UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

þ☒ ANNUAL REPORT ~~UNDER~~PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended ~~June~~December 3031, ~~2009~~2025

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

oFor ~~TRANSITION~~the ~~REPORT~~transition ~~PURSUANT~~period TOfrom ~~SECTION~~____________to ~~13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~_____________

~~For the~~Commission ~~transition~~File ~~period~~No. ~~from to ___________~~000-56038

~~Commission~~Holistic Asset Finance Group Co., Ltd. ~~file~~(Exact ~~number~~Name ~~333-138479~~of Registrant as Specified in Its Charter)

LEGEND MEDIA, INC.

Nevada		87-0602435
(State or Other Jurisdiction of		(I.R.S. Employer
Incorporation or Organization)		Identification No.)

~~(Exact Name~~Suite of57, ~~Registrant~~15 asTerminus ~~Specified~~St, ~~in its Charter)~~

Nevada		87-0602435
(State or Other Jurisdiction of		(I.R.S. Employer Identification No.)
Incorporation or Organization)

Castle Hill, NSW, Australia

Room 609, Gehua Tower A , Qinglong Hutong Building No. 1

Beijing 100007, People’S Republic Of China

(Address of Principal Executive Offices)

(~~86-10~~02) ~~8418~~ ~~7177~~9159 1827

(~~Issuer~~Registrant’s ~~Telephone~~telephone number, including ~~Number~~area code)

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		N/A		N/A

Securities registered pursuant to Section 12(g) of the Exchange Act:

Common ~~Stock,~~ ~~$.001 par value~~Stock

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.		Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.		o
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 past 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 þ No o
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 o No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.		o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o Non-accelerated filer o (Do not check if smaller reporting company)	Accelerated filer o Smaller reporting company þ
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).		Yes o No þ

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

~~The aggregate~~Indicate ~~market~~by ~~value~~check ofmark if the registrant’s ~~voting~~is ~~and non-voting common equity~~not ~~held~~required byto ~~non-affiliates~~file ~~was~~reports ~~$3,713,040.~~pursuant ~~The~~to ~~aggregate~~Section ~~market~~13 ~~value~~or ~~was~~Section ~~calculated using~~15(d) ~~the~~of ~~price at which~~ the ~~common~~Act. ~~equity~~Yes ☐ ~~was~~No ~~last sold on October 12, 2009~~☒

~~Determination~~Indicate by check mark whether the registrant of(1) ~~stock~~has ~~ownership~~filed all reports required to be filed by ~~non-affiliates~~Section ~~was~~13 ~~made~~or ~~solely~~15(d) ~~for~~of the ~~purpose~~Securities Exchange Act of ~~this~~1934 during the preceding 12 months ~~requirement,~~(or ~~and~~for such shorter period that the registrant iswas ~~not~~required ~~bound~~to byfile ~~these~~such ~~determinations~~reports), ~~for~~and ~~any~~(2) has been subject to such filing requirements ~~other~~for ~~purpose~~the past 90 days. Yes ☒ No ☐

OnIndicate by check mark whether ~~October~~the ~~12,~~registrant ~~2009~~has ~~there~~submitted ~~were~~electronically ~~112,813,355~~every ~~shares~~Interactive Data File required to be submitted pursuant to Rule 405 of ~~common~~Regulation ~~stock~~S-T ~~outstanding~~during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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

~~ANNUAL REPORT~~Large ONAccelerated ~~FORM~~Filer 10☐ Accelerated Filer ☐ Non-KAccelerated Filer ☒ Smaller reporting company ☒ Emerging growth company ☐

~~FOR THE~~If ~~YEAR~~an ~~ENDED~~emerging ~~JUNE~~growth 30company, ~~2009~~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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes ☐ No ☒

As of June 30, 2025, the aggregate market value of the shares of the registrant’s common stock held by non-affiliates (based upon the closing sale price of $0.6474 per share) was approximately $13.3 million. Shares of the registrant’s common stock held by each executive officer and director and by each person who owns 10% or more of the outstanding common stock have been excluded from the calculation in that such persons may be deemed to be affiliates of the registrant. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

There were a total of 74,228,185 shares of the registrant’s common stock outstanding as of March 25, 2026.

DOCUMENTS INCORPORATED BY REFERENCE

None.

Holistic Asset Finance Group Co., Ltd

TABLE OF CONTENTS

PART I 3 Item 1. Business 3 Item 1A. Risk Factors 14 Item 1B. Unresolved Staff Comments 31 Item 2. Properties 31 Item 3. Legal Proceedings 31 Item 4. Submission of Matters to a Vote of Security Holders 31 None. 31 PART II 32 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 32 Item 6. Selected Financial Data 32 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 32 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 46 Item 8. Financial Statements and Supplementary Data 46 Item 9. Changes In and Disagreements with Accountants On Accounting and Financial Disclosure 46 Item 9A(T). Controls and Procedures 46 Item 9B. Other Information 47 PART III 48 Item 10. Directors, Executive Officers, and Corporate Governance. 48 Item 11. Executive Compensation 49 Item 12. Security Ownership Of Certain Beneficial Owners And Management And Related Stockholder Matters 52 Item 13. Certain Relationships and Related Transactions And Director Independence 55 Item 14. Principal Accountant Fees and Services 56 Director Independence 57 Item 15. Exhibits and Financial Statement Schedules 57

	PART I

Item 1.	Business	1
Item 1A.	Risk Factors	6
Item 1B.	Unresolved Staff Comments	14
Item 1C	Cybersecurity	14
Item 2.	Properties	15
Item 3.	Legal Proceedings	15
Item 4.	Mine Safety Disclosures	16

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	17
Item 6.	[Reserved]	18
Item 7.	Management’s Discussion And Analysis Of Financial Condition And Results Of Operations	18
Item 7A.	Quantitative And Qualitative Disclosures About Market Risk	22
Item 8.	Financial Statements And Supplementary Data	F-1
Item 9.	Changes In And Disagreements With Accountants On Accounting And Financial Disclosure	23
Item 9A.	Controls And Procedures	23
Item 9B.	Other Information	23
Item 9C.	Disclosure Regarding Foreign Jurisdictions That Prevent Inspections	23

PART III

Item 10.	Directors, Executive Officers And Corporate Governance	24
Item 11.	Executive Compensation	27
Item 12.	Security Ownership Of Certain Beneficial Owners And Management And Related Stockholder Matters	28
Item 13.	Certain Relationships And Related Transactions, And Director Independence	29
Item 14.	Principal Accounting Fees And Services	30

PART IV

Item 15.	Exhibits, Financial Statement Schedules	31
Item 16.	Form 10-K Summary	32

INTRODUCTORY NOTE

Special Note Regarding Forward Looking Statements

Statements made in this Form 10-K that are not historical or current facts are “forward-looking statements” made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the “Act”) and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as “may”, “will”, “expect”, “believe”, “anticipate”, “estimate”, “approximate” or “continue”, or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

Financial information contained in this report and in our financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

Use of Certain Defined Terms

In addition, unless the context otherwise requires and for the purposes of this report only, references to:

	●	“we,” “us,” “our,” “the Company” or “our company,” are to the combined business of Holistic Asset Finance Group Co., Ltd., a Nevada corporation, and its subsidiary;

	●	“Holistic Asset Finance Group” are to Holistic Asset Finance Group Co., Ltd., a Nevada corporation;

	●	“Wombat Australia” are to Wombat Australia Holdings Pty Ltd, an Australian company and wholly-owned subsidiary of Holistic Asset Finance Group Co., Ltd.;

	●	“Australia” refers to the Commonwealth of Australia;

	●	“Taiwan” refers to the Republic of China (Taiwan);

	●	“AUD” and “A$” refer to Australian dollars, the legal currency of Australia;

	●	“NT$” refers to New Taiwan dollars, the legal currency of Taiwan;

	●	“U.S. dollars,” “dollars” and “$” refer to the legal currency of the United States;

	●	“SEC” are to the U.S. Securities and Exchange Commission;

	●	“Exchange Act” are to the Securities Exchange Act of 1934, as amended; and

	●	“Securities Act” are to the Securities Act of 1933, as amended.

Summary of Risk Factors

General Business Risks

●

We have a limited operational history.

●

If we do not generate sufficient cash flow from operations, we may not be able to fund our development efforts or fulfill our future obligations.

●

Due to the Company’s accumulated deficit, net losses from operations for the years ended December 31, 2024 and 2025, and a working capital deficit as of December 31, 2025, there is substantial doubt about the Company’s ability to continue as a going concern.

●

We depend on a limited number of customers for a large portion of our revenues.

●

We face and will continue to face intense competition.

●

Our Company operates in two distinct industries, requiring specialized expertise from management, which may pose operational and strategic challenges.

●

We have engaged in transactions with related parties, and such transactions present possible conflicts of interest that could have an adverse effect on our business and results of operations. Additionally, we rely on financial support from related parties to fund our operations.

●

We depend on a limited number of suppliers.

●

Our results of operations may be adversely affected by changes in foreign currency exchange rates and other risks inherent to international operations.

Risks Related to Our Digital Marketing and Video Production Business

●

Our customers rely, and are expected to continue to rely, on third-party media platforms such as YouTube and TikTok to place short videos made by us, and any failure, disruptions of or interferences with the use of such streaming services could disrupt the availability and production of our short videos and adversely affect our business, financial condition, results of operations and prospects.

●

The industry is rapidly evolving, and changes in trends and consumer preferences could negatively impact our business.

●

Difficulties in monetization and pricing strategies may affect our profitability.

●

Fluctuations in advertising budgets could lead to revenue declines.

Risks Related to Our Products Sale and Export Trading Business

●

If our products become contaminated, misbranded, or mislabeled, we might need to recall those items and may experience product liability claims if consumers are injured.

Risks Related to Ownership of Our Securities

●

The Company’s shares of common stock are traded on the OTCID Basic Market.

●

The application of the “penny stock” rules could adversely affect the market price of our common stock and increase your transaction costs to sell those shares.

●

FINRA sales practice requirements may also limit a stockholder’s ability to buy and sell our common stock.

●

Stockholders should have no expectation of any dividends.

●

Huang Huei-Ching owns 37,500,000 shares of common stock and all shares of the Series L preferred stock of the Company, representing approximately 96.39% of the voting power of the Company, and thus is in a position to control most actions requiring stockholder vote.

●

Certain provisions in our articles of incorporation and by-laws, and of Nevada law, may prevent or delay an acquisition of our Company, which could decrease the trading price of our common stock.

iii

PART I

~~Item~~ ITEM 1. ~~Business~~ BUSINESS.

~~Special Note Regarding Forward-Looking Statements~~Overview

~~This Annual~~Our Report on Form 10-K and the documents we incorporate by reference herein include forward-looking statements. All statements other than statements of historical facts contained in this Form 10-K and the documents we incorporate by referenceCompany, ~~including~~through ~~statements regarding~~ our ~~future~~subsidiary ~~financial~~Wombat ~~position,~~Australia ~~business~~Holdings ~~strategy~~Pty ~~and plans and objectives of management for future operations~~Ltd, ~~are~~ ~~forward-looking~~operates ~~statements.~~two The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements within the meaning of the “safe harbor” provisions of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). We based these forward-looking statements largely on our current expectations and projections about future events and financial trends we believe may affect our financial condition, results of operations, business ~~strategy and financial needs.~~lines:

~~These forward-looking~~● ~~statements~~Digital ~~are~~Marketing ~~subject~~and toVideo aProduction. ~~number~~We ofprovide ~~risks,~~marketing ~~uncertainties~~ and ~~assumptions~~ ~~described~~video ~~under~~production ~~the~~services, ~~caption~~including ~~“Risk~~digital ~~Factors”~~marketing and ~~elsewhere~~offline inadvertising, ~~this Annual~~focusing ~~Report~~ on ~~Form~~Singapore, ~~10-K. In addition~~Taiwan, ~~our~~Australia ~~past~~and ~~results~~Hong ofKong ~~operations~~markets, dowith ~~not necessarily~~continued ~~indicate~~expansion ~~our~~into ~~future~~other ~~results~~Asian regions. ~~New~~We ~~risks~~deliver ~~emerge~~tailored ~~from~~marketing ~~time~~solutions to ~~time~~help ~~and it~~brands isaccelerate ~~not~~their ~~possible~~market ~~for~~presence usin tothese ~~predict~~regions ~~all~~and ~~such~~boost ~~risks,~~brand ~~nor~~exposure ~~can~~through weintegrated ~~assess~~online and offline marketing campaigns. For the ~~impact~~ ofyears ~~all~~ended ~~such~~December ~~risks~~31, on2024 ~~our~~and ~~business~~2025, orour ~~the~~Digital ~~extent~~Marketing toand ~~which~~Video ~~any~~Production ~~risk~~business ~~factor, or~~generated ~~combination~~revenues of ~~risks~~$96,618 ~~may~~and ~~cause~~$1,784,075, ~~actual~~respectively, ~~results~~accounting tofor ~~differ~~94% ~~materially~~and ~~from those~~100% ~~contained~~of inour ~~any~~total ~~forward-looking statements~~revenues.

~~Except~~● ~~as otherwise~~Products ~~required~~Sale byand ~~applicable~~Export ~~laws,~~Trading. weThe ~~undertake~~Company nois ~~obligation~~also toengaged ~~publicly update~~in orexport ~~revise~~trading ~~any~~activities ~~forward-looking~~of ~~statements~~various orproducts. ~~the~~In ~~risk~~2024, ~~factors~~the ~~described~~Company ~~in this~~sold ~~Annual Report on Form 10~~Australian-Kbranded ornutrition, inhealth ~~the~~and ~~documents~~wellness weproducts ~~incorporate~~in ~~by reference~~Taiwan, ~~whether~~primarily asthrough aoffline ~~result~~group-buying ofactivities. ~~new~~In ~~information~~addition, ~~future~~the ~~events,~~Company ~~changed circumstances~~commenced orexport ~~any~~trading activities involving other ~~reason~~non-wellness ~~after~~products ~~the~~during ~~date~~2025. ofAs ~~this~~these ~~Annual~~transactions ~~Report~~were ~~on Form 10-K.~~still ~~You~~in ~~should~~progress and had not ~~rely~~yet ~~upon~~met ~~forward-looking~~the ~~statements~~revenue ~~as predictions~~recognition ofcriteria, ~~future~~no ~~events~~revenue orwas ~~performance~~recognized from export trading activities in 2025. WeRevenue ~~cannot~~from ~~assure~~these ~~you~~activities ~~that~~is ~~the events~~expected ~~and~~to ~~circumstances~~be ~~reflected~~recognized in ~~our~~future ~~forward-looking~~periods ~~statements~~upon ~~will~~completion ~~be achieved~~of ortransactions ~~occur.~~and ~~Although~~transfer weof ~~believe~~control ~~our~~of ~~expectations~~goods ~~reflected~~to incustomers. For the ~~forward-looking~~ ~~statements~~years ~~are~~ended ~~reasonable~~December 31, we2024 ~~cannot~~and ~~guarantee~~2025, ~~future~~our ~~results, levels~~Products Sale and Export Trading business generated revenues of ~~activity~~$6,559 ~~performance~~and or$0, ~~achievements~~respectively, accounting for 6% and 0% of our total revenues.

~~Description of~~Our ~~Business~~Corporate History and Structure

~~Legend Media,~~The ~~Inc.,~~Company ~~formerly~~was ~~known~~incorporated in Nevada on March 16, 1998 as Noble Quests, Inc. ~~(hereinafter~~The ~~referred~~Company tochanged ~~as the~~its ~~“Company,”~~name “to Legend Media,” ~~“we,”~~Inc. ~~“us~~on February 11,” or2008. ~~“our”~~On )November 25, ~~was~~2019, ~~organized~~the asCompany changed aits ~~Nevada corporation~~name onto ~~March~~Holistic ~~16,~~Asset ~~1998,~~Finance toGroup ~~sell~~Co., ~~multi-media~~Ltd. ~~marketing~~The ~~services~~Company ~~and~~changed ~~other related~~its ~~services~~name to ~~network~~Omega ~~marketing~~International ~~groups. Specifically~~Group, weInc. ~~assisted~~with ~~network~~the State ~~marketers~~of inNevada ~~using~~on ~~marketing~~January ~~tools~~3, ~~such~~2022. asThe ~~public~~Company ~~relations,~~changed ~~advertising,~~its ~~direct mail,~~name ~~collateral~~back ~~development,~~to ~~electronic~~Holistic ~~communications~~Asset ~~and~~Finance ~~promotion~~Group ~~tools~~Co., ~~to increase~~Ltd. ~~product~~with ~~and~~the ~~service~~State ~~awareness~~of Nevada on October 23, 2024.

~~On January~~The ~~31, 2008, the~~ Company ~~entered~~is ~~into~~currently atraded ~~Share~~on ~~Exchange~~the ~~Agreement with Ms. Shannon McCallum~~over-~~Law,~~ the ~~majority stockholder, sole director and Chief~~-counter ~~Executive Officer of the Company, Well Chance Investments Limited~~ (“~~Well Chance~~OTC”) ~~and~~markets ~~Well~~under ~~Chance's sole shareholder (~~the ~~"Well~~name ~~Chance~~“Holistic ~~Shareholder"). Pursuant~~Asset toFinance ~~the~~Group ~~terms of the Share Exchange Agreement~~Co., ~~the Company acquired all issued and outstanding shares of Well Chance's common stock in exchange for the Company’s issuance of 1~~Ltd.,~~200,000~~” ~~shares~~with ~~of its common stock to~~ the ~~Well~~trading ~~Chance Shareholder~~symbol ~~on the basis of 1,200 shares of common stock for each share of Well Chance common stock~~“HAFG. ~~The Share Exchange Agreement closed February 5, 2008.~~”

~~Concurrently with~~On ~~the~~February ~~closing~~7, of2019, ~~the~~Joseph ~~transactions~~Arcaro ~~under~~filed ~~the~~an ~~Share~~Application for ~~Exchange~~Appointment ~~Agreement~~of Custodian pursuant to NRS 78.347(1)(b) (the ~~“Share~~ ~~Exchange Agreement~~“Application”) ~~and~~with asthe aDistrict ~~condition~~Court ~~thereof,~~in ~~Ms.~~Clark ~~McCallum-Law~~County, Nevada ~~returned~~(the to“Court”). usOn ~~for~~March ~~cancellation~~21, 22019,~~419,885~~ of the ~~5,119,885~~Court ~~shares~~appointed ofJoseph ~~our~~Arcaro ~~common stock~~as ~~she~~custodian ~~owned.~~of ~~Ms.~~the ~~McCallum-Law~~Company ~~was~~and ~~not~~authorized ~~compensated~~Joseph ~~for the cancellation of~~Arcaro ~~the~~to ~~shares.~~take Inany ~~addition,~~and weall ~~issued~~actions ~~(i)~~on ~~4,100,000~~behalf ~~shares~~ of ~~our~~the ~~common~~Company ~~stock~~that ~~to certain~~were ~~affiliates~~reasonable ofand ~~Well~~prudent, ~~Chance~~including ~~for~~appointing ~~$87,740~~directors and ~~(ii) 200~~officers,~~000~~ ~~shares in~~reinstating ~~exchange~~the ~~for~~Company ~~consulting~~with ~~services~~the ~~performed~~state inof ~~connection~~Nevada, ~~with~~amending ~~this~~the ~~transaction. Upon~~Company’s ~~completion~~articles of ~~the~~incorporation ~~foregoing~~and ~~transactions,~~holding wea ~~had~~shareholders ~~8,200,000~~meeting. ~~shares~~Joseph Arcaro ofnever ~~common stock~~held ~~issued~~a ~~and~~shareholder ~~outstanding~~meeting.

3On March 18, 2019, under the custodianship of Joseph Arcaro, the Company filed a Certificate of Amendment by Custodian and obtained a business license valid until September 30, 2019.

~~The~~On ~~share exchange~~March ~~with~~25, 2019, the ~~Well~~Custodian ~~Chance~~filed ~~Shareholder was accounted for as a reverse~~another ~~acquisition~~Certificate ~~under~~of ~~the~~Amendment ~~purchase~~by ~~method~~Custodian. ~~because~~On ~~Well~~March ~~Chance~~28, ~~obtained~~2019, ~~control~~Joseph ~~of the~~Arcaro, ~~Company.~~as ~~Accordingly~~custodian, ~~the~~appointed ~~share~~himself ~~exchange~~to ~~was~~serve ~~recorded~~ as athe ~~recapitalization~~sole officer ofand ~~Well~~director ~~Chance,~~of ~~with Well Chance being treated as~~ the ~~continuing entity~~Company.

~~Effective February~~The ~~14,~~Company ~~2008,~~filed ~~the~~a ~~Company~~Certificate ~~changed~~of ~~its~~Designation on ~~name~~May ~~from~~24, ~~Noble~~2019, ~~Quests~~designating 1,000 ~~Inc.~~shares ~~to Legend~~of ~~Media,~~Series ~~Inc.~~L ~~Well~~Preferred ~~Chance~~Stock ~~was~~(“Series ~~incorporated~~L ~~under~~Preferred”), ~~the~~which ~~laws~~are ofentitled ~~the~~to ~~British~~vote ~~Virgin~~with ~~Islands~~the ascommon anstock ~~International~~at ~~Business~~a ~~Company~~ratio onof ~~February 22~~1,000,000 ~~2005.~~votes ~~Well Chance~~per ~~was~~share ~~formed~~of toSeries ~~create~~L aPreferred, ~~business~~and ~~principally~~which ~~engaged~~have inno ~~the~~redemption ~~development and~~rights, ~~management~~have of a ~~technology~~liquidation preference ~~platform~~junior ~~that~~to ~~deploys~~the ~~advertisements~~Company’s ~~across~~Series ~~its various~~A ~~advertising~~Preferred ~~media.~~Stock ~~Well~~but ~~Chance~~senior ~~expanded~~to ~~its~~the ~~business~~common instock, ~~February~~and ~~2008~~are ~~to build~~not aconvertible ~~consumer~~into ~~advertising~~common stock. ~~network~~On inMay ~~the~~30, ~~People’s~~2019, ~~Republic~~the ofCompany ~~China~~issued ~~(the “PRC”)~~1,000 ~~focused~~shares onof ~~the~~Series ~~Chinese~~L ~~radio~~Preferred ~~advertising~~to ~~industry~~Algonquin ~~and~~Partners, ~~advertising~~Inc. ~~media that~~whose ~~targets~~control ~~the~~person ~~consumer~~is ~~base~~Joseph Arcaro ~~of China~~(“Algonquin”).

On ~~May~~June 85, ~~2008,~~ ~~the Company and Well Chance entered into a Share Purchase Agreement (the “Music Radio Share Purchase Agreement”) with Music Radio Limited~~2019, aJoseph ~~British Virgin~~Arcaro ~~Islands~~appointed ~~company, and Ju Boachun and Xue Wei (the “Music Radio~~himself ~~Shareholders”), for the purchase of radio advertising rights in Tianjin, PRC. Pursuant~~ to ~~the~~serve ~~Music~~as ~~Radio Share Purchase Agreement, Well Chance in exchange for~~ the ~~issuance~~sole ofofficer ~~(a)~~and ~~shares~~director of the Company's. ~~common~~On ~~stock~~June ~~with~~10, ~~an aggregate value of US$7~~2019,~~160,714~~ ~~based on~~ the ~~weighted average trading price of the~~ Company's ~~common~~issued ~~stock for the 90 trading days immediately preceding May 8, 2008 (1,935,528 shares), and (b) US$~~2,~~000~~500,000, ~~purchased~~shares ~~80%~~ of ~~the~~ common stock of ~~Legend~~to ~~Media Tianjin Investment Company Limited, a British Virgin Islands~~Algonquin ~~company~~in ~~and~~exchange a wholly owned subsidiary of Music Radio Limited. The closing of the Music Radio Share Purchase Agreement occurred May 30, 2008, and the Company secured effective control of the exclusive sales contract for ~~the Tianjin,~~forgiveness ~~PRC based radio channel. Tianjin, PRC is a city with a population over 11.5 million. The exclusive sales contract provides the Company with 19,710 minutes per year~~ of ~~advertising~~debt ~~space.~~owed ~~The~~by ~~contract is up for renewal annually and expires December 31, 2009. Because~~ the ~~region is one of the most economically developed and urbanized regions in the PRC, the~~ Company ~~believes the radio station is well situated~~ to ~~target~~Joseph ~~the expanding middle and upper class in the PRC~~Arcaro.

On ~~July 21,~~October ~~2008~~2, ~~Legend Media closed a transaction pursuant to which Well Chance purchased 100% of the common stock of News Radio Limited~~2019, ~~a British Virgin Islands company, for (a) shares of~~ the Company'’s ~~common stock with an aggregate~~board ~~value~~ of ~~2,000,000~~directors ~~Chinese~~authorized ~~Renminbi~~a ~~("RMB")~~reverse ~~(approximately~~one-for-one ~~$287,728~~hundred ~~based on the currency exchange rate on June 5, 2008~~(1-for-100) ~~based~~split ~~on the weighted average trading price~~ of the common stock ~~for the 30 trading days immediately before June 4, 2008~~ (~~104,427 shares) payable on~~ the ~~closing~~“Reverse ~~date, (b~~Split”). ~~RMB5,250,000 (approximately~~The ~~$755,287 based on the currency exchange rate on June 5, 2008)~~Reverse ~~payable~~Split 28had ~~days~~no ~~after~~effect ~~the closing date, and (c) RMB1,600,000 (approximately $230,182 based~~ on the ~~currency~~number ~~exchange~~of ~~rate~~authorized onshares ~~June 5, 2008) payable 90 days after the closing date. The transaction occurred pursuant to the terms~~ of ~~a Share~~common ~~Purchase~~stock ~~Agreement (the~~or ~~“News Radio Share Purchase Agreement”)~~ the ~~Company~~authorized ~~entered~~or ~~into~~issued ~~on June 4, 2008 with Well Chance~~ and ~~all~~outstanding ofpreferred ~~the shareholders of News Radio Limited (the “News Radio Shareholders”)~~stock. ~~The closing~~On ~~gave~~October ~~Legend~~25, ~~Media~~2019, ~~effective control of~~ the ~~PRC-based~~Company ~~company~~filed ~~that~~a ~~has~~notification ~~the exclusive~~of ~~sales contract for~~ the ~~Beijing,~~Reverse ~~PRC~~Split ~~based~~with ~~radio channel FM 90~~FINRA.~~5. Beijing~~ isAfter acompletion ~~metropolis in northern PRC with a population~~ of ~~over~~review 17by ~~million. As with Tianjin~~FINRA, iton ~~is one of four municipalities in the PRC with status as a~~December ~~province in the PRC's administrative structure. Beijing is the PRC's second largest city~~11, ~~after Shanghai~~2019, ~~and is recognized as~~ the ~~political,~~outstanding ~~educational, and~~shares ~~cultural center~~ of ~~the~~common ~~PRC.~~stock ~~Beijing~~decreased ~~has~~to ~~a rapidly developing economy with an expanding affluent population. In 2008~~3,628,185 ~~retail sales in Beijing exceeded $67 billion~~shares.

Beijing was considered strategically important to the Company’s objective of building a market leading brand position in the radio advertising industry. The exclusive sales contract for Beijing FM 90.5 is for four years (two years plus a two-year option) and grants Legend Media, through its operating affiliate, Beijing Maihesi International Advertising Co., Ltd. (“MAIHESI”), the right to be the exclusive advertising agent for the channel, under which the Company has the exclusive rights to manage and sell all advertising minutes for the radio station. The contract provides Legend Media with 45,990 of radio advertising minutes per year. The exclusive rights to sell advertising also extend to program sponsorship which the Company expects will provide additional advertising inventory for sale. 1

4On May 8, 2020, the Company’s board of directors approved, by unanimous consent in lieu of meeting, to change the Company’s fiscal year end from June 30 to December 31.

On ~~August 4,~~June ~~2008~~1, ~~MAIHESI~~2020, ~~a company organized in~~ the ~~PRC~~Company ~~and~~entered aninto ~~affiliate~~a ~~of Legend~~share ~~Media,~~exchange ~~entered~~agreement ~~into~~with anPlural ~~Exclusive~~Capital ~~Advertising~~Company ~~Rights~~Limited ~~Agreement~~(“Plural”) ~~with~~and ~~Beijing Guoguang~~the ~~Guangrong~~Company’s ~~Advertising~~CEO ~~Co.~~then, ~~Ltd~~Mr. ~~(the~~Liu ~~"Beijing Merci Agreement")~~Zhongkuo, ~~pursuant~~ pursuant to which ~~MAIHESI~~the ~~acquired~~Company 45issued 10,~~990~~000,000 ~~advertising~~shares ~~minutes~~of ~~per~~common ~~year~~stock onin ~~FM 107.1,~~exchange afor ~~news~~Mr. ~~and~~Liu’s ~~entertainment~~75% ~~radio~~equity ~~station~~ownership ~~that~~in ~~broadcasts~~Plural. toFollowing this transaction, the ~~Shenzhen region~~Company ofbecame the ~~PRC.~~75% ~~The~~equity ~~Exclusive~~holder ~~Advertising~~in ~~Rights~~Plural. ~~Agreement~~This ~~closed~~transaction ~~August~~was ~~31, 2008~~structured ~~and~~as ~~expires~~a ~~September~~tax-free ~~30, 2010~~reorganization.

On October 2819, ~~2008~~2020, ~~Tianjin Yinse Lingdong Advertising Co., Ltd. (“TJ YSLD”), a company organized in~~ the ~~PRC~~Company ~~and an affiliate of Legend Media,~~ entered into an ~~Exclusive~~a ~~Advertising~~second ~~Rights~~share ~~Agreement~~exchange ~~Beijing~~agreement ~~Atis~~with ~~Advertising~~Plural ~~Co.,~~and ~~Ltd~~Mr., Liu pursuant to which TJthe ~~YSLD~~Company ~~acquired~~issued 19300,~~710~~000 ~~advertising~~shares ~~minutes~~of ~~per~~common ~~year~~stock onin FMexchange 95for Mr.5, ~~a music and entertainment radio station that broadcasts to the PRC~~Liu’s ~~Xi’an region.~~remaining ~~The~~25% ~~exclusive~~equity ~~contract~~ownership ~~gives~~in ~~Legend~~Plural. ~~Media~~Following ~~19,710~~this ~~minutes of radio advertising targeting Shenzhen~~transaction, aPlural ~~developing~~became ~~city metropolis with~~ a ~~population of~~wholly ~~over~~owned ~~eight~~subsidiary ~~million. Shenzhen is one~~ of ~~the wealthiest and most economically~~ ~~diverse cities in~~ the ~~PRC~~Company.

OnPlural ~~November~~was 28, 2008, the Company entered into and closed an Acquisition Agreement (the "Music Radio Acquisition Agreement") with Well Chance, Music Radio Limited, and the Music Radio Shareholders. Pursuant to the Music Radio Acquisition Agreement, the Company acquired control over Beijing Yinse Lingdong Advertising Co., Ltd (“YSLD”) and caused the contribution of an airline magazine advertising business of Beijing Hongtenglianguang Advertising Co., Ltd (“HTLG”), a ~~PRC~~financial ~~company~~services ~~100%~~firm ~~owned~~based ~~by the~~in ~~Music~~Hong ~~Radio~~Kong ~~Shareholders,~~which tospecialized ~~YSLD.~~in Inproviding ~~exchange~~financial ~~for~~advisory ~~the~~services ~~acquisition~~on ofmatters ~~control, the~~ranging ~~Company~~from ~~issued~~financial ~~5,033,680~~investment ~~shares of its newly-created Series B convertible preferred stock ("Series B Preferred Stock")~~ to ~~the~~mergers ~~Music Radio Shareholders~~ and ~~two~~ ~~warrants to purchase an aggregate of 10,000,000 shares of the Company's common stock, to Ju Baochun~~acquisitions. The closing gave Legend Media effective control of YSLD, a PRC-based company, and YSLD’s exclusive sales contract with Xinhua Airline Magazine. The airline magazine reaches a potential audience approaching 20 million passengers per year. The exclusive contract with Xinhua Airline Magazine provides 80 pages of advertising per monthly issue. The exclusive contract expires March 31, 2010 and will be up for renewal prior to that date.

InOn ~~determining~~November ~~the amount of consideration to be paid in connection with the Music Radio Acquisition Agreement~~15, the Company reviewed and compared publicly available selected financial data and stock trading prices for public companies chosen based on their common participation in the Chinese advertising and media industry2021, ~~and conducted a discounted cash flow analysis~~Mr. ~~Applying~~Zhongkuo ~~the~~Liu ~~conclusions drawn~~unexpectedly ~~therefrom,~~passed ~~the~~away ~~number of shares of Series B Preferred Stock issued~~ in ~~the Music Radio Acquisition Agreement was calculated based on an aggregate purchase price of RMB275,000,000,~~ a ~~currency~~car ~~exchange rate of RMB6~~accident.829 to U.S. $1, and a per share issue price of 20 times the greater of (a) 75% of the weighted average trading price of one share of common stock for the 15 trading days ended on the third day before closing, and (b) $0.40. Because 75% of the weighted average trading price for the common stock during the period was $0.3440, the per share issue price used was $0.40. As more fully described below, each share of Series B Preferred Stock is initially convertible into 20 shares of common stock, or an aggregate of 100,673,600 shares of common stock, representing approximately 90.6% of the issued and outstanding common stock on an as-converted basis (not including the Company's outstanding Series A convertible preferred stock, warrants or options).

AsOn ~~a result~~December of10, ~~the~~2021, ~~Music Radio Acquisition Agreement and~~ the ~~reverse~~Company’s ~~merger~~board of ~~with~~directors ~~Well Chance~~approved, ~~the~~by ~~historical~~unanimous ~~financial~~consent ~~statements~~in ~~presented~~lieu ~~are those~~ of ~~Well~~meeting, ~~Chance and~~to ~~YSLD. At~~change ~~the~~its ~~time~~name ofto ~~the~~Omega ~~reverse~~International ~~merger~~Group, ~~Well~~Inc. ~~Chance’s~~and ~~historical financials~~its ~~became those of the Company~~trading symbol. ~~The~~ ~~subsequent~~On ~~Music~~January ~~Radio Acquisition~~03, ~~Agreement~~2022, ~~which gave~~ the Company ~~control~~filed a Certificate of ~~YSLD,~~Amendment ~~was~~with ~~between entities~~Nevada ~~under~~Secretary ~~common~~of ~~control~~State ~~and,~~to asamend ~~such,~~the ~~accounted~~name ~~for~~of ~~similarly~~the Company to aOmega ~~pooling of~~International ~~interests~~Group, Inc.

~~Well Chance~~On ~~conducts~~July ~~its~~12, ~~business~~2022, ~~operations~~the ~~through~~Company ~~its~~entered ~~80%~~into ~~owned~~a ~~subsidiary, Legend~~share ~~(Beijing)~~exchange ~~Consulting~~agreement ~~Co.,~~with ~~Ltd.,~~Wombat ~~and~~Australia ~~its~~Holdings ~~wholly~~Pty ~~owned subsidiary,~~Ltd ~~Legend~~ (~~Beijing~~“Wombat”), ~~Information~~pursuant ~~and~~to ~~Technology~~which ~~Co.,~~the ~~Ltd.,~~Company ~~each~~issued 2,000,000 shares of ~~which are~~common ~~incorporated~~stock ~~under~~in ~~the~~exchange ~~laws~~for of100 % equity ownership in Wombat (the ~~PRC~~“Acquisition”). ~~The~~Following ~~amount~~the ~~due~~Acquisition, ~~from~~the Company became the ~~minority interest~~100% isequity ~~immaterial~~holder asin ~~June~~Wombat. ~~30,~~The ~~2009~~Acquisition ~~and~~was ~~2008~~structured as a tax-free reorganization.

~~In February~~Wombat ~~2009,~~is ~~the~~an ~~Company~~Australian ~~terminated~~company ~~the Beijing Merci Agreement and focused on other opportunities. The decision to do so was~~ based ~~on management's decision to make a strategic shift towards larger more established opportunities,~~ in ~~combination with the other factors~~Sydney, ~~management determined it~~ ~~best to abandon the project and focus on other opportunities~~Australia. The Company notified Beijing Guoguang Guangrong Advertising Co., Ltd. of its decision to terminate the agreement and made an immediate request for the return of all deposits and payments. Subsequent to attempts by MAIHESI and Beijing Guoguang Guangrong Advertising Co., Ltd. to settle the dispute, MAIHESI began arbitration in which we were requesting immediate termination of all contractual obligations under the Beijing Merci Agreement In July 2009, the Company terminated the agreement giving us the advertising rights to Beijing channel FM 90.5 which is also a channel controlled by Beijing Guoguang Guangrong Advertising Co., Ltd. The decision was the product of several factors including (i) management’s desire to stabilize the cash flow of the business, (ii) overall market conditions dictated a slower growth plan, (iii) management’s belief that more established opportunities are becoming available and (iv) the poor handling by Beijing Guoguang Guangrong Advertising Co., Ltd. of the Beijing Merci Agreement termination.

5On July 27, 2022, the Company’s board of directors and the majority shareholder approved and authorized the divestiture of its subsidiary Plural, due to the fact that Plural had no business activities since December 31, 2021. Plural was subsequently dissolved on October 20, 2023.

On ~~July 20~~January 13, ~~2009~~2022, ~~MAIHESIentered~~the ~~into~~Company filed an ~~agreement~~application with (FINRA for the ~~“Termination~~change ~~Agreement”)~~of ~~with Beijing~~company ~~Guoguang~~name ~~Guangrong~~to ~~Advertising~~Omega ~~Co.~~International Group, ~~Ltd~~Inc. ~~=(“Guoguang”),~~and ~~pursuant~~its ~~to which~~trading ~~MAIHESI~~symbol ~~and~~accordingly. ~~Guoguang~~On ~~terminated~~October ~~(i)~~15, 2024, the ~~Exclusive~~Company ~~Advertising~~decided ~~Rights Agreement~~to ~~dated~~withdraw ~~May~~its 5,name ~~2008~~and bytrading ~~and~~symbol ~~between~~change ~~MAIHESI~~application ~~and~~with ~~Guoguang~~FINRA, ~~under~~and ~~which MAIHESI was originally granted~~ the ~~exclusive~~Company’s ~~right~~board toof ~~market~~directors approved, ~~and~~by ~~sell~~unanimous ~~all broadcast~~consent ~~advertising~~ in ~~connection~~lieu ~~with~~of ~~the~~meeting, ~~frequency~~to ~~FM90.5~~change ofits ~~China~~name ~~Radio International~~back into ~~Beijing~~Holistic ~~(the~~Asset ~~“Beijing~~Finance ~~Agency~~Group ~~Agreement”)~~Co., Ltd. and ~~(ii)~~maintain ~~the~~its ~~Exclusive~~current ~~Advertising~~trading ~~Rights~~symbol ~~Agreement~~“HAFG.” ~~dated~~On ~~August~~October 423, ~~2008~~2024, bythe ~~and~~Company ~~between MAIHESI~~filed ~~and~~a ~~Guoguang,~~Certificate ~~under~~of ~~which~~Amendment ~~MAIHESI~~with ~~was~~Nevada ~~originally~~Secretary ~~granted the exclusive~~of ~~right~~State to ~~market~~amend ~~and sell all broadcast advertising in connection with~~ the ~~frequency~~ ~~FM107.1~~name of ~~China Radio International in Shenzhen (~~the ~~“Shenzhen~~Company ~~Agency Agreement”,~~to ~~collectively~~Holistic ~~with~~Asset ~~the~~Finance ~~Beijing~~Group ~~Agency Agreement~~Co., ~~the “Agency Agreements”)~~Ltd.

~~According to~~As ~~the Termination Agreement, (i) MAIHESI or its affiliate shall pay Guoguang RMB1,150,000 (which, as~~ of ~~June 30, 2009, equals approximately $168,360) as compensation for~~ the ~~early~~date ~~termination~~ of ~~the~~this ~~Beijing Agency Agreement~~report, ~~(ii) MAIHESI~~we ~~agrees~~have toone ~~forsake the deposits of RMB2~~subsidiary,~~760,000 and RMB1,050,000 under~~ the Beijing Agency Agreement and Shenzhen Agency Agreement, respectively (which, as of June 30, 2009, equals approximately $404,064 and $153,720, respectively), (iii) Guoguang agrees to forsake the accrued cost for the advertising minutes payable to Guoguang (approximately RMB3,592,323, which, as of June 30, 2009, equaled approximately $525,916), and (iv) both MAIHESI and Guoguang agree to waive any claims and refrain from initiating any legal proceedings against the other party arising from or in connection with the terminated Agency AgreementsWombat. ~~In addition, the Termination Agreement contains other covenants, agreements and default and confidentiality provisions customary to agreements of this nature.~~

~~Due to PRC regulatory restrictions on foreign investment in the advertising industry, we operate our business in China through TJ YSLD, MAIHESI and YSLD.~~ Our ~~relationships~~Products ~~with these operating affiliates~~ and their shareholders are governed by a series of contractual arrangements that allow us to effectively control and derive a substantial portion of the economic benefits from them. Accordingly, we treat TJ YSLD, MAIHESI and YSLD as VIEs and have consolidated their financial results in our financial statements in accordance with generally accepted accounting principles in the United States. In August 2009, the Company began consolidating Chinese operations under one operating entity, YSLD. Through this process, the Company will terminate certain agreements with the Chinese operating companies and subsequently dispose of certain subsidiaries that no longer have an operating function. In doing so the Company expects to reduce administrative efforts and costs.Services

~~Business Strategy~~Video production and digital marketing

~~Our objective~~Short isvideo toproduction ~~become~~and adigital ~~dominant~~marketing ~~advertising company focused on targeting the~~have ~~affluent~~become ~~and~~a ~~middle~~core ~~class~~component ~~consumers in China by developing an inventory~~ of ~~advertising~~ ~~assets~~our ~~that~~operations ~~target~~in ~~key affluent lifestyle indicators such as car ownership and airline travel. To date~~ the ~~Company~~past ~~has acquired exclusive advertising rights for the Hainan Airline group’s airline magazine and~~ two ~~radio channels operating in Tianjin and Xi’an~~years. ~~The~~ ~~strategy~~For ~~has a key focus on~~ the ~~radio~~years ~~advertising~~ended ~~sector~~December ~~which~~31, ~~has~~2024 ~~been underutilized~~ and ~~undervalued~~ ~~in the PRC. As car ownership in China continues to expand (China is currently the largest new car market in the world)~~2025, ~~the~~our ~~Company~~video ~~plans~~production ~~to promote radio advertising in the PRC as a media targeting the affluent~~ and ~~middle~~ ~~class~~digital ~~consumers until it becomes a top~~ marketing ~~medium~~services ~~comparable~~generated ~~to television,~~revenues ~~outdoor~~of ~~advertising~~$96,618 ~~the Internet~~ and ~~print. Our~~$1,784,075, ~~plan~~respectively, ~~to achieve~~accounting ~~this~~for ~~objective~~94% ~~involves~~and ~~five~~100% ~~key~~of ~~strategic~~our ~~principles:~~total revenues.

I.Our ~~Develop~~video ~~Scale~~production ofand ~~Inventory:~~digital Wemarketing ~~intend~~services have toexperienced ~~acquire~~significant ~~additional~~growth ~~advertising~~and ~~assets~~have /assisted ~~inventory~~clients ~~that~~in ~~has~~enhancing abrand ~~common~~visibility ~~thread of targeting key lifestyle trends of the rapidly growing affluent~~ and ~~middle~~audience ~~class~~engagement ofacross ~~China.~~digital ~~The key lifestyle predictors the Company is focused on are car ownership, airline travel and real estate ownership~~platforms.

~~Our~~We ~~plan calls~~currently ~~for~~provide ~~the~~short ~~expansion~~video ofproduction ~~media~~and digital ~~assets~~marketing services primarily in ~~three~~Singapore, Taiwan, Australia and Hong Kong, and continue to expand into other Asian markets. We offer comprehensive short video solutions, including content planning, production and post-editing, aimed at helping brands increase visibility and reach target audiences on digital platforms such as TikTok, Instagram Reels and YouTube Shorts. As short-form video content continues to be a key ~~areas:~~medium for digital communication, we focus on delivering marketing solutions that align with evolving market trends and client needs.

6We emphasize understanding market trends and consumer behavior and develop customized short video marketing strategies based on specific client requirements. By combining creative content production with data-driven insights, including user demographics, geographic location, viewing patterns and engagement metrics, we leverage major short video platforms to enhance brand exposure and campaign effectiveness. We continue to expand our capabilities in short video production and digital marketing and aim to further strengthen our presence across Asian markets.

~~a. Radio advertising assets;~~2

b.Sale ~~Airline~~of ~~magazine~~products ~~advertising~~and ~~assets;~~export ~~and~~trading

cUnder this business vertical, our Company, through the Taiwan branch of Wombat, previously engaged in the sourcing and sale of premium health, nutrition and wellness products from Australia, tailored to meet the specific needs of customers in the Taiwan market. ~~Real~~Our ~~estate~~historical ~~focused~~product ~~opportunities~~portfolio included organic superfoods, propolis honey sprays, acai and bilberry supplements, vitamin and mineral soft gels, probiotics and chewable fish oil.

~~Radio~~For the years ended December 31, 2024 and 2025, ~~Advertising~~this business line generated revenues of $6,559 and $0, respectively, accounting for 6% and 0% of our total revenues. The decrease in revenue was primarily due to the Company’s reduced focus on wellness product sales as it shifted its business strategy toward higher-growth service-based operations.

~~Our~~In ~~radio~~addition, ~~expansion~~the ~~strategy~~Company iscommenced toexport trading ~~efficiently~~activities ~~establish~~involving anon-wellness ~~national~~products ~~radio~~during ~~network~~2025. ~~The~~ ~~Company~~No ~~believes a~~revenue ~~national~~was ~~network~~recognized ~~can~~from bethese ~~built~~activities ~~through~~in a2025, ~~combination~~as ofthe arelated ~~few large regional~~transactions ~~channels~~had ~~and~~not ayet ~~few~~met ~~city~~the ~~level~~revenue ~~channels~~recognition criteria. ~~The~~ ~~Company~~In ~~faced~~2026, ~~some adversity in~~ the ~~process~~Company ashas ~~management~~begun ~~decided~~ to ~~abandon~~generate ~~radio~~revenue ~~projects~~from ~~in Beijing~~these activities, and ~~Shenzhen~~expects this ~~due~~business line to ~~market~~contribute ~~conditions;~~to ~~however,~~revenue wein ~~are~~future ~~committed~~periods. toAs of the ~~radio~~ ~~advertising~~date ~~market~~of ~~and~~this ~~believe~~report, athe ~~new~~Company ~~strategy~~has ~~focused~~not onentered ~~steady~~into ~~growth~~long-term ~~will~~supply ~~outperform~~agreements ~~the~~with ~~original~~these ~~strategy~~suppliers ofand ~~rapid~~procures ~~inventory~~products ~~expansion~~on a purchase order basis.

AsGoing ~~part~~forward, ofour ~~the~~efforts ~~process,~~in wethis ~~continuously~~business vertical ~~explore~~are ~~new~~focused ~~acquisitions~~on ofselectively ~~radio~~evaluating ~~advertising~~opportunities ~~time~~in ~~with~~product ~~keen~~trading ~~focus~~and onexport ~~existing sales levels~~activities, ~~cost~~while ofmaintaining ~~acquisition,~~supply ~~expected~~chain ~~time~~flexibility and toaligning ~~breakeven~~our ~~and~~product ~~overall potential~~strategy ofwith ~~the~~overall ~~channel~~business priorities.

We expect to generate revenue growth from building inventory of radio advertising minutes and improving the utilization rate of those acquired minutes and benefiting from increased advertising rates that we can charge for those minutes.Customers

~~The~~In ~~Company~~the ~~currently~~year ~~controls~~ended 19December 31,~~710 minutes~~ of2025, ~~radio~~three ~~advertising~~third party incustomers ~~Tianjin~~accounted ~~and~~for 1936%,~~710~~ ~~minutes~~20% ~~in Xi’an. The~~and ~~stations~~14% ~~have a combined reach~~ of ~~over~~the 18Company’s ~~million people.~~revenues, respectively

~~Airline~~In the year ended December 31, 2024, two related ~~magazine~~party ~~advertising~~customers accounted for 53% and 20% of the Company’s revenues, respectively.

~~Our~~For ~~airline~~Digital ~~based~~Marketing ~~advertising business expansion strategy is to focus on securing additional exclusive rights for airline magazines on other airlines. The Company identified some large~~ and ~~small~~Video ~~airlines~~Production ~~that use exclusive agents for their advertising~~services, ~~sales. Management~~our ~~believes~~customers ~~exclusive~~are ~~sales~~companies ~~contracts for these airlines will become available~~ in ~~the~~Singapore, ~~coming~~Hong ~~year. The~~Kong, ~~Company’s airline~~Australia ~~based growth strategy is limited by a) the number of airline magazines available in the market~~ and ~~b) the cost of acquiring exclusive rights to the airline magazines~~Taiwan.

WeFor ~~expect~~our toProducts ~~generate~~Sale ~~revenue~~and ~~growth~~Export Trading business, ~~from~~our ~~not~~customers ~~only~~historically ~~building~~consisted ~~inventory~~of ~~but~~individuals ~~also~~and ~~improving~~companies ~~the~~in ~~number~~Taiwan, ofincluding ~~pages~~customers ~~sold~~purchasing ~~and~~through e-commerce platforms ~~increasing~~such as Shopee, as well as through group-buying activities organized by third-party small businesses or individuals. As the ~~per~~Company ~~page~~reduced its ~~rate~~focus ~~charged~~on wellness product sales in 2025, this customer segment did not generate revenue during the year.

~~Real estate focused opportunities~~Suppliers

~~The~~In ~~Company~~the ~~has~~year ~~relationships~~ended ~~with~~December ~~top real~~31, ~~estate organizations in China~~2025, ~~including~~two ~~both developers and real estate~~third ~~agents. As~~party ~~property~~suppliers ~~ownership~~accounted isfor a56% ~~top~~and 541% ~~affluent~~of ~~lifestyle predictor,~~ the Company ~~is exploring opportunities to leverage existing relationships to develop additional opportunities to target China~~’s ~~affluent and middle classes~~purchases.

~~For~~In the ~~immediate~~year ~~operations~~ended ofDecember ~~the business~~31, ~~the~~2024, ~~Company~~one ~~will~~third party ~~leverage~~supplier ~~these~~accounted ~~relations and look to act as an agent~~ for ~~other~~82% ~~media~~of ~~companies. In these cases~~ the Company’s ~~will sell other media on behalf of the other media companies~~purchases. ~~We expect to generate revenue and profit growth while further developing our relationships.~~

~~II.~~For ~~Focus~~Digital ~~Short~~Marketing ~~Term~~and ~~Efforts~~Video onProduction ~~Improving~~services, we ~~Existing~~produce ~~Sales:~~short ~~Our~~videos ~~business~~and ~~has~~other anservices ~~existing~~in ~~revenue stream; however~~house, ~~there~~while isengaging ~~considerable~~third-party ~~unsold~~vendors ~~advertising inventory. We do not sell over 50% of the available inventory~~ for ~~sale.~~certain ~~Management~~campaign ~~plans~~execution toactivities, ~~focus~~including advertising onplacement ~~increasing inventory utilization~~ and inrelated ~~turn growth in profits as most costs are fixed~~services. ~~The Company will focus immediate attention on improving sales by:~~

a.For ~~Creating~~Products aSale ~~database~~and ofExport ~~customers~~Trading, ~~from~~as ~~radio~~the ~~and~~Company reduced ~~airline~~its ~~advertising~~focus ~~that~~on ~~can~~wellness beproduct ~~used~~sales toin ~~cross~~2025, ~~sell~~procurement ~~across~~activities ~~media~~under ~~types;~~this business line were nil.

b.Sales ~~Implementing~~and ~~active training programs for all sales people;~~Marketing

7Our sales process is focused on understanding customer needs, maintaining flexibility in service delivery and adapting to changing market conditions.

cDigital Marketing and Video Production: Our sales strategy is driven by client demand and project-based engagement. ~~Reviewing~~We work closely with clients to understand their marketing objectives and ~~refining~~target ~~pricing~~audiences, and ~~discounting~~design ~~policies;~~customized solutions accordingly. By leveraging data insights from digital platforms, including user demographics, geographic distribution and engagement metrics, we tailor content and campaign execution to improve effectiveness.

~~d. Tracking inventory utilization and providing improved information to the sales force; and~~3

eIn addition to content production, we support clients in executing integrated marketing campaigns, including both online and offline activities. ~~Implementing~~Our ~~incentive~~approach ~~plans~~emphasizes ~~that~~aligning ~~effectively~~marketing strategies ~~motivate~~with ~~the~~brand ~~sales~~positioning ~~team~~and delivering measurable results through campaign performance and audience engagement.

~~The~~Products Sale and Export Trading: During ~~Company~~the ~~believes~~year itended isDecember ~~imperative~~31, to2025, ~~improve~~the ~~existing~~Company reduced its focus on wellness product sales, ~~efforts~~and tothis ~~reach~~business aline did not generate revenue. ~~quick~~Historically, ~~cash~~sales ~~flow~~were ~~neutral~~conducted ~~position~~through both online channels, including e-commerce platforms such as Shopee, and offline group-buying activities in Taiwan.

~~III.~~In ~~National~~addition, ~~Sales~~the ~~Effort:~~Company Ashas ~~local~~commenced ~~sales~~export trading ~~efforts~~activities ~~are~~involving ~~being~~non-wellness ~~improved,~~products. ~~the~~As ~~Company~~this ~~expects~~business toline ~~build~~is ~~the~~in ~~next~~its ~~generation~~early development stage, sales ~~force.~~efforts ~~The~~are ~~Company~~currently focused ~~anticipates~~on ~~the~~establishing ~~new~~customer ~~sales~~relationships ~~force~~and ~~will~~identifying besuitable ~~led~~market byopportunities. aThe ~~seasoned~~Company ~~media~~expects ~~sales~~to ~~executive~~gradually expand its trading activities and ~~focus~~sales ~~on:~~channels as the business develops.

a.Competition ~~Promoting~~and ~~the~~Our ~~value~~Market ~~of using targeted media to reach consumers in China;~~Opportunities

b.The ~~Specifically~~markets ~~promote~~where we operate, namely the ~~value~~digital marketing ofand ~~radio~~short ~~versus~~video ~~other~~production ~~media~~sector ~~platforms;~~and the health and wellness industry, are intensely competitive.

cIn the digital marketing and short video space, competition is characterized by rapid technological advancements, creative content strategies, and the ability to quickly adapt to ever-changing platform trends. ~~Promoting~~In this market, the ~~value~~Company ofcompetes ~~Legend~~with ~~Media~~digital marketing agencies and production houses that offer similar services. However, most competitors treat short video production as ~~innovator~~a secondary service, whereas the Company specializes in ~~targeted~~this ~~media~~area, giving us a competitive edge in ~~China~~terms of expertise and focus. We are dedicated to developing a simple and efficient process aimed at better reaching and serving more customers. We believe the short video market presents significant growth opportunities.

~~The advertising~~In ~~industry~~the inhealth ~~China~~and wellness space, competition is ~~young~~driven ~~and~~by ~~rapidly developing. Airline~~consumer ~~magazine~~awareness ~~advertising~~of ~~works~~health ~~well~~trends, ~~within~~strict regulatory standards, and the ~~current~~ ~~paradigm~~constant asneed ~~print~~for ~~media~~product ~~has~~innovation. ~~been~~Larger ~~developed~~multinational companies indominate the global market~~. Radio~~, ~~needs~~but tosmaller beniche ~~developed~~players ~~and~~also wepose ~~anticipate~~a ~~our~~strong ~~new~~presence ~~sales force~~due ~~will~~to ~~become~~their ~~industry~~ability ~~promoters. We~~to ~~expect~~target ~~they~~specific ~~will~~consumer segments. ~~take~~In this sector, the ~~lead~~ ~~with~~Company ~~major~~faces ~~brands~~direct ~~and~~competition ~~advertising~~from ~~companies~~other ondistributors ~~promoting~~who ~~the~~also ~~“value proposition”~~import ofsimilar ~~radio~~products, ~~advertising~~particularly from Australia. We ~~believe~~In ~~our~~Taiwan, ~~national~~several ~~sales~~competitors ~~team will~~provide besimilar offerings, with differentiation mainly occurring in ~~the~~branding ~~position~~and topricing strategies. ~~close~~During ~~sales~~the ~~with~~year ~~major~~ended ~~national~~December ~~brands~~31, as2025, the ~~message is~~Company ~~delivered~~reduced ~~and~~its iffocus on wellness product sales and ~~when~~did ~~interest~~not ~~for~~generate ~~radio~~revenue from ~~increases~~this business line. As ~~described~~ ~~above~~a result, wethis dobusiness line is not ~~plan~~currently toa ~~launch~~primary andriver ~~active~~of ~~national~~the ~~promotion~~Company’s ~~until~~operations. aHowever, ~~critical~~the ~~mass~~Company ofcontinues ~~inventory~~to ismaintain ~~acquired~~relationships ~~because~~with wesuppliers ~~believe~~and ~~early~~may ~~promotion~~selectively ~~will~~pursue opportunities in product distribution or export ~~drive~~trading upin the ~~cost~~future. ofWe ~~the~~believe ~~acquired~~Australian ~~inventory~~health-related ~~and~~products ~~bring~~continue ~~competitors~~to ~~into~~have ~~the~~demand in Asian markets, although building brand ~~space~~recognition may require time and marketing investment.

~~IV.~~Competitive Promote the Radio Channels and Influence Content: Legend Media does not intend to be a content company but expects to help radio channels better understand consumers’ expectations. In doing so, we expect both radio channels and Legend Media will benefit. Further, Legend Media intends to work with radio stations to promote them through active community outreach programs and events. The radio stations need to use the “interactivity” of radio to promote the stations and ultimately increase advertising value. Legend Media plans to be an active consultant to radio stations on how to implement such strategies. Currently, in the Chinese radio market, radio stations are not actively promoted through other channels such as outdoor advertising or event promotion. Legend Media views the promotion of radio stations as a key to long term success of the business.Strengths

~~V. Find a Use for Unsold Inventory:~~ We ~~estimate~~believe ~~China’s~~we ~~radio~~have ~~advertising industry operates at an inventory utilization rate (sold minutes divided by~~ the ~~total~~following available advertising minutes) of less than 25%. Exact numbers are hard to determine as the industry’s reporting structure is poor. Our management is looking to alternative strategies to use the unsold minutes without disrupting Legend Media’s core business of radio advertising sales. The Company is cautious when using price to increase utilization as it is likely to reduce overall value of the industry. The Company plans to look at several alternative uses of the unsold inventory includingcompetitive strengths:

a.● ~~Partnering~~Customer-Centric with alternative media companies, such as mobile phone short message service (“SMS”)\marketing companies to promote the SMS service while building a direct marketing solution. The SMS partner would be a strategic addition as it could also provide increased interactivity to the radio content and advertising content;Flexibility

bThe Company focuses on understanding and adapting to the unique needs of each customer. ~~Partnering~~This ~~with~~flexible aapproach ~~third~~allows ~~party~~our business to ~~sell~~offer ~~products~~tailored solutions, ~~such~~ensuring asclient ~~working~~satisfaction and product relevance in rapidly changing markets. By customizing product offerings and marketing strategies based on aspecific ~~commission~~customer needs, ~~basis~~the ~~with~~Company’s anadaptable ~~online~~and ~~retail~~flexible ~~outlet;~~approach fosters customer loyalty and repeat business.

c.● ~~Launching~~Deep aUnderstanding ~~Company~~of ~~owned~~Taiwan ~~direct marketing~~ and ~~product~~other ~~selling~~Asian ~~entity and taking advantage of the unsold minutes by:~~Markets

iWe have a profound knowledge of consumer behaviors, regulatory environments, and market trends in Taiwan and broader Asia. ~~Selling~~This regional insight is crucial for crafting effective sales and marketing strategies, and enables the Company to introduce products; and services that align with the preferences and demands of the market, giving us a competitive advantage over foreign competitors who may lack this in-depth understanding.

~~ii.~~● ~~Promoting~~Integrated ~~Company~~Marketing ~~owned “community” based websites; and~~Strategies

~~iii~~The Company employs a holistic marketing approach that combines content marketing, digital advertising, and brand-building initiatives, with an emphasis on brand identity over reliance on influencer marketing. ~~Building~~We believe, by focusing on the long-term development of brand image and resonance with consumers, our marketing strategies ~~databases~~and ~~through~~services ~~radio~~will ~~promoted~~help ~~contests~~create more sustainable marketing outcomes for both our video production clients and the Australian health brands we sell.

~~d. Partnering with a charitable organization such as the Red Cross, to utilize some of the unsold minutes to enhance community relations.~~4

8Growth Strategies

~~Market~~We plan to pursue growth through the following ~~Overview~~strategies:

~~China’s economy~~● isInternal ~~rapidly~~Resource ~~expanding and is not forecasted to slow down in the foreseeable future~~Optimization

~~From~~The ~~2002 to~~Company ~~2008,~~prioritizes ~~China’s~~optimizing ~~economy~~its ~~grew at a compound annual growth rate of 16.4% reaching~~existing ~~US$4.4~~resources ~~trillion in 2008~~ and ~~became~~capabilities ~~the~~to ~~third~~enhance ~~largest~~operational ~~economy~~efficiency ~~in the world behind the United States~~ and ~~Japan~~competitiveness. ~~Looking~~ ~~forward,~~The ~~Goldman~~Company ~~Sachs raised~~aims ~~its China growth forecast~~ to ~~8.3~~increase ~~percent~~internal ~~for~~efficiency ~~2009~~ and ~~10.9 percent for~~ ~~20101. The rapid~~deepen ~~expansion~~its presence in ~~China's~~existing ~~economy~~markets ~~led~~by tocontinuously ~~increased~~optimizing ~~affluence~~its ~~and~~internal ~~the rise of the middle class in China~~process.

o● ByMarket ~~2015, it is estimated there will be 27 million households in the PRC earning over RMB100,000 (approximately $14,650 at current exchange rates), growing to 41 million households by 2025;~~Positioning

oThe InCompany ~~2006,~~focuses ~~the~~on ~~PRC~~driving ~~had~~growth ~~310,000~~through improved ~~US$~~market ~~millionaires~~positioning and ~~that~~optimized ~~number~~marketing isstrategies. ~~estimated~~The Company plans to ~~reach~~continuously ~~609,000~~monitor bymarket ~~2011~~trends and consumer needs, ~~the~~adjusting ~~highest~~its ~~number~~marketing inapproach ~~the~~to ~~world~~ensure ~~and~~that ~~primarily~~its ~~consisting~~products ofand ~~first~~services ~~generation~~align ofwith ~~US$~~consumer ~~millionaires;~~expectations, ~~and~~thereby boosting brand influence.

~~o By 2011, it is estimated there will be 16 million high net-worth individuals in the PRC with $6.2 trillion in total assets.2~~Seasonality

~~The~~Our operations have not been significantly impacted ~~expanding~~by ~~personal~~seasonal ~~wealth~~changes. ofHowever, ~~the~~there ~~Chinese~~are ~~population~~specific istimes ~~creating~~when ~~the~~we ~~world’s~~see a notable increase in demand, particularly during traditional holidays ~~largest~~and ~~consumer~~promotional ~~market~~events. In ~~2008~~For example, during broadly celebrated holidays such as the ~~PRC’s~~Lunar ~~retail~~New ~~sales~~Year ~~grew~~and ~~22%~~Dragon Boat Festival, consumer spending tends to rise, driving higher sales for our business. These periods align with cultural norms where gifting and celebratory ~~RMB10~~purchases are common.9 ~~trillion~~Additionally, ~~(US$1~~promotional periods like end-of-year sales, Mid-Autumn Festival promotions, and other retail-driven events generate higher traffic and transaction volumes.6 ~~trillion)~~Our marketing efforts are often focused around these times to maximize visibility and capitalize on increased consumer activity.

~~China’s emergence~~Intellectual as the world’s fastest growing and potentially largest retail market is driving international and domestic brands to shift strategic focus away from mature markets and towards brand building in China. The result has been tremendous growth in the overall advertising market in China.Property

~~China’s advertising~~We ~~market~~do isnot ~~rapidly~~have ~~expanding~~any intellectual property.

InEmployees ~~2007, China’s media expenditures hit RMB197.5 billion (US$28.9 billion at current exchange rates)~~ and ~~are~~Human forecasted to exceed RMB287.9 billion (US$42.2 billion at current exchange rates)3 by 2009. 2007’s percentage change, compared to 2006, was 18.3% and 2008 compared to 2007 is expected to be approximately 22.0% (2008 reports are still not issued). In 2009, the market has struggled but is showing signs of rebounding as summer ends. Though forecasted growth for 2009 varies widely by source, management expects a steady improvement through the holiday season with a return to historical growth by mid to late 2010.Capital

~~1 http://www~~As of December 31, 2025, we had 5 full-time employees.~~chinadaily.com.cn/bizchina/2009~~ The following table sets forth the number of our full-~~05/15/content_7780182~~time employees as of December 31, 2025.~~htm~~

2 “HSBC joins race to cash in on China's new millionaires “, Reuters March 31, 2008

Function		Number of Employees
Director		2
Senior Management		1
Finance		1
Operations		1
Total		5

~~3“This~~As of December 31, 2025, we had 1 employee in ~~Year~~Australia, ~~Next~~1 ~~Year~~employee in China ~~Media~~and ~~Forecasts~~3 ~~2008,,~~employees ~~GroupM~~in Taiwan.

9We believe we adhere to local labor laws in Taiwan, China and Australia, and we have a good relationship with our employees.

China is one of the most, if not the most, challenging markets in the world. Similar to the United States, China is large with cultural diversity within its borders. China can be viewed as a collection of diverse and complex markets each with populations exceeding most countries. The complexity in the market creates challenges for new and existing brands. We expect that brands, international and domestic alike, will continue to invest in advertising in China as they look to expand ways to reach and engage customers.Regulations

~~Expected~~Advertising in Singapore is regulated by various ~~trend~~authorities ~~toward~~to ~~targeted~~ensure fair practices and protect consumers. The primary regulators include the Advertising Standards Authority of Singapore (ASAS), which is a self-regulatory body, and government agencies such as the Infocomm Media Development Authority (IMDA) and the Health Sciences Authority (HSA). Key regulations for advertising services in Singapore include: (1) Truth in Advertising: Advertisements must be truthful, accurate, and not misleading. False or exaggerated claims, especially related to health products, financial services, or environmental impact, can result in penalties. Advertising that misleads consumers through false or deceptive means is prohibited by the Singapore Code of Advertising Practice (SCAP), which is enforced by ASAS. (2) Intellectual Property: Advertisers must ensure that their advertisements do not infringe on intellectual property rights, such as copyrights, trademarks, or patents. All advertisements should respect the intellectual property rights of third parties, and the use of protected content requires permission from the rights holders. (3) Cultural Sensitivity: Advertisements must comply with Singapore’s standards of decency and cultural sensitivities. Content that is deemed offensive to public morals, including violence, indecent content, racial/ethnic discrimination, or any material that contravenes Singapore’s strict laws on public order, is prohibited. (4) Digital Advertising: Online advertising is subject to the same regulations as traditional media. Digital advertising platforms must comply with the Personal Data Protection Act (PDPA), which regulates the collection, use, and disclosure of personal data. Advertisers must ensure they do not breach privacy laws and must seek consent from consumers when using personal data.

~~Management believes there are several pressure points that will create a shift of how advertising dollars are spent in China:~~5

1Advertising in Taiwan is regulated primarily by the Fair Trade Commission (FTC) and the National Communications Commission (NCC). Key regulations for advertising services include: (i) Truth in Advertising. ~~cost~~Advertisements ~~per~~must ~~thousand~~be ~~impressions~~truthful ~~will~~and ~~continue~~not misleading. False or exaggerated claims, especially in relation to health ~~rise;~~products, financial services, or environmental impact, can lead to penalties. (ii) Intellectual Property. Advertisers must ensure that they do not infringe on copyrights, trademarks, or other intellectual property rights in their advertisements. (iii) Cultural Sensitivity: Advertisements must comply with Taiwan’s standards of decency and avoid content that might be offensive to public morals, including violence, indecent content, or racial/ethnic discrimination. (iv) Digital Advertising. Online advertisements are subject to the same regulations as traditional media, and must also comply with data privacy laws, including the Personal Data Protection Act.

2.The Asale ~~majority~~of imported dietary supplements in Taiwan is regulated by several government agencies, primarily the Taiwan Food and Drug Administration (TFDA) under the Ministry of ~~China~~Health and Welfare (MOHW). Key regulatory requirements include: (i) Registration and Licensing. Imported supplements must be registered with the TFDA. This includes providing detailed information about the product’s ~~population~~ingredients, ~~live~~manufacturing process, and safety data. (ii) Labeling. All supplement products must comply with Taiwan’s strict labeling requirements. Labels must be written in ~~rural~~Traditional Chinese ~~areas~~and include the product name, ingredients, nutritional information, manufacturer details, and ~~have~~country ~~minimal~~of ~~disposable~~origin. ~~income;~~(iii) Safety Standards. The ingredients in supplements must adhere to Taiwan’s food safety laws, and products must be tested for contaminants such as heavy metals, pesticides, and microbial contamination. (iv) Health Claims. Health claims made on supplement packaging and advertising must be substantiated and compliant with Taiwan’s regulations. Unsupported or exaggerated health claims are strictly prohibited. (v) Customs Clearance. Imported supplements must go through customs clearance and provide certificates of analysis, proof of country of origin, and relevant health certifications.

3.Available ~~Consumer package goods companies will be able to tap a larger market in China but most new entrants are looking to target the affluent and middle class;~~Information

4. The ~~affluent~~SEC ~~and~~maintains ~~middle~~a ~~class~~website ~~will~~that ~~drive~~contains ~~consumption~~our reports ~~while~~and ~~remaining~~other aSEC ~~small~~filings. ~~percentage~~The address of the ~~population;~~SEC’s website is www.sec.gov.

5.ITEM ~~UBS economist Jonathan Anderson estimates that of the 1~~1A.3 ~~billion~~RISK ~~Chinese, only 70 million have the income level to support a significant level of consumption4~~FACTORS.

~~Management~~An investment in our common stock involves ~~expects~~a ~~advertisers~~high degree of risk. Before making an investment decision, you should give careful consideration to ~~shift~~the ~~towards~~following ~~efficiency~~risk ~~versus~~factors, ~~reach. We~~in ~~expect~~addition ~~brands~~ to ~~spend~~the ~~more~~other ~~per~~information ~~thousand~~included ~~impressions~~in ~~but~~this ~~buy~~report, ~~fewer~~including our financial statements and related notes, before deciding whether ~~impressions~~to invest in shares of our common stock. To doThe sooccurrence of any of the ~~brands~~adverse ~~will~~developments ~~look~~described toin ~~media~~the ~~platforms~~following ~~that have~~risk ~~specific~~factors ~~demographics~~could materially and ~~psychographics~~adversely ~~that~~harm ~~skew~~our tobusiness, ~~the~~financial ~~lifestyles~~condition, results of operations or prospects. In that case, the trading price ~~affluent~~of our common stock could decline, and you may lose all or part of your investment.

~~Air travel~~General ~~based~~Business ~~marketing (back of seat airline magazines)~~Risks

~~Travel~~We ishave a ~~key~~limited ~~lifestyle~~operational ~~indicator of the affluent in China~~history. 69% of China’s affluent consumers view domestic travel as a priority for spending free time and disposable income. 75% of this group view outbound travel as a priority. 17% of China’s affluent say travel is important to social status in China.5 The conclusion is simple: China’s affluent consumers can be targeted on airplanes and at airports.

~~China~~We have a limited history upon which an evaluation isof ~~the~~our ~~number~~prospects ~~one~~and future performance can be made. Our operations are subject to all business risks associated with new ~~car~~enterprises. The ~~market~~likelihood of our success must be considered in light of the ~~world~~problems, -expenses, ~~radio~~difficulties, ~~advertising~~complications, isand delays frequently ~~underutilized~~encountered in connection with a new business operation, ~~undervalued~~and the continued development of a corresponding customer base. There is a possibility that we could sustain losses in the future, and anthere ~~opportunity~~are no assurances that we will ever operate profitably.

~~While~~If ~~the overall~~we ~~advertising~~do ~~industry~~not ~~has~~generate ~~exploded,~~sufficient ~~the~~cash ~~radio industry has fallen behind~~flow ~~posting~~from ~~2007~~operations, ~~revenue~~we ofmay ~~$426~~not ~~million.6 Radio advertising~~be asable ~~a percentage of total advertising in China is currently 2.6% and is forecasted~~ to ~~improve~~fund toour ~~3.5%~~development byefforts ~~2009.7 Even by~~or ~~2009,~~fulfill ~~the~~our ~~ratio~~future ~~is predicted to fall short of the worldwide average of 8~~obligations.~~1% and~~ those of the United States, 11.8%, and Western Europe, 5.6%. Also, while GDP of the United States is 4.3 times that of China’s, radio advertising spending in the United States is 52.4 times that of China’s, at US$22 billion in 2007.

~~The~~Our ability to generate sufficient cash flow ~~combined~~from ~~impact~~operations ofto ~~macro~~fund ~~level~~our ~~influences~~operations isand business development efforts, including the ~~expectation~~payment ~~that~~of ~~radio~~our other obligations, depends on a ~~advertising~~range inof ~~China~~economic, ~~has~~competitive ~~explosive~~and ~~growth~~business ~~ahead~~factors, many of itwhich asare itoutside of our control. We cannot assure you that our business ~~commercializes~~will ever generate sufficient cash flow from operations, or that we will be able to raise equity or debt financings when needed or desirable. An inability to fund our operations would have a material adverse effect on our business, financial condition and results of operations.

~~Adding~~Due to ~~the~~ ~~opportunity in~~ the ~~radio~~Company’s ~~industry~~accumulated deficit, isnet ~~relative~~losses ~~low~~from ~~cost~~operations ~~compared~~for ~~to alternative~~the ~~media. 2007~~years ~~average~~ended ~~cost~~December ~~per 1~~31,~~000~~ ~~impressions~~2024 ~~was~~and ~~$0.78 while TV~~2025, ~~outdoor, newspapers~~ and ~~magazines~~a ~~cost~~working ~~advertisers~~capital ~~materially more.8 The relatively~~deficit ~~low~~as ~~cost~~of ~~provides~~December ~~radio with an added value proposition to attract~~31, ~~new~~2025, ~~customers~~there tois ~~the~~substantial ~~industry. Further,~~doubt weabout ~~expect~~ the ~~relatively~~Company’s ~~low cost~~ability ~~provides~~to ~~additional~~continue ~~revenue growth opportunities for us~~ as ~~rates~~a ~~will increase~~going ~~over time as they become more in line with alternatives~~concern.

~~4 Bowring,~~As reflected P.in ~~(2007~~the accompanying financial statements, ~~April~~the ~~11).~~Company ~~China’s~~had a net loss of $182,307 and $137,167 for the years ended December 31, 2024 and ~~Middle~~2025, ~~Class:~~had ~~Not~~an ~~What~~accumulated ~~You~~deficit ~~Think~~of It$71,038,015 ~~Is.~~and ~~Retrieved~~$71,175,182 ~~from~~as of December 31, 2024 and 2025, and had net current liability position ~~www~~of $228,592 and $375,637 as of December 31, 2024 and 2025, respectively.~~asiasentinel.com~~

~~5 MasterCard Worldwide and HSBC (Second Quarter 2007 and Third Quarter 2007”). Insights. Retrieved from www.masterintelligence.com;~~6

6These ~~“Global~~conditions ~~Entertainment~~raised substantial ~~and~~doubt ~~Media~~about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going ~~Outlook~~concern ~~2007-2011~~will require the Company to obtain additional financing to fund its operations. In assessing the going concern,” ~~PriceWaterhouseCoopers~~the Company’s board of directors has considered:

7● ~~“This~~Additional ~~Year,~~equity ~~Next~~financing ~~Year~~from ~~China~~major ~~Media Forecasts~~shareholders ~~2008,”~~or ~~GroupM~~financial support from the Company's related parties.

~~8 Source: Internal estimates~~● ~~based~~Based on ~~data~~the ~~from~~business ~~ZenithOptimedia~~plans of the Company, the management is actively developing new business that will generate revenue and ~~National~~ ~~Bureau~~cash ~~of Statistics~~inflows ofto ~~China~~the Company.

10The board of directors believes the Company has adequate financial resources to continue in operational existence for at least 12 months from the issuance date of the financial statements. Accordingly, the going concern basis of accounting continues to be used in the preparation of the consolidated financial statements for the years ended December 31, 2024 and 2025.

~~The~~To ~~radio advertising~~continue ~~industry’s~~as ~~forecasted~~a ~~growth~~going isconcern, ~~also~~we ~~driven~~are byrequired to ~~the~~seek ~~increased mobility~~additional ofcapital ~~the~~through ~~Chinese~~various ~~population. Currently~~financing sources, ~~there~~including ~~are~~the ~~over~~sale ~~28 million~~of ~~privately~~our ~~owned~~equity ~~vehicles~~and indebt ~~China. This~~securities ~~number~~to isinvestors ~~expected~~and torelated ~~increase~~parties, tobut ~~over~~there 48can ~~million~~be byno ~~2010.9 Increased car~~guarantees ~~ownership~~that ~~also~~such ~~gave~~funds ~~rise~~will tobe ~~radio~~available ~~listenership~~on ~~and~~commercially ~~the~~reasonable ~~importance~~terms, ofif ~~radio as~~at aall. ~~means~~If towe ~~reach~~are ~~the~~unable to ~~affluent~~raise ~~class~~additional incapital, ~~China. As~~execute ~~with~~our ~~the~~business ~~United States~~plans, ~~which~~increase ~~has~~sales aor ~~radio~~reduce ~~advertising~~expenses, ~~industry~~we ~~valued~~will atbe ~~US$22~~unable ~~billion,~~to ~~China’s~~continue to fund our ~~radio~~operations, ~~industry~~realize ~~should~~value ~~increasingly~~from ~~become~~our aassets, ~~larger~~and ~~portion~~discharge ofour ~~total~~liabilities ~~advertising spending~~in asthe ~~car~~normal ~~ownership~~course ~~grows~~of business. ~~The~~ ~~increased~~If ~~number~~we ofbecome ~~cars~~unable ~~and~~to ~~the~~continue ~~resulting~~as ~~increase~~a ingoing ~~traffic~~concern, ~~will~~we ~~provide~~could ~~advertisers~~have ato ~~way~~liquidate toour ~~reach~~assets, ~~consumers in~~and apotentially ~~captive~~realize ~~environment~~significantly ~~with~~less athan ~~chance~~the ~~for~~values ~~repetitive~~at which they are ~~messaging. Management~~carried ~~expects~~on ~~the~~our ~~coming~~financial ~~five~~statements, ~~years~~and toinvestors ~~have~~could ~~the largest~~lose ~~growth~~all ~~rate~~or part of ~~radio~~their ~~advertising~~investment ~~sales~~ in ~~the~~our ~~history~~common ~~of China~~stock.

~~Products~~We depend on a limited number of customers ~~and~~for ~~Services~~a large portion of our revenues.

~~Legend Media~~We ~~currently~~consider ~~sells~~our ~~radio~~major ~~and~~customers ~~airline~~in ~~magazine~~each ~~advertising. We have~~period ~~the~~to ~~exclusive~~be ~~rights~~those tocustomers ~~manage~~that ~~and~~accounted ~~sell~~for 80more ~~pages~~than ~~per~~10% ~~month~~ of ~~advertising~~overall ~~for Hainan~~revenues ~~Airline~~in ~~Group’s~~such ~~back~~period. ofIn ~~seat~~the ~~magazine. We~~year ~~also~~ended ~~have~~December ~~the~~31, 2024, two related ~~exclusive~~party ~~rights~~customers toaccounted ~~manage~~for 53% and ~~sell 108~~20% ~~minutes~~ of ~~advertising~~the ~~per~~Company’s ~~day or 39~~revenues,~~420~~ ~~minutes~~respectively. ~~per~~In the year~~. The~~ ~~exclusive~~ended ~~rights~~December to31, ~~sell~~2025, ~~advertising~~three third ~~also~~party ~~extend~~customers toaccounted ~~program~~for ~~sponsorship~~36%, ~~which~~20% ~~provides~~and ~~additional~~14% of the Company’s revenue ~~opportunities~~, respectively. ~~The~~ ~~minutes~~See ~~are~~also ~~distributed~~“—We ~~between~~have ~~our~~engaged in ~~Tianjin~~transactions ~~based channel,~~with FMrelated ~~92.5~~parties, and ~~our~~such ~~Xi’~~transactions present possible conflicts of interest that could have an ~~based~~adverse ~~channel~~effect on our business and results of operations. Additionally, FMwe 95rely on financial support from related parties to fund our operations” below.5.

We expect that a significant portion of our revenues ~~maintain~~will ~~offices~~continue into ~~Beijing,~~be ~~Shanghai,~~derived ~~Qingdao,~~from ~~Haikou,~~a ~~Sanya,~~small ~~Xi’an~~number of customers and that the percentage of revenues represented by these customers may increase. ~~Tianjin~~As a result, changes in the strategies of our customers may reduce our revenues. The ~~Company~~loss ~~manages~~of ~~the~~such ~~products~~sales ascould ~~one~~have ~~advertising~~an adverse effect on our business, financial condition and results of operations.

~~Legend Media~~We ~~does~~face ~~not~~and ~~plan~~will oncontinue ~~entering the content development business but does have access~~ to ~~helping~~face ~~the stations gear content towards listeners’ needs and expectations~~intense competition. Content production is expensive and adds an unnecessary level of complexity when management is focusing on steady inventory expansion. At this time, management has no expectations of entering the content production business but prefers the role of advisor and influencer.

~~Customers~~In the digital marketing space, short video content is increasingly integral to any comprehensive digital strategy. Consumers today favor authentic, organic content over highly-produced, commercial ads. As such, social media content must entertain to engage audiences. As the use of short videos continues to grow in popularity, competition in this segment is expected to intensify. Numerous media, advertising firms, and new ventures recognize the revenue potential from influencers and content creators, creating a competitive landscape. Our competitors in this field include both established market players and new entrants looking to capture market share. Market shares are subject to change for various reasons, including through consolidation of our competitors through processes such as mergers and acquisitions, which could have the effect of reducing our revenue. Our competitors may develop products, technology or services that are equal or superior to those we provide or that achieve greater market acceptance and brand recognition than we achieve. It is also possible that new competitors may emerge and rapidly acquire significant market share. Many of these competitors possess greater technical, human and other resources than we do, and we may lack sufficient financial or other resources to maintain or improve competitive position. Additionally, an increased level of competition for advertising dollars may lead to lower advertising rates as we attempt to retain customers or may cause us to lose customers to our competitors who offer lower rates that we are unable or unwilling to match.

~~Legend targets~~The ~~international,~~health ~~national~~product ~~and~~space ~~regional~~in ~~brands. Our~~which ~~focus~~we ~~has~~operate—primarily ~~been~~premium onhealth, ~~real estate~~nutrition, ~~automobiles~~ and ~~financial~~wellness ~~services,~~products—is ~~the~~highly ~~largest~~competitive. ofThe ~~which~~products ~~is the~~we ~~real~~import ~~estate~~to ~~sector~~sell ~~which~~compete ~~accounts~~with ~~for~~both ~~67%~~well-known global ofhealth ~~our~~brands ~~revenue~~and ~~to date~~private-label store products. ~~The~~ ~~automobile~~These ~~industry~~products’ manufacturers and ~~financial~~retailers ~~service~~generally ~~sectors~~have ~~account~~significant financial, ~~for~~marketing, ~~31%~~and ~~combined~~operational resources. ~~Our~~ ~~customers~~Additionally, ~~are~~our ~~top~~market ~~tier~~share ~~advertisers~~ and ~~include Imported~~revenue ~~Volkswagen~~growth ~~Car~~could ~~Co.,~~be ~~Ltd.,~~negatively ~~China~~affected ~~Construction~~if ~~Bank~~we ~~Co.,~~fail ~~Ltd.~~to ~~Tianjin~~identify ~~Branch,~~and ~~Tianjin~~introduce ~~Wanke~~innovative ~~Realestate~~products ~~Co.,~~that ~~Ltd.~~meet ~~and~~evolving ~~Tianjin~~consumer ~~Xingguang~~demands ~~Canlan Entertainment~~or ~~Co.,~~adequately ~~Ltd~~respond to new product launches by competitors.

~~Customers~~If our efforts to attract prospective customers ~~purchase~~and ~~radio~~to ~~advertising~~retain ~~either~~existing ~~directly~~customers ~~from~~and ususers of our products or ~~through~~services anare ~~advertising~~not satisfied, our growth prospects and revenue will be adversely ~~agent~~affected.

~~Management began~~Our ability to ~~establish~~grow ~~relationships~~our ~~with~~business ~~tier 1 advertising agencies in China~~ and ~~plans~~ toour ~~use them to acquire new customers at the point Legend Media has a~~ability ~~significant inventory base. Management plans~~ to ~~expand~~generate ~~our~~sustained ~~real estate~~revenue ~~advertising~~depends ~~client~~on ~~base while balancing the sector mix with additional automobile~~retaining, ~~consumer goods~~expanding, and ~~financial~~effectively ~~services~~monetizing ~~brands. The Company relies on the real estate industry, and~~ our ~~large~~customer ~~customers are associated with that industry~~base. A ~~significant~~Our ~~downturn~~ability into ~~the~~attract ~~real~~new ~~estate~~customers ~~market~~ and ~~the~~retain ~~subsequent~~existing ~~loss of a few of our larger~~ customers ~~would have~~is ain ~~material~~large ~~adverse~~part ~~effect~~ on our ~~business. Management~~ability ~~looks~~ to ~~diversify~~ ~~our~~continue ~~customer base~~ to ~~minimize~~offer ~~the~~high-quality ~~impact~~products ofand ~~any~~compelling ~~one industry or~~curated ~~customer~~short ~~group~~video onand ~~the~~other ~~overall~~digital ~~performance~~advertising ~~of our business~~content.

~~Competition~~7

Our ~~business~~Company isoperates ~~subject~~in totwo ~~significant competition,~~distinct ~~mostly from alternative media such as TV and~~industries, ~~Internet. We~~requiring ~~believe~~specialized ~~our~~expertise ~~ability~~from tomanagement, ~~effectively~~which ~~target~~may ~~car~~pose ~~owners~~operational and ~~air~~ ~~travelers~~strategic ~~provides an advantage over alternatives and in turn over our competitors~~challenges.

~~Air~~Our business operates in two distinct industries—short ~~travel~~video ~~focused~~production and digital marketing and the health products sector—each of which requires specialized knowledge, expertise, and operational strategies. Managing these diverse business lines presents unique challenges that could impact our ability to execute our business plans effectively, respond to industry-specific risks, and achieve sustainable growth.

~~While~~Each weof ~~have~~our ~~limited~~business ~~competition~~segments onrequires deep industry ~~Hainan~~knowledge, ~~Airline~~strategic ~~Group’s~~insight, ~~airplanes~~and weoperational ~~compete~~expertise. ~~with~~The ~~the~~short ~~larger~~video ~~airline~~production ~~groups~~and digital marketing business demands a strong understanding ~~including~~of ~~Air~~digital ~~China~~trends, content creation, and ~~China~~consumer ~~Eastern~~engagement strategies. ~~Further~~ In contrast, ~~Air~~the ~~Media~~health isproducts ansector ~~air~~involves supply chain ~~travel~~management, ~~focused~~regulatory ~~media~~compliance, ~~company~~product efficacy, and ~~competes~~consumer ~~for~~trust. ~~customers~~Given ~~looking~~the highly specialized nature of both industries, there is a risk that our management team may lack the necessary depth of expertise in one or both sectors, which could lead to ~~reach~~strategic ~~air~~missteps, ~~travelers~~ineffective oversight, or missed business opportunities.

~~9 National~~Additionally, ~~Bureau~~operating ofin ~~Statistics~~two ofseparate industries ~~China~~requires our leadership to divide attention and allocate resources between business lines that have different operational needs, ~~Xinhua~~market dynamics, ~~Economic~~and ~~News~~competitive landscapes. This division of focus may lead to inefficiencies in execution, ~~Google~~reduced ~~Finance~~responsiveness to market trends, and ~~internal~~potential neglect of critical business functions in one or both industries. As a result, we may struggle to achieve optimal ~~calculations~~performance in either segment, thereby limiting our growth potential and financial success.

11Further, each of our business lines is subject to different regulatory frameworks. Digital marketing is governed by evolving data privacy laws, advertising regulations, and platform policies, while the health product sector is subject to product safety regulations, labeling requirements, and import/export compliance. Ensuring compliance across both industries requires specialized legal and regulatory expertise. If we fail to meet the distinct compliance requirements of either industry, we may be subject to fines, legal actions, or reputational damage, which could materially impact our business.

~~Radio~~Moreover, the distinct nature of our business ~~Advertising~~lines may make it more difficult for investors and analysts to evaluate our overall business performance and growth potential. The distinct nature of our business lines presents operational, strategic, and financial challenges that require a high level of industry-specific expertise, effective resource allocation, and strong leadership. If we fail to successfully navigate these complexities, our business performance, market position, and overall financial health may be adversely affected.

~~The~~We ~~radio advertising~~have ~~industry~~engaged isin ~~highly~~transactions ~~fragmented~~with ~~and has not had a dominant national~~related ~~force as of yet. While there is competition amongst radio advertising sales companies~~parties, ~~the~~and ~~Company~~such ~~views~~transactions ~~its~~present ~~competition~~possible asconflicts ~~coming from alternative advertising media, especially outdoor advertising. As radio is only 2.6%~~ of ~~the~~interest ~~advertising~~that ~~industry~~could inhave ~~China,~~an ~~the~~adverse ~~primary~~effect ~~competition~~on ~~issue~~our isbusiness ~~one of~~and ~~promoting~~results ~~the value proposition~~ of ~~radio advertising versus the~~ ~~alternatives~~operations. ~~One~~ ofAdditionally, ~~Legend~~we ~~Media’s~~rely ~~key~~on ~~strategic~~financial ~~goals~~support isfrom torelated ~~market the~~parties ~~industry as a whole~~ to ~~maximize~~fund ~~the~~our ~~value of the industry~~operations.

~~Currently, hundreds~~For ofthe ~~companies~~year ~~sell~~ended ~~radio~~December ~~advertising. The~~31, ~~most~~2024, ~~successful~~two ofrelated ~~which~~party iscustomers ~~the~~accounted ~~agency~~for ~~owned~~53% byand ~~the~~20% ~~Beijing~~of ~~Radio~~the ~~Station, China~~Company’s ~~number~~revenues, ~~one radio station~~respectively. ~~Outside~~ ofFor ~~Beijing~~the ~~Radio~~year ~~Station~~ended December 31, ~~the~~2025, ~~four~~no ~~largest~~related ~~competitors~~party tocustomer ~~Legend~~accounted ~~Media~~for ~~are~~more ~~expected~~than to10% beof ~~Yuan~~the ~~Chuan~~Company’s ~~Radio~~revenues. Additionally, ~~based~~we inrely on financial support from related parties ~~Shanghai,~~to ~~Beijing~~fund ~~Universal~~our ~~Chief~~operations. ~~Advertising,~~As ~~based~~of inDecember ~~Beijing~~31, ~~Simulcast~~2024 ~~(a joint~~and ~~venture~~2025, ~~between~~we ~~Beijing~~owed ~~Radio~~$187,311 and ~~Phoenix~~$319,496, ~~Satellite TV)~~respectively, ~~based~~to inrelated ~~Beijing~~parties, ~~and~~ ~~Xinhua~~which ~~Sports~~amounts are ~~and~~due ~~Entertainment~~on ~~Limited~~demand, ~~based~~interest-free inand ~~Beijing~~unsecured. ~~We believe~~ ~~the~~For ~~market~~detailed ~~remains~~information ~~wide~~on ~~open~~our ~~for~~transactions awith ~~dominant~~related ~~market~~parties, ~~leader~~please assee ~~the largest~~“Item of7. ~~the~~Certain ~~competitors~~Relationships ~~only~~and ~~controls~~Related anTransactions, ~~estimated~~and ~~350,000~~Director ~~minutes annually~~Independence.”

~~Sales~~We believe the terms obtained or consideration ~~and~~that ~~Marketing~~we paid or received, as applicable, in connection with these transactions were comparable to or better than terms available or the amounts that would be paid or received, as applicable, in arm’s-length transactions.

~~The Company~~We ~~views~~may ~~all~~in ~~employees~~the asfuture ~~part~~enter ofinto ~~our~~additional ~~sales~~transactions with ~~and~~our ~~marketing~~officers, ~~effort~~directors asor ~~our purpose~~principal isshareholders, toor ~~sell~~entities ~~radio~~controlled ~~advertising~~by them. ~~The~~ ~~organization~~Such istransactions ~~structured~~present potential for conflicts ~~along~~of ~~those~~interest, ~~lines~~as the interests of these parties may not align with the ~~view~~interests ~~that~~of ~~every~~the ~~point~~Company ofand ~~contact~~our ~~from~~unaffiliated ~~the~~shareholders ~~first~~with respect to ~~invoicing~~ isthe anegotiation, ~~chance~~performance, toor ~~exceed~~exercise ~~customer~~of ~~expectations~~contractual ~~and~~remedies ~~encourage~~under ~~future sales~~these transactions, such as for events of default.

AsIf ~~of October~~these ~~12,~~parties ~~2009,~~decide weto ~~have~~discontinue atheir financial ~~staff~~assistance, demand repayment of 58outstanding ~~with~~amounts, 34or ~~dedicated~~are unable to ~~sales~~provide ~~and~~additional ~~all~~funding ofdue to their own financial ~~which~~constraints, ~~are~~we ~~full~~may ~~time~~face significant liquidity challenges. ~~Each~~ ~~member~~In ofsuch ~~the~~a ~~team~~scenario, ~~focuses~~we ~~his~~may ~~efforts~~need onto ~~a specific~~seek ~~radio~~alternative ~~channel~~financing ~~while~~sources, ~~being~~which may ~~managed~~not bybe aavailable ~~common~~on ~~executive~~favorable ~~across~~terms, ~~the enterprise~~or at all.

Legend Media also has sales and marketing relationships that help the sales process by using existing relationships to promote the Company’s advertising inventory. These customers are also added to the group level customer management system to achieve maximum service levels and cross selling opportunities.8

~~Seasonality~~We depend on a limited number of suppliers.

~~The~~While the Company primarily performs digital ~~advertising~~marketing ~~industry~~and video production services in-house, ~~China~~it isrelies ~~seasonal~~on third-party suppliers and vendors to support its operations. For the year ended December 31, ~~for~~2024, the ~~most~~Company’s ~~part~~purchases were primarily related to the sale of wellness products, ~~tracks~~and one third-party supplier ~~consumer~~accounted ~~spending~~for ~~and~~approximately ~~the~~82% ~~resulting~~of ~~advertising~~total ~~trends~~purchases. ~~The~~ For the year ended December 31, 2025, the Company’s purchases were primarily related to advertising ~~cycle~~and inmarketing ~~China~~campaign ~~typically~~execution, ~~peaks~~including ~~toward~~advertising ~~the~~placement ~~end~~and ofrelated ~~each~~services. ~~calendar~~During ~~year~~2025, two third-party ~~with~~vendors aaccounted ~~decline~~for ~~during~~approximately ~~January~~56% and ~~February~~41% of total purchases, respectively. Any disruption in our supply chain or service delivery, whether due to ~~the~~supplier ~~Chinese~~or ~~Lunar~~vendor ~~New Year. Currently~~financial instability, ~~the~~production ~~biggest~~delays, ~~seasonal~~capacity ~~impact~~constraints, onregulatory ~~advertising~~compliance isissues, ~~the~~trade ~~Chinese~~restrictions, ~~Lunar~~geopolitical ~~New~~tensions, ~~Year~~or unforeseen events such as ~~the~~natural ~~market~~disasters isor ~~still~~pandemics, ~~developing~~could ~~and~~adversely ~~less~~affect ~~impacted~~our byability ~~other~~to ~~seasonal~~operate ~~influences~~efficiently ~~that~~and ~~impact~~deliver ~~the~~services ~~advertising~~to ~~industry~~our ascustomers. The loss of a key supplier or vendor, or a significant deterioration in ~~whole~~commercial terms, could result in increased costs, delays in project execution, and potential loss of revenue. While we seek to mitigate these risks by expanding our supplier and vendor network, we may not be able to secure alternative sources on favorable terms or without operational disruption.

~~Government~~Our results of operations may be adversely ~~Regulation~~affected by changes in foreign currency exchange rates and other risks inherent to international operations.

~~The~~Our ~~PRC~~business ~~government~~may ~~views~~also ~~the~~become ~~media~~exposed to more ~~industry~~adverse aseconomic, ~~one~~regulatory, ofand ~~national~~other ~~importance. This~~conditions ~~means~~in the ~~media~~international ~~industry~~areas to which we market and sell our services and products now isor ~~extensively~~in ~~regulated,~~the ~~including radio~~future, ~~television~~compared to those in the U.S. For example, ~~newspapers~~our future international operations may result in exposure to more frequent or unexpected changes in the regulatory environments; more economic volatility; higher rates of inflation; or higher political instability, ~~magazines~~compared ~~and~~to ~~advertising~~the U.S. ~~The~~Furthermore, ~~regulations~~our ~~imposed~~international ~~structure~~operations ~~our~~may ~~decisions~~expose us to higher consolidated income tax rates, import and export ~~the~~restrictions ~~Company~~and istariffs, ~~committed~~and topotentially ~~following~~adverse ~~all~~changes ~~imposed~~in trade agreements between foreign countries where we market and sell our ~~regulations~~services and products now or in the future.

~~Key~~We ~~regulations~~provide ~~relevant~~marketing and video production services targeting Singapore, Australia, Hong Kong and Taiwan markets, which exposes us to the effects of fluctuations in currency exchange rates. ~~Company’s~~We ~~activities~~earn revenue denominated in ~~China~~Australian dollar. Fluctuations in the exchange rates between Australian Dollar and currencies of Singapore, Taiwan or Hong Kong could increase expenses and reduce revenue compared to a stable exchange rate environment. As we expand to other Asian markets, we are: increasingly subject to currency exchange fluctuations across multiple currencies. We cannot assure you that future movements in foreign currency exchange rates will not have a material adverse effect on our results of operations.

oRisks ~~Laws~~Related ~~and~~to ~~regulations~~Our ~~that~~Digital ~~govern investments of capital, especially foreign capital, in the media industry. Under the PRC laws, “foreign” includes Hong Kong, Taiwan~~ Marketing and ~~Macau.~~Video AsProduction ~~a result of the restrictions, we operate our business in China through a series of contractual arrangements which provide effective control over the PRC entities without direct ownership;~~Business

oOur ~~Laws~~customers rely, and ~~regulations~~are ~~specifically~~expected ~~related~~to continue to ~~advertising~~rely, on third-party media platforms such as ~~whole~~YouTube and ~~radio~~TikTok ~~advertising~~to ~~specifically;~~place short videos made by us, and any failure, disruptions of or interferences with the use of such streaming services could disrupt the availability and production of our short videos and adversely affect our business, financial condition, results of operations and prospects.

oOur ~~Regulations~~video production business in part depends on ~~foreign~~the ~~currency~~commercial ~~exchange~~success and stable supply of third-party media channels, such as YouTube, and TikTok, through which we may help our clients place custom-made short videos. Our short videos’ market acceptance also depends on our ability to predict which channels and platforms will be successful with the customer, as well as on our ability to develop commercially successful content and distribute it on these platforms. A channel or platform may not succeed as expected or new channels or platforms may take market share and consumers away from platforms for which we have devoted significant resources. If demand for the channels or platforms for which we are developing and producing our content on is lower than our expectations, we may be unable to fully recover the investments we have made, and our financial performance may be negatively impacted. Alternatively, a channel or platform for which we have not devoted significant resources could be more successful than we initially anticipated, causing us to not be able to take advantage of meaningful revenue opportunities.

12The industry is rapidly evolving, and changes in trends and consumer preferences could negatively impact our business.

~~Limitations~~The digital marketing and video production industries onare ~~Foreign~~highly ~~Ownership~~dynamic and subject to frequent changes in ~~the~~consumer ~~Advertising~~preferences, ~~Industry~~platform algorithms, and content consumption patterns. Failure to adapt to these changes could negatively impact our ability to attract and retain clients, reducing our revenue and growth potential.

~~The~~Difficulties ~~principal regulations governing foreign ownership~~ in ~~the~~monetization ~~advertising~~and ~~industry~~pricing strategies inmay ~~China~~affect ~~include:~~our profitability.

oSuccessfully ~~Catalogue~~monetizing ~~for~~short ~~Guiding~~video ~~Foreign~~content ~~Investment~~and digital inmarketing ~~Industry~~services depends on factors such as client budgets, return on investment (~~2004~~ROI); expectations, and shifting advertising trends. If we fail to develop effective pricing strategies or demonstrate value to our clients, our revenue and profitability would suffer.

~~o Administrative Regulations on Foreign-invested Advertising Enterprises (2004).~~9

~~These~~Fluctuations ~~regulations set the guidelines by which foreign entities may directly invest~~ in ~~the~~ advertising ~~industry. The~~ ~~regulations~~budgets ~~require foreign entities that directly~~could ~~invest~~lead ~~in China’s advertising industry~~ to ~~have~~revenue ~~at least two years of direct operations in the advertising industry outside of China~~declines. Further, since December 10, 2005, 100% ownership in Chinese advertising companies is allowed, but a foreign company must have at least three years of direct operations in the advertising industry outside of China.

~~Because~~Our werevenue ~~have~~depends ~~not~~on ~~been~~businesses ~~involved in~~allocating ~~advertising~~budgets ~~outside of China~~ for ~~the~~digital ~~required~~marketing. ~~number~~Economic ~~of years~~downturns, ~~our~~industry ~~domestic PRC operating subsidiaries~~slowdowns, ~~which~~or ~~are~~changes ~~considered~~in ~~foreign~~corporate ~~invested, are currently ineligible to apply for the required~~ advertising ~~services~~strategies ~~licenses~~could ~~in China. Our~~lead ~~PRC operating affiliates hold the requisite licenses~~ to ~~provide~~ ~~advertising services in China and are owned or controlled by PRC~~reduced ~~citizens~~spending ~~designated~~on bydigital ~~us. Our~~marketing ~~radio advertising business operates in China though contractual arrangements with consolidated entities in China. The Company~~services, ~~Legend~~negatively ~~(Beijing)~~affecting ~~Consulting Co. Ltd, and Legend (Beijing) Information and Technology Co., Ltd have entered into a series of contractual arrangements with~~ our ~~PRC~~financial ~~operating affiliates and their respective shareholders under which:~~performance.

oIntellectual Weproperty ~~exert~~risks ~~effective~~and ~~control~~content ownership ~~over~~disputes ~~the~~may ~~PRC~~expose ~~operating~~us ~~affiliates;~~to legal liabilities.

oContent Acreation ~~substantial~~involves ~~portion~~intellectual property rights, including licensing, copyright, and potential claims of ~~the~~infringement. ~~economic~~Disputes ~~benefits~~over content ownership, unauthorized use of ~~our~~copyrighted materials, ~~PRC~~or ~~operating~~failure ~~affiliates~~to ~~will~~obtain beproper ~~transferred~~licenses could lead to ~~us;~~legal liabilities and financial losses.

oOur Wesuccess ~~consolidate~~depends ~~the~~on ~~results~~attracting inand ~~our~~retaining skilled ~~financial~~talent ~~statements~~and content creators.

~~Our~~The ~~PRC~~quality ~~legal~~and ~~counsel reviews~~success ~~all agreements~~of ~~entered~~our ~~into~~services independ on ~~China. Our PRC counsel structured~~ the ~~PRC based~~creativity ~~business~~ and ~~advised~~expertise ~~the~~of ~~Company~~our ~~regarding~~team, ~~(i)~~including ~~the~~video ~~ownership~~editors ~~structure to operate in China~~ and ~~comply~~marketers. ~~with~~Difficulty ~~existing~~in ~~PRC~~attracting, ~~laws~~training, and ~~regulations and~~ ~~(ii) whether the contractual arrangements between~~retaining ~~Legend~~skilled ~~(Beijing)~~professionals ~~Consulting~~could ~~Co.,~~limit ~~Ltd~~our ~~and~~ability ~~Legend~~to ~~(Beijing)~~produce ~~Information~~high-quality ~~and Technology~~content ~~Co., Ltd,~~ and ~~their~~meet ~~respective~~client ~~PRC affiliates and PRC shareholders, are valid, binding and enforceable~~expectations.

~~Our~~The ~~PRC~~risk ~~counsel advised us there are uncertainties regarding the interpretation and application~~ of ~~current~~reputational ~~and~~damage ~~future PRC~~from ~~laws and regulations. For that reason, there can be no assurance~~controversial ~~the~~content ~~PRC regulatory authorities will not in the future take a view contrary to that of our PRC counsel. Further, PRC counsel also advised we~~ could be ~~subject~~harm ~~to severe penalties if the PRC government determines the agreements establishing the structure for operating~~ our ~~PRC advertising~~ business ~~do not comply with PRC government restrictions on foreign investment in the advertising industry~~.

~~Regulations~~The digital marketing space is prone to public onscrutiny, ~~the~~and ~~advertising~~any ~~industry~~content deemed inappropriate, misleading, or offensive could harm our brand reputation and result in client or audience backlash. Negative publicity could impact our business relationships and financial results.

~~The~~Cybersecurity ~~principal~~threats ~~regulations~~and ~~governing the~~technological ~~PRC~~disruptions ~~advertising~~could ~~industry~~negatively ~~include~~impact ~~the:~~our operations.

•Our ~~Advertising~~business ~~Law~~relies ~~promulgated~~on bydigital ~~the~~platforms, ~~National~~cloud storage, ~~People’s~~and ~~Congress~~software ontools ~~October~~for 27content creation and marketing. Cybersecurity breaches, ~~1994;~~data leaks, or technological failures could disrupt operations, lead to data loss, and harm our business reputation and financial stability.

•Regulatory ~~Administration~~uncertainty ~~Regulations~~in ofdigital ~~Advertising~~marketing and ~~Industry,~~online ~~promulgated~~advertising bymay ~~the~~affect ~~State~~our ~~Council~~business ~~on October 26, 1987; and~~model.

•Governments ~~Implementation~~worldwide ~~Rule~~are ofincreasing ~~Advertising~~regulations on ~~Industry~~digital ~~Administration,~~marketing orand ~~the~~online ~~Implementation~~content. ~~Rule~~Future regulations, ~~promulgated~~such byas ~~the~~disclosure ~~State~~requirements ~~Administration~~ for ~~Industry~~sponsored ~~and~~content, ~~Commence~~restrictions on ~~January 9~~targeted advertising, ~~1988,~~or ~~amended~~bans inon ~~1998,~~certain ~~2000~~marketing ~~and 2004~~practices, ~~and~~could ~~effective~~impact asour ofbusiness ~~January~~model 1,and ~~2005~~profitability.

~~The regulations~~Risks ~~stipulate~~Related companies engaging in advertising activities must obtain from the State Administration for Industry and Commerce ("SAIC"), or its local branches, a business license which includes operating an advertising business within its business scope. A company conducting advertising activities without such license may be subject to ~~penalties,~~Our ~~including~~Products ~~fines,~~Sale ~~confiscation of advertising income~~ and ~~orders to cease advertising operation. The business~~ ~~license~~Export ofTrading ~~an advertising company is valid for the duration of its existence, unless the license is suspended or revoked due to a violation of any relevant law or regulation.~~Business

13Disruption of our supply chain could adversely affect our business.

WeDamage door ~~not~~disruption ~~expect~~ to ~~encounter~~product ~~any difficulties~~supplies inby ~~maintaining~~our suppliers or our ~~business~~distribution ~~licenses.~~capabilities ~~Each~~due ofto ~~our~~weather, ~~affiliated~~natural ~~PRC companies~~disaster, ~~obtained~~fire, ~~such~~terrorism, acyber-attack, ~~business~~pandemics ~~license~~(such as ~~required~~the byCOVID-19 pandemic), war, ~~PRC~~governmental restrictions or mandates, labor shortages, import/export restrictions, or other factors could impair our ability to ~~regulations. We~~import ~~work~~and ~~with~~sell ~~various~~products. ~~advertising~~Our ~~agencies~~suppliers’ policies and topractices can affect our reputation and the ~~best~~ quality and safety of our ~~knowledge~~products. Any ~~these~~disputes ~~advertising~~with ~~agents~~significant ~~also~~suppliers, ~~have~~including ~~the~~disputes ~~required~~regarding ~~business~~pricing or performance, could adversely affect our ability to supply ~~licenses~~products asto ~~required~~our bycustomers ~~PRC~~and ~~law~~could materially and adversely affect our sales, ~~although~~financial itcondition, isand ~~possible~~results ~~one~~of operations. Failure to take adequate steps to mitigate the likelihood or ~~more~~potential ~~them~~negative ~~may not~~impact beof insuch ~~compliance~~events, ator ~~any~~to ~~given~~effectively ~~time. We~~manage ~~will~~such ~~terminate~~events ~~any~~if ~~relationship~~they ~~deemed~~occur, tocould beadversely ~~with~~affect anour ~~entity~~business ~~that~~and isresults ~~not~~of ~~properly~~operations, ~~licensed~~as ~~per~~well ~~the PRC’s~~as ~~regulations~~require additional resources to restore our supply chain.

~~Advertising~~Additionally, short-term or sustained increases ~~content~~in consumer demand at our customers may exceed our supply chain capacity or otherwise strain our supply chain. Our failure to meet the demand for products we sell could adversely affect our business and results of operations.

~~PRC~~If ~~advertising~~our ~~laws~~products ~~and~~become ~~regulations set forth content requirements for advertisements in China~~contaminated, ~~which include prohibitions on~~misbranded, ~~among other things, false or misleading content, superlative~~ ~~wording, socially destabilizing content~~ or ~~content involving obscenities~~mislabeled, ~~superstition,~~ ~~violence,~~we ~~discrimination~~might orneed ~~infringement of the public interest. Advertisements for anesthetic, psychotropic, toxic or radioactive drugs are prohibited. It is prohibited~~ to ~~disseminate~~recall ~~tobacco~~those ~~advertisements~~items ~~via~~and ~~radio, film,~~may ~~television,~~experience ~~newspapers~~product orliability ~~magazines.~~claims Itif isconsumers ~~also prohibited to display tobacco advertisements in any waiting lounge, theater, cinema, conference hall, stadium or other public area. There~~ are also specific restrictions and requirements regarding advertisements that relate to patented products or processes, pharmaceuticals, medical instruments, agrochemicals, foodstuff, alcohol and cosmeticsinjured. In addition, all advertisements relating to pharmaceuticals, medical instruments, agrochemicals and veterinary pharmaceuticals advertised through radio, film, television, newspapers, magazines, out-of-home and other forms of media, together with any other advertisements subject to censorship by administrative authorities according to relevant laws and administrative regulations, must be submitted to relevant administrative authorities for content approval prior to dissemination.

~~Advertisers,~~We ~~advertising~~may ~~operators~~need ~~and advertising distributors are required by PRC advertising laws and regulations~~ to ~~ensure~~ ~~the~~recall ~~content~~some of the ~~advertisements~~products ~~they~~we sell ~~prepare~~if orthey ~~distribute~~become ~~are~~contaminated, ~~true~~misbranded, ~~and in~~or ~~compliance~~mislabeled. ~~with~~A ~~applicable~~product ~~law.~~recall Incould ~~providing~~result ~~advertising~~in ~~services, advertising~~significant ~~operators~~losses ~~and~~due ~~distributors~~to ~~must~~our ~~review~~small size, the ~~prescribed~~destruction ~~supporting documents~~of ~~provided~~product byinventory, ~~advertisers~~and ~~for~~lost ~~advertisements~~sales ~~and~~due ~~verify~~to the ~~content~~unavailability of ~~the~~ ~~advertisements~~products ~~comply~~for ~~with~~a ~~applicable~~period ~~PRC~~of ~~laws~~time. ~~and~~We ~~regulations.~~could Inalso ~~addition,~~suffer ~~prior~~losses tofrom ~~distributing~~a ~~advertisements~~significant ~~for~~product ~~certain~~liability ~~commodities~~judgment ~~which~~against ~~are~~us ~~subject to~~although ~~government~~we ~~censorship~~can ~~and~~seek ~~approval,~~indemnification ~~advertising~~from ~~distributors~~manufacturers. ~~are~~A ~~obligated to~~significant ~~ensure~~product ~~such~~recall ~~censorship~~or ~~performed~~product ~~and~~liability ~~approval~~case ~~obtained.~~could ~~Violation~~also ~~of these regulations may~~ result in ~~penalties,~~adverse ~~including fines~~publicity, ~~confiscation~~damage ~~of advertising income, orders~~ to ~~cease~~our ~~dissemination~~reputation, ~~of the advertisements~~ and ~~orders~~ toa ~~publish~~loss anof ~~advertisement~~consumer ~~correcting the misleading information. In~~confidence ~~circumstances~~in ~~involving~~products ~~serious~~we ~~violations~~sell, ~~the~~which ~~SAIC~~could orhave ~~its~~an ~~local~~adverse ~~branches~~effect ~~may revoke~~on ~~violators’~~our ~~licenses or permits for advertising~~ business ~~operations. Furthermore,~~results ~~advertisers, advertising operators or advertising distributors may be subject to civil liability if they infringe on the legal rights~~ and ~~interests of third parties in~~ the ~~course~~value of ~~their~~our ~~advertising business~~brands.

The radio industry is plagued by airing of what are termed “medical advertisements” or advertisements that promote products with claims of specific medical benefits. The Chinese regulatory body has taken notice of these advertisements and such added review led to the prohibition of such advertisements. Though prohibited, these advertisements still are estimated to account for more than 45% of the revenues generated by the radio advertising industry. Further, these advertisements, in most cases outside of tier 1 cities, represent the majority of revenues for radio channels. As such, the local authorities have taken a passive approach to enforcement and allowed channels to continue to air the advertisements. Not allowing such would result in radio industry crisis and the inability of many stations to cover expenses. Though passively enforced, it is believed over the coming years the regulatory body will become stricter and look to eliminate such advertisements.10

~~Legend~~Litigation ~~Media~~concerning ~~and~~food ~~our affiliates are committed to the direction set forth by the regulatory body and do not sell or air “medial advertisements.” However~~quality, ~~with expansion the Company~~ health, ~~expects~~employee itconduct ~~may encounter new relationships with radio stations~~ and other ~~advertising~~ ~~companies~~issues ~~resulting~~could ~~in airing of such restricted content. The Company’s management has a strict policy of not selling such advertisements but accepts the terms of future relationships may~~ require ~~such~~ ~~advertisements~~us to beincur ~~aired~~additional ~~as the Company works to eliminate and replace the advertisements with unrestricted content~~liabilities.

~~Item~~Companies in the food product industry have from 1Atime to time faced lawsuits alleging that a customer suffered illness, including actions seeking damages resulting from food-borne illness and relating to lack of notices with respect to chemicals contained in food products provided by these companies. ~~Risk~~To date, we are not ~~Factors~~aware of any lawsuit asserting such a claim or any other claim regarding product safety or integrity and/or consumer claims. We currently have insurance coverage for product liability issues. However, we cannot assure you that such a lawsuit will not be filed against us and/or how such claims, if and when brought against us, will affect our reputation. Claims for products liability could be substantial and a successful claim for products liability could have a material adverse effect on the Company, its results of operations and liquidity.

~~The~~Risks ~~risk factors~~Related ~~listed in this section and other factors noted herein or incorporated by reference could cause our actual results~~ to ~~differ~~Ownership ~~materially~~of ~~from~~Our those contained in any forward-looking statements. The following risk factors, in addition to the information discussed elsewhere herein, should be carefully considered in evaluating us and our business:Securities

14The Company’s shares of common stock are traded on the OTCID Basic Market.

WeOur common stock trades on the OTCID Basic Market. ~~have~~There acan ~~limited~~be ~~operating~~no ~~history,~~assurance ~~which~~that ~~may~~there ~~make~~will itbe ~~difficult~~a liquid trading market for ~~you~~the Company’s common stock. In the event that a liquid trading market commences, there can be no assurance as to the market price of the Company’s shares of common stock, whether any ~~evaluate~~trading ~~our~~market ~~business~~will ~~and~~provide ~~prospects~~liquidity to investors, or whether any trading market will be sustained.

WeThe ~~began operations~~application ~~in China in February 8, 2008 and had our first month~~ of revenue in June 2008. We entered into two Memoranda of Understanding in February 2008 and closed our first acquisition in May 2008 for radio advertising inventory for a radio channel in Tianjin, China. We secured our radio advertising minutes in Beijing in July 2008. As such, we have a very limited operating history upon which you can evaluate the ~~viability~~“penny ~~and~~stock” ~~sustainability~~rules ofcould ~~our~~adversely ~~business~~affect ~~and its acceptance by advertisers and consumers. It is also difficult to evaluate~~ the ~~viability~~market ofprice radio advertising in China because the industry is still underdeveloped and we do not have the experience to know how the radio advertising industry will develop in China. In addition, due to our short operating history in China and recent additions to our management team, some of our ~~senior~~common ~~management~~stock and ~~employees~~ ~~have~~increase ~~only~~your ~~worked~~transaction ~~together~~costs ~~at the Company for a relatively short period of time. As a result, it may be difficult for you~~ to ~~evaluate~~sell ~~the~~those ~~effectiveness of our senior management and other key employees and their ability to address future challenges to our business~~shares.

WeThe SEC adopted Rule 15g-9 which generally defines ~~have~~“penny ~~expanded~~stock” to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. If the trading price of our ~~scope~~common stock falls below $5.00 per share, the open-market trading of ~~operations~~our common stock is subject to ~~include~~the ~~airline~~penny ~~magazines~~stock rules, which imposes additional sales practice requirements on broker-dealers who sell to persons other than established customers and ~~plan~~“accredited investors”. The term “accredited investor” refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 ~~further~~or ~~expand~~annual ~~our~~income ~~scope~~exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to ~~include~~a transaction ~~media~~in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC, which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer’s confirmation. In addition, the penny stock rules require that ~~specifically~~prior ~~targets~~to a transaction in a penny stock not otherwise exempt from these rules, the ~~affluent~~broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. These disclosure requirements may have the effect of ~~China~~reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe the penny stock rules discourage investor interest in and limit the marketability of our common stock.

~~Our business~~FINRA ~~previously~~sales ~~focused~~practice onrequirements ~~radio~~may ~~advertising~~also ~~sales~~limit ~~but~~a ~~due to market~~stockholder’s ~~conditions~~ability ~~and other factors we expanded our strategy~~ to ~~include~~buy ~~media that targets lifestyle trends of the affluent~~ and ~~middle class. In November 2008, we closed a transaction by which we gained exclusive rights to~~ sell advertising for the 4th largest airline group in China. We are repositioning the Company away from solely a radio advertising company and towards a broader media company that targets affluent consumers. If we do not effectively manage our ~~re-positioning~~ wecommon ~~could impact the overall expected performance of the business~~stock. Further, we are not sure how the market will react to a broadening of our media offerings. Any failure to efficiently or effectively manage this growth of our operations may limit our future growth and hamper our business strategy.

~~Our~~In addition to the “penny stock” ~~failure~~rules described above, FINRA adopted rules that require that in recommending an investment to ~~maintain~~a ~~relationships~~customer, ~~with~~a ~~radio~~broker-dealer ~~stations~~must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and ~~specific~~other ~~radio~~information. Under interpretations of these rules, FINRA believes that there is a high probability ~~channels~~that ~~would~~speculative ~~harm~~low priced securities will not be suitable for at least some customers. FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our ~~business~~common stock, which may limit your ability to buy and ~~prospects~~sell our stock and have an adverse effect on the market for our shares.

~~Our ability~~Stockholders toshould generate revenues from advertising sales depends on our ability to air advertisements on radio channels. Our ability to place advertisements on specific radio channels in large part is related to our ability to secure and maintain exclusive sales agreements with radio channels in China. This, in turn, requires we develop and maintain business relationships with national, regional and local radio stations as well as with national and local government agencies. As of June 30, 2009, we were in control of 54 minutes of radio advertising per day in Tianjin, China and 54 minutes in Xi’an, China. In total, the Company controls 108 minutes of inventory per day, or 39,420 minutes per year. We have ~~entered~~ ~~into~~no ~~three~~expectation exclusive advertising agency arrangements with different entities. We cannot assure you we can maintain these relationships on satisfactory terms, or at all. If we fail to maintain relationships with radio stations we would be at risk of ~~losing~~any ~~our rights to be the exclusive advertising agent for the respective channel~~dividends. ~~In turn, we would lose inventory and be unable to satisfy our customers’ advertising needs.~~

~~Our~~The holders of our common stock are entitled ~~failure~~to receive dividends when, as and if declared by the Board of Directors out of funds legally available therefore. The Board of Directors does not intend to ~~maintain~~declare ~~our~~any ~~relationship~~dividends ~~with~~in the ~~airline~~foreseeable ~~magazine~~future, ~~would~~but ~~harm~~instead intends to retain all earnings, if any, for use in our business ~~and prospects~~operations.

Our ability to generate revenues from airline magazine advertising sales depends on our exclusive right to sell and manage advertising for the Hainan Airline Group’s airline magazine. We cannot assure you we can maintain the relationship with the airline on satisfactory terms, or at all. If we fail to maintain relationships with the airline we would be at risk of losing our rights to be the exclusive advertising agent for the magazine. In turn, we would lose the inventory and be unable to satisfy our customers’ advertising needs. Any failure to maintain this relationship on a satisfactory level would severely impact our revenue and materially impact our ability to continue to operate.11

15Huang Huei-Ching owns 37,500,000 shares of common stock and all shares of the Series L preferred stock of the Company, representing approximately 96.39% of the voting power of the Company, and thus is in a position to control most actions requiring stockholder vote.

~~We derive~~As ~~nearly~~of ~~all~~the date of ~~our~~this ~~revenues~~report, ~~from~~ the ~~sale~~Company has 74,228,185 shares of ~~advertising~~common stock, 2,083,333 shares of Series A Preferred, and ~~advertising~~1,000 shares of Series L Preferred issued and outstanding. isHolders ~~sensitive~~of common stock and Series A Preferred are entitled to ~~overall~~one ~~economic~~(1) ~~trends,~~vote ~~domestic~~per ~~consumption~~share. ~~trends~~Holders ~~and~~of Series L Preferred are entitled to ~~advertising~~1,000,000 ~~trends~~votes per share.

~~Demand~~Huang Huei-Ching beneficially owns 37,500,000 shares of common stock ~~for~~and all shares of the ~~Company’s~~Series ~~various~~L ~~advertising~~preferred ~~assets~~stock of the Company, ~~and~~representing approximately 96.39% of the ~~resulting~~voting ~~advertising spending~~power byof ~~our~~the ~~customers~~Company. As such, isMs. ~~sensitive~~Huang Huei-Ching will be able to ~~changes~~control inthe ~~general~~management ~~economic~~and affairs of our Company and most matters requiring shareholder approval, ~~conditions~~including the election of directors, approval of significant corporate transactions, and ~~specifically~~amending toour ~~changes~~articles inof ~~overall~~incorporation ~~advertising~~and bylaws. ~~spending~~Her interests may not be the same as or may even conflict with other shareholders’ interests. It isFor ~~likely~~example, ~~that~~she could attempt to delay or prevent a ~~decline~~change in ~~overall~~control ~~advertising~~of ~~spending~~ us, even if such change in ~~China~~control ~~will~~would ~~have~~benefit our other shareholders, which could deprive our shareholders of an opportunity to receive a ~~greater~~premium ~~impact~~for ontheir ~~radio~~shares ~~advertising~~of common stock as itpart isof ~~deemed~~a ~~non essential~~sale ~~and~~of asus ~~such~~or ~~customers~~our ~~will~~assets, ~~shift~~and amight affect ~~larger~~the ~~portion~~prevailing market price of ~~spending~~our common stock due to ~~primary~~ ~~media~~investors’ ~~such~~perceptions asthat ~~television. Advertisers~~conflicts of interest may ~~reduce~~exist ~~their~~or arise. ~~investment~~As ina ~~advertising~~result, ~~for~~this ~~any~~concentration ~~number~~of voting power may not be in the best interests of ~~reasons,~~our ~~including:~~other shareholders.

oAdditionally, the Series L Preferred have a ~~general~~liquidation preference ~~decline~~junior into ~~economic~~the ~~conditions~~Series inA ~~China~~Preferred ~~that~~but ~~impact~~senior to the ~~growth~~common stock, have no redemption rights and are not convertible into common stock. The Series L Preferred also has certain protective rights: While the Series L Preferred is outstanding, the Company shall not, without first obtaining the approval of ~~domestic~~a ~~consumption~~majority inoutstanding ~~China;~~shares of the Series L Preferred:

o (a) ~~decline~~Increase inor ~~economic~~decrease ~~conditions~~the intotal ~~the~~number ~~cities~~of ~~where~~authorized weshares ~~maintain~~of ~~radio~~the ~~advertising~~Series ~~operations~~L Preferred;

o(b) aEffect ~~decline~~an inexchange, ~~retail~~reclassification, ~~sale~~or ~~growth~~cancellation inof ~~China~~all isor ~~likely~~a topart ~~reduce~~of the ~~number~~Series ofL ~~new~~Preferred, ~~brands~~but ~~trying~~excluding toa ~~enter~~stock split or reverse stock split of the ~~market~~Company’s common stock or Series A Preferred;

o(c) Effect an exchange or create a ~~decision~~right byof ~~customers~~exchange toof ~~shift~~all ~~advertising~~or ~~investment~~part ~~from~~of ~~radio~~the ~~and~~shares ~~print~~of toanother class or other ~~available~~securities ~~advertising~~into ~~media~~shares of Series L Preferred; or

o(d) aAlter ~~decline~~or inchange ~~advertising~~the ~~spending~~rights, preferences or privileges of the shares of the Series L Preferred so as to affect adversely the shares of such series, including the rights set forth in ~~general;~~the orDesignation for the Series L Preferred.

oCertain provisions in our articles of incorporation and by-laws, and of Nevada law, may prevent or delay an ~~overall~~acquisition of our Company, which could decrease inthe ~~advertising~~trading ~~investment~~price inof ~~China~~our common stock.

Our articles of incorporation, by-laws and Nevada ~~quarterly~~law ~~operating~~contain ~~results~~provisions that are ~~difficult~~intended to ~~predict~~deter coercive takeover practices and ~~may~~inadequate ~~fluctuate~~takeover bids by making such practices or ~~significantly~~bids ~~from~~unacceptably ~~period~~expensive to ~~period~~the inraider ~~the~~and ~~future~~to encourage prospective acquirers to negotiate with our board of directors rather than to attempt a hostile takeover. These provisions include, among others:

~~Our quarterly~~● ~~operating~~rules ~~results~~regarding ~~are~~how ~~difficult~~stockholders ~~to predict and~~ may ~~fluctuate significantly~~present ~~based~~proposals onor ~~the~~nominate ~~seasonality~~directors of consumer spending and corresponding advertising trends in China. Revenues of our business are largely dependent on overall advertising expenditures. Overall advertising in China tends to decrease during January and February each year due to the Chinese Lunar New Year holiday. We also expect to experience fluctuations around overall commercial slowdowns which can be influenced by external influences. As radio is a support medium to other advertising media, our operating results are likely to fluctuate as overall advertising spending decreases. The reduction in overall advertising spending in the market is likely to cause advertisers to shift their marketing mix and, in turn, reduce the percentage of advertising spending on radio advertising. As a result, you may not be able to rely on period to period comparisons of our operating results as an indication of our future performance. A large portion of costs are fixed thus, if our revenues for aelection ~~particular~~at ~~quarter~~stockholder are lower than expected, we may be unable to reduce our operating expenses for that quarter by a corresponding amount, which would harm our operating results for that quarter relative to our operating results from other quarters.meetings;

~~Our business~~● ~~has~~the ~~been~~right ~~impacted~~of byour ~~global~~board ~~economic~~to ~~conditions~~issue ~~and~~preferred astock ~~corresponding decrease~~without instockholder ~~global~~approval; ~~advertising spending, which may adversely affect our financial condition, results of operations~~ and ~~cashflow from operations.~~

~~Recent global~~● ~~market and economic conditions have been unprecedented and challenging with tighter credit conditions and recessions in most major economies continuing into 2009. Continued concerns about~~ the ~~systemic~~ability ~~impact~~ of ~~potential~~our ~~long-term and wide-spread recession~~directors, ~~the availability~~ and ~~cost~~not ~~of credit~~stockholders, ~~and the global housing and mortgage markets have contributed~~ to ~~increased~~fill ~~market~~vacancies ~~volatility~~on ~~and diminished~~our ~~expectations~~board ~~for Western and emerging economies. These conditions, combined with declining business and consumer confidence and increased unemployment, have contributed to volatility~~ of ~~unprecedented levels~~directors.

AsFuture ~~a result~~sales ~~of these market conditions, the cost~~ and ~~availability~~issuances of ~~capital~~our ~~has been~~common ~~and~~stock ~~may~~or ~~continue~~could toresult ~~be adversely affected. Concern about the stability of markets generally and the strength of counterparties specifically led many lenders and institutional investors to reduce, and~~ in ~~some~~additional ~~cases,~~dilution ~~cease providing credit to businesses and consumers, as well as increase the cost~~ of ~~lending.~~ These factors led to a decrease in spending by businesses and consumers alike, and to a decline in global advertising and media spending. Furthermore, bank borrowings are an import source of our liquidity. Continued turbulence in the ~~U.S. and~~percentage ~~international~~ownership ~~markets and economies and prolonged declines in business consumer spending may adversely affect our liquidity and financial condition, the liquidity and financial condition~~ of our ~~customers,~~stockholders and incould ~~turn impact~~cause our ~~accounts~~share ~~receivable,~~price ~~and our ability~~ to ~~raise capital needed to expand the business~~fall.

16We expect that additional capital will be needed in the future to execute our business strategies. To the extent we raise capital by issuing equity securities, our stockholders may experience substantial dilution. We may sell common stock, convertible securities or other equity securities in one or more transactions at prices and in a manner we determine from time to time. If we sell common stock, convertible securities or other equity securities in more than one transaction, investors may be materially diluted by subsequent sales. Such sales may also result in material dilution to our existing stockholders, and new investors could gain rights superior to our existing stockholders.

Our independent registered public accounting firm added an emphasis paragraph to their audit report contained in our Annual Report on Form 10-K for the fiscal year ended June 30, 2009 describing an uncertainty related to our ability to continue as a going concern.12

~~Due~~We toare ~~our~~a ~~continued~~smaller ~~losses~~reporting ~~and~~company, ~~limited~~and ~~capital~~the ~~resources,~~Company ~~our~~takes ~~independent~~advantage ~~registered~~of ~~public~~certain ~~accounting~~exemptions ~~firm~~from ~~issued~~disclosure ~~a report~~requirements ~~that~~available ~~describes an uncertainty related~~ to ~~our~~smaller ~~ability~~reporting ~~to continue as a going concern~~companies. ~~The~~This ~~auditors’~~could ~~report discloses that we did not generate~~make ~~significant revenues during~~ the ~~fiscal~~securities ~~year ended June 30, 2009, we incurred a net loss~~ of ~~approximately~~the ~~$6,425,846,~~Company ~~and~~less ~~consumed~~attractive ~~cash in operating activities of approximately $2,873,355. These conditions raise substantial doubt about our ability~~ to ~~continue~~investors ~~as a going concern~~ and may make it more difficult ~~for us~~ to ~~raise capital.~~compare ~~Our~~the ~~financial~~Company’s ~~statements do not include any adjustments that might~~performance ~~result~~with ~~from~~other ~~the~~public ~~outcome of this uncertainty~~companies.

~~One~~We are a “smaller reporting company” as defined in Rule 10(f)(1) of ~~our~~Regulation ~~directors~~S-K. ~~and~~Smaller ~~our~~reporting ~~CEO~~companies may take advantage of certain reduced disclosure obligations, including, Juamong ~~Baochun~~other things, ~~beneficially~~providing ~~owns~~only two years of audited financial statements. The Company will remain a ~~significant~~smaller ~~number~~reporting company until the last day of ~~shares~~the fiscal year in which (1) the market value of ~~our~~the Company’s common stock ~~which~~held ~~will~~by ~~have~~non-affiliates equals anor ~~impact~~exceeds on$250 ~~all~~million ~~major~~as ~~decisions~~of the end of the prior June 30th, or (2) the Company’s annual revenues equaled or exceeded $100 onmillion ~~which~~during ~~our~~such ~~shareholders~~completed ~~may~~fiscal ~~vote~~year and ~~which~~the ~~may~~market ~~discourage~~value anof ~~acquisition~~the Company’s common stock held by non-affiliates exceeds $700 million as of the prior June 30th. To the extent the Company takes advantage of such reduced disclosure obligations, it may also make comparison of the Company’s financial statements with other public companies difficult.

~~Ju Baochun,~~We ~~one~~may ofbe ~~our~~at ~~directors~~risk ~~and our CEO, currently owns approximately 56%~~ of ~~our~~ ~~outstanding~~securities ~~common~~class ~~stock. As a result, Mr. Ju has the ability to~~action ~~significantly impact virtually all corporate actions requiring shareholder approval, including the following:~~litigation.

•We ~~election~~may be at risk of ~~directors;~~securities class action litigation. In the past, small-cap issuers have experienced significant stock price volatility. If we face such litigation, it could result in substantial costs and a diversion of management’s attention and resources, which could harm our business and results in a decline in the market price of our common stock.

•General ~~amendment~~Risk ~~of organizational documents;~~Factors

•The ~~merger~~COVID-19 ofpandemic ~~our company~~ or the ~~sale~~widespread outbreak of ~~our~~any ~~assets~~other orcommunicable ~~other~~disease ~~corporate~~could ~~transactions;~~materially and adversely affect our business, financial condition and results of operations.

•Health ~~control~~pandemics, such as COVID-19, may significantly disrupt our business operations and adversely affect our financial condition. In the ~~outcome~~event of ~~any~~a ~~other~~pandemic, ~~matter~~government-mandated ~~submitted~~restrictions, supply chain disruptions, labor shortages, and decreased consumer spending could impair our ability to source and distribute products, meet customer demand, and maintain normal business functions. Additionally, increased health and safety costs, combined with potential delays in launching new products or executing marketing campaigns, may lead to a decline in revenue and profitability. Extended periods of economic uncertainty or reduced consumer confidence resulting from a health crisis could further exacerbate these challenges, potentially impacting our long-term growth. Moreover, future pandemics could have unforeseen consequences, including disruptions to the ~~security~~global ~~holders~~economy, changes ~~for~~in ~~vote~~regulatory requirements, or shifts in consumer behavior, all of which could have material adverse effects on our business.

~~The interests~~Geopolitical ofinstability ~~Mr.~~in ~~Ju may differ from~~ the ~~interests of our other shareholders.~~Middle ~~Further~~East, ~~Mr.~~including ~~Ju's~~armed ~~beneficial~~conflict ~~stock~~involving ~~ownership~~Iran, ~~may~~could ~~discourage~~adversely ~~potential~~affect ~~investors from investing in~~ our ~~common stock due to the lack of influence they could have on our~~ business ~~decisions~~, ~~which~~financial incondition, ~~turn~~and ~~could~~results ~~reduce~~of ~~our stock price~~operations.

IfOngoing geopolitical instability in the Middle ~~advertisers~~East, orincluding the ~~listening~~risk ~~public~~of doarmed ~~not~~conflict ~~accept~~involving Iran and broader regional hostilities, orcould ~~lose~~have ~~interest~~far-reaching consequences for global economic conditions and, in turn, our ~~radio~~ ~~advertising~~business. Although we do not have direct operations in the Middle East, our ~~revenues~~business ~~may~~is dependent beon ~~negatively~~the ~~affected~~continued stability of international trade and ~~our~~supply ~~business~~chains, ~~may~~consumer confidence, and the ability of our customers ~~not~~to ~~expand~~allocate orbudgets befor ~~successful~~our services and products.

~~China’a radio~~Armed ~~advertising~~conflict ~~industry~~in isthe ~~small~~Middle ~~and~~East, ~~underdeveloped compared to alternative~~particularly ~~advertising~~involving ~~media including television~~Iran, ~~outdoor,~~could ~~Internet,~~lead ~~newspapers~~to ~~and magazines. We~~significant ~~compete~~disruptions ~~with~~in ~~these~~global ~~media~~energy ~~and~~markets, ~~others~~resulting ~~for~~in ~~advertising spending~~increased ofoil ~~our current~~ and ~~prospective~~gas ~~customers~~prices. ~~Our~~ ~~success~~Rising energy ~~depends~~costs ~~upon~~could increase the ~~emergence~~cost of ~~radio~~international asshipping aand ~~viable messaging medium~~logistics, ~~the~~which ~~continued increase~~may inadversely ~~listenership~~impact ~~and~~our ~~ultimately~~ability ~~the~~to ~~broader~~source ~~acceptance~~and ofimport ~~radio by the~~wellness ~~advertisers~~products ~~themselves. Advertisers~~from ~~may~~Australia ~~elect~~for ~~not~~sale ~~to invest~~ in ~~radio advertising~~Taiwan asat acompetitive ~~whole~~prices. orAny ~~not~~sustained ~~use~~increase ~~our~~in ~~specific~~energy ~~services. If~~prices acould ~~substantial number~~also ofcontribute ~~advertisers~~to ~~lose~~broader inflationary ~~interest~~pressures in ~~advertising on~~ the ~~radio~~markets orwhere onwe ~~our channels specifically~~operate, wepotentially ~~will~~reducing beconsumer ~~unable~~purchasing topower ~~generate sufficient revenues~~ and ~~cash~~ ~~flows~~demand tofor ~~operate~~ our ~~business,~~wellness ~~and our financial condition and results of~~products ~~operations would be materially~~ and ~~adversely~~digital ~~affected~~marketing services.

~~If advertisers~~Geopolitical ~~lose~~instability ~~interest~~may also exacerbate volatility in ~~print~~foreign ~~media~~currency orexchange ~~air~~rates. ~~travel~~We ~~based~~earn ~~media,~~revenue ~~our~~denominated ~~airline magazine~~in ~~advertising~~Australian ~~revenues~~dollars ~~may~~and beNew ~~negatively~~Taiwan ~~affected~~dollars, and ~~our~~we ~~business~~are ~~may~~increasingly ~~not~~subject to currency exchange fluctuations across multiple currencies as we expand orinto beother ~~successful~~Asian markets such as Singapore. Heightened global uncertainty driven by Middle Eastern conflict could cause significant fluctuations in these currencies relative to the U.S. dollar, adversely affecting our reported financial results and increasing the cost of our international operations.

The air travel advertising industry in China is still developing. Although there has been support for air travel based advertising as well as print media in general, there is no certainty this will continue. We compete with all platforms and media types for a share of advertising spending of our current and prospective customers. Our success depends upon print and air travel based media continuing to develop and garner support from the advertising community. If a substantial number of advertisers lose interest in advertising in airline magazines, we will be unable to generate sufficient revenues and cash flows to operate our business, and our financial condition and results of operations would be materially and adversely affected.13

~~The~~Our digital marketing and video production business ~~process~~depends in part on the willingness of ~~building~~our acustomers ~~relationship~~to ~~with~~invest ~~a radio~~in ~~channel~~advertising and ~~then~~brand-building initiatives. Economic downturns, industry ~~gaining~~slowdowns, ~~exclusive~~or ~~rights~~shifts toin ~~their~~corporate advertising ~~inventory~~strategies ~~can~~resulting befrom ~~time~~global ~~consuming~~instability could lead to reduced spending on digital ~~and~~marketing ~~requires~~services, ~~resources~~negatively affecting our revenue. Additionally, ~~mostly~~our ~~management’s~~customers ~~time~~rely ~~and~~on ~~attention~~third-party media platforms such as YouTube, TikTok, ~~from~~Instagram ~~which~~Reels, weand YouTube Shorts to distribute our content. Any disruptions to these platforms’ operations or content ~~may~~policies becaused ~~unable~~by geopolitical developments, including government-imposed restrictions or sanctions, could adversely affect our ability to ~~recognize~~deliver ~~the~~services ~~anticipated~~to ~~benefits~~our clients.

~~Our business~~We ~~plan~~are ~~depends~~a ~~largely~~company onwith ~~our~~limited ~~ability~~operational tohistory, limited ~~gain~~revenue, ~~exclusive~~and ~~rights~~a tosmall ~~radio channels~~workforce spread across Australia, China~~. The~~, ~~process~~and ~~depends~~Taiwan. onAs ~~our~~a ~~ability to establish relationships with local~~result, ~~regional~~we ~~and~~may ~~national~~have ~~radio~~fewer ~~stations~~resources ~~which~~than larger ~~control~~competitors up to 10absorb ~~radio~~or ~~channels. Establishing~~mitigate ~~these~~the ~~relationships~~economic ~~and securing~~disruptions ~~exclusive~~caused ~~rights~~by togeopolitical ~~radio~~instability. ~~advertising~~Our ~~inventory~~ability ~~can~~to begenerate ~~lengthy~~sufficient ~~and~~cash ~~often~~flow ~~not~~from ~~result~~operations inis ~~securing~~already ofsubject ~~the exclusive rights. We often need~~ to ~~convince~~significant ~~radio~~uncertainty, ~~stations~~and ~~about~~any ~~the~~additional ~~benefit~~adverse ofmacroeconomic ~~partnering~~conditions ~~with~~resulting ~~us to ensure~~from ~~they~~conflict ~~maximize~~in the ~~value~~Middle ofEast ~~their~~could ~~individual~~further ~~channels~~strain ~~and~~our ~~station~~financial asresources ~~a whole. We invest considerable time~~ and ~~effort~~impair ~~into~~our ~~the~~ability ~~process~~to ~~but~~fund ~~a radio~~our ~~station~~operations ~~may~~and ~~decide~~business ~~not to partner with us~~development efforts. If aThe ~~majority~~occurrence of ~~targets~~ ~~decide~~any ~~not~~of tothe ~~partner~~foregoing ~~with~~risks ~~us,~~could wehave ~~will~~a ~~not~~material beadverse ~~able~~effect toon ~~grow~~ our business, financial condition, results orof ~~revenues~~operations, asand ~~planned~~prospects.

17ITEM 1B. UNRESOLVED STAFF COMMENTS.

~~The acquisition~~Not ~~of additional exclusive radio advertising inventory requires significant up front costs that may not be immediately recoverable~~applicable.

~~Once~~ITEM ~~we sign a contract with a radio channel to acquire the exclusive sales and marketing rights for its advertising inventory, we immediately deposit up to 25% of the first year's contract price~~1C. ~~Such~~ deposits are usually held for the term of the contract and roll-over as contracts are renewed. Further, we often have to establish a new sales office to handle the new contract. Such deposits and investments usually come months before any revenue is generated by the new contact. We may also experience further delays in revenue generation, if any, due to deployment delays or difficulties in selling advertising time to new or current advertisers to be aired on the new radio channels acquired.CYBERSECURITY

~~The acquisition~~Risk ofManagement ~~additional~~and ~~exclusive radio advertising inventory may result in the Company placing advertisements that are restricted.~~Strategy

~~The acquisition~~We ofrecognize ~~new advertising inventory either through new contracts with channels or~~ the ~~acquisition~~significance of ~~competing businesses may result in the Company~~cybersecurity ~~placing advertisements that are restricted by the regulatory body. An estimated 40% to 50% of current radio advertising~~ in ~~China~~our isbusiness ~~sold to companies placing “medical advertisements~~operations.~~” These~~ ~~advertisements are restricted and per the regulatory body may not be aired without prior approval by relevant government authorities. However~~Therefore, ~~local~~we ~~regulatory bodies~~ have ~~overlooked~~ ~~strict~~established ~~enforcement so far due to concerns strict enforcement may lead to~~ a ~~financial~~cybersecurity ~~crisis~~and inrisk ~~the~~management ~~radio~~framework, ~~industry. As~~which weincludes ~~expand~~regular ~~our~~cybersecurity ~~inventory~~risk weassessments ~~are likely~~ to beidentify inand aevaluate ~~situation~~potential ~~where~~cyber-attack anthreats ~~acquisition~~ and /information orsecurity ~~radio channel~~weaknesses ~~has~~that ~~existing~~may ~~sales~~affect ~~derived~~our ~~from such advertisements~~business. ~~The~~ ~~Company~~We ~~plans~~plan to ~~eliminate~~implement ~~such~~a ~~advertisements~~series ~~but may not be able to immediately as many~~ of ~~these~~preventive ~~advertisements are content substitutes which will require the channels replace the content prior to eliminating the advertisements. Further~~measures, ~~the~~including ~~Company~~firewalls, ascyber-attack ~~part~~detection ~~of negotiations with radio channels~~systems, ~~may offer a timed removal of the advertisements as they often provide an existing source of revenue that can not be immediately replaced~~ and ~~that~~ ~~offsets~~data ~~the immediate costs associated with a new contract. The Company~~encryption, ~~as a core principle, will follow all applicable advertising laws; however, the Company also accepts the need at times~~ to ~~phase the restricted~~safeguard ~~advertisements~~confidential ~~out~~information ~~versus~~and ~~an immediate removal~~data.

~~There~~We ~~are~~regularly conduct cybersecurity awareness notraining ~~guarantees~~for ~~the~~employees ~~regulatory~~to ~~body~~enhance ~~will~~their ~~not~~awareness ~~immediately~~of ~~eliminate~~potential ~~all~~cybersecurity ~~such restricted~~threats ~~advertisements~~and ensure they take appropriate preventive measures. If Our ~~the~~business ~~Company~~relies ~~through~~on ~~acquisitions~~digital platforms, cloud storage, and software tools for content creation and marketing in connection with our ~~new~~digital ~~contacts~~marketing ~~implements~~and avideo ~~phase~~production ~~out~~services, ~~approach~~as towell as e-commerce platforms such ~~advertisements,~~as aShopee ~~change~~for inthe sale of our wellness products. ~~regulatory~~As ~~action~~a ~~would~~result, ~~adversely~~we ~~impact~~are particularly focused on safeguarding the ~~result~~integrity and security of the ~~Company. The~~ ~~Company~~digital ~~does~~tools ~~not~~and ~~currently~~platforms ~~sell~~on ~~any~~which ~~such~~our ~~restricted~~operations ~~advertisements~~depend.

We ~~face~~ ~~significant~~endeavor ~~competition~~to ~~from~~comply ~~alternative~~with ~~advertising~~applicable ~~media,~~data protection and ifcybersecurity laws and regulations in the jurisdictions in which we ~~do not~~operate, ~~compete~~including ~~successfully~~Australia’s ~~against~~Privacy ~~new~~Act and ~~existing~~the ~~competitors~~Australian Prudential Regulation Authority’s cybersecurity guidance, weTaiwan’s ~~may~~Personal ~~not~~Data beProtection Act, and Singapore’s Personal ~~able~~Data toProtection ~~execute~~Act on(PDPA). ~~our~~We ~~plan,~~take appropriate measures to protect sensitive business and ~~our~~customer ~~profitability~~data ~~may~~while beensuring ~~adversely~~that our data ~~affected~~handling practices comply with applicable local privacy and data security requirements.

~~The~~Our ~~radio industry~~cybersecurity incrisis ~~China~~management isplan ~~underdeveloped and for the most underutilized by~~outlines ~~advertisers in~~ the ~~market. We~~items, ~~compete~~procedures, ~~first~~ and ~~foremost~~actions ~~with alternative~~we ~~advertising~~will ~~media~~undertake toin ~~increase~~ the ~~level~~event of ~~investment~~a incybersecurity ~~radio advertising~~incident, inincluding ~~China. We~~detection, ~~compete~~response, ~~with~~mitigation, and ~~other~~remediation. ~~mobile~~When ~~digital~~a ~~television advertising~~potential ~~companies~~threat ~~and~~or ~~new~~incident ~~media~~arises, ~~advertising~~our ~~companies~~cybersecurity ~~in China. Further,~~incident ifresponse ~~the~~team ~~radio~~will ~~advertising~~assign ~~industry~~a ~~expands~~risk aslevel ~~expected~~classification inand ~~the~~initiate ~~coming years,~~ the ~~Company~~necessary isescalation ~~likely~~procedures tooutlined ~~face~~in ~~new~~our ~~competitors~~plan. ~~focused~~All ~~on selling~~incidents ~~radio~~that ~~advertising. We~~are ~~compete~~initially ~~for~~assessed ~~advertising~~by ~~customers primarily on~~ the ~~basis~~cybersecurity incident ofresponse ~~cost~~team ~~per~~as ~~impression~~potentially ~~and~~high-risk ~~reach~~are ofescalated ~~the~~promptly ~~radio~~to ~~channels~~our ~~we have~~Chief ~~under~~Executive ~~contract. Specifically~~Officer, inwho ~~the~~will ~~radio~~determine ~~advertising~~whether ~~industry~~and wewhat ~~compete~~elements ~~with~~of ~~Yuan~~our ~~Chuan~~cybersecurity ~~Radio,~~crisis ~~Beijing~~response ~~Universal~~and ~~Chief~~management ~~Advertising, Simulcast,~~plan ~~Beijing~~should ~~Radio~~be ~~Station~~activated, ~~Xinhua~~including ~~Finance~~escalation ~~Media~~to ~~Unlimited and numerous~~ other ~~smaller~~senior ~~radio advertising companies~~management. ~~We also face competition~~ ~~from~~Our ~~radio~~Chief ~~stations~~Executive ~~that~~Officer ~~establish~~will ~~their~~inform ~~own~~our ~~sales~~board ~~networks. The Company~~of ~~views~~directors ~~its~~of ~~primary~~cybersecurity ~~competition~~incidents, as ~~coming~~appropriate, ~~from~~considering ~~other~~a ~~advertising~~variety ~~media~~of factors, ~~such~~including ~~as television~~financial, ~~outdoor~~operational, ~~newspapers~~legal, ~~magazines~~or ~~and~~reputational ~~the Internet~~impact. ~~The alternative media have already established a stronger presence in China and have a far more comprehensive and organized sales effort.~~

18We have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition. In the event of any significant cybersecurity incidents, we will publicly disclose the nature, scope, and impact of the incident, as well as the remediation measures we implement.

Further, we may also face competition from new entrants into radio advertising. Though we are working to acquire a significant amount of exclusive radio advertising minutes, the total amount of radio advertising inventory in China is approximately 80 million minutes. The vast amount of minutes across China means that as radio becomes a more viable advertising medium, there will be plenty of inventory available for competitors looking to enter the market. Therefore, we cannot assure you we will succeed in executing on our plan of gaining a market leading amount of advertising under contract at very attractive rates.14

~~Increased competition~~Risk could reduce our ability to secure new contracts for radio advertising, attract new customers and maintain our planned growth trajectory. We cannot assure you we will successfully compete against new or existing competitors.Governance

~~The airline~~We ~~magazine~~are ~~will~~committed ~~continue~~ to ~~face~~appropriate ~~competition~~cybersecurity governance ~~from~~and ~~alternative~~oversight. ~~print~~Our ~~media as~~technology ~~well~~and ascybersecurity ~~alternative~~program ~~platforms. Further,~~is the ~~Company~~principal ~~will~~responsibility ~~find increasing~~of ~~competition~~our ~~from~~board ~~airport~~of ~~based advertising~~directors. ~~Increased~~Our ~~competition~~board ~~could~~of ~~impact~~directors ~~our~~will ~~revenue~~regularly review the cybersecurity policies and ~~profit~~incident byresponse ~~driving~~plans ~~prices~~to ~~down~~ensure ~~and~~the ~~costs~~Company remains vigilant against upcybersecurity threats.

IfOur board of directors has oversight of our strategic weand orbusiness ~~someone~~risk ~~else~~management inand ~~the~~has ~~radio~~delegated ~~advertising~~cybersecurity ~~industry~~risk ~~does~~management ~~not~~oversight ~~“champion”~~to the Chief Executive Officer and our cybersecurity ~~industry,~~incident response team. Our board of directors are responsible for ensuring that management has processes in place designed to identify and evaluate cybersecurity risks to which we ~~may~~are ~~not~~exposed beand ~~able~~to implement processes and programs to ~~execute~~manage cybersecurity risks and mitigate cybersecurity incidents. Management is responsible for identifying, assessing, and managing material cybersecurity risks on an ongoing basis, establishing processes to ensure that such potential cybersecurity risk exposures are monitored, putting in place appropriate mitigation measures, maintaining cybersecurity policies and procedures, and providing regular reports to our ~~sales~~board ~~plan~~of directors. The Company will continue to commit to maintaining high standards of cybersecurity practices to protect the interests of our customers, shareholders, and other stakeholders. We will continuously monitor the latest developments in the field of cybersecurity and update our ~~profitability~~cybersecurity ~~may~~and berisk ~~adversely~~management ~~affected~~framework as needed.

~~We believe~~ITEM ~~the radio industry in China is underdeveloped and for the most part underutilized by advertisers~~2. As ~~such, the industry will require a “champion” to promote the inherent benefits of adding radio advertising to existing marketing activities~~PROPERTIES. Companies in China, to date, have not adopted radio as part of their advertising plan as companies have done in other parts of the world. For the industry to meet the more aggressive growth forecasts, we believe the medium as a whole will have to become a larger part of the marketing spending by larger advertisers in China. We expect to take an active role in championing the industry but accept that this will require an investment of time and resources. There are no guarantees our effort to promote the radio advertising industry will be successful in attracting an increased market share of radio advertising. We cannot assure you we will be able to efficiently or effectively promote the radio advertising industry to become a larger portion of the total advertising spending. Any failure to effectively develop the radio advertising industry may materially and adversely affect our business and future growth.

~~Acquisitions of~~The ~~existing radio advertising businesses and new exclusive contracts with radio~~Company ~~channels~~does ~~may~~not ~~expose~~own usany ~~to potential risks and have an adverse effect on our ability to manage our business~~properties.

~~Selective~~On October ~~acquisitions~~27, ~~and~~2025, ~~new~~the ~~deals~~Taiwan ~~directly~~branch ~~with radio channels form a major part~~ of ~~our strategy~~Wombat toAustralia ~~expand~~Holdings ~~our~~Pty ~~business. As~~Ltd weentered ~~are~~into ~~presented~~a ~~with~~new ~~appropriate opportunities,~~6-month welease ~~may~~agreement ~~acquire additional businesses or exclusive contracts~~ for ~~radio~~ ~~advertising that are part of our core business. Our integration of~~ the ~~acquired~~registered ~~entities and contacts into our business may not be successful and~~office ~~may~~located ~~not~~at ~~enable~~5th usFloor, ~~to expand into new markets~~No. ~~This~~ ~~would significantly~~1, ~~affect~~Section ~~the~~176, ~~expected~~Keelung ~~benefits of these acquisitions. Moreover~~Road, ~~the~~Xinyi ~~integration of new acquisitions has required~~District, ~~and~~Taipei ~~will continue~~City. toThe ~~require,~~lease ~~significant~~term ~~attention~~is from ~~our~~December ~~management.~~1, ~~Future acquisitions~~2025 ~~will~~to ~~also~~May ~~likely present similar challenges~~31, 2026.

~~The~~On July ~~diversion~~28, of2025, ~~our~~the ~~management’s~~Taiwan ~~attention~~branch ~~and~~of ~~difficulties~~Wombat ~~encountered~~Australia inHoldings ~~any integration~~Pty ~~process~~Ltd ~~could~~entered ~~have~~into ana ~~adverse~~12-month ~~effect~~lease onagreement ~~our~~for ~~ability~~the toprincipal ~~manage~~business ~~our~~address ~~business.~~located Inat ~~addition,~~6th ~~we may face challenges trying to integrate new operations~~Floor, ~~services and personnel with our existing operations~~No. ~~Our~~186, ~~recent acquisitions~~Minzu ~~and~~Road, ~~possible~~Banqiao ~~future acquisitions may also expose us to other potential risks~~District, ~~including~~New ~~risks~~Taipei ~~associated~~City. ~~with~~The ~~unforeseen~~lease orterm ~~hidden liabilities,~~is ~~the diversion of resources~~ from ~~our~~August ~~existing businesses and technologies~~1, ~~our~~2025 ~~inability~~ to ~~generate~~August ~~sufficient revenues to offset the costs~~1, ~~expenses~~ of acquisitions and potential loss of, or harm to, relationships with employees and advertising customers as a result of our integration of new businesses and new regulations governing cross-border investment by PRC residents2026.

~~There~~The register ~~may~~office beaddress ~~unknown~~of ~~risks~~Wombat ~~inherent~~Australia inHoldings ~~our~~Pty ~~acquisitions~~Ltd ~~and~~is ~~signing~~located ofat ~~new~~Suite ~~contracts with~~57, ~~radio~~15 ~~channels~~Terminus ~~for~~St, ~~the~~Castle ~~exclusive~~Hill, ~~sales~~NSW, ~~and~~Australia, ~~marketing~~under ~~rights~~a ~~of their~~month-to-month ~~advertising~~lease ~~inventory~~arrangement.

~~Although we~~We ~~conduct~~believe ~~due~~our ~~diligence~~facilities ~~with~~are ~~respect to the major acquisitions we have~~sufficient ~~undertaken and expect~~ to domeet so with respect to future acquisitions, we may not be aware of all of the risks associated with the targets of such acquisitions. Any discovery of adverse information concerning any company we acquired could have a material adverse effect on our ~~business, financial~~current ~~condition~~needs and ~~results~~that ofadditional ~~operations.~~suitable ~~While~~space weis ~~are~~available ~~entitled~~as ~~to seek indemnification in certain circumstances, successfully asserting indemnification or enforcing such indemnification could be costly~~ and ~~time~~when ~~consuming~~needed ~~or may not be successful~~ at ~~all~~reasonable rates.

19ITEM 3. LEGAL PROCEEDINGS.

~~Failure to~~To ~~manage~~the ~~our~~best ~~growth~~of ~~could strain~~ our ~~management~~knowledge, ~~operational~~none ~~and~~of ~~other resources~~our ~~and~~directors weor ~~may~~executive ~~not~~officers has bebeen ~~able~~the tosubject ~~achieve anticipated levels~~ of ~~growth in~~ the ~~new~~ ~~networks~~follow ~~and media platforms we are beginning to operate~~events, ~~either~~during ofthe ~~which could~~past ~~materially~~ten ~~and adversely affect our business and growth potential.~~years:

We1) ~~have expanded~~A ~~our~~petition ~~operations~~under ~~and~~the ~~plan~~federal tobankruptcy ~~continue~~laws toor ~~expand~~any instate ~~China. We must~~insolvency ~~continue~~law towas ~~expand~~filed ~~our~~by ~~operations~~or toagainst, ~~meet~~or ~~our~~a ~~plan~~receiver, ~~and~~fiscal ~~the~~agent ~~expected~~or ~~needs of~~similar ~~the~~officer ~~emerging~~was ~~radio~~appointed ~~advertising~~by ~~industry. We~~a ~~must~~court ~~continue to sign new contracts~~ for the ~~exclusive~~business ~~rights~~or toproperty ~~radio advertising inventory across China. We also need to take advantage~~ of ~~the current environment that provides the opportunities to enter into~~ such ~~agreements. Our expansion has resulted~~person, ~~and~~or ~~will~~any ~~continue~~partnership ~~to result,~~ in ~~substantial~~which ~~demands~~he ~~on our~~was ~~management's resources. It has also increased our need for~~ a ~~reliable~~general ~~supply of~~partner ~~management~~at toor ~~handle~~within ~~the~~two ~~sales~~years ~~and~~before ~~marketing activities needed in~~ the ~~expanding~~ ~~markets. To~~time ~~manage~~of ~~our~~such ~~growth~~filing, weor ~~must~~any ~~develop~~corporation and improve our existing administrative and operational systems and, our financial and management controls and further expand, train and manage our work force. We may not be able to manage our current or ~~future~~business ~~expansion as~~association ~~it extends beyond our base~~ of ~~operations~~which inhe ~~Beijing,~~was ~~China. We cannot~~an ~~assure~~executive ~~you~~officer weat ~~will~~or bewithin ~~able~~two toyears ~~efficiently~~before ~~or effectively manage~~ the ~~growth~~ time of ~~our~~such ~~operations, recruit top talent and train our personnel. Any failure to efficiently manage our expansion may materially and adversely affect our business and future growth.~~filing;

~~Our business~~2) ~~depends~~Convicted ~~substantially~~in ona ~~the~~criminal ~~continuing~~proceeding ~~efforts~~or ofis ~~our~~a ~~key~~named ~~executives. Our~~subject ~~business~~of ~~may~~a bepending ~~severely~~criminal ~~disrupted~~proceeding if(excluding wetraffic ~~lose~~violations ~~their services.~~and other minor offenses);

Our future success heavily depends upon the continued services of our key executives, particularly Ju BaoChun our Chief Executive Officer, and Jeffrey Dash, our Chief Financial Officer. We rely on the expertise of our key executives in business operations and the advertising industries and on their relationships with our stockholders, business partners and regulators. If one or more of our key executives is unable or unwilling to continue in his present positions, we may not be able to replace them easily or at all. Therefore, our business may be severely disrupted, our financial condition and results of operations may be materially and adversely affected and we may incur additional expenses to recruit and train personnel.15

~~Our senior~~3) ~~management~~The ~~and~~subject ~~employees~~of ~~have~~any ~~worked~~order, ~~together~~judgment, ~~for~~or adecree, ~~short~~not ~~period~~subsequently ofreversed, ~~time~~suspended or vacated, ~~which~~ ~~may~~of ~~make~~any itcourt ~~difficult~~of ~~for~~competent ~~you~~jurisdiction, topermanently ~~evaluate~~or ~~their~~temporarily ~~effectiveness~~enjoining ~~and~~him ~~ability to~~from, ~~address~~or ~~challenges.~~otherwise limiting, the following activities;

~~Due~~i. ~~to our~~Acting ~~limited~~as ~~operating~~a ~~history~~futures commission merchant, ~~certain~~introducing ofbroker, ~~our~~commodity ~~senior~~trading ~~management~~advisor, ~~and~~commodity ~~employees have~~pool ~~worked~~operator, ~~together~~floor atbroker, leverage transaction merchant, any other person regulated by the ~~Company~~Commodity ~~for~~Futures aTrading ~~relatively~~Commission, ~~short~~or ~~period~~an associated person of ~~time. As~~ aany ~~result~~of the foregoing, itor ~~may~~as bean ~~difficult~~investment ~~for~~adviser, ~~you~~underwriter, tobroker ~~evaluate~~or ~~the effectiveness~~dealer ofin ~~our~~securities, ~~senior~~or ~~management~~as ~~and~~an ~~other~~affiliated ~~key~~person, ~~employees~~director or employee of any investment company, bank, savings and ~~their~~loan ~~ability to~~association ~~work~~or ~~with~~insurance ~~the~~company, ~~employees~~or ofengaging ~~our~~in ~~operating~~or ~~groups~~continuing ~~and~~any ~~address~~conduct ~~future~~or ~~challenges to~~practice ~~our~~in ~~business.~~connection with such activity;

~~If we~~ii. ~~are~~Engaging ~~unable~~in toany ~~attract,~~type ~~train~~of ~~and retain key individuals, highly skilled employees and important talent, our~~ business ~~may~~practice; ~~be adversely affected.~~or

~~We need to hire additional employees, including personnel to sell our radio advertising inventory and administrative staff to support our operations~~iii. IfEngaging wein ~~are~~any ~~unable to~~activity ~~identify,~~in ~~attract,~~connection ~~hire,~~with ~~train~~the ~~and~~purchase ~~retain~~or ~~individuals~~sale inof ~~these~~any ~~areas~~security or ~~retain~~ ~~our~~commodity ~~existing~~or ~~employees,~~in ~~due~~connection ~~to our failure to provide them~~ with ~~adequate incentives~~any orviolation ~~otherwise, the effectiveness~~ of ~~our~~Federal ~~sales~~or ~~efforts~~State ~~and~~securities ~~overall business~~laws ~~management~~or ~~may~~Federal becommodities ~~negatively impacted, which could adversely affect our business, expansion and results of operations.~~laws;

~~We may~~4) beThe subject toof ~~intellectual~~any ~~property~~order, ~~infringement~~judgment ~~claims~~or decree, ~~which~~not ~~may~~subsequently ~~force~~reversed, us suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right of such person to ~~incur~~engage ~~legal~~in ~~expenses~~any ~~and~~activity ~~could~~described ~~potentially~~in ~~result~~paragraph 3)i in ~~judgments~~the ~~against~~preceding ~~us, which~~paragraph ~~may~~or ~~materially~~to ~~disrupt~~be ~~our~~associated ~~business.~~with persons engaged in any such activity;

We5) ~~cannot be~~Was ~~certain~~found ~~our~~by ~~radio~~a ~~advertising~~court ~~content or other aspects~~ of ~~our~~competent ~~business~~jurisdiction doin ~~not or~~a ~~will~~civil ~~not~~action ~~infringe upon patents, copyrights~~ or ~~other intellectual property rights held~~ by ~~third~~the ~~parties.~~SEC ~~Although~~to wehave ~~are~~violated ~~not~~any ~~aware~~federal ofor ~~any~~state ~~such~~securities ~~claims~~law, ~~we may become subject to legal proceedings~~ and ~~claims relating to~~ the ~~intellectual property~~judgment ~~of others~~ in ~~the~~such ~~ordinary~~civil ~~course~~action ofor ~~our~~finding ~~business.~~by ~~If we are found to have violated~~ the ~~intellectual~~SEC ~~property~~has ~~rights~~not ofbeen ~~others,~~subsequently ~~we may be enjoined from using such intellectual property~~reversed, ~~and we may incur licensing fees or be forced to develop alternatives. In addition~~suspended, ~~we may incur substantial expenses in defending against these third party infringement claims, regardless of their merit. Successful infringement~~ or ~~licensing claims against us may impact our ability to place advertisement for our customers or in substantial monetary liabilities, which may materially and adversely disrupt our business.~~vacated;

206) Was found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated;

~~If we~~7) ~~fail~~Was ~~to implement effective internal controls required by~~ the ~~Sarbanes-Oxley Act~~subject of ~~2002~~, toor ~~remedy~~a party to, any ~~material~~federal ~~weaknesses~~or instate ~~our~~judicial ~~internal~~or ~~controls~~administrative ~~that~~order, ~~we may~~judgment, ~~identify~~decree, or tofinding, ~~obtain~~not ~~the~~subsequently ~~attestation required by Section 404 of the Sarbanes-Oxley Act of 2002~~reversed, ~~such~~suspended ~~failure~~or ~~could result in material misstatements in our financial statements~~vacated, ~~cause~~relating ~~investors~~ to ~~lose~~an ~~confidence~~alleged inviolation ~~our reported financial information and have a negative effect on the trading price~~ of ~~our common stock.~~:

Section 404 of the Sarbanes-Oxley Act of 2002 requires management of public companies to develop and implement internal controls over financial reporting and evaluate the effectiveness thereof, and the independent auditors to attest to the effectiveness of such internal controls and the evaluation performed by managementi. We ~~have~~Any ~~not~~federal ~~yet~~or ~~been~~state ~~required~~securities toor ~~obtain~~commodities ~~the~~law ~~independent auditor~~or ~~attestation~~regulation; ~~required by the Sarbanes-Oxley Act of 2002.~~or

ii. Any ~~failure~~ tolaw ~~complete~~or ~~our~~regulation ~~assessment~~respecting ~~of our internal controls over~~ financial ~~reporting,~~ toinstitutions ~~remediate any material weaknesses that we may identify,~~ or ~~to implement~~insurance ~~new~~companies ~~or improved controls~~including, orbut ~~difficulties~~not ~~encountered~~limited ~~in their implementation~~to, ~~could~~a ~~harm~~temporary ~~our operating results, cause us to fail to meet our reporting obligations~~ or ~~result~~permanent ~~in material misstatements in our financial statements. Any such failure also could adversely affect the results of the periodic management evaluations of our internal controls and~~injunction, inorder ~~the case~~ of adisgorgement ~~failure~~or ~~to remediate any material weaknesses that we may identify~~restitution, ~~would adversely~~civil ~~affect~~money ~~our~~penalty ~~ability~~or totemporary ~~obtain~~or ~~the~~permanent ~~annual auditor attestation reports regarding the effectiveness of our internal controls over financial reporting that are required under Section 404 of the Sarbanes~~cease-~~Oxley Act. Inadequate~~and-desist ~~internal~~order, ~~controls~~or ~~could~~removal ~~also~~or ~~cause~~prohibition ~~investors to lose confidence in our reported financial information~~order, ~~which could have a negative effect on the trading price of our common stock.~~or

~~Further, because~~iii. ~~some~~Any ~~members~~law ofor ~~our~~regulation ~~management~~prohibiting ~~team~~mail ~~have limited~~ or nowire ~~experience operating~~fraud aor ~~publicly-traded~~fraud ~~company, we may need to recruit, hire, train and retain additional financial reporting, internal controls and other personnel~~ in ~~order~~ toconnection ~~develop~~with ~~and~~any ~~implement~~business ~~appropriate~~entity; ~~internal controls and reporting procedures. This may be time consuming, difficult and costly for us.~~or

~~We need additional~~8) ~~capital~~Was ~~and~~the wesubject ~~may~~of, ~~not~~or bea ~~able~~party to, ~~obtain~~any itsanction or order, ~~which~~not ~~could~~subsequently ~~adversely affect~~reversed, ~~our~~suspended ~~liquidity~~or ~~and~~vacated, ~~financial~~of ~~position~~any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

WeITEM ~~will require additional cash to make acquisitions, secure new radio advertising inventory and achieve our business plan~~4. We ~~plan~~MINE toSAFETY ~~expand through new contracts and acquisitions~~DISCLOSURES. We have identified many targets but still many have not been identified. The Company will need additional capital to execute its current business plan. The cost of acquisitions and the cost of signing new contracts for radio advertising is not known until the opportunities are analyzed, due diligence has commenced and negotiations are underway. The Company will need to raise additional capital to expand at its planned rate. The sale of additional equity securities could result in additional dilution to our stockholders. The incurrence of indebtedness would result in increased debt service obligations and could result in operating and financing covenants that would restrict our operations. We may not be able to obtain financing in amounts or on terms acceptable to us, if at all. As a result, our operating results and financial condition could be adversely affected.

~~Our ability~~Not ~~to obtain additional capital on acceptable terms is subject to a variety of uncertainties, including:~~applicable.

~~o Investors’ perception of, and demand for, securities of radio advertising companies;~~16

oPART AII ~~decline in economic conditions in China leading to reduced demand for securities of Chinese advertising companies overall;~~

o Our ~~future~~common ~~results~~stock ofis ~~operations~~quoted on the OTCID Basic Market under the symbol “HAFG.” Any over-the-counter market quotations on the OTCID Basic Market reflect inter-dealer prices, without ~~financial~~retail ~~condition~~mark-up, ~~and~~mark-down ~~cash~~or ~~flows;~~commission and may not necessarily represent actual transactions.

oTransfer ~~PRC governmental regulation of foreign investment in advertising services companies in China.~~Agent

WeOur ~~cannot~~transfer agent for ~~assure~~our ~~you~~common ~~financing~~stock ~~will~~is beEquiniti ~~available~~Trust inCo., ~~amounts~~275 orMadison onAvenue, ~~terms~~34th ~~acceptable~~Floor, toNew usYork, if atNY ~~all~~10016. ~~Any~~Tel: ~~failure by us to raise additional funds on terms favorable to us could have a material adverse effect on our liquidity and financial condition~~303-282-4800.

21Holders of Our Common Stock

~~We have~~As ~~limited~~of ~~insurance~~March ~~coverage~~25, ~~for~~2026, we had 96 record holders of our ~~operations~~common stock (not including beneficial owners who hold shares at broker/dealers in ~~China~~“street name”).

~~The insurance~~Dividend industry in China is still at an early stage of development. Insurance companies in China offer limited insurance products. We determined that the risks of disruption or liability from our business, the loss or damage to our property, including our facilities, equipment and office furniture, the cost of insuring for these risks, and the difficulties associated with acquiring such insurance on commercially reasonable terms make it impractical for us to have such insurance. As a result, we do not have any business liability, disruption, litigation or property insurance coverage for our operations in China. Any uninsured occurrence of loss or damage to property, or litigation or business disruption may result in the incurrence of substantial costs and the diversion of resources, which could have an adverse effect on our operating results.Policy

~~Risks~~While there are no restrictions that limit our ~~related~~ability to pay dividends, we have not paid, and do not currently intend to pay cash dividends on our common stock in the ~~regulation~~foreseeable future. Our policy is to retain all earnings, if any, to provide funds for the operation and expansion of our business. ~~and~~The declaration of dividends, if any, will be subject to the discretion of our Board of Directors, which may consider such factors as our results of ~~structure~~operations, financial condition and capital needs, among others.

~~If the~~Recent ~~PRC~~Sales ~~government~~of ~~finds~~Unregistered ~~that the agreements that establish the structure for~~Securities; ~~operating~~Use ~~our~~of ~~China~~Proceeds ~~business~~from doRegistered ~~not comply with PRC governmental restrictions on foreign investment in the advertising industry, we could be subject to severe penalties.~~Securities

~~The~~Below ~~PRC government~~sets ~~requires~~forth ~~foreign~~information ~~entities~~regarding ~~that~~all ~~invest in PRC companies providing~~securities ~~advertising services to have at least two years~~ of ~~direct operations in~~ the ~~advertising~~ ~~industry~~registrant ~~outside~~sold ofby ~~China. We~~the ~~recently~~registrant ~~entered~~within the ~~radio advertising~~past ~~industry~~three ~~and~~years ~~have~~which ~~not~~were ~~operated any advertising business outside of China and therefore, we do~~ not ~~qualify~~registered ~~to directly invest in or provide advertising services in China. We are a Nevada based company with subsidiaries in the British Virgin Islands and Hong Kong and therefore treated as foreign entity~~ under ~~Chinese law. Accordingly, our China based subsidiaries Legend (Beijing) Consulting Co., Ltd and Legend (Beijing) Information and Technology Co., Ltd are currently ineligible to apply for~~ the ~~required~~ ~~licenses~~Securities ~~to provide advertising services in China~~Act. Our business is currently operated through our contractual arrangements with our consolidated affiliated entities, TJ YSLD and MAIHESI. Both TJ YSLD and MAIHESI are currently owned by Ju Baochun and Xue Wei and hold the requisite licenses to provide advertising services in China.

TJAll ~~YSLD and~~of ~~MAIHESI~~these ~~directly~~sales ~~operate~~were ~~our~~exempt ~~advertising~~from ~~business,~~registration under ~~sell~~the ~~advertising~~Securities toAct ~~our customers~~by ~~and~~reason ~~enter~~of ~~into~~Section ~~sales~~4(a)(2) ~~and~~of ~~marketing~~the ~~agreements~~Securities ~~with~~Act, ~~radio stations. We~~as ~~have~~transactions ~~been~~by ~~and~~an ~~will~~issuer ~~continue~~not toinvolving ~~depend~~a onpublic ~~the two PRC~~offering. ~~companies~~The torecipients ~~operate~~of ~~and~~securities ~~build~~in ~~our~~each ~~business. We~~of dothese ~~not~~transactions ~~have~~represented ~~any equity~~their ~~interest~~intentions into TJacquire ~~YSLD~~the ~~and~~securities ~~MAIHESI,~~for ~~but~~investment ~~receive~~only and ~~the~~not ~~economic~~with ~~benefits~~a ~~of ownership~~view ~~through~~to ~~contractual~~or ~~arrangements. We~~for ~~entered~~sale ~~into contractual~~in ~~arrangements~~connection with ~~PRC~~any ~~operating~~distribution ~~affiliates~~of the securities, and ~~their~~appropriate ~~respective subsidiaries,~~legends ~~pursuant~~were affixed to ~~which~~the share ~~we,~~certificates ~~through~~issued ~~our~~in ~~PRC~~such ~~operating~~transactions. ~~subsidiaries, provide~~We ~~technical~~relied ~~support~~on ~~and~~information ~~consulting~~from ~~services~~purchasers tothat ~~our~~they ~~PRC~~were ~~operating affiliates~~accredited investors and/or ~~their~~such investors ~~subsidiaries.~~were Inprovided ~~addition,~~adequate weinformation ~~made~~and ~~agreements~~were ~~with~~otherwise ~~our~~determined ~~PRC operating~~to ~~affiliates~~be ~~and~~suitable. ~~each~~In ofall ~~their~~cases, ~~shareholders~~there ~~which~~was ~~provide~~no uspublic ~~with~~solicitation. The issuances of the ~~substantial~~ ~~ability~~securities todescribed ~~control~~below ~~these~~were ~~affiliates~~effected ~~and~~without ~~their~~the ~~existing~~involvement ~~and~~of ~~future subsidiaries~~underwriters.

IfOn weJuly 12, ~~or our~~2022, ~~existing~~the orCompany ~~future~~entered ~~PRC~~into ~~operating subsidiaries and affiliates, are found to~~a ~~violate~~share ~~any~~exchange ~~existing~~agreement orwith ~~future~~Wombat ~~PRC~~Australia ~~law~~Holdings orPty ~~regulation~~Ltd, orpursuant ~~fail~~ to ~~obtain~~which ~~or maintain any of~~ the ~~required~~Company ~~permits~~issued ~~or approvals~~2,000,000 ~~the~~shares ~~relevant~~of ~~PRC~~common ~~regulatory~~stock ~~authorities,~~to ~~including~~Chen-Ting ~~the~~Lin ~~SAIC,~~in ~~which~~exchange ~~regulates~~for ~~the~~100 ~~registration~~% ~~and~~equity ~~operation of~~ownership ~~advertising companies, would have broad discretion~~ in ~~dealing with such violations, including:~~Wombat.

oOn ~~Revoking~~June 5, 2024, the ~~business~~Company ~~and~~issued ~~operating~~35,000,000 shares ~~licenses~~of Common Stock (the “Issuance Shares”) to its director, Huang Huei-Ching at a purchase price of ~~our~~$0.001 ~~PRC~~per ~~subsidiaries~~Issuance Share. ~~and~~Ms. ~~affiliates;~~Huang paid for the Issuance Shares by forgiving $35,000 of debt owed to her by the Company.

oOn ~~Discontinuing~~September or12, ~~restricting~~2025, ~~our~~the ~~PRC~~Company ~~subsidiaries’~~issued ~~and~~3,300,000 shares ~~affiliates’~~of ~~operations;~~common stock to three investors for cash at a purchase price of $0.001 per share, in reliance on Regulation S.

oIssuer ~~Imposing~~Purchases ~~fines, confiscating the income~~ of ~~our~~Equity ~~PRC~~Securities ~~subsidiaries and affiliates or our income, or imposing conditions or requirements with which we or our PRC subsidiaries and affiliates may not be able to comply;~~

oNo ~~Requiring~~repurchases usof or our ~~PRC~~common ~~subsidiaries~~stock ~~and~~were ~~affiliates~~made during ~~to restructure~~ the ~~relevant~~three ~~ownership~~months ~~structure~~ended orDecember ~~operations;~~31, or2025.

~~o Restricting or prohibiting our use of the proceeds from our initial public offering or private placement to finance our business and operations in China.~~17

~~The imposition~~ITEM ~~of any of these penalties would result in a material and adverse effect on our ability to conduct our business~~6. [RESERVED]

22ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

WeThe following management’s discussion ~~rely~~should onbe ~~contractual~~read ~~arrangements~~in conjunction with our ~~PRC~~financial ~~operating~~statements ~~affiliates~~and the notes thereto and ~~their~~the other financial information appearing elsewhere ~~subsidiaries~~in ~~and~~this ~~shareholders~~report. ~~for~~In ~~our~~addition ~~China~~to ~~operations~~historical information, ~~which~~the ~~may~~following ~~not~~discussion becontains ascertain forward-looking information. See “Special ~~effective~~Note Regarding Forward Looking Statements” above for certain information concerning those forward-looking statements. Our financial statements are prepared in ~~providing~~U.S. ~~operational~~dollars ~~control~~and asin ~~direct~~accordance ~~ownership~~with U.S. GAAP.

We rely on contractual arrangements with several affiliated PRC entities and their respective shareholders to operate our advertising business in China. Our contractual arrangements may not be as effective in providing us with control over our PRC operating affiliates and their subsidiaries as direct ownership. If we had direct ownership of our PRC operating affiliates and their respective subsidiaries, we could exercise our rights as a shareholder to effect changes in the board of directors of those companies, which in turn could effect changes, subject to any applicable fiduciary obligations, at the management level. However, under the current contractual arrangements, as a legal matter, if our PRC operating affiliates or any of their subsidiaries and shareholders fails to perform its or his respective obligations under these contractual arrangements, we may have to incur substantial costs and resources to enforce such arrangements, and rely on legal remedies under PRC law, including seeking specific performance or injunctive relief, and claiming damages, which we cannot assure you to be effective. For example, if shareholders of TJ YSLD refused to transfer equity interests in TJ YSLD to us or our designated persons when we exercise the purchase option pursuant to these contractual arrangements, or if the shareholders were otherwise to act in bad faith toward us, then we may have to take legal action to compel them to fulfill their contractual obligations. Accordingly, it may be difficult for us to change our corporate structure or to bring claims against our PRC operating affiliates if they do not perform their obligations under their contracts with us or if any of the PRC citizens who hold the equity interest in our PRC operating affiliates do not cooperate with any such actions.Overview

~~Many~~Our ~~of these~~Company, ~~contractual arrangements are governed by PRC laws and provide for resolution of disputes~~ through arbitration in Hong Kong. Accordingly, these contracts would be interpreted in accordance with PRC law and any disputes would be resolved in accordance with PRC laws. The legal environment in the PRC is not as developed as in other jurisdictions, such as the United States. As a result, uncertainties in the PRC legal system could limit our ~~ability~~subsidiary toWombat ~~enforce these~~Australia ~~contractual~~Holdings ~~arrangements.~~Pty ~~If we are unable to enforce these contractual arrangements~~Ltd, weoperates ~~may~~two ~~not be able to exert effective control over our operating entities, and our ability to conduct our~~ business ~~may be negatively affected~~lines:

~~Our~~Digital Marketing and Video Production. ~~contractual~~We ~~arrangements~~provide ~~with~~marketing ~~our~~and ~~subsidiaries~~video production services, including digital marketing and ~~affiliated~~offline ~~entities~~advertising, ~~may~~focusing beon Singapore, Taiwan, ~~subject~~Australia toand ~~scrutiny~~Hong byKong ~~the~~markets, ~~PRC~~with ~~tax~~continued ~~authorities~~expansion ~~and~~into aother ~~finding~~Asian weregions. ~~owe~~Our ~~additional~~services include online campaign execution and ~~taxes~~offline marketing activities, ~~could~~delivering ~~substantially~~integrated ~~increase~~marketing ~~our~~solutions ~~taxes~~to ~~owed,~~enhance brand visibility and ~~reduce~~accelerate ~~our~~market ~~net income~~penetration.

~~Under applicable~~For ~~PRC~~the ~~laws,~~years ~~rules~~ended ~~and~~December ~~regulations~~31, ~~arrangements~~2025 and ~~transactions among~~2024, ~~related~~our ~~parties~~Digital ~~may~~Marketing beand ~~subject~~Video toProduction ~~audits~~business orgenerated ~~challenges~~revenues ~~by the PRC tax authorities. We are not able to determine whether any~~ of ~~these transactions~~approximately ~~will~~$1,784,075 beand ~~regarded~~$96,618, ~~by the PRC tax authorities as arm’s length transactions. Based on our knowledge~~respectively, ~~the PRC tax authorities~~accounting ~~have~~for ~~not~~substantially ~~issued~~all ~~a ruling or interpretation in respect~~ of ~~the type of transaction structure similar to ours. The relevant tax authorities may determine~~ our ~~contractual~~total ~~relationships~~revenues ~~were~~in ~~not~~2025 ~~entered~~and ~~into~~94% onin ~~an arm’s length basis~~2024. If ~~any~~The ofsignificant ~~the~~increase ~~transactions are determined not to have been entered into on an arm’s length basis, or are found to result~~ in ~~an impermissible~~2025 ~~reduction~~was inprimarily ~~taxes~~driven ~~under~~by ~~PRC~~our ~~law, the PRC tax authorities may~~expansion ~~adjust~~into ~~our profits and losses and assess more taxes on it. Further,~~ the ~~PRC~~Hong ~~tax authorities~~Kong ~~may~~market ~~impose late payment surcharges~~ and ~~other~~increased ~~penalties~~demand for ~~underpaid taxes.~~integrated ~~Our~~marketing ~~business~~services, ~~may~~including ~~be materially~~large-scale ~~and~~campaign ~~adversely affected if tax liabilities increase or if it is found to be subject to late payment surcharges or other penalties~~execution.

~~Our PRC~~Products ~~affiliated~~Sale ~~entities are beneficially controlled by Ju BaoChun, the Company’s largest shareholder,~~ and ~~the~~Export ~~Chairman~~Trading. ~~and~~The ~~CEO of the~~ Company~~, which means our~~ ~~business~~focuses ~~depends~~ on ~~our~~export ~~continued~~trading ~~relationship~~activities ~~with~~of ~~Mr.~~various Juproducts. ~~Mr.~~In ~~Ju may~~2024, ~~have potential~~the ~~conflicts~~Company ofsold ~~interest~~Australian-branded ~~with us~~nutrition, health and ~~we may not be able to enter further~~wellness ~~agreements~~products toin ~~extract economic benefits from these entities~~Taiwan, ~~which~~primarily ~~may materially~~through ~~and~~offline ~~adversely~~group-buying ~~affect our business and financial condition~~activities.

~~Our operating~~In ~~entities in China~~addition, ~~due~~during tothe ~~regulatory~~year ~~restrictions,~~ended ~~are~~December ~~owned by Ju~~31, ~~BaoChun~~2025, ~~and related parties to him. These entities have contractual relationships that provide effectively all of~~ the ~~economic~~Company ~~benefit~~commenced totrading ~~the Company. Conflicts~~activities ofinvolving ~~interests~~various ~~between Mr~~products. ~~Ju’s~~As ~~roles~~these astransactions ~~beneficial owner~~were ofstill ~~the~~in ~~PRC~~progress ~~operating companies~~ and ~~the~~had ~~Company~~not ~~may arise. We cannot assure~~yet ~~you~~met ~~conflicts of interest will not arise between~~ the ~~Mr.~~revenue Jurecognition ~~and minority shareholders. In addition~~criteria, ~~any~~no ~~such~~revenue ~~conflict~~was ~~may~~recognized ~~breach~~during ~~or cause~~ the ~~operating~~ ~~companies~~year. toRevenue ~~breach~~from orthese ~~refuse~~activities tois ~~renew~~expected ~~the existing contractual arrangements that allow us~~ to ~~effectively~~be ~~control PRC companies and receive~~recognized ~~economic~~in ~~benefits~~future ~~from~~periods ~~them. If Mr.~~upon Jucompletion ~~chose~~of totransactions ~~leave the Company~~ and / ortransfer weof ~~could~~control ~~not resolve any such disputes Mr. Ju we would have to rely on legal proceedings, the outcome~~ of ~~which~~goods ~~is uncertain and which could be disruptive~~ to ~~our business~~customers.

23For the years ended December 31, 2025 and 2024, our Products Sale and Export Trading business generated revenues of $0 and $6,559, respectively, accounting for 0% and 6% of our total revenues.

~~Our business~~Principal ~~operations~~Factors ~~may~~Affecting beOur ~~affected by legislative or regulatory~~Financial ~~changes.~~Performance

~~Changes in~~Our ~~laws~~operating ~~and~~results ~~regulations~~are orprimarily ~~interpretations therein, or the enactment of new laws~~affected ~~and~~by regulations governing placement or content radio advertising, our business licenses or otherwise affecting our business in China may materially and adversely affect our business prospects, expansion plans and results of operations. For example, the ~~PRC~~following ~~government promulgated regulations allowing foreign companies to hold a 100%-interest in PRC advertising companies starting from December 10, 2005.~~factors:

~~Risks Relating~~● our ability to ~~Doing~~acquire ~~Business~~new incustomers ~~the~~or ~~PRC~~retain existing customers;

~~Adverse changes~~● inour ~~political~~ability ~~and~~to ~~economic~~offer ~~policies~~competitive ofpricing ~~the PRC government could have a material adverse effect on the overall economic growth of China, which could reduce the demand~~ for our products and ~~materially and adversely affect our ability to execute on our plan and grow the business.~~services;

~~Substantially all~~● of our ~~business~~ability ~~operations~~to ~~are~~provide ~~conducted~~competitive inproducts ~~China~~ and substantially all of our sales are made in China. Further, our entire growth plan is currently based on expanding our radio advertising business in China. Accordingly, our business, financial condition, results of operations and prospects are affected significantly by economic, political and legal developments in China. The Chinese economy differs from the economies of most developed countries in many respects, including:services;

o● ~~The~~industry ~~degree~~demand ofand ~~government involvement~~competition; and

o● ~~The~~market ~~uncertainty~~conditions and ~~lack~~our ofmarket ~~visibility into the future plans of the government;~~position.

~~o The forecasted growth rate of the economy;~~18

oResults ~~The forecasted growth rate~~ of ~~domestic consumption;~~Operations

oFiscal ~~The~~Year ~~control~~Ended ofDecember ~~foreign~~31, ~~exchange;~~2025 ~~and~~Compared to Fiscal Year ended December 31, 2024

o Access to financing.

	Years ended December 31,			Years ended December 31,
	2025			2024

Revenue	$	1,784,075		$	103,177
Cost of revenue		(1,651,985	)		(10,298	)
Gross profit		132,090			92,879

Operating expenses
General and administrative expenses		(262,179	)		(277,720	)
Loss from operations		(130,089	)		(184,841	)

Other (expenses)/income net:
Interest income		37			37
Foreign exchange (loss)/gain		(20,688	)		2,583
Other income/(expenses)		625			(86	)
Total other (expenses)/income, net		(20,026	)		2,534

Loss before income taxes		(150,115	)		(182,307	)

Income tax benefit		12,948			-
Net loss		(137,167	)	$	(182,307	)
Foreign currency translation adjustment		(592	)		703
Total Comprehensive loss	$	(137,759	)		(181,604	)

Weighted average shares outstanding:
Basic		71,925,438			55,969,281
Diluted		71,925,438			55,969,281

Loss per share
Basic	$	(0.0019	)		(0.0033	)
Diluted	$	(0.0019	)		(0.0033	)

While the Chinese economy has grown significantly in the past 30 years, the growth has been uneven, both geographically and among various sectors of the economy. The PRC government implemented various measures to encourage economic growth and guide the allocation of resources. Some of these measures benefit the overall Chinese economy, but may also have a negative effect on us. For example, our financial condition and results of operations may be materially and adversely affected by government control over capital investments or changes in tax regulations that are applicable to us. At the same time, the very same policies can generate opportunity as the government works to spread the wealth more evenly across China.Revenue

~~The~~Total ~~PRC economy~~revenue ~~has~~increased ~~been~~significantly ~~transitioning~~by ~~from a planned economy to a more market-oriented economy~~1,629. ~~Although the PRC government has in recent years implemented measures emphasizing the utilization of market forces for economic reform~~1%, ~~the~~ ~~reduction~~from ~~of state ownership of productive assets and the establishment of sound corporate governance in business enterprises~~$103,177 ~~a substantial portion of the productive assets~~ in ~~China~~2024 is still owned by the PRC government. The continued control of these assets and other aspects of the national economy by the PRC government could materially and adversely affect our business. The Company depends on the ability to ~~work~~$1,784,075 ~~with~~in ~~the government controlled radio stations to generate substantially all of their revenue~~2025.

● Service Revenue: A ~~substantial~~ ~~portion~~significant ofincrease ~~our~~driven ~~assets~~by ~~are~~the ~~located~~expansion ininto ~~China~~the Hong Kong market and ~~substantially~~the ~~all~~execution of ~~our~~ ~~revenues~~larger-scale ~~are~~integrated ~~derived~~marketing ~~from~~campaigns, ~~our~~including ~~operations~~both inonline ~~China~~and offline promotional activities. ~~Accordingly,~~The ~~our business,~~Company ~~financial~~experienced ~~condition,~~higher ~~results~~demand offrom ~~operations~~new and ~~prospects~~existing ~~are subject~~clients, to resulting in a ~~significant~~material ~~extent,~~increase toin ~~economic,~~project ~~political~~size and ~~legal developments in China~~volume.

~~There are~~● ~~uncertainties~~Product ~~with~~Sales: ~~respect~~No torevenue ~~the~~was ~~PRC~~recognized ~~legal~~in ~~system~~2025, ~~that~~compared ~~could~~to ~~limit~~$6,559 in 2024, as the ~~protections~~ ~~available~~Company toreduced ~~you~~its focus on wellness product sales and ustransitioned toward service-based operations. In addition, export trading activities involving non-wellness products commenced in 2025, but no revenue was recognized as transactions had not yet met revenue recognition criteria.

The PRC legal system is a civil law system based on written statutes. Unlike common law systems, it is a system in which decided legal cases have little precedential value. Each of our PRC operating subsidiaries and affiliates is subject to PRC laws and regulations. However, since the PRC legal system continues to evolve, the interpretations of many laws, regulations and rules are not always uniform and enforcement of these laws, regulations and rules involve uncertainties, which may limit legal protections available to us. For example, we may have to resort to administrative and court proceedings to enforce the legal protection that we enjoy either by law or contract. However, since PRC administrative and court authorities have significant discretion in interpreting and implementing statutory and contractual terms, it may be more difficult to evaluate the outcome of administrative and court proceedings and the level of legal protection we enjoy than in more developed legal systems. These uncertainties, including the inability to enforce our contracts, could materially and adversely affect our business and operation. Further, intellectual property rights and confidentiality protections in China may not be as effective as in the United States or other countries. Accordingly, we cannot predict the effect of future developments in the PRC legal system, particularly with regard to the advertising industry, including the promulgation of new laws, changes to existing laws or the interpretation or enforcement thereof, or the preemption of local regulations by national laws. These uncertainties could limit the legal protections available to us and other foreign investors, including you. In addition, any litigation in China may be protracted and result in substantial costs and diversion of our resources and management attention.19

24Cost of Revenue

~~You~~Cost of revenue increased by 15,941.8% significantly ~~may~~from ~~experience~~$10,298 ~~difficulties~~in ~~effecting~~2024 ~~service~~to of$1,651,985 ~~legal~~in ~~process~~2025, ~~enforcing foreign~~primarily ~~judgments~~due orto ~~bringing~~increased ~~original~~direct ~~actions~~advertising inand ~~China~~campaign ~~based~~execution oncosts ~~United~~associated ~~States~~with orlarger-scale ~~other~~marketing ~~foreign laws~~projects, ~~against~~as uswell as higher service delivery costs, ~~our~~including ~~management~~personnel orcosts ~~the~~and ~~experts~~third-party ~~named~~service infees ~~this~~required ~~Annual~~to ~~Report~~support onexpanded ~~Form 10-K~~operations.

~~We conduct~~Gross substantially all of our operations in China and a substantial portion of our assets are located in China. In addition, most of our senior executive officers reside within China. As a result, it may not be possible to effect service of process within the United States or elsewhere outside China upon our senior executive officers, including with respect to matters arising under U.S. federal securities laws or applicable state securities laws. Moreover, the PRC does not have treaties with the United States or many other countries providing for the reciprocal recognition and enforcement of civil judgments of court.Profit

~~Recent PRC~~Gross ~~regulations~~profit ~~relating~~increased toby ~~offshore~~42.2% ~~investment~~from ~~activities~~$92,879 in by2024 ~~PRC~~to ~~residents~~$132,090 ~~may increase~~in ~~our~~2025. ~~administrative~~However, ~~burden~~gross ~~and~~margin ~~restrict~~decreased ~~our~~from ~~overseas~~90.0% ~~and~~in ~~cross-border investment~~2024 ~~activity~~to 7. If4% ~~our~~in ~~stockholders~~2025, ~~who~~primarily ~~are~~due ~~PRC~~to ~~residents~~a ~~fail~~shift totoward large-scale, ~~make~~execution-intensive ~~any~~marketing ~~required~~campaigns ~~applications~~ and ~~filings~~a ~~under~~higher ~~such~~proportion ~~regulations,~~of wethird-party ~~may~~costs, ~~be unable~~including toadvertising ~~distribute~~spend ~~profits~~ and ~~may~~outsourced ~~become~~services, which ~~subject~~are torecognized ~~liability~~as ~~under~~cost ~~PRC laws~~of revenue.

~~SAFE~~Operating has promulgated several regulations, including SAFE Circular No. 75 issued in November 2005 and its implementation rule issued in May 2007, that require PRC residents and PRC corporate entities to register with local branches of SAFE in connection with their direct or indirect offshore investment in an overseas special purpose vehicles, or SPV, for the purposes of overseas equity financing activities. These regulations apply to our stockholders who are PRC residents and may apply to any offshore acquisitions that we make in the future. Expenses

~~Under~~Operating ~~the SAFE~~expenses ~~regulations,~~decreased ~~PRC~~by ~~residents who make, or previously made, direct or indirect investments in a SPV will be required to register those investments~~5. ~~In addition~~6%, ~~any~~from ~~PRC resident who is a direct or indirect shareholder of a SPV is required to file with the local branch of SAFE~~$277, ~~with respect to that offshore~~720 ~~company, any material change involving capital variation, such as an increase or decrease~~ in ~~capital,~~2024 ~~transfer or swap of shares, merger, division, long term equity or debt investment or creation of any security interest over the assets located in China. If any PRC shareholder fails~~ to ~~make the required SAFE registration~~$262,179 ~~the PRC subsidiaries of that offshore parent company may be prohibited from distributing their profits and the proceeds from any reduction~~ in ~~capital, share transfer or liquidation, to their offshore parent company, and the offshore parent company may also be prohibited from injecting additional capital into their PRC subsidiaries~~2025. ~~Moreover,~~The ~~failure~~material tochanges ~~comply~~were ~~with~~due ~~the various SAFE registration requirements described above could result in liability under PRC laws for evasion of applicable foreign exchange restrictions.~~to:

We● ~~cannot assure~~Legal ~~you~~and ~~all~~professional offees ~~our~~decreased ~~stockholders~~by ~~who are PRC residents will comply with or obtain any registrations or approvals required under these regulations or other related legislation~~18.7%, Itfrom ~~is unclear how these regulations~~$157,579 ~~and~~in ~~any~~2024 ~~future legislation~~to ~~concerning offshore or cross-border transactions~~$128,106 ~~will~~in ~~be interpreted~~2025, ~~amended~~primarily ~~and~~due ~~implemented~~to by the ~~relevant~~absence ~~government authorities. The failure or inability~~ of ~~our~~significant ~~PRC resident stockholders to comply with these regulations may subject us to fines and legal sanctions, restrict our overseas or cross~~one-~~border~~off ~~investment~~costs ~~activities,~~incurred ~~limit~~in ~~our~~2024 ~~ability~~related to ~~inject~~the ~~additional capital~~preparation ~~into our PRC subsidiaries, to make distributions or pay dividends, or materially and adversely affect our ownership structure. If any~~ of the ~~foregoing events~~Company’s ~~occur,~~Form ~~our~~10 ~~acquisition~~filing ~~strategy~~ and ~~business operations~~regulatory ~~and our ability to distribute profits to you could be materially and adversely affected~~compliance.

25● Wages, salaries and insurance expenses decreased by 29.6%, from $58,620 in 2024 to $41,291 in 2025, primarily due to primarily due to a higher allocation of personnel costs to cost of revenue as the Company expanded its service operations and increased execution of client marketing campaigns.

~~If any~~● ofLease ~~our~~expenses ~~PRC~~increased ~~affiliates~~by ~~become~~56.8% ~~the~~from ~~subject~~$32,200 ofin a2024 ~~bankruptcy~~to or$50,487 ~~liquidation proceeding~~in 2025, weprimarily ~~may~~due ~~lose~~to the ~~ability~~continued to use ~~and~~of ~~enjoy~~a ~~those~~full-year ~~assets,~~lease ~~which~~expense ~~could reduce~~being ~~the~~recognized ~~size~~in of2025, ~~our~~compared ~~advertising~~to ~~network~~a ~~and~~partial-year ~~materially~~expense ~~and~~in ~~adversely~~2024 ~~affect our~~following ~~business,~~the ~~ability~~commencement toof ~~generate revenues and~~ the ~~market~~lease ~~price~~during ofthat ~~our common stock~~year.

To● ~~comply with~~General ~~PRC~~expenses ~~laws,~~increased ~~rules~~by ~~and~~44.2% ~~regulations~~from ~~relating~~$29,321 ~~to foreign ownership restrictions~~ in ~~the~~2024 ~~advertising~~to ~~business~~$42,295 ~~we currently conduct our operations~~ in ~~China through contractual arrangements with TJ YSLD and MAIHESI~~2025, ~~its~~primarily ~~shareholders~~due ~~and subsidiaries. As part of these arrangements, TJ YSLD and MAIHESI hold some of the assets that are important~~ to ~~the~~higher ~~operation~~operational ofcosts ~~our~~associated ~~business.~~with ~~If any of these entities become bankrupt and all or part of their assets become subject to liens or rights of third party creditors, we may be unable to continue some or all of our~~ business ~~activities~~expansion, ~~which~~including ~~could materially and adversely affect our business~~travel, ~~financial~~marketing ~~condition and results of operations. If TJ YSLD or MAHESI~~support, or any of their subsidiaries, undergo a voluntary or involuntary liquidation proceeding, its shareholders or unrelated third party creditors may claim rights to some or all of their assets, thereby hindering our ability to operate our business, which could materially and ~~adversely~~administrative ~~affect our business, our ability to generate revenues and the market price of our common stock~~expenses.

~~The PRC~~Net ~~tax authorities may require us to pay additional taxes in connection with our acquisitions of offshore entities that conducted their PRC operations through their affiliates in China.~~Loss

~~Our operations~~The ~~and~~Company ~~transactions~~reported ~~are~~a ~~subject~~net toloss ~~review~~of ~~by the PRC tax authorities pursuant to relevant PRC laws and regulations. However~~$137,167 ~~these~~in ~~laws~~2025, ~~regulations and~~compared ~~legal~~to ~~requirements change frequently, and their interpretation and~~a ~~enforcement~~net ~~involve~~loss ~~uncertainties.~~of ~~For example~~$182,307 in ~~the~~2024, ~~case~~representing ofa ~~some~~decrease of ~~our acquisitions of offshore entities that conducted their PRC operations through their affiliates in China~~24.8%, weprimarily ~~cannot~~due ~~assure you the PRC tax authorities will not require us~~ to ~~pay~~significant ~~additional~~revenue ~~taxes~~growth inand ~~relation~~lower tolegal ~~such~~and ~~acquisitions~~professional expenses, ~~in particular~~partially ~~where~~offset ~~the~~by ~~PRC~~higher ~~tax~~cost ~~authorities take the view that the previous taxable income~~ of ~~the~~revenue ~~PRC~~associated ~~affiliates~~with ofexpanded ~~the~~service ~~acquired~~operations ~~offshore entities needs to be adjusted~~ and ~~additional~~foreign ~~taxes~~exchange belosses ~~paid. In the event the sellers failed to pay~~incurred ~~any~~during ~~taxes required under PRC law in connection with these transactions,~~ the ~~PRC tax authorities might require us to pay the tax, together with late-payment interest and penalties~~year.

~~Restrictions on~~Liquidity ~~currency~~& ~~exchange~~Capital ~~may limit our ability to utilize our revenues effectively.~~Resources

The ~~PRC government~~accompanying ~~imposes~~financial ~~controls~~statements onhave ~~the convertibility of the Renminbi into foreign~~been ~~currencies~~prepared ~~and,~~assuming inthat ~~certain cases,~~ the ~~remittance~~Company ofwill ~~currency~~continue ~~out~~as ofa ~~China.~~going ~~We receive all our revenues in Renminbi. Under our current corporate structure~~concern, ~~our~~which ~~income~~contemplates iscontinuity ~~primarily derived from dividend payments from our PRC subsidiaries TJ YSLD and MAIHESI. Shortages in the availability~~ of ~~foreign~~ ~~currency may restrict the ability of our PRC subsidiary to remit sufficient foreign currency to pay dividends or other payments to us~~operations, ~~or otherwise~~realization ~~satisfy their foreign currency-denominated obligations. Under existing PRC foreign exchange regulations, payments~~ of ~~current account items~~assets, ~~including~~ ~~profit distributions, interest payments~~ and ~~expenditures~~liquidation from trade related transactions, can be made in foreign currencies without prior approval from SAFE by complying with certain procedural requirements. However, approval from SAFE or its local branch is required where Renminbi is to be converted into foreign currency and remitted out of ~~China~~liabilities ~~to pay capital expenses such as the repayment of loans denominated~~ in ~~foreign currencies. The PRC government may also, at its discretion, restrict access in~~ the ~~future~~normal tocourse ~~foreign~~of ~~currencies for current account transactions~~business. If the foreign exchange control system prevents us from obtaining sufficient foreign currency to satisfy our currency demands, we may not be able to pay dividends in foreign currencies to our stockholders.

~~Fluctuations~~ As reflected in ~~exchange~~the ~~rates~~accompanying ~~could~~financial ~~result~~statements, the inCompany ~~foreign~~had ~~currency~~an ~~exchange~~accumulated ~~losses~~deficit on December 31, 2025 of $71,175,182 and on December 31, 2024 of $71,038,015.

The ~~exchange~~ ~~rate~~Company ~~between~~incurred ~~the~~net ~~Renminbi~~loss and the U.S. dollar, Euro and other foreign currencies is affected by, among other things, changes in China’s political and economic conditions. Since July 2005, the Renminbi is no longer pegged solely to the U.S. dollar. Instead, it is reported to be pegged against a basket of ~~currencies~~$137,167 ~~determined by the People’s Bank of China. Under the new policy, the Renminbi is permitted to fluctuate within a narrow~~ and ~~managed~~had ~~band.~~net ~~This~~cash ~~change~~used in ~~policy~~operating ~~has~~activities ~~resulted in significant appreciation~~ of ~~the~~ ~~Renminbi against the U.S. dollar. The Renminbi may appreciate or depreciate significantly in value against the U.S. dollar in the long term~~$5, ~~depending~~197 onfor the ~~fluctuation~~year ofended ~~the~~December ~~basket of currencies against which it is currently valued or it may be permitted to enter into a full float~~31, ~~which may also result in a significant appreciation or depreciation of the Renminbi against the U~~2025.S. dollar. Fluctuations in the exchange rate will also affect the relative value of any dividend we issue in the future which will be exchanged into U.S. dollars and earnings from and the value of any U.S. dollar-denominated investments we make in the future.

26As of December 31, 2025, the Company had net current liability of $375,637.

~~Very limited~~These ~~hedging~~conditions ~~options~~raised ~~are~~substantial ~~available~~doubt ~~in China to reduce exposure to exchange~~about ~~rate~~the ~~fluctuations.~~Company’s Toability ~~date, we have not entered into any hedging transactions~~ to ~~reduce~~ ~~our~~continue ~~exposure~~as toa ~~foreign~~going ~~currency exchange risk~~concern. ~~While~~The weCompany’s ~~may~~ability ~~decide~~ to ~~enter~~ ~~into~~continue ~~hedging~~as ~~transactions~~a ingoing ~~the~~concern ~~future,~~will ~~the~~require ~~availability and~~the ~~effectiveness~~Company ofto ~~these~~obtain ~~hedges~~additional ~~may~~financing ~~be limited and we may not be able~~ to ~~successfully~~ ~~hedge~~fund ~~our~~its ~~exposure at all~~operations. In ~~addition,~~assessing ~~our~~the ~~currency~~going ~~exchange losses~~concern, ~~may~~the beboard ~~aggravated~~of bydirectors ~~PRC~~has ~~exchange control regulations that restrict our ability to convert Renminbi into foreign currency.~~considered:

~~We may~~- beAdditional ~~treated~~equity asfinancing afrom ~~resident~~major ~~enterprise~~shareholders ~~for~~or ~~PRC~~financial ~~tax~~support ~~purposes~~from ~~under~~ the ~~new Enterprise~~Company’s ~~Income~~related ~~Tax Law (“EIT Law”), which may subject us to PRC income tax for any dividends we receive from our subsidiary and withholding for any dividends we pay to our non-PRC stockholders~~parties.

~~Under~~- ~~the EIT~~Based ~~Law,~~on ~~enterprises~~the ~~established~~business ~~outside~~plans of ~~China~~the ~~whose “de facto management bodies” are located in China are considered “resident enterprises~~Company,” ~~and are generally subject to~~ the ~~uniform 25% enterprise income tax rate for their global income. Under the implementation regulations to the EIT Law issued by the PRC State Council, “de facto~~ management ~~body”~~ is ~~defined~~actively asdeveloping anew ~~body~~business that ~~has~~will ~~material and~~generate ~~overall~~revenue ~~management~~ and ~~control~~cash ~~over~~inflows ~~the manufacturing and business operations, personnel and human resources, finances, treasury or properties and other assets of an enterprise. If we are required~~ to ~~pay income tax for any dividends we receive from our subsidiary,~~ the ~~amount of dividends we can pay to our stockholders could be materially reduced~~Company.

~~Furthermore, the~~The ~~EIT~~board ~~Law~~of ~~and~~directors ~~implementation~~believes ~~regulations~~the ~~provide~~Company anhas ~~income~~adequate ~~tax rate of 10% is~~financial ~~normally~~resources ~~applicable~~ to ~~dividends~~continue ~~payable~~in tooperational ~~non-PRC~~existence ~~enterprise~~for ~~investors~~the ~~which are~~foreseeable ~~derived from sources within China~~future, ~~although~~a ~~such~~period ~~income~~of ~~tax~~at ~~may~~least be12 ~~exempted or~~months ~~reduced~~from ~~pursuant to a tax treaty between China and~~ the ~~jurisdictions~~ ~~in which~~date ~~our~~of ~~non-PRC~~this ~~enterprise stockholders reside~~report. ~~If we were considered a PRC~~ ~~resident~~Accordingly, ~~enterprise under~~ the ~~EIT~~going ~~Law,~~concern ~~our~~basis ~~non-PRC~~of ~~enterprise~~accounting ~~investors~~continues ~~who~~to ~~are deemed non-resident enterprises may~~ be ~~subject~~used toin the ~~EIT~~preparation ~~at the rate~~ of ~~10% upon~~ the ~~dividends~~consolidated ~~payable~~financial bystatements ~~us or upon any gains realized from~~ for the ~~transfer~~year ~~of our~~ended ~~common~~December ~~shares~~31, if such income is deemed derived from China, provided that (i) such non-PRC enterprise investors has no establishment or premises in China, or (ii) it has establishment or premises in China but its income derived from China has no real connection with such establishment or premises2025.

If we are required under the EIT Law to withhold income tax on dividends payable to our non-PRC enterprise stockholders or any gains realized from the transfer of our common shares, the value of your investment may be materially and adversely affected.20

~~Our subsidiaries~~Off-Balance ~~and~~Sheet ~~affiliated entities are subject to restrictions on paying dividends and making other payments to us.~~Arrangements

We ~~are~~have ~~a holding company incorporated in Nevada and do~~ not ~~have~~entered into any ~~assets~~other ~~or conduct any~~financial ~~business~~guarantees ~~operations~~or other ~~than~~commitments ~~our~~to ~~investments~~guarantee inthe ~~our~~payment ~~subsidiaries~~obligations ~~and affiliated~~of ~~entities.~~any Asthird aparties. ~~result~~We ofhave ~~our~~not ~~holding~~entered ~~company~~into ~~structure,~~any wederivative ~~currently~~contracts ~~rely~~that ~~entirely~~are onindexed ~~dividends~~to ~~from~~ our ~~subsidiaries~~shares inand ~~China~~classified ~~after~~as ~~they~~stockholder’s ~~receive payments~~equity ~~from~~or ~~our~~that ~~consolidated~~are ~~affiliated~~not ~~entities,~~reflected TJin ~~YSLD~~our ~~and~~consolidated ~~MAIHESI,~~financial ~~under various service and other contractual arrangements~~statements. ~~However, PRC regulations~~ ~~currently permit payment of dividends only out of accumulated profits~~Furthermore, ~~as determined~~we indo ~~accordance~~not ~~with~~have ~~PRC~~any ~~accounting~~retained ~~standards~~or ~~and~~contingent ~~regulations.~~interest ~~Our subsidiaries and consolidated affiliated entities~~ in ~~China~~assets ~~are~~transferred ~~also required~~ to ~~set~~ ~~aside~~an aunconsolidated ~~portion~~entity ofthat ~~their~~serves ~~after-tax~~as ~~profits~~credit, liquidity ~~according~~or tomarket ~~PRC~~risk ~~accounting standards~~support ~~and regulations~~ to ~~fund~~such ~~certain reserve funds~~entity. ~~Furthermore,~~We ifdo ~~our subsidiaries~~not orhave ~~consolidated~~any ~~affiliated~~variable ~~entities~~interest in ~~China~~any ~~incur~~unconsolidated ~~debt~~entity onthat ~~their own~~provides ~~in the future~~financing, ~~the instruments governing the debt may restrict their ability~~ toliquidity, ~~pay~~market ~~dividends~~risk or ~~make~~credit ~~other~~support ~~payments.~~to Ifus we or ~~any~~engages ~~of our subsidiaries~~ in ~~China~~ ~~are~~leasing, ~~unable~~hedging ~~to receive all of the revenues from our operations through these contractual~~ or ~~dividend~~research ~~arrangements,~~and wedevelopment ~~may~~services bewith ~~unable to pay dividends on our common stocks~~us.

~~Any future~~Critical ~~outbreak~~Accounting ofPolicies ~~severe acute respiratory syndrome or avian flu in China, or similar adverse public health developments, may severely disrupt our business~~ and ~~operations.~~Estimates

~~From December 2002~~The toaccompanying ~~June 2003,~~consolidated ~~China~~financial ~~and~~statements ~~other~~have ~~countries experienced an~~been ~~outbreak~~prepared ofin aaccordance ~~new~~with ~~and~~accounting ~~highly~~principles ~~contagious~~The ~~form~~accompanying ofconsolidated ~~atypical~~financial ~~pneumonia~~statements ~~now~~have ~~known as severe acute respiratory syndrome, or SARS. On July 5, 2003, the World Health Organization declared that the SARS outbreak had~~ been ~~contained.~~prepared ~~Since September 2003,~~in ~~however, a number of isolated new cases of SARS have~~accordance ~~been~~with ~~reported,~~accounting ~~most~~principles ~~recently~~generally inaccepted ~~central China~~ in ~~April 2004. During May and June 2003, many businesses in China were closed by~~ the ~~PRC~~United ~~government~~States ~~to prevent transmission~~ of ~~SARS.~~America ~~In addition, many countries, including China, have encountered incidents of the H5N1 strain of bird flu, or avian flu~~(“U. ~~This disease, which is spread through poultry populations, is capable in some circumstances of being transmitted to humans and is often fatal~~S. AGAAP”) new outbreak of SARS or an outbreak of avian flu may result in health or other government authorities requiring the closure of our offices or other businesses, including office buildings, retail stores and ~~other~~pursuant ~~commercial~~to ~~venues, which could reduce~~ the ~~number~~rules ~~of people commuting~~ and ~~reduce the appeal of radio~~ ~~advertising. Any~~regulations ~~recurrence~~ of the SARS outbreak, an outbreak of avian flu or a development of a similar health hazard in China, may impact the economy, the advertising industry as a whole and the radio advertising industry specificallyU. ~~Such~~S. ~~occurrences~~Securities ~~could~~Exchange ~~severely~~Commission ~~impact the value of radio advertising, reduce the advertising time purchased by advertisers and severely disrupt our business and operations~~(“SEC”).

27The consolidated financial statements include the financial statements of the Company and its subsidiaries. All intercompany transactions and balances among the Company and its subsidiaries have been eliminated upon consolidation.

The ~~new~~preparation ~~PRC~~of ~~Property~~consolidated ~~Rights~~financial ~~Law may~~statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the ~~perfection~~reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the ~~pledge~~date inof ~~our~~the ~~equity~~consolidated ~~pledge~~financial ~~agreements~~statements ~~with~~and ~~our~~the reported amounts of ~~consolidated~~revenues ~~affiliated~~and ~~entities~~expenses during the reporting period. These estimates are based on information as of the date of the consolidated financial statements and ~~their~~are ~~individual~~adjusted ~~shareholders~~to reflect actual experience when necessary. Actual results could differ from these estimates.

~~Under~~Recent ~~the~~Accounting equity pledge agreements among Legend (Beijing) Consulting Co., Ltd., Legend (Beijing) Information and Technology Co., Ltd. and our consolidated affiliated entities, TJ YSLD and MAIHESI, and their respective individual shareholders have pledged all of their equity interests therein to Legend (Beijing) Consulting Co., Ltd., and Legend (Beijing) Information and Technology Co., Ltd., respectively, by recording the pledge on the shareholder registrars of the respective entities. However, according to the PRC Property Rights Law, which became effective October 1, 2007, a pledge is not effective without being registered with the relevant local administration for industry and commerce. To our knowledge, no application for registration of share pledge was processed by the local administration for industry and commerce in Beijing and Tianjin, due to a lack of registration procedures. TJ YSLD and MAIHESI will make efforts to register the equity pledge when the local administration for industry and commerce implements registration procedures. We cannot assure you they will be able to register the pledges. If we are unable to do so, the pledges may be deemed ineffective under the PRC Property Rights Law. If any individual shareholder of TJ YSLD or MAIHESI breaches his or her obligations under the agreement with Legend (Beijing) Consulting Co., Ltd. and Legend (Beijing) Information and Technology Co., Ltd., respectively, there is a risk that Legend (Beijing) Consulting Co., Ltd. or Legend (Beijing) Information and Technology Co., Ltd. may not be able to successfully enforce the pledge and would need to resort to legal proceedings to enforce its contractual rights.Pronouncements

WeThe ~~may~~Company ~~incur~~considers ~~substantial~~the ~~administrative~~applicability and ~~staffing~~impact of ~~cost~~all ~~due~~accounting tostandards ~~the promulgation~~updates of(“ASUs”). ~~the newChina~~Management ~~Labor~~periodically ~~Contract~~reviews ~~Law~~new accounting standards that are issued.

OnIn ~~June~~December 292023, ~~2007~~the FASB issued ASU 2023-09, “Improvements ~~the~~to ~~Standing~~Income ~~Committee~~Tax ofDisclosures” ~~the~~which ~~National~~is intended to simplify various aspects related to accounting for income taxes. ~~People’s~~ASU ~~Congress~~2023-09 ofremoves ~~China~~certain ~~enacted~~exceptions to the ~~Labor~~general ~~Contract~~principles ~~Law,~~in ~~which became~~Topic ~~effective~~740 onand ~~January~~also 1,clarifies ~~2008~~and amends existing guidance to improve consistent application. The ~~Labor~~amendments ~~Contract~~in ~~Law~~ASU ~~contains substantial~~2023-09 ~~provisions~~are ~~with~~effective for public business entities for fiscal years beginning after December a15, ~~view~~2024, toincluding ~~improve~~interim ~~job~~periods ~~security~~therein. ~~and~~Early toadoption ~~protect~~of the ~~rights~~standard ~~and~~is ~~interests~~permitted, ofincluding adoption in interim or annual periods ~~employees. In~~for ~~order~~which tofinancial ~~fully~~statements ~~comply~~have ~~with~~not ~~the~~yet ~~legal~~been ~~requirements~~issued. ~~under~~The ~~the~~adoption ~~Labor Contract~~of ~~Law,~~this weASU ~~may~~did ~~incur~~not ~~substantial~~have ~~administrative~~any ~~and~~material ~~staffing~~impact on the Company’s ~~cost~~consolidated financial statements and disclosure.

AIn ~~regulation~~March 2024, ~~adopted~~the FASB issued ASU 2024-01, “Compensation — Stock Compensation (Topic 718) — Scope Application of Profits Interest and Similar Awards” (“ASU 2024-01”), which intends to improve clarity and operability without changing the existing guidance. ASU 2024-01 provides an illustrative example intended to demonstrate how entities that account for profits interest and similar awards would determine whether a profits interest award should be accounted for in ~~August~~accordance with Topic ~~2006~~718. ~~establishes~~Entities ~~more~~can apply the guidance ~~complex~~either ~~procedures~~retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or modified on or after the date of adoption. ASU 2024-01 is effective for ~~acquisitions~~annual ~~conducted~~periods bybeginning ~~foreign~~after ~~investors~~December 15, 2024, ~~which~~and ~~could~~interim periods within those annual periods. Early adoption is permitted for both interim and annual financial statements that ~~make~~have itnot ~~more~~yet ~~difficult~~been issued or made available for usissuance. toThe ~~pursue~~adoption ~~growth~~of ~~through~~this ASU did not have any material impact on the Company’s ~~acquisitions~~consolidated financial statements and disclosure.

On August 8, 2006, six PRC regulatory agencies, namely, the PRC Ministry of Commerce, or the MOC, the State Assets Supervision and Administration Commission, the State Administration for Taxation, the SAIC, the China Securities Regulatory Commission and SAFE, jointly adopted the Regulations on Mergers and Acquisitions of Domestic Enterprises by Foreign Investors, which became effective on September 8, 2006. Among other things, the regulations established additional procedures and requirements that could make merger and acquisition activities by foreign investors more time-consuming and complex, including requirements in some instances that the MOC be notified in advance of any change-of-control transaction in which a foreign investor takes control of a PRC domestic enterprise. If we grow our business in part by directly acquiring complementary businesses in the PRC. Complying with the requirements of these regulations to complete such transactions could be time-consuming, and any required approval processes, including obtaining approval from the MOC, may delay or inhibit our ability to complete such transactions, which could affect our ability to expand our business or maintain our market share.21

~~Risks~~In ~~Related~~March 2024, the FASB issued ASU 2024-02, “Codification Improvements — Amendments to ~~our~~Remove ~~Common~~References to the Concept Statements” (“ASU 2024-02”). ~~Stock~~ASU 2024-02 contains amendments to the FASB Accounting Standards Codification that remove references to various FASB Concepts Statements. In most instances, the references are extraneous and not required to understand or apply the guidance. In other instances, the references were used in prior Statements to provide guidance in certain topical areas. ASU 2024-02 is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The adoption of this ASU did not have any material impact on the Company’s consolidated financial statements and disclosure.

~~There~~In isNovember ~~not~~2024, anthe ~~active~~FASB ~~trading~~issued ~~market~~ASU No. 2024-03, ~~for~~Income ~~our~~Statement ~~common~~- ~~stock~~Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), and ifin aJanuary ~~market~~2025, the FASB issued ASU No. 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). ASU 2024-03 requires additional disclosure of the nature of expenses included in the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for ~~our~~annual reporting ~~common~~periods ~~stock~~beginning ~~does~~after ~~not~~December ~~develop~~15, ~~our~~2026, ~~investors~~and ~~may~~interim beperiods ~~unable~~within toannual reporting periods beginning after December 15, ~~sell~~2027. ~~their~~Both ~~shares~~early adoption and retrospective application are permitted. The Company is currently evaluating the adoption of this guidance whether or not a material impact on the Company’s consolidated financial statements.

28In July 2025, the FASB issued Accounting Standards Update (“ASU”) 2025-05, Measurement of Credit Losses for Accounts Receivable and Contract Assets. ASU 2025-05 amends ASC 326, Financial Instruments—Credit Losses, and introduces a practical expedient available for all entities and an accounting policy election available for all entities, other than public business entities, that elect the practical expedient. These changes apply to the estimation of expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606, Revenue from contracts with customers. Under the practical expedient, entities may assume that current conditions as of the balance sheet date remain unchanged for the remaining life of the asset when developing reasonable and supportable forecasts. This simplifies the estimation process for short-term financial assets. ASU 2025-05 is effective for the Company’s annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods, with early adoption permitted. ASU 2025-05 should be applied on a prospective basis. The Company is currently evaluating the adoption of this guidance whether or not a material impact on the Company’s consolidated financial statements.

~~Our~~In ~~common~~December ~~stock~~2025, isthe ~~currently~~FASB ~~quoted~~issued ~~on the~~ASU ~~Over~~No. 2025-~~The-Counter~~11, Interim ~~Bulletin~~Reporting ~~Board~~ (~~the “OTCBB”~~Topic 270): ~~trading~~Narrow-Scope ~~system~~Improvements. The ~~OTCBB~~ASU isclarifies ~~not~~interim adisclosure ~~listing~~requirements ~~service~~and orthe ~~exchange, but~~applicability isof ~~instead a dealer quotation service for subscribing members~~Topic 270. The ~~OTCBB~~ ~~tends~~objective toof bethe ~~highly~~amendments ~~illiquid,~~is into ~~part because~~provide ~~there~~further isclarity noabout ~~national~~the ~~quotation~~current ~~system~~interim bydisclosure ~~which~~requirements. ~~potential~~The ~~investors~~ASU ~~can~~is effective ~~track~~for ~~the~~interim ~~market~~reporting ~~price~~periods ofwithin ~~shares~~annual ~~except~~reporting ~~through~~periods ~~information~~beginning ~~received~~after ~~or generated~~December by15, a2027. ~~limited~~Adoption ~~number~~ of ~~broker-dealers~~this ~~that~~ASU ~~make~~can ~~markets~~be inapplied either ~~particular~~a ~~stocks.~~prospective ~~There~~or is a ~~greater~~retrospective ~~chance~~approach. ofEarly ~~market~~adoption ~~volatility~~is ~~for~~permitted. ~~securities that~~The ~~trade~~Company onis ~~the~~currently ~~OTCBB~~evaluating asthe ~~opposed~~adoption toof athis ~~national~~guidance whether ~~exchange~~ or ~~quotation~~ ~~system.~~not ~~This~~a ~~volatility~~material ~~may~~impact beon ~~caused~~the byCompany’s aconsolidated ~~variety~~financial ~~of factors including:~~statements.

·In ~~Lack~~December 2025, the FASB issued ASU No. 2025-12, Codification Improvements. The ASU addresses thirty-three items, representing the changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements. Generally, the amendments in this Update are not intended to result in significant changes for most entities. The ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2026. The adoption method of ~~readily~~this ~~available~~ASU ~~price~~may ~~quotations;~~vary, on an issue-by-issue basis. Early adoption is permitted. The Company is currently evaluating the adoption of this guidance whether or not a material impact on the Company’s consolidated financial statements.

·The ~~Absence~~Company ofdoes ~~consistent~~not ~~administrative~~believe ~~supervision~~other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, statements of ~~“bid”~~operations and ~~“ask”~~comprehensive ~~quotations;~~loss and statements of cash flows.

·ITEM ~~Lower~~7A. ~~trading~~QUANTITATIVE ~~volume;~~AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

·Not ~~Market conditions;~~applicable.

~~· Innovations or new products and services by us or our competitors;~~22

·ITEM ~~Regulatory,~~8. ~~legislative~~FINANCIAL orSTATEMENTS ~~other~~AND ~~developments~~SUPPLEMENTARY ~~affecting us or our industry generally;~~DATA.

·Holistic ~~Limited~~Asset ~~availability~~Finance ofGroup ~~freely-tradable~~Co., ~~“unrestricted” shares of our common stock to satisfy purchase orders and demand;~~Ltd

·Consolidated ~~Industry~~Financial ~~developments;~~Statements

·For ~~Economic~~The ~~and~~Years ~~other~~Ended ~~external~~December ~~factors;~~31, ~~and~~2025 And 2024

·Index ~~Period-to-period~~To ~~fluctuations~~Consolidated inFinancial ~~our financial results.~~Statements

In addition, the value of our common stock could be affected by:

		Page

Index to Consolidated Financial Statements		F-1

Report of Independent Registered Public Accounting Firm		F-2

Consolidated Balance Sheets as of December 31, 2025 and 2024		F-3

Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2025 and 2024		F-4

Consolidated Statements of Changes in Shareholders’ Deficit for the years ended December 31, 2025 and 2024		F-5

Consolidated Statements of Cash Flows for the years ended December 31, 2025 and 2024		F-6

Notes to the Consolidated Financial Statements		F-7

~~· Actual or anticipated variations in our operating results;~~F-1

·REPORT ~~Changes~~OF inINDEPENDENT ~~the~~REGISTERED ~~market~~PUBLIC ~~valuations of other companies operating in our industry;~~ACCOUNTING FIRM

·To ~~Announcements~~the byShareholders usand orthe ~~our~~Board ~~competitors~~of Directors of ~~significant~~Holistic ~~acquisitions,~~Asset ~~strategic~~Finance Group ~~partnerships~~Co., ~~joint ventures or capital commitments;~~Ltd:

·Opinion ~~Adoption~~on ofthe ~~new~~Financial ~~accounting standards affecting our industry;~~Statements

·We ~~Additions~~have oraudited ~~departures~~the accompanying consolidated balance sheets of ~~key~~Holistic ~~personnel;~~Asset Finance Group Co., Ltd and its subsidiaries (collectively, the “Group”) as of December 31, 2025 and 2024 and the related consolidated statements of operations and comprehensive loss, changes in shareholders’ deficit and cash flows for each of the two years in the period ended December 31, 2025, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial positions of the Group as of December 31, 2025 and 2024 and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

·Basis ~~Introduction~~for ~~of new services or technology by our competitors or us;~~Opinion

·These ~~Sales~~financial statements are the responsibility of the Group’s management. Our responsibility is to express an opinion on the Group’s financial statements based on our ~~common~~audits. We ~~stock~~are ora ~~other~~public ~~securities~~accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Group in accordance with the ~~open~~U.S. federal ~~market;~~securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

·We ~~Changes~~conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial ~~estimates~~statements byare ~~securities~~free ~~analysts;~~of material misstatement, whether due to error or fraud. The Group is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control over financial reporting. Accordingly, we express no such opinion.

·Our ~~Conditions~~audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or ~~trends~~fraud, inand performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the ~~market~~amounts and disclosures in ~~which~~the wefinancial statements. ~~operate;~~Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

·Critical ~~Changes~~Audit ~~in earnings estimates and recommendations by financial analysts;~~Matter

·Critical ~~Our~~audit ~~ability~~matters are matters arising from the current period audit of the financial statements that were communicated or required to ~~execute~~be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our ~~business~~especially ~~plan;~~challenging, subjective, or complex judgments. We determined that there are no critical audit matters.

·/s/ ~~Operating~~Onestop ~~results~~Assurance ~~that fall below expectations;~~PAC

~~· Our failure to meet financial analysts’ performance expectations; and~~Singapore

·March ~~Other events or factors~~27, ~~many of which are beyond our control.~~2026

InPCAOB ~~addition,~~ID ~~the~~number: securities markets have experienced significant price and volume fluctuations that are unrelated to the operating performance of particular companies. These market fluctuations may also significantly affect the market price of our common stock.6732

InWe ~~a volatile market, you may experience wide fluctuations in the market price of our securities. These fluctuations may~~ have anserved ~~extremely~~as ~~negative effect on~~ the ~~market~~Group’s ~~price~~auditor ofsince ~~our securities and may prevent you from obtaining a market price equal to your purchase price when you attempt to sell our securities in the open market~~2024. In these situations, you may be required either to sell our securities at a market price which is lower than your purchase price, or to hold our securities for a longer period of time than you planned. An inactive market may also impair our ability to raise capital by selling shares of capital stock and may impair our ability to acquire other companies or technologies by using common stock as consideration.

29F-2

~~Because~~Holistic weAsset doFinance ~~not~~Group ~~intend to pay any dividends on our common stock~~Co., ~~purchases of our common stock may not be suited for investors seeking dividend income.~~Ltd

WeConsolidated doBalance not anticipate declaring and paying dividends to our stockholders in the near future. It is our current intention to apply net earnings in the foreseeable future to the needs of our business. Prospective investors seeking or needing dividend income or liquidity from common stock should therefore, not purchase our common stock. There can be no assurance we will have sufficient earnings to declare and pay dividends to the holders of our shares, and in any event, a decision to declare and pay dividends is at the sole discretion of our board of directors, who do not intend to pay dividends on our common shares for the foreseeable future.Sheets

WeAs ~~cannot~~of ~~assure~~December ~~you~~31, we2025 ~~will~~and ~~list our common stock on NASDAQ or any other national securities system or exchange.~~2024

~~Although~~Currency weexpressed ~~intend to list our common stock on NASDAQ or the American Stock Exchange~~ in ~~the~~United ~~future,~~States ~~we do not currently meet the initial~~Dollars ~~listing~~(“US$” ~~standards of either of those markets and cannot assure you we will be able to qualify for and maintain a listing of our common stock on either of those markets~~ or any other stock system or exchange in the future. Furthermore, in case our application is approved, there can be no assurance that trading of our common stock on such market will reach or maintain desired liquidity. If we are unable to list our common stock on NASDAQ, the American Stock Exchange or another stock system or exchange, or to maintain the listing, we expect our common stock will be eligible to trade on the OTCBB, maintained by NASDAQ, another over-the-counter quotation system, or on the “~~pink sheets,~~$” ~~where an investor may find it more difficult~~), orexcept ~~impossible,~~for tonumber ~~dispose~~ of shares or ~~obtain~~otherwise accurate quotations as to the market value of our common stock. Under such circumstances, the probability of reduced liquidity would hinder investors’ ability to obtain accurate quotations for our common stock, and our common stock could become substantially less attractive to investors.stated

Securities analysts may not initiate coverage or continue to cover our common stock, and this may have a negative impact on our common stock’s market price.

		December 31,			December 31,
	Note	2025			2024
ASSETS
CURRENT ASSETS
Cash and cash equivalents		$	15,413		$	17,409
Account receivable, net			-			6,062
Deposits, prepayments and other receivables	6		8,963			4,948
Due from a related party	8		-			742
Total Current Assets			24,376			29,161
NON-CURRENT ASSETS
Deferred tax assets, net			13,355			-
Operating lease right-of-use assets			-			769
Total Non Current Assets			13,355			769
TOTAL ASSETS			37,731			29,930

LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Advance from customers			-			10,000
Other payables	7		80,517			57,968
Tax payable	9		-			2,474
Due to related parties	8		319,496			187,311
Total current liabilities			400,013			257,753
TOTAL LIABILITIES			400,013			257,753

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS’ DEFICIT
Series A convertible preferred stock - 2,083,333 shares authorized, par value $0.001, 2,083,333 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively			2,083			2,083
Series L Preferred stock- 1,000 shares authorized, par value $0.001, 1,000 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively			1			1
Common stock - 600,000,000 shares authorized, par value $0.001, 74,228,185 and 70,928,185 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively			74,228			70,928
Additional paid-in capital			70,736,456			70,736,456
Accumulated deficit			(71,175,182	)		(71,038,015	)
Accumulated other comprehensive income			132			724
Total shareholders' deficit			(362,282	)		(227,823	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT		$	37,731		$	29,930

The ~~trading~~accompanying ~~market~~notes ~~for~~are ~~our~~an ~~common~~integral ~~stock will depend, in~~ part~~, on the research and reports that securities analysts~~ ~~publish about us and our business. We do not have any control over these analysts. Currently there is no coverage~~ of our common stock and there is no guarantee securities analysts will cover our common stock in the future. If securities analysts do not cover our common stock, the lack of research coverage may adversely affect its market price. If we are covered by securities analysts, and our stock is downgraded, our stock price would likely decline. If one or more of these ~~analysts~~consolidated ~~ceases to cover us or fails to publish regular reports on us, we could lose visibility in the~~ financial ~~markets, which could cause our stock price or trading volume to decline~~statements.

We have raised substantial amounts of capital in private placements, and if we fail to comply with the applicable securities laws, ensuing rescission rights or lawsuits would severely damage our financial position. F-3

~~Our~~Holistic ~~private~~Asset ~~placements~~Finance ~~consist~~Group ~~of securities that were not registered under the Securities Act or any state “blue sky” law as a result of exemptions from such registration requirements~~Co. ~~Such exemptions are highly technical in nature and if we inadvertently failed to comply with any of such exemptive provisions~~, investors could have the right to rescind their purchase of our securities and sue for damages. If any investors were to successfully seek such rescission or prevail in any such suit, we could face severe financial demands that could have significant, adverse affects on our financial position. Future financings may involve sales of our common stock at prices below prevailing market prices on the OTCBB or exchange on which our common stock is quoted or listed at that time, as well as the issuance of warrants or convertible securities at a discount to market price.Ltd

~~The~~Consolidated ~~application~~Statements of ~~the~~Operations ~~“penny stock” rules could adversely affect the market price of our common stock~~ and ~~increase your transaction costs to sell those shares~~Comprehensive .Loss

~~The~~For ~~Securities Exchange Commission (~~the ~~“SEC”)~~Years ~~adopted~~Ended ~~regulations~~December ~~which generally define a “penny stock” to be an equity security that has a market price of less than $5.00 per share or an exercise price of less than $5.00 per share~~31, ~~subject~~2025 ~~to specific exemptions. The last reported trade of the Company’s stock on the OTCBB was at a price below $5.00 per share, our common stock is considered a penny stock~~ and there can be no assurance our common stock will ever trade at a price above $5.00 per share in the future. The SEC’s penny stock rules require a broker-dealer, before a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document that provides information about penny stocks and the risks in the penny stock market. The broker-dealer must also provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and the salesperson in the transaction, and monthly account statements showing the market value of each penny stock held in the customer’s account. In addition, the penny stock rules generally require that before a transaction in a penny stock, the broker-dealer make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s agreement to the transaction. If applicable in the future, these rules may restrict the ability of brokers-dealers to sell our common stock and may affect the ability of investors to sell their shares, until our common stock no longer is considered a penny stock.2024

30Currency expressed in United States Dollars (“US$” or “$”), except for number of shares or otherwise stated

Item 1B. Unresolved Staff Comments

		Years ended December 31,			Years ended December 31,
	Note	2025			2024

Revenue	4	$	1,784,075		$	103,177
Cost of revenue			(1,651,985	)		(10,298	)
Gross profit			132,090			92,879

Operating expenses
General and administrative expenses	5		(262,179	)		(277,720	)
Loss from operations			(130,089	)		(184,841	)

Other (expenses)/income net:
Interest income			37			37
Foreign exchange (loss)/gain			(20,688	)		2,583
Other income/(expenses)			625			(86	)
Total other (expenses)/income, net			(20,026	)		2,534

Loss before income taxes			(150,115	)		(182,307	)

Income tax benefit			12,948			-
Net loss			(137,167	)	$	(182,307	)
Foreign currency translation adjustment			(592	)		703
Total Comprehensive loss		$	(137,759	)		(181,604	)

Weighted average shares outstanding:
Basic			71,925,438			55,969,281
Diluted			71,925,438			55,969,281

Loss per share
Basic		$	(0.0019	)		(0.0033	)
Diluted		$	(0.0019	)		(0.0033	)

~~Not~~ The accompanying notes are an integral ~~applicable~~part toof ~~smaller~~these ~~reporting~~consolidated ~~companies~~financial statements.

~~Item 2. Properties~~F-4

WeHolistic ~~lease office~~Asset ~~space~~Finance inGroup ~~the locations and on the terms described in the table~~Co., ~~below:~~Ltd

Location

Purpose

Approximate Size in Square Feet

Monthly Rent (USD)

Lease Expires*

Beijing, China

Headquarters

7,104

15,241

12/31/2009

Beijing, China

Finance and Accounting Office

2,000

4,656

6/30/2009

Tianjin, China

Filing Compare · Holistic Asset Finance Group Co., Ltd.