UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended January 31, ~~2023~~2024

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

For the transition period from __________ to __________

Commission file number: ~~333~~ 000-~~252795~~56462

Limitless Projects Inc.

(Exact name of registrant as specified in its charter)

2261 Rosanna Street

Wyoming		85-3964614
(State or other jurisdiction of incorporation)		(IRS Employer Identification Number)

~~Las~~Shiriki ~~Vegas~~House Office Community, ~~Nevada, 89117~~ 3rd Floor Westside Towers

~~(Address of~~Lower ~~Principal~~Kabete ~~Executive~~Road, ~~Offices)~~Westlands Nairobi, Kenya 00100

(~~702~~Address of principal executive offices) ~~802-0474~~ (Zip Code)

(~~Issuer’s Telephone Number, Including Area Code~~702) 605-4080

Registrant’s telephone number, including area code

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered under Section 12(b) of the Exchange Act: None

None

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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ☐ No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐☒ Smaller reporting company ☒ Emerging growth company ☒

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 Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

100,608,200 shares of common stock are issued and outstanding as of ~~March~~September 169, ~~2023~~2025.

Table of Contents

INDEX		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)
	CONSOLIDATED BALANCE SHEETS as of January 31, 2023 and July 31, 2022	2
	CONSOLIDATED STATEMENTS OF OPERATIONS for the three months ended January 31, 2023 and 2022	3
	CONSOLIDATED STATEMENT OF EQUITY for the three months ended January 31, 2023 and 2022	4
	CONSOLIDATED STATEMENT OF CASH FLOWS for three months ended January 31, 2023 and 2022	5
	NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10
Item 3	Quantitative and Qualitative Disclosures About Market Risk
Item 4.	Controls and Procedures	13
PART II	OTHER INFORMATION	14
Item 1.	Legal Proceedings	14
Item 1A.	Risk Factors	14
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	14
Item 3.	Defaults Upon Senior Securities.	14
Item 4	Mine Safety Disclosures	14
Item 5.	Other Information	14
Item 6.	Exhibits	14
SIGNATURES		15

PART I FINANCIAL INFORMATION

Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that the following financial statements be read in conjunction with the year-end financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2022. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.

The results of operations for the three months ended January 31, 2023 are not necessarily indicative of the results for the entire fiscal year or for any other period.

LIMITLESS PROJECTS INC

UNAUDITED CONSOLIDATED BALANCE SHEET

	January 31,			July 31,
	2023			2022
	$			$
ASSETS
Current assets:
Cash		321			13,291
Prepayment & Deposit		25,000			25,000
Total current assets:		25,321			38,291
Fixed assets:
Software		344,984			470,134
Office Equipment		20,073			19,473
Total fixed assets:		365,057			489,607
Total Assets:		390,378			527,898
LIABILITIES & STOCKHOLDER’S EQUITY
Current liabilities:
Accounts payable and accrued liabilities		445,336			554,279
Total current liabilities:		445,336			554,279
Total Liabilities:		445,336			554,279
Common stock: $0.0001 par value, 500,000,000 authorized, 315,608,200 issued and outstanding as of January 31, 2023 and July 31, 2022 respectively.		31,561			31,561
Additional Paid in Capital		32,949			32,949
Accumulated deficit		(397,392	)		(381,166	)
Minority interest		277,925			290,275
Total Stockholder’s Equity:		(54,958	)		(26,381	)
Total Liabilities and Stockholder’s Equity:		390,378			527,898

(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

~~LIMITLESS~~Table ~~PROJECTS~~of ~~INC~~Contents

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS

		Page

PART I	FINANCIAL INFORMATION	4

Item 1.	Financial Statements (unaudited)	5
	CONSOLIDATED BALANCE SHEETS as of January 31, 2024 and July 31, 2023	5
	CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS for the three and six months ended January 31, 2024 and 2023	6
	CONSOLIDATED STATEMENT OF STOCKHOLDER’S EQUITY for the six months ended January 31, 2024 and 2023	7
	CONSOLIDATED STATEMENT OF CASH FLOWS for six months ended January 31, 2024 and 2023	8
	NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14

Item 3	Quantitative and Qualitative Disclosures About Market Risk	17

Item 4.	Controls and Procedures	17

PART II	OTHER INFORMATION	18

Item 1.	Legal Proceedings	18

Item 1A.	Risk Factors	18

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18

Item 3.	Defaults Upon Senior Securities.	18

Item 4.	Mine Safety Disclosures	18

Item 5.	Other Information	18

Item 6.	Exhibits	18

SIGNATURES		19

	For the three months ended						For the six months ended
	January 31,						January 31,
	2023			2022			2023			2022
	$			$			$			$
Income:
General Income		-			195			-			334
Total Income:		-			195			-			334
Cost of Goods Sold:
Cost of Goods Sold		-			-			-			-
Total Cost of Goods Sold:		-			-			-			-
Gross Profit		-			195			-			334
Expenses:
General and Administrative		14,603			127,168			28,576			254,412
Consolidated net loss:		(14,603	)		(126,973	)		(28,576	)		(254,079	)
Net loss attributable to minority interest		(6,314	)		(58,325	)		(12,350	)		(87,211	)
Net loss attributable to Limitless		(8,289	)		(68,647	)		(16,226	)		(166,868	)
Net loss per share – basic and diluted		-			-			-			-
Weighted average shares outstanding – basic and diluted		315,608,200			341,608,200			32,949			30,349

(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

~~LIMITLESS~~PART ~~PROJECTS~~I ~~INC~~- FINANCIAL INFORMATION

~~UNAUDITED~~Certain ~~CONSOLIDATED~~information ~~STATEMENT~~and OFfootnote ~~STOCKHOLDER~~disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that the following financial statements be read in conjunction with the year-end financial statements and notes thereto included in the Company’Ss ~~EQUITY~~Annual Report on Form 10K for the year ended July 31, 2023. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.

~~For~~The results of operations for the six months ended January 31, ~~2023~~2024, ~~and~~are ~~2022~~ not necessarily indicative of the results for the entire fiscal year or for any other period.

	Common Stock				Paid in		Accumulated			Minority
	Number		Par Value		Capital		Deficit			Interest			Total
			$		$		$			$			$
Opening Balance - July 31, 2021		200,608,200		20,061		30,349		(23,636	)		(7,174	)		19,600
Opening Balance of Issued of Share capital for business combination		141,000,000		14,100		-		-			-			14,100
Common Shares issued by Privacy and Value		-		-		-		-			22,300			22,300
Common Shares issued by WarpSpeed Taxi		-		-		-		-			465,000			465,000
Cancellation of Shares by WarpSpeed Taxi														-
Other											(3,464	)		(3,464	)
Net Loss		-		-		-		(166,868	)		(87,211	)		(254,079	)
Closing Balance - January 31, 2022		341,608,200		34,161		30,349		(190,504	)		389,451			263,457
Opening Balance - July 31, 2022		315,608,200		31,561		32,949		(381,166	)		290,275			(26,381	)
Net Loss		-		-		-		(16,226	)		(12,350	)		(28,576	)
Closing Balance - January 31, 2023		315,608,200		31,561		32,949		(397,392	)		277,925			(54,958	)

(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

~~LIMITLESS~~Item ~~PROJECTS~~1. ~~INC~~Financial Statements (unaudited)

~~UNAUDITED~~LIMITLESS ~~CONSOLIDATED~~PROJECTS ~~STATEMENT OF CASH FLOWS~~INC.

	For the six months ended
	January 31,
	2023			2022
	$			$
Cash flows from operating activities:
Net loss for the period		(28,576	)		(254,079	)
Change in operating assets and liabilities
Accounts receivable		-			40,000
Prepayment & Deposits		-			(15,000	)
Accounts payable and accrued liabilities		140,155			(4,716	)
Notes Receivable		-			(250,000	)
Investments		-			24,100
Net cash used in operating activities:		111,579			(459,694	)
Cash flows from investing activities:
Software development		(124,549	)		475,151
Net cash used in investing activities:		(124,549	)		475,151
Cash flows from financing activities:
Common Stock @ Par Value		-			11,500
Additional Paid in Capital		-			2,600
Cash payment of investment purchase		-			10,000
Net cash used in financing activities:		-			24,100
Change in cash		(12,970	)		39,557
Cash – beginning of period		13,291			66,749
Cash – end of period		321			106,306
Supplemental cash flow disclosures		-			-
Cash paid For:
Interest		-			-
Income tax		-			-

CONSOLIDATED BALANCE SHEET

(~~The accompanying notes are an integral part of these unaudited interim condensed financial statements~~Unaudited)

	January 31, 2024		July 31, 2023
	$		$
ASSETS
Current assets:
Cash		16		32
Prepayment & deposits		25,000		25,000
Total current assets:		25,016		25,032

Fixed assets:
Software		340,032		307,782
Office Equipment		18,987		18,988
Total Fixed assets:		359,019		326,770

Total Assets:		384,035		351,802


LIABILITIES AND STOCKHOLDER’S EQUITY
Current liabilities:
Accounts payable and accrued liabilities		523,618		476,750
Total current liabilities:		523,618		476,750

Total Liabilities:		523,618		476,750

Stockholder’s Equity
Common stock: $0.0001 par value, 500,000,000 authorized, 100,608,200 issued and outstanding as of January 31, 2024 and July 31, 2023, respectively		10,061		10,061
Additional paid in capital		697,695		697,695
Accumulated deficit		(782,733)		(774,504)
Minority interest		(64,606)		(58,200)
Total Stockholder’s Equity:		(139,583)		(124,948)

Total Liabilities and Stockholder’s Equity:		384,035		351,802

~~LIMITLESS~~(The ~~PROJECTS~~accompanying ~~INC. NOTES~~notes TOare ~~UNAUDITED~~an ~~CONDENSED~~integral ~~CONSOLIDATED~~part ~~FINANCIAL STATEMENTS As~~ of ~~and~~these ~~for~~unaudited ~~the~~interim ~~six~~condensed ~~months~~financial ~~ended January 31, 2023, and 2022~~statements)

~~1. NATURE AND CONTINUANCE OF OPERATIONS~~5

~~Limitless Projects~~LIMITLESS ~~Inc.~~PROJECTS ~~(the “Company”) was incorporated in the state of Wyoming on November 18, 2020 (“Inception”)~~INC. The Company is in the business of developing computer software systems and mobile device applications. The Company’s fiscal year-end is July 31. The Company, through subsidiaries, holds the sole and exclusive license to develop, market, and sell a ride-hailing and food delivery computer and mobile device application known as “WarpSpeed Taxi”. , as well as title to employee monitoring software that balances employer concerns regarding employee efficiency and productivity with employee privacy, known as Privacy and Value.

~~The Company~~CONSOLIDATED ~~entered~~STATEMENT ~~into~~OF anCOMPREHENSIVE ~~Asset Purchase and Joint Venture agreement dated March 15, 2021, as amended, whereby a third party has agreed to purchase a 50% interest in the Privacy and Value Value software for:~~LOSS

~~1. $10,000 upon execution of the agreement, which has been paid; and~~(Unaudited)

2. an amount equal to the estimation of the value of the 50% interest in Privacy and Value based upon an independent business valuation, less the $10,000 payment, which amount shall be no less than $50,000 and no more than $250,000 and is due by April 30, 2023.

	For the three months ended January 31,				For the six months ended January 31,
	2024		2023		2024		2023
	$		$		$		$
General income		-		-		-		-
Cost of goods sold		-		-		-		-
Gross profit		-		-		-		-

Expenses:
General and administrative		7,170		14,602		14,634		28,575
Operating loss		(7,170)		(14,602)		(14,634)		(28,575)

Net loss attributable to minority interest		(3,124)		(6,753)		(6,406)		(13,125)
Net loss attributable to Limitless		(4,046)		(7,849)		(8,228)		(15,450)

Consolidated net loss		(7,170)		(14,602)		(14,634)		(28,575)

Net loss per share - basic and diluted		(0.00)		(0.00)		(0.00)		(0.00)

Weighted average shares outstanding - basic and diluted		100,608,200		100,608,200		100,608,200		100,608,200

~~We obtained~~(The anaccompanying ~~independent~~notes ~~valuation~~are ofan ~~the~~integral ~~Privacy~~part ~~and Value software in its present form~~ of ~~development~~these ~~that~~unaudited ~~estimated~~interim ~~its~~condensed ~~value~~financial ~~at approximately $2,200,000. Accordingly, the amount that is due from the purchaser under the Asset Purchase and Joint Agreement is $250,000.~~statements)

If the Company completes the sale of the 50% interest in the Privacy and Value software, the parties will form a single purpose joint for the purpose of completing, testing, marketing, and selling the Privacy and Value software. The joint venture will be managed by a management committee with each party appointing one member to the committee and those two members jointly appointing an independent third member of the committee.6

2LIMITLESS PROJECTS INC. ~~GOING CONCERN~~

~~These condensed consolidated~~CONSOLIDATED ~~financial~~STATEMENT ~~statements~~OF have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a consolidated net loss for the period of $28,576 and resulting in an accumulated deficit of $397,392 as of January 31, 2023, and it is anticipated that the Company may incur losses in the future development of its business raising substantial doubt about the CompanySTOCKHOLDER’sS ability to continue as a going concern. In order to remain in business, the Company will need to raise capital or generate revenue from operations in the next twelve months. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, proceeds from its public offering, and revenue from its sale of computer software and applications. The Company has no written or verbal commitments from stockholders or its director or officer to provide the Company with any form of cash advances, loans, or other sources of liquidity to meet its working capital needs. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.EQUITY

~~3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~(Unaudited)

~~Basis of~~For ~~Presentation~~the six months period ended January 31, 2024 and 2023

These financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company has selected July 31 as its year-end. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of its financial position and the results of operations for the period presented have been reflected herein.

	Common Stock
	Number		Par Value		Paid in Capital		Accumulated Deficit		Minority Interest		Total
			$		$		$		$		$
Opening Balance, July 31, 2022		100,608,200		10,061		640,695		(694,891)		17,754		(26,381)
Net Loss		-		-		-		(15,450)		(13,125)		(28,575)
Closing Balance, January 31, 2023		100,608,200		10,061		640,695		(710,341)		4,629		(54,957)

Opening Balance, July 31, 2023		100,608,200		10,061		697,695		(774,504)		(58,200)		(124,949)
Net Loss		-		-		-		(8,228)		(6,406)		(14,634)
Closing Balance, January 31, 2024		100,608,200		10,061		697,695		(782,733)		(64,606)		(139,582)

6(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

~~Cash and Cash Equivalents~~7

~~The Company~~LIMITLESS ~~considers~~PROJECTS ~~all highly liquid investments with an original maturity of six months or less when purchased to be cash equivalents~~INC. ~~The Company maintains cash and cash equivalent balances at one financial institution that is insured by the FDIC. As of January 31, 2023, the Company had $321 in cash (July 31, 2022 - $13,291).~~

~~Fair Value~~CONDENSED ofSTATEMENT ~~Financial~~OF ~~Instruments~~CASH FLOWS

The Company follows FASB ASC 820, Fair Value Measurements and Disclosures, for all financial instruments and non-financial instruments accounted for at fair value on a recurring basis. This accounting standard establishes a single definition of fair value and a framework for measuring fair value, sets out a fair value hierarchy to be used to classify the source of information used in fair value measurement and expands disclosures about fair value measurements required under other accounting pronouncements. It does not change existing guidance as to whether or not an instrument is carried at fair value. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.(Unaudited)

ASC topic 820 “Fair Value Measurements and Disclosures” establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

	For the six months ended
	January 31,
	2024		2023
	$		$
Cash flows from operating activities:
Net loss for the period		(14,634)		(28,575)
Change in operating assets and liabilities:
Accounts payable and accrued liabilities		46,867		140,154
Net cash provided by operating activities:		32,233		111,579

Cash flows from investing activities:
Software development		(32,249)		(124,549)
Net cash used in investing activities:		(32,249)		(124,549)

Cash flows from financing activities:
Issuance of common stock		-		-
Net cash provided by financing activities:		-		-

Change in cash		(16)		(12,970)

Cash - beginning of period		32		13,291

Cash - end of period		16		321

Supplemental cash flow disclosures

Cash paid For:
Interest		-		-
Income tax		-		-

~~These tiers~~(The ~~include:~~accompanying notes are an integral part of these unaudited interim condensed financial statements)

~~Level 1: Defined as observable inputs such as quoted prices in active markets;~~8

~~Level~~LIMITLESS ~~2: Defined~~PROJECTS ~~as inputs other than quoted prices in active markets that are either directly or indirectly observable;~~INC.

~~Level~~NOTES ~~3: Defined~~TO asTHE ~~unobservable~~UNAUDITED ~~inputs~~CONDENSED inFINANCIAL ~~which little or no market data exists, therefore requiring an entity to develop its own assumptions.~~STATEMENTS

~~The Company~~As ~~has~~of ~~adopted FASB ASC 825, Financial Instruments, which allows companies to choose to measure eligible financial instruments~~ and ~~certain~~ ~~other~~for ~~items at fair value that are not required to be measured at fair value. The Company has not elected~~ the ~~fair~~six ~~value~~months ~~option for~~ended ~~any~~January ~~eligible~~31, ~~financial~~2024 ~~instruments.~~and 2023

~~Comprehensive Loss~~1. NATURE AND CONTINUANCE OF OPERATIONS

~~The~~ Limitless Projects Inc. (the “Company”) ~~adopted~~was ~~FASB~~incorporated ~~ASC~~in ~~220,~~the ~~“Reporting~~state ~~Comprehensive~~of ~~Income”~~Wyoming on November 18, ~~which~~2020 ~~establishes~~(“Inception”). ~~standards~~The ~~for~~Company ~~the~~is ~~reporting~~in ~~and~~the ~~display~~ business of ~~comprehensive~~developing ~~income~~computer software systems and ~~its~~mobile ~~components~~device inapplications. ~~the~~The ~~consolidated~~Company’s ~~financial~~fiscal ~~statements~~year-end is July 31. ~~Comprehensive~~The ~~income~~Company, ~~consists~~through ofa ~~net~~subsidiary, ~~income~~holds the sole and ~~other~~ ~~gains~~exclusive license to develop, market, and ~~losses~~sell ~~affecting~~a ~~stockholders’~~ride-hailing ~~equity~~and ~~that~~food ~~are~~delivery ~~excluded~~computer ~~from~~and ~~net~~mobile ~~income,~~device ~~such~~application known as ~~unrealized~~“WarpSpeed ~~gains~~Taxi” ~~and~~in ~~losses~~the ~~on investments~~United ~~available~~States, ~~for~~as ~~sale,~~well ~~foreign~~as ~~currency~~title ~~translation~~to ~~gains~~employee ~~and~~monitoring ~~losses~~software ~~and~~that ~~minimum~~balances ~~pension~~employer ~~liability.~~concerns ~~Since~~regarding ~~inception,~~employee ~~the~~efficiency ~~Company’s other~~and ~~comprehensive~~productivity ~~income~~with ~~represents~~employee ~~foreign~~privacy, ~~currency~~known ~~translation~~as ~~adjustments~~Privacy and Value.

~~Revenue Recognition~~The Company entered into an Asset Purchase and Joint Venture agreement dated March 15, 2021, as amended, whereby a third party has agreed to purchase a 50% interest in the Privacy and Value software for:

~~The Company recognizes revenue in accordance with Accounting Standards Codification No~~1. ~~606, “Revenue Recognition” (“ASC-606”~~)$10, ~~ASC-606~~000 ~~requires~~upon ~~that~~execution ~~five basic criteria must be met before revenue can be recognized: (1) persuasive evidence~~ of ~~an arrangement exists and both parties will perform their respective obligations; (2) can identify each party’s rights regarding goods or services being transferred; (3)~~ the selling price is fixed and determinable; (4) the contract has commercial substance; and (5) collectability is reasonably assured. Determination of criteria (3) and (5) are based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customersagreement, ~~estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for~~ which ~~the product~~ has ~~not~~ been ~~delivered~~paid; ~~or is subject to refund until such time that the Company~~ and ~~the customer jointly determine that the product has been delivered or no refund will be required.~~

72.)an amount equal to the estimation of the value of the 50% interest in Privacy and Value based upon an independent business valuation, less the $10,000 payment, which amount shall be no less than $50,000 and no more than $250,000 and is due by June 15, 2021.

~~Because the~~The ~~Company~~third ~~assumes~~party ~~that~~failed ~~the~~to ~~reported~~make ~~amounts~~the ofpayment ~~assets~~due ~~and~~June ~~liabilities will be recovered and settled~~15, ~~respectively~~2021, ~~a difference between the tax basis of an asset or a liability~~ and ~~its reported amount in~~ the ~~balance~~agreement ~~sheet~~has ~~will~~been ~~result in a taxable or a deductible amount in some future years when the related liabilities are settled or the reported amounts of the assets are recovered, which gives rise to a deferred tax asset~~terminated. The Company must then assess the likelihood that the deferred tax assets will be recovered from future taxable income and to the extent the Company believes that recovery is not likely, the Company must establish a valuation allowance.

The Company has adopted FASB guidance on accounting for uncertainty in income taxes which provides a consolidated financial statement recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return2. ~~Under~~GOING this guidance, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The guidance also extends to de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and income tax disclosures.CONCERN

~~Basic~~ These condensed consolidated financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and ~~Diluted~~discharge ~~Loss~~its ~~per~~liabilities ~~Share~~in the normal course of business for the foreseeable future. The Company has incurred a consolidated net loss for the period of $14,634 and resulting in an accumulated deficit of $782,733 as of January 31, 2024, and it is anticipated that the Company may incur losses in the future development of its business raising substantial doubt about the Company’s ability to continue as a going concern. In order to remain in business, the Company will need to raise capital or generate revenue from operations in the next twelve months. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, proceeds from its public offering, and revenue from its sale of computer software and applications. The Company has no written or verbal commitments from stockholders or its director or officer to provide the Company with any form of cash advances, loans, or other sources of liquidity to meet its working capital needs. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.

~~The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”~~3. ~~Basic~~SUMMARY ~~loss~~OF ~~per~~SIGNIFICANT ~~share~~ACCOUNTING is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. For the six months ended January 31, 2023, there were no potentially dilutive debt or equity instruments issued or outstanding.POLICIES

~~Use~~ Basis of ~~Estimates and Assumptions~~Presentation

~~The preparation~~These ~~of consolidated~~ financial statements of the Company have been prepared in ~~conformity~~accordance with generally accepted accounting principles ~~requires~~in ~~management to~~the ~~make~~United ~~estimates~~States ~~and~~of ~~assumptions~~America ~~that~~and ~~affect~~are ~~the~~presented ~~reported~~in ~~amounts~~US ofdollars. ~~assets~~The ~~and~~Company ~~liabilities~~has ~~and~~selected ~~disclosure~~July of31 ~~contingent~~as ~~assets~~its ~~and liabilities~~year-end. atIn the ~~date~~opinion of ~~the consolidated~~management, ~~financial~~all ~~statements~~adjustments, ~~and~~consisting ~~the~~of ~~reported~~normal ~~amounts~~recurring adjustments, necessary for a fair presentation of ~~revenues~~its ~~and~~financial ~~expenses~~position ~~during~~and the ~~period. Actual~~ results ~~could~~of ~~differ~~operations ~~from~~have ~~those~~been ~~estimates~~reflected herein.

~~Due to~~Cash ~~the~~and ~~limited~~Cash ~~level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.~~Equivalents

~~Recently Adopted~~The Company considers all highly liquid investments with an original maturity of six months or less when purchased to be cash equivalents. The Company maintains cash and ~~Recently~~cash ~~Enacted~~equivalent ~~Accounting~~balances ~~Pronouncements~~at one financial institution that is insured by the FDIC. As of January 31, 2024, the Company had $16 in cash (July 31, 2023 - $32).

The Company adopts new pronouncements relating to accounting principles generally accepted in the United States of America applicable to the Company as they are issued, which may be in advance of their effective date.9

~~Management does~~Fair ~~not~~Value ~~believe~~of ~~that~~Financial ~~any recently issued, but not yet effective accounting standards, if currently adopted, would have a material effect on the accompanying consolidated financial statements.~~Instruments

~~In March~~The ~~2016,~~Company ~~the~~follows ~~Financial Accounting Standards Board (“~~FASB”) ~~issued~~ASC ~~Accounting Standards Update (“ASU”) No. 2016-09~~820, ~~Compensation~~Fair –Value ~~Stock~~Measurements ~~Compensation~~and ~~(Topic~~Disclosures, ~~718):~~for ~~Improvements~~all tofinancial ~~Employee~~instruments ~~Share~~and non-~~Based~~financial ~~Payment~~instruments ~~Accounting.~~accounted ~~This guidance changes how companies account~~ for ~~certain~~at ~~aspects~~fair ofvalue ~~share-based~~on ~~payments~~a torecurring ~~employees~~basis. ~~Among~~This ~~other~~accounting ~~things,~~standard ~~under~~establishes ~~the~~a ~~new~~single ~~guidance,~~definition ~~companies will~~of nofair ~~longer~~value ~~record excess tax benefits~~ and ~~certain~~a ~~tax~~framework ~~deficiencies~~for inmeasuring ~~additional~~fair ~~paid-in-capital (“APIC”)~~value, ~~but~~sets ~~will~~out ~~instead record~~a ~~such~~fair ~~items~~value ashierarchy ~~income~~to ~~tax expense or benefit in the income statement, and APIC pools will~~ be ~~eliminated.~~used ~~Companies will apply this guidance prospectively. Another component of the new guidance allows companies~~ to ~~make~~classify ~~an accounting policy election for~~ the ~~impact~~source of ~~forfeitures~~ oninformation ~~the~~used ~~recognition~~in offair ~~expense~~value ~~for~~measurement ~~share-based~~and ~~payment~~expands ~~awards,~~disclosures ~~whereby~~about ~~forfeitures~~fair ~~can~~value bemeasurements ~~estimated, as~~ required ~~today,~~under ~~or recognized~~other ~~when~~accounting ~~they occur~~pronouncements. IfIt ~~elected,~~does ~~the~~not change toexisting ~~recognize~~guidance ~~forfeitures~~as ~~when~~to ~~they~~whether ~~occur~~or ~~needs~~not toan beinstrument ~~adopted~~is ~~using~~carried aat ~~modified~~fair ~~retrospective approach~~value. The ~~amendment~~Company isdefines ~~effective~~fair ~~for~~value ~~public~~as ~~entities~~the ~~for~~price ~~fiscal~~that ~~years~~would ~~beginning~~be ~~after~~received ~~December~~from ~~15,~~selling ~~2016.~~an ~~Early~~asset ~~adoption~~or ispaid ~~permitted. The~~to ~~Company~~transfer isa ~~currently~~liability ~~evaluating~~in ~~the~~an ~~impact~~orderly oftransaction ~~this~~between ~~guidance,~~market ifparticipants ~~any,~~at onthe ~~its~~measurement ~~financial statements and related disclosures~~date.

8ASC topic 820 “Fair Value Measurements and Disclosures” establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

~~In February~~These ~~2016,~~tiers the FASB issued ASU 2016-02, Leases (Topic 842), which issued new guidance related to leases that outlines a comprehensive lease accounting model and supersedes the current lease guidance. The new guidance requires lessees to recognize lease liabilities and corresponding right-of-use assets for all leases with lease terms of greater than 12 months. It also changes the definition of a lease and expands the disclosure requirements of lease arrangements. The new guidance must be adopted using the modified retrospective approach and will be effective for the public entities for fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the impact of this guidance, if any, on its financial statements and related disclosures.include:

~~In July~~Level ~~2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330)~~1:Defined ~~Simplifying~~as ~~the~~observable ~~Measurement~~inputs ofsuch ~~Inventory.~~as ~~The~~quoted ~~guidance requires an entity to measure inventory at the lower of cost or net realizable value, which is the estimated selling~~ prices in ~~the~~active ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation, rather than the lower of cost or market in the previous guidance. This amendment applies to inventory that is measured using first-in, first-out (FIFO). This amendment is effective for public entities for fiscal years beginning after December 15, 2016, including interim periods within those years. A reporting entity should apply the amendments prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Company is currently evaluating the impact of this guidance, if any, on its financial statements and related disclosures.markets;

~~In May~~Level ~~2014,~~2:Defined ~~the~~as ~~Financial~~inputs ~~Accounting~~other ~~Standards~~than ~~Board~~quoted ~~(FASB)~~prices ~~issued ASU 2014-09, Revenue from Contracts with Customers (ASC 606), which creates a single source of revenue guidance under U.S. GAAP for all companies~~ in ~~all~~active ~~industries~~markets and replaces most existing revenue recognition guidance in U.S. GAAP. Under the new standard, revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that ~~reflects~~are ~~the~~either ~~consideration~~directly ~~which the entity expects to receive in exchange for those goods~~ or ~~services. In~~indirectly addition, the new standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The FASB has issued several amendments to the new standard, including clarification on accounting for licenses of intellectual property and identifying performance obligations.observable;

4Level 3:Defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. ~~CAPITAL STOCK~~

The ~~total~~ ~~number~~Company ofhas ~~common~~adopted ~~shares~~FASB ~~authorized~~ASC ~~that~~825, ~~may~~Financial beInstruments, ~~issued~~which byallows ~~the~~companies ~~Company~~to ~~is 500,000,000 shares~~choose ~~with~~to ameasure ~~par~~eligible financial instruments and certain other items at fair value ofthat $0are not required to be measured at fair value.~~0001 per share.~~ The Company ~~did~~has not ~~issue~~elected ~~any~~the ~~shares~~fair ofvalue ~~its~~option ~~common~~for ~~stock~~any ~~during~~eligible ~~the~~financial ~~quarter~~instruments.

~~There was~~Comprehensive ~~no capital stock activity during the six months ended January 31, 2023.~~Loss

~~During the~~The ~~three~~Company ~~months~~adopted ~~ended~~FASB ~~October~~ASC 31220, ~~2021~~“Reporting Comprehensive Income”, which establishes standards for the ~~Company~~reporting ~~issued 100,000,000 shares~~and display of ~~common~~comprehensive ~~stock~~income ~~for~~and ~~total~~its ~~cash~~components ~~proceeds~~in the consolidated financial statements. Comprehensive income consists of ~~$10~~net income and other gains and losses affecting stockholders’ equity that are excluded from net income,~~000 to~~ such as unrealized gains and losses on investments available for sale, foreign currency translation gains and losses and minimum pension liability. Since inception, the Company’s ~~director~~other comprehensive income represents foreign currency translation adjustments.

~~At January~~Revenue ~~31, 2023, there were no issued and outstanding stock options or warrants.~~Recognition

5The Company recognizes revenue in accordance with Accounting Standards Codification No. ~~SUBSEQUENT EVENTS~~ 605, “Revenue Recognition” (“ASC-605”), ASC-605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required. Since inception to January 31, 2024, the Company has had no deferred revenue.

~~None~~Because the Company assumes that the reported amounts of assets and liabilities will be recovered and settled, respectively, a difference between the tax basis of an asset or a liability and its reported amount in the balance sheet will result in a taxable or a deductible amount in some future years when the related liabilities are settled or the reported amounts of the assets are recovered, which gives rise to a deferred tax asset. The Company must then assess the likelihood that the deferred tax assets will be recovered from future taxable income and to the extent the Company believes that recovery is not likely, the Company must establish a valuation allowance.

9The Company has adopted FASB guidance on accounting for uncertainty in income taxes which provides a consolidated financial statement recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return. Under this guidance, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities,

~~ITEM 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations.~~10

~~Forward~~based ~~Looking Statements~~on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The guidance also extends to de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and income tax disclosures.

~~This~~Basic ~~quarterly report contains forward-looking statements that involve risks~~ and ~~uncertainties. We~~Diluted ~~use~~Loss ~~words~~per such as anticipate, believe, plan, expect, future, intend and similar expressions to identify such forward-looking statements. You should not place too much reliance on these forward-looking statements. Our actual results are likely to differ materially from those anticipated in these forward-looking statements for many reasons, including the risks faced by us described in this section.Share

~~Background~~The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. For the six months ended January 31, 2024, and 2023, there were no potentially dilutive debt or equity instruments issued or outstanding.

WeUse ~~were incorporated on November 18, 2020 under the laws~~ of ~~the~~Estimates ~~state of Wyoming. We are involved in the development of computer software systems~~ and mobile device applications for commercial and consumer use. We retain independent computer software and application developers to develop our products to the specifications that we outline. Our president, Daniel Okelo, is responsible for developing the product concepts that the independent developers subsequently design.Assumptions

WeThe ~~are~~preparation ~~currently~~of ~~developing a~~consolidated ~~ride-hailing~~financial ~~and~~statements ~~food~~in ~~delivery~~conformity ~~computer~~with ~~and~~generally ~~mobile~~accepted ~~device~~accounting ~~application~~principles ~~known~~requires asmanagement ~~“WarpSpeedTaxi”~~to ~~and~~make ~~employee~~estimates ~~monitoring software~~and assumptions that ~~balances~~affect ~~employer~~the ~~concerns~~reported ~~regarding~~amounts ~~employee~~of ~~efficiency~~assets and ~~productivity~~liabilities ~~with~~and ~~employee~~disclosure ~~privacy~~of ~~known~~contingent asassets ~~“Privacy~~ and ~~Value”.~~liabilities ~~Our~~at ~~intention~~the isdate toof ~~sell these products to third parties who will sell~~ the ~~software~~consolidated tofinancial ~~customers~~statements and ~~launch~~ the ~~computer applications~~reported ~~rather~~amounts ~~than~~of ~~become~~revenues ~~involved~~and inexpenses during the ~~sales~~period. ~~and~~Actual ~~marketing~~results ofcould ~~these~~differ ~~products~~from ~~ourselves~~those estimates.

~~WarpSpeedTaxi~~Due ~~Application~~to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.

~~We were~~Recently ~~previously~~Adopted ~~involved in the development of a ride-hailing~~ and ~~food~~Recently ~~delivery~~Enacted ~~computer~~Accounting ~~and mobile device application known as “WarpSpeedTaxi”, which we were developing through our subsidiary, WarpSpeed Taxi Inc. (“WarpSpeed”).~~Pronouncements

~~On September~~The 6,Company ~~2022,~~adopts ~~WarpSpeed~~new ~~entered~~pronouncements ~~into~~relating ato ~~debt~~accounting ~~settlement~~principles ~~agreement~~generally ~~with~~accepted ~~Global Corporate Structural Services Inc. (“GCSS”), a private company that has provided us with marketing, beta testing, cloning, and maintenance services~~ in ~~connection with~~ the ~~WarpSpeed Taxi~~United ~~computer~~States ~~application.~~of ~~Pursuant~~America applicable to the ~~debt~~Company ~~settlement~~as ~~agreement,~~they ~~WarpSpeed~~are ~~acknowledged that it owed $135~~issued,~~430.95~~ towhich ~~GCSS~~may ~~for~~be ~~its services~~in asadvance of ~~July~~their ~~31,~~effective ~~2022~~date.

~~On September~~Management ~~15,~~does ~~2022,~~not ~~WarpSpeed~~believe ~~entered~~that ~~into~~any arecently ~~final~~issued, ~~settlement~~but ~~agreement~~not ~~with~~yet ~~GCSS~~effective ~~whereby~~accounting itstandards, ~~agreed~~if tocurrently ~~transfer its 100% interest in the WarpSpeed Taxi application to GCSS in full and final satisfaction of the debt owed to GCSS and any other claims that GCSS has against WarpSpeed. However~~adopted, ~~WarpSpeed~~would ~~will~~have ~~retain~~ a ~~license~~material ~~for~~effect ~~the~~on ~~sole and exclusive use of~~ the ~~WarpSpeed~~accompanying ~~Taxi~~consolidated ~~application~~financial ~~in the United States~~statements.

~~Our president~~In ~~commenced~~March 2016, the ~~development~~Financial ofAccounting ~~the~~Standards ~~WarpSpeedTaxi~~Board ~~application~~(“FASB”) inissued ~~May~~Accounting ~~2020~~Standards ~~and~~Update ~~then~~(“ASU”) ~~transferred~~No. it2016-09, Compensation - Stock Compensation (Topic 718): Improvements to usEmployee byShare-Based ~~way~~Payment ofAccounting. aThis ~~Bill~~guidance ofchanges ~~Sale~~ how companies account for ~~nominal~~certain ~~consideration~~aspects ~~after~~of ~~our~~share-based ~~incorporation~~payments to employees. ~~None~~Among ofother things, under the ~~freelance~~new ~~developers~~guidance, orcompanies ~~other~~will ~~third~~no ~~parties~~longer ~~involved~~record excess tax benefits and certain tax deficiencies in additional paid-in-capital (“APIC”), but will instead record such items as income tax expense or benefit in the ~~creation~~income statement, and APIC pools will be eliminated. Companies will apply this guidance prospectively. Another component of the ~~WarpSpeedTaxi~~new ~~application~~guidance ~~retain~~allows ~~any~~companies ~~intellectual~~to ~~property~~make ~~rights~~an inaccounting policy election for the ~~application~~impact of forfeitures on the recognition of expense for share-based payment awards, whereby forfeitures can be estimated, as required today, or recognized when they occur. ~~Those~~If ~~rights~~elected, ~~transfer~~the change to recognize forfeitures when they occur needs to be adopted using a modified retrospective approach. The amendment is effective for public entities for fiscal years beginning after December 15, 2016. Early adoption is permitted. The Company is currently evaluating the ~~purchaser~~impact of ~~the application~~this guidance, if any, on its financial statements and related disclosures.

~~The~~In ~~WarpSpeedTaxi~~February ~~application will~~2016, bethe ~~used~~FASB toissued ~~provide~~ASU ~~ride~~2016-~~hailing services~~02, ~~also~~Leases ~~known~~(Topic as842), anwhich ~~e-taxi~~issued ornew ~~mobility~~guidance ~~service~~related ~~provider,~~to isleases that outlines a ~~service~~comprehensive ~~that,~~lease ~~via~~accounting ~~websites~~ model and ~~mobile~~supersedes ~~apps,~~the ~~matches~~current ~~passengers~~lease ~~with~~guidance. ~~drivers~~The new guidance requires lessees to recognize lease liabilities and corresponding right-of-use ~~vehicles~~assets for ~~hire~~all ~~that~~leases ~~are~~with ~~not~~lease ~~licensed~~terms ~~taxi~~of ~~drivers~~greater than 12 months. ~~The~~It ~~computer~~also ~~application~~changes ~~that we~~the ~~are~~definition ~~developing~~of isa ~~intended~~lease toand ~~provide~~expands ~~travelers~~the ~~with~~disclosure ~~convenient~~requirements ~~door-to-door~~of ~~transport~~lease ~~that~~arrangements. ~~leverages~~The ~~smart~~new ~~mobility~~guidance ~~platforms~~must ~~to connect~~be ~~drivers~~adopted ~~with~~using ~~passengers~~the ~~and~~modified ~~lets~~retrospective ~~drivers~~approach ~~use~~and ~~their~~will ~~personal~~be ~~vehicles.~~effective ~~Ride-hailing,~~for ~~like~~the apublic ~~traditional~~entities ~~taxi~~for ~~service,~~fiscal ~~facilitates drivers~~years ~~providing~~beginning ~~rides~~after toDecember ~~customers~~15, ~~for~~2018. aEarly ~~fee~~adoption is permitted. ~~However,~~The ~~ride-hailing~~Company ~~offers~~is ~~additional~~currently ~~capabilities,~~evaluating ~~such~~the asimpact ~~efficient~~of ~~pricing~~this ~~tools~~guidance, ~~matching~~ ~~platforms~~if any, ~~rating~~on ~~systems,~~its financial statements and ~~food~~related ~~delivery~~disclosures.

~~The~~In ~~WarpSpeedTaxi~~July ~~application will~~2015, ~~allow~~the ~~customers~~FASB toissued ~~hire~~ASU ~~standard~~No. ~~and~~2015-11, ~~luxury~~Inventory ~~motor~~(Topic ~~vehicles~~330): ~~via~~Simplifying athe ~~smartphone~~Measurement orof ~~personal~~Inventory. ~~computer~~The ~~for~~guidance ~~both~~requires ~~one-way~~an ~~and~~entity ~~round-trips with~~to measure inventory at the ~~price~~lower ~~based~~of oncost or net realizable value, which is the ~~distance~~estimated ~~travelled~~selling ~~and~~prices in the ~~current~~ordinary ~~level~~course of ~~demand~~business, ~~for~~less ~~vehicles.~~reasonably Inpredictable ~~addition~~costs toof ~~transporting~~completion, ~~passengers~~disposal, ~~the~~ ~~application~~and ~~may~~transportation, ~~also~~rather bethan ~~used~~the ~~for~~lower ~~deliveries~~ of ~~goods~~cost ~~from~~or ~~restaurants,~~market ~~grocery~~in ~~stores,~~the ~~and~~previous ~~other~~guidance. ~~businesses~~This amendment applies to inventory that ~~typically~~is ~~utilize local~~measured ~~vehicle~~using ~~courier~~first-in, ~~services~~first-out (FIFO). This amendment is effective for public entities for fiscal years

1011

~~Customers~~beginning ~~will~~after ~~use~~December ~~the application~~15, to2016, ~~request~~including ainterim ~~ride~~periods orwithin ~~the~~those ~~delivery of goods~~years. ~~Drivers~~A ~~will~~reporting ~~connect~~entity ~~with~~should ~~customers~~apply ~~via~~ the ~~application,~~amendments ~~pick~~prospectively upwith ~~customers~~earlier ~~or goods~~application topermitted beas ~~delivered~~of ~~in accordance with~~ the ~~customer’s~~beginning ~~request,~~of ~~and~~an ~~then~~interim ~~drive the customers~~ or ~~goods~~annual toreporting ~~their destination~~period. ~~Customers will~~The ~~pay~~Company ~~for~~is ~~the~~currently ~~transportation~~evaluating ~~through~~ the ~~application~~impact ~~by way~~ of ~~credit~~this ~~card. Drivers will receive payments for each ride or delivery they complete via a weekly direct deposit to their bank accounts. Because we have agreed to sell the WarpSpeedTaxi application~~guidance, weif ~~will not realize~~ any, ~~revenue~~on ~~or incur any operation costs from~~ its ~~use~~financial ~~since~~statements ~~the purchaser will be providing ride-hailing~~ and ~~food~~related ~~delivery services~~disclosures. ~~The consideration that we will receive from the application is limited to $300,000 that the purchaser is required to pay us.~~

~~Privacy~~In May 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers (ASC 606), which creates a single source of revenue guidance under U.S. GAAP for all companies in all industries and ~~Value~~replaces ~~Employee Monitoring~~most ~~Software~~existing revenue recognition guidance in U.S. GAAP. Under the new standard, revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In addition, the new standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The FASB has issued several amendments to the new standard, including clarification on accounting for licenses of intellectual property and identifying performance obligations.

~~We also commenced developing employee monitoring software known as “Privacy and Value” in December 2020 shortly after our incorporation~~4. ~~Our~~CAPITAL goal is to develop a software product that balances employer concerns regarding employee efficiency and productivity with employee privacy. We will retain all interest in the intellectual property relating to the Privacy and Value software unless we subsequently sell those rights.STOCK

AsThe ~~companies~~total ~~are~~number ~~increasingly attempting~~of tocommon ~~meet~~shares ~~the~~authorized ~~demands of employees~~ that ~~want~~may ~~work~~be ~~environment~~issued ~~flexibility~~by ~~and are forced to avoid employee congregation in response to~~ the ~~current~~Company ~~global~~is ~~Covid-19 pandemic~~500,000,000 ~~they~~shares ~~are retaining staff that either work from home or they rely on outsourcing to retain employees and independent contractors in other countries. One of the primary concerns~~ with ~~having staff work in~~ a ~~separate~~par ~~location~~value ~~that removes them from the daily, direct oversight~~ of ~~management~~$0.0001 isper ~~that employee productivity will suffer~~share. ~~One~~The ofCompany ~~the~~did ~~responses~~not toissue ~~this~~any ~~concern~~shares ~~is for businesses to use some form~~ of ~~worker~~its ~~surveillance~~common instock order to ensure that employees are utilizing their work time efficiently. However, businesses may face pushback from their staff due to concerns that their personal privacy is compromised when they are subject to constant monitoring during ~~work~~the ~~hours~~quarter. ~~They may resist practices such as webcam surveillance or persistent computer screen observation.~~

ToThere ~~address~~was ~~employer~~no ~~concerns regarding~~capital ~~staff~~stock ~~efficiency~~activity ~~and~~during ~~employee concerns regarding privacy, we intend to develop~~ the ~~Privacy~~six ~~and~~months ~~Value~~ended ~~software~~January ~~that~~31, ~~has features to monitor worker computer productivity while providing employees with reasonable privacy during their work days~~2024. ~~The intended features of the software are as follows:~~

●At ~~the~~January ~~software~~31, will monitor the employees’ computer desktops while they are actually working on the system. Surveillance will commence when an employee logs on to his or her computer through our software and will continue until the employee logs out of the system. After an employee signs out of the software2024, ~~recording~~there ~~and~~were ~~monitoring~~no ~~will~~issued ~~cease~~ and ~~the~~outstanding ~~employee~~stock ~~can~~options ~~access his~~ or ~~her computer contents and the Internet for personal purposes;~~warrants.

● when the employee is logged in, the software will allow management to maintain real-time access to employee activity and to view each employee’s desktop screen content and the keystrokes that the employee is typing5. ~~All~~SUBSEQUENT of this information will also be recorded and stored for future management use with all information time stamped. The file name for each day’s recording will be the employee’s first name, last name, and the year, month, and day, which will allow a manager to identify the appropriate recording without difficulty; andEVENTS

~~● based on employee actions, the software will calculate the amount of time that the employee was logged into the system based on a searchable time period (e~~None.g., a shift, a week, or a month). It will also indicate the length of various time periods during which the employee did not make any keystrokes on his or her computer and allow the manager to quickly access the recording of employee’s desktop at the times when keystrokes commenced and stopped. The software will also provide details of the length of each break that the employee takes during the work period analyzed. It will also have tools that the manager can use, in tabular and graphic form, to compare the efficiency of employees in terms of keystrokes and time logged in to their computer.

1112

WeItem ~~entered~~2. ~~into~~Management’s anDiscussion ~~Asset Purchase~~ and ~~Joint~~Analysis ~~Venture~~of ~~agreement~~Financial ~~dated~~Conditions ~~March 15, 2021, as amended, whereby Cyber Apps World, Inc. (“Cyber Apps”), a reporting company, has agreed to purchase a 50% interest in the Privacy~~ and ~~Value~~Results ~~software~~of ~~for~~Operations.

1.Forward ~~$10,000~~Looking ~~upon execution of the agreement, which has been paid; and~~Statements

2.This anquarterly ~~amount~~report ~~equal~~contains toforward-looking ~~the~~statements ~~estimation~~that ofinvolve ~~the~~risks ~~value~~and ofuncertainties. ~~the~~We ~~50%~~use ~~interest~~words insuch ~~Privacy~~as anticipate, believe, plan, expect, future, intend and ~~Value~~similar ~~based~~expressions ~~upon~~to anidentify ~~independent~~such ~~business~~forward-looking ~~valuation,~~statements. ~~less~~You ~~the~~should ~~$10,000~~not ~~payment,~~place ~~which~~too ~~amount~~much ~~shall~~reliance beon nothese ~~less~~forward-looking ~~than~~statements. ~~$50,000~~Our ~~and~~actual noresults ~~more~~are ~~than~~likely ~~$250~~to differ materially from those anticipated in these forward-looking statements for many reasons,~~000~~ ~~and~~including isthe ~~due~~risks faced by ~~April~~us ~~30,~~described ~~2023~~in this section.

We obtained an independent valuation of the Privacy and Value software in its present form of development that estimated its value at approximately $2,200,000. Accordingly, the amount that was due from Cyber Apps to Limitless Projects Inc. under the Asset Purchase and Joint Agreement was $250,000.Background

IfWe wewere ~~complete~~incorporated ~~the~~on ~~sale of~~November ~~the~~18, ~~50%~~2020 ~~interest~~under in the ~~Privacy~~laws ~~and~~of ~~Value software to Cyber Apps,~~ the ~~parties~~state ~~will~~of ~~form~~Wyoming. aWe ~~single~~are ~~purpose~~involved ~~joint~~in ~~for~~ the ~~purpose~~development of ~~completing,~~ ~~testing,~~computer ~~marketing,~~software systems and ~~selling~~mobile ~~the~~device ~~Privacy~~applications for commercial and ~~Value~~consumer ~~software~~use. ~~The~~We ~~joint~~retain ~~venture~~independent ~~will~~computer besoftware ~~managed~~and byapplication adevelopers ~~management~~to ~~committee with~~develop ~~each~~our ~~party~~products ~~appointing~~to ~~one~~the ~~member~~specifications tothat ~~the~~we ~~committee~~outline. ~~and~~Our ~~those~~president, ~~two~~Daniel ~~members~~Okelo, ~~jointly~~is ~~appointing~~responsible anfor ~~independent~~developing ~~third~~the ~~member~~product ofconcepts that the ~~committee~~independent developers subsequently design.

~~Results~~We ofare ~~Operations for~~currently developing employee monitoring software that balances employer concerns regarding employee efficiency and productivity with employee privacy known as “Privacy and Value”. Our intention is to sell this product to third parties who will sell the ~~six~~software ~~months~~to ~~ended~~customers ~~January~~rather ~~31,~~than ~~2023,~~become involved in the sales and ~~2022~~marketing of this product ourselves.

~~Our~~WarpSpeedTaxi consolidated net loss for the six months ended January 31, 2023, and 2022 was $28,576 and $254,412, which consisted entirely of general and administrative fees except for insignificant revenue recognized during the three months ended October 31, 2021, from affiliate revenue from our Privacy and Value software product.Application

~~LIQUIDITY~~We ~~AND~~were ~~CAPITAL RESOURCES~~previously involved in the development of a ride-hailing and food delivery computer and mobile device application known as “WarpSpeedTaxi”, which we were developing through our subsidiary, WarpSpeed Taxi Inc. (“WarpSpeed”).

AsOn atSeptember ~~January 31~~6, ~~2023~~2022, ~~our~~ ~~current~~WarpSpeed ~~assets~~entered ~~were~~into ~~$25~~a debt settlement agreement with Global Corporate Structural Services Inc. (“GCSS”),~~321~~ ~~compared~~a toprivate ~~$38~~company that has provided us with marketing,~~291~~ atbeta ~~July~~testing, 31cloning, ~~2022.~~and ~~The~~maintenance ~~decrease~~services in ~~current~~connection ~~assets~~with inthe ~~due~~WarpSpeed Taxi computer application. Pursuant to the ~~use~~debt ofsettlement ~~cash~~agreement, WarpSpeed acknowledged that it owed $135,430.95 to ~~pay ordinary~~GCSS ~~business~~for ~~expenses~~its services as of July 31, 2022.

AsOn ofSeptember ~~January 31~~15, ~~2023~~2022, ~~our~~ ~~liabilities~~WarpSpeed ~~were~~entered ~~$445,336~~into ~~compared~~a final settlement agreement with GCSS whereby it agreed to ~~$554,279~~transfer onits ~~July~~100% ~~31,~~interest ~~2022.~~in ~~Liabilities~~the onWarpSpeed ~~January~~Taxi ~~31,~~application ~~2023,~~to ~~and~~GCSS ~~July~~in ~~31,~~full ~~2022~~and ~~were~~final ~~comprised entirely~~satisfaction of ~~accounts~~the ~~payable~~debt owed to GCSS and ~~accrued~~any ~~liabilities.~~other ~~The~~claims ~~decrease~~that inGCSS ~~the~~has ~~accounts~~against ~~payable~~WarpSpeed. ~~and~~However, ~~accrued~~WarpSpeed ~~liabilities~~will inretain ~~the~~a ~~current~~license ~~fiscal year~~for isthe ~~attributable~~sole toand ~~payment~~exclusive use of ~~outstanding~~the ~~invoices~~WarpSpeed ~~related~~Taxi toapplication ~~our~~in ~~software~~the ~~development~~United ~~expenses~~States.

WeOn ~~expect~~June 11, 2025, we ~~will~~entered ~~require additional~~into ~~capital~~a tostock ~~meet~~purchase ~~our~~and ~~long-term~~sale ~~operating~~agreement ~~requirements~~with Ulixe One Corp., Wea ~~expect~~Wyoming tocorporation, ~~raise~~whereby ~~additional~~we ~~capital~~sold ~~through~~our 115,000,000 ~~among~~shares ~~other~~of ~~methods,~~ common stock in the ~~sale~~capital of ~~equity~~WarspSpeed orTaxi ~~debt~~Inc. ~~securities~~for $11,500. Accordingly, we no longer have any interest in WarpSpeed Taxi Inc.

~~Cash~~Privacy ~~Flows~~and ~~from~~Value ~~Operating Activities~~Employee Monitoring Software

~~For~~We ~~the~~also ~~three~~commenced ~~months~~developing ~~ended January~~employee ~~31,~~monitoring ~~2023,~~software ~~net~~known ~~cash~~as ~~flows~~“Privacy ~~from~~and ~~operating~~Value” ~~activities~~in ~~were~~December ~~$111,579~~2020 ~~consisting~~shortly ofafter aour ~~net~~incorporation. ~~loss~~Our ~~attributable~~goal is to ~~the~~develop ~~Company~~a ofsoftware ~~$28,576, which~~product ~~was~~that ~~offset~~balances byemployer ~~non-cash~~concerns ~~components~~regarding ofemployee ~~accounts~~efficiency ~~payable~~and productivity with employee privacy. We will retain all interest in the intellectual property relating to the Privacy and ~~accrued~~Value ~~liabilities~~software ofunless ~~$140,155~~we subsequently sell those rights.

~~Cash~~As ~~Flows~~companies are increasingly attempting to meet the demands of employees that want work environment flexibility and are forced to avoid employee congregation in response to the current global Covid-19 pandemic, they are retaining staff that either work from ~~Investing Activities~~home or they rely on outsourcing to retain employees and independent contractors in other countries. One of the primary concerns with having staff work in a separate location that removes them from the daily, direct oversight of management is that employee productivity will suffer. One of the responses to this concern is for businesses to use some form of worker surveillance in order to ensure that employees are utilizing their work time efficiently. However, businesses may face pushback from their staff due to concerns that their personal privacy is compromised when they are subject to constant monitoring during work hours. They may resist practices such as webcam surveillance or persistent computer screen observation.

For the six months ended January 31, 2023, our cash flows used in investing activities were $124,549, which relates to the purchase cost of fixed assets and software from the development and sale of the Privacy and Value computer monitoring software.13

~~Cash~~To ~~Flows~~address ~~from~~employer ~~Financing Activities~~concerns regarding staff efficiency and employee concerns regarding privacy, we intend to develop the Privacy and Value software that has features to monitor worker computer productivity while providing employees with reasonable privacy during their work days. The intended features of the software are as follows:

We·the ~~have~~software ~~financed~~will ~~our~~monitor ~~operations from~~ the ~~issuance~~employees’ ofcomputer ~~our~~desktops ~~shares~~while ofthey ~~common~~are ~~stock~~actually working on the system. ~~Net~~Surveillance ~~cash~~will ~~flows~~commence ~~generated~~when ~~from~~an ~~financing~~employee ~~activities~~logs ~~were~~on ~~$Nil~~to ~~during~~his or her computer through our software and will continue until the ~~six~~employee ~~months~~logs ~~ended January~~out ~~31,~~of ~~2023,~~the assystem. ~~compared~~After toan ~~$24~~employee signs out of the software,~~100~~ ~~for~~recording and monitoring will cease and the ~~six~~employee ~~months~~can ~~ended~~access ~~January~~his ~~31,~~or ~~2022.~~her computer contents and the Internet for personal purposes;

12·when the employee is logged in, the software will allow management to maintain real-time access to employee activity and to view each employee’s desktop screen content and the keystrokes that the employee is typing. All of this information will also be recorded and stored for future management use with all information time stamped. The file name for each day’s recording will be the employee’s first name, last name, and the year, month, and day, which will allow a manager to identify the appropriate recording without difficulty; and

~~OFF-BALANCE~~·based ~~SHEET~~on ~~ARRANGEMENTS~~employee actions, the software will calculate the amount of time that the employee was logged into the system based on a searchable time period (e.g., a shift, a week, or a month). It will also indicate the length of various time periods during which the employee did not make any keystrokes on his or her computer and allow the manager to quickly access the recording of employee’s desktop at the times when keystrokes commenced and stopped. The software will also provide details of the length of each break that the employee takes during the work period analyzed. It will also have tools that the manager can use, in tabular and graphic form, to compare the efficiency of employees in terms of keystrokes and time logged in to their computer.

AsManagement ofentered ~~the~~into ~~date~~an ofAsset Purchase and Joint Venture Agreement dated March 15, 2021, as amended, with Cyber Apps World, Inc. (“Cyber Apps”). Under this ~~report~~ agreement, weupon docompleting ~~not~~the ~~have~~sale ~~any~~of ~~off-balance~~a ~~sheet~~50% ~~arrangements~~interest ~~that~~in ~~have~~the orPrivacy ~~are~~and ~~reasonably~~Value ~~likely~~software to ~~have~~Cyber Apps, the parties will establish a ~~current~~single-purpose orjoint ~~future~~venture ~~effect~~dedicated onto ~~our financial~~completing, ~~condition~~testing, ~~changes~~marketing, inand ~~financial~~selling ~~condition,~~the ~~revenues~~software. orThe ~~expenses,~~joint ~~results~~venture ofwill ~~operations,~~be ~~liquidity~~overseen by a management committee, ~~capital~~with ~~expenditures~~each ~~or capital~~party ~~resources~~appointing ~~that~~one ~~are~~member ~~material~~and those two members jointly selecting an independent third member to ~~investors~~serve on the committee. Cyber Apps World, Inc., a reporting company, has agreed to purchase a 50% interest in the Privacy and Value software for

~~GOING~~1.$10,000 ~~CONCERN~~upon execution of the agreement, which has been paid; and

~~The independent auditors’ report accompanying our July 31, 2022 financial statements contained~~ 2.an ~~explanatory~~amount ~~paragraph~~equal ~~expressing~~to ~~substantial~~the ~~doubt~~estimation ~~about~~of ~~our ability~~the tovalue ~~continue~~of asthe a50% ~~going~~interest ~~concern.~~in ~~The~~Privacy ~~financial~~and ~~statements~~Value ~~have~~based ~~been~~upon ~~prepared~~an ~~“assuming~~independent ~~that~~business wevaluation, ~~will~~less ~~continue~~the as$10,000 ~~a going concern~~payment,” which ~~contemplates~~amount ~~that~~shall webe ~~will~~no ~~realize~~less ~~our~~than ~~assets~~$50,000 and ~~satisfy~~no ~~our~~more ~~liabilities~~than $250,000 and ~~commitments~~was indue ~~the~~by ~~ordinary~~June ~~course of~~15, ~~business~~2021.

The management obtained an independent valuation of the Privacy and Value software in its present form of development that estimated its value at approximately $2,200,000. Accordingly, the amount that was due from Cyber Apps to Limitless Projects Inc. under the Asset Purchase and Joint Agreement was $250,000.

The management entered into agreements with Cyber Apps whereby they each will transfer 50,000,000 of our shares, for a total of 100,000,000 to Cyber Apps and its principals for a cash payment of $250,000 that was due on June 15, 2021. Cyber Apps did not make the $250,000 payment by the deadline date of June 15, 2021 and the agreement has been terminated.

Results of Operations for the six months ended January 31, 2024 and 2023

Our consolidated net loss for the six months ended January 31, 2024, and 2023 was $14,634 and $28,575, which consisted entirely of general and administrative fees.

LIQUIDITY AND CAPITAL RESOURCES

As at January 31, 2024, our current assets were $25,016 compared to $25,032 at July 31, 2023. The decrease in current assets is due to the use of cash to pay ordinary business expenses.

As of January 31, 2024, our liabilities were $523,618 compared to $476,751 on July 31, 2023. Liabilities on January 31, 2024, and July 31, 2023 were comprised entirely of accounts payable and accrued liabilities. The decrease in the accounts payable and accrued liabilities in the current fiscal year is attributable to payment of outstanding invoices related to our software development expenses.

We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other methods, the sale of equity or debt securities.

Cash Flows from Operating Activities

For the three months ended January 31, 2024, net cash flows from operating activities were $32,233 consisting of a net loss attributable to the Company of $14,634, which was offset by non-cash components of accounts payable and accrued liabilities of $46,868.

Cash Flows from Investing Activities

For the six months ended January 31, 2024, our cash flows used in investing activities were $32,249, which relates to the purchase cost of fixed assets and software from the development and sale of the Privacy and Value computer monitoring software.

Cash Flows from Financing Activities

We have financed our operations from the issuance of our shares of common stock. Net cash flows generated from financing activities were $0 during the six months ended January 31, 2024, as compared to $0 for the six months ended January 31, 2023.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this report, we do not have any 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 investors.

GOING CONCERN

The independent auditors’ report accompanying our July 31, 2023 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company, we are not required to make disclosures under this Item.

Item 4. Controls and Procedures.

As supervised by our board of directors and our principal executive and principal financial officer, management has established a system of disclosure, controls and procedures and has evaluated the effectiveness of that system. The system and its evaluation are reported on in the below Management’s Annual Report on Internal Control over Financial Reporting. Our principal executive and financial officer ~~has~~have concluded that our disclosure, controls and procedures (as defined in Securities Exchange Act of 1934 (“Exchange Act”) Rule 13a-15(e)) as of January 31, ~~2023~~2024, were not effective, based on the evaluation of these controls and procedures required by paragraph (b) of Rule 13a-15.

Management’s Annual Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

Management assessed the effectiveness of internal control over financial reporting as of January 31, 2023. We carried out this assessment using the criteria of the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework.15

~~This~~Management ~~annual~~assessed ~~report~~the ~~does not~~effectiveness ~~include an attestation report~~ of ~~our registered public accounting firm regarding~~ internal control over financial reporting~~. Management’s report~~ ~~was~~as ~~not~~of ~~subject~~January to31, ~~attestation~~2024. byWe ~~our~~carried ~~registered~~out ~~public~~this ~~accounting~~assessment ~~firm,~~using ~~pursuant~~the tocriteria ~~rules~~ of the ~~Securities~~Committee ~~and~~of ~~Exchange Commission that~~Sponsoring ~~permit~~Organizations usof tothe ~~provide~~Treadway ~~only~~Commission ~~management’s~~(COSO) ~~report~~ in ~~this~~Internal ~~annual~~Control-Integrated ~~report~~Framework. ~~Management concluded in this assessment that as of January 31, 2023, our internal control over financial reporting is not effective.~~

~~There~~This ~~have~~quarterly ~~been~~report nodoes ~~significant changes~~not ininclude an attestation report of our registered public accounting firm regarding internal control over financial reporting. ~~(as~~Management’s ~~defined~~report inwas ~~Rules~~not ~~13a-15(f)~~subject ~~and~~to ~~15d-15(f)~~attestation ~~under~~by ~~the~~our ~~Exchange~~registered ~~Act) during the~~public ~~second~~accounting ~~quarter~~firm, pursuant to rules of ~~our~~the ~~2023~~Securities ~~fiscal~~and ~~year~~Exchange Commission that ~~have~~permit ~~materially~~us ~~affected,~~to orprovide ~~are~~only ~~reasonably~~management’s ~~likely~~report toin ~~materially~~this ~~affect~~annual report. Management concluded in this assessment that as of January 31, 2024, our internal control over financial reporting is not effective.

13There have been no significant changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the second quarter of our 2024 fiscal year that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~PART II—OTHER INFORMATION~~16

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

~~None~~There is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our management team in their capacity as such.

Item 1A. Risk Factors.

As a smaller reporting company, we are not required to make disclosures under this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety

Not Applicable.

Item 5. Other Information

None.

Item 6. Exhibits.

31.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act
Exhibit No.		Description of Exhibit
32.1	Certification of Chief Executive Officer and Chief Financial Officer Under Section 1350 as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act.
31.1*		Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101. INS*		Inline XBRL Instance Document
101. SCH*		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101. CAL*		Inline XBRL Taxonomy Extension Schema Document
101. DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document
101. LAB*		Inline XBRL Taxonomy Extension Labels Linkbase Document
101. PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document

~~Copies~~*Filed ~~of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K~~herewith.

SEC Ref. No.		Title of Document
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Label Linkbase Document
101.PRE		XBRL Taxonomy Presentation Linkbase Document

**Furnished.

The XBRL related information in Exhibits 101 to this Annual Report on Form 10-K shall not be deemed “filed” or a part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, and is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of those sections. 17

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Limitless Projects Inc.
	LIMITLESS PROJECTS INC.
Dated: March 16, 2023	By:	/s/ Daniel Okelo
Dated: September 9, 2025	By:	/s/ Daniel Okelo
		Daniel Okelo,
	Name:	Daniel Okelo
		President, Chief Executive Officer, Chief Financial Officer, and director
	Title:	President, Chief Executive Officer, Chief Financial Officer, and director

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