Invech Holdings, Inc. 10-Q

Item 1. Financial Statements INVECH HOLDINGS, INC . CONDENSED BALANCE SHEETS (Unaudited) September 30, December 31, 2024 2023 ASSETS (Restated) Current Assets: Cash $ – $ 7,000 Prepaid 3,150 – Total Assets $ 3,150 $ 7,000 LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities: Due to a related party $ 78,214 $ 30,641 Due to a former related party 4,443 4,443 Accruals 5,391 5,391 Total Liabilities 88,048 40,475 Stockholders' Deficit: Preferred stock, $ 0.001 par value; 5,000,000 shares authorized – – Series A Preferred stock, $ 0.001 par value; 1,000,000 shares designated; 300,000 and 300,000 shares issued and outstanding, respectively 300 300 Common stock, $ 0.001 par value; 500,000,000 shares authorized, 10,521,335 and 10,521,335 shares issued and outstanding, respectively 10,521 10,521 Additional paid-in capital 202,294 202,294 Accumulated deficit ( 298,013 ) ( 246,590 ) Total Stockholders’ Deficit ( 84,898 ) ( 33,475 ) Total Liabilities and Stockholders' Deficit $ 3,150 $ 7,000 The accompanying notes are an integral part of these unaudited financial statements. 3 INVECH HOLDINGS, INC . CONDENSED STATEMENTS OF OPERATIONS (Unaudited) For the Three Months Ended For the Nine Months Ended September 30, September 30, 2024 2023 2024 2023 Operating Expenses: General and administrative expenses $ 5,647 $ 6,188 $ 51,423 $ 29,434 Total operating expenses 5,647 6,188 51,423 29,434 Loss from operations ( 5,647 ) ( 6,188 ) ( 51,423 ) ( 29,434 ) Net Loss $ ( 5,647 ) $ ( 6,188 ) $ ( 51,423 ) $ ( 29,434 ) Loss per share– basic and diluted $ ( 0.00 ) $ ( 0.00 ) $ ( 0.00 ) $ ( 0.00 ) Weighted average shares – basic and diluted 10,521,335 9,532,324 10,521,335 9,524,998 Accompanying notes are an integral part of these unaudited financial statements . 4 INVECH HOLDINGS, INC . CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023 (Unaudited) Series A Preferred Stock Common Stock Additional Paid in Accumulated Total Stockholders’ Equity Shares Amount Shares Amount Capital Deficit (Deficit) Balance at December 31, 2023 (Restated) 300,000 $ 300 10,521,335 $ 10,521 $ 202,294 $ ( 246,590 ) $ ( 33,475 ) Net loss – – – – – ( 29,617 ) ( 29,617 ) Balance at March 31, 2024 300,000 300 10,521,335 10,521 202,294 ( 276,207 ) ( 63,092 ) Net loss – – – – – ( 16,159 ) ( 16,159 ) Balance at June 30, 2024 300,000 300 10,521,335 10,521 202,294 ( 292,366 ) ( 79,251 ) Net loss – – – – – ( 5,647 ) ( 5,647 ) Balance at September 30, 2024 300,000 $ 300 10,521,335 $ 10,521 $ 202,294 $ ( 298,013 ) $ ( 84,898 ) Series A Preferred Stock Common Stock Additional Paid in Accumulated Total Stockholders’ Equity Shares Amount Shares Amount Capital Deficit (Deficit) Balance at December 31, 2022 110,000 $ 110 9,521,335 $ 9,521 $ 162,484 $ ( 181,949 ) $ ( 9,834 ) Preferred shares cancelled ( 110,000 ) ( 110 ) – – 110 – – Preferred shares sold for cash – related party 300,000 300 – – 39,700 – 40,000 Net loss – – – – – ( 22,739 ) ( 22,739 ) Balance at March 31, 2023 300,000 300 9,521,335 9,521 202,294 ( 204,688 ) 7,427 Net loss – – – – – ( 507 ) ( 507 ) Balance at June 30, 2023 300,000 300 9,521,335 9,521 202,294 ( 205,195 ) 6,920 Common stock issued for consulting – related party – – 1,000,000 1,000 – – 1,000 Net loss – – – – – ( 6,188 ) ( 6,188 ) Balance at September 30, 2023 300,000 $ 300 10,521,335 $ 10,521 $ 202,294 $ ( 211,383 ) $ 1,732 The accompanying notes are an integral part of these unaudited financial statement 5 INVECH HOLDINGS, INC . CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) For the Nine Months Ended September 30, 2024 2023 Cash flows from operating activities: Net loss $ ( 51,423 ) $ ( 29,434 ) Adjustments to reconcile net loss to net cash used in operating activities: Changes in assets and liabilities: Prepaid ( 3,150 ) – Net cash used in operating activities ( 54,573 ) ( 29,434 ) Cash flows from investing activities: – – Cash flows from financing activities: Cash advances – related party 47,573 29,434 Preferred stock sold for cash – related party – 40,000 Net cash provided by financing activities 47,573 69,434 Net change in cash ( 7,000 ) 40,000 Cash, beginning of period 7,000 – Cash, end of period $ – $ 40,000 The accompanying notes are an integral part of these unaudited financial statements. 6 INVECH HOLDINGS, INC . Notes to the Condensed Financial Statements September 30, 2024 (Unaudited) NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS Invech Holdings, Inc. (OTC “IVHI”) was incorporated under the laws of the State of Nevada on December 17, 1998, as Explore Technologies, Inc. On July 19, 2018, the name of the Company was changed to Invech Holdings, Inc. On January 21, 2023, 300,000 shares of Convertible Series A Preferred Stock was sold to Small Cap Compliance, LLC for $ 40,000 . These shares represent a change of control. With the change of control, the Company is moving in a new direction, specializing in drafting regulatory documents and consulting for public companies. Services include FINRA corporate filings, drafting incorporation and corporate documents, drafting OTC Markets Disclosure Statements, and general public company compliance. The Company will act as an outside consulting firm for these services. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company’s unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”), and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the nine month period ending September 30, 2024 and not necessarily indicative of the results to be expected for the full year ending December 31, 2024. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes included in the Company’s financial statements for the year ended December 31, 2023. The accompanying condensed financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2024 and for the related periods presented. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Concentration of Credit Risk Financial instruments which potentially subject the Company to concentration of credit risk consist of cash deposits and customer receivables. The Company maintains cash with various major financial institutions. The Company performs periodic evaluations of the relative credit standing of these institutions. To reduce risk, the Company performs credit evaluations of its customers and maintains reserves when necessary for potential credit losses. 7 Cash and Cash Equivalents We consider all highly liquid securities with original maturities of three months or less when acquired to be cash equivalents. There were no cash equivalents as of September 30, 2024 and December 31, 2023. Net Income (Loss) Per Common Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of September 30, 2024 and 2023, the Company’s diluted loss per share is the same as the basic loss per share, as the inclusion of any potentially dilutive shares would have had an anti-dilutive effect due to the Company generating a loss. Recent Accounting Pronouncements The Company has implemented all applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. NOTE 3 - GOING CONCERN The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has no revenue and has an accumulated deficit as of September 30, 2024. The Company requires capital for its contemplated operational and marketing activities. The Company’s ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These conditions and the ability to successfully resolve these factors raise substantial doubt about the Company’s ability to continue as a going concern. The unaudited financial statements of the Company do not include any adjustments that may result from the outcome of these uncertainties. NOTE 4 – PREFERRED STOCK The Company has authorized 5,000,000 shares of Preferred Stock. 1,000,000 of those shares are designated as Series A Convertible Preferred Stock (“Series A”). Each share of Convertible Series A Preferred Stock is convertible into 1,000 shares of common stock. In addition, the Convertible Series A Preferred Stock has voting privileges of 1,000 votes per one share of Series A. The Convertible Series A Preferred Stock is not entitled to dividend. On January 21, 2023, 300,000 shares of Series A were sold to Small Cap Compliance, LLC (“SCC”) for $ 40,000 . These shares represent a change of control. With the change of control, the Company has implemented a new business plan of regulatory compliance consulting for public companies. On March 3, 2023, the Company cancelled the 110,000 Series A that were issued and outstanding as of December 31, 2022. NOTE 5 – RELATED PARTY TRANSACTIONS During the year ended December 31, 2023, SCC advanced the Company $ 30,641 to pay for general operating expenses. During the nine months ended September 30, 2024, SCC advance the company an additional $ 47,573 , for a total due of $ 78,214 as of September 30, 2024. The advance is non-interest bearing and due on demand. During the year ended December 31, 2023, the Company granted 1,000,000 shares of common stock to SCC for consulting services, for total non-cash expense of $1,000. 8 NOTE 6 – RESTATEMENT Per ASC 250-10 Accounting Changes and Error Corrections, the financial statements for the year ended December 31, 2023, have been restated to make adjustments to the balance sheet accounts as described below. Restatement table As of December 31, 2023 As Reported Adjusted As Restated ASSETS Current Assets: Cash $ 7,000 $ – $ 7,000 Total Assets $ 7,000 $ – $ 7,000 Current Liabilities: Due to related party $ 30,641 $ – $ 30,641 Due to a former related party – 4,443 (1) 4,443 Accruals – 5,391 (2) 5,391 Total Liabilities 30,641 9,834 40,475 Stockholders' Deficit: Preferred stock, $0.001 par value; 5,000,000 shares authorized – – – Series A Preferred stock, $0.001 par value; 1,000,000 shares designated; 300,000 shares issued and outstanding 300 – 300 Common stock, $0.001 par value; 500,000,000 shares authorized, 10,521,335 shares issued and outstanding 2,195 8,326 (3) 10,521 Additional paid-in capital 215,063 ( 12,769 ) (1)(3) 202,294 Accumulated deficit ( 241,199 ) ( 5,391 ) (2) ( 246,590 ) Total Stockholders’ Deficit ( 23,641 ) ( 9,834 ) ( 33,475 ) Total Liabilities and Stockholders' Deficit $ 7,000 $ – $ 7,000 _________________________ (1) – Add back related party debt previously written off. (2) – Add back accruals previously written off. (3) – Adjust for par value of outstanding shares. (4) – Adjust for par value of outstanding shares. (5) – Record additional audit fees. NOTE 7 – SUBSEQUENT EVENTS In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the unaudited financial statements were issued and has determined that there are no material subsequent events to disclose in these financial statements. 9