What changed in this filing

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Item 1. Financial Statements

2026-08-13 compared with 2026-05-20 · 290 added, 438 removed, 248 unchanged (75% of the section changed)

3 unchanged sentences

AND SUBSIDIARIES

Balance Sheets as of March 31, 2026 (Unaudited) and September 30, 2025

Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months Ended March 31, 2026 and 2025 (Unaudited)

Consolidated Statements of Changes in Shareholders’ Deficit for the Six Months Ended March 31, 2026 and 2025 (Unaudited)

Consolidated Statements of Cash Flows for the Six Months Ended March 31, 2026 and 2025 (Unaudited)

Consolidated Balance Sheets as of June 30, 2026 (Unaudited) and September 30, 2025

Consolidated Statements of Operations and Comprehensive Income for the Three and Nine Months Ended June 30, 2026 and 2025 (Unaudited)

Statements of Changes in Shareholders’ Deficit for the Three and Nine Months Ended June 30, 2026 and 2025

Consolidated Statements of Cash Flows for the Nine Months Ended June 30, 2026 and 2025 (Unaudited)

Notes to Consolidated Financial Statements (Unaudited)

7 unchanged sentences

Receivable from payment collection service institution 5 15,074

Prepayments 115,810 342,127

Other receivables 3,140 703

Inventories 175 183

Total current assets 134,319 362,519

2 unchanged sentences

Right-of-use assets 14,498 6,081

Total assets $ 211,003 $ 439,110

Liabilities and Stockholders’ Equity (Deficit)

12 unchanged sentences

Preferred stock;

$ 0.001 par value, 1,000,000 shares authorized, no shares issued and outstanding at March 31, 2026 and at September 30, 2025

$ 0.001 par value, 1,000,000 shares authorized, no shares issued and outstanding at June 30, 2026 and September 30, 2025 - -

Common stock;

$ 0.001 par value, 150,000,000 shares authorized;

64,125,000 and 60,500,000 shares issued and outstanding at March 31, 2026 and September 30, 2025, respectively

64,125,000 and 60,500,000 shares issued and outstanding at June 30, 2026 and September 30, 2025, respectively 64,125 60,500

Additional paid-in capital 151,350 74,500

Accumulated deficit

Retained Earnings (Accumulated deficit) ( 456,807 ) ( 92,541 )

Accumulated other comprehensive income (loss) 13,500 3,334

7 unchanged sentences

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

Revenue $ - $ 82,485 $ 25,552 $ 1,176,532

Cost of revenue - 48,453 13,174 735,678

Gross profit - 34,032 12,378 440,854

Selling, general and administrative expenses 37,739 75,750 376,978 333,945

Income from operations

Other income (expense)

Income before provision for income taxes

Provision for income taxes

$ ( 205,688 )

Income / (loss) from operations

( 37,739 ) ( 41,718 ) ( 364,600 ) 106,909

Other income (expense) - - 104 -

Income / (loss) before provision for income taxes

( 37,739 ) ( 41,718 ) ( 364,496 ) 106,909

Provision for income taxes ( 55 ) - ( 523 ) 106,900

Net income / (loss) $ ( 37,684 ) $ ( 41,718 ) $ ( 363,973 ) $ 9

Comprehensive income:

$ ( 205,688 )

$ ( 125,266 )

$ ( 326,289 )

Net income $ ( 37,684 ) $ ( 41,718 ) $ ( 363,973 ) $ 9

Foreign currency translation adjustment 2,599 4,215 9,873 ( 2,524 )

Comprehensive income $ ( 35,085 ) $ ( 37,503 ) $ ( 354,100 ) $ ( 2,515 )

$ ( 201,531 )

$ ( 123,431 )

$ ( 319,015 )

Basic and diluted earnings per share $ ( 0.0006 ) $ ( 0.0007 ) $ ( 0.0058 ) $ -

2 unchanged sentences

of these consolidated financial statements

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO.,

LIMITED AND SUBSIDIARIES

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’

3 unchanged sentences

Comprehensive

Income (Loss)

Balance at September 30, 2024 60,000,000 $ 60,000 $ - $ - $ ( 71,312 ) $ 3,563 $ ( 7,749 )

Capital subscription received

Net profit - - - - 166,993 - 166,993

Foreign currency translation adjustment - - - - - ( 8,573 ) ( 8,573 )

Balance at December 31, 2024 60,000,000 $ 60,000 $ - $ - $ 95,681 $ ( 5,010 ) $ 150,671

Net profit (loss) - - - - ( 125,266 ) - ( 125,266 )

Shares issued 500,000 500 74,500 - - - 75,000

1 unchanged sentence

Balance at March 31, 2025 60,500,000 $ 60,500 $ 74,500 $ - $ ( 29,585 ) $ ( 3,175 ) $ 102,240

Net profit (loss) - - - - ( 41,718 ) - ( 41,718 )

Foreign currency translation adjustment - - - - - 4,215 4,215

Balance at June 30, 2025 60,500,000 60,500 74,500 - ( 71,303 ) 1,040 64,737

Stockholders’

5 unchanged sentences

Balance at December 31, 2025 60,500,000 $ 60,500 $ 74,500 $ - $ ( 213,142 ) $ 6,451 $ ( 71,691 )

$ ( 213,142 )

Net profit (loss) - - - - ( 205,688 ) - ( 205,688 )

3 unchanged sentences

Balance at March 31, 2026 64,125,000 $ 64,125 $ 151,350 $ - $ ( 419,097 ) $ 10,875 $ ( 192,747 )

$ ( 419,097 )

$ ( 192,747 )

Net profit (loss) ( 37,684 ) - ( 37,684 )

Exchange rate reclassification - - - - ( 26 ) 26 -

Foreign currency translation adjustment - - - - - 2,599 2,599

Balance at June 31, 2026 64,125,000 64,125 151,350 - ( 456,807 ) 13,500 ( 227,832 )

The accompanying notes

4 unchanged sentences

(UNAUDITED) (EXPRESSED IN US DOLLARS)

For the Six Months Ended

For the Nine Months Ended

Cash Flows from Operating Activities

Income / (Loss) before provision for income taxes

$ ( 326,757 )

Net income $ ( 363,973 ) $ 9

Adjustments to reconcile net loss to net cash used in operating activities:

2 unchanged sentences

Interest expense 403 422

Share based compensation expenses

Shares Compensation 79,920 75,000

Changes in operating assets and liabilities:

Other receivable

Prepayments 236,474 ( 126,599 )

Receivable from payment collection service institution 15,419 -

Inventories 15 ( 258 )

Accounts payable 18,692 -

Deferred Tax Liability

Customer deposits ( 22,232 ) ( 292,566 )

Receivable from payment collection service institution

Other receivables ( 1,816 ) ( 2,218 )

Accrued expenses ( 81,649 ) ( 56,305 )

Deferred Tax Liability ( 163 ) -

Lease payment ( 26,237 ) ( 26,761 )

2 unchanged sentences

Net cash provided by (used in) operating activities ( 123,591 ) ( 508,348 )

Cash Flows from Investing Activities

Purchase of fixed assets - -

Cash Flows from Financing Activities

Proceeds from subscription - -

Loans from related parties 124,982 ( 14,922 )

Net cash provided by financing activities

Effect of exchange rate fluctuation on cash and cash equivalents and restricted cash

Net increase (decrease) in cash and cash equivalents and restricted cash

Net cash provided by (used in) financing activities 124,982 ( 14,922 )

Effect of exchange rate fluctuation on cash and cash equivalents 1,908 74,655

Net increase (decrease) in cash and cash equivalents 3,299 ( 448,615 )

Cash and cash equivalents and restricted cash, beginning of year 73,368 698,307

10 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Maitong Sunshine Cultural Development Co., Limited (“MGSD”,

together as a group with its subsidiaries referred to as “Maitong Sunshine”, “Company”, “us” or “we”)

was incorporated in the State of Nevada on October 26, 2023.

MGSD through its operating subsidiary Tongzhilian, which has headquarters

in Jiaxing, China, has provided cultural tourism (including Education Tours and Family Tours) and the sale of gift products, Chinese cultural

and creative products, as well as a hotel reservation service.

Maitong Sunshine Cultural Development Co., Limited (“MGSD”, together as a group with its subsidiaries referred to as “Maitong Sunshine”, “Company”, “us” or “we”) was incorporated in the State of Nevada on October 26, 2023.

MGSD through its operating subsidiary Tongzhilian, which has headquarters in Jiaxing, China, has provided cultural tourism (including Education Tours and Family Tours) and the sale of gift products, Chinese cultural and creative products, as well as a hotel reservation service.

MGSD plans to market arts expositions in the future.

The Company currently

has 1 full-time employees.

The Company currently has 1 full-time employee.

MGSD’s subsidiaries includes:

4 unchanged sentences

Jiaxing Tongzhilian Cultural Development Co., Limited (“Tongzhilian”) is a privately held Limited Company that was approved on September 13, 2023 and registered on October 11, 2023 in Beijing, China.

On March 13, 2026, the Company changed its name from “BeiJing Tongzhilian Cultural Development Co., Limited” to “Jiaxing Tongzhilian Cultural Development Co., Limited”, and relocated its address to Jiaxing, Zhejiang.

On March 13, 2026, Tongzhilian changed its name from “BeiJing Tongzhilian Cultural Development Co., Limited” to “Jiaxing Tongzhilian Cultural Development Co., Limited”, and relocated its address to Jiaxing, Zhejiang.

MGSD HK holds a 100 % interest in Tongzhilian.

The transactions summarized above are treated in our financial statements

as a corporate restructuring (reorganization) of entities under common control, as each of the four entities has at all times been under

the control of Ms.

Therefore, in accordance with ASC 805-50-45-5, the current capital structure has been retroactively presented

in prior periods as if such structure existed at that time and the entities under common control are presented on a combined basis for

Since all of the subsidiaries were under common control for all periods presented, the results of these subsidiaries are

included in the Company’s financial statements for all periods.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO.,

LIMITED AND SUBSIDIARIES

The transactions summarized above are treated in our financial statements as a corporate restructuring (reorganization) of entities under common control, as each of the four entities has at all times been under the control of Ms.

Therefore, in accordance with ASC 805-50-45-5, the current capital structure has been retroactively presented in prior periods as if such structure existed at that time and the entities under common control are presented on a combined basis for all periods.

Since all of the subsidiaries were under common control for all periods presented, the results of these subsidiaries are included in the Company’s financial statements for all periods.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

1 unchanged sentence

Basis of presentation

The accompanying consolidated financial statements are expressed in

Dollars and have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in

the United States of America (“U.S.

The accompanying consolidated financial statements are expressed in U.S.

Dollars and have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S.

Principles of consolidation

The consolidated financial statements include the accounts of MGSD

and its subsidiaries.

The consolidated financial statements include the accounts of MGSD and its subsidiaries.

All significant inter-company accounts and transactions have been eliminated.

The consolidated financial statements

include 100 % of assets, liabilities, and net income or loss of these subsidiaries.

MGSD’s subsidiaries as of March 31, 2026 are listed as follows:

The consolidated financial statements include 100 % of assets, liabilities, and net income or loss of these subsidiaries.

MGSD’s subsidiaries as of June 30, 2026 are listed as follows:

Name Place of

5 unchanged sentences

Use of estimates

The preparation of consolidated financial statements in conformity

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure

of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during

the reporting periods.

The preparation of consolidated financial statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods.

Management makes these estimates using the best information available at the time the estimates are made.

results could differ from these estimates.

Actual results could differ from these estimates.

Functional currency and foreign currency translation

An entity’s functional currency is the currency of the primary

economic environment in which it operates.

Normally that is the currency of the environment in which the entity primarily generates and

expends cash.

Management’s judgment is essential to determining the functional currency by assessing various indicators, such as

cash flows, sales price and market, expenses, financing and inter-company transactions and arrangements.

Based on that assessment, the

functional currency of the Company is the Chinese Renminbi (“RMB’).

The functional currency of MGSD HK is the Hong Kong Dollar

and the functional currency of MGSD Samoa and MGSD is the United States dollar (“US Dollars” or “$”).

The reporting

currency of these consolidated financial statements is in US Dollars.

The financial statements of MGSD’s subsidiaries, which are prepared

using the RMB, are translated into the Company’s reporting currency, the US Dollar.

Assets and liabilities are translated using

the exchange rate at each reporting period end date.

Revenue and expenses are translated using weighted average rates prevailing during

each reporting period, and stockholders’ equity (deficit) is translated at historical exchange rates.

Adjustments resulting from

the translation are recorded as a separate component of accumulated other comprehensive income or expense.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

An entity’s functional currency is the currency of the primary economic environment in which it operates.

Normally that is the currency of the environment in which the entity primarily generates and expends cash.

Management’s judgment is essential to determining the functional currency by assessing various indicators, such as cash flows, sales price and market, expenses, financing and inter-company transactions and arrangements.

Based on that assessment, the functional currency of the Company is the Chinese Renminbi (“RMB’).

The functional currency of MGSD HK is the Hong Kong Dollar and the functional currency of MGSD Samoa and MGSD is the United States dollar (“US Dollars” or “$”).

The reporting currency of these consolidated financial statements is in US Dollars.

The financial statements of MGSD’s subsidiaries, which are prepared using the RMB, are translated into the Company’s reporting currency, the US Dollar.

Assets and liabilities are translated using the exchange rate at each reporting period end date.

Revenue and expenses are translated using weighted average rates prevailing during each reporting period, and stockholders’ equity (deficit) is translated at historical exchange rates.

Adjustments resulting from the translation are recorded as a separate component of accumulated other comprehensive income or expense.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Transactions denominated in currencies other than the functional currency

are translated into the functional currency at the exchange rates prevailing at the dates of the transactions.

Foreign currency exchange

gains and losses resulting from these transactions are included in operations.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transactions.

Foreign currency exchange gains and losses resulting from these transactions are included in operations.

The exchange rates used for foreign currency translation are as follows:

For the Three Months Ended

March 31, For the Six Months Ended

June 30, For the Nine Months Ended

2026 2025 2026 2025

5 unchanged sentences

Concentration of credit risk

Financial instruments that potentially subject the Company to concentrations

of credit risk are due from related parties and other receivables arising from its normal business activities.

The carrying amounts of

these financial instruments represent the maximum amount of loss due to credit risk.

The deposits placed with financial institutions are

not protected by statutory or commercial insurance.

In the event of bankruptcy of one of these financial institutions, the Company may

be unlikely to reclaim its deposits in full.

Management believes that these financial institutions are of high credit quality and continually

monitors the credit worthiness of these financial institutions.

The Company places its cash in what it believes to be credit-worthy financial

institutions.

Financial instruments that potentially subject the Company to concentrations of credit risk are due from related parties and other receivables arising from its normal business activities.

The carrying amounts of these financial instruments represent the maximum amount of loss due to credit risk.

The deposits placed with financial institutions are not protected by statutory or commercial insurance.

In the event of bankruptcy of one of these financial institutions, the Company may be unlikely to reclaim its deposits in full.

Management believes that these financial institutions are of high credit quality and continually monitors the credit worthiness of these financial institutions.

The Company places its cash in what it believes to be credit-worthy financial institutions.

The Company has a diversified customer base.

The majority of sales

are cash receipt in advance.

For those credit sales, the Company routinely assesses the financial strength of its customers and, based

upon factors surrounding the credit risk, establishes an allowance, if required, for uncollectible accounts and, as a consequence, believes

that its accounts receivable credit risk exposure beyond such allowance is limited.

During the six-month period

ending on March 31, 2026, the company had four customers whose revenue accounted for more than 10% of the Company’s total revenue.

However, for the six-month period ending on March 31, 2025, there was no record of any single customer contributing more than 10% of

the company’s revenue.

For the Six Months Ended

Percentage of

the three-month period ending on March 31, 2026, the company had one customer whose revenue accounted for more than 10% of the Company’s

total revenue.

However, for the three-month period ending on March 31, 2025, there was no record of any single customer contributing

more than 10% of the company’s revenue.

For the Three Months Ended

The majority of sales are cash receipt in advance.

For those credit sales, the Company routinely assesses the financial strength of its customers and, based upon factors surrounding the credit risk, establishes an allowance, if required, for uncollectible accounts and, as a consequence, believes that its accounts receivable credit risk exposure beyond such allowance is limited.

For the nine months ended June 30, 2026, the Company had 4 major customers that each accounted for over 10% of its total revenue.

For the nine months ended June 30, 2025, the Company did not have a single customer that accounted for more than 10% of its total revenue.

For the Nine Months Ended

June 30, 2026 For the Nine Months Ended

June 30, 2025

Revenue Percentage of

revenue Revenue Percentage of

Customer A $ 3,820 15 % $ - - %

Customer B 3,694 14 % - - %

Customer C 3,554 14 % - - %

Customer D 3,801 15 % - - %

For the three months ended June 30, 2026, the Company did not have a single customer that accounted for more than 10% of its total revenue.

For the three months ended June 30, 2025, the Company did not have a single customer that accounted for more than 10% of its total revenue.

For the Three Months Ended

Percentage of

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

June 30, 2026 For the Three Months Ended

June 30, 2025

Revenue Percentage of

revenue Revenue Percentage of

Customer A $ - - $ - - %

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

For the six-month periods ended

March 31, 2026 and March 31, 2025, the Company had 4 major suppliers and 1 major supplier, respectively, each accounting for more than

10% of the Company’s total cost of revenue.

For the Six Months Ended

Percentage of

For the three-month periods ended March 31, 2026 and 2025, the Company

had 3 and 2 major suppliers in each respective year, and the purchase amount from each of these suppliers accounted for more than 10%

of the Company’s total revenue .

For the Three Months Ended

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

For the nine months ended June 30, 2026, the Company had 4 major suppliers that each accounted for over 10% of its total cost of revenue.

For the nine months ended June 30, 2025, the Company had 1 major supplier that accounted for over 10% of its total cost of revenue.

For the Nine Months Ended

June 30, 2026 For the Nine Months Ended

June 30, 2025

Revenue Percentage of

revenue Cost of

Revenue Percentage of

Supplier A $ 3,707 38 % $ 545,186 70 %

Supplier B 2623 20 % - - %

Supplier C 2,371 18 % - - %

Supplier D 1369 10 % - - %

For the three months ended June 30, 2026, the Company did not have a single supplier that accounted for more than 10% of its total cost of revenue.

For the three months ended June 30, 2025, the Company had 2 major suppliers that each accounted for over 10% of its total cost of revenue.

For the Three Months Ended

Percentage of

June 30, 2026 For the Three Months Ended

June 30, 2025

Revenue Percentage of

revenue Cost of

Revenue Percentage of

Supplier A $ - - % $ 24,985 53 %

Supplier B - - % 6,014 13 %

Fair value measurements

The Company applies the provisions of the Financial Accounting Standards

Board (“FASB”) Accounting Standards Codification (“ASC”) Section 820, Fair Value Measurements (“ASC

820”), for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial

items that are recognized or disclosed at fair value in the financial statements.

ASC 820 also establishes a framework for measuring fair

value and expands disclosures about fair value measurements.

Fair value is defined as the price that would be received when selling

an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

In determining

the fair value for the assets and liabilities required or permitted to be recorded, the Company considers the principal or most advantageous

market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability.

ASC 820 establishes a fair value hierarchy that requires an entity

to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

ASC 820 establishes three

levels of inputs that may be used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active

markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable

inputs (Level 3 measurements).

The Company applies the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Section 820, Fair Value Measurements (“ASC 820”), for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements.

ASC 820 also establishes a framework for measuring fair value and expands disclosures about fair value measurements.

Fair value is defined as the price that would be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

In determining the fair value for the assets and liabilities required or permitted to be recorded, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability.

ASC 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

ASC 820 establishes three levels of inputs that may be used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements).

The three levels of the fair value hierarchy are as follows:

Unadjusted quoted prices in active markets that

are accessible at the measurement date for identical, unrestricted assets or liabilities;

Quoted prices, other than those in Level 1, in

markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset

or liability,

Prices or valuation techniques that require inputs

that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

There were no transfers between level 1, level 2 or level 3 measurements

during the six months ended March 31, 2026 and 2025.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

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

Quoted prices, other than those in Level 1, in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability,

Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

There were no transfers between level 1, level 2 or level 3 measurements during the nine months ended June 30, 2026 and 2025.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Financial assets and liabilities of the Company are primarily comprised

of cash, receivable from payment collection service institution, prepayments, other receivables, accounts payable, advance from customers,

accrued expenses, other payables, income tax payable and due to related parties.

As of March 31, 2026 and 2025, the carrying values of

these financial instruments approximated their fair values due to the short-term maturity of these instruments.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Financial assets and liabilities of the Company are primarily comprised of cash, receivable from payment collection service institution, prepayments, other receivables, accounts payable, advance from customers, accrued expenses, other payables, income tax payable and due to related parties.

As of June 30, 2026 and 2025, the carrying values of these financial instruments approximated their fair values due to the short-term maturity of these instruments.

Segment information and geographic data

The Company is operating in one segment in accordance with the accounting

guidance in FASB ASC Topic 280, Segment Reporting .

The company’s revenues are from customers in People’s Republic of

China (“PRC”).

The Company is operating in a single segment in accordance with the accounting guidance in FASB ASC Topic 280, Segment Reporting .

The company’s revenues are from customers in People’s Republic of China (“PRC”).

Most assets of the Company are located in the PRC.

Revenue recognition

The Company adopted FASB ASC Section 606 — Revenue from Contracts

with Customers.

The Company adopted FASB ASC Section 606 — Revenue from Contracts with Customers.

Under ASC 606, the Company recognizes revenue from the sales of products and services by applying the following steps:

3 unchanged sentences

(4) allocate the transaction price to each performance obligation in the contract;

and (5) recognize revenue as each performance obligation

is satisfied.

The Company recognizes revenue when the amount of revenue can be reliably

measured, it is probable that economic benefits will flow to the entity, and specific criteria have been met for each of the Company’s

activities as described below.

and (5) recognize revenue as each performance obligation is satisfied.

The Company recognizes revenue when the amount of revenue can be reliably measured, it is probable that economic benefits will flow to the entity, and specific criteria have been met for each of the Company’s activities as described below.

Service Revenue

The Company provides cultural tourism services, small-scale training

services and hotel reservation services.

The Company provides cultural tourism services, small-scale training services and hotel reservation services.

The Company’s policy is to recognize revenue at that time the services have been performed.

Cost of service revenue consists primarily of the purchase cost, staff

cost and other cost to fulfill a contract with a customer.

Cost of service revenue consists primarily of the purchase cost, staff cost and other cost to fulfill a contract with a customer.

Products sales revenue

Products sales revenue mainly includes sales of cultural and creative

products and sales of gift products.

The Company’s policy is to recognize the sales when the products, ownership and risk of loss

have transferred to the purchasers, and collection of the sales proceeds, if not prepaid, is reasonably assured, all of which generally

occur when the customer receives the products.

Products sales revenue mainly includes sales of cultural and creative products and sales of gift products.

The Company’s policy is to recognize the sales when the products, ownership and risk of loss have transferred to the purchasers, and collection of the sales proceeds, if not prepaid, is reasonably assured, all of which generally occur when the customer receives the products.

Accordingly, revenue is recognized at the point in time when delivery is made.

Cost of product sale consists primarily of the cost of product procurement,

and other cost to fulfill a contract with a customer

The Company follows FASB ASC Section 740, Income Taxes , which

requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included

in the financial statements or tax returns.

Under this method, deferred income taxes are recognized for the tax consequences in future

years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on

enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.

allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

ASC 740-10-30 requires income tax positions to meet a more-likely-than-not

recognition threshold to be recognized in the financial statements.

Under ASC 740-10-30, tax positions that previously failed to meet

the more-likely-than-not threshold should be recognized in the first subsequent financial reporting period in which that threshold is

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

Cost of product sale consists primarily of the cost of product procurement, and other cost to fulfill a contract with a customer

The Company follows FASB ASC Section 740, Income Taxes , which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns.

Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.

Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

ASC 740-10-30 requires income tax positions to meet a more-likely-than-not recognition threshold to be recognized in the financial statements.

Under ASC 740-10-30, tax positions that previously failed to meet the more-likely-than-not threshold should be recognized in the first subsequent financial reporting period in which that threshold is met.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The application of tax laws and regulations is subject to legal and

factual interpretation, judgment and uncertainty.

Tax laws and regulations themselves are subject to change as a result of changes in

fiscal policy, changes in legislation, the evolution of regulations and court rulings.

Therefore, the actual liability may be materially

different from our estimates, which could result in the need to record additional tax liabilities or potentially reverse previously recorded

tax liabilities or the deferred tax asset valuation allowance.

As a result of the implementation of ASC 740-10, the Company made a

comprehensive review of its portfolio of tax positions in accordance with recognition standards established by ASC 740-10.

recognized no material adjustments to liabilities or shareholder’s equity as a result of the implementation.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty.

Tax laws and regulations themselves are subject to change as a result of changes in fiscal policy, changes in legislation, the evolution of regulations and court rulings.

Therefore, the actual liability may be materially different from our estimates, which could result in the need to record additional tax liabilities or potentially reverse previously recorded tax liabilities or the deferred tax asset valuation allowance.

As a result of the implementation of ASC 740-10, the Company made a comprehensive review of its portfolio of tax positions in accordance with recognition standards established by ASC 740-10.

The Company recognized no material adjustments to liabilities or shareholder’s equity as a result of the implementation.

Earnings (loss) per share

The Company computes earnings (loss) per share (“EPS”)

in accordance with ASC 260, Earnings Per Share .

ASC 260 requires companies with complex capital structures to present basic and

The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, Earnings Per Share .

ASC 260 requires companies with complex capital structures to present basic and diluted EPS.

Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding during the period.

Diluted EPS is similar to basic EPS but presents the dilutive effect

on a per share basis of contracts to issue ordinary common shares (e.g., convertible securities, options and warrants) as if they had

been converted at the beginning of the periods presented, or issuance date, if later.

The computation of diluted EPS includes the estimated

impact of the exercise of contracts to purchase common stock using the treasury stock method and the potential shares of converted common

stock associated with the convertible debt using the if-converted method.

Potential common shares that have an anti-dilutive effect (i.e.,

those that increase earnings per share or decrease loss per share) are excluded from the calculation of diluted EPS.

In February 2016, the FASB issued ASU 2016-02–Leases (Topic 842),

which increases transparency and comparability among organizations by recognizing right-of-use (“ROU”) lease assets and lease

liabilities on the balance sheet and disclosing key information about leasing arrangements.

The ASU maintains a distinction between finance

leases and operating leases, which is substantially similar to the classification criteria for distinguishing between capital leases and

operating leases in the previous lease guidance.

Retaining this distinction allows the recognition, measurement and presentation of expenses

and cash flows arising from a lease to remain similar to the previous accounting treatment.

A lessee is permitted to make an accounting

policy election by class of underlying asset to exclude from balance sheet recognition any lease assets and lease liabilities with

a term of 12 months or less, and instead to recognize lease expense on a straight-line basis over the lease term.

For both financing and

operating leases, the ROU asset and lease liability is initially measured at the present value of the lease payments in the consolidated

balance sheet.

In July 2018, the FASB issued ASU 2018-11 which provides entities with the option to initially apply the new lease standard

at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption,

if necessary.

Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of contracts to issue ordinary common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later.

The computation of diluted EPS includes the estimated impact of the exercise of contracts to purchase common stock using the treasury stock method and the potential shares of converted common stock associated with the convertible debt using the if-converted method.

Potential common shares that have an anti-dilutive effect (i.e., those that increase earnings per share or decrease loss per share) are excluded from the calculation of diluted EPS.

In February 2016, the FASB issued ASU 2016-02–Leases (Topic 842), which increases transparency and comparability among organizations by recognizing right-of-use (“ROU”) lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements.

The ASU maintains a distinction between finance leases and operating leases, which is substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous lease guidance.

Retaining this distinction allows the recognition, measurement and presentation of expenses and cash flows arising from a lease to remain similar to the previous accounting treatment.

A lessee is permitted to make an accounting policy election by class of underlying asset to exclude from balance sheet recognition any lease assets and lease liabilities with a term of 12 months or less, and instead to recognize lease expense on a straight-line basis over the lease term.

For both financing and operating leases, the ROU asset and lease liability is initially measured at the present value of the lease payments in the consolidated balance sheet.

In July 2018, the FASB issued ASU 2018-11 which provides entities with the option to initially apply the new lease standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, if necessary.

Cash and cash equivalents

As of March 31, 2026, cash consists of bank deposits and deposits in

Alipay, which are unrestricted as to withdrawal and use.

All highly liquid investments with original stated maturities of three months

or less are classified as cash.

As of June 30, 2026, cash consists of bank deposits and deposits in Alipay, which are unrestricted as to withdrawal and use.

All highly liquid investments with original stated maturities of three months or less are classified as cash.

Restricted Cash

As of March 31, 2026 and September 30, 2025, restricted cash includes

bank deposits held at Zhongguancun Bank, which are subject to restrictions on withdrawal and use.

These funds are classified as restricted

cash because they may not be released or become available for general use within one year.

The Company is currently applying to lift the

restrictions on these funds;

As of June 30, 2026 and September 30, 2025, restricted cash includes bank deposits held at Zhongguancun Bank, which are subject to restrictions on withdrawal and use.

These funds are classified as restricted cash because they may not be released or become available for general use within one year.

The Company is currently applying to lift the restrictions on these funds;

however, the timing of any release remains uncertain.

Recently adopted accounting pronouncements

We do not believe that any recently issued but not yet effective accounting

standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash

We do not believe that any recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows.

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

At March 31, 2026 and September 30, 2025, prepayments

consisted of:

September 30,

At June 30, 2026 and September 30, 2025, prepayments consisted of:

June 30, September 30,

Hainan Jintongyuan Technology Co., Ltd.

Beijing Shuangjiang Huixin Trading Co., Ltd - 3,779

Dongfang Tong (Beijing) Technology Co., Ltd

Beijing Yiguanjia Health Technology Co., Ltd 166 177

Shenzhen Huayu Feng Technology Co., Ltd.

57,393 70,368

Dongguan Jiasheng Daily Plastic Products Co., Ltd.

5 unchanged sentences

Yongfengyuan Ceramics Valley Culture (Beijing) Co., Ltd.

Chen Deying - 42,223

The Sound of Flowers (Beijing) Brand Management Co., Ltd.

1 unchanged sentence

Jinjiu International Consulting Services (Beijing) Co., Ltd.

Jiaxing Bozhong Finance and Taxation Consulting Co., Ltd

Jindou Enterprise (Beijing) Business Management Co., LTD 222 851

1 unchanged sentence

Total Prepayments $ 115,810 $ 342,127

OTHER RECEIVABLES

At March 31, 2026 and September 30, 2025, other receivables consisted

September 30,

Shanghai Ctrip International Travel Agency Co., Ltd

Value-added Tax

Total other receivables

At March 31, 2026 and September 30, 2025, Inventories

consisted of the following:

September 30,

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

OTHER RECEIVABLES

At June 30, 2026 and September 30, 2025, other receivables consisted of:

June 30, September 30,

Shanghai Ctrip International Travel Agency Co., Ltd $ 734 $ 703

Value-added Tax 1,851 -

Total other receivables $ 3,140 $ 703

ADVANCE FROM CUSTOMERS

At March 31, 2026 and September

30, 2025, advance from customers consisted of the following:

At June 30, 2026 and September 30, 2025, advance from customers consisted of the following:

Name June 30,

2026 September 30,

Pre-collected member funds $ 4,560 $ 26,098

As of March 31, 2026 and September 30, 2025,

advances from customers totaled $ 4,489 and 26,098 .

The Company receives prepayments from customers who subscribe for a membership in

Total $ 4,560 $ 26,098

As of June 30, 2026 and September 30, 2025, advances from customers totaled $ 4,560 and $ 26,098 respectively.

The Company receives prepayments from customers who subscribe for a membership in the Company.

These pre-collected member funds can be used by customers to offset purchases of the Company’s products.

TO RELATED PARTIES

to related parties consists of the following:

Name of related party

SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

(AMOUNTS IN US DOLLARS)

DUE TO RELATED PARTIES

Due to related parties consists of the following:

Name of related party June 30,

2026 September 30,

Interest-free loan and payment of company expenses:

Huang Fang $ 316,016 $ 182,463

Beijing Devoter Oriental Co., Ltd.

Shanghai Maitong Cultural Technology Co., Ltd 62,567 70,156

As of March 31, 2026 and September 30, 2025, the Company owed Huang

Fang a balance of $ 300,451 and $ 182,463 which represented expenses paid on behalf of the Company and the interest-free loan she provided

to the Company.

As of March 31, 2026 and September 30, 2025, the Company had a balance

of $ 9,626 and $ 9,626 due to Beijing Devoter Oriental Co., Ltd, which represented expenses paid on behalf of the Company.

As of March 31, 2026 and September 30, 2025, the Company had a balance

of $ 72,011 and $ 70,156 due to Shanghai Maitong Cultural Technology Co., Ltd,a which represented expenses paid on behalf of the Company.

Huang Fang is the President, CEO, Chairwoman of the Board and a major

shareholder of the Company.

She is also the CEO and controlling shareholder of Beijing Devoter Oriental Co., Ltd and she is a major shareholder

of Shanghai Maitong Cultural Technology Co., Ltd.

Total $ 388,209 $ 262,245

As of June 30, 2026 and September 30, 2025, the Company owed Huang Fang a balance of $ 316,016 and $ 182,463 respectively, which represented expenses paid on behalf of the Company and the interest-free loan she provided to the Company.

As of June 30, 2026 and September 30, 2025, the Company had a balance of $ 9,626 due to Beijing Devoter Oriental Co., Ltd, which represented expenses paid on behalf of the Company.

As of June 30, 2026 and September 30, 2025, the Company had a balance of $ 62,567 and $ 70,156 due to Shanghai Maitong Cultural Technology Co., Ltd respectively, which represented expenses paid on behalf of the Company.

Huang Fang is the President, CEO, Chairwoman of the Board and a major shareholder of the Company.

She is also the CEO and controlling shareholder of Beijing Devoter Oriental Co., Ltd and she is a major shareholder of Shanghai Maitong Cultural Technology Co., Ltd.

ACCRUED EXPENSES

At March 31, 2026 and September 30, 2025, accrued expenses consisted

September 30,

Professional service fee payable

At June 30, 2026 and September 30, 2025, accrued expenses consisted of:

June 30, September 30,

Audit fee $ 6,000 $ 75,000

Payroll payable 5,989 10,726

Social security payable - 4,933

PragerMetis - 2,500

Total accrued expenses $ 11,989 $ 93,159

As of March 31, 2026 and September 30, 2025, the Company recorded payables

to its auditor of $ 6,000 and $ 75,000 for services in connection with the audit and review of the Company’s financial statements

for the quarter ended March 31, 2026 and the year ended September 30, 2025.

As of March 31, 2026 and September 30, 2025, the Company recorded payroll

payable of $ 11,704 and $ 10,726 .

As of March 31, 2026, and September 30,2025, the Company recorded social

security payable of $ 4,626 and 4,933 .

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

As of June 30, 2026 and September 30, 2025, the Company recorded payables to its auditor of $ 6,000 and $ 75,000 for services in connection with the audit of the Company’s financial statements for the year ended September 30, 2025 and the review of the Company’s financial statements for the nine months ended June 30, 2026.

As of June 30, 2026 and September 30, 2025, the Company recorded payroll payable of $ 5,989 and $ 10,726 .

As of June 30, 2026, and September 30, 2025, the Company recorded social security payable of nil and $ 4,933 .

SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

(AMOUNTS IN US DOLLARS)

OTHER PAYABLES

At March 31, 2026 and September 30, 2025, other payables consisted

September 30,

At June 30, 2026 and September 30, 2025, other payables consisted of:

June 30, September 30,

Value added tax and surtax $ 433 $ 5,170

On September 1, 2023, Huang Fang, the CEO

of the holding company of Tongzhilian, arranged to lease an office for the soon-to-be-established company, and Tongzhilian signed and

confirmed the agreement when it was officially established.

Under the terms of the agreement, Tongzhilian leased office space (approximately

144 square meters) under an operating lease agreement with Devoter (Beijing) Technology Co., Ltd, and was committed to make lease payments

of approximately $ 44,482 (RMB 324,506 ) for the period between September 1, 2023 and November 30, 2024.

On October 9, 2024, Tongzhilian

renewed the operating lease agreement for the period from December 1, 2024 to November 30, 2025.

Under the terms of the agreement, Tongzhilian

committed to make lease payments of approximately $ 36,000 (RMB 259,605 ) for that period.

On December 1, 2025, Tongzhilian further renewed

the operating lease agreement for the period from December 1, 2025 to November 30, 2026,Tongzhilian committed to make lease payments of

approximately $ 36,689 (RMB 259,605 ) for that period.

For the six months ended March 31, 2026 and 2025, the lease amortization

expense was $ 17,406 and $ 17,649 , respectively.

Huang Fang is the President, CEO, Chairwoman of the Board and a major

shareholder of the Company.

She is also the CEO and controlling shareholder of Beijing Devoter Oriental Co., Ltd, and Beijing Devoter

Oriental Co., Ltd owns 85 % of the registered equity of Devoter (Beijing) Technology Co., Ltd.

For this reason, Devoter (Beijing) Technology

Co., Ltd is a related party of Tongzhilian.

As of March 31, 2026 and September 30, 2025, the Company had the following

amounts with respect to its lease recorded on the Company’s consolidated balance sheet:

Total $ 465 $ 5,170

On September 1, 2023, Huang Fang, the CEO of the holding company of Tongzhilian, arranged to lease an office for the soon-to-be-established company, and Tongzhilian signed and confirmed the agreement when it was officially established.

Under the terms of the agreement, Tongzhilian leased office space (approximately 144 square meters) under an operating lease agreement with Devoter (Beijing) Technology Co., Ltd, and was committed to make lease payments of approximately $ 44,482 (RMB 324,506 ) for the period between September 1, 2023 and November 30, 2024.

On October 9, 2024, Tongzhilian renewed the operating lease agreement for the period from December 1, 2024 to November 30, 2025.

Under the terms of the agreement, Tongzhilian committed to make lease payments of approximately $ 36,000 (RMB 259,605 ) for that period.

On December 1, 2025, Tongzhilian further renewed the operating lease agreement for the period from December 1, 2025 to November 30, 2026.

Tongzhilian committed to make lease payments of approximately $ 36,689 (RMB 259,605 ) for that period.

For the nine months ended June 30, 2026 and 2025, the lease amortization expense was $ 26,265 and $ 17,649 , respectively.

Huang Fang is the President, CEO, Chairwoman of the Board and a major shareholder of the Company.

She is also the CEO and controlling shareholder of Beijing Devoter Oriental Co., Ltd, and Beijing Devoter Oriental Co., Ltd owns 85 % of the registered equity of Devoter (Beijing) Technology Co., Ltd.

For this reason, Devoter (Beijing) Technology Co., Ltd is a related party of Tongzhilian.

As of June 30, 2026 and September 30, 2025, the Company had the following amounts with respect to its lease recorded on the Company’s consolidated balance sheet:

2026 September 30,

Right-of-use asset $ 14,498 $ 6,081

Total $ 14,498 $ 6,081

Operating lease liability, current $ 14,498 $ 6,081

Operating lease liability, less current portion - -

Future annual minimum lease payments for non-cancellable operating

leases are as follows:

Period Ending March 31,

Total $ 14,498 $ 6,081

Future annual minimum lease payments for non-cancellable operating leases are as follows:

Period Ending June 30,

Thereafter 5,828

imputed interest 72

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

Total $ 14,498

SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

(AMOUNTS IN US DOLLARS)

United States

MGSD is a Nevada corporation subject to U.S.

federal and state taxes.

Pursuant to the Tax Cuts and Jobs Act enacted on December 31, 2017, the U.S.

federal corporate income tax rate was reduced to 21 %.

MGSD Samoa was incorporated in Samoa and, under the current laws of

Samoa, is not subject to income tax.

MGSD HK was incorporated in Hong Kong and is subject to Hong Kong

MGSD HK is subject to Hong Kong taxation on its activities conducted in Hong Kong and income arising in or derived from Hong

MGSD is a Nevada corporation that is subject to U.S.

federal tax and state tax.

On December 31, 2017 the U.S.

government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”).

The Tax Act made broad and complex changes to the U.S.

tax code, including, but not limited to, (1) reducing the U.S.

federal corporate income tax rate from 35 percent to 21 percent;

(2) requiring companies to pay a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries;

(3) generally eliminating U.S.

federal corporate income taxes on dividends from foreign subsidiaries;

(4) providing modification to subpart F provisions and new taxes on certain foreign earnings such as Global Intangible Low-Taxed Income (GILTI).

Except for the one-time transition tax, most of these provisions went into effect starting January 1, 2018.

MGSD Samoa was incorporated in Samoa and, under the current laws of Samoa, is not subject to income tax.

MGSD HK was incorporated in Hong Kong and is subject to Hong Kong profits tax.

MGSD HK is subject to Hong Kong taxation on its activities conducted in Hong Kong and income arising in or derived from Hong Kong.

The applicable statutory tax rate is 16.5 %.

The Company did not have any income (loss) subject to the Hong Kong profits tax.

Tongzhilian is subject to a 25 % standard enterprise income tax in

There was no income tax expense accrued for the six months ended March 31, 2026.

A reconciliation of income before income taxes for domestic and foreign

locations for the six months ended March 31, 2026 and 2025 is as follows:

For the Six Months Ended

Tongzhilian is subject to a 25 % standard enterprise income tax in the PRC.

There was no income tax expense accrued for the nine months ended June 30, 2026.

A reconciliation of income before income taxes for domestic and foreign locations for the nine months ended June 30, 2026 and 2025 is as follows:

For the Nine Months Ended

United States $ ( 145,766 ) $ ( 142,836 )

$ ( 128,372 )

$ ( 126,665 )

Foreign ( 218,730 ) 249,745

Before income taxes $ ( 364,496 ) $ 106,909

$ ( 326,757 )

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) (AMOUNTS IN US DOLLARS)

INCOME TAXES (continued)

The difference between the U.S.

federal statutory income tax rate and

the Company’s effective tax rate was as follows:

For the Six Months Ended

federal statutory income tax rate and the Company’s effective tax rate was as follows:

For the Nine Months Ended

Income tax (benefit) at USA statutory rate 21 % 21 %

1 unchanged sentence

Effective combined tax rate 0 % 0 %

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

INCOME TAXES (continued)

difference between the PRC statutory income tax rate and the PRC effective tax rate was as follows:

For the Six Months Ended

The difference between the PRC statutory income tax rate and the PRC effective tax rate was as follows:

For the Nine Months Ended

Income tax (benefit) at PRC statutory rate 25 % 25 %

2 unchanged sentences

Effective combined tax rate 0 % 5 %

The Company did not recognize deferred tax assets since it is not likely

to incur taxes against which such deferred tax assets may be offset.

The deferred tax would apply to MGSD in the U.S.

and Tongzhilian

The Company incurred losses from its United States operations during

the six months ended March 31, 2026 and 2025 of $ 48,452 and $ 126,665 .

The Company’s United States operations consist solely of ownership

of its foreign subsidiaries, and the losses arise from administration expenses.

Accordingly, management provided a 100 % valuation allowance

of $ 98,945 against the deferred tax assets related to the Company’s United States operations as of March 31, 2026, because the deferred

tax benefits of the net operating loss carry forwards in the United States are not likely to be utilized.

The US valuation allowance has

increased by $ 10,175 for the six months ended March 31, 2026.

The Company is subject to examination by the Internal Revenue Service

(IRS) in the United States as well as by the taxing authorities in China, where the firm has significant business operations.

years under examination vary by jurisdiction.

The table below presents the earliest tax year that remain subject to examination by major

jurisdiction.

The Company is subject to examination by the Internal Revenue Service (IRS) in the United States as well as by the taxing authorities in China, where the firm has significant business operations.

The tax years under examination vary by jurisdiction.

The table below presents the earliest tax year that remain subject to examination by major jurisdiction.

The year as of

1 unchanged sentence

China December 31, 2025

MAITONG SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED MARCH 31, 2026 AND 2025

(UNAUDITED) (AMOUNTS IN US DOLLARS)

SUNSHINE CULTURAL DEVELOPMENT CO., LIMITED AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

(AMOUNTS IN US DOLLARS)

CONTINGENCIES

Contingencies

Certain conditions may exist as of the date the consolidated financial

statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur

or fail to occur.

The Company’s management and legal counsel assess such contingent liabilities, and such assessment inherently

involves an exercise of judgment.

In assessing loss contingencies related to legal proceedings that are pending against the Company or

unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings

or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that

a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the

Company’s financial statements.

If the assessment indicates that a potential material loss contingency is not probable but is reasonably

possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range

of possible loss if determinable and material would be disclosed.

Loss contingencies considered to be remote by management are generally

not disclosed unless they involve guarantees, in which case the guarantee would be disclosed.

The Company was not subject to any material loss contingency as of

March 31, 2026.

Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur.

The Company’s management and legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment.

In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements.

If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material would be disclosed.

Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed.

The Company was not subject to any material loss contingency as of June 30, 2026.

BASIC AND DILUTED EARNINGS PER SHARE

Basic net income per share is computed using the weighted average number

of common shares outstanding during the period.

Diluted net income per share is computed using the weighted average number of common shares

and, if dilutive, potential common shares outstanding during the period.

Potential common shares comprise shares issuable upon the exercise

of share-based awards, using the treasury stock method.

The reconciliation of the numerators and denominators of the basic and diluted

earnings per share computations for income from continuing operations is shown as follows:

Basic net income per share is computed using the weighted average number of common shares outstanding during the period.

Diluted net income per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period.

Potential common shares comprise shares issuable upon the exercise of share-based awards, using the treasury stock method.

The reconciliation of the numerators and denominators of the basic and diluted earnings per share computations for income from continuing operations is shown as follows:

For the Three Months Ended

Net (loss) attributable to common stockholders

$ ( 205,688 )

$ ( 125,266 )

Net income (loss) attributable to common stockholders $ ( 37,684 ) $ ( 41,718 )

Basic and diluted weighted-average number of shares outstanding 64,125,000 60,500,000

1 unchanged sentence

Basic and diluted $ ( 0.0006 ) $ ( 0.0007 )

For the Six Months Ended

For the Nine Months Ended

Net income (loss) attributable to common stockholders $ ( 363,973 ) $ 9

$ ( 326,289 )

Basic and diluted weighted-average number of shares outstanding 62,332,417 60,228,938

2 unchanged sentences

SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date on which

the consolidated financial statements were available to be issued.

All subsequent events requiring recognition as of March 31, 2026 have

been incorporated into these consolidated financial statements and there are no other subsequent events that require disclosure in accordance

with FASB ASC Topic 855, “Subsequent Events.”

Management has evaluated subsequent events through the date on which the consolidated financial statements were available to be issued.

All subsequent events requiring recognition as of June 30, 2026 have been incorporated into these consolidated financial statements and there are no other subsequent events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.”

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-Q

Item 1. Financial Statements