NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements of the Group have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. Significant inter-company transactions have been eliminated in consolidation.

Going Concern and Management’s Plan

The accompanying consolidated financial statements have been prepared assuming that the Group 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 April 30, 2026, the Group had an accumulated deficit of $ 100,341,098. The Group incurred a net loss of $13,248,423 for the six months period ended April 30, 2026.

These conditions raise substantial doubt about the Group’s ability to continue as a going concern. These 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 Group commits its core competencies in the renewable energy sector with driving innovation. The Group enters into trade business with a focus on sales of new energy batteries, sales of electrical equipment, mobile phone accessories and other products. In future, the Group will focus on sales and production of electric two wheelers, three wheelers and slow-speeding cars in Southeast Asia. Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provides the opportunity for the Group to continue as a going concern.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions.

Functional and presentation currency

The functional currency of the Group is the currency of the primary economic environment in which the Group operates which is Chinese Yuan (“RMB”).

Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the date of the transaction. At the end of each reporting period, monetary items denominated in foreign currencies are translated at the rates prevailing at the end of the reporting periods. Exchange differences arising on the settlement of monetary items and on translation of monetary items at period-end are included in income statement of the period.

Segment reporting

An operating segment is defined as a component of the Group (a public entity) that meets all of the following characteristics: (a) engages in business activities from which it may recognize revenues and incur expenses (including revenues and expenses from transactions with other components of the same entity); (b) has operating results regularly reviewed by the Group’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance; and (c) has discrete financial information available.

Operating segments are aggregated into reportable segments if they exhibit similar economic characteristics and meet the aggregation criteria under ASC 280, including similarities in the nature of products and services, production processes, type or class of customer, distribution methods, and regulatory environment. A segment is considered reportable if it meets any of the following quantitative thresholds: (i) its reported revenue (including external sales and intersegment sales/transfers) is 10% or more of the combined revenue of all operating segments; (ii) the absolute amount of its reported profit or loss is 10% or more of the greater (in absolute amount) of the combined profit of all profitable operating segments or the combined loss of all loss-making operating segments; (iii) its assets are 10% or more of the combined assets of all operating segments. Additionally, the total external revenue of all reportable segments must be at least 75% of the Group’s consolidated total external revenue; if not, additional operating segments are designated as reportable until this requirement is satisfied.

Impairment of long-lived assets

The Group reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with FASB ASC 360.

In evaluating long-lived assets for recoverability, the Group uses its best estimate of future cash flows expected to result from the use of the asset and eventual disposition in accordance with FASB ASC 360-10-15. To the extent that estimated future, undiscounted cash inflows attributable to the asset, less estimated future, undiscounted cash outflows, are less than the carrying amount, an impairment loss is recognized in an amount equal to the difference between the carrying value of such asset and its fair value. Assets to be disposed of and for which there is a committed plan of disposal, whether through sale or abandonment, are reported at the lower of carrying value or fair value less costs to sell.

For the purpose of presenting these financial statements, the Group’s assets and liabilities are expressed in US$ at the exchange rate on the balance sheet date, stockholders’ equity accounts are translated at historical rates, and income and expense items are translated at the weighted average exchange rate during the period. The resulting translation adjustments are reported under accumulated other comprehensive income in the stockholders’ equity section of the balance sheets.

Exchange rate used for the translation as follows:

US$ to RMB

Fair Values of Financial Instruments

The Group adopted ASC 820 “Fair Value Measurements,” which defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosures requirements for fair value measures. Current assets and current liabilities qualified as financial instruments and management believes their carrying amounts are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and if applicable, their current interest rate is equivalent to interest rates currently available.  The three levels are defined as follow:

As of the balance sheet date, the estimated fair values of the financial instruments approximated their fair values due to the short-term nature of these instruments. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Group evaluates the hierarchy disclosures each year.

Related parties

The Group adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

Cash and Cash Equivalents

The Group considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Accounts Receivable

Accounts receivable are recorded at the net value less estimates for expected credit losses. Management regularly reviews outstanding accounts and provides an allowance for doubtful accounts. When collection of the original invoice amounts is no longer probable, the Group will either partially or fully write-off the balance against the allowance for credit loss.

Loan Receivable

Loans receivable are reported at amortized cost, net of allowances for credit losses, unearned income, unamortized premiums or discounts, and deferred fees and costs.

Interest income is recognized using the contractual interest rate stipulated in the loan agreement, which the Company has determined to be the effective interest rate for purposes of ASC 310. Interest is calculated on the principal balance outstanding from time to time.

The allowance for credit losses is maintained at a level sufficient to cover the current expected credit losses over the contractual life of the loans. The measurement of expected credit losses is based on management’s best estimate using all available information, including the borrower’s financial condition, and other qualitative factors. The final allowance reflects management’s best estimate of credit losses as of each reporting date.

Property, Plant, and Equipment

Property, plant, and equipment (“PP&E”) are stated at historical cost in accordance with ASC 360-10 “Property, Plant, and Equipment” of the FASB Accounting Standards Codification (“US GAAP”). Historical cost includes the purchase price, freight and handling costs, installation and testing fees, legal and title fees, and other directly attributable costs incurred to acquire and prepare the assets for their intended use. For qualifying assets constructed or developed by the Group, historical cost also includes capitalized interest costs incurred during the construction period, which are capitalized as part of the asset’s carrying amount until the asset is substantially ready for its intended use.

Depreciation of PP&E is computed using the straight-line method over the estimated useful lives of the assets, which reflects the pattern in which the asset’s economic benefits are consumed. The estimated useful lives, residual values (generally set at 0-5% of historical cost), and depreciation methods are reviewed at least annually or whenever events or changes in circumstances indicate that the original estimates may no longer be appropriate. Any changes to these estimates are accounted for as a change in accounting estimate on a prospective basis. The estimated useful lives for major categories of PP&E are as follows:

Expenditures for maintenance and repairs that do not extend the useful life, improve the asset’s functionality, or increase its expected future economic benefits are expensed as incurred. Significant improvements, replacements, and upgrades that meet the capitalization criteria are capitalized to the PP&E carrying amount and depreciated over the remaining useful life of the modified asset (or the asset’s new useful life if the improvement extends the original useful life).

PP&E is reviewed for impairment whenever events or changes in circumstances (such as a significant decline in asset utilization, market value, or operating performance) indicate that the carrying amount of an asset group may not be recoverable. The recoverability test is performed by comparing the asset group’s undiscounted future cash flows to its carrying amount. If the undiscounted cash flows are less than the carrying amount, an impairment loss is recognized for the excess of the carrying amount over the asset group’s fair value. Fair value is determined based on market prices, third-party valuations, or discounted cash flow analyses, as appropriate.

Upon disposal, retirement, or abandonment of PP&E, the carrying amount of the asset (net of accumulated depreciation and any impairment losses) is derecognized, and any resulting gain or loss (calculated as the difference between the disposal proceeds and the net carrying amount) is recognized in “Other income (expense), net” in the consolidated statements of comprehensive income.

Intangible asset

Intangible assets consist of purchased software acquired from third parties for the Group’s internal use, primarily cloud storage software and an office automation (OA) system. The software is acquired in a ready-to-use state, and the Group does not incur any research or development costs in connection with it. Purchased software is recorded at cost and amortized on a straight-line basis over its estimated useful life of two years, commencing when the software is available for its intended use. Amortization expense is recognized in the consolidated statements of operations. The Group reviews finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, and recognizes an impairment loss to the extent the carrying amount exceeds the asset’s fair value.

Lease

Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. The lease term begins on the date that the Group takes possession under the lease, including the pre-opening period during construction (“Rent Holiday”). Since our leases do not provide an implicit rate, our operating lease liabilities are calculated using our estimated incremental borrowing rate based on the information available at commencement date. We elected the short-term lease recognition exemption for leases with a term of 12 months or less at inception. These leases are not recorded on our consolidated balance sheet and are expensed on a straight-line basis over the lease term. When determining the lease term, we include renewal or termination options that we are reasonably certain to exercise.

Digital Assets

The Group accounts for Digital assets in accordance with ASC 350-60, Intangibles—Goodwill and Other—Digital Assets. Digital assets meeting all scope criteria of ASC 350-60-15-1 are measured at fair value on the acquisition date (contract inception date) in accordance with ASC 606-10-32-21, which requires measuring the estimated fair value of non-cash consideration when the criteria in ASC 606-10-25-1 are met.

Subsequent to initial recognition, Digital assets are measured at fair value at each reporting period, with changes in fair value recognized in net income in accordance with ASC 350-60-35-1. Such fair value changes are presented separately from amortization or impairment of other intangible assets in the income statement.

The fair value of Digital assets is determined using quoted market prices from active exchanges. Transaction costs directly attributable to the acquisition of Digital assets are capitalized to the carrying amount of the Digital assets in accordance with ASC 350-30-30-1.

Revenue Recognition

The Group adopted ASC Topic 606 using the modified retrospective adoption method. Based on the requirements of ASC Topic 606, revenue is recognized when control of the promised goods or services is transferred to the customers in an amount that reflects the consideration the Group expects to be entitled to receive in exchange for those goods or services. Revenue is recognized when the following 5-step revenue recognition criteria are met:

Revenue from product sales is recognized at the point in time control of the products is transferred, generally upon customer receipt based upon the contract terms. Shipping and handling activities are considered to be fulfillment activities rather than promised services and are not, therefore, considered to be separate performance obligations. The Group’s sales terms provide no right of return outside of a standard quality policy and has not experienced any sales returns. Payment terms for product sales are generally set at 30 to 90 days after the consideration becomes due and payable.

Cost of revenue

Costs of revenues primarily consist of the purchase costs of electronic power equipment, mobile phones and accessories and other direct costs.

We offer a warranty ranging from 0 to 3 months. We have the warranty obligations. However, no separate accrual has been made as historical warranty repair costs were nil immaterial Warranty provisions will be recognized in the future if and when such costs are probable, estimable, and material.

Estimate Expected Credit Losses

The Group employs a dual assessment framework to comprehensively evaluate the credit risk of all receivables, ensuring alignment with the core principle of “expected credit losses” under CECL.

Method One: Aging Portfolio Assessment

For a large volume of trade accounts receivable with similar credit risk characteristics, we primarily use the aging analysis method as a practical expedient for estimating expected credit losses. This method involves grouping receivables by days past due (age) and applying different loss rates to each age bracket.

Method Two: Individual Assessment (Applicable to Specific, Material Receivables)

For receivables that are unique in nature, material in amount, or possess credit risk characteristics significantly different from the regular trade receivables portfolio (e.g., deposits,receivables from specific customers in financial distress), we perform individual specific assessments. These assessments are based on the recyclability of the specific amount, the debtor’s specific credit condition, collateral value, etc.

Following the process above, the loss rate matrix approved by management for the six months end April 30, 2026 assessment is as follows:

Stock-Based Compensation

The Company measures the cost of services received in exchange for all equity awards granted, based on the fair market value of the award as of the grant date. The Company did not capitalize any stock-based compensation costs as part of an asset. For the six months end April 30, 2026 and 2025, the Company recorded non-cash stock-based compensation cost in the amount of $7.7 million and nil, respectively, in the Consolidated Statements of Income.

Income Taxes

Income taxes are provided in accordance with ASC No. 740, Accounting for Income Taxes.  A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry-forwards. Deferred tax expense (benefit) results from the net change during the years of deferred tax assets and liabilities.

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

A tax benefit from an uncertain tax position may be recognized only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that the relevant taxing authority that has full knowledge of all relevant information will examine each uncertain tax position. Although the Group believes the estimates are reasonable, no assurance can be given that the final outcome of these matters will not be different than what is reflected in the historical income tax provisions and accruals.

Earnings (loss) per share

Basic income (loss) per share is computed by dividing net income (loss) attributable to the holders of ordinary shares by the weighted average number of ordinary shares outstanding during the year. Diluted income (loss) per share is calculated by dividing net income (loss) attributable to the holders of ordinary shares as adjusted for the effect of dilutive ordinary share equivalents, if any, by the weighted average number of ordinary shares and dilutive ordinary share equivalents outstanding during the period. However, ordinary share equivalents are not included in the denominator of the diluted earnings per share calculation when inclusion of such shares would be anti-dilutive, such as in a period in which a net loss is recorded.

New Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280)” (“ASU 2023-07”). The amendments in ASU 2023-07 improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision useful financial analyses. Topic 280 requires a public entity to report a measure of segment profit or loss that the chief operating decision maker (CODM) uses to assess segment performance and make decisions about allocating resources. Topic 280 also requires other specified segment items and amounts, such as depreciation, amortization, and depletion expense, to be disclosed under certain circumstances. The amendments in ASU 2023-07 do not change or remove those disclosure requirements. The amendments in ASU 2023-07 also do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. The amendments in ASU 2023-07 are effective for years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, adopted retrospectively.

In December 2023, FASB issued ASU 2023-09, “Income Taxes (Topic 740)” (“ASU 2023-09”). The amendments in ASU 2023-09 address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. One of the amendments in ASU 2023-09 includes disclosure of, on an annual basis, a tabular rate reconciliation of (i) the reported income tax expense (or benefit) from continuing operations, to (ii) the product of the income (or loss) from continuing operations before income taxes and the applicable statutory federal income tax rate of the jurisdiction of domicile using specific categories, including separate disclosure for any reconciling items within certain categories that are equal to or greater than a specified quantitative threshold of 5%. ASU 2023-09 also requires disclosure of, on an annual basis, the year-to-date amount of income taxes paid (net of refunds received) disaggregated by federal, state, and foreign jurisdictions, including additional disaggregated information on income taxes paid (net of refunds received) to an individual jurisdiction equal to or greater than 5% of total income taxes paid (net of refunds received). The amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024, and should be applied prospectively.

In November 2024, the FASB issued ASU 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures”which primarily requires disaggregated disclosure of certain expense categories in the notes to the financial statements on an annual and interim basis. ASU 2024-03 is 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, and the Group is currently assessing the impact of adoption.

In July 2025, the FASB issued ASU No. 2025-05, Financial Instruments—Credit Losses (“Topic 326”). This ASU provides a practical expedient that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset in developing reasonable and supportable forecasts as part of estimating expected credit losses. For public business entities, ASU 2025-05 will be effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. The guidance will be applied on a prospective basis. Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance.

In December 2025, the FASB issued ASU No. 2025-11, Interim Reporting (“Topic 270”). This ASU provides narrow-scope improvements to the interim reporting guidance, including a comprehensive list of interim disclosure requirements, a new disclosure principle requiring entities to disclose material events occurring after the most recent annual reporting period, and clarified guidance on the form and content of condensed interim financial statements. For public business entities, ASU 2025-11 will be effective for interim reporting periods within annual reporting periods beginning after December 15, 2027. For entities other than public business entities, it will be effective for interim reporting periods within annual reporting periods beginning after December 15, 2028. The guidance may be applied either prospectively or retrospectively. Early adoption is permitted for all entities.

Other accounting standards that have been issued by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Group does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its consolidated financial condition, results of operations, cash flows or disclosures.