UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

FOR THE FISCAL YEAR ENDED July 31, ~~2022~~2023

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

COMMISSION FILE NUMBER: 000-56233

WB Burgers Asia, INC.

(Exact name of registrant as specified in its charter)

	Nevada	00-0000000
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

	3F K’s Minamiaoyama 6-6-20 Minamiaoyama, Minato-ku, Tokyo 107-0062, Japan	107-0062
	(Address of Principal Executive Offices)	(Zip Code)

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

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

Title of each class

Name of each exchange on which

registered

Common Stock, $0.0001

N/A

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

[ ] Yes [X] No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

[ ] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for 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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

[ ] Yes [X] No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

[ ]

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

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [X] Smaller reporting company [X] Emerging growth company [X]

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 [X] No

As of January 31, ~~2022~~2023, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the voting common stock held by non-affiliates of the registrant was approximately $7013,~~026~~111,~~146~~ 025 based on the closing price per share (or $0.~~1869~~0124), of the registrant’s common stock as reported by OTC Markets Group Inc.

As of ~~June 2~~December 29, 2023, there were 12,~~070~~072,~~718~~642,~~679~~444 shares ~~of the~~ ~~Registrant’s Common Stock and 1,000,000 shares~~ of the Registrant’s ~~Series~~Common ~~A Preferred~~ Stock issued and outstanding.

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Table of Contents

TABLE OF CONTENTS

WB Burgers Asia, INC.

DESCRIPTION		PAGE
	Cautionary Statements Regarding Forward Looking Statements
PART I
Item 1	Business	4
Item 1A	Risk Factors	11
Item 1B	Unresolved Staff Comments	11
Item 2	Properties	11
Item 3	Legal Proceedings	11
Item 4	Mine Safety Disclosures	11
PART II
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters and ases of Equity Securities	12
Item 6	Selected Financial Data	14
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
Item 7A	Quantitative and Qualitative Disclosures about Market Risk	1415
Item 8	Financial Statements and Supplementary Data	F1-~~F12~~F10
Item 9	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	1516
Item 9A	Controls and Procedures	1516
Item 9B	Other Information	1516
PART III
Item 10	Directors, Executive Officers and Corporate Governance	1617
Item 11	Executive Compensation	1718
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	1819
Item 13	Certain Relationships and Related Transactions, and Director Independence	1819
Item 14	Principal Accounting Fees and Services	1920
PART IV
Item 15	Exhibits, Financial Statement Schedules	2021
	Signatures	2021

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CAUTIONARY STATEMENT REGARDING FORWARD LOOKING STATEMENTS

This Current Report on Form 10-K contains forward-looking statements which involve risks and uncertainties, principally in the sections entitled “Business”, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. All statements other than statements of historical fact contained in this Current Report on Form 10-K, including statements regarding future events, our future financial performance, business strategy and plans and objectives of management for future operations, are forward-looking statements. We have attempted to identify forward-looking statements by terminology including “anticipates”, “believes”, “can”, “continue”, “could”, “estimates”, “expects”, “intends”, “may”, “plans”, “potential”, “predicts”, or “should”, or the negative of these terms or other comparable terminology. Although we do not make forward-looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may appear in this Current Report on Form 10-K, which may cause our or our industry’s actual results, levels of activity, performance or achievements expressed or implied by these forward-looking statements to vary. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time and it is not possible for us to predict all risk factors, nor can we address the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause our actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements, except as expressly required by law.

You should not place undue reliance on any forward-looking statement, each of which applies only as of the date of this Current Report on Form 10-K. Except as required by law, we undertake no obligation to update or revise publicly any of the forward-looking statements after the date of this Current Report on Form 10-K to conform our statements to actual results or changed expectations.

All dollar amounts used throughout this Report are in US Dollars, unless otherwise stated. All amounts in Japanese Yen used throughout this Report are preceded by JPY, for example JPY 500, is referring to 500 Japanese Yen.

Restatement of Previously Issued Consolidated Financial Statements

We have restated herein our audited consolidated financial statements at July 31, 2021 for the fiscal year ended July 31, 2021. We have also restated impacted amounts within the accompanying footnotes to the consolidated financial statements.

Restatement Background

In August of 2022, the sole director of WB Burgers Asia, Inc.(the “Company”) was advised by M&K CPAs PLLC (“M&K”), its registered independent public accounting firm, that the Company’s previously issued financial statements included in its Annual Reports on Form 10-K for the year ended July 31, 2021, should be restated to correct historical errors related to the recognition of cash received for the sale of shares, the calculation of the fair market value of shares issued, and classifications due to the recapitalization of the Company. The restated financials also show the differences between this current Form 10-K and the previously filed report due to the consolidation of financial reporting to include all activity of the Company’s wholly owned subsidiary, WB Burgers, Japan Co., Ltd (“WBBJ”). WBBJ became a wholly owned subsidiary of the Company in September of 2021, after the preparation of the previous Form 10-K for the year ended July 31, 2021. As a result, we determined that we would restate such financial statements to correct the accounting errors and also highlight the restatement differences resulting from the financial consolidation of the Company and its subsidiary.

Description of misstatements

(1) Recognition of cash received for the sale of shares and recording of the related issuance of shares

We recorded adjustments for cash received for the sale of common shares that was incorrectly recognized. On July 1, 2021, cash for the purchase of 9,090,909 shares of common stock was received by related party, White Knight Co., Ltd. and was not held by the Company, via its subsidiary, until September 2021. Additionally, these shares were not issued to the purchaser on July 1, 2021 as previously reported but were issued after the fiscal year end, in October 2021.

(2) Recognition of financial activity of wholly owned subsidiary

We recorded adjustments made to the financial statements due to the consolidation of financial information with our wholly owned subsidiary.

(3) Adjustment to the fair market value of shares issued as compensation

We recorded an adjustment to the value of 1,000,000 shares of Series A preferred shares issued as compensation due to the adoption of a third party evaluation of those shares, which differed from our previous valuation.

(4) Retroactive restatements of shares cancelled and returned and shares exchanged in merger and reorganization

We recorded adjustments to the statement of owners’ equity to account for the revision, by the Company’s transfer agent, of the dates of shares cancelled and returned, and also shares exchanged pursuant to a reorganization. These retroactive date changes were due to the recapitalization of the Company pursuant to its reorganization, legally effective March 31, 2021 and when control of the Company passed from our previous controlling shareholder to our current controlling shareholder, who is our CEO and sole director, Koichi Ishizuka.

(5) Reclassification of additional paid-in capital

We reclassed the amount of expenses paid on behalf of the Company on the Statement of Cash Flows to properly report those payments as cash provided by operating activities rather than cash provided by financing activities.

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PART I

Item 1. Business

Corporate History

We were originally incorporated in the state of Nevada on August 30, 2019, under the name Business Solutions Plus, Inc.

On August 30, 2019, Paul Moody was appointed Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director.

On February 9, 2021, the Company filed, with the Secretary of State of Nevada (“NSOS”), Restated Articles of Incorporation.

On March 4, 2021, Business Solutions Plus, Inc., (the “Company” or “Successor”) announced on Form 8-K plans to participate in a holding company reorganization (“the Reorganization” or “Merger”) with InterActive Leisure Systems, Inc. (“IALS” or “Predecessor”), the Company and Business Solutions Merger Sub, Inc. (“Merger Sub”), collectively (the “Constituent Corporations”) pursuant to NRS 92A.180, NRS A.200, NRS 92A.230 and NRS 92A.250.

Immediately prior to the Reorganization, the Company was a direct and wholly owned subsidiary of Interactive Leisure Systems, Inc. and Business Solutions Merger Sub, Inc. was a direct and wholly owned subsidiary of the Company.

As disclosed in our 8-K filed on March 26, 2021, the above-mentioned Reorganization was legally effective as of March 31, 2021.

Each share of Predecessor’s common stock issued and outstanding immediately prior to the Effective Time was converted into one ~~validly~~ validly issued, fully paid and non-assessable share of Successor common stock. The control shareholder, (at the time) of the Predecessor, Flint Consulting Services, LLC, (“Flint”) a Wyoming limited liability company became the same control shareholder of the Successor. Jeffrey DeNunzio, as sole member of Flint was deemed to be the indirect and beneficial holder of 405,516,868 shares of Common Stock and 1,000,000 shares of Series A Preferred Stock of the Company representing, at the time, approximately 93.70% voting control of the Company. Paul Moody, (our now former sole officer/director), was the same officer/director of the Predecessor. There ~~are/were~~was no other ~~shareholders~~ shareholder(s) or any officer/director holding at least 5% of the outstanding voting shares of the Company.

Immediately prior to the Effective Time, and under the respective articles of incorporation of Predecessor and Successor, the Successor Capital Stock had the same designations, rights, and powers and preferences, and the qualifications, limitations, and restrictions thereof, as the ~~Predecessor~~ Predecessor Capital Stock which was automatically converted pursuant to the reorganization.

Immediately prior to the Effective Time, the articles of incorporation and bylaws of Successor, as the holding company, contain provisions identical to the Articles of Incorporation and Bylaws of Predecessor immediately prior to the merger, other than as permitted by NRS 92A.200.

Immediately prior to the Effective Time, the articles of incorporation of Predecessor stated that any act or transaction by or involving the Predecessor, other than the election or removal of directors of the Predecessor, that requires for its adoption under the NRS or the Articles of Incorporation of Predecessor the approval of the stockholders of the Predecessor, shall require in addition the approval of the stockholders of Successor (or any successor thereto by merger), by the same vote as is required by the articles of Incorporation and/or the bylaws of the Predecessor.

Immediately prior to the Effective Time, the articles of incorporation and bylaws of Successor and Merger Sub were identical to the articles of incorporation and bylaws of Predecessor immediately prior to the merger, other than as permitted by NRS 92A.200;

The Boards of Directors of Predecessor, Successor, and Merger Sub approved the Reorganization, shareholder approval not being required pursuant to NRS 92A.180;

The Reorganization constituted a tax-free organization pursuant to Section 368(a)(1) of the Internal Revenue Code;

Successor common stock traded in the OTC Markets under the Predecessor ticker symbol “IALS” under which the common stock of Predecessor previously listed and traded until the new ticker symbol “BSPI” was announced April 14, 2021, on the Financial Industry Regulatory Authority’s daily list with a market effective date of April 15, 2021. The CUSIP Number 45841W107 for IALS’s common stock was suspended upon market effectiveness. The Company received a new CUSIP Number 12330M107.

After completion of the Holding Company Reorganization, the Company cancelled all of its stock held in Predecessor resulting in the Company as a stand-alone and separate entity with no subsidiaries, no assets and negligible liabilities. The Company abandoned the business plan of its Predecessor and resumed its former business plan of a blank check company after completion of the Merger.

On May 4, 2021, Business Solutions Plus, Inc., a Nevada Corporation (the “Company”), entered into a Share Purchase Agreement (the “Agreement”) by and among Flint Consulting Services, LLC, a Wyoming Limited Liability Company (“FLINT”), and White Knight Co., Ltd., a Japan Company (“WKC”), pursuant to which, on May 7, 2021, (“Closing Date”), FLINT sold 405,516,868 shares of the Company’s Restricted Common Stock and 1,000,000 Shares of Series A Preferred Stock, representing, at the time, approximately 93.70% voting control of the Company. The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with WKC becoming the Company’s largest controlling stockholder.

The sole shareholder of White Knight Co., Ltd., a Japanese Company, is Koichi Ishizuka.

On May 7, 2021, Mr. Paul Moody resigned as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director.

On May 7, 2021, Mr. Koichi Ishizuka was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director.

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A Certificate of Amendment to change our name, from Business Solutions Plus, Inc., to WB Burgers Asia, Inc. was filed with the Nevada Secretary of State on June 18, 2021, with a legal effective date of July 2, 2021. The name change to WB Burgers Asia, Inc., as well as a change of our ticker symbol from BSPI to WBBA, was announced by FINRA, via their “daily list”, on July 7, 2021, with a market effective date of both on July 8, 2021. The new CUSIP number associated with our common stock, as of the market effective date of July 8, 2021, is 94684P100.

On July 1, 2021, we filed an amendment to our Articles of Incorporation with the Nevada Secretary of State, resulting in an increase to ~~our~~ our authorized shares of common stock from 500,000,000 to 1,500,000,000.

Subsequent to the above action, on or about July 1, 2021, we sold 9,090,909 shares of restricted common stock to SJ Capital Co., Ltd., a Japanese Company, at a price of $0.20 per share of common stock. The total subscription amount paid by SJ Capital Co., Ltd. was approximately $1,818,181.80 or approximately 200,000,000 Japanese Yen.

SJ Capital Co., Ltd., is owned and controlled by Senju Pharmaceutical Co., Ltd., a Japanese Company.

Mr. Takeshi Sugisawa, the President of SJ Capital Co., Ltd., authorized the above transaction on behalf of SJ Capital Co., Ltd. Both SJ Capital Co., Ltd., and Senju Pharmaceutical Co., Ltd. are considered non-related parties to the Company.

The proceeds from the above sale of shares went to the Company to be used for working capital.

On August 24, 2021, we sold 1,363,636 shares of restricted common stock to Yasuhiko Miyazaki, a Japanese Citizen, at a price of $0.20 per share of common stock. The total subscription amount paid by Yasuhiko Miyazaki was approximately $272,727 or approximately 30,000,000 Japanese Yen. Mr. Yasuhiko Miyazaki is not a related party to the Company. The proceeds from the above sale of shares went to the Company to be used for working capital.

In regards to all of the above transactions, the Company claims an exemption from registration afforded by Section Regulation S of the Securities Act of 1933, as amended ("Regulation S") for the above sales/issuances of the stock since the sales/issuances of the stock were made to to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed ~~selling~~ selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

On August 30, 2021, our largest controlling shareholder, White Knight Co., Ltd., a Japanese Company, owned and controlled by our sole officer and ~~Director~~director, Koichi Ishizuka, sold a total of 353,181,818 shares of restricted common stock of the Company to the following parties in in the respective quantities:

Name of Purchaser	Common Shares Purchased	Price Paid Per Share	Total Amount Paid ($)
Koichi Ishizuka	101,363,636	$0.0001	10,136.00
Rei Ishizuka 1	50,000,000	$0.0001	5,000.00
Kiyoshi Noda	100,909,091	$0.0001	10,091.00
Yuma Muranushi	100,909,091	$0.0001	10,091.00

1 Rei Ishizuka is the wife of our sole officer and ~~Director~~director, Mr. Koichi Ishizuka.

In regards to all of the above transactions White Knight Co., Ltd. claims an exemption from registration afforded by Section Regulation S S of the Securities Act of 1933, as amended ("Regulation S") for the above sales of the stock since the sales of the stock were made to to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed ~~selling~~ selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

On September 14, 2021, we entered into an “Acquisition Agreement” with White Knight Co., Ltd., a Japan Company, whereas we issued 500,000,000 shares of restricted common stock to White Knight Co., Ltd., in exchange for 100% of the equity interests of WB Burgers Japan Co., Ltd., a Japan Company. Following this transaction, WB Burgers Japan Co., Ltd. became our wholly owned subsidiary which we now operate through.

In regards to the above transaction, the Company claims an exemption from registration afforded by Section Regulation S of the Securities Act of 1933, as amended ("Regulation S") for the above sales/issuances of the stock since the sales/issuances of the stock were made to to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed ~~selling~~ selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

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The aforementioned Acquisition Agreement is attached as Exhibit 10.1 to our Form 8-K filed with the Securities and Exchange Commission on September 14, 2021. All references to the Acquisition Agreement are qualified, in their entirety, by the text of such exhibit.

White Knight Co., Ltd., is owned entirely by our sole officer and ~~Director~~director, Koichi Ishizuka. White Knight Co., Ltd. is our largest controlling shareholder.

WB Burgers Japan Co., Ltd., referred to herein as “WBJ” or “WBBJ”, which we ~~now~~ operate through and share the same business plan of, holds the rights to the “Master Franchise Agreement” with Jakes’ Franchising LLC, a Delaware Limited Liability Company, as it pertains to the establishment and operation of Wayback Burger Restaurants within the country of Japan.

The Master Franchise Agreement provides WBJ the right to establish and operate Wayback Burgers restaurants in the country of Japan, and also license affiliated and unaffiliated third parties (“Franchisees”) to establish and operate Wayback Burgers restaurants in the Country of Japan. The Master Franchise Agreement, amongst other things, also provides WBJ the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan.

WB Burgers Japan Co., Ltd. seeks to make “Wayback Burgers” a nationally recognized brand, if not a household name, within the country of Japan through the promotion and opening of various Wayback Burgers Restaurants.

Following the acquisition of our ~~now~~ wholly owned subsidiary, WB Burgers Japan Co., Ltd., on September 14, 2021, we ceased to be a shell company. Immediately upon our acquisition of WB Burgers Japan Co., Ltd. we adopted the same business plan as WB Burgers Japan Co., Ltd.

On October 22, 2021, we sold 2,252,252 shares of restricted common stock to Shokafulin LLP, a Japan Company, which is controlled by Takuya Watanabe, a Japanese Citizen, at a price of $0.20 per share of common stock. The total subscription amount paid by Shokafulin LLP was approximately $450,450 or approximately 50,000,000 Japanese Yen. Shokafulin LLP and Mr. Watanabe are not related parties to the Company. The proceeds from the above sale of shares went to the Company to be used for working capital.

The aforementioned sale of shares was conducted pursuant to Regulation S of the Securities Act of 1933, as amended ("Regulation S"). The ~~sale~~ sale of shares was made only to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

On November 6, 2021, our largest controlling shareholder, White Knight Co., Ltd., a Japanese Company, owned and controlled by our sole officer and ~~Director~~director, Koichi Ishizuka, sold a total of 14,347,826 shares of restricted common stock to the following parties in the respective quantities:

Name of Purchaser	Common Shares Purchased	Price Paid Per Share ($)	Total Approximate Amount Paid ($)
M&A Company 1	1,304,348	0.20	260,870
Michinari Yamamoto	1,304,348	0.20	260,870
Atsushi Morikawa	1,304,348	0.20	260,870
Motoki Hirai	1,304,348	0.20	260,870
Tomonori Yoshinaga	1,739,130	0.20	347,826
Go Watanabe	3,043,478	0.20	608,696
Okakichi Co., Ltd 2	4,347,826	0.20	869,565
Total	14,347,826	0.20	2,869,567

¹The authorized party of M&A Company, a Japan entity, is Akihiro Ando.

²The authorized party of Okakichi Co., Ltd, a Japan entity, is Shigeru Okada.

In regards to all of the above transactions White Knight Co., Ltd. claims an exemption from registration afforded by Section Regulation S of the Securities Act of 1933, as amended ("Regulation S") for the above sales of the stock since the sales of the stock were made to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

On November 9, 2021, our wholly owned subsidiary, WB Burgers Japan Co., Ltd., consummated a lease agreement with Arai Co., Ltd., a Japanese realty group, for the location of our first Wayback Burgers restaurant. The property is located in the popular shopping plaza of Omotesando, located in the Tokyo prefecture.

On December 27, 2021, we sold 1,315,789 shares of restricted Common Stock to Takahiro Fujiwara, Japanese Citizen, at a price of $0.20 per share of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $263,158. Takahiro Fujiwara is not a related party to the Company.

On or about February 8, 2022, we incorporated Store Foods Co., Ltd., a Japan Company. Store Foods Co., Ltd. is ~~now~~ a wholly owned subsidiary of the Company. Currently, Koichi Ishizuka is the sole ~~Officer~~officer and ~~Director~~director of Store Foods Co., Ltd.

To date, Store Foods Co., Ltd. has yet to commence material operations. While our future plans for Store Foods Co., Ltd. are not definitive and may change, our intended business purpose for this company are as follows:

1. Food sales;

2. Food wholesale and retail;

3. Chain organizations consisting of food retailers as members;

4. Restaurants;

5. Manufacturing and sales of boxed lunches for catering;

6. Alcohol sales;

7. Health supplement and health drink sales;

8. Manufacturing and sales of functional foods;

9. Lease of goods related to restaurant management;

10. System development;

11. Delivery;

12. Application development and sales;

13. Advertising;

14. Management consulting;

15. All businesses incidental to any of the above.

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On March 11, 2022 we opened our first flagship Wayback Burgers location to the public in the Omotesando shopping plaza. At this location, we offer an array of quick bites, including but not limited to traditional hamburgers, fries, shakes, and other alternatives.

On March 29, 2022, 869,565 shares of restricted Common Stock were sold to Hidemi Arasaki, Japanese Citizen, by our controlling shareholder, White Knight Co., Ltd., at a price of $0.20 per share of Common Stock. This was a private sale, not a sale made by the Company. The total amount paid by Hidemi Arasaki was approximately $173,913. Hidemi Arasaki is not a related party to the Company.

On May 20, 2022, we dismissed our independent registered public accounting firm, BF Borgers CPA PC (“BFG”) effective immediately. This decision was approved by the Company’s Board of Directors, comprised solely of Koichi Ishizuka.

On May 20, 2022, we engaged M&K CPAS, PLLC (“M&K”) as our new independent registered public accounting firm. This decision was approved by the Company’s Board of Directors, comprised solely of Koichi Ishizuka.

On August 8, 2022, we sold 1,586,538 shares of restricted Common Stock to Takahiro Fujiwara, a Japanese Citizen, at a price of $0.032 per share of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $50,769. Takahiro Fujiwara is not a ~~related~~ related party to the Company.

On August 8, 2022, we sold 2,403,846 shares of restricted Common Stock to Shokafulin LLP, a Japanese Company, at a price of $0.032 per share of Common Stock. The total subscription amount paid by Shokafulin LLP was approximately $76,923. Shokafulin LLP is not a related party to the Company.

On August 12, 2022, we sold 32,065,458 shares of restricted Common Stock to Asset Acceleration Axis, LLC, a Japanese Company, at a price of $0.~~032~~034 per share of Common Stock. The total subscription amount paid by Asset Acceleration Axis, LLC was approximately $1,~~026~~090,~~094~~226. Asset Acceleration Axis, LLC is not a related party to the Company.

The proceeds from these sales went to the Company to be used as working capital.

In August of 2022, we, through our wholly owned subsidiary, WB Burgers Japan Co., Ltd., entered into and consummated a rental agreement with “Kitchen Depot” for a ghost kitchen in the Tamachi neighborhood of Minato, Tokyo, Japan. ~~Kitchen Depot is an unrelated third party, and the rental agreement is for a period of two years, with the option to renew at the conclusion.~~ From this location, ~~as of August 27, 2022,~~ the Company had ~~has~~offered ~~begun~~food ~~to offer~~ delivery of Wayback Burgers menu items, such as those offered at the Company’s physical “dine in” restaurant location in the Omotesando shopping plaza, located in Tokyo, Japan. ~~This new location only offers a delivery option with no option to dine in.~~

OnFollowing ~~September~~notice ~~13,~~provided ~~2022,~~to weKitchen ~~sold~~Depot 7in September of 2023,~~262,324~~ ~~shares~~in November of ~~restricted~~2023, ~~Common~~the ~~Stock~~Company toterminated ~~Asset~~its ~~Acceleration~~rental ~~Axis,~~agreement ~~LLC~~with Kitchen Depot, aas ~~Japanese~~well ~~Company,~~as its operations at aits ~~price of~~ghost ~~$0.032~~kitchen ~~per~~in ~~share~~the Tamachi neighborhood of ~~Common~~Minato, ~~Stock~~Tokyo, Japan. The ~~total~~Company ~~subscription~~has ~~amount~~no ~~paid~~plans byto resume ~~Asset~~operations ~~Acceleration~~at ~~Axis,~~this ~~LLC~~location ~~was~~at ~~approximately~~any ~~$232~~juncture,~~395.~~ ~~Asset Acceleration~~as ~~Axis,~~it ~~LLC~~believes this location is ~~not~~unlikely ato ~~related~~be ~~party~~profitable, toconsidering the ~~Company~~low volume of orders it received while this location was operational.

~~The~~On ~~proceeds~~September ~~from~~13, ~~these~~2022, ~~sales~~we ~~went~~sold 7,262,324 shares of restricted Common Stock to ~~the~~Asset Acceleration Axis, LLC, a Japanese Company, toat bea ~~used~~price of as$0.032 ~~working~~per ~~capital~~share of Common Stock. The total subscription amount paid by Asset Acceleration Axis, LLC was approximately $232,395. Asset Acceleration Axis, LLC is not a related party to the Company.

The ~~aforementioned~~proceeds ~~sale~~from ofthese ~~shares~~sales ~~was~~went ~~conducted pursuant~~ to ~~Regulation S of~~ the ~~Securities~~Company ~~Act of 1933, as amended ("Regulation S"). The sale of shares was made only~~ to ~~non-U.S.~~be ~~persons~~used (as ~~defined~~working under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoingcapital.

OnThe ~~October~~aforementioned 4,sale ~~2022,~~of ~~3,472,222~~ shares ofwas ~~restricted~~conducted ~~Common~~pursuant ~~Stock~~to Regulation S of the ~~Issuer~~Securities ~~were~~Act ~~sold~~of 1933, as amended ("Regulation S"). The sale of shares was made only to ~~Mitsuru~~non-U.S. ~~Ueno,~~persons a(as ~~Japanese~~defined ~~Citizen~~under Rule 902 section (k)(2)(i) of Regulation S), bypursuant ~~White~~to ~~Knight~~offshore ~~Co.~~transactions, ~~Ltd.,~~and atno adirected ~~price~~selling ofefforts ~~$0.001~~were ~~per~~made ~~share~~in ofthe ~~Common~~United ~~Stock.~~States ~~This~~by ~~was~~the issuer, a ~~private~~distributor, ~~sale.~~any ~~The~~of ~~total~~their ~~amount~~respective ~~paid~~affiliates, or byany ~~Mitsuru~~person ~~Ueno~~acting ~~was~~on ~~approximately $3,472~~behalf of any of the foregoing.

On October 4, 2022, 3,472,222 shares of restricted Common Stock of the Issuer were sold to ~~Motoki~~Mitsuru ~~Hirai~~Ueno, a Japanese Citizen, by White Knight Co., Ltd., at a price of $0.001 per share of Common Stock. This was a private sale. The total amount paid by ~~Motoki~~Mitsuru ~~Hirai~~Ueno was approximately $3,472.

~~The~~On ~~aforementioned sales of shares, on~~ October 4, 2022, ~~were~~3,472,222 ~~conducted~~shares ~~pursuant~~of torestricted ~~Regulation~~Common SStock of the ~~Securities~~Issuer ~~Act~~were ofsold ~~1933,~~to asMotoki ~~amended ("Regulation~~Hirai, ~~S").~~a ~~The~~Japanese ~~sale~~Citizen, ofby ~~shares~~White ~~was~~Knight Co., ~~made only to non-U~~Ltd.S., ~~persons~~at ~~(as~~a ~~defined~~price ~~under~~of ~~Rule~~$0.001 ~~902~~per ~~section~~share ~~(k)(2)(i)~~ of ~~Regulation~~Common ~~S), pursuant~~Stock. toThis ~~offshore~~was ~~transactions,~~a ~~and~~private nosale. ~~directed~~The ~~selling~~total ~~efforts~~amount ~~were~~paid ~~made in the United States~~ by ~~the~~Motoki ~~issuer,~~Hirai awas ~~distributor, any of~~approximately ~~their respective affiliates~~$3, ~~or any person acting on behalf of any of the foregoing~~472.

OnThe ~~February~~aforementioned 6,sales ~~2023~~of shares, weon ~~sold~~October 104,~~033~~ 2022,~~445~~ ~~shares~~were ofconducted ~~restricted~~pursuant ~~Common~~to ~~Stock~~Regulation toS ~~Kazuya~~of ~~Iwasaki,~~the aSecurities ~~Japanese~~Act ~~Citizen~~of 1933, atas aamended ("Regulation ~~price~~S"). The sale of ~~$0.023~~shares ~~per share~~was ofmade ~~Common~~only ~~Stock~~to non-U.S. ~~The~~persons ~~total~~(as ~~subscription~~defined ~~amount~~under ~~paid~~Rule by902 ~~Kazuya~~section ~~Iwasaki~~(k)(2)(i) ~~was~~of ~~approximately~~Regulation ~~$230~~S),~~769.~~ pursuant ~~Kazuya~~to ~~Iwasaki~~offshore istransactions, ~~not~~and no directed selling efforts were made in the United States by the issuer, a ~~related~~distributor, any of ~~party~~their torespective affiliates, or any person acting on behalf of any of the ~~Company~~foregoing.

On February 6, 2023, we sold 310,~~344~~033,~~482~~445 shares of restricted Common Stock to ~~Shokafulin~~Kazuya ~~LLP~~Iwasaki, a Japanese ~~Company~~Citizen, at a price of $0.023 per share of Common Stock. The total subscription amount paid by ~~Shokafulin~~Kazuya ~~LLP~~Iwasaki was approximately $76230,~~923~~769. ~~Shokafulin~~Kazuya ~~LLP~~Iwasaki is not a related party to the Company.

~~The~~On ~~proceeds~~February ~~from~~6, ~~these~~2023, ~~sales~~we ~~went~~sold 3,344,482 shares of restricted Common Stock to ~~the~~Shokafulin LLP, a Japanese Company, toat bea ~~used~~price asof ~~working~~$0.023 ~~capital~~per share of Common Stock. The total subscription amount paid by Shokafulin LLP was approximately $76,923. Shokafulin LLP is not a related party to the Company.

The ~~aforementioned~~proceeds ~~sales~~from ofthese ~~shares~~sales ~~were~~went ~~conducted pursuant~~ to ~~Regulation S of~~ the ~~Securities~~Company ~~Act of 1933, as amended ("Regulation S"). The sales of shares were made only~~ to ~~non-U.S.~~be ~~persons~~used (as ~~defined~~working under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoingcapital.

-The aforementioned 7sales of shares were conducted pursuant to Regulation S of the Securities Act of 1933, as amended ("Regulation S"). The sales of shares were made only to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

~~Table~~On August 9, 2023, we sold 434,783 shares of ~~Contents~~restricted Common Stock to Takahiro Fujiwara, a Japanese Citizen, at a price of $0.023 per share of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $10,000. Takahiro Fujiwara is not a related party to the Company.

~~Japanese~~The ~~Food-Service~~Company ~~Market~~intends to use the proceeds from the aforementioned sale of shares for working capital.

The ~~Japanese~~aforementioned ~~Food-Service~~sale ~~Market~~of isshares ~~Segmented~~was byconducted ~~Type~~pursuant ~~(Full-service~~to ~~Restaurants,~~Regulation ~~Quick~~S ~~Service~~of ~~Restaurants,~~the ~~Cafes,~~Securities ~~Bars~~Act of 1933, ~~100%~~as ~~Home~~amended ~~Delivery~~("Regulation S"). The ~~Restaurants,~~sale ~~Street~~of ~~Stalls~~shares ~~and~~was ~~Kiosks)~~made ~~and~~only ~~Structure~~to ~~(Independent~~non-U.S. ~~Consumer~~persons ~~Food~~(as ~~Service~~defined ~~and~~under ~~Chained~~Rule ~~Consumer~~902 ~~Food~~section ~~Service~~(k).(2)(i) Weof ~~believe Japanese~~Regulation ~~consumers~~S), inpursuant ~~general~~to offshore transactions, ~~tend~~and tono bedirected ~~highly~~selling ~~demanding,~~efforts ~~putting~~were ~~great~~made ~~emphasis~~in onthe ~~quality~~United ~~and~~States ~~branding~~by ~~and~~the ~~are~~issuer, ~~willing~~a todistributor, ~~spend~~any ~~more~~of their respective affiliates, ~~resources~~or any person acting on ~~value-added~~behalf ~~products.~~of ~~(1)~~any of the foregoing.

~~The~~On ~~Japanese~~August ~~food~~17, ~~service~~2023, ~~market~~our ~~was~~majority ~~valued~~shareholder, atWhite ~~USD~~Knight ~~142~~Co.84, ~~billion in 2020~~Ltd., and itKoichi isIshizuka, ~~projected~~our tosole ~~witness~~Officer aand ~~CAGR of 0.84% during the forecast period~~Director, ~~2021~~executed -a ~~2026. The coronavirus pandemic has made short-term projections hard~~ resolution to ~~predict~~ratify, ~~with sales in March 2020 down almost 40% for some food companies. Japanese food service operators~~affirm, ~~which rely on lunch~~ and ~~dinner~~approve ~~demand~~to ~~from~~file ~~business~~an ~~workers,~~Amended ~~are~~and ~~also~~Restated ~~suffering as~~Certificate ~~more~~of ~~companies have employees working from home at the government’s request~~Incorporation. ~~(1)~~

~~According~~The toAmended aand ~~report~~Restated ~~released~~Certificate ~~by TableCheck Inc., the percentage~~ of ~~reservations~~Incorporation ~~(dining~~was ~~reservations)~~filed ~~being~~with ~~canceled increased about 3.6 times before~~ the ~~pandemic~~Nevada ~~for~~Secretary ~~groups~~ of 10State ~~or more. A French restaurant and bar named Scene near Hachioji Station~~ on ~~the~~August ~~Keio Line~~17, ~~earlier in June 2020~~2023, ~~launched~~effective ~~take-out and delivery services which we believe many others will begin offering if not already, due in part to the changing attitudes of dining out as a result of the ongoing pandemic~~immediately. ~~We believe take-out and delivery services, along with menu options that are quick to prepare, increasing in consumer demand. (1)~~

The ~~variety~~Amended ofand ~~restaurants~~Restated ~~and~~Certificate ~~menu~~of ~~items~~Incorporation ~~available~~resulted in ~~the~~an ~~Japanese~~increase ~~food~~to ~~service~~the ~~industry~~authorized ~~continues~~shares toof ~~expand~~our inCommon ~~the~~Stock ~~country,~~from asOne ~~Japanese~~Billion ~~consumers~~Five ~~are~~Hundred ~~interested~~Million in(1,500,000,000) ~~trying~~to aFive ~~new~~Billion ~~and~~(5,000,000,000). ~~vast~~It ~~variety~~also revised the rights of ~~cuisines,~~Series ~~which~~A ~~are~~Preferred ~~available~~Stock, atnow ~~their~~allowing each ~~convenience~~one in(1) ~~Japan.~~share ~~Food~~of ~~from~~Series ~~Europe, Asia,~~A ~~Australia,~~Preferred ~~and~~Stock ~~the~~to ~~Americas~~be ~~are~~converted ~~becoming~~into ~~increasingly~~one ~~popular~~thousand (1,000) ~~partly~~shares ~~due~~of toCommon aStock ~~large~~at ~~number~~the discretion of the ~~Japanese~~holder(s) ~~traveling~~of ~~abroad~~Series ~~every~~A ~~year~~Preferred Stock.

~~The~~On ~~Japanese~~August ~~food~~18, ~~service~~2023, ~~market~~our ismajority ~~highly~~shareholder, ~~competitive~~White Knight Co., ~~with~~Ltd., a ~~major~~Japanese ~~market~~Company, ~~share~~owned ~~held~~and controlled by ~~prominent~~our ~~companies,~~sole ~~such~~Officer asand ~~McDonald’s Corporation~~Director, ~~Yum!~~Koichi ~~Brands Inc.~~Ishizuka, ~~Zensho~~elected ~~Holdings~~to ~~Co.~~convert ~~Ltd~~its 1,000,000 ~~Skylark~~shares ~~Group,~~of ~~MOS~~Series ~~Food~~A ~~Services~~Preferred ~~Inc.,~~Stock ~~and~~of ~~Yoshinoya~~WB ~~Holdings~~Burgers ~~Co.~~Asia, ~~Ltd~~Inc. ~~Zensho~~into ~~Holdings~~shares Coof Common Stock. ~~Ltd~~This conversion has been approved by the Company, ~~with~~and the ~~largest~~conversion ~~market~~became ~~share~~effective ofon 2August 18, 2023.~~76%~~ inEvery ~~2020,~~1 ~~emerging~~share asof ~~the~~Series ~~market~~A ~~leader~~Preferred Stock was converted into 1,000 ~~and~~shares ~~Skylark~~of ~~Group~~Common ~~holding~~Stock, ~~the~~for ~~second-largest~~a ~~share with~~total ~~1.66%.~~of (1),000,000,000 shares of Common Stock.

~~Currently,~~On inor ~~the~~about ~~Japanese~~September ~~market~~12, ~~hamburgers and related fast-food options have been prevalent~~2023, ~~with~~we ~~high-end~~sold ~~gourmet hamburgers being in the most expensive category consisting usually of single restaurant locations~~1,488,982 ~~followed~~shares ~~by lesser expensive hamburger options via chain restaurants such as Shake Shack and MOS Premiums. The size~~ of ~~the~~restricted ~~current~~common ~~market~~stock ~~for~~to ~~hamburgers~~Shokafulin inLLP, ~~Japan~~a isJapanese ~~approximately $6.6 Billion (2020)~~Company, ~~and has~~which ~~been steadily increasing ever since 2015. It~~ is ~~also projected to grow by approximately 5% over the next few years. Hamburgers are~~controlled ~~considered to be one of the few food categories that were not affected~~ by ~~COVID-19~~Takuya inWatanabe, ~~Japan~~a ~~and~~Japanese ~~were~~citizen, ~~able~~at toa ~~take~~price ~~advantage~~ of ~~home~~approximately ~~deliveries and to-go orders during the pandemic~~$0.023 ~~(Source:~~per ~~Fuji~~share ~~Keizai~~of ~~Group~~common ~~2020~~stock.)

~~Source:~~ The total subscription amount paid by Shokafulin LLP was approximately $34,247. Shokafulin LLP and Mr. Watanabe are not related parties to the Company.

1The proceeds from the above sale of shares went to the Company to be used for working capital.~~https://www.reportlinker.com/p06036755/Japan-Foodservice-Market-Growth-Trends-COVID-19-Impact-and-Forecasts.html?utm_source=GNW~~

-The aforementioned 8sale of shares was conducted pursuant to Regulation S of the Securities Act of 1933, as amended ("Regulation S"). The sale of shares was made only to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

~~Table~~At this time, we are pending review of ~~Contents~~a FINRA corporate action, to effect a 100 to 1 Reverse Stock Split. Pursuant to the action, there is to be no change in the quantity of our authorized shares of Common Stock or Preferred Stock.

~~Business~~The ~~Information~~legal date of the Certificate of Change that we have filed with the Nevada Secretary of State on December 6, 2023, in connection with our Reverse Stock Split, will not be the same exact date as the FINRA effective date of our Reverse Stock Split. We anticipate that we will file an 8-K with the Securities and Exchange Commission after completion of our FINRA corporate action that may include, amongst other details, our new CUSIP number for our Common Stock and other pertinent information.

WB- ~~Burgers~~7 Japan Co., Ltd., referred to herein as “WBJ”, which we now operate through and share the same business plan of, holds the rights to the “Master Franchise Agreement” with Jakes’ Franchising LLC, a Delaware Limited Liability Company, as it pertains to the establishment and operation of Wayback Burger Restaurants within the country of Japan.-

~~The~~Table ~~Master Franchise Agreement provides WBJ the right to establish and operate Wayback Burgers restaurants in the country~~ of Japan, and also license affiliated and unaffiliated third parties (“Franchisees”) to establish and operate Wayback Burgers restaurants in the Country of Japan, this agreement lasts for a term of twenty years, unless it is terminated sooner in accordance with terms outlined in the Master Franchise Agreement, and may be extended one additional, consecutive term of ten years. In exchange for such rights, we paid Jake’s Franchising $2,700,000 USD, and we must pay an additional $10,000 for each additional company operated Wayback Burgers restaurant and for each sub-franchised location the fee is either $10,000 or 28.57% of the initial franchise fee collected for such Restaurant, whichever is greater. Additionally, there is also a royalty fee in the amount of three percent (3%) of the Gross Sales of all Company-Operated Wayback Burgers Restaurants in the Country and the greater of two percent (2%) of the Gross Sales of all Franchised Wayback Burgers Restaurants in the Country or forty percent (40%) of the royalty fees collected for all Franchised Wayback Burgers Restaurants in the Country. The Master Franchise Agreement, amongst other things, also provides WBJ the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan.Contents

~~The~~Japanese Master Franchise Agreement dictates specific duties we must perform which include, but are not limited to, providing Jake’s Franchising with plans and specifications for restaurant locations, provide employees with Wayback Burgers mandated training, present Jake’s Franchising with copies of all potential advertising and promotional material, etc. Furthermore, we are required to open one Wayback Burgers restaurant by the end of the 2022 calendar year, three restaurants by the end of the 2023 calendar year, and an additional three restaurants must open, and remain in operation, every following year until December 31, 2041, at which time we must have sixty Wayback Burgers restaurants open and in operation. If we fail to meet these targets, then we would need to renegotiate terms with Jake’s Franchising, or we could potentially lose our master franchise rights in their entirety. For full terms and details of the Master Franchise Agreement, one can view a complete copy which has been filed as an exhibit to the Form 8Food-KService ~~filed with the Securities and Exchange Commission on September 16, 2021. The Master Franchise Agreement is included herein by reference, please refer to the exhibits.~~Market

WBThe ~~Burgers~~Japanese ~~Japan~~Food-Service ~~Co.~~Market is Segmented by Type (Full-service Restaurants, ~~Ltd.~~Quick ~~seeks~~Service toRestaurants, ~~make~~Cafes, ~~“Wayback~~Bars, ~~Burgers”~~100% aHome ~~nationally~~Delivery Restaurants, ~~recognized~~Street ~~brand~~Stalls and Kiosks) and Structure (Independent Consumer Food Service and Chained Consumer Food Service). We believe Japanese consumers, ifin ~~not~~general, atend ~~household~~to ~~name~~be highly demanding, ~~within~~putting ~~the country~~great ofemphasis ~~Japan~~on ~~through~~quality ~~the~~and ~~promotion~~branding and ~~opening~~are ofwilling ~~various~~to ~~Wayback~~spend more ~~Burgers~~resources ~~Restaurants~~on value-added products. (1)

~~Following~~The ~~the~~Japanese ~~acquisition~~food ofservice ~~our~~market ~~now~~was ~~wholly~~valued ~~owned~~at ~~subsidiary,~~USD WB142.84 ~~Burgers~~billion ~~Japan~~in ~~Co.~~2020, ~~Ltd~~and it is projected to witness a CAGR of 0.,84% onduring ~~September~~the 14forecast period, 2021, we- ~~ceased~~2026. The coronavirus pandemic has made short-term projections hard to bepredict, awith ~~shell~~sales ~~company. Immediately~~in ~~upon~~March ~~our~~2020 ~~acquisition~~down ofalmost WB40% for ~~Burgers~~some ~~Japan~~food Cocompanies. Japanese food service operators, ~~Ltd.~~which werely ~~adopted~~on ~~the~~lunch ~~same~~and dinner demand from business ~~plan~~workers, are also suffering as WBmore ~~Burgers~~companies ~~Japan~~have ~~Co.,~~employees ~~Ltd~~working from home at the government’s request. (1)

~~Background~~ According to a report released by TableCheck Inc., the percentage of reservations (dining reservations) being canceled increased about 3.6 times before the pandemic for groups of 10 or more. A French restaurant and bar named Scene near Hachioji Station on the Keio Line, earlier in June 2020, launched take-out and delivery services which we believe many others will begin offering if not already, due in part to the changing attitudes of dining out as a result of the pandemic. We believe take-out and delivery services, along with menu options that are quick to prepare, increasing in consumer demand. (1)

The ~~first~~variety ~~Wayback~~of ~~Burgers,~~restaurants ~~previously~~and ~~known~~menu asitems ~~Jake’s~~available ~~Wayback~~in ~~Burgers,~~the ~~began~~Japanese ~~with~~food aservice ~~single~~industry ~~location~~continues to expand in ~~Newark~~the country, ~~Delaware~~as ~~approximately~~Japanese ~~thirty-one~~consumers ~~years~~are ~~ago~~interested in ~~1991,~~trying ~~offering~~ a ~~combination~~new ~~of burgers, hot dogs, fries, milkshakes,~~ and ~~other~~vast ~~similar~~variety ~~menu~~of ~~options. Since then~~cuisines, it ~~has~~which ~~reached~~are aavailable ~~global~~at ~~scale~~their ~~with~~convenience ~~a presence~~ in ~~the~~Japan. ~~US,~~Food from Europe, Asia, ~~Africa~~Australia, and ~~Asia with hundreds of corporate owned restaurants and over five hundred franchise locations worldwide offering much of~~ the ~~same~~Americas ~~comfort~~are ~~items~~becoming ~~many~~increasingly ~~have~~popular, ~~grown~~partly ~~accustomed~~due to, ~~with the addition of~~ a ~~few~~large ~~menu~~number ~~items specifically geared toward the pallets~~ of ~~those~~Japanese intraveling ~~various~~abroad ~~demographics~~every year.

The ~~products~~Japanese wefood ~~seek~~service tomarket ~~offer~~is inhighly ~~our anticipated location(s)~~competitive, ~~and~~with ~~those~~a wemajor ~~seek~~market toshare ~~franchise~~held toby ~~within~~prominent ~~Japan~~companies, ~~will~~such ~~also~~as ~~offer~~McDonald’s ~~many of~~Corporation, ~~the~~Yum! ~~same~~Brands ~~product offerings many are accustomed to elsewhere such as hamburgers~~Inc., ~~hot~~Zensho ~~dogs~~Holdings ~~chicken~~Co. ~~sandwiches~~Ltd, ~~hand-dipped~~Skylark ~~milkshakes~~Group, ~~various~~ ~~side~~MOS ~~dishes,~~Food ~~fresh~~Services ~~salad~~Inc., ~~kid’s~~and ~~meals,~~Yoshinoya ~~refreshing~~Holdings ~~drinks~~Co. ~~and alcoholic beverages~~Ltd. WeZensho ~~intend~~Holdings ~~to source our~~Co. ~~ingredients~~Ltd, inwith ~~any~~the oflargest ~~our~~market ~~current~~share orof ~~future~~2.76% ~~location(s) from highly regarded local Japanese suppliers~~ in ~~order~~2020, toemerging ~~satisfy~~as the ~~food quality~~market ~~standards~~leader, asand ~~set~~Skylark byGroup ~~Wayback~~holding ~~Burgers Inc., within~~ the ~~United~~second-largest ~~States~~share with 1.66%. (1)

~~Our~~Currently, ~~First~~in ~~Location~~the Japanese market, hamburgers and related fast-food options have been prevalent, with high-end gourmet hamburgers being in the most expensive category consisting usually of single restaurant locations, followed by lesser expensive hamburger options via chain restaurants such as Shake Shack and MOS Premiums. The size of the current market for hamburgers in Japan is approximately $6.6 Billion (2020), and has been steadily increasing ever since 2015. It is also projected to grow by approximately 5% over the next few years. Hamburgers are considered to be one of the few food categories that were not affected by COVID-19 in Japan and were able to take advantage of home deliveries and to-go orders during the pandemic. (Source: Fuji Keizai Group 2020.)

On November 9, 2021, our wholly owned subsidiary, WB Burgers Japan Co., Ltd., consummated a lease agreement with Arai Co., Ltd., a Japanese realty group, for the location in which we now operate our first Wayback Burgers restaurant. The property is located in the popular shopping plaza of Omotesando, located in the Tokyo prefecture, in the country of Japan. We believe the high volume of foot traffic and shopping will yield a large group of patrons seeking to try our product offerings.Source:

~~On March 11, 2022 we opened our first flagship Wayback Burgers location to the public in the Omotesando shopping plaza in Japan~~1. ~~We offer an array of quick bites, including, but not limited to, traditional hamburgers, fries, shakes,~~ https://www.reportlinker.com/p06036755/Japan-Foodservice-Market-Growth-Trends-COVID-19-Impact-and ~~other alternatives~~-Forecasts.html?utm_source=GNW

~~Other~~- ~~Current~~8 ~~Locations~~-

InTable ~~August~~ of 2022, we, through our wholly owned subsidiary, WB Burgers Japan Co., Ltd., entered into and consummated a rental agreement with “Kitchen Depot” for a ghost kitchen in the Tamachi neighborhood of Minato, Tokyo, Japan. Kitchen Depot is an unrelated third party, and the rental agreement is for a period of two years, with the option to renew at the conclusion. From this location, as of August 27, 2022, the Company has begun to offer delivery of Wayback Burgers menu items, such as those offered at the Company’s physical “dine in” restaurant location in the Omotesando shopping plaza, located in Tokyo, Japan. This new location only offers a delivery option with no option to dine in.Contents

AtBusiness this time, orders can be placed exclusively through UberEats, although we have plans to expand the range of our delivery options in the future. Additionally, delivery is only available within a 2-3 kilometer radius of our Tamachi location. The Company believes that its new Wayback Burgers delivery-only location, with convenient online ordering, will serve to not only attract additional customers, but will also expand awareness of our menu items and Wayback Burgers as a whole.Information

~~Mobile~~WB ~~Application~~Burgers Japan Co., Ltd., referred to herein as “WBJ”, which we operate through and share the same business plan of, holds the rights to the “Master Franchise Agreement” with Jakes’ Franchising LLC, a Delaware Limited Liability Company, as it pertains to the establishment and operation of Wayback Burger Restaurants within the country of Japan.

The ~~Company~~Master ~~has~~Franchise ~~begun~~Agreement provides WBJ the right to ~~develop~~establish ~~its~~and ~~own~~operate ~~mobile~~Wayback ~~application~~Burgers restaurants in the country of Japan, and also license affiliated and unaffiliated third parties (“Franchisees”) to establish and operate Wayback Burgers restaurants in the Country of Japan, this agreement lasts for ~~food~~a ~~delivery~~term ~~services.~~of ~~This~~twenty ~~application~~years, unless it is terminated sooner in ~~its~~accordance ~~early~~with ~~stages~~terms ofoutlined in ~~development~~the Master Franchise Agreement, and ~~cannot~~may be extended one additional, atconsecutive ~~this~~term ~~time~~of ten years. In exchange for such rights, bewe paid ~~discussed~~Jake’s inFranchising ~~greater~~$2,700,000 ~~detail~~USD, asand ~~developments~~we ~~are~~must ~~ongoing~~pay an additional $10,000 for each additional company operated Wayback Burgers restaurant and for each sub-franchised location the fee is either $10,000 or 28.57% Asof ~~mentioned~~the ~~previously~~initial franchise fee collected for such Restaurant, whichever is greater. Additionally, there is also a royalty fee in the amount of three percent (3%) of the Gross Sales of all Company-Operated Wayback isBurgers ~~currently~~Restaurants ~~relying~~in ~~exclusively~~the onCountry ~~Uber~~and ~~Eats~~the greater of two percent (2%) of the Gross Sales of all Franchised Wayback Burgers Restaurants in the Country or forty percent (40%) of the royalty fees collected for ~~ordering~~all Franchised Wayback Burgers Restaurants in the Country. The Master Franchise Agreement, amongst other things, also provides WBJ the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and ~~delivering~~operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it ~~relates~~is currently licensed to ~~its~~another ~~new~~party), ~~location~~the Philippines, inVietnam, ~~Tamachi~~China, India, Korea, Thailand, Singapore, and Taiwan.

-The Master ~~9 -~~Franchise Agreement dictates specific duties we must perform which include, but are not limited to, providing Jake’s Franchising with plans and specifications for restaurant locations, provide employees with Wayback Burgers mandated training, present Jake’s Franchising with copies of all potential advertising and promotional material, etc. Furthermore, we are required to open one Wayback Burgers restaurant by the end of the 2022 calendar year, three restaurants by the end of the 2023 calendar year, and an additional three restaurants must open, and remain in operation, every following year until December 31, 2041, at which time we must have sixty Wayback Burgers restaurants open and in operation. If we fail to meet these targets, then we would need to renegotiate terms with Jake’s Franchising, or we could potentially lose our master franchise rights in their entirety. As of the date of this report, the Company has not adhered to the stipulated requirements outlined in the Master Franchise Agreement concerning the establishment of additional restaurant locations. While the Company has received informal assurance, through verbal discussions with representatives of Jake’s Franchising, that no penalties will be imposed, there remains the potential for Jake’s Franchising to exercise their discretion and terminate the Master Franchise Agreement unless the Company achieves full compliance with all specified terms. In the event of such termination, the Company’s operational outcomes would be adversely affected, necessitating a significant alteration of our business plan, or potentially raising questions about the feasibility of sustaining our operations.

~~Table~~For full terms and details of ~~Contents~~the Master Franchise Agreement, one can view a complete copy which has been filed as an exhibit to the Form 8-K filed with the Securities and Exchange Commission on September 16, 2021.

~~Marketing~~WB Burgers ~~Strategy~~Japan Co., Ltd. seeks to make “Wayback Burgers” a nationally recognized brand, if not a household name, within the country of Japan through the promotion and opening of various Wayback Burgers Restaurants.

InFollowing ~~order~~the toacquisition ~~grow~~of anour ~~initial~~wholly ~~customer~~owned ~~base~~subsidiary, ~~from~~WB ~~which~~Burgers weJapan ~~intend~~Co., toLtd., ~~launch~~on ~~future~~September ~~expansion~~14, ~~efforts~~2021, ~~our~~we ~~marketing~~ceased ~~strategy~~to ~~begins~~be ~~with~~a ~~the physical~~shell ~~location of our flagship restaurant~~company. ~~Our current location in Omotesando is in a shopping center with high foot-traffic that can~~Immediately ~~serve~~upon toour ~~attract~~acquisition ~~not~~of ~~only~~WB ~~customers,~~Burgers ~~but also future franchisee prospects throughout~~ Japan. ~~For future franchisee locations~~Co., Ltd. we ~~intend to~~adopted ~~identify~~the ~~areas~~same ~~where~~business ~~competitors~~plan ~~are not already located, such~~ as ~~road-side~~WB inBurgers ~~the~~Japan ~~outskirts of major cities~~Co., ~~and open our restaurants in these areas~~Ltd.

However, we do not intend to rely solely on our physical location in order to attract customers, we also are in the development stages of a robust marketing stratagem comprised, in part, of SNS (social networking service) marketing through collaboration with influencers and celebrities, magazine advertisements, and expansive television and media appearances. The specifics of these marketing initiatives are in the planning stages and have not yet been determined in sufficient detail to disclose in their entirety.Background

~~Wayback~~The ~~Burgers~~first inWayback ~~Japan~~Burgers, ~~intends~~previously toknown ~~position~~as ~~itself~~Jake’s asWayback aBurgers, ~~newly~~began ~~entered~~with ~~and~~a ~~authentic~~single ~~American~~location ~~hamburger~~in ~~brand~~Newark, ~~comparable~~Delaware ~~to our competitor Shack~~approximately ~~Shake,~~thirty-one ~~while~~years ~~contrasting~~ago ~~ourselves~~in ~~through~~1991, offering ~~higher~~a ~~quality~~combination ~~foods~~of atburgers, ~~competitive~~hot ~~price~~dogs, ~~points.~~fries, Wemilkshakes, ~~plan~~and toother ~~achieve~~similar ~~this~~menu byoptions. ~~focusing~~Since then, onit ~~the~~has ~~ingredients,~~reached ~~such~~a asglobal ~~the~~scale ~~option~~with ofa ~~vegetables~~presence in ~~our~~the ~~hamburgers~~US, ~~the~~Europe, ~~increased diameter of our meat patties~~Africa, and ~~the~~Asia ~~overall~~with ~~volume~~ hundreds of ~~our~~corporate ~~menu~~owned ~~items.~~restaurants ~~Additionally,~~and weover five ~~intend~~hundred tofranchise ~~offer~~locations ~~original~~worldwide ~~Japanese~~offering ~~breakfast~~much ~~and~~of ~~dinner~~the ~~menu~~same ~~options,~~comfort asitems ~~well~~many ashave ~~forming~~grown aaccustomed ~~special collaboration~~to, ~~focused~~with onthe ~~all-plant~~addition ~~based~~of a ~~alternative~~few ~~foods~~menu ~~with~~items ~~Next~~specifically ~~Meats,~~geared ~~Co.,~~toward ~~Ltd.,~~the apallets ~~Japanese~~of ~~alternative~~those ~~meat~~in ~~company~~various demographics.

~~Expansion~~The ~~Plans~~products we seek to offer in our anticipated location(s), and those we seek to franchise to within Japan, will also offer many of the same product offerings many are accustomed to elsewhere such as hamburgers, hot dogs chicken sandwiches, hand-dipped milkshakes, various side dishes, fresh salad, kid’s meals, refreshing drinks and alcoholic beverages. We intend to source our ingredients in any of our current or future location(s) from highly regarded local Japanese suppliers in order to satisfy the food quality standards as set by Wayback Burgers Inc., within the United States.

WeOur ~~have~~First forecasted our expansion plans over the next few years, however, as we have just recently commenced operations, we may find that our plans may be materially altered, expanded, or curtailed as dictated by market forces at the time. As such, our expansion plans should be read as a framework for our future goals, but not a guarantee that we will carry out any or all such operations in the indicated timeline.Location

AtOn ~~present~~November 9, 2021, our ~~expansion~~wholly ~~plans~~owned subsidiary, WB Burgers Japan Co., Ltd., consummated a lease agreement with Arai Co., Ltd., a Japanese realty group, for the location in which we ~~cannot~~now ~~state~~operate ~~with~~our ~~certainty~~first ~~will~~Wayback beBurgers ~~realized~~restaurant. The property is located in the popular shopping plaza of Omotesando, ~~are~~located asin ~~follows:~~the Tokyo prefecture, in the country of Japan. We believe the high volume of foot traffic and shopping will yield a large group of patrons seeking to try our product offerings.

-On ~~Over~~March ~~the course of 2023~~11, 2022 we ~~are~~opened ~~aiming~~our tofirst ~~open~~flagship ~~five~~ Wayback Burgers ~~restaurants~~location ~~throughout~~to ~~Japan,~~the ~~with~~public ~~one~~in ofthe ~~these~~Omotesando ~~restaurants~~shopping ~~directly managed~~plaza byin usJapan. ~~while~~We ~~the~~offer an ~~remaining~~array ~~four~~of ~~would~~quick ~~ideally~~bites, beincluding, ~~franchise~~but ~~locations.~~not ~~This~~limited ~~number~~to, ~~may~~traditional ~~increase~~hamburgers, orfries, ~~decrease~~shakes, ~~depending~~and onother ~~the results of our operations~~alternatives.

-Other ~~Additionally,~~Current during 2023, we intend to execute another master franchise agreement in Asia for the right to open Wayback Burgers restaurants in another Asian country or territory. We have not yet identified which country or territory we will seek to acquire these rights for first. As noted previously, we have the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan.Locations

-In ByAugust ~~the~~of ~~year 2024~~2022, we, ~~intend~~through our wholly owned subsidiary, WB Burgers Japan Co., Ltd., entered into and consummated a rental agreement with “Kitchen Depot” for ~~there~~a toghost bekitchen ~~ten~~in ~~Wayback~~the ~~Burgers~~Tamachi ~~Franchise~~neighborhood ~~locations~~of ~~open~~Minato, ~~throughout~~Tokyo, Japan. WeFollowing ~~also~~notice ~~intend~~provided to Kitchen Depot in September of 2023, ~~during~~in ~~2024~~November of 2023, we terminated our rental agreement with Kitchen Depot and we ceased all operations tothrough ~~execute~~our, ~~two~~now ~~additional~~former, ~~Master~~ghost ~~Franchise~~kitchen ~~Agreements~~location in ~~Asia~~Tamachi. toThe ~~establish~~Company ~~and~~has ~~operate~~no ~~Wayback~~plans ~~Burgers~~to ~~restaurant~~resume ~~locations~~operations inat ~~additional~~this location at any juncture, ~~Asian~~as ~~countries~~it orbelieves ~~territories~~this location is unlikely to be profitable, considering the low volume of orders it received while this location was operational.

~~Partnerships~~On October 1, 2023, an agreement was established between our company and Next Meats Co., Ltd., spanning a three-year duration, concerning the licensing of logos and related assets. Subsequently, in November 2023, the operation of a ghost kitchen named "NEXT Restaurant" commenced at our flagship Omotesando location. This initiative stems from a collaboration between our company and Next Meats Holdings, Inc., particularly its subsidiary Next Meats Co., Ltd., aimed at opening a venue offering Next Meats menu selections, including, amongst other menu items, the prominently featured "NEXT Pizza".

The ~~company~~majority ~~believes~~of ~~partnerships~~menu ~~are~~items aavailable ~~vital~~at ~~means~~this toghost ~~expansion~~kitchen ~~and~~are ~~that~~sourced ~~partnerships~~from ~~with~~Mama ~~other~~Foods ~~food~~Co., ~~institutions~~Ltd., ora ~~distributors~~manufacturer ~~may~~of ~~allow~~products for Next Meats Holdings, Inc. Consequently, 1% of the ~~Company~~sales togenerated ~~provide~~at ~~menu~~this ~~items~~restaurant ~~that~~location ~~might~~are ~~appeal~~remitted to aNext ~~larger~~Meats ~~demographic~~Co., ~~within~~Ltd., ~~the~~as ~~Japanese~~part ~~market~~of the collaborative agreement.

~~Our current Officer and~~From ~~Director,~~time Koichi Ishizuka has existing ties and relationships with Next Meats Co., Ltd. a Japanese plant based alternative meat company, that produces and sells plant-based foods (predominantly meat alternatives) to ~~consumers. As a result of the collaboration with Next Meats Co.~~time, ~~Ltd., at our flagship Wayback Burgers restaurant~~ we ~~have~~purchase ~~been~~food ~~able~~products tothat ~~add alternative meat options into its menu, and in the future~~ we ~~may~~offer ~~create~~through ~~customized~~our menu ~~options~~items asfrom ~~provided~~Mama byFoods ~~Next Meats~~ Co., Ltd. ~~Menu alterations are subject to approval by Jake’s Franchising~~, ~~LLC. It is the belief of management that such offerings can gain~~ a ~~larger~~Japanese ~~market~~Company ~~share~~owned ~~in the~~and ~~country~~controlled ofby ~~Japan~~our ~~allowing~~sole ~~for~~officer ~~greater growth potential. However, such plans are speculative~~ and ~~may not materialize. It is also possible that if such plans do materialize~~director, ~~they~~Koichi ~~may not result in the expected level of growth the Company forecasts as a result of the partnership or partnerships it enters into~~Ishizuka. ~~Additionally, we may explore the possibility of entering into an agreement with Dr. Foods, Inc., a company in the “alternative meat” industry which has common management with the Company.~~

ItKoichi ~~should~~Ishizuka beis ~~noted~~an ~~that~~executive ~~Koichi~~officer ~~ishizuka~~and ~~has~~director anof ~~equity interest in~~ Next Meats Holdings, Inc., aand ~~Nevada~~through ~~Company.~~his Hedirect ~~also currently serves as Chief Executive Officer, Chief Financial Officer,~~ and ~~Director~~indirect ownership of Next Meats Holdings, Inc., ~~Next~~he ~~Meats~~is ~~Co.,~~deemed ~~Ltd.~~to isbe athe ~~wholly owned~~controlling ~~subsidiary~~shareholder of Next Meats Holdings, Inc. ~~Koichi Ishizuka is also the Sole Officer, Director, and controlling shareholder of Dr. Foods, Inc.~~

~~- 10 -~~Mobile Application

~~Table~~The Company has entered the final stage of ~~Contents~~development for its own mobile application for food delivery services. At present, the Company is finalizing development, and is in the process of finalizing plans for the launch of the application, hiring delivery staff, etc. However, there is currently no specific timeframe established for the intended launch of the mobile application.

~~Government~~- ~~Regulations~~9 -

~~The~~Table ~~below does not extensively detail every single law and regulation to which the Company may be subject to, but rather provides an overview~~ of ~~the kind of food safety standards to which our restaurant(s) will be held.~~Contents

~~The~~Marketing ~~main law that governs food quality and integrity in Japan is the Food Sanitation Act ("FSA") and the law that comprehensively governs food labelling regulation is the Food Labelling Act.~~Strategy

~~The~~In ~~FSA~~order ~~regulates~~to ~~food~~grow ~~quality~~an initial customer base, from which we intend to launch future expansion efforts, our marketing strategy begins with the physical location of our flagship restaurant. Our current location in Omotesando is in a shopping center with high foot-traffic that can serve to attract not only customers, but also future franchisee prospects throughout Japan. For future franchisee locations, we intend to identify areas where competitors are not already located, such as road-side in the outskirts of major cities, and ~~integrity~~open ~~by:~~our restaurants in these areas.

-However, ~~Establishing~~we ~~standards~~do ~~and~~not ~~specifications~~intend ~~for~~to ~~food~~rely solely on our physical location in order to attract customers, ~~additives~~we also are in the early stages of our marketing stratagem comprised, ~~apparatus~~in part, of SNS (social networking service) marketing through collaboration with influencers and ~~food~~celebrities, ~~containers~~magazine advertisements, and ~~packaging;~~expansive television and media appearances.

-Wayback ~~Providing~~Burgers ~~for~~in ~~inspection~~Japan intends to ~~see~~position ~~whether~~itself as a newly entered and authentic American hamburger brand, comparable to our competitor Shack Shake, while contrasting ourselves through offering higher quality foods at competitive price points. We plan to achieve this by focusing on the ~~established~~ingredients, ~~standards~~such ~~are~~as ~~met;~~the option of vegetables in our hamburgers, the increased diameter of our meat patties, and the overall volume of our menu items.

-Expansion ~~Providing for hygiene management in the manufacture and sale of food; and~~Plans

-We ~~Requiring~~have ~~food~~forecasted ~~businesses~~our toexpansion plans over the next few years, however, as we have a limited operating history, we may find that our plans may be ~~licensed~~materially altered, expanded, or curtailed as dictated by market forces at the time. As such, our expansion plans should be read as a framework for our future goals, but not a guarantee that we will carry out any or all such operations in the indicated timeline.

~~Under~~At ~~the FSA~~present, ~~additives~~our ~~and~~expansion ~~foods~~plans ~~containing~~are ~~additives must not be sold, or be produced, imported, processed, used, stored, or displayed for marketing purposes unless the Minister of Health, Labour and Welfare ("MHLW") has declared them~~ as having no risk to human health after seeking the views of the Pharmaceutical Affairs and Food Sanitation Council ("PAFSC"). In addition, it is not permissible to add any processing aids, vitamins, minerals, novel foods or nutritive substances to food unless they have been expressly declared by the MHLW as having no risk to human health.follows:

~~The~~- ~~MHLW~~On ~~may~~March ~~establish~~11, ~~specifications~~2022, ~~for~~we ~~methods~~opened ofour ~~producing,~~first ~~processing,~~flagship ~~using,~~Wayback ~~cooking,~~Burgers orlocation ~~preserving~~to ~~food~~the orpublic ~~additives~~in tothe beOmotesando ~~served~~shopping toplaza in Japan. We ~~the~~offer ~~public~~an ~~for~~array ~~marketing~~of ~~purposes~~quick ~~("Specifications")~~bites, orincluding, ~~may~~but ~~establish~~not ~~standards~~limited ~~for~~to, ~~food~~traditional ~~ingredients~~hamburgers, orfries, ~~additives~~shakes, and other alternatives. We intend to beutilize ~~served~~our franchise location to ~~the public~~host ~~for~~meetings ~~marketing~~with ~~purposes~~all ~~("Standards")~~franchise ~~pursuant~~candidates. In addition to ~~the~~our ~~FSA.~~general ~~Accordingly~~marketing plans, ~~where~~which ~~substances~~includes social ~~are~~media ~~allowed~~and internet advertising, we intend to beutilize ~~added~~our flagship location to ~~food,~~showcase ~~they~~any ~~may~~collaborative events/activities that ~~only~~we bemay ~~used~~engage ~~within~~in, ~~the~~which ~~limits~~we ~~expressly~~believe ~~set~~may byassist us in garnering the ~~Specifications~~interest ~~and~~of ~~Standards~~future franchisees.

In- ~~order~~By tothe ~~operate~~conclusion aof ~~restaurant in Japan~~2024, we ~~were~~are ~~required~~aiming to ~~obtain,~~open ~~and~~five ~~have~~Wayback ~~obtained,~~Burgers arestaurants ~~restaurant~~throughout ~~business license from a local health center. The requirement to obtain this license is that we must have~~Japan, ~~and~~with weone ~~currently~~of dothese ~~have,~~restaurants andirectly managed ~~employee~~by tous ~~act~~while asthe aremaining ~~director~~four ofwould ~~food sanitation,~~ideally ~~and~~be afranchise ~~fire protection manager~~locations. ~~Additionally,~~This wenumber ~~must~~may ~~pay~~increase ~~consumption~~or ~~tax,~~decrease ~~corporate~~depending ~~tax,~~on ~~social~~the ~~insurance for our employees,~~results asof ~~well as welfare pension for~~ our ~~employees~~operations. ~~We follow all related guidelines and the company directly pays all such fees in order to remain in compliance.~~

~~Employees~~- Additionally, by the conclusion of 2024, we intend to execute another master franchise agreement in Asia for the right to open Wayback Burgers restaurants in another Asian country or territory. We have not yet identified which country or territory we will seek to acquire these rights for first. As noted previously, we have the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan.

Currently, we, “WB Burgers Asia, Inc.”, have only one employee, our sole officer and Director Koichi Ishizuka, who is not compensated at present for his services. Our wholly subsidiary, WB Burgers Japan Co., Ltd. has three officers, Koichi Ishizuka, Chief Executive Officer, Mitsuru Anthony, Co-Chief Operating Officer, and Motoko Hirai, Co-Chief Operating Officer. The biographical information for Mr. Koichi Ishizuka is detailed herein on page 16 and the biographical information for Mr. Mitsuru Anthony and Mr. Motoki Hirai are directly below:Partnerships

~~Mitsuru~~The ~~Anthony~~company ~~Ueno~~believes partnerships are a vital means to expansion and that partnerships with other food institutions or distributors may allow the Company to provide menu items that might appeal to a larger demographic within the Japanese market.

~~Mitsuru~~Our ~~Anthony~~current ~~Ueno,~~Officer ~~age~~and 48Director, ~~graduated~~Koichi ~~from~~Ishizuka ~~UCLA~~has inexisting ~~2000~~ties and relationships with aNext BAMeats inCo., ~~Italian~~Ltd. ~~and~~a ~~Special~~Japanese ~~Fields.~~plant Inalternative meat ~~2010~~company, hethat ~~obtained~~produces ~~his~~and ~~MAFED~~sells ~~(Master~~plant-based infoods ~~Fashion, Experience~~(predominantly &meat ~~Design~~alternatives) ~~from~~to ~~SDA~~consumers. ~~Bocconi~~As ~~School~~a result of ~~Management~~the incollaboration with ~~Milan,~~Next ~~Italy~~Meats Co., MrLtd., ~~Ueno~~at isour anflagship ~~international~~Wayback ~~marketing,~~Burgers ~~branding~~restaurant ~~and~~we ~~cross border~~have ~~business~~been ~~management~~able ~~specialist~~to ~~and~~add ~~has~~alternative ~~nearly~~meat 20options ~~years~~into ofits ~~foreign~~menu, we ~~study~~have ~~and~~opened ~~working~~the ~~experience.~~“NEXT InRestaurant” ~~2017,~~ghost ~~Mr.~~kitchen ~~Ueno~~at ~~founded~~our Omotesando location, and ~~remains~~ in the ~~owner~~future ~~of,~~we ~~Artigiappone,~~may acreate ~~Japanese~~customized menu ~~Company~~options ~~offering~~as aprovided ~~handmade~~by ~~bespoke~~Next ~~suit~~Meats ~~brand~~Co., ~~Also~~Ltd. inMenu ~~2017,~~alterations heare ~~became~~subject anto ~~Executive~~approval ~~Producer at~~by ~~Photozou~~Jake’s ~~Co.~~Franchising, ~~Ltd~~LLC. (It is the belief of management that such offerings can gain a larger market share in the country of Japan) allowing for greater growth potential. However, asuch ~~Company~~plans ~~operating~~are anspeculative ~~online~~and ~~photo~~may ~~sharing~~not ~~website~~materialize. InIt ~~2019~~is also possible that if such plans do materialize, hethey ~~became~~may ~~Chief~~not ~~Executive~~result in ~~Officer~~the expected level of ~~Forcellon Holding,~~growth ~~Inc~~the Company forecasts as a result of the partnership or partnerships it enters into. ~~Pte~~Additionally, we may explore the possibility of entering into an agreement with Dr. ~~Ltd~~Foods, Inc., a ~~Singapore~~company ~~Company~~in ~~providing~~the ~~international~~“alternative ~~business~~meat” industry which has common management ~~and~~with ~~consulting~~the ~~services~~Company.

~~Mitoki~~It ~~Hirai~~should be noted that Koichi ishizuka has an equity interest in Next Meats Holdings, Inc., a Nevada Company. He also currently serves as Chief Executive Officer, Chief Financial Officer, and Director of Next Meats Holdings, Inc. Next Meats Co., Ltd. is a wholly owned subsidiary of Next Meats Holdings, Inc. Koichi Ishizuka is also the Sole Officer, Director, and controlling shareholder of Dr. Foods, Inc.

~~Mitoki Hirai~~Furthermore, the ~~age~~company ~~40,~~has ~~became~~established ~~the~~an ~~Chief~~informal ~~Executive~~partnership ~~Officer~~with ofMama ~~Three~~Foods ~~Ways~~ Co., Ltd., aThis ~~company~~collaboration ~~specialized~~involves inMama ~~the~~Foods ~~production and sale of electric fans~~Co., ~~in 2015~~Ltd. Insupplying Next ~~2017~~Meats ~~he opened Yakiniku Mistuboshi~~products, awhich ~~barbecue~~are ~~restaurant~~then inmade ~~Nagoya~~available ~~City,~~for ~~and~~purchase ~~also~~at ~~began~~our toNEXT ~~work~~Restaurant asghost akitchen ~~restaurant consultant~~venue. In ~~2019~~Notably, heMama ~~opened~~Foods ~~Tonto~~Co., ~~a pork dish restaurant in Nagoya City~~ Ltd. ~~In 2020~~, heserving ~~became~~as the ~~Chief~~main ~~Executive~~manufacturer ~~Officer~~for ofNext ~~Tosapo~~Meats Co., Ltd.'s ~~In 2021~~products, ~~Mr.~~operates ~~Hirai~~under ~~acquired~~indirect ~~the~~ownership ~~Empire~~and ~~Stake~~control ~~House~~by ~~restaurant~~our insole officer ~~Roppongi~~ and ~~he also opened Yakiniku Fujisan~~director, aKoichi ~~barbecue restaurant in Ama city~~Ishizuka.

~~Aside~~- ~~from~~10 ~~the three officers of WB Burgers Japan Co., Ltd., the Company has also hired twenty seven salaried staff members. Two employees are full time, and twenty five employees are part time.~~-

~~Item~~Table of ~~1A. Risk Factors.~~Contents

~~As a smaller reporting company, as defined~~Government ~~in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.~~Regulations

~~Item~~The below ~~1B.~~does ~~Unresolved~~not ~~Staff~~extensively ~~Comments~~detail every single law and regulation to which the Company may be subject to, but rather provides an overview of the kind of food safety standards to which our restaurant(s) will be held.

~~None~~The main law that governs food quality and integrity in Japan is the Food Sanitation Act ("FSA") and the law that comprehensively governs food labelling regulation is the Food Labelling Act.

~~Item~~The FSA 2.regulates ~~Properties.~~food quality and integrity by:

At- Establishing ~~present,~~standards weand dospecifications ~~not~~for ~~own~~food, ~~any~~additives, ~~properties. However~~apparatus, weand dofood ~~lease~~containers ~~our~~and ~~two restaurant locations.~~packaging;

- Providing ~~Our~~for ~~first~~inspection ~~location~~to issee ~~currently~~whether ~~leased~~the ~~from Arai~~established ~~Co.,~~standards ~~Ltd.,~~are ~~a Japanese realty group,~~met;

~~Details of the Leased Property: The property is~~- ~~located~~Providing atfor ~~6-19-20~~hygiene ~~No.15~~management ~~Arai Bldg Jingumae Shibuya-Ku, Tokyo, Japan, which is~~ in ~~a popular shopping location that is only a minute walk from~~ the ~~Omotesando~~manufacture ~~Station. The deposit is 35,000,000 JPY ($304,000)~~ and ~~the~~sale ~~monthly rent is 3,850,000 JPY (including tax) ($33,475). The term~~ of ~~the~~food; ~~lease extends from November 9, 2021 to January 8, 2024,~~ and has the option to be extended indefinitely for additional two-year periods. The interior space is 157.82 ㎡ (1698.760 square ft), and the terrace space is 145.06 ㎡ (1561.413 square ft), which accounts for a total usable space of 302.88 ㎡ (3260.173 square ft).

~~Below are a few photographs of this physical restaurant~~- ~~location.~~Requiring ~~Logos~~food ~~and branding of neighboring~~ businesses ~~have~~to ~~been~~be ~~blurred out in the image below~~licensed.

InUnder ~~August~~the ~~of 2022~~FSA, ~~we,~~additives ~~through~~and ~~our~~foods ~~wholly~~containing ~~owned~~additives ~~subsidiary,~~must WBnot ~~Burgers~~be ~~Japan Co.~~sold, ~~Ltd.,~~or ~~entered~~be ~~into~~produced, ~~and~~imported, ~~consummated~~processed, aused, ~~rental~~stored, ~~agreement with~~or ~~“Kitchen~~displayed ~~Depot”~~ for marketing apurposes ~~ghost~~unless ~~kitchen in~~ the ~~Tamachi~~Minister ~~neighborhood~~ of ~~Minato~~Health, ~~Tokyo,~~Labour ~~Japan.~~and WeWelfare ~~consider~~("MHLW") ~~this~~has ~~our second~~declared ~~location.~~them ~~Kitchen~~as ~~Depot~~having isno anrisk ~~unrelated~~to ~~third~~human ~~party,~~health ~~and~~after seeking the ~~rental~~views ~~agreement~~of isthe ~~for~~Pharmaceutical aAffairs ~~period~~and ofFood ~~two~~Sanitation ~~years,~~Council ~~with~~("PAFSC"). ~~the~~In ~~option to~~addition, ~~renew~~it atis ~~the~~not ~~conclusion.~~permissible ~~Pursuant~~ to ~~our~~add ~~agreement~~any processing ~~with~~aids, ~~Kitchen~~vitamins, ~~Depot~~minerals, wenovel ~~are~~foods toor ~~pay~~nutritive ~~Kitchen~~substances ~~Depot~~to ~~approximately~~food ~~187,000~~unless ~~JPY~~they ~~per month,~~have orbeen ~~approximately~~expressly ~~$1,316.~~declared ~~The~~by ~~floor~~the ~~space~~MHLW as ofhaving ~~this~~no ~~location~~risk isto ~~approximately~~human 5health.~~92 ㎡ (63.5 square feet).~~

~~From~~The ~~this~~MHLW ~~location,~~may asestablish specifications for methods of ~~August~~producing, 27processing, ~~2022~~using, ~~the~~cooking, ~~Company~~or ~~has~~preserving ~~begun~~food or additives to ~~offer~~be ~~delivery~~served to ofthe ~~Wayback~~public ~~Burgers~~for ~~menu~~marketing ~~items~~purposes ("Specifications"), ~~such~~or asmay ~~those~~establish ~~offered~~standards atfor food ingredients or additives to be served to the ~~Company’s~~public ~~physical~~for ~~“dine~~marketing ~~in”~~purposes ~~restaurant~~("Standards") ~~location~~pursuant into the ~~Omotesando~~FSA. ~~shopping plaza~~Accordingly, ~~located~~where insubstances ~~Tokyo,~~are ~~Japan.~~allowed ~~This new~~to ~~location~~be added to food, they may only ~~offers~~be aused ~~delivery~~within ~~option~~the ~~with~~limits noexpressly ~~option~~set toby ~~dine~~the inSpecifications and Standards.

~~The~~In ~~address~~order ofto ~~the~~operate ~~Tamachi~~a ~~location~~restaurant in Japan, we were required to obtain, and have obtained, a restaurant business license from a local health center. The requirement to obtain this license is ~~5-23-16~~that ~~Shiba~~we must have, ~~Minato-ku~~and we currently do have, ~~Tokyo~~an 2Femployee ~~depo3~~to act as a director of food sanitation, ~~Japan~~and a fire protection manager. Additionally, we must pay consumption tax, corporate tax, social insurance for our employees, as well as welfare pension for our employees. We follow all related guidelines and the company directly pays all such fees in order to remain in compliance.

In addition to our two restaurant locations, we also utilize office space provided by our sole officer and director, Koichi Ishizuka, at no cost. This office space is located at 3F K’s Minamiaoyama 6-6-20 Minamiaoyama, Minato-ku,Tokyo, Japan 107-0062. Management estimates such amounts to be immaterial.Employees

~~Item~~Currently, we, 3“WB Burgers Asia, Inc.”, ~~Legal~~have ~~Proceedings~~only one employee, our sole officer and director Koichi Ishizuka. Mr. Ishizuka does not have any employment agreement with the Company, and has not entered into any formal agreement with the company pertaining to compensation. Our wholly subsidiary, WB Burgers Japan Co., Ltd. has thirty nine salaried staff members. Four employees are full time, and thirty five employees are part time. The employees are comprised primarily of staff members who operate our restaurant location.

~~From time to time, we may become party to~~During ~~litigation~~the orperiod ~~other~~ending ~~legal~~July ~~proceedings~~31, ~~that~~2023, ~~we consider to be a part of~~ the ~~ordinary~~Company ~~course~~paid ofWhite ~~our~~Knight ~~business~~Co., WeLtd. ~~are~~$917,895 for ~~not~~compensation ~~currently involved~~expenses. inWhite ~~legal~~Knight ~~proceedings that could reasonably be expected to have a material adverse effect on our business~~Co., ~~prospects,~~Ltd. ~~financial~~is ~~condition~~owned orand ~~results~~controlled ofby ~~operations.~~our Wesole ~~may~~officer ~~become~~and ~~involved~~director, inKoichi ~~material legal proceedings in the future~~Ishizuka.

Item 4 1A. ~~Mine~~Risk ~~Safety Disclosures~~Factors.

~~Not~~As a ~~applicable~~smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

-Item 1B. ~~11 -~~Unresolved Staff Comments.

~~Table~~The Company offiled ~~Contents~~a Form S-1/A with the Securities and Exchange Commission on September 22, 2023. Regarding this form, the Company received a comment letter from the Securities and Exchange Commission on October 18, 2023, to which it has not yet responded. The Company plans to address the outstanding comment letter within the next sixty days.

~~PART~~Item 2. IIProperties.

~~Item~~At present, 5.we ~~Market~~do ~~for~~not ~~Registrant’s~~own ~~Common~~any ~~Equity~~properties. However, ~~Related~~we ~~Stockholder~~do ~~Matters~~lease ~~and~~our ~~Issuer~~restaurant ~~Purchases of Equity Securities~~location.

~~Market~~Our ~~Information~~flagship restaurant location is currently leased from Arai Co., Ltd., a Japanese realty group,

~~Our~~Details of ~~common~~the ~~stock~~Leased ~~was~~Property: ~~quoted~~The onproperty ~~the~~is ~~over~~located at 6-~~the~~19-~~counter~~20 ~~market~~No.15 ~~(the~~Arai ~~“OTC~~Bldg ~~Markets”)~~Jingumae Shibuya-Ku, Tokyo, Japan, which is in a popular shopping location that is only a minute walk from the ~~Pink~~Omotesando ~~Open®~~Station. ~~Market~~The deposit is 35,000,000 JPY ($304,000) and the ~~“Pink~~monthly rent is 3,850,000 ~~Market”~~JPY (including tax) ~~under~~($33,475). ~~the~~The ~~symbol~~term ~~“WBBA”.~~of ~~Given~~the ~~our~~lease ~~delinquent~~extends ~~SEC~~from ~~Reporting~~November ~~status~~9, we2021 ~~have~~to ~~recently~~January ~~been~~8, ~~demoted~~2024, byand has the ~~OTC Markets~~option to ~~the~~be ~~“Expert~~extended indefinitely ~~Market”~~for ~~tier~~additional ~~under~~two-year periods. The interior space is 157.82 ㎡ (1698.760 square ft), and the ~~same~~terrace ~~symbol~~space is 145.06 ㎡ (1561.413 square ft), which accounts for a total usable space of 302.88 ㎡ (3260.173 square ft).

~~Quotations~~Below ~~in Expert Market securities~~ are ~~restricted~~a ~~from~~few ~~public~~photographs ~~viewing.~~of Wethis ~~anticipate~~physical ~~that~~restaurant ~~we will resume trading on the Pink Open® Market when we are current in our SEC reporting obligations once again~~location. ~~Currently,~~Logos ~~we are delinquent in filing our Form 10-Q for the quarterly period ended October 31, 2022,~~ and ~~January~~branding ~~31,~~of ~~2023.~~neighboring Webusinesses ~~intend~~have tobeen ~~file~~blurred ~~these~~out ~~reports~~in ~~subsequent to~~ the ~~filing of this Form~~ ~~10-K,~~image ~~however we cannot state with any level of specificity exactly when each delinquent report will be filed as we remain active in preparing each report~~below.

~~There~~In isAugust ~~currently~~of 2022, we, through our wholly owned subsidiary, WB Burgers Japan Co., Ltd., entered into and consummated a ~~limited~~rental ~~trading~~agreement with ~~market~~“Kitchen Depot” for a ghost kitchen in the ~~Company’s~~Tamachi ~~shares~~neighborhood of ~~common~~Minato, ~~stock. Generally speaking~~Tokyo, ~~our~~Japan. ~~shares~~Following ofnotice ~~common~~provided ~~stock~~to ~~are,~~Kitchen ~~and~~Depot ~~have~~in ~~been~~September ~~thinly~~of ~~traded~~2023, ~~meaning~~in ~~our~~November ~~shares~~of ~~cannot~~2023, bewe ~~easily~~terminated ~~purchased~~our orrental ~~sold~~agreement ~~and~~with ~~have~~Kitchen aDepot ~~low~~and ~~volume~~we ofceased ~~shares~~all ~~trading per~~operations ~~day~~through ~~which~~our, ~~can~~now ~~lead~~former, toghost ~~volatile~~kitchen ~~changes~~location in ~~price per share~~Tamachi.

~~Over-the-counter~~Item ~~market~~3. ~~quotations~~Legal ~~reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions~~Proceedings.

Quarter Ended	High Bid	Low Bid
April 30, 2023	$0.034	$0.0002
January 31, 2023	$0.0445	$0.01
October 31, 2022	$0.0472	$0.0169
July 31, 2022	$0.0672	$0.0185
April 30, 2022	$0.247	$0.021
January, 31, 2022	$0.3455	$0.1101
October 31, 2021	$0.46	$0.162
July 31, 2021	$0.799	$0.18
April 30, 2021 1	$0.475	$0.20

From time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. The Company is not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations.

1In WeMay ~~were~~of 2023, a ~~party~~shareholder toof aNext ~~corporate~~Meats ~~reorganization~~Holdings, ~~legally~~Inc. ~~effective~~(“NXMH”), asa ofcompany ~~March~~controlled ~~31,~~by ~~2021.~~our ~~Information~~sole ~~regarding~~officer ~~this~~and ~~reorganization~~director, isKoichi ~~detailed~~Ishizuka, ~~herein~~brought onan ~~page~~action 2against Koichi Ishizuka and ~~elsewhere~~White ~~herein~~Knight Co., ~~Prior~~Ltd., toin ~~this~~the ~~reorganization,~~Southern weDistrict ~~have~~of noNew ~~information~~York tofor ~~report~~recovery of ~~pursuant~~alleged toshort ~~the~~swing ~~above table.~~profits ~~The~~earned ~~quarter~~from ~~ending~~the ~~April~~sale ~~30,~~of ~~2021~~NXMH common stock, ~~only~~under ~~includes~~Section ~~data~~16(b) ~~stemming~~of ~~back~~the toSecurities ~~March~~Exchange 31Act of 1934. Koichi Ishizuka and White Knight Co., ~~2021~~Ltd. are vigorously defending this matter.

~~Holders~~WB Burgers Asia, Inc. has no direct exposure in connection with the lawsuit and this action should not be considered material to the Company.

AsItem ~~of June 2, 2023, we have 1,070,718,679 shares of common stock, $0~~4.~~0001~~ ~~par~~Mine ~~value,~~Safety ~~issued and outstanding and 1,000,000 shares of Series A preferred stock, $0~~Disclosures.~~0001 par value, issued and outstanding. Every one share of Series A Preferred Stock has voting rights equal to 1,000 shares of Common Stock.~~

AsNot ~~of June 2, 2023, we also have approximately 224 shareholders of record~~applicable. This is inclusive of Cede and Co., which is deemed to be one shareholder of record. For further clarification, Cede & Co. is currently defined by the “NASDAQ”, as “a Nominee name for The Depository Trust Company, a large clearing house that holds shares in its name for banks, brokers and institutions in order to expedite the sale and transfer of stock.”

~~Dividends~~- 11 -

WeTable ~~have not paid any cash dividends to date and do not anticipate or contemplate paying dividends in the foreseeable future. It is the present intention~~ of ~~our management to utilize all available funds for the development of our business.~~Contents

~~Issuer~~PART ~~Purchases of Equity Securities~~II

~~None~~Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

~~Equity Compensation Plan~~ Market Information

~~Not~~Our common ~~applicable~~stock was quoted on the over-the-counter market (the “OTC Markets”) in the Pink Open® Market (the “Pink Market”) under the symbol “WBBA”. Given our delinquent SEC Reporting status, we have recently been demoted by the OTC Markets to the “Expert Market” tier under the same symbol.

~~Recent~~Quotations ~~Sales~~in Expert Market securities are restricted from public viewing. We anticipate that we will resume trading on the Pink Open® Market when we are current in our SEC reporting obligations once again. Currently, we are delinquent in filing our Form 10-Q for the quarterly period ended October 31, 2023. We intend to file this report subsequent to the filing of ~~Unregistered~~this ~~Securities;~~Form ~~Uses~~10-K, however we cannot state with any level of ~~Proceeds~~specificity ~~from~~exactly ~~Registered~~when ~~Securities~~the delinquent report will be filed as we remain active in preparing the report.

OnThere oris ~~about~~currently ~~about~~a ~~July~~limited 1,trading ~~2021,~~market wein ~~sold~~the ~~9,090,909~~Company’s shares of ~~restricted~~ common stock. toGenerally SJspeaking, ~~Capital~~our ~~Co.,~~shares ~~Ltd.,~~of acommon ~~Japanese~~stock ~~Company~~are, and athave abeen ~~price of~~thinly ~~$0.20~~traded, ~~per~~meaning ~~share~~our ofshares ~~common~~cannot ~~stock.~~be ~~The~~easily ~~total~~purchased ~~subscription~~or ~~amount~~sold ~~paid~~and byhave SJa ~~Capital~~low ~~Co.,~~volume ~~Ltd.~~of ~~was~~shares ~~approximately~~trading ~~$1,818,181.80~~per orday ~~approximately~~which ~~200,000,000~~can ~~Japanese~~lead ~~Yen~~to volatile changes in price per share.

SJOver-the-counter ~~Capital~~market ~~Co.,~~quotations ~~Ltd.~~reflect inter-dealer prices, iswithout ~~owned~~retail ~~and~~mark-up, ~~controlled~~mark-down byor ~~Senju~~commission ~~Pharmaceutical~~and ~~Co.,~~may ~~Ltd.,~~not anecessarily ~~Japanese~~represent ~~Company~~actual transactions.

Quarter Ended	High Bid	Low Bid
October 31, 2023	$0.0799	$0.0008
July 31, 2023	$0.0009	$0.0002
April 30, 2023	$0.034	$0.0002
January 31, 2023	$0.0445	$0.01
October 31, 2022	$0.0472	$0.0169
July 31, 2022	$0.0672	$0.0185
April 30, 2022	$0.247	$0.021
January, 31, 2022	$0.3455	$0.1101
October 31, 2021	$0.46	$0.162

OnAs of ~~September~~December 1429, ~~2021~~2023, we ~~entered~~have ~~into an “Acquisition Agreement” with White Knight Co.~~2, ~~Ltd.~~072, ~~a Japan Company~~642,444 ~~whereas we issued 500,000,000~~ shares of ~~restricted~~Common ~~common stock to White Knight Co.~~Stock, ~~Ltd~~$0.~~, in~~0001 ~~exchange~~par ~~for~~value, ~~100%~~issued ofand ~~the~~outstanding ~~equity~~and ~~interests~~no shares of ~~WB Burgers Japan Co.~~Preferred Stock, ~~Ltd~~$0.,0001 apar ~~Japan Company. Following this transaction~~value, WBissued ~~Burgers~~and ~~Japan Co~~outstanding.~~, Ltd. became our wholly owned subsidiary which we now operate through.~~

~~The~~As ~~aforementioned~~of ~~Acquisition~~December ~~Agreement~~29, is2023, ~~attached~~we ashave ~~Exhibit~~approximately ~~10.1~~224 toshareholders ~~our~~of ~~Form~~record. ~~8-K~~This ~~filed~~is ~~with~~inclusive ~~the~~of ~~Securities~~Cede and ~~Exchange~~Co., ~~Commission~~which onis deemed to be one ~~September~~shareholder ~~14,~~of ~~2021~~record. ~~All~~For ~~references~~further toclarification, ~~the~~Cede ~~Acquisition~~& ~~Agreement~~Co. ~~are~~is ~~qualified,~~currently indefined ~~their~~by ~~entirety~~the “NASDAQ”, byas ~~the~~“a ~~text~~Nominee name offor ~~such~~The ~~exhibit.~~Depository ~~White~~Trust ~~Knight Co.~~Company, ~~Ltd.,~~a islarge ~~owned~~clearing ~~entirely~~house bythat ~~our~~holds ~~sole~~shares ~~officer~~in ~~and~~its ~~Director~~name for banks, ~~Koichi~~brokers ~~Ishizuka.~~and ~~White~~institutions ~~Knight~~in ~~Co.,~~order to ~~Ltd.~~expedite isthe ~~our~~sale ~~largest~~and ~~controlling~~transfer ~~shareholder~~of stock.”

-We have 12not -paid any cash dividends to date and do not anticipate or contemplate paying dividends in the foreseeable future. It is the present intention of our management to utilize all available funds for the development of our business.

~~Table~~Issuer Purchases of ~~Contents~~Equity Securities

~~On December 27, 2021, we sold 1,315,789 shares of restricted Common Stock to Takahiro Fujiwara, Japanese Citizen, at a price of $0~~None.20 per share of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $263,158. Takahiro Fujiwara is not a related party to the Company. The proceeds from the above sale of shares went to the Company to be used for working capital.

OnEquity ~~August~~Compensation 8,Plan 2022, we sold 1,586,538 shares of restricted Common Stock to Takahiro Fujiwara, a Japanese Citizen, at a price of $0.032 per share of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $50,769. Takahiro Fujiwara is not a related party to the Company.Information

OnNot ~~August 8, 2022, we sold 2,403,846 shares of restricted Common Stock to Shokafulin LLP, a Japanese Company, at a price of $0~~applicable.~~032 per share of Common Stock. The total subscription amount paid by Shokafulin LLP was approximately $76,923. Shokafulin LLP is not a related party to the Company.~~

OnRecent ~~August~~Sales ~~12, 2022, we sold 32,065,458 shares~~ of ~~restricted~~Unregistered ~~Common~~Securities; ~~Stock~~Uses ~~to Asset Acceleration Axis, LLC, a Japanese Company, at a price~~ of ~~$0.032~~Proceeds ~~per~~from ~~share~~Registered ~~of Common Stock. The total subscription amount paid by Asset Acceleration Axis, LLC was approximately $1,026,094. Asset Acceleration Axis, LLC is not a related party to the Company.~~Securities

~~The~~On ~~Company~~or ~~intends~~about about July 1, 2021, we sold 9,090,909 shares of restricted common stock to ~~use~~SJ ~~the~~Capital ~~proceeds~~Co., ~~from~~Ltd., ~~the~~a ~~aforementioned~~Japanese ~~sales~~Company, at a price of ~~shares~~$0.20 ~~for~~per ~~working~~share ~~capital~~of common stock. The total subscription amount paid by SJ Capital Co., Ltd. was approximately $1,818,181.80 or approximately 200,000,000 Japanese Yen.

OnSJ ~~September~~Capital 13Co., ~~2022~~Ltd., weis ~~sold~~owned ~~7,262,324~~and ~~shares~~controlled ~~of restricted Common Stock to Asset Acceleration Axis, LLC, a Japanese Company, at a price of $0.032 per share of Common Stock. The total subscription amount paid~~ by ~~Asset~~Senju ~~Acceleration~~Pharmaceutical ~~Axis~~Co., ~~LLC was approximately $232,395~~Ltd. ~~Asset Acceleration Axis~~, ~~LLC is not~~ a ~~related~~Japanese ~~party to the~~ Company.

~~The~~Mr. ~~Company~~Takeshi ~~intends~~Sugisawa, tothe ~~use~~President of SJ Capital Co., Ltd., authorized the above transaction on behalf of SJ Capital Co., Ltd. Both SJ Capital Co., Ltd., and Senju Pharmaceutical Co., Ltd. are considered non-related parties to the Company. The proceeds from the ~~aforementioned~~above ~~sales~~sale of shares went to the Company to be used for working capital.

On ~~February~~August 624, ~~2023~~2021, we sold 101,~~033~~363,~~445~~636 shares of restricted ~~Common~~common ~~Stock~~stock to ~~Kazuya~~Yasuhiko ~~Iwasaki~~Miyazaki, a Japanese Citizen, at a price of $0.~~023~~20 per share of ~~Common~~common ~~Stock~~stock. The total subscription amount paid by ~~Kazuya~~Yasuhiko ~~Iwasaki~~Miyazaki was approximately $~~230~~272,~~769~~727 or approximately 30,000,000 Japanese Yen. ~~Kazuya~~Mr. ~~Iwasaki~~Yasuhiko Miyazaki is not a related party to the Company. The proceeds from the above sale of shares went to the Company to be used for working capital.

On ~~February~~ 6September 14, ~~2023~~2021, we ~~sold~~entered 3into an “Acquisition Agreement” with White Knight Co.,~~344~~ Ltd.,~~482~~ a Japan Company, whereas we issued 500,000,000 shares of restricted ~~Common~~common ~~Stock~~stock to ~~Shokafulin~~White ~~LLP~~Knight Co., ~~a Japanese Company~~Ltd., atin aexchange ~~price~~for 100% of ~~$0.023~~the ~~per share~~equity interests of ~~Common~~WB ~~Stock.~~Burgers ~~The~~Japan ~~total~~Co., ~~subscription~~Ltd., a ~~amount~~Japan ~~paid~~Company. byFollowing ~~Shokafulin~~this ~~LLP~~transaction, ~~was~~WB ~~approximately~~Burgers ~~$76~~Japan Co.,~~923~~ Ltd. ~~Shokafulin~~became ~~LLP~~our iswholly ~~not~~owned asubsidiary ~~related party~~which towe ~~the~~operate ~~Company~~through.

The ~~proceeds~~aforementioned ~~from~~Acquisition ~~these~~Agreement ~~sales~~is ~~went~~attached as Exhibit 10.1 to our Form 8-K filed with the ~~Company~~Securities and Exchange Commission on September 14, 2021. All references to bethe ~~used~~Acquisition asAgreement ~~working~~are ~~capital~~qualified, in their entirety, by the text of such exhibit. White Knight Co., Ltd., is owned entirely by our sole officer and Director, Koichi Ishizuka. White Knight Co., Ltd. is our largest controlling shareholder.

InOn ~~regards~~October to22, ~~all~~2021, ofwe ~~the~~sold ~~above transactions~~2,252,252 ~~the~~shares ~~Company~~of ~~claims~~restricted ancommon ~~exemption~~stock ~~from~~to ~~registration~~Shokafulin ~~afforded~~LLP, bya ~~Section~~Japan ~~Regulation~~Company, Swhich ofis ~~the~~controlled ~~Securities Act~~by ~~of 1933~~Takuya Watanabe, asa ~~amended~~Japanese ~~("Regulation~~Citizen, ~~S")~~at ~~for~~a ~~the~~price ~~above sales/issuances~~ of ~~the~~$0.20 ~~stock~~per ~~since~~share ~~the sales/issuances~~ of ~~the~~common stock. ~~were~~The ~~made to~~total ~~non-U.S.~~subscription ~~persons~~amount ~~(as~~paid ~~defined~~by ~~under~~Shokafulin ~~Rule~~LLP ~~902~~was approximately ~~section~~$450,450 ~~(k)(2)(i)~~or ofapproximately ~~Regulation S)~~50,000,000 ~~pursuant~~Japanese toYen. ~~offshore~~Shokafulin ~~transactions,~~LLP and noMr. ~~directed selling~~Watanabe ~~efforts~~are ~~were~~not ~~made~~related inparties to the ~~United~~Company. The ~~States~~proceeds byfrom the ~~issuer,~~above asale ~~distributor, any~~ of ~~their~~shares ~~respective~~went ~~affiliates,~~to orthe ~~any~~Company ~~person~~to ~~acting on~~be ~~behalf~~used offor ~~any~~working ~~of the foregoing~~capital.

- 12 13 -

Table of Contents

~~Item~~On December 627, 2021, we sold 1,315,789 shares of restricted Common Stock to Takahiro Fujiwara, Japanese Citizen, at a price of $0.20 ~~Selected~~per share ~~Financial~~of ~~Data~~Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $263,158. Takahiro Fujiwara is not a related party to the Company. The proceeds from the above sale of shares went to the Company to be used for working capital.

~~Not~~On August ~~applicable~~8, ~~because~~2022, ~~the~~we ~~Company~~sold is1,586,538 shares of restricted Common Stock to Takahiro Fujiwara, a ~~smaller~~Japanese Citizen, at a price of $0.032 per ~~reporting~~share ~~company~~of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $50,769. Takahiro Fujiwara is not a related party to the Company.

~~Item~~On August 7.8, ~~Management’s~~2022, ~~Discussion~~we ~~and~~sold ~~Analysis~~2,403,846 shares of ~~Financial~~restricted ~~Condition~~Common ~~and~~Stock ~~Results~~to Shokafulin LLP, a Japanese Company, at a price of ~~Operations~~$0.032 per share of Common Stock. The total subscription amount paid by Shokafulin LLP was approximately $76,923. Shokafulin LLP is not a related party to the Company.

~~Management’s~~On August ~~Discussion~~12, ~~and~~2022, ~~Analysis~~we ofsold ~~Financial Condition~~32,065,458 ~~and~~shares ~~Results~~ of ~~Operations~~restricted isCommon ~~designed~~Stock to ~~provide~~Asset aAcceleration ~~reader~~Axis, ofLLC, ~~the~~a ~~financial~~Japanese ~~statements~~Company, ~~with~~at a ~~narrative report on our financial~~price ~~condition, results~~ of ~~operations, and liquidity~~$0.034 ~~This~~per ~~discussion~~share ~~and~~of ~~analysis~~Common should be read in conjunction with the audited Financial Statements and notes thereto for the year ended July 31, 2022 and 2021, included under Item 8 “Financial Statements and Supplementary Data” in this ReportStock. The ~~following~~total ~~discussion~~subscription ~~contains~~amount ~~forward-looking statements~~paid ~~that~~by ~~involve~~Asset ~~risks~~Acceleration ~~and uncertainties~~Axis, ~~such~~LLC aswas ~~statements~~approximately ~~of our plans~~$1, ~~objectives~~090, ~~expectations, and intentions~~226. ~~Our actual~~ ~~results~~Asset ~~could~~Acceleration ~~differ~~Axis, ~~materially~~LLC ~~from~~is ~~those~~not ~~discussed~~a inrelated ~~the~~party ~~forward-looking~~to ~~statements. Please also see~~ the ~~cautionary language at the beginning of this Report regarding forward-looking statements~~Company.

~~Restatement~~The ofCompany ~~Previously~~intends ~~Issued~~to ~~Consolidated~~use ~~Financial~~the ~~Statements~~proceeds from the aforementioned sales of shares for working capital.

WeOn September ~~have~~13, ~~restated~~2022, ~~herein~~we ~~our~~sold ~~audited consolidated~~7,262,324 ~~financial~~shares ~~statements~~of ~~at July~~restricted ~~31,~~Common ~~2021~~Stock ~~for~~to ~~the~~Asset ~~fiscal~~Acceleration ~~year~~Axis, ~~ended July~~LLC, 31a Japanese Company, ~~2021~~at a price of $0. We032 ~~have~~per ~~also~~share ~~restated~~of Common Stock. The total subscription amount paid by Asset Acceleration Axis, LLC was approximately $232,395. Asset ~~impacted~~Acceleration ~~amounts~~Axis, ~~within~~LLC ~~the~~is ~~accompanying~~not ~~footnotes~~a related party to the ~~consolidated financial statements~~Company.

~~Restatement~~The Company ~~Background~~intends to use the proceeds from the aforementioned sales of shares for working capital.

~~In August of~~On ~~2022, the~~February ~~sole director of WB Burgers Asia~~6, ~~Inc.(the “Company”) was advised by M&K CPAs PLLC (“M&K”)~~2023, ~~its~~we ~~registered~~sold ~~independent public accounting firm, that the Company’s previously issued financial statements included in its Annual Reports on Form~~ 10~~-K for the year ended July 31~~, ~~2021~~033,445 ~~should~~shares beof ~~restated~~restricted toCommon ~~correct historical~~Stock ~~errors related~~ to ~~the~~Kazuya ~~recognition of cash received for the sale of shares~~Iwasaki, ~~the~~a ~~calculation~~Japanese ~~of the fair market value of shares issued~~Citizen, ~~and~~at ~~classifications~~a ~~due~~price ~~to the recapitalization~~ of ~~the Company~~$0.023 ~~The restated financials also show the differences~~per ~~between~~share ~~this current Form 10-K and the previously filed report due to the consolidation~~ of ~~financial~~Common ~~reporting~~Stock. toThe ~~include~~total ~~all activity~~subscription ofamount ~~the~~paid ~~Company’s~~by ~~wholly~~Kazuya ~~owned~~Iwasaki ~~subsidiary,~~was WBapproximately ~~Burgers~~$230, ~~Japan Co~~769., ~~Ltd~~Kazuya ~~(“WBBJ”).~~Iwasaki ~~WBBJ~~is ~~became~~not a ~~wholly owned~~related ~~subsidiary~~party ~~of the Company in September of 2021, after the preparation of the previous Form 10-K for the year ended July 31, 2021. As a result, we determined that we would restate such financial statements~~ to ~~correct~~ the ~~accounting errors and also highlight the restatement differences resulting from the financial consolidation of the~~ Company ~~and its subsidiary~~.

~~Description~~On February 6, 2023, we sold 3,344,482 shares of ~~misstatements~~restricted Common Stock to Shokafulin LLP, a Japanese Company, at a price of $0.023 per share of Common Stock. The total subscription amount paid by Shokafulin LLP was approximately $76,923. Shokafulin LLP is not a related party to the Company.

~~(1) Recognition~~The ofproceeds ~~cash~~from ~~received~~these ~~for~~sales ~~the~~went ~~sale~~to ofthe ~~shares~~Company ~~and~~to ~~recording~~be ofused ~~the~~as ~~related~~working ~~issuance of shares~~capital.

~~We recorded adjustments for~~On ~~cash~~August ~~received~~9, ~~for~~2023, ~~the~~we ~~sale~~sold of434,783 ~~common~~ shares ~~that~~of ~~was~~restricted ~~incorrectly~~Common ~~recognized.~~Stock Onto ~~July~~Takahiro 1Fujiwara, ~~2021,~~a ~~cash~~Japanese ~~for~~Citizen, ~~the~~at ~~purchase~~a price of ~~9,090,909~~$0.023 per ~~shares~~share of ~~common~~Common ~~stock was received by related party, White Knight Co~~Stock., ~~Ltd.~~The ~~and~~total ~~was~~subscription ~~not~~amount ~~held~~paid by ~~the~~Takahiro ~~Company,~~Fujiwara ~~via~~was ~~its~~approximately ~~subsidiary~~$10, ~~until September 2021~~000. ~~Additionally,~~Takahiro ~~these~~Fujiwara ~~shares~~is ~~were~~ not ~~issued~~a related party to the ~~purchaser on July 1, 2021 as previously reported but were issued after the fiscal year end, in October 2021~~Company.

~~(2)~~The Company ~~Recognition~~intends ofto ~~financial~~use ~~activity~~the proceeds from the aforementioned sale of ~~wholly~~shares ~~owned~~for ~~subsidiary~~working capital.

WeOn August ~~recorded~~18, ~~adjustments~~2023, ~~made~~our tomajority ~~the~~shareholder, White Knight Co., Ltd., a Japanese Company, owned and controlled by our sole Officer and Director, ~~financial~~Koichi ~~statements~~Ishizuka, ~~due~~elected to ~~the~~convert ~~consolidation~~its 1,000,000 shares of ~~financial~~Series ~~information~~A ~~with~~Preferred ~~our~~Stock ~~wholly~~of ~~owned~~WB ~~subsidiary~~Burgers Asia, Inc. into shares of Common Stock. This conversion has been approved by the Company, and the conversion became effective on August 18, 2023. Every 1 share of Series A Preferred Stock was converted into 1,000 shares of Common Stock, for a total of 1,000,000,000 shares of Common Stock.

~~(3) Adjustment~~On or about September 12, 2023, we sold 1,488,982 shares of restricted common stock to ~~the~~Shokafulin ~~fair~~LLP, ~~market~~a ~~value~~Japanese Company, which is controlled by Takuya Watanabe, a Japanese citizen, at a price of ~~shares~~approximately ~~issued~~$0.023 asper ~~compensation~~share of common stock.

~~We recorded an adjustment to the value~~The oftotal ~~1,000,000~~subscription ~~shares~~amount ofpaid ~~Series~~by AShokafulin ~~preferred~~LLP ~~shares~~was ~~issued~~approximately as$34,247. ~~compensation~~Shokafulin ~~due~~LLP toand ~~the~~Mr. ~~adoption~~Watanabe ofare anot ~~third~~related ~~party~~parties ~~evaluation of those shares,~~to ~~which~~the ~~differed from our previous valuation~~Company.

~~(4)~~The ~~Retroactive~~proceeds ~~restatements~~from the above sale of shares ~~cancelled~~went ~~and~~to ~~returned~~the ~~and~~Company ~~shares~~to ~~exchanged~~be inused ~~merger~~for ~~and~~working ~~reorganization~~ capital.

WeIn regards ~~recorded~~to ~~adjustments~~all toof the ~~statement~~ ofabove ~~owners’~~transactions, ~~equity~~the toCompany ~~account~~claims ~~for~~an ~~the~~exemption ~~revision,~~from registration afforded by Section Regulation S of the ~~Company’s~~Securities Act ~~transfer~~of ~~agent~~1933, ofas amended ("Regulation S") for the ~~dates~~above sales/issuances of ~~shares cancelled~~the ~~and~~stock ~~returned,~~since ~~and~~the ~~also~~sales/issuances ~~shares~~of ~~exchanged~~the ~~pursuant~~stock were made to ~~a reorganization~~non-U.S. ~~These~~persons ~~retroactive~~(as ~~date~~defined ~~changes~~under ~~were~~Rule ~~due~~902 ~~to the~~section ~~recapitalization~~(k)(2)(i) of ~~the~~Regulation ~~Company~~S), pursuant to ~~its~~offshore ~~reorganization~~transactions, ~~legally~~and ~~effective~~no ~~March~~directed selling ~~31,~~efforts ~~2021~~were ~~and~~made ~~when~~in ~~control of~~ the ~~Company passed~~United ~~from~~States ~~our~~by ~~previous~~the ~~controlling~~issuer, ~~shareholder~~a todistributor, ~~our~~any ~~current~~of ~~controlling~~their ~~shareholder~~respective affiliates, ~~who~~or isany ~~our~~person ~~CEO~~acting on ~~and~~behalf ~~sole~~of ~~director,~~any ~~Koichi Ishizuka.~~of the foregoing.

~~(5) Reclassification of additional paid~~-in 13 ~~capital~~-

~~We reclassed the amount of expenses~~Table ~~paid on behalf~~ of ~~the Company on the Statement of Cash Flows to properly report those payments as cash provided by operating activities rather than cash provided by financing activities.~~Contents

~~Cash~~Item ~~and~~6. ~~Cash~~Selected ~~Equivalents~~Financial Data.

AsNot ofapplicable ~~July~~because ~~31, 2022, and 2021, we had cash and cash equivalents in~~ the ~~amount~~Company ~~of $126,669 and $30,021, respectively. The variance in our cash balance from July 31, 2021 to July 31, 2022~~ is ~~the~~a ~~result~~smaller ofreporting ~~the Company having increased operations, namely our primary dine in and dine out restaurant location in the Omotesando Shopping Plaza, located in Tokyo, Japan~~company. ~~It should be noted that as of July 31, 2022 we had only one restaurant location fully operational. Our second location, our ghost kitchen that provides delivery only, was opened August of 2022.~~

~~Assets~~Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

~~Our~~Management’s ~~total~~Discussion ~~assets~~and ~~for~~Analysis ~~July~~of 31Financial Condition and Results of Operations is designed to provide a reader of the financial statements with a narrative report on our financial condition, ~~2022~~results of operations, and liquidity. This discussion and analysis should be read in conjunction with the audited Financial Statements and notes thereto for the year ended July 31, ~~2021~~2023 ~~were~~and $32022,~~760,615~~ included under Item 8 “Financial Statements and ~~$2,688,692~~Supplementary ~~respectively~~Data” in this Report. ~~For~~The ~~both~~following ~~periods~~discussion contains forward-looking statements that involve risks and uncertainties, such as statements of our ~~total~~plans, ~~assets~~objectives, ~~were predominantly~~expectations, ~~from~~and ~~the~~intentions. ~~franchise~~Our ~~rights~~actual results wecould ~~have~~differ ~~acquired~~materially from ~~Jakes’~~those ~~Franchising~~discussed ~~LLC,~~in athe ~~Delaware~~forward-looking ~~Limited~~statements. ~~Liability~~Please ~~Company,~~also tosee the cautionary language at the ~~operate~~beginning ~~Wayback~~of ~~Burgers’~~this ~~Franchise~~Report ~~locations~~regarding forward-looking statements.

~~The~~Summary ~~Master Franchise Agreement provides our wholly owned subsidiary WB Burgers Japan Co., Ltd., “WBJ”, the right to establish and operate Wayback Burgers restaurants in the country~~ of Japan, and also license affiliated and unaffiliated third parties (“Franchisees”) to establish and operate Wayback Burgers restaurants in the Country of Japan. The Master Franchise Agreement, amongst other things, also provides WBJ the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan.Business

~~From~~WB ~~July~~Burgers 31Japan Co., ~~2021~~Ltd., referred to ~~July~~herein 31as “WBJ”, ~~2022~~which ~~our~~we ~~total~~operate ~~assets~~through ~~have~~and ~~increased~~share inthe ~~part~~same ~~due~~business plan of, holds the rights to ~~equipment~~the ~~acquired,~~“Master ~~inventories~~Franchise ~~acquired,~~Agreement” ~~accounts~~with ~~receivable~~Jakes’ Franchising LLC, ~~right~~ ofa ~~use~~Delaware ~~asset(s)~~Limited Liability Company, as it pertains to the establishment and ~~deposits.~~operation of Wayback Burger Restaurants within the country of Japan.

~~Revenues~~Master Franchise Agreement - Summary

~~For~~The Master ~~the~~Franchise ~~year~~Agreement ~~ended~~provides ~~July~~WBJ ~~31,~~the ~~2022,~~right to establish and ~~2021,~~operate ~~we generated~~Wayback ~~revenues~~Burgers restaurants in the country of ~~$180~~Japan,~~821~~ and $0also license ~~respectively.~~affiliated ~~The~~and ~~variance~~unaffiliated inthird ~~revenue~~parties ~~year~~(“Franchisees”) ~~over~~to ~~year~~establish isand ~~due~~operate toWayback Burgers restaurants in the ~~fact~~Country ~~that~~of weJapan, ~~began generating~~this ~~revenue~~agreement ~~from~~lasts ~~our~~for ~~restaurant~~a ~~location~~term of twenty years, unless it is terminated sooner in accordance with terms outlined in the ~~Omotesando~~Master ~~Shopping~~Franchise ~~Plaza~~Agreement, ~~Tokyo~~and ~~Japan.~~may ~~Our~~be ~~cost~~extended one additional, consecutive term of ~~revenue~~ten ~~was~~years. ~~$716,083~~In exchange for such rights, we ~~the~~paid ~~year~~Jake’s ~~ended~~Franchising ~~July~~$2,700,000 31USD, ~~2022~~ and we must pay an additional $010,000 for ~~the~~each ~~year~~additional ~~ended~~company ~~July~~operated ~~31,~~Wayback ~~2021.~~Burgers restaurant ~~The~~and ~~variance,~~for each sub-franchised location the fee is ~~attributable~~either to$10,000 or 28.57% of the ~~fact~~initial ~~that~~franchise wefee ~~did~~collected ~~not~~for such Restaurant, ~~operate~~whichever ais ~~restaurant~~greater. ~~location~~Additionally, inthere ~~our~~is ~~2021~~also ~~fiscal~~a ~~year.~~royalty ~~Our~~fee ~~cost~~in ofthe ~~revenue~~amount ~~exceed~~of ~~our~~three ~~cost~~percent (3%) of ~~revenues~~the ~~for~~Gross ~~our~~Sales ~~fiscal~~of ~~year~~all ~~ended~~Company-Operated ~~July~~Wayback ~~31,~~Burgers ~~2022.~~Restaurants Wein ~~believe~~the ~~our~~Country ~~gross~~and ~~loss~~the greater of ~~$535,262~~two topercent be(2%) ~~attributable,~~of ~~primarily~~the toGross ~~what~~Sales weof ~~believe~~all toFranchised beWayback ~~initial~~Burgers ~~start~~Restaurants in upthe ~~costs. In~~Country ~~order~~or toforty ~~remediate~~percent ~~our~~(40%) ~~gross~~of ~~loss~~the weroyalty ~~believe~~fees wecollected ~~will~~for ~~need~~all toFranchised ~~increase~~Wayback ~~our~~Burgers ~~revenue~~Restaurants in the Country. WeThe Master doFranchise ~~not~~Agreement, ~~believe~~amongst ~~that~~other ~~our~~things, ~~cost~~also provides WBJ the right of ~~revenues~~first refusal to enter into a subsequent ~~will~~Master ~~proportionally~~Franchise ~~increase~~Agreement with ~~our~~Jake’s ~~revenues~~Franchising, LLC to establish and ~~thus~~operate Wayback Burgers restaurants in the Countries of Indonesia, weMalaysia ~~believe~~(Eastern ~~generating~~Malaysia ~~more~~only, ~~revenue~~Western ~~will~~Malaysia ~~alleviate~~if ~~our~~it ~~losses~~becomes weavailable ~~have experienced~~as ~~for~~it is currently licensed to another party), the Philippines, ~~year~~Vietnam, ~~ended~~China, ~~July~~India, 31Korea, ~~2022~~Thailand, Singapore, and Taiwan.

~~Net~~Master Franchise ~~Loss~~Agreement - Duties

~~Our~~The Master ~~general~~Franchise ~~and~~Agreement ~~administrative~~dictates ~~expenses~~specific ~~were $733,744~~duties ~~for~~we ~~the~~must ~~year~~perform ~~ended~~which ~~July 31~~include, ~~2022~~but ~~and~~are ~~$49~~not limited to,~~598~~ ~~for~~providing ~~the~~Jake’s ~~year~~Franchising with ~~ended~~plans ~~July~~and ~~31,~~specifications ~~2021.~~for ~~Our~~restaurant ~~Net~~locations, ~~loss~~provide ~~for~~employees ~~the~~with ~~year~~Wayback ~~ended~~Burgers ~~July~~mandated 31training, present Jake’s ~~2022~~Franchising ~~was~~with ~~$1,567,583~~copies ~~and~~of ~~$196,079.~~all ~~For~~potential ~~July~~advertising 31and promotional material, ~~2022~~etc. Furthermore, we ~~believe~~are ~~most~~required ofto ~~these~~open ~~general~~one ~~and~~Wayback Burgers ~~administrative~~restaurant ~~expenses~~by ~~were~~the ~~due~~end ~~to initial~~of ~~startup~~the ~~costs~~2022 ~~incurred~~calendar year, ~~including~~three ~~but~~restaurants ~~not~~by ~~limited~~the toend ~~professional~~of ~~fees,~~the ~~franchise~~2023 ~~rights~~calendar ~~amortization~~year, and ~~advertising~~an additional three ~~costs.~~restaurants Asmust ~~mentioned~~open, ~~above~~and remain in operation, weevery ~~believe~~following ~~that~~year inuntil ~~order~~December to31, ~~remedy~~2041, ~~our~~at ~~net~~which ~~loss~~time we ~~will~~must ~~require~~have ~~additional~~sixty ~~revenue~~Wayback Burgers restaurants open and in operation. WeIf ~~are~~we ~~currently exploring~~fail ato ~~means~~meet inthese ~~which~~targets, then we would need to ~~gain~~renegotiate ~~more~~terms ~~foot~~with ~~traffic~~Jake’s Franchising, ~~into~~or we could potentially lose our ~~dine~~master franchise rights in ~~location~~their entirety. ItAs isof the ~~company’s~~date ~~belief~~of ~~that~~this report, the ~~COVID-19 pandemic~~Company has not ~~largely~~adhered ~~contributed~~ to ~~our~~the ~~inability~~stipulated torequirements ~~experience~~outlined ~~more~~in ~~revenue~~the ~~for~~Master Franchise Agreement concerning the ~~year~~establishment ~~ended~~of ~~July~~additional 31restaurant locations. While the Company has received informal assurance, ~~2022.~~through Itverbal isdiscussions ~~our~~with ~~believe~~representatives of Jake’s Franchising, that ~~easing~~no ~~COVID-19~~penalties ~~restrictions~~will inbe ~~Japan~~imposed, ~~will~~there ~~have~~remains athe ~~positive~~potential ~~impact~~for ~~upon~~Jake’s ~~our~~Franchising ~~financial~~to ~~performance~~exercise ~~moving~~their ~~forward,~~discretion ~~however~~and weterminate ~~cannot~~the ~~state~~Master Franchise Agreement unless the Company achieves full compliance with ~~any~~all ~~level~~specified terms. In the event of ~~specificity~~such ~~what~~termination, the ~~this~~Company’s ~~impact~~operational ~~will~~outcomes would be ~~given~~adversely weaffected, ~~have~~necessitating ~~not~~a ~~operated~~significant ~~prior~~alteration toof ~~the~~our ~~COVID-19~~business ~~pandemic~~plan, toor ~~compare~~potentially ~~our~~raising ~~results~~questions toabout the feasibility of sustaining our operations.

~~Additional~~For ~~Paid~~full terms and details of the Master Franchise Agreement, one can view a complete copy which has been filed as an exhibit to the Form 8-InK ~~Capital~~filed with the Securities and Exchange Commission on September 16, 2021.

~~During~~WB ~~the~~Burgers ~~period~~Japan ~~ended~~Co., ~~July~~Ltd. ~~31,~~seeks ~~2022,~~to ~~White~~make ~~Knight~~“Wayback ~~forgave~~Burgers” a ~~loan~~nationally torecognized ~~the~~brand, ~~Company~~if ofnot ~~approximately~~a $2household name,~~317,272,~~ within the ~~which~~country isof ~~recorded~~Japan asthrough ~~additional~~the ~~paid-in~~promotion ~~capital~~and opening of various Wayback Burgers Restaurants.

The Company’s sole officer and director, Koichi Ishizuka, paid expenses on behalf of the Company totaling $55,030 during the period ended July 31, 2022. These payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.Locations

~~The~~On ~~Company’s~~November ~~sole~~9, ~~officer~~2021, ~~and~~our ~~director,~~wholly ~~Koichi~~owned ~~Ishizuka~~subsidiary, ~~paid~~WB ~~expenses~~Burgers onJapan ~~behalf~~Co., ofLtd., ~~the~~consummated ~~Company~~a ~~totaling~~lease ~~$6,400~~agreement ~~during~~with ~~the~~Arai ~~year~~Co., ~~ended~~Ltd., a Japanese ~~July~~realty 31group, ~~2021.~~for ~~The~~the ~~Company’s~~location ~~former~~of ~~sole~~our ~~officer~~first ~~and~~Wayback ~~director,~~Burgers ~~Paul~~restaurant. ~~Moody,~~The ~~paid~~property ~~expenses~~is onlocated ~~behalf~~in of the ~~company~~popular ~~totaling~~shopping $4plaza of Omotesando,~~013~~ ~~during~~located in the ~~year~~Tokyo ~~ended~~prefecture. ~~July 31~~Currently, ~~2021.~~this ~~Former~~is ~~related~~our ~~party,~~central ~~Jeffrey~~and ~~DeNunzio,~~only ~~paid~~physical ~~expenses~~location. onWe believe ~~behalf~~the high volume of ~~the~~foot ~~company~~traffic ~~totaling~~and ~~$6,500~~shopping ~~during the~~will ~~period~~yield ~~ended~~a ~~July~~large ~~31,~~group ~~2021~~of patrons seeking to try our product offerings.

~~The~~In August of ~~$16~~2022,~~913~~ we, through our wholly owned subsidiary, WB Burgers Japan Co., Ltd., entered into and consummated a rental agreement with “Kitchen Depot” for a ghost kitchen in ~~total~~the ~~payments~~Tamachi ~~are~~neighborhood ~~considered~~of ~~contributions~~Minato, Tokyo, Japan. Following notice provided to ~~the~~Kitchen ~~company~~Depot ~~with~~in noSeptember of ~~expectation~~2023, in November of ~~repayment~~2023, ~~and~~the ~~are~~Company ~~posted~~terminated its rental agreement with Kitchen Depot, as ~~additional~~well ~~paid-~~as its operations at its ghost kitchen in the Tamachi neighborhood of Minato, Tokyo, Japan. The Company has no plans to resume operations at this location at any juncture, ~~capital~~as it believes this location is unlikely to be profitable, considering the low volume of orders it received while this location was operational.

~~During~~On October 1, ~~the~~2023, ~~year~~an ~~ended~~agreement ~~July~~was 31established between our company and Next Meats Co., ~~2022~~Ltd., ~~the~~spanning ~~Company~~a ~~recognized~~three-year ~~the~~duration, ~~capital~~concerning ~~value~~the licensing of ~~its~~logos ~~wholly~~and ~~owned~~related ~~subsidiary~~assets. Subsequently, ~~Store~~in ~~Foods~~November 2023, asthe ~~additional~~operation ~~paid-in~~of a ghost kitchen named "NEXT Restaurant" commenced ~~capital~~at inour ~~the~~flagship ~~amount~~Omotesando oflocation. $8This initiative stems from a collaboration between our company and Next Meats Holdings,~~673~~ Inc., particularly its subsidiary Next Meats Co., Ltd., aimed at opening a venue offering Next Meats menu selections, including the prominently featured "NEXT Pizza".

~~During~~The majority ~~the~~of ~~year~~menu ~~ended~~items ~~July~~available 31at this ghost kitchen are sourced from Mama Foods Co., ~~2021~~Ltd., the ~~Company~~primary ~~recognized~~manufacturer ~~the~~of ~~capital~~products ~~value~~for Next Meats Holdings, Inc. Consequently, 1% of ~~its~~the ~~wholly~~sales ~~owned~~generated ~~subsidiary,~~at WBthis ~~Burgers~~restaurant ~~Japan,~~location asare ~~additional paid-in~~remitted ~~capital~~to inNext ~~the~~Meats ~~amount~~Co., Ltd., as part of ~~$91,980~~the collaborative agreement.

During the year ended July 31, 2021, the Company issued 1,000,000 shares of preferred stock after a merger and reorganization, which resulted in approximately $53,008 of additional paid-in capital (see Note 11).Subsidiaries

AtWe have two wholly ~~July~~owned 31subsidiaries, ~~2021~~WB Burgers Japan Co., ~~the~~Ltd., ~~Company~~and ~~recognized~~Store ~~$24~~Foods Co.,~~399~~ Ltd. Both of ~~imputed~~our ~~interest~~wholly ~~related~~owned tosubsidiaries ~~the~~are ~~above~~Japanese ~~payments~~Companies. Store ~~which~~Foods ~~was~~Co., ~~recorded~~Ltd. ashas ~~additional~~not ~~paid-in~~yet commenced any material operations and our plans for Store Foods Co., Ltd. have not yet been fully determined ~~capital~~with any level of specificity.

~~Item~~Anticipated ~~7A.~~Capital ~~Quantitative and Qualitative Disclosures about Market Risk.~~Requirements

WeIn order to fund ~~qualify~~our asoperations afor ~~smaller~~the ~~reporting~~next ~~company,~~twelve asmonths ~~defined~~we bybelieve ~~Item~~we 10will need a minimum of ~~Regulation~~at ~~S-K~~least ~~and~~$500,000. ~~thus,~~We ~~are~~believe ~~not~~this ~~required~~will tocover ~~provide~~our ~~the information~~future ~~required~~expansion byand ~~this~~growth ~~Item~~efforts, barring any unforeseen capital expenditures that may arise.

- 14 -

Table of Contents

~~Item 8. Financial Statements~~ Cash and ~~Supplementary~~Cash ~~Data.~~Equivalents

~~Index~~As of July 31, 2023, and 2022, we had cash and cash equivalents in the amount of $161,213 and $126,669, respectively. The variance in our cash balance from July 31, 2022 to ~~Financial~~July ~~Statements~~31, -2023 WBis ~~Burgers~~the ~~Asia~~result of the Company having increased operations, ~~Inc~~namely our dine in and dine out restaurant location in the Omotesando Shopping Plaza, located in Tokyo, Japan.

~~(Audited)~~ Assets

		Page
Report of Independent Registered Public Accounting Firm (PCAOB FIRM ID - 2738)		F2
Financial Statements:
Consolidated Balance Sheet		F3
Consolidated Statement of Operations		F4
Consolidated Statement of Changes in Stockholders’ Equity (Deficit)		F5
Consolidated Statement of Cash Flows		F6
Notes to Consolidated Audited Financial Statements		F7 - F12

Our total assets for July 31, 2023 and July 31, 2022 were $1,259,223 and $3,760,615, respectively. The reason for the variance is primarily attributable to the fact that the Master Franchise Agreement we entered into with Jakes’ Franchising LLC, a Delaware Limited Liability Company, to operate Wayback Burgers’ Franchise locations, is recorded as an asset for the fiscal year ended July 31, 2022, but not for the fiscal year ended July 31, 2023.

-The reason F1why -the franchise rights were not recorded as an asset for the fiscal year ended July 31, 2023 is because the Company has demonstrated no track record of capitalizing on the franchise rights beyond the company owned stores which were not profitable through the current date.

~~Table of Contents~~Revenues

~~REPORT~~For OFthe ~~INDEPENDENT~~year ~~REGISTERED~~ended ~~PUBLIC~~July ~~ACCOUNTING~~31, ~~FIRM~~2023, and 2022, we generated revenues of $581,798 and $180,821 respectively. The variance in revenue year over year is due to the fact that we increased our operations during the fiscal year ended July 31, 2023. However, our cost of revenue was $1,341,572 for the year ended July 31, 2023 and $716,083 for the year ended July 31, 2022. As a result, our gross loss for the fiscal year ended July 31, 2023 was $759,774 compared to a gross loss of $535,262 for the fiscal year ended July 31, 2022. We do not believe that our cost of revenues will proportionally increase with our revenues, and thus, we believe generating more revenue will help to alleviate our losses we have experienced for the fiscal years ended July 31, 2023 and July 31, 2022.

ToOther ~~the~~Income ~~Board of Directors and Stockholders of WB Burgers Asia, Inc.~~(Loss)

~~Opinion~~Other income on(expense) was $148,105, comprised of cash receipts of the ~~Financial~~consumption ~~Statements~~tax, for the year ended July 31, 2023, and $(334,317) for the year ended July 31, 2022. The variance year over year is primarily attributable to expensed related party loan receivables from the year ended July 31, 2022 that was recorded as “other expense”.

WeNet ~~have~~Operating audited the accompanying consolidated balance sheets of WB Burgers Asia, Inc. (the Company) as of December 31, 2022 and 2021, and the related consolidated statements of operations, changes in stockholders’ equity (deficit), and cash flows for the two-year period ended December 31, 2022, and the related notes (collectively referred to as the financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its consolidated operations and its cash flows for the two-year period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.Loss

~~Restatement~~Our general and administrative expenses were $3,311,706 for the year ended July 31, 2023 and $733,744 for the year ended July 31, 2022. Our net operating loss for the year ended July 31, 2023 was $4,071,480 and $1,269,006 for the fiscal year ended July 31, 2022. The variance is a result of the total general and administrative expense for the year ended July 31, 2023, which includes a loss on impairment totaling $1,899,666. This impairment loss is related to the ~~Correct~~Company’s ~~Previously~~adjustment ~~Issued~~to ~~Consolidated~~the ~~Financial~~value ~~Statements~~of the franchise rights asset.

As ~~discussed~~mentioned inabove, ~~Note~~we 2believe that in order to ~~the~~remedy ~~consolidated~~our ~~financial~~net ~~statements,~~loss ~~the~~we ~~2021~~will ~~consolidated~~require ~~financial~~additional ~~statement~~revenue. ~~has~~We ~~been~~are ~~restated~~currently toexploring ~~correct~~a means ~~misstatements~~in ~~discovered~~which ~~during~~to ~~the~~gain ~~current~~more ~~year~~customers at our dine in location.

~~The~~Additional ~~Company's~~ Paid-In ~~Ability to Continue as a Going Concern~~ Capital

~~The~~During ~~accompanying~~the ~~consolidated~~period ~~financial~~ended ~~statements~~July ~~have~~31, ~~been~~2022, ~~prepared~~White ~~assuming~~Knight ~~the~~forgave ~~Company will continue as~~ a ~~going~~loan ~~concern. As discussed in Note 3~~ to the ~~accompanying consolidated financial statements, the~~ Company ~~has~~of ~~negative~~approximately ~~financial trends~~$2, ~~specifically operating loss~~317, ~~working capital deficiency~~272, ~~and~~which ~~other~~is ~~adverse~~recorded ~~key financial ratios that raises substantial doubt about the Company’s ability to continue~~ as ~~a going concern. Management's evaluation of the events and conditions and management’s plans in regarding these matters~~additional ~~are also described~~ paid-in ~~Note 4~~capital. ~~The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.~~

~~Basis~~The ~~for~~Company’s ~~Opinion~~sole officer and director, Koichi Ishizuka, paid expenses on behalf of the Company totaling $55,030 during the period ended July 31, 2022. These payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.

~~These~~During ~~consolidated financial statements are~~ the ~~responsibility~~year ofended ~~the~~July ~~Company’s~~31, ~~management.~~2022, ~~Our responsibility is to express an opinion on~~ the Company’s ~~consolidated~~recognized ~~financial~~donated ~~statements~~capital ~~based~~from onits ~~our~~wholly ~~audits.~~owned Wesubsidiary, ~~are~~Store aFoods, ~~public~~as ~~accounting~~additional ~~firm registered with the Public~~paid-in ~~Company~~capital ~~Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company~~ in ~~accordance with~~ the ~~U.S.~~amount ~~federal securities laws and the applicable rules and regulations~~ of ~~the Securities and Exchange Commission and the PCAOB~~$8,673.

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

~~Our~~For ~~audits included performing procedures to assess~~ the ~~risks~~fiscal ofyear ~~material~~ended ~~misstatement~~July ~~of the consolidated financial statements~~31, ~~whether due to error or fraud~~2023, ~~and~~our ~~performing~~net ~~procedures~~cash ~~that~~used ~~respond~~in tooperating ~~those~~activities ~~risks.~~totaled ~~Such procedures included examining~~$(1, ~~on a test basis~~530,628), ~~evidence regarding~~whereas ~~the~~for ~~amounts and disclosures in~~ the ~~consolidated~~fiscal ~~financial~~year ~~statements. Our audits also included evaluating the accounting principles~~ended ~~used~~July ~~and~~31, ~~significant estimates made by management~~2022, ~~as well as evaluating the overall presentation of the consolidated financial statements. We believe that~~ our ~~audits~~net ~~provide~~cash aused ~~reasonable~~in ~~basis~~operating ~~for~~activities ~~our~~totaled ~~opinion~~$(1,642,176).

~~Critical~~For ~~Audits~~the ~~Matters~~fiscal year ended July 31, 2023, our net cash used in investing activities totaled $12,290, whereas for the fiscal year ended July 31, 2022, our net cash used in investing activities totaled $(980,539). The variance between periods is primarily attributable to significantly more cash paid for fixed assets during the fiscal year ended July 31, 2022.

~~The~~For ~~critical audits matters communicated below are matters arising from~~ the ~~current~~fiscal ~~period~~year ~~audits~~ended ofJuly ~~the~~31, ~~consolidated~~2023, ~~financial~~our ~~statements that~~net ~~were~~cash ~~communicated~~provided orby ~~required~~financing toactivities betotaled ~~communicated to the audits committee and that: (~~$1),637,774, ~~relate~~whereas tofor ~~accounts~~the orfiscal ~~disclosures~~year ~~that are~~ended ~~material~~July to31, ~~the~~2022, ~~consolidated~~our ~~financial~~net ~~statements~~cash ~~and~~provided ~~(2)~~by ~~involved~~financing ~~our~~activities ~~especially~~totaled ~~challenging~~$2, ~~subjective~~688, ~~or complex judgments~~659. ~~The communication~~This ofvariance ~~critical~~is ~~audits~~primarily ~~matters~~attributable ~~does~~to ~~not alter in any way our opinion on the consolidated financial statements, taken as~~ a ~~whole,~~greater ~~and~~amount weof ~~are~~cash ~~not,~~received byfrom ~~communicating~~ the ~~critical~~sale ~~audits~~of ~~matter~~stock ~~below,~~during ~~providing separate opinions on~~ the ~~critical~~fiscal ~~audits~~year ~~matters~~ended orJuly on31, ~~the accounts or disclosures to which they relate~~2022.

~~Going~~Item ~~Concern~~7A. Quantitative and Qualitative Disclosures about Market Risk.

AsWe ~~discussed~~qualify inas ~~Note~~a 4smaller ~~the~~reporting ~~Company has negative financial trends~~company, ~~specifically operating loss, working capital deficiency, and other adverse key financial ratios that raises substantial doubt about the Company’s ability to continue~~ as adefined ~~going~~by ~~concern.~~Item ~~Auditing~~10 ~~management’s evaluation~~ of aRegulation ~~going~~S-K ~~concern~~and, ~~can~~thus, beare anot ~~significant~~required ~~judgment~~to ~~given~~provide the ~~fact that the Company uses management estimates on future revenues~~information ~~and~~required ~~expenses,~~by ~~which~~this ~~are difficult to substantiate~~Item.

We- ~~evaluated~~ 15 the appropriateness of the going concern, we examined and evaluated the financial information along with management’s plans to mitigate the going concern and management’s disclosure on going concern.-

~~/s/~~Table of ~~M&K CPAS, PLLC~~Contents

~~www~~Item 8.~~mkacpas~~ Financial Statements and Supplementary Data.~~com~~

We Index to ~~have~~Financial ~~served~~Statements as- ~~the~~WB ~~Company’s~~Burgers ~~auditor~~Asia, ~~since 2022~~Inc.

~~Houston, Texas~~(Audited)

June 2, 2023

		Page

Report of Independent Registered Public Accounting Firm (PCAOB FIRM ID - 2738)		F2

Financial Statements:

Consolidated Balance Sheet		F3

Consolidated Statement of Operations		F4

Consolidated Statement of Changes in Stockholders’ Equity (Deficit)		F5

Consolidated Statement of Cash Flows		F6

Notes to Consolidated Audited Financial Statements		F7 - F12

- F1 F2 -

Table of Contents

WBREPORT OF ~~Burgers~~INDEPENDENT ~~Asia,~~REGISTERED ~~Inc.~~PUBLIC ACCOUNTING FIRM

~~Consolidated~~To the ~~Balance~~Board ~~Sheet~~of Directors and Stockholders of WB Burgers Asia, Inc.

		July 31, 2022		July 31, 2021 (Restated)
ASSETS
Current Assets
Cash and cash equivalents	$	126,669	$	30,021
Accounts receivable		11,337		-
Advance payments		14,734		-
Inventories		4,568		-
Prepaid expenses		36,792		-
Total Current Assets		194,100		30,021
Equipment and leasehold improvement, net depreciation		805,882		-
Right of use asset		442,025		-
Deposits		265,115		-
Franchise rights		2,053,493		2,658,671
TOTAL ASSETS	$	3,760,615	$	2,688,692
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable		819		1,005
Income tax payable		520		-
Lease liability, short term		330,066		-
Accrued expenses and other payables		5,040		9,250
Total Current Liabilities		336,445		10,255
Lease liability, long term		148,822		-
Loan to Company – related party, net accumulated interest		-		2,688,989
TOTAL LIABILITIES		485,267		2,699,244
Stockholders’ Equity (Deficit)
Preferred stock ($0.0001 par value, 200,000,000 shares authorized; 1,000,000 issued and outstanding as of July 31, 2022 and July 31, 2021)		100		100
Common stock ($0.0001 par value, 1,500,000,000 shares authorized, 1,014,022,586 and 509,090,909 shares issued and outstanding as of July 31, 2022 and July 31, 2021, respectively)		101,402		50,909
Subscription payable		130,392		-
Stock receivable		-		(1,818,192)
Additional paid-in capital		5,272,374		1,955,557
Accumulated deficit		(1,765,735)		(198,153)
Accumulated other comprehensive income		(463,184)		(773)
Total Stockholders’ Equity		3,275,348		(10,552)
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)		3,760,615		2,688,692

Opinion on the Financial Statements

~~The~~We have audited the accompanying ~~notes~~consolidated ~~are an~~balance ~~integral~~sheets ~~part~~of WB Burgers Asia, Inc. (the Company) as of ~~these~~July 31, 2023, and 2022, and the related consolidated ~~audited~~statements of operations, changes in stockholders’ equity (deficit), and cash flows for the two-year period ended July 31, 2023, and the related notes (collectively referred to as the financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of July 31, 2023, and 2022, and the results of its consolidated operations and its cash flows for the two-year period ended July 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

-The Company's F3Ability -to Continue as a Going Concern

~~Table~~The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 3 to the accompanying consolidated financial statements, the Company has negative financial trends, specifically operating loss, working capital deficiency, and other adverse key financial ratios that raises substantial doubt about the Company’s ability to continue as a going concern. Management’s evaluation of ~~Contents~~the events and conditions and management’s plans in regarding these matters are also described in Note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

WBBasis for ~~Burgers Asia, Inc.~~Opinion

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

		Year Ended July 31, 2022		Year Ended July 31, 2021 (Restated)
Revenues	$	180,821	$	-
Cost of revenue		716,083		-
Gross profit (loss)	$	(535,262)	$	-
Operating expenses
Share based expense	$	-	$	53,008
General and administrative expenses		733,744		49,598
Total operating expenses		733,744		102,606
Net operating loss	$	(1,269,006)	$	(102,606)
Other Income (Loss)
Gain (loss) on foreign currency exchange		60,796		(66,298)
Interest expense		(24,471)		(27,175)
Other income (expense)		(334,317)		-
Total other income (expense)		(297,992)		(93,473)
Income (loss) before income taxes provision	$	(1,566,998)	$	(196,079)
Provision for income taxes		(585)		-
Net loss		(1,567,583)		(196,079)
Other comprehensive income
Currency translation adjustment		(462,411)		(773)
Comprehensive Loss	$	(2,029,294)	$	(196,852)
Basic and Diluted net loss per common share	$	(0.00)	$	(0.00)
Weighted average number of common shares outstanding - Basic and Diluted		951,239,800		500,747,198

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

~~The~~Our audits ~~accompanying~~included ~~notes~~performing ~~are an~~procedures ~~integral~~to ~~part~~assess the risks of ~~these~~material misstatement of the consolidated ~~audited~~financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

-Critical Audits ~~F4 -~~Matters

~~Table~~The critical audits matters communicated below are matters arising from the current period audits of ~~Contents~~the consolidated financial statements that were communicated or required to be communicated to the audits committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audits matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audits matter below, providing separate opinions on the critical audits matters or on the accounts or disclosures to which they relate.

WBGoing ~~Burgers~~Concern ~~Asia, Inc.~~

~~Consolidated~~As ~~Statement~~discussed ofin ~~Changes~~Note in3 ~~Stockholders~~the Company has negative financial trends, specifically operating loss, working capital deficiency, and other adverse key financial ratios that raises substantial doubt about the Company’s ~~Equity~~ability ~~(Deficit)~~to continue as a going concern. Auditing management’s evaluation of a going concern can be a significant judgment given the fact that the Company uses management estimates on future revenues and expenses, which are difficult to substantiate.

~~For~~We evaluated the ~~Years~~appropriateness ~~ended~~of ~~July~~the 30going concern, ~~2021~~we ~~(Restated)~~examined and ~~July~~evaluated ~~31,~~the ~~2022~~financial information along with management’s plans to mitigate the going concern and management’s disclosure on going concern.

	Common Shares		Par Value Common Shares	Series A Preferred Shares		Par Value Series A Preferred Shares		Shares Payable		Stock Receivable		Additional Paid-in Capital		Accumulated Other Comprehensive Income		Accumulated Deficit		Total
Balances, July 31, 2020	500,000,000	$	50,000	-	$	-	$	-	$	-	$	(47,926)	$	-	$	(2,074)	$	-
Preferred shares exchanged in merger and reorganization	-		-	1,000,000		100		-		-		52,908		-		-		53,008
Common shares sold by subsidiary	-		-	-		-		-		-		91,980		-		-		91,980
Common shares sold	9,090,909		909	-		-		-		(1,818,192)		1,817,283		-		-		-
Expenses paid on behalf of the company and contributed to capital	-		-	-		-		-				16,913		-		-		16,913
Imputed interest	-		-	-		-		-				24,399		-		-		24,399
Net loss	-		-	-		-		-				-		-		(196,079)		(196,079)
Foreign currency translation	-		-	-		-		-				-		(773)		-		(773)
Balances, July 31, 2021 (Restated)	509,090,909	$	50,909	1,000,000	$	100	$	-	$	(1,818,192)	$	1,955,557	$	(773)	$	(198,153)	$	(10,552)
Common shares sold	4,931,677		493	-		-		-		-		985,842		-		-		986,335
Common shares issued for controlling interest of subsidiary	500,000,000		50,000	-		-		-		-		(50,000)		-		-		-
Common shares sold by subsidiary	-		-	-		-		-		-		8,673		-		-		8,673
Cash received for shares to be issued	-		-	-		-		130,392		-		-		-		-		130,392
Cash received by subsidiary for common shares sold	-		-	-		-		-		1,818,192		-		-		-		1,818,192
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		-		-		55,030		-		-		55,030
Forgiveness of related party debt, net repayment	-		-	-		-		-				2,317,272		-		-		2,317,272
Net loss	-		-	-		-		-		-		-		-		(1,567,583)		(1,567,583)
Foreign currency translation	-		-	-		-		-		-		-		(462,411)		-		(462,411)
Balances, July 31, 2022	1,014,022,586	$	101,402	1,000,000	$	100	$	130,392	$	-	$	5,272,374	$	(463,184)	$	(1,765,735)	$	3,275,348

/s/ M&K CPAS, PLLC

~~The accompanying notes are an integral part of these consolidated audited financial statements~~www.mkacpas.com

-We F5have -served as the Company’s auditor since 2022.

~~Table~~Houston, ~~of Contents~~Texas

WBDecember ~~Burgers Asia~~29, ~~Inc.~~2023

~~Consolidated~~- ~~Statement~~F2 ~~of Cash Flows~~ -

		Year Ended July 31, 2022		Year Ended July 31, 2021 (Restated)
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(1,567,583)	$	(196,079)
Adjustment to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation		73,669		-
Amortization		122,659		22,341
Imputed interest		-		24,399
Expenses paid on behalf of the Company and contributed to capital		55,030		16,913
Capital contribution		8,673		91,980
Preferred shares exchanged in merger and reorganization		-		53,008
Changes in current assets and liabilities:
Accounts receivable		(12,758)		-
Inventories		(5,141)		-
Other assets		(142,050)		-
Accounts payable		7,362		1,001
Prepaid expenses		(57,983)		-
Income tax payable		-		-
Accrued expenses and other payables		(124,055)		9,250
Net cash used in operating activities		(1,642,177)		22,813
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for purchase of franchise rights		-		(2,275,204)
Purchase fixed assets		(980,539)		-
Net cash used in investing activities		(980,539)		(2,275,204)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash received from the sale of stock		2,934,919		-
Borrowings on debt from related party		2,663,833		2,283,065
Principal payments on debt – related party		(2,910,093)		-
Net cash provided by financing activities		2,688,659		2,286,065
Net effect of exchange rate changes on cash	$	30,704	$	(653)
Net increase in cash and cash equivalents	$	96,648	$	30,021
Beginning cash and cash equivalents balance		30,021		-
Ending cash and cash equivalents balance	$	126,669	$	30,021
Non-Cash transactions:
Shares issued for controlling interest of subsidiary	$	50,000	$	-
Purchase of franchise right by related party		-		395,673
Established operating lease asset and liability	$	653,704	$	-
Stock receivable for shares issued for cash	$	-	$	1,818,192
Forgiveness of loan from related party	$	2,371,272	$	-
Cash paid for:
Interest	$	24,477	$	-
Income taxes	$	-	$	-

Table of Contents

~~The~~WB ~~accompanying~~Burgers ~~notes~~Asia, ~~are an integral part of these consolidated audited financial statements~~Inc.

-Consolidated F6Balance -Sheet

Table of Contents

		July 31, 2023		July 31, 2022

ASSETS

Current Assets
Cash and cash equivalents	$	161,213	$	126,669
Accounts receivable		62,063		11,337
Inventories		4,950		4,568
Prepaid expenses		28,928		51,526
Total Current Assets		257,154		194,100
Equipment, software and leasehold improvement, net depreciation		602,543		805,882
Right of use asset		146,373		442,025
Deposits		253,153		265,115
Franchise rights		-		2,053,493
TOTAL ASSETS	$	1,259,223	$	3,760,615

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current Liabilities
Accounts payable		252,917		819
Income tax payable		1,348		520
Lease liability, short term		156,362		330,066
Accrued expenses and other payables		2,429		5,040
Total Current Liabilities		413,056		336,445
Lease liability, long term		-		148,822
TOTAL LIABILITIES		413,056		485,267

Stockholders’ Equity (Deficit)
Preferred stock ($0.0001 par value, 200,000,000 shares authorized; 1,000,000 issued and outstanding as of July 31, 2023 and July 31, 2022)		100		100
Common stock ($0.0001 par value, 1,500,000,000 shares authorized, 1,070,718,679 and 1,014,022,586 shares issued and outstanding as of July 31, 2023 and July 31, 2022, respectively)		107,072		101,402
Subscription payable		10,000		130,392
Additional paid-in capital		7,024,709		5,272,374
Accumulated deficit		(5,687,400)		(1,765,735)
Accumulated other comprehensive income		(608,314)		(463,185)
Total Stockholders’ Equity		846,167		3,275,348

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)		1,259,223		3,760,615

WBThe ~~Burgers~~accompanying ~~Asia,~~notes ~~Inc~~are an integral part of these consolidated audited financial statements.

~~Notes~~- toF3 ~~Consolidated Audited Financial Statements~~-

~~Note~~Table ~~1 - Organization and Description~~ of ~~Business~~Contents

~~We were originally~~WB ~~incorporated~~Burgers ~~in the state of Nevada on August 30~~Asia, ~~2019, under the name Business Solutions Plus,~~ Inc.

~~On August 30, 2019,~~Consolidated ~~Paul~~Statement ~~Moody was appointed Chief Executive Officer, Chief Financial Officer, and Director~~ of ~~Business Solutions Plus, Inc.~~Operations

On March 3, 2021, Business Solutions Plus, Inc. (the “Company” or “Successor”) transmuted its business plan from that of a blank check shell company to forming a holding company that is a business combination related shell company. The reason for the change being that our former sole director desired to complete a holding company reorganization (“Reorganization”) pursuant to NRS 92A.180, NRS A.200, NRS 92A.230 and NRS 92A.250. The constituent corporations in the Reorganization were InterActive Leisure Systems, Inc. (“IALS” or “Predecessor”), the Company and Business Solutions Merger Sub, Inc. (“Merger Sub”). Our former director was the sole director/officer of each constituent corporation in the Reorganization. In preparation of the Reorganization, our former sole and controlling shareholder, Flint Consulting Services, LLC cancelled and returned to the Company’s treasury all issued and outstanding common shares of the Company held and owned by it. The Company issued 1,000 common shares of its common stock to Predecessor and Merger Sub issued 1,000 shares of its common stock to the Company prior to the Reorganization. Immediately prior to the merger, the Company was a wholly owned direct subsidiary of IALS and Merger Sub was a wholly owned and direct subsidiary of the Company.

		Year Ended July 31, 2023		Year Ended July 31, 2022

Revenues	$	581,798	$	180,821
Cost of revenue		1,341,572		716,083
Gross profit (loss)	$	(759,774)	$	(535,262)

Operating expenses

General and administrative expenses	$	3,311,706	$	733,744
Total operating expenses		3,311,706		733,744
Net operating loss	$	(4,071,480)	$	(1,269,006)

Other Income (Loss)
Gain on foreign currency exchange		3,088		60,796
Interest income (expense)		3		(24,471)
Other income (expense)		148,105		(334,317)
Total other income (loss)		151,196		(297,992)

Income (loss) before income taxes provision	$	(3,920,284)	$	(1,566,998)
Provision for income taxes		1,381		584
Net loss		(3,921,665)		(1,567,582)

Other comprehensive income
Currency translation adjustment		(145,129 )		(462,412)
Comprehensive Income (Loss)	$	(4,066,794)	$	(2,029,994)

Basic and Diluted net loss per common share	$	(0.00)	$	(0.00)
Weighted average number of common shares outstanding - Basic and Diluted		1,061,737,701		951,239,800

~~On March 22, 2021, the company filed articles of merger with the Nevada Secretary of State.~~ The ~~merger became effective on March 31, 2021 at 4:00~~ PMaccompanying ~~EST(“Effective~~notes ~~Time”).~~are Atan ~~the~~integral ~~Effective~~part ~~Time, Predecessor merged with and into Merger Sub (the “Merger), and Predecessor was the surviving corporation. Each share~~ of ~~Predecessor~~these ~~common~~consolidated ~~stock~~audited ~~issued~~financial ~~and outstanding immediately prior to the Effective Time was converted into one validly issued, fully paid and non-assessable share of Successor common stock~~statements.

~~In addition, the~~- ~~new~~F4 ticker symbol “BSPI” was announced April 14, 2021 on the Financial Industry Regulatory Authority’s daily list with a market effective date of April 15, 2021. The Company received a new CUSIP Number 12330M107.-

OnTable May 4, 2021, the Company entered into a Share Purchase Agreement (the “Agreement”) by and among Flint Consulting Services, LLC, a Wyoming Limited Liability Company (“FLINT”), and White Knight Co., Ltd., a Japan Company (“WKC”), pursuant to which, on May 7, 2021, (“Closing Date”), FLINT sold 405,516,868 shares of the Company’s Restricted Common Stock and 1,000,000 Shares of Series A Preferred Stock, representing approximately 93.70% voting control of the Company. WKC paid consideration of three hundred twenty-five thousand dollars ($325,000) (the “Purchase Price”). The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with WKC becoming the Company’s largest controlling stockholder.Contents

~~The sole shareholder~~WB ofBurgers ~~White Knight Co.~~Asia, ~~Ltd~~Inc.~~, a Japanese Company, is Koichi Ishizuka.~~

~~On the Closing~~Consolidated ~~Date,~~Statement ~~Mr.~~of ~~Paul~~Changes ~~Moody~~in ~~resigned as the Company~~Stockholders’s ~~Chief~~Equity Executive Officer, Chief Financial Officer, President, Secretary, Treasurer. In addition, Mr. Moody resigned as Director on the Closing Date. Also on the Closing Date, Mr. Koichi Ishizuka was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director.(Deficit)

~~On June 18, 2021,~~For ~~our~~the ~~majority~~Years ~~shareholder,~~ended ~~White~~July ~~Knight Co.~~30, ~~Ltd.,~~2022 ~~a Japan Company,~~ and our sole Director Mr. Koichi Ishizuka, executed a resolution to ratify, affirm, and approve a name and ticker symbol change of the Company from Business Solutions Plus, Inc., to WB Burgers Asia, Inc. A Certificate of Amendment to change our name was filed with the Nevada Secretary of State with an effective date of July 231, ~~2021.~~2023

On July 1, 2021, we filed an amendment to our Articles of Incorporation with the Nevada Secretary of State, resulting in an increase to our authorized shares of common stock from 500,000,000 to 1,500,000,000.

	Common Shares		Par Value Common Shares	Series A Preferred Shares		Par Value Series A Preferred Shares		Shares Payable		Stock Receivable		Additional Paid-in Capital		Accumulated Other Comprehensive Income		Accumulated Deficit		Total

Balances, July 31, 2021	509,090,909	$	50,909	1,000,000	$	100	$	-	$	(1,818,192)	$	1,955,557	$	(773)	$	(198,153)	$	(10,552)
Common shares sold	4,931,677		493	-		-		-		-		985,842		-		-		986,335
Common shares issued for controlling interest of subsidiary	500,000,000		50,000	-		-		-		-		(50,000)		-		-		-
Common shares sold by subsidiary	-		-	-		-		-		-		8,673		-		-		8,673
Cash received for shares to be issued	-		-	-		-		130,392		-		-		-		-		130,392
Cash received by subsidiary for shares sold	-		-	-		-		-		1,818,192		-		-		-		1,818,192
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		-		-		55,030		-		-		55,030
Forgiveness of related party debt, net repayment	-		-	-		-		-		-		2,317,272		-		-		2,317,272
Net loss	-		-	-		-		-		-		-		-		(1,567,582)		(1,567,582)
Foreign currency translation	-		-	-		-		-		-		-		(462,412)		-		(462,412)
Balances, July 31, 2022	1,014,022,586	$	101,402	1,000,000	$	100	$	130,392	$	-	$	5,272,374	$	(463,185)	$	(1,765,735)	$	3,275,348
Common shares sold for cash	56,696,093		5,670					(130,292)		-		1,752,335		-		-		1,627,613
Cash received for shares to be issued	-		-	-		-		10,000		-		-		-		-		10,000
Net loss	-		-	-		-		-				-		-		(3,921,665)		(3,921,665)
Foreign currency translation	-		-	-		-		-		-		-		(145,129)		-		(145,129
Balances, July 31, 2023	1,070,718,679	$	107,072	1,000,000	$	100	$	10,000	$	-	$	7,024,709	$	(608,314)	$	(5,687,400)	$	846,167

OnThe ~~September~~accompanying ~~14,~~notes ~~2021~~are ~~we entered into~~ an ~~“Acquisition~~integral ~~Agreement”~~part ~~with White Knight Co., Ltd., a Japan Company, whereas we issued 500,000,000 shares~~ of ~~restricted~~these ~~common~~consolidated ~~stock~~audited tofinancial ~~White Knight Co~~statements., Ltd., in exchange for 100% of the equity interests of WB Burgers Japan Co., Ltd., a Japan Company. Pursuant to the agreement, on October 1, 2021, White Knight Co., Ltd. has agreed to, and has subsequently forgiven any outstanding loans with WB Burgers Japan Co., Ltd. as of October 1, 2021. Following this transaction, WB Burgers Japan Co., Ltd. became our wholly owned subsidiary which we now operate through.

In regards to the above transaction, the Company claims an exemption from registration afforded by Section Regulation S of the Securities Act of 1933, as amended ("Regulation S") for the above sales/issuances of the stock since the sales/issuances of the stock were made to non-~~U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no~~ ~~directed~~F5 ~~selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.~~-

OnTable ~~September 14, 2021, we acquired 100%~~ of the equity interest of WB Burgers Japan Co., Ltd., a Japan Company. Following the acquisition, we ceased to be a shell company and adopted the same business plan as that of our now wholly owned subsidiary, WB Burgers Japan Co., Ltd. WB Burgers Japan Co. (“WBBJ”), which we now operate through and share the same business plan of, holds the rights to the “Master Franchise Agreement” with Jakes’ Franchising LLC, a Delaware Limited Liability Company, as it pertains to the establishment and operation of Wayback Burger Restaurants within the country of Japan. The Master Franchise Agreement provides WBBJ the right to establish and operate Wayback Burgers restaurants in the country of Japan, and also license affiliated and unaffiliated third parties (“Franchisees”) to establish and operate Wayback Burgers restaurants in the Country of Japan. The Master Franchise Agreement, amongst other things, also provides WBBJ the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan. At the time these shares were issued and WBBJ became the wholly owned subsidiary of the Company, all rights and obligations previously held by WBBJ, particularly the franchise rights of approximately $2.7 million and the associated related party loan, became those of the Company. This was a common control transaction and we have shown this consolidation retrospectively in the restatement of the fiscal 2021 financial statements (see Notes 2 and 10).Contents

On February 9, 2022, we incorporated Store Foods Co., Ltd. (“Store Foods”), a Japan Company. Store Foods is now a wholly owned subsidiary of the Company and currently Koichi Ishizuka is the sole Officer and Director. As of July 31, 2022, operations for Store Foods had not yet commenced. As a result, we now have two wholly owned subsidiaries, WB Burgers ~~Japan Co.~~Asia, ~~Ltd, and Store Foods Co~~Inc.~~, Ltd., both of which are Japan Companies.~~

~~While our plans for~~Consolidated ~~Store~~Statement ~~Foods are not definitive and may change, the intended business purpose~~ of ~~the~~Cash ~~Company is as follows:~~Flows

1. Food sales;

		Year Ended July 31, 2023		Year Ended July 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(3,921,665)	$	(1,567,582)
Adjustment to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation		183,137		73,669
Amortization		106,581		122,659
Loss on impairment		1,899,666
Capital contribution		-		8,673
Expenses paid on behalf of the Company and contributed to capital		-		55,030
Changes in current assets and liabilities:
Accounts receivable		(52,424)		(12,758)
Inventories		(601)		(5,141)
Other assets		282,093		(142,050)
Accounts payable		259,729		7,362
Prepaid expenses		20,743		(57,983)
Accrued expenses and other payables		(307,887)		(124,055)
Net cash used in operating activities		(1,530,628)		(1,642,176)

CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for fixed assets		(12,290)		(980,539)
Net cash used in investing activities		(12,290)		(980,539)

CASH FLOWS FROM FINANCING ACTIVITIES
Cash received from the sale of stock		1,637,774		2,934,919
Borrowings on debt		-		2,663,833
Principal payments on debt		-		(2,910,093)
Net cash provided by financing activities		1,637,774		2,688,659

Net effect of exchange rate changes on cash	$	(60,312)	$	30,704

Net increase in cash and cash equivalents	$	34,544	$	96,648
Beginning cash and cash equivalents balance		126,669		30,021
Ending cash and cash equivalents balance	$	161,213	$	126,669

Non-cash transactions
Forgiveness of loan from related party	$	-	$	2,317,272
Shares issued for controlling interest of subsidiary	$	-	$	50,000
Established operating lease asset and liability	$	-	$	653,704
Cash paid for:
Interest	$	-	$	24,477
Income taxes	$	60	$	-

2.The accompanying ~~Food~~notes ~~wholesale~~are ~~and retail;~~an integral part of these consolidated audited financial statements.

~~3. Chain organizations~~- ~~consisting~~ F6 ~~of food retailers as members;~~-

4.Table of ~~Restaurants;~~Contents

~~5. Manufacturing and~~WB ~~sales~~Burgers ofAsia, ~~boxed lunches for catering;~~Inc.

6.Notes to ~~Alcohol~~Consolidated ~~sales;~~Unaudited Financial Statements

~~7. Health supplement~~Note ~~and~~1 ~~health~~- ~~drink~~Description ~~sales;~~of Business

8We, WB Burgers Asia, Inc., ~~Manufacturing~~formerly ~~and sales~~known as, “Business Solutions Plus, Inc.” were originally incorporated in the state of ~~functional~~Nevada on ~~foods;~~August 30, 2019.

9On September 14, 2021, we acquired 100% of the equity interest of WB Burgers Japan Co., ~~Lease~~Ltd., a Japan Company. Following the acquisition, we ceased to be a shell company and adopted the same business plan as WB Burgers Japan Co., Ltd. WB Burgers Japan Co. (“WBBJ”), which we operate through and share the same business plan of, ~~goods~~holds ~~related~~the rights to the “Master Franchise Agreement” with Jakes’ Franchising LLC, a Delaware Limited Liability Company, as it pertains to ~~restaurant~~the ~~management;~~establishment and operation of Wayback Burger Restaurants within the country of Japan.

10The Master Franchise Agreement provides WBBJ the right to establish and operate Wayback Burgers restaurants in the country of Japan, and also license affiliated and unaffiliated third parties (“Franchisees”) to establish and operate Wayback Burgers restaurants in the Country of Japan. ~~System~~The ~~development;~~Master Franchise Agreement, amongst other things, also provides WBBJ the right of first refusal to enter into a subsequent Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan.

11On February 9, 2022, we incorporated Store Foods Co., ~~Delivery;~~Ltd. (“Store Foods”), a Japan Company. Store Foods is now a wholly owned subsidiary of the Company. Currently Koichi Ishizuka is the sole officer and director.

~~12.~~As ~~Application~~of ~~development~~July 31, ~~and~~2023, ~~sales;~~operations for Store Foods had not yet commenced.

~~13.~~While our ~~Advertising;~~plans for Store Foods are not definitive and may change, the intended business purpose of the Company is as follows:

141. Food ~~Management consulting~~sales;

152. ~~All businesses~~ ~~incidental~~Food towholesale ~~any~~and ~~of the above.~~retail;

~~The Company’s~~3. ~~main~~Chain ~~office~~organizations isconsisting ~~located~~of atfood 3Fretailers ~~K’s~~as ~~Minamiaoyama 6-6-20 Minamiaoyama, Minato-ku, Tokyo~~members;

~~107-0062, Japan~~4. Restaurants;

~~The~~5. ~~Company~~Manufacturing ~~has~~and ~~elected~~sales ~~July~~of ~~31st~~boxed aslunches ~~its~~for ~~year end.~~catering;

-6. Alcohol ~~F7 -~~sales;

~~Table of~~7. ~~Contents~~Health supplement and health drink sales;

~~Note~~8. 2Manufacturing -and ~~Restatement~~sales of ~~Previously~~functional ~~Issued Consolidated Financial Statements~~foods;

~~We have restated herein our audited consolidated financial statements at July 31, 2021 for the fiscal year ended July 31, 2021~~9. We ~~have~~Lease ~~also~~of ~~restated~~goods ~~impacted~~related ~~amounts within the accompanying footnotes~~ to ~~the~~restaurant ~~consolidated financial statements.~~management;

~~Restatement~~10. ~~Background~~System development;

~~In August of 2022, the sole director of WB Burgers Asia, Inc~~11.~~(the “Company”) was advised by M&K CPAs PLLC (“M&K”), its registered~~ independent public accounting firm, that the Company’s previously issued financial statements included in its Annual Reports on Form 10-K for the year ended July 31, 2021, should be restated to correct historical errors related to the recognition of cash received for the sale of shares, the calculation of the fair market value of shares issued, and classifications due to the recapitalization of the Company. The restated financials also show the differences between this current Form 10-K and the previously filed report due to the consolidation of financial reporting to include all activity of the Company’s wholly owned subsidiary, WB Burgers, Japan Co., Ltd (“WBBJ”). WBBJ became a wholly owned subsidiary of the Company in September of 2021, after the preparation of the previous Form 10-K for the year ended July 31, 2021. As a result, we determined that we would restate such financial statements to correct the accounting errors and also highlight the restatement differences resulting from the financial consolidation of the Company and its subsidiary.Delivery;

~~Description~~12. ofApplication ~~misstatements~~development and sales;

~~(1)~~13. ~~Recognition of cash received for the sale of shares and recording of the related issuance of shares~~Advertising;

~~We recorded adjustments for cash received for the sale of common shares that was incorrectly recognized~~14. ~~On July 1, 2021, cash for the purchase of 9,090,909~~ ~~shares~~Management of common stock was received by related party, White Knight Co., Ltd. and was not held by the Company, via its subsidiary, until September 2021. Additionally, these shares were not issued to the purchaser on July 1, 2021 as previously reported but were issued after the fiscal year end, in October 2021.consulting;

~~(2)~~15. ~~Recognition~~All ofbusinesses ~~financial~~incidental ~~activity~~to any of ~~wholly~~the ~~owned subsidiary~~above.

~~We recorded adjustments~~The ~~made~~Company’s tomain ~~the~~office ~~financial~~is ~~statements~~located ~~due~~at to3F ~~the~~K’s ~~consolidation~~Minamiaoyama 6-6-20 ofMinamiaoyama, ~~financial~~Minato-ku, ~~information~~Tokyo ~~with~~107-0062, ~~our wholly owned subsidiary~~Japan.

~~(3)~~The ~~Adjustment~~Company tohas ~~the~~elected ~~fair~~July ~~market~~31st ~~value~~as ofits ~~shares~~year ~~issued as compensation~~end.

~~We recorded an~~Note ~~adjustment~~2 to- ~~the value~~Summary of ~~1,000,000~~Significant ~~shares~~Accounting ~~of Series A preferred shares issued as compensation due to the adoption of a third party evaluation of those shares, which differed from our previous valuation.~~Policies

~~(4) Retroactive~~Basis ~~restatements~~ of ~~shares cancelled and returned and shares exchanged in merger and reorganization~~ Presentation

WeThis ~~recorded adjustments~~summary toof ~~the~~significant ~~statement~~accounting ofpolicies ~~owners’~~is ~~equity~~presented to ~~account~~assist ~~for~~in ~~the~~understanding ~~revision, by~~ the Company’'s ~~transfer~~financial ~~agent,~~statements. ofThese ~~the~~accounting ~~dates of shares cancelled~~policies ~~and~~conform ~~returned, and also shares exchanged pursuant~~ to aaccounting ~~reorganization.~~principles, ~~These~~generally ~~retroactive~~accepted ~~date~~in ~~changes~~the ~~were~~United ~~due~~States ~~to the recapitalization~~ of ~~the Company pursuant to its reorganization~~America, ~~legally~~and ~~effective~~have ~~March~~been ~~31,~~consistently ~~2021~~applied ~~and~~in ~~when~~the ~~control~~ preparation of the ~~Company~~financial ~~passed from our previous controlling shareholder to our current controlling shareholder, who is our CEO and sole director, Koichi Ishizuka~~statements.

~~(5) Reclassification~~Use of ~~additional paid-in capital~~Estimates

WeThe ~~reclassed~~preparation of ~~the~~financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions ~~amount~~that affect the reported amounts of ~~expenses~~assets ~~paid~~and onliabilities ~~behalf~~and disclosure of contingent assets and liabilities at the ~~Company~~date onof the ~~Statement~~financial statements and the reported amounts of ~~Cash~~revenues ~~Flows~~and toexpenses ~~properly~~during ~~report~~the ~~those~~reporting ~~payments~~period. asIn ~~cash~~the ~~provided~~opinion byof management, all adjustments ~~operating~~necessary ~~activities~~in ~~rather~~order ~~than~~to ~~cash~~make ~~provided~~the byfinancial ~~financing~~statements ~~activities~~not misleading have been included. Actual results could differ from those estimates.

~~Description~~Cash ofand ~~Restatement~~Cash ~~Tables~~Equivalents

The Company ~~following~~considers ~~tables~~all ~~represent~~highly ~~our~~liquid ~~restated~~investments ~~consolidated~~with ~~balance~~an ~~sheet,~~original ~~consolidated~~maturity ~~statement~~ of ~~operations,~~three ~~consolidated~~months ~~statement~~or ofless ~~stockholders’ equity,~~when ~~and~~purchased ~~consolidated~~to ~~statements~~be of cash ~~flow~~equivalents. ~~for~~Cash and ~~the~~cash ~~year~~equivalents ~~ended~~ at July 31, ~~2021. In~~2023 ~~the~~and ~~restated~~July ~~consolidated financial statement tables~~31, we2022 ~~have presented a reconciliation from our prior period as previously reported to the restated values. The values as previously reported for fiscal year 2021~~ were ~~derived from our 2021 Annual Report~~$161,213 ~~filed~~and ~~on November 3~~$126,669, ~~2021~~respectively.

~~WB BURGERS ASIA, INC. CONSOLIDATED BALANCE SHEET~~Revenue Recognition

	July 31, 2021
ASSETS:	As Previously Reported			Restatement Impacts			Restatement Reference	As Restated
CURRENT ASSETS:
Cash and cash equivalents	$	1,818,192		$	(1,788,171)		(1)(2)	$	30,021
Total current assets		1,818,192			(1,788,171)				30,021
Franchise rights			-		2,658,671		(2)		2,658,671
TOTAL ASSETS	$	1,818,192		$	870,500			$	2,688,692
LIABILITIES AND STOCKHOLDERS' EQUITY:
CURRENT LIABILITIES:
Accounts payable	$	-		$	1,005		(2)	$	1,005
Accrued expenses		9,250			-				9,250
Total current liabilities		9,250			1,005				10,255
Loan to Company - related party, net accumulated interest		-			2,688,989		(2)		2,688,989
TOTAL LIABILITIES		9,250			2,689,994				2,699,244
STOCKHOLDERS’ EQUITY:
Preferred stock, $0.0001 par value, 200,000,000 shares authorized, 1,000,000 issued and outstanding, as of July 31, 2021		100				-			100
Common stock, $.0001 par value, 1,500,000,000 shares authorized; 509,090,909 issued and outstanding as of July 31, 2021		50,909			-				50,909
Stock receivable		-			(1,818,192)		(1)		(1,818,192	)
Additional paid-in capital		1,886,170			69,387		(2)(3)		1,955,557
Accumulated deficit		(128,237)			(69,916)				(198,153)
Accumulated comprehensive income		-			(773)		(2)		(773)
TOTAL STOCKHOLDERS’ EQUITY		1,818,192			(1,828,744)				(10,552)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	1,818,192		$	870,500			$	2,688,692

The Company adopted ASC 606, Revenue from Contracts with Customers (Topic 606) (“ASC 606”), in the second quarter of fiscal year 2020, as this was the first quarter that the Company generated revenues. Under ASC 606, the Company recognizes revenue when a customer obtains control of promised goods, in an amount that reflects the consideration that the Company expects to receive in exchange for the goods. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: (1) identify the contracts with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) 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 it transfers to the customer. Under ASC 606, disaggregated revenue from contracts with customers depicts the nature, amount, timing, and uncertainty of revenue and cash flows affected by economic factors.

~~(1)~~Foreign currency Sale of common shares recognition – The correction of these misstatements resulted in a decrease to cash and cash equivalents of $1,818,192 and a corresponding decrease of $1,818,192 to stock receivable in stockholders’ equity.translation

(2)	Subsidiary adjustments – The inclusion of the fiscal 2021 financial activity of our wholly owned subsidiary resulted in an increase to total assets of $2,688,692, an increase of $2,689,994 to total liabilities, a decrease of $773 to accumulated comprehensive income and an increase to additional paid-in capital of $116,379.
(3)	Shares valuation adjustment – The correction of these misstatements resulted in a decrease of $46,992 to additional paid-in capital. See description of the accumulated deficit impacts in the Consolidated Statement of Operations for the year ended July 31, 2021 included below.

The Company maintains its books and records in its local currency, Japanese YEN (“JPY”), which is a functional currency as being the primary currency of the economic environment in which its operation is conducted. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statements of operations.

WBThe reporting ~~BURGERS~~currency ~~ASIA~~of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In accordance with ASC Topic 830-30, ~~INC~~“Translation of Financial Statement”, assets and liabilities of the Company whose functional currency is not US$ are translated into US$, using the exchange rate on the balance sheet date. ~~CONSOLIDATED~~Revenues and ~~STATEMENT~~expenses OFare ~~OPERATIONS~~translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements are recorded as a separate component of accumulated other comprehensive income within the statements of shareholders’ equity.

		July 31, 2021
	As Previously Reported			Restatement Impacts		Restatement Reference	As Restated
OPERATING EXPENSES:
General and administrative		26,163			23,435	(2)		49,598
Share based expense		100,000			(46,992)	(3)		53,008
Total operating expenses		126,163			(23,557)			102,606
OPERATING LOSS		(126,163)			23,557		$	(102,606)
OTHER INCOME (EXPENSE):
Gain (loss) on foreign currency exchange		-			(66,298)	(2)		(66,298)
Interest expense		-			(27,175)	(2)		(27,175
Total other income (expense)		-			(93,473)			(93,473
NET LOSS		(126,163)			(69,916)			(196,079)
OTHER COMPREHENSIVE INCOME
Currency translation adjustment			-		(773)	(2)		(773)
COMPREHENSIVE LOSS		(126,163)			(70,689)			(196,852)
Basic and diluted net loss per common share	$	(0.00)		$	-		$	(0.00)
Weighted average number of common shares outstanding – Basic and diluted		500,772,105			(24,907)	(1)		500,747,198

Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates:

(1)	Sale of common shares recognition – The correction of these misstatements resulted in a decrease to weighted average number of common shares outstanding of 24,907.
		July 31,
(2)	Subsidiary adjustments - The inclusion of the fiscal 2021 financial activity of our wholly owned subsidiary resulted in an increase to operating loss of $23,435, an increase to net loss of $116,908 and an increase to total comprehensive loss of $117,681.
		2023		2022
(3)	Shares valuation adjustment – The correction of these misstatements resulted in a decrease to operating loss of $46,992.
Current JPY:US$1 exchange rate			140.97	134.61
Average JPY:US$1 exchange rate			137.78	119.62

WBComprehensive ~~BURGERS~~income ~~ASIA,~~or ~~INC.~~loss

~~CONSOLIDATED~~ASC ~~STATEMENTS~~Topic OF220, ~~STOCKHOLDERS'~~“Comprehensive ~~EQUITY~~Income”, establishes standards for reporting and display of comprehensive income or loss, its components and accumulated balances. Comprehensive income or loss as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income, as presented in the accompanying consolidated statements of shareholders’ equity consists of changes in unrealized gains and losses on foreign currency translation.

	Restatement	Series A Preferred					Common Stock				Stock Receivable				Additional Paid-in					Accumulated Other Comprehensive				Accumulated
	Reference	Shares			Amount		Shares		Amount						Capital					Income				Deficit					Total
YEAR ENDED JULY 31, 2021 (As Previously Reported)
JULY 31, 2020			-		$	-		1,000,000	$	1,000	$	-		$		1,074			$		-		$		(2,074		)	$		-
Common shares returned to the Company			-			-		(1,000,000)		(1,000)			-				1,000					-				-					-
Common shares exchanged in reorganization			-			-		500,000,000		50,000			-				(50,000	)				-				-					-
Series A preferred shares exchanged in reorganization			1,000,000			100		-		-							99,900					-				-					100,000
Common shares sold			-			-		9,090,909		909			-				1,817,283					-				-					1,818,192
Expenses paid on behalf of the Company and contributed to capital				-		-		-		-			-				16,913					-				-					16,913
Net loss			-			-		-		-							-					-				(126,163)					(126,163)
JULY 31, 2021			1,000,000		$	100		509,090,909	$	50,909			-		$		1,886,170			$		-		$		(128,237)			$		1,808,942
YEAR ENDED JULY 31, 2021 (Restatement Impact)
JULY 31, 2020	(4)		-		$	-		500,000,000	$	50,000	$		-		$		(47,926)			$		-		$		(2,074)			$		-
Preferred shares exchanged in merger and reorganization	(3)		1,000,000			100		-		-			-				52,908					-				-					53,008
Common shares sold by subsidiary	(2)		-			-		-		-			-				91,980					-				-					91,980
Common shares sold	(1)		-			-		9,090,909		909			(1,818,192)				1,817,283					-				-					-
Expenses paid on behalf of the company and contributed to capital			-			-		-		-			-				16,913					-				-					16,913
Imputed interest	(2)		-			-		-		-			-				24,399					-				-					24,399
Net income			-			-		-		-			-				-					-				(196,079)					(196,079)
Foreign currency translation	(2)		-			-		-		-			-					-				(773)				-					(773)
JULY 31, 2021			1,000,000		$	100		509,090,909	$	50,909	$		(1,818,192)		$		1,955,557			$		(773)		$		(198,153)			$		(10,552)

Accounts Receivable and Allowance for Doubtful Accounts

~~See descriptions~~Accounts ofreceivable ~~the~~are ~~net~~recognized ~~income~~ and ~~accumulated~~carried ~~deficit~~at ~~impacts~~the inoriginal ~~the~~invoice ~~consolidated~~amount ~~statement~~less ofallowance ~~operations~~for any uncollectible amounts. An estimate for doubtful accounts is made when collection of the ~~year~~full ~~July~~amount ~~31,~~is ~~2021~~no ~~above~~longer probable. Bad debts are written off as incurred.

~~See Note 2 - Restatement of Previously Issued Consolidated Financial Statements, for a description of the misstatements in each category of restatements referenced by (1), (2), (3) and (4).~~Inventory

WBInventories, consisting ~~BURGERS~~of ~~ASIA~~products available for sale, ~~INC~~are primarily accounted for using the first-in, first-out (“FIFO”) method, and are valued at the lower of cost or market value. ~~CONSOLIDATED~~This ~~STATEMENT~~valuation OFrequires ~~CASH~~the ~~FLOWS~~Company to make judgments, based on currently available information, about the likely method of disposition, such as through sales to individual customers, returns to product vendors, or liquidations, and expected recoverable values of each disposition category.

	Year ended July 31, 2021
	As previously reported			Restatement Impacts		Restatement Reference	As Restated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(126,163)		$	(69,916)	(2) (3)	$	(196,079)
Adjustments to reconcile net income to net cash used in operating activities:
Amortization		-			22,341	(2)		22,341
Imputed interest		-			24,399	(2)		24,399
Expenses paid on behalf of the Company and contributed to capital		-			16,913	(5)		16,913
Capital contribution		-			91,980	(2)		91,980
Preferred shares exchanged in merger and reorganization		100,000			(46,992)	(3)		53,008
Changes in operating assets and liabilities:
Accounts payable		-			1,001	(2)		1,001
Accrued liabilities and other payables		9,250			-			9,250
Net cash provided by(used in) operating activities		(16,913)			39,726			22,813
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for purchase of franchise rights			-		(2,275,204)	(2)		(2,275,204)
Net cash used in investing activities		-			(2,275,204)			(2,275,204)
CASH FLOWS FROM FINANCING ACTIVITIES:
Common shares sold		1,818,192			(1,818,192)	(1)		-
Expenses contributed to capital		16,913			(16,913)	(5)		-
Borrowings on debt from related party		-			2,283,065	(2)		2,283,065
Net cash provided by financing activities		1,835,105			447,960			2,283,065
Net effect of exchange rate changes on cash			-		(653)			(653)
NET INCREASE IN CASH AND CASH EQUIVALENTS		1,818,192			(1,788,171)	(1)(2)		30,021
CASH, BEGINNING OF PERIOD		-			-			-
CASH, END OF PERIOD	$	1,818,192		$	(1,788,171)		$	30,021

Fixed assets and depreciation

~~See description~~Property, plant and equipment are stated at cost less depreciation and impairment loss. The initial cost of the ~~net~~assets ~~income~~comprises ~~impacts~~its inpurchase ~~the~~price and ~~Consolidated~~any ~~Statement~~directly attributable costs of ~~Operations~~bringing the asset to its working condition and location for its intended use. Depreciation is calculated using the ~~year~~straight-line ~~ended~~method ~~July~~over ~~31,~~the ~~2021~~shorter ~~included~~of ~~above~~the estimated useful life of the respective assets.

~~See Note 2, Restatement~~ROU oflease ~~Previously~~assets ~~Issued Consolidated Financial Statements, for a description of the misstatements in each category of restatements referenced by (1), (2), (3)~~ and ~~(5).~~liabilities

~~Note~~The 3Company capitalizes all leased assets pursuant to ASU 2016-02, ~~Summary~~“Leases (Topic 842),” which requires lessees to recognize right-of-use ~~Significant~~assets ~~Accounting~~and ~~Policies~~lease liability, initially measured at present value of the lease payments, on its balance sheet for leases with terms longer than 12 months and classified as either financing or operating leases. The Company excludes short-term leases having initial terms of 12 months or less from Topic 842 as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term. The Company adopted the standard in the third quarter of fiscal year 2022.

~~Basis~~Franchise ofRights ~~Presentation~~and amortization

~~This~~Franchise rights ~~summary~~are stated at cost less amortization. Initial cost of the asset comprises the deposit and fees paid to the franchisor. Amortization ~~significant~~is ~~accounting~~calculated ~~policies~~using the straight-line method over the life of the recognized asset, which is ~~presented~~the toduration ~~assist~~of inthe ~~understanding~~contract held between the Company's ~~financial~~and ~~statements~~the franchisor. ~~These~~During ~~accounting~~the ~~policies conform~~year toended ~~accounting~~July ~~principles~~31, ~~generally~~2023 ~~accepted~~the inCompany ~~the~~recorded ~~United~~an ~~States~~impairment loss of ~~America~~$1,899,666 ~~and~~which ~~have~~reduced the ~~been~~value ~~consistently~~of ~~applied~~the infranchise rights asset by that amount. This impairment loss expense was deemed necessary by the ~~preparation~~Company due to insufficient revenues to offset the cost of the ~~financial~~franchise ~~statements~~rights and the lack of a formal franchise agreement to generate sufficient income. As of July 31, 2023, the franchise rights asset was fully amortized.

~~Use~~Income ~~of Estimates~~Taxes

The ~~preparation~~ ofCompany ~~financial~~accounts ~~statements~~for inincome ~~conformity~~taxes ~~with~~under ~~generally~~ASC ~~accepted~~740, ~~accounting~~“Income ~~principles~~Taxes.” ~~requires~~Under ~~management~~the toasset ~~make~~and ~~estimates~~liability ~~and~~method ~~assumptions~~of ASC 740, deferred ~~that~~tax ~~affect~~assets and liabilities are recognized for the ~~reported~~future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and ~~disclosure~~their ofrespective ~~contingent~~tax bases. Deferred tax assets and liabilities atare ~~the~~measured using ~~date~~enacted oftax rates expected to apply to taxable income in the ~~financial~~years in which those temporary differences are expected to be recovered ~~statements~~or ~~and~~settled. ~~the~~The ~~reported~~effect ~~amounts~~on ofdeferred ~~revenues~~tax assets and ~~expenses~~liabilities ~~during~~of ~~the~~a ~~reporting~~change in tax rates is recognized in income in the period the enactment occurs. InA ~~the~~valuation ~~opinion~~allowance ofis ~~management,~~provided ~~all~~for ~~adjustments necessary~~certain indeferred ~~order~~tax toassets ~~make~~if it is more likely than not that the ~~financial~~Company ~~statements~~will not ~~misleading~~realize tax ~~have~~assets ~~been~~through ~~included~~future operations. ~~Actual~~No ~~results~~deferred ~~could~~tax ~~differ~~assets ~~from~~or ~~those~~liabilities ~~estimates~~were recognized at July 31, 2023 and July 31, 2022 except for accruals of $1,348 and $520, respectively, for Japanese income taxes payable by our wholly owned subsidiary, WB Burgers Japan Co., Ltd.

~~Cash~~Basic ~~and~~Earnings ~~Cash~~(Loss) ~~Equivalents~~Per Share

The Company ~~considers~~computes basic ~~all~~and ~~highly~~diluted ~~liquid~~earnings ~~investments~~(loss) per share in accordance with anASC ~~original~~Topic ~~maturity~~260, ofEarnings ~~three~~per ~~months~~Share. orBasic ~~less~~earnings ~~when~~(loss) ~~purchased~~per toshare beis computed ~~cash~~by ~~equivalents~~dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted ~~Cash~~earnings ~~and~~(loss) ~~cash~~per ~~equivalents~~share atreflects ~~July~~the ~~31,~~potential ~~2022~~dilution that could occur if stock options and ~~July~~other ~~31,~~commitments ~~2021~~to issue common stock were ~~$126,669~~exercised ~~and~~or ~~$30,021,~~equity ~~respectively~~awards vest resulting in the issuance of common stock that could share in the earnings of the Company.

~~Revenue~~The ~~Recognition~~Company does not have any potentially dilutive instruments as of July 31, 2023 and, thus, anti-dilution issues are not applicable.

The Company adopted ASC 606, Revenue from Contracts with Customers (Topic 606) (“ASC 606”), in the second quarter of fiscal year 2020, as this was the first quarter that the Company generated revenues. Under ASC 606, the Company recognizes revenue when a customer obtains control of promised goods, in an amount that reflects the consideration that the Company expects to receive in exchange for the goods. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: (1) identify the contracts with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) 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~~F7 the consideration it is entitled to in exchange for the goods it transfers to the customer. Under ASC 606, disaggregated revenue from contracts with customers depicts the nature, amount, timing, and uncertainty of revenue and cash flows affected by economic factors. -

~~Foreign~~Table ~~currency~~of ~~translation~~ Contents

~~The~~Fair ~~Company~~Value ~~maintains its books and records in its local currency, Japanese YEN (“JPY”), which is a functional currency as being the primary currency~~ of ~~the~~Financial economic environment in which its operation is conducted. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statements of operations. Instruments

The ~~reporting currency of the~~ Company’s isbalance ~~the~~sheet ~~United~~includes ~~States~~certain ~~Dollars (“US$”) and the accompanying consolidated~~ financial ~~statements have been expressed in US$~~instruments. InThe ~~accordance~~carrying ~~with~~amounts ~~ASC Topic 830-30, “Translation~~ of ~~Financial~~current ~~Statement”,~~ assets and current liabilities ofapproximate ~~the~~their ~~Company~~fair ~~whose~~value ~~functional~~because ~~currency~~of ~~is not US$ are translated into US$, using~~ the ~~exchange~~relatively ~~rate~~short ~~on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the~~ period. ~~The gains and losses resulting from translation~~ of ~~financial statements~~time ~~are~~between ~~recorded~~the asorigination ~~a separate component~~ of ~~accumulated~~these ~~other~~instruments ~~comprehensive~~and ~~income~~their ~~within the statements of shareholders’~~expected ~~equity~~realization.

~~Translation~~ASC of820, Fair ~~amounts~~Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the ~~local~~best ~~currency~~information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the ~~Company~~highest ~~into~~priority ~~US$~~to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) ~~has~~and ~~been~~the ~~made~~lowest atpriority to unobservable inputs (Level 3). The three levels of the ~~following~~fair ~~exchange~~value ~~rates~~hierarchy are described below:

	July 31,
	2022		2021
Current JPY:US$1 exchange rate		134.61	109.49
Average JPY:US$1 exchange rate		119.62	109.69

- Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

~~Comprehensive~~- ~~income~~Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or ~~loss~~liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

~~ASC~~- ~~Topic~~Level ~~220,~~3 “Comprehensive Income”, establishes standards for reporting and display of comprehensive income or loss, its components and accumulated balances. Comprehensive income or loss as defined includes all changes in equity during a period from non-~~owner~~ ~~sources. Accumulated~~Inputs ~~comprehensive~~that ~~income,~~are asboth ~~presented~~significant into the ~~accompanying~~fair ~~consolidated~~value ~~statements~~measurement ~~of shareholders’ equity consists of changes in unrealized gains~~ and ~~losses on foreign currency translation~~unobservable.

~~Accounts~~Fair ~~Receivable~~value estimates discussed herein are based upon certain market assumptions and ~~Allowance~~pertinent ~~for~~information ~~Doubtful~~available ~~Accounts~~to management as of July 31, 2023 and July 31, 2022. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accrued expenses.

~~Accounts~~Related receivable are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An estimate for doubtful accounts is made when collection of the full amount is no longer probable. Bad debts are written off as incurred. Parties

~~Inventory~~ The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

~~Inventories, consisting of products available for sale, are primarily accounted for using the first~~Share-~~in,~~Based first-out (“FIFO”) method, and are valued at the lower of cost or market value. This valuation requires the Company to make judgments, based on currently available information, about the likely method of disposition, such as through sales to individual customers, returns to product vendors, or liquidations, and expected recoverable values of each disposition category.Compensation

~~Fixed~~ASC 718, “Compensation – ~~assets~~Stock Compensation”, prescribes accounting and ~~depreciation~~reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).

~~Property,~~The Company accounts for stock-based ~~plant~~compensation issued to non-employees and ~~equipment~~consultants ~~are~~in ~~stated~~accordance atwith ~~cost~~the ~~less~~provisions ~~depreciation~~of ~~and~~ASC ~~impairment~~505-50, ~~loss.~~“Equity ~~The~~– ~~initial~~Based ~~cost~~Payments to Non-Employees.” Measurement of ~~the~~share-based ~~assets~~payment ~~comprises~~transactions ~~its~~with ~~purchase~~non-employees ~~price and~~is ~~any~~based ~~directly~~on ~~attributable~~the ~~costs~~fair value of ~~bringing~~whichever ~~the~~is ~~asset~~more toreliably ~~its~~measurable: (a) ~~working~~the ~~condition~~goods ~~and~~or ~~location~~services ~~for~~received; ~~its~~or ~~intended~~(b) ~~use.~~the ~~Depreciation~~equity isinstruments issued. The fair ~~calculated~~value ~~using~~of the ~~straight~~share-~~line~~based ~~method~~payment ~~over~~transaction ~~the~~is ~~shorter~~determined ofat the ~~estimated~~earlier ~~useful~~of ~~life~~performance ofcommitment ~~the~~date ~~respective~~or ~~assets~~performance completion date.

~~ROU~~The Company had no ~~lease~~stock-based ~~assets~~compensation ~~and~~plans ~~liabilities~~as of July 31, 2023.

The Company’s ~~capitalizes~~stock-based compensation ~~all~~for ~~leased~~the ~~assets~~periods ~~pursuant~~ended toJuly ~~ASU 2016-02~~31, ~~“Leases~~2023 ~~(Topic 842),” which requires lessees to recognize right-of-use assets~~ and ~~lease~~July ~~liability~~31, ~~initially~~2022 ~~measured~~were at$0 ~~present value of the lease payments, on its balance sheet~~ for ~~leases~~both ~~with terms longer than 12 months and classified as either financing or operating leases~~periods. The Company excludes short-term leases having initial terms of 12 months or less from Topic 842 as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term. The Company adopted the standard in the third quarter of fiscal year 2022.

~~Franchise~~Recently ~~Rights~~Issued ~~and~~Accounting ~~amortization~~Pronouncements

~~Franchise rights are~~The ~~stated~~Company athas ~~cost~~implemented ~~less~~all ~~amortization.~~new ~~Initial~~accounting ~~cost~~pronouncements ofthat ~~the~~are ~~asset~~in ~~comprises~~effect ~~the deposit~~ and ~~fees~~that ~~paid~~may toimpact ~~the~~its ~~franchisor.~~financial ~~Amortization~~statements isand ~~calculated~~does not ~~using~~believe ~~the~~that ~~straight-line~~there ~~method~~are ~~over~~any ~~the~~other ~~life~~new ofpronouncements ~~the~~that ~~recognized~~have ~~asset,~~been ~~which~~issued isthat ~~the~~might ~~duration~~have ofa ~~the~~material ~~contract~~impact ~~held~~on ~~between~~its ~~the~~financial ~~Company~~position ~~and~~or ~~the~~results ~~franchisor~~of operations.

~~Income~~Note ~~Taxes~~3 - Going Concern

The Company’s accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements ~~carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities~~ are ~~measured~~prepared ~~using enacted tax rates expected to apply to taxable income~~ in ~~the~~accordance ~~years~~with ingenerally ~~which~~accepted ~~those~~accounting ~~temporary~~principles ~~differences~~applicable ~~are expected~~ to bea ~~recovered~~going concern orthat ~~settled. The~~contemplates ~~effect~~the onrealization ~~deferred~~of ~~tax~~ assets and ~~liabilities~~liquidation of aliabilities ~~change~~ in ~~tax rates is recognized in income in~~ the ~~period~~normal ~~the enactment~~course occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized at July 31, 2022 and July 31, 2021 except for an accrual of ~~$520 for Japanese income taxes payable by our wholly owned subsidiary, WB Burgers Japan Co~~business.~~, Ltd.~~

~~Basic~~The ~~Earnings~~Company ~~(Loss)~~demonstrates ~~Per~~adverse ~~Share~~conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficiency, and other adverse key financial ratios.

The Company ~~computes basic~~has ~~and~~not ~~diluted~~established ~~earnings~~any ~~(loss)~~source ~~per~~of ~~share~~revenue into ~~accordance~~cover ~~with~~its ~~ASC~~operating ~~Topic 260, Earnings per Share~~costs. ~~Basic~~Management ~~earnings~~plans ~~(loss)~~to ~~per share~~fund isoperating ~~computed~~expenses bywith ~~dividing~~related party ~~net~~contributions ~~income~~to ~~(loss)~~capital byand the ~~weighted~~sale ~~average~~of ~~number~~shares of ~~common~~stock. ~~shares~~There ~~outstanding~~is ~~during~~no ~~the~~assurance ~~reporting~~that ~~period. Diluted~~management's ~~earnings~~plan ~~(loss)~~will ~~per~~be ~~share~~successful. ~~reflects~~The financial ~~the~~statements ~~potential~~do ~~dilution~~not ~~that~~include ~~could~~any ~~occur~~adjustments ifrelating ~~stock~~to ~~options~~the recoverability and ~~other~~classification ~~commitments~~of torecorded ~~issue~~assets, ~~common~~or the amounts ~~stock~~and ~~were~~classification ~~exercised~~of orliabilities ~~equity~~that ~~awards~~might ~~vest~~be ~~resulting~~necessary in the ~~issuance~~event ~~of common stock~~ that ~~could~~the ~~share~~Company incannot ~~the~~continue ~~earnings~~as ofa ~~the~~going ~~Company~~concern.

Note 4 - F8Income - Taxes

~~Table~~Income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred ~~Contents~~taxes related primarily to differences between the recorded book basis and the tax basis of assets and liabilities for financial and income tax reporting. Deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses that are available to offset future taxable income and tax credits that are available to offset future federal income taxes. The Company believes that its income tax filing positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material adverse effect on the Company’s financial condition, results of operations, or cash flow. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to ASC 740.

The Company ~~does~~ has not ~~have~~recognized ~~any~~an ~~potentially~~income ~~dilutive~~tax ~~instruments~~benefit asfor its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses, the realization of ~~July~~which 31could not be considered more likely than not. In future periods, ~~2022~~tax benefits and, ~~thus,~~related ~~anti-dilution~~deferred ~~issues~~tax ~~are~~assets ~~not~~will ~~applicable~~be recognized when management considers realization of such amounts to be more likely than not.

~~Fair~~As ~~Value~~of July 31, 2023, the Company has incurred a net loss of ~~Financial~~approximately ~~Instruments~~$5,634,393 which resulted in a net operating loss for income tax purposes. The loss results in a deferred tax asset of approximately $1,183,223 at the effective statutory rate of 21%. The deferred tax asset has been offset by an equal valuation allowance. Given our inception on August 30, 2019, and our fiscal year end of July 31, 2022, we have completed four taxable fiscal years as of July 31, 2023.

~~The~~- ~~Company’s~~F8 balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.-

~~ASC 820, Fair~~Table Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:Contents

-Note 5 ~~Level 1~~ - ~~Unadjusted quoted~~Commitments ~~prices~~and ~~in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.~~Contingencies

-The Company ~~Level~~follows 2ASC 450-20, ~~Inputs other~~Loss ~~than~~Contingencies, ~~quoted~~to ~~prices~~report ~~included~~accounting ~~within~~for ~~Level~~contingencies. 1Liabilities ~~that are observable~~ for ~~the~~loss ~~asset~~contingencies orarising ~~liability~~from claims, ~~either~~assessments, ~~directly or indirectly~~litigation, ~~including quoted~~fines ~~prices~~and ~~for~~penalties ~~similar~~and ~~assets~~other orsources ~~liabilities~~are inrecorded ~~active~~when ~~markets;~~it ~~quoted~~is ~~prices~~probable ~~for~~that ~~identical~~a orliability ~~similar~~has ~~assets~~been orincurred and ~~liabilities~~the inamount ~~markets that~~of ~~are~~the ~~not~~assessment ~~active;~~can ~~inputs~~be ~~other~~reasonably ~~than~~estimated. ~~quoted~~There ~~prices~~were ~~that~~no ~~are~~commitments ~~observable~~or ~~for~~contingencies ~~the~~as ~~asset~~of orJuly ~~liability (e.g.~~31, ~~interest~~2023 ~~rates);~~ and ~~inputs~~July ~~that~~31, ~~are derived principally from or corroborated by observable market data by correlation or other means~~2022.

-Note 6 ~~Level 3~~ - ~~Inputs that~~Fixed ~~are both significant to the fair value measurement and unobservable.~~Assets

~~Fair value estimates~~Fixed ~~discussed~~assets ~~herein~~ are ~~based~~stated ~~upon~~at ~~certain~~cost ~~market~~and ~~assumptions~~depreciated ~~and~~using ~~pertinent~~the ~~information~~straight-line ~~available~~method toover ~~management~~their asestimated ofuseful ~~July~~lives. ~~31,~~When ~~2022~~retired ~~and~~or otherwise ~~2021.~~disposed, ~~The~~the ~~respective~~ carrying value and accumulated depreciation of ~~certain~~the ~~on-balance-sheet~~fixed ~~financial~~asset ~~instruments~~is ~~approximated~~removed ~~their~~from ~~fair~~its ~~values~~respective ~~due~~accounts toand the ~~short-term~~net difference ~~nature~~less ofany ~~these~~amount ~~instruments~~realized from disposition is reflected in earnings. ~~These~~Expenditures ~~financial~~for ~~instruments~~maintenance ~~include~~and ~~accrued~~repairs ~~expenses~~which do not extend the useful lives of the related assets are expensed as incurred.

~~Related~~As ~~Parties~~of July 31, 2023 and July 31, 2022 fixed assets were made up of the following:

The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

	Estimated
	Useful
	Life		July 31,			July 31,
	(approx.. years)		2023			2022
Furniture fixtures and equipment		5	$	46,224		$	48,408
Furniture fixtures and equipment		6		15,448			16,178
Furniture fixtures and equipment		8		170,740			178,807
Software		5		10,652			-
Leasehold improvement		Remaining Lease Term		607,457			636,158
							879,551
Accumulated depreciation				(247,978	)		(73,669)
Net book value			$	602,543		$	805,882

~~Share-Based~~Total ~~Compensation~~depreciation expense for the periods ended July 31, 2023 and 2022, was $247,978 and $73,669, respectively, all of which was recorded in our general and administrative expenses on our statement of operations.

~~ASC 718, “Compensation~~Note –7 ~~Stock Compensation”, prescribes accounting and reporting standards for all share~~-~~based~~ Right payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of ~~employee~~Use stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).Asset

The Company ~~accounts for~~capitalizes ~~stock-based~~all ~~compensation~~leased ~~issued~~assets pursuant to ~~non~~ASU 2016-~~employees~~02, ~~and~~“Leases ~~consultants~~(Topic in842),” ~~accordance~~which ~~with~~requires ~~the~~lessees ~~provisions~~to recognize right-of-use ~~ASC~~assets ~~505-50~~and lease liability, ~~“Equity –~~initially ~~Based~~measured ~~Payments~~at topresent ~~Non-Employees.” Measurement~~value of ~~share-based~~the ~~payment~~lease ~~transactions~~payments, ~~with~~on ~~non-employees~~its ~~is based~~balance onsheet ~~the~~for ~~fair~~leases ~~value~~with terms oflonger ~~whichever~~than is12 ~~more~~months ~~reliably~~and ~~measurable: (a)~~classified ~~the~~as ~~goods~~either financing or ~~services~~operating ~~received;~~leases. orThe ~~(b)~~Company ~~the~~excludes ~~equity~~short-term ~~instruments issued. The~~leases ~~fair~~having ~~value~~initial terms of ~~the~~12 ~~share~~months or less from Topic 842 as an accounting policy election and recognizes rent expense on a straight-~~based~~line ~~payment~~basis ~~transaction~~over the islease ~~determined~~term. atThe Company adopted the ~~earlier~~standard ofin ~~performance~~the ~~commitment~~third ~~date~~quarter orof ~~performance completion~~fiscal ~~date~~year 2022.

~~The~~Our ~~Company~~adoption ~~had~~of noASU ~~stock~~2016-~~based~~02, ~~compensation~~Leases ~~plans~~(Topic as842), ofand ~~July~~subsequent 31ASUs related to Topic 842, ~~2022~~requires us to recognize substantially all leases on the balance sheet as an ROU asset and a corresponding lease liability. The new guidance also requires additional disclosures as detailed below.

~~The Company’s~~We ~~stock-based~~determine ~~compensation~~if ~~for~~a contract is a lease at the ~~periods~~inception ~~ended~~of ~~July~~the 31arrangement. We review all options to extend, ~~2022~~terminate, or purchase the ROU assets, and ~~July~~when 31reasonably certain to exercise, ~~2021~~we ~~were~~include $0the option in the determination of the lease term and ~~$53,008,~~lease ~~respectively~~liability.

~~Recently~~Lease ~~Issued~~ROU ~~Accounting~~assets ~~Pronouncements~~and liabilities are recognized at commencement date of the lease, based on the present value of lease payments over the lease term. The lease ROU asset also includes any lease payments made and excludes any lease incentives. When readily determinable, we use the implicit rate in determining the present value of lease payments. When leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date, including the lease term.

InThe ~~February~~tables ~~2016,~~below ~~the FASB issued ASU 2016-02,~~present ~~Leases~~financial ~~(Topic~~information ~~842).~~associated ~~ASU~~with ~~2016-02 is~~our ~~amended by ASU 2018-01, ASU2018-10, ASU~~leases. ~~2018-11,~~As ~~ASU~~noted ~~2018-20 and ASU 2019-01~~above, ~~which~~we ~~FASB~~adopted ~~issued~~Topic in842 ~~January~~using ~~2018,~~a ~~July~~transition ~~2018,~~method ~~July~~that ~~2018,~~does ~~December~~not ~~2018~~require ~~and~~application ~~March 2019, respectively (collectively, the amended ASU 2016-02). The amended ASU 2016-02 requires lessees~~ to ~~recognize~~periods onprior ~~the balance sheet a right-of-use asset, representing its right~~ to ~~use the underlying asset for the lease term, and a lease liability for all leases with terms greater than 12 months~~adoption. The initial recognition, ~~measurement, and presentation~~ of ~~expenses~~the ~~and~~ROU ~~cash~~operating ~~flows arising from a~~ lease bywas a lessee have not significantly changed from current GAAP. The amended ASU 2016-02 retains a distinction between finance leases (i.e. capital leases under current GAAP) and operating leases. The classification criteria $653,704 for ~~distinguishing between finance leases and operating leases will be substantially~~ ~~similar~~both to the ~~classification~~ROU ~~criteria~~asset ~~for distinguishing between capital leases~~ and ~~operating~~ROU ~~leases under current GAAP~~liability. ~~The~~As ~~amended ASU~~of ~~2016-02~~July ~~also requires qualitative and quantitative disclosures designed to assess the amount~~31, ~~timing~~2023, ~~and uncertainty of cash flows arising from leases. A modified retrospective transition approach is permitted to be used when an entity adopts~~ the ~~amended~~ROU ~~ASU~~lease ~~2016-02, which~~liability ~~includes~~was ~~a number of optional practical expedients that entities may elect to apply~~$156,362.

We have no assets and or leases and do not believe we will be impacted in the foreseeable future by the newly adopted accounting standard(s) mentioned above.

	Balance Sheet Classification		July 31, 2023		July 31, 2022

Right-of-use assets	Lease asset long	$	146,373	$	442,025
Current lease liabilities	Short-term lease liability		156,362		330,066
Non-current lease liabilities	Lease liability long term		-		148,822

Maturities of lease liabilities as of July 31, 2023 are as follows:
2023	156,362
2024	-
2025 and beyond	-
Total	156,362
Add(Less): Imputed interest	-
Present value of lease liabilities	156,362

~~The Company has~~Note ~~implemented~~8 ~~all~~- new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations.Deposits

~~Note~~During 4the -period ~~Going~~ended ~~Concern~~July 31, 2022, the Company paid two security deposits for the leased office and restaurant space totaling approximately $253,153 at the July 31, 2023 exchange rate.

~~The Company’s~~Note ~~financial~~9 ~~statements~~- ~~are~~Franchise prepared in accordance with generally accepted accounting principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business.Rights

~~The~~On June ~~Company~~9, ~~demonstrates~~2021, our wholly owned subsidiary, WB Burgers Japan Co., Ltd (WBBJ), entered into a Master Franchise Agreement with Wayback Burgers. ~~adverse~~Compensation ~~conditions~~of ~~that~~approximately ~~raise~~$2,275,204 was ~~substantial~~paid ~~doubt~~by ~~about~~WBBJ ~~the~~to ~~Company's~~Jake ~~ability~~Franchise for these franchise rights. These funds were borrowed from related party White Knight. In addition, White Knight paid approximately $395,673 directly to ~~continue~~Jake asFranchise which was also considered a ~~going~~loan ~~concern~~to the ~~for~~company. ~~one~~These ~~year~~payments ~~following~~were originally combined as a loan to the ~~issuance~~ Company and $2,317,272 of ~~these~~this ~~financial~~loan ~~statements~~has since been forgiven and is posted as additional paid-in capital. ~~These~~The ~~adverse~~Franchise ~~conditions~~rights are ~~negative~~being ~~financial~~amortized ~~trends~~over a 20 year period. The amortization expense was approximately $122,659 for ~~specifically~~the ~~operating~~period ~~loss~~ended July 31, ~~working~~2022. As of July 31, 2023, ~~capital~~the ~~deficiency~~franchise asset was fully amortized with approximately $1,899,666 recorded ~~and~~as ~~other~~loss ~~adverse~~on ~~key~~impairment ~~financial~~of ~~ratios~~the asset.

~~The Company has~~- ~~not~~F9 established any source of revenue to cover its operating costs. Management plans to fund operating expenses with related party contributions to capital and the sale of shares of stock. There is no assurance that management's plan will be successful. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.-

~~Note~~Table 5of ~~- Income Taxes~~Contents

~~Income taxes are provided for~~Note ~~the~~10 ~~tax~~- ~~effects~~Accrued ofExpenses ~~transactions reported in the financial statements~~ and ~~consist~~Other of taxes currently due plus deferred taxes related primarily to differences between the recorded book basis and the tax basis of assets and liabilities for financial and income tax reporting. Deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses that are available to offset future taxable income and tax credits that are available to offset future federal income taxes. The Company believes that its income tax filing positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material adverse effect on the Company’s financial condition, results of operations, or cash flow. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to ASC 740.Payables

-Accrued expenses F9and - other payables totaled $2,429 and $5,040 at July 31, 2023 and July 31, 2022, respectively, and consisted primarily of withholding taxes.

~~Table of~~Note ~~Contents~~11 - Shareholder Equity

~~The~~Preferred Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not.Stock

AsThe ofauthorized ~~July~~preferred ~~31,~~stock ~~2022,~~of the Company ~~has~~consists ~~incurred~~of 200,000,000 shares with a ~~net~~par ~~loss~~value of ~~approximately~~ $0.0001. There were 1,~~712~~000,~~727 which~~000 ~~resulted~~Series inA apreferred ~~net~~shares ~~operating~~issued ~~loss~~and ~~for~~outstanding ~~income~~as ~~tax~~of ~~purposes. The~~July ~~loss~~31, ~~results~~2023 inand aJuly ~~deferred~~31, ~~tax~~2022. ~~asset~~Our Certificate of ~~approximately~~Incorporation ~~$359,673 at~~authorizes the ~~effective statutory~~issuance ~~rate~~of up to 200,000,000 shares of ~~21%.~~Preferred ~~The~~Stock ~~deferred~~with ~~tax~~designations, ~~asset~~rights ~~has~~and ~~been~~preferences to ~~offset~~be determined from time to time by anour ~~equal~~Board ~~valuation~~of ~~allowance~~Directors. ~~Given~~Accordingly, our ~~inception~~Board onof ~~August~~Directors 30is empowered, ~~2019~~without stockholder approval, ~~and~~to ~~our~~issue ~~fiscal~~Preferred ~~year~~Stock ~~end~~with dividend, liquidation, conversion, voting, or other rights which could adversely affect the voting power or other rights of ~~July~~the 31holders of the Common Stock. In the event of issuance, ~~2022~~the Preferred Stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control of the Company. Although we have ~~completed~~no ~~three~~present ~~taxable~~intention ~~fiscal~~to ~~years~~issue any asshares of ~~July~~our 31authorized Preferred Stock, ~~2022~~there can be no assurance that we will not do so in the future.

~~Potential~~Of the 200,000,000 ~~benefits~~shares of ~~income~~preferred ~~tax~~stock, ~~losses~~1,000,000 shares are ~~not~~designated ~~recognized~~as inSeries ~~the~~A ~~accounts~~Preferred ~~until~~Stock, ~~realization~~$0.0001 ispar ~~more~~value ~~likely than not~~each. ~~In assessing~~ ~~the~~Series ~~realization~~A ofPreferred ~~deferred~~stock pay ~~tax~~no ~~assets~~dividends, ~~management~~have ~~considers~~no ~~whether~~right itto isconvert ~~more~~into ~~likely~~common ~~than~~stock ~~not~~or ~~that~~any ~~some~~other ~~portion~~class orof ~~all~~ securities of the ~~deferred~~Corporation, ~~tax~~and ~~assets~~each ~~will~~share beof ~~realized.~~Series A ~~The~~Preferred ~~ultimate~~Stock ~~realization~~shall ofhave ~~deferred~~voting ~~tax~~rights ~~assets~~equal isto ~~dependent~~one ~~upon~~thousand ~~the~~(1,000) ~~generation~~votes of ~~future~~ ~~taxable~~Common ~~income~~Stock. ~~during~~With ~~the~~respect ~~periods~~to inall ~~which~~matters ~~those~~upon ~~temporary differences become deductible. The Company has~~which ~~incurred~~stockholders aare ~~net~~entitled ~~operating~~to ~~loss~~vote ~~carryforward~~or ofto ~~$359,673~~ which ~~begins~~stockholders ~~expiring~~are inentitled ~~2036.~~to ~~The~~give ~~Company has adopted ASC 740~~consent, ~~“Accounting~~ ~~for~~the ~~Income~~holders ~~Taxes”, as~~ of ~~its inception. Pursuant to ASC 740~~ the ~~Company~~outstanding isshares ~~required~~of ~~to compute tax asset~~Series ~~benefits~~A ~~for~~Preferred ~~non-capital~~Stock ~~losses~~shall ~~carried~~vote ~~forward.~~together ~~The~~with ~~potential~~the ~~benefit~~holders of ~~the~~Common ~~net~~Stock ~~operating~~without ~~loss~~regard ~~has~~to ~~not~~class, ~~been~~except ~~recognized~~as into ~~these financial~~those ~~statements~~matters ~~because~~on ~~the~~which ~~Company~~separate class ~~cannot~~voting ~~be assured it~~ is ~~more~~required ~~likely~~by ~~than~~applicable ~~not~~law itor ~~will utilize~~ the ~~loss~~Corporation's ~~carried~~Certificate ~~forward~~of ~~in future~~Incorporation ~~years~~or by-laws.

~~Significant~~Common ~~components of the Company’s deferred tax assets are as follows:~~Stock

	July 31,
	2022		2021
Deferred tax asset, generated from net operating loss	$	359,673	$	30,480
Valuation allowance		(359,673)		(30,480)
	$	—	$	—

As of July 31, 2023, and July 31, 2022, the authorized common stock of the Company consists of 1,500,000,000 shares with a par value of $0.0001. There were 1,070,718,679 and 1,014,022,586 shares of common stock issued and outstanding as of July 31, 2023 and July 31, 2022, respectively.

~~The~~On ~~reconciliation~~August 8, of2022, ~~the~~we ~~effective~~sold ~~income~~1,586,538 ~~tax~~shares ~~rate~~of restricted Common Stock to ~~the~~Takahiro ~~federal~~Fujiwara, ~~statutory~~a ~~rate~~Japanese Citizen, at a price of $0.032 per share of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $50,769. Takahiro Fujiwara is asnot ~~follows:~~a related party to the Company.

Federal income tax rate 21.0%	21.0	%
Increase in valuation allowance (21.0%)	(21.0	%)
Effective income tax rate 0.0%	0.0	%

On August 8, 2022, we sold 2,403,846 shares of restricted Common Stock to Shokafulin LLP, a Japanese Company, at a price of $0.032 per share of Common Stock. The total subscription amount paid by Shokafulin LLP was approximately $79,623. Shokafulin LLP is not a related party to the Company.

~~Due~~On toAugust ~~the~~12, ~~change~~2022, inwe ~~ownership~~sold ~~provisions~~32,065,458 shares of ~~the~~restricted ~~Tax~~Common ~~Reform~~Stock ~~Act~~to ofAsset ~~1986~~Acceleration Axis, ~~net~~LLC, ~~operating~~a ~~loss~~Japanese ~~carryforwards~~Company, ~~for~~at ~~Federal~~a ~~income tax reporting~~price ~~purposes~~of ~~are~~$0.034 ~~subject~~per toshare ~~annual~~of ~~limitations~~Common Stock. ~~Should~~The atotal ~~change~~subscription inamount ~~ownership~~paid ~~occur~~by Asset Acceleration Axis, ~~net~~LLC ~~operating~~was ~~loss~~approximately ~~carryforwards~~$1,090,226 . Asset ~~may~~Acceleration beAxis, ~~limited~~LLC asis ~~to use~~not ina ~~future~~related ~~years~~party to the Company.

~~Note~~On September 613, -2022, ~~Commitments~~we ~~and~~sold ~~Contingencies~~7,262,324 shares of restricted Common Stock to Asset Acceleration Axis, LLC, a Japanese Company, at a price of $0.032 per share of Common Stock. The total subscription amount paid by Asset Acceleration Axis, LLC was approximately $232,395. Asset Acceleration Axis, LLC is not a related party to the

~~The~~ Company ~~follows ASC 450-20, Loss Contingencies, to report accounting for contingencies~~. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of July 31, 2022 and 2021.

~~Note~~On February 6, 72023, -we ~~Fixed~~sold ~~Assets~~10,033,445 shares of restricted Common Stock to Kazuya Iwasaki, a Japanese Citizen, at a price of $0.023 per share of Common Stock. The total subscription amount paid by Kazuya Iwasaki was approximately $230,769. Kazuya Iwasaki is not a related party to the Company.

~~Fixed assets~~On ~~are~~February ~~stated~~6, 2023, atwe ~~cost~~sold ~~and~~3,344,482 ~~depreciated~~shares ~~using~~of ~~the~~restricted ~~straight-line~~Common ~~method~~Stock ~~over~~to ~~their~~Shokafulin ~~estimated~~LLP, ~~useful~~a ~~lives.~~Japanese ~~When retired or otherwise disposed~~Company, ~~the~~at ~~carrying~~a ~~value~~price ~~and accumulated depreciation~~ of ~~the~~$0.023 ~~fixed~~per ~~asset~~share isof ~~removed~~Common Stock. ~~from~~The ~~its~~total ~~respective~~subscription ~~accounts and the net difference less any~~ amount ~~realized~~paid ~~from~~by ~~disposition,~~Shokafulin isLLP ~~reflected~~was inapproximately ~~earnings~~$76,923. ~~Expenditures~~Shokafulin ~~for~~LLP ~~maintenance~~is ~~and repairs which do~~ not ~~extend~~a ~~the useful~~related ~~lives~~party ofto the ~~related assets are expensed as incurred~~Company.

AsAdditional ofPaid-In ~~July 31, 2022 and 2021 fixed assets were made up of the following:~~Capital

	Estimated
	Useful
	Life		July 31,			July 31,
	(approx. years)		2022			2021
Furniture fixtures and equipment		5	$	48,408		$	-
Furniture fixtures and equipment		6		16,178			-
Furniture fixtures and equipment		8		178,807			-
Leasehold improvement		Remaining Lease Term		636,158			-
				879,551			-
Accumulated depreciation				(73,669	)		-
Net book value			$	805,882		$	-

During the period ended July 31, 2022, White Knight forgave a loan to the Company of approximately $2,317,272, which is recorded as additional paid-in capital.

~~Total~~The ~~depreciation~~Company’s ~~expense~~sole ~~for~~officer and director, Koichi Ishizuka, paid expenses on behalf of the ~~years~~Company totaling $55,030 during the period ended July 31, 2022. These ~~and~~payments ~~2021,~~are ~~was~~considered ~~$73,669 and~~contributions ~~$0,~~to ~~respectively,~~the ~~all~~company ofwith ~~which~~no ~~was~~expectation ~~recorded~~of ~~in our~~repayment ~~general~~ and ~~administrative~~are ~~expenses~~posted onas ~~our~~additional ~~statement~~paid-in ~~of operations~~capital.

~~Note~~During 8the year ended July 31, 2022, the Company recognized donated capital from its wholly owned subsidiary, Store Foods, as additional paid-in capital ~~Right~~in ofthe ~~Use~~amount ~~Asset~~of $8,673.

~~The Company capitalizes~~Shares all leased assets pursuant to ASU 2016-02, “Leases (Topic 842),” which requires lessees to recognize right-of-use assets and lease liability, initially measured at present value of the lease payments, on its balance sheet for leases with terms longer than 12 months and classified as either financing or operating leases. The Company excludes short-term leases having initial terms of 12 months or less from Topic 842 as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term. The Company adopted the standard in the third quarter of fiscal year 2022.payable

~~Our~~During ~~adoption~~the ofperiod ~~ASU~~ended ~~2016-02~~July 31, ~~Leases (Topic 842)~~2023, ~~and~~the ~~subsequent~~Company ~~ASUs~~received ~~related~~funds tototaling ~~Topic~~approximately ~~842~~$10,000 to ~~requires~~be usused to ~~recognize~~finalize ~~substantially all leases on~~ the ~~balance~~sale ~~sheet~~of ascommon shares anwhich ~~ROU~~took ~~asset~~place ~~and~~August a9, ~~corresponding~~2023 ~~lease~~(see ~~liability.~~Note ~~The new guidance also requires additional disclosures as detailed below~~13).

WeOn ~~determine~~or ifabout aDecember ~~contract~~30, is2022, athe ~~lease~~Company atreceived ~~the~~funds ~~inception~~totaling ofapproximately ~~the~~$307,692 from ~~arrangement.~~two Weperspective ~~review~~shareholders ~~all~~to be ~~options~~used to ~~extend,~~finalize ~~terminate,~~the orsale ~~purchase~~of ~~the~~common ~~ROU assets~~shares, ~~and~~ ~~when~~which ~~reasonably~~took ~~certain~~place toFebruary ~~exercise~~6, we2023. ~~include~~No ~~the~~shares ~~option~~were inissued ~~the~~until ~~determination~~February of6, ~~the~~2023 ~~lease~~(see ~~term and lease liability~~common stock).

~~Lease~~On ~~ROU~~or ~~assets~~about ~~and~~July ~~liabilities~~29, ~~are recognized at commencement date of the lease~~2022, ~~based on~~ the ~~present~~Company ~~value~~received offunds ~~lease~~totaling ~~payments~~approximately ~~over the lease~~$130,392 ~~term.~~from ~~The~~two ~~lease~~perspective ~~ROU~~shareholders ~~asset~~to be ~~also~~used ~~includes~~to ~~any~~finalize ~~lease~~the ~~payments~~sale ~~made~~of ~~and~~common ~~excludes~~shares, ~~any~~which ~~lease~~took ~~incentives.~~place ~~When~~August ~~readily determinable~~8, ~~we use the implicit rate in determining the present value of lease payments~~2022. ~~When~~No ~~leases~~shares dowere ~~not~~issued ~~provide~~until anAugust ~~implicit rate~~8, we2022. ~~use~~The ~~our incremental~~$130,392 ~~borrowing~~was ~~rate~~reclassed ~~based~~as oncash ~~the~~received ~~information~~by ~~available~~subsidiary atfor the ~~lease~~sale ~~commencement~~of ~~date,~~common ~~including the lease term.~~

~~The~~shares ~~tables~~during below present financial information associated with our leases. As noted above, we adopted Topic 842 using a transition method that does not require application to periods prior to adoption. The initial recognition of the ~~ROU~~period ~~operating~~ended ~~lease~~October ~~was $653,704 for both the ROU asset and ROU liability. As of July~~ 31, 2022~~, the ROU lease liability was $442,025~~.

	Balance Sheet Classification		July 31, 2022		July 31, 2021
Right-of-use assets	Lease asset long	$	442,025	$	-
Current lease liabilities	Short-term lease liability		330,066		-
Non-current lease liabilities	Lease liability long term		148,822		-
Maturities of lease liabilities as of January 31, 2023 are as follows:
2021	-
2022	135,928
2023	335,604
2024 and beyond	7,356
Total	478,888
Add(Less): Imputed interest	-
Present value of lease liabilities	478,888

Note 12 - General and Administrative Expense

-Total general ~~F10~~and - administrative expense for the year ended July 31, 2023 includes a loss on impairment totaling $1,899,666. This impairment loss is related to the Company’s adjustment to the value of the franchise rights asset.

~~Table of~~Note ~~Contents~~13 - Related-Party Transactions

~~Note~~Compensation ~~9 - Deposits~~Expense

During the period ending ~~ended~~ July 31, ~~2022~~2023, the Company paid ~~two~~White ~~security~~Knight ~~deposits~~Co., ~~for~~Ltd. ~~the leased office and restaurant space totaling approximately~~ $~~265~~917,~~115~~895 for compensation expenses.

~~Note~~Partnership 10and -Licensing ~~Franchise Rights~~agreement

OnDuring ~~June~~the 9,period ~~2021,~~ended ~~our~~July ~~wholly~~31, ~~owned subsidiary~~2023, WBwe ~~Burgers~~operated ~~Japan~~a ~~Co.,~~ghost ~~Ltd (WBBJ)~~kitchen, ~~entered~~called ~~into~~Next aRestaurant, ~~Master~~in ~~Franchise~~partnership ~~Agreement~~ with ~~Wayback~~Next ~~Burgers. Compensation~~Meats ~~of approximately $2~~Holdings,~~275,204~~ ~~was paid by WBBJ to Jake Franchise for these franchise rights~~Inc. ~~These funds were borrowed from~~(Next ~~related party White Knight~~Meats). InOur ~~addition~~CEO, ~~White~~Koichi ~~Knight paid approximately $395~~Ishizuka,~~673~~ ~~directly~~is tothe ~~Jake~~majority ~~Franchise~~shareholder ~~which~~and ~~was~~CEO ~~also~~of ~~considered a~~Next ~~loan to the company~~Meats. ~~These~~The ~~payments~~Company ~~were~~has ~~originally~~a ~~combined~~licensing asagreement awith ~~loan~~Next Meats related to the ~~Company~~Next ~~and~~Restaurant ~~$2,317,272~~operations ofwhereby ~~this~~the ~~loan~~Company ~~has~~pays ~~since~~a ~~been~~1% ~~forgiven and~~royalty isfee ~~posted~~to asNext ~~additional~~Meats ~~paid-in~~based ~~capital.~~on ~~The~~revenue ~~franchise~~earned ~~rights~~from selling ~~are~~Next ~~being~~Meats ~~amortized over a 20 year period~~products. ~~The~~As ~~amortization~~of ~~expense was~~July ~~approximately $122~~31,~~659~~ ~~and approximately $24~~2023,~~399 for~~ the ~~years~~royalty ~~ended~~liability ~~July~~owed ~~31,~~to ~~2022~~Next ~~and~~Meats ~~2021,~~was ~~respectively~~approximately $37.

~~Note~~Additional 11 Paid-In ~~Accrued Expenses and Other Payables~~ Capital

~~Accrued~~During ~~expenses~~the ~~and~~period ~~other~~ended ~~payables~~July ~~totaled~~31, $52022,~~040~~ ~~and~~White ~~$9,250 at~~Knight ~~July~~forgave ~~31,~~a ~~2022~~loan ~~and~~to ~~July~~the ~~31,~~Company ~~2021,~~of ~~respectively~~approximately $2,317,272, which ~~and~~is ~~consisted~~recorded ~~primarily of~~as ~~professional~~additional ~~fees~~paid-in capital.

~~Note~~The 12Company’s -sole ~~Other~~officer ~~Income~~and ~~(Expense)~~director, Koichi Ishizuka, paid expenses on behalf of the Company totaling $55,030 during the period ended July 31, 2022. These payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.

~~Other~~Note ~~income~~14 ~~(expense)~~- ~~totaled~~Subsequent $(334,317) for the year ended July 31, 2022. This amount includes the expense of related party loan receivable, totaling $(235,507), the expense of tax receivable, totaling $(158,676), and the income of $59,866 resulting from a refund of Japanese consumption tax previously paid by the Company.Events

~~Note~~On August 9, 132023, -the ~~Shareholder~~Company ~~Equity~~sold 434,783 shares of restricted Common Stock to Takahiro Fujiwara, a Japanese Citizen, at a price of $0.023 per share of Common Stock. The total subscription amount paid by Takahiro Fujiwara was approximately $10,000. Takahiro Fujiwara is not a related party to the Company.

~~Preferred~~The Company intends ~~Stock~~ to use the proceeds from the aforementioned sale of shares for working capital.

~~The~~On ~~authorized preferred~~August ~~stock of the Company consists of 200~~17,~~000~~ 2023,~~000~~ ~~shares~~our ~~with~~majority ashareholder, ~~par~~White ~~value~~Knight ~~of $0~~Co.~~0001. There were 1~~,~~000,000~~ ~~Series A preferred shares issued and outstanding as of July 31, 2022 and July 31, 2021~~Ltd. ~~Our Certificate of Incorporation authorizes the issuance of up to 200~~,~~000,000~~ ~~shares of Preferred Stock with designations, rights~~ and ~~preferences~~Koichi ~~to be determined from time to time by our Board of Directors. Accordingly~~Ishizuka, our ~~Board~~sole ofOfficer ~~Directors~~and ~~is empowered~~Director, ~~without~~executed ~~stockholder~~a ~~approval,~~resolution to ~~issue Preferred Stock with~~ ~~dividend~~ratify, ~~liquidation~~affirm, ~~conversion,~~and ~~voting,~~approve orto ~~other~~file an ~~rights~~Amended ~~which~~and ~~could~~Restated ~~adversely~~Certificate ~~affect the voting power or other rights~~ of ~~the holders of the Common Stock~~Incorporation. In the event of issuance, the Preferred Stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control of the Company. Although we have no present intention to issue any shares of our authorized Preferred Stock, there can be no assurance that we will not do so in the future.

~~Of the 200,000,000 shares of preferred stock,~~The Amended 1,000,000 shares are designated as Series A Preferred Stock, $0.0001 par value each. Series A Preferred stock pay no dividends, have no right to convert into common stock or any other class of securities of the Corporation, and ~~each~~Restated ~~share~~Certificate of ~~Series~~Incorporation was Afiled ~~Preferred~~with ~~Stock shall~~the ~~have~~Nevada ~~voting~~Secretary ~~rights equal to one thousand (1,000) votes~~ of ~~Common~~State ~~Stock.~~on ~~With~~August ~~respect to all matters upon which stockholders are entitled to vote or to which stockholders are entitled to give consent~~17, ~~the holders of the outstanding shares of Series A Preferred Stock shall vote together with the holders of Common Stock without regard to class~~2023, ~~except~~effective ~~as to those matters on which separate class voting is required by applicable law or the Corporation's Certificate of Incorporation or by-laws~~immediately.

OnThe ~~February~~Amended 9,and ~~2021,~~Restated ~~the~~Certificate ~~Company~~of ~~filed,~~Incorporation ~~with~~resulted ~~the~~in ~~Secretary~~an ofincrease ~~State~~to the authorized shares of ~~Nevada,~~our ~~(“NSOS”)~~Common ~~Restated~~Stock ~~Articles~~from ofOne ~~Incorporation~~Billion ~~which~~Five ~~amended~~Hundred ~~the~~Million ~~par~~(1,500,000,000) ~~value~~to ~~and~~Five ~~authorized~~Billion ~~preferred stock~~(5,000,000,000). ~~The~~It ~~Company~~also ~~withdrew~~revised ~~its~~the ~~designated~~rights of Series ZA Preferred Stock, ~~and~~now ~~designated~~allowing aeach ~~new class~~one of(1) ~~preferred~~share ~~stock~~of ~~described as~~ Series A Preferred Stock. Noto ~~shares~~be ofconverted ~~Preferred~~into ~~Stock~~one ofthousand ~~any~~(1,000) ~~series~~shares ~~were~~of ~~issued~~Common ~~and~~Stock ~~outstanding~~at ~~prior to or after~~ the ~~recording~~discretion of the ~~Restated Articles~~ holder(s) of ~~Incorporation~~Series ~~with~~A ~~NSOS.~~Preferred ~~After the amendment, total authorized shares were 700,000,000, 500,000,000 common shares and 200,000,000 preferred shares, both with a par value of $~~Stock.~~0001.~~

On ~~March~~August 418, 2023, ~~2021~~our majority shareholder, ~~the~~ White Knight Co., Ltd., a Japanese Company, ~~announced~~owned onand ~~Form~~controlled ~~8-K~~by ~~plans~~our sole Officer and Director, Koichi Ishizuka, elected to ~~participate~~convert inits a1,000,000 ~~holding~~shares ~~company~~of ~~reorganization~~Series ~~(“the~~A ~~Reorganization”~~Preferred orStock ~~“Merger”) with~~of ~~InterActive~~WB ~~Leisure~~Burgers ~~Systems~~Asia, Inc. ~~(“IALS”~~into orshares ~~“Predecessor”),~~of Common Stock. This conversion has been approved by the Company, and ~~Business~~the ~~Solutions~~conversion ~~Merger~~became ~~Sub~~effective on August 18, ~~Inc~~ 2023. ~~(“Merger~~Every ~~Sub”),~~1 ~~collectively~~share ~~(the~~of ~~“Constituent~~Series ~~Corporations”)~~A ~~pursuant~~Preferred Stock towas ~~NRS~~converted ~~92A.180~~into 1,000 ~~NRS~~shares ~~A.200~~of Common Stock, ~~NRS~~for ~~92A.230 and~~a ~~NRS~~total ~~92A~~of 1,000,000,000 shares of Common Stock.~~250.~~

~~Immediately~~On ~~prior to~~or ~~the~~about ~~Reorganization~~September 12, ~~the~~2023, ~~Company~~we ~~was~~sold a1,488,982 ~~direct~~shares ~~and~~of ~~wholly~~restricted ~~owned~~common ~~subsidiary~~stock ofto ~~Interactive~~Shokafulin ~~Leisure~~LLP, ~~Systems~~a Japanese Company, ~~Inc.~~which ~~and~~is ~~Business~~controlled ~~Solutions Merger~~by ~~Sub~~Takuya Watanabe, a ~~Inc.~~Japanese ~~was~~citizen, at a ~~direct~~price ~~and~~of ~~wholly~~approximately ~~owned~~$0.023 ~~subsidiary~~per share of ~~the~~common ~~Company~~stock.

AsThe ~~disclosed~~total insubscription ~~our~~amount ~~8-K~~paid ~~filed~~by onShokafulin ~~March~~LLP ~~26,~~was ~~2021~~approximately $34,247. ~~the~~Shokafulin ~~above-mentioned~~LLP ~~Reorganization~~and ~~was~~Mr. ~~legally~~Watanabe ~~effective~~are asnot ofrelated ~~March~~parties ~~31,~~to ~~2021~~the Company.

Each share of Predecessor’s common stock issued and outstanding immediately prior to the Effective Time was converted into one validly issued, fully paid and non-assessable share of Successor common stock. The ~~controlling shareholder of the Predecessor, Flint Consulting~~proceeds ~~Services,~~from ~~LLC, (“Flint”) a Wyoming limited liability company became~~ the ~~same~~above ~~control~~sale ~~shareholder~~ of ~~the~~shares ~~Successor.~~went ~~Jeffrey DeNunzio, as sole member of Flint is deemed~~ to be the ~~indirect and beneficial holder of 1,000,000 shares of Series A Preferred Stock of the~~ Company ~~representing~~to ~~approximately~~be ~~.17%~~used ~~voting~~for ~~control~~working ~~of the Company~~capital. Paul Moody, our former sole officer/director is the same officer/director of the Predecessor. The Series A Preferred shares were valued by a third party, retroactively (see Note 2) at approximately $.053 per share when issued .

~~On May~~Following ~~4, 2021,~~ the ~~Company entered into a Share Purchase Agreement (the “Agreement”) by and among Flint Consulting Services,~~ ~~LLC,~~above ~~a Wyoming Limited Liability Company (“FLINT”)~~conversion, and ~~White~~as ~~Knight~~of ~~Co.,~~December ~~Ltd.~~29, ~~a Japan Company (“WKC”)~~2023, ~~pursuant to~~there ~~which,~~were ~~on May 7~~2, ~~2021~~072, ~~(“Closing Date”)~~642,444 ~~FLINT sold 405,516,868~~ shares of ~~the Company’s Restricted~~ Common Stock and ~~1,000,000~~0 ~~Shares~~shares of ~~Series A~~ Preferred Stock, ~~representing approximately 93.70% voting control of the Company. WKC paid consideration~~issued ofand ~~three hundred twenty-five thousand dollars ($325,000) (the “Purchase Price”)~~outstanding. ~~The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with WKC becoming the Company’s largest controlling stockholder.~~

~~The~~At this ~~sole~~time, ~~shareholder~~ we are pending review of ~~White~~a ~~Knight~~FINRA ~~Co.,~~corporate ~~Ltd.~~action, to effect a ~~Japanese~~100 ~~Company~~to 1 Reverse Stock Split. Pursuant to the action, there is ~~Koichi~~to ~~Ishizuka~~be no change in the quantity of our authorized shares of Common Stock or Preferred Stock.

~~Common~~The legal date of the Certificate of Change that we have filed with the Nevada Secretary of State on December 6, 2023, in connection with our Reverse Stock Split, will not be the same exact date as the FINRA effective date of our Reverse Stock Split.

~~The authorized~~- ~~common~~F10 stock of the Company consists of 1,500,000,000 shares with a par value of $0.0001. There were 1,014,022,586 and 509,090,909 shares of common stock issued and outstanding as of July 31, 2022 and July 31, 2021, respectively.-

~~On February 9,~~Table ~~2021, the Company filed, with the Secretary~~ of State of Nevada, (“NSOS”) Restated Articles of Incorporation which amended the Company’s par value and authorized common stock. After the amendment, total authorized shares were 700,000,000, 500,000,000 common shares and 200,000,000 preferred shares, both with a par value of $.0001.Contents

~~On March 3, 2021,~~Item ~~1,000,000 common shares of the Company held and owned by Flint Consulting Services, LLC were cancelled and returned to the treasury of the Company~~9. ~~This~~Changes ~~action resulted~~ in ~~no shares issued~~ and ~~outstanding.~~Disagreements Onwith ~~March~~Accountants ~~4, 2021, The Company announced~~ on ~~Form~~Accounting ~~8-K plans to participate in a holding company reorganization (“the Reorganization” or “Merger”) with InterActive Leisure Systems, Inc. (“IALS” or “Predecessor”), the Company~~ and ~~Business~~Financial ~~Solutions Merger Sub, Inc~~Disclosure. ~~(“Merger Sub”), collectively (the “Constituent Corporations”) pursuant to NRS 92A.180, NRS A.200, NRS 92A.230 and NRS 92A.250.~~

~~Immediately prior to the Reorganization, the Company was a direct and wholly owned subsidiary of Interactive Leisure Systems, Inc~~None. ~~and Business Solutions Merger Sub, Inc. was a direct and wholly owned subsidiary of the Company.~~

-Item 9A. ~~F11~~Controls - and Procedures.

~~Table of~~Disclosure ~~Contents~~Controls and Procedures

AsThe Company has adopted and maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in ~~our~~ ~~8-K~~the reports filed onunder ~~March~~the 26Exchange Act, ~~2021~~such as this annual report, is collected, recorded, processed, summarized and reported within the ~~above~~time periods specified in the rules of the SEC. The Company’s disclosure controls and procedures are also designed to ensure that such information is accumulated and communicated to management to allow timely decisions regarding required disclosure. As required under Exchange Act Rule 13a-~~mentioned~~15, ~~Reorganization~~the ~~was~~Company’s ~~legally~~Chief ~~effective~~Chief Executive Officer who also serves as our Principal Financial Officer, Koichi Ishizuka, has conducted an evaluation of ~~March~~the 31effectiveness of disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, ~~2021~~Koichi Ishizuka, concluded that the disclosure controls and procedures are ineffective.

~~Each share~~Our Chief Executive Officer and Chief Financial Officer, Koichi Ishizuka, has reviewed the effectiveness of ~~Predecessor’s~~our ~~common~~disclosure ~~stock~~controls ~~issued~~and procedures (as defined in Rules 13a-15(f) and ~~outstanding~~15d-15(f) ~~immediately~~of ~~prior~~the toExchange Act) as of the ~~Effective~~end ~~Time~~of ~~was~~the ~~converted~~period ~~into~~covered ~~one~~by ~~validly~~the ~~issued~~report July 31, 2023 and ~~fully~~has ~~paid~~concluded that (i) the Company’s disclosure controls and ~~non-assessable~~procedures ~~share~~are ofnot ~~Successor~~effective ~~common~~to ~~stock.~~ensure ~~The~~that ~~control~~material ~~shareholder~~information ofrelating to the ~~Predecessor~~Company is recorded, ~~Flint~~processed, ~~Consulting~~summarized, ~~Services~~and reported within the time periods specified in the rules and forms of the Commission, ~~LLC,~~and (~~“Flint”~~ii) athe ~~Wyoming~~Company’s ~~limited~~controls ~~liability~~and ~~company~~procedures ~~became~~have not been designed to ensure that information required to be disclosed by the Company ~~same~~in ~~control~~the ~~shareholder~~reports ofthat it files or submits under the ~~Successor~~Exchange Act is accumulated and communicated to the Company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

On May 4, 2021, the Company entered into a Share Purchase Agreement (the “Agreement”) by and among Flint Consulting Services, LLC, a Wyoming Limited Liability Company (“FLINT”), and White Knight Co., Ltd., a Japan Company (“WKC”), pursuant to which, on May 7, 2021, (“Closing Date”), FLINT sold 405,516,868 shares of the CompanyManagement’s ~~Restricted Common Stock~~ ~~and~~Report ~~1,000,000~~on ~~Shares~~Internal ofControl ~~Series~~over AFinancial Preferred Stock, representing approximately 93.70% voting control of the Company. WKC paid consideration of three hundred twenty-five thousand dollars ($325,000) (the “Purchase Price”). The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with WKC becoming the Company’s largest controlling stockholder. Reporting

The Company’s ~~sole~~management, ~~shareholder~~which at this time consists solely of Koichi Ishizuka, is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f). The Company’s internal control over financial reporting is designed to provide reasonable assurance to the Company’s management and board of ~~White~~directors ~~Knight~~regarding Cothe preparation and fair presentation of published financial statements., Management ~~Ltd~~conducted an assessment of the Company’s internal control over financial reporting based on the framework and criteria established by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control – Integrated Framework. Based on the assessment, amanagement ~~Japanese~~concluded ~~Company~~that, as of July 31, 2023, the Company’s internal control over financial reporting is ~~Koichi~~ineffective ~~Ishizuka~~based on those criteria.

OnThe Company’s ~~July~~management, 1Koichi Ishizuka, ~~2021~~who serves as our Chief Executive Officer, and Chief Financial Officer, does not expect wethat ~~filed~~the anCompany’s ~~amendment~~disclosure tocontrols ~~our~~and ~~Articles~~procedures and its internal control processes will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of ~~Incorporation~~the ~~with~~control system are met. Further, the ~~Nevada~~design ~~Secretary~~of a control system must reflect the fact that there are resource constraints, and the benefits of ~~State~~controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no ~~resulting~~evaluation of controls can provide absolute assurance that all control issues and instances of error or fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in andecision-making ~~increase~~can tobe ~~our~~faulty, ~~authorized~~and ~~shares~~that the breakdowns can occur because of ~~common~~simple ~~stock~~error ~~from~~or ~~500~~mistake. Additionally,~~000~~ controls can be circumvented by the individual acts of some persons,~~000~~ by collusion of two or more people, or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to 1error or fraud may occur and may not be detected. However,~~500~~ these inherent limitations are known features of the financial reporting process. Therefore,~~000~~ it is possible to design into the process safeguards to reduce,~~000~~ though not eliminate, this risk.

~~Subsequent~~The matters toinvolving ~~the above~~internal ~~action,~~controls onand orprocedures ~~about~~that ~~July~~our 1sole officer and director, ~~2021~~Koichi Ishizuka, ~~related~~considered ~~party~~to ~~White~~be ~~Knight~~material ~~(WK)~~weaknesses under ~~received~~the ~~cash~~standards ~~for~~of ~~9,090,909~~the ~~shares~~Committee of ~~restricted~~Sponsoring ~~common~~Organizations ~~stock to~~of SJTreadway ~~Capital~~Commission ~~Co.,~~were: ~~Ltd.,~~domination aof ~~Japanese~~management ~~Company,~~by at a ~~price~~single ofindividual without ~~$0.20~~adequate ~~per~~compensating ~~share~~controls, lack of ~~common~~a ~~stock.~~majority ~~The~~of ~~total~~outside ~~subscription~~directors ~~amount~~on ~~paid~~board byof ~~SJ Capital Co.~~directors, ~~Ltd.~~resulting ~~was~~in ~~approximately~~ineffective ~~$1,818,181.80~~oversight in orthe ~~approximately~~establishment ~~200,000,000~~and ~~Japanese~~monitoring ~~Yen.~~of ~~These~~required ~~funds~~internal ~~were~~controls ~~transferred~~and ~~from~~procedures; WKinadequate ~~to WBBJ~~segregation onof ~~September~~duties ~~17,~~consistent ~~2021.~~with ~~The 9~~control objectives,~~090,909~~ ~~shares~~and ~~were~~lack ~~issued~~of toan ~~the~~audit ~~shareholder in October 2021~~committee.

SJThe Company ~~Capital~~believes ~~Co., Ltd.,~~that isthe ~~owned~~material ~~and~~weaknesses ~~controlled~~are bydue ~~Senju~~to ~~Pharmaceutical~~the ~~Co.,~~Company’s ~~Ltd.~~limited resources and early stages of development, awhich have ~~Japanese~~not allowed enough time for the Company to remedy any such weaknesses.

~~Mr.~~Our sole ~~Takeshi~~officer ~~Sugisawa~~and director, Koichi Ishizuka, believes that the ~~President~~material ofweaknesses SJdid ~~Capital~~not ~~Co.,~~have ~~Ltd~~an effect on our financial results. However, management ~~authorized~~believes that the ~~above~~lack ~~transaction~~of ona ~~behalf~~functioning ofaudit SJcommittee ~~Capital~~and ~~Co.,~~inadequate ~~Ltd.~~segregation ~~Both~~of SJduties ~~Capital~~results ~~Co.,~~in ~~Ltd.,~~ineffective oversight in the establishment and ~~Senju~~monitoring ~~Pharmaceutical~~of ~~Co.~~required internal controls and procedures, ~~Ltd.~~which ~~are~~could ~~considered~~result ~~non-related~~in ~~parties~~a tomaterial ~~the~~misstatement ~~Company~~in our financial statements in future periods.

~~On August 24, 2021,~~Our weChief ~~sold~~Executive ~~1,363,636~~Officer ~~shares~~recognizes ofthat ~~restricted~~its ~~common~~controls ~~stock~~and toprocedures ~~Yasuhiko~~would ~~Miyazaki,~~be asubstantially ~~Japanese~~improved ~~citizen,~~if atwe ahad ~~price~~an ofaudit ~~$.20~~committee ~~per share. The total~~and ~~subscription~~or ~~amount~~two ~~paid~~individuals byserving ~~Yasuhiko~~as ~~Miyazaki was approximately $272~~officers,~~727~~ orand ~~approximately~~as 30such,~~000,000~~ ~~Japanese Yen. Mr. Miyazaki~~ is ~~not a~~actively ~~related~~seeking ~~party~~ to ~~the~~remediate ~~Company~~this issue.

~~On August 30, 2021,~~Management’s ~~our~~Remediation largest controlling shareholder, White Knight Co., Ltd., a Japanese Company, owned and controlled by our sole officer and Director, Koichi Ishizuka, sold a total of 353,181,818 shares of restricted common stock of the Company to the following parties in the respective quantities:Initiatives

Name of Purchaser	Common Shares Purchased	Price Paid Per Share	Total Amount Paid ($)
Koichi Ishizuka	101,363,636	$0.0001	10,136.00
Rei Ishizuka 1	50,000,000	$0.0001	5,000.00
Kiyoshi Noda	100,909,091	$0.0001	10,091.00
Yuma Muranushi	100,909,091	$0.0001	10,091.00

In an effort to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures:

~~1 Rei~~We ~~Ishizuka~~intend isto ~~the~~create ~~wife~~a ofposition to segregate duties consistent with control objectives and will increase our ~~sole~~personnel ~~officer~~resources and ~~Director,~~technical accounting Mrexpertise within the accounting function when funds are available to us. ~~Koichi~~Furthermore, ~~Ishizuka~~we plan to appoint one or more outside directors to our board of directors who shall be appointed to an audit committee resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures such as reviewing and approving estimates and assumptions made by management when funds are available to us.

OnManagement ~~September~~believes ~~14,~~that 2021 we entered into an “Acquisition Agreement” with White Knight Co., Ltd., a Japan Company, whereas we issued 500,000,000 shares of restricted common stock to White Knight Co., Ltd., in exchange for 100% of the ~~equity~~appointment ~~interests~~ of WBone ~~Burgers~~or ~~Japan Co.,~~more ~~Ltd.,~~outside ~~a Japan Company. Pursuant to the agreement~~directors, onwho ~~October~~shall 1,be ~~2021,~~appointed ~~White Knight Co., Ltd. has agreed~~ to, ~~and~~a ~~has~~fully ~~subsequently forgiven~~functioning ~~any~~audit ~~outstanding loans with WB Burgers Japan Co.~~committee, ~~Ltd.~~will ~~as of October 1, 2021. Following this transaction, WB Burgers Japan Co.,~~remedy ~~Ltd. became our wholly owned subsidiary which we now operate through. WB Burgers Japan Co. (“WBBJ”), which we now operate through and share~~ the ~~same~~lack ~~business plan~~ of, ~~holds the rights to the “Master Franchise Agreement” with Jakes’ Franchising LLC,~~ a ~~Delaware~~functioning ~~Limited~~audit ~~Liability~~committee ~~Company, as it pertains to the establishment~~ and operation of Wayback Burger Restaurants within the country of Japan. The Master Franchise Agreement provides WBBJ the right to establish and operate Wayback Burgers restaurants in the country of Japan, and also license affiliated and unaffiliated third parties (“Franchisees”) to establish and operate Wayback Burgers restaurants in the Country of Japan. The Master Franchise Agreement, amongst other things, also provides WBBJ the right of first refusal to enter into a ~~subsequent~~lack ~~Master Franchise Agreement with Jake’s Franchising, LLC to establish and operate Wayback Burgers restaurants in the Countries~~ of Indonesia, Malaysia (Eastern Malaysia only, Western Malaysia if it becomes available as it is currently licensed to another party), the Philippines, Vietnam, China, India, Korea, Thailand, Singapore, and Taiwan. At the time these shares were issued and WBBJ became the wholly owned subsidiary of the Company, all rights and obligations previously held by WBBJ, particularly the franchise rights of approximately $2.7 million and the associated related party loan, became those of the Company. This was a ~~common~~majority ~~control transaction and we have shown this consolidation retrospectively in the restatement~~ of ~~the~~outside ~~fiscal~~directors ~~2021~~on ~~financial~~our ~~statements (see Notes 2 and 10)~~Board.

~~On October 22,~~We ~~2021,~~will wework ~~sold~~as ~~2,252,252~~quickly ~~shares~~as ofpossible ~~restricted common stock~~ to ~~Shokafulin~~implement ~~LLP,~~these ainitiatives ~~Japan Company~~however, ~~which~~the isearly ~~controlled~~stages byof ~~Takuya~~our ~~Watanabe, a~~current ~~Japanese citizen~~development, atand aother ~~price~~business initiatives ofwill ~~$0.20~~likely ~~per~~slow ~~share.~~this ~~The~~implementation ~~total subscription amount paid by Shokafulin LLP was approximately $450,450~~ or ~~approximately~~ ~~50,000,000~~divert ~~Japanese~~our ~~Yen~~attention. ~~Shokafulin LLP and Mr. Watanabe are not related parties to the Company.~~

~~On December 27,~~Auditor’s ~~2021,~~Report weon ~~sold~~Internal ~~1,315,789~~Control ~~shares~~Over ofFinancial restricted common stock to Takahiro Fujiwara, a Japanese citizen, at a price of $0.20 per share. The total subscription amount paid by Takahiro Fujiwara was approximately $263,158. Mr. Fujiwara is not a related party to the Company.Reporting

~~Additional~~This ~~Paid-In~~Report ~~Capital~~does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our independent registered public accounting firm pursuant to the rules of the SEC that permit us to provide only management’s report in this Report.

~~During the period~~Changes ~~ended~~in ~~July~~Internal ~~31,~~Control ~~2022,~~Over ~~White~~Financial ~~Knight forgave a loan to the Company of approximately $2,317,272, which is recorded as additional paid-in capital.~~Reporting

~~The Company’s~~There ~~sole~~have ~~officer~~been ~~and~~no ~~director,~~changes ~~Koichi~~in ~~Ishizuka,~~our ~~paid~~internal ~~expenses~~control onover ~~behalf~~financial ofreporting (as that term is defined in Rules 13(a)-15(f) and 15(d)-15(f) of the ~~Company~~Exchange ~~totaling~~Act) ~~$55,030~~that have occurred during the ~~period~~fourth quarter ended July 31, ~~2022.~~ ~~These~~2023, ~~payments~~that ~~are~~have ~~considered~~materially ~~contributions~~affected, toor ~~the~~are ~~company~~reasonably likely ~~with~~to nomaterially ~~expectation~~affect, ofour ~~repayment~~internal ~~and~~control ~~are~~over ~~posted~~financial ~~as additional paid-in capital~~reporting.

~~The Company’s~~Item ~~sole officer and director, Koichi Ishizuka, paid expenses on behalf of the Company totaling $6,400 during the year ended July 31, 2021~~9B. ~~The~~ ~~Company’s~~Other ~~former sole officer and director, Paul Moody, paid expenses on behalf of the company totaling $4,013 during the year ended July 31, 2021~~Information. ~~Former related party, Jeffrey DeNunzio, paid expenses on behalf of the company totaling $6,500 during the period ended July 31, 2021.~~

~~The $16,913 in total payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital~~None.

~~During the year ended July 31, 2022, the Company recognized donated capital from its wholly owned subsidiary, Store Foods, as additional paid~~-in ~~capital~~16 ~~in the amount of $8,673,~~ -

~~During~~Table ~~the year ended July 31, 2021, the Company recognized donated capital from its wholly owned subsidiary, WB Burgers Japan, as additional paid-in capital in the amount~~ of ~~$91,980.~~ Contents

~~During~~PART the year ended July 31, 2021, the Company issued 1,000,000 shares of preferred stock after a merger and reorganization, which resulted in approximately $53,008 of additional paid-in capital. This valuation used the subsequent May 2021 purchase of these and 405,516,868 common shares by the current controlling shareholder to calculate the relative fair market value of the 1,000,000 shares of Series A Preferred Stock (see Note 13).III

~~At July 31, 2021,~~Item ~~the~~10. ~~Company recognized $24~~Directors,~~399~~ ofExecutive ~~imputed~~Officers ~~interest~~and ~~related~~Corporate ~~to the above payments which was recorded as additional paid-in capital~~Governance.

~~Shares~~Mr. Koichi ~~payable~~Ishizuka, Age 53 - Chief Executive Officer, Chief Financial Officer, President, Director, Secretary, and Treasurer

~~On or about July~~Background ~~29, 2022, the Company received funds totaling approximately $130,392 from two perspective shareholders to be used to finalize the sale~~ of ~~common shares, which took place August 8, 2022~~Mr. NoKoichi ~~shares were issued until August 8, 2022 (See Note 15). The $130,392 will be reclassed as cash received for the sale of common shares during the first quarter of the following fiscal year.~~Ishizuka

~~Note~~Mr. 14Koichi -Ishizuka’s ~~Related-Party~~academic ~~Transactions~~ journey includes earning his MBA from the University of Aoyama Gakuin in 2004 and completing the Advanced Management Program at Harvard School of Business in 2011. Stepping into the professional arena, he commenced as the head of marketing at Thomson Reuters, a prominent mass media and information firm. His career trajectory led him to pivotal roles, serving as CEO for Xinhua Finance Japan in 2006, Fate Corporation in 2008, and LCA Holdings, Ltd. in 2009.

~~Purchase~~Presently, Mr. Ishizuka holds the position of Chief Executive Officer across a spectrum of companies, including OFF Line Co., Ltd., Photozou Co., Ltd., Photozou Holdings, Inc., Photozou Koukoku Co., Ltd., Off Line International, Inc., and OFF Line Japan Co., Ltd. He has held the position of CEO with OFF Line Co., Ltd. since 2013, Photozou Co., Ltd. since 2016, Photozou Holdings, Inc. since 2017, Photozou Koukoku Co., Ltd. since 2017, Zentrum Holdings, Inc. (formerly known as Off Line International, Inc.) since 2019, and OFF Line Japan Co., Ltd. since 2018. On November 18, 2020, Koichi Ishizuka assumed the roles of Chief Financial Officer and Director of Next Meats Holdings, Inc., followed by his appointment as Chief Executive Officer on December 28, 2021. He continues to hold these positions to this day, and additionally maintains a controlling interest in Next Meats Holdings, Inc. Additionally, he serves as the Chief Financial Officer of Next Meats Co., Ltd., a Japanese alternative meat company and wholly owned subsidiary of Next Meats Holdings, Inc.

OnSince ~~September~~its inception on April 14, 2021, weKoichi ~~entered~~Ishizuka ~~into~~has anserved ~~“Acquisition~~as ~~Agreement”~~CEO ~~with~~of ~~related~~WB ~~party~~Burgers ~~White~~Japan ~~Knight~~ Co., Ltd., a ~~Japan~~Japanese ~~Company~~company. On May 7, 2021, ~~whereas~~Mr. weKoichi ~~issued~~Ishizuka ~~500~~was appointed as the Chief Executive Officer,~~000~~ Chief Financial Officer,~~000~~ ~~shares of~~President, Secretary, Treasurer, and Director ~~restricted~~of ~~common~~Business ~~stock~~Solutions toPlus, ~~White~~Inc., ~~Knight~~which is now known as WB Burgers Asia, Inc. WB Burgers Japan Co., Ltd., inis ~~exchange~~a ~~for~~wholly ~~100%~~owned subsidiary of ~~the~~WB ~~equity~~Burgers ~~interests~~Asia, ofInc. WB Burgers Japan Co., Ltd. holds the rights to the “Master Franchise Agreement” with Jakes’ Franchising LLC, a ~~Japan~~ Delaware Limited Liability Company., ~~Pursuant~~as it pertains to the ~~agreement,~~establishment onand ~~October~~operation 1,of ~~2021,~~Wayback Burger ~~White~~Restaurants ~~Knight~~within Cothe country of Japan. On July 23, ~~Ltd~~2021, Mr. ~~has~~Ishizuka ~~agreed~~was ~~to,~~appointed ~~and~~as ~~has~~Chief ~~subsequently~~Executive ~~forgiven~~Officer, ~~any~~Chief ~~outstanding~~Financial ~~loans~~Officer, ~~with~~President, WBTreasurer, ~~Burgers~~and ~~Japan~~Director Coof Dr. Foods, ~~Ltd~~Inc. as(formerly ofknown ~~October~~as 1Catapult Solutions, ~~2021~~Inc.). ~~Following~~Koichi ~~this~~Ishizuka ~~transaction,~~has WBa ~~Burgers~~controlling interest ~~Japan~~in CoDr. Foods, ~~Ltd~~Inc. ~~became~~On ~~our~~March ~~wholly~~21, 2022, Mr. Ishizuka was appointed as the Chief Executive Officer, Chief Financial Officer, President, ~~owned~~Secretary, ~~subsidiary~~Treasurer, ~~which~~and weDirector ~~now~~of ~~operate~~WeCapital ~~through~~Holdings, Inc., (~~see~~formerly ~~Note~~known ~~13 Common stock~~as Perfect Solutions Group, Inc.).

~~Additional~~Given ~~Paid~~Mr. Ishizuka’s extensive business acumen and long standing entrepreneurial background, the company firmly believes that Koichi Ishizuka is well-Insuited ~~Capital~~to continue to serve as our sole officer and director.

~~During~~As of the ~~period ended~~date ~~July~~of 31this filing, ~~2022~~there has been no material plan, ~~White~~contract, ~~Knight~~or ~~forgave~~arrangement a(whether ~~loan~~or not written) to ~~the~~which ~~Company~~our ofsole ~~approximately~~officer and $2director,~~317,272,~~ ~~which~~Koichi Ishizuka, is ~~recorded~~a asparty ~~additional paid-~~in ~~capital~~ connection with his appointments at WB Burgers Asia, Inc.

~~The Company’s~~As ~~sole~~of ~~officer~~December ~~and director~~29, ~~Koichi Ishizuka~~2023, ~~paid expenses on behalf of the Company totaling $6~~we,~~400 during~~ ~~the~~WB ~~period~~Burgers ~~ended July 31~~Asia, ~~2021~~Inc., ~~The~~have no ~~Company’s~~employees ~~former~~outside of our sole officer and director, ~~Paul~~Koichi ~~Moody,~~Ishizuka. ~~paid~~We do ~~expenses~~not onhave ~~behalf~~an ofemployment ~~the~~or ~~company~~consulting ~~totaling~~agreement ~~$4,013 during the~~with ~~period~~Mr. ~~ended~~Ishizuka. ~~July~~Mr. ~~31,~~Ishizuka ~~2021.~~has ~~Former~~not ~~related~~received ~~party,~~any ~~Jeffrey~~monetary ~~DeNunzio,~~compensation ~~paid~~by ~~expenses~~the onCompany and ~~behalf~~or ofits ~~the~~subsidiaries ~~company~~through ~~totaling~~our ~~$6,500~~most ~~during the~~recent ~~period~~fiscal ~~ended~~year end July 31, ~~2021~~2023.

~~The~~Our wholly ~~$16~~subsidiary,~~913 in total~~ ~~payments~~WB ~~are~~Burgers ~~considered~~Japan ~~contributions~~Co., toLtd. ~~the~~has ~~company~~thirty ~~with~~nine nosalaried ~~expectation~~staff ofmembers. ~~repayment~~Four employees are full time, and thirty five employees are ~~posted~~part astime. ~~additional~~The ~~paid-in~~employees ~~capital~~are comprised primarily of staff members who operate our restaurant location.

~~Note~~Director’s 15Term -of ~~Subsequent Events~~Office

OnOur current ~~August~~director 8,holds ~~2022,~~office weuntil ~~sold~~the ~~1,586,538~~next ~~shares of~~annual ~~restricted~~meeting ~~Common~~of ~~Stock~~our tostockholders ~~Takahiro~~or ~~Fujiwara,~~until ahis ~~Japanese~~successor ~~Citizen,~~has atbeen aelected ~~price~~and ofqualified, or ~~$0.032~~until ~~per~~his ~~share~~death, ofresignation, ~~Common~~or ~~Stock~~removal. ~~The~~Our ~~total~~executive ~~subscription amount~~officers ~~paid~~are appointed by ~~Takahiro~~our ~~Fujiwara~~Board ~~was~~and ~~approximately~~hold ~~$50,769.~~office ~~Takahiro~~until ~~Fujiwara~~their isdeath, ~~not~~resignation, or aremoval ~~related~~from ~~party to the Company~~office.

~~On August 8, 2022, we sold 2,403,846 shares~~Corporate of restricted Common Stock to Shokafulin LLP, a Japanese Company, at a price of $0.032 per share of Common Stock. The total subscription amount paid by Shokafulin LLP was approximately $79,623. Shokafulin LLP is not a related party to the Company.Governance

OnThe Company ~~August~~promotes ~~12,~~accountability ~~2022,~~for weadherence ~~sold~~to ~~32,065,458~~honest ~~shares of~~and ~~restricted~~ethical ~~Common~~conduct; ~~Stock~~endeavors to ~~Asset~~provide ~~Acceleration~~full, ~~Axis~~fair, ~~LLC~~accurate, atimely ~~Japanese~~and ~~Company,~~understandable disclosure atin areports ~~price~~and ofdocuments ~~$0.032~~that ~~per~~the ~~share~~Company offiles ~~Common~~with ~~Stock.~~the ~~The~~Securities ~~total~~and Exchange Commission (the “SEC”) and in ~~subscription~~other ~~amount~~public ~~paid~~communications made by ~~Asset~~the ~~Acceleration~~Company; ~~Axis,~~and ~~LLC~~strives ~~was~~to ~~approximately~~be ~~$1,026,094.~~compliant ~~Asset~~with ~~Acceleration~~applicable ~~Axis~~governmental laws, ~~LLC~~rules isand regulations. The Company has not formally adopted a ~~related~~written code of business conduct and ethics that governs the Company’s employees, officers ~~party~~and todirectors as the Company is not required to do so.

OnIn ~~September~~lieu ~~13,~~of ~~2022~~an Audit Committee, wethe ~~sold~~Company’s 7Board of Directors,~~262,324~~ ~~shares~~consisting solely of ~~restricted~~Koichi ~~Common~~Ishizuka, ~~Stock~~is toresponsible ~~Asset~~for ~~Acceleration~~reviewing and ~~Axis,~~making ~~LLC,~~recommendations aconcerning ~~Japanese~~the ~~Company~~selection of outside auditors, atreviewing athe ~~price of~~scope, ~~$0.032~~results ~~per~~and ~~share~~effectiveness of ~~Common~~the ~~Stock.~~annual audit ~~The~~of ~~total~~the ~~subscription~~Company's ~~amount~~financial ~~paid~~statements byand ~~Asset~~other ~~Acceleration~~services ~~Axis,~~provided ~~LLC~~by ~~was~~the ~~approximately~~Company’s ~~$232,395~~independent public accountants. ~~Asset~~Our sole ~~Acceleration~~officer ~~Axis,~~and ~~LLC~~director isreviews ~~not~~the aCompany's ~~related~~internal ~~party~~accounting tocontrols, ~~the~~practices, ~~Company~~and policies.

~~On February 6, 2023, we sold 10,033,445~~Committees ~~shares~~ of restricted Common Stock to Kazuya Iwasaki, a Japanese Citizen, at a price of $0.023 per share of Common Stock. The total subscription amount paid by Kazuya Iwasaki was approximately $230,769. Kazuya Iwasaki is not a related party to the ~~Company.~~Board

OnOur Company ~~February~~currently 6,does ~~2023,~~not wehave ~~sold~~nominating, 3compensation,~~344,482~~ ~~shares of~~or ~~restricted~~audit ~~Common~~committees ~~Stock~~or tocommittees ~~Shokafulin~~performing ~~LLP,~~similar afunctions ~~Japanese~~nor does our Company, athave a ~~price~~written ofnominating, ~~$0.023~~compensation ~~per~~or ~~share~~audit ofcommittee ~~Common Stock~~charter. ~~The~~Currently, ~~total~~our ~~subscription amount~~sole ~~paid~~officer byand ~~Shokafulin LLP was approximately $76~~director,~~923.~~ ~~Shokafulin~~Koichi ~~LLP~~ Ishizuka, is ~~not~~performing athe ~~related~~functions ~~party~~of tosuch ~~the Company~~committees.

~~The~~Audit ~~Company~~Committee ~~intends~~Financial ~~to use the proceeds from the aforementioned sales of shares for working capital.~~Expert

~~The~~Our ~~aforementioned~~Board ~~sale~~has ofdetermined ~~shares~~that ~~was~~we ~~conducted~~do ~~pursuant~~not tohave ~~Regulation~~a Sboard ofmember ~~the~~that ~~Securities~~qualifies ~~Act of 1933,~~ as ~~amended~~an ~~("Regulation~~“audit ~~S").~~committee ~~The sale~~financial ofexpert” ~~shares was made only to non-U.S. persons (~~as defined in ~~under~~Item ~~Rule 902 section~~ 407(kD)(25)~~(i)~~ of Regulation S)-K, ~~pursuant~~nor todo ~~offshore transactions,~~we ~~and~~have noa ~~directed~~Board ~~selling~~member ~~efforts~~that ~~were~~qualifies ~~made~~as in“independent” as the ~~United~~term ~~States~~is byused ~~the~~in Item ~~issuer,~~7(d)(3)(iv)(B) aof ~~distributor,~~Schedule ~~any~~14A ofunder ~~their~~the ~~respective~~Securities ~~affiliates~~Exchange Act of 1934, or ~~any~~as ~~person~~amended, ~~acting~~and onas ~~behalf~~defined ofby ~~any~~Rule 4200(a)(14) of the FINRA ~~foregoing~~Rules.

-We ~~F12~~believe -that our sole director, Koichi Ishizuka, is currently capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting.

~~Table of~~Involvement ~~Contents~~in Certain Legal Proceedings

~~Item~~Our 9.sole ~~Changes~~officer and director has not been involved in ~~and~~any ~~Disagreements~~of ~~with~~the ~~Accountants~~following onevents ~~Accounting~~during ~~and~~the ~~Financial~~past ~~Disclosure.~~ten years:

~~None~~1. bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; 2. any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); 3. being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his/her involvement in any type of business, securities or banking activities; or 4. being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated. 5. Such person was found by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated; 6. Such person was found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated; 7. Such person was the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:(i) Any Federal or State securities or commodities law or regulation; or(ii) Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or(iii) Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 8. Such person was the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

~~Item 9A. Controls~~Independence ~~and~~of ~~Procedures.~~Directors

~~Disclosure~~We are ~~Controls~~not required to have independent members of our Board of Directors, and ~~Procedures~~currently we do not have any independent Directors.

~~The Company has adopted~~Code and maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the reports filed under the Exchange Act, such as this annual report, is collected, recorded, processed, summarized and reported within the time periods specified in the rules of the SEC. The Company’s disclosure controls and procedures are also designed to ensure that such information is accumulated and communicated to management to allow timely decisions regarding required disclosure. As required under Exchange Act Rule 13a-15, the Company’s Chief Chief Executive Officer who also serves as our Principal Financial Officer, Koichi Ishizuka, has conducted an evaluation of the effectiveness of disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, Koichi Ishizuka, concluded that the disclosure controls and procedures are ineffective. Ethics

~~Our Chief Executive~~We ~~Officer~~have ~~and~~not ~~Chief~~adopted ~~Financial~~a ~~Officer,~~formal ~~Koichi~~Code ~~Ishizuka, has reviewed the effectiveness~~ of ~~our~~Ethics. ~~disclosure~~The ~~controls~~Board ~~and procedures (as defined in Rules 13a-15(f) and 15d-15(f)~~ of ~~the~~Directors ~~Exchange~~evaluated ~~Act) as of~~ the ~~end~~business of the ~~period~~Company ~~covered~~and by the ~~report~~number ~~July~~of ~~31,~~employees ~~2022~~ and ~~has concluded~~ determined that ~~(i)~~since the ~~Company’s~~business ~~disclosure~~is ~~controls~~operated ~~and~~by ~~procedures~~a ~~are~~small ~~not~~number ~~effective~~of topersons, ~~ensure~~general ~~that~~rules ~~material~~of ~~information~~fiduciary ~~relating~~duty toand ~~the Company~~federal isand ~~recorded,~~state ~~processed~~criminal, business ~~summarized,~~conduct and ~~reported~~securities ~~within~~laws ~~the~~are ~~time~~adequate ~~periods~~ethical ~~specified~~guidelines. inIn the ~~rules~~event ~~and~~our ~~forms of the Commission~~operations, ~~and~~ ~~(ii)~~employees ~~the Company’s controls~~ and/or ~~procedures~~Directors ~~have not been designed to ensure that information required to be disclosed by the~~expand ~~Company~~ in the ~~reports that it files or submits under the Exchange Act is accumulated and communicated to the Company's management~~future, ~~including its~~we ~~principal~~may ~~executive~~take ~~and~~actions ~~principal financial officers, or persons performing similar functions, as appropriate~~ to ~~allow~~adopt ~~timely~~a ~~decisions regarding~~formal ~~required~~Code ~~disclosure~~of Ethics.

~~Management’s Report on Internal~~Shareholder ~~Control over Financial Reporting~~Proposals

~~The Company’s~~Our ~~management~~Company isdoes ~~responsible~~not ~~for~~have ~~establishing~~any ~~and~~defined ~~maintaining~~policy ~~adequate~~or ~~internal~~procedural ~~control~~requirements ~~over~~for ~~financial~~shareholders ~~reporting,~~to assubmit ~~defined~~recommendations inor ~~Exchange Act~~nominations ~~Rule~~for ~~13a-15(f)~~Directors. The ~~Company’s~~Board ~~internal~~of ~~control~~Directors, ~~over~~which ~~financial~~presently ~~reporting~~consists issolely ~~designed~~of toKoichi ~~provide~~Ishizuka, ~~reasonable~~believes ~~assurance~~that, to given the ~~Company’s~~stage ~~management~~of our development, and ~~board~~our limited ofresources, ~~directors~~a ~~regarding~~specific ~~the~~nominating ~~preparation~~policy ~~and~~would ~~fair~~be ~~presentation~~premature and of ~~published~~little ~~financial~~assistance ~~statements. Management~~until ~~conducted~~our anbusiness ~~assessment~~operations ofdevelop ~~the~~to a ~~Company’s~~more ~~internal~~advanced ~~control~~level. ~~over~~Our ~~financial~~Company ~~reporting~~does ~~based~~not oncurrently ~~the~~have ~~framework~~any ~~and criteria~~specific ~~established~~or byminimum criteria for the ~~Committee~~election of ~~Sponsoring~~nominees ~~Organizations~~to the Board of ~~the~~Directors ~~Treadway~~and ~~Commission~~we indo ~~Internal~~not ~~Control~~have –any ~~Integrated~~specific ~~Framework. Based~~process onor ~~the~~procedure ~~assessment,~~for ~~management~~evaluating ~~concluded~~such ~~that,~~nominees. asThe Board of ~~July~~Directors ~~31,~~will ~~2022~~assess all candidates, ~~the~~whether ~~Company’s~~submitted ~~internal~~by ~~control~~management ~~over~~or ~~financial~~shareholders, ~~reporting is~~and ~~ineffective~~make ~~based~~recommendations onfor ~~those~~election ~~criteria~~or appointment.

~~The Company’s~~A ~~management,~~shareholder ~~Koichi~~who ~~Ishizuka,~~wishes ~~who~~to ~~serves~~communicate aswith our ~~Chief~~Board Executive Officer, and Chief Financial Officer, does not expect that the Company’s disclosure controls and procedures and its internal control processes will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of ~~the~~Directors ~~control~~may ~~system are~~do ~~met. Further,~~so ~~the~~by ~~design~~directing of a ~~control~~written ~~system~~request ~~must~~addressed ~~reflect the fact that there are resource constraints, and the benefits of controls must be considered relative~~ to ~~their~~our ~~costs. Because~~Chief ~~of the inherent limitations in all control systems, no evaluation~~Executive ~~of controls can provide absolute assurance that all control issues and instances of error or fraud~~Officer, ifKoichi ~~any~~Ishizuka, ~~within~~at the ~~Company~~address ~~have~~appearing ~~been detected. These~~on ~~inherent limitations include~~ the ~~realities~~first ~~that~~page ~~judgments in decision-making can be faulty, and that the breakdowns can occur because~~ of ~~simple~~this ~~error~~Annual ~~or mistake~~Report. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and may not be detected. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

~~The matters involving~~- ~~internal~~17 controls and procedures that our Chief Executive Officer, Koichi Ishizuka, considered to be material weaknesses under the standards of the Committee of Sponsoring Organizations of Treadway Commission were: domination of management by a single individual without adequate compensating controls, lack of a majority of outside directors on board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; inadequate segregation of duties consistent with control objectives, and lack of an audit committee.-

~~The Company believes that~~Table ~~the material weaknesses are due to the Company’s limited resources and early stages~~ of ~~development, which have not allowed enough time for the Company to remedy any such weaknesses.~~Contents

~~Our Chief Executive~~Item ~~Officer, Koichi Ishizuka, believes that the material weaknesses did not have an effect on our financial results~~11. ~~However,~~Executive management believes that the lack of a functioning audit committee and inadequate segregation of duties results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periodsCompensation.

~~Our Chief Executive~~Summary ~~Officer~~Compensation recognizes that its controls and procedures would be substantially improved if we had an audit committee and or two individuals serving as officers, and as such, is actively seeking to remediate this issue. Table:

Management’s Remediation Initiatives

Name and

principal position

Year Ended July 31

Salary

($)

Bonus

($)

Stock

Awards

($)

Option

Awards

($)

Non-Equity

Incentive Plan

Compensation

($)

Nonqualified

Deferred

Compensation

Earnings ($)

All Other

Compensation

($)

Total

($)

Koichi Ishizuka

Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director (1)

2023

917,895

2022

In(1) anThe row ~~effort~~indicating compensation paid to ~~remediate~~Koichi ~~the~~Ishizuka ~~identified material~~includes ~~weaknesses~~monetary ~~and~~payments ~~other~~made ~~deficiencies~~by the Company and/or ~~enhance~~its ~~our~~wholly-owned ~~internal~~subsidiaries to ~~controls,~~White weKnight ~~have~~Co., ~~initiated~~Ltd., ora ~~plan~~Japanese toentity ~~initiate,~~controlled ~~the~~by ~~following~~our ~~series of~~sole ~~measures:~~officer and director, Koichi Ishizuka.

~~We intend to create a position to segregate~~During ~~duties~~the ~~consistent~~period ~~with~~ending ~~control~~July ~~objectives~~31, ~~and~~2023, ~~will increase our personnel resources and technical accounting expertise within~~ the ~~accounting function~~Company ~~when~~paid ~~funds~~White ~~are~~Knight ~~available~~Co., ~~to us~~Ltd. ~~Furthermore~~$917,895 for wecompensation plan to appoint one or more outside directors to our board of directors who shall be appointed to an audit committee resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures such as reviewing and approving estimates and assumptions made by management when funds are available to usexpenses.

~~Management believes that the appointment~~Compensation of one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on our Board.Directors

WeThe table ~~will~~above ~~work~~summarizes asthe ~~quickly~~compensation asof ~~possible~~our ~~to implement these initiatives however~~directors, ~~the~~of ~~early~~whom ~~stages~~we ofhave ~~our~~one ~~current~~at ~~development~~this time, ~~and~~through ~~other~~our ~~business~~most ~~initiatives~~recent ~~will~~fiscal ~~likely~~year ~~slow this implementation~~ending orJuly ~~divert~~31, ~~our attention~~2023.

~~Auditor’s Report on Internal Control~~Stock ~~Over~~Option ~~Financial Reporting~~Grants

~~This~~We have ~~Report does~~ not ~~include~~granted anany ~~attestation report~~stock ofoptions ~~our independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject~~ to ~~attestation by~~ our ~~independent~~executive ~~registered~~officers, ~~public~~since ~~accounting~~our ~~firm pursuant to the rules of the SEC that permit us to provide only management’s report in this Report~~incorporation.

~~Changes in Internal Control Over Financial~~Employment ~~Reporting~~Agreements

~~There have been no changes in our internal~~We ~~control~~do ~~over~~not ~~financial reporting (as that term is defined in Rules 13(a)-15(f) and 15(d)-15(f) of the Exchange Act) that~~ have ~~occurred during~~an ~~the~~employment ~~fourth quarter ended July 31, 2022, that have materially affected,~~ or ~~are~~consulting ~~reasonably~~agreement ~~likely~~with ~~to materially affect,~~ our ~~internal control~~sole ~~over~~officer ~~financial~~and ~~reporting~~director.

~~Item~~- ~~9B.~~18 ~~Other Information.~~-

~~None.~~Table of Contents

-Item 12. 15Security -Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

~~Table~~As of December 29, 2023, the Company has 2,072,642,444 shares of Common Stock and no shares ~~Contents~~ of Preferred Stock issued and outstanding.

~~PART~~As of ~~III~~December 29, 2023, we have 2,072,642,444 shares of Common Stock and 0 shares of Preferred Stock issued and outstanding.

~~Item~~At 10this time, we are pending review of a FINRA corporate action, to effect a 100 to 1 Reverse Stock Split. ~~Directors~~Pursuant to the action, ~~Executive~~there is ~~Officers~~to ~~and~~be ~~Corporate~~no ~~Governance~~change in the quantity of our authorized shares of Common Stock or Preferred Stock.

~~Mr.~~The legal ~~Koichi~~date ~~Ishizuka, Age~~of 52the -Certificate ~~Chief~~of ~~Executive~~Change ~~Officer,~~that ~~Chief~~we ~~Financial~~have ~~Officer~~filed with the Nevada Secretary of State on December 6, ~~President~~2023, ~~Director~~in connection with our Reverse Stock Split, ~~Secretary~~will not be the same exact date as the FINRA effective date of our Reverse Stock Split. The figures herein, do ~~and~~not ~~Treasurer~~account for the aforementioned reverse stock split.

~~Background~~Unless otherwise noted, the address for each of Mrthe below parties is the same as that for the Company. ~~Koichi~~ ~~Ishizuka~~

Mr. Koichi Ishizuka attended the University of Aoyama Gakuin where he received his MBA in 2004. Several years later in 2011 he graduated from the Advanced Management Program at Harvard School of Business. Following Mr. Ishizuka’s formal education, he took a position as the head of marketing with Thomson Reuters, a mass media and information firm. Thereafter, he served as the CEO of Xinhua Finance Japan in 2006, Fate Corporation in 2008, and LCA Holdings., Ltd in 2009. Currently, Mr. Ishizuka serves as the Chief Executive Officer of OFF Line Co., Ltd., Photozou Co., Ltd., Photozou Holdings, Inc., Photozou Koukoku Co., Ltd., Off Line International, Inc. and OFF Line Japan Co., Ltd. He has held the position of CEO with OFF Line Co., Ltd. since 2013, Photozou Co., Ltd since 2016, Photozou Holdings, Inc since 2017, Photozou Koukoku Co., Ltd. since 2017, Zentrum Holdings, Inc. (formerly known as Off Line International, Inc.) since 2019 and OFF Line Japan Co., Ltd. since 2018. On November 18, 2020 he was appointed as Chief Financial Officer and Director, and on December 28, 2021 he was appointed Chief Executive Officer, of Next Meats Holdings, Inc.; he holds these positions to this date. Koichi Ishizuka also has an equity interest in Next Meats Holdings, Inc. Koichi Ishizuka is also Chief Financial Officer of Next Meats Co., Ltd., a Japanese alternative meat company. Since its inception on April 14, 2021, Koichi Ishizuka has served as CEO of WB Burgers Japan Co., Ltd., a Japanese Company. On May 7, 2021, Mr. Koichi Ishiukza was appointed as the Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director of Business Solutions Plus, Inc., which is now known as WB Burgers Asia, Inc. On July 23, 2021, Mr. Ishizuka was appointed as Chief Executive Officer, Chief Financial Officer, President, Treasurer and Director of Dr. Foods, Inc. (formerly known as Catapult Solutions, Inc.). On March 21, 2022, Mr. Ishizuka was appointed as the Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director of Perfect Solutions Group, Inc.

Name and Address of Beneficial Owner	Shares of Common Stock Beneficially Owned	Common Stock Voting Percentage Beneficially Owned	Voting Shares Preferred Stock Are Able to Vote	Preferred Stock Voting Percentage Beneficially Owned	Total Voting Percentage Beneficially Owned (1)
Executive Officers and Directors
Koichi Ishizuka ¹	101,363,636	4.891%	-	-	4.891%
5% or greater Shareholders (of any class)
White Knight Co., Ltd. ²	1,525,575,514	73.605%	-	-	73.605%
Total	1,626,939,150	77.39%	-	-	78.496%

As1 The ofrow ~~the~~above ~~date~~for ofKoichi ~~this filing,~~Ishizuka ~~there~~denotes ~~has~~shares ~~not~~held ~~been~~under ~~any~~his ~~material~~personal ~~plan,~~name ~~contract,~~and ordoes not ~~arrangement~~include ~~(whether~~those orshares ~~not~~held ~~written)~~indirectly tothrough ~~which~~White ~~our~~Knight ~~sole~~Co., ~~officer~~Ltd. ~~and~~Collectively, ~~director~~with ~~are~~ White aKnight ~~party~~Co., inLtd., ~~connection~~Koichi ~~with~~Ishizuka ~~their~~retains ~~appointments~~control atof WB1,626,939,150 ~~Burgers~~shares ~~Asia,~~of ~~Inc~~Common Stock.

~~Employees~~2 White Knight Co., Ltd., is owned entirely by our sole officer and director, Koichi Ishizuka.

AsBeneficial ownership ofhas ~~June~~been 2,determined ~~2023~~in accordance with Rule 13d-3 under the Exchange Act. Under this rule, certain shares may be deemed to ~~we,~~be WBbeneficially ~~Burgers~~owned ~~Asia~~by more than one person (if, ~~Inc.~~for example, ~~have no~~persons ~~employees~~share ~~outside~~the ofpower ~~our~~to ~~sole~~vote ~~officer~~or ~~and~~the ~~director,~~power ~~Koichi~~to ~~Ishizuka.~~dispose Weof the shares). doIn ~~not~~addition, ~~have~~shares are deemed to be beneficially owned by a person if the person has the right to acquire shares (for example, upon exercise of an ~~employment~~option or ~~consulting~~warrant) ~~agreement~~within ~~with~~60 ~~Mr.~~days ~~Ishizuka.~~of Mrthe date as of which the information is provided. ~~Ishizuka~~In ~~has~~computing ~~not~~the ~~received~~percentage ownership of any ~~monetary~~person, ~~compensation~~the byamount of shares is deemed to include the ~~Company and~~amount orof ~~its~~shares ~~subsidiaries~~beneficially ~~through~~owned ~~our~~by ~~most~~such ~~recent~~person ~~fiscal~~by ~~year~~reason ~~end~~of ~~July~~such 31acquisition rights. As a result, ~~2022~~the percentage of outstanding shares of any person as shown in the following table does not necessarily reflect the person’s actual voting power at any particular date.

~~Our wholly owned subsidiary,~~Item ~~WB Burgers Japan Co~~13., ~~Ltd.,~~Certain ~~aside~~Relationships ~~from~~and ~~its~~Related ~~three officers~~Transactions, ~~has a total of twenty seven employees, two of whom are full time~~ and ~~twenty five~~Director ~~of whom are part time, which are comprised primarily of staff members who operate our two restaurant locations~~Independence.

~~Director’s~~ ~~Term~~Compensation ~~of Office~~Expense

~~Our current Director~~During ~~holds office until~~ the ~~next~~period ~~annual~~ending ~~meeting~~July of31, ~~our~~2023, ~~stockholders~~the orCompany ~~until~~paid ~~his~~White ~~successor~~Knight ~~has~~Co., ~~been~~Ltd. ~~elected and qualified~~$917,895 orfor ~~until~~compensation ~~his~~expenses. White ~~death~~Knight Co., ~~resignation,~~ ~~or removal~~Ltd. is ~~Our~~owned ~~executive~~and ~~officers~~controlled ~~are appointed~~ by our ~~Board~~sole officer and ~~hold office until their death~~director, ~~resignation,~~Koichi ~~or removal from office~~Ishizuka.

~~Corporate~~Additional Paid-In ~~Governance~~Capital

~~The Company promotes~~During ~~accountability~~the ~~for~~period ~~adherence~~ended toJuly ~~honest and ethical conduct; endeavors to provide full~~31, ~~fair~~2022, ~~accurate,~~White ~~timely~~Knight ~~and~~forgave ~~understandable~~a ~~disclosure in~~loan ~~reports~~to ~~and documents that~~ the Company files with the Securities and Exchange Commission (the “SEC”) and in other public communications made by the Company; and strives to be compliant with applicable governmental laws, rules and regulations. The Company has not formally adopted a written code of ~~business~~approximately ~~conduct and ethics that governs the Company’s employees~~$2,317,272, ~~officers~~which ~~and Directors as the Company~~ is ~~not~~recorded ~~required~~as toadditional paid-in ~~do so~~capital.

~~In lieu of an Audit~~The ~~Committee, the~~ Company’s ~~Board~~sole ofofficer ~~Directors~~and director, ~~consisting solely of~~ Koichi Ishizuka, ispaid ~~responsible~~expenses ~~for~~on ~~reviewing~~behalf ~~and~~of ~~making recommendations concerning~~ the ~~selection~~Company oftotaling ~~outside auditors~~$55,030 ~~reviewing~~during the ~~scope,~~period ended ~~results~~July ~~and~~31, ~~effectiveness~~2022. ofThese ~~the~~payments ~~annual~~are ~~audit~~considered ofcontributions ~~the~~to ~~Company's financial statements and other services provided by~~ the ~~Company’s~~company ~~independent~~with ~~public~~no ~~accountants.~~expectation ~~Our~~of ~~sole~~repayment ~~officer~~ and ~~Director~~are ~~reviews~~posted ~~the~~as additional ~~Company's~~paid-in ~~internal accounting controls, practices, and policies~~capital.

~~Committees~~ Purchase of ~~the Board~~wholly owned subsidiary

~~Our~~On September 14, 2021, we entered into an “Acquisition Agreement” with related party White Knight Co., Ltd., a Japan Company, ~~currently~~whereas ~~does~~we ~~not~~issued ~~have~~500,000,000 ~~nominating~~shares of restricted common stock to White Knight Co., ~~compensation~~Ltd., orin ~~audit~~exchange ~~committees~~for or100% ~~committees~~of ~~performing~~the ~~similar~~equity ~~functions~~interests ~~nor~~of ~~does~~WB Burgers ~~our~~Japan ~~Company~~Co., ~~have~~Ltd., a ~~written nominating~~Japan Company. Pursuant to the agreement, ~~compensation~~on orOctober ~~audit~~1, ~~committee~~2021, ~~charter.~~White ~~Currently~~Knight Co., ~~our~~Ltd. ~~sole~~has ~~officer~~agreed to, and ~~Director~~has subsequently forgiven any outstanding loans with WB Burgers Japan Co., ~~Koichi~~Ltd. ~~Ishizuka~~as of October 1, is2021. ~~performing~~Following ~~the~~this ~~functions~~transaction, WB Burgers ofJapan ~~such~~Co., ~~committees~~Ltd. became our wholly owned subsidiary which we now operate through.

~~Audit~~In regards ~~Committee~~to the above transaction, the Company claims an exemption from registration afforded ~~Financial~~ by ~~Expert~~Section Regulation S of the Securities Act of 1933, as amended ("Regulation S") for the above sales/issuances of the stock since the sales/issuances of the stock were made to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

~~Our Board has determined~~Additional that we do not have a board member that qualifies as an “audit committee financial expert” as defined in Item 407(D)(5) of Regulation S-K, nor do we have a Board member that qualifies as “independent” as the term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as amended, and as defined by Rule 4200(a)(14) of the FINRA Rules.Information

WeDuring the ~~believe~~period ~~that~~ended ~~our~~July 31, 2023, and through the date of this Annual Report, December 29, 2023 we operated and continue to operate a ghost ~~sole~~kitchen, ~~Director~~called “Next Restaurant”, ~~Koichi~~in ~~Ishizuka~~partnership with Next Meats Holdings, isInc. ~~currently~~The ~~capable~~Company holds a licensing agreement with Next Meats pertaining to Next Restaurant operations, whereby the Company pays a 1% royalty fee to Next Meats based on revenue earned from the sale of ~~analyzing~~Next ~~and~~Meats’ ~~evaluating~~products. ~~our~~As ~~financial~~of ~~statements~~July ~~and~~31, ~~understanding~~2023, ~~internal~~the royalty liability owed to Next Meats was approximately $37. Next ~~controls~~Restaurant shares the same kitchen space as the Company’s Omotesando location situated at 6-19-20 No.15 Arai Bldg Jingumae Shibuya-Ku, Tokyo, Japan. This location serves as the Company’s flagship and ~~procedures~~sole ~~for~~physical ~~financial~~dine-in ~~reporting~~location. Products from Next Restaurant can be enjoyed either within the premises or taken out, as the ghost kitchen operates in conjunction with the Company’s flagship Wayback Burgers restaurant at the same location.

~~Involvement~~Koichi Ishizuka inis an executive officer and director of Next Meats Holdings, Inc., and through his direct and indirect ownership of Next Meats ~~Certain~~Holdings, ~~Legal~~Inc., ~~Proceedings~~he is deemed to be the controlling shareholder of Next Meats Holdings, Inc.

~~Our~~From time ~~sole~~to ~~officer~~time, ~~and director~~we ~~has~~purchase ~~not~~food ~~been~~products ~~involved~~that inwe ~~any~~offer ofthrough ~~the~~our ~~following~~menu ~~events~~items ~~during~~from ~~the~~Mama ~~past~~Foods Co., ~~ten~~Ltd., ~~years:~~a Japanese Company owned and controlled by our sole officer and director, Koichi Ishizuka.

1. bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; 2. any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); 3. being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his/her involvement in any type of business, securities or banking activities; or 4. being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated. 5. Such person was found by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated; 6. Such person was found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated; 7. Such person was the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:(i) Any Federal or State securities or commodities law or regulation; or(ii) Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-~~and-desist~~ 19 order, or removal or prohibition order; or(iii) Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 8. Such person was the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

~~Independence~~Table of ~~Directors~~Contents

~~We are not required~~Review, toApproval ~~have~~and ~~independent~~Ratification ~~members~~ of ~~our~~Related ~~Board~~Party ~~of Directors, and currently we do not have any independent Directors.~~Transactions

~~Code~~Given our small size and limited financial resources, we have not adopted formal policies and procedures for the review, approval or ratification of ~~Ethics~~transactions, such as those described above, with our executive officer, director and significant stockholders. We intend to establish formal policies and procedures in the future, once we have sufficient resources and have appointed additional directors, so that such transactions will be subject to the review, approval or ratification of our Board of Directors, or an appropriate committee thereof. On a moving forward basis, our sole officer and director, Koichi Ishizuka, will continue to approve any related party transaction.

~~We have not adopted~~Item ~~a formal Code of Ethics~~14. ~~The~~Principal ~~Board~~Accounting ofFees ~~Directors evaluated the business of the Company~~ and the number of employees and determined that since the business is operated by a small number of persons, general rules of fiduciary duty and federal and state criminal, business conduct and securities laws are adequate ethical guidelinesServices. ~~In the event our operations, employees and/or Directors expand in the future, we may take actions to adopt a formal Code of Ethics.~~

~~Shareholder~~Below is ~~Proposals~~the approximate aggregate amount of fees billed for professional services rendered by our principal accountants with respect to our last two fiscal year ends, each having ended July 31st.

Our Company does not have any defined policy or procedural requirements for shareholders to submit recommendations or nominations for Directors. The Board of Directors, which presently consists solely of Koichi Ishizuka, believes that, given the stage of our development, a specific nominating policy would be premature and of little assistance until our business operations develop to a more advanced level. Our Company does not currently have any specific or minimum criteria for the election of nominees to the Board of Directors and we do not have any specific process or procedure for evaluating such nominees. The Board of Directors will assess all candidates, whether submitted by management or shareholders, and make recommendations for election or appointment.

		2023	2022
Audit fees	BF Borgers CPA PC	$-	$21,600
Audit related fees	BF Borgers CPA PC	$-	-
Audit fees	M&K CPAS, PLLC	$76,000	$39,250
Audit related fees	M&K CPAS, PLLC	$-	-
Tax fees		-	-
All other fees		-	-

Total		$76,000	$60,850

AAudit fees ~~shareholder~~represent ~~who~~the ~~wishes to~~professional ~~communicate~~services ~~with~~rendered for the audit of our ~~Board~~annual financial statements and the review of ~~Directors~~our ~~may~~financial dostatements included soin quarterly reports, along with services normally provided by ~~directing~~the aaccounting ~~written~~firm ~~request~~in ~~addressed~~connection towith ~~our~~statutory ~~Chief~~and ~~Executive~~regulatory filings ~~Officer,~~or ~~Koichi~~engagements. These values are approximations. Audit-related fees represent professional services rendered for assurance and ~~Ishizuka,~~related atservices by the ~~address~~accounting ~~appearing~~firm onthat are reasonably related to the ~~first~~performance ~~page~~of the audit or review of ~~this~~our ~~Annual~~financial ~~Report~~statements that are not reported under audit fees. These are also approximations.

-Tax fees 16represent -professional services rendered by the accounting firm for tax compliance, tax advice, and tax planning. All other fees represent fees billed for products and services provided by the accounting firm, other than the services reported for in the other categories.

~~Table of~~- ~~Contents~~20 -

~~Item~~Table ~~11.~~of ~~Executive Compensation.~~Contents

~~Summary~~PART ~~Compensation Table:~~IV

Name and principal position	Year Ended July 31	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Koichi Ishizuka Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director	2022	0	0	0	0	0	0	0	0
	2021	0	0	0	0	0	0	0	0
Paul Moody, Former Sole Officer and Director	2022	0	0	0	0	0	0	0	0
	2021	0	0	0	0	0	0	0	0

Item 15. Exhibits, Financial Statement Schedules.

~~Note to above table: On May~~(a) ~~7, 2021, Mr. Paul Moody resigned as the Company’s Chief Executive Officer, Chief~~ Financial Officer, President, Secretary, Treasurer, and Director. On May 7, 2021, Mr. Koichi Ishizuka was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director.Statements

~~Compensation~~1. Financial statements for our company are listed in the index under Item 8 of ~~Directors~~this document.

~~The~~2. ~~table~~All ~~above~~financial ~~summarizes~~statement ~~all~~schedules ~~compensation~~are ofomitted ~~our~~because ~~directors~~they ~~through~~are ~~our~~not ~~most~~applicable, ~~recent~~not ~~fiscal~~material ~~year~~or ~~end~~the ~~July~~required ~~31,~~information ~~2022~~is already shown in the financial statements or notes.

~~Stock~~(b) ~~Option~~Exhibits ~~Grants~~required by Item 601 of Regulation S-K.

We have not granted any stock options to our executive officers since our incorporation.

Exhibit No.		Description
3.1		Restated Articles of Incorporation (1)

3.1 (i)		Certificate of Amendment (2)

3.1 (ii)		Certificate of Amendment (3)

3.1 (iii)		Amended and Restated Certificate of Incorporation (4)

3.1 (iv)		Certificate of Change (5)

3.2		By-laws (6)

10.1		Master Franchise Agreement (7)

31		Certification of the Company’s Principal Executive and Prinipal Financial Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (8)

32		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (8)

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 and contained in Exhibits 101)

~~Employment Agreements~~_________________

We do not have an employment or consulting agreement with our sole officer and director.

(1)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on March 4, 2021, and incorporated herein by this reference.
(2)	Filed as an exhibit to the Company’s Form 8-K, as filed with the SEC on June 22, 2021, and incorporated herein by this reference.
(3)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on July 8, 2021, and incorporated herein by this reference.
(4)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on August 21, 2023, and incorporated herein by this reference.
(5)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on December 7, 2023, and incorporated herein by this reference.
(6)	Filed as an exhibit to the Company's Form 10-12G, as filed with the SEC on December 28, 2020, and incorporated herein by this reference.
(7)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on September 16, 2021, and incorporated herein by this reference.
(8)	Filed herewith.

~~- 17 -~~SIGNATURES

~~Table~~Pursuant to 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 ~~Contents~~ on its behalf by the undersigned, thereunto duly authorized.

~~Item~~WB ~~12.~~Burgers ~~Security~~Asia, ~~Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters~~Inc.

As of June 2, 2023, the Company has 1,070,718,679 shares of common stock and 1,000,000 shares of Series A Preferred Stock issued and outstanding. which number of issued and outstanding shares of common stock and preferred stock have been used throughout this report. Every one share of Series A Preferred Stock has voting rights equal to 1,000 shares of Common Stock.(Registrant)

Name and Address of Beneficial Owner	Shares of Common Stock Beneficially Owned	Common Stock Voting Percentage Beneficially Owned	Voting Shares Preferred Stock Are Able to Vote	Preferred Stock Voting Percentage Beneficially Owned	Total Voting Percentage Beneficially Owned (1)
Executive Officers and Directors
Koichi Ishizuka 1	101,363,636	9.47%	0	0.0%	4.90%
5% or greater Shareholders (of any class)
White Knight Co., Ltd. 2	525,575,514	49.08%	1,000,000	100.0%	73.67%
Kiyoshi Noda	100,909,091	9.42%	0	0%	4.87%
Yuma Muranushi	100,909,091	9.42%	0	0%	4.87%
Total	828,757,332	77.39%	1,000,000	100%	88.31%

By: /s/ Koichi Ishizuka

~~1 The row above for~~ Koichi ~~Ishizuka denotes shares held under his personal name and does~~ ~~not include those shares held indirectly through White Knight Co., Ltd. Collectively, with White Knight Co., Ltd., Koichi~~ Ishizuka ~~retains control of 626~~,~~939,150~~ ~~shares~~Chief ofExecutive ~~Common Stock and 1,000,000 shares of Series A Preferred Stock.~~Officer

2Dated: ~~White~~December ~~Knight Co.~~29, ~~Ltd., is owned entirely by our sole officer and director, Koichi Ishizuka.~~2023

~~Beneficial~~By: /s/ ~~ownership~~Koichi has been determined in accordance with Rule 13d-3 under the Exchange Act. Under this rule, certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire shares (for example, upon exercise of an option or warrant) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares is deemed to include the amount of shares beneficially owned by such person by reason of such acquisition rights. As a result, the percentage of outstanding shares of any person as shown in the following table does not necessarily reflect the person’s actual voting power at any particular date.Ishizuka

~~Item~~Koichi ~~13. Certain Relationships and Related Transactions~~Ishizuka, ~~and~~Chief ~~Director~~Financial ~~Independence.~~Officer

~~Additional~~Dated: ~~Paid-In~~December ~~Capital~~29, 2023

~~During~~In accordance with the ~~period ended~~Exchange ~~July 31~~Act, ~~2022,~~this ~~White~~report ~~Knight~~has ~~Co.,~~been ~~Ltd.~~signed ~~forgave~~below aby ~~loan to~~ the ~~Company~~following ofpersons ~~approximately~~on ~~$2,317,272,~~behalf ~~which~~of isthe ~~recorded~~registrant asand ~~additional paid-~~in ~~capital.~~the ~~White Knight Co., Ltd., is owned entirely by our sole officer~~capacities and ~~director,~~on ~~Koichi~~the ~~Ishizuka.~~dates ~~White Knight Co~~indicated.~~, Ltd. is our largest controlling shareholder.~~

~~The Company’~~By: /s/ ~~sole officer and director,~~ Koichi Ishizuka, paid expenses on behalf of the Company totaling $55,030 during the period ended July 31, 2022. These payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.

~~The Company’s sole officer and director,~~ Koichi Ishizuka, ~~paid~~Chief ~~expenses~~Executive ~~on behalf of the Company totaling $6,400 during the period ended July 31, 2021.~~Officer

~~The Company’s~~Dated: ~~former~~December ~~sole officer and director~~29, Paul Moody, paid expenses on behalf of the company totaling $4,013 during the period ended July 31, 2021. Former related party, Jeffrey DeNunzio, paid expenses on behalf of the company totaling $6,500 during the period ended July 31, 2021.2023

~~The $16,913~~By: in/s/ ~~total~~Koichi ~~payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.~~Ishizuka

~~Purchase~~Koichi Ishizuka, ofChief ~~wholly~~Financial ~~owned subsidiary~~Officer

OnDated: ~~September~~December 1429, 2021, we entered into an “Acquisition Agreement” with related party White Knight Co., Ltd., a Japan Company, whereas we issued 500,000,000 shares of restricted common stock to White Knight Co., Ltd., in exchange for 100% of the equity interests of WB Burgers Japan Co., Ltd., a Japan Company. Pursuant to the agreement, on October 1, 2021, White Knight Co., Ltd. has agreed to, and has subsequently forgiven any outstanding loans with WB Burgers Japan Co., Ltd. as of October 1, 2021. Following this transaction, WB Burgers Japan Co., Ltd. became our wholly owned subsidiary which we now operate through (see Note 13 Common stock). 2023

~~Additional~~- 21 ~~Information~~-

From time to time, we purchase food products that we offer through our menu items from Next Meats Co., Ltd., a wholly owned subsidiary of Next Meats Holdings, Inc. Koichi Ishizuka is an executive officer and director of Next Meats Holdings, Inc., and through his direct and indirect ownership of Next Meats Holdings, Inc., he is deemed to be the controlling shareholder of Next Meats Holdings, Inc.

- 18 -

Table of Contents

In regards to the above transaction, the Company claims an exemption from registration afforded by Section Regulation S of the Securities Act of 1933, as amended ("Regulation S") for the above sales/issuances of the stock since the sales/issuances of the stock were made to non-U.S. persons (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

As of July 31, 2022, on a need be basis, we utilized office space of management at no cost.

Review, Approval and Ratification of Related Party Transactions

Given our small size and limited financial resources, we have not adopted formal policies and procedures for the review, approval or ratification of transactions, such as those described above, with our executive officer, director and significant stockholders. We intend to establish formal policies and procedures in the future, once we have sufficient resources and have appointed additional directors, so that such transactions will be subject to the review, approval or ratification of our Board of Directors, or an appropriate committee thereof. On a moving forward basis, our director will continue to approve any related party transaction.

Item 14. Principal Accounting Fees and Services.

Below is the approximate aggregate amount of fees billed for professional services rendered by our principal accountants with respect to our last two fiscal year ends, each having ended July 31st.

		2022	2021
Audit fees	BF Borgers CPA PC	-	$23,000
Audit related fees	BF Borgers CPA PC	$21,600	$4,500
Audit fees	M&K CPAS, PLLC$	$29,250	$29,250
Audit related fees	M&K CPAS, PLLC	$10,000	-
Tax fees		-	-
All other fees		-	-
Total		$60,850	$56,750

Audit fees represent the professional services rendered for the audit of our annual financial statements and the review of our financial statements included in quarterly reports, along with services normally provided by the accounting firm in connection with statutory and regulatory filings or engagements. These values are approximations. Audit-related fees represent professional services rendered for assurance and related services by the accounting firm that are reasonably related to the performance of the audit or review of our financial statements that are not reported under audit fees. These are also approximations.

Tax fees represent professional services rendered by the accounting firm for tax compliance, tax advice, and tax planning. All other fees represent fees billed for products and services provided by the accounting firm, other than the services reported for in the other categories.

- 19 -

Table of Contents

PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a) Financial Statements

1. Financial statements for our company are listed in the index under Item 8 of this document

2. All financial statement schedules are omitted because they are not applicable, not material or the required information is already shown in the financial statements or notes.

(b) Exhibits required by Item 601 of Regulation S-K.

Exhibit No.		Description
3.1		Restated Articles of Incorporation (1)
3.1 (i)		Certificate of Amendment (2)
3.1 (ii)		Certificate of Amendment (3)
3.2		By-laws (4)
31		Certification of the Company’s Principal Executive and Prinipal Financial Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (5)
32		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (5)
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 and contained in Exhibits 101)

_________________

(1)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on March 4, 2021, and incorporated herein by this reference.
(2)	Filed as an exhibit to the Company’s Form 8-K, as filed with the SEC on June 22, 2021, and incorporated herein by this reference.
(3)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on July 8, 2021, and incorporated herein by this reference.
(4)	Filed as an exhibit to the Company's Form 10-12G, as filed with the SEC on December 28, 2020, and incorporated herein by this reference.
(5)	Filed herewith.

SIGNATURES

Pursuant to 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.

WB Burgers Asia, Inc.

(Registrant)

By: /s/ Koichi Ishizuka

Koichi Ishizuka, Chief Executive Officer

Dated: June 2, 2023

By: /s/ Koichi Ishizuka

Koichi Ishizuka, Chief Financial Officer

Dated: June 2, 2023

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ Koichi Ishizuka

Koichi Ishizuka, Chief Executive Officer

Dated: June 2, 2023

By: /s/ Koichi Ishizuka

Koichi Ishizuka, Chief Financial Officer

Dated: June 2, 2023

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Filing Compare · WB Burgers Asia, Inc.