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Item 8. Financial Statements and Supplementary Data

2024-03-28 compared with 2023-03-31 · 370 added, 197 removed, 119 unchanged (83% of the section changed)

Financial Statements and Supplementary

The financial statements required by this item

begin on page F-1 hereof.

Financial Statements and Supplementary Data

The financial statements required by this item begin

on page F-1 hereof.

Index to Financial Statements

6 unchanged sentences

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting

To the shareholders and the board of directors

of Pony Group, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated

balance sheets of Pony Group, Inc.

as of December 31, 2022 and 2021, the related statements of operations, stockholders’ equity (deficit),

and cash flows for the years then ended, 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 December 31,

2022 and 2021, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles

generally accepted in the United States.

Substantial Doubt about the Company’s

Ability to Continue as a Going Concern

The accompanying financial statements have been

prepared assuming that the Company will continue as a going concern.

As discussed in Note 2 to the financial statements, the Company has

suffered recurring losses from operations and has a significant accumulated deficit.

In addition, the Company continues to experience

negative cash flows from operations.

These factors raise substantial doubt about the Company’s ability to continue as a going concern.

Management’s plans in regard to these matters are also described in Note 2.

The financial statements do not include any adjustments that

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and

Shareholders of Pony Group Inc.

on the Financial Statements

audited the accompanying consolidated balance sheets of Pony Group Inc and Subsidiaries (collectively, the “Company”) as of

December 31, 2023 and 2022, and the related consolidated statements of operations and comprehensive income (loss), changes in shareholders’

equity, and cash flows for the years ended December 31, 2023 and 2022, and the related notes (collectively referred to as the “financial

statements”).

In our opinion,

the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December

31, 2023 and 2022, and the results of its operations and its cash flows for years ended December 31, 2023 and 2022, in conformity with

accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements

have been prepared assuming that the Company will continue as a going concern.

As discussed in Note 3 to the consolidated financial statements,

the Company has an accumulated deficit as of December 31, 2023, recurring net losses and net cash used in operating activities for the

year then ended.

Those factors raise substantial doubt about the Company’s ability to continue as a going concern.

plans in regard to these matters are also described in Note 3.

The consolidated financial statements do not include any adjustments that

might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility

of the Company’s management.

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

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 audits we are required to obtain an understanding

of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s

internal control over financial reporting.

These consolidated

financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s

consolidated financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight

Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

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.

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 audits we

are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion

on the effectiveness of the Company’s internal control over financial reporting.

Accordingly, we express no such opinion.

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 provides a reasonable basis for our opinion.

/S/ BF Borgers CPA PC

BF Borgers CPA PC (PCAOB ID 5041 )

We have served as the Company’s auditor since

included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error

or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding

the amounts and disclosures in the consolidated financial statements.

Our audits also included evaluating the accounting principles used

and significant estimates made by management, as well as evaluating the overall presentation of the financial statement.

We believe that

our audits provide a reasonable basis for our opinion.

/s/ YCM CPA, Inc .

We have served as the Company’s

auditor since 2023.

PCAOB ID 6781

Irvine, California

March 28, 2024

PONY GROUP INC., AND SUBSIDIARIES

PONY GROUP INC.

AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

3 unchanged sentences

Other receivables

Other receivables-related parties

Operating lease right-of-use assets

Total current assets

1 unchanged sentence

Current liabilities

Deferred revenue

Accounts payable

Operating lease liabilities

Other payable- related parties

2 unchanged sentences

Total liabilities

Ordinary shares, $ 0.001 par value, 70,000,000 shares authorized, 11,500,000 shares issued and outstanding as of December 31, 2022 and 2021, respectively*

Stockholders’ equity

Common stock, $ 0.001 par value;

70,000,000 shares authorized, 11,500,000 shares issued and outstanding as of December 31, 2023 and 2022

Additional paid-in capital

Accumulated foreign currency exchange loss

Accumulated foreign currency exchange gain

Accumulated deficit

Total Pony Group Inc stockholders’ equity

Total liabilities and equity

shares are presented on a retroactive basis to reflect the nominal share issuance.

Total stockholders’ equity

Total liabilities and Stockholders’ equity

The accompanying notes are integral to these consolidated

financial statements.

PONY GROUP INC., AND SUBSIDIARIES

PONY GROUP INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For The Year Ended

For the Years Ended

Cost of revenue

2 unchanged sentences

Total operating expenses

Income (loss) from operation

Loss from operation

Other income (expenses)

Other income (expense)

Total other income

Other income (expenses)

Total other income (expenses)

Loss before income taxes

1 unchanged sentence

$ ( 148,521 )

$ ( 284,028 )

Other Comprehensive Income

1 unchanged sentence

$ ( 142,666 )

Basic and diluted earnings (loss) per common share*

$ ( 272,748 )

Basic and diluted earnings (loss) per share of common stock

Weighted average number of shares outstanding

shares are presented on a retroactive basis to reflect the nominal share issuance.

The accompanying notes are integral to these consolidated

financial statements.

PONY GROUP INC., AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGE IN EQUITY

PONY GROUP INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGE IN STOCKHOLDERS’

For the Years Ended December 31, 2023 and 2022

Comprehensive

Balance as of December 31, 2020

Balance as of December 31, 2021 (As restated, see Note 2)

$ ( 291,871 )

$ ( 102,716 )

Cumulative Foreign currency translation adjustment

Balance as of December 31, 2021

Balance as of December 31, 2022 (As restated, see Note 2)

$ ( 575,899 )

$ ( 375,464 )

Cumulative Foreign currency translation adjustment

Balance as of December 31, 2023

shares are presented on a retroactive basis to reflect the nominal share issuance.

$ ( 724,420 )

$ ( 518,130 )

The accompanying notes are integral to these consolidated

financial statements.

PONY GROUP INC., AND SUBSIDIARIES

PONY GROUP INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For The Year Ended

Operating activities

For the Years Ended

Cash flows from operating activities:

$ ( 148,521 )

$ ( 284,028 )

Changes in operating assets and liabilities:

1 unchanged sentence

Other receivable

Deferred revenue

Accounts payable

Other payable

Cash provided (used) in operating activities

Cash flow used in investing activities:

Cash used in investing activities

Cash flow provided (used) by financing activities:

Pay for deferred offering cost

Advance from (repayment to) related party

Proceed from Issue of Common Stock

Cash provided by financing activities

Net cash used in operating activities

Cash flows from financing activities:

Advance from related party

Net cash provided by financing activities

Effects of currency translation on cash

Net increase (decrease) in cash

Net decrease in cash

Cash at beginning of the period

8 unchanged sentences

incorporated on Jan 7, 2019 in the state of Delaware.

On March 7, 2019, Pony Group Inc (the “Purchaser”), and

Wenxian Fan, the sole owner of PONY LIMOUSINE SERVICES LIMITED, entered into a Stock Purchase Agreement (the “Purchase Agreement”),

pursuant to which Wenxian Fan (the “Seller”) would sell to the Purchaser, and the Purchaser will purchase from the Seller,

10,000 shares of the PONY LIMOUSINE SERVICES LIMITED, which represented 100 % of the shares.

On March 07, 2019, this transaction was completed.

PONY LIMOUSINE SERVICES LIMITED (“PONYHK”) is a limited

liability company formed under the laws of Hong Kong on April 28, 2016, which was formed by FAN WENXIAN.

Its registered office is located

at FLAT/RM 01 11/f, LUCKY COMM BLDG, 103 DES VOEUX RD WEST, SHEUNG WAN, HONG KONG.

The business nature of the Company is to provide cross

boarder limousine services to customers.

On March 7, 2019, the Company entered into and a stock purchase

agreement with Wenxian Fan, the sole owner of PONY LIMOUSINE SERVICES LIMITED (“Pony HK”), a limited liability company

formed under the laws of Hong Kong on April 28, 2016, to acquire 100 % equity ownership of Pony HK.

Pony HK provides cross boarder

limousine services to its customers and dedicated to developing applications based on Wechat platform.

As a result, Pony HK has

become the Company’s wholly owned subsidiary.

On February 2, 2019, Universe Travel Culture & Technology Ltd.

(“Universe Travel”)

was incorporated as a wholly-owned PRC subsidiary of Pony HK.

Details of the Company’s structure as of December 31, 2022 is

Reverse Merger Accounting – Since Pony HK

and Pony US were entities under Ms.

Fan’s common control prior to the “Purchase Agreement” was executed, and because

of certain other factors, including that the member of the Company’s executive management is from Pony HK, Pony HK is deemed to

be the acquiring company for accounting purposes and the Merger was accounted for as a reverse merger and a recapitalization in accordance

with generally accepted accounting principles in the United States (“GAAP”).

These unaudited consolidated financial statements

reflect the historical results of Pony HK prior to the Merger and that of the combined Company following the Merger, and do not include

the historical financial results prior to the completion of the Merger.

Common stock and the corresponding capital amounts of the Company

pre-Merger have been retroactively restated as capital stock shares.

(“Universe Travel”) was incorporated as a wholly-owned PRC subsidiary of Pony HK.

NOTE 2 - Basis

of presentation and summary of significant accounting policies

Basis of Accounting and Presentation - The

accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States

Cash and Cash Equivalents – For purpose

of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of 90 days or less

to be cash equivalents.

of America (“U.S.

Use of Estimates - The preparation of financial

statements in conformity with accounting principles generally accepted in the United States requires the Company to make estimates and

assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the

date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

Leases- On March 31, 2022,

the Company adopted ASU 2016-02, Leases (Topic 842).

For all leases that were entered into prior to the effective date of Topic 842, the

Company elected to apply the package of practical expedients.

Based on this guidance the Company did not reassess the following:

any expired or existing contracts are or contain leases;

(2) the lease classification for any expired or existing leases;

and (3) initial

direct costs for any existing leases.

The adoption of Topic 842 did not have a material impact on the Company’s consolidated statements

of operations and comprehensive income (loss).

Principles of Consolidation- The consolidated financial

statements include the financial statements of PONY GROUP INC and its subsidiaries.

All inter-company balances and transactions have been

eliminated upon consolidation.

Date of establishment

Place of establishment

Percentage of legal

Principal activities

Subsidiaries:

April 28, 2016

Hong Kong, PRC

Universe Travel

February 2, 2019

Mainland, PRC

Car services and Technological development and operation service

Cash and Cash Equivalents – For purpose of the statements of cash flows, the Company considers

all highly liquid debt instruments purchased with a maturity of 90 days or less to be cash equivalents.

There is no cash equivalents as

of December 31, 2023 and 2022.

Accounts Receivable - The customers are required

6 unchanged sentences

for doubtful accounts was not necessary.

The PONY LIMOUSINE SERVICES LIMITED, 100 % subsidiary

of the company has agreements with its two major clients that the payments for the services rendered be settled every six months.

two major clients combined accounted for 48.24 % of the revenue for the year ended December 31, 2022, respectively.

For the year ended December 31, 2023, the following

clients accounted for over 10 % of the revenue for the company:

Shenzhen Zhongke Hengjin with 27.56 %;

Shenzhen Eryuechuer Culture &

Technology., Ltd, with 14.17 %;

and Shenzhen Shangjia Electronic Technology., Ltd with 11.81 %.

The Company determines the adequacy of reserves

for doubtful accounts based on individual account analysis and historical collections.

The Company establishes a provision for doubtful

receivables when there is objective evidence that the Company may not be able to collect amounts due.

The allowance is based on management’s

best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections.

The provision is

recorded against accounts receivable balances, with a corresponding charge recorded in the consolidated statements of operations and comprehensive

income (loss).

Actual amounts received may differ from management’s estimate of credit worthiness and the economic environment.

Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood

of collection is not probable.

Revenue Recognition -

14 unchanged sentences

and allowances because services rendered and accepted by customers are normally not returnable.

Cost of revenue – Cost

of revenue includes cost of services rendered during the period, net of discounts and sales tax.

The Company currently provides car services to individual and group

It currently offers carpooling, airport pick-up and drop-off, and personal driver services for travelers between Guangdong

Province and Hong Kong.

It collaborates with car fleet companies and charge a service fee by matching the traveler and the driver.

the user experience, the Company aims to provide its users with comprehensive and convenient service offerings and become a one-stop travel

booking resource for travelers.

When the traveler selects and initiates a car service request, an estimated service fee is displayed and

the traveler can further decide whether to place the service request or not.

Once the traveler places the ride service request and the

Company accepts the service request, a car service agreement is entered into between the traveler and the Company.

Upon completion of

the car services, the Company recognizes ride hailing services revenues on a gross basis.

Technological development and operation service

Revenues from technological development service,

including information technology system design and cloud platform development, revenue are recognized monthly by fixed amount based on

the contract.

From time to time, the Company enters into arrangement

to provide technological support and maintenance service of applications to its customers.

the Company’s efforts are expended evenly

throughout the service period.

The revenues for the technological support and maintenance service are recognized over the support and

maintenance services period, usually from 3 months to one year.

The Company’s contracts have a single performance obligation and

are primarily on a fixed-price basis.

No significant returns, refund and other similar obligations during each reporting period.

Cost of revenue – For

car services, cost of revenues, which are directly related to revenue generating transactions, primarily consists of driver earnings and

driver incentives.

For technological development and operation service, cost of revenue includes of the salaries of development department

and the service fee paid to third party.

Income Taxes – Income tax expense represents

3 unchanged sentences

has been provided at the rate of 16.5 % on the estimated assessable profit for the period.

Foreign Currency Translation - PONY LIMOUSINE

SERVICES LIMITED’s functional currency is the Hong Kong Dollar (HK$) and Universe Travel Culture & Technology Ltd.’s functional

currency is the Renminbi (RMB).

The reporting currency is that of the US Dollar.

Assets, liabilities and owners’ contribution are

translated at the exchange rates as of the balance sheet date.

Income and expenditures are translated at the average exchange rate of

Value added tax (“VAT”)

– Sales revenue derived from the invoiced car service and technological development and operation service is subject to VAT.

to that, the Company was subject to a fixed rate of business tax of 3 %.

Foreign Currency Translation – Pony

HK’s functional currency is the Hong Kong Dollar (HK$) and Universe Travel’s functional currency is the Renminbi (RMB).

reporting currency is that of the US Dollar.

Assets, liabilities and equity amounts are translated at the exchange rates as of the balance

Income and expenditures are translated at the average exchange rate of the year.

The exchange rates used to translate amounts in HK$ and RMB into USD

14 unchanged sentences

RMB 6.73 to US $ 1.00

NOTE 2 - GOING CONCERN

Recent accounting pronouncements

The Company does 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 .

Restatement of Previously Issued Consolidated Financial Statements

Restatement Background

The Company engaged our current auditor to re-perform

an audit on our financial statements as of and for the year ended December 31, 2022.

The impact of the restatement on the financial statements

as of and for the year ended December 31, 2022 is presented below.

Restatement Reconciliation Tables

The effects of the reclassifications and restatement for the adjustments

on the consolidated balance sheets, c onsolidated statements of comprehensive income (loss) and consolidated

statements of cash flows are as follows:

Consolidated Balance Sheet

As of December 31, 2022

Current assets

Cash and cash equivalents

Accounts receivables

Other receivables

Other receivables-related parties

Operating lease right-of-use assets

Total current assets

Liabilities and Equity

Current liabilities

Deferred revenue

Accounts payable

Operating lease liabilities

Other payable-related party

Other current liability

Total current liabilities

Total liabilities

Stockholders’ equity

Additional paid-in capital

Accumulated foreign currency exchange loss

Accumulated deficit

Total stockholders’ equity

Total liabilities and stockholders’ equity

Consolidated Statement of Comprehensive Income

For the year ended December 31, 2022

Cost of revenue

Operating expenses

General & administrative expenses

Total operating expenses

Loss from operation

Other income (expenses)

Other income (expense)

Total other income (expense)

Income (Loss) before income taxes

Provision for income tax

$ ( 269,078 )

$ ( 284,028 )

Other Comprehensive Income

Comprehensive loss

Basic and diluted earnings per common share

Statement of Cash Flows

the Year ended December 31, 2022

Cash flows from operating activities:

$ ( 269,078 )

$ ( 284,028 )

Changes in operating assets and liabilities:

Accounts receivable

Other receivable

Deferred revenue

Accounts payable

Other payable

Net cash used in operating activities

Cash flow from financing activities:

Advance from (repayment

to) related party

Net cash provided by financing activities

Effects of currency translation on cash

Net decrease in cash

Cash at beginning of

Cash at end of period

3 - GOING CONCERN

The Company had operating losses of $ 148,521 and $ 284,028 during the

year ended December 31, 2022 and 2021, respectively.

The Company has accumulated deficit of $ 549,404 and $ 280,326 as of

December 31, 2022 and December 31, 2021, respectively.

The Company’s continuation as a going concern is dependent on its ability

to generate sufficient cash flows from operations to meet its obligations and/or obtain additional financing, as may be required.

The accompanying financial statements have been prepared assuming the

Company will continue as a going concern;

however, the above condition raises substantial doubt about the Company’s ability to do

The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification

of assets or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

Management’s Plan to Continue as a Going Concern

In order to continue as a going concern, the Company will need, among

other things, additional capital resources.

Management’s plans to obtain such resources for the Company include (1) obtaining capital

from the sale of its equity securities, (2) sales of the Company’s products, (3) short-term and long-term borrowings from banks,

and (4) short-term borrowings from stockholders or other related party (ies) when needed.

However, management cannot provide any assurance

that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent

upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually to secure other sources of financing

and attain profitable operations.

NOTE 3 - RELATED

PARTY TRANSACTIONS

PONY GROUP INC, incorporated on Jan 7, 2019 in the state of Delaware,

is the sole owner of PONY LIMOUSINE SERVICES LIMITED (Pony HK), as of December 31, 2022, Pony HK has paid $ 285,600 on behalf of PONY GROUP

INC for the US legal and audit cost incurred relevant to the OTC listing.

Amount of receivable from shareholders due to the company declared

a 6,000 to 1 stock split.

After the stock split, the par value of the commons stocks was $ 0.001 per share.

The shareholders should pay

the consideration of $ 8,998 to the company.

For the company use a retroactive basis to p resent

the nominal shares, the considerations and receivable form shareholders also should be represented.

Receivable from shareholders

Total due from related parties

Wenxian Fan, the director, loaned working capital to Pony HK with

no interest and paid on behalf of Pony HK for the subcontracted services and employee salaries.

The Company has the following payables to Ms.

years ended December 31, 2023 and 2022, respectively.

The Company has accumulated deficit of $ 724,420 and working capital

deficit of $ 518,130 as of December 31, 2023.

The Company’s continuation as a going concern is dependent on its ability to generate

sufficient cash flows from operations to meet its obligations and/or obtain additional financing, as may be required.

The accompanying

financial statements have been prepared assuming the Company will continue as a going concern;

however, the above condition raises substantial

doubt about the Company’s ability to do so.

The financial statements do not include any adjustments to reflect the possible future

effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result should the

Company be unable to continue as a going concern.

continue as a going concern, the Company will need, among other things, additional capital resources.

Management’s plans to obtain

such resources for the Company include (1) obtaining capital from the sale of its equity securities, (2) sales of the Company’s

products, (3) short-term and long-term borrowings from banks, and (4) short-term borrowings from stockholders or other related party

(ies) when needed.

However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding

paragraph and eventually to secure other sources of financing and attain profitable operations.

4 - RELATED PARTY TRANSACTIONS

is the founder of our Company and has been serving as our Chair of the Board of Directors, Chief Executive Officer and Chief Financial

Officer since its inception.

Wenxian Fan loaned working capital to Pony HK and Universe

Travel with no interest and paid on behalf of the company for the subcontracted services and employee

has the following payables to Ms.

To Wenxian Fan

Total due to related parties

NOTE 4 - MAJOR SUPPLIERS

AND CUSTOMERS

The Company purchased majority

of its subcontracted services from one major suppliers for the year ended December 31, 2022:

CHANGYING BUSINESS LIMITED representing 96.03%.

The Company had two major

customers for the year ended December 31, 2022:

Shenzhen Shangjia Electronic Technology., Ltd (“Shangjia”) for 51.14 %

of revenue and HK Gangjianxiang Trade Co Ltd.

(“Gangjianxiang”) for 48.24 % of

NOTE 5 - COMMON STOCK

On May 23, 2019, PONY GROUP INC sold 1,500 shares of common stock to

the following shareholders.

On May 24, 2019, these transactions were completed, the consideration received was deposited into the company’s

bank account.

On June 1, 2020, the company declared a 6,000 to 1 stock split.

After the stock split, the par value of the commons stocks

was $ 0.001 per share.

The shareholders and the number of shares held after the stock dividend are as following:

Consideration

Pony Group Ltd.

Aller Bonvoyage Inc

Capital Club Holding Limited

KERUIDA Investment Limited

Synionm Investments Limited

Wisdom travel service investments Limited

In June 2020, the Company announced the closing

of its initial public offering of 2,500,000 ordinary shares at a public offering price of $ 0.1 per share, for total gross proceeds of

approximately $ 250,000 before deducting underwriting discounts, commissions and other related expenses.

NOTE 6 - SUBSEQUENT EVENTS

Management has evaluated subsequent events

through March 1, 2023, the date which the financial statements were available to be issued.

All subsequent events requiring recognition

as of December 31, 2022 have been incorporated into these financial statements and there are no subsequent events that require disclosure

in accordance with FASB ASC Topic 855, “Subsequent Events.”

Universe Travel entered into a Lease Agreement with Shenzhen Yilutong

Technology Co.

Ltd (founded by Ms.

Wenxian Fan in December 2015.), the Company rented a portion at Engineer Experiment Building, A202,

7 Gaoxin South Avenue, Nanshan District, Shenzhen, Guangdong Province, China, encompassing approximately 205 square meters of space for

a monthly rent of RMB 10,000 (approximately $ 1,408 ).

For details please refer to NOTE 7 - LEASES.

5 - MAJOR SUPPLIERS AND CUSTOMERS

purchased majority of its subcontracted services from one major supplier:

CHANGYING BUSINESS LIMITED representing 21.31 % and

56.05 % of the total cost for the year ended December 31, 2023 and 2022.

had three major customers for the year ended December 31, 2023:

Shenzhen Zhongke Hengjin with 27.56 %;

Shenzhen Eryuechuer

Culture & Technology., Ltd, with 14.17 %;

and Shenzhen Shangjia Electronic Technology., Ltd with 11.81 % of the total revenue

Company had two major customers for the year ended December 31, 2022:

Shenzhen Shangjia Electronic Technology., Ltd (“Shangjia”)

for 50.50 % of revenue and HK Gangjianxiang Trade Co Ltd.

(“Gangjianxiang”) for 47.63 % of revenue.

NOTE 6 - COMMON

of December 31, 2023 and 2022, there were 11,500,000 shares of common stock, par value $ 0.001 per share, of the registrant issued and

March 31, 2022, the Company adopted ASU 2016-02, Leases (ASC Topic 842).

For all leases that were entered into prior to the effective

date of Topic 842, the Company elected to apply the package of practical expedients.

The Company leases office space under non-cancelable

operating leases, with terms typically ranging from one to four years .

The Company determines whether an arrangement is or includes an

embedded lease at contract inception.

lease assets and lease liabilities are recognized at commencement date and initially measured based on the present value of lease payments

over the defined lease term.

Lease expense is recognized on a straight-line basis over the lease term.

On March 1, 2022, Universe Travel entered into a Lease Agreement with

Shenzhen Yilutong Technology Co.

Ltd (founded by Ms.

Wenxian Fan in December 2015.), the Company rented a portion at Engineer Experiment

Building, A202, 7 Gaoxin South Avenue, Nanshan District, Shenzhen, Guangdong Province, China, encompassing approximately 205 square meters

of space for a monthly rent of RMB 10,000 (approximately $ 1,408 ).

The lease term was from March 1, 2022 to March 31, 2023.

2023, the Company renewed the lease contract and the lease term was from April 1, 2023 to March 31, 2024.

following tables represent the Company’s lease assets and liabilities as of December 31 2023 and 2022:

Operating lease right-of-use assets

Operating lease liabilities-current

lease right-of-use assets

lease liabilities-current

following tables summarize quantitative information about the Company’s operating lease, under the adoption of ASC 842:

Average Remaining Lease Term (Months)

Average Discount Rate

Average Remaining Lease Term (Months)

Average Discount Rate

Maturities of lease liabilities were as follows:

Twelve months ending December 31,

8 - Commitments and Contingencies

to time, we may in the future become a party to various legal or administrative proceedings arising in the ordinary course of our business,

including actions with respect to intellectual property infringement, violation of third-party licenses or other rights, breach of contract

and labor and employment claims.

We are currently not a party to, and we are not aware of any threat of, any legal or administrative

proceedings that, in the opinion of our management, are likely to have any material and adverse effect on our business, financial condition,

cash-flow or results of operations.

- SUBSEQUENT EVENTS

Management has evaluated

subsequent events through March 28, 2024, the date which the financial statements were available to be issued.

All subsequent events requiring

recognition as of December 31, 2023 have been incorporated into these financial statements and there are no subsequent events that require

disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.”

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

April 6, 2023, the Board of Directors of the Company dismissed Ben Borges CPA PC (“BBCPA”) as the Company’s independent

registered public accounting firm.

During the fiscal years ended December 31, 2022 and 2021 there have been no (i) disagreements with

BBCPA on any matter or accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which connects

with its reports;

or (ii) “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K.

audit reports of BBCPA on the Company’s financial statements as of and for the years ended December 31, 2022 and 2021 contained

no adverse opinion or disclaimer of opinion nor were any such reports qualified or modified as to uncertainty, audit scope or accounting

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 8. Financial Statements and Supplementary Data