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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended September 30, 2017
	OR
[ ]	TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

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

~~Commission~~For ~~file~~the ~~Number:~~quarterly ~~000-51048~~period ended March 31, 2026

~~ASIA PROPERTIES, INC. (Exact name of registrant as specified in its charter)~~OR

Nevada		47-0855301
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

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

119 Commercial Street Suite 190-115, Bellingham Washington 98225		98225
(Address of principal executive offices)		(Zip Code)

For the transition period from January 1^st 2026 to March 31^st 2026

~~(360)~~Commission file ~~392-2841 (Registrant’s telephone~~ number,: ~~including area code)~~000-51048

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

~~Indicate~~(Exact byname ~~check~~of ~~mark whether the~~ registrant isas aspecified large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filed,” “accelerated filer” and “smaller reporting company” in ~~Rule~~its ~~12b-2 of the Exchange Act.~~charter)

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] (Do not check if a smaller reporting company) Smaller reporting company [X]

Wyoming

91-1910791

State or other jurisdiction of

incorporation or organization

(I.R.S. Employer

Identification No.)

~~Indicate~~3050 byPost ~~check~~Oak ~~mark~~Boulevard, ~~whether~~Suite ~~the registrant is a shell company (as defined in Rule 12b~~510-~~2 of the Exchange Act. Yes [ ] No [X]~~Q60

~~Indicate the number of shares outstanding of each of the issuer’s classes of common stock~~Houston, ~~as of the latest practicable date: As~~ ofTexas November 20, 2017, the issuer had 67,199,362 shares of common stock outstanding. The Company also issued 950,000,000 and 600,000,000 shares of restricted common stock for the purchase of 100% shares of Asia Innovation Technology Limited (AITL) and Sino King Management Limited (SKML) respectively, which are held in escrow, pending completion of certain conditions. See Note 5 in the financial statements for more detail.77056

~~ASIA~~(Address ~~PROPERTIES,~~of ~~INC.~~principal executive offices)

~~Quarterly~~Registrant’s ~~Report~~telephone onnumber, ~~Form~~including ~~10-Q For~~area ~~the~~code: ~~Quarterly~~(281) ~~Period Ended September 30, 2017~~532-9034

~~FORWARD-LOOKING~~Securities ~~STATEMENTS~~registered pursuant to Section 12(b) of the Act:

~~This Form~~Title 10-Q for the quarterly period ended September 30, 2017 contains forward-looking statements that involve risks and uncertainties. Forward-looking statements in this document include, among others, statements regarding our capital needs, business plans and expectations. Such forward-looking statements involve assumptions, risks and uncertainties regarding, among others, the success of ~~our~~each ~~business~~class ~~plan,~~Trading ~~availability~~Symbol(s) ofName ~~funds, government regulations, operating costs, our ability to achieve significant revenues, our business model and products and other factors. Any statements contained herein that are not statements~~ of ~~historical~~each ~~fact may~~exchange beon deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential” or “continue”, the negative of such terms or other comparable terminology. In evaluating these statements, you should consider various factors, including the assumptions, risks and uncertainties set forth in reports and other documents we have filed with or furnished to the SEC. These factors or any of them may cause our actual results to differ materially from any forward-looking statement made in this document. While these forward-looking statements, and any assumptions upon which ~~they~~registered ~~are~~Common ~~based,~~Stock ~~are~~HYOR made in good faith and reflect our current judgment regarding future events, our actual results will likely vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. The forward-looking statements in this document are made as of the date of this document and we do not intend or undertake to update any of the forward-looking statements to conform these statements to actual results, except as required by applicable law, including the securities laws of the United States.OTCQB

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T 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.

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes ☒ No

As of the latest practicable date, the registrant had 756,039,956 shares of common stock outstanding.

PART I - FINANCIAL INFORMATION

	●	ITEM 1. Financial Statements	2
	●	ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
	●	ITEM 3. Quantitative and Qualitative Disclosures About Market Risk	28
	●	ITEM 4. Controls and Procedures	29

PART II - OTHER INFORMATION

	●	ITEM 1. Legal Proceedings	30
	●	ITEM 1A. Risk Factors	31
	●	ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds	35
	●	ITEM 3. Defaults Upon Senior Securities	35
	●	ITEM 4. Mine Safety Disclosures	35
	●	ITEM 5. Other Information	35
	●	ITEM 6. Exhibits	36

SIGNATURES			37

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

HYORC CORPORATION. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

US Dollars

AS AT	31 March 2026			31 December 2025
	(Un-Audited)			(Audited)
ASSETS

Current Assets
Cash and cash equivalents		134,736			19,417
Trade Receivable		36,541			36,541
Total current assets		171,277			55,958

Non- Current Assets
Property, Plant and Equipment
Plant and equipment		2,320,000			2,320,000

Intangible assets
Patents		3,604,558			3,604,558
Goodwill		15,755,344			15,755,344
Total intangible assets		19,359,902			19,359,902
Total non-current assets		21,679,902			21,679,902
Total Assets		21,851,179			21,735,860
LIABILITIES AND STOCK HOLDERS’ EQUITY
Current Liabilities
Advance and other payables		15,000			15,000
Subscription money Advance		199,979			-
Total current liabilities		214,979			15,000
EQUITY
Common Stock
Share capital		737,090			737,090

Other Stock holders Equity
Accumulated deficit		(8,852,195	)		(8,767,535	)
Additional Paid in Capital		29,645,364			29,645,364
Common Stock Subscribed		105,941			105,941
Total Equity		21,636,200			21,720,860

Total Equity and Liabilities		21,851,179			21,735,860

These financial statements were approved and authorised for issue by the Management and signed on its behalf by:

~~TABLE~~HYORC OFCORPORATION. ~~CONTENTS~~AND SUBSIDIARY

~~FORM~~CONSOLIDATED ~~10-Q~~BALANCE SHEETS

~~QUARTER ENDED~~AS ~~SEPTEMBER~~AT ~~30,~~MARCH ~~2017~~31 US Dollars

		Page
		Note	2026			2025
PART I – CONDENSED FINANCIAL INFORMATION
			(Un-Audited)			(Un-Audited)
Item 1. Condensed Interim Financial Statements (Unaudited)		F-1
ASSETS
	Condensed Balance Sheets as of September 30, 2017 and December 31, 2016 (audited)	F-1
Current Assets
	Condensed Statements of Operations for the Three and Nine months period ended September 30, 2017 and 2016	F-2
Cash and cash equivalents				134,736			216,799
	Condensed Statements of Cash Flows for the Nine Months Ended September 30, 2017 and 2016	F-3
Trade Receivable				36,541
	Notes to the unaudited condensed interim financial statements	F-4
Total current assets				171,277			216,799
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		4
Non-Current Assets
Item 3. Quantitative and Qualitative Disclosures About Market Risk		6
Property, Plant and Equipment
Item 4. Controls and Procedures		6
Plant and equipment				2,320,000			2,700,000
PART II - OTHER INFORMATION
Intangible assets
Item 1. Legal Proceedings		6
Patents				3,604,558			3,604,558
Item 2. Unregistered Sales of Equity Securities and Proceeds		6
Goodwill				15,755,344			15,755,344
Item 3. Default upon Senior securities		6
Total intangible assets				19,359,902			19,359,902
Item 4. Mine Safety Disclosures		7
Total non-current assets				21,679,902			22,059,902
Item 5. Other Information.		7
Total Assets				21,851,179			22,276,701
Item 6. Exhibits		7
LIABILITIES AND STOCK HOLDERS’ EQUITY
Current Liabilities
Advance and other payables				15,000			160,667
Subscription money Advance				199,979			63,349
Total current liabilities				214,979			224,016
EQUITY
Common Stock
Share capital				737,090			728,194
Other Stock holders Equity
Accumulated deficit				(8,852,195	)		(8,239,306	)
Additional Paid in Capital				29,645,364			29,563,797
Common Stock Subscribed				105,941
Total Equity				21,636,200			22,052,685
Total Equity and Liabilities				21,851,179			22,276,701

These financial statements were approved and authorised for issue by the Management and signed on its behalf by:

~~PART~~HYORC ICORPORATION. AND SUBSIDIARY

~~FINANCIAL~~CONSOLIDATED ~~INFORMATION~~STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

~~ITEM 1:~~FOR ~~CONDENSED~~THE ~~INTERIM~~PERIOD ~~FINANCIAL~~ENDED ~~STATEMENTS~~US Dollars

ASIA PROPERTIES, INC.

	Note	31 March 2026			31 December 2025

Revenue						59,124

Gross profit			-			59,124

OTHER INCOME
Other Income						14,518

Total Income			-			73,642

EXPENSES
Administrative and other expenses			(84,660	)		(324,936	)
Amortization loss			-			(300,000	)

Total Expense			(84,660	)		(624,936	)

Net loss for the period			(84,660	)		(551,294	)

~~CONDENSED~~These ~~BALANCE~~financial ~~SHEETS~~statements were approved and authorised for issue by the Management and signed on its behalf by:

	September 30, 2017			December 31, 2016
	(Unaudited)			(Audited)
ASSETS
Current assets
Cash	$	1,992		$	362
TOTAL ASSETS	$	1,992		$	362
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable	$	127,545		$	17,533
Accrued liabilities		53,162			42,662
Due to Shareholders		181,755			190,399
Line of credit (Note 3)		58,316			59,169
Total current liabilities		420,778			309,763
Stockholders’ deficit
Common stock, $0.001 par value, 2,000,000,000 shares authorized; 67,199,362 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively (Note 4)		67,199			67,199
Additional paid-in capital		5,668,629			5,668,629
Accumulated deficit		(6,154,614	)		(6,045,229	)
Total stockholders’ deficit		(418,786	)		(309,401	)
Total liabilities and stockholders’ deficit	$	1,992		$	362

~~See~~HYORC ~~accompanying~~CORPORATION. ~~notes~~AND ~~to the unaudited condensed interim financial statements.~~SUBSIDIARY

~~F-1~~CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

~~ASIA PROPERTIES,~~FOR ~~INC.~~THE THREE MONTH ENDED MARCH 31 US Dollars

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)

	Note	2026			2025
Revenue			-			150

Gross profit			-			150

EXPENSES
Administrative and other expenses			(84,660	)		(23,215	)

Total Expense			(84,660	)		(23,215	)

Net loss for the period			(84,660	)		(23,065	)

	Three months ended September 30,						Nine months ended September 30,
	2017			2016			2017			2016
Revenues	$	-		$	-		$	-		$	-
Operating expenses:
General and administrative		13,876			1,031			39,619			3,539
Professional Fee		22,974			3,000			60,974			9,000
Interest expense and Bank Charges		2,711			2,647			8,792			6,684
Loss before income tax		(39,561	)		(6,678	)		(109,385	)		(19,223	)
Income tax expense		-			-			-			-
Net loss	$	(39,561	)	$	(6,678	)	$	(109,385	)	$	(19,223	)
Net loss per share – Basic and diluted	$	(0.0006	)	$	(0.0001	)	$	(0.0016	)	$	(0.0003	)
Weighted average common stock outstanding – Basic and diluted		67,199,362			67,199,362			67,199,362			67,199,362

These financial statements were approved and authorised for issue by the Management and signed on its behalf by:

~~See accompanying notes to the unaudited condensed interim financial statements.~~5

~~F-2~~HYORC CORPORATION. AND SUBSIDIARY

~~ASIA~~CONSOLIDATED ~~PROPERTIES,~~STATEMENTS ~~INC.~~OF STOCKHOLDERS’ EQUITY (DEFICIT)

~~CONDENSED STATEMENTS~~FOR OFTHE ~~CASH~~PERIOD ~~FLOWS~~ENDED ~~(UNAUDITED)~~MARCH 31, US Dollars

	Nine months ended September 30,
	Common Stock			Addition paid in capital			Common Stock Subscribed		Accumulated deficit			Total
	2017			2016
Balance at January 1, 2025		728,194			29,563,797			-		(8,216,241	)		22,075,750
Cash flows from operating activities:
Shares issued for Services availed		2,746			24,717			-		-			27,463
Net loss	$	(109,385	)	$	(19,223	)
Shares issued during the year		6,150			56,850			-		-			63,000
Changes in operating assets and liabilities:
Common stock subscribed		-			-			105,941		-			105,941
Accounts payable and accrued liabilities		120,512			11,687
Loss for the year		-			-			-		(551,294	)		(551,294	)
Net cash provided by (used in) operating activities		11,127			(7,536	)
Balance at December 31, 2025		737,090			29,645,364			105,941		(8,767,535	)		21,720,860
Cash flows from financing activities:
Balance at January 1, 2026		737,090			29,645,364			105,941		(8,767,535	)		21,720,860
Advances from Line of credit		-			10,698
Balance		737,090			29,645,364			105,941		(8,767,535	)		21,720,860
Repayment on Line of Credit		(853	)		-
New Shares issued										-			-
Repayment to shareholders		(8,644	)		(1,273	)
Loss for the period		-			-			-		(84,660	)		(84,660	)
Net cash provided by (used in) financing activities		(9,497	)		9,425
Balance at March 31, 2026		737,090			29,645,364			105,941		(8,852,195	)		21,636,200
NET CHANGE IN CASH AND CASH EQUIVALENTS		1,630			1,889
Balance		737,090			29,645,364			105,941		(8,852,195	)		21,636,200
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		362			842
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	1,992		$	2,731
Supplemental Disclosure of Cash Flow Information:
Interest paid	$	8,792		$	7,554
Income tax paid		-			-

~~See accompanying notes to the unaudited condensed interim financial statements.~~6

~~F-3~~HYORC CORPORATION. AND SUBSIDIARY

~~ASIA~~CONSOLIDATED ~~PROPERTIES,~~STATEMENTS ~~INC.~~OF CASH FLOWS

~~NOTES TO~~FOR THE ~~UNAUDITED~~PERIOD ~~CONDENSED~~ENDED ~~FINANCIAL~~MARCH ~~STATEMENTS~~31, US Dollars

1. Organization, Development Stage and Going Concern

	Note	2026			2025
Cash flows from operating activities
Loss for the year			(84,660	)		(23,065	)

Movements in working capital:
Subscription money Advance			199,979			63,349
Advance and other payables			-			500
Net cash provided by operating activities			115,319			40,784

Net increase in cash and cash equivalents			115,319			40,784
Cash and cash equivalents at January 1,			19,417			176,015

Cash and cash equivalents at March 31,			134,736			216,799

~~Asia~~The ~~Properties,~~above ~~Inc.~~statement ~~(the “Company”) was incorporated in Nevada, the United States~~ of ~~America~~cash onflows ~~April~~should 6,be ~~1998.~~read ~~Our management intends to seek opportunities to invest~~ in ~~real~~conjunction ~~estate.~~with ~~The~~the ~~Company~~accompanying ~~currently does not hold any material property interests.~~notes

These unaudited condensed interim financial statements have been prepared on the basis of a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business. The Company is in the development stage and has not yet realized profitable operations and has relied on non-operational sources to fund operations. The Company has suffered recurring losses and additional future losses are anticipated as the Company has not yet been able to generate revenue. In addition, as of September 30, 2017, the Company has net losses for the three and nine months ended of $39,561 and $109,385 respectively (September 30, 2016 - $6,678 and $19,223), a working capital deficiency of $418,786 (December 31, 2016 -$309,401) and an accumulated deficit of $6,154,614 (December 31, 2016 -$6,045,229). The Company’s ability to continue, as a going concern is dependent on successfully executing its business plan, which includes the raising of additional funds. The Company will continue to seek additional forms of debt or equity financing, but it cannot provide assurances that it will be successful in doing so. These circumstances raise substantial doubt as to the ability of the Company to meet its obligations as they come due and accordingly, the appropriateness of the use of accounting principles applicable to a going concern. The accompanying unaudited condensed interim financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Such adjustment could be material.7

2.HYORC ~~Summary~~CORPORATION ofAND ~~Significant Accounting Policies~~SUBSIDIARY

Note 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company was initially organized in the name of Asia Properties, Inc. on April 6, 1998, as a Wyoming Corporation, seeking opportunities to invest in real estate. On April 3, 2019. the Company moved its jurisdiction from the State of Nevada to the State of Wyoming. The Company’s common stock is trading in the OTC Market under the symbol “ASPZ”.

On June 27, 2024, the Company acquired a Texas hydrogen technology company, SRE Power, Inc (“SRE”) for 655,374,258 newly issued ASPZ common stock. SRE is now 100% owned by ASPZ. ASPZ is now conducting the business of developing the HyOrc hydrogen engine technology and the other technologies owned by SRE. ASPZ filed for a name change with Wyoming in September 2024 and is currently doing business as HyOrc Corporation. (“HyOrc” / “we”/ “our”/ “us”) (Refer to Principles of Consolidation below). As part of the transaction, ASPZ was renamed HyOrc Corporation. Following the merger, former SRE shareholders became the controlling shareholders of HyOrc.

This merger provided HyOrc with:

●

Operational experience in power plant construction.

●

A platform to commercialize engine and clean fuel technologies.

●

A publicly traded vehicle to access capital markets.

Joint Venture Agreement

On September 15^th 2025, the company has entered into Joint venture Agreement with Start Lda (A Portugal based company) for forming a Joint venture based company, HYORC START GREEN FUELS, LDA with 50-50 share in the Joint venture company.

As per the agreement the company has to contribute the following as per agreement,

(i)

One 35 TPD RDF gasifier unit (currently in factory, ready for deployment);

(ii)

One methanol synthesis reactor to convert 25 TPD of syngas to methanol;

(iii)

One HyOrc engine to utilize 10 TPD of syngas for onsite power generation;

(iv)

Engineering, integration, commissioning, and technology management.

In addition to this the company will bring the Patents which the company acquired as part of Business combination which took place in 2024. This Intellectual Property will be the property of the company there will be no share in this.

Start Lda contributing land, permits, and local infrastructure support. The JV Company will be responsible for generating and distributing profits equally between the parties.

As of March 31, 2026, no capital contributions or operational activities have commenced. Accordingly, no transactions related to this arrangement have been recognized in the Company’s consolidated financial statements for the quarter ended March 31, 2026.

The Company has evaluated this arrangement and determined that, as of March 31, 2026, no consolidation or equity method accounting is required, as no controlling financial interest or investment exists as of the reporting date.

Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) for interim financial information and the Securities Exchange Commission (“SEC”) instructions to Form 10-Q and Article 8 of SEC Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements and should be read in conjunction with the Company’s ~~audited~~fiscal ~~financial statements for the~~ year ~~ended~~ends ~~December 31, 2016 and notes thereto included in the Form 10-K filed with the SEC~~ on November 9, 2017. The accompanying unaudited condensed financial statements are expressed in United States dollars (“USD”), which is the functional and reporting currency of the Company. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of financial position and results of operations for the interim periods presented have been reflected herein. Operating results for the three and nine months ended September 30, 2017, are not necessarily indicative of the results that may be expected for the year ending December 31~~, 2017~~.

~~Use~~The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of ~~Estimates~~America (“U.S. GAAP”) in all material respects and ~~Significant~~have ~~Judgments~~been consistently applied in preparing the accompanying financial statements.

InReverse ~~preparing~~Acquisition ~~the unaudited condensed interim financial statements in conformity with US GAAP, management makes estimates~~ and ~~assumptions that~~Principles ~~affect the reported amounts~~ of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. The significant areas requiring the use of management estimates are related to the accrued liabilities. Although these estimates are based on management’s knowledge of current events and actions management may undertake in the future, actual results may ultimately differ materially from those estimates.Consolidation

~~F-4~~As described above, on June 27, 2024 (the “Acquisition Date”), the Company entered into a reorganization and stock purchase agreement (“agreement”) with SRE and the 100% shareholders of SRE whereby the SRE shareholders desired to sell and the Company agreed to purchase SRE shares thereby making SRE, a wholly owned subsidiary of the Company. The Company issued 655,374,258 shares as the purchase consideration to the SRE shareholders. Following the closing of the agreement, SRE shareholders collectively owned around 90% of the issued and outstanding shares of the Company on a fully diluted basis.

~~ASIA~~Further, ~~PROPERTIES~~at the closing, ~~INC~~the then Board member of the Company. Debra Childers had tendered her resignation as the director and the officer of the Company and the then Board considered and deemed it advisable to the best interest of the Company to fill the vacancy in the Board by appointing Reginald Fubara, Shinichi Hirano and James McNaught-Davis as the members of the Company’s Board of Directors effective as of the closing.

~~NOTES~~We TOdetermine ~~THE~~SRE ~~UNAUDITED~~an ~~CONDENSED~~accounting ~~FINANCIAL~~acquirer ~~STATEMENTS~~based on the following facts: (i) after the reverse acquisition, former shareholders of SRE held a majority of the voting interest of the combined company; (ii) former Board of Directors of SRE possess majority control of the Board of Directors of the combined company; (iii) Reginald, being the member of the management of SRE is responsible for the management of the combined company. As such, we have treated the financial statements of SRE as the historical financial statements of the combined company (“consolidated financial statements” / “financial statements”).

2We have identified the Company as the legal acquirer, as it is the entity that issued securities. Comparatively, we have identified SRE ~~Summary~~as ofthe ~~Significant~~legal ~~Accounting~~acquiree, ~~Policies~~the entity whose equity interests are acquired in line with ASC 805-40 – Reverse Acquisitions. (~~continued~~Refer to Note 3).

Consequent to the reverse acquisition, the financial statements of the newly combined entity represent a continuation of the financial statements of the accounting acquirer/legal acquiree. As a result, the assets and liabilities of the accounting acquirer are presented at their historical carrying values in the consolidated financial statements of the newly combined entity and the assets and liabilities of the accounting acquiree/legal acquirer are recognized on the acquisition date and measured by using the acquisition method. The results of the accounting acquiree’s/legal acquirer’s results of operations are included in the combined company’s financial statements beginning on the acquisition date.

The accompanying financial statements prepared following the reverse acquisition are issued under the name of the accounting acquiree, HyOrc but described as a continuation of the financial statements of the accounting acquirer, SRE, with one adjustment, which is to retroactively adjust the accounting acquirer’s legal capital to reflect the legal capital of the accounting acquiree.

That adjustment is required to reflect the capital of the accounting acquiree. Comparative information presented in these consolidated financial statements also is retroactively adjusted to reflect the legal capital of the accounting acquiree.

The accompanying financial statements represent all of the following:

a. The assets and liabilities of SRE recognized and measured at their pre-combination carrying amounts.

b. The assets and liabilities of HyOrc recognized and measured in accordance with the guidance in ASC 805 applicable to business combinations.

c. The retained earnings and other equity balances of the SRE before the business combination.

d. The amount recognized as issued equity interests in the financial statements determined by adding the issued equity interest of SRE outstanding immediately before the business combination to the fair value HyOrc determined in accordance with the guidance in ASC 805 applicable to business combinations. However, the equity structure (that is, the number and type of equity interests issued) reflects the equity structure of HyOrc, including the equity interests which HyOrc issued to the SRE shareholders to effect the combination. Accordingly, the equity structure of SRE is restated using the exchange ratio established in the Agreement to reflect the number of shares of HyOrc issued in the reverse acquisition.

For periods before the reverse acquisition, the stockholders’ equity of the combined entity is presented on the basis of the historical equity of SRE before the acquisition, retroactively recast to reflect the number of shares received in the acquisition.

Use of Estimates

The preparation of the Company’s financial statements in conformity with U.S.GAAP requires the Company to make estimates and assumptions that affect the reported amounts of certain assets and liabilities; the reported amounts of revenues and expenses for the periods covered and certain amounts disclosed in the notes to the financial statements. These estimates are based on information available through the date of the issuance of the financial statements and actual results could differ from those estimates. Areas requiring significant estimates and assumptions by the Company include, but are not limited to:

	●	provisions for income taxes and related valuation allowances and tax uncertainties

	●	business combinations and purchase price allocations

	●	recoverability of long-lived assets and contract assets and their related estimated lives

	●	evaluation of goodwill and intangible assets for impairment

	●	accruals for estimated liabilities

	●	Credit loss on accounts receivable and other non-current assets

Comprehensive Loss

Comprehensive loss includes net loss as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. There was no difference between net loss and comprehensive loss presented in the financial statements for the period ended March 31, 2026 and 2025.

Segment Reporting

In accordance with Accounting Standards Codification (“ASC”) 280, Segment Reporting (“ASC 280”), we identify our operating segments according to how our business activities are managed and evaluated. ASC 280 establishes standards for companies to report financial statement information about operating segments, products, services, geographic areas, and major customers. Operating segments are defined as components of an enterprise for which separate financial information is available that is regularly evaluated by the Company’s chief operating decision maker (“CODM”), or group, in deciding how to allocate resources and assess performance. The CODM has been identified as the Chief Executive Officer, who reviews the operating results for the Company as a whole to make decisions about allocating resources and assessing financial performance. Accordingly, management has determined that the Company only has one operating and reportable segment.

The key measures of segment profit or loss reviewed by our CODM are revenue and operating costs. These metrics are reviewed and monitored by the CODM to manage and forecast cash. The CODM also reviews operating costs to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand, certificates of deposits and money market funds that are readily convertible into cash, all with original maturity dates of three months or less.

Concentration of Credit Risks

Financial instruments that potentially subject the Company to credit risk consist principally of cash and cash equivalents and receivables. The Company places its cash and cash equivalents with financial institutions.

Customer Concentration Risk

For the quarter ended March 31, 2026, no sales recorded and for the year ended December 31, 2025 the entire sales pertained to only two customer. The Company’s reliance on major customers presents a concentration risk. Loss of this customer or a significant reduction in their order could have a material adverse effect on the Company’s financial performance for the period ended 2025. The company does not have any regular business operations in the current period and no regular customers and hence there is no credit risk for the current period 31 March 2026.

Related Parties

Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. All transactions are recorded at arm’s length prices, reflecting the fair value of the goods or services exchanged.

Income Taxes

The Company uses the liability method of accounting for income taxes as set forth in ASC 740, Income Taxes. Under the liability method, deferred taxes are determined based on the temporary differences between the financial statement and tax basis of assets and liabilities using tax rates expected to be in effect during the years in which the basis differences reverse. A valuation allowance is recorded when it is unlikely that the deferred tax assets will not be realized. The Company assesses its income tax positions and record tax benefits for all years subject to examination based upon our evaluation of the facts, circumstances and information available at the reporting date. In accordance with ASC 740-10, for those tax positions where there is a greater than 50% likelihood that a tax benefit will be sustained, our policy will be to record the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For those income tax positions where there is less than 50% likelihood that a tax benefit will be sustained, no tax benefit will be recognized in the financial statements.

Fair Value of Financial Instruments

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. A hierarchy has been established for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions of what market participants would use in pricing the asset or liability based on the best information available in the circumstances. The financial and nonfinancial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The hierarchy is presented down into three levels based on the reliability of the inputs.

	Level 1	Quoted prices are available in active markets for identical assets or liabilities.

	Level 2	Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

	Level 3	Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

The carrying amounts of cash, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term nature of these instruments.

Accounts Receivable, Net

Accounts receivable are recorded at the invoiced amount and do not bear interest. Accounts receivable are the dues from customers and are shown net of applicable reserves for doubtful accounts as shown on the face of the balance sheet. This balance also includes amounts for services performed but not yet invoiced, for which the Company has an unconditional right to consideration, and for which collectability is reasonably assured, as the related services have been completed and acknowledged by the third party. There were no accounts that had been placed on non-accrual status. The credit loss (allowance for doubtful accounts) has been estimated by management based on historical experience, current market trends and, for larger customer accounts, their assessment of the ability of the customers to pay outstanding balances. Past due balances and other higher risk amounts are reviewed individually for collectability. Changes in circumstances relating to the collectability of accounts receivable may result in the need to increase or decrease the allowance for doubtful accounts in the future.

The credit loss (allowance for bad debt) recognized was $0 and $0 within general and administrative expenses for the quarter ended March 31, 2026 and 2025, respectively.

Property, Plant and Equipment, Net

Property, plant and equipment consist of the following:

		2026				2025
Plant and Equipment-net			2,320,000				2,320,000

Property, plant and equipment, net (“PP&E”) is stated at cost less accumulated depreciation and amortization and any accumulated impairment losses. Depreciation and amortization are computed using the straight-line method over the assets’ estimated useful lives.

PP&E consists of unproved properties and, thus, the costs associated with such properties are not subject to depletion. The Company historically has acquired unproved properties by purchasing individual or small groups of leases directly from mineral owners which leases historically have not been subject to specified drilling projects. Capitalized costs associated with unproved properties, which includes leases that have expired or have been deemed uneconomic, are fully impaired.

Major renewals and improvements are capitalized. Replacements, maintenance, and repairs, which do not significantly improve or extend the useful life of the assets, are expensed when incurred.

Upon the sale or retirement of assets, costs and the related accumulated depreciation and amortization are removed from the accounts and any gain or loss is included in the results of operations.

The Company evaluates its long-lived assets or asset groups for indicators of possible impairment by determining whether there were any triggering events that could impact the Company’s assets. If events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable the Company performs a comparison of the carrying amount to future net undiscounted cash flows expected to be generated by such asset or asset group. Should an impairment exist, the impairment loss is measured based on the excess carrying value of the asset over the asset’s fair value generally determined by estimates of future discounted cash flows.

Revenue Recognition

The Company adopted Accounting Standards Codification (“ASC”) 606 upon inception.

To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligation(s) in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligation(s) in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract was determined to be within the scope of ASC 606, the Company assessed the goods or services promised within each contract and determined those that were performance obligations, and assessed whether each promised good or service was distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied.

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606.

PFBT Agreement with BGI

SRE and Biliran Geothermal, Inc. (BGI) entered into a 25-year Project Funding, Build and Transfer Agreement (PFBT Agreement) in June 2021 for a 50 MW geothermal facility at Sitio Pulang Yuta, Brgy. Cabibihan, Caibiran, Biliran Province, Philippines. Under this arrangement:

●

SRE finances, designs, constructs, installs and commissions the geothermal power plant in phases, beginning with a 2 MW module commissioned in September 2023.

●

SRE also finances and upgrades the existing 13.2 kV distribution lines of Biliran Electric Cooperative (Bileco) to evacuate energy to the national grid.

●

Upon final acceptance, SRE Power provides operation and maintenance (O&M) and technical support services over the 25-year term.

●

Revenue comprises fixed construction and commissioning fees, reimbursements for agreed costs, and a variable share of electricity generation proceeds, all invoiced monthly per the contractual formula.

The Company identified the PFBT Agreement constitutes a single, enforceable contract. The distinct performance obligations under the Agreement are as follows:

●

Design, construction, installation and commissioning of plant modules

●

O&M and technical support services during operations

●

Revenue share from daily electricity generation

Transaction price for the agreement consists of fixed fees for construction and commissioning, variable consideration based on BGI’s monthly electricity sales share and reimbursements of agreed costs. Estimates of variable consideration are included only to the extent that significant reversals are not probable.

Construction & Commissioning: Revenue is recognized over time when the module passes commissioning tests and BGI has practical acceptance evidence.

O&M & Technical Support: Revenue is recognized over time using an input method (e.g., labor hours, machine-hours) as support services are rendered.

Electricity-Generation Share: Recognize over time on an output basis tied to daily meter readings of power delivered.

For the year ended December 31, 2024, the revenue recognized of $617,115 comprised only of the O&M & technical services provided to BGI.

During 2025, the Biliran 2 MW geothermal power plant was offline due to an ongoing legal dispute between SRE Power and BGI. SRE Power is actively pursuing a recovery and enforcement strategy with external legal counsel. Revenue decreased significantly compared to 2024 due to the Biliran plant being offline; however, the Company generated limited revenue from engineering services and equipment sales.

Engineering related services

During the year ended 2025, the Company generated revenue from technical services performed at the Heilbronn and Altbach power stations. These projects are operated by Sener Bonatti, with Joule Energy GmbH acting as a subcontractor through which the Company provides engineering-related services.

The Company provides personnel sourcing, mobilization, and logistical support services to customers engaged in energy infrastructure projects. These services include identifying and introducing skilled personnel, coordinating mobilization to project sites, and arranging travel, accommodation, and related administrative support. Personnel introduced by the Company are employed directly by the customer, and the Company does not provide supervision or direct management of such personnel.

The Company’s contracts generally include a single performance obligation, consisting of a stand-ready obligation to provide integrated personnel sourcing and support services over the contract term. The individual activities performed are not distinct within the context of the contract, as they are highly interrelated and are delivered as part of a continuous service offering.

Revenue from service arrangements is recognized over time, as the customer simultaneously receives and consumes the benefits of the services as they are performed. The Company measures progress using an output-based method, typically based on hours worked or services provided, which faithfully depicts the transfer of services to the customer. For the quarter ended March 31, 2026, the Company recognized revenue from technical and engineering services of $0 related to these arrangements.

Commission income

The Company also facilitated the sale of HyOrc 500kW Rankine Cycle turbines manufactured by its technical partner, Vaigunth Enertek, to customers. In these arrangements, the Company does not control the underlying goods and does not have inventory risk or responsibility for fulfillment. Its sole obligation is to arrange for the sale between the manufacturer and the end customer.

Accordingly, the Company acts as an agent in these transactions and recognizes revenue on a net basis, representing the commission earned.

Commission revenue is recognized at a point in time when the Company satisfies its performance obligation of facilitating the transaction, which occurs when the underlying sale is arranged and the Company has completed its role in the transaction. For the quarter ended March 31, 2026, the Company recognized commission revenue of $0 related to these arrangements.

Other Non-Current Assets

Other non-current assets represent capitalized costs incurred for the construction of geothermal plant, which is in progress, that is constructed and commissioned by SRE under the PFBT Agreement (Refer to Revenue Recognition).

BGI will own all equipment, machinery, supplies, facilities, and designs that are supplied, installed, or utilized for the Geothermal Facility. However, BGI agrees to create a Lien over these assets in favor of SRE. This Lien serves as security to ensure repayment for the work that SRE performs on the Geothermal Facility. The Lien will not extend to Bileco Lines because The Bileco Lines are owned by Bileco, not BGI. The parties acknowledge this distinction, ensuring BGI does not impose financial claims over infrastructure it does not control. This provision protects SRE’s financial interests while clarifying ownership limitations regarding the distribution lines.

Considering the persistent grid instability in April 2024 of the equipment which resulted in over 250 grid trips that caused progressive stress and wear to critical equipment and the legal dispute with BGI as described in Note 2 below, the management assessed that the qualitative indicators for impairment existed and hence a qualitative assessment was performed. Based on the management’s judgement, the Company has recognized an impairment loss to the extent of around $300,000 each in the statements of operations for the year ended December 31, 2024 and 2025.

During the year ended December 31, 2025, the Company lodged a refund claim of $80,000 with a supplier for parts that did not conform to specified requirements. The amount has been recorded as a reduction in the carrying value of the related non-current assets. As of March 31, 2026, the net carrying value of other non-current assets was $2,320,000.

Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities represent dues or accruals to vendors against whom operating expenses are incurred.

Business Combinations

The Company accounts for acquisitions in which it obtains control of one or more businesses as a business combination. The purchase price of the acquired businesses is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. The excess of the purchase price over those fair values is recognized as goodwill. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments, in the period in which they are determined, to the assets acquired and liabilities assumed with the corresponding offset to goodwill. If the assets acquired are not a business, the Company accounts for the transaction or other event as an asset acquisition. Under both methods, the Company recognizes the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquired entity. In addition, for transactions that are business combinations, the Company evaluates the existence of goodwill or a gain from a bargain purchase.

Goodwill

Goodwill is an asset representing the excess cost over the fair market value of net assets acquired in business combinations. In accordance with Intangibles - Goodwill and Other (Topic 350), goodwill is not amortized but is tested annually for impairment or on an interim basis when indicators of potential impairment exist. Goodwill is tested for impairment at the reporting unit level. The Company’s reporting units discrete financial information is available and management regularly reviews the operating results. For purposes of impairment testing, goodwill is allocated to the applicable reporting units based on the reporting structure.

The Company has the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. Qualitative factors assessed for each of the applicable reporting units include, but are not limited to, changes in macroeconomic conditions, industry and market considerations, cost factors, discount rates, competitive environments and financial performance of the reporting units. If the qualitative assessment indicates that it is more likely than not that the carrying value of a reporting unit exceeds its estimated fair value, a quantitative test is required. The Company also has the option to proceed directly to the quantitative test. Under the quantitative impairment test, the estimated fair value of each reporting unit is compared to its carrying value, including goodwill. If the carrying value of the reporting unit including goodwill exceeds its fair value, an impairment charge equal to the excess would be recognized, up to a maximum amount of goodwill allocated to that reporting unit. Management can resume the qualitative assessment in any subsequent period for any reporting unit.

For the periods ended March 31, 2026 and 2025, management performed a qualitative impairment assessment of our reporting units, of which there were no indications that it was more likely than not that the fair value of our reporting units were less than their respective carrying values. As such, a quantitative impairment test was not required, and no impairment was recognized during the year ended March 31, 2026 and 2025.

Earnings (Loss) per Common Share

Net earnings or loss per share is computed by dividing net income or loss by the weighted-average number of common shares outstanding during the period, excluding shares subject to redemption or forfeiture. The Company presents basic and diluted net earnings or loss per share. Diluted net earnings or loss per share reflect the actual weighted average of common shares issued and outstanding during the period, adjusted for potentially dilutive securities outstanding. Potentially dilutive securities are excluded from the computation of the diluted net loss per share if their inclusion would be anti-dilutive.

The financial statements of the combined entity reflect the equity of the HyOrc including the equity interests issued as part of the reverse acquisition in 2024. As a result, EPS is calculated on the basis of the capital structure of HyOrc. In line with ASC 805-40-45-2(d), the following is considered:

In calculating the weighted-average number of common shares outstanding (the denominator of the earnings-per-share [EPS] calculation) during the period in which the reverse acquisition occurs:

a. The number of common shares outstanding from the beginning of the period to the acquisition date is computed on the basis of the weighted-average number of common shares of SRE outstanding during the period multiplied by the exchange ratio established in the agreement.

b. The number of common shares outstanding from the acquisition date to the end of the period is the actual number of common shares of the HyOrc outstanding during that period.

The basic EPS for each comparative period before the acquisition date presented in the financial statements following a reverse acquisition is calculated by dividing (a) by (b):

a. The income of the SRE attributable to common shareholders in each of those periods.

b. SRE’s weighted-average number of common shares outstanding multiplied by the exchange ratio established in the agreement.

The issued and outstanding common shares of SRE through the acquisition date was 1,000,000 and the exchange ratio established in the agreement was 655.36, thereby resulting in the pro-rated weighted average number of common shares outstanding for the purposes of computing EPS to be 382,301,649. Weighted average common shares of Hyorc outstanding from acquisition through December 31, 2024 was 303,414,008. This resulted in the weighted-average total number of common shares for computing EPS to be 685,715,657 for the year ended December 31,2024.

The weighted-average number of common shares for 2025 was 733,383,149.

Intangible Assets

Intangible assets primarily consist of patents owned by SRE which have been granted by the Indian government due to work done at the Indian R&D centre. HyOrc is expanding patent coverage with the application process primarily in the USA, EU, Japan through existing bilateral and multilateral cooperation agreements. These patents were acquired through an assignment agreement entered by SRE in May 2024 through which SRE acquired ownership interests in the patents including utility models and design patents and registrations and applications assigned by the Assignor.

The consideration terms were agreed in such a way that the Assignor is entitled to 5% of all the shares received by SRE upon SRE achieving a reverse takeover of a publicly traded company whose shares are traded on the OTC markets or similar stock exchanges.

Accordingly, the Company issued 32,768,712 common shares of SRE as the consideration for the acquisition of the patents which represented 5% of the shares acquired by the owners of SRE through the reverse acquisition with the Company at a value of $0.11 per common share. (Refer to Note 3) resulting in a total consideration of $3,604,588.

The patents have an indefinite useful life because it is expected to contribute to cash flows indefinitely and the associated costs of renewal are not significant. The patents are tested for impairment annually, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired in accordance with ASC 350-30-35-18. For December 2025 and 2024, management performed a qualitative impairment assessment, of which there were no indications that it was more likely than not that the fair value of the patents were less than their respective carrying values. As such, a quantitative test was not required, and no impairment was recognized during the quarter ended March 31, 2026 and 2025 respectively.

In connection with the reverse acquisition, the Company identified intangible assets, which are solely customer relationships (refer to Note 3). For December 2024, management performed a qualitative impairment assessment of these intangible assets, of which there were indications that it is more likely than not that the fair value of these intangible assets units were less than their respective carrying values. As such, a quantitative impairment test was performed and the intangible assets were fully impaired with a corresponding impairment loss recognized in the Statement of operations for the year ended December 31, 2024.

Notwithstanding the ongoing litigation with Biliran Geothermal, Inc., management has evaluated the impact of such matters in accordance with ASC 350-30-35 and determined that they do not represent a triggering event for impairment. The underlying patents are not project-specific and may be deployed across multiple potential applications and future projects. Management is actively pursuing additional opportunities expected to commence in 2026, for which these patents are expected to generate future economic benefits. Accordingly, management concluded that there are no indicators that it is more likely than not that the fair value of the patents is less than their carrying amount, and therefore, no impairment loss has been recognized for the year ended December 31, 2025.

Impairment of Long-Lived Assets

The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.

Recent Accounting Pronouncements

~~The~~Recently ~~Company~~Adopted evaluated all recent accounting pronouncements issued and determined that the adoption of these pronouncements would not have a material effect on the financial position, results of operations or cash flows of the Company.Standards

~~The~~ASU amendments in this Update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning2023-~~of-period and~~09 ~~end-of-period~~— ~~total~~Income ~~amounts~~Taxes ~~shown~~(Topic on740): ~~the~~Improvements statement of cash flows. The amendments in this Update do not provide a definition of restricted cash or restricted cash equivalents. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. The amendments in this Update should be applied using a retrospective transition method to ~~each~~Income ~~period~~Tax ~~presented. Management does not expect to have a significant impact of this ASU on the Company’s financial statements.~~Disclosures

3In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU requires public business entities to disclose, on an ~~Line~~annual basis, a rate reconciliation presented in both dollar amounts and percentages, with specific categories and further disaggregation of ~~Credit~~those categories based on a quantitative threshold equal to 5% or more of the amount determined by multiplying pre-tax income (loss) by the applicable statutory rate. The ASU also requires disclosure of income taxes paid disaggregated by federal, state, and foreign jurisdictions. The Company adopted ASU 2023-09 effective January 1, 2025 on a prospective basis. The Company is currently evaluating the specific disclosure requirements under the standard and will include the applicable disclosures in future filings, as appropriate. The adoption did not have a material impact on the Company’s consolidated financial statements.

~~The~~ASU ~~Company~~2023-07 ~~has~~— aSegment ~~revolving~~Reporting ~~credit facility with Wells Fargo for a maximum business line amount of $62,500. Interest is charged at 13.75% annually. As at September 30, 2017, the balance amounted to $58,316~~ (~~December~~Topic ~~31, 2016 - $59,169~~280).: ~~The~~Improvements ~~line~~to ofReportable ~~credit~~Segment ~~is secured personally by a shareholder of the Company.~~Disclosures

4In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The ~~Common~~ASU ~~Stock~~requires public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, as well as other segment items and a description of its composition. The ASU also requires entities with a single reportable segment to provide all disclosures required under the standard. The Company adopted ASU 2023-07 effective January 1, 2025. The adoption had a financial statement disclosure impact only and did not have a material impact on the Company’s consolidated financial statements.

~~The~~Recently ~~following~~Issued ~~table~~Standards ~~summarizes~~Not ~~common~~Yet ~~stock issuances:~~Adopted

		Number of Shares		Common Stock Amount
Balance as of December 31, 2016			67,199,362		67,199
Shares issued for investment and held in escrow	a		-		-
Shares issued for investment and held in escrow	b		-		-
Balance as of September 30, 2017			67,199,362		67,199

ASU 2023-08 — Accounting for and Disclosure of Crypto Assets

a)	On January 19, 2015, the Company issued 950,000,000 shares of restricted common stock for the purchase of 100% shares of Asia Innovation Technology Limited and its assets. The acquisition has not yet closed on the date of this filing and the shares are held in escrow as disclosed in Note 5.
b)	On April 14, 2017, the Company issued 600,000,000 shares of restricted common stock for the purchase of 100% shares of Sino King Management Limited and its assets. The acquisition has not yet closed on the date of this filing and the shares are held in escrow as disclosed in Note 5.

In December 2023, the FASB issued ASU 2023-08, Intangibles — Goodwill and Other — Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets. The ASU requires entities to subsequently measure qualifying crypto assets at fair value, with changes in fair value recognized in net income each reporting period. The ASU also establishes specific disclosure requirements, including information about significant crypto asset holdings, contractual sale restrictions, and changes in such holdings. The guidance applies to crypto assets that meet all of the following criteria:

~~The Company’s~~● ~~authorized~~Meet capital consists of 2,000,000,000 shares of common stock. At September 30, 2017, there were 1,617,199,362 shares of common stock issued comprising of 1,582,186,650 restricted shares, including 950,000,000 shares of restricted common stock for the ~~purchase~~definition of ~~100%~~intangible ~~shares of Asia Innovation Technology Limited and its~~ assets, ~~and~~as ~~600,000,000~~defined ~~shares~~in ofthe ~~restricted common~~ASC ~~stock~~Master ~~for~~Glossary; ~~the~~● ~~purchase~~Do ofnot ~~100%~~provide ~~shares~~enforceable ofrights ~~Sino~~to ~~King~~or ~~Management~~claims ~~Limited~~on ~~and~~underlying ~~its assets~~goods, ~~as disclosed above and 35~~services,~~012,712 non-restricted~~ ~~shares.~~or ~~These~~other ~~restricted~~assets; ~~shares~~● ~~will~~Are becreated ~~available~~or ~~for~~reside ~~sale~~on ~~under~~a ~~Rule~~distributed ~~144~~ledger ofbased ~~the~~on ~~Securities~~blockchain ~~Act~~or ofsimilar ~~1933,~~technology; as● ~~amended, when~~Are ~~the~~secured ~~conditions~~through ofcryptography; ~~Rule~~● ~~144~~Are ~~have~~fungible; ~~been met. Rule 144 provides an exemption~~ and ~~permits~~● ~~the~~Are ~~public~~not ~~resale~~created ~~of restricted~~ or ~~control securities~~issued ifby ~~a number of conditions are met, including how long~~ the ~~securities~~reporting ~~are~~entity ~~held,~~or ~~the~~its ~~way~~related ~~in which they are sold, and the amount that can be sold at any one time~~parties.

FASU 2023-508 is effective for fiscal years beginning after December 15, 2024, including interim periods within those fiscal years, with early adoption permitted. The Company does not currently hold any crypto assets. Accordingly, the adoption of ASU 2023-08 is not expected to have a material impact on the Company’s consolidated financial statements; however, the Company will continue to monitor its investment activities and evaluate the impact of the standard should it acquire crypto assets in the future.

~~ASIA PROPERTIES, INC.~~18

~~NOTES~~ASU TO2024-03 ~~THE~~— ~~UNAUDITED~~Disaggregation ~~CONDENSED~~of ~~FINANCIAL~~Income ~~STATEMENTS~~Statement Expenses

5In November 2024, the FASB issued ASU 2024-03, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The ASU requires public business entities to disclose, ~~Pending~~in ~~Transactions~~the notes to financial statements, specified information about certain costs and expenses included in expense line items presented on the face of the income statement. The guidance is effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of ASU 2024-03 on its consolidated financial statements and related disclosures.

OnASU ~~January~~2025-05 6,— ~~2015,~~Measurement ~~the Company signed a Sale and Purchase Agreement (the “Agreement”) to acquire 100%~~ of ~~the~~Credit ~~shares of~~Losses ~~Asia~~for ~~Innovation~~Accounts ~~Technology~~Receivable Limited, a Hong Kong corporation (“AITL”), registered in the British Virgin Islands. Pursuant to the Agreement, the Company agreed to issue 950 million restricted common shares of the Company to the shareholders of AITL in exchange of 100% of the shares of AITL and ~~all~~Contract ~~of its assets.~~Assets

OnIn ~~April~~July 142025, ~~2017,~~ the ~~Company~~FASB ~~has~~issued ~~entered~~ASU ~~into~~2025-05, aFinancial ~~Sale~~Instruments ~~and~~— ~~Purchase~~Credit ~~Agreement~~Losses (~~the~~Topic ~~“Agreement”~~326): toMeasurement ~~acquire~~of ~~100%~~Credit ofLosses ~~the~~for ~~shares~~Accounts Receivable and ~~assets~~Contract ~~Sino~~Assets: ~~King~~The ~~Management~~ASU ~~Limited,~~provides ~~(“SKML”)~~ a ~~company~~practical ~~incorporated~~expedient ~~under~~permitting ~~the~~entities ~~laws~~to ofassume ~~British~~that ~~Virgin~~conditions ~~Islands.~~at ~~Pursuant~~the tobalance sheet date remain unchanged over the ~~Agreement,~~life ~~Asia~~of ~~Properties,~~current ~~Inc~~accounts receivable and current contract assets when estimating expected credit losses. ~~has~~The ~~agreed~~guidance tois ~~issue~~effective ~~600~~for ~~million~~annual ~~restricted~~and ~~common~~interim ~~shares~~reporting ofperiods ~~the~~beginning after December 15, 2025, with early adoption permitted. The Company does not expect ASU 2025-05 to ~~acquire 100%~~have ofa ~~the~~material ~~shares~~impact ~~and~~on ~~assets~~its ofconsolidated ~~SKML~~financial statements.

AsASU ~~per~~2025-06 ~~clause~~— ~~6.4~~Targeted ofImprovements ~~the Agreements, shares issued shall be held in escrow and shall be deemed~~ to ~~be in full control of~~ the ~~Company until~~Accounting ~~the~~for ~~closing~~Internal-Use ~~of transactions which is outstanding, pending completion of certain conditions relating to the valuation of assets to be acquired and audit of the financial position.~~Software

~~The~~In ~~Company~~September 2025, the FASB issued ~~950~~ASU 2025-06,~~000,000~~ Intangibles — Goodwill and ~~600,000,000~~Other ~~shares,~~— ~~which~~Internal-Use ~~are~~Software ~~held~~(Subtopic in350-40): Targeted ~~escrow.~~Improvements to the Accounting for Internal-Use Software: The ~~transactions~~ASU ~~have~~requires ~~not~~entities ~~yet~~to ~~been~~begin ~~closed,~~capitalizing ~~pending~~software development ~~completion~~costs ofwhen management has authorized and committed to funding the ~~above~~software ~~closing~~project ~~conditions.~~and ~~Upon~~it ~~closing,~~is probable that the ~~transactions~~project will be ~~recorded~~completed and inthe ~~accordance~~software ~~with~~will be used to perform its intended function (the ~~guidance~~“probable-to-complete ~~provided~~recognition threshold”). The amendments ~~under~~are ~~ASC~~effective ~~Topic~~for ~~805~~annual reporting periods beginning after December 15, 2027, with early adoption permitted. Entities may apply the amendments using a prospective, modified retrospective, or retrospective transition approach. The Company is currently evaluating the impact of ASU 2025-06 ~~Business~~and ~~Combination~~will assess the impact upon adoption.

6.ASU ~~Subsequent~~2025-11 ~~Events~~— Interim Reporting: Narrow-Scope Improvements

~~The~~In ~~Company’s~~December ~~management~~2025, ~~has~~the ~~evaluated~~FASB ~~subsequent~~issued ~~events~~ASU up2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements: The ASU requires entities to ~~November~~disclose ~~20,~~events ~~2017,~~occurring since the ~~date~~end of the ~~unaudited~~last ~~condensed~~annual reporting period that have a material impact on the entity. The amendments apply to all entities that present interim financial statements ~~were~~in ~~issued,~~accordance ~~pursuant~~with toGAAP. ~~the~~The ~~requirements~~guidance ofis ~~ASC~~effective ~~855~~for annual reporting periods beginning after December 15, 2027, and ~~has~~interim ~~determined~~periods ~~that~~within ~~there~~those ~~are~~annual noreporting ~~material~~periods, ~~subsequent~~with ~~events~~early adoption permitted. The amendments may be applied either prospectively or retrospectively. The Company expects ASU 2025-11 to ~~report~~impact its disclosures only and does not expect it to affect its results of operations, financial condition or cash flows.

~~F-6~~Note 2. GOING CONCERN

~~Item~~The 2.Company ~~Management’s~~has ~~Discussion~~a ~~and~~net ~~Analysis~~loss of ~~Financial~~$84,660 ~~Condition~~for the period ended March 31, 2026 and ~~Results~~an accumulated deficit of ~~Operation~~$8,852,195 as of March 31, 2026.

~~This~~SRE ~~section~~is of the ~~report~~operator ~~includes a number~~ of ~~forward-looking~~the ~~statements~~2MW ~~that~~geothermal ~~reflect~~power ~~our~~plant ~~current~~in ~~views~~Biliran ~~with~~Philippines ~~respect to future events~~ and ~~financial~~is ~~performance.~~entitled ~~Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer~~ to ~~future~~60% ~~events.~~of ~~You~~the ~~should~~operating ~~not~~profits ~~place~~from ~~undue~~the ~~certainty~~project onfor ~~these~~the ~~forward-looking~~lifetime ~~statements, which apply only as~~ of the ~~date~~project ofwhich ~~this~~is ~~report.~~expected ~~These forward-looking states are subject~~ to ~~certain~~be ~~risks~~25 ~~and uncertainties that could cause actual results to differ materially from historical results or our predictions~~years.

~~Plan of Operation~~19

WeBiliran ~~are~~Geothermal aProject ~~development~~(2MW) ~~stage~~– ~~Company~~Operational ~~and~~Status ~~have~~as ~~not~~of ~~yet~~March ~~generated~~31, or realized any revenues from our current business operations. We are not going to buy or sell any plant or significant equipment during the next twelve months. We will not conduct any product research or development. We do not expect significant changes in the number of employees.2026

~~Our~~As ~~specific~~of ~~goal~~March is31, 2026, the 2MW geothermal power plant in Biliran remained offline and non-operational due to ~~identify~~infrastructure damage. The project began experiencing persistent grid instability in April 2024, resulting in over 250 grid trips that caused progressive stress and ~~secure~~wear to ~~profitable~~critical ~~investment~~equipment. ~~opportunities~~On October 05, 2024, the plant was taken offline following a technical inspection that revealed accumulated damage to key systems, making continued operation unsafe. Shortly after this shutdown, Typhoon Kristine-Trami struck the region and caused additional physical damage to the facility. Despite the existence of an insurance policy intended to cover such events, we have not received confirmation that a claim has been activated, and we have not received cooperation from the project counterparties responsible for managing the insurance process.

OnThe ~~January~~company 6,continues ~~2015,~~to weengage ~~signed~~stakeholders ~~a Sale~~ and ~~Purchase~~explore ~~Agreement~~legal ~~(the~~and ~~“Agreement”)~~commercial remedies to ~~acquire~~protect ~~100%~~our ~~of the shares of Asia Innovation Technology Limited~~position, arecover ~~Hong Kong corporation (“AITL”)~~losses, ~~registered~~and ~~in the British Virgin Islands. Pursuant to the Agreement,~~restore ~~we agreed to issue 950 million restricted common shares of~~ the ~~Company~~project’s tooperational ~~the shareholders of AITL in exchange of 100% of the shares of AITL and all of its assets~~viability.

OnThe ~~April~~Company’s ~~14,~~ability ~~2017,~~to wecontinue ~~signed~~as a ~~Sale~~going ~~and~~concern ~~Purchase~~in ~~Agreement (~~the ~~“Agreement”)~~next totwelve ~~acquire~~months ~~100%~~following of the ~~shares~~date ~~and~~the ~~assets Sino~~financial ~~King~~statements ~~Management~~are ~~Limited,~~available to ~~(“SKML”)~~be aissued ~~company~~is ~~incorporated~~dependent ~~under~~upon ~~the~~its ~~laws~~ability ofto ~~British~~produce ~~Virgin~~revenues ~~Islands.~~and/or ~~Pursuant~~obtain ~~to the~~financing ~~Agreement,~~sufficient ~~we agreed~~ to ~~issue~~meet ~~600~~current ~~million~~and ~~restricted~~future ~~common~~obligations and ~~shares~~deploy ofsuch ~~the Company~~ to ~~acquire~~produce ~~100%~~profitable ofoperating ~~the shares and assets of SKML~~results.

AsManagement per clause 6.4 of the Agreements, shares issued shall be held in escrow and shall be deemed to be in full control of the Company until the closing of transactions which is outstanding, pending completion of certain conditions relating to the valuation of assets to be acquired and audit of the financial position.Plans

WeManagement ~~issued~~has ~~950,000,000~~evaluated ~~and~~these ~~600,000,000 shares, which are held in escrow. The transactions have not yet been closed. Pending completion of the above closing~~ conditions. ~~Upon~~and ~~closing,~~plans ~~the~~to ~~transactions~~generate ~~will~~revenues beand ~~recorded~~raise incapital ~~accordance~~as ~~with~~needed ~~the~~to ~~guidance~~satisfy ~~provided~~its ~~under ASC~~capital ~~Topic 805- Business Combination~~needs.

~~Limited~~While ~~Operating~~uncertainties ~~History;~~remain ~~Need~~with ~~for~~respect ~~Additional~~to ~~Capital~~the timing of insurance recovery and revenue realization, management is reasonably certain in the Company’s ability to meet its operational and financial obligations over the next twelve months through a combination of funding, asset deployment, and resolution of existing claims but it cannot provide assurances that it will be successful in doing so.

~~There~~These iscircumstances noraise ~~historical~~substantial ~~financial~~doubt ~~information~~as ~~about~~to usthe ~~upon~~ability ~~which~~of the Company to ~~base~~meet anits ~~evaluation~~obligations ofas ~~our~~they ~~performance~~come due. WeIf ~~cannot~~it ~~guarantee~~is weunable ~~will~~to obtain besufficient ~~successful~~amount inof ~~our~~additional ~~business~~capital, ~~operations.~~it ~~Our~~may ~~business~~be isrequired ~~subject~~ to ~~risks~~reduce ~~inherent in~~ the ~~establishment~~scope of aits ~~new~~planned ~~business~~development. ~~enterprise, including~~The ~~limited~~accompanying ~~capital~~financial statements ~~resources~~do ~~and~~not ~~possible~~include ~~cost~~any ~~overruns~~adjustments ~~due~~that tomight ~~price~~result ~~and~~from ~~cost~~these ~~increases in services~~uncertainties.

The Company has evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. Refer Note 11 for subsequent events.

NOTE 3. REVERSE ACQUISITION

The Company evaluated the acquisition of SRE pursuant to ASC 805 and ASU 2017-01, Topic 805, Business Combinations. As described in Note 1, we have identified the Company as the legal acquirer, as it is the entity that issued securities. Comparatively, we have identified SRE as the legal acquiree, the entity whose equity interests are acquired in line with ASC 805-40 – Reverse Acquisitions.

Accordingly, the acquisition date fair value of the consideration transferred by SRE was based on the number of equity interests SRE would have had to issue to give the owners of HyOrc the same percentage equity interest in the combined entity that results from the reverse acquisition.

The acquisition method of accounting requires, among other things, that the assets acquired and liabilities assumed in a business combination be measured at their estimated respective fair values as of the closing date of the acquisition. Goodwill recognized in connection with this transaction represents primarily the potential economic benefits that the Company believes may arise from the acquisition. In the reverse acquisition described above, HyOrc’s assets and liabilities were measured in accordance with the guidance in ASC 805 on Business Combinations and Goodwill is measured as the excess of fair value of consideration effectively transferred by SRE, the accounting acquirer over the fair value of the net assets of HyOrc, the accounting acquiree on the acquisition date.

The following table summarizes the preliminary purchase price allocation of HyOrc:

SCHEDULE OF PRELIMINARY PURCHASE PRICE

	Total
Customer relationship - Intangibles	$	932,088
Goodwill		15,755,344
Purchase price consideration effectively transferred	$	16,687,432

The fair value consideration effectively transferred was determined based on the number of common stock which SRE would have had to issue to the owners of HyOrc at the fair value per share of SRE on the date of acquisition to provide the same ratio of ownership (90%) in the combined entity as a result of the reverse acquisition.

Pursuant to the reverse acquisition, the Company engaged an independent third-party valuation specialist to determine the fair value per share of SRE which as determined using the fair value of net assets as on the acquisition date. Given the limited operations of HyOrc in the period preceding the acquisition, the fair value per common share of SRE was considered to be more reliable and reflects the economic substance of the consideration effectively transferred.

The fair value of net assets of SRE as on the acquisition date is as follows:

SCHEDULE OF FAIR VALUE OF NET ASSETS

	Total
Property, plant and equipment, net	$	-
Other intangible assets		150,000,000
Cash and cash equivalents		347,058
Accounts payable and accrued liabilities		(160,169	)
Fair value of net assets	$	150,186,889
Number of SRE shares outstanding on the acquisition date		1,000,000
Fair Value per share on the acquisition date	$	150.19

SRE would have had to issue 111,111 shares to the owners of HyOrc to maintain the 90% ownership in the combined entity which effectively would have made the total common stock issued and outstanding of SRE to be 1,111,111 as of December 31, 2024.

HyOrc had 72,819,362 common stock issued and outstanding of par value $0.001 each prior to the closing of the reverse acquisition. Further, SRE shareholders received 655,374,256 common stock of HyOrc as the consideration for the share exchange.

Accordingly, the equity structure in the financial statements reflect the sum of SRE’s issued equity immediately before the reverse acquisition, and the fair value of the hypothetical consideration effectively transferred. The equity structure (i.e., the number and type of equity interests issued) reflects the equity structure of HyOrc. However, the balance is adjusted to reflect the par value of the outstanding shares of HyOrc, including the number of shares issued in the reverse acquisition and the difference is recognized as an adjustment to the Additional paid-in capital. For periods before the reverse acquisition, the stockholders’ equity of the combined entity is presented on the basis of the historical equity of the SRE before the acquisition, retroactively recast to reflect the number of shares received by SRE in the acquisition.

Goodwill is primarily attributable to the go-to-market synergies that are expected to arise as a result of the acquisition and other intangible assets that qualify for separate recognition. The goodwill is not deductible for tax purposes.

The results of HyOrc have been included in the consolidated financial statements since the acquisition date.

Note 4. PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment consist of the following:

	March 31, 2026		December 31, 2025
	March 31, 2026		December 31, 2025
Plant and equipment, net	$	2,320,000	$	2,320,000

Depreciation expense for the three months ended March 31, 2026 and 2025 was $0.

The Company’s historical unproved property interests related to consideration paid in March 2017 for an oil well working interest near Ganado, Texas, originally acquired by Symba America Oil & Gas, which subsequently changed its name to SRE Power, Inc. in 2022.

Following the cessation of oil extraction activities, management performed a qualitative impairment assessment in accordance with ASC 360-10-35 and determined that the fair value of the unproved property interests was negligible. Accordingly, the carrying value of these properties was fully impaired in prior periods.

During the year ended December 31, 2025, the underlying property interest was disposed of for proceeds of $10,518, which was recognized within other income in the consolidated statement of operations.

Note 5. COMMITMENTS AND CONTINGENCIES

From time to time, the Company is involved in legal proceedings arising from the normal course of business activities. The Company, in conjunction with its legal counsel, assesses the need to record a liability for litigation or loss contingencies. A liability is recorded when and if it is determined that such a liability for litigation or loss contingencies is both probable and estimable.

Although the results of legal proceedings and claims cannot be predicted with certainty, the Company is not currently a party to any legal proceedings, which would, individually or in the aggregate, have a material adverse effect on its results of operations, cash flows, or financial position except for matters disclosed elsewhere in these financial statements, including the Biliran dispute and arbitration proceedings related to Joule Energy GmbH.

Note 6. INCOME TAXES

Deferred taxes are recognized for temporary differences between the basis of assets and liabilities for financial statement and income tax purposes. The differences relate primarily to net operating loss carry forwards. For the quarter ended March 31, 2026, and 2025, the Company did not record a current or deferred income tax expense or benefit due to current and historical losses incurred by the Company.

The Company has evaluated its income tax positions and has determined that it does not have any uncertain tax positions. The Company will recognize interest and penalties related to any uncertain tax positions through its income tax expense.

The Company is not presently subject to any income tax audit in any taxing jurisdiction, though its 2022-2023 tax years remain subject to examination by U.S. federal and state jurisdictions.

Note 7: ACCOUNTS RECEIVABLES (NET)

As of March 31, 2026, the Company had certain receivables recorded from a counterparty. However, based on external confirmation received from the counterparty, they indicated a position that amounts were payable by the Company. Management evaluated this discrepancy and determined, based on its accounting records and supporting documentation, that no shipments occurred during 2024 or 2025 that would give rise to additional charges, and all invoices received from this supplier had been fully settled. In the absence of any supporting invoices or documentation substantiating the counterparty’s claim, no liability has been recognized in the books as of March 31, 2026. Further, the Company has recorded a full allowance for expected credit losses against the receivables from this counterparty, reflecting uncertainty regarding their collectibility. Additionally, based on management’s assessment of the facts and circumstances, including the lack of supporting evidence and the Company’s contractual position, the likelihood of any obligation arising is considered remote. Accordingly, no contingent liability has been recognized or disclosed in accordance with ASC 450.

NOTE 8: COMMON STOCK

On May 13, 2025, the Company issued 2,746,338 shares of its common stock to certain directors and consultants as consideration for management and consultancy services rendered to the Company. These awards were classified as equity-settled share-based payments in accordance with ASC 718, Compensation—Stock Compensation.

The fair value of the equity instruments granted was measured on the grant date based on the closing market price of the Company’s common stock, as the shares are publicly traded and represent Level 1 inputs under the fair value hierarchy. The grant date fair value of the shares was determined to be $27,463.

As the services were rendered and no future service or performance conditions were associated with the awards, the entire grant date fair value was recognized as stock-based compensation expense upon issuance.

Accordingly, the Company recognized total stock-based compensation expense of $27,463 for the year ended December 31, 2025, which has been included within general and administrative expenses in the accompanying consolidated statements of operations.

The Company accounts for share-based payments to non-employees in accordance with ASC 718, which requires measurement at grant date fair value and recognition of expense as the related goods or services are received. The details of stock issued are as follows:

SCHEDULE OF STOCK ISSUED

Name of the person	No. of common shares issued		Price at which share is issued		Common stock ($)		Additional paid-in capital ($)
Guy Russell		200 000		0.01		200		1,800
Gerald Anozia		25 000		0.01		25		225
Neelan Samaratunga		25 000		0.01		25		225
Neelan Samaratunga		38 462		0.01		38		347
Nancy White		76 924		0.01		77		692
James McNaught-Davis		595 238		0.01		595		5,357
Shinichi Hirano		595 238		0.01		595		5,357
Manoharan Sundaralingam		595 238		0.01		595		5,357
K. Reginald Fubara		595 238		0.01		595		5,357
Total		2,746,338				2,745		24,717

NOTE 9: COMMON STOCK SUBSCRIBED

As of December 31, 2025, the Company had entered into subscription agreements and share issuance arrangements relating to 13,900,000 shares of common stock for aggregate consideration of $ 168,000. While these shares were subscribed and recorded within stockholders’ equity as of the balance sheet date, the formal issuance of certificates is occurring in phases. The Company had issued 6,150,000 shares as of December 31, 2025.

Subsequent to year-end and through March 27, 2026, the Company issued an additional 7,500,000 shares of the subscribed common stock. The remaining 250,000 subscribed shares are expected to be issued following the filing of this Quarterly Report on Form 10-Q, subject to final administrative processing.

In addition, on January 16, 2026, the Company entered into a subscription agreement for the purchase of 125,000 shares of common stock at a purchase price of $0.08 per share, for total consideration of $10,000. These shares had not yet been issued as of March 31, 2026 and are expected to be issued following the filing of this Quarterly Report on Form 10-Q.

These subsequent issuances do not result in a retroactive adjustment to the shares outstanding as of March 31, 2026, but are disclosed to reflect changes in the Company’s capital structure subsequent to the reporting date.

NOTE 10: SUBSEQUENT EVENTS

Subsequent to March 31, 2026, the Company entered into a definitive agreement with On Energy and its affiliated entities relating to the development of a waste-to-methanol project in Bulgaria. The project is intended to utilize pre-processed municipal waste in the form of refuse-derived fuel (“RDF”) as feedstock and is designed to process approximately 56,000 tonnes of RDF annually.

Based on preliminary engineering design parameters, the facility is expected to support production of approximately 18,000 to 20,000 tonnes of methanol per year. The project has obtained the regulatory requirements necessary for development and is considered ready to proceed toward construction and implementation, positioning it at an advanced stage relative to many comparable waste-to-fuel projects.

The Company expects to participate in the project through technology licensing, engineering services, and related project development activities.

Additional information regarding this agreement was disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 24, 2026.

In addition to above the company has formed a Joint venture company named HYORC START GREEN FUELS, LDA, with Start LDA a Portugal based company for production of Green methanol (Waste to Methanol strategy) on 15^th September 2025. The company expects to produce 8 tonnes/day and 2800 tonnes/ year of methanol in this JV. For this methanol the company has identified potential customer Prio Bid Lda, Portugal largest biodiesel producer with whom MOU has been signed on February 25^th, 2026.

The company has entered into another Memorandum of Understanding with GB Railfreight Limited on February 16^th 2026, for sale of HyOrc locomotives which can operate using Natural gas, Bio fuel and LPG. As per MOU in Q1 and Q2 of 2026 the company should complete the technical design, the company is in the midst of Technical design process.

Management has evaluated subsequent events through May 7, 2026, the date the financial statements were available to be issued.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

Overview

HyOrc Corporation is a development-stage energy technology company focused on the commercialization of proprietary waste-to-fuel and clean power generation systems. The Company’s core technologies include refuse-derived fuel (RDF) gasification for methanol production and externally fired engine systems for distributed power generation.

During the three months ended March 31, 2026, the Company continued its transition from legacy geothermal operations toward the development and deployment of its waste-to-methanol and clean energy platform. This transition reflects a strategic repositioning toward scalable industrial projects supported by project-level financing and strategic partnerships.

At present, the Company’s activities are primarily focused on advancing project development, securing capital, and validating its technology platform. Accordingly, revenue generation remains limited and is expected to increase upon successful execution and commissioning of planned projects.

Key Developments

Technology Validation – Waste-to-Methanol

Subsequent to the reporting period, the Company achieved independent validation of its RDF-to-methanol process at its R&D facility in India. The validation confirmed full process functionality, including feedstock preparation, gasification, syngas cleaning, methanol synthesis, and product recovery, with no material non-conformities identified.

This milestone materially reduces technical risk and supports the Company’s transition toward commercial deployment.

Portugal – Porto Project

The Company continued advancing its planned waste-to-methanol facility in Porto, Portugal, which is intended to serve as its first commercial-scale deployment of its technology platform. During the period, the Company progressed engineering planning, funding strategy development, and regulatory positioning in preparation for project execution.

Subsequent to the reporting period, the Company further advanced the project through the progression of its partnership structure and the submission of an application under the European Union’s Strategic Technologies for Europe Platform (“STEP”) program, targeting grant funding to support development and deployment.

These developments represent meaningful progress toward commercialization of the Company’s waste-to-methanol platform, although no capital contributions had been made as of March 31, 2026.

European Pipeline – Bulgaria

The Company is advancing its integrated waste-to-methanol project in Bulgaria in partnership with On Energy and related entities. Based on preliminary engineering and regulatory positioning, the project is considered to be at an advanced development stage and is progressing toward potential construction and implementation, subject to funding and final approvals. The Company is participating in funding initiatives aligned with EU decarbonization programs, including the Innovation Fund.

This project supports expansion of the Company’s European pipeline and long-term deployment strategy.

Capital Strategy

The Company continues to prioritize capital formation through a combination of equity financing, strategic partnerships, and non-dilutive funding sources, including grant programs aligned with its project development strategy.

Results of Operations

We have not generated significant revenue to date and consequently our operations are subject to all of the risks inherent in the establishment of a new business enterprise. Our analysis on the performance of the Company is as follows:

Balance sheet - As at September 30, 2017 and December 31, 2016

Cash

At September 30, 2017 we had cash of $1,992 compared to $362 as at December 31, 2016. The increase is due to normal operating activities.

Accounts payable and accrued liabilities

At September 30, 2017 we had $127,545 of accounts payable as compared to $17,533 as at December 31, 2016. The balance represents amounts owed for consulting and other services.

At September 30, 2017 we had $53,162 of accrued liabilities as compared to $42,662 as at December 31, 2016. The balance primarily represents accounting fee accrual of $17,000, legal fee accrual of $13,805, review fee accrual of $19,500, transfer agent accrual of $1,857, and Edgar agent accrual of $1,000.

Due to Shareholders

At September 30, 2017 we had $181,755 of amount payable to shareholders as compared to $190,399 as at December 31, 2016. The balance comprises amounts owed to shareholders for consulting services.

Line of Credit

At September 30, 2017 we had an operating line of credit balance of $58,316 as compared to $59,169 as at December 31, 2016. The decrease is due to repayments to reduce the balance.

Statement of Operations- For the three and nine months ended September 30, 2017 and 2016

Revenue

~~The~~Revenue ~~Company~~for ~~did~~the ~~not~~three ~~generate~~months ~~any~~ended ~~revenues~~March ~~from~~31, ~~our~~2026 ~~operations~~remained ~~during~~minimal, reflecting the ~~three~~Company’s ~~and~~focus ~~nine~~on ~~month~~development ~~periods~~activities ~~ended~~rather ~~September~~than operating 30projects. In the prior year period, ~~2017~~revenue was derived from engineering and technical services, which were not a focus during ~~2016~~the current quarter.

Operating Expenses

~~During~~Operating ~~the~~expenses ~~three-month~~consisted ~~period~~primarily ~~ended~~of ~~September~~general ~~30,~~and ~~2017~~administrative costs, ~~the~~including ~~Company~~professional ~~incurred~~fees, ~~general~~contractor ~~and administrative~~ expenses ~~of $13~~,~~876~~ ~~(2016~~and -public ~~$1,176),~~company ~~professional~~compliance ~~fees~~costs. ofThe ~~$22,974~~Company ~~(2016~~continues -to ~~$3,000),~~maintain ~~interest~~a ~~and~~disciplined ~~bank~~cost ~~charges~~structure ofwhile ~~$2,711~~advancing ~~(2016~~its -development ~~$2,647)~~activities.

~~During~~Net the nine-month period ended September 30, 2017, the Company incurred general and administrative expenses of $39,619 (2016 - $3,539), professional fees of $60,974 (2016 - $9,000), and interest and bank charges of $8,792 (2016 - $6,684).Loss

~~General,~~The ~~administrative~~Company ~~and~~reported ~~professional~~a ~~fee~~net ~~was~~loss ~~higher~~of inapproximately ~~2017~~$84,660 ~~due~~for tothe ~~consulting~~period, ~~and~~consistent ~~general~~with ~~work~~its ondevelopment-stage ~~acquisition~~profile ~~agreements~~ and ~~activities during~~limited ~~the three and nine months ended September 30, 2017~~revenue base.

Liquidity and Capital Resources

AtCash ~~September 30, 2017, we had a working capital deficit of $418,786. We are actively seeking various financing operations to meet the working capital requirements.~~Position

Cash ~~Used~~and incash ~~Operating~~equivalents ~~Activities~~totaled approximately $134,736 as of March 31, 2026, compared to $19,417 at December 31, 2025. The increase reflects capital contributions received during the quarter.

~~Net cash provided by operating activities was $11,127 for the nine-month period ended September 30, 2017. For the same period in 2016, there was net cash used of ($7,536).~~26

Cash ~~Used in Investing Activities~~Flows

~~The~~Operating ~~Company~~cash ~~did~~outflows ~~not~~reflect ~~incur~~ongoing ~~any~~expenses ~~investment~~and ~~costs~~working incapital ~~the~~needs. ~~nine-month~~Financing ~~periods~~inflows ~~ended~~were ~~September~~derived ~~30,~~from ~~2017~~investor ~~and 2016~~contributions.

~~Cash~~Net cash provided during the period was primarily attributable to subscription money advances received from ~~Financing~~investors, ~~Activities~~partially offset by operating expenses incurred during the quarter.

~~The~~Capital Company has funded operations, to date, primarily from sales of our common stock but did not receive any funds from the issuance of shares during the nine months ended September 30, 2017. Cash flow from financing activities comprises repayments on line of credit amounting to $853 and repayment to shareholders amounting to $8,644. There are no assurances that we will be able to achieve further sales of our common stock or any other form of additional financing.Requirements

The Company will require additional capital to support operations and execute its project strategy. Management is actively pursuing equity financing, project-level funding, and grant programs.

Balance Sheet Discussion

Intangible Assets and Goodwill

The Company’s asset base includes goodwill and intellectual property. Management has determined that no impairment indicators were present during the period. The value of these assets is dependent on successful commercialization.

Accounts Receivable

Certain receivables remain subject to collection uncertainty. Management has recorded appropriate allowances and continues to monitor recoverability.

Going Concern

WeThe ~~are~~Company acontinues ~~development stage company. Planned principal activities have begun but Asia Properties has not generated significant revenues~~ to ~~date.~~operate ~~The~~with ~~Company~~limited ~~had~~revenue ~~a loss for the three~~ and ~~nine~~ongoing ~~months of $39,561 and $109,385 respectively, negative working capital of $418,786 and a negative stockholders’ equity of $418,786 at September 30, 2017~~losses. ~~These~~Its ~~matters raise doubt about Asia Properties’~~ ability to continue as a going concern. ~~Continuation~~is ofdependent ~~Asia~~upon ~~Properties’~~securing additional ~~existence~~financing ~~depends~~and ~~upon~~successfully executing its ~~ability~~development ~~to obtain additional capital~~strategy. Management’s ~~plans~~believes init ~~regards~~can tomeet ~~this~~its ~~matter~~obligations ~~include~~through ~~receiving~~capital raising ~~continued financial support from directors~~ and ~~raising additional~~project ~~equity~~advancement; ~~financing~~however, inno ~~2017.~~assurance ~~These~~can ~~financial~~be ~~statements do not include any adjustments that might result from the outcome of this uncertainty~~given.

~~Future Financing~~Outlook

WeThe ~~anticipate~~Company ~~continuing~~remains tofocused ~~rely~~ on equity sales of our common stock in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing shareholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our planned operations.:

~~Off-Balance Sheet~~● ~~Arrangements~~advancing the Porto project ● progressing the Bulgaria development ● securing grant and project financing ● continuing technology validation and deployment

The Company does not participate in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which are established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.27

~~Critical~~ITEM ~~Accounting~~3. ~~Policies~~QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

~~Critical~~The ~~accounting~~Company ~~policies~~is ~~are~~exposed ~~described~~to certain market risks in the normal course of its business, including interest rate risk, foreign currency risk, and credit risk. Due to the Company’s ~~Form~~current ~~10-K~~stage ~~for~~of ~~the~~development ~~year~~and ~~ended~~limited ~~December~~operational 31activity, ~~2016~~its exposure to market risk remains relatively limited.

5Interest Rate Risk

~~Subsequent~~As ~~Events~~of March 31, 2026, the Company does not have any outstanding debt instruments subject to variable interest rates. Accordingly, the Company does not currently have material exposure to interest rate fluctuations. Future project-level financing arrangements may introduce exposure to interest rate risk, which the Company will evaluate and manage as such financing is secured.

~~There~~Foreign ~~were~~Currency ~~no material subsequent events to report.~~Risk

~~Item~~The 3.Company’s ~~Quantitative~~operations and ~~Qualitative~~planned ~~Disclosures~~project ~~About~~developments ~~Market~~involve ~~Risk~~multiple jurisdictions, including Europe and India. As a result, the Company may be exposed to foreign currency exchange rate fluctuations in future periods.

~~Not~~As ~~applicable~~of March 31, 2026, substantially all reported amounts are denominated in U.S. dollars, and foreign currency exposure is not considered material. However, as the Company advances its international projects, including its planned facility in Portugal and development activities in Bulgaria, exposure to currency fluctuations may increase.

~~Item~~Credit ~~4. Controls and Procedures.~~Risk

The Company maintains ~~disclosure~~cash ~~controls~~balances and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to ensure that information required to be disclosed by the Company in reports it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer/Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. As of the end of the period covered by this report, and under the supervision and with ~~the participation of management, including its Chief Executive Officer/Chief Financial Officer, who is responsible for establishing and maintaining adequate internal control over~~ financial ~~reporting~~institutions ~~as such term is defined in Rules 13a-15(f)~~ and ~~15d-15(f)~~may ~~of the~~be ~~Exchange~~exposed ~~Act, such persons conducted an evaluation of the effectiveness of the design and operation of these disclosure controls and procedures. Based on this evaluation and subject~~ to ~~the~~credit ~~foregoing,~~risk ~~the Company’s Chief Executive Officer/Chief Financial Officer concluded that these controls are not effective because there is a material weakness~~ in our internal controls over financial reporting. A material weakness is a deficiency, or a combination of control deficiencies, in internal control over reporting such that there is a reasonable possibility that that a material misstatement of the ~~Company’s~~event ~~annual or interim financial statements will not be prevented or detected on a timely basis. The material weakness identified is that all~~ of ~~the~~default ~~Company’s accounting functions, including the preparation of audit and financial statements are carried out and reviewed~~ by ~~our~~such ~~Chief Executive Officer/Chief Financial Officer~~institutions. ~~The Company does not have a separate audit committee at this time. The lack of accounting staff results in~~ ~~a lack of segregation of duties and technical accounting experience necessary for an effective internal control system.~~ The Company ~~recognizes~~ ~~the~~mitigates ~~importance of internal controls. As the Company is currently a development stage company with limited ongoing financial operations, in an effort to mitigate~~ this ~~material~~risk ~~weakness~~by tomaintaining the fullest extent possible, at present the Chief Executive Officer reviews the Company’s financial information and reports for reasonableness. All unexpected results are investigated. At any time, if it appears that any control can be implemented to continue to mitigate such weakness, it will be immediately implemented. As the Company grows in size and as its ~~finances~~cash ~~allow,~~with ~~management~~reputable ~~will hire sufficient accounting staff and implement appropriate procedures for monitoring and review of work performed by our~~ financial ~~consultant~~institutions.

The Company also has accounts receivable balances that are subject to collection risk. Management has evaluated these balances and recorded allowances for expected credit losses where appropriate.

Liquidity Risk

The Company’s primary liquidity risk arises from its need to secure additional financing to support operations and project development. As a development-stage entity, the Company is dependent on capital raising activities and project-level financing to fund its operations and execute its business strategy.

Commodity and Market Risk

The Company’s future operations are expected to be influenced by market prices for methanol, energy, and related commodities. While the Company is not currently exposed to commodity price fluctuations due to limited operations, future revenues from its waste-to-methanol and energy projects will depend on prevailing market conditions.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission.

As of March 31, 2026, the Company’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2026.

Changes in Internal Control Over Financial Reporting

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with U.S. GAAP.

There were no changes in the Company’s internal control over financial reporting during the quarter ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

Management recognizes that any system of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving its objectives. Due to inherent limitations, internal control over financial reporting may not prevent or detect all misstatements.

Management’s Responsibility

Management is responsible for establishing and maintaining adequate internal control over financial reporting and disclosure controls and procedures. The Company continues to evaluate and enhance its internal control environment as it expands its operations and progresses toward commercial deployment of its projects.

PART II - OTHER INFORMATION

~~Item~~ITEM 1. ~~Legal~~LEGAL ~~Proceedings.~~PROCEEDINGS

WeThe ~~are~~Company ~~not~~is ~~presently~~involved ain ~~party~~certain ~~to any~~ legal proceedings ~~and,~~arising toin ~~our~~the ~~knowledge,~~ordinary nocourse ~~such~~of ~~proceedings~~its ~~are~~business, ~~threatened~~as ordescribed ~~pending~~below.

~~Item~~The 2.Company ~~Unregistered~~cannot ~~Sales~~predict the outcome of ~~Equity~~these ~~Securities~~matters. ~~and~~However, ~~Use~~based ofon ~~Proceeds~~information currently available, the Company does not believe that these proceedings will have a material adverse effect beyond amounts already reflected or disclosed in its financial statements.

NoLCIA ~~stock~~Arbitration ~~was~~– ~~sold~~Joule ~~for~~Energy ~~valuable~~and ~~consideration~~Related ~~during the nine months ended September 30, 2017.~~Parties

~~Item~~On 3April 20, 2026, the Company’s wholly owned subsidiary, SRE Power Inc., ~~Defaults~~commenced ~~Upon~~arbitration ~~Senior~~proceedings ~~Securities~~under the rules of the London Court of International Arbitration (“LCIA”) against Joule Energie GmbH, Joule Enerji, and Kontrolmatik Teknoloji Enerji ve Mühendislik A.Ş.

The arbitration arises out of a service agreement dated August 18, 2025 and relates to disputes concerning project management, personnel mobilization, and associated contractual obligations. The arbitration is seated in London, England and is governed by the laws of England and Wales.

The Company is seeking relief in connection with amounts owed and other contractual matters. As of the date of this report, the arbitration is in its initial stages, and no determinations have been made.

Biliran Geothermal Project – Philippines (BGI Matter)

The Company is involved in an ongoing dispute related to its geothermal project in Biliran, Philippines, operated through its subsidiary SRE Power Inc.

As previously disclosed, the project has been offline since October 2024 following infrastructure damage and operational issues. The Company is engaged in discussions and pursuing legal and commercial remedies with counterparties in connection with project operations, insurance matters, and related obligations.

While the outcome of these matters cannot be predicted with certainty, the Company does not currently believe that any such proceedings, individually or in the aggregate, will have a material adverse effect on its financial position beyond amounts already reflected or disclosed in its financial statements.

ITEM 1A. RISK FACTORS

An investment in the Company’s securities involves a high degree of risk. In addition to the other information contained in this report, investors should carefully consider the following risk factors, as well as those disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. The occurrence of any of the following risks could materially adversely affect the Company’s business, financial condition, results of operations, and prospects.

The Company is a development-stage entity with limited revenue and a history of operating losses.

The Company has generated minimal revenue in recent periods and has incurred operating losses. For the three months ended March 31, 2026, the Company reported a net loss of approximately $84,660.

The Company’s ability to achieve profitability is dependent on its ability to successfully develop, finance, and deploy its projects, including its waste-to-methanol and energy generation initiatives. There can be no assurance that the Company will generate significant revenues or achieve profitability in the near term.

The Company requires additional capital to fund its operations and project development activities.

The Company is dependent on external financing to support its operations and execute its business strategy. Its ability to continue as a going concern is contingent upon its ability to secure additional funding, including equity financing, project-level financing, and grant funding.

Failure to obtain sufficient funding on acceptable terms could delay or prevent the Company from advancing its projects and achieving commercialization.

The Company’s business strategy depends on the successful development and execution of large-scale projects.

The Company’s growth strategy is centered on the development of waste-to-methanol and clean energy projects, including its planned facility in Portugal and development initiatives in Europe.

These projects require significant capital investment, regulatory approvals, engineering execution, and operational expertise. Delays, cost overruns, or failure to successfully execute these projects could materially adversely affect the Company’s business.

The Company’s technologies are subject to validation, scaling, and commercialization risks.

Although the Company has achieved successful pilot-level validation of its waste-to-methanol process, the transition from pilot-scale validation to full commercial deployment involves significant technical and operational risks.

There can be no assurance that the Company’s technologies will perform as expected at commercial scale or that they will be adopted by customers or partners.

The Company is exposed to risks associated with international operations.

The Company’s operations and planned projects span multiple jurisdictions, including Europe and Asia. As a result, it is subject to risks associated with international business operations, including:

	●	regulatory and permitting requirements
	●	political and economic conditions
	●	foreign currency fluctuations
	●	supply chain and logistics challenges

These risks may impact project timelines, costs, and overall execution.

The Company is subject to risks related to legal proceedings and disputes.

The Company is involved in legal proceedings, including arbitration and disputes with counterparties related to project activities.

These matters may result in significant costs, management distraction, and potential adverse outcomes. While the Company is actively pursuing its legal rights, there can be no assurance as to the outcome of such proceedings or their impact on the Company’s business.

The Company has concentration risk related to key projects and partners.

The Company’s current strategy is focused on a limited number of key projects and strategic partnerships. The success of the Company is therefore dependent on the advancement and execution of these projects.

The loss, delay, or failure of any key project or partner relationship could have a material adverse effect on the Company’s business.

The Company’s intellectual property may not provide sufficient protection.

The Company’s business depends in part on its proprietary technologies and intellectual property, including patents related to its energy systems.

There can be no assurance that the Company’s intellectual property rights will provide meaningful protection against competitors, or that the Company will not face challenges to its intellectual property.

The Company’s common stock is traded on the OTCQB market and may be subject to volatility and limited liquidity.

The Company’s common stock is quoted on the OTCQB market, which is generally characterized by lower trading volumes and higher volatility compared to national securities exchanges.

These factors may result in significant price fluctuations and limited liquidity for investors.

Future issuance of equity securities may result in dilution.

The Company may issue additional shares of common stock or other securities in connection with capital raising activities, project financing, or strategic transactions.

Such issuances may result in dilution to existing shareholders and could adversely affect the market price of the Company’s common stock.

Forward-looking statements are subject to risks and uncertainties.

This report contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those anticipated in such statements due to a variety of factors, including those described in this section.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

During the three months ended March 31, 2026, the Company received subscription proceeds totaling approximately $199,979, which were recorded as subscription money advances pending issuance of shares. No shares were issued during the quarter ended March 31, 2026.

Any future issuance of shares associated with these subscription proceeds is expected to be conducted in reliance upon exemptions from registration under the Securities Act of 1933, as amended, including Regulation S and/or Section 4(a)(2), as applicable.

Use of Proceeds

Proceeds received from investors during the period were used for general working capital purposes, including operating expenses, professional fees, and ongoing project development activities.

The Company intends to continue using available capital to support its strategic initiatives, including advancing its waste-to-methanol and clean energy projects, as well as pursuing financing and partnership opportunities.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

6ITEM 4. MINE SAFETY DISCLOSURES

Item 4. Mine Safety Disclosures

Not applicable.

~~Item~~ITEM 5. ~~Other~~OTHER ~~Information.~~INFORMATION

None.

~~Item 6. Exhibits.~~34

~~The~~ITEM ~~following~~6. ~~exhibits are attached hereto:~~EXHIBITS

Exhibit No.		Description of Exhibit
31.1		Certification of principal Executive Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended, filed herewith.
31.2		Certification of principal Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended, filed herewith.
32.1		Certification of principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.
32.2		Certification of principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.

The following exhibits are filed as part of this report:

Exhibit No.		Description
31.1		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2		Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350
32.2		Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350
101		Inline XBRL Instance 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 Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

InPursuant ~~accordance~~to ~~with~~ the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ASIA PROPERTIES, INC.

HyOrc Corporation

Date: May 7, 2026

By:	/s/ K. Reginald Fubara
	K. Reginald Fubara,
	Chief Executive Officer

~~By: /s/ Chen Junyan Chen Junyan President and Chief Executive Officer~~36

Date: November 20, 2017

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