UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. ~~20549he~~20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the fiscal year ended FEBRUARY 28, ~~2025~~2026

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

For the transition period from ___________ to ___________

COMMISSION FILE NO. 333-255403

MINERVA GOLD INC.

(Exact name of registrant as specified in its charter)

Nevada

1000

98-1588963

(State or Other Jurisdiction of

Incorporation or Organization)

(Primary Standard Industrial

Classification Number)

(IRS Employer

Identification Number)

~~Minerva~~Room ~~Gold~~1503, ~~Inc.~~ Building 3, Xinshijihaoyuan,

~~12/1~~Jiankang ~~Kunayev~~West ~~str~~Road, IAQingjiangpu 17District,

~~Nur-Sultan~~Huaian City, ~~010000~~Jiangsu Province, ~~Kazakhstan~~China

(Address of principal executive offices and zip code)

~~(725)~~+86 ~~225-1800~~152614212229

(Registrant’s telephone number, including area code)

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

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

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

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for shorter period that the registrant as required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, 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.

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. YES ☐ NO ☒

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. YES ☐ NO ☒

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

As of May 8, ~~2025~~2026, the registrant had 6,570,000 shares of common stock issued and outstanding. No market value has been computed based upon the fact that no active trading market has been established as of May 8, ~~2025~~2026.

TABLE OF CONTENTS

	PART I
ITEM 1	Description of Business	3
ITEM 1A	Risk Factors	34
ITEM 1B	Unresolved Staff Comments	34
ITEM 1C	Cybersecurity	34
ITEM 2	Properties	34
ITEM 3	Legal Proceedings	34
ITEM 4	Mine Safety Disclosures	34
	Part II
	PART II
ITEM 5	Market for Common Equity and Related Stockholder Matters	45
ITEM 6	Selected Financial Data	45
ITEM 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	45
ITEM 7A	Quantitative and Qualitative Disclosures about Market Risk	57
ITEM 8	Financial Statements and Supplementary Data	68
ITEM 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	79
ITEM 9A	Controls and Procedures	79
ITEM 9B	Other Information	79
	Part III
	PART III
ITEM 10	Directors, Executive Officers, Promoters and Control Persons of the Company	810
ITEM 11	Executive Compensation	911
ITEM 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	1011
ITEM 13	Certain Relationships, Related Transactions	1012
ITEM 14	Principal Accountant Fees and Services	1012
	Part IV
	PART IV
ITEM 15	Exhibits and Financial Statement Schedules	1114

2 ~~| Page~~ Table of Contents

PART I

ITEM 1. DESCRIPTION OF BUSINESS

FORWARD-LOOKING STATEMENTS

This ~~annual~~Annual ~~report~~Report contains forward-looking statements. These statements relate to future events or our future financial performance. 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.

As used in this annual report, the terms “"we”", “"us”", “"our”", “"the Company”", mean MINERVA GOLD INC., unless otherwise indicated.

All dollar amounts refer to US dollars unless otherwise indicated.

~~DESCRIPTION OF BUSINESS~~Background

WeOur ~~were~~company was incorporated on February 24, 2021, in the State of Nevada. Since inception, Minerva Gold Inc. ishas been primarily focused on mineral property exploration. As part of its strategic growth initiative, the ~~company~~Company has expanded its operations to include design services, further diversifying its offerings. In addition to its core exploration activities, ~~Minerva~~the ~~Gold~~Company now provides innovative, tailored design solutions across various industries. This expansion reflects the company’s long-term vision of strengthening its competitive position and adapting to the evolving needs of its diverse client base. By integrating design services into its portfolio, ~~Minerva~~the ~~Gold~~Company ~~Inc.~~ aims to deliver comprehensive, creative solutions, —from conceptualization to execution, —ensuring high-quality outcomes and enhanced client satisfaction.

~~ITEM~~Recent ~~1A. RISK FACTORS~~Events

~~Not~~Change ~~applicable~~in Control. Effective April 10, 2025, there occurred a change in control of the Company. On such date, pursuant to ~~smaller~~a ~~reporting~~stock ~~companies~~purchase agreement (the “Change-in-Control Agreement”), Zhang Chengcheng acquired 5,000,000 shares of the Company’s common stock (the “Control Shares”) from Aftandil Aibekov. The Control Shares represent approximately 76.10% of the outstanding shares of the Company’s common stock and constitute voting control of the Company. The total consideration paid by Mr. Zhang for the Control Shares was $264,600 in cash at the closing.

~~ITEM~~In ~~1B.~~conjunction ~~UNRESOLVED~~with ~~STAFF~~the ~~COMMENTS~~Change-in-Control Agreement, on April 10, 2026, Aftandil Aibekov resigned as President, Chief Executive Officer, Treasurer, Secretary and a Director of the Company, Meltem Alieva resigned as a Director of the Company and Zhang Chengcheng was appointed as the Sole Director, President, Chief Executive Officer, Treasurer and Secretary of the Company.

~~None~~Letter of Intent. On April 10, 2026, the Company entered into a Letter of Intent (the “Letter of Intent”) to acquire Taizhou Sentian Sanitary Ware Co., Ltd. (“Taizhou Sentian”), a company owned by the Company’s Sole Officer and Director, Zhang Chengcheng. The Letter of Intent contemplates that the Company would issue a combination of common stock and a new series of preferred stock (the rights and preferences of which are to be determined) in the acquisition. The definitive agreement is expected to be completed by approximately May 31, 2026, following the completion of certain administrative actions required by applicable Chinese law, with a closing to occur shortly thereafter.

~~ITEM~~3 ~~1C.~~Table ~~CYBERSECURITY~~of Contents

~~Cybersecurity~~Taizhou ~~risk~~Sentian ~~management~~was isfounded ~~part~~in of2008 ~~the~~and ~~Company’s~~is ~~overall~~based ~~risk~~in ~~management.~~Taizhou, ~~Our~~Zhejiang ~~cybersecurity~~Province, ~~risk~~China ~~management~~(Yangtze isRiver ~~designed~~Delta), towithin ~~provide~~ a ~~framework~~few ~~for~~miles ~~handling~~of ~~cybersecurity~~Taizhou ~~threats~~Luqiao Airport and ~~incidents,~~high-speed ~~including~~rail ~~threats~~access and ~~incidents~~port ~~associated~~access. ~~with~~Taizhou ~~the~~Sentian ~~use~~manufactures ofsanitary ~~services~~ware ~~provided~~/ bybathroom ~~third-party~~fixtures, ~~service~~including ~~providers.~~shower Wepanels, ~~rely~~simple onshower ~~the~~enclosures, ~~cybersecurity~~garden/outdoor ~~protections~~showers, offaucets ~~many~~and ofshower ~~our~~columns. ~~third~~Taizhou ~~party~~Sentian ~~service~~conducts ~~providers.~~its ~~Our~~operations ~~primary~~in ~~third~~approximately ~~party~~12,000 ~~service~~sq. ~~providers,~~meters ~~utilize~~of ~~two~~leased ~~(2)~~building ~~factor~~space ~~authorization~~and asemploys ~~well~~approximately as100 ~~login~~staff. ~~and~~Taizhou ~~password~~Sentian ~~protections~~website ~~with~~is ~~email~~located ~~verifications~~at cnsentian.com.

~~Our~~ITEM ~~Board has overall oversight responsibility for our risk management, including our cybersecurity risk management~~1A. ~~Management~~RISK is responsible for identifying, considering and assessing material cybersecurity risks on an ongoing basis, establishing processes to ensure that such potential cybersecurity risk exposures are monitored. We have not experienced any cybersecurity incidents in fiscal year 2025.FACTORS

~~Despite~~Not ~~our~~applicable ~~efforts,~~to wesmaller ~~cannot~~reporting ~~eliminate all risks from cybersecurity threats, or provide assurances that we have not experienced an undetected cybersecurity incident~~companies.

ITEM 21B. ~~PROPERTIES~~UNRESOLVED STAFF COMMENTS

~~We do not own any property~~None.

ITEM 31C. ~~LEGAL~~CYBERSECURITY ~~PROCEEDINGS~~

WeCybersecurity ~~are~~risk ~~not~~management ~~currently~~is ~~involved~~part inof ~~any~~the ~~legal~~Company’s ~~proceedings~~overall risk management. Our cybersecurity risk management is designed to provide a framework for handling cybersecurity threats and weincidents, ~~are~~including ~~not~~threats ~~aware~~and incidents associated with the use of ~~any~~services ~~pending~~provided orby ~~potential~~third-party ~~legal~~service ~~actions~~providers. We rely on the cybersecurity protections of many of our third-party service providers. Our primary third-party service providers utilize two (2) factor authorization as well as login and password protections with email verifications.

~~ITEM~~The 4Company’s Board of Directors has overall oversight responsibility for our risk management, including our cybersecurity risk management. ~~MINE~~Management ~~SAFETY~~is ~~DISCLOSURES~~responsible for identifying, considering and assessing material cybersecurity risks on an ongoing basis, establishing processes to ensure that such potential cybersecurity risk exposures are monitored. We have not experienced any cybersecurity incidents in fiscal year 2026.

~~Not~~Despite ~~Applicable~~our efforts, we cannot eliminate all risks from cybersecurity threats or provide assurances that we have not experienced an undetected cybersecurity incident.

3ITEM |2. ~~Page Table of Contents~~PROPERTIES

~~PART~~We IIdo not own any property.

ITEM 53. ~~MARKET~~LEGAL ~~FOR EQUITY SECURITIES AND OTHER SHAREHOLDER MATTERS~~PROCEEDINGS

~~MARKET~~We ~~INFORMATION~~are not currently involved in any legal proceedings and we are not aware of any pending or potential legal actions.

AsITEM of4. ~~May~~MINE 8,SAFETY ~~2025, the 6,570,000 issued and outstanding shares of common stock were held by a total of 52 shareholders of record.~~ DISCLOSURES

~~DIVIDENDS~~Not Applicable.

We4 ~~have~~Table ~~never~~of ~~paid or declared any dividends on our common stock and do not anticipate paying cash dividends in the foreseeable future.~~Contents

~~SECURITIES~~PART ~~AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS~~II

WeITEM ~~currently~~5. doMARKET ~~not~~FOR ~~have~~EQUITY ~~any~~SECURITIES ~~equity~~AND ~~compensation~~OTHER ~~plans.~~SHAREHOLDER MATTERS

~~ITEM~~Market ~~6. SELECTED FINANCIAL DATA~~Information

~~Not~~As ~~Applicable~~of May 8, 2026, the 6,570,000 issued and outstanding shares of common stock were held by a total of 52 shareholders of record.

~~ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT OF OPERATIONS~~Dividends

~~The~~We ~~following~~have ~~discussion~~never ~~should~~paid beor ~~read~~declared inany ~~conjunction~~dividends ~~with~~on our ~~financial~~common ~~statements,~~stock ~~including the notes thereto, appearing elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates~~ and ~~beliefs. Our~~do ~~actual results could~~not ~~differ~~anticipate ~~materially~~paying ~~from~~cash ~~those~~dividends ~~discussed~~ in the ~~forward~~foreseeable ~~looking statements~~future. Factors that could cause or contribute to such differences include, but are not limited to those discussed below and elsewhere in this Annual Report. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

~~RESULTS~~Securities OFAuthorized ~~OPERATION~~for Issuance Under Equity Compensation Plans

AsWe ofcurrently ~~February~~do ~~28,~~not ~~2025, we had deficit of $77,175. Our financial statements~~ have ~~been~~any prepared assuming that we will continue as a going concern. We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other things, the sale of equity orcompensation ~~debt securities~~plans.

~~Year~~ITEM ~~ended~~6. ~~FEBRUARY~~SELECTED ~~28,~~FINANCIAL ~~2025 compared to year ended February 29, 2024~~DATA

~~Revenue~~Not Applicable.

~~During~~ITEM ~~the~~7. ~~year~~MANAGEMENT’S ~~ended~~DISCUSSION ~~February~~AND ~~28,~~ANALYSIS ~~2025,~~OF ~~the~~FINANCIAL ~~Company~~CONDITION ~~had~~AND ~~$26,000~~RESULTS inOF ~~revenue compared to $0 during the year ended February 29, 2024.~~OPERATIONS

~~Operating~~The ~~Expenses~~following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward looking statements. Factors that could cause or contribute to such differences include, but are not limited to those discussed below and elsewhere in this Annual Report. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

During the year ended February 28, 2025, we incurred total expenses and professional fees of $33,123 compared to $35,660 during the year ended February 29, 2024. General and administrative and professional fee expenses incurred generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting. Background

~~Net~~The ~~loss~~Company was incorporated under the laws of the State of Nevada on February 24, 2021. Until April 2026, the Company’s primary focus has been on mineral property exploration.

~~Our~~Effective ~~net~~April ~~loss~~10, ~~for~~2026, there occurred a change in control of the ~~year~~Company. ~~ended~~On ~~February~~such 28date, ~~2025~~Zhang ~~was~~Chengcheng $7acquired 5,~~123~~000,000 ~~compared~~shares toof ~~$35~~the Company’s common stock from the former control person,~~600~~ ~~for~~and was appointed the ~~year~~Sole ~~ended~~Officer ~~February~~and ~~29,~~Director ~~2024~~of the Company.

~~LIQUIDITY~~Also ~~AND~~effective ~~CAPITAL~~April ~~RESOURCES~~10, 2026, the Company entered into the Letter of Intent to acquire Taizhou Sentian Sanitary Ware Co., Ltd. (Taizhou Sentian), a company owned by the Company’s Sole Officer and Director, Zhang Chengcheng. The Letter of Intent contemplates that the Company would issue a combination of common stock and a new series of preferred stock (the rights and preferences of which are to be determined) in the acquisition. The definitive agreement is expected to be completed by approximately May 31, 2026, following the completion of certain administrative actions required by applicable Chinese law, with a closing to occur shortly thereafter.

AsTaizhou atSentian ~~February~~was 28founded in 2008 and is based in Taizhou, ~~2025~~Zhejiang ~~our~~Province, ~~total~~China ~~assets~~(Yangtze ~~were~~River ~~$27~~Delta),~~005~~ ~~compared~~within toa ~~$58~~few inmiles ~~total~~of ~~assets~~Taizhou atLuqiao ~~February~~Airport ~~29,~~and ~~2024~~high-speed rail access and port access. AsTaizhou atSentian ~~February~~manufactures 28sanitary ware / bathroom fixtures, ~~2025~~including shower panels, ~~our~~simple ~~current~~shower ~~liabilities~~enclosures, ~~were~~garden/outdoor ~~$67~~showers,~~780~~ ~~compared~~faucets toand ~~$33~~shower columns. Taizhou Sentian conducts its operations in approximately 12,~~710~~000 assq. meters of ~~February~~leased ~~29,~~building ~~2024~~space and employs approximately 100 staff. Taizhou Sentian website is located at cnsentian.com.

~~Stockholders’~~5 ~~deficit~~Table ~~was $40,775 as~~ of ~~February 28, 2025 compared to stockholders’ equity of $33,652 as of February 29, 2024.~~ Contents

~~Cash~~It ~~Flows~~is ~~from~~the ~~Operating~~intention ~~Activities~~of the Board of Directors to change the Company’s plan of business, upon the successful completion of the Taizhou Sentian acquisition, of which there is no assurance.

~~For~~The ~~the~~discussion ~~year~~below ~~ended~~relates ~~February~~to ~~28,~~the ~~2025,~~Company’s ~~net cash flows used in~~ operating ~~activities~~results ~~was~~and ~~$1,390~~financial ~~consisting~~position ofprior ~~net~~to ~~loss~~the ofApril ~~$7,123,~~2026 ~~increase~~change in ~~prepaid~~control. ~~expenses~~It ofis ~~$6,500,~~expected ~~deferred~~that ~~revenue~~future ofoperating ~~$12,000~~results ~~and depreciation expense~~ of ~~$233. For~~ the ~~year~~Company ~~ended~~will ~~February~~be ~~29,~~significantly ~~2024,~~different ~~net~~than ~~cash~~its ~~flows~~historical ~~used in~~ operating ~~activities was $35,630 consisting of net loss of $35,660, decrease in accounts payable of $200 and depreciation expense of $230~~results.

4Results ~~| Page Table~~ of ~~Contents~~Operations

~~Cash~~As ~~Flows~~of ~~from~~February ~~Investing~~28, ~~Activities~~2026, we had deficit of $86,564. Our financial statements have been prepared assuming that we will continue as a going concern. We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

~~For~~Year ~~the year~~ ended February 28, ~~2025,~~2026 ~~net cash used in investing activities was $3,500~~ compared to ~~$0 during the~~ year ended February 2928, ~~2024~~2025.

~~Cash~~Revenue. ~~Flows~~During ~~from~~the ~~Financing~~year ~~Activities~~ended February 28, 2026, the Company had $33,500 in revenue compared to $26,000 during the year ended February 28, 2025.

~~Cash~~Operating ~~flows~~Expenses. ~~provided~~During ~~by financing activities during~~ the year ended February 28, ~~2025~~2026, ~~were~~we ~~$22,070,~~incurred ~~consisting~~total ~~entirely~~expenses ofand ~~loan~~professional ~~from~~fees ~~shareholder~~of $42,889 compared to $2033,~~830~~123 ~~for~~during the year ended February 2928, ~~2024~~2025. General and administrative and professional fee expenses incurred generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting.

~~CRITICAL~~Net ~~ACCOUNTING~~loss. ~~POLICIES~~Our ~~AND~~net ~~ESTIMATES~~loss for the year ended February 28, 2026 was $9,389 compared to $7,123 for the year ended February 28, 2025.

~~Our~~Liquidity significant accounting policies are described in Note 3 – Summary of Significant Accounting Policies to the financial statements included in this Annual Report. These policies are considered critical to understanding our financial condition and ~~results~~Capital ~~of operations as they require significant management judgment and estimates in their application.~~Resources

~~PLAN~~As OFat ~~OPERATION~~February ~~AND~~28, ~~FUNDING~~2026 our total assets were $10,116 compared to $27,005 in total assets at February 28, 2025. As at February 28, 2026, our current liabilities were $60,280 compared to $67,780 as of February 28, 2025.

WeStockholders’ ~~expect~~deficit ~~that~~was ~~working~~$50,164 ~~capital~~as ~~requirements will continue to be funded through a combination~~ of ~~our~~February ~~existing~~28, ~~funds~~2026 ~~and~~compared ~~further issuances of securities. Our working capital requirements are expected~~ to ~~increase~~stockholders’ inequity ~~line~~of ~~with~~$40,775 ~~the~~as ~~growth~~ of ~~our~~February ~~business~~28, 2025.

~~Existing~~Cash ~~working~~Flows ~~capital,~~from ~~further~~Operating ~~advances~~Activities. ~~and~~For ~~debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over~~ the ~~next~~year ~~six~~ended ~~months.~~February We28, ~~have~~2026, nonet ~~lines~~cash offlows ~~credit~~used orin ~~other~~operating ~~bank~~activities ~~financing~~was ~~arrangements. Generally~~$10,103 weconsisting ~~have financed operations to date through the proceeds~~ of ~~the~~net ~~private~~loss ~~placement~~ of ~~equity and debt instruments. In connection with our business plan~~$9,389, ~~management~~decrease ~~anticipates additional increases~~ in ~~operating~~prepaid expenses ~~and capital expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. We intend to finance these expenses with further issuances~~ of ~~securities~~$6,086, ~~and~~deferred ~~debt~~revenue ~~issuances.~~of ~~Thereafter~~$7,500 ~~we expect we will need to raise additional capital~~ and ~~generate~~depreciation ~~revenues~~expense toof ~~meet long-term operating requirements~~$700. ~~Additional~~For ~~issuances~~the ofyear ~~equity~~ended orFebruary ~~convertible debt securities will result in dilution to our current shareholders. Further~~28, ~~such securities might have rights~~2025, ~~preferences~~net orcash ~~privileges~~flows ~~senior~~used toin ~~our~~operating ~~common~~activities ~~stock.~~was ~~Additional~~$1,390 ~~financing~~consisting ~~may~~of ~~not~~net beloss ~~available~~of ~~upon acceptable terms~~$7,123, orincrease atin ~~all.~~prepaid Ifexpenses ~~adequate~~of ~~funds are not available or are not available on acceptable terms~~$6,500, wedeferred ~~may~~revenue ~~not be able to take advantage~~ of ~~prospective new business endeavors or opportunities~~$12,000 ~~which could significantly~~ and ~~materially~~depreciation ~~restrict~~expense ~~our~~of ~~business operations~~$233.

~~MATERIAL~~Cash ~~COMMITMENTS~~Flows from Investing Activities. For the year ended February 28, 2026, net cash used in investing activities was $0 compared to $3,500 during the year ended February 28, 2025.

AsCash ofFlows from Financing Activities. Cash flows provided by financing activities during the ~~date~~year ofended ~~this~~February ~~Annual~~28, ~~Report~~2026 were $0 compared to $22,070, weconsisting doentirely ~~not~~of ~~have~~loan ~~any~~from ~~material~~shareholder ~~commitments~~for the year ended February 28, 2025.

~~PURCHASE~~Critical OFAccounting ~~SIGNIFICANT~~Policies ~~EQUIPMENT~~and Estimates

WeOur dosignificant ~~not~~accounting ~~intend~~policies are described in Note 3 – Summary of Significant Accounting Policies to ~~purchase~~the ~~any~~financial statements included in this Annual Report. These policies are considered critical to understanding our financial condition and results of operations as they require significant ~~equipment~~management ~~during~~judgment ~~the~~and ~~next~~estimates ~~twelve~~in ~~months~~their application.

~~OFF-BALANCE~~6 ~~SHEET~~Table ~~ARRANGEMENTS~~of Contents

AsPlan of ~~the~~Operation ~~date~~and of this Annual Report, we do not have any off balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.Funding

~~ITEM~~We 7Aexpect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. ~~QUANTITATIVE~~Our ~~AND~~working ~~QUALITATIVE~~capital ~~DISCLOSURES~~requirements ~~ABOUT~~are ~~MARKET~~expected ~~RISK~~to increase in line with the growth of our business.

~~Not~~Existing ~~applicable~~working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next six months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.

5Material ~~| Page Table of Contents~~Commitments

~~Item~~As 8.of ~~Financial~~the ~~Statements~~date ~~and~~of ~~Supplementary~~this ~~Data~~Annual Report, we do not have any material commitments.

Report of Independent Registered Public Accounting Firm		F-1
Balance Sheets as of February 28, 2025 and February 29, 2024		F-3
Statements of Operations for the years ended February 28, 2025 and February 29, 2024		F-4
Statement of Changes in Stockholders’ Equity for the years ended February 28, 2025 and February 29, 2024		F-5
Statements of Cash Flows for the years ended February 28, 2025 and February 29, 2024		F-6
Notes to the Financial Statements		F-7 -F-11

Off-Balance Sheet Arrangements

6As |of ~~Page~~the ~~Table~~date of ~~Contents~~this Annual Report, we do not have any off balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

~~REPORT~~ITEM OF7A. ~~INDEPENDENT~~QUANTITATIVE ~~REGISTERED~~AND ~~PUBLIC~~QUALITATIVE ~~ACCOUNTING~~DISCLOSURES ~~FIRM~~ABOUT MARKET RISK

ToNot ~~the Board of Directors and Shareholders of Minerva Gold Inc~~applicable.

~~Opinion~~7 onTable ~~the~~of ~~Financial Statements~~Contents

WeITEM ~~have audited the accompanying balance sheets of Minerva Gold Inc~~8. ~~(“the~~FINANCIAL ~~Company”)~~STATEMENTS asAND ofSUPPLEMENTARY February 28, 2025 and February 29, 2024, and the related statements of operations, changes in stockholders’ equity, and cash flows for each of the years in the two-year period ended February 28, 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 position of the Company as of February 28, 2025 and February 29, 2024 and the results of its operations and its cash flows for each of the years in the two-year period ended February 28, 2025, in conformity with accounting principles generally accepted in the United States of America.DATA

Going Concern

Report of Independent Registered Public Accounting Firm		F-1
Balance Sheets as of February 28, 2026, and February 28, 2025		F-2
Statements of Operations for the years ended February 28, 2026, and February 28, 2025		F-3
Statement of Changes in Stockholders’ Equity for the years ended February 28, 2026, and February 28, 2025		F-4
Statements of Cash Flows for the years ended February 28, 2026, and February 28, 2025		F-5
Notes to the Financial Statements		F-6

~~The~~8 ~~accompanying~~Table financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has not yet established an ongoing source of revenue sufficient to cover its operating costs and has accumulated loss from inception. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.Contents

~~Basis~~REPORT ~~for~~OF ~~Opinion~~INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~These~~To ~~financial statements are~~ the ~~responsibility~~Board of ~~the~~Directors Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and ~~are~~Stockholders ~~required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations~~ of ~~the~~Minerva ~~Securities~~Gold, ~~and Exchange Commission and the PCAOB~~Inc.

WeOpinion conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our 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~~Financial ~~of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.~~Statements

~~Our~~We ~~audits~~have ~~included~~audited ~~performing~~the ~~procedures~~accompanying tobalance ~~assess~~sheets of Minerva Gold, Inc. (“the ~~risks~~Company”) as of ~~material~~February ~~misstatement~~28, of2026 and 2025, and the ~~financial~~related statements, ~~whether~~of ~~due~~operations, tochanges ~~error~~in orstockholders’ ~~fraud~~equity, and ~~performing~~cash ~~procedures~~flows ~~that~~for ~~respond~~each toof ~~those~~the ~~risks.~~years ~~Such~~in ~~procedures~~the ~~included~~two-year ~~examining,~~period onended aFebruary ~~test~~28, ~~basis~~2026, ~~evidence~~and ~~regarding~~ the ~~amounts~~related ~~and~~notes ~~disclosures~~(collectively inreferred to as the financial statements). ~~Our~~In ~~audits~~our ~~also~~opinion, ~~included~~the ~~evaluating~~financial statements present fairly, in all material respects, the ~~accounting~~financial ~~principles~~position ~~used~~of ~~and~~the ~~significant~~Company ~~estimates~~as ~~made~~of byFebruary ~~management~~28, as2026, ~~well~~and as2025 ~~evaluating~~and the ~~overall~~results ~~presentation~~of its operations and its cash flows for each of the ~~financial~~years ~~statements.~~in Wethe ~~believe~~two-year ~~that~~period ~~our~~ended ~~audits~~February ~~provide~~28, a2026, ~~reasonable~~in ~~basis~~conformity ~~for~~with ~~our~~accounting ~~opinion~~principles generally accepted in the United States of America.

~~F-1~~Going ~~Table of Contents~~Concern

~~Critical~~The ~~Audit~~accompanying ~~Matters~~financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has not yet established an ongoing source of revenue sufficient to cover its operating costs and has accumulated losses from inception. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

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

~~Fruci~~These &financial ~~Associates~~statements ~~II,~~are ~~PLLC~~the –responsibility ~~PCAOB~~of IDthe ~~#05525We~~Company’s ~~have~~management. ~~served~~Our asresponsibility is to express an opinion on the Company’s ~~auditor~~financial ~~since~~statements ~~2022~~based on our audits. ~~Spokane,~~We ~~Washington~~are ~~May~~a 8,public ~~2025~~accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

~~F-2~~We ~~Table~~conducted our audits in accordance with the standards of ~~Contents~~the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our 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 Company’s internal control over financial reporting. Accordingly, we express no such opinion.

~~MINERVA~~Our ~~GOLD~~audits ~~INC~~included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our 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.

~~BALANCE~~Critical ~~SHEETS~~ Audit Matters

	FEBRUARY 28, 2025			FEBRUARY 29, 2024
ASSETS
Current Assets
Cash & cash equivalents	$	17,180		$	0
Prepaid expenses		6,500			0
Total current assets		23,680			0
Other non-current assets		3,325			58
Total non-current assets		3,325			58
TOTAL ASSETS	$	27,005		$	58
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Deferred revenue	$	12,000		$	-
Loans from related parties		55,780			33,710
Total current liabilities		67,780			33,710
Total Liabilities		67,780			33,710
Commitments and contingencies		-			-
Stockholders’ Equity (Deficit)
Common stock, $0.001 par value, 75,000,000 shares authorized; 6,570,000 shares issued and outstanding		6,570			6,570
Additional Paid-In-Capital		29,830			29,830
Accumulated Deficit		(77,175	)		(70,052	)
Total Stockholders’ equity (deficit)		(40,775	)		(33,652	)
Total Liabilities and Stockholders’ Equity (Deficit)	$	27,005		$	58

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

~~The~~Fruci ~~accompanying~~& ~~notes~~Associates ~~are~~II, anPLLC ~~integral~~– ~~part~~PCAOB ofID ~~these~~#05525We ~~financial~~have ~~statements~~served as the Company’s auditor since 2022. Spokane, Washington May 8, 2026

F-~~3 Table of Contents~~1

MINERVA GOLD INC.

~~STATEMENTS~~BALANCE ~~OF OPERATIONS~~SHEETS

	YEAR ENDEDFEBRUARY 28, 2025			YEAR ENDED FEBRUARY 29, 2024
Revenue	$	26,000		$	-
OPERATING EXPENSES
General and administrative expenses		33,123			35,660
Total Operation expenses		33,123			35,660
Income (Loss) before provision for income taxes		(7,123	)		(35,660	)
Provision for income taxes		-			-
Net income (loss)	$	(7,123	)	$	(35,660	)
Income (loss) per common share:
Basic and Diluted	$	(0.00	)	$	(0.00	)
Weighted Average Number of Common Shares Outstanding:
Basic and Diluted		6,570,000			6,570,000

(AUDITED)

The accompanying notes are an integral part of these financial statements.

	FEBRUARY 28, 2026			FEBRUARY 28, 2025

ASSETS
Current Assets
Cash & cash equivalents	$	7,077		$	17,180
Prepaid expenses		414			6,500
Total current assets		7,491			23,680
Other non-current assets		2,625			3,325
Total non-current assets		2,625			3,325
TOTAL ASSETS	$	10,116		$	27,005

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Deferred revenue	$	4,500		$	12,000
Loans from related parties		55,780			55,780
Total current liabilities		60,280			67,780
Total Liabilities		60,280			67,780

Commitments and contingencies		-			-

Stockholders’ Equity (Deficit)
Common stock, $0.001 par value, 75,000,000 shares authorized; 6,570,000 shares issued and outstanding		6,570			6,570
Additional Paid-In-Capital		29,830			29,830
Accumulated Deficit		(86,564	)		(77,175	)
Total Stockholders’ equity (deficit)		(50,164	)		(40,775	)
Total Liabilities and Stockholders’ Equity (Deficit)	$	10,116		$	27,005

~~F-4~~The ~~Table~~accompanying notes are an integral part of ~~Contents~~these financial statements

~~MINERVA~~F-2 ~~GOLD~~Table ~~INC.~~of Contents

~~STATEMENT~~MINERVA OFGOLD ~~CHANGES IN STOCKHOLDERS’ EQUITY~~ INC.

~~FOR~~STATEMENTS ~~THE~~OF ~~YEARS ENDED FEBRUARY 28, 2025 AND FEBRUARY 29, 2024~~ OPERATIONS

	Number ofCommonShares		Amount		Additional Paid-In-Capital		Deficitaccumulated			Total
Balances as of February 28, 2023		6,570,000	$	6,570	$	29,830	$	(34,392	)	$	2,008
Net loss		-		-		-		(35,660	)		(35,660	)
Balances as of February 29, 2024		6,570,000	$	6,570	$	29,830	$	(70,052	)	$	(33,652	)
Net loss		-		-		-		(7,123	)		(7,123	)
Balances as of February 28, 2025		6,570,000	$	6,570	$	29,830	$	(77,175	)	$	(40,775	)

(AUDITED)

The accompanying notes are an integral part of these financial statements.

	YEAR ENDED FEBRUARY 28, 2026			YEAR ENDED FEBRUARY 28, 2025
Revenue	$	33,500		$	26,000
OPERATING EXPENSES
General and administrative expenses		42,889			33,123
Total Operation expenses		42,889			33,123
Income (Loss) before provision for income taxes		(9,389	)		(7,123	)

Provision for income taxes		-			-

Net income (loss)	$	(9,389	)	$	(7,123	)

Income (loss) per common share:
Basic and Diluted	$	(0.00	)	$	(0.00	)

Weighted Average Number of Common Shares Outstanding:
Basic and Diluted		6,570,000			6,570,000

~~F-5~~The ~~Table~~accompanying notes are an integral part of ~~Contents~~these financial statements.

~~MINERVA~~F-3 ~~GOLD~~Table ~~INC.~~of Contents

~~STATEMENTS~~MINERVA OFGOLD ~~CASH FLOWS~~INC.

	YEAR ENDED FEBRUARY 28, 2025			YEAR ENDED FEBRUARY 29, 2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(7,123	)	$	(35,660	)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation expense		233			230
Changes in operating assets and liabilities:
Increase in Prepaid expense		(6,500	)
Changes in Accounts payable		-			(200	)
Deferred Revenue		12,000			-
Net cash used by Operating activities		(1,390	)		(35,630	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of fixed assets		(3,500	)		-
Net cash used in investing activities		(3,500	)		-
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds of loan from shareholder		22,070			20,830
Net cash provided by Financing activities		22,070			20,830
Increase (decrease) in cash and equivalents		17,180			(14,800	)
Cash and equivalents at beginning of the period		-			14,800
Cash and equivalents at end of the period	$	17,180		$	-
Supplemental cash flow information:
Cash paid for:
Interest	$	-		$	-
Taxes	$	-		$	-

STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

~~The~~FOR ~~accompanying~~THE ~~notes~~YEARS ~~are~~ENDED anFEBRUARY ~~integral~~28, ~~part~~2026 ofAND ~~these~~FEBRUARY ~~financial~~28, ~~statements.~~2025

~~F-6 Table of Contents~~(AUDITED)

MINERVA GOLD INC.

	Number of Common Shares		Amount		Additional Paid-In-Capital		Deficit accumulated			Total

Balances as of February 29, 2024		6,570,000	$	6,570	$	29,830	$	(70,052	)	$	(33,652	)
Net loss		-		-		-		(7,123	)		(7,123	)
Balances as of February 28, 2025		6,570,000	$	6,570	$	29,830	$	(77,175	)	$	(40,775	)
Net loss		-		-		-		(9,389	)		(9,389	)
Balances as of February 28, 2026		6,570,000	$	6,570	$	29,830	$	(86,564	)	$	(50,164	)

~~NOTES~~The TOaccompanying ~~THE~~notes ~~AUDITED~~are ~~FINANCIAL~~an ~~STATEMENTS~~integral part of these financial statements.

~~FOR~~F-4 ~~THE~~Table ~~YEAR~~of ~~ENDED FEBRUARY 28, 2025~~Contents

~~NOTE~~MINERVA ~~1 -~~GOLD ~~ORGANIZATION AND BUSINESS~~INC.

~~MINERVA~~STATEMENTS ~~GOLD~~OF ~~INC.~~CASH (the “Company”) is a corporation established under the corporation laws in the State of Nevada on February 24, 2021 with an authorized capital of 75,000,000 common shares with a par value of $0.001. The Company’s fiscal year-end is February 28. Minerva Gold Inc. (the “Company”) is a junior mineral exploration company engaged in the identification, acquisition, and exploration of precious metals in Kazakhstan. As part of its strategic growth initiatives, the Company has expanded its business operations to include a new segment focused on design services. This addition aligns with the Company’s long-term vision to diversify its offerings and better position itself to meet the evolving needs of potential clients.FLOWS

~~NOTE 2 - GOING CONCERN~~(AUDITED)

The Company’s financial statements as of February 28, 2025 have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company has accumulated loss from inception (February 24, 2021) to February 28, 2025 of $77,175. These factors among others raise substantial doubt about the ability of the company to continue as a going concern for a reasonable period of time.

	YEAR ENDED FEBRUARY 28, 2026			YEAR ENDED FEBRUARY 28, 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(9,389	)	$	(7,123	)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation expense		700			233
Changes in operating assets and liabilities:
Prepaid expense		6,086			(6,500	)
Deferred Revenue		(7,500	)		12,000
Net cash used by Operating activities		(10,103	)		(1,390	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of fixed assets		-			(3,500	)
Net cash used in investing activities		-			(3,500	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds of loan from shareholder		-			22,070
Net cash provided by Financing activities		-			22,070
Increase (decrease) in cash and equivalents		(10,103	)		17,180
Cash and equivalents at beginning of the period		17,180			-
Cash and equivalents at end of the period	$	7,077		$	17,180
Supplemental cash flow information:
Cash paid for:
Interest	$	-		$	-
Taxes	$	-		$	-

InThe ~~order~~accompanying tonotes ~~continue~~are asan aintegral ~~going~~part concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of ~~its~~these ~~plans. These~~ financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~NOTE 3~~ F-5 ~~SUMMARY~~Table OFof ~~SIGNIFICANT ACCOUNTING POLICIES~~Contents

~~Basis~~MINERVA ofGOLD ~~Presentation~~INC.

~~The~~NOTES ~~financial~~TO ~~statements~~THE ofAUDITED ~~the~~FINANCIAL ~~Company have been prepared in accordance with generally accepted accounting principles in the United States of America.~~STATEMENTS

~~Cash~~ FOR ~~and~~THE ~~Cash~~YEAR ~~Equivalents~~ENDED FEBRUARY 28, 2026

~~For~~NOTE ~~purposes~~1 - ofORGANIZATION ~~the~~AND statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. As of February 28, 2025, the company has $17,180 in the bank account.BUSINESS

~~Stock~~MINERVA GOLD INC. (the “Company”) is a corporation established under the corporation laws in the State of Nevada on February 24, 2021, with an authorized capital of 75,000,000 common shares with a par value of $0.001. The Company's fiscal year-~~Based~~end ~~Compensation~~is February 28. Minerva Gold Inc. (the "Company") is a junior mineral exploration company engaged in the identification, acquisition, and exploration of precious metals in Kazakhstan. As part of its strategic growth initiatives, the Company has expanded its business operations to include a new segment focused on design services. This addition aligns with the Company’s long-term vision to diversify its offerings and better position itself to meet the evolving needs of potential clients.

AsNOTE ~~of February 28, 2025, the Company has not issued any stock~~2 -~~based~~ ~~payments~~GOING ~~to its employees.~~CONCERN

~~Stock-based~~The ~~compensation~~Company’s isfinancial ~~accounted~~statements ~~for~~as atof ~~fair~~February ~~value~~28, 2026, have been prepared using generally accepted accounting principles in ~~accordance~~the ~~with~~United ~~ASC~~States ~~718,~~of ~~when~~America applicable. Toto ~~date~~a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not ~~adopted~~yet aestablished ~~stock~~an ~~option~~ongoing ~~plan~~source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company has ~~not~~accumulated ~~granted~~loss ~~any~~from ~~stock~~inception ~~options~~(February 24, 2021) to February 28, 2026, of $86,564. These factors among others raise substantial doubt about the ability of the company to continue as a going concern for a reasonable period of time.

~~New~~In ~~Accounting~~order ~~Pronouncements~~to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~There~~NOTE ~~were~~3 - ~~various~~SUMMARY ~~accounting~~OF ~~standards~~SIGNIFICANT ~~and~~ACCOUNTING interpretations issued recently by the Financial Accounting Standards Board (FASB). Management has evaluated all recent accounting pronouncements issued through the date of this filing and does not believe any of these standards will have a material impact on the Company’s financial position, results of operations, or cash flows upon adoption.POLICIES

~~Segment~~Basis ~~Reporting~~of Presentation

InThe ~~accordance~~financial ~~with~~statements ~~ASC~~of ~~Topic 280, Segment Reporting,~~ the Company ~~has~~have ~~determined~~been ~~that~~prepared itin ~~operates~~accordance aswith agenerally ~~single~~accepted ~~reportable~~accounting ~~segment.~~principles ~~The~~in Company has limited operations and is managed by a sole officer, who serves as both Chief Executive Officer and Chief Financial Officer. As such, all decisions regarding resource allocation and performance evaluation are made on a consolidated basis. Therefore, the ~~Company~~United ~~has~~States ~~concluded~~of ~~that it has one operating and reportable segment, and no additional segment disclosures are required at this time~~America.

~~F-7~~Cash ~~Table~~and ofCash ~~Contents~~Equivalents

~~Use~~For purposes of ~~Estimates~~the ~~and~~statement ~~Assumptions~~of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. As of February 28, 2026, the company has $7,077 in the bank account.

~~The~~Stock-Based preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.Compensation

~~Due~~As toof ~~the~~February ~~limited~~28, ~~level of operations~~2026, the Company has not ~~had~~issued toany ~~make~~stock-based ~~material~~payments ~~assumptions~~to orits ~~estimates other than the assumption that the Company is a going concern~~employees.

~~Fair~~Stock-based ~~Value~~compensation ofis ~~Financial~~accounted ~~Instruments~~for at fair value in accordance with ASC 718, when applicable. To date, the Company has not adopted a stock option plan and has not granted any stock options.

~~ASC~~F-6 ~~825,~~Table ~~“Disclosures about Fair Value~~ of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of February 28, 2025.Contents

~~The~~New ~~respective~~Accounting carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts payable and related party loan payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value.Pronouncements

~~Income~~There ~~Taxes~~were various accounting standards and interpretations issued recently by the Financial Accounting Standards Board (FASB). Management has evaluated all recent accounting pronouncements issued through the date of this filing and does not believe any of these standards will have a material impact on the Company’s financial position, results of operations, or cash flows upon adoption.

~~Income~~Segment taxes are provided in accordance with ASC No. 740, Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities.Reporting

~~Deferred~~ASC ~~tax~~Topic ~~assets~~280, ~~are~~Segment ~~reduced~~Reporting, byestablishes astandards ~~valuation~~for ~~allowance~~companies ~~when~~to report, in ~~the~~their ~~opinion~~unaudited ofcondensed ~~management~~financial statements, itinformation isabout ~~more~~operating ~~likely~~segments, ~~than~~products, ~~not~~services, ~~that~~geographic ~~some~~areas, ~~portion~~and ofmajor ~~all~~customers. Operating segments are defined as components of ~~the~~an ~~deferred~~enterprise ~~tax~~that ~~assets~~engage ~~will~~in bebusiness ~~realized.~~activities ~~Deferred~~from ~~tax~~which ~~assets~~it may recognize revenues and ~~liabilities~~incur ~~are~~expenses, ~~adjusted~~and for ~~the~~which ~~effects~~separate offinancial ~~changes~~information inis ~~tax~~available ~~laws~~that ~~and~~is ~~rates~~regularly onevaluated by the ~~date~~Company’s ofchief ~~enactment~~operating decision maker, or group, in deciding how to allocate resources and assess performance.

~~Earnings~~The ~~per~~Company’s ~~Share~~chief operating decision maker (“CODM”) has been identified as the Chief Executive Officer, who reviews the assets, operating results, and financial metrics for the Company as a whole to make decisions about allocating resources and assessing financial performance. Accordingly, management has determined that there is only one reportable segment.

~~ASC~~The ~~No.~~CODM ~~260,~~assesses ~~“Earnings~~performance ~~Per~~for ~~Share”, specifies~~ the ~~computation,~~single ~~presentation~~segment and ~~disclosure~~decides ~~requirements~~how ~~for~~to ~~earnings~~allocate (resources based on net income or loss) ~~per~~that ~~share~~also ~~for~~is ~~entities~~reported ~~with~~on ~~publicly~~the ~~held~~statement ~~common~~of ~~stock~~operations as net income or loss. The ~~Company~~measure ~~has~~of ~~adopted~~segment assets is reported on the ~~provisions~~balance ofsheet ~~ASC~~as ~~No.~~total ~~260~~assets. When evaluating the Company’s performance and making key decisions regarding resource allocation, the CODM reviews several key metrics included in net income or loss and total assets, which include the following:

Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

For the

Year Ended

February 28,

2026

For the

Year Ended

February 28,

2025

General and administrative expenses

42,889

33,123

~~Depreciation~~The ~~Policy~~key measures of segment profit or loss reviewed by the CODM are general and administrative expenses. General and administrative expenses are reviewed and monitored by the CODM to manage and forecast cash to ensure enough capital is available to assure that the Company is able to continue its operations. The CODM also reviews general and administrative expenses to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget. All other segment items included in net income or loss are reported on the statements of operations and described within their respective disclosures.

~~The~~Use ~~assets are stated at cost, net~~ of ~~accumulated~~Estimates ~~depreciation~~ and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs, if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Assumptions

~~Subsequent~~The ~~expenditure~~preparation ~~related~~of tofinancial anstatements ~~item~~in ofconformity ~~the~~with ~~assets~~generally isaccepted ~~added~~accounting toprinciples ~~its~~requires ~~book~~management ~~value~~to ~~only~~make ifestimates itand ~~increases~~assumptions ~~the~~that ~~future~~affect ~~benefits from~~ the ~~existing~~reported ~~asset~~amounts ~~beyond its previously assessed standard~~ of ~~performance.~~assets ~~All~~and ~~other~~liabilities ~~expenses~~and ondisclosure ~~existing~~of ~~fixed~~contingent assets, ~~including day-to-day repairs~~ and ~~maintenance~~liabilities ~~expenditure~~at ~~and~~the ~~cost~~date of ~~replacing~~the ~~parts,~~financial ~~are~~statements ~~charged~~and to the ~~Statement~~reported amounts of ~~Profit~~revenues and ~~Loss~~expenses ~~for~~during the period. ~~during~~Actual ~~which~~results ~~such~~could ~~expenses~~differ ~~are~~from ~~incurred~~those estimates.

~~F-8~~Due ~~Table~~to the limited level of ~~Contents~~operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.

~~Gains~~Fair orValue ~~losses arising from de-recognition~~ of ~~fixed~~Financial ~~assets are measured as the difference between the net disposal proceeds and the carrying amount of the assets derecognized.~~Instruments

~~During~~ASC ~~the~~825, ~~year~~“Disclosures ~~ended~~about ~~Feb~~Fair 28Value of Financial Instruments”, ~~2025~~requires disclosure of fair value information about financial instruments. ASC 820, ~~Company~~“Fair ~~purchased~~Value ~~website~~Measurements” ~~for~~defines $3fair value,~~500. The~~ ~~Company~~establishes ~~depreciates~~a ~~its~~framework ~~property~~for ~~using~~measuring ~~straight-line~~fair ~~depreciation~~value ~~over~~in ~~the~~generally ~~estimated~~accepted ~~useful~~accounting ~~life~~principles, ofand 5expands ~~years~~disclosures about fair value measurements. ~~Company~~Fair ~~charged~~value ~~$175~~estimates asdiscussed ~~depreciation~~herein ~~expense~~are ~~for~~based ~~the~~upon ~~year~~certain ~~ended~~market assumptions and pertinent information available to management as of February 28, ~~2025~~2026.

~~Revenue~~F-7 ~~Recognition~~Table of Contents

The ~~Company~~respective ~~recognizes~~carrying ~~revenue~~values inof ~~accordance~~certain ~~with~~on-balance-sheet ~~Accounting~~financial ~~Standards~~instruments ~~Codification~~approximate ~~(ASC)~~their ~~606,~~fair ~~Revenue~~values. ~~from~~These ~~Contracts~~financial ~~with~~instruments ~~Customers,~~include ~~which~~cash ~~outlines~~and arelated ~~five-step~~party ~~model~~loan payable. Fair values were assumed to approximate carrying values for ~~recognizing~~these ~~revenue:~~financial instruments since they are short term in nature and their carrying amounts approximate fair value.

1.Income Identify the contract with a customer – A contract is an agreement between two or more parties that creates enforceable rights and obligations. 2. Identify the performance obligations in the contract – Performance obligations are promises in a contract to transfer goods or services to a customer. 3. Determine the transaction price – The transaction price is the amount of consideration the Company expects to be entitled to in exchange for transferring promised services. 4. Allocate the transaction price to the performance obligations – If a contract contains more than one performance obligation, the transaction price is allocated to each based on relative standalone selling prices. 5. Recognize revenue when (or as) the performance obligations are satisfied – Revenue is recognized when control of the promised goods or services is transferred to the customer.Taxes

~~The~~In ~~Company’s~~December ~~revenue~~2023, ~~primarily~~the ~~consists~~FASB ofissued ~~design~~ASU ~~services.~~2023-09, ~~These~~“Income ~~services~~Taxes ~~are~~(Topic ~~generally~~740): ~~accounted~~Improvements ~~for~~to asIncome ~~performance~~Tax ~~obligations~~Disclosures,” ~~satisfied~~which atrequires disaggregated information about a ~~point~~company’s ineffective ~~time.~~tax ~~Revenue~~rate isreconciliation ~~recognized~~and ~~when~~information ~~the~~on ~~service~~income ~~has~~taxes ~~been~~paid ~~fully~~by ~~performed,~~jurisdiction. ~~delivered~~The toCompany ~~the~~adopted ~~customer~~this standard effective March 2, ~~and~~2025, ~~payment~~on ~~has~~a ~~been~~prospective ~~received~~basis. Adoption did not have a material impact on the Company’s financial position or isresults ~~reasonably~~of ~~assured~~operations.

~~Deferred~~Earnings ~~Revenue~~per Share

~~Deferred~~ASC ~~revenue represents advance payments received from customers before the Company has satisfied its performance obligations~~No. ~~Such~~260, ~~amounts~~“Earnings ~~are~~Per ~~recorded~~Share”, asspecifies ~~a liability until~~ the ~~services are performed~~computation, atpresentation ~~which~~and ~~point~~disclosure ~~the~~requirements ~~revenue~~for isearnings ~~recognized.~~(loss) ~~Deferred~~per ~~revenue~~share isfor ~~classified~~entities aswith apublicly ~~current~~held ~~liability~~common ~~when~~stock. ~~the~~The Company ~~expects~~has toadopted ~~perform~~ the ~~services~~provisions ~~within~~of ~~one~~ASC ~~year~~No. 260.

~~NOTE~~Basic 4net ~~- CAPITAL~~loss ~~STOCK~~per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

~~The~~Depreciation ~~Company has 75,000,000 shares of common stock authorized with a par value of $0.001 per share.~~ Policy

AsThe ofassets are ~~February~~stated 28at cost, ~~2025~~net of accumulated depreciation and accumulated impairment losses, ~~the~~if ~~Company~~any. ~~had~~The 6cost comprises purchase price,~~570~~ borrowing costs,~~000~~ ~~shares~~if ~~issued~~capitalization ~~and~~criteria ~~outstanding~~are ~~for~~met ~~total~~and ~~proceeds~~directly attributable cost of ~~$36,400~~bringing the asset to its working condition for the intended use.

~~There~~Subsequent ~~were~~expenditure norelated ~~common~~to ~~stock~~an ~~transactions~~item inof the ~~two~~assets ~~years~~is ~~ending~~added ~~February~~to 29its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, ~~2024~~including day-to-day repairs and ~~February~~maintenance 28expenditure and cost of replacing parts, ~~2025~~are charged to the Statement of Profit and Loss for the period during which such expenses are incurred.

~~NOTE~~Gains 5 or losses arising from de-recognition ~~RELATED~~of ~~PARTY~~fixed ~~TRANSACTIONS~~assets are measured as the difference between the net disposal proceeds and the carrying amount of the assets derecognized.

InDuring ~~support of~~ the ~~Company’s~~year ~~efforts~~ended ~~and~~February ~~cash~~28, ~~requirements~~2025, itCompany ~~may~~purchased ~~rely~~website onfor ~~advances~~$3,500. The ~~from related parties until such time that the~~ Company ~~can~~depreciates ~~support~~ its ~~operations~~property orusing ~~attains~~straight-line ~~adequate~~depreciation ~~financing~~over ~~through~~the ~~sales~~estimated ofuseful ~~its~~life ~~equity~~of or5 ~~traditional debt financing~~years. ~~There~~Company ischarged no$700 ~~formal~~as ~~written~~depreciation ~~commitment~~expense for ~~continued~~the ~~support~~year byended ~~officers,~~February ~~directors~~28, ~~or shareholders~~2026. ~~Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.~~

~~Since~~Revenue February 24, 2021 (Inception) through February 28, 2025, the Company’s sole officer and director loaned the Company $55,780 to pay for incorporation costs and general and administrative expenses. As of February 28, 2025, the amount outstanding was $55,780. The loan is non-interest bearing, due upon demand and unsecured.Recognition

~~NOTE~~The 6Company recognizes revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers, which outlines a five-step ~~COMMITMENTS~~model ~~AND~~for ~~CONTINGENCIES~~recognizing revenue:

On1. ~~March~~Identify ~~29,~~the ~~2023,~~contract ~~Minerva~~with ~~Gold~~a ~~Inc.~~customer ~~signed~~– aA ~~Mineral~~contract ~~Property~~is ~~Option~~an ~~Agreement~~agreement ~~with~~between ~~Tuzashuu~~two ~~Ken~~or ~~Limited~~more ~~Liability~~parties ~~Company~~ that ~~holds~~creates ~~License~~enforceable ~~No.~~rights ~~5862~~and MPobligations. ~~for~~2. Identify the ~~exploration~~performance ofobligations in the ~~Arsy~~contract ~~deposit.~~– ~~According~~Performance toobligations ~~this~~are ~~Agreement,~~promises in ~~order~~a contract to ~~keep~~transfer ~~the~~goods ~~Option,~~or ~~the~~services ~~Company~~to ~~was~~a ~~obligated~~customer. to3. ~~make~~Determine ~~aggregate~~the ~~cash~~transaction ~~payments~~price of– ~~$500,000~~The ~~within~~transaction ~~six~~price ~~months~~is ofthe ~~execution~~amount of consideration the ~~SPA,~~Company ~~fund~~expects ~~exploration~~to ~~and~~be ~~development~~entitled ~~work~~to onin ~~the~~exchange ~~Property~~for intransferring ~~2024~~promised ~~totaling~~services. at4. ~~least~~Allocate ~~$300,000,~~the ~~and~~transaction ~~transfer~~price to the ~~Optioner~~performance ~~not~~obligations ~~less~~– ~~than~~If ~~30%~~a ~~(Thirty~~contract ~~percent)~~contains ofmore ~~the~~than ~~Company’s~~one ~~shares~~performance byobligation, the ~~end~~transaction ofprice ~~the~~is ~~Option~~allocated ~~Period.~~to ~~However,~~each ~~the~~based ~~agreement~~on ~~was~~relative ~~terminated~~standalone ~~after~~selling ~~the~~prices. ~~Company~~5. ~~failed~~Recognize torevenue ~~meet~~when (or as) the ~~required~~performance obligations ~~within~~are ~~the~~satisfied ~~specified~~– ~~timeframe,~~Revenue ~~and~~is asrecognized when control of ~~now,~~the nopromised ~~rights~~goods toor ~~the~~services ~~property~~is ~~are~~transferred ~~held~~to the customer.

~~F-9~~The ~~Table~~Company’s revenue primarily consists of ~~Contents~~design services. These services are generally accounted for as performance obligations satisfied at a point in time. Revenue is recognized when the service has been fully performed, delivered to the customer, and payment has been received or is reasonably assured.

AsRevenue of the date of this Annual Report, the Company does not have any material commitments other than those discussed above. As of February 28, 2025, the Company is not aware of any contingent liabilities, legal disputes, or other obligations that could impact the Company’s financial position and that should be reflected in the financial statements.Concentration

~~NOTE 7~~During ~~- INCOME~~the ~~TAXES~~year ended February 28, 2026, all of the Company’s revenue was derived from two customers.

~~The~~Deferred ~~reconciliation of income tax benefit at the U.S. statutory rate of 21% for the periods ended February 28, 2025 and February 29, 2024 the company’s effective tax rate is as follows:~~ Revenue

	2025			2024
Tax benefit at U.S. statutory rate	$	(16,207	)	$	(14,711	)
Change in valuation allowance		16,207			14,711
	$	-		$	-

Deferred revenue represents advance payments received from customers before the Company has satisfied its performance obligations. Such amounts are recorded as a liability until the services are performed, at which point the revenue is recognized. Deferred revenue is classified as a current liability when the Company expects to perform the services within one year.

F-108 Table of Contents

~~The~~NOTE ~~tax~~4 ~~effects of temporary differences that give rise to significant portions of the net deferred tax assets at~~- ~~February~~CAPITAL ~~28, 2025 and February 29, 2024 is as follows:~~STOCK

	2025			2024
Deferred tax assets:
Net operating loss		16,207			14,711
Valuation allowance		(16,207	)		(14,711	)
	$	-		$	-

The Company has 75,000,000 shares of common stock authorized with a par value of $0.001 per share.

As of February 28, ~~2025~~2026, the Company ~~has~~had ~~approximately $77~~6,~~175 of net operating loss (“NOL”) carryforwards available to offset future taxable income~~570,000 ifshares ~~any.~~issued These NOLs begin to expire in fiscal year 2045. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. This assessment is based on projections of future taxable income, the scheduled reversal of temporary differences, and ~~potential~~outstanding tax planning strategies. Based on this analysis, management has determined that it is more likely than not that the deferred tax assets will not be realized, and therefore a full valuation allowance has been recorded against the deferred tax assets for ~~all~~total ~~periods~~proceeds ~~presented.~~of ~~The valuation allowance increased by~~ $136,~~496 during the year ended February 28, 2025, primarily due to the increase in net operating loss carryforwards generated during the period~~400.

~~NOTE~~There 8were -no ~~SUBSEQUENT~~common ~~EVENT~~stock transactions in the two years ending February 28, 2025, and February 28, 2026.

~~The~~NOTE ~~Company~~5 - ~~has~~RELATED ~~evaluated~~PARTY ~~subsequent events from February 28, 2025 to the date the financial statements were issued and has determined that there are no items to disclose.~~TRANSACTIONS

~~F-11~~In ~~Table~~support of ~~Contents~~the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.

~~ITEM~~Since 9February 24, 2021 (Inception) through February 28, 2026, the Company’s sole officer and director loaned the Company $55,780 to pay for incorporation costs and general and administrative expenses. ~~CHANGES~~As INof ~~AND~~February ~~DISAGREEMENTS~~28, ~~WITH~~2026, ~~ACCOUNTANTS~~the ONamount ~~ACCOUNTING~~outstanding ~~AND~~was ~~FINANCIAL~~$55,780. ~~DISCLOSURE~~The loan is non-interest bearing, due upon demand and unsecured.

~~None.~~NOTE 6 - COMMITMENTS AND CONTINGENCIES

~~ITEM~~As ~~9A.~~of ~~CONTROLS~~the ~~AND~~date ~~PROCEDURES~~of this Annual Report, the Company does not have any material commitments and is not aware of any contingent liabilities, legal disputes, or other obligations that could impact the Company's financial position and that should be reflected in the financial statements.

~~Our~~NOTE ~~management~~7 ~~is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a~~-~~15(e)~~ ~~and~~INCOME 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.TAXES

AnThe ~~evaluation~~reconciliation ~~was~~of ~~conducted~~income ~~under~~tax ~~the~~benefit ~~supervision~~at ~~and with~~ the ~~participation~~U.S. ofstatutory ~~our~~rate ~~management~~ of ~~the~~21% ~~effectiveness~~for of the ~~design~~periods ~~and~~ended ~~operation~~February of28, ~~our~~2026, ~~disclosure controls~~ and ~~procedures as of~~ February 28, 2025, ~~based on~~ the ~~framework~~company’s set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission of 2013 (COSO). Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective astax ofrate ~~such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act,~~ is ~~recorded,~~as processed, summarized and reported within the time periods specified in SEC rules and forms. This conclusion was based on the identification of material weaknesses in our internal control over financial reporting. Specifically, the Company lacks a sufficient system of overall internal controls over financial reporting. These material weaknesses include the absence of effective policies and procedures to provide adequate, independent oversight over financial reporting, deficiencies in the timely preparation and review of accounting records, and a lack of segregation of duties. These control deficiencies represent material weaknesses because they create a reasonable possibility that a material misstatement of the financial statements would not be prevented or detected on a timely basis.follows:

Such officer also confirmed that there was no change in our internal control over financial reporting during the year February 28, 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

	2026			2025
Tax benefit at U.S. statutory rate	$	(18,178	)	$	(16,207	)
Change in valuation allowance		18,178			16,207
	$	-		$	-

~~ITEM~~The ~~9B.~~tax ~~OTHER~~effects ~~INFORMATION~~of temporary differences that give rise to significant portions of the net deferred tax assets at February 28, 2026 and February 28, 2025 is as follows:

None.

	2026			2025
Deferred tax assets:
Net operating loss		18,178			16,207
Valuation allowance		(18,178	)		(16,207	)
	$	-		$	-

7As |of ~~Page~~February ~~Table~~28, 2026, the Company has approximately $86,564 of ~~Contents~~net operating loss ("NOL") carryforwards available to offset future taxable income, if any. These NOLs begin to expire in fiscal year 2046. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. This assessment is based on projections of future taxable income, the scheduled reversal of temporary differences, and potential tax planning strategies. Based on this analysis, management has determined that it is more likely than not that the deferred tax assets will not be realized, and therefore a full valuation allowance has been recorded against the deferred tax assets for all periods presented. The valuation allowance increased by $1,496 during the year ended February 28, 2026, primarily due to the increase in net operating loss carryforwards generated during the period.

~~PART~~F-9 ~~III~~Table of Contents

~~ITEM~~NOTE ~~10.~~8 ~~DIRECTORS,~~- ~~EXECUTIVE~~SUBSEQUENT ~~OFFICERS, PROMOTERS AND CONTROL PERSONS OF THE COMPANY~~EVENTS

~~Directors~~Except ofas ~~the~~set ~~corporation~~forth ~~are~~below, ~~elected by~~ the ~~stockholders~~Company tohas aevaluated ~~term~~subsequent ofevents ~~one~~from ~~year~~February ~~and~~28, ~~serve~~2026, ~~until~~to ~~a successor is elected and qualified. Officers of~~ the ~~corporation~~date ~~are appointed by~~ the ~~Board~~financial ofstatements ~~Directors~~were toissued ~~a term of one year~~ and ~~serves~~has ~~until~~determined athat ~~successor~~there isare ~~duly appointed and qualified, or until he or she is removed from office. The Board of Directors has~~ no ~~nominating,~~items ~~auditing~~to ~~or compensation committees~~disclose.

~~Mr.~~Change ~~Aibekov~~in was appointed as our Director at the time of incorporation. He is not considered an independent director of the Company. On October 21, 2024, the Company appointed Meltem Alieva as a member of its Board of Directors. We currently have one independent director.Control

~~The~~Effective ~~name~~April 10, ~~age~~2025, ~~and~~there ~~position~~occurred a change in control of ~~our~~the ~~officers~~Company. On such date, pursuant to a stock purchase agreement (the “Change-in-Control Agreement”), Zhang Chengcheng acquired 5,000,000 shares of the Company’s common stock (the “Control Shares”) from Aftandil Aibekov. The Control Shares represent approximately 76.10% of the outstanding shares of the Company’s common stock and ~~directors~~constitute isvoting ~~set~~control ~~forth~~of ~~below:~~the Company. The total consideration paid by Mr. Zhang for the Control Shares was $264,600 in cash at the closing.

Name and Address of Executive Officer and/or Directors	Age	Position
Aftandil Aibekov	31	President, Treasurer, Secretary and Director(Principal Executive, Financial and Accounting Officer)
Meltem Alieva	33	Director

In conjunction with the Change-in-Control Agreement, on April 10, 2026, Aftandil Aibekov resigned as President, Chief Executive Officer, Treasurer, Secretary and a Director of the Company, Meltem Alieva resigned as a Director of the Company and Zhang Chengcheng was appointed as the Sole Director, President, Chief Executive Officer, Treasurer and Secretary of the Company.

~~Set~~Letter ~~forth below is a brief description~~ of ~~the background and business experience of our executive sole officer and directors for the past five years.~~Intent

~~AFTANDIL~~On ~~AIBEKOV~~April 10, 2026, the Company entered into a Letter of Intent (the “Letter of Intent”) to acquire Taizhou Sentian Sanitary Ware Co., Ltd. (“Taizhou Sentian”), a company owned by the Company’s Sole Officer and Director, Zhang Chengcheng. The Letter of Intent contemplates that the Company would issue a combination of common stock and a new series of preferred stock (the rights and preferences of which are to be determined) in the acquisition. The definitive agreement is expected to be completed by approximately May 31, 2026, following the completion of certain administrative actions required by applicable Chinese law, with a closing to occur shortly thereafter.

~~Mr.~~Taizhou ~~Aftandil~~Sentian ~~Aibekov~~was ~~has~~founded ~~served~~in as2008 ~~President, Treasurer~~ and ~~our~~is ~~sole~~based ~~director~~in ~~since~~Taizhou, ~~February~~Zhejiang 24Province, ~~2021.~~China In(Yangtze ~~2016~~River Delta), hewithin ~~graduated~~a ~~from~~few ~~Kyrgyz~~miles ~~State University~~ of ~~Geology,~~Taizhou ~~Mining~~Luqiao Airport and ~~Natural~~high-speed ~~Resources~~rail ~~Development,~~access ~~Faculty~~and ofport ~~Geological Exploration~~access. ~~Since~~Taizhou ~~June~~Sentian ~~2016,~~manufactures ~~Mr.~~sanitary ~~Aibekov~~ware ~~has~~/ ~~been~~bathroom ~~working~~fixtures, asincluding ashower ~~geologist~~panels, atsimple ~~Elstar~~shower ~~Ltd~~enclosures, agarden/outdoor ~~private~~showers, ~~exploration~~faucets ~~company.~~and Mrshower columns. ~~Aibekov’s~~Taizhou ~~desire~~Sentian toconducts ~~found~~its ~~our~~operations ~~company~~in ~~led~~approximately to12,000 ~~our conclusion that Mr~~sq. ~~Aibekov~~meters ~~should~~of beleased ~~serving~~building asspace aand ~~member~~employs ofapproximately ~~our~~100 ~~board~~staff. ofTaizhou ~~directors~~Sentian inwebsite ~~light~~is oflocated ~~our~~at ~~business and structure~~cnsentian.com.

~~MELTEM~~F-10 ~~ALIEVA~~Table of Contents

~~Ms.~~ITEM ~~Meltem Alieva was appointed as a member of the Board of Directors on October 31, 2024~~9. ~~For~~CHANGES ~~the~~IN ~~past~~AND ~~five~~DISAGREEMENTS ~~years,~~WITH ~~she~~ACCOUNTANTS ~~has~~ON ~~worked~~ACCOUNTING asAND aFINANCIAL freelance designer, specializing in interior, exterior, architectural, and other design projects. During this period, she has collaborated with various clients and firms, contributing to residential and commercial space planning, landscape design, and structural aesthetics. Her expertise includes concept development, 3D visualization, and project coordination, ensuring innovative and functional design solutions across multiple industries.DISCLOSURE

~~AUDIT COMMITTEE~~None.

WeITEM ~~do not currently have an audit committee financial expert serving on our audit committee~~9A. ~~While~~CONTROLS weAND have recently commenced limited operations, we continue to believe that the cost of retaining a financial expert is not justified at this time, given the current scale and scope of our activities. As our operations expand, we intend to reassess the need for a qualified financial expert to join the audit committee in accordance with applicable SEC requirements and good governance practices.PROCEDURES

~~SIGNIFICANT~~Our ~~EMPLOYEES~~management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

~~Other~~An ~~than~~evaluation was conducted under the supervision and with the participation of our ~~directors~~management of the effectiveness of the design and operation of our disclosure controls and procedures as of February 28, we2026, dobased on the framework set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission of 2013 (COSO). Based on that evaluation, our management concluded that our disclosure controls and procedures were not ~~expect~~effective ~~any~~as ~~other~~of ~~individuals~~such date to ~~make~~ensure athat ~~significant~~information ~~contribution~~required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. This conclusion was based on the identification of material weaknesses in our ~~business~~internal control over financial reporting. Specifically, the Company lacks a sufficient system of overall internal controls over financial reporting. These material weaknesses include the absence of effective policies and procedures to provide adequate, independent oversight over financial reporting, deficiencies in the timely preparation and review of accounting records, and a lack of segregation of duties. These control deficiencies represent material weaknesses because they create a reasonable possibility that a material misstatement of the financial statements would not be prevented or detected on a timely basis.

8Such |officer ~~Page~~also ~~Table~~confirmed ofthat ~~Contents~~there was no change in our internal control over financial reporting during the year February 28, 2026, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

ITEM 119B. ~~EXECUTIVE~~OTHER ~~COMPENSATION~~INFORMATION

~~The following tables set forth certain information about compensation paid, earned or accrued for services by our Executive Officer for the years ended February 28, 2025 and February 29, 2024:~~None.

~~Summary~~9 ~~Compensation~~ Table of Contents

Name andPrincipalPosition	Year	Salary($)	Bonus($)	StockAwards($)	OptionAwards($)	Non-EquityIncentive PlanCompensation($)	All OtherCompensation($)	All OtherCompensation($)	Total($)
Aftandil AibekovPresident, SecretaryCEO, CFOAnd Director	March 1, 2023 to February 29, 2024	-0-	-0-	-0-	-0-	-0-	-0-	-0-	-0-
	March 1, 2024 to February28, 2025	-0-	-0-	-0-	-0-	-0-	-0-	-0-	-0-

PART III

~~There~~ITEM ~~are~~10. noDIRECTORS, ~~current~~EXECUTIVE ~~employment~~OFFICERS, ~~agreements~~PROMOTERS ~~between~~AND ~~the~~CONTROL ~~company~~PERSONS ~~and~~OF ~~its~~THE ~~officer.~~COMPANY

~~There~~The ~~are no annuity~~name, ~~pension~~age orand ~~retirement~~titles ~~benefits~~of ~~proposed~~our toSole beExecutive ~~paid~~Officer toand ~~the~~Director ~~officer~~are orset ~~directors~~forth ~~or employees~~ in the ~~event~~table ~~of retirement at normal retirement date pursuant to any presently existing plan provided or contributed to by the company or any of its subsidiaries, if any~~below.

CHANGE OF CONTROL

Name	Age	Position
Zhang Chengcheng	36	Director, President, Chief Executive Officer, Chief Financial Officer, Treasurer and Secretary

AsCertain ofinformation ~~February~~regarding ~~28, 2025, we had no pension plans or compensatory plans or other arrangements which provide compensation in~~ the ~~event~~background of aMr. ~~termination~~Zhang ofis ~~employment~~set orforth ~~a change in our control~~below.

9Zhang |Chengcheng ~~Page~~has ~~Table~~served as CEO of ~~Contents~~Taizhou Sentian Sanitary Ware Co., Ltd., a Taizhou, China-based manufacturer of sanitary ware / bathroom fixtures, since 2023. From 2014 t0 2016, Mr. Zhang served as Quality Control Inspector for Cougar Shoes, Jiangsu (China) Office. From 2016 to 2023, he served on behalf of Dongguan Hanghua Footwear Co., Ltd. as Head of Brand Development for Partner-Company Jia Kuang Trading Co., Ltd., Huaian, China. Mr. Zhang earned a Bachelor’s Degree in Electrical Engineering from the University of Duisburg-Essen, Duisburg, Germany.

~~ITEM~~During 12the past ten years, Mr. ~~SECURITY~~Zhang ~~OWNERSHIP~~has OFnot ~~CERTAIN~~been ~~BENEFICIAL~~the ~~OWNERS~~subject ~~AND~~to ~~MANAGEMENT~~any ~~AND~~of ~~RELATED~~the ~~STOCKHOLDER~~following ~~MATTERS~~events:

~~The~~1. ~~following~~Any ~~table~~bankruptcy ~~sets~~petition ~~forth,~~filed asby or against any business of which they were a general partner or executive officer either at the ~~date~~time of ~~Form~~the ~~10-K~~bankruptcy or within two years prior to that time. 2. Any conviction in a criminal proceeding or being subject to a pending criminal proceeding. 3. An order, ~~the~~judgment, ~~total~~or ~~number~~decree, not subsequently reversed, suspended or vacated, or any court of ~~shares~~competent ~~owned~~jurisdiction, ~~beneficially~~permanently byor ~~our~~temporarily ~~directors~~enjoining, ~~officers~~barring, ~~and~~suspending ~~key~~or ~~employees~~otherwise limiting Mr. Wang’s involvement in any type of business, ~~individually~~securities or banking activities. 4. Found by a court of competent jurisdiction (in a civil action), the Securities and asExchange Commission or the Commodity Future Trading Commission to have violated a ~~group~~federal or state securities or commodities law, and the ~~present~~judgment ~~owners~~5. has not been reversed, suspended or vacated. 6. Were the subject of 5%any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in paragraph (f)(3)(i) of ~~our~~this ~~total~~section, ~~outstanding~~or ~~shares.~~to ~~The~~be ~~stockholder~~associated ~~listed~~with ~~below~~persons ~~has~~engaged ~~direct~~in ~~ownership~~any such activity; 7. Were found by a court of ~~his~~competent ~~shares~~jurisdiction ~~and~~in ~~possesses~~a ~~sole~~civil ~~voting~~action or by the Commission to have violated any Federal or State securities law, and ~~dispositive~~the ~~power~~judgment ~~with~~in ~~respect~~suc to8. civil action or finding by the ~~shares~~Commission has not been subsequently reversed, suspended, or vacated; 9. Were the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:

Title of Class		Name and Address ofBeneficial Owner		Amount and Nature of Beneficial Ownership		Percentage
Common Stock		Aftandil Aibekov		5,000,000 shares of common stock (direct)			76.10	%

	i.	Any Federal or State securities or commodities law or regulation; or
	ii.	Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or
	iii.	Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity.

~~The~~Term ~~percentages below are based on 6,570,000 shares~~ of ~~our common stock issued and outstanding.~~Office

~~ITEM~~Our 13directors are appointed to hold office until the next annual meeting of our shareholders or until their respective successor is elected and qualified, or until they resign or are removed in accordance with the provisions of the Nevada Revised Statutes. ~~CERTAIN~~Our ~~RELATIONSHIPS~~officers ~~AND~~are ~~RELATED~~appointed ~~TRANSACTIONS~~by our Board of Directors and hold office until removed by the Board or until their resignations.

On10 ~~February~~Table ~~25, 2021, we offered and sold 5,000,000 shares~~ of ~~common stock to Aftandil Aibekov, our sole officer and director, at a purchase price of $0.001 per share, for aggregate proceeds of $5,000.~~ Contents

~~During~~Director ~~the period from February 24, 2021 (inception) to February 28, 2025, Mr. Aibekov loaned $55,780 to the Company. This loan is non-interest bearing, due upon demand and unsecured.~~Independence

~~ITEM~~Our 14Board of Directors is currently composed of one member, Zhang Chengcheng. ~~PRINCIPAL~~Mr. ~~ACCOUNTANT~~Zhang ~~FEES~~does ~~AND~~not ~~SERVICES~~qualify as independent. Our board of directors has not made a subjective determination as to each director that no relationships exist which, in the opinion of our board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director had our Board of Directors made these determinations, our board of directors would have reviewed and discussed information provided by the directors and us with regard to each director’s business and personal activities and relationships as they may relate to us and our management.

~~The~~ITEM ~~aggregate~~11. ~~fees~~EXECUTIVE billed for professional services rendered by our auditor Fruci & Associates II, PLLC for the audit and review of our financial statements for the fiscal years ended February 28, 2025 and February 29, 2024 amounted to $18,287 and $15,750 respectively.COMPENSATION

	Year Ended
	February 28, 2025		February 29, 2024
Audit Fees	$	18,287	$	15,750
Audit Related Fees		0		0
Tax Fees		0		0
All Other Fees		0		0
Total	$	18,287	$	15,750

The following table sets forth certain information about compensation paid, earned or accrued for services by our Executive Officer for the fiscal years ended February 28, 2026 and 2025:

~~Audit~~Summary ~~fees~~Compensation represent fees for professional services rendered by our principal accountants for the audit of our annual financial statements and review of the financial statements included in our Forms 10-Q or services that are normally provided by our principal accountants in connection with statutory and regulatory filings or engagements.Table

Audit-related fees represent professional services rendered for assurance and related services by the accounting firm that are reasonably related to the performance of the audit or review of our financial statements that are not reported under audit fees.

Name and Principal Position	Year Ended 2/28	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	All Other Compensation ($)	Total ($)
Zhang Chengcheng⁽¹⁾ President, CEO, CFO, Secretary and Director	2026	-0-	-0-	-0-	-0-	-0-	-0-	-0-
	2025	-0-	-0-	-0-	-0-	-0-	-0-	-0-

Aftandil Aibekov Former President, CEO, CFO and Director	2026	-0-	-0-	-0-	-0-	-0-	-0-	-0-
Aftandil Aibekov Former President, CEO, CFO and Director	2025	-0-	-0-	-0-	-0-	-0-	-0-	-0-

~~Tax~~(1) ~~fees~~Mr. ~~represent~~Zhang ~~professional~~did ~~services~~not ~~rendered~~become byan ~~the~~officer ~~accounting~~of ~~firm~~the ~~for~~Company ~~tax~~until ~~compliance,~~April ~~tax advice~~10, ~~and tax planning~~2026.

~~All~~There ~~other~~is ~~fees~~no ~~represent~~current ~~fees~~employment ~~billed~~agreement ~~for~~between ~~products and services provided by~~ the ~~accounting~~Company ~~firm,~~and ~~other~~its ~~than~~sole ~~the services reported for the other three categories~~officer.

10There |are ~~Page~~no ~~Table~~annuity, pension or retirement benefits proposed to be paid to the officer or directors or employees in the event of ~~Contents~~retirement at normal retirement date pursuant to any presently existing plan provided or contributed to by the company or any of its subsidiaries, if any.

~~ITEM~~Change ~~15.~~in ~~EXHIBITS~~Control Arrangements

~~The~~As ~~following~~of ~~exhibits~~February ~~are~~28, ~~filed~~2026, and as ~~part~~of the date of this Annual Report, we had no pension plans or compensatory plans or other arrangements which provide compensation in the event of a termination of employment or a change in our control.

31.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
32.1		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

11The |following ~~Page~~table ~~Table~~sets forth, as of ~~Contents~~the date of this Annual Report, the shareholdings of (1) each person owning beneficially 5% or more of the Company’s outstanding common stock; (2) each executive officer of the Company, and (3) all officers and directors as a group. Unless otherwise indicated, each owner has sole voting and investment power over his securities. Information relating to beneficial ownership of securities by our principal shareholders and management is based upon information furnished by each person using beneficial ownership’ concepts under the rules of the SEC. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the SEC rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power. Except as disclosed herein, we do not have any outstanding options or other securities exercisable for or convertible into shares of our common stock. Unless otherwise indicated, the address of each person listed is c/o Minerva Gold Inc., Room 1503, Building 3, Xinshijihaoyuan, Jiankang West Road, Qingjiangpu District, Huaian City, Jiangsu Province, China.

~~SIGNATURES~~11 Table of Contents

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Name of Beneficial Owner	Title of Class	Beneficial Ownership		Percent of Class⁽¹⁾
Zhang Chengcheng⁽²⁾	Common Stock		5,000,000		76.10	%
All Officers and Directors as a Group (1 person)	Common Stock		5,000,000		76.10	%

		MINERVA GOLD INC.
Dated: May 8, 2025	By:	/s/ Aftandil Aibekov
		Aftandil Aibekov, President andChief Executive Officer and Chief Financial Officer

(1) Based on 6,570,000 shares outstanding, as of the date of this Annual Report.

12(2) |Sole ~~Page~~Officer and Director.

Loans by Director

During the period from February 24, 2021 (inception), to February 28, 2026, our then-sole officer, Aftandil Aibekov, loaned $55,780 to the Company. This loan is non-interest bearing, due upon demand and unsecured.

Change in Control

Effective April 10, 2025, there occurred a change in control of the Company. On such date, pursuant to a stock purchase agreement (the “Change-in-Control Agreement”), Zhang Chengcheng acquired 5,000,000 shares of the Company’s common stock (the “Control Shares”) from Aftandil Aibekov. The Control Shares represent approximately 76.10% of the outstanding shares of the Company’s common stock and constitute voting control of the Company. The total consideration paid by Mr. Zhang for the Control Shares was $264,600 in cash at the closing.

Letter of Intent

On April 10, 2026, the Company entered into a Letter of Intent (the “Letter of Intent”) to acquire Taizhou Sentian Sanitary Ware Co., Ltd. (“Taizhou Sentian”), a company owned by the Company’s Sole Officer and Director, Zhang Chengcheng. The Letter of Intent contemplates that the Company would issue a combination of common stock and a new series of preferred stock (the rights and preferences of which are to be determined) in the acquisition. The definitive agreement is expected to be completed by approximately May 31, 2026, following the completion of certain administrative actions required by applicable Chinese law, with a closing to occur shortly thereafter.

Taizhou Sentian was founded in 2008 and is based in Taizhou, Zhejiang Province, China (Yangtze River Delta), within a few miles of Taizhou Luqiao Airport and high-speed rail access and port access. Taizhou Sentian manufactures sanitary ware / bathroom fixtures, including shower panels, simple shower enclosures, garden/outdoor showers, faucets and shower columns. Taizhou Sentian conducts its operations in approximately 12,000 sq. meters of leased building space and employs approximately 100 staff. Taizhou Sentian website is located at cnsentian.com.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The aggregate fees billed for professional services rendered by our auditor Fruci & Associates II, PLLC for the audit and review of our financial statements for the fiscal years ended February 28, 2026, and February 28, 2025, amounted to $22,000 and $18,827, respectively.

Table of Contents

	Year Ended
	FEBRUARY 28, 2026		FEBRUARY 28, 2025
Audit Fees	$	22,000	$	18,287
Audit Related Fees		0		0
Tax Fees		0		0
All Other Fees		0		0
Total	$	22,000	$	18,287

Audit fees represent fees for professional services rendered by our principal accountants for the audit of our annual financial statements and review of the financial statements included in our Forms 10-Q or services that are normally provided by our principal accountants in connection with statutory and regulatory filings or engagements.

Tax fees represent professional services rendered by the accounting firm for tax compliance, tax advice, and tax planning.

All other fees represent fees billed for products and services provided by the accounting firm, other than the services reported for the other three categories.

Table of Contents

PART IV

ITEM 15. EXHIBITS

The following exhibits are filed as part of this Annual Report.

31.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
32.1		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

Table of Contents

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	MINERVA GOLD INC.

Dated: May 8, 2026	By:	/s/ Zhang Chengcheng
		Zhang Chengcheng Chief Executive Officer and Chief Financial Officer

Filing Compare · Minerva Gold Inc.