What changed in this filing

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Item 9A. Controls and Procedures

2025-12-30 compared with 2025-03-21 · 518 added, 603 removed, 776 unchanged (59% of the section changed)

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Based upon that evaluation, our chief executive officer

and chief financial officer concluded that, as of September 30, 2024, our disclosure controls and procedures were not effective, (1) to

ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed,

summarized and reported, within the time periods specified in the SEC's rules and forms and (2) to ensure that information required to

be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to us, including our Chief

Executive and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

and chief financial officer concluded that, as of September 30, 2025, our disclosure controls and procedures were effective, (1) to ensure

that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized

and reported, within the time periods specified in the SEC's rules and forms and (2) to ensure that information required to be disclosed

by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to us, including our Chief Executive

and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

The term disclosure controls and procedures means controls and other

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constraints, and the benefits of controls must be considered relative to their costs.

Because we are a small company with a limited number of employees, there

is an inherent issue of segregation of duties as experienced by all small companies.

Our independent outside financial consultant assists

us with our bookkeeping and reporting requirements and is segregated from our operations and management.

Because we are a small company with a limited number of employees,

there is an inherent issue of segregation of duties as experienced by all small companies.

Our independent outside financial consultant

assists us with our bookkeeping and reporting requirements and is segregated from our operations and management.

Because of inherent limitations in all control systems, internal control

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Also, projections of any evaluation of effectiveness

to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of

compliance with the policies or procedures may deteriorate.

to future periods are subject to therisk that controls may become inadequate because of changes in conditions, or that the degree of compliance

with the policies or procedures may deteriorate.

Management's Annual Report on Internal Control over Financial Reporting.

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statements for external purposes in accordance with accounting principles generally accepted in the United States.

The term internal control over financial reporting is defined as a process

designed by, or under the supervision of, the issuer’s principal executive and principal financial officers, or persons performing similar

functions, and effected by the issuer’s board of directors, management and other personnel, to provide reasonable assurance regarding

The term internal control over financial reporting is defined as a

process designed by, or under the supervision of, the issuer's principal executive and principal financial officers, or persons performing

similar functions, and effected by the issuer's board of directors, management and other personnel, to provide reasonable assurance regarding

the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally

accepted accounting principles and includes those policies and procedures that:

● Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions

of our assets;

● Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance

with generally accepted accounting principles, and that receipts and expenditures of the issuer are being made only in accordance with

authorizations of management and directors of the issuer;

● Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer’s

assets that could have a material effect on the financial statements.

Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statementsin accordance with generally accepted accounting principles, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer;

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer's assets that could have a material effect on the financial statements.

Our management assessed the effectiveness of our internal control over

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Management concluded that our

internal control over financial reporting was not effective as of September 30, 2024.

Material weakness identified:

The Company recognizes that due to its limited number of personnel, there are inherent challenges in achieving complete segregation of duties within the financial reporting process.

Management continues to evaluate opportunities to enhance internal controls to mitigate these challenges.

The Company's internal control processes did not identify certain journal entries, which were subsequently brought to management’s attention by the external auditor.

All proposed adjustments were recorded.

Management is reviewing its processes to strengthen controls and ensure greater accuracy moving forward.

The Company acknowledges that its accounting team would benefit from additional technical expertise with respect to certain US GAAP matters.

Management is exploring options to address these technical requirements, including external support..

Plan for Remediation of Material Weaknesses

We intend to take appropriate and reasonable steps to make the necessary

improvements to remediate this deficiency as resources to do so become available.

We intend to consider the results of our remediation

efforts and related testing as part of our year-end 2024 assessment of the effectiveness of our internal control over financial reporting

by improving our segregation of duties and level of supervision.

internal control over financial reporting was effective as of September 30, 2025.

Changes in Internal Control Over Financial Reporting.

There have been no changes in the registrant’s internal control over financial

reporting through the date of this report or during the quarter ended September 30, 2024, that materially affected, or is reasonably likely

to materially affect, the registrant’s internal control over financial reporting.

There have been no changes in the registrant's internal control over

financial reporting through the date of this report or during the quarter ended September 30, 2025, that materially affected, or is reasonably

likely to materially affect, the registrant's internal control over financial reporting.

Remediation of Material Weakness in Internal Control over Financial

Management believes that significant progress has been made in enhancing

internal controls as of September 30, 2025 and has concluded that the enhanced controls are operating effectively.

The material weakness

described in Part II, Item 9A, “Controls and Procedures” in our Annual Report on Form 10-K for the year ended September

30, 2024 has been fully remediated.

Independent Registered Accountant's Internal Control Attestation.

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Directors, Executive Officers and Corporate Governance.

The following table sets forth information concerning the directors and

executive officers of Cleartronic as of the date of this report:

The following table sets forth information concerning the directors

and executive officers of Cleartronic as of the date of this report:

Director Since

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President, Chief Financial Officer, Secretary and Director

The members of our board of directors are subject to change from time to

time by the vote of the stockholders at special or annual meetings to elect directors.

The members of our board of directors are subject to change from time

to time by the vote of the stockholders at special or annual meetings to elect directors.

Our current board of directors consists of three

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who would be able to assist in the execution of our business plan.

The foregoing notwithstanding, except as otherwise provided in any resolution

or resolutions of the board, directors who are elected at an annual meeting of stockholders, and directors elected in the interim to fill

vacancies and newly created directorships, will hold office for the term for which elected and until their successors are elected and

qualified or until their earlier death, resignation or removal.

Whenever the holders of any class or classes of stock or any series thereof

are entitled to elect one or more directors pursuant to any resolution or resolutions of the board, vacancies and newly created directorships

of such class or classes or series thereof may generally be filled by a majority of the directors elected by such class or classes or

series then in office, by a sole remaining director so elected or by the unanimous written consent or the affirmative vote of a majority

of the outstanding shares of such class or classes or series entitled to elect such director or directors.

Officers are elected annually

by the directors.

The foregoing notwithstanding, except as otherwise provided in any

resolution or resolutions of the board, directors who are elected at an annual meeting of stockholders, and directors elected in the interim

to fill vacancies and newly created directorships, will hold office for the term for which elected and until their successors are elected

and qualified or until their earlier death, resignation or removal.

Whenever the holders of any class or classes of stock or any series

thereof are entitled to elect one or more directors pursuant to any resolution or resolutions of the board, vacancies and newly created

directorships of such class or classes or series thereof may generally be filled by a majority of the directors elected by such class

or classes or series then in office, by a sole remaining director so elected or by the unanimous written consent or the affirmative vote

of a majority of the outstanding shares of such class or classes or series entitled to elect such director or directors.

elected annually by the directors.

There are no family relationships among our directors and officers.

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SMARTank grew substantially and the technology was later sold to a public company in 2011.

Moore is currently Chief Executive Officer and a Director of

Cleartronic, Inc.

Moore is currently Chief Executive Officer and a Director

of Cleartronic, Inc.

He was founder and CEO of Collabria, LLC, a private software development company.

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2008, Moore for 13 years was CEO of DTNet Group and for seven years served as CEO of Payroll Transfers, Inc.

He also was an assistant vice president

with both Kidder Peabody and Merrill Lynch.

Moore is an honors graduate of the United States Air Force Academy and served as an Air

Force fighter pilot for eight years, flying F-4 and F-16 fighter aircraft.

He is also one of six entrepreneurs profiled in the book Daring

Visionaries, How Entrepreneurs Build Companies, Inspire Allegiance, and Create Wealth.

He also was an assistant

vice president with both Kidder Peabody and Merrill Lynch.

Moore is an honors graduate of the United States Air Force Academy and

served as an Air Force fighter pilot for eight years, flying F-4 and F-16 fighter aircraft.

He is also one of six entrepreneurs profiled

in the book Daring Visionaries, How Entrepreneurs Build Companies, Inspire Allegiance, and Create Wealth.

Larry Reid is the founder of Cleartronic and a co-founder of VoiceInterop.

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Committees of the Board

We do not currently have an Audit, Executive, Finance, Compensation, or

Nominating Committee, or any other committee of the Board of Directors.

We do not currently have an Audit, Executive, Finance, Compensation,

or Nominating Committee, or any other committee of the Board of Directors.

Section 16(a) Beneficial Ownership Reporting Compliance

Under Section 16(a) of the Exchange Act, our directors and certain of our

officers, and persons holding more than 10 percent of our common stock are required to file forms reporting their beneficial ownership

Under Section 16(a) of the Exchange Act, our directors and certain

of our officers, and persons holding more than 10 percent of our common stock are required to file forms reporting their beneficial ownership

of our common stock and subsequent changes in that ownership with the United States Securities and Exchange Commission.

Such persons are

also required to furnish Cleartronic with copies of all forms so filed.

are also required to furnish Cleartronic with copies of all forms so filed.

Based solely upon a review of copies of such forms filed on Forms 3,

and 5, and amendments thereto furnished to us, we believe that as of the date of this report, our executive officers, directors and greater

than 10 percent beneficial owners have not complied on a timely basis with all Section 16(a) filing requirements.

4, and 5, and amendments thereto furnished to us, we believe that as of the date of this report, our executive officers, directors and

greater than 10 percent beneficial owners have not complied on a timely basis with all Section 16(a) filing requirements.

Communication with Directors

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deal with functions of the board or committees thereof or that he otherwise determines requires their attention.

Directors may at any

time review a log of all correspondence received by us that are addressed to members of the board and request copies of such correspondence.

Directors may at

any time review a log of all correspondence received by us that are addressed to members of the board and request copies of such correspondence.

Conflicts of Interest

With respect to transactions involving real or apparent conflicts of interest,

we have not adopted any written policies and procedures.

Code of Ethics for Senior Executive Officers and Senior Financial Officers

We have not adopted a Code of Ethics for Senior Executive Officers and

Senior Financial Officers.

With respect to transactions involving real or apparent conflicts of

interest, we have not adopted any written policies and procedures.

Code of Ethics for Senior Executive Officers and Senior Financial

We have not adopted a Code of Ethics for Senior Executive Officers

and Senior Financial Officers.

Executive Compensation.

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The Company executed an Employment Agreement with Mr.

on November 28, 2016.

Moore on November 28, 2016.

Under the Agreement, Mr.

Moore agreed that he shall carry out the strategic plans and policies as established by

our business plan.

Moore agreed that he shall carry out the strategic plans and policies as established

by our business plan.

Moore will advise us from time to time on organization, hiring, mergers, and execution of our business plan.

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Moore written notice at least

days prior to the Termination Date, the Agreement shall automatically renew and continue in effect for additional one-year periods (and

all provisions of this anniversary from such original Termination Date shall thereafter be designated as the “Termination Date”

30 days prior to the Termination Date, the Agreement shall automatically renew and continue in effect for additional one-year periods

(and all provisions of this anniversary from such original Termination Date shall thereafter be designated as the "Termination Date"

for all purposes under the Agreement, provided, however, that we may, at our election at any time after the expiration of the initial

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Reid written notice at least

days prior to the Termination Date, the Agreement shall automatically renew and continue in effect for additional one-year periods (and

all provisions of this anniversary from such original Termination Date shall thereafter be designated as the “Termination Date”

30 days prior to the Termination Date, the Agreement shall automatically renew and continue in effect for additional one-year periods

(and all provisions of this anniversary from such original Termination Date shall thereafter be designated as the "Termination Date"

for all purposes under the Agreement, provided, however, that we may, at our election at any time after the expiration of the initial

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Summary Compensation Table

The following table sets forth, for our named executive officers for the

two completed fiscal years ended September 30, 2024, and 2023:

The following table sets forth, for our named executive officers for

the two completed fiscal years ended September 30, 2025, and 2024:

Principal Position

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Moore is our CEO and a director.

(3) The amount reported under “All Other Compensation” for

the fiscal year ended September 30, 2024, includes $1,974 of 401(k) contributions paid on behalf of Mr.

Moore for the fiscal year ended

(3) The amount reported under “All Other Compensation”

for the fiscal year ended September 30, 2024, includes $1,974 of 401(k) contributions paid on behalf of Mr.

Moore for the fiscal year

(4) The amount reported under “All Other Compensation”

for the fiscal year ended September 30, 2025, includes $12,600 of 401(k) contributions paid on behalf of Mr.

Moore for the fiscal year

Outstanding Equity Awards at Fiscal Year-End

Our Executive Officers have not received any equity awards for the years

ended September 30, 2024 and 2022.

Our Executive Officers have not received any equity awards for the

years ended September 30, 2025 and 2024.

Director Compensation

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All directors and officers as a group.

Shares of Common Stock Beneficially Owned (2)

Shares of Preferred Stock Beneficially Owned (2)

Shares of Common Stock

Beneficially Owned (2)

Shares of Preferred Stock

Beneficially Owned (2)

Name of Beneficial Owner (1)

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above has the sole voting and investment power with respect to our shares of common stock or preferred stock which he beneficially owns.

(2) Beneficial ownership is determined in accordance with the rules of

the Securities and Exchange Commission.

As of the date of this report, we have 5,000,000,000 authorized shares of common stock, par value

$0.00001 per share, of which 228,578,995 shares were issued and outstanding.

As of the date of this report, we have 71,250,010 authorized

and designated shares of preferred stock, par value $0.00001 per share, of which 7,525,403 shares were issued and outstanding.

owns 511,525 shares of Series C Preferred stock.

(2) Beneficial ownership is determined in accordance with the rules

of the Securities and Exchange Commission.

As of the date of this report, we have 5,000,000,000 authorized shares of common stock,

par value $0.00001 per share, of which 229,238,517 shares were issued and outstanding.

As of the date of this report, we have 71,250,010

authorized and designated shares of preferred stock, par value $0.00001 per share, of which 7,317,403 shares were issued and outstanding.

Reid owns 511,525 shares of Series C Preferred stock.

See below for a description of our preferred stock and voting rights.

512,996 shares of our Series A Preferred stock and 1,070,000 shares of our Series C Preferred stock.

Martin owns 512,996 shares of our Series A Preferred stock and 1,070,000 shares of our Series C Preferred stock.

Reid is our president, chief financial officer, principal accounting

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Preferred Stock

As of the date of this report, we have 200,000,000 authorized shares of

preferred stock, par value $0.00001 per share, of which 7,317,403 shares were issued and outstanding.

There are currently 5 series of

preferred stock designated as follows:

As of the date of this report, we have 200,000,000 authorized shares

of preferred stock, par value $0.00001 per share, of which 7,317,403 shares were issued and outstanding.

There are currently 5 series

of preferred stock designated as follows:

1,250,000 shares have been designated as Series A Preferred Stock, 512,996 of which are issued and outstanding;

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10,000,000 shares have been designated Series E Preferred stock, of which 3,000,000 are issued and outstanding.

Pursuant to our Articles of Incorporation establishing our preferred stock:

● A holder of shares of the Series A Preferred Stock is entitled to the number of votes equal to the number of shares of the Series

A Preferred Stock held by such holder multiplied by one on all matters submitted to a vote of our stockholders.

Each one share of our

Series A Preferred Stock shall be convertible into 100 shares of our common stock.

Each holder of Series A Preferred Stock is entitled

to receive cumulative dividends at the rate of 8% of $1.00 per annum on each outstanding share of Series A Preferred Stock then held by

such holder, on a pro rata basis.

Pursuant to our Articles of Incorporation establishing our preferred

A holder of shares of the Series A Preferred Stock is entitled to the number of votes equal to the number of shares of the Series A Preferred Stock held by such holder multiplied by one on all matters submitted to a vote of our stockholders.

Each one share of our Series A Preferred Stock shall be convertible into 100 shares of our common stock.

Each holder of Series A Preferred Stock is entitled to receive cumulative dividends at the rate of 8% of $1.00 per annum on each outstanding share of Series A Preferred Stock then held by such holder, on a pro rata basis.

A holder of shares of the Series B Preferred Stock is entitled one vote per share on all matters submitted to a vote of our stockholders.

If at least one share of Series B Preferred Stock is issued and outstanding, then the total aggregate issued shares of Series B Preferred

Stock at any given time, regardless of their number, shall have voting rights equal to two times the sum of the total number of shares

of our common stock which are issued and outstanding at the time of voting, plus the total number of shares of any shares of our preferred

stock which are issued and outstanding at the time of voting.

A holder of shares of the Series B Preferred Stock shall have no conversion

rights or rights to dividends.

● A holder of shares of the Series C Preferred Stock is entitled, to the number of votes equal to the number of shares of the Series

C Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders

of our Series C Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole

If at least one share of Series B Preferred Stock is issued and outstanding, then the total aggregate issued shares of Series B Preferred Stock at any given time, regardless of their number, shall have voting rights equal to two times the sum of the total number of shares of our common stock which are issued and outstanding at the time of voting, plus the total number of shares of any shares of our preferred stock which are issued and outstanding at the time of voting.

A holder of shares of the Series B Preferred Stock shall have no conversion rights or rights to dividends.

A holder of shares of the Series C Preferred Stock is entitled, to the number of votes equal to the number of shares of the Series C Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders of our Series C Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole discretion.

No dividends have been declared.

Finally, each one share of our Series C Preferred Stock shall be convertible into five shares

of our common stock.

● A holder of shares of the Series D Preferred Stock is entitled, to the number of votes equal to the number of shares of the Series

D Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders

of our Series D Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole

Finally, each one share of our Series C Preferred Stock shall be convertible into five shares of our common stock.

A holder of shares of the Series D Preferred Stock is entitled, to the number of votes equal to the number of shares of the Series D Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders of our Series D Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole discretion.

No dividends have been declared.

Finally, each one share of our Series D Preferred Stock shall be convertible into five shares

of our common stock.

● A holder of shares of the Series E Preferred Stock is entitled, to the number of votes equal to the number of shares of the Series

E Preferred Stock held by such holder multiplied by 100 on all matters submitted to a vote of our stockholders.

In addition, the holders

of our Series E Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole

Finally, each one share of our Series D Preferred Stock shall be convertible into five shares of our common stock.

A holder of shares of the Series E Preferred Stock is entitled, to the number of votes equal to the number of shares of the Series E Preferred Stock held by such holder multiplied by 100 on all matters submitted to a vote of our stockholders.

In addition, the holders of our Series E Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole discretion.

No dividends have been declared.

Finally, each one share of our Series E Preferred Stock shall be convertible into 100 shares

of our common stock.

Finally, each one share of our Series E Preferred Stock shall be convertible into 100 shares of our common stock.

Certain Relationships and Related Transactions and Director

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Change in Audit Firms

On February 16 , 2024, Assurance resigned as the independent auditors of

Cleartronic, Inc., a company incorporated under the laws of the State of Florida (the “Company”).

On February 16 , 2024, Assurance resigned as the independent auditors

of Cleartronic, Inc., a company incorporated under the laws of the State of Florida (the "Company").

The Company’s Board

of Directors accepted Assurance’s resignation on February 16, 2024.

The reports of Assurance on the financial statements of the Company as

of and for the fiscal year ended September 30, 2024 did not contain any adverse opinion or disclaimer of opinion and were not qualified

The reports of Assurance on the financial statements of the Company

as of and for the fiscal year ended September 30, 2024 did not contain any adverse opinion or disclaimer of opinion and were not qualified

or modified as to uncertainty, audit scope or accounting principles.

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A copy of such letter furnished by Assurance is filed as Exhibit 16.1 to the form 8-K filed by the Company.

On February 19, 2024 the Board of Directors of the Company approved the

engagement of M&KCPAS, LLC (“M&K”) as the Company’s independent registered public accounting firm for the audit

of the Company’s annual report on Form 10-K for the year ended September 30, 2024.

The aggregate fees billed by Assurance Dimensions for professional services

On February 19, 2024 the Board of Directors of the Company approved

the engagement of M&KCPAS, LLC (“M&K”) as the Company’s independent registered public accounting firm for the

audit of the Company’s annual report on Form 10-K for the year ended September 30, 2024.

The aggregate fees billed by Assurance Dimensions for professional

services rendered for the audit and review of our financial statements for the fiscal year ended September 30, 2024, was $38,000.

The aggregate fees billed by Assurance Dimensions for professional

services rendered for the audit and review of our financial statements for the fiscal year ended September 30, 2025, was $5,665.

The aggregate fees billed by M&K CPAs, for professional services

rendered for the audit and review of our financial statements for the fiscal year ended September 30, 2024, was $45,300.

The aggregate fees billed by Assurance Dimensions for professional services

The aggregate fees billed by M&K CPAs, for professional services

rendered for the audit and review of our financial statements for the fiscal year ended September 30, 2025, was $61,500.

The aggregate fees billed by M&K CPAs, for professional services rendered

for the audit and review of our financial statements for the fiscal year ended September 30, 2024, was $45,300.

Audit Related Fees

The aggregate tax fees billed by Webb CPA, P.A.

professional services rendered

for tax services for the fiscal year ended September 30, 2024 and 2023 was $1,500 and $1,500, respectively.

professional services

rendered for tax services for the fiscal year ended September 30, 2025 and 2024 was $1,600 and $1,500, respectively.

All Other Fees

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Audit-Related Fees, and Tax Fees.

There were no other fees billed by Assurance for professional services

rendered during the fiscal years ended September 30, 2024 and 2023, other than as stated under the captions Audit Fees, Audit-Related

Fees, and Tax Fees.

Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services

of Independent Auditors

Audit Committee Pre-Approval of Audit and Permissible Non-Audit

Services of Independent Auditors

Given the small size of our Board, our Board acts as our Audit Committee.

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(a) All financial statements are included in Item 8 of this report.

(b) All financial statement schedules required to be filed by Item 8 of

this report and the exhibits contained in this report are included in Item 8 of this report.

(b) All financial statement schedules required to be filed by Item

8 of this report and the exhibits contained in this report are included in Item 8 of this report.

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** Previously filed.

In accordance with Section 13 or 15(d) of the Securities Exchange Act of

1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

+ To be filed as amendment to FORM 10K.

In accordance with Section 13 or 15(d) of the Securities Exchange Act

of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CLEARTRONIC, INC.

March 21, 2025

By /s/ Michael M.

December 30, 2025

/s/ Michael M.

Moore, Chief Executive Officer

By /s/ Larry M.

Reid, Chief Financial Officer and

Principal Accounting Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, as

amended, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

March 21, 2025

By /s/ Michael M.

Pursuant to the requirements of the Securities Exchange Act of 1934,

as amended, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

December 30, 2025

/s/ Michael M.

Moore, Chief Executive Officer

By /s/ Larry M.

Reid, Chief Financial Officer and

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To the Board of Directors and Stockholders of Cleartronic, Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of Cleartronic,

(the Company) as of September 30, 2024, and the related consolidated statements of operations, stockholders’ equity (deficit),

and cash flows for the year ended September 30, 2024 and the related notes (collectively referred to as the financial statements).

our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September

30, 2024, and the results of its operations and its cash flows for the year ended September 30, 2024, in conformity with accounting principles

generally accepted in the United States of America.

The consolidated financial statements of Cleartronic, Inc.

as of September 30, 2023

were audited by other auditors whose report dated December 21, 2023 expressed an unqualified opinion on those statements.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Cleartronic,

(the Company) as of September 30, 2025 and 2024, and the related consolidated statements of operations, stockholders’ equity

(deficit), and cash flows for each of the years in the two-year period ended September 30, 2025 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 September 30, 2025 and 2024, and the results of its operations and its cash flows for each of the years

in the two-year period ended September 30, 2025, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s

Our responsibility is to express an opinion on the Company’s financial statements based on our audit.

Our responsibility is to express an opinion on the Company’s financial statements based on our audits.

We are a public

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and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are

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 financial statements are

free of material misstatement, whether due to error or fraud.

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audit of its internal control over financial reporting.

As part of our audit, we are required to obtain an understanding of internal

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

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Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material

Our audits included performing procedures to assess the risks of material

misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall

presentation of the financial statements.

We believe that our audit provides a reasonable basis for our opinion.

Such procedures

included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included

evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation

of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from

the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,

subjective, or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the financial

statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical

audit matter or on the accounts or disclosures to which it relates.

Intangibles and Other Assets

As discussed in Note 2 to the consolidated financial statements, the

Company capitalizes intangible assets related to software improvements for the FedRamp system qualification and for an asset acquisition

of a customer list.

Auditing management’s evaluation of the value and impairment

consideration of these intangible assets can be a significant judgement given the fact that the Company uses managements estimates on

future revenues, which are difficult to substantiate.

To evaluate the appropriateness of management’s forecasts, we

evaluated the key factors and assumptions used by management as well as the historical trends in revenue and customer trends in determining

that they are reasonable in relation to the financial statements taken as a whole.

the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective,

or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken

as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter

or on the accounts or disclosures to which it relates.

Revenue Transactions and Improper Revenue Recognition

Auditing the Company’s revenue recognition required significant

judgment in applying ASC 606.

Specifically, auditing management’s evaluation of customer agreements involved assessing the identification

and allocation of standalone transaction prices to performance obligations under ASC 606.

As such, Revenue Transactions and Improper Revenue Recognition was

identified as a Critical Audit Matter.

This was due to the high volume of transactions, and the risk of improper cut-off.

auditing revenue required significant auditor judgment, particularly in evaluating the completeness, existence, and accuracy of reported

Improper revenue recognition could materially misstate the financial

statements and key financial indicators, especially given the Company’s growth initiatives, which may create pressure to meet revenue

To address these risks, we reviewed and assessed customer agreements

and management’s evaluation of key terms and related disclosures.

We also performed substantive audit procedures to test the appropriateness,

accuracy, and completeness of recorded revenue transactions.

/s/ M&K CPAS, PLLC

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The Woodlands, TX

March 21, 2025

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING

FIRM (PCAOB ID 5036)

To the Board of Directors and Stockholders of Cleartronic, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet of Cleartronic,

(the Company) as of September 30, 2023, and the related consolidated statements of operations, changes in stockholders’ deficit,

and cash flow for the year ended September 30, 2023, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September

30, 2023, and the results of its operations and its cash flows year ended September 30, 2023, in conformity with accounting principles

generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s

Our responsibility is to express an opinion on the Company’s financial statements based on our audit.

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 the Securities

and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free

of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged to perform, an audit

of its internal control over financial reporting.

As part of our audit, 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.

Our audit included performing procedures to assess the risks of material

misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures

included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audit also included

evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation

of the financial statements.

We believe that our audit provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from

the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,

subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements,

taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit

matters or on the accounts or disclosures to which they relate.

Valuation of accounts receivable

Description of the Matter

As described in Note 2 to the consolidated financial statements, the

Company provides an allowance for credit losses based upon a periodic review and analysis of outstanding accounts receivable balances.

Uncollectible receivables are charged to the allowance when deemed uncollectible.

Recoveries of accounts previously written off are used

to credit the allowance account in the periods in which the recoveries are made.

How We addressed the Matter in our Audit

The primary procedures performed included evaluating the methodologies

used in the determination of allowance for credit losses and reviewing historical data, collections and other inputs used by the Company

as well as subsequent collections.

Based on our procedures we deemed the Company’s treatment of accounts receivable and the corresponding

allowance for credit losses to be appropriate as of September 30, 2023.

We have served as the Company’s auditor

Margate, Florida

December 30, 2025

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Prepaid expenses and other current assets

Interest receivable - related party

Total current assets

Property and Equipment, net

Intangible Assets, net

Intangible Asset - customer list, net

Operating lease - right-of-use asset

Other assets:

Due from related party

Total other assets

LIABILITIES AND STOCKHOLDERS’ DEFICIT (EQUITY)

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:

Accounts payable and accrued expenses

Deferred revenue, current portion

Deferred revenue

Operating lease liability

Total current liabilities

Long term liabilities:

Deferred revenue, net of current portion

Operating lease liability - long term

Total long term liabilities

Total liabilities

Commitments and Contingencies (See Note 6)

Stockholders’ equity:

Stockholders' (deficit) equity:

Series A preferred stock - $ .00001 par value;

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( 15,444,900 )

Total stockholders'

deficit (equity)

Total liabilities

and stockholders' deficit (equity)

The accompanying notes are an integral part of these

consolidated financial statements

Total stockholders' deficit

Total liabilities and stockholders' deficit

The accompanying notes are an integral part of

these consolidated financial statements

CLEARTRONIC, INC.

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CONSOLIDATED STATEMENTS OF OPERATIONS

September 30, 2024

September 30, 2023

Ended September 30, 2025

Ended September 30, 2024

Cost of Revenue

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Total Other Income/(Expenses)

(Loss) income before income taxes

Loss before income taxes

Provision for income taxes from continuing operations

Net (Loss) income

Preferred stock dividends Series A Preferred

Net (loss) income attributable to common stockholders

Net (loss) attributable to common stockholders

$ ( 195,255 )

Net (loss) income per common share - basic

Net (loss) income per common share - diluted

$ ( 313,273 )

Net (loss) per common share - basic

Net (loss) per common share - diluted

Weighted Average of number of shares outstanding basic

Weighted Average of number of shares outstanding diluted

The accompanying notes are an integral part of these

consolidated financial statements

The accompanying notes are an integral part of

these consolidated financial statements

CLEARTRONIC, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS'

EQUITY/(DEFICIT)

FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

Series A Preferred Stock

Series B Preferred Stock

Series C Preferred Stock

Series D Preferred Stock

Series E Preferred Stock

Additional Paid-in

Stockholders'

Balance at September 30, 2023

$ ( 15,237,292 )

Prior period adjustment (See Note 2)

Net loss for the year ended September 30, 2024

Balance at September 30, 2024

( 15,444,900 )

Fractional share true up

Net loss for the year ended September 30, 2025

Balance at September 30, 2025

$ ( 15,599,119 )

$ ( 356,650 )

The accompanying notes are an integral part of

these consolidated financial statements

CLEARTRONIC, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOW

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September 30, 2024

NET (LOSS) INCOME

$ ( 154,219 )

$ ( 272,125 )

Cash Flows From Operating Activities

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Amortization of operating lease - right-of-use asset

Gain on the settlement of accounts payable

Gain on settlement of accounts payable

Provision for credit losses

Impairment of intangible asset

(Increase) decrease in liabilities:

Note and interest receivable - related party write off

Loss on sale of fixed asset

Note and interest receivable - related party write off(Increase)decrease in assets:

(Increase) decrease in assets:

Accounts receivable

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Purchase of intangible assets

Purchase of intangible asset - customer list

Net Cash Used in Investing Activities

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Supplemental disclosure of non-cash investing and financing activities:

Series C Convertible Preferred shares exchanged for common stock

Right-of-use asset obtained in exchange for operating lease liability

Prior period adjustment

The accompanying notes are an integral part of these

consolidated financial statements

CLEARTRONIC, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN

STOCKHOLDERS’ EQUITY/(DEFICIT)

FOR THE YEARS ENDED SEPTEMBER 30, 2024 AND 2023

A Preferred Stock

B Preferred Stock

C Preferred Stock

D Preferred Stock

E Preferred Stock

Additional Paid-in

Stockholders’

Balance at September

$ ( 15,293,848 )

Series C Convertible Preferred

shares exchanged for common stock

for the year ended September 30, 2023

Balance at September 30, 2023

( 15,237,292 )

adjustment (See Note 2)

Net loss for the year ended September 30, 2024

at September 30, 2024

$ ( 15,444,900 )

$ ( 202,431 )

The accompanying notes are an integral part of these

consolidated financial statements

CLEARTRONIC, INC.

AND SUBSIDIARY

The accompanying notes are an integral part of

these consolidated financial statements

Notes to Consolidated Financial Statements

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ReadyOp facilitates the marketing and sales of

subscriptions to the ReadyOp™ and ReadyMed ™ platforms and the AudioMate IP gateways discussed below.

subscriptions to the ReadyOp™, ReadyMed ™ Alastar platforms and the AudioMate IP gateways discussed below.

The Company’s fiscal year end is September 30.

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PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements contain the consolidated

accounts of Cleartronic, Inc.

The accompanying unaudited consolidated financial statements contain

the consolidated accounts of Cleartronic, Inc.

and its subsidiary, ReadyOp Communications, Inc.

All material intercompany transactions and balances have

been eliminated.

All material intercompany transactions

and balances have been eliminated.

IMMATERIAL PRIOR PERIOD ADJUSTMENT

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for the reporting period.

Although these estimates are based on management’s knowledge of current

events and actions it may undertake in the future, they may ultimately differ from actual results.

Although these estimates are based on management’s knowledge of current events and actions it may undertake

in the future, they may ultimately differ from actual results.

Significant estimates include the assumptions used in valuation of deferred

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equity, or cash flows.

In the current year, the Company adjusted its classification of selling

and administrative expenses in the Statement of Operations.

For comparative purposes, amounts in the prior years have been reclassified

to conform to current year presentations.

These reclassifications had no effect on previously reported results of operations or retained

CASH AND CASH EQUIVALENTS

For financial statement purposes, the Company considers all highly liquid

investments purchased with original maturities of three months or less to be cash equivalents.

The Company has investments in Treasury Bills.

For financial statement purposes, the Company considers all highly

liquid investments purchased with original maturities of three months or less to be cash equivalents.

The Company has investments Treasury Bills.

The Treasury Bills have

remaining terms ranging from four-weeks to thirteen weeks on September 30, 2025.

Treasury Bills with an original maturity date of three months

or less are included within cash and cash equivalents on the balance sheet at September 30, 2024.

Treasury Bills with an original maturity date

of three months or less are included within cash and cash equivalents on the balance sheet at September 30, 2025.

ACCOUNTS RECEIVABLE AND ALLOWANCE FOR CREDIT LOSSES

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as of September 30, 2025, and September 30, 2024, respectively.

Inventory consists of components held for assembly and finished goods held

for resale or to be utilized for installation in projects.

Inventory consists of components held for assembly and finished goods

held for resale or to be utilized for installation in projects.

Inventory is valued at lower of cost or net realizable value on a first-in,

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the provisions of ASC 360-10-35-15 “Impairment or Disposal of Long-Lived Assets.”

If impairment is indicated based on a comparison of the assets’ carrying

values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which the carrying amount of the

assets exceeds the fair value of the assets.

There were no impairments recorded during the year ended September

30, 2024 and 2023, respectively.

INTANGIBLE ASSETS

We account for our goodwill and other indefinite-lived intangible assets

as required by FASB ASC Topic 350, Intangibles - Goodwill and Other (“ASC 350”).

We test goodwill for impairment

at the reporting unit level and have concluded that our reporting units are generally the same as our reportable segments.

the determination of our reporting units periodically or whenever events or substantive changes in circumstances occur.

ASC 350 requires

that goodwill and certain intangible assets be assessed for impairment using fair value measurement techniques on an annual basis and

when events occur that may suggest that the fair value of such assets cannot support the carrying value.

ASC 350 gives an entity

the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit

or intangible asset is less than its carrying amount.

If an entity determines it is not more likely than not that the fair value of a

reporting unit or intangible asset is less than its carrying amount, then performing the quantitative impairment test is unnecessary.

However, if an entity concludes otherwise, then the quantitative impairment test shall be used to identify the impairment and measure

the amount of an impairment loss to be recognized (if applicable).

For the years ended September 30, 2024 and 2023, no impairment

losses were recognized.

If impairment is indicated based on a comparison of the assets’

carrying values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which the carrying amount

of the assets exceeds the fair value of the assets.

There were no impairments recorded during the years ended

September 30, 2025 and 2024, respectively.

INTANGIBLE ASSETS – FedRamp

In 2024, the Company conducted an impairment assessment in accordance

with ASC 350-30-35 and determined that all previously capitalized amounts related to costs that are no longer deemed recoverable.

a result, the Company recognized an impairment loss of $ 44,373 .

At September 30, 2024 and September 30, 2023, intangible assets, net, is

During the year ended September 30, 2024, the Company conducted an

impairment assessment in accordance with ASC 350-30-35 and determined that all previously capitalized amounts associated with the Company’s

expenses related to its FedRAMP certification are no longer deemed recoverable as described in ASC 350-30-35.

As a result, the Company

recognized an impairment loss of $ 44,373 for the year ended September 30, 2024.

At September 30, 2025 and September 30, 2024, intangible assets, net,

is as follows:

Schedule of intangible assets

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805, Business Combinations, specifically Subtopic 805-50.

A cost accumulation model is used to determine an asset acquisition’s cost.

A cost accumulation model is used to determine an asset acquisition’s

Assets acquired are based on their cost, generally allocated to them on a relative fair value basis.

Direct acquisition-related costs

are included in the cost of the acquired assets.

Direct acquisition-related

costs are included in the cost of the acquired assets.

No goodwill is calculated in an asset acquisition.

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value which was deemed to have continuing value to the Company.

The Company has classified this client list as an intangible asset, which

will be amortized over 5 years.

The Company has classified this client list as an intangible asset,

which will be amortized over 5 years.

The table below summarizes the estimated fair value of the assets acquired

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Total Intangible Assets, net

Amortization expense for the years ended September 30, 2024 and 2023, was

$ 1,667 and $ 0 , respectively.

Estimated future amortization expense for the years ended September 30,

Amortization expense for the years ended September 30, 2025 and 2024,

was $ 10,000 and $ 1,667 , respectively.

Estimated future amortization expense for the year ended September

Schedule of estimated future amortization expense

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The Company currently maintains cash balances at one FDIC-insured banking

Deposits held in non interest-bearing transaction accounts are insured up to a maximum of $ 250,000 at all FDIC-insured institutions.

As of September 30, 2024 and September 30, 2023, the Company had $ 92,982 and $ 118,140 , respectively, in excess of FDIC insured limits.

Deposits held in non interest-bearing transaction accounts are insured up to a maximum of $ 250,000 at all FDIC-insured

institutions.

As of September 30, 2025 and September 30, 2024, the Company had $ 23,583 and $ 92,982 , respectively, in excess of FDIC insured

RESEARCH AND DEVELOPMENT COSTS

In accordance with ASC 730, the Company expenses, research and development

costs as incurred.

These costs primarily consist of fees paid for outside consulting services related to obtaining FedRAMP certification.

The Company expenses research and development costs as incurred.

For the years ended September 30, 2025, and 2024, the Company incurred

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promised goods and services to the customer and in the amount that reflects the consideration to which the company expects to be entitled

to in exchange for those goods and services.

The Company applies the following five-step model in order to determine this amount:

for the exchange for those goods and services.

The Company applies the following five-step model to determine this amount:

Establishment of a contract with the customer;

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Recognition of revenue when (or as) the Company satisfies each performance

The Company generates revenue primarily through the sale of software licenses

and integrated hardware.

The portion of the contract that is associated with ongoing hosting and related customer service is amortized

monthly over the license period.

The Company generates revenue primarily through the sale of software

licenses and integrated hardware.

The portion of the contract that is associated with ongoing hosting and related customer service is

amortized monthly over the license period.

The Company incurs certain incremental contract costs (referred to as deferred subscriber acquisition

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Deferred subscriber acquisition costs,

net are included in prepaid and expenses and other current assets on the consolidated balance sheet.

Commissions paid in connection with

acquiring new customers are determined based on the value of the contractual fees.

Deferred subscriber acquisition costs will be expensed

as incurred on the date the revenue associated with the cost is recognized.

In transactions in which hardware is sold to a customer, the Company recognizes

the revenue when the hardware has been shipped to the customer.

The hardware supplied by the Company does not require a related software

license and can be operated and fully functional without the Company’s software.

net are included in prepaid expenses and other current assets on the consolidated balance sheet.

Commissions paid in connection with acquiring

new customers are determined based on the value of the contractual fees.

Deferred subscriber acquisition costs are expensed as incurred

on the date the revenue associated with the cost is recognized.

In transactions in which hardware is sold to a customer, the Company

recognizes the revenue when the hardware has been shipped to the customer.

The hardware supplied by the Company does not require a related

software license and can be operated and fully functional without the Company’s software.

From time to time clients request special training meetings.

We send employees

to these meetings and charge our clients on a per diem basis.

These charges are recorded as consulting fees on our income statement.

Customer billings for services not yet rendered and hardware not yet installed

are deferred and recognized as revenue as services are provided.

These fees are recorded as current deferred revenue on the consolidated

balance sheet as the Company expects to satisfy any remaining performance obligations as well as recognize the related revenue within

the next twelve months.

Accordingly, the Company has applied the practical expedient regarding deferred revenue to exclude the value of

remaining performance obligations if (i) the contract has an original expected term of one year or less or (ii) the Company recognizes

employees to these meetings and charge our clients on a per diem basis.

These charges are recorded as consulting fees in our income statement.

On occasion we host conferences for our current and potential clients.

Conference registration revenues are recognized at a point in time when the related conference is held and the Company has satisfied

its performance obligations.

Payments received in advance are recorded as deferred revenue.

These charges are recorded as

consulting fees in our income statement.

Customer billings for services not yet rendered and hardware not yet

installed are deferred and recognized as revenue as services are provided.

These fees are recorded as current deferred revenue on the

consolidated balance sheet as the Company expects to satisfy any remaining performance obligations as well as recognize the related revenue

within the next twelve months.

Accordingly, the Company has applied the practical expedient regarding deferred revenue to exclude the

value of remaining performance obligations if (i) the contract has an original expected term of one year or less or (ii) the Company recognizes

revenue in proportion to the amount it has the right to invoice for services performed.

Under an agreement with the School District of Hillsborough County Florida,

the District has approved an agreement with the Company whereby the Company will provide 500 units of its AudioMate AM360 Radio gateways

to a third party, Centegix, which will be installing the gateway under their agreement with the School District.

Centegix has paid the

Company for the gateways in advance and the deposit is accounted for in deferred revenue.

As of September 30, 2024, the Company delivered

500 units of its AudioMate AM360 Radio gatewayws and recognized hardware and sales revenue of $500,000.

As of September 30, 2024 and September 30, 2023, respectively, the Company

recorded $ 1,373,325 and $ 1,177,680 ,

respectively, in deferred revenue.

As of September 30, 2025 and September 30, 2024, respectively, the

Company recorded $ 1,791,311 and $ 1,373,325 , respectively, in deferred revenue.

DISAGGREGATED REVENUE

The following table sets forth the approximate net sales by primary category:

The following table sets forth the approximate net sales by primary

Schedule of disaggregated revenue

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The following table provides a summary of the changes included in deferred

revenue during the years ended September 30, 2024 and September 30, 2023:

revenue during the year ended September 30, 2025 and year ended September 30, 2024:

Schedule of deferred revenue

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to reflect the potential dilution that could occur from common shares issuable through contingent shares issuance arrangement, stock options

Pursuant to ASC Paragraphs 260-10-45-45-21 through 260-10-45-45-23 Diluted

EPS shall be based on the most advantageous conversion rate or exercise price from the standpoint of the security holder.

effect of outstanding call options and warrants (and their equivalents) issued by the reporting entity shall be reflected in diluted EPS

by application of the treasury stock method unless the provisions of paragraphs 260-10-45-35 through 45-36 and 260-10-55-8 through 55-11

require that another method be applied.

Equivalents of options and warrants include non-vested stock granted to employees, stock purchase

contracts, and partially paid stock subscriptions (see paragraph 260–10–55–23).

Anti-dilutive contracts, such as purchased

put options and purchased call options, shall be excluded from diluted EPS.

Pursuant to ASC Paragraphs 260-10-45-45-21 through 260-10-45-45-23

Diluted EPS shall be based on the most advantageous conversion rate or exercise price from the standpoint of the security holder.

dilutive effect of outstanding call options and warrants (and their equivalents) issued by the reporting entity shall be reflected in

diluted EPS by application of the treasury stock method unless the provisions of paragraphs 260-10-45-35 through 45-36 and 260-10-55-8

through 55-11 require that another method be applied.

Equivalents of options and warrants include non-vested stock granted to employees,

stock purchase contracts, and partially paid stock subscriptions (see paragraph 260–10–55–23).

Anti-dilutive contracts,

such as purchased put options and purchased call options, shall be excluded from diluted EPS.

Under the treasury stock method:

Exercise of options and

warrants shall be assumed at the beginning of the period (or at time of issuance, if later) and common shares shall be assumed to be issued.

The proceeds from exercise shall be assumed to be used to purchase common stock at the average market price during the period.

paragraphs 260-10-45-29 and 260-10-55-4 through 55-5.) c.

The incremental shares (the difference between the number of shares assumed

issued and the number of shares assumed purchased) shall be included in the denominator of the diluted EPS computation.

of options and warrants shall be assumed at the beginning of the period (or at time of issuance, if later) and common shares shall be

assumed to be issued.

The proceeds from exercise shall be assumed to be used to purchase common stock at the average market price during

(See paragraphs 260-10-45-29 and 260-10-55-4 through 55-5.) c.

The incremental shares (the difference between the number of

shares assumed issued and the number of shares assumed purchased) shall be included in the denominator of the diluted EPS computation.

As of September 30, 2025 and 2024, we had no options and warrants outstanding.

As of September 30, 2024 and 2023, we had 512,996 shares of Series A Convertible

Preferred stock outstanding, which are convertible into 51,299,600 shares of common stock.

As of September 30, 2024 and 2023, we had 3,133,503 shares of Series C

Convertible Preferred stock outstanding which are convertible into 15,667,515 and shares of common stock.

As of September 30, 2024 and 2023, we had 670,904 shares of Series D Preferred

stock outstanding which are convertible into 3,354,520 shares of common stock.

As of September 30, 2024 and 2023, we had 3,000,000 shares of Series E

Convertible Preferred stock outstanding which are convertible into 300,000,000 shares of common stock.

The table below details the computation of basic and diluted earnings per

share (“EPS”) for the years ended September 30, 2024 and 2023:

As of September 30, 2025 and 2024, we had 512,996 shares of Series

A Convertible Preferred stock outstanding, which are convertible into 51,299,600 shares of common stock.

As of September 30, 2025 and 2024, we had 3,133,503 shares of

Series C Convertible Preferred stock outstanding which are convertible into 15,667,515 and shares of common stock.

As of September 30, 2025 and 2024, we had 670,904 shares of Series

D Preferred stock outstanding which are convertible into 3,354,520 shares of common stock.

As of September 30, 2025 and 2024, we had 3,000,000 shares of Series

E Convertible Preferred stock outstanding which are convertible into 300,000,000 shares of common stock.The table below details the computation

of basic and diluted earnings per share (“EPS”) for the years ended September 30, 2025 and 2024:

Schedule of diluted earnings per share

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September 30, 2024

Net (loss) income attributable to common stockholders for the period

Net (loss) attributable to common stockholders for the period

$ ( 154,219 )

$ ( 313,273 )

Weighted average number of shares outstanding

Basic earnings per share

The following table sets for the computation of diluted earnings per share:

The following table sets for the computation of diluted earnings per

Schedule of computation of diluted earnings per share

September 30, 2025

September 30, 2023

Net (loss) income attributable to common stockholders for the period

June 30, 2024

Net (loss) attributable to common stockholders for the period

$ ( 154,219 )

$ ( 313,273 )

Preferred stock dividends

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$ ( 154,219 )

$ ( 313,273 )

Weighted average number of shares outstanding

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ASC 820 also describes three levels of inputs that may be used to measure

Observable inputs that reflect unadjusted quoted prices for

identical assets or liabilities traded in active markets.

Inputs other than quoted prices included within Level 1 that

are observable for the asset or liability, either directly or indirectly.

Observable inputs that reflect unadjusted quoted prices

for identical assets or liabilities traded in active markets.

Inputs other than quoted prices included within Level 1

that are observable for the asset or liability, either directly or indirectly.

Inputs that are generally observable.

These inputs may be used

with internally developed methodologies that result in management’s best estimate of fair value.

These inputs may be

used with internally developed methodologies that result in management’s best estimate of fair value.

Financial instruments consist principally of cash, accounts receivable,

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or credit risks arising from these financial instruments.

As of September 30, 2024 and September 30, 2023, we held no assets that

were required to be measured at fair value on a recurring basis.

There were no transfers between levels in the fair value hierarchy during

the years ended September 30, 2024 and September 30, 2023, respectively.

As of September 30, 2025 and September 30, 2024, we held no assets

that were required to be measured at fair value on a recurring basis.

There were no transfers between levels in the fair value hierarchy

during the year ended September 30, 2025 and year ended September 30, 2024, respectively.

ADVERTISING COSTS

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EMPLOYEE BENEFITS

The Company’s employees have access to a qualified 401(k)defined contribution

The Company’s matching contributions expenditure under the plan was

$ 14,965 and $ 0 during the year ended September 30, 2024 and 2023.

RECENT ADOPTED ACCOUNTING PRONOUNCEMENTS

There are no recently adopted accounting pronouncements that had a material

impact on the Company’s condensed consolidated financial statements.

The Company's employees have access to a qualified 401(k)defined

contribution plan.

The Company’s matching contributions expenditure under the plan

was $ 98,423 and $ 14,965 during the year ended September 30, 2025 and 2024.

RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

ASU 2025-05 — Financial Instruments—Credit Losses (Topic

Measurement of Credit Losses for Accounts Receivable and Contract Assets

In July 2025, the FASB issued ASU 2025-05, which provides (1) all entities

with a practical expedient and (2) entities other than public business entities with an accounting policy election when estimating expected

credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606, Revenue

from Contracts with Customers.

The practical expedient allows an entity to assume that, when estimating

expected credit losses, current conditions as of the balance sheet date remain unchanged for the remaining life of the asset.

The accounting

policy election permits nonpublic entities that elect the practical expedient to also consider collection activity occurring after the

balance sheet date when estimating expected credit losses.

The standard is effective for fiscal years beginning after December

15, 2025, and for interim periods within those annual reporting periods.

Early adoption is permitted.

Accordingly, the Company will adopt ASU 2025-05 for its fiscal year

beginning July 1, 2026.

In November 2023, the FASB issued ASU No.

2023-07, Segment Reporting

(Topic 280) – Improvements to Reportable Segment Disclosures , to require enhanced disclosures that include reportable segment

The amendments in this update provide that a business entity disclose significant segment expenses, segment profit or loss (after

significant segment expenses), and allows reporting of additional measures of a segments profit or loss if used in assessing segment performance.

Such disclosures apply to entities with a single reportable segment.

These amendments were effective for the Company in 2024 and retrospectively

to all prior periods using the significant segment expense categories identified.

The impact of the adoption of the amendments in this

update was not material to the Company’s consolidated financial position and results of operations, as the requirements impact only

segment reporting disclosures in the footnotes to the Company’s consolidated financial statements.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Company continues to monitor new accounting pronouncements issued by

the FASB and does not believe any accounting pronouncements issued through the date of this report will have a material impact on the

The Company continues to monitor new accounting pronouncements issued

by the FASB and does not believe any accounting pronouncements issued through the date of this report will have a material impact on the

Company’s Financial Statements.

In the current year, the Company adjusted its classification of selling

and administrative expenses in the Statement of Operations.

For comparative purposes, amounts in the prior years have been reclassified

to conform to current year presentations.

These reclassifications had no effect on previously reported results of operations or retained

SEGMENT REPORTING

Operating segments are defined as components of an enterprise that

have the following characteristics:

(i) they engage in business activities from which they may earn revenue and incur expense, (ii) their

operating results are regularly reviewed by the chief operating decision maker (“CODM”) for resource allocation decisions

and performance assessment, and (iii) their discrete financial information is available.

Our CODM is our Chief Executive Officer, who

manages and allocates resources to our operations on a consolidated basis.

We operate as one segment, and ReadyOp facilitates the marketing

and sales of subscriptions to the ReadyOp™, ReadyMed ™ and Alastar platforms and the AudioMate IP gateways.

Segment information

is further described in Note 8.

LEASE ACCOUNTING

We determine if an arrangement is a lease, or contains a lease, at inception

and record the leases in our financial statements upon lease commencement, which is the date when the underlying asset is made available

for use by the lessor.

We have a lease agreement with lease and non-lease components and have

elected to utilize the practical expedient to account for lease and non-lease components together as a single combined lease component,

We determine if an arrangement is a lease, or contains a lease, at

inception and record the leases in our financial statements upon lease commencement, which is the date when the underlying asset is made

available for use by the lessor.

We currently have no lease agreements in place.

When we have a lease agreement with lease and non-lease components,

we have elected to utilize the practical expedient to account for lease and non-lease components together as a single combined lease component,

from both a lessee and lessor perspective with the exception of direct sales-type leases and production equipment classes embedded in

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lease component and, the lease component, if accounted for separately, would be classified as an operating lease.

We have elected not to present short-term leases on the balance sheet as

these leases have a lease term of 12 months or less at lease inception and do not contain purchase options or renewal terms that we are

reasonably certain to exercise.

We have elected not to present short-term leases on the balance sheet

as these leases have a lease term of 12 months or less at lease inception and do not contain purchase options or renewal terms that we

are reasonably certain to exercise.

All other lease assets and lease liabilities are recognized based on the present value of lease payments

over the lease term at commencement date.

Because our lease does not provide an implicit rate of return, we used our incremental borrowing

rate based on the information available at lease commencement date in determining the present value of lease payments.

In general, leases, where we are the lessee, may include options to extend

the lease term.

If a lease does not provide an implicit rate of return, we used our incremental borrowing rate

based on the information available at lease commencement date in determining the present value of lease payments.

In general, leases, where we are the lessee, may include options to

extend the lease term.

These leases may include options to terminate the lease prior to the end of the agreed upon lease term.

For purposes of

calculating lease liabilities, lease terms include options to extend or terminate the lease when it is reasonably certain that we will

of calculating lease liabilities, lease terms include options to extend or terminate the lease when it is reasonably certain that we will

exercise such options.

Lease expense for operating leases is recognized on a straight-line basis

over the lease term as cost of revenues or operating expenses depending on the nature of the leased asset.

Certain operating leases provide

for annual increases to lease payments based on an index or rate.

We calculate the present value of future lease payments based on the

index or rate at the lease commencement date.

Differences between the calculated lease payment and actual payment are

expensed as incurred.

Lease expense for operating leases is recognized on a straight-line

basis over the lease term as cost of revenues or operating expenses depending on the nature of the leased asset.

Certain operating leases

provide for annual increases to lease payments based on an index or rate.

We calculate the present value of future lease payments based

on the index or rate at the lease commencement date.

Differences between the calculated lease payment and actual payment

are expensed as incurred.

Amortization of finance lease assets is recognized over the lease term as cost of revenues or operating expenses

depending on the nature of the leased asset.

On December 2, 2022, and effective on January 1, 2023, the Company signed

a two-year lease of 1,145 square feet for our principal offices in Clearwater, Florida.

The monthly rent is $ 2,134 in year one and increases

to $ 2,198 in year two.

The lease expires on December 31, 2024.

The tables below present information regarding the Company’s operating

lease assets and liabilities at September 30, 2024 and September 30, 2023:

On December 2, 2022, and effective on January 1, 2023, the Company

signed a two-year lease of 1,145 square feet for our principal offices in Clearwater, Florida.

The monthly rent was $ 2,134 in year one

and increases to $ 2,198 in year two.

The lease expired on November 30, 2024.

Our current office space lease is month-to-month.

The tables below present information regarding the Company’s

operating lease assets and liabilities at September 30, 2025 and September 30, 2024:

Schedule of operating lease assets and liabilities

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Right-of-use asset obtained in exchange for new operating lease liability

At September 30, 2024, the Company has no financing leases as defined in

ASC 842, “Leases.”

Future minimum lease payments required under leases that have initial or

remaining non-cancelable lease terms in excess of one year at September 30, 2024:

At September 30, 2025, the Company has no financing leases as defined

in ASC 842, “Leases.”

Future minimum lease payments required under leases that have initial

or remaining non-cancelable lease terms in excess of one year at September 30, 2025:

Schedule of future minimum lease payments required under leases

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Long-term operating lease liability

3 – PROPERTY AND EQUIPMENT

At September 30, 2024 and September 30, 2023, property and equipment, net,

is as follows:

NOTE 3 – PROPERTY, EQUIPMENT AND INTANGIBLE ASSETS

At September 30, 2025 and September 30, 2024, property and equipment,

net, is as follows:

Schedule of property and equipment net

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Total Property and Equipment, net

Depreciation expenses for the years ended September 30, 2024 and 2023,

Depreciation expense for the years ended September 30, 2025 and 2024,

was $ 10,262 and $ 9,496 , respectively.

During the year ended September 30, 2025, the Company recognized a

loss on the sale of property and equipment.

The loss is included in other income and expense, net in the accompanying consolidated

statements of operations.

NOTE 4 - EQUITY TRANSACTIONS

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As of September 30, 2025 and September 30, 2024, the cumulative arrearage

of undeclared dividends for Series A Preferred stock totaled $ 247,329 and $ 206,181 , respectively and $ 41,148 for the year ended September

As of the date of this report, we have 200,000,000 authorized shares of

preferred stock, par value $ 0.00001 per share, of which 7,317,403 shares were issued and outstanding.

There are currently 5 series of

preferred stock designated as follows:

of undeclared dividends for Series A Preferred stock totaled $ 288,365 and $ 247,329 , respectively.

As of the date of this report, we have 200,000,000 authorized shares

of preferred stock, par value $ 0.00001 per share, of which 7,317,403 shares were issued and outstanding.

There are currently 5 series

of preferred stock designated as follows:

1,250,000 shares have been designated as Series A Preferred Stock, 512,996 of which are issued and outstanding;

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10,000,000 shares have been designated Series E Preferred stock, of which 3,000,000 are issued and outstanding.

Pursuant to our Articles of Incorporation establishing our preferred

Each one share of our Series A Preferred Stock shall be convertible into 100 shares of our common stock.

Each holder of Series A Preferred Stock is entitled to receive cumulative dividends at the rate of 8 % of $ 1.00 per annum on each outstanding share of Series A Preferred Stock then held by such holder, on a pro rata basis.

A holder of shares of the Series B Preferred Stock is entitled to one vote per share on all matters submitted to a vote of our stockholders.

A holder of shares of the Series B Preferred Stock shall have no conversion rights or rights to dividends.

A holder of shares of the Series C Preferred Stock is entitled to the number of votes equal to the number of shares of the Series C Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders of our Series C Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole discretion.

No dividends have been declared.

Finally, each one share of our Series C Preferred Stock shall be convertible into five shares of our common stock.

A holder of shares of the Series D Preferred Stock is entitled to the number of votes equal to the number of shares of the Series D Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders of our Series D Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole discretion.

No dividends have been declared.

Finally, each one share of our Series D Preferred Stock shall be convertible into five shares of our common stock.

A holder of shares of the Series E Preferred Stock is entitled to the number of votes equal to the number of shares of the Series E Preferred Stock held by such holder multiplied by 100 on all matters submitted to a vote of our stockholders.

In addition, the holders of our Series E Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole discretion.

No dividends have been declared.

Finally, each one share of our Series E Preferred Stock shall be convertible into 100 shares of our common stock.

Preferred Stock Classification

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be classified as liabilities and measured at fair value.

Preferred shares that are conditionally redeemable—including

those redeemable at the option of the holder or subject to redemption upon the occurrence of events outside the issuer’s control—are

Preferred shares that are conditionally redeemable - including those

redeemable at the option of the holder or subject to redemption upon the occurrence of events outside the issuer’s control—are

classified as temporary equity in accordance with ASC 480-10-S99-3A.

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A, B, C, D, and E Preferred Stock are presented as a component of stockholders’ deficit in the financial statements.

Pursuant to our Articles of Incorporation establishing our preferred stock:

● A holder of shares of the Series A Preferred Stock is entitled to the number of votes equal to the number of shares of the Series

A Preferred Stock held by such holder multiplied by one on all matters submitted to a vote of our stockholders.

Each one share of our

Series A Preferred Stock shall be convertible into 100 shares of our common stock.

Each holder of Series A Preferred Stock is entitled

to receive cumulative dividends at the rate of 8 % of $ 1.00 per annum on each outstanding share of Series A Preferred Stock then held by

such holder, on a pro rata basis.

● A holder of shares of the Series B Preferred Stock is entitled to one vote per share on all matters submitted to a vote of our stockholders.

If at least one share of Series B Preferred Stock is issued and outstanding, then the total aggregate issued shares of Series B Preferred

Stock at any given time, regardless of their number, shall have voting rights equal to two times the sum of the total number of shares

of our common stock which are issued and outstanding at the time of voting, plus the total number of shares of any shares of our preferred

stock which are issued and outstanding at the time of voting.

A holder of shares of the Series B Preferred Stock shall have no conversion

rights or rights to dividends.

● A holder of shares of the Series C Preferred Stock is entitled to the number of votes equal to the number of shares of the Series

C Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders

of our Series C Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole

No dividends have been declared.

Finally, each one share of our Series C Preferred Stock shall be convertible into five shares

of our common stock.

● A holder of shares of the Series D Preferred Stock is entitled to the number of votes equal to the number of shares of the Series

D Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders.

In addition, the holders

of our Series D Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole

No dividends have been declared.

Finally, each one share of our Series D Preferred Stock shall be convertible into five shares

of our common stock.

● A holder of shares of the Series E Preferred Stock is entitled to the number of votes equal to the number of shares of the Series

E Preferred Stock held by such holder multiplied by 100 on all matters submitted to a vote of our stockholders.

In addition, the holders

of our Series E Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its sole

No dividends have been declared.

Finally, each one share of our Series E Preferred Stock shall be convertible into 100 shares

of our common stock.

Stock repurchase program

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NOTE 5 - RELATED PARTY TRANSACTIONS

Rent expense incurred during the years ended September 30, 2024 and 2023

was $ 0 and $ 22,722 , respectively (See Note 6).

During the years ended September 30, 2025 and 2024, the Company paid

$ 36,000 and $ 39,000 , respectively, to a related party consultant.

As of September 30, 2024 and 2023, the Company owed $ 1,024 to the Company’s

As of September 30, 2024, the Company owed $ 1,024 to the Company's

Chief Executive Officer for the Company's operating expenses.

The amount was repaid in October 2024.

As of September 30, 2024, the Company advanced $ 53,302 to VoiceInterop,

Prior to September 30, 2024, the Company advanced $ 53,302 to VoiceInterop,

the Company’s former wholly owned subsidiary and now 96 % owned by our shareholders.

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paid on VoiceInterop behalf by the Company.

As of September 30, 2024, the Company recorded $ 5,589 in interest receivable

- related party.

As of September 30, 2024, the Company recorded $ 5,589 in interest receivable - related party.

In September 2024, the Company determined that it is probable the Company will not recover its loan principal and interest.

accordingly, the Company a bad debt expense for uncollectible note receivable and interest receivable of $ 58,891 in connection therewith.

the Company took a bad debt expense for uncollectible note receivable and interest receivable of $ 58,891 in connection therewith.

NOTE 6 - COMMITMENTS AND CONTINGENCIES

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and claims that arise in the ordinary course of the Company’s business activities.

The Company is not aware of any claim or litigation,

the outcome of which, if determined adversely to the Company, would have a material effect on the Company’s financial position or

results of operations.

Cleartronic is not engaged in any litigation

at the present time and management is unaware of any claims or complaints that could result in future litigation.

Obligation Under Operating Lease

On December 2, 2023, and effective on January 1, 2023, the Company signed

a two-year lease of 1,145 square feet for our principal offices in Clearwater, Florida.

The monthly rent is $ 2,134 in year one and increases

to $ 2,198 in year two.

The lease expires on December 31, 2024.

On January 1, 2023, upon adoption of ASC 842, the Company will

recognize right-to-use assets as operating leases and operating lease obligations.

Effective January 1, 2025, the Company has a month-to-month

On December 1, 2021, the Company signed a one year lease approximately

2,000 square feet for our principal offices in Boca Raton, Florida.

The monthly rent is $ 2,200 .

On December 2, 2023, and effective on January 1, 2023, the Company

signed a two-year lease of 1,145 square feet for our principal offices in Clearwater, Florida.

The monthly rent is $ 2,134 in year one

and increases to $ 2,198 in year two.

The lease expired on November 30, 2024.

On January 1, 2023, upon adoption of ASC 842, the

Company will recognized right-to-use assets as operating leases and operating lease obligations.

Effective January 1, 2025, the Company

has a month-to-month lease.

Rent expense incurred during the years ended September 30, 2025 and

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Revenue and Accounts Receivable Concentration

For the year ended September 30, 2024, one customer accounted for 15.99 %

of the Company’s revenues.

For the year ended September 30, 2025, no customer accounted for more

than 10 % of the Company’s revenues.

For the year ended September 30, 2024, one customer accounted for 15.99 %

of the Company’s revenues.

As of September 30, 2024, one customer accounted for more than 12 % of the

Company’s total outstanding accounts receivable.

As of September 30, 2023, no customer accounted for more than 10 % of the

Company’s total outstanding accounts receivable.

As of September 30, 2025, two customers accounted for more than 10 %

of the Company’s total outstanding accounts receivable.

As of September 30, 2024, one customer accounted for more than 12 %

of the Company’s total outstanding accounts receivable.

Deferred Revenue Concentration

As of September 30, 2024, no customer accounted for more than 10 % of the

Company’s total outstanding deferred revenue.

As of September 30, 2023, no customer accounted for more than 10 % of the

As of September 30, 2025, one customer accounted for 17.38 % of the

Company’s total outstanding deferred revenue.

As of September 30, 2024, no customer accounted for more than 10 % of

the Company’s total outstanding deferred revenue.

Major Supplier and Sole Manufacturing Source

The Company relies on no major supplier for its products.

The Company has

contracted with local manufacturing facilities to provide completed circuit boards used in the assembly of its IP gateway devices.

of adequate supply of components, primarily computer chips, to the manufacturing source presents additional risk to the Company.

believes that additional commercial facilities exist at competitive rates to match the resources and capabilities of its existing manufacturing

source, but the current worldwide shortage of computer chips does limit our ability to supply our proprietary radio gateways to clients

and other buyers.

has contracted with local manufacturing facilities to provide completed circuit boards used in the assembly of its IP gateway devices.

Interruption of adequate supply of components, primarily computer chips, to the manufacturing source presents additional risk to the Company.

The Company believes that additional commercial facilities exist at competitive rates to match the resources and capabilities of its existing

manufacturing source, but the current worldwide shortage of computer chips does limit our ability to supply our proprietary radio gateways

to clients and other buyers.

Exclusive Licensing Agreement

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recognize that the research and development work provided by the Company was sufficient for USFRF to enter into the Agreement with the

The Agreement is effective April 25, 2017 and continues until the later

of the date that no Licensed Patent remains a pending application or an enforceable patent or the date on which the Licensee’s obligation

to pay royalties expires.

The Agreement was effective April 25, 2017 and continues until the

later of the date that no Licensed Patent remains a pending application or an enforceable patent or the date on which the Licensee’s

obligation to pay royalties expires.

The Company agreed to pay USFRF a royalty of 3 % for sales of all Licensed

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In the event the Company proposes to sell any Equity Securities, then

USFRF will have the right to purchase 5 %

of the securities issued in such offering on the same terms and conditions are offered to other purchasers in such financing.

USFRF will have the right to purchase 5 % of the securities issued in such offering on the same terms and conditions are offered to other

purchasers in such financing.

NOTE 7 – EXTINGUISHMENT OF LIABILITIES

During the year ended September 30, 2024, the Company settled $44,052 of

accounts payable with various vendors in exchange for $1,111 , resulting in a gain on settlement of $ 42,941 .

During the year ended September 30, 2024, the Company settled $44,052

of accounts payable with various vendors in exchange for $1,111, resulting in a gain on settlement of $ 42,941 .

NOTE 8 - SEGMENT INFORMATION

We operate as one segment, and ReadyOp facilitates the marketing and

sales of subscriptions to the ReadyOp™, ReadyMed ™ and Alastar ™ platforms and the AudioMate IP gateways.

Our Chief Executive Officer, as the CODM, evaluates our expenditures

and monitor budget versus actual results.

The monitoring of budget versus actual results and cash on hand are used in assessing the performance

of the segment and in establishing resource allocation across the organization.

Factors used in determining the reportable segment include the nature

of our operating activities, the organizational and reporting structure and the type of information reviewed by the CODM to allocate resources

and evaluate financial performance.

Significant expenses include general and administrative, professional

fees, officers’ salary, research and development, and interest income, which are each separately presented on our consolidated statements

of operations.

NOTE 9 - DEFERRED INCOME TAXES

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tax assets to the amount that is believed more likely than not to be realized.

Uncertain tax positions are recognized only when the Company believes it

is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position.

Uncertain tax positions are recognized only when the Company believes

it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position.

The Company has no material unrecognized tax benefits and no adjustments to its consolidated financial position, results of operations

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that expire through 2045.

Should a cumulative change in the ownership of more than 50% occur within a three-year period, there

could be an annual limitation on the use of the net operating loss carryforwards.

Should a cumulative change in the ownership of more than 50% occur within a three-year period, there could be

an annual limitation on the use of the net operating loss carryforwards.

Deferred income taxes reflect the tax effects of temporary differences

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Total deferred income tax assets

A reconciliation of the Federal and respective State income tax rate as

a percentage of income before taxes is as follows:

A reconciliation of the Federal and respective State income tax rate

as a percentage of income before taxes is as follows:

Schedule of income tax rate as a percentage

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Effective income tax rate

Management has determined that it is more likely than not that the Company

will not use the NOL carryforward and has a 100% valuation allowance against the deferred asset.

The reserve is based on historical experience

of the Company’s operations as it has not recognized net income in its current incarnation and there is no indication of any events or

conditions that would show that trend will not continue due to the Company’s current expectation of expense requirements.

Management has determined that it is more likely than not that the

Company will not use the NOL carryforward and has a 100% valuation allowance against the deferred asset.

The reserve is based on historical experience of the Company's operations

as it has not recognized net income in its current incarnation and there is no indication of any events or conditions that would show

that trend will not continue due to the Company's current expectation of expense requirements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures