incur any income tax for the year ended August 31, 2025 and August 31, 2024.

 F- 26

 NOTE 11 – CONCENTRATION
RISK

 Concentration

 For the year ended August
31, 2025, 31 %, 31 % and 14 % of the total revenue were generated from three customers, respectively. For the
year ended August 31, 2024, 52 % and 25 % of the total revenue were generated from two customers, respectively.

 As of August 31, 2025, 50 %, 28 % and
 17 % of the Company's accounts receivable balance were receivable from three customers, respectively. As of August 31, 2024, 96 %
of the Company's accounts receivable balance was receivable from one customer.

 For the year ended August 31,
2025, 81 %
and 13 %
of the total purchase of copyrights were from two suppliers, respectively. For the year ended August 31, 2024, 100 %
of the total purchase of copyrights was from one supplier.

 Credit risk

 Financial instruments that potentially
subject the Company to concentrations of credit risk consist primarily of cash deposits. In the United States, deposits at each financial
institution are insured by the Federal Deposit Insurance Corporation (FDIC) up to $ 250,000 per depositor. As of August 31, 2025 and 2024,
the Company maintained cash balances of $ 13,691 and $ 64,430, respectively, at financial institutions located in the United States. Management
believes that these financial institutions are of high credit quality and continually monitors their creditworthiness to mitigate potential
risks of loss.

 NOTE 12 – COMMITMENTS
AND CONTINGENCIES

 Contingencies

 From time to time, the Company may be involved in
litigation relating to claims arising out of its operations in the normal course of business. There is no pending or threatened lawsuits
that could reasonably be expected to have a material effect on the results of its operations and there are no proceedings in which any
of the Company's directors, officers, or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material
interest adverse to the Company's interest.

 Operating leases

 The Company has a lease agreement to rent movie
theatre with a third-party vendor as of August 31, 2025. (See Note 6)

 F- 27

 NOTE 13 – SEGMENT INFORMATION

 The Company follows FASB ASC Topic 280, Segment
Reporting, as amended by ASU 2023-07. The Company's Chief Operating Decision Maker ("CODM"), Mr. Deng, the Chief
Executive Officer, is responsible for evaluating operating results and allocating resources among the Company's operating segments.
As a result of strategic business realignment, the Company has identified two reportable segments: the Copyrights and Licensing ("IP")
segment and the Cinema segment.

 The following table presents summarized financial
information by reportable segment for the years ended August 31, 2025 and 2024, respectively.

 NOTE 13 - SEGMENT INFORMATION - Summary of Information by Segment

 IP Segment

 Cinema Segment

 Total

 Year ended

 Year ended

 Year ended

 August 31

 August 31

 August 31

 2025

 2024

 2025

 2024

 2025

 2024

 $
 6,077,503

 $
 2,868,455

 $
 291,060

 $
 432,012

 $
 6,368,563

 $
 3,300,467

 Cost of copyrights sold

 1,644,893

 119,517

 —

 —

 1,644,893

 119,517

 Operating costs

 —

 —

 155,097

 189,500

 155,097

 189,500

 Depreciation and Amortization

 1,559,556

 1,664,338

 —

 —

 1,559,556

 1,664,338

 Interest expense

 31,588

 —

 —

 31,588

 Segment assets

 6,637,538

 2,257,669

 26,618

 91,501

 6,664,156

 2,349,170

 Segment income (loss)

 $
 1,658,964

 $
 671,457

 $
 ( 203,516
)

 $
 ( 129,126
)

 $

 $

 NOTE 14 – SUBSEQUENT EVENTS

 In accordance with ASC 855-10, the Company has analyzed
its operations subsequent to the date these financial statements were issued.

 On October 1, 2025, the Company entered
into three consulting agreements with independent third-party consultants to provide business development services. Under the terms of
the agreements, each of the consultants are entitled to receive an aggregate of 160,000,000 shares of the Company's restricted common
stock as compensation for services.

 Upon execution of the agreements, the Company issued
30,000,000 restricted common shares to each of the consultants, totaling 90,000,000, which were delivered to the Company's transfer
agent in the consultants' names and accounts.

 Beginning in the fourth month following the agreement
date, and continuing through the sixteenth month, for each of the consultant, the Company is required to issue 10,000,000 restricted common
shares per month, to be delivered to the transfer agent in the Company's name and account for subsequent release pursuant to the
service schedule under the agreements.

 F- 28

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

 None.

 Item 9A. Controls and Procedures

 Disclosure Controls and Procedures

 As required by Rule 13a-15 under the Securities Exchange
Act of 1934, we have carried out an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period
covered by this annual report, being August 31, 2025. This evaluation was carried out under the supervision and with the participation
of our management, including our Chief Executive Officer and Chief Financial Officer.

 Disclosure controls and procedures are controls and
other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities
Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange
Commission's rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information
required to be disclosed in our company's reports filed under the Securities Exchange Act of 1934 is accumulated and communicated
to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

 Based upon that evaluation, including our Chief Executive
Officer and Chief Financial Officer, we have concluded that our disclosure controls and procedures were ineffective as of the end of the
period covered by this annual report.

 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 Rule 13a-15(f) under the Securities Exchange Act of 1934).
Management has assessed the effectiveness of our internal control over financial reporting as of August 31, 2025 based on criteria established
in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of
this assessment, management concluded that, as of August 31, 2025, our internal control over financial reporting was not effective. Our
management identified the following material weaknesses in our internal control over financial reporting, which are indicative of many
small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies
and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

 We plan to take steps to enhance and improve the design
of our internal control over financial reporting. During the period covered by this annual report on Form 10-K, we have not been able
to remediate the material weaknesses identified above. To remediate such weaknesses, we hope to implement the following changes during
our fiscal year ending August 31, 2026: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective
risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts
set out in (i) and (ii) are largely dependent upon our securing additional financing to cover the costs of implementing the changes required.
If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

 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 an exemption for non-accelerated filers set forth in Section
989G of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

 Remediation of Material Weakness

 We are unable to remedy our controls related to the
inadequate segregation of duties and ineffective risk management until we receive financing to hire additional employees.

 Changes in Internal Control Over Financial Reporting

 There were no changes in the Company's internal
control over financial reporting during the year ended August 31, 2025 that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.

 Limitations on the Effectiveness of Internal Controls

 Our management,
including our Chief Executive Officer and our Chief Financial Officer, does not expect that our disclosure controls and procedures or
our internal control over financial reporting are or will be capable of preventing or detecting all errors or all fraud. Any 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. 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. Further, because of the inherent limitations in all control systems, no evaluation of controls
can provide absolute assurance that misstatements, due to error or fraud will not occur or that all control issues and instances of fraud,
if any, within the company have been detected. These inherent limitations include the realities that judgments in decision-making can
be faulty and that breakdowns may occur because of simple error or mistake. Controls can also be circumvented by the individual acts of
some persons, by collusion of two or more people, or by management override of controls. The design of any system of controls is based
in part on 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. Projections of any evaluation of controls effectiveness to future periods are
subject to risk.

 Item 9B. Other Information

 None.

 Item
9C. Disclosure Regarding Foreign Jurisdictions
That Prevent Inspections

 None.

 Item 10. Directors, Executive Officers and Corporate
Governance

 Our current executive officer and director is as follows:

 Name

 Age

 Position

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

 Linqing Ye

 Appointed on May 15, 2025, Resigned on June 4, 2025 as CEO and resigned on October 28, 2025 as Director

 Mr. Deng is an investor, producer, and director
of Chinese films. He has worked as Vice Chairman of the Guangdong Province Film and TV Production Industry Association and Vice Secretary
General of the China City Image Project Advancement Committee. He has extensive investment and management experience in China, including
in the areas of corporate development and business investment activities. Mr. Deng graduated from Guangzhou Broadcast TV University in
1987. Mr. Deng is Jianli Deng's father.

 Mr. Deng does not hold and has not held over the past
five years any other directorships in any company with a class of securities registered pursuant to Section 12 of the Exchange Act or
subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment company under the Investment
Company Act of 1940.

 Linqing Ye

 Linqing Ye, age 45, currently works as the vice president
of Equivalent Film Limited since 2021. Mr. Ye worked as director and COO of the Company from August 2017 to August 2020. Previously, he
worked in the management of a filming studio and production group. Mr. Ye has over 20 years of experience working in movie production,
and from 2008 to 2010 he worked as a video photographer with a team that served as a partner for Google.

 Aside from serving as a director with our Company
from 2017 to 2020, Mr. Ye does not hold and has not held over the past five years any other directorships in any company with a class
of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act
or any company registered as an investment company under the Investment Company Act of 1940.

 On May 15, 2025, our board of directors
appointed Linqing Ye as our Chief Executive Officer, Chief Financial Officer and a member of our board of directors. And on June 4, 2025,
Linqing Ye resigned as our Chief Executive Officer and Chief Financial Officer, but remained as a member of our board of directors. On
October 28, 2025, Linqing Ye resigned as a member of board of directors. There was no known disagreement with Mr. Ye on any matter relating
to our operations, policies or practices.

 Other Significant Employees

 Other than our executive officer, we do not currently
have any significant employees.

 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, subject to their respective employment agreements.

 Family Relationships

 None.

 Involvement in Certain Legal Proceedings

 During the past 10 years, none of our current executive
officers, nominees for directors, or current directors have been involved in any legal proceeding identified in Item 401(f) of Regulation
S-K, including:

 1.

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

 2.

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

 3.

 Being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him or her from, or otherwise limiting, the following activities:

 i.

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

 ii.

 Engaging in any type of business practice; or

 iii.

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

 4.

 Being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any type of business regulated by the Commodity Futures Trading Commission, securities, investment, insurance or banking activities, or to be associated with persons engaged in any such activity;

 5.

 Being found by a court of competent jurisdiction in a civil action or by the SEC to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;

 6.

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

 7.

 Being subject to, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:

 i.

 Any Federal or State securities or commodities law or regulation; or

 ii.

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

 iii.

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

 8.

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

 Audit Committee

 The Board of
Directors established an audit committee to assist the Board of Directors in the execution of its responsibilities. Our audit committee,
under its charter, is to be comprised solely of non-employee, independent directors as defined by NYSE American market listing standards.

 The Audit Committee
was established in October of 2019. As of the year ended August 31, 2025, we only have two directors, which has effectively ceased the
work of the Audit Committee.

 For the fiscal
year ended August 31, 2025, the Audit Committee did not complete its tasks due to the lack of membership on the committee. Instead, one
director resigned on October 28, 2025 and the sole member of the board authorized inclusion of the audited financial statements for the
years ended August 31, 2025 and 2024 to be included in this Annual Report.

 Compliance with Section 16(a) Of the Exchange Act

 Section 16(a)
of the Exchange Act requires our directors and executive officers and persons who beneficially own more than ten percent of a registered
class of the Company's equity securities to file with the SEC initial reports of ownership and reports of changes in ownership of
common stock and other equity securities of the Company. Officers, directors and greater than ten percent beneficial shareholders are
required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. To the best of our knowledge based solely
on a review of Forms 3, 4, and 5 (and any amendments thereof) received by us during or with respect to the year ended August 31, 2025,
there have been no late reports, failures to file or transactions not timely reported, except Ayone Pictures was late in filings its Form
3, and late in filings its Form 4, and Chiyuan Deng was late in filing a Form 4.

 Code of Ethics

 We have adopted a Corporate Code of Business Conduct
and Ethics and Financial Code of Ethics. These are attached as exhibits to our Annual Report for the year ended August 31, 2019.

 Item
11. Executive Compensation

 The table below summarizes all compensation awarded
to, earned by, or paid to our former or current executive officers for the fiscal years ended August 31, 2025 and 2024.

 SUMMARY COMPENSATION TABLE

 Name

 and

 principal

 position

 Year

 Salary

 ($)

 Bonus

 ($)

 Stock

 Awards

 ($)

 Option

 Awards

 ($)

 Non-Equity

 Incentive Plan

 Compensation

 ($)

 Nonqualified

 Deferred

 Compensation

 Earnings

 ($)

 All Other

 Compensation

 ($)

 Total

 ($)

 Chiyuan Deng President,

 CEO, CFO and Director

 2025

 2024

 99,000

 15,049

 400,000

 499,000

 15,049

 Linqing Ye

 Former CEO, CFO and Director

 2025

 2024

 On July 30, 2018, we entered into an employment agreement
with Chiyuan Deng to serve as our President. The agreement is for six years and we issued Mr. Deng 400,000 shares for his services. Under
the agreement, Mr. Deng is eligible for a bonus if provided by the board, vacation, medical, insurance and other benefits.

 On September 11, 2020 and May 24, 2022, the Company
entered into two amended employment agreements with Chiyuan Deng, the Chief Executive Officer. Pursuant the amended agreements, the Company
amended the compensation to Mr. Deng to include a salary of $180,000 annually, a reduction in common stock received under his
initial employment agreement, a potential for a bonus in cash or shares, and the issuance of 100,000 shares of Series A Preferred
Stock at par value $0.001. Mr. Deng returned 266,667 shares common stock to the Company received under his initial employment agreement. The
Chief Executive Officer opted to forgo his salaries effective from October 2023.

 On February 14, 2025, the Company approved compensation
of $99,000 to the Chief Executive Officer for the three months ended February 28, 2025 and the issuance up to 2.5 billion shares of common
stock at the end of three months period. On March 14, 2025, the Company issued 2,000,000,000 shares of the Company's common stock
to the Chief Executive Officer which were valued at market price of $0.0002 per share for a total amount of $400,000.

 For the year ended August 31, 2025, the Company incurred
total compensation of $499,000 for the Chief Executive Officer. For the year ended August 31, 2024, the Company incurred total compensation
of $15,049 for Chief Executive Officer.

 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

 OPTION AWARDS

 STOCK AWARDS

 Name

 Number of Securities Underlying Unexercised Options (#) Exercisable

 Number of Securities Underlying Unexercised Options (#) Unexercisable

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

 Option Exercise Price ($)

 Option Expiration Date

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

 Market Value of Shares or Units

 of Stock That Have Not Vested ($)

 Equity Incentive Plan Awards: Number
 of Unearned Shares, Units or Other Rights That Have

 Not Vested (#)

 Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested (#)

 —

 —

 —

 —

 —

 —

 —

 —

 —

 Director Compensation

 For
the years ended August 31, 2024 and 2025, the Company doesn't have any Director fees.

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

 The following table sets forth, as of November
28, 2025, certain information as to shares of our common stock owned by (i) each person known by us to beneficially own more than
5% of our outstanding common stock, (ii) each of our directors, and (iii) all of our executive officers and directors as a group. Unless
otherwise stated, the address for each beneficial owner is at 144 Main Street, Mt. Kisco, NY 10549.

 Common Stock

 Series A Preferred Stock

 Name and Address of Beneficial Owner

 Number of Shares Owned

 Percent of Class(1)(2)

 Number of Shares Owned

 Percent of Class(1)(2)

 Chiyuan Deng(3)

 2,185,852,733

 27%

 %

 All Directors and Executive Officers as a Group (1 person)

 27%

 %

 5% Holders

 Anyone Pictures Limited(4)

 3,750,000,000

 47%

 —

 —

 (1)

 Unless otherwise indicated, each person or entity named in the table has sole voting power and investment power (or shares that power with that person's spouse) with respect to all shares of voting stock listed as owned by that person or entity.

 (2)

 Pursuant to Rules 13d-3
 and 13d-5 of the Exchange Act, beneficial ownership includes any shares as to which a shareholder has sole or shared voting power or
 investment power, and also any shares which the shareholder has the right to acquire within 60 days, including upon exercise of
 common shares purchase options or warrants. The percent of class is based on 8,121,266,321 shares of common stock issued and
 outstanding, and 100,000 shares of Series A Preferred Stock issued and outstanding, as of November 28, 2025.

 (3)

 Includes 2,182,252,733
 shares held in his name, 2,100,000 shares held in Zestv Features Ltd in which he has voting and disposition authority, 1,400,000
 shares held in Bonus Media Investment Limited in which he has voting and disposition authority, and 100,000 shares which may be acquired
 from converting 100,000 Series A shares.

 (4)

 Heidi Liu has voting and dispositive authority over these shares.

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

 Except as provided in "Description of Business"
and "Executive Compensation" set forth above, and the related party transactions disclosed in Note 12 of the Company's
consolidated financial statements for the years ended August 31, 2025, for the past two fiscal years there have not been, and there is
not currently proposed, any other transaction or series of similar transactions to which we were or will be a participant in which the
amount involved exceeded or will exceed the lesser of $120,000 or one percent of the average of our total assets at year-end for the last
two completed fiscal years, and in which any director, executive officer, holder of 5% or more of any class of our capital stock or any
member of the immediate family of any of the foregoing persons had or will have a direct or indirect material interest.

 Related party loans and line of credit agreements

 In support of the Company's operations and
cash requirements, the Company may rely on advances from stockholders until such time that it can sustain its operations or obtain adequate
financing through equity sales or traditional debt financing.

 Mr. Chiyuan Deng, the Chief Executive Officer

 On June 1, 2023, Mr. Chiyuan Deng, the Company's
Chief Executive Officer and a stockholder, entered into a line of credit agreement with the Company. Under the agreement, Mr. Deng agreed
to provide a line of credit of up to $1,500,000, which included the existing shareholder loan balance of $697,281. The line of credit
is non-interest bearing and due on demand.

 For the year ended August 31, 2025, Mr. Deng provided
additional loans totaling $4,324,644 to meet the Company's working capital needs. As of August 31, 2025, the Company had repaid
$3,895,788. For the year ended August 31, 2024, Chiyuan Deng provided additional loans totaling $794,865 for its working capital
needs. As of August 31, 2024, the Company has repaid $971,365. The loans are non-interest bearing and due on demand. The Company recognized
imputed interest at 5% per annum on the outstanding balances as of August 31, 2025 and 2024. As of August 31, 2025 and 2024, the outstanding
loan balances due to Mr. Deng were $622,030 and $193,174, respectively.

 Anyone Pictures Limited

 On March 1, 2025, the Company entered into a line
of credit agreement with Anyone Pictures Limited, a related party, for up to $2,000,000. The loan is non-interest bearing and due on
demand. During the year ended August 31, 2025, Anyone Pictures Limited advanced $2,473,601 to the Company for working capital purposes,
of which $1,284,235 was repaid as of August 31, 2025. The Company recognized imputed interest at 5% per annum on the outstanding balances
as of August 31, 2025. As of August 31, 2025, the outstanding loan balances due to Anyone Pictures Limited were $1,189,366.

 Share issuance – related party - Anyone
Pictures Limited

 On February 21, 2025, the Company entered into
a stock purchase agreement with Anyone Pictures Limited. Under the terms of the agreement, the Company issued 2,000,000,000 shares of
its common stock at a value of $0.00015 per share, for total gross proceeds of $300,000.

 On May 15, 2025, the Company entered into another
stock purchase agreement with Anyone Pictures Limited. Pursuant to this agreement, the Company issued 1,750,000,000 shares of its common
stock at a value of $0.0002 per share, for total gross proceeds of $350,000. Following the issuance, Anyone Pictures Limited held approximately
47% of the Company's total outstanding common stock.

 Revenue and accounts receivable - related party
- Anyone Pictures Limited

 For the year ended August 31, 2025, the Company
sold broadcast rights of six movies and two television series to Anyone Pictures Limited, a related party, for total consideration of
$1,294,000. The Company also recognized a license revenue of $435,000 for granting Anyone Pictures Limited access to the NFT MMM platform.
In addition, the Company recognized consulting service revenue of $270,000 from Anyone Pictures Limited related to AI-based solutions
and project oversight services designed to enhance short drama market accuracy, personalization, and advertising monetization.

 As of August 31, 2025, the Company had no outstanding
accounts receivable from Anyone Pictures Limited.

 Revenue and accounts receivable - related party
- Zestv Studios Limited

 On August 5, 2024, the Company has entered
into an agreement with Zestv Studios Limited to license its offline broadcast rights of 1 movie for $105,000. The granted
offline broadcast rights are globally exclusive, with the exception of Mainland China and United States.

 As of August 31, 2025 and 2024, the Company had
no outstanding accounts receivable from Zestv Studios Limited.

 Accounts payable and accrued liabilities –
related party - Zestv Studios Limited

 On November 28, 2023, the Company sold the software-in-progress
to the Developer for $385,000. Zestv Studios Limited collected the payment on behalf of the Company. The payment of $385,000 reduced
the loan from related parties as of November 30, 2023.

 During the year ended August 31, 2024, Zestv Studios
Limited has settled operating expenses of $154,942 on behalf of the Company. The amount paid by Zestv Studios Limited was fully settled
as of August 31, 2024.

 As of August 31, 2025 and 2024, the Company had
$nil payable to Zestv Studios Limited.

 Executives' salaries

 On September 11, 2020 and May 24, 2022, the Company
entered into two amended employment agreements with Mr. Chiyuan Deng, the Chief Executive Officer. Pursuant the amended agreements, the
Company amended the compensation to Mr. Deng to include a salary of $180,000 annually, a reduction in common stock received
under his initial employment agreement, a potential for a bonus in cash or shares, and the issuance of 100,000 shares of Series
A Preferred Stock at par value $0.001. Mr. Deng returned 266,667 shares of common stock to the Company that he had received under
his initial employment agreement. Mr. Deng elected to forgo his salaries effective from October 2023.

 On February 14, 2025, the Company approved compensation
of $99,000 to Mr. Deng for the three months ended February 28, 2025 and the issuance up to 2.5 billion shares of common stock. On March
14, 2025, the Company issued 2,000,000,000 shares of common stock to Mr. Deng, valued at market price of $0.0002 per share, for total
consideration of $400,000.

 For the year ended August 31, 2025, the Company
incurred total compensation expense of $499,000 related to Mr. Deng, the Chief Executive Officer. For the year ended August 31, 2024,
total compensation to Mr. Deng was $15,049.

 Item
14. Principal Accounting Fees and Services

 Below is the table of audit fees billed by our auditors in connection with
the audits of the Company's annual financial statements for the years ended:

 Financial Statements for the

Year Ended August 31

 Audit Services

 Audit Related Fees

 Tax Fees

 Other Fees

 2025

 Prager Metis CPAs: $162,000

 $

 $

 $

 2024

 Prager Metis CPAs: $171,500

 $

 $

 $

 Item 15. Exhibits, Financial Statements Schedules

 (a)

 Financial Statements and Schedules

 The following financial statements and schedules listed
below are included in this Form 10-K.

 Financial Statements (See Item 8)

 Incorporated by

Reference

 Filed or

Furnished

 Exhibit Number

 Exhibit Description

 Form

 Exhibit

 Filing Date

 Herewith

 3.1

 Articles of Incorporation

 S-1

 3.1

 10/10/14

 3.2

 Bylaws

 S-1

 3.2

 10/10/14

 3.3

 Certificate
 of Amendment

 3.1

 6/7/18

 3.4

 Certificate
 of Change

 3.1

 6/18/19

 3.5

 Certificate of Amendment, dated October 11, 2022

 S-1

 3.5

 6/26/24

 3.6

 Certificate of Designation Series A Preferred

 3.1

 9/11/20

 3.7

 Certificate of Withdrawal of Designation for Series B Preferred

 3.3

 12/1/23

 3.8

 Certificate of Withdrawal of Designation for Series C Preferred

 3.1

 12/1/23

 3.9

 Certificate of Withdrawal of Designation for Series D Preferred

 3.2

 12/1/23

 4.1

 4.1

 11/21/19

 4.2

 Debenture

 4.1

 12/18/19

.

 4.3

 Stock Purchase Warrant

 4.2

 12/18/19

 4.4

 4.1

 1/10/20

 4.5

 4.2

 1/10/20

 4.6

 10%
 Convertible Note

 4.1

 2/21/20

 4.7

 10%
 Convertible Note

 4.2

 2/21/20

 4.8

 4.1

 3/18/20

 4.9

 Stock Purchase Warrant

 10.1

 3/18/20

 4.10

 10%
 Convertible Note

 4.1

 7/23/20

 4.11

 4.1

 7/28/20

 4.12

 Stock Purchase Warrant

 4.1

 8.3.20

 4.13

 4.1

 8/24/2020

 4.14

 4.1

 9/4/20

 4.15

 4.2

 9/4/20

 4.16

 4.1

 10/15/20

 4.17

 Stock Purchase Warrant

 4.1

 8/2/22

 4.18

 Common Stock Purchase Warrant

 4.1

 6/13/24

 10.1

 Patent
 License Agreement

 10.1

 6/6/17

 10.2

 Agreement
 for Termination and Release

 10.1

 11/1/18

 10.3

 Chief
 Marketing Officer Employment Agreement

 10.1

 2/11/19

 10.4

 Chief
 Operating Officer Employment Agreement

 10.1

 2/11/19

 10.5

 10.1

 11/21/19

 10.6

 10.1

 12/18/19

 10.7

 10.1

 1/10/20

 10.8

 10.2

 1/10/20

 10.9

 10.1

 2/21/20

 10.10

 10.2

 2/21/20

 10.11

 4.2

 3/18/20

 10.12

 10.1

 7/23/20

 10.13

 10.1

 7/28/20

 10.14

 Equity

 10.1

 8/3/20

 10.15

 Registration
 Rights Agreement

 10.2

 8/3/20

 10.16

 10.1

 8/24/20

 10.17

 Separation
 Agreement and Release with Jianli Deng, dated August 29, 2020

 10.1

 9/1/20

 10.18

 Separation
 Agreement and Release with Lijun Yu, dated August 29, 2020

 10.2

 9/1/20

 10.19

 Separation
 Agreement and Release with Linqing Ye, dated August 29, 2020

 10.3

 9/1/20

 10.20

 10.1

 9/4/20

 10.21

 10.2

 9/4/20

 10.22

 10.1

 10/15/20

 10.23

 10.1

 10/20/20

 10.24

 Termination
 and Release Agreement

 10.1

 11/25/20

 10.25

 Termination
 and Release Agreement

 10.1

 12/1/20

 10.26

 10.1

 1/29/21

 10.27

 Employment
 Agreement

 10.1

 2/24/21

 10.28

 10.1

 3/2/21

 10.29

 10.1

 11/3/21

 10.30

 Lease
 Agreement

 10.1

 11/2/21

 10.31

 10.1

 9/13/21

 10.32

 10.1

 1/28/22

 10.33

 10.1

 3/21/22

 10.34

 Amendment
 to Employment Agreement

 10.1

 5/24/22

 10.35

 10.1

 6/17/22

 10.36

 10.1

 8/1/22

 10.37

 Stock Purchase Agreement

 10.1

 8/2/22

 10.38

 Form of Repurchase Agreement

 10.1

 1/29/24

 10.39

 Series C Preferred Stock Purchase Agreement

 10.1

 9/15/22

 10.40

 Common Stock Purchase Agreement

 10.1

 6/13/24

 10.41

 Stock Purchase Agreement

 10.1

 2/25/25

 10.42

 Contribution Agreement

 10.1

 5/9/25

 10.45

 License Agreement

 10.2

 5/9/25

 10.46

 Securities Purchase Agreement

 10.1

 5/27/25

 10.47

 Amendment to License Agreement

 10.1

 7/14/25

 10.48

 Final Execution Agreement for Intellectual Property Transfer

 10.2

 7/14/25

 31.1

 Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 X

 31.2

 Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 X

 32.1

 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 X

 101 INS*

 Inline XBLR Instance Document

 101 SCH*

 Inline XBLR Taxonomy Extension

 Schema Document

 101 CAL*

 Calculation Linkbase Document

 101 LAB*

 Linkbase Document

 101 PRE*

 Presentation Linkbase Document

 101 DEF*

 Definition Linkbase Document

 104*

 Cover Page Interactive Data File

 in Exhibit 101 attachments)

 * These certifications are being furnished solely to accompany this quarterly
report pursuant to 18 U.S.C. Section

 1350, and are not being filed for purposes of Section 18 of
the Securities Exchange Act of 1934 and are not to be incorporated by reference into any filing of the Registrant, whether made before
or after the date hereof, regardless of any general incorporation language in such filing.

 Item 16. Form 10-K Summary

 None

 SIGNATURES

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

 AB International Group Corp.

 DATE

 SIGNATURE

 TITLE

 December 1, 2025

 /s/ Chiyuan Deng

 Chief Executive Officer, Chief Financial Officer and Director

 (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 In accordance with Section 13 or 15(d) of the Exchange Act, this report
has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

 DATE

 SIGNATURE

 TITLE

December 1, 2025

 /s/ Chiyuan Deng

 Chief Executive Officer, Chief Financial Officer and Director

 (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)