UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For
the quarterly period ended
OR
For the transition period from_________to_________
Commission
File No.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices, zip code)
Tel:
(Registrant’s telephone number, including area code)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.
Yes ☐ No ☒
Indicate
by check mark whether the issuer (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.
Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data
File required to be submitted and posted 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 and post such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (check one):
Large
Accelerated Filer ☐ Accelerated Filer ☐
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.
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act): Yes ☐ No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12,13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☒. No ☐
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| Class | Outstanding on August 12, 2026 | |
| Common Stock, $ par value |
DFP HOLDINGS LIMITED
QUARTERLY REPORT ON FORM 10-Q
FOR THE PERIOD ENDED JUNE 30, 2026
INDEX
| 2 |
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q of DFP Holdings Limited, a Nevada corporation (the “Company”), contains “forward-looking statements,” as defined in the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results.
Our management has included projections and estimates in this Form 10-Q, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions, and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward - looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.
| 3 |
PART I – FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements.
DFP HOLDINGS LIMITED
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 2026 (UNAUDITED) AND SEPTEMBER 30, 2025
(Expressed in U.S. Dollars)
| As
of June 30, 2026 | As
of September 30, 2025 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash | ||||||||
| Accounts receivable | ||||||||
| Inventories | ||||||||
| Deposit for related party investment | ||||||||
| Prepaid expenses and other current assets | ||||||||
| Total current assets | ||||||||
| Non-current assets: | ||||||||
| Property and equipment, net | ||||||||
| Operating lease right-of-use asset | ||||||||
| Lease deposits | ||||||||
| Intangible assets, net (provisional) | ||||||||
| TOTAL ASSETS | $ | $ | ||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable and accrued liabilities | $ | $ | ||||||
| Deferred revenue | ||||||||
| Due to officer | ||||||||
| Due to non-controlling interest | ||||||||
| Operating lease liability – current portion | ||||||||
| Contingent consideration liability | ||||||||
| Total current liabilities | ||||||||
| Non-current liabilities: | ||||||||
| Operating lease liability – non-current portion | ||||||||
| Total non-current liabilities | ||||||||
| TOTAL LIABILITIES | ||||||||
| Stockholders’ equity: | ||||||||
| Preferred Stock, $ par value; shares authorized; shares issued and outstanding | ||||||||
| Common Stock, $ par value; shares authorized; and shares issued and outstanding at June 30, 2026 and September 30, 2025, respectively | ||||||||
| Additional paid in capital | ||||||||
| Accumulated other comprehensive loss | ( | ) | ||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Total DFP Holdings Limited stockholders’ equity | ||||||||
| Non-controlling interests | ( | ) | ||||||
| Total stockholders’ equity | ||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | $ | ||||||
See accompanying notes to the condensed consolidated financial statements.
| 4 |
DFP HOLDINGS LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2026 AND 2025
(Expressed in U.S. Dollars)
(UNAUDITED)
Three months ended June 30, | Nine months ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| NET REVENUES | ||||||||||||||||
| Services | $ | $ | $ | $ | ||||||||||||
| Products | ||||||||||||||||
| Net revenue | ||||||||||||||||
| OPERATING COSTS AND EXPENSES: | ||||||||||||||||
| Cost of services revenues | ||||||||||||||||
Cost of products revenues | ||||||||||||||||
| General and administrative expense | ||||||||||||||||
| General and administrative expense-related party | ||||||||||||||||
| Total operating costs and expenses | ||||||||||||||||
| LOSS FROM OPERATIONS | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| OTHER INCOME: | ||||||||||||||||
| Interest income | ||||||||||||||||
| LOSS BEFORE TAXES | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Provision for income taxes | ( | ) | ( | ) | ||||||||||||
| NET LOSS | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Less: Net loss attributable to non-controlling interest | ||||||||||||||||
| Net loss attributable to DFP Holdings Limited | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| NET LOSS PER SHARE-basic and diluted | $ | ) | $ | ) | $ | ) | $ | ) | ||||||||
| WEIGHTED AVERAGE NUMBER OF COMMON STOCK OUTSTANDING | ||||||||||||||||
See accompanying notes to the condensed consolidated financial statements.
| 5 |
DFP HOLDINGS LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2026 AND 2025
(Expressed in U.S. Dollars)
(UNAUDITED)
Three months ended June 30, | Nine months ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net loss | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Other comprehensive (loss) income: | ||||||||||||||||
| -Foreign currency translation gain/(loss) | ( | ) | ( | ) | ||||||||||||
| COMPREHENSIVE INCOME (LOSS) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Comprehensive loss attributable to noncontrolling interest | ||||||||||||||||
| Comprehensive loss attributable to DFP Holdings Limited | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
See accompanying notes to the condensed consolidated financial statements.
| 6 |
DFP HOLDINGS LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2026 AND 2025
(Expressed in U.S. Dollars)
(UNAUDITED)
| COMMON STOCK | SHARES | |||||||||||||||||||||||||||||||
NUMBER | AMOUNT | ADDITIONAL | ACCUMULATED DEFICIT | ACCUMULATED | TO | NON- | TOTAL | |||||||||||||||||||||||||
| Balance as of September 30, 2025 | $ | $ | $ | ( | ) | $ | $ | $ | $ | |||||||||||||||||||||||
| Foreign currency translation | - | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Shares to be issued related to acquisitions | - | |||||||||||||||||||||||||||||||
| Acquisition of non-controlling interests | - | |||||||||||||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | ( | ) | |||||||||||||||||||||||||
| Balance as of December 31, 2025 (Unaudited) | ( | ) | ( | ) | ||||||||||||||||||||||||||||
| Foreign currency translation | - | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Shares issued related to acquisitions | ( | ) | ||||||||||||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | ( | ) | |||||||||||||||||||||||||
| Balance as of March 31, 2026 (Unaudited) | ( | ) | ( | ) | ||||||||||||||||||||||||||||
| Foreign currency translation | ( | ) | ( | ) | ||||||||||||||||||||||||||||
| Net loss | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||
| Balance as of June 30, 2026 (Unaudited) | $ | $ | $ | ( | ) | $ | ( | ) | $ | $ | ( | ) | $ | |||||||||||||||||||
| COMMON STOCK | ACCUMULATED | SHARES | ||||||||||||||||||||||||||||||
NUMBER | AMOUNT | ADDITIONAL | ACCUMULATED | OTHER | TO | NON- | TOTAL | |||||||||||||||||||||||||
| Balance as of September 30, 2024 | $ | $ | $ | ( | ) | $ | ( | ) | $ | $ | $ | |||||||||||||||||||||
| Foreign currency translation | - | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Net Income | - | |||||||||||||||||||||||||||||||
| Balance as of December 31, 2024 (Unaudited) | ( | ) | ( | ) | ||||||||||||||||||||||||||||
| Foreign currency translation | - | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Balance as of March 31, 2025 (Unaudited) | $ | $ | $ | ( | ) | $ | ( | ) | $ | $ | $ | |||||||||||||||||||||
| Foreign currency translation | - | |||||||||||||||||||||||||||||||
| Acquisition of entity under common control | - | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Balance as of June 30, 2025 (Unaudited) | $ | $ | $ | ( | ) | $ | $ | $ | $ | |||||||||||||||||||||||
See accompanying notes to the condensed consolidated financial statements.
| 7 |
DFP HOLDINGS LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED JUNE 30, 2026 AND 2025
(Expressed in U.S. Dollars)
(Unaudited)
| Nine months ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | ( | ) | $ | ( | ) | ||
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||||
| Operating lease cost | ||||||||
| Depreciation and amortization | ||||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | ( | ) | ||||||
| Inventories | ( | ) | ( | ) | ||||
| Prepaid expenses and other current assets | ( | ) | ||||||
| Prepaid expenses-related party | ||||||||
| Accounts payable and accrued liabilities | ( | ) | ||||||
| Deferred revenue | ( | ) | ||||||
| Operating lease liability | ( | ) | ( | ) | ||||
| Net cash used in operating activities | ( | ) | ( | ) | ||||
| Cash flows from investing activities: | ||||||||
| Purchase of property and equipment | ( | ) | ( | ) | ||||
| Deposit for related party investment | ( | ) | ||||||
| Deposit related party | ( | ) | ||||||
| Cash acquired in acquisitions, net of cash paid | ||||||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash flows from financing activities: | ||||||||
| Advances from officer | ||||||||
| Advances from non-controlling interests | ||||||||
| Net cash provided by financing activities | ||||||||
| Effect of exchange rate changes in cash and cash equivalents | ||||||||
| Net increase in cash, cash equivalents, and restricted cash | ( | ) | ( | ) | ||||
| Cash, cash equivalents, and restricted cash, beginning of year | ||||||||
| Cash, cash equivalents and restricted cash, end of year | $ | $ | ||||||
| Supplemental disclosure of cash flow information: | ||||||||
| Income taxes paid | $ | $ | ||||||
| Initial recognition of operating lease right-of-use assets and operating lease obligations | ||||||||
See accompanying notes to the condensed consolidated financial statements.
| 8 |
DFP HOLDINGS LIMITED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2026 AND 2025
(Expressed in U.S. Dollars)
(Unaudited)
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of business
DFP
Holdings Limited (the “Company”), was incorporated in the State of Nevada on
On March 8, 2022, the Company’s wholly owned subsidiary, DFP Holdings Limited, was formed in Seychelles (“DFP Seychelles”). DFP Seychelles is an intermediate holding company, and operates business through its wholly owned subsidiary, DFP Holdings Limited, a company incorporated in Taiwan (“DFP Taiwan”).
On
May 24, 2022, the Company acquired
On
April 15, 2025, the Company acquired
In
November 2025, the Company completed the acquisition of the
Going concern
The
accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement
of liabilities and commitments in the normal course of business. In accordance with Accounting Standards Codification (“ASC”)
205-40, Going Concern, the Company’s management has evaluated whether there are conditions and events, considered in the
aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date
the accompanying financial statements were issued. For the period ended June 30, 2026, the Company recorded a net loss of $
Management estimates that the current funds on hand will be sufficient to continue operations through the next six months. The Company’s ability to continue as a going concern is dependent upon its ability to continue to implement its business plan to increase its customer base and realize increased revenues. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.
Basis of presentation
The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”).
The
accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries DFP Seychelles,
DFP Taiwan, TIDE, and DFP Huang Tian, and its
| 9 |
Use of estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting year. Actual results could differ from those estimates. Significant estimates include estimates for assumptions used in impairment testing of long-term assets, and the accrual of potential liabilities.
Revenue recognition
The Company’s revenue consists of revenue from services and revenue from products. Revenue from services represent delivering online and in-person media and leadership training courses (“service revenue”). In addition, the Company sells products to customers (“product revenue”).
Revenue is recognized in the period in which the services or products are delivered, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company recognizes deferred revenue at each period end for contracts that have been paid but which the related service or products has not been performed or delivered. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue.
The following table provides information about disaggregated revenue:
| For
the three months ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Service revenue | $ | $ | ||||||
| Product revenue | ||||||||
| Total revenue | $ | $ | ||||||
| For
the nine months ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Service revenue | $ | $ | ||||||
| Product revenue | ||||||||
| Total revenue | $ | $ | ||||||
Cost of revenue
Cost of service revenue primarily consists of commissions, advertising and promotion fee, facility rentals directly attributable to the courses rendered, and cost of products.
| For
the three months ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Commissions | $ | $ | ||||||
| Advertising | ||||||||
| Rental of instructional facilities | ||||||||
| Other | ||||||||
| Cost of products sold | ||||||||
| Total cost of revenue | $ | $ | ||||||
| For
the nine months ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Commissions | $ | $ | ||||||
| Advertising | ||||||||
| Rental of instructional facilities | ||||||||
| Other | ||||||||
| Cost of products sold | ||||||||
| Total cost of revenue | $ | $ | ||||||
| 10 |
Cash, cash equivalents and restricted cash
Cash equivalents include demand deposits placed with banks or other financial institutions and all highly liquid investments with original maturities at purchase of three months or less, including money market funds.
| As
of June 30, 2026 | As
of September 30, 2025 | |||||||
| Cash and cash equivalents | ||||||||
| Denominated in United States Dollars | $ | $ | ||||||
| Denominated in New Taiwan Dollars | ||||||||
| Cash and cash equivalents | ||||||||
| Restricted cash | ||||||||
| Cash, cash equivalents and restricted cash | $ | $ | ||||||
Financial
instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash. As of June
30, 2026, substantially all the Company’s cash was held by two major financial institutions located in Taiwan, which management
believes is of high credit quality. At June 30, 2026,
Restricted Cash
Restricted cash represents accounts designated as collateral required by the bank. Since our course fees are usually paid by our customers using credit card transactions, banks are concerned about potential chargebacks from our customers. The Company includes restricted cash along with the cash and cash equivalents balance for presentation in the consolidated statements of cash flows.
Inventories
The
Company purchases finished goods merchandise inventory which is stated at the lower of cost or net realizable value. For the nine months
ended June 30, 2026, there were
Impairment of long-lived assets
The Company evaluates its long-lived assets for indicators of possible impairment by comparison of the carrying amount to future net undiscounted cash flows expected to be generated by such asset when events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable. Should an impairment exist, the impairment loss would be measured based on the excess carrying value of the asset over the asset’s fair value generally determined by estimates of future discounted cash flows.
Business Combinations
The Company allocates the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and separately identified intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows, useful lives, and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which can be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded in the consolidated statements of operations and comprehensive loss.
| 11 |
Intangible Assets
The
Company has certain intangible assets that were initially recorded at their fair value at the time of acquisition. Intangible assets
with finite useful lives are amortized using the straight-line method over their estimated useful life of
Fair value measurements
The Company follows the guidance of ASC 820-10, “Fair Value Measurements and Disclosures”, with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:
Level 1: Observable inputs such as quoted prices in active markets;
Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.
The Company believes the carrying amount reported in the balance sheet for cash and cash equivalents, prepaid expenses, accounts payable and accrued liabilities, deferred revenue and due to officer, approximate their fair values because of the short-term nature of these financial instruments.
Foreign currency
The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiary maintains its books and records in its functional currency, New Taiwan Dollars (“NT$”).
In general, for consolidation purposes, assets and liabilities of the Company’s subsidiaries whose functional currency is not the US$, are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated other comprehensive income or loss within stockholders’ equity.
Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:
As of and for the nine months ended | ||||||||
| 2026 | 2025 | |||||||
| Period-end NT$ : US$1 exchange rate | ||||||||
| Period-average NT$ : US$1 exchange rate | ||||||||
The Company calculates net income (loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income (loss) per share is computed by dividing the net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted income (loss) per share is computed similar to basic income (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.
At June 30, 2026 and 2025, the Company has potentially dilutive securities, such as options or warrants, outstanding.
Concentrations
For the nine months ended June 30, 2026 and 2025, no customer accounted for 10% or more of the Company’s revenue.
For the nine months ended June 30, 2026 and 2025, no service provider accounted for 10% or more of the Company’s operating costs and expenses.
At June 30, 2026, approximately % of our total accounts payable was owed to three vendors, out of a total of 15 vendor accounts payable accounts. These three vendors accounted for approximately %, %, and % of our total accounts payable, respectively.
Our accounts payable primarily relate to amounts due to vendors for goods and services provided in the ordinary course of business. We generally settle our accounts payable in accordance with the agreed payment terms with our vendors. Based on our current assessment, we do not anticipate any material issues with respect to the settlement of these accounts payable.
Segments
Our
Chief Executive Officer (“CEO”) is our chief operating decision maker (“CODM”). Our CEO evaluates performance
and makes operating decisions about allocating resources based on financial data presented on a consolidated basis. We have determined
that we operate as
Our CODM uses consolidated net income (loss) as the sole measure of segment profit or loss. Significant segment expenses include salaries and related, commissions, and operating expenses (see Note 9).
| 12 |
Recent accounting pronouncements
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). Additionally, in January 2025, the FASB issued ASU 2025-01, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) Clarifying the Effective Date to further clarify the effective date of ASU 2024-03. ASU 2024-03 requires disclosure in the notes to the financial statements of specified information about certain costs and expenses.
In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40). This ASU updates the capitalization criteria for internal-use software cost by removing references to software development project stages. This ASU is effective for annual reporting periods beginning after December 15, 2027, and interim periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The Company is currently evaluating the impact of this ASU but does not expect it to have a material impact on its Condensed Consolidated Financial Statements and related disclosures.
Other recent accounting pronouncements and guidance issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.
NOTE 2 – PREPAID EXPENSES AND OTHER CURRENT ASSETS
| As
of June 30, 2026 | As
of September 30, 2025 | |||||||
| Prepaid expenses | $ | $ | ||||||
| Deposits | ||||||||
| Other | ||||||||
| Total | $ | $ | ||||||
As of June 30, 2026 and September 30, 2025, prepaid expenses are made up of prepaid commissions and fees.
NOTE 3 – PROPERTY AND EQUIPMENT, Net
| As
of June 30, 2026 | As
of September 30, 2025 | |||||||
| Office equipment | $ | $ | ||||||
| Leasehold improvements | ||||||||
| Motor vehicle | ||||||||
| Less: accumulated depreciation | ( | ) | ( | ) | ||||
| $ | $ | |||||||
For
the period ended June 30, 2026 and 2025, total depreciation expense was $
| 13 |
NOTE 4 – INTANGIBLE ASSETS, Net
As of June 30, 2026 | As of September 30, 2025 | |||||||
| Intangible assets | $ | $ | ||||||
| Less: accumulated amortization | ( | ) | ||||||
| Intangible assets, Net | $ | $ | ||||||
For
the period ended June 30, 2026, total amortization expense was $
During the period ended June 30, 2026, the Company completed the acquisitions of three entities (see Note 6). The excess of the fair value of total consideration transferred, including equity consideration and contingent consideration liability, over the fair value of net tangible assets acquired was provisionally recorded as identifiable intangible assets. Based on management’s preliminary assessment, these intangible assets primarily relate to assembled workforce know-how and operational capabilities associated with the acquired businesses and have been assigned an estimated useful life of two years. The valuation of these intangible assets is preliminary and subject to adjustment during the measurement period as additional information becomes available.
Estimated amortization expense for the next three years is as follows:
| September 30, 2026 (remaining) | $ | |||
| September 30, 2027 | ||||
| September 30, 2028 |
NOTE 5 – OPERATING LEASES
On
July 1, 2024, the Company, through its wholly owned subsidiary DFP Holdings Limited (Taiwan), entered into two new operating leases for
the rental of two offices with lease terms of
On
December 1, 2025, the Company, through its subsidiary Haisen Shangliu Co. Limited (“HSCL”), entered into a new operating
lease for the rental of one office with lease terms of
The components of rent expense and supplemental cash flow information related to leases for the period are as follows:
| For the nine months ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Lease Cost | ||||||||
| Operating lease cost | $ | $ | ||||||
| Other Information | ||||||||
| Weighted average remaining lease term – operating leases (in years) | ||||||||
| Weighted average discount rate for operating lease | % | % | ||||||
| 14 |
Operating lease right-of-use asset for the period ended June 30, 2026 is as follows:
| Right-of-use assets, net as of September 30, 2025 | $ | |||
| New lease right-of-use asset recognized | ||||
| Less: amortization | ( | ) | ||
| Foreign exchange translation | ( | ) | ||
| Right-of-use assets, net as of June 30, 2026 | $ | |||
| Operating lease liabilities for the period ended June 30, 2026 is as follows: | ||||
| Lease liability at September 30, 2025 | $ | |||
| New lease liability recognized | ||||
| Add: imputed interest | ||||
| Less: principal repayment | ( | ) | ||
| Foreign exchange translation | ( | ) | ||
| Lease liability at June 30, 2026 | $ | |||
| Lease liability current portion | $ | |||
| Lease liability non-current portion | ||||
| Total operating lease liability | $ |
Maturities of the Company’s lease liabilities are as follows:
| 2026 | $ | |||
| 2027 | ||||
| 2028 | ||||
| Total lease payments | ||||
| Less: Imputed interest | ( | ) | ||
| Present value of operating lease liabilities | $ |
NOTE 6 – ACQUISITIONS
In
November 2025, the Company completed the acquisition of the
| Name of acquiree | Equity interest acquired | General description | ||||
| Dong Li Fang Zhou Co. Limited (“DLFZ”) | % | |||||
| Homula Limited Company (“HLC”) | % | |||||
| Haisen Shangliu Co. Limited (“HSCL”) | % | |||||
The
Company utilized the acquisition method of accounting for the acquisitions in accordance with ASC 805, Business Combinations. The Company
allocated the purchase price to acquired tangible assets, identifiable intangible assets, and assumed liabilities at their estimated
fair values as of the date of acquisition. The Company acquired the three entities from existing shareholders for (i) cash consideration
of $
| 15 |
| Dong Li Fang Zhou | Homula | Haisen Shangliu | Effect of exchange rate changes | Total | ||||||||||||||||
| Fair value of consideration | ||||||||||||||||||||
| Cash | $ | $ | $ | $ | ( | ) | $ | |||||||||||||
| Fair value of common stock ( total shares issued) | ( | ) | ||||||||||||||||||
| Fair value of contingent consideration liability | ( | ) | ||||||||||||||||||
| Total consideration transferred | ( | ) | ||||||||||||||||||
| Non-controlling interest (49%) | ( | ) | ( | ) | ||||||||||||||||
| Total fair value | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Allocation to assets acquired and liabilities assumed: | ||||||||||||||||||||
| Cash | $ | $ | $ | $ | $ | |||||||||||||||
| Prepaid expenses | ||||||||||||||||||||
| Office equipment | ||||||||||||||||||||
| Accounts and other payables | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Net tangible assets | ( | ) | ||||||||||||||||||
| Intangible assets (provisional) | ( | ) | ||||||||||||||||||
| Total net assets acquired | $ | $ | $ | $ | ( | ) | $ | |||||||||||||
The results of Dong Li Fang Zhou, Homula Limited, and Haisen Shangliu are included in the Company’s unaudited condensed consolidated financial statements from the date acquired in November 2025 through June 30, 2026. The Company has not disclosed pro-forma revenue and earnings attributable to Dong Li Fang Zhou, Homula Limited, and Haisen Shangliu as they did not have a material effect on the Company’s condensed consolidated financial statements.
NOTE 7– ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
| As
of June 30, 2026 | As
of September 30, 2025 | |||||||
| Accrual expenses | $ | $ | ||||||
| Account payables | ||||||||
| Other payables | ||||||||
| Total | $ | $ | ||||||
As of June 30, 2026 and September 30, 2025, accrued liabilities and other payables are made up of salary payable, statutory contribution, audit fees and etc.
NOTE 8 - STOCKHOLDERS’ EQUITY
As of June 30, 2026 the Company has shares of commons stock authorized and shares of common stock issued and outstanding, respectively.
During
the nine months ended June 30, 2026, the Company issued shares of common stock with a fair value of $
| 16 |
NOTE 9 - RELATED PARTY TRANSACTIONS
Mr.
Hsu Shou Hung (“Mr. Hsu”), a founder of the Company, is currently the Company’s Chief Executive Officer, Chief Financial
Officer, President, Secretary, Treasurer, and sole director. As of June 30, 2026, Mr. Hsu collectively owns shares, or
At
June 30, 2026 and September 30, 2025, $
Deposit related party-Digital Frontier
On
April 10, 2025, the Company, together with Mr. Hsu (the Company’s CEO, CFO, and largest shareholder), and a Singapore private company
jointly established a Singapore private company, Digital Frontier Platforms Pte Ltd (“Digital Frontier”). The Company agreed
to subscribe for shares in Digital Frontier for total consideration of $
During
the nine months ended June 30, 2026, the Company funded capital contribution deposits of $
As
of June 30, 2026, the capitalization of Digital Frontier had not been completed, the other two shareholders had not yet made their required
capital contributions, and various corporate formation and governance documents remained incomplete. Accordingly, the $
Digital Frontier is a related party under ASC 850 because it is under common ownership with Mr. Hsu, the Company’s the Company’s CEO, CFO, and largest shareholder. Digital Frontier is being established to pursue opportunities in the digital economy, initially concentrating on the education sector.
Leader Capital Holdings Corp.
Mr.
Lin Yi Hsiu (“Jeff Lin”) is Chief Executive Officer and a director of Leader Capital Holdings Corp. (“LCHC”).
LCHC owns shares of the Company’s restricted Common Stock and is a
LCHC, through its wholly owned subsidiary, LOC Weibo Co., Limited (“LOC”) provides IT and maintenance services to the Company. Leader Financial Asset Management Limited (“LFAML”), another company wholly owned by Jeff Lin, provides consulting and company secretarial services to the Company.
For the three months ended June 30, 2026 and 2025, the Company incurred the following fees to Leader:
| For the three months ended June 30, | ||||||||||
| Paid to: | Description | 2026 | 2025 | |||||||
| LCHC | IT services | $ | $ | |||||||
| LOC | IT services | |||||||||
| Total | $ | $ | ||||||||
For the nine months ended June 30, 2026 and 2025, the Company incurred the following fees to Leader:
| For the nine months ended June 30, | ||||||||||
| Paid to: | Description | 2026 | 2025 | |||||||
| LCHC | IT services | $ | $ | |||||||
| LOC | IT services | |||||||||
| Total | $ | $ | ||||||||
Dong Li Fang Zhou Co. Limited
Ms.
Yu Yi Jen is a director and holds a
Homula Limited Company
Mr.
Tsan Jui Chin is a director and holds a
| 17 |
NOTE 10 – COMMITMENTS AND CONTINGENCIES
In
August, 2024, the Company signed a contract with a third-party consultant and agreed to pay a total of $
NOTE 11 - SEGMENT REPORTING
The
Company’s chief operating decision maker (“CODM”) has been identified as the Company’s Chief Executive Officer
(“CEO”). The Company’s CODM evaluates performance and makes operating decisions about allocating resources based on
financial data presented on a consolidated basis. Because the CODM evaluates financial performance on a consolidated basis, the Company
has determined that it has
Service income is primarily attributable to the Company’s business of delivering online and in-person media and leadership training courses. Sales of products is mainly contributed by the three recently acquired companies (DLFZ, HLC, and HSCL).
The following table presents the significant segment expenses and other segment items regularly reviewed by our CODM. Operating expenses include all remaining costs necessary to operate our business, which primarily include external professional services, income taxes, and other administrative expenses:
| For the nine months ended June 30, 2026 | ||||||||||||
| By Business Unit | Services Business | Sale of Products | Total | |||||||||
| Revenue | $ | $ | $ | |||||||||
| Cost of revenue | ( | ) | ( | ) | ( | ) | ||||||
| Gross profit | ||||||||||||
| General and administrative expenses | ||||||||||||
| Salaries and related | ( | ) | ( | ) | ( | ) | ||||||
| Operating expenses | ( | ) | ( | ) | ( | ) | ||||||
| Loss from operations | $ | ( | ) | $ | ( | ) | $ | ( | ) | |||
| Total other income | ||||||||||||
| Income tax expenses | ||||||||||||
| Net loss | $ | ( | ) | $ | ( | ) | $ | ( | ) | |||
For the nine months ended June 30, 2025 | ||||||||
| By Business Unit (Service Business only) | Services Business | Total | ||||||
| Revenue | $ | $ | ||||||
| Cost of revenue | ( | ) | ( | ) | ||||
| Gross profit | ||||||||
| General and administrative expenses | ||||||||
| Salaries and related | ( | ) | ( | ) | ||||
| Operating expenses | ( | ) | ( | ) | ||||
| Loss from operations | $ | ( | ) | $ | ( | ) | ||
| Total other income | ||||||||
| Income tax expenses | ( | ) | ( | ) | ||||
| Net loss | $ | ( | ) | $ | ( | ) | ||
NOTE 12 - SUBSEQUENT EVENTS
The Company has evaluated all events or transactions that occurred after June 30, 2026, up to the date that the condensed consolidated financial statements were available to be issued. Based on this evaluation, the Company determined that there were no material subsequent events requiring recognition or disclosure in these condensed consolidated financial statements.
| 18 |
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
OVERVIEW
DFP Holdings Limited (the “Company” or “we”) was incorporated in the State of Nevada on December 8, 2021, and has a fiscal year end of September 30.
GOING CONCERN
For the period ended June 30, 2026, the Company recorded a net loss of $677,253 and used cash in operations of $358,850. To date, the operations have been primarily financed through the issuance of common stock. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that these financial statements are issued. In addition, the Company’s independent registered public accounting firm, in its report on the Company’s consolidated financial statements for the year ended September 30, 2025, included an explanatory paragraph related to substantial doubt about the Company’s ability to continue as a going concern. The Company’s financial statements included elsewhere in this Quarterly Report do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.
Management estimates that the current funds on hand will be sufficient to continue operations through the next six months. The Company’s ability to continue as a going concern is dependent upon its ability to continue to implement its business plan to increase its customer base and realize increased revenues. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting year. Actual results could differ from those estimates. Significant estimates include estimates for assumptions used in impairment testing of long-term assets and the accrual of potential liabilities.
REVENUE RECOGNITION
The Company recognizes revenue in accordance with Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers, following the five-step model prescribed by ASC 606, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.
The Company’s revenue consists of revenue from services and revenue from products. Revenue from services represent delivering online and in-person media and leadership training courses (“service revenue”). In addition, the Company sells products to customers (“product revenue”).
Revenue is recognized in the period in which the services or products are delivered, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company recognizes deferred revenue at each period end for contracts that have been paid but which the related service or product has not been performed or delivered. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue.
| 19 |
RECENT ACCOUNTING PRONOUNCEMENTS
See Note 1 to the Condensed Consolidated Financial Statements.
RESULTS OF OPERATIONS
2026:
For the three and nine months ended June 30, 2026, we generated revenue of $564,851 and $1,050,795 respectively.
For the three months ended June 30, 2026, operating costs and expenses were $787,207, including cost of revenue of $517,371, general and administrative expenses of $269,076 and general and administrative expenses to related party of $760, respectively.
For the nine months ended June 30, 2026, operating costs and expenses were $1,735,480, including cost of revenue of $901,268, general and administrative expenses of $832,562 and general and administrative expenses to related party of $1,650, respectively.
2025:
For the three and nine months ended June 30, 2025, we generated revenue of $240,753 and $931,235 respectively.
For the three months ended June 30, 2025, operating costs and expenses were $566,711, including cost of revenue of $94,490, general and administrative expenses of $453,963 and general and administrative expenses to related party of $18,258, respectively.
For the nine months ended June 30, 2025, operating costs and expenses were $1,242,827, including cost of revenue of $307,885, general and administrative expenses of $876,972 and general and administrative expenses to related party of $57,970, respectively.
Liquidity and Capital Resources
For the nine-month period ended June 30, 2026, the Company recorded a net loss of $677,253 and used cash in operations of $358,850. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that these financial statements are issued. In addition, the Company’s independent registered public accounting firm, in its report on the Company’s consolidated financial statements for the year ended September 30, 2025, included an explanatory paragraph related to substantial doubt about the Company’s ability to continue as a going concern.
The Company’s ability to continue as a going concern is dependent upon the Company’s ability to implement its business plans and continue receiving financial support from its officers and shareholders. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company can obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
| 20 |
Item 4. Controls and Procedures.
DISCLOSURE CONTROLS AND PROCEDURES
Under the supervision and with the participation of our management, including our principal executive and financial officer, we are responsible for conducting an evaluation of the effectiveness of the design and operation of our internal controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal period covered by this Report. Disclosure controls and procedures means that the material information required to be included in our Securities and Exchange Commission (“SEC”) reports is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms relating to our company, including any consolidating subsidiaries, and was made known to us by others within those entities, particularly during the period when this Report was being prepared. Based on this evaluation, our principal executive and financial officer concluded as of the evaluation date that our disclosure controls and procedures were not effective as of June 30, 2026 due to material weaknesses in our internal control over financial reporting as described below.
Material Weaknesses
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our financial statements will not be prevented or detected on a timely basis.
The material weaknesses identified include (i) the Company did not maintain a functioning independent audit committee and did not maintain an independent board; (ii) the Company had inadequate segregation of duties; and (iii) the Company had an insufficient number of personnel with an appropriate level of U.S. GAAP knowledge and experience and ongoing training in the application of U.S. GAAP and SEC disclosure requirements commensurate with the Company’s financial reporting requirements.
Notwithstanding the identified material weaknesses, management has concluded that the Financial Statements included in this Quarterly Report on Form 10-Q present fairly, in all material respects, the Company’s financial position, results of operations and cash flows for the periods disclosed in conformity with U.S. GAAP.
Planned remediation of material weaknesses
Management is actively engaged in developing and implementing remediation plans to address the material weaknesses described above. These remediation efforts are ongoing and include or are expected to include preparation of written documentation of our internal control policies and procedures, and to increase personnel and technical accounting expertise within the accounting function.
CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING
There were no changes in our internal controls over financial reporting that occurred during the period covered by this Report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.
Inherent Limitations on Effectiveness of Controls
In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design and disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgement in evaluating the benefits of possible controls and procedures relative to the cost.
| 21 |
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
The Company is not a party to any threatened or pending legal proceedings.
Item 1A. Risk Factors.
Not required by smaller reporting companies. We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
None.
Item 3. Default upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
Insider Trading Arrangements
During
the quarter ended June 30, 2026, none of our directors or officers
Future Plans
The Company is actively engaged in discussions with several potential companies to explore strategic opportunities that align with its long-term growth objectives. Through these potential collaborations or partnerships, the Company aims to generate sustainable value for shareholders, create meaningful operational synergies, and enhance its overall market competitiveness. Management believes that these initiatives will enable the Company to strengthen its business foundation, diversify its operations, and capture emerging opportunities within its target markets.
| 22 |
Item 6. Exhibits.
The following exhibits are filed or “furnished” herewith:
| Number | Description | |
| 3.1 | Certificate of Incorporation (1) | |
| 3.2 | By-laws (1) | |
| 31.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002* | |
| 32.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002* | |
| 101.INS | Inline XBRL Instance Document* | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document* | |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document* | |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document* | |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document* | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document* | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document)* |
| (1) | Previously filed and incorporated in the Company’s Registration Statement, Amendment No.3 to Form S-1 (File No. 333-271858) with the Securities and Exchange Commission on September 6, 2023. |
* Filed herewith.
XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
| 23 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| DFP HOLDINGS LIMITED | ||
| (Name of Registrant) | ||
| Date: August 13, 2026 | By: | /s/ Hsu Shou Hung |
| Name: | Hsu Shou Hung | |
| Title: | Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Financial and Accounting Officer) | |
| 24 |