Filed 2026-03-06 · Period ending 2025-12-31 · 19,558 words · SEC EDGAR
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# Atlantis Glory Inc. (AGLY) — 10-K **Filed:** 2026-03-06 **Period ending:** 2025-12-31 **Accession:** 0001493152-26-009051 **Source:** [SEC EDGAR](https://www.sec.gov/Archives/edgar/data/1673504/000149315226009051/) **Origin leaf:** 12af764324bbc8e6e56ae598adff4a3ace9680ee0d3d037f59295e103b211c9f **Words:** 19,558 --- ** UNITED STATES** **SECURITIES AND EXCHANGE COMMISSION** **Washington, D.C. 20549** **FORM 10-K** **ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934** **For the fiscal year ended December 31, 2025** **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934** For the transition period from ___________ to ___________ **ATLANTIS GLORY INC.** (Exact name of registrant as specified in its charter) **8742** (Primary Standard Industrial Classification Code Number) | Nevada | | 333-213608 | | 38-3995730 | | | (State or other jurisdiction of Incorporation or organization) | | (Commission File Number) | | (IRS employer identification no.) | | | Room 2106, Beautiful Group Tower, 77 Connaught Road Central, Hong Kong | | | (Address of principal executive offices) | | 0000 Registrants telephone number, including area code: +852 4620 9298 Securities registered pursuant to Section 12(b) of the Act: | Title of each class | | Trading Symbol | | Name of each exchange on which registered | | | None | | N/A | | N/A | | Securities registered pursuant to Section 12(g) of the Act: Common Stock N/A Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for shorter period that the registrant as required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T ( 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act. | Large accelerated filer | | Accelerated filer | | | | Non-accelerated Filer | | Smaller reporting company | | | | | Emerging growth company | | | If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants executive officers during the relevant recovery period pursuant to 240.10D-1(b). Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, as of June 30, 2025, the last business day of the registrants most recently completed second fiscal quarter, was approximately $295,830 based on a closing price of $0.0018 as of such date. Solely for purposes of this disclosure, shares of common stock held by executive officers, directors, and beneficial holders of 10% or more of the outstanding common stock of the registrant as of such date have been excluded because such persons may be deemed to be affiliates. As of March 6, 2026, the Registrant had 603,970,000 shares of common stock issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. | | | | | | **** **** **ATLANTIS GLORY INC.** **FORM 10-K** **ANNUAL REPORT** **For the Fiscal Year Ended December 31, 2025** **TABLE OF CONTENTS** | | | Page | | | PART I | | | | | | Item 1. | Description of Business | 1 | | | Item 1A. | Risk Factors | 5 | | | Item 1B. | Unresolved Staff Comments | 11 | | | Item 1C. | Cybersecurity | 11 | | | Item 2. | Properties | 11 | | | Item 3. | Legal Proceedings | 11 | | | Item 4. | Mine Safety Disclosures | 11 | | | | | | | | PART II | | | | | | Item 5. | Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 12 | | | Item 6. | Reserved | 12 | | | Item 7. | Managements Discussion and Analysis of Financial Conditions and Results of Operations | 13 | | | Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 16 | | | Item 8. | Financial Statements and Supplementary Data | F-1 | | | Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 17 | | | Item 9A. | Controls and Procedures | 17 | | | Item 9B. | Other Information | 17 | | | Item 9C. | Disclosure Regarding Foreign Jurisdictions That Prevent Inspections | 17 | | | | | | | | PART III | | | | | | Item 10. | Directors, Executive Officers, and Corporate Governance | 18 | | | Item 11. | Executive Compensation | 20 | | | Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 21 | | | Item 13. | Certain Relationships and Related Transactions, and Director Independence | 22 | | | Item 14. | Principal Accounting Fees and Services | 22 | | | | | | | | PART IV | | | | | | Item 15. | Exhibits and Financial Statement Schedules | 23 | | | Item 16. | Form 10-K Summary | 23 | | | i | | | | | **PART I** **ITEM 1. DESCRIPTION OF BUSINESS** As used in this annual report, the terms we, us, our, the Company, mean Atlantis Glory Inc. unless otherwise indicated. **Cautionary Note Regarding Forward-Looking Statements** This annual report contains forward-looking statements. These statements relate to future events or our future financial performance. These statements often can be identified by the use of terms such as may, will, expect, believe, anticipate, estimate, approximate or continue, or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent managements best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events. The results anticipated by any or all of these forward-looking statements might not occur. Important factors, uncertainties, and risks that may cause actual results to differ materially from these forward-looking statements include those described in Item 1A. Risk Factors. We undertake no obligation to publicly update or revise any forward-looking statements, whether as the result of new information, future events, or otherwise. **Description of Business** The Company is a U.S. holding company incorporated in Nevada on March 31, 2016, which operated through the Companys wholly owned subsidiary Shengshi International Holdings Co., Ltd. (Shengshi International), a Cayman Islands corporation incorporated in October 19, 2018. The following was the organization structure of the Company along with ownership detail and its subsidiaries: Shengshi International Holdings Co., Ltd. (the Shengshi International), was incorporated in the Cayman Islands on October 19, 2018. It is owned by four individuals and four entities. Mr. Jin Xukai, owning 10% share, is the executive director. Mr. Liu Yanyu, owning 4.2% share, Mr. Li Zhonglin, owning 4.5% share, Mr. Liu Bin, owning 4.33% share are the three directors. The following entities own the remaining shares of Shengshi International: Shengshi Qianyuan Co., Ltd., founded on October 12, 2018, whose director is Ms. Jiang Yanru, the ownership percentage is 3.7%; Shengshi Xinguang Co., Ltd, founded on October 10, 2018, whose director is Mr. Zhang Baozhu, the ownership percentage is s 15%; Shengshi Jinhong Co., Ltd, founded on October 2, 2018, whose director is Ms. Zhang Lina, the ownership percentage is 38.27%; and Shengshi Huading Co., Ltd., founded on October 9, 2018, whose director is Li Ying, the ownership percentage is 20%. Shengshi Shengshun (Hong Kong) Co., Ltd. (Shengshi Hong Kong), was established in Hong Kong Special Administrative Region of the Peoples Republic of China (the PRC) on September 18, 2018. It is 100% owned by Shengshi International. Shengshi Yinghe (Shenzhen) Technology Co. Ltd. (Shengshi Yinghe) was established as a wholly foreign owned enterprise on November 8, 2018 in Shenzhen City, Guangdong province, under the laws of the PRC. It is 100% owned by Shengshi Hong Kong. Shenzhen Shengshi Elevator Co., Ltd. (Shenzhen Shengshi), was incorporated on April 2, 2014 registered in Shenzhen City, Guangdong province, under the laws of the PRC. The Company was established by Mr. Jin Xukai, the founder, president, chairman, chief designer, and the controlling shareholder. It is 100% owned by Shengshi Yinghe. Shenzhen Shengshi focuses on elevator technology research and development, sales, maintenance and installation. The companys flagship product is an elevator adopts the technical principle of the worlds first An embedded open nut track lifting system and represents a brand-new product direction and industrial innovation. | 1 | | | | | Sichuan Shengshi Elevator Technology Co., Ltd. (Sichuan Shengshi), was incorporated on July 13, 2018 registered in Chengdu city, Sichuan province, under the laws of the PRC, a wholly owned subsidiary of Shenzhen Shengshi. Sichuan Shengshi has the same business scope and offers similar products and services as the parent company. The Company has been dormant since May 14, 2020. On May 18, 2021, as a result of a receivership in Clark County, Nevada, Case Number: A-21-827642-F, David Lazar was appointed receiver of the Company. Receiver David Lazar was granted the authority to rehabilitate the Company, including but not limited to the reinstatement or revival of the Companys corporate charter with the Nevada Secretary of State, to prepare and file all documents as reasonably necessary to comply with Rule 15c2-11 of the Securities Act of 1934, to collect the debts and property belonging to the Company, to compromise and settle with any debtor of the Company, to prosecute and defend lawsuits in the name of the Company, to do all other acts as might be done by the Company, to do all other acts as may be reasonable or necessary to continue the business of the Company, and to appoint agents for the exercise of these duties. Receiver David Lazar saw no possibility of recovering any assets located in China and accessing any information of subsidiaries. The subsidiaries in China were deconsolidated. On September 8, 2021, as a result of Order barring unasserted claims and terminating receivership in Clark County, Nevada, Case Number: A-21-827642-F, the claimants and creditors of the Company were barred from presenting claims and debts against the Company which arose on or before the date of the Order. On July 28, 2021 the Company designated 10,000,000 shares of Series A Preferred Stock with a par value of $0.001. These shares were awarded to Custodian Ventures managed by David Lazar in satisfaction of a judgement in the amount of $53,679.52 and for services performed for the Company. The Series A Preferred Stock was valued at $250,000 and was based on the current market pricing for a shell company of this nature. These shares have the following rights: Dividend Provisions. Subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the holders of shares of Series A Preferred Stock shall be entitled to receive dividends, out of any assets legally available therefor, upon any payment of any dividend (payable other than in Common Stock or other securities and rights convertible into or entitling the holder thereof to receive, directly or indirectly, additional shares of Common Stock of the Corporation) on the Common Stock of the Corporation, as and if declared by the Board of Directors, as if the Series A Preferred Stock had been converted into Common Stock. Liquidation Preference. In the event of any liquidation, dissolution, or winding up of the Corporation, either voluntary or involuntary, the holders of the Series A Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Corporation to the holders of Common Stock, or any other series or class of common stock of the Corporation, whether now in existence or hereafter created by amendment to the articles of incorporation of the Corporation or by a certificate of designation. Conversion. The holders of the Series A Preferred Stock, shall have conversion rights as follows (the Conversion Rights): (a) Right to Convert. Subject to Section 4(c), the holder of issued and outstanding shares of Series A Preferred Stock shall be entitled to convert the Series A Preferred Stock, at the option of the holder(s) thereof, at any time after the date of issuance of such shares, at the office of the Corporation or any transfer agent for such stock, into such number of fully paid and nonassessable shares of Common Stock that are equal to ninety percent (90%), post conversion, of the total number of issued and outstanding shares of Common Stock of the Corporation, as if all i) Series A Preferred Stock, ii) other issued and outstanding classes or series of common or preferred stock of the Corporation convertible into Common Stock of the Corporation, and iii) outstanding warrants, notes, indentures and/or other instruments, obligations or securities convertible into Common Stock of the Corporation are converted (the Conversion Shares), with the shares of Series A Preferred Stock so converted to be converted into the number of common shares equal to the Conversion Shares multiplied by the quotient of the number of the shares of Series A Preferred Stock converted by a holder divided by the number of all Series A Preferred Stock issued and outstanding. On December 22, 2021, a Stock Purchase Agreement was entered into between NYJJ (Hong Kong) Limited (the Seller) and Atlantis Glory Company Limited (the Purchaser), whose controlling person is Ms. CHENG, Sau Heung, wherein the Purchaser purchased 10,000,000 shares of Series A Preferred Shares, par value $0.001 per share (the Shares), of Shengshi Elevator International Holding Group, Inc., a Nevada corporation (the Company). As a result, the Purchaser became an approximately 90% holder of the voting rights of the issued and outstanding shares of the Company, on a fully-diluted basis, and became the controlling shareholder. The consideration paid for the Shares was $400,000. The source of the cash consideration for the Shares was personal fund of the controlling person of Purchaser. On January 3, 2022, the sole officer and director of the Company, David Lazar, tendered his resignations as Director, President, Chief Executive Officer, Secretary, and Treasurer of the Company, and appointed Ms. CHENG, Sau Heung as new President, Chief Executive Officer, Secretary, Treasurer, and Director of the Company, effective January 5, 2022. On March 28, 2022, Shengshi Elevator International Holding Group, Inc. (the Company), amended its articles of incorporation, changing its name to Atlantis Glory Inc. (the Name Change). The change was made in anticipation of entering into a new line of business operations. Market effective February 28, 2023, the Company changed its stock ticker symbol from SSDT to AGLY (the Symbol Change). The Companys name change and symbol change were announced by FINRA in their daily list on February 27, 2023. On November 15, 2024, the sole officer and director of the Company, Ms. CHENG, Sau Heung, tendered her resignations as President, Chief Executive Officer, Secretary, Treasurer and the Director of the Company, and appointed Mr. YUM Edward Liang Hsien as new President, Secretary, Treasurer, Chief Executive Officer, Chief Financial Officer and Director of the Company, effective November 15, 2024. | 2 | | | | | **** **** **Plan of Operation** The Company has no operations from a continuing business other than the expenditures related to running the Company and has no revenue from continuing operations as of the date of this Report. Management intends to explore and identify business opportunities, including a potential acquisition of an operating entity through a reverse merger, asset purchase or similar transaction. Our ability to effectively identify, develop and implement a viable plan for our business may be hindered by risks and uncertainties which are beyond our control, including without limitation, the continued negative effects of the global economic downturn. For more information about the risk on our business, see Item 1A Risk Factors. We do not currently engage in any business activities that provide revenue or cash flow. During the next 12-month period we anticipate incurring costs in connection with investigating, evaluating, and negotiating potential business combinations, filing SEC reports, and consummating an acquisition of an operating business. Given our limited capital resources, we may consider a business combination with an entity which has recently commenced operations, is a developing company or is otherwise in need of additional funds for the development of new products or services or expansion into new markets, or is an established business experiencing financial or operating difficulties and is in need of additional capital. Alternatively, a business combination may involve the acquisition of, or merger with, an entity which desires access to the U.S. capital markets. As of the date of this Report, our management has not had any discussions with any representative of any other entity regarding a potential business combination. Any target business that is selected may be financially unstable or in the early stages of development. In such event, we expect to be subject to numerous risks inherent in the business and operations of a financially unstable or early-stage entity. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk or in which our management has limited experience, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks. Our management anticipates that we will likely only be able to effect one business combination due to our limited capital. This lack of diversification will likely pose a substantial risk in investing in the Company for the indefinite future because it will not permit us to offset potential losses from one venture or operating territory against gains from another. The risks we face will likely be heightened to the extent we acquire a business operating in a single industry or geographical region. We anticipate that the selection of a business combination will be a complex and risk-prone process. Because of general economic conditions, including unfavorable conditions during economic downturn, rapid technological advances being made in some industries and shortages of available capital, management believes that there are a number of firms seeking business opportunities at this time at discounted rates with which we will compete. We expect that any potentially available business combinations may appear in a variety of different industries or regions and at various stages of development, all of which will likely render the task of comparative investigation and analysis of such business opportunities extremely difficult and complicated. Once we have developed and begun to implement our business plan, management intends to fund our working capital requirements through a combination of our existing funds and future issuances of debt or equity securities. Our working capital requirements are expected to increase in line with the implementation of a business plan and commencement of operations. Based upon our current operations, we do not have sufficient working capital to fund our operations over the next 12 months. If we are able to close a reverse merger, it is likely we will need capital as a condition of closing that acquisition. Because of the uncertainties, we cannot be certain as to how much capital we need to raise or the type of securities we will be required to issue. In connection with a reverse merger, we will be required to issue a controlling block of our securities to the targets shareholders which will be very dilutive. | 3 | | | | | Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences, or privileges senior to our Common Stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations. We anticipate that we will incur operating losses in the next 12 months, principally costs related to our being obligated to file reports with the SEC. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their early stage of development. Such risks for us include, but are not limited to, an evolving and unpredictable business model, recognition of revenue sources, and the management of growth. To address these risks, we must, among other things, develop, implement, and successfully execute our business and marketing strategy, respond to competitive developments, and attract, retain, and motivate qualified personnel. There can be no assurance that we will be successful in addressing such risks, and the failure to do so could have a material adverse effect on our business prospects, financial condition, and results of operations. **Competition and Market Conditions** We will face substantial competition in our efforts to identify and pursue a business venture. The primary source of competition is expected to be from other companies organized and funded for similar purposes, including small venture capital firms, blank check companies, and wealthy investors, many of which may have substantially greater financial and other resources than we do. In light of our limited financial and human resources, we are at a competitive disadvantage compared to many of our competitors in our efforts to obtain an operating business or assets necessary to commence our operations in a new field. Additionally, with the economic downturn, many venture capital firms and similar firms and individuals have been seeking to acquire businesses at discounted rates, and we therefore currently face additional competition and resultant difficulty obtaining a business. We expect these conditions to persist at least until the economy recovers. Further, even if we are successful in obtaining a business or assets for new operations, we expect there to be enhanced barriers to entry in the marketplace in which we decide to operate as a result of reduced demand and/or increased raw material costs caused by the pandemic and other economic forces that are beyond our control. **Regulation** As of the date of this Report, we are required to file reports with the Securities and Exchange Commission (the SEC) by Section 13 of the Securities Exchange Act of 1934 (the Exchange Act). Depending on the direction management decides to take and a business or businesses we may acquire in the future, we may become subject to other laws or regulations that require us to make material expenditures on compliance including the increasing state-level regulation of privacy. Any such requirements could require us to divert significant human and capital resources on compliance, which could have an adverse effect on our future operating results. **Employees** As of the date of this Report, we have one employee, our Chief Executive Officer, Mr. YUM Edward Liang Hsien. Mr. YUM Edward Liang Hsien has the flexibility to work on our business up to 45 hours per week, but is prepared to devote more time if necessary. At present, Mr. YUM Edward Liang Hsien is responsible for every aspect of the Companys operations. | 4 | | | | | **ITEM 1A. RISK FACTORS** **Risks Relating to Our Business and Financial Condition** **We currently have no operations, and investors therefore have no basis on which to evaluate the Companys future prospects.** We currently have no operations and will be reliant upon a merger with or acquisition of an operating business to commence operations and generate revenue. Because we have no operations and have not generated revenues, investors have no basis upon which to evaluate our ability to achieve our business objective of locating and completing a business combination with a target business. We have no current arrangements or understandings with any prospective target business concerning a business combination and may be unable to complete a business combination in a reasonable timeframe, on reasonable terms, or at all. If we fail to complete a business combination as planned, we will never generate any operating revenues. **We may face difficulties or delays in our search for a business combination, and we may not have access to sufficient capital to consummate a business combination.** We may face difficulty identifying a viable business opportunity or negotiating or paying for any resulting business combination. Economic factors that are beyond our control, including economic downturn, as well as increased competition for acquisitions of operating entities that we expect to encounter as a result thereof, may hinder our efforts to locate and/or obtain a business that is suitable for our business goals at a price we can afford and on terms that will enable us to sufficiently grow our business to generate value to our shareholders. We have limited capital, and we may not be able to take advantage of any available business opportunities on favorable terms or at all due to the limited availability of capital. There can be no assurance that we will have sufficient capital to provide us with the necessary funds to successfully develop and implement our plan of operation or acquire a business we deem to be appropriate or necessary to accomplish our objectives, in which case we may be forced to terminate our business plan and your investment in the Company could become worthless. **If we are not successful in acquiring a new business and generating material revenues, investors will likely lose their investment.** If we are not successful in developing a viable business plan and acquiring a new business through which to implement it, our investors entire investment in the Company could become worthless. Even if we are successful in combining with or acquiring the assets of an operating entity, we can provide no assurances that the Company will be able to generate significant revenue therefrom in the short-term or at all or that investors will derive a profit from their investment. If we are not successful, our investors will likely lose their entire investment. **If we cannot manage our growth effectively, we may not become profitable.** Businesses, including development-stage companies such as ours and/or any operating business or businesses we may acquire, often grow rapidly and tend to have difficulty managing their growth. If we are able to acquire an operating business, we will likely need to expand our management team and other key personnel by recruiting and employing experienced executives and key employees and/or consultants capable of providing the necessary support. We cannot assure you that our management will be able to manage our growth effectively or successfully. Our failure to meet these challenges could cause us to lose money, and your investment could be lost. **Because we have limited capital, we may need to raise additional capital in the future by issuing debt or equity securities, the terms of which may dilute our current investors and/or reduce or limit their liquidation or other rights.** We may require additional capital to acquire a business. We may not be able to obtain additional capital when required. Future business development activities, as well as administrative expenses such as salaries, insurance, general overhead, legal and compliance expenses, and accounting expenses will require a substantial amount of additional capital. The terms of securities we issue in future capital raising transactions may be more favorable to new investors, and may include liquidation preferences, superior voting rights or the issuance of other derivative securities, which could have a further dilutive effect on or subordinate the rights of our current investors. Any additional capital raised through the sale of equity securities will likely dilute the ownership percentage of our shareholders. Additionally, any debt securities we issue would likely create a liquidation preference superior that of our current investors and, if convertible into shares of Common Stock, would also pose the risk of dilution. | 5 | | | | | **We may be unable to obtain necessary financing if and when required.** Our ability to obtain financing, if and when necessary, may be impaired by such factors as the capital markets (both in general and in the particular industry or industries in which we may choose to operate), our limited operating history and current lack of operations, the national and global economies, and the condition of the market for microcap securities. Further, economic downturn may increase our requirements for capital, particularly if such economic downturn persists for an extended period of time or after we have acquired an operating entity, and may limit or hinder our ability to obtain the funding we require. If the amount of capital we are able to raise from financing activities, together with any revenues we may generate from future operations, is not sufficient to satisfy our capital needs, we may be required to discontinue our development or implementation of a business plan, cancel our search for business opportunities, cease our operations, divest our assets at unattractive prices or obtain financing on unattractive terms. If any of the foregoing should happen, our shareholders could lose some or all of their investment. **Because we are still developing our business plan, we do not have any agreement for a business combination.** We have no current arrangement, agreement or understanding with respect to engaging in a business combination with any specific entity. We may not be successful in identifying and evaluating a suitable acquisition candidate or in consummating a business combination. We are neutral as to what industry or segment for any target company. We have not established specific metrics and criteria we will look for in a target company, and if and when we do, we may face difficulty reaching a mutual agreement with any such entity, including in light of market trends and forces beyond our control. Given our early-stage status, there is considerable uncertainty and therefore inherent risk to investors that we will not succeed in developing and implementing a viable business plan. **Because we are dependent upon YUM Edward Liang Hsien, our Chief Executive Officer and sole director to manage and oversee our Company, the loss of him could adversely affect our plan and results of operations.** We currently have a sole director and officer, YUM Edward Liang Hsien, who manages the Company and is presently evaluating a viable plan for our future operations. We will rely solely on his judgment in connection with selecting a target company and the terms and structure of any resulting business combination. The loss of our Chief Executive Officer, could delay or prevent the achievement of our business objectives, which could have a material adverse effect upon our results of operations and financial position. Further, because YUM Edward Liang Hsien serves as Chief Executive Officer and sole director, and also beneficially holds Preferred Stock, which if converted to common stock, represents a controlling interest, our other shareholders will have limited ability to influence the Companys direction or management. In addition, although not likely, the officers and directors of an acquisition candidate may resign upon completion of a combination with their business. The departure of a targets key personnel could negatively impact the operations and prospects of our post-combination business. The role of a targets key personnel upon the completion of the transaction cannot be ascertained at this time. Although we contemplate that certain or all members of a targets management team may remain associated with the target following a change of control thereof, there can be no assurance that all of such targets management team will decide to remain in place. The loss of key personnel, either before or after a business combination and including management of either us or a combined entity could negatively impact the operations and profitability of our business. | 6 | | | | | **Risks Related to a Potential Business Acquisition** **We may encounter difficulty locating and consummating a business combination, including as a result of the competitive disadvantages we have.** We expect to face intense competition in our search for a revenue-producing business to combine with or acquire. Given the current economic climate, venture capital firms, larger companies, blank check companies such as special purpose acquisition companies and other investors are purchasing operating entities or the assets thereof in high volumes and at relatively discounted prices. These parties may have greater capital or human resources than we do and/or more experience in a particular industry within which we choose to search. Most of these competitors have a certain amount of liquid cash available to take advantage of favorable market conditions for prospective business purchaser such as those caused by the recent pandemic. Any delay or inability to locate, negotiate and enter into a business combination as a result of the relative illiquidity of our current asset or other disadvantages we have relative to our competitors could cause us to lose valuable business opportunities to our competitors, which would have a material adverse effect on our business. **We may expend significant time and capital on a prospective business combination that is not ultimately consummated.** The investigation of each specific target business and any subsequent negotiation and drafting of related agreements, SEC disclosure and other documents will require substantial amounts of managements time and attention and material additional costs in connection with outsourced services from accountants, attorneys, and other professionals. We will likely expend significant time and resources searching for, conducting due diligence on, and negotiating transaction terms in connection with a proposed business combination that may not ultimately come to fruition. In such event, all of the time and capital resources expended by the Company in such a pursuit may be lost and unrecoverable by the Company or its shareholders. Unanticipated issues which may be beyond our control or that of the seller of the applicable business may arise that force us to terminate discussions with a target company, such as the targets failure or inability to provide adequate documentation to assist in our investigation, a partys failure to obtain required waivers or consents to consummate the transaction as required by the inability to obtain the required audits, applicable laws, charter documents and agreements, the appearance of a competitive bid from another prospective purchaser, or the sellers inability to maintain its operations for a sufficient time to allow the transaction to close. Such risks are inherent in any search for a new business and investors should be aware of them before investing in an enterprise such as ours. **Conflicts of interest may arise between us and our shareholders, directors, or management, which may have a negative impact on our ability to consummate a business combination or favorable terms or generate revenue.** Our Chief Executive Officer, YUM Edward Liang Hsien, is not required to commit his full time to our affairs, which may result in a conflict of interest in allocating his time between managing the Company and other businesses in which he is or may be involved. We do not intend to have any employees prior to the consummation of a business combination. YUM Edward Liang Hsien is not obligated to contribute any specific number of hours to our affairs, and he may engage in other business endeavors while he provides consulting services to the Company. If any of his other business affairs require his to devote substantial amounts of time to such matters, it could materially limit his ability to devote his time and attention to our business which could have a negative impact on our ability to consummate a business combination or generate revenue. It is possible that we obtain an operating company in which a director or officer of the Company has an ownership interest in or that he or she is an officer, director, or employee of. If we do obtain any business affiliated with an officer or director, such business combination may be on terms other than what would be arrived at in an arms-length transaction. If any conflict of interest arises, it could adversely affect a business combination or subsequent operations of the Company, in which case our shareholders may see diminished value relative to what would have been available through a transaction with an independent third party. **We may engage in a business combination that causes tax consequences to us and our shareholders.** Federal and state tax consequences will, in all likelihood, be a significant factor in considering any business combination that we may undertake. Under current federal law, such transactions may be subject to significant taxation to the buyer and its shareholders under applicable federal and state tax laws. While we intend to structure any business combination so as to minimize the federal and state tax consequences to the extent practicable in accordance with our business objectives, there can be no assurance that any business combination we undertake will meet the statutory or regulatory requirements of a tax-free reorganization or similar favorable treatment or that the parties to such a transaction will obtain the tax treatment intended or expected upon a transfer of equity interests or assets. A non-qualifying reorganization, combination or similar transaction could result in the imposition of significant taxation, both at the federal and state levels, which may have an adverse effect on both parties to the transaction, including our shareholders. | 7 | | | | | **It is unlikely that our shareholders will be afforded any opportunity to evaluate or approve a business combination.** It is unlikely that our shareholders will be afforded the opportunity to evaluate and approve a proposed business combination. In most cases, business combinations do not require shareholder approval under applicable law, and our Articles of Incorporation and Bylaws do not afford our shareholders with the right to approve such a transaction. Further, YUM Edward Liang Hsien, our Chief Executive Officer and sole director, beneficially holds Preferred Stock, which if converted to common stock, represents the vast majority of our outstanding Common Stock. Accordingly, our shareholders will be relying almost exclusively on the judgement of our board of directors (Board) and Chief Executive Officer and any persons on whom they may rely with respect to a potential business combination. In order to develop and implement our business plan, may in the future hire lawyers, accountants, technical experts, appraisers, or other consultants to assist with determining the Companys direction and consummating any transactions contemplated thereby. We may rely on such persons in making difficult decisions in connection with the Companys future business and prospects. The selection of any such persons will be made by our Board, and any expenses incurred or decisions made based on any of the foregoing could prove to be adverse to the Company in hindsight, the result of which could be diminished value to our shareholders. **Because our search for a business combination is not presently limited to a particular industry, sector or any specific target businesses, prospective investors will be unable to evaluate the merits or risks of any particular target businesss operations until such time as they are identified and disclosed.** We are still determining the Companys business plan, and we may seek to complete a business combination with an operating entity in any number of industries or sectors. Because we have not yet entered into any letter of intent or agreement to acquire a particular business, prospective investors currently have no basis to evaluate the possible merits or risks of any particular target businesss operations, results of operations, cash flows, liquidity, financial condition, prospects or other metrics or qualities they deem appropriate in considering to invest in the Company. Further, if we complete a business combination, we may be affected by numerous risks inherent in the operations of the business we acquire. For example, if we acquire a financially unstable business or an entity lacking an established operating history, we may be affected by the risks inherent in the business and operations of a new business or a development stage entity. Although our management intends to evaluate and weigh the merits and risks inherent in a particular target business and make a decision based on the Company and its shareholders interests, there can be no assurance that we will properly ascertain or assess all the significant risks inherent in a target business, that we will have adequate time to complete due diligence or that we will ultimately acquire a viable business and generate material revenue therefrom. Furthermore, some of these risks may be outside of our control and leave us with no ability to reduce the likelihood that those risks will adversely impact a target business or mitigate any harm to the Company caused thereby. Should we select a course of action, or fail to select a course of action, that ultimately exposes us to unknown or unidentified risks, our business will be harmed and you could lose some or all of your investment. **We may seek business combination opportunities in industries or sectors that are outside of our managements area of expertise.** We will consider a business combination outside of our managements area of expertise if a business combination candidate is presented to us and we determine that such candidate offers an attractive opportunity for the Company. Although management intends to endeavor to evaluate the risks inherent in any particular business combination candidate, we cannot assure you that we will adequately ascertain or assess all the significant risks, or that we will accurately determine the actual value of a prospective operating entity to acquire. In the event we elect to pursue an acquisition outside of the areas of our managements expertise, our managements ability to evaluate and make decisions on behalf of the Company may be limited, or we may make material expenditures on additional personnel or consultants to assist management in the Companys operations. Investors should be aware that the information contained herein regarding the areas of our managements expertise will not necessarily be relevant to an understanding of the business that we ultimately elect to acquire. As a result, our management may not be able to adequately ascertain or assess all the significant risks or strategic opportunities that may arise. Accordingly, any shareholders in the Company following a business combination could suffer a reduction in the value of their shares, and any resulting loss will likely not be recoverable. | 8 | | | | | **** **** **We may attempt to complete a business combination with a private target company about which little information is available, and such target entity may not generate revenue as expected or otherwise by compatible with us as expected.** In pursuing our search for a business to acquire, we will likely seek to complete a business combination with a privately held company. Very little public information generally exists about private companies, and the only information available to us prior to making a decision may be from documents and information provided directly to us by the target company in connection with the transaction. Such documents or information or the conclusions we draw therefrom could prove to be inaccurate or misleading. As such, we may be required to make our decision on whether to pursue a potential business combination based on limited, incomplete, or faulty information, which may result in our subsequent operations generating less revenue than expected, which could materially harm our financial condition and results of operations. **Our ability to assess the management of a prospective target business may be limited and, as a result, we may acquire a target business whose management does not have the skills, qualifications, or abilities to enable a seamless transition, which could, in turn, negatively impact our results of operations.** When evaluating the desirability of a potential business combination, our ability to assess the target businesss management may be limited due to a lack of time, resources, or information. Our managements assessment of the capabilities of the targets management, therefore, may prove to be incorrect and such management may lack the skills, qualifications or abilities expected. Further, in most cases the targets management may be expected to want to manage us and replace our Chief Executive Officer. Should the targets management not possess the skills, qualifications, or abilities necessary to manage a public company or assist with their former entitys merger or combination into ours, the operations and profitability of the post-acquisition business may be negatively impacted and our shareholders could suffer a reduction in the value of their shares. **Any business we acquire will likely lack diversity of operations or geographical reach, and in such case we will be subject to risks associated with dependence on a single industry or region.** Our search for a business will likely be focused on entities with a single or limited business activity and/or that operate in a limited geographic area. While larger companies have the ability to manage their risk by diversifying their operations among different industries and regions, smaller companies such as ours and the entities we anticipate reviewing for a potential business combination generally lack diversification, in terms of both the nature and geographic scope of their business. As a result, we will likely be impacted more acutely by risks affecting the industry or the region in which we operate than we would if our business were more diversified. In addition to general economic risks, we could be exposed to natural disasters, civil unrest, technological advances, and other uncontrollable developments that will threaten our viability if and to the extent our future operations are limited to a single industry or region. If we do not diversify our operations, our financial condition and results of operations will be at risk. **Changes in laws or regulations, or a failure to comply with the laws and regulations applicable to us, may adversely affect our business, ability to negotiate and complete a business combination, and results of operations.** We are subject to laws and regulations enacted by federal, state, and local governments. In addition to SEC regulations, any business we acquire in the future may be subject to substantial legal or regulatory oversight and restrictions, which could hinder our growth and expend material amounts on compliance. Compliance with, and monitoring of, applicable laws and regulations may be difficult, time consuming and costly. Those laws and regulations and their interpretation and application by courts and administrative judges may also change from time to time, and any such changes could be unfavorable to us and could have a material adverse effect on our business, investments, and results of operations. In addition, a failure to comply with applicable laws or regulations, as interpreted and applied, could result in material defense or remedial costs and/or damages have a material adverse effect on our financial condition. | 9 | | | | | **Risks Related to Our Common Stock** **Due to factors beyond our control, our stock price may be volatile.** There is currently a limited market for our Common Stock, and there can be no guarantee that an active market for our Common Stock will develop, even if we are successful in consummating a business combination. Recently, the price of our Common Stock has been volatile for no reason. Further, even if an active market for our Common Stock develops, it will likely be subject to by significant price volatility when compared to more seasoned issuers. We expect that the price of our Common Stock will continue to be more volatile than more seasoned issuers for the foreseeable future. Fluctuations in the price of our Common Stock can be based on various factors in addition to those otherwise described in this Report, including: | | | General speculative fever; | | | | | | | | | | A prospective business combination and the terms and conditions thereof; | | | | | | | | | | The operating performance of any business we acquire, including any failure to achieve material revenues therefrom; | | | | | | | | | | The performance of our competitors in the marketplace, both pre- and post-combination; | | | | | | | | | | The publics reaction to our press releases, SEC filings, website content and other public announcements and information; | | | | | | | | | | Changes in earnings estimates of any business that we acquire or recommendations by any research analysts who may follow us or other companies in the industry of a business that we acquire; | | | | | | | | | | Variations in general economic conditions, including as may be caused by uncontrollable events; | | | | | | | | | | The public disclosure of the terms of any financing we disclose in the future; | | | | | | | | | | The number of shares of our Common Stock that are publicly traded in the future; | | | | | | | | | | Actions of our existing shareholders, including sales of Common Stock by our then directors and then executive officers or by significant investors; and | | | | | | | | | | The employment or termination of key personnel. | | Many of these factors are beyond our control and may decrease the market price of our Common Stock, regardless of whether we can consummate a business combination and of our current or subsequent operating performance and financial condition. In the past, following periods of volatility in the market price of a companys securities, securities class action litigation has often been instituted. A securities class action suit against us could result in substantial costs and divert our managements time and attention, which would otherwise be used to benefit our business. **Because trading in our Common Stock is so limited, investors who purchase our Common Stock may depress the market if they sell Common Stock.** Our Common Stock trades on the OTC Pink Market, the successor to the pink sheets. The OTC Pink Market generally is illiquid, and most stocks traded there are of companies that are not required to file reports with the SEC under the Exchange Act. Our Common Stock itself infrequently trades. | 10 | | | | | **The market price of our Common Stock may decline if a substantial number of shares of our Common Stock are sold at once or in large blocks.** Presently the market for our Common Stock is limited. If an active market for our shares develops in the future, some or all of our shareholders may sell their shares of our Common Stock which may depress the market price. Any sale of a substantial number of these shares in the public market, or the perception that such a sale could occur, could cause the market price of our Common Stock to decline, which could reduce the value of the shares held by our other shareholders. **Future issuance of our Common Stock could dilute the interests of our existing shareholders, particularly in connection with an acquisition and any resulting financing.** We may issue additional shares of our Common Stock in the future. The issuance of a substantial amount of our Common Stock could substantially dilute the interests of our shareholders. In addition, the sale of a substantial amount of Common Stock in the public market, either in the initial issuance or in a subsequent resale by the target company in a business combination which received our Common Stock as consideration or by investors who has previously acquired such Common Stock could have an adverse effect on the market price of our Common Stock. **ITEM 1B. UNRESOLVED STAFF COMMENTS** Not applicable. **ITEM 1C. CYBERSECURITY** We do not currently engage in any business activities that provide revenue or cash flow. Management intends to explore and identify business opportunities, including a potential acquisition of an operating entity through a reverse merger, asset purchase or similar transaction. Therefore, we do not consider that we face significant cybersecurity risk and have not adopted any cybersecurity risk management program or formal processes for assessing cybersecurity risk. Our board of directors is generally responsible for the oversight of risks from cybersecurity threats, if any. We have not encountered any cybersecurity incidents. **ITEM 2. PROPERTIES** The Companys principal business and corporate address is Room 2106, Beautiful Group Tower, 77 Connaught Road, Central, Hong Kong. **ITEM 3. LEGAL PROCEEDINGS** We are not currently involved in any legal proceedings and we are not aware of any pending or potential legal actions. **ITEM 4. MINE SAFETY DISCLOSURES** Not applicable. | 11 | | | | | **PART II** **ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS** **Market Information** Our Common Stock is not listed on any securities exchange and is quoted on the OTC Pink Market under the symbol AGLY. Because our Common Stock is not listed on a securities exchange and its quotations on OTC Pink are limited and sporadic, there is currently no established public trading market for our Common Stock. | Fiscal Year 2025 | | High Bid | | | Low Bid | | | | First Quarter | | $ | 2.05 | | | $ | 0.0018 | | | | Second Quarter | | $ | 0.0018 | | | $ | 0.0018 | | | | Third Quarter | | $ | 0.0018 | | | $ | 0.0018 | | | | Fourth Quarter | | $ | 10.00 | | | $ | 0.017 | | | | Fiscal Year 2024 | | High Bid | | | Low Bid | | | | First Quarter | | $ | 2.05 | | | $ | 2.05 | | | | Second Quarter | | $ | 2.05 | | | $ | 2.05 | | | | Third Quarter | | $ | 2.05 | | | $ | 2.05 | | | | Fourth Quarter | | $ | 2.05 | | | $ | 2.05 | | | **Holders** As of December 31, 2025, there were 74 shareholders of record of the Companys Common Stock based upon the records of the shareholders provided by the Companys transfer agent. The Companys transfer agent is Securities Transfer Corporation, with an address at 2901 N Dallas Parkway Suite 380 Plano, Texas 75093, and telephone number is 469-633-0101. **Dividends** We have never paid or declared any dividends on our Common Stock and do not anticipate paying cash dividends in the foreseeable future. **Securities Authorized For Issuance Under Equity Compensation Plans** We currently do not have any equity compensation plans. **ITEM 6. RESERVED** | 12 | | | | | **ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS** The Company has no operations or revenue as of the date of this Report. We are currently in the process of developing a business plan. Management intends to explore and identify viable business opportunities, including seeking to acquire a business in a reverse merger. Our ability to effectively identify, develop and implement a viable plan for our business may be hindered by risks and uncertainties which are beyond our control, including without limitation, the continued negative effects of the global economic downturn. For more information about the risk on our business, see Item 1A Risk Factors. **Plan of Operation** The Company has no operations from a continuing business other than the expenditures related to running the Company and has no revenue from continuing operations as of the date of this Report. Management intends to explore and identify business opportunities, including a potential acquisition of an operating entity through a reverse merger, asset purchase or similar transaction. Our ability to effectively identify, develop and implement a viable plan for our business may be hindered by risks and uncertainties which are beyond our control, including without limitation, the continued negative effects of the global economic downturn. For more information about the risk on our business, see Item 1A Risk Factors. We do not currently engage in any business activities that provide revenue or cash flow. During the next 12-month period we anticipate incurring costs in connection with investigating, evaluating, and negotiating potential business combinations, filing SEC reports, and consummating an acquisition of an operating business. Given our limited capital resources, we may consider a business combination with an entity which has recently commenced operations, is a developing company or is otherwise in need of additional funds for the development of new products or services or expansion into new markets, or is an established business experiencing financial or operating difficulties and is in need of additional capital. Alternatively, a business combination may involve the acquisition of, or merger with, an entity which desires access to the U.S. capital markets. As of the date of this Report, our management has not had any discussions with any representative of any other entity regarding a potential business combination. Any target business that is selected may be financially unstable or in the early stages of development. In such event, we expect to be subject to numerous risks inherent in the business and operations of a financially unstable or early-stage entity. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk or in which our management has limited experience, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks. Our management anticipates that we will likely only be able to effect one business combination due to our limited capital. This lack of diversification will likely pose a substantial risk in investing in the Company for the indefinite future because it will not permit us to offset potential losses from one venture or operating territory against gains from another. The risks we face will likely be heightened to the extent we acquire a business operating in a single industry or geographical region. We anticipate that the selection of a business combination will be a complex and risk-prone process. Because of general economic conditions, including unfavorable conditions during economic downturn, rapid technological advances being made in some industries and shortages of available capital, management believes that there are a number of firms seeking business opportunities at this time at discounted rates with which we will compete. We expect that any potentially available business combinations may appear in a variety of different industries or regions and at various stages of development, all of which will likely render the task of comparative investigation and analysis of such business opportunities extremely difficult and complicated. Once we have developed and begun to implement our business plan, management intends to fund our working capital requirements through a combination of our existing funds and future issuances of debt or equity securities. Our working capital requirements are expected to increase in line with the implementation of a business plan and commencement of operations. | 13 | | | | | Based upon our current operations, we do not have sufficient working capital to fund our operations over the next 12 months. If we are able to close a reverse merger, it is likely we will need capital as a condition of closing that acquisition. Because of the uncertainties, we cannot be certain as to how much capital we need to raise or the type of securities we will be required to issue. In connection with a reverse merger, we will be required to issue a controlling block of our securities to the targets shareholders which will be very dilutive. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences, or privileges senior to our Common Stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations. We anticipate that we will incur operating losses in the next 12 months, principally costs related to our being obligated to file reports with the SEC. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their early stage of development. Such risks for us include, but are not limited to, an evolving and unpredictable business model, recognition of revenue sources, and the management of growth. To address these risks, we must, among other things, develop, implement, and successfully execute our business and marketing strategy, respond to competitive developments, and attract, retain, and motivate qualified personnel. There can be no assurance that we will be successful in addressing such risks, and the failure to do so could have a material adverse effect on our business prospects, financial condition, and results of operations. **Results of Operations** The following summary of our results of operations should be read in conjunction with our financial statements for the years ended December 31, 2025 and 2024, which are included herein. Our operating results for the years ended December 31, 2025 and 2024, and the changes between those periods for the respective items are summarized as follows: | | | Year ended December 31, | | | | | | 2025 | | | 2024 | | | | Revenues | | - | | | - | | | | Operating expenses | | | | | | | | | | | General and administrative expenses | | | (39,199 | ) | | | (40,480 | ) | | | Total operating expenses | | | (39,199 | ) | | | (40,480 | ) | | | Loss from operations before income taxes | | | (39,199 | ) | | | (40,480 | ) | | | Income tax expense | | | - | | | | - | | | | Net loss | | | (39,199 | ) | | | (40,480 | ) | | | | | | | | | | | | | | Weighted average number of ordinary shares, Basic and diluted | | | 603,970,000 | | | | 603,970,000 | | | | Earnings per share, Basic and diluted | | | (0.00 | ) | | | (0.00 | ) | | | 14 | | | | | **Comparison of the years ended December 31, 2025 and 2024** **Revenues** Revenues were $0 for the years ended December 31, 2025 and 2024. **Operating Expenses** Our general and administrative expenses decreased from $40,480 for the year ended December 31, 2024 to $39,199 for the year ended December 31, 2025. The decrease was mainly attributed to the lower professional fee during the year. **Net Loss** The Company has net loss of $40,480 for the year ended December 31, 2024, compared to net loss of $39,199 for the year ended December 31, 2025. The decrease was mainly attributed to the lower professional fee during the year. **Liquidity and Capital Resources** Since the inception of the Company, we have incurred significant net losses and negative cash flows from operations. During the years ended December 31, 2025 and 2024, we had net loss of $39,199 and net loss of $40,480, respectively. As of December 31, 2025, we had an accumulated deficit of $1,146,407. As discussed in our financial statements for the year ended December 31, 2025, these factors raise substantial doubt about our ability to continue as a going concern. As at December 31, 2025, we had cash and cash equivalents of $0. To date, we have financed our operations principally through borrowings from our related parties. Depending on our future operational results, we may need to conduct one or more equity or debt financings within the next 12 months. We could potentially need our available financial resources sooner than we currently expect, and we may incur additional indebtedness to meet future financing needs. Adequate additional funding may not be available to us on acceptable terms or at all. In addition, although we anticipate being able to obtain additional financing through non-dilutive means, we may be unable to do so. Our failure to raise capital as and when needed could have significant negative consequences for our business, financial condition and results of operations. Our future capital requirements and the adequacy of available funds will depend on many factors, many of which are beyond our control. | 15 | | | | | **Operating Activities** Net cash used in operating activities for the years ended December 31, 2025 and 2024 were $34,079 and $40,480, respectively. **Investing Activities** Net cash used in investing activities for the years ended December 31, 2025 and 2024 were $0. **Financing Activities** Net cash provided by financing activities for the year ended December 31, 2025 and 2024 were $34,079 and $40,480, respectively. **Critical Accounting Policies and Estimates** Our managements discussion and analysis of our financial condition and results of operations is based on our financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP. The preparation of these financial statements requires us 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 reported period. In accordance with GAAP, we base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. Our significant accounting policies are fully described in **Note 3** to our financial statements appearing elsewhere in this Annual Report, and we believe those accounting policies are critical to the process of making significant judgments and estimates in the preparation of our financial statements. **Off Balance Sheet Arrangements** As of the date of this Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. **ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK** Not applicable. | 16 | | | | | **ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA** **ATLANTIS GLORY INC.** **December 31, 2025** | | Page | | | Financial Statements | | | | Report of Independent Registered Public Accounting Firm | F-2 | | | Balance Sheets | F-3 | | | Statements of Operations and Comprehensive Loss for the years ended December 31, 2025 and 2024 | F-4 | | | Statements of Changes in Stockholders Equity for the years ended December 31, 2025 and 2024 | F-5 | | | Statements of Cash Flows for the years ended December 31, 2025 and 2024 | F-6 | | | Notes to Financial Statements | F-7 | | **** | F-1 | | | | | **** **** **** **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** **** **The Board of Directors and Stockholders of** **Atlantis Glory Inc.** Room 2106 Beautiful Group Tower 77 Connaught Road Central Hong Kong Opinion on the Financial Statements We have audited the accompanying balance sheets of Atlantis Glory Inc. (the Company) as of December 31, 2025 and 2024, and the related statements of operations and comprehensive income, changes in stockholders equity, and cash flows for each of the years in the two-year period ended December 31, 2025 and 2024, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2025 and 2024, in conformity with accounting principles generally accepted in the United States of America. Substantial Doubt About the Entitys 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 a net loss of $39,199 for the year ended December 31, 2025 and has negative working capital of $210,628 and as of December 31, 2025, the Company has an accumulated deficit of $1,146,407. These conditions raise substantial doubt about the Companys ability to continue as a going concern. Managements plans in regard to these matters are also described in Note 2. The 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 Companys management. Our responsibility is to express an opinion on the Companys 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. We conducted our audits 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 Companys internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee or to those charged with governance and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical matters. | /s/ JP CENTURION & PARTNERS PLT | | | | JP CENTURION & PARTNERS PLT (PCAOB: 6723) | | | | We have served as the Companys auditor since 2022. | | | | Kuala Lumpur, Malaysia | | | March 6, 2026 **** | F-2 | | | | | **ATLANTIS GLORY INC.** **Balance Sheets** | | | December 31, 2025 | | | December 31, 2024 | | | | | | (Audited) | | | (Audited) | | | | Asset | | | | | | | | | | | Total Asset | | | - | | | | - | | | | | | | | | | | | | | | Liabilities and Stockholders Deficit | | | | | | | | | | | Current Liabilities | | | | | | | | | | | Accrued expenses and other liabilities | | $ | 15,520 | | | $ | 10,400 | | | | Amount due to a related party | | | 195,108 | | | | 161,029 | | | | Total current liabilities | | | 210,628 | | | | 171,429 | | | | | | | | | | | | | | | Total Liabilities | | | 210,628 | | | | 171,429 | | | | | | | | | | | | | | | Stockholders Deficit | | | | | | | | | | | Preferred stock $0.001 par value, 10,000,000 shares authorized, 10,000,000 and 10,000,000 shares outstanding as of December 31, 2025 and December 31, 2024, respectively | | | 10,000 | | | | 10,000 | | | | Common Stock $0.001 par value, 990,000,000 shares authorized, 603,970,000 shares and 603,970,000 shares outstanding as of December 31, 2025 and December 31, 2024, respectively | | | 603,970 | | | | 603,970 | | | | Additional paid in capital | | | 321,809 | | | | 321,809 | | | | Accumulated deficit | | | (1,146,407 | ) | | | (1,107,208 | ) | | | Total stockholders deficit | | | (210,628 | ) | | | (171,429 | ) | | | | | | | | | | | | | | Total liabilities and stockholders deficit | | $ | - | | | $ | - | | | The accompanying notes are an integral part of these financial statements | F-3 | | | | | **ATLANTIS GLORY INC.** **Statements of Operations and Comprehensive Loss** **** **for the years ended December 31, 2025 and 2024** **** | | | 2025 | | | 2024 | | | | | | For the Years Ended | | | | | | December 31, | | | | | | 2025 | | | 2024 | | | | | | | | | | | | | Revenue | | | | | | | | | | | Total revenue, net | | $ | - | | | $ | - | | | | | | | | | | | | | | | Operating expenses | | | | | | | | | | | General and administrative expenses | | | 39,199 | | | | 40,480 | | | | Total operating expenses | | | 39,199 | | | | 40,480 | | | | | | | | | | | | | | | Loss from operations before income taxes | | | (39,199 | ) | | | (40,480 | ) | | | Income tax expense | | | - | | | | - | | | | Net loss | | $ | (39,199 | ) | | $ | (40,480 | ) | | | | | | | | | | | | | | Weighted average number of ordinary shares | | | | | | | | | | | Basic and diluted | | | 603,970,000 | | | | 603,970,000 | | | | | | | | | | | | | | | Earnings per share | | | | | | | | | | | Basic and diluted | | $ | (0.00 | ) | | $ | (0.00 | ) | | The accompanying notes are an integral part of these financial statements | F-4 | | | | | **ATLANTIS GLORY INC.** **Statements of Changes in Stockholders****Equity** **** **for the years ended December 31, 2025 and 2024** **** | | | Shares | | | Amount | | | Shares | | | Amount | | | capital | | | Deficit | | | Total | | | | | | Preferred Stock | | | Common Stock | | | Additional paid in | | | Accumulated | | | | | | | | | Shares | | | Amount | | | Shares | | | Amount | | | capital | | | Deficit | | | Total | | | | Balance, December 31, 2023 | | | 10,000,000 | | | | 10,000 | | | | 603,970,000 | | | $ | 603,970 | | | $ | 321,809 | | | $ | (1,066,728 | ) | | $ | (130,949 | ) | | | Net loss | | | - | | | | - | | | | - | | | | - | | | | - | | | | (40,480 | ) | | | (40,480 | ) | | | Balance, December 31, 2024 | | | 10,000,000 | | | $ | 10,000 | | | | 603,970,000 | | | $ | 603,970 | | | $ | 321,809 | | | $ | (1,107,208 | ) | | $ | (171,429 | ) | | | | | Preferred Stock | | | Common Stock | | | Additional paid in | | | Accumulated | | | | | | | | | Shares | | | Amount | | | Shares | | | Amount | | | capital | | | Deficit | | | Total | | | | Balance, December 31, 2024 | | | 10,000,000 | | | | 10,000 | | | | 603,970,000 | | | $ | 603,970 | | | $ | 321,809 | | | $ | (1,107,208 | ) | | $ | (171,429 | ) | | | Net loss | | | - | | | | - | | | | - | | | | - | | | | - | | | | (39,199 | ) | | | (39,199 | ) | | | Balance, December 31, 2025 | | | 10,000,000 | | | $ | 10,000 | | | | 603,970,000 | | | $ | 603,970 | | | $ | 321,809 | | | $ | (1,146,407 | ) | | $ | (210,628 | ) | | The accompanying notes are an integral part of these financial statements | F-5 | | | | | **ATLANTIS GLORY INC.** **Statements of Cash Flows** **** **for the years ended December 31, 2025 and 2024** **** | | | 2025 | | | 2024 | | | | | | For the Years Ended | | | | | | December 31, | | | | | | 2025 | | | 2024 | | | | Cash Flows From Operating Activities | | | | | | | | | | | Net loss | | $ | (39,199 | ) | | $ | (40,480 | ) | | | Changes in operating assets and liabilities: | | | | | | | | | | | Accrued expenses and other current liabilities | | | 5,120 | | | | - | | | | Net cash used in operating activities | | $ | (34,079 | ) | | $ | (40,480 | ) | | | | | | | | | | | | | | Cash Flows From Financing Activity | | | | | | | | | | | Proceeds from related parties | | $ | 34,079 | | | $ | 40,480 | | | | Net cash provided by financing activity | | $ | 34,079 | | | $ | 40,480 | | | | | | | | | | | | | | | Net (decrease) increase in cash and cash equivalents | | | - | | | | - | | | | Cash and cash equivalents, beginning of year | | | - | | | | - | | | | Cash and cash equivalents, end of year | | $ | - | | | $ | - | | | The accompanying notes are an integral part of these financial statements | F-6 | | | | | **ATLANTIS GLORY INC.** **NOTES TO FINANCIAL STATEMENTS** **NOTE 1 ORGANIZATION AND DESCRIPTION OF BUSINESS** Atlantis Glory Inc. (formerly known as Shengshi Elevator International Holding Group Inc.) (Atlantis, Shengshi Holding, or the Company), together with its subsidiaries, focus on elevator technology research and development, sales, maintenance, and installation. Galem Group, Inc. was incorporated in the State of Nevada on March 31, 2016. On September 5, 2019, Galem Group Inc. changed its name to Shengshi Elevator International Holding Group Inc. On October 19, 2018, Shengshi International Holdings Co., Ltd. (Shengshi International) was incorporated under the law of Cayman Islands. On September 30, 2019, Shengshi Holding entered into a share exchange agreement (the Share Exchange Agreement) with Shengshi International. Under the Share Exchange Agreement, One Hundred Percent (100%) of the ownership interest of Shengshi International was exchanged for 600,000,000 shares of common stock of Shengshi Holding. The former stockholders of Shengshi International acquired a majority of the issued and outstanding common stock as a result of the share exchange transaction. The following is the organization structure of Shengshi International along with ownership detail and its subsidiaries: Shengshi Shengshun (Hong Kong) Co., Ltd. (Shengshi Hong Kong), was established in Hong Kong Special Administrative Region of the Peoples Republic of China (the PRC) on September 18, 2018. Shengshi Yinghe (Shenzhen) Technology Co. Ltd. was established as a wholly foreign owned enterprise on November 08, 2018 under the laws of the PRC. Shenzhen Shengshi Elevator Co., Ltd. (Shenzhen Shengshi) was incorporated on April 2, 2014 under the laws of the PRC. Shenzhen Shengshi is an elevator provider company and provides one-stop service to its customers. Sichuan Shengshi Elevator Technology Co., Ltd. (Sichuan Shengshi) was incorporated on July 13, 2018 under the laws of the PRC. Sichuan Shengshi is a wholly owned subsidiary of Shenzhen Shengshi, which has the same business scope and offers similar products and services as Shenzhen Shengshi. The Company has been dormant since May 14, 2020. On May 18, 2021, as a result of a receivership in Clark County, Nevada, Case Number: A-21-827642-F, David Lazar was appointed receiver of the Company. Receiver David Lazar was granted the authority to rehabilitate the Company, including but not limited to the reinstatement or revival of the Companys corporate charter with the Nevada Secretary of State, to prepare and file all documents as reasonably necessary to comply with Rule 15c2-11 of the Securities Act of 1934, to collect the debts and property belonging to the Company, to compromise and settle with any debtor of the Company, to prosecute and defend lawsuits in the name of the Company, to do all other acts as might be done by the Company, to do all other acts as may be reasonable or necessary to continue the business of the Company, and to appoint agents for the exercise of these duties. Receiver David Lazar saw no possibility of recovering any assets located in China and accessing any information of subsidiaries. The subsidiaries in China were deconsolidated. | F-7 | | | | | **ATLANTIS GLORY INC.** **NOTES TO FINANCIAL STATEMENTS** On September 8, 2021, as a result of Order barring unasserted claims and terminating receivership in Clark County, Nevada, Case Number: A-21-827642-F, the claimants and creditors of the Company were barred from presenting claims and debts against the Company which arose on or before the date of the Order. On July 28, 2021 the Company designated 10,000,000 shares of Series A Preferred Stock with a par value of $0.001. These shares were awarded to Custodian Ventures managed by David Lazar in satisfaction of a judgement in the amount of $53,679.52 and for services performed for the Company. The Series A Preferred Stock was valued at $250,000 and was based on the current market pricing for a shell company of this nature. On December 22, 2021, a Stock Purchase Agreement was entered into between NYJJ (Hong Kong) Limited (the Seller) and Atlantis Glory Company Limited (the Purchaser), whose controlling person is Ms. CHENG, Sau Heung, wherein the Purchaser purchased 10,000,000 shares of Series A Preferred Shares, par value $0.001 per share (the Shares), of Shengshi Elevator International Holding Group, Inc., a Nevada corporation (the Company). As a result, the Purchaser became an approximately 90% holder of the voting rights of the issued and outstanding shares of the Company, on a fully-diluted basis, and became the controlling shareholder. The consideration paid for the Shares was $400,000. The source of the cash consideration for the Shares was personal fund of the controlling person of Purchaser. On January 3, 2022, the sole officer and director of the Company, David Lazar, tendered his resignations as Director, President, Chief Executive Officer, Secretary, and Treasurer of the Company, and appointed Ms. CHENG, Sau Heung as new President, Chief Executive Officer, Secretary, Treasurer, and Director of the Company, effective January 5, 2022. On March 28, 2022, Shengshi Elevator International Holding Group, Inc. (the Company), amended its articles of incorporation, changing its name to Atlantis Glory Inc. (the Name Change). The change was made in anticipation of entering into a new line of business operations. Market effective February 28, 2023, the Company changed its stock ticker symbol from SSDT to AGLY (the Symbol Change). The Companys name change and symbol change were announced by FINRA in their daily list on February 27, 2023. On November 15, 2024, the sole officer and director of the Company, Ms. CHENG, Sau Heung, tendered her resignations as President, Chief Executive Officer, Secretary, Treasurer and the Director of the Company, and appointed Mr. YUM Edward Liang Hsien as new President, Secretary, Treasurer, Chief Executive Officer, Chief Financial Officer and Director of the Company, effective November 15, 2024. The Companys year-end is December 31. | F-8 | | | | | **ATLANTIS GLORY INC.** **NOTES TO FINANCIAL STATEMENTS** **NOTE 2 GOING CONCERN** As of December 31, 2025, the Company had $-0- in cash and cash equivalents. The Company has net loss of $39,199 for the year ended December 31, 2025 and has negative working capital of $210,628 and accumulated deficit of $1,146,407 as of December 31, 2025. Losses have principally occurred as a result of the substantial resources required for professional fees and general and administrative expenses associated with our operations. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders or external financing. Management believes the Chief Executive Officer will provide additional cash to meet with the Companys obligations as they become due. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations. These conditions raise substantial doubt about the Companys ability to continue as a going concern. These financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties. The Company may raise additional capital through the sale of its equity securities, or through borrowings from financial institutions and related parties. Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provides the opportunity for the Company to continue as a going concern. **** **NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** *Basis of Presentation* The accompanying financial statements have been prepared in accordance with the Financial Accounting Standards Board (FASB) FASB Accounting Standard Codification (the Codification) which is the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with generally accepted accounting principles (GAAP) in the United States. *Use of estimates* The preparation of 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 period. Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ from those estimates. Significant items subject to such estimates and assumptions include valuation of inventory, and recoverability of carrying amount and the estimated useful lives of long-lived assets. *Cash and cash equivalents* The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents as of December 31, 2025. *Income taxes* The Company accounts for income taxes under FASB ASC 740, *Accounting for Income Taxes*. Under FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. FASB ASC 740-10-05, *Accounting for Uncertainty in Income Taxes* prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. | F-9 | | | | | **ATLANTIS GLORY INC.** **NOTES TO FINANCIAL STATEMENTS** The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that might cause it to change its judgment regarding the likelihood of a tax positions sustainability under audit. *Net Loss per Share* Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, Earnings per Share. Basic earnings per common share (EPS) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. *Recent Accounting Pronouncements* There are no recent accounting pronouncements that impact the Companys operations. **NOTE 4 LIABILITIES AND RELATED PARTY NOTES PAYABLE** As of December 31, 2025 and 2024, there were $210,628 and $171,429 in liabilities on the Companys balance sheet. As of December 31, 2025, the balance included $195,108 in-demand loans advanced to the Company by a related party, of which Mr. YUM Edward Liang Hsien is the Managing Director of the related party. On September 8, 2021, as a result of Order barring unasserted claims and terminating receivership in Clark County, Nevada, Case Number: A-21-827642-F, the claimants and creditors of the Company are barred from presenting claims and debts against the Company which arose on or before the date of the Order. **NOTE 5 EQUITY** **Common Stock** As of December 31, 2025 and 2024, the Company has authorized 990,000,000 shares of $0.001 par value, common stock, respectively. As of December 31, 2025 and 2024, there were 603,970,000 shares of Common Stock issued and outstanding, respectively. | F-10 | | | | | **ATLANTIS GLORY INC.** **NOTES TO FINANCIAL STATEMENTS** **Preferred Stock** On July 28, 2021, the Company designated 10,000,000 shares of Series A Preferred Stock with a par value of $0.001. These shares were awarded to Custodian Ventures managed by David Lazar in satisfaction of a judgment for $53,679 and services performed for the Company. The Series A Preferred Stock was valued at $250,000 and was based on the current market pricing for a shell company of this nature. These shares have the following rights: Dividend Provisions. Subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the holders of shares of Series A Preferred Stock shall be entitled to receive dividends, out of any assets legally available therefor, upon any payment of any dividend (payable other than in Common Stock or other securities and rights convertible into or entitling the holder thereof to receive, directly or indirectly, additional shares of Common Stock of the Corporation) on the Common Stock of the Corporation, as and if declared by the Board of Directors, as if the Series A Preferred Stock had been converted into Common Stock. Liquidation Preference. In the event of any liquidation, dissolution, or winding up of the Corporation, either voluntary or involuntary, the holders of the Series A Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Corporation to the holders of Common Stock, or any other series or class of common stock of the Corporation, whether now in existence or hereafter created by an amendment to the articles of incorporation of the Corporation or by a certificate of designation. Conversion. The holders of the Series A Preferred Stock, shall have conversion rights as follows (the Conversion Rights): (a) Right to Convert. Subject to Section 4(c), the holder of issued and outstanding shares of Series A Preferred Stock shall be entitled to convert the Series A Preferred Stock, at the option of the holder(s) thereof, at any time after the date of issuance of such shares, at the office of the Corporation or any transfer agent for such stock, into such number of fully paid and nonassessable shares of Common Stock that are equal to ninety percent (90%), post conversion, of the total number of issued and outstanding shares of Common Stock of the Corporation, as if all i) Series A Preferred Stock, ii) other issued and outstanding classes or series of common or preferred stock of the Corporation convertible into Common Stock of the Corporation, and iii) outstanding warrants, notes, indentures and/or other instruments, obligations or securities convertible into Common Stock of the Corporation are converted (the Conversion Shares), with the shares of Series A Preferred Stock so converted to be converted into the number of common shares equal to the Conversion Shares multiplied by the quotient of the number of the shares of Series A Preferred Stock converted by a holder divided by the number of all Series A Preferred Stock issued and outstanding. As of December 31, 2025 and 2024, there were 10,000,000 Series A Preferred Stock issued and outstanding, respectively. **NOTE 6 COMMITMENTS AND CONTINGENCIES** The Company did not have any contractual commitments as of December 31, 2025. **NOTE 7 SUBSEQUENT EVENTS** In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the financial statements were available to be issued and has determined that it does not have any material subsequent events to disclose in these financial statements. | F-11 | | | | | **ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE** Not applicable **ITEM 9A. CONTROLS AND PROCEDURES** **Evaluation of Disclosure Controls and Procedures.** Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the Commissions rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuers management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. **Managements Report on Internal Control over Financial Reporting**. Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that: | | | pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; | | | | | | | | | | provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and | | | | | | | | | | provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements. | | Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may deteriorate. Our management assessed the effectiveness of our internal control over financial reporting based on the parameters set forth above and has concluded that as of December 31, 2025, our internal control over financial reporting was not effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles as a result of the following material weaknesses: | | | The Company does not have sufficient segregation of duties within accounting functions due to only having one officer and limited resources. | | | | | | | | | | The Company does not have an independent board of directors or an audit committee. | | | | | | | | | | The Company does not have written documentation of our internal control policies and procedures. | | We plan to rectify these weaknesses by implementing an independent board of directors, establishing written policies and procedures for our internal control of financial reporting, and hiring additional accounting personnel at such time as we complete a reverse merger or similar business acquisition. **Changes in Internal Control over Financial Reporting.** There was no change in our internal control over financial reporting during the year December 31, 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. **ITEM 9B. OTHER INFORMATION** None. **ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS** Not applicable. | 17 | | | | | **PART III** **ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE** The following table sets forth the names and positions of our executive officers and directors. Directors will be elected at our annual meeting of stockholders and serve for one year or until their successors are elected and qualify. Officers are elected by the Board and their terms of office are, except to the extent governed by employment contract, at the discretion of the Board. | Name | | Age | | Positions | | | YUM Edward Liang Hsien | | 47 | | President, Secretary, Treasurer, Chief Executive Officer, Chief Financial Officer and Director (Appointed on November 15, 2024) | | *YUM Edward Liang Hsien* Mr. YUM holds a Bachelor of Science in Finance from the University of Illinois at Urbana-Champaign, United States of America. Over the course of his distinguished 20-year career, he has developed extensive expertise in funds, trusts, and asset management through his roles at major financial institutions, including HSBC, Bank of Montreal, Pacific Global Bank, Old Second National Bank, and Hang Seng Bank, in both the United States and Hong Kong, China. He has guided clients through the establishment of funds and trusts, managing assets totalling billions of USD. Mr. YUM is a senior member of the Alternative Investment Management Association (AIMA) in Hong Kong and has contributed to the Education Committee of the Hong Kong Venture Capital and Private Equity Association (HKVCA). Mr. YUMs leadership journey began at Amicorp (Hong Kong) Limited, where he served as Sales Director from February 2008 to February 2013. In this role, he played a pivotal part in expanding the firms client base and increasing revenue by tailoring services to meet the complex needs of corporate clients and high-net-worth individuals. His efforts were instrumental in enhancing Amicorps market visibility. In February 2013, he was promoted to Managing Director, a position he held until July 2014. In this role, Mr. YUM broadened his responsibilities, overseeing the companys operations and strategic growth, leading cross-functional teams, and building strong client relationships. Since August 2014, Mr. YUM has been serving as the Managing Director of Ayasa Globo Financial Services Limited, where he continues to lead the companys expansion, focusing on fund establishment, trust services, and asset management solutions. His leadership has been a key factor in driving the firms growth and strengthening its market position. Additionally, since March 2017, Mr. YUM has served as a Director at Greenpro Trust Limited, providing strategic guidance to enhance the companys service offerings and operational effectiveness. In November 2017, Mr. YUM has been appointed as an Independent Non-Executive Director (INED) at China Demeter Financial Investments Limited, a company listed on the Hong Kong Stock Exchange (Stock Code: 8120). In this role, he brings valuable expertise in governance, strategic planning, and risk management, supporting the companys board in ensuring strong governance practices and focusing on sustainable growth and shareholder value. In November 2024, Mr. YUM resigned from his INED position. Mr. YUM currently acts as the President, Secretary, Treasurer, Chief Executive Officer, Chief Financial Officer and Director of Atlantis Glory Inc., specialising in business development of the Company. **Election of Directors and Officers** Directors are elected to serve until the next annual meeting of stockholders and until their successors have been elected and qualified. Officers are appointed to serve until the meeting of the Board following the next annual meeting of stockholders and until their successors have been elected and qualified. **Audit Committee** We do not have any committees of the Board as we only have one director. **Director Independence** We do not currently have any independent directors. We evaluate independence by the standards for director independence established by Marketplace Rule 5605(a)(2) of the Nasdaq Stock Market, Inc. **Board Leadership Structure** We have chosen to combine the Chief Executive Officer and Board Chairman positions since one person is our sole officer and director. **Code of Ethics** Our Board has not adopted a Code of Ethics due to the Companys size and lack of employees. | 18 | | | | | **Legal Proceedings Involving Directors and Executive Officers** During the past ten years no current or incoming director, executive officer, promoter or control person of the Company has been involved in the following: (1) A petition under the Federal bankruptcy laws or any state insolvency law which was filed by or against, or a receiver, fiscal agent or similar officer was appointed by a court for the business or property of such person, or any partnership in which he was a general partner at or within two years before the time of such filing, or any corporation or business association of which he was an executive officer at or within two years before the time of such filing (2) Such person was convicted in a criminal proceeding or is a named subject of a pending criminal proceeding (excluding traffic violations and other minor offenses) (3) Such person was the subject of any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from, or otherwise limiting, the following activities: i. Acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company, bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity ii. Engaging in any type of business practice or iii. Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws (4) Such person was the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph (f)(3)(i) of this section, or to be associated with persons engaged in any such activity (5) Such person was found by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated (6) Such person was found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated (7) Such person was the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of: i. Any Federal or State securities or commodities law or regulation Or ii. Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease and desist order, or removal or prohibition order Or iii. Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity Or (8) Such person was the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member. | 19 | | | | | **ITEM 11. EXECUTIVE COMPENSATION** The following information is related to the compensation paid, distributed, or accrued by us for the fiscal year ended December 31, 2025 to our Chief Executive Officer (principal executive officer) during the last fiscal year and the two other most highly compensated executive officers serving as of the end of the last fiscal year whose compensation exceeded $100,000 (the Named Executive Officers): We did not pay any compensation to our Chief Executive Officers (the Named Executive Officers) during the last two fiscal years. **Named Executive Officer Employment Agreements** None. **Termination Provisions** As of the date of this Report, we have no contract, agreement, plan, or arrangement, whether written or unwritten, that provides for payments to a Named Executive Officer at, following, or in connection with any termination, including without limitation resignation, severance, retirement or a constructive termination of a Named Executive Officer, or a change in control of the Company or a change in the Named Executive Officers responsibilities, with respect to each Named Executive Officer. **Outstanding Equity Awards at Fiscal Year End** As of December 31, 2025, none of our Named Executive Officers held any unexercised options, stock that have not vested, or other equity incentive plan awards. **Director Compensation** As of the date of this Report, we have not paid our director any compensation for services on our Board. **Equity Compensation Plan Information** The Company does not have any securities authorized for issuance or outstanding under an equity compensation plan or equity compensation grants made outside of such a plan. | 20 | | | | | **ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS** The following table sets forth certain information regarding beneficial ownership of the Companys Common Stock as of December 31, 2025, by (i) each person who is known by the Company to own beneficially more than 5% of any classes of outstanding Common Stock, (ii) each director of the Company, (iii) each of the Chief Executive Officers and the executive officers (collectively, the Named Executive Officers) and (iv) all directors and executive officers of the Company as a group based upon 603,970,000 shares outstanding. | Name and Address of Beneficial Owners | | Title of Class | | Amount and Nature of Beneficial Ownership | | | Percent of Class | | | | YUM Edward Liang Hsien (ii)(iii) ROOM 2106, BEAUTIFUL GROUP TOWER, 77 CONNAUGHT ROAD, CENTRAL, HONG KONG | | Common stock | | | - | | | | - | | | | | | | | | | | | | | | | | DIRECTORS AND OFFICERS TOTAL (One Officer and Director) (iv) | | Common stock | | | - | | | | - | | | | | | | | | | | | | | | | | 5% or Greater Shareholders (i) Jin Xukai E97304268 GROUP 7 DADING BRIDGE VILLAGE CHONGLI TOWN, MEISHAN, SICHUAN CHINA 620010 | | Common stock | | | 60,000,000 | | | | 9.9 | % | | | | | | | | | | | | | | | | ZHANG BAOZHU E38373369 RM 605 2ND UNIT 4TH BLDG BEIJING ONE TONGZHOU BEIJING, CHINA 101100 | | Common stock | | | 90,000,000 | | | | 14.9 | % | | | | | | | | | | | | | | | | ZHANG LINA E27733748 RM 1610 B2 BLDG DUNBEI YISHAN XIAOZHU DALANG ST SHENZHEN, GUANGDONG CHINA 518000 | | Common stock | | | 229,620,000 | | | | 38.0 | % | | | | | | | | | | | | | | | | LI YING RM 405 LANGKOU FIRST DIST DALANG ST LONGHUA SHENZHEN, GUANGDONG CHINA 518000 | | Common stock | | | 120,000,000 | | | | 19.9 | % | | | | | | | | | | | | | | | | Atlantis Glory Company Limited (a) ROOM 2106, BEAUTIFUL GROUP TOWER, 77 CONNAUGHT ROAD, CENTRAL, HONG KONG | | Series A Preferred Stock | | | 10,000,000 | | | | 100 | % | | | (a) | Mr. YUM Edward Liang Hsien is the sole shareholder of Atlantis Glory Company Limited. | | | 21 | | | | | **ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE** During the years ended December 31, 2025 and 2024, we had not entered into any transactions with our sole officer or director, or persons nominated for these positions, beneficial owners of 5% or more of our common stock, or family members of these persons wherein the amount involved in the transaction or a series of similar transactions exceeded the lesser of $120,000 or 1% of the average of our total assets for the last three fiscal years. **ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES** **Audit Fees** The following table sets forth the aggregate fees billed to the Company by its independent registered public accounting firm for the fiscal years ended December 31, 2025 and 2024. **JP Centurion & Partners PLT** | ACCOUNTING FEES AND SERVICES | | 2025 | | | 2024 | | | | Audit fees | | $ | 21,800 | | | $ | 18,000 | | | | Audit-related fees | | | - | | | | - | | | | Tax fees | | | - | | | | - | | | | All other fees | | | - | | | | - | | | | Total | | $ | 21,800 | | | $ | 18,000 | | | The category of Audit fees includes fees for our annual audit, quarterly reviews and services rendered in connection with regulatory filings with the SEC, such as the issuance of comfort letters and consents. For the years ended December 31, 2025 and 2024, the financial statements of the Company were audited by JP Centurion & Partners PLT. The category of Audit-related fees includes employee benefit plan audits, internal control reviews and accounting consultation. The category of Tax services includes tax compliance, tax advice, tax planning. The category of All other fees generally includes advisory services related to accounting rules and regulations. All of the professional services rendered by principal accountants for the audit of our annual financial statements that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for last two fiscal years were approved by our board of directors. | 22 | | | | | **PART IV** **ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES** **** | 31.1 | | Certification of Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act | | | | | | | | 32.1 | | Certification of Chief Executive Officer and Chief Financial Officer Under Section 1350 as Adopted Pursuant Section 906 of the Sarbanes-Oxley Act | | | | | | | | 101.INS | | Inline XBRL Instance Document (furnished herewith)* | | | | | | | | 101.SCH | | Inline XBRL Taxonomy Extension Schema Document (furnished herewith)* | | | | | | | | 101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase Document (furnished herewith)* | | | | | | | | 101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase Document (furnished herewith)* | | | | | | | | 101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase Document (furnished herewith)* | | | | | | | | 101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase Document (furnished herewith)* | | | | | | | | 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) | | **ITEM 16. FORM 10-K SUMMARY** **None.** | 23 | | | | | **SIGNATURES** In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. | | ATLANTIS GLORY INC. | | | | | | | | Dated: March 6, 2026 | By: | /s/ YUM Edward Liang Hsien | | | | | YUM Edward Liang Hsien | | | | | Chief Executive Officer | | | | | (Principal Executive Officer) | | | 24 | | ****