Ultimate (UHGI) 10-K 5 Sep 24 2024 FY Annual report Financial data

Cover

Cover - shares	12 Months Ended
	Jul. 31, 2024	Sep. 05, 2024
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Period End Date	Jul. 31, 2024
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--07-31
Entity File Number	000-56358
Entity Registrant Name	Ultimate Holdings Group, Inc.
Entity Central Index Key	0001888846
Entity Tax Identification Number	92-3764731
Entity Incorporation, State or Country Code	NV
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	true
Entity Common Stock, Shares Outstanding		611,600,000
Auditor Firm ID	206
Auditor Name	MaloneBailey, LLP
Auditor Location	Shenzhen, China

Balance Sheets

Balance Sheets - USD ($)	Jul. 31, 2024	Jul. 31, 2023
Current Assets
	$ 300
	8,801	16,306
Total Current Assets	9,101	16,306
TOTAL ASSETS	9,101	16,306
Current Liabilities
	41,200
	217,474	20,006
Total Current Liabilities	258,674	20,006
TOTAL LIABILITIES	258,674	20,006
	611,600	611,600
	(594,240)	(594,240)
	(266,456)	(21,182)
	(477)	122
Total Shareholders’ Deficit	(249,573)	(3,700)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 9,101	$ 16,306

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical)	Jul. 31, 2024 $ / shares shares
Statement of Financial Position [Abstract]
Preferred Stock, Par or Stated Value Per Share | $ / shares	$ 0.001
Preferred Stock, Shares Authorized	20,000,000
Preferred Stock, Shares Issued	0
Common Stock, Par or Stated Value Per Share | $ / shares	$ 0.001
Common Stock, Shares Authorized	1,000,000,000
Common Stock, Shares, Issued	611,600,000

Statement of Operations and Com

Statement of Operations and Comprehensive Loss - USD ($)	12 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
OPERATING EXPENSE
	$ 245,274	$ 11,587
Total Operating Expenses	245,274	11,587
Loss Before Income Taxes	(245,274)	(11,587)
Provision for Income Taxes
NET LOSS	(245,274)	(11,587)
OTHER COMPREHENSIVE INCOME (LOSS)
	(599)	122
TOTAL COMPREHENSIVE LOSS	$ (245,873)	$ (11,465)
BASIC AND DILUTED NET LOSS PER COMMON SHARE	$ 0	$ 0
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED	611,600,000	465,024,658

Statement of Changes in Shareho

Statement of Changes in Shareholders' (Deficit) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Comprehensive Income [Member]	Retained Earnings [Member]	Total
Common Stock, Shares, Issued					111,600,000
Balance - July 31, 2024	$ 111,600	$ (102,005)		$ (9,595)
Balance - July 31, 2023 at Jul. 31, 2022	111,600	(102,005)		(9,595)
Capital contribution from shareholders		7,765			7,765
Common shares issued in reorganization	500,000	(500,000)
Net loss				(11,587)	(11,587)
Foreign currency translation			122		$ 122
Common Stock, Shares, Issued					611,600,000
Balance - July 31, 2024	611,600	(594,240)	122	(21,182)	$ (3,700)
Balance - July 31, 2023 at Jul. 31, 2023	611,600	(594,240)	122	(21,182)	(3,700)
Net loss				(245,274)	(245,274)
Foreign currency translation			(599)		$ (599)
Common Stock, Shares, Issued					611,600,000
Balance - July 31, 2024	$ 611,600	$ (594,240)	$ (477)	$ (266,456)	$ (249,573)

Statement of Cash Flows

Statement of Cash Flows - USD ($)	12 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
	$ (245,274)	$ (11,587)
	7,505	(16,306)
	41,200
	197,168	27,771
	599	(122)
CASH FLOWS FROM FINANCING ACTIVITIES
	300
	300
Effect of foreign exchange on cash	(599)	122
Net Change in Cash and Cash Equivalents	300
Cash and cash equivalents - beginning of year
Cash and cash equivalents - end of year	300
NON-CASH TRANSACTIONS
		7,765
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid
Income taxes paid

Note 1 - Organization and Descr

Note 1 - Organization and Description of Business	12 Months Ended
	Jul. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Note 1 - Organization and Description of Business	Note 1 - Organization and Description of Business Ultimate Holdings, Inc. (we, us, our, or the "Company") was incorporated by Thomas DeNunzio on July 30, 2021 in the State of Nevada. On October 19, 2022, Mr. Thomas DeNunzio resigned as the Company’s Chief Executive Officer, Chief Financial Officer, President, Director, Secretary, and Treasurer. There was no arrangement or understanding among the newly appointed officer and director or any other person pursuant to which they were appointed as a director and officer of the Company. On October 19, 2022, Mr. Paul Moody was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Director, Secretary, and Treasurer. At this time, the Company did not have any written employment agreements or other formal compensation agreements with our new officer and director. On November 15, 2022, the Company (“Successor”) transmuted its business plan from that of a shell company to a business combination related shell company with conducting a reorganization with Luboa Group, Inc. (“LBAO” or “Predecessor”), a Nevada corporation. The reason for the change in the nature of our business plan was due to the fact that our sole director believed it to be in the best interest of the Company to complete a holding company reorganization (“Reorganization”) with LBAO pursuant to NRS 92A.180, NRS A.200, NRS 92A.230 and NRS 92A.250. The “Articles of Merger” pursuant to the Reorganization was filed and effective on November 15, 2022 with the Nevada Secretary of State. The constituent corporations in the Reorganization were LBAO, the Company and Ultimate Holdings Merger Sub, Inc. (“Merger Sub”). Our director, at the time, was the sole director/officer of each constituent corporation in the Reorganization. Pursuant to the Reorganization, the Company issued 1,000 shares of its common stock to Predecessor and Merger Sub issued 1,000 shares of its common stock to the Company immediately prior to the Reorganization. Immediately prior to the merger, the Company was a wholly owned direct subsidiary of LBAO and Merger Sub was a wholly owned direct subsidiary of the Company. The legal effective date of the Reorganization was November 15, 2022 (the “Effective Time”). At the Effective Time, Predecessor was merged with and into Merger Sub (the “Merger”), and Predecessor was the surviving corporation. Each share of Predecessor common stock issued and outstanding immediately prior to the Effective Time was converted into one validly issued, fully paid and non-assessable share of Successor common stock. In connection with the Reorganization, LBAO issued 500,000,000 shares of common stock to CRS Consulting, LLC (“CRS”), a Wyoming limited liability company controlled by Jeffrey DeNunzio, Thomas DeNunzio and Paul Moody, and made CRS the controlling shareholder of the Predecessor before the Reorganization. After the Reorganization, CRS was the beneficial holder of a total of 500,000,000 shares of common stock of the Company representing approximately 81.75% voting control of the Company. Paul Moody was the same officer/director of the Predecessor, Successor and Merger Sub. Upon completion of the Reorganization, there were 611,600,000 shares of common stock issued and outstanding of the Company. The Board of Directors of Predecessor, Successor, and Merger Sub approved the Reorganization, shareholder approval not being required pursuant to NRS 92A.180. The Reorganization constituted a tax-free organization pursuant to Section 368(a)(1) of the Internal Revenue Code. Effects of Merger The Merger shall have the effects set forth in the Agreement and Plan of Merger (attached as Exhibit 99 in the Form 8-K we filed with the Securities and Exchange Commission on November 21, 2022) pursuant to the applicable provisions set forth in NRS 92A.250. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, (i) right and title to all assets (including real estate and other property, if any) owned by, and every contract right possessed by, the Predecessor and Merger Sub shall vest in Predecessor, and (ii) all liabilities and obligations of the Predecessor and Merger Sub shall become the liabilities and obligations of Predecessor. The vesting of such rights, title, liabilities, and obligations in the Predecessor shall not be deemed to constitute an assignment or an undertaking or attempt to assign such rights, title, liabilities and obligations. The conversion of securities of Predecessor into the identical and equivalent securities of Successor will not constitute a sale, resale or different security. Securities issued by Successor pursuant to the merger shall be deemed to have been acquired at the same time as the securities of the Predecessor exchanged in the merger. Successor securities issued solely in exchange for the securities of Predecessor as part of a reorganization of the Predecessor into a holding company structure. Stockholders received securities of the same class evidencing the same proportional interest in the holding company as they held in the Predecessor, and the rights and interests of the stockholders of such securities are substantially the same as those they possessed as stockholders of the Predecessor’s securities. Immediately following the merger, Successor has no significant assets other than securities of the Predecessor and its existing subsidiary and has the same assets and liabilities on a consolidated basis as the Predecessor had before the merger. Stockholders of Predecessor became and now are the stockholders of Successor. On November 15, 2022, after the completion of the Reorganization, the Company cancelled all of its stock held in Predecessor resulting in the Company as a stand-alone and separate entity with no subsidiary. The assets and liabilities of Predecessor, if any remain with Predecessor. On or about March 1, 2023, the Company was issued a CUSIP number of 90401U109 by CUSIP Global Services. The announcement of our corporate action and release of our ticker symbol “UHGI” was posted on the FINRA Daily List on March 1, 2023. The Market Effective date is March 2, 2023. As a result of the Reorganization and FINRA’S subsequent completion of their review, Ultimate Holdings Group, Inc. began a quoted market in its common stock on March 2, 2023 under the ticker symbol “UHGI”. On April 21, 2023, the Company entered into a Share Purchase Agreement (the “Agreement”) with CRS Consulting, LLC, a Wyoming Limited Liability Company (“CRS”) and SKYPR LLC, a Delaware Limited Liability Company (“SKYPR”), pursuant to which, on April 21, 2023, (“Closing Date”), CRS sold 493,884,000 shares of common stock, representing approximately 80.75% voting control of the Company, for consideration of $330,000. The consummation of the transactions resulted in a change in control of the Company, with SKYPR becoming the Company’s largest controlling stockholder. The sole member of SKYPR is Ryohei Uetaki. CRS Consulting, LLC is collectively controlled by its members Jeffrey DeNunzio, Thomas DeNunzio, and Paul Moody. On the Closing Date, Mr. Paul Moody resigned as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, and Treasurer. In addition, Mr. Moody resigned as Director on the Closing Date and his resignation is effective upon the 10th day after the mailing of the Company’s information statement on Schedule 14f-1 to the Company’s stockholders. On the Closing Date, Mr. Ryohei Uetaki was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director. The Company intends to serve as a vehicle to affect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic or foreign business. As of the date of this report, the Company has not yet commenced any such operations. The Company has elected July 31st as its year end.

Note 2 - Summary of Significant

Note 2 - Summary of Significant Accounting Policies	12 Months Ended
	Jul. 31, 2024
Accounting Policies [Abstract]
Note 2 - Summary of Significant Accounting Policies	Note 2 - Summary of Significant Accounting Policies Basis of Presentation This summary of significant accounting policies is presented to assist in understanding the Company's financial statements. These accounting policies conform to accounting principles, generally accepted in the United States of America (“U.S. GAAP”) and have been consistently applied in the preparation of the financial statements. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on information available as of the date of the financial statements. Significant estimates required to be made by management include, but are not limited to, valuation allowance of deferred tax assets. Actual results could differ from the estimates. Reclassification Certain prior year amounts have been reclassified in the statements of changes in shareholders’ equity. These reclassifications had no impact on the reported balance sheets and results of operations. Cash and Cash Equivalents Cash and cash equivalents include deposits in banks that are unrestricted as to withdrawal or use. Cash and cash equivalents as of July 31, 2024 and 2023 were $ 300 Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of July 31, 2024 and 2023. Earnings (Loss) Per Share The Company computes basic and diluted earnings (loss) per share in accordance with ASC 260, “Earnings per Share”. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. The Company does not have any potentially dilutive instruments as of July 31, 2024 and 2023, thus, anti-dilution issues are not applicable. - F7 - Table of Contents Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. ASC 820, “Fair Value Measurements and Disclosures”, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: - Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. - Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. - Level 3 - Inputs that are both significant to the fair value measurement and unobservable. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include cash and cash equivalents, prepaid expenses and accrued expenses. Related Parties The Company follows ASC 850, “Related Party Disclosures”, for the identification of related parties and disclosure of related party transactions. Parties, which can be an entity or individual, are considered to be related if they have the ability, directly or indirectly, to control the Company or exercise significant influence over the Company in making financial and operational decisions. Entities are also considered to be related if they are subject to common control or common significant influence. Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. Foreign Currency Translation The Company maintains its books and record in its local currency, Japanese YEN (“JPY”), which is a functional currency as being the primary currency of the economic environment in which its operation is conducted. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statements of operations. The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. In accordance with ASC Topic 830-30, “Translation of Financial Statement”, assets and liabilities of the Company whose functional currency is not 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. Shareholders’ equity is translated at historical exchange rate at the time of transaction. The gains and losses resulting from translation of financial statements are recorded as a separate component of accumulated other comprehensive income (loss) within the statements of shareholders’ equity. Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates: July 31, 2024 July 31, 2023 Current JPY: US$1 exchange rate 149.98 142.28 Average JPY: US$1 exchange rate 150.56 137.74 Comprehensive Income or Loss ASC Topic 220, “Comprehensive Income”, establishes standards for reporting and display of comprehensive income or loss, its components and accumulated balances. Comprehensive income or loss as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income (loss), as presented in the accompanying statements of shareholders’ equity (deficit) consists of changes in unrealized gains and losses on foreign currency translation. Recently Issued Accounting Pronouncements The Company has reviewed all recently issued accounting pronouncements and concluded they were either not applicable or not expected to have a material impact on the Company’s financial statements.

Note 3 - Going Concern

Note 3 - Going Concern	12 Months Ended
	Jul. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Note 3 - Going Concern	Note 3 - Going Concern The Company’s financial statements are prepared in accordance with U.S. GAAP applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficit, and other adverse key financial ratios. The Company has not established any source of revenue to cover its operating costs. Management plans to fund operating expenses with borrowings from related parties. There is no assurance that the management’s plan will be successful. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

Note 4 - Income Taxes

Note 4 - Income Taxes	12 Months Ended
	Jul. 31, 2024
Income Tax Disclosure [Abstract]
Note 4 - Income Taxes	Note 4 - Income Taxes The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. As of July 31, 2024, the Company has incurred a net loss of approximately $ 245,274 51,508 Significant components of the Company’s deferred tax assets July 31, July 31, 2024 2023 Deferred tax assets: Net operating loss carryforward $ 55,956 $ 4,448 Valuation allowance (55,956 ) (4,448 ) Net deferred tax assets $ - $ - The reconciliation of the effective income tax rate to the federal statutory rate Year Ended July 31, Year Ended July 31, 2024 2023 Federal income tax rate 21.0% 21.0% Less: valuation allowance (21.0% ) (21.0% ) Effective income tax rate - -

Note 5 - Commitments and Contin

Note 5 - Commitments and Contingencies	12 Months Ended
	Jul. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Note 5 - Commitments and Contingencies	Note 5 - Commitments and Contingencies The Company follows ASC 450-20, “Loss Contingencies”, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of July 31, 2024 and 2023.

Note 6 - Shareholders_ Equity

Note 6 - Shareholders’ Equity	12 Months Ended
	Jul. 31, 2024
Equity [Abstract]
Note 6 - Shareholders’ Equity	Note 6 - Shareholders’ Equity On November 15, 2022, the Company underwent a reorganization whereby it merged, via a Merger Sub, with Luboa Group, Inc. (“LBAO” or “Predecessor”). In connection with the reorganization, LBAO issued 500,000,000 shares of common stock to CRS Consulting, LLC (“CRS”), and made CRS the controlling shareholder of the Predecessor before the Reorganization. After the Reorganization, each share of Predecessor’s common stock issued and outstanding immediately prior to the Effective Time was converted into one validly issued, fully paid and non-assessable share of the Company’s common stock. As of July 31, 2024 and 2023, there were 611,600,000 shares of common stock issued and outstanding (also see Note 1). During the year ended July 31, 2023, the Company’s two former shareholders paid expenses in total of $ 7,765

Note 7 - Related-Party Transact

Note 7 - Related-Party Transactions	12 Months Ended
	Jul. 31, 2024
Related Party Transactions [Abstract]
Note 7 - Related-Party Transactions	Note 7 - Related-Party Transactions Due to related party During the year ended July 31, 2023, Jeffrey DeNunzio and Thomas DeNunzio, the former significant shareholders of the Company, paid operating expenses of $ 6,700 1,065 The payments are considered contributions to the Company with no expectation of repayment and are recorded in additional paid-in capital. During the years ended July 31, 2024 and 2023, Harbin Co., Ltd. (“Harbin”), a company wholly owned by Ryohei Uetaki, the Chief Executive Officer and controlling shareholder of the Company, paid operating expenses of $ 197,168 20,006 217,474 20,006 During the years ended July 31, 2024 and 2023, we utilized the home office space of our sole officer and director, and Harbin’s office space and equipment of our management at no cost.

Note 8 - Subsequent Events

Note 8 - Subsequent Events	12 Months Ended
	Jul. 31, 2024
Subsequent Events [Abstract]
Note 8 - Subsequent Events	Note 8 - Subsequent Events During the period from August 1, 2024 to the filing date of this report, Harbin paid additional $44,693 for operating expenses on behalf of the Company. The amount is unsecured, non-interest bearing and due on demand.

Note 2 - Summary of Significa_2

Note 2 - Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Jul. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation This summary of significant accounting policies is presented to assist in understanding the Company's financial statements. These accounting policies conform to accounting principles, generally accepted in the United States of America (“U.S. GAAP”) and have been consistently applied in the preparation of the financial statements.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on information available as of the date of the financial statements. Significant estimates required to be made by management include, but are not limited to, valuation allowance of deferred tax assets. Actual results could differ from the estimates.
Reclassification	Reclassification Certain prior year amounts have been reclassified in the statements of changes in shareholders’ equity. These reclassifications had no impact on the reported balance sheets and results of operations.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include deposits in banks that are unrestricted as to withdrawal or use. Cash and cash equivalents as of July 31, 2024 and 2023 were $ 300
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of July 31, 2024 and 2023.
Earnings (Loss) Per Share	Earnings (Loss) Per Share The Company computes basic and diluted earnings (loss) per share in accordance with ASC 260, “Earnings per Share”. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. The Company does not have any potentially dilutive instruments as of July 31, 2024 and 2023, thus, anti-dilution issues are not applicable. - F7 - Table of Contents
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. ASC 820, “Fair Value Measurements and Disclosures”, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: - Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. - Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. - Level 3 - Inputs that are both significant to the fair value measurement and unobservable. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include cash and cash equivalents, prepaid expenses and accrued expenses.
Related Parties	Related Parties The Company follows ASC 850, “Related Party Disclosures”, for the identification of related parties and disclosure of related party transactions. Parties, which can be an entity or individual, are considered to be related if they have the ability, directly or indirectly, to control the Company or exercise significant influence over the Company in making financial and operational decisions. Entities are also considered to be related if they are subject to common control or common significant influence. Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated.
Foreign Currency Translation	Foreign Currency Translation The Company maintains its books and record in its local currency, Japanese YEN (“JPY”), which is a functional currency as being the primary currency of the economic environment in which its operation is conducted. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statements of operations. The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. In accordance with ASC Topic 830-30, “Translation of Financial Statement”, assets and liabilities of the Company whose functional currency is not 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. Shareholders’ equity is translated at historical exchange rate at the time of transaction. The gains and losses resulting from translation of financial statements are recorded as a separate component of accumulated other comprehensive income (loss) within the statements of shareholders’ equity. Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates: July 31, 2024 July 31, 2023 Current JPY: US$1 exchange rate 149.98 142.28 Average JPY: US$1 exchange rate 150.56 137.74
Comprehensive Income or Loss	Comprehensive Income or Loss ASC Topic 220, “Comprehensive Income”, establishes standards for reporting and display of comprehensive income or loss, its components and accumulated balances. Comprehensive income or loss as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income (loss), as presented in the accompanying statements of shareholders’ equity (deficit) consists of changes in unrealized gains and losses on foreign currency translation.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements The Company has reviewed all recently issued accounting pronouncements and concluded they were either not applicable or not expected to have a material impact on the Company’s financial statements.

Note 4 - Income Taxes (Tables)

Note 4 - Income Taxes (Tables)	12 Months Ended
	Jul. 31, 2024
Income Tax Disclosure [Abstract]
Significant components of the Company’s deferred tax assets	Significant components of the Company’s deferred tax assets July 31, July 31, 2024 2023 Deferred tax assets: Net operating loss carryforward $ 55,956 $ 4,448 Valuation allowance (55,956 ) (4,448 ) Net deferred tax assets $ - $ -
The reconciliation of the effective income tax rate to the federal statutory rate	The reconciliation of the effective income tax rate to the federal statutory rate Year Ended July 31, Year Ended July 31, 2024 2023 Federal income tax rate 21.0% 21.0% Less: valuation allowance (21.0% ) (21.0% ) Effective income tax rate - -

Note 2 - Summary of Significa_3

Note 2 - Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Jul. 31, 2024	Jul. 31, 2023	Jul. 31, 2022
Accounting Policies [Abstract]
Cash Equivalents, at Carrying Value	$ 300

Note 4 - Income Taxes (Details

Note 4 - Income Taxes (Details Narrative)	Jul. 31, 2024 USD ($)
Income Tax Disclosure [Abstract]
net loss as of	$ 245,274
deferred tax asset as of	$ 51,508

Note 6 - Shareholders_ Equity (

Note 6 - Shareholders’ Equity (Details Narrative)	12 Months Ended
	Jul. 31, 2023 USD ($)
Equity [Abstract]
expenses paid by former shareholders	$ 7,765

Note 7 - Related-Party Transa_2

Note 7 - Related-Party Transactions (Details Narrative) - USD ($)	12 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Related Party Transactions [Abstract]
expenses paid by jeff		$ 6,700
expenses paid by tom		1,065
expenses paid by haribin	$ 197,168	20,006
due to haribin as of	$ 217,474	$ 20,006