v3.26.1
NATURE OF BUSINESS AND GOING CONCERN
9 Months Ended
Jun. 30, 2026
NATURE OF BUSINESS AND GOING CONCERN  
NATURE OF BUSINESS AND GOING CONCERN

NOTE 1. NATURE OF BUSINESS AND GOING CONCERN

 

UMeWorld Inc. (the “Company”) is a holding company focused on functional nutrition and lipid-based consumer products and conducts its operations through wholly owned subsidiaries in the United States and the Asia-Pacific region.

 

The Company’s primary operating subsidiary, Dagola Inc., is engaged in the sales, distribution, and marketing of DAGola® branded diacylglycerol (“DAG”)-based cooking oil products in the United States through online marketplace platforms and direct-to-consumer channels.

 

During 2025, the Company established an Asia-Pacific holding structure through Dagola Hong Kong Limited and its wholly owned subsidiary, Guangzhou Duokanglong Special Medical Nutrition Technology Co., Ltd. In October 2025, Dagola Hong Kong Limited and its wholly owned PRC subsidiary became wholly owned subsidiaries of the Company through a reorganization involving entities under common control. The PRC subsidiary commenced revenue-generating activities in December 2025.

 

On October 2, 2025, the Company completed its redomiciliation from the British Virgin Islands to the State of Delaware and, in connection therewith, transitioned from a foreign private issuer to a U.S. domestic issuer for purposes of reporting under the Securities Exchange Act of 1934, as amended.

 

On January 16, 2026, the Company incorporated Verdant Sustainable Fuel Malaysia Sdn. Bhd. (“Verdant Malaysia”), a wholly owned subsidiary established to support the evaluation and development of sustainable aviation fuel (“SAF”) and related renewable fuels initiatives in Malaysia. Verdant Malaysia is currently engaged in preliminary project development and administrative activities.

 

The Company consolidates all entities in which it holds a controlling financial interest. All intercompany balances and transactions have been eliminated in consolidation. The Company does not utilize a variable interest entity structure.

 

As of June 30, 2026, the Company’s consolidated subsidiaries are as follows:

 

Name

Date of Incorporation

Place of Incorporation

Percentage of Interest

Principal Activities

Nature of Company

Dagola Inc.

January 28, 2022

United States (Wyoming)

100%

Cooking oil sales and distribution

Operating subsidiary

Dagola Hong Kong Limited

August 25, 2025

Hong Kong

100%

Non-operating holding company

Holding subsidiary (inactive)

Guangzhou Duokanglong Special Medical Nutrition Technology Co., Ltd.

September 25, 2025

People’s Republic of China

100%

Cooking oil sales and distribution

Operating subsidiary

Verdant Sustainable Fuel Malaysia Sdn. Bhd.

January 16, 2026

Malaysia

100%

Project development and administrative activities related to sustainable aviation fuel (SAF)

Non-operating subsidiary

 

Going Concern

 

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern and realize its assets and satisfy its liabilities in the normal course of business.

 

For the nine months ended June 30, 2026, the Company incurred a net loss of $337,062. As of June 30, 2026, the Company had an accumulated deficit of $32,266,706 and a working capital deficiency of $306,312. These conditions, together with recurring operating losses and reliance on external financing, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the consolidated financial statements are issued.

 

Management’s plans to alleviate this substantial doubt include:

 

 

·

pursuing additional business arrangements and growth opportunities in the functional nutrition and health-and-wellness markets through Dagola;

 

 

 

 

·

expanding distribution channels and product offerings to increase revenues; and

 

 

 

 

·

seeking additional capital through promissory notes, private placements, and other financing transactions.

 

There can be no assurance that these plans will be successful or that additional financing will be available on acceptable terms, or at all. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.