Ultimate (UHGI) 10-Q 5 Dec 24 2025 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Oct. 31, 2024	Dec. 05, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Period End Date	Oct. 31, 2024
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2025
Current Fiscal Year End Date	--07-31
Entity File Number	000-056358
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 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
Common Stock, Shares, Outstanding		611,600,000

Balance Sheets (Unaudited)

Balance Sheets (Unaudited) - USD ($)	Oct. 31, 2024	Jul. 31, 2024
Current Assets
	$ 300	$ 300
	8,683	8,801
Total Current Assets	8,983	9,101
TOTAL ASSETS	8,983	9,101
Current Liabilities
		41,200
	334,245	217,474
Total Current liabilities	334,245	258,674
TOTAL LIABILITIES	334,245	258,674
Shareholders' Deficit
	611,600	611,600
	(594,240)	(594,240)
	(349,705)	(266,456)
	7,083	(477)
Total Shareholders’ Deficit	(325,262)	(249,573)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 8,983	$ 9,101

Balance Sheets (Unaudited) (Par

Balance Sheets (Unaudited) (Parenthetical)	Oct. 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 (Unaudited) - USD ($)	3 Months Ended
	Oct. 31, 2024	Oct. 31, 2023
OPERATING EXPENSE
	$ 83,249	$ 55,249
Total Operating Expenses	83,249	55,249
Loss Before Income Taxes	(83,249)	(55,249)
Provision for Income Taxes
NET LOSS	(83,249)	(55,249)
OTHER COMPREHENSIVE INCOME
	7,560	1,784
TOTAL COMPREHENSIVE LOSS	$ (75,689)	$ (53,465)
BASIC AND DILUTED NET LOSS PER COMMON SHARE	$ 0	$ 0
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED	611,600,000	611,600,000

Statement of Changes in Shareho

Statement of Changes in Shareholders' (Deficit) (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Comprehensive Income [Member]	Retained Earnings [Member]	Total
Common shares issued and outstanding					611,600,000
Balance - October 31, 2024	$ 611,600	$ (594,240)	$ 122	$ (21,182)	$ (3,700)
Balance - July 31, 2024 at Jul. 31, 2023	611,600	(594,240)	122	(21,182)	(3,700)
Net loss				(55,249)	(55,249)
Foreign currency translation			1,784		$ 1
Common shares issued and outstanding					611,600,000
Balance - October 31, 2024	611,600	(594,240)	1,906	(76,431)	$ (57,165)
Common shares issued and outstanding					611,600,000
Balance - October 31, 2024	611,600	(594,240)	(477)	(266,456)	$ (249,573)
Balance - July 31, 2024 at Jul. 31, 2024	611,600	(594,240)	(477)	(266,456)	(249,573)
Net loss				(83,249)	(83,249)
Foreign currency translation			7,560		$ 7,560
Common shares issued and outstanding					611,600,000
Balance - October 31, 2024	$ 611,600	$ (594,240)	$ 7,083	$ (349,705)	$ (325,262)

Statement of Cash Flows (Unaudi

Statement of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Oct. 31, 2024	Oct. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
	$ (83,249)	$ (55,249)
		7,603
	(41,200)
	124,495	45,862
	46	(1,784)
Effect of foreign exchange on cash	(46)	1,784
Net Change in Cash and Cash Equivalents
Cash and cash equivalents - beginning of the period	300
Cash and cash equivalents - end of the period	300
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid
Income taxes paid

Note 1 - Organization and Descr

Note 1 - Organization and Description of Business	3 Months Ended
	Oct. 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 on July 30, 2021 in the State of Nevada. On November 15, 2022, the Company (“Successor”) completed a reorganization with Luboa Group, Inc. (“LBAO” or “Predecessor”), a Nevada corporation, both of which are under common control. Pursuant to the reorganization, each share of Predecessor common stock issued and outstanding immediately prior to the reorganization 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, and made CRS the controlling shareholder of the Predecessor before the reorganization. On April 21, 2023, the Company entered into a Share Purchase Agreement with 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. 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. On the Closing Date, Mr. Paul Moody resigned as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, and Treasurer. Also 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	3 Months Ended
	Oct. 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. The unaudited interim financial statements do not include all of the information and disclosure required by the U.S. GAAP for complete financial statements. Interim results are not necessarily indicative of results for a full year. The unaudited financial statements should be read in conjunction with the audited financial statements and related notes for the year ended July 31, 2024. 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 unaudited 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. 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 October 31, 2024 and July 31, 2024. 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 October 31, 2024 and 2023, thus, anti-dilution issues are not applicable. 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 October 31, 2024 October 31, 2023 Current JPY: US$1 exchange rate 152.03 151.67 Average JPY: US$1 exchange rate 146.51 147.40 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 unaudited financial statements.

Note 3 - Going Concern

Note 3 - Going Concern	3 Months Ended
	Oct. 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	3 Months Ended
	Oct. 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. For the three months ended October 31 83,249 17,482

Note 5 - Commitments and Contin

Note 5 - Commitments and Contingencies	3 Months Ended
	Oct. 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 October 31, 2024 and July 31, 2024.

Note 6 - Related-Party Transact

Note 6 - Related-Party Transactions	3 Months Ended
	Oct. 31, 2024
Related Party Transactions [Abstract]
Note 6 - Related-Party Transactions	Note 6 - Related-Party Transactions Due to related party During the three months ended October 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 $ 124,495 45,862 334,245 217,474 During the three months ended October 31, 2024 and 2023, we utilized Harbin’s office space and equipment of our management at no cost.

Note 7 - Subsequent Events

Note 7 - Subsequent Events	3 Months Ended
	Oct. 31, 2024
Subsequent Events [Abstract]
Note 7 - Subsequent Events	Note 7 - Subsequent Events During the period from November 1, 2024 to the filing date of this report, Harbin paid additional $ 18,268

Note 2 - Summary of Significa_2

Note 2 - Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Oct. 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. The unaudited interim financial statements do not include all of the information and disclosure required by the U.S. GAAP for complete financial statements. Interim results are not necessarily indicative of results for a full year. The unaudited financial statements should be read in conjunction with the audited financial statements and related notes for the year ended July 31, 2024.
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 unaudited 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.
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 October 31, 2024 and July 31, 2024.
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 October 31, 2024 and 2023, thus, anti-dilution issues are not applicable.
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 October 31, 2024 October 31, 2023 Current JPY: US$1 exchange rate 152.03 151.67 Average JPY: US$1 exchange rate 146.51 147.40
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 unaudited financial statements.

Note 2 - Summary of Significa_3

Note 2 - Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Oct. 31, 2024
Accounting Policies [Abstract]
Translation of amounts from the local currency of the Company into US$1	Translation of amounts from the local currency of the Company into US$1 October 31, 2024 October 31, 2023 Current JPY: US$1 exchange rate 152.03 151.67 Average JPY: US$1 exchange rate 146.51 147.40

Note 4 - Income Taxes (Details

Note 4 - Income Taxes (Details Narrative)	Oct. 31, 2024 USD ($)
Income Tax Disclosure [Abstract]
[custom:Netlossasof-0]	$ 83,249
Deferred Income Tax Assets, Net	$ 17,482

Note 6 - Related-Party Transa_2

Note 6 - Related-Party Transactions (Details Narrative) - USD ($)	3 Months Ended
	Oct. 31, 2024	Oct. 31, 2023	Jul. 31, 2024
Related Party Transactions [Abstract]
[custom:Paidbyharibinduring]	$ 124,495	$ 45,862
[custom:Duetoharibinasof-0]	$ 334,245		$ 217,474

Note 7 - Subsequent Events (Det

Note 7 - Subsequent Events (Details Narrative)	1 Months Ended
	Dec. 05, 2024 USD ($)
Subsequent Events [Abstract]
[custom:Additionalpaidbyharibin]	$ 18,268