Annual Report for Fiscal Year Ending March 31, 2026 (Form 10-K)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward looking statements: Statements about our future expectations are "forward-looking statements" and are not guarantees of future performance. When used herein, the words "may," "will," "should," "anticipate," "believe," "appear," "intend," "plan," "expect," "estimate," "approximate," and similar expressions are intended to identify such forward-looking statements. These statements involve risks and uncertainties inherent in our business, including those set forth under the caption "Risk Factors," in this Report, and are subject to change at any time. Our actual results could differ materially from these forward-looking statements. This Annual Report on Form 10-K does not have any statutory safe harbor for this forward-looking statement. We undertake no obligation to update publicly any forward-looking statements.

Management's Discussion and Analysis should be read in conjunction with the financial statements included in this annual report on Form 10-K (the "Financial Statements" or "Report"). These financial statements have been prepared in accordance with generally accepted accounting policies in the United States ("GAAP"). Except as otherwise disclosed, all dollar figures included therein and in the following management discussion and analysis are quoted in United States dollars.

The following discussion of the Company's financial condition and the results of operations should be read in conjunction with the Financial Statements and footnotes thereto appearing elsewhere in this Report.

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that in addition to the description of historical facts contained herein, this Report contains certain forward-looking statements that involve risks and uncertainties as detailed herein and from time to time in the Company's other filings with the Securities and Exchange Commission and elsewhere. Such statements are based on management's current expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those, described in the forward-looking statements. These factors include, among others: (a) the Company's fluctuations in sales and operating results; (b) risks associated with international operations; (c) regulatory, competitive and contractual risks; (d) development risks; (e) the ability to achieve strategic initiatives, including but not limited to the ability to achieve sales growth across the business segments through a combination of enhanced sales force, new products, and customer service; and (f) pending litigation.

Operations

We were incorporated on March 27, 2017 and soon thereafter acquired our business plan from our founder and CEO, Mr. Robert Dolan. Most of the activity through July 14, 2026 involved the execution of our business plan, business development, technical engineering and design of the GPod grow-system and associated services, along with an emphasis on low-cost production of modular components and configurations, and of course the preparation of the Company's financial statements and other financial information as well as our corporate governance efforts.

We are a development stage business and have very limited financial resources. We have not established a source of equity or debt financing. Our independent registered public accounting firm has included an explanatory paragraph in their report emphasizing the uncertainty of our ability to remain as a going concern. An investor or financial statement reader should read our Risk Factors in full.

Our plan to continue as a going concern is to reach the point where we begin generating sufficient revenues from our business(s) or support services to meet our obligations on a timely basis. The Company has not yet acquired or internally developed a ready for market product or service utilizing our environmental growing system. We may not be able to acquire or internally develop any product or services in the future because of a lack of available funds or financing to do so. In order for us to develop or acquire new products or services, we must be able to secure financing, this includes beyond just the net proceeds of the completed direct public offering. In the early stages of operations, we will continue to maintain or keep our costs to a minimum. The cost to develop the business plan as currently outlined may very well be in excess of $250,000. We have no established source of funds to undertake the business plan as currently outlined. Until we obtain the necessary funding, if ever, we will continue to keep our operating costs as low as possible. Our founder and CEO will provide a substantial amount of the work without any cash compensation. This methodology would certainly result in extending our development stage for at least two to five years. If we are unable to obtain adequate funding or financing, the Company faces the ultimate likelihood of business failure. There are no assurances that we will be able to raise any funds or establish any financing program for the Company's growth.

Business

There is no way of accurately predicting when product development will progress to the point of generating any revenue. The timing of development is a function of having sufficient working capital. There is no way of knowing when or if we will be able to raise the capital necessary. If we do, services could be ready within three to six months following that the necessary funds have been secured by us. If we do not raise sufficient financing, revenue producing activities of any kind will most likely not commence for at least 18 months, if ever.

We are building a company that provides turn-key stand-alone grow modules intended to fit in a standard size garage. We are developing an environmentally sound, cost-efficient optimized grow-system ("optimized growing system") that provides customization of the GPod layout with interchangeable modules to match the growers' needs. Our optimized growing system will enable consumers to modify and enhance their GPod layout to create custom systems with modifications such as thicker/thinner insulated walls, automated growing systems (i.e. hydroponic and aeroponic based), environmental controls (heating/cooling/humidity/arid), flood trays, drip systems, and lighting choices (LED, incandescent, infrared, ultraviolet, etc.). The user will have access to the latest technological advancements and trends in the horticultural world, while staying well within the guidelines of organic growing as currently understood.

Our optimized growing system will provide users with what we believe to be a comprehensive approach to custom organic gardening in the urban environment. We believe this approach will provide an experience in organic gardening that will become the new way to capture would-be home gardeners by providing a turnkey garage sized GPod. This ready-to-go system will offer an immediate sense of satisfaction from the GPod gardener. The immediate ability to start growing your own vegetables with only a minimal effort by the gardener combined with the net results of incredible organic fruits and vegetables will make the GPod provide the urban gardener self-sufficiency for their family and friends. We believe this new concept in gardening using the GPod grow-system will provide maximum yield per square foot. We have created a system that is easy to operate and is so simple that it promotes creativity. This approach will additionally help us in creating long-lasting return customers and create new relationships.

Our business operations will be comprised of two distinct segments:

	a)	GPod sales of modular organic systems for micro-farming consumers; and
	b)	Support services for the micro-farming consumer

We developed our optimized growing system utilizing internal resources, our founder's vast knowledge and assistance from a reputable design and engineering firm with experience in project development like this. We have not yet formalized any relationships with manufacturers of our product or ancillary components that we intend to use. The Company intends to seek the help of outside sales representatives and marketing consultants to develop a professional sales and marketing strategy to capitalize on these technologies. We intend to pursue this strategy with further financing and hire an in-house web design and support group. To date no commercial website or services have been developed through these efforts. The Company believes our customers will primarily come from social media, SEO (search engine optimized) advertising, word of mouth, trade shows and conventions.

With a goal of building mobile farming systems that provide the customer' the ability to meet their food needs. GPods has developed an aeroponic system that cuts down on time, water-use, energy-use, and cost reduction, while boosting production and to promote healthier foods. The vertical farming system allows the operator to grow up to three times more produce in a given area than conventional hydroponic growing systems. This system is designed to reduce water usage by 50% compared to conventional hydroponic methods.

The GPod system uses an innovative technology to grow a wide variety of plants, including vine plants, root plants, flowers, and greens. The vertical aeroponic system - meaning plants are grown without soil by exposing roots to mineral nutrient spray solutions in a water solvent - aims to reduce expenses associated with energy, water, space, and labor. While hydroponics technology is expected to continue to dominate the market over the next few years, aeroponic and aquaponics systems are expected to show rapid growth due to the lower water usage of the former and the rising adoption of the latter by small-scale systems due to cost benefits.

The GPod vertical is comprised of one reservoir, one water pump, and multiple rows of 2-inch square holes to which the seedling inserts are affixed. The spray of nutrient-rich water feeds the plants efficiently and provide cost saving by using less water and food. The rows are spaced to reduce the size requirements for water, and energy usage but are fully accessible for harvesting from the ground. While hydroponics technology is expected to continue to dominate the market over the next few years, aeroponic and aquaponics are expected to show rapid growth due to the lower water usage of the former and the rising adoption of the latter by small-scale systems due to cost benefits.

With a goal of building mobile farm systems that provide customers the ability to meet their food production needs, GPods believes that it has developed an aeroponic system that cuts down on time, water, and energy use, and reduces costs, while boosting production and to promote healthier foods. Its vertical farming system allows the operator the ability to grow up to three times more produce in a given area than conventional hydroponic growing systems. The system is designed to reduce water usage by about 50% compared to conventional hydroponic methods.

Our plan to continue as a going concern is to reach the point where we begin generating sufficient revenues from our environmentally optimized growing system business(s) or services (complimentary to the grow-system) to meet our obligations on a timely basis. The Company has not yet acquired or fully developed any of its intended services. We may not be able to acquire or internally develop any of its intended services in the future because of a lack of available funds or financing to do so. In order for us to develop or acquire any of its intended services, we must be able to secure the necessary financing, beyond just the proceeds of the completed direct public offering. In the early stages of our operations, we will continue to keep costs to a minimum. The cost to develop our business plan as currently outlined will be in excess of $500,000. We have no established current sources of funds to undertake the business plan as outlined. Until we obtain funding, if ever, we will keep our operating costs as low as possible with our founder, and CEO providing substantially all of the work on his own without any cash compensation. This methodology would result in our development stage extending for at least two to three years.

We believe that our environmentally optimized growing system division may begin to generate sufficient revenues earlier than the corporate direct sales. If we are unable to obtain adequate funding or financing, the Company faces the ultimate likelihood of business failure. There are no assurances that we will be able to raise any funds or establish any financing program for the Company's growth.

Industry Overview

Aspiring urban organic growers who are challenged may find history interesting that the modular growing systems were invented by horticultural engineers as early as the 19th century. Famous botanist George Arends saw the need for year-round growing to accomplish the success in his prolific perennials. These controlled systems were expensive and therefore limited in size; therefore, he was always trying to make the limited space available more productive. George Arends (1862-1952) of Ronsdorf, Germany was a prolific breeder of perennials. Best known for his cultivars of False Spirea (Astilbe), with perhaps 95% of those sold today belonging to the arendsii species, he also bred Bergenia, Sedum, Phlox and Campanula. Between 1902 and 1952 Arends introduced over 74 cultivars of Astilbe, with the bronze leaf and red flowered 'Fanal' in 1933 the first of its type.

The purist of the organic growing movement initially thought that the highest form of organic growing was achieved outdoors in the soil under the sun; little did they know that the soil, water and other local factors were toxic and not controllable. The GPod creates a pure, clean environment, free of toxic factors, finite, in that the 'grow' is starting from scratch with pure materials and a clean environment.

Early development of outdoor greenhouses was embraced for their ability to seize control of nature's uncontrollable whims. Although embraced for its superiority over standard outdoor farming, it still was lacking some of the base needs in order to be a perennial grower. Green houses were an attempt to bring a semblance of control into farming, pests were rampant, water was at a premium, and toxic chemicals were around every corner, causing issues at every corner. In the 50's greenhouse growing became mainstream, rows of green houses as far as the eye could see, high yields and low loss continued to encourage the trend. It wasn't till the late 80's that consumers started to become more informed, informed of the lack of supervision of what goes into the growth of the food they were eating, the organic movement was born, the consumer started to change his demands, and the market place reacted. Today the organic movement is king, the majority of consumers are well informed, and they demand the strict control of the growth of their consumables.

Based on industry reports, sales of organic food growing hardware and supplies, the industry has seen revenue doubled every three years; outperforming most traditional outdoor commercial gardening relative revenues. In the United States indoor organic gardening may surpass $10 billion per annum. Over the next five years this represents more than $500 million in sales; a significant increase to current spending of controlled indoor growing equipment and other ancillary products. Retail sales we believe have historically served the average organic grower. Our management team believes that the GPod system will revolutionize this relationship by providing the infrastructure at a reasonable cost with supplies arriving on a scheduled as needed basis.

We believe the confluence of a need for organic foods in combination with the recent advances with indoor gardening, cost reduction in startup and online customization of the GPod present an opportunity for us to position our business in introducing a revolutionary product and business model. Garage space planning and design will be changed in future housing to incorporate this new system of growing.

Competitive Focus

We expect to encounter strong competition in all areas of our business activity. We intend to compete on the basis of technology, performance, price, quality, reliability, reputation, distribution, range of products and services, ease of use of our products, account relationships, user training, service and support, security, availability of applications and internet infrastructure offerings, and our sustainability performance.

The markets for our key business are characterized by strong competition among major corporations with long-established positions and a large number of new and rapidly growing businesses which we will compete with. In this market most product life cycles are short, and to remain competitive we must develop new products and services, periodically enhance our products and services and compete effectively on the basis of the above various factors. In addition, we may compete with our potential partners, including other grow-system businesses that design, manufacture and market their products. Our successful management of these competitive relationships will be critical to our success. Moreover, we anticipate that we may have to adjust our prices on our products and services to stay competitive in this market.

We believe the following will assist us in exploiting the expected growth in the environmentally optimized integrated portable grow-system market which is ideal for growing high quality specialty crops and many varieties of herbs and other plant life with controlled indoor organic gardening:

	1.	Scalability. We believe our state of-the-art, environmentally optimized grow-system and its varied support by unique GPod design and services will become scalable, a solution designed to serve the underserved, fragmented horticulture and micro-farming market and sophisticated urban gardener.
	2.	"Sticky" Relationship. Our business model will provide a solution that is designed to act as an incentive to keep the consumer engaged with our state of-the-art, environmentally optimized grow-system and support services using current and future GPod modules.
	3.	Expertise in Indoor Gardening. Our founder has extensive experience in organic growing which comes from his vast experience in the commercial growing industry. We will seek to capitalize on that expertise.
	4.	Speed to Implementation. We believe that a fully-developed environmentally optimized grow-system and well thought-out vertical GPod product line, in combination with our manufacturing and distribution system, will provide immediate insight into the usage (and behavior) of our consumer and their micro-farming output and customers' unique growing needs.

Growth Strategy

Key elements of our growth strategy shall include:

	1.	Core Products. We plan to enhance our core products through user interface and functionality with our optimized growing system as well as interchangeable modules for different growing requirements, with new offerings as soon as reasonably practicable.
	2.	Focus. We intend to organically grow market penetration by: (a) securing contracts with organic wholesalers in various markets, (b) exploiting social networks, (c) leveraging development opportunities, and (d) adding solutions to professionals in the market.
	3.	Strategic Alliances. We plan to team with other businesses that have complementary features to our products, when fully developed, thereby reducing our development cost and introducing us to consumers and end-users.
	4.	International Expansion. We intend to expand internationally through partnerships and alliances.

Business Objectives

Our objective is to become a provider of self-contained organic grow modules. We are pursuing the following strategies to achieve this goal:

	a)	Initiating website development and ecommerce function, identifying complimentary product offerings, promoting, and advertising through social media campaigns;
	b)	Create a national media presence through social media - We will seek to create and enhance a national awareness and aggressively market our products through social media outlets;
	c)	Identify and develop strategic relations with our Manufacturing partners - utilize partners, high volume distribution facility to create highly efficient low-cost production model; and
	d)	High functioning, and esthetically pleasing grow modules will contribute to growers' overall productivity and sense of well-being. GPods can convey a sense of self-reliance for the basic needs of life. We will provide a comprehensive selection of modules that can be food oriented or yield based to meet the expectations of each individual organic grower. Every Urban grower may not have the means to grow, but with the help of GPods they can grow year-round.

GPod products can transform any garage space into a productive space for the family to enjoy, not just the farmer. We believe that friends visiting the garage fitted with a GPod products will instantly be won over.

The Future (Phase 1 and Phase 2)

The van conversion business transforms standard cargo or passenger vans into custom living spaces, catering to the growing demand for mobile lifestyles and adventure travel. We believe that this business can offer both ready-made converted vans for sale and conversion services for customer-owned vehicles, targeting outdoor enthusiasts, digital nomads, and those seeking alternative housing solutions. The market is currently experiencing robust growth, driven by trends in remote work, travel, and sustainability making it perfect for our Proto Pod-II experience.

Overview - The Model: Custom van conversions (both ready-made vans for sale and custom conversion services for client-owned vehicles). The Market: Adventure travelers, van life enthusiasts, digital nomads, and eco-conscious consumers. The Selling Proposition: High-quality, handcrafted conversions with options for sustainable materials and advanced off-grid technology.

Market - The global van conversion market was valued at approximately $2.5 billion in 2024 and is projected to reach approximately $4.8 billion by 2033, with a compound annual growth rate ("CAGR") of 7.5%. We believe that demand will be fueled by: The rise of van life culture and remote work. Desire for cost-effective, flexible travel and living options. Growing interest in eco-friendly and electric van conversions. Key competitors include established conversion shops and DIY builders. Differentiation can be achieved through design quality, customization, and customer service.

Products and Services - Ready-Made Camper Vans: Purchase and convert vans, then sell as turnkey living spaces. Higher profit margins but longer sales cycles. Custom Conversion Services: Convert customer-supplied vans to their specifications. Lower margins but quicker turnaround and less inventory risk. Upgrade Packages: Solar power, water systems, insulation, heating/cooling, custom cabinetry, and tech integration. Consulting & Design: For DIY customers seeking professional guidance.

Planning - Facility: Workshop for conversions, storage, and client consultations. Team: Skilled carpenters, electricians, plumbers, and project managers. Start small, scale as demand grows. Suppliers: Source sustainable and high-quality materials in bulk to control costs. Process: Standardize workflows for efficiency-planning, metalwork, electrics, insulation, carpentry, water/gas, and furnishings. Project Management: Use digital tools to track progress, manage timelines, and communicate with clients.

Sales and Marketing - Digital Presence: Professional website with portfolio, pricing, and customer testimonials. Social media: Active Instagram, YouTube, and Facebook accounts showcasing builds and behind-the-scenes content. Leverage daily updates and van tours to attract buyers. Events: Attend RV, van life, and outdoor expos. Partnerships: Collaborate with campgrounds, adventure outfitters, and travel influencers. Referral Program: Incentivize satisfied customers to refer new clients.

Legal and Regulatory - Business Registration: Obtain appropriate licenses and permits for your location. Insurance: Commercial auto, general liability, and property insurance. Certifications: Use licensed professionals for plumbing, electrical, and propane installations. Secure necessary permits and inspections. Vehicle Titling: Assist clients with title transfers and registration.

Risk - Inventory: Selling ready-made vans can tie up capital; balance with custom conversion services for steady cash flow. Market: Monitor trends and adjust offerings (e.g., electric van conversions, off-grid tech) to stay competitive. Quality: Maintain high standards to build reputation and secure referrals.

A van conversion business incorporating the Proto Pod-II concept offers strong growth potential by combining craftsmanship, design, and adventure. The Company's success will depend on efficient operations, standout marketing, and delivering exceptional customer experiences. With the right strategy, this new business segment we believe can capture a significant share of a thriving and evolving market that is available to the Company.

Historical Timeline and Roll-out

We bifurcated the Company's activity into Phase One and Phase Two. Phase One encompasses from April 2017 through April 2020 (full Covid-19 lockdown) while Phase Two encompasses May/June 2020 through to the current date of November 2025.

Phase One:

Most of our activity in the early days involved the execution of the Company's business plan, business development activity, technical engineering and design of the GPod grow-system and associated services, along with an emphasis on low-cost production of modular components and configurations.

Prior to Covid-19 and its profound effect on businesses worldwide we developed a working model of our GPod modular grow-system in several sizes. We developed a 'smart'-system for our GPod grow-system to be used by our customers, utilizing their mobile devices or through a remote network. We began to develop a network of sales professionals that will assist the Company in deploying these systems in the organic growing space.

The Company has been building what it believes to be a transformative cultivation pod which will revolutionize urban indoor farming or off the grid farming. Over the years' management and the Company have been working on the GPods' revolutionary design and cost-effective urban indoor farming environment. The Company began executing its business plan to transform the utilization of garages and small properties into functioning home farms. Urban farmers can utilize a proprietary smartphone app or a web-based product that provides complete control over the GPod. Connecting growers to suppliers of seed and plant food in real-time with competitive pricing. Our GPod allows a home farmer to become food independent and provide security of their food source and its sourcing.

The Company has been actively engaged in the development of an urban self-contained grow pods using the latest in drip and spray irrigation, environmental monitoring and automation technology. Since inception March 2017 we've incurred more than $1 million in direct costs to develop the GPod modular growing system and ancillary products. These costs are substantial despite the Company's limited financing and its efficient use of capital, without the direct cause and effect of recording a sizeable asset onto its balance sheet.

Specifically, the Company during Phase One had -

	●	Engaged the services of an outside product design firm (housing-spray systems - control apps) to help with its product development and future roll-out;
	●	Collaborated with several tech service providers in order to support to our applications, along with cloud access for real-time usage of our applications by GPod farmer.
	●	Tasked certain app developers to establish and create a scalable cloud infrastructure;
	●	Tasked certain product design firms for both GPod core and component design;
	●	Initiated development of failsafe system to shut down GPod due to environmental factors that would cause potential fire;
	●	Initiated documentation and support of product issue management. (Based on an initial beta testing of our rudimentary application software);
	●	Added strategic features to its application design as project planning expands;
	●	Initiated development of a dedicated design team to assist with understanding the challenges, advantages and drawbacks for our specific manufacturing processes;
	●	With the assistance of product design firm assessed short term as well as long term objectives of its business plan, while planning GPod rollout;
	●	Begun to address the perceived inadequacy of using an app on a small screen (smart phone) with the objective to overcome this obstacle with elegant design. Images are optimized to provide fast loading and what we believe to be a trouble-free user experience;
	●	With the assistance of certain product design firms developed a core list of suppliers to maintain component pricing;
	●	Tasked certain design teams to search out and use the latest technologies available in the market. Creating a grow environment with the newest growing technologies;
	●	Tasked certain product design firms with providing an end-to-end iPhone app development, including - requirement gathering, architecture, design, development, testing and ultimately deployment;
	●	Through its development process, set short-term/mid-term goals with product design firm to provide scalable component system for new food sources.

Phase Two:

2020 - Off the Grid Development and Proof of Concept - GPods' Off the Grid product was conceptualized by our CEO and founder, Mr. Robert Dolan, DLE Consultants and W270, SA. to explore modular, non-invasive interior systems for mobile living. Early van conversions still relied on labor-intensive builds using legacy components such as lead-acid batteries and static solar panels. GPods' first prototype and three hand-built kits validated the concept's mechanical feasibility-demonstrating how vertical space could be efficiently utilized without permanent vehicle modifications. These trials established the foundation for GPods' continuing research into modular, self-sustaining living architectures.

2021 - Electrical Integration Framework - GPods' R&D pivoted toward scalable electrical infrastructure designed for true plug-and-play deployment. The result was the Power Spline, an aluminum rail integrating power and solar management that reduced wiring complexity by 75 percent. This innovation became the backbone of the company's modular philosophy-creating a reliable, standardized framework capable of supporting autonomous, electrically coherent mobile environments.

2022 - Structural Integration and Floor Grid - Building on earlier electrical work, the Company developed the Floor Grid, a lightweight aluminum lattice designed to align with OEM mounting standards.

The Floor Grid eliminated subfloor framing, improved load distribution, and introduced a universal attachment system for modular interiors. These advances allowed rapid reconfiguration between living, work, or recreation layouts and established the basis for hybrid DIY-prefabrication models, optimized for rapid prototyping and test deployment.

2023 - Collaboration and System Convergence - Two independent research & development tracks-the Living GPod and the GPod Growing Systems (our innovative growing system) - began coordinated development aimed at cross-system integration. GPod Living Pod focused on high-efficiency panels and integrated power modules. Growing Systems advanced closed-loop hydroponics and water management. Joint trials established compatibility standards and interface protocols, enabling seamless integration between living and growing subsystems. By the end of 2023, both divisions had aligned around a unified design language and shared goal: developing self-sustaining mobile habitats for both human comfort and micro farming.

2024 - Core Platform and Off-the-Grid Prototype - The refined Core platform emerged, combining three key subsystems-the Power Spline, Water Loop, and Farm Tray-into a compact 4×2×2-foot removable pod. Designed for a Sprinter-class size van, the unit enabled complete off-grid functionality for energy, water, and food. GPod introduced the Off-the-Grid GPod design, built on a Sprinter chassis and adapted from earlier industrial grow-pod research. This lightweight, mobile prototype fused water recycling and hydroponics in a compact system, serving as the bridge between stationary agricultural pods and mobile self-sufficient living environments.

2025 - System Orchestration and GPod OS v2 - By 2025, the Company and its team centered development around software orchestration-integrating all mechanical and electrical systems under GPod OS v2.

The platform synchronized every module-Power Spline, Water Loop, Farm Tray, and Off-the-Grid GPod-within a cohesive, adaptive ecosystem. With QR-based deployment and automated calibration, GPod OS v2 dynamically managed solar input, energy storage, nutrient circulation, and water filtration across varying vehicle types and climates. This marked a final transition from isolated modules to a data-driven, self-regulating habitat that could operate autonomously in mobile or fixed environments. The fully integrated system demonstrated a reversible transformation of standard vans into network-connected microhabitats, emphasizing the Company's ongoing commitment to R&D and scalable, license-ready design innovation.

With the above, the Company along with its developers and product design firms, has executed on its business plan(s). The Company believes that the next few months (and year) are critical for us as a group (along with our outside providers). We are hyper-focused on achieving the next phases of our business plan along with a targeted acquisition (or two). Our goal is to finish development of our smartphone apps, our technologies developed within, product design integration with extensive testing, debugging, re-testing and roll it out to our end users. Innovation and pioneering for the urban farmers and off-the-grid users we believe need exceptional and cost-effective tools.

This Report includes limited market and industry data and forecasts that we obtained from internal research, publicly available information and industry publications and surveys. The industry in which we operate is subject to a high degree of uncertainty and risk due to a variety of factors, including those described in the section above entitled "Risk Factors".

Without additional financing we will not be able to pursue our business plan or our time-line objectives, and the Company may fail. It is our plan to seek additional financing from either equity financing or through debt instruments. Company's management has, through relationships and partnerships, begun the necessary work on some of our intended products. Our founder and CEO has primarily provided these services through the date of this Report. Our business plan requires further completion of these tasks which require the hiring of employees and/or outside contractors. With the level of sophistication and expertise of our founder and CEO, as well as other various professionals that he knows, the Company should make progress in its development planned product, but currently no specific timeframe can be provided. Most if not all of these actions will be predicated on the Company obtaining the necessary financing to accomplish these steps. If financing is not available on terms reasonable to the Company and its shareholders, then the progression steps of this business plan will not occur as planned and may never occur.

We currently have no sources of financing and no commitments for financing. There are no assurances that we will obtain sufficient financing or the necessary resources to enter into contractual agreements with outside designers or sales or marketing firms. We currently do not have any cash or other resources to commence the use of outside service providers. If we do not receive funding or financing, our business is likely to be maintained with limited operations for at least the next 12 months because our founder and CEO, will continue to provide his services without consideration. We have no formal agreement in place with our founder and CEO covering his services, our founder's and CEO's plan will be to do all of the administrative and planning work as well as programming and marketing work on his own without consideration while he continues to seek other sources of funding for the Company.

Necessity for Additional Financing

Management believes that if it is successful in raising the necessary funds, of which there can be no assurances, we may generate sizeable revenue within the next 12 to 18 months. While we hope that we will be successful in these efforts, additional equity or debt financing may not be available to us on acceptable terms or at all, and thus we would fail to satisfy our cash requirements. As of the date of this Report we have received approximately $32,000 in loans from our control shareholders, as well as interest free loans from business associates of our founder in the amount of $210,000. We expect these amounts will increase substantially over the next few months as the next phase of operations is rolled out.

Securing additional financing is critical to implementation of our timeline. If and when we obtain the required additional financing, we should be able to take our business plan through the necessary steps. In the event we are unable to raise any additional funds we will not be able to pursue our business plan, and we may fail entirely. We currently have no committed sources of financing besides the verbal commitment from our majority shareholder to provide us with financing in the short term until we are able to obtain reliable sources of financing.

Other

As a corporate policy, we will not incur any financial obligations that we cannot satisfy with identified resources. We believe the perception that many have of a public company is that they are more likely than not that they will accept restricted securities from a public company as consideration for indebtedness than they would from a private company. We have not performed any formal studies of this matter. Our conclusion is based solely on our own observations. There can be no assurances that we will be successful in any of those efforts even if we become a publicly traded company. The issuance of restricted shares will dilute the ownership interests of our current stockholders.

Results of Operations for the twelve-month period ended March 31, 2026 compared to the twelve-month period ended March 31, 2025

		For the year ended March 31, 2026				For the year ended March 31, 2025
Expenses:
Officer compensation and wage expense - related party			60,000				60,000
Consulting expense			116,500				40,500
Legal and accounting expense			23,250				8,250
Design and technical expense - related party			138,600				52,200
Software development and consulting expense - related party			134,800				57,200
Administration expense and other			14,700				4,778
			(487,850	)			(222,928	)
Operating income (loss)			(487,850	)			(222,928	)
Other income and expense			-				250,000
Income/(Loss) before provision for income tax			487,850				27,072	)
Provision for income tax			-				-
Net income/(loss)		$	487,850			$	27,072	)
Basic and diluted income/(loss) per share		$	(0.02	)		$	0.00	)
Weighted average common shares outstanding - basic and diluted			22,903,000				16,448,500

Expenses

Expenses for the twelve-month period ended March 31, 2026 compared to the twelve-month period ended March 31, 2025 were $487,850 and $222,928, respectively. Expenses increased year over year by $264,922 or an increase of 118.8%. The primary reason for this is we recently began our efforts on the Proto-Pod II version as well as increasing our general business operations.

Officer's compensation - related party was $60,000 for the twelve-month period ended March 31, 2026 compared to $60,000 for the twelve-month period ended March 31, 2025. Officer compensation expense - related party remained static year over year. During the twelve-month period ended March 31, 2025 we, and Mr. Dolan, agreed to cancel or forgive approximately $225,000 of accrued compensation due and owing to Mr. Dolan. This was necessary as we do not currently have the financial capabilities to pay Mr. Dolan for this accrued compensation. As a requirement by us Mr. Dolan was to forgive a portion of his compensation in order for us to receive concessions from several of our vendors that had sizeable accounts payable balances. It was agreed in principal by Mr. Dolan, the Company and the vendors at the time that Mr. Dolan may forgive additional compensation or convert that accrued compensation into equity of the Company at the then prevailing prices. No written agreement was entered into with regards to the remaining accrued compensation. Subsequent to the $225,000 in forgiveness and prior to year-end the Company and the related party agreed to settle another $250,000 in accrued compensation payable to its founder in exchange for 2,500,000 shares of its common equity stock. We removed approximately $475,000 in accrued compensation from the balance sheet. These types of financial transactions are unusual and most likely will not reoccur anytime in the near future.

Consulting expenses were $116,500 for the twelve-month period ended March 31, 2026 compared to $40,500 for the twelve-month period ended March 31, 2025. Consulting expense increased year over year by $76,000 or an increase of 187.7%. The primary reason for this is during the prior years we retained outside professionals to assist us with operational and other business type consulting services, in preparation for our financial reporting and other regulatory needs that have been left unattended, along with process controls and other best practices if we are to self-manufacture our GPod product. We re-engaged some or all of these professionals to help us with the needs of operations and reporting.

Legal and accounting expenses were $23,250 for the twelve-month period ended March 31, 2026 compared to $8,250 for the twelve-month period ended March 31, 2025. Legal and accounting expenses increased comparative period over comparative period by $15,000 or an increase of 181.8%. The Company retained PCAOB audit firm, Gillespie & Associates, PLLC, in connection with the preparation of its financial reporting and other regulatory needs. The Company expects to incur additional expenses due and owing to our PCAOB audit firm for our continued efforts in remaining compliant. The Company also retained the services of a financial advisor as well as retaining the services of a securities attorney to assist the Company in moving forward with its public filing obligations. The Company believes that it will incur significant additional expense in this area to complete its action items.

Design and technical expense incurred in connection with our new environmentally optimized growing system was $138,600 for the twelve-month period ended March 31, 2026 compared to $52,200 for the twelve-month period ended March 31, 2025. Design and technical expense increased significantly comparative period over comparative period by $86,400 or an increase of 165.5%. The primary reason for this increase is that we continue to need outside contractors and developers for our efforts in the development of our Proto-Pod II version of the former GPod product and other service offerings.

Software development and consulting expense - related party incurred in connection with our new environmentally optimized growing system was $134,800 for the twelve-month period ended March 31, 2026 compared to $57,200 for the twelve-month period ended March 31, 2025. Software development and consulting expense - related party increased year over year by $77,600 or an increase of 135.7%. The primary reason for this increase is that we continue to need outside contractors and developers for our efforts in the development of our Proto-Pod II version of the former GPod product and other service offerings, especially when it comes to software development.

Administrative costs and other expense were $14,700 for the twelve-month period ended March 31, 2026 compared to $4,778 for the twelve-month period ended March 31, 2025. Administrative costs and other expense increased year over year by $9,922 or an increase of 207.7%. Administrative costs and other expense increased significantly comparative period over comparative period, this was due an increase in EDGAR service providers, other operational activities not associated with production, and other general fees which were on a month-to-month basis. The Company believes that it will incur significant additional expense in this area to complete its action items with respect to administration measures.

Other income or expense were $0 for the twelve-month period ended March 31, 2026 compared to $250,000 for the twelve-month period ended March 31, 2025. This was comprised of debt forgiveness of $150,000, and a gain on sale of asset - related party of $100,000 for the twelve-months ended March 31, 2025. These were both one-time events and therefore not comparative for prior periods.

Income/(loss) before provision for income taxes

Income/(loss) before provision for incomes taxes for the twelve-month period ended March 31, 2026 compared to the twelve-month period ended March 31, 2025 was $(487,850) and $27,072, respectively. We recorded no provision for federal income taxes. We have not generated any revenues from our product sales to date. Provision for income taxes which is specific to the $800 California minimum franchise tax due annually is included in administrative costs and other expense. Weighted average common shares outstanding was 22,903,000 for the twelve-month period ended March 31, 2026 compared to 16,448,500 for the twelve-month period ended March 31, 2025. Basic and diluted income/(loss) per share for the twelve-month period ended March 31, 2026 compared to the twelve-month period ended March 31, 2025 was $(0.02) and $0.00, respectively.

Liquidity

We paid all costs related to our direct public offering. These expenses were paid as necessary. Absent the ability to pay these amounts in full and our expected public reporting costs and other needs we may need to seek financial assistance from shareholders or non-affiliated parties of the Company and its founder who may agree to loan us capital. To the extent that such liabilities cannot be extended or satisfied in other ways we may seek outside financing or loans from financial institutions or other funding sources. If and when secured, these loans most likely will be evidenced by interest-bearing secured and unsecured notes treated as loans until repaid, if and when the Company has the ability to do so. No formal written arrangement exists with respect to anyone's commitment to loan us funds for these purpose or others. Our current funding sources have provided us unsecured notes payable with non-interest bearing and due upon demand terms. We believe these to be favorable because of the relationship of our founder with these lenders.

Since acquiring the business plan, most of our resources and work have been devoted to executing our business plan, limited technical design and drawing, testing and mock-up of our interchangeable modules to be used with our intended product, implementing systems and controls, and completing our registration statement. When our registration statement was complete, we began to refocus our work on product and service offerings as well as push forward with the development of our intellectual property surrounding our new environmentally optimized growing system. We believe the research and development work needed to further complete our product development, attract designers, and initiate marketing plans, including the development of a saleable product, will range between $200,000 and $250,000. This includes the use of outside contractors and experts and the services of our founder, Mr. Dolan. If we are able to secure the necessary funding to outsource these steps, of which there can be no assurance, we believe that we can execute a proper launch of our product and services to the consumer. If we are only able to use internal resources (primarily consisting of services of our founder, and CEO), the process may take much longer and our launch may be limited to a much smaller market. If we are unable to raise sufficient financing, development costs would have to come from our founder and CEO (to the extent that he is capable and willing to provide such additional financing). While we have engaged the services of several outside consultants on an as "needed basis" their assistance is rather limited and based on our financial capabilities and commitment. Our goal is for us to be able to have a saleable product, several robust sales channels and an e-commerce presence in six to twelve months from this date. There is no way of estimating the likelihood of reaching that goal.

Private capital will continue to be solicited from associates of our founder and CEO or through private investors referred to us by those same associates. To date, we have not sought out any larger funding sources other than associates of Mr. Dolan, nor have we authorized any person or entity to seek out funding on our behalf. If a market for our securities ever develops, of which there can be no assurances, we may use restricted shares of our common stock to compensate employees, consultants and independent contractors wherever possible. We cannot predict the likelihood or source of raising capital or funds needed to complete the development of our product and the stages as outlined above.

We embarked upon an effort to become a public company and, by doing so, have incurred and will continue to incur additional significant expenses for legal, accounting and related services. Once we become a publicly traded entity, subject to the reporting requirements of the Exchange Act, we will incur ongoing expenses associated with professional fees for accounting, legal and a host of other expenses including annual reports and proxy statements, if required. We estimate these costs to be in excess of $100,000 per year and may be higher if our business volume or business activity increases significantly. Our current estimate of costs does not include the necessary expenses associated with compliance, documentation and specific reporting requirements of Section 404 (as we are not subject to the full reporting requirements of Section 404 until we exceed $75 million in market capitalization or we decide to opt-out of the "emerging growth company" as defined under the JOBS Act). This exemption is only available to us under the JOBS Act or until we have been public for more than five years. These obligations we believe reduce our ability and resources to expand our business. We hope to be able to use our status as a public company to increase the ability to use noncash means of settling obligations and compensate independent contractors who provide professional services to us (i.e. issuance of restricted shares of our common stock), although there can be no assurances that we will be successful in any of those efforts. We will reduce compensation paid to management (if and when we do compensate management) if there is insufficient cash generated from operations to satisfy these costs.

We do not have any current plans to raise capital through the sale of securities except as described herein. We hope to be able to use our status as a public company to enable us to use non-cash means of settling obligations and compensate persons or firms providing services to us, although there can be no assurances that we will be successful in any of those efforts. We believe that the perception that many people have of a public company make it more likely that they will accept restricted securities from a public company as consideration for indebtedness to them than they would from a private company. We have not performed any studies of this matter. Our conclusion is based on our own beliefs and advice that we have received from finance and market professionals. Issuing shares of common stock to such persons instead of paying cash to them may increase our chances to establish and expand our business and business opportunities. Having shares of our common stock may also give a person a greater feeling of identity with us which may result in increased referrals. However, these actions, if successful, will result in dilution of the ownership interests of existing shareholders, may further dilute common stock book value, and that dilution may be material. Such issuances may also serve to enhance existing management's ability to maintain control of the Company because the shares may be issued to parties or entities committed to supporting existing management. As presented in our audited financial statements to this Report the Company offered shares of its common stock to settle certain accounts payable and other obligations. The price at which the Company settled these debts were the same or comparable to what is being offered in our amended 2022 private placement offering. No further negotiations have taken place with any other professionals or vendors at this time.

As of March 31, 2026, we owed approximately $1,005,000 (of which approximately $427,000 is owed to various related parties) in connection with product development costs incurred, consulting services and other expenses. We have not entered into any formal agreements or agreements, written or oral, with any vendors or others for payment of services or expenses that cannot be deferred. There are no other significant liabilities due as of March 31, 2026. As of March 31, 2026, we owed approximately $31,000 in connection with three (3) interest-free demand loans from three (3) related parties, Mr. Dolan, Mr. Estus and Mr. Fry. As of March 31, 2026, we owed approximately $210,000 from two (2) non-affiliated parties. The proceeds of loans (both related party and non-related party) were used for working capital. Our cash position was approximately $21,600 at March 31, 2026. During the twelve-month period ended March 31, 2026 the Company issued 209,500 shares of its common stock for $20,950 in exchange for cash payments.

Critical Accounting Policies

The preparation of financial statements and related footnotes requires us to make judgments, estimates, and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities.

An accounting policy is considered to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact the financial statements.

There are no critical policies or decisions that rely on judgments that are based on assumptions about matters that are highly uncertain at the time the estimate is made.

Financial Reporting Release No. 60 requires all companies to include a discussion of critical accounting policies or methods used in the preparation of financial statements. There are no critical policies or decisions that rely on judgments that are based on assumptions about matters that are highly uncertain at the time the estimate is made. Note 2 to the financial statements, included elsewhere in this Report, includes a summary of the significant accounting policies and methods used in the preparation of our financial statements.

Recently Issued Accounting Pronouncements

The Company evaluated recent accounting pronouncements through March 31, 2026 and believes there are none that have a material effect on the Company's financial statements except for the following.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740)-Improvements to Income Tax Disclosures ("ASU 2023-09"), which is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in ASU 2023-09 provide for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for the Company prospectively to all annual periods beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the impact this update will have on our financial condition. The adoption had no material impact on our financial statements.

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280)-Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which require public companies disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment's profit or loss and assets that are currently required annually. The guidance is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is applied retrospectively to all periods presented in the financial statements, unless it is impracticable. The adoption had no material impact on our financial statements.

In October 2023, the FASB issued ASU No. 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative. This update modifies the disclosure or presentation requirements of a variety of topics in the Accounting Standards Codification to conform with certain SEC amendments in Release No. 33-10532, Disclosure Update and Simplification. The amendments in this update should be applied prospectively, and the effective date for each amendment will be the date on which the SEC's removal of that related disclosure from Regulation S-X or S-K becomes effective. However, if the SEC has not removed the related disclosure from its regulations by July 14, 2027, the amendments will be removed from the Codification and not become effective. Early adoption is prohibited. We are currently evaluating the potential impact of this guidance on our financial statements.

We have implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and we do not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on our financial position or results of operations.

Critical Accounting Policies

The preparation of financial statements and related notes requires us to make judgments, estimates, and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities.

An accounting policy is considered to be critical: (a) if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made; and (b) if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact the financial statements.

Seasonality

We have not generated any revenues, so we have no direct experience with seasonality for our business. We do not expect that our planned business operations as currently outlined will be affected by seasonality.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K, obligations under any guarantee contracts or contingent obligations. We also have no other commitments other than the costs of being a public company that will increase our operating costs or cash requirements in the future.