UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

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

FORM 10-K

For the fiscal year ended February 29, 20162024

OR

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

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

Commission file number 333-173456

Nevada

(State of other jurisdiction of incorporation or organization)

2293 Hong Qiao Rd,Room 508, T1N Vi Park, 360 Xin Long Road, Shanghai China, 200336201101

(Address of principal executive offices, including zip code)

+86 21 64748888

(Registrant'sRegistrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value

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. Yes x ☒ No ¨☐

Indicate by check mark whether 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). Yes x ☒ No ¨☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant'sregistrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.x☐

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“large accelerated filer," "accelerated filer"” “accelerated filer” and "smaller“smaller reporting company"company” in Rule 12b-2 of the Exchange Act.

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

There was no active public trading market for the common stock. Based on recorded trades as of August 31, 2023, the last business day of the Company's second fiscal quarter, so there was no aggregate market value of 10,813,993 common stockstocks held by non-affiliates.non-affiliates was $275,757.

As of June 27, 2016,May 7, 2024, there are 8,678,57119,985,708 shares of common stock issued and outstanding.

TABLE OF CONTENTS

JUBILANT FLAME INTERNATIONAL, LTD.

FORWARD LOOKING STATEMENTS

This Annual Report contains forward-looking statements. Forward-looking statements are projections of events, revenues, income, future economic performance or management'smanagement’s plans and objectives for our future operations. In some cases, you can identify forward-looking statements by terminology such as "may"“may”, "should"“should”, "expects"“expects”, "plans"“plans”, "anticipates"“anticipates”, "believes"“believes”, "estimates"“estimates”, "predicts"“predicts”, "potential"“potential” or "continue"“continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors"“Risk Factors” and the risks set out below, any of which may cause our or our industry'sindustry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. These risks include, by way of example and not in limitation:

	·	the uncertainty of profitability based upon our history of losses;
	·	risks related to start up operations and implementing our business plan;
	·	risks related to inventory management and limited revenue
	·	risks related to failure to obtain adequate financing on a timely basis and on acceptable terms to continue as going concern;
	·	risks related to our international operations and currency exchange fluctuations; and
	·	other risks and uncertainties related to our business plan and business strategy.	other risks and uncertainties related to our business plan and business strategy.

This list is not an exhaustive list of the factors that may affect any of our forward-looking statements. These and other factors should be considered carefully, and readers should not place undue reliance on our forward-looking statements. Forward looking statements are made based on management'smanagement’s beliefs, estimates and opinions on the date the statements are made and we undertake no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. 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. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are stated in United States dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. All references to "common stock"“common stock” refer to the common shares in our capital stock.

As used in this annual report, the terms "we"“we”, "us"“us”, "our"“our”, the "Company"“Company”, the 'Registrant"‘‘Registrant”, and "Jubilant Flame"“Jubilant Flame” mean Jubilant Flame International, LTD. unless otherwise indicated.

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Description of Business

Jubilant Flame International, LTD was organized in the state of Nevada on September 29, 2009 under the name Liberty Vision, Inc. The Company provided web development and marketing services for clients through a wholly owned subsidiary until December 5, 2012, when the Company disposed of its subsidiary to a shareholder for a nominal sum. On December 16, 2012, the Company changed its name to Jiu Feng Investment Hong Kong, LTD. On MayAugust 18, 2015, the Company changed its name to Jubilant Flame International, LTD. TheLtd.

Previously, the Company developswas engaged in the business of developing and marketsmarketing medical products, under license from BioMark. The products currently marketed includeincluding Bone-Induction Artificial Bone (BIAB) products and Vacuum Sealing Drainage (VSD) products. The Company is also licensed to conduct research and developmentunder a license from BioMark. Starting the fourth quarter of BioMark's cancer detection scanning technology. In the event that the research and development of BioMark's cancer detection scanning technology provides marketable technology,fiscal year ended February 28, 2018, the Company shall have the righthas started a new line of first refusalbusiness to promote and sell a license to market, sell and distribute such cancer detection scanning technology.

Licensed Products:new cosmetics product “Acropass” series in United States.

The primary LicensedCompany purchases the Acropass inventory from Rubyfield Holdings Limited, a Chinese company owned by the CEO of the Company (“Rubyfield”). Under a Resale Agreement between the Company and Rubyfield, the Company agrees to purchase Acropass products from Rubyfield.

The Company also has a Master Service Agreement (the “MSA”) with a third party (“Manager”). Pursuant to MSA, the Manager agrees to provide branding services, social media management services, ad campaign services, and manage and operate the Company’s online shopping platform in the United States and the Company’s Amazon account with respect to the sales of the Acropass products the Company has purchased from Rubyfield.

In the beginning of 2020, the Company ceased the marketing and selling of cosmetic products in the United States.

From the third quarter of year ended February 29, 2020, the company started to provide technical support services for development of new nutrition material and product to customers. The technical support focuses on a nutrition food series which is selling in the USA market. Currently, the nutrition food series include SEA-BUCKTHORN and Organic Sprouting Powder. The company’s technology background directors provide excellent technical service to manufacturers in the USA.

Principal Products and Service

By the third quarter of year ended February 29, 2020, the Company had purchased two type of Acropass products for resale in the United States from Rubyfield – Acropass Trouble Care for acne treatment and Acropass Ageless Lifter for wrinkle treatment (collectively, “Acropass Products”). The Acropass Products are made of hydrocolloid patches with dissolving microstructures. The microstructures contain hyaluronic acid and epidermal growth factor. Hyaluronic Acid is a natural moisturizing agent that delivers nutrients to skin cells and blocks water evaporation from the skin, enabling the skin to maintain adequate amounts of water. EGF protects the skin’s innate natural growth and robustness by preventing the appearance of skin aging and sagging. Both ingredients work together to improve the appearance of skin elasticity and reduces the appearance of wrinkles and acne.

The Company does not manufacture the Acropass Products and purchases the Acropass Products directly from Rubyfield for resale.

In the beginning of 2020, the Company ceased the marketing and selling of cosmetic products in the United States.

From the third quarter of year ended February 29, 2020, the company started to provide technical support services in connection with nutritionally oriented food that include Sea-Buckthourn and Organic Spouting Powder. The company’s technology background directors make our service match customers needs well.

Marketing and Distribution Methods

We do not have any brick-and-mortar stores and sells the following BIABAcropass Products directly to our customers on our own website or via Amazon. We hired the Manager to manage the sales and VSD products:distribution of our products, but we did not engage any distributors to distribute our products. Based on our sales and inventories, we ordered additional inventory from Rubyfield under the Resale Agreement. Rubyfield then shipped the inventory from China to the Manager in the United States and the Manager fulfills our customers’ orders on the website and via Amazon.

Because we were essentially an online business, we directly targeted our customers by promoting our products on our website or via social media, internet advertisement and media reviews. On our products shopping website, http://www.acropass-shop.com/, we had detailed product descriptions, promotional videos and photos to educate our customers about our products and address potential concerns and questions from our customers.

I. Bone-Induction Artificial BoneIn addition to our website, we also utilized social medical platforms to market our products. we had established a Facebook account that allows us to promote our skin care products and interact with our existing and potential customers. We also had presence on Instagram and Twitter and regularly launch social media campaign on different platforms until we ceased the marketing and selling of cosmetic products in the United States. In the beginning of 2020, the Company ceased the marketing and selling of cosmetic products in the United States.

BIAB has completed over 200 animal tests, 5000 clinical trail tests, and was approved by the State Food and Drug AdministrationAs we just started our technical support service for development of China ("SFDA") in 2006. The BIAB won the second prize of 2007 China National Natural Science. VSD also has been approved by SFDA in 2006.nutrition food to manufacturers, our service expanding reply on referral currently.

BIAB is a bionic porous repairing bone material which is made of calcium phosphate through a special process. Its composition and structure is similar with the natural mineral of human bone, which stands for its predominant biocompatibility, biological activity and biological safety. It helps to absorb human self's BMP growth factor; it also regulates gene function to induct bone regeneration, shorter the convalescence, and meet the target of repairing bone defect permanently. The advanced artificial bone is used: (i) in repairing traumatic bone defects; (ii) in repairing bone defect after complete removal of bone tissue as required in the treatment of certain diseases including bone tumor, bone tuberculosis, chronic osteomyelitis, osteofibrous dysplasia, delayed union, nonunion, and false joint fracture; (iii) for treatment of bone loss or bone defects caused by congenital malformation; (iv) as a filling material for spinal fusion, joint fusion, and orthopedic bone grafting; and (v) as a filling material for bone grafting fusion and decompressive laminectomy.

Product Characteristics:Competition

The BIAB provides three-dimensional support structureskin care product in the United States is very competitive. Brand recognition, quality of products, packaging, ingredients, celebrity effects and the physical and chemical composition which is similar to the body's natural bone mineral. They reassembled in human body's environment. It can help lead the fibrous tissue and bone marrow stromal stem cells to grow into the porousprice are some of the material, thus obtainsmany factors that impact consumers’ choices among competing products and brands. Marketing, promotion, merchandising, branding, and positive customer and media review have a significant impact on consumers’ buying decisions. We compete against a number of companies, most of which have substantially greater resources than we do.

Our principal competitors consist of well-known, multinational manufacturers and marketers, most of which design, manufacture, market and sell their products under multiple brand names. We also faced competition from smaller independent brands, skin care specialty websites, as well as some retailers. In the essential multipotent mesenchymal cells for bone formationbeginning of 2020, the Company ceased the marketing and provideselling of cosmetic products in the growth support of cells.United States.

The human body fluidcompany’s technical support service to nutrition food industry is unique. SEA-BUCKTHORN is highly beneficial to the heart disease, diabetes, and boost the immune system treatment. Organic Sprouting Powder contains BMPhigh level of plant protein. We believe we will gain recognition among our targeted customers.

Principal Supplier

Rubyfield is the principal and other growth factors, butsole supplier of the content is too low,Company’s Acropass Products. The Company entered into a Resale Agreement with Rubyfield, pursuant to which the Company agrees to purchase Acropass Products from Rubyfield. The Resale Agreement expires on December 31, 2019 and is not enoughthe Company didn’t renew the agreement upon the expiration.

Intellectual Property

Through a Resale Agreement with Rubyfield, the Company has the rights to cause induction phenomena happen. The specific composition and structure of BIAB provides the growth factor with binding sites. The material implanted could selectively enrich and adsorb the bone growth factorsdistribute Acropass Products in the bloodUnited States. The Company does not own any intellectual property nor did the Company enter into any license arrangement with Raphas or Rubyfield with respect to Acropass Products or their intellectual property.

In addition to the promotional material provided by Rubyfield under the Resale Agreement, the Company created promotional material related to Acropass Products, including videos, photographs and fluidmarketing material. The Company owns the intellectual property rights to such promotional material.

From the third quarter of human body.year ended February 28,2020, the company started new business line to provide technical support services of development of new healthy material and product to customers. The implantation of growth factorcompany believes its technology background directors may develop new intellectual property in this new service business area. The company has not generated revenue from this new business line.

Government Regulation

We do not need governmental approval to market and distribute our products in the microenvironment will induce mesenchymal cells toUnited States but our products are regulated by the osteoblasts differentiationFederal Food, Drug, and new bone growth threshold. UnderCosmetic Act (FD&C Act) and the synergistic effectFair Packaging and Labeling Act (FPLA) because they are considered cosmetics. FDA regulates cosmetics under the authority of bone induction of signaling molecules and biological environment, BIAB can promote bone gene up-regulation, enhance down-stream gene function, and regulate cell movementthese laws. Our products registered in the direction of bone differentiation.FDA volunteer registration program.

As the cells and nutrients transfer through the porous structure, the BMP growth factors cause the formation and maturation of new bone within the Bone-induction artificial bone. The implanted materials are thus gradually replaced with new bone, and the new bone finishes growth and ossification.

This innovative material provides several benefits:

1.	Optimizes bone conduction performance.
2.	Precise osteo-induction.
3.	Rapid bone formation.
4.	Suitable biodegradation absorption and ossification.
5.	Long-term safety of implantation.

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The FD&C Act defines cosmetics by their intended use, as “articles intended to be rubbed, poured, sprinkled, or sprayed on, introduced into, or otherwise applied to the human body...for cleansing, beautifying, promoting attractiveness, or altering the appearance” (FD&C Act, sec. 201(i)). The FD&C Act prohibits the marketing of adulterated or misbranded cosmetics in interstate commerce. “Adulteration” refers to violations involving product composition--whether they result from ingredients, contaminants, processing, packaging, or shipping and handling. “Misbranding” refers to violations involving improperly labeled or deceptively packaged products. Under the FD&C Act, a product also may be misbranded due to failure to provide material facts. This means, for example, any directions for safe use and warning statements needed to ensure a product’s safe use.

ComparisonIn addition, under the authority of the FPLA, FDA requires a list of ingredients for cosmetics marketed on a retail basis to consumers (Title 21, Code of Federal Regulations. Cosmetics that fail to comply with other products

Comparison with similar products

II. Vacuum Sealing Drainagethe FPLA are considered misbranded under the FD&C Act. This requirement does not apply to cosmetics distributed solely for professional use, institutional use (such as in schools or the workplace), or as free samples.

VSD was approved byFDA can take action against cosmetics on the SFDAmarket that are in 2006. It is madeviolation of polyvinyl alcohol aqueous gelatin foam: a three-dimensional porous structure, which is non ciliated,these laws, as well as companies and exhibits strong water absorption characteristics. It is hydrophilic and has excellent thermal insulation capabilities as compared with other vacuum sealing drainage specialty foams. VSD has good histocompatibility and will not adhere to a wound. VSD aids skin creation around a wound bed with minimal vulnus. The dressing material acts as a drug carrier with strong bactericidal characteristics, and the gelatin protein promotes the growth of granulation, accelerating wound healing. It can be used in the surgery of burns, orthopedics, trauma repair, plastic, and general surgery.individuals who market such products.

Product Characteristics:FDA’s legal authority over cosmetics is different from their authority over other medical products they regulate. Under the law, cosmetic products and ingredients do not need FDA premarket approval, with the exception of color additives. However, FDA can pursue enforcement action against products on the market that are not in compliance with the law, or against firms or individuals who violate the law.

Advantages:We have followed best practices guidelines to comply with all regulatory requirements.

1.	Good treatment effect. VSD allows an individualized complete treatment plan, which fully ensures the effect of clinical treatment. VSD basically eliminates adverse events such as clinical wound blowing and drainage tube blocking, leading to excellent treatment reliability;
2.	Easy to operate. Using VSD is as simple as changing a fresh dressing for the wound; the material does not adhere with the wound, which avoids secondary vulnus;
3.	Large range of indications; innovation of operation, especially for large size wound treatments.

Comparison with previous technology

Comparison with other products

III. Cancer Detection Scanning TechnologyResearch and Development

The Company is also licensed to conducthas not conducted any research and development of BioMark's cancer detection scanning technology. The technology uses biomarkers for the early detection of cancers. In the event that the research and development of BioMark's cancer detection scanning technology provides marketable technology, the Company shall have the right of first refusalactivities related to a license to market, sell and distribute such cancer detection scanning technology.Acropass Products.

BioMark's cancer detection scanning technology provides innovative techniques and assay analysis to increases early detection of tumors in the latent growth phase.Employees

Poor prognosis associated with late diagnosis = large tumor size

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Facts About Cancer

Cancer Prevalence

Demographics

Characteristics of an Ideal Cancer Biomarker

Applications of Biomarkers

Industry Trends

Market for Diagnostic Equipment

Intellectual Property

BioMark holds the following patents and patent applications relating to products licensed by the Company:

Employees

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Reports to Securities Holders

We provideprepare an annual report that includes audited financial information to our shareholders.information. We will make our financial information equally available to any interested parties or investors through compliance with the disclosure rules for a small business issuer under the Securities Exchange Act of 1934. We are subject to disclosure filing requirements including filing Form 10K10-K annually and Form 10Q10-Q quarterly. In addition, we will file Form 8K8-K current reports and proxy materials and other proxy and information statements from time to time as required. We do not intend to voluntarily file the above reports in the event that our obligation to file such reports is suspended under the Exchange Act. The public may read and copy any materials that we file with the Securities and Exchange Commission, ("SEC"(“SEC”), at the SEC'sSEC’s Public Reference Room at 100 F Street NE, Washington, DC 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site (http://www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

ITEM 1A.1A RISK FACTORS

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 2.2 PROPERTIES

The Company leasesWe do not own any real property. Our business is presently operated from office space in Los Angeles, California,provided by our CEO, Ms. Yan Li at 3150 Wilshire, Suite 2215.10F., Yunfeng Building, No. 478 Wuzhong Rd, Shanghai, China 201103, without paying any rent.

ITEM 3.3 LEGAL PROCEEDINGS

Currently, the Company is not involved in any pending litigation or legal proceeding.

ITEM 4.4 MINE SAFETY DISCLOSURES

Not applicable to our Company.

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PART II

ITEM 5.5 MARKET FOR REGISTRANT'SREGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information

Our common stock is currently quoted on the OTCQB Bulletin Board under the symbol "JFIL"“JFIL”. Because we are quoted on the OTCQB Bulletin Board, our securities may be less liquid, receive less coverage by security analysts and news media, and generate lower prices than might otherwise be obtained if they were listed on a national securities exchange. Although there is trading in our common stock from time to time, there is no established market for our common stock. In the past year, it has traded the price per share has been in the $0.018 to $0.043 range during the year ended February 28, 2023. These prices reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transaction values.

Holders

As of February 29, 2016,28, 2024, there were 3879 total record holders of 8,678,57119,985,708 shares of the Company'sCompany’s common stock. We believe we have additional shareholders who hold their shares on a beneficial basis in “street name.”

Dividends

The Company has not paid any cash dividends to date and does not anticipate or contemplate paying dividends in the foreseeable future. It is the present intention of management to utilize all available funds for the development of the Company'sCompany’s business.

Securities Authorized for Issuance Under Equity Compensation Plans

None.

Recent sales of unregistered securitiessecurity

On July 28,Between December 2015 and February 29, 2024, the Company issued 178,571900,000 shares of its common stock to Premier Venture Partners, LLC ("PVP"). The Shares were issued in consideration of the execution of an Equity Purchase Agreement entered into on June 18, 2015 between the Company and PVP.its CEO, Ms. Yan Li, under her employment agreement, 550,000 shares to its current CFO, Mr. Lei Wang, 200,000 shares to its current Secretary/Treasurer, Mr. Kecheng Xu, 300,000 shares to its new board director Brian Cheng, 150,000 shares to its new board director Mario Papazoglou for compensation purposes. The issuance of shares to PVP wasofficers were made in reliance upon the exemption from securities registration afforded by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act") and Rule 506 of Regulation D promulgated by the SEC under the 1933 Act. (See Item 11 – Executive Compensation – Employment Agreements and Related Transactions.)

On December 9, 2015 the Registrant issued to Peak One Opportunity Fund, L.P. a Convertible Debenture in the principal amount of $60,000. The issuance of the debenture was disclosed on Form 8-K filed on December 15, 2015. The debenture matures on December 9, 2018.

Issuer Purchases of Equity Securities

We did not repurchase any of our equity securities during the years ended February 29, 20162024 and February 28, 2015.2023.

ITEM 6. 6 SELECTED FINANCIAL DATA

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.

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ITEM 7. MANAGEMENT'S7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our audited financial statements and notes thereto included herein. In connection with, and because we desire to take advantage of, the "safe harbor"“safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, we caution readers regarding certain forward lookingforward-looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on our behalf, whether or not in future filings with the Securities and Exchange Commission. Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward lookingforward-looking statements made by, or our behalf. We disclaim any obligation to update forward-looking statements.

Results of Operations

RevenueSales

From last quarter of the fiscal year ended February 28, 2018, we started to promote and sell our new cosmetic products in the United States market. We recognized no revenues duringpurchase the Acropass Products and other Products from an affiliated company in China. In the beginning of 2020, the Company ceased the marketing and selling of cosmetic products in the United States. From the third quarter of year ended February 29, 2016 or2020, the company started to provide technical support services in connection with nutritionally oriented food that include Sea-Buckthourn and Organic Spouting Powder. We recognized Nil of revenue during the fiscal year ended February 29, 2024 and February 28, 2015 as we have yet2023 respectively. The result was primarily due to generate any sales from ourslow down in new business in the medical sector.line.

Operating Costs and Expensesexpense

The major components of our expenses for the fiscal years ended February 29, 20162024 and February 28, 20152023 are outlined in the table below:

The $132,595 increase in ourOur operating costsexpenses increased by $5,820 for the year ended February 29, 20162024, compared to the fiscal year ended February 28, 2015,2023. The increase was mainly due to the $116,250a increase in officers compensation, $6,000 increase in rent, $5,000 increase in investor marketing, $4,861 increase in website amortization expense, $3,763 increaseof $2,522 in legal service fee and $3,061an increase of 2,000 in accounting fees. The increases were partially offset by a decrease in OTC filing fees of $9,625. The increased accounting expense was due in part to accounting work completed in preparation of our registration statement on Form S-1 which was filed on March 9, 2016.and audit expense.

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Other Expensesincome

Other expenses increased to $456,876income is Nil and Nil for the year ended February 29, 2016, from other income of $12 for the year ended2024 and February 28, 2015. Other expenses consisted primarily of $419,642 write off of deferred financing fees and $37,234 of combined other interest expense. The interest expense increase is due to a convertible promissory note issued on December 19, 2016.2023, respectively.

Net Loss

During the years ended February 29, 20162024 and February 28, 2015,2023, the Company realized a net loss of $833,931$67,365 and $244,448$61,545 , respectively.

Liquidity and Capital Resources

The increase in the Company'sCompany’s working capital deficit frombetween the fiscal years ended February 29, 2024 and February 28, 20152023 was mainly due to February 29, 2016 reflects the impactincrease of net loss recognized bytotal $61,653 due to related party and the Company for the year.increase of total $4,060 accrued expense.

Cash Flows

The table below, for the periods indicated, provides selected cash flow information:

Cash Flows from Operating Activities

During the fiscal year ended February 29, 2024, we incurred a net loss of $67,365, compare to a net loss of $61,545 during the fiscal year ended February 28, 2023. During the fiscal year ended February 29, 2024, we used $63,890 in operating activities compared to $40,130 during the fiscal year ended February 28, 2023, the operating cash use increase is mainly due to small increase of professional fee due.

Cash Flows from Investing Activities

We did not spend funds in investing activities during the year ended February 29, 2024 and February 28, 2023.

Cash Flows from Financing Activities

During the year ended February 29, 2016,2024, we used $98,445generated $61,653 in operatingfinancing activities compared to $59,909$40,130 during the year ended February 28, 2015.2023, the decrease is due to proceed decrease from the CEO.

During the year ended February 29, 2016, we incurred a net loss of $833,931 which was partially reduced for cash flow purposes by an increase of $167,250 in accrued officer compensation, an increase of 105,000 issuable stock compensation and the non-cash write off of deferred financing costs totaling $419,642 and reduced by a $9,494 reduction in accounts payable.Going Concern

DuringThe audit report of the year ended February 28, 2015, we incurredCompany’s independent registered accounting firm includes a net lossmatter of $244,448 which was partially reduced for cash flow purposes by an increase of $156,000 in accrued officer compensation and the non-cash write off of deferred financing costs totaling $30,000 and reduced byemphasis related to our ability to continue as a $1,461 reduction in accounts payable.going concern.

Cash Flows from Investing Activities

During the year ended February 29, 2016, we spent $25,000 cash to develop the company's website as of investing activities. We did not generate or use any cash from investing activities during the year ended February 28, 2015.

Cash Flows from Financing Activities

During the year ended February 29, 2016, we generated $123,445 in financing activities compared to $59,921 during the year ended February 28, 2015.

During the year ended February 29, 2016, we received $70,945 by way of loan payable related party compared to $59,921 received by way of loan payable related party during the year ended February 28, 2015. We also received $52,500 proceeds from a convertible note on December 9, 2015.

Future Financings

Effective June 18, 2015, we entered into an Equity Purchase Agreement, and a Registration Rights Agreement with Premier Venture Partners, LLC, a California limited liability company.

Pursuant to the terms of the Agreements, the Premier Venture shall invest up to Five Million U.S. Dollars ($5,000,000) to purchase the Company's common stock in reliance upon the exemption from securities registration afforded by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"), Rule 506 of Regulation D promulgated by the SEC under the 1933 Act, and/or upon such other exemption from the registration requirements of the 1933 Act as may be available with respect to any or all of the sales of shares of the Common Stock made pursuant to the Agreements. The Company has filed a registration statement to register the shares of common stock sold to the Investor pursuant to the 1933 Act, and the rules and regulations promulgated thereunder.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

ITEM 7A. 7A 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.

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ITEM 8. 8 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

JUBILANT FLAME INTERNATIONAL, LTD.

(FORMERLY JIU FENG INVESTMENT HONG KONG, INC.)

FOR THE YEARS ENDED FEBRUARY 29, 20162024 AND FEBRUARY 28, 20152023

Index to Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To Thethe Board of Directors and shareholdersStockholders of

Jubilant Flame International, Inc. Ltd.

Shanghai, China

Opinion on the Financial Statements

We have audited the accompanying balance sheetsheets of Jubilant Flame International, Inc (the "Company"Ltd. (“the Company”), as of February 29, 20162024 and February 28, 2023, and the related statements of operations, stockholders'changes in stockholders’ deficit and cash flows for each of the year thentwo years in the period ended February 29, 2024 and the related notes (collectively referred to as the financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States)“financial statements”). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, 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. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of February 29, 20162024 and February 28, 2023, and the results of its operations and its cash flows for each of the year thentwo years in the period ended February 29, 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 discusseddescribed in Note 23 to the financial statements, the Company has suffered a lossrecurring losses from operations during the year ended February 29, 2016,and has yet to establish a reliable, consistentworking capital and proven source of revenue to meet its operating costs on an ongoing basis and currently does not have sufficient available funding to fully implement its business plan. These factorsstockholders’ deficit that raise substantial doubt about its ability to continue as a going concern. Management'sManagement’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Pritchett, Siler & Hardy P.C. 

Farmington, Utah 

F-1

Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors

Jubilant Flame International, Ltd

Shanghai, China

We have audited the accompanying balance sheets of Jubilant Flame International, Ltd as of February 28, 2015 and the related statement of operations, changes in stockholders' deficit and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, 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. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Jubilant Flame International, Ltd.) as of February 28, 2015, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements the Company has suffered losses from operations and currently does not have sufficient available funding to fully implement its business plan. These factors raise substantial doubt about its ability to continue as a going concern. Management's plans in regard toregarding these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 Basis for Opinion

Cutler & Co., LLC 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 audit. 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.

Wheat Ridge, formerly Arvada, Colorado

June 5, 2015 We conducted our audit 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 audit, 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 audit included performing procedures to assess the risks of material misstatements 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 audit 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 audit provides a reasonable basis for our opinion.

Critical Audit Matter

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.

/s/ KCCW Accountancy Corp.

We have served as the Company’s auditor since 2023.

Diamond Bar, California

May 7, 2024

JUBILANT FLAME ITERNATIONAL,INTERNATIONAL, LTD

(formerly Jiu Feng Investment Hong Kong Ltd)

Balance SheetsBALANCE SHEETS

The accompanying notes are an integral part of the auditedthese financial statements.statements.

JUBILANT FLAME ITERNATIONAL,INTERNATIONAL, LTD

(formerly Jiu Feng Investment Hong Kong Ltd)
STATEMENTS OF OPERATIONSStatements of Operations

The accompanying notes are an integral part of the auditedthese financial statements.

JUBILANT FLAME INTERNATIONAL, LTD
(formerly Jiu Feng Investment Hong Kong Ltd)
Statements of Changes in Stockholders' Deficit

STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

The accompanying notes are an integral part of the auditedthese financial statements.

JUBILANT FLAME INTERNATIONAL, LTD
(formerly Jiu Feng Investment Hong Kong Ltd)
Statements of Cash Flows

STATEMENTS OF CASH FLOWS