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 1933

For the fiscal year ended October 31, ~~2023~~2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1933

For the transition period from __________ to __________

Commission file number 333-263020

KHEOBA CORP.

(Exact name of registrant as specified in its charter)

Nevada	7371	98-1636812
(State or Other Jurisdiction of	(Primary Standard Industrial	(IRS Employer
(State or other jurisdiction of	(Primary Standard Industrial	(I.R.S. Employer
Incorporation or Organization)	Classification Code Number)	Identification Number)
incorporation or organization)	Classification Code Number)	Identification No.)

Petonal el Cerezo 8,

2A Los Realejos 38410,

Tenerife, Spain

+1 (702) ~~833~~920-~~9604~~3738

(Address, including zip code, and telephone number,

including area code, of registrant’s principal executive offices)

Securities registered under Section 12(b) of the Exchange Act:
Title of each class	Trading Symbol	Name of each exchange on which registered
N/a	N/a	N/a

Securities registered under Section 12(b) of the Exchange Act:

~~Securities~~Title ~~registered~~of ~~under~~each ~~Section~~class 12Trading Symbol(gs) Name of ~~the~~each ~~Exchange~~exchange ~~Act:~~on ~~None~~which registered N/a N/a N/a

Securities registered under Section 12(g) of the Exchange Act:

None

Indicate by check mark if 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 Exchange 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 such shorter period that the registrant was 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 every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	☐
Accelerated filer	☐	Smaller reporting company	☒
Non-accelerated filer	☒	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. Yes ☒ No ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 8,092,000 common shares issued and outstanding as of January 303, ~~2024~~2025.

TABLE OF CONTENTS

		Page	~~Page~~
PART I
Item 1.	~~Description of~~ Business.	3	3
Item 1A.	Risk Factors.	4	5
Item 1B.	Unresolved Staff Comments.	4	5
Item 2	Properties.		5
Item 1C.	Cybersecurity.	4
Item 3.	Legal proceedings.		5
Item 2.	Properties.	4
Item 4.	Mine Safety Disclosures.		5
Item 3.	Legal Proceedings.	4
PART II
Item 4.	Mine Safety Disclosures.	4
Item 5.	Market for Common Equity and Related Stockholder Matters.		6
PART II
Item 6.	Selected Financial Data.		7
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	5
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.		7
Item 6.	Selected Financial Data.	5
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk.		8
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	5
Item 8.	Financial Statements and Supplementary Data.		8
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk.	7
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.		21
Item 8.	Financial Statements and Supplementary Data.	F-1
Item 9A.	Controls and Procedures.		21
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.	8
Item 9B.	Other Information.		22
Item 9A.	Controls and Procedures.	8
PART III
Item 9B.	Other Information.	9
Item 10	Directors, Executive Officers, and Control Persons of the Company.		23
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.	9
Item 11.	Executive Compensation.		25
PART III
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.		26
Item 10.	Directors, Executive Officers and Corporate Governance.	10
Item 13.	Certain Relationships and Related Transactions.		26
Item 11.	Executive Compensation.	12
Item 14.	Principal Accounting Fees and Services.		26
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	13
PART IV
Item 13.	Certain Relationships and Related Transactions, and Director Independence.	13
Item 15.	Exhibits		27
Item 14.	Principal Accountant Fees and Services.	13
Signatures			28
PART IV
Item 15.	Exhibits and Financial Statement Schedules.	14
Item 16.	Form 10–K Summary.	14
SIGNATURES		15

Table of Contents

PART I

Item 1. ~~Description of~~ Business.

DESCRIPTION OF BUSINESS

We are development stage company commencing operations in software and travel industry. We intend to provide an online platform for private and group adventures in Georgia, Caucasus mountains region.and Tenerife Spain. Our principal executive office is located at Petonal el Cerezo 8, 2A Los Realejos 38410, Tenerife, Spain. Our phone number is +1 (702) ~~833~~920-~~9604~~3738.

We ~~plan~~are todeveloping ~~develop a~~ travel oriented online platform with the following features:

-	booking multi-day private and group tours.
-	tour guide ranking algorithm by professional experience and clients’ feedbacks.
-	artificial intelligence-based algorithm for tour choosing.
-	integrated CRM system for tour suppliers.
-	integrated guides by topic (Georgian wine guide, Georgian cuisine guide etc.)
-	tour experience pictures and video sharing algorithm.
-	24-hours chat support.

~~Before~~We ~~we launch our platform, we~~ are testing tours on the following topics:

-	Georgian wine tour.
-	The Caucasus mountains retreat.
-	Old Tbilisi tour.
-	Tenerife wine tour
-	Tenerife surf lessons for beginners.

~~Additionally~~Currently, we have ~~launched~~two ~~our~~sources ~~website~~of ~~(kheoba.com).~~revenue Itstreams: is1) ~~tailored~~Tourist ~~for perspective Kheoba guides. We will try to attract various signature tour guides~~programs, ~~whether~~including ~~they~~guided ~~are~~tours ~~companies~~in orGeorgia ~~individual~~and ~~guides.~~beginner ~~They~~surf ~~will~~lessons ~~pay~~in usTenerife; ~~for~~2) ~~access~~Software ~~to our CRM program, hosted on kheoba~~sales.~~com. Our CRM program enables efficient tour management.~~

~~The~~Additionally, ~~program~~we ~~includes~~have ~~widgets,~~launched ~~various~~our ~~calculators~~website -(kheoba.com). ~~everything~~It ~~necessary~~is tailored for ~~such~~perspective anKheoba ~~assistant~~guides. ~~for~~We ~~the~~will ~~guide.~~try ~~Additionally,~~to asattract anvarious ~~additional~~signature ~~revenue~~tour ~~stream~~guides, wewhether ~~can~~they ~~sell~~are ~~this~~companies ~~platform~~or toindividual aguides. ~~tour~~They ~~agency~~will ~~that~~pay ~~already~~us ~~provides~~for itaccess to ~~their~~our ~~clients~~CRM program, hosted on kheoba.com. Our CRM program enables efficient tour management.

~~Our~~The ~~earnings~~program ~~will~~includes ~~come~~widgets, ~~from~~various ancalculators ~~annual~~- ~~access~~everything ~~fee,~~necessary ~~essentially~~for such an ~~annual~~assistant ~~subscription.~~for Anthe ~~agent~~guide. ~~will~~Additionally, ~~pay~~as ~~$500~~an oradditional ~~$1000~~revenue ~~per~~stream, ~~year~~we ~~and~~can ~~gains~~sell ~~full~~this ~~access~~platform to ~~this~~a ~~platform~~tour ~~with~~agency ~~support~~that already provides it to their clients.

~~Alternatively,~~Our aearnings ~~company~~will ~~with~~come ~~five~~from oran ~~six~~annual ~~in-house~~access ~~guides~~fee, ~~who~~essentially ~~can~~an ~~also~~annual ~~use~~subscription. ~~our~~An ~~platform,~~agent ~~the~~will ~~firm itself, can~~ pay us$500 or $31,000 per year and gains full access to ~~$4,000~~this platform with support.

WeAlternatively, ~~are~~a ~~planning~~company towith ~~spend~~five ~~raised~~or ~~funds~~six ~~from~~in-house ~~the~~guides ~~offering~~who ~~mostly~~can onalso ~~the~~use ~~software~~our ~~development and marketing campaign. We need up to $35~~platform,~~000~~ ~~to create~~ the ~~artificial~~firm ~~intelligence-based~~itself, ~~algorithm~~can ~~and~~pay ~~CRM~~us ~~system coding. We need minimum of~~ $83,000 to ~~develop an internal CRM system for our platform. We can raise this amount if we sell 25% of the shares issued. We require additional funding of~~ $274,000 ~~to create artificial intelligence-based algorithm for our platform~~. ~~We may proceed with the algorithm development if we sell minimum 75% of shares issued.~~

3We ~~Table~~need up to $35,000 to create the artificial intelligence-based algorithm and CRM system coding. We need minimum of ~~Contents~~$8,000 to develop an internal CRM system for our platform. We can raise this amount if we sell 25% of the shares issued. We require additional funding of $27,000 to create artificial intelligence-based algorithm for our platform. We may proceed with the algorithm development if we sell minimum 75% of shares issued.

Revenue

We ~~are planning to~~ generate revenue from the tour suppliers (individual tour guides, travel agencies). They can purchase monthly or annual access to the platform and CRM system. The platform users (customers) can purchase monthly or annual subscription for the new adventures list and special offers. We also plan to organize group tours to test our package tours and features hypothesis.

~~Competition~~3 ~~and~~Table ~~Marketing~~of Contents

~~There~~Competition ~~are plenty of online platforms~~ and CRM systems with the tour offers and connection features between clients and tour guides. There many tour guides marketplaces as well. Majority of these platforms are concentrated on the worldwide adventures. We are considering to be a local oriented platform with specific knowledge about Georgia, national traditions and mentality. Moreover, we are planning to pay attention to the cultural aspects in different locations. We are planning to promote our services and products through influencers, micro-bloggers in YouTube and Instagram. Moreover, we are planning to hire the outsource sales representatives to sell our services to the tour agencies. Marketing

~~Employees;~~There ~~Identification~~are plenty of ~~Certain~~online ~~Significant~~platforms ~~Employees~~and CRM systems with the tour offers and connection features between clients and tour guides. There many tour guides marketplaces as well. Majority of these platforms are concentrated on the worldwide adventures. We are considering to be a local oriented platform with specific knowledge about Georgia, national traditions and mentality. Moreover, we are planning to pay attention to the cultural aspects in different locations. We are planning to promote our services and products through influencers, micro-bloggers in YouTube and Instagram. Moreover, we are planning to hire the outsource sales representatives to sell our services to the tour agencies.

WeEmployees; ~~have~~Identification noof ~~employees~~Certain ~~other~~Significant ~~than our sole officer and director, Gaga Gvenetadze who currently devotes approximately twenty hours per week to company matters.~~Employees

~~Government~~We ~~Regulation~~have no employees other than our officer and director, Gaga Gvenetadze who currently devotes approximately twenty hours per week to company matters.

WeGovernment ~~are subject to compliance with laws, governmental regulations, administrative determinations, court decisions and similar constraints.~~ Regulation

~~The~~We ~~company~~are ~~upon~~subject ~~implementing its business plan expects~~ to ~~be in~~ compliance with ~~U.S. federal~~ laws, ~~including~~governmental ~~the U.S. Privacy Act of 1974~~regulations, ~~Health~~administrative ~~Insurance Portability and Accountability Act of 1996~~determinations, ~~Children's~~court ~~Online~~decisions ~~Privacy Protection Act of 1998 (COPPA), 1999 Gramm-Leach Bliley Act that protects the rights~~ and ~~data~~similar ~~of U~~constraints.~~S. consumers, patients, minors and others.~~

The ~~Nevada~~company ~~state~~upon implementing its business plan expects to be in compliance with U.S. federal laws, ~~(Nevada~~including ~~Revised~~the ~~Statutes~~U.S. –Privacy ~~NRS~~Act of 1974, Health Insurance Portability and Accountability Act of 1996, Children's Online Privacy Protection Act of 1998 (COPPA), 1999 Gramm-Leach Bliley Act that protects the rights and data of U.S. consumers, patients, minors and others.

~~CHAPTER~~The ~~603A~~Nevada -state ~~SECURITY~~laws ~~AND~~(Nevada ~~PRIVACY~~Revised OFStatutes ~~PERSONAL~~– ~~INFORMATION~~NRS)

~~SECURITY~~CHAPTER OF603A ~~INFORMATION~~- ~~MAINTAINED~~SECURITY BYAND ~~DATA~~PRIVACY ~~COLLECTORS~~OF ~~AND~~PERSONAL ~~OTHER BUSINESSES~~INFORMATION

~~State~~SECURITY ofOF ~~Nevada~~INFORMATION ~~Online~~MAINTAINED ~~Privacy~~BY ~~Policy~~DATA -COLLECTORS ~~Effective~~AND ~~Date~~OTHER ~~11/25/02 | 3.03 B.~~ BUSINESSES

~~Law~~State of ~~Georgia~~Nevada inOnline ~~cybersecurity№6391~~Privacy Policy -Ic Effective Date 11/25/02 | 3.03 B.

Law of Georgia in ~~security and privacy of personal information~~ cybersecurity№~~5669~~6391-PCIc

WeLaw ~~will~~of ~~also~~Georgia bein ~~subject~~security ~~to common business~~ and ~~tax~~privacy ~~rules~~of ~~and~~personal ~~regulations~~information ~~pertaining to the normal business operations.~~№5669-PC

4We ~~Table~~will ofalso ~~Contents~~be subject to common business and tax rules and regulations pertaining to the normal business operations.

DESCRIPTION OF PROPERTY

Our business office is located at Petonal el Cerezo 8, 2A Los Realejos 38410, Tenerife, Spain. This address was provided by ~~sole~~the Company’s officer and president, Mr. Gvenetadze. Our telephone number is (702) ~~833~~920-~~9604~~3738.

Item 1A. Risk Factors.

Not applicable to smaller reporting companies.

Item 1B. Unresolved Staff Comments.

Not applicable to smaller reporting companies.

Item 1C. Cybersecurity.

In 2024, we did not identify any cybersecurity threats that have materially affected or are reasonably likely to materially affect our business strategy, results of operations, or financial condition. However, despite our efforts, we cannot eliminate all risks from cybersecurity threats, or provide assurances that we have not experienced undetected cybersecurity incidents.

Item 2. Properties.

We do not own any real estate or other properties.

Item 3. Legal Proceedings.

We are not currently a party to any legal proceedings, and we are not aware of any pending or potential legal actions.

Item 4. Mine Safety Disclosures.

Not applicable.

54 Table of Contents

PART II

MARKET INFORMATION

Our common stock is not currently traded on any exchange. We cannot assure that any market for the shares will develop or be sustained.

HOLDERS

As of January 303rd , ~~2024~~2025, the Company had 8,092,000 shares of our common stock issued and outstanding held by our shareholders.

DIVIDENDS

No cash dividends were paid on our shares of common stock during the fiscal years ended October 31, ~~2023~~2024 and ~~2022~~2023.

SECURITIES AUTHORIZED UNDER EQUITY COMPENSATION PLANS

We have no equity compensation or stock option plans.

RECENT SALES OF UNREGISTERED SECURITIES

The Company has 75,000,000, $0.001 par value shares of common stock authorized.

OnDuring ~~August~~September 1,2023 ~~2021~~ the Company issued 6427,000~~,000~~ shares of common stock ~~to a director~~ for ~~consideration~~cash proceeds of $68,~~000~~540 at ~~par value~~ $0.~~001~~02 per share.

During ~~September~~October 2023 the Company issued ~~427~~868,000 shares of common stock for cash proceeds of $817,~~540~~360 at $0.02 per share.

During ~~October~~November 2023 the Company issued ~~868~~755,000 shares of common stock for cash proceeds of $1715,~~360~~100 at $0.02 per share.

AsDuring ofDecember ~~October 31,~~ 2023 ~~and 2022,~~ the Company ~~had~~issued 742,~~295,~~000 ~~and~~shares ~~6,000,000~~of ~~shares~~common ~~issued~~stock ~~and~~for ~~outstanding,~~cash ~~respectively~~proceeds of $840 at $0.02 per share.

6As ~~Table~~ of ~~Contents~~October 31, 2024 and 2023, the Company had 8,092,000 and 7,295,000 shares issued and outstanding, respectively.

OTHER STOCKHOLDER MATTERS

None.

Item 6. Selected Financial Data.

Not applicable to smaller reporting companies.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

RESULTS OF OPERATIONS

Results of operations for the years ended October 31, ~~2023~~2024 and ~~2022~~2023

During the ~~year~~years ended October 31, 2024 and 2023 we generated revenue of $41,055 and $16,000, respectively. ~~Total~~The increase in total revenue ~~increased~~of $25,055 for the year ended October 31, ~~2023~~2024 compared to the year ended October 31, ~~2022~~2023 is due to ~~the~~an ~~launch~~overall ofincrease ~~the~~in ~~Company's~~sales ~~websites,~~volume. ~~attracting~~The ~~new~~cost ~~customers.~~of ~~Total~~goods ~~operating~~sold ~~expenses~~ for the ~~year~~years ended October 31, 2024 and 2023 were $1614,~~047.~~000 ~~The operating expenses included general~~ and ~~administrative~~$0, ~~expenses~~respectively. ~~Our net loss was $47.~~

~~During~~Total operating expenses for the ~~year~~years ended October 31, ~~2022~~2024 weand ~~generated~~2023 ~~revenue~~were of$61,350 and $416,~~000~~047, respectively. ~~Total~~The operating expenses included general and administrative expenses. The increase in operating expenses of $45,303 for the year ended October 31, ~~2022~~2024 ~~were~~compared ~~$12,495.~~to ~~The~~the ~~operating~~year ~~expenses~~ended ~~included~~October ~~general~~31, ~~and~~2023 ~~administrative~~is ~~expenses.~~primarily ~~Our~~due ~~net~~to ~~loss~~professional ~~was $8~~fees,~~495~~ marketing expenses and amortization expenses.

~~LIQUIDITY~~The ~~AND~~net ~~CAPITAL~~loss ~~RESOURCES~~for the years ended October 31, 2024 and 2023 was $34,295 and $47, respectively. The net loss increased due to the factors discussed above.

As5 ofTable ~~October 31, 2023, our total assets were $32,695. Total assets were comprised~~ of ~~$29,778 in current assets and $2,917 in website development costs.~~Contents

AsLIQUIDITY atAND ~~October~~CAPITAL ~~31,~~RESOURCES ~~2023, our current liabilities were $10,207 and stockholders’ equity was $22,488.~~

~~CASH~~As ~~FLOWS~~of ~~FROM~~October ~~OPERATING~~31, ~~ACTIVITIES~~2024 and 2023, our total assets were $36,541 and $32,695, respectively. Total assets were comprised of $19,147 in current assets ($29,778 as of October 31, 2023), $7,644 in website development costs ($2,917 as of October 31, 2023) and $9,750 in software development costs ($0 as of October 31, 2023).

~~For~~As ~~the~~of ~~year~~October ~~ended~~31, 2024, our current liabilities were $32,408 ($10,207 as of October 31, 2023) ~~net~~and ~~cash~~stockholders’ ~~flows~~equity ~~used~~was in$4,133 ~~operating~~($22,488 ~~activities~~as ~~was~~of ~~$11~~October 31,~~127~~ 2024).

~~For~~CASH ~~the~~FLOWS ~~year~~FROM ~~ended~~OPERATING ~~October 31, 2022 net cash flows used in operating activities was $3,995.~~ACTIVITIES

~~CASH~~For ~~FLOWS~~the ~~FROM~~years ~~INVESTING~~ended ~~ACTIVITIES~~October 31, 2024 and 2023 net cash flows used by operating activities was $23,132 and $11,127, respectively.

~~For~~CASH ~~the~~FLOWS ~~years~~FROM ~~ended~~INVESTING ~~October~~ACTIVITIES ~~31, 2023 and 2022 we have generated $0 in investing activities.~~

~~CASH~~For ~~FLOWS~~the ~~FROM~~years ~~FINANCING~~ended ~~ACTIVITIES~~October 31, 2024 and 2023 net cash flows used in investing activities was $21,130 and $0, respectively.

~~For~~CASH ~~the~~FLOWS ~~year~~FROM ~~ended~~FINANCING ~~October~~ACTIVITIES ~~31, 2023 net cash flows provided in financing activities was $25,900.~~

For the ~~year~~years ended October 31, ~~2022~~2024 weand ~~have~~2023 ~~generated~~net $0cash inflows provided by financing activities was $28,580 and $25,900, respectively.

7Critical ~~Table~~Accounting ~~of Contents~~Policies

~~Critical~~Use ~~Accounting~~of ~~Policies~~Estimates

~~Use~~The preparation of ~~Estimates~~financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

~~The~~Revenue preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.Recognition

~~Recent~~The Company recognizes revenue in accordance with Accounting ~~Pronouncements~~Standards Update (ASU) 2014-09, Revenue from contracts with customers (Topic 606). Revenue is recognized when a customer obtains control of promised goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the considerations that the Company expects to receive in exchange for those goods.

The Company ~~has~~applies ~~reviewed all~~ the ~~recent~~following ~~accounting~~five-step ~~pronouncements~~model ~~issued~~in order to ~~date~~determine this amount: (i) identification of the ~~issuance~~promised goods in the contract; (ii) determination of ~~these~~whether ~~financial~~the ~~statements~~promised goods are performance obligations, ~~and~~including ~~does~~whether ~~not~~they ~~believe~~are ~~any~~distinct in the context of ~~these~~the ~~pronouncements~~contract; ~~will~~(iii) ~~have~~measurement aof ~~material~~the ~~impact~~transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company’s ~~financial~~satisfies ~~reporting~~each performance obligation.

~~OFF~~The ~~BALANCE~~Company ~~SHEET~~only ~~ARRANGEMENTS~~applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company’s performance obligations are transferred to customers at a point in time, typically upon delivery.

We6 ~~have~~Table ~~no 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.~~Contents

~~Item~~Recent ~~7A.~~Accounting ~~Quantitative and Qualitative Disclosures about Market Risk~~Pronouncements

~~Not~~The ~~applicable~~Company has reviewed all the recent accounting pronouncements issued to ~~smaller~~date ~~reporting~~of ~~companies~~the issuance of these financial statements, and does not believe any of these pronouncements will have a material impact on the Company’s financial reporting.

~~Item~~OFF 8.BALANCE ~~Financial~~SHEET ~~Statements and Supplementary Data~~ARRANGEMENTS

~~The~~We ~~Company's~~have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial ~~statements~~condition, ~~for~~changes ~~the~~in ~~years~~financial ~~ended~~condition, ~~October~~revenues 31or expenses, ~~2023~~results ~~and~~of ~~2022~~operations, ~~immediately~~liquidity, ~~follow~~capital expenditures or capital resources.

8Item ~~Table~~7A. ofQuantitative ~~Contents~~and Qualitative Disclosures about Market Risk.

~~KHEOBA~~Not ~~CORP~~applicable to smaller reporting companies.

~~FINANCIAL~~7 ~~STATEMENTS~~Table of Contents

~~TABLE~~Item OF8. ~~CONTENTS~~Financial Statements and Supplementary Data.

		Page
Report of Independent Registered Public Accounting Firm		10
Balance Sheets as of October 31, 2023 and 2022		11
Statements of Operations for the years ended October 31, 2023 and 2022		12
Statements of Changes in Stockholders’ Equity (Deficit) for the years ended October 31, 2023 and 2022		13
Statements of Cash Flows for the years ended October 31, 2023 and 2022		14
Notes to the Audited Financial Statements October 31, 2023		15

The Company's financial statements for the years ended October 31, 2024 and 2023, immediately follow.

9FINANCIAL ~~Table of Contents~~STATEMENTS

~~REPORT~~TABLE OF ~~INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM~~CONTENTS

To the Board of Directors and Shareholders of Kheoba Corp.

		Page
Report of Independent Registered Public Accounting Firm (ID: 5525)		F-2

Balance Sheets as of October 31, 2024 and 2023		F-3

Statements of Operations for the years ended October 31, 2024 and 2023		F-4

Statements of Stockholders’ Equity (Deficit) for the years ended October 31, 2024 and 2023		F-5

Statements of Cash Flows for the years ended October 31, 2024 and 2023		F-6

Notes to the Audited Financial Statements October 31, 2024		F-7

~~Opinion~~F-1 onTable ~~the~~of ~~Financial Statements~~Contents

WeREPORT ~~have~~OF ~~audited~~INDEPENDENT ~~the~~REGISTERED ~~accompanying~~PUBLIC ~~balance~~ACCOUNTING sheets of Kheoba Corp. (“the Company”) as of October 31, 2023 and 2022, and the related statements of operations, stockholders’ equity (deficit), and cash flows for each of the years in the two-year period ended October 31, 2023, 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 October 31, 2023 and 2022 and the results of its operations and its cash flows for each of the years in the two-year period ended October 31, 2023, in conformity with accounting principles generally accepted in the United States of America.FIRM

~~Going~~To ~~Concern~~the Board of Directors and Shareholders of Kheoba Corp.

~~The~~Opinion ~~accompanying~~on ~~financial statements have been prepared assuming that~~ the ~~Company~~Financial will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has an accumulated deficit and requires financing from related parties for operations. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.Statements

~~Basis~~We have audited the accompanying balance sheets of Kheoba Corp. (“the Company”) as of October 31, 2024 and 2023, and the related statements of operations, stockholders’ equity (deficit), and cash flows for ~~Opinion~~each of the years in the two-year period ended October 31, 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 October 31, 2024 and 2023 and the results of its operations and its cash flows for each of the years in the two-year period ended October 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

~~These~~Going financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our 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.Concern

WeThe ~~conducted~~accompanying ~~our~~financial ~~audits~~statements inhave ~~accordance~~been ~~with~~prepared ~~the~~assuming ~~standards~~that of the ~~PCAOB.~~Company ~~Those~~will ~~standards~~continue ~~require~~as ~~that~~a wegoing ~~plan~~concern. ~~and~~As ~~perform~~discussed ~~the~~in ~~audit~~Note 2 to ~~obtain reasonable assurance about whether~~ the financial statements, ~~are~~the ~~free~~Company ofhas ~~material~~an ~~misstatement~~accumulated deficit, ~~whether~~insufficient ~~due~~revenue, toand ~~error~~related orparty ~~fraud~~loan. ~~The~~These ~~Company~~factors, isamong ~~not~~others, ~~required~~raise tosubstantial ~~have,~~doubt ~~nor~~about ~~were~~the weCompany’s ~~engaged~~ability to ~~perform,~~continue anas ~~audit~~a ofgoing ~~its internal control over financial reporting~~concern. AsManagement’s ~~part~~plans ofin ~~our~~regard ~~audits,~~to wethese matters are ~~required~~also todescribed ~~obtain~~in anNote ~~understanding~~2. ofThe ~~internal control over~~ financial ~~reporting,~~statements ~~but~~do not ~~for~~include ~~the~~any ~~purpose~~adjustments ofthat ~~expressing~~might anresult ~~opinion~~from on the ~~effectiveness~~outcome of ~~the~~this ~~Company’s internal control over financial reporting~~uncertainty. ~~Accordingly, we express no such opinion.~~

~~Our~~Basis 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.~~Opinion

~~Critical~~These ~~Audit~~financial ~~Matters~~statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our 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.

~~Critical~~We ~~audit~~conducted ~~matters~~our ~~are~~audits ~~matters~~in ~~arising~~accordance ~~from~~with the ~~current~~standards ~~period~~of the PCAOB. Those standards require that we plan and perform the audit ofto obtain reasonable assurance about whether the financial statements ~~that~~are ~~were~~free ~~communicated~~of material misstatement, whether due to error or fraud. The Company is not required to behave, ~~communicated~~nor were we engaged to ~~the~~perform, an audit ~~committee~~of ~~and~~its ~~that~~internal ~~(1)~~control ~~relate~~over tofinancial ~~accounts~~reporting. orAs ~~disclosures~~part ~~that~~of our audits, we are ~~material~~required to ~~the~~obtain ~~financial~~an ~~statements~~understanding ~~and~~of ~~(2)~~internal ~~involved~~control ~~our~~over ~~especially~~financial ~~challenging~~reporting, ~~subjective,~~but ornot ~~complex~~for ~~judgments.~~the Wepurpose ~~determined~~of ~~that~~expressing ~~there~~an ~~were~~opinion noon ~~critical~~the ~~audit~~effectiveness ~~matters~~of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

~~Fruci~~Our &audits ~~Associates~~included ~~II,~~performing ~~PLLC~~procedures –to ~~PCAOB~~assess IDthe ~~#05525We~~risks ~~have~~of ~~served~~material asmisstatement of the ~~Company’s~~financial ~~auditor~~statements, ~~since~~whether ~~2021~~due to error or fraud, and performing procedures that respond to those risks. ~~Spokane~~Such procedures included examining, ~~Washington~~on ~~January~~a 29test basis, ~~2024~~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.

10Critical ~~Table~~Audit ~~of Contents~~Matters

~~KHEOBA~~Critical ~~CORP~~audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee 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 were no critical audit matters.

~~BALANCE~~Fruci ~~SHEETS~~& Associates II, PLLC – PCAOB ID #05525

	October 31,2023			October 31,2022
ASSETS
Cash on hand	$	16,778		$	2,005
Prepaid expenses		13,000			-
Total current assets		29,778			2,005
Website Development Costs, Net		2,917			3,500
Total Assets	$	32,695		$	5,505
LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable	$	2,537		$	4,500
Deferred revenue		3,300			-
Related party loan		4,370			4,370
Total current liabilities		10,207			8,870
Commitments and Contingencies		-			-
Stockholders’ Equity
Common stock, $0.001 par value, 75,000,000 shares authorized; 7,295,000 and 6,000,000 shares issued and outstanding at par		7,295			6,000
Additional paid in capital		24,605			-
Accumulated deficit		(9,412	)		(9,365	)
Total Stockholders’ Equity		22,488			(3,365	)
Total Liabilities and Stockholders’ Equity	$	32,695		$	5,505

We have served as the Company’s auditor since 2021.

~~The~~Spokane, ~~accompanying notes are an integral part of these financial statements.~~Washington

11January ~~Table~~3, ~~of Contents~~2025

~~KHEOBA~~F-2 ~~CORP.~~Table of Contents

~~STATEMENTS~~KHEOBA ~~OF OPERATIONS~~CORP.

	Year endedOctober 31,2023			Year endedOctober 31,2022
REVENUES	$	16,000		$	4,000
OPERATING EXPENSES
General and Administrative Expenses		16,047			12,495
TOTAL OPERATING EXPENSES		16,047			12,495
NET INCOME (LOSS) FROM OPERATIONS		(47	)		(8,495	)
PROVISION FOR INCOME TAXES		-			-
NET INCOME (LOSS)	$	(47	)	$	(8,495	)
NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00	)	$	(0.00	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		6,088,232			6,000,000

BALANCE SHEETS

~~The~~As ~~accompanying~~of ~~notes~~October ~~are~~31, an2024 ~~integral~~and ~~part of these financial statements.~~2023

12 Table of Contents

	October 31, 2024			October 31, 2023
ASSETS
Cash and cash equivalents	$	1,097		$	16,778
Prepaid expenses		18,050			13,000
Total current assets		19,147			29,778

Software Development Costs, net		9,750			-
Website Development Costs, net		7,644			2,917
Total Assets	$	36,541		$	32,695

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable	$	1,398		$	2,537
Accounts payable - related party		14,000			-
Deferred revenue		-			3,300
Loan payable		12,945			-
Related party loan		4,065			4,370
Total current liabilities		32,408			10,207

Commitments and Contingencies		-			-

Stockholders’ Equity
Common stock, $0.001 par value, 75,000,000 shares authorized; 8,092,000 and 7,295,000 shares issued and outstanding at par		8,092			7,295
Additional paid in capital		39,748			24,605
Accumulated deficit		(43,707	)		(9,412	)
Total Stockholders’ Equity		4,133			22,488
Total Liabilities and Stockholders’ Equity	$	36,541		$	32,695

~~KHEOBA~~The ~~CORP~~accompanying notes are an integral part of these financial statements.

~~STATEMENTS~~F-3 OFTable ~~STOCKHOLDERS’~~of ~~EQUITY (DEFICIT)~~Contents

	Common Stock				Additional Paid-in		Deficit Accumulated during the Development			Total Stockholders’
	Shares		Amount		Capital		Stage			Equity
Balance, October 31, 2021		6,000,000	$	6,000	$	-	$	(870	)	$	5,130
Net loss for the year ended October 31, 2022		-		-		-		(8,495	)		(8,495	)
Balance, October 31, 2022		6,000,000	$	6,000	$	-	$	(9,365	)	$	(3,365	)
Common shares issued for cash		1,295,000		1,295		24,605		-			25,900
Net income (loss) for the year ended October 31, 2023		-		-		-		(47	)		(47	)
Balance, October 31, 2023		7,295,000	$	7,295	$	24,605	$	(9,412	)	$	22,488

KHEOBA CORP.

~~The~~STATEMENTS ~~accompanying~~OF ~~notes are an integral part of these financial statements.~~OPERATIONS

13For ~~Table~~the ofyears ~~Contents~~ended October 31, 2024 and 2023

KHEOBA CORP.

	Year ended October 31, 2024			Year ended October 31, 2023

REVENUES	$	41,055		$	16,000
Cost of goods sold		14,000			-
Gross Profit		27,055			16,000

OPERATING EXPENSES
General and Administrative Expenses		12,864			1,583
Professional Fees		48,486			14,464
TOTAL OPERATING EXPENSES		61,350			16,047

NET INCOME (LOSS) FROM OPERATIONS		(34,295	)		(47	)

PROVISION FOR INCOME TAXES		-			-

NET INCOME (LOSS)	$	(34,295	)	$	(47	)

NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		8,067,182			6,088,232

~~STATEMENTS~~The OFaccompanying ~~CASH~~notes ~~FLOWS~~are an integral part of these financial statements.

	Year ended			Year ended
	October 31,2023			October 31,2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(47	)	$	(8,495	)
Adjustments to reconcile Net Income to net cash provided by operations:
Depreciation Expense		583			-
Deferred Revenue		3,300			-
Prepaid Expenses		(13,000	)		-
Accounts payable		(1,963	)		4,500
CASH FLOWS PROVIDED (USED) IN OPERATING ACTIVITIES		(11,127	)		(3,995	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the Sale of Common Stock		25,900			-
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES		25,900			-
Net increase (decrease) in cash and equivalents		14,773			(3,995	)
Cash and equivalents at beginning of the period		2,005			6,000
Cash and equivalents at end of the period	$	16,778		$	2,005
Supplemental cash flow information:
Cash paid for:
Interest	$	-		$	-
Taxes	$	-		$	-

F-4

Table of Contents

~~The~~KHEOBA ~~accompanying notes are an integral part of these financial statements~~CORP.

14STATEMENTS ~~Table~~OF ofSTOCKHOLDERS’ ~~Contents~~EQUITY (DEFICIT)

~~KHEOBA~~For ~~CORP.~~the years ended October 31, 2024 and 2023

NOTES TO THE AUDITED FINANCIAL STATEMENTS

	Common Stock				Additional Paid-in		Deficit			Total Stockholders’
	Shares		Amount		Capital		Accumulated			Equity

Balance, October 31, 2022		6,000,000	$	6,000	$	-	$	(9,365	)	$	(3,365	)

Common shares issued for cash		1,295,000		1,295		24,605		-			25,900
Net loss for the year ended October 31, 2023		-		-		-		(47	)		(47	)

Balance, October 31, 2023		7,295,000	$	7,295	$	24,605	$	(9,412	)	$	22,488

Common shares issued for cash		797,000		797		15,143		-			15,940
Net loss for the year ended October 31, 2024		-		-		-		(34,295	)		(34,295	)

Balance, October 31, 2024		8,092,000	$	8,092	$	39,748	$	(43,707	)	$	4,133

~~YEAR~~The ~~ENDED~~accompanying ~~OCTOBER~~notes ~~31,~~are ~~2023~~an integral part of these financial statements.

~~NOTE~~F-5 ~~1 –~~Table ~~ORGANIZATION~~of ~~AND BASIS OF PRESENTATION~~Contents

~~Kheoba~~KHEOBA ~~Corp~~CORP. (referred as the “Company”, “we”, “our”) was Incorporated in the State of Nevada and established on July 27, 2021. We are development stage company in software development and travel industry. We are offering group adventures in Georgia, Caucasus mountains region and Tenerife, Spain. We intend to develop and provide an online platform for private and group adventures in Georgia, Caucasus mountains region and Tenerife, Spain. We have launched two websites: https://georgiahikewinetours.com/ and https://tenerifesurfwinetours.com/ to promote our activity. Additionally, we have launched our website (kheoba.com). It is tailored for perspective Kheoba guides.

~~NOTE~~STATEMENTS 2OF –CASH ~~GOING CONCERN~~FLOWS

~~The~~For ~~Company’s~~the ~~financial~~years ~~statements~~ended ~~have~~October ~~been prepared assuming that it will continue as a going concern~~31, ~~which~~2024 ~~contemplates continuity of operations, realization of assets,~~ and ~~liquidation of liabilities in the normal course of business.~~2023

As reflected in the financial statements, the Company had an accumulated deficit of $9,412 at October 31, 2023, revenue of $16,000 for the year ended October 31, 2023. The Company has Related party loan of $4,370 on the balance sheet at October 31, 2023. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

	Year ended			Year ended
	October 31, 2024			October 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(34,295	)	$	(47	)
Adjustments to reconcile Net Income (Loss) to net cash provided by operations:
Depreciation expense		6,653			583
Deferred revenue		(3,300	)		3,300
Prepaid expenses		(5,050	)		(13,000	)
Accounts payable		(1,140	)		(1,963	)
Accounts payable - related party		14,000			-
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES		(23,132	)		(11,127	)

CASH FLOWS FROM INVESTING ACTIVITIES
Software Development Costs		(13,000	)		-
Website Development Costs		(8,130	)		-
CASH FLOWS USED IN INVESTING ACTIVITIES		(21,130	)		-

CASH FLOWS FROM FINANCING ACTIVITIES
Loan payable		12,945			-
Proceeds from the sale of common stock		15,940			25,900
Related party loan		(305	)		-
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES		28,580			25,900

Net increase (decrease) in cash and equivalents		(15,682	)		14,773
Cash and equivalents at beginning of the period		16,778			2,005
Cash and equivalents at end of the period	$	1,097		$	16,778

Supplemental cash flow information:
Cash paid for:
Interest	$	-		$	-
Taxes	$	-		$	-

The ~~Company~~accompanying isnotes ~~attempting~~are toan ~~commence~~integral ~~operations~~part ~~and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support the Company’s daily operations. Management intends to raise additional funds by way~~ of athese ~~private~~financial ~~or public offering~~statements. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.

~~The~~F-6 ~~financial~~Table ~~statements do not include any adjustments related to the recoverability and classification~~ of ~~recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.~~Contents

~~NOTE~~KHEOBA ~~3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~CORP.

~~Basis~~NOTES ofTO ~~Presentation~~THE AUDITED FINANCIAL STATEMENTS

~~The~~YEAR ~~accompanying~~ENDED ~~financial~~OCTOBER ~~statements~~31, ~~have been prepared in accordance with generally accepted accounting principles in the United States of America.~~ 2024

~~The~~NOTE ~~Company’s~~1 – ~~year-end~~ORGANIZATION isAND ~~October~~BASIS ~~31.~~OF PRESENTATION

~~Development~~Kheoba ~~Stage~~Corp. (referred as the “Company”, “we”, “our”) was Incorporated in the State of Nevada and established on July 27, 2021. The Company is developing in software development and travel industry. We are offering group adventures in Georgia, Caucasus mountains region and Tenerife, Spain. We intend to develop and provide an online platform for private and group adventures in Georgia, Caucasus mountains region and Tenerife, Spain. We have launched two websites: https://georgiahikewinetours.com/ and https://tenerifesurfwinetours.com/ to promote our activity. Additionally, we have launched our website (kheoba.com). It is tailored for perspective Kheoba guides.

~~The~~NOTE ~~Company~~2 is– aGOING development stage company as defined in ASC 915 “Development Stage Entities”. The Company is devoting substantially all of its efforts on establishing the business and its planned principal operations have not commenced. All losses accumulated since inception have been considered as part of the Company's development stage activities.CONCERN

15The ~~Table~~Company’s financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of ~~Contents~~operations, realization of assets, and liquidation of liabilities in the normal course of business.

~~The~~As ~~Company~~reflected ~~has~~in ~~elected~~the tofinancial ~~adopt~~statements, ~~application~~the ofCompany ~~Accounting~~had ~~Standards~~an ~~Update~~accumulated ~~No.~~deficit ~~2014-10~~of $43,707 ~~Development~~at ~~Stage~~October ~~Entities~~31, ~~(Topic~~2024, ~~915):~~revenue ~~Elimination~~ of ~~Certain~~$41,055 ~~Financial~~for ~~Reporting~~the ~~Requirements~~year ended October 31, 2024. ~~Upon~~The ~~adoption~~Company has Related party loan of $4,065 on the ~~Company~~balance nosheet ~~longer~~at ~~presents~~October or31, ~~discloses~~2024. ~~inception-to-date~~These ~~information~~factors ~~and~~raise ~~other~~substantial ~~remaining~~doubt ~~disclosure~~about ~~requirements~~the ofCompany’s ~~Topic~~ability ~~915~~to continue as a going concern.

~~Use~~The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support the Company’s daily operations. Management intends to raise additional funds by way of ~~Estimates~~a private or public offering. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.

The ~~preparation of~~ financial statements indo ~~conformity~~not ~~with~~include ~~generally~~any ~~accepted~~adjustments ~~accounting~~related ~~principles requires management~~ to ~~make~~the ~~estimates~~recoverability and ~~assumptions~~classification ~~that~~of ~~affect~~recorded ~~the~~asset ~~reported~~ amounts ofor ~~assets~~the ~~and~~amounts ~~liabilities~~ and ~~disclosure~~classification of ~~contingent assets and~~ liabilities atthat ~~the~~might ~~date~~be ~~the~~necessary ~~financial~~should ~~statements and~~ the ~~reported~~Company ~~amount~~be ofunable ~~revenues~~to ~~and~~continue ~~expenses~~as ~~during~~a ~~the~~going ~~reporting period~~concern. ~~Actual results could differ from those estimates.~~

~~Cash~~NOTE ~~and~~3 ~~Cash~~– ~~Equivalents~~SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

~~The~~Basis ~~Company considers all highly liquid investments with the original maturities~~ of ~~three~~Presentation ~~months or less to be cash equivalents. The Company issued 6,000,000 common shares for consideration of $6,000 at par value $0.001 to director Gaga Gvenetadze.~~

The ~~Company~~accompanying ~~owes~~financial ~~$4,370~~statements inhave ~~Related~~been ~~Party~~prepared ~~Loan~~in ~~currently~~accordance towith ~~director~~generally asaccepted ~~per~~accounting ~~incorporation~~principles ~~expenses~~in ofthe ~~October~~United ~~31,~~States ~~2023~~of America.

~~Website~~The ~~Development~~Company’s ~~Costs~~year-end is October 31.

~~The~~Use ~~Company amortizes these costs using the straight-line method over a period~~ of three years, which is the remaining estimated economic life of the costs. At the end of each reporting period, the Company writes down any excess of the unamortized balance over the net realizable value.Estimates

InThe ~~May~~preparation ~~2022~~of ~~the~~financial ~~Company~~statements ~~capitalized~~in ~~website~~conformity ~~development~~with ~~costs~~generally ofaccepted ~~$3,500~~accounting ~~which~~principles ~~will~~requires bemanagement ~~amortized~~to ~~over~~make ~~three~~estimates ~~years.~~and Asassumptions ofthat ~~October~~affect ~~31, 2023,~~ the ~~total~~reported ~~amount~~amounts of ~~website~~assets ~~development~~and ~~cost~~liabilities ~~was $3,500~~ and ~~the~~disclosure ~~amortization~~of ~~expense~~contingent ~~was~~assets ~~$583.~~and ~~The~~liabilities ~~Company~~at ~~expects~~the todate ~~recognize~~the ~~amortization~~financial ~~expense~~statements ofand ~~$1,167 for~~ the ~~fiscal~~reported ~~year~~amount ~~ending October 31, 2024, amortization expense~~ of ~~$1,167~~revenues ~~for the fiscal year ending October 31, 2025,~~ and ~~amortization~~expenses ~~expense~~during ofthe ~~$583~~reporting ~~for~~period. ~~the~~Actual ~~fiscal~~results ~~year~~could ~~ending~~differ ~~October~~from ~~31,~~those ~~2026~~estimates.

~~During~~Cash ~~the Website Application~~ and ~~Infrastructure~~Cash Development Stage, the Company relied on Codification 350-50-25-7, which states “Costs to obtain and register an internet domain shall be capitalized under Section 350-30-25”. Codification 350-50-25-6 states “Costs incurred to purchase software tools, or costs incurred during the application development stage for internally developed tools, shall be capitalized”.Equivalents

~~Based~~The onCompany ~~the~~considers ~~above,~~all highly liquid investments with the ~~Company~~original ~~website~~maturities ~~costs~~of ~~are~~three ~~capitalized~~months or less to be cash equivalents.

~~Fair~~The ~~Value~~Company owes $4,065 in Related Party Loan currently to director as per operating expenses of ~~Financial~~October ~~Instruments~~31, 2024.

~~AS topic 820 "Fair Value Measurements and Disclosures" establishes a three~~F-~~tier~~7 ~~fair~~Table ~~value~~of hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.Contents

16Website ~~Table~~Development ~~of Contents~~Costs

~~These~~The ~~tiers~~Company ~~include:~~amortizes these costs using the straight-line method over a period of three years, which is the remaining estimated economic life of the costs. At the end of each reporting period, the Company writes down any excess of the unamortized balance over the net realizable value.

Level 1:	defined as observable inputs such as quoted prices in active markets;
Level 2:	defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
Level 3:	defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

In May 2022 the Company capitalized website development costs of $3,500 which will be amortized over three years. As of October 31, 2024, the total amount of website development cost was $3,500 and the amortization expense was $1,750. The Company expects to recognize amortization expense of $1,167 for the fiscal year ending October 31, 2025, and amortization expense of $583 for the fiscal year ending October 31, 2026.

~~The~~In ~~carrying~~May ~~value~~2024 the Company capitalized website development costs of ~~cash~~$8,130 which will be amortized over three years. As of October 31, 2024, the total amount of website development cost was $8,130 and the amortization expense was $2,236. The Company’s ~~loan~~expects ~~from~~to ~~shareholder~~recognize ~~approximates~~amortization ~~its~~expense ~~fair~~of ~~value~~$2,710 ~~due~~for tothe ~~their~~fiscal ~~short-term~~year ~~maturity~~ending October 31, 2025, amortization expense of $2,710 for the fiscal year ending October 31, 2026 and amortization expense of $474 for the fiscal year ending October 31, 2027.

~~Revenue~~During ~~Recognition~~the Website Application and Infrastructure Development Stage, the Company relied on Codification 350-50-25-7, which states “Costs to obtain and register an internet domain shall be capitalized under Section 350-30-25”. Codification 350-50-25-6 states “Costs incurred to purchase software tools, or costs incurred during the application development stage for internally developed tools, shall be capitalized”.

~~The~~Based ~~Company~~on recognizes revenue in accordance with Accounting Standards Update (ASU) 2014-09, Revenue from contracts with customers (Topic 606). Revenue is recognized when a customer obtains control of promised goods or services. In addition, the ~~standard requires disclosure of the nature~~above, ~~amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects~~ the ~~considerations that the~~ Company ~~expects~~website tocosts ~~receive~~are ~~in exchange for those goods~~capitalized.

~~The~~Software ~~Company~~Development applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.Costs

The Company ~~only~~amortizes ~~applies~~these ~~the~~costs ~~five-step~~using ~~model to contracts when it is probable that~~ the ~~entity~~straight-line ~~will~~method ~~collect~~over ~~the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once~~ a ~~contract~~period ~~is determined to be within the scope~~ of ~~ASC~~three ~~606 at contract inception~~years, ~~the Company reviews the contract to determine~~ which ~~performance~~is ~~obligations~~ the ~~Company~~remaining ~~must~~estimated ~~deliver~~economic ~~and~~life ~~which~~ of ~~these~~the ~~performance obligations are distinct~~costs. ~~The~~At ~~Company recognizes as revenues~~ the ~~amount~~end of ~~the~~each ~~transaction~~reporting ~~price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally~~period, the Company’s ~~performance~~writes ~~obligations~~down ~~are~~any ~~transferred~~excess toof ~~customers~~the atunamortized abalance ~~point~~over inthe ~~time,~~net ~~typically~~realizable ~~upon delivery~~value.

WeIn ~~have~~January ~~sold~~2024, ~~five~~the ~~tourism~~Company ~~programs:~~capitalized ~~the~~software ~~"Caucasus~~development ~~Mountains~~costs ~~Retreat"~~of ~~tour service~~$13,000, which iswill abe ~~5-day~~amortized ~~guided~~over ~~tour~~three atyears. aAs ~~cost~~ of ~~$550~~October ~~per~~31, ~~person;~~2024, the ~~"Old~~total ~~Tbilisi~~amount ~~One~~of ~~Day~~software ~~Tour"~~development atcost awas ~~cost~~$13,000 ofand the amortization expense was $503,250. ~~per~~The ~~person;~~Company ~~and~~expects to recognize amortization expense of $4,333 for the ~~"Old~~fiscal ~~Tbilisi~~year 3ending ~~Days~~October ~~Tour"~~31, at2025, aamortization ~~cost~~expense of $~~200~~4,333 ~~per~~for ~~person.~~the ~~Our~~fiscal ~~main~~year ~~selling~~ending ~~program~~October is31, 2026 and amortization expense of $1,084 for the ~~Caucasus~~fiscal ~~Mountains~~year ~~Retreat~~ending October 31, 2027.

AtFair ~~our~~Value ~~company, customers pay us for our guided tours, which are thoughtfully designed to include tailored sightseeing, immersive local experiences, and a range~~ of ~~outdoor~~Financial activities. We have curated a network of trusted providers who specialize in offering high-quality meals, comfortable accommodation, and convenient transportation. Customers have the flexibility to select and pay for these services directly with the respective providers, in addition to the tour fee they pay to our company.Instruments

~~The~~AS ~~tour~~topic ~~includes~~820 ~~customized~~"Fair ~~tourist~~Value ~~attractions~~Measurements and ~~viewpoints~~Disclosures" inestablishes ~~the~~a ~~Caucasus~~three-tier ~~Mountains~~fair ~~region.~~value ~~The~~hierarchy, ~~company~~which ~~can~~prioritizes ~~arrange comfortable accommodations for~~ the ~~duration~~inputs ~~of the tour, such as hotels or lodges situated~~ in ~~picturesque~~measuring ~~locations~~fair ~~near the Caucasus Mountains~~value. The ~~company~~hierarchy ~~handles~~prioritizes ~~transportation~~the ~~logistics,~~inputs ~~including~~into ~~airport~~three ~~transfers~~levels ~~and~~based ~~transportation~~on ~~between various destinations throughout~~ the ~~tour.~~extent Asto ~~stated,~~which ~~the~~inputs ~~tour~~used isin ~~guided,~~measuring sofair ~~the~~value ~~company provides experienced guides who~~ are ~~knowledgeable~~observable ~~about~~in the ~~region's history, culture, and natural beauty~~market. ~~The company organizes suitable activities for participants, taking into account their preferences and fitness levels.~~

17These ~~Table~~tiers ~~of Contents~~include:

The company can organize breakfast, lunch, and dinner at selected restaurants or provide packed meals for outdoor excursions, ensuring that participants have access to nourishing and delicious food. Our company provides customer support throughout the tour, addressing any concerns or issues that participants may have.

Level 1:	defined as observable inputs such as quoted prices in active markets;
Level 2:	defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
Level 3:	defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

InThe ~~determining~~carrying ~~the~~value ~~transaction price, we utilize various sources~~ of ~~information,~~cash ~~including historical data, market conditions, contractual terms, customer-specific factors,~~ and ~~estimates of variable consideration, where applicable. These considerations enable us to make a reasonable estimate of~~ the ~~transaction~~Company’s ~~price~~loan ~~based~~from onshareholder ~~the~~approximates ~~information~~its available at the time of revenue recognition. The transaction price is contractual. No other party can recognize revenue or issue refunds because the Kheoba director is the only party involved. Based on fair ~~market~~value ~~price~~due weto ~~allocate~~their ~~the~~short-term ~~transaction price as follows: 20% is planning/arranging, 30% is assistance and 50% is guide service~~maturity.

~~The~~F-8 ~~Company~~Table ~~collects payment from customers before the service is provided. When deposits are collected before the service is provided, the Company recognizes deferred income until the customer signs the act~~ of acceptance. The Our performance obligation to plan and arrange trip are met when we finished with planning and arranging for the customers. Our performance obligation to perform assistance during the tour if needed is met when the tour is over in case no assistance is requested. Our obligation to perform the guided tours is met when we finish the guided tour and indication that guided tour is finished is signed by customers the act of acceptance of our services. The company determines that the obligation for guided tour is satisfied when the customer signs the act of acceptance. We consider the signing of the act of acceptance as the point in time when promised services is transferred to the customer. As of October 31, 2023 and 2022, deferred revenue was $3,300 and $0, respectively.Contents

Revenue ~~Concentration~~Recognition

The ~~following~~Company recognizes revenue in accordance with Accounting Standards Update (ASU) 2014-09, Revenue from contracts with customers (Topic 606). Revenue is recognized when a ~~summary~~customer obtains control of ~~customers~~promised ~~that~~goods ~~represent~~or ~~greater~~services. ~~than~~In ~~10%~~addition, the standard requires disclosure of ~~total~~the ~~sales~~nature, ~~for~~amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the ~~periods~~considerations ~~presented:~~that the Company expects to receive in exchange for those goods.

	October 31,
	2023			2022
Customer A		-			100	%
Customer B		14	%		-
Customer C		26	%		-
Customer D		19	%		-
Customer E		21	%		-
Customer F		21	%		-

The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

~~For~~The Company only applies the ~~years~~five-step ~~ended~~model ~~October~~to ~~31,~~contracts ~~2023~~when ~~and~~it ~~2022~~is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, ~~revenue~~the ~~concentration~~Company ~~was~~reviews ~~low~~the ~~due~~contract to determine which performance obligations the ~~fact~~Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that ~~our~~is ~~customers~~allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company’s performance obligations are ~~not~~transferred ~~regular~~to customers at a point in time, typically upon delivery.

~~Income~~The ~~Taxes~~Company derives revenues from selling tourism programs and certain modules of our Customer Relationship Management (CRM) Software (the "Software").

~~Income~~Tourism taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.Programs

~~Basic~~We ~~Income~~have ~~(Loss)~~sold ~~Per~~six ~~Share~~'Caucasus Mountains Retreat' tourism programs to six sets of participants. Some of these participants opted for additional tours, including the 'Old Tbilisi One Day Tour' and the 'Old Tbilisi 3 Days Tour'. The 'Caucasus Mountains Retreat' is a 5-day guided tour priced at $550 per person. The 'Old Tbilisi One Day Tour' is available at $50 per person, while the 'Old Tbilisi 3 Days Tour' costs $200 per person. Our primary offering is the 'Caucasus Mountains Retreat' program.

~~The~~At ~~Company~~our ~~computes~~company, ~~income~~customers ~~(loss)~~pay ~~per~~us ~~share~~for inour ~~accordance~~guided ~~with~~tours, ~~FASB~~which ~~ASC~~are ~~260~~thoughtfully ~~“Earnings~~designed ~~per~~to ~~Share”.~~include ~~Basic~~tailored ~~loss~~sightseeing, ~~per~~immersive ~~share~~local isexperiences, ~~computed~~and bya ~~dividing~~range ~~net~~of ~~income~~outdoor ~~(loss)~~activities. ~~available~~We tohave ~~common~~curated ~~shareholders~~a bynetwork ~~the~~of ~~weighted~~trusted ~~average~~providers ~~number~~who ofspecialize ~~outstanding~~in ~~common~~offering ~~shares~~high-quality ~~during~~meals, ~~the~~comfortable ~~period.~~accommodation, ~~Diluted~~and ~~income~~convenient ~~(loss)~~transportation. ~~per~~Customers ~~share~~have ~~gives~~the ~~effect~~flexibility to ~~all~~select ~~dilutive~~and ~~potential~~pay ~~common~~for ~~shares~~these ~~outstanding~~services ~~during~~directly with the ~~period. Dilutive~~respective ~~loss~~providers, ~~per~~in ~~share~~addition ~~excludes~~to ~~all~~the ~~potential~~tour ~~common~~fee ~~shares~~they ifpay ~~their~~to ~~effect~~our ~~is anti-dilutive~~company.

AsThe tour includes customized tourist attractions and viewpoints in the Caucasus Mountains region. The company can arrange comfortable accommodations for the duration of ~~October~~the 31tour, ~~2023~~such as hotels or lodges situated in picturesque locations near the Caucasus Mountains. The company handles transportation logistics, ~~there~~including ~~were~~airport notransfers ~~potentially~~and ~~dilutive~~transportation ~~debt~~between orvarious ~~equity~~destinations ~~instruments~~throughout ~~issued~~the ortour. ~~outstanding~~As stated, the tour is guided, so the company provides experienced guides who are knowledgeable about the region's history, culture, and natural beauty. The company organizes suitable activities for participants, taking into account their preferences and fitness levels.

18The ~~Table~~company ofcan ~~Contents~~organize breakfast, lunch, and dinner at selected restaurants or provide packed meals for outdoor excursions, ensuring that participants have access to nourishing and delicious food. Our company provides customer support throughout the tour, addressing any concerns or issues that participants may have.

~~Stock-Based~~Also, ~~Compensation~~we are offering Tenerife beginner surf lessons that are thoughtfully designed to provide a fun, safe, and educational experience. Customers pay for our structured lessons, which include coaching, ocean safety instruction, and surfboard rental. In addition to the lesson fee, customers have the option to choose and pay for additional services provided by our trusted local partners, such as beachside accommodations, meal options, and transportation.

~~Stock-based~~We ~~compensation~~can isassist ~~accounted~~in ~~for~~arranging atcomfortable ~~fair~~accommodations ~~value~~nearby, inranging ~~accordance~~from ~~with~~beachfront ~~ASC~~hostels ~~Topic~~to ~~718. To~~boutique ~~date~~hotels, so participants can fully immerse themselves in the ~~Company~~coastal ~~has~~atmosphere. ~~not~~We ~~adopted~~also ahandle ~~stock~~transportation ~~option~~logistics, ~~plan~~offering shuttle services to and ~~has~~from ~~not~~the ~~granted~~surf ~~any~~spots, ~~stock~~as ~~options~~well as airport transfers if needed.

~~Recent~~F-9 ~~Accounting~~Table ~~Pronouncements~~of Contents

~~Management~~We ~~does~~can ~~not~~arrange ~~believe~~meal ~~that~~options ~~any~~with ~~recently~~local ~~issued~~cafes and restaurants, ~~but~~offering ~~not~~fresh, ~~yet~~nourishing ~~effective~~meals ~~accounting~~to ~~pronouncements,~~refuel ~~when~~after ~~adopted~~a surf session, ~~will~~or ~~have~~provide apacked ~~material~~lunches ~~effect~~for those who prefer to relax on the ~~accompanying~~beach ~~financial~~between ~~statements~~lessons. Throughout their time with us, participants can rely on our customer support team to assist with any questions or concerns, ensuring a smooth and enjoyable experience from start to finish.

~~NOTE~~In 4determining –the ~~LOAN~~transaction ~~FROM~~price, ~~DIRECTOR~~we utilize various sources of information, including historical data, market conditions, contractual terms, customer-specific factors, and estimates of variable consideration, where applicable. These considerations enable us to make a reasonable estimate of the transaction price based on the information available at the time of revenue recognition. The transaction price is contractual. No other party can recognize revenue or issue refunds because the Kheoba director is the only party involved. Based on fair market price we allocate the transaction price as follows: 20% is planning/arranging, 30% is assistance and 50% is guide service.

AsThe ofCompany ~~October~~collects ~~31,~~payment ~~2023~~from customers before the service is provided. When deposits are collected before the service is provided, the Company ~~owed~~recognizes ~~$4,370~~deferred toincome until the ~~Company’s~~customer ~~sole~~signs ~~director,~~the ~~Gaga~~act ~~Gvenetadze~~of acceptance. The Our performance obligation to plan and arrange trip are met when we finished with planning and arranging for the ~~Company’s~~customers. ~~working~~Our ~~capital~~performance ~~purposes~~obligation to perform assistance during the tour if needed is met when the tour is over in case no assistance is requested. Our obligation to perform the guided tours is met when we finish the guided tour and indication that guided tour is finished is signed by customers the act of acceptance of our services. The ~~amount~~company determines that the obligation for guided tour is ~~outstanding~~satisfied when the customer signs the act of acceptance. We consider the signing of the act of acceptance as the point in time when promised services is transferred to the customer. As of October 31, 2024 and ~~payable~~October ~~upon~~31, ~~request~~2023, deferred revenue was $0 and $3,300, respectively.

~~NOTE~~CRM ~~5 – COMMON STOCK~~Software

~~The~~We ~~Company~~have ~~has~~CRM 75software comprising various components,~~000~~ modules,~~000,~~ $0or blocks.~~001~~ ~~par~~Buyers ~~value~~might ~~shares~~be interested in purchasing certain modules of ~~common~~our ~~stock~~Software, ~~authorized~~to meet its business requirements. Task Report, Revenue Graph, My Deals by Milestones and Daily sales comparison modules were purchased on 10/26/2023.

OnFollowing ~~August~~the 1,guidelines ~~2021~~of the ~~Company~~relevant ~~issued~~accounting 6standards (ASC 606),~~000,000~~ ~~shares~~we ofrecognize ~~common~~revenue ~~stock~~when towe satisfy a ~~director~~performance ~~for~~obligation. ~~consideration~~In ofour $6case,~~000~~ this occurs at ~~par~~the ~~value~~point ~~$0.001~~of ~~per~~product ~~share~~delivery or service completion.

~~During~~The ~~September~~process ~~2023~~begins with the ~~Company~~issuance ~~issued~~of ~~427~~an invoice to our client. This step signifies our formal request for payment for the services agreed upon or products to be delivered. Subsequent to issuing an invoice,~~000~~ ~~shares~~we ofreceive ~~common~~payment ~~stock~~from the client. This step demonstrates the client's commitment and willingness to pay for ~~cash~~our ~~proceeds~~services or products. The pivotal moment in our revenue recognition process is the delivery of ~~$8,540~~the atproduct $0or the completion of the service to our client.02 ~~per~~This ~~share~~is when we have fulfilled our performance obligation. The delivery marks the transfer of control of the software product or service from our company to the client, which is the critical event for revenue recognition.

~~During~~For ~~October~~pricing ~~2023~~our ~~the~~software, ~~Company~~we ~~issued~~start ~~868~~by understanding all costs involved (both direct and indirect) to ensure our pricing covers expenses and secures profitability. Additionally,~~000~~ ~~shares~~we ofassess ~~common~~the ~~stock~~value ~~for~~our ~~cash~~software ~~proceeds~~delivers ofto ~~$17~~customers,~~360~~ atfocusing $0on the benefits and solutions it provides.02 ~~per~~We ~~share~~investigate competitor pricing and market expectations to inform our pricing strategy. We select a model that fits our product and market, such as flat rate, subscription, usage-based, or feature-based tiering.

~~There~~Segment ~~were~~Reporting ~~7,295,000 shares of common stock issued and outstanding as of October 31, 2023.~~

~~NOTE~~The 6following –table ~~COMMITMENTS~~presents ~~AND~~the ~~CONTINGENCIES~~Company’s revenue disaggregated based on revenue source for the year ended October 31, 2024 and 2023:

Our sole officer and director, Gaga Gvenetadze, has agreed to provide his own premise under office needs. He will not take any fee for these premises; it is for free use.

	Year ended October 31
	2024		2023
CRM Software	$	7,000	$	-
Tourism Programs	$	34,055	$	16,000
Total Revenue	$	41,055	$	16,000

~~NOTE~~F-10 7Table –of ~~INCOME TAXES~~Contents

~~The~~Revenue ~~components of the Company’s provision for federal income tax for the year ended October 31, 2023 and the year ended October 31, 2022 consists of the following:~~Concentration

	October 31,2023			October 31,2022
Federal income tax benefit attributable to:
Current operations	$	9,412		$	9,365
Less: valuation allowance		(9,412	)		(9,365	)
Net provision for federal income taxes	$	-		$	-

The following is a summary of customers that represent greater than 10% of total sales for the periods presented:

19 Table of Contents

	Year ended October 31,
	2024			2023
Customer A		17	%		-
Customer B		11	%		21	%
Customer C		11	%		-
Customer D		11	%		19	%
Customer E		11	%		-
Customer F		11	%		-
Customer G		10	%		-
Customer H		10	%		-
Customer I		8	%		-
Customer J		-			26	%
Customer K		-			21	%
Customer L		-			13	%

~~The~~For ~~cumulative~~the ~~tax~~years ~~effect~~ended atOctober ~~the~~31, ~~expected~~2024, ~~rate~~revenue ofconcentration ~~21%~~was oflow ~~significant~~due ~~items~~to ~~comprising~~the ~~our~~fact ~~net~~that ~~deferred~~our ~~tax~~customers ~~amount~~are isnot asregular ~~follows:~~customers.

	October 31,2023			October 31,2022
Deferred tax asset attributable to:
Net operating loss carryover	$	1,977		$	1,967
Less: valuation allowance		(1,977	)		(1,967	)
Net deferred tax asset	$	-		$	-

Income Taxes

~~Due~~Income totaxes ~~the~~are ~~change~~computed inusing ~~ownership~~the ~~provisions~~asset ofand ~~the~~liability ~~Tax~~method. Under ~~Reform~~the ~~Act~~asset ofand ~~1986~~liability method, ~~net~~deferred ~~operating~~income ~~loss~~tax ~~carry~~assets ~~forwards~~and ofliabilities ~~approximately~~are ~~$9,412~~determined asbased ofon ~~October~~the ~~31,~~differences ~~2023,~~between ~~for~~the ~~federal~~financial ~~income~~reporting and tax ~~reporting~~bases ~~purposes~~of assets and liabilities and are ~~subject~~measured tousing ~~annual~~the ~~limitations~~currently enacted tax rates and laws. A ~~Should~~valuation aallowance ~~change~~is inprovided ~~ownership~~for ~~occur,~~the ~~net~~amount ~~operating~~of ~~loss~~deferred ~~carry~~tax ~~forwards~~assets ~~may~~that, bebased ~~limited~~on asavailable toevidence, ~~use~~are innot ~~future~~expected ~~years~~to be realized.

~~NOTE~~Basic 8Income –(Loss) ~~SUBSEQUENT~~Per ~~EVENTS~~Share

InThe Company computes income (loss) per share in accordance with FASB ASC ~~855-10~~260 ~~the~~“Earnings ~~Company~~per ~~has~~Share”. ~~analyzed~~Basic ~~its~~loss ~~operations~~per ~~subsequent~~share is computed by dividing net income (loss) available to ~~October~~common ~~31,~~shareholders ~~2023~~by ~~through~~the ~~January~~weighted ~~30,~~average ~~2024,~~number ~~and~~of ~~has~~outstanding ~~determined~~common ~~that~~shares itduring ~~does~~the ~~not~~period. ~~have~~Diluted ~~any~~income ~~material~~(loss) ~~subsequent~~per ~~events~~share gives effect to ~~disclose~~all indilutive ~~these~~potential ~~financial~~common ~~statements~~shares ~~other~~outstanding ~~than~~during ~~those~~the ~~described~~period. Dilutive ~~below~~loss per share excludes all potential common shares if their effect is anti-dilutive.

~~During~~As ~~November~~of ~~2023~~October ~~the~~31, ~~Company issued 797~~2024,~~000~~ ~~shares~~there ofwere ~~common~~no ~~stock~~potentially ~~for~~dilutive ~~cash~~debt ~~proceeds~~or ofequity ~~$15,940~~instruments atissued ~~$0.02~~or ~~per share~~outstanding.

20Stock-Based ~~Table of Contents~~Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

Recent Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying financial statements.

NOTE 4 – RELATED PARTY NOTE

As of October 31, 2024, the Company owed $18,065 to the Company’s director, Gaga Gvenetadze for the Company’s operating expenses ($4,065) and for the services provided by the Director to the Company ($14,000). The amount is outstanding and payable upon request.

F-11

Table of Contents

NOTE 5 – COMMON STOCK

The Company has 75,000,000, $0.001 par value shares of common stock authorized.

During September 2023 the Company issued 427,000 shares of common stock for cash proceeds of $8,540 at $0.02 per share.

During October 2023 the Company issued 868,000 shares of common stock for cash proceeds of $17,360 at $0.02 per share.

During November 2023 the Company issued 755,000 shares of common stock for cash proceeds of $15,100 at $0.02 per share.

During December 2023 the Company issued 42,000 shares of common stock for cash proceeds of $840 at $0.02 per share.

There were 8,092,000 and 7,295,000 shares of common stock issued and outstanding as of October 31, 2024 and 2023.

NOTE 6 – COMMITMENTS AND CONTINGENCIES

Our officer and director, Gaga Gvenetadze, has agreed to provide his own premise under office needs. He will not take any fee for these premises; it is for free use.

NOTE 7 – INCOME TAXES

The components of the Company’s provision for federal income tax for the years ended October 31, 2024 and 2023 consists of the following:

	October 31, 2024			October 31, 2023
Federal income tax benefit attributable to:
Current operations	$	43,707		$	9,412
Less: valuation allowance		(43,707	)		(9,412	)
Net provision for federal income taxes	$	-		$	-

The cumulative tax effect at the expected rate of 21% of significant items comprising our net deferred tax amount is as follows:

	October 31, 2024			October 31, 2023
Deferred tax asset attributable to:
Net operating loss carryover	$	9,178		$	1,977
Less: valuation allowance		(9,178	)		(1,977	)
Net deferred tax asset	$	-		$	-

Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of approximately $43,707 as of October 31, 2024, for federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years.

Our company is registered with the IRS and holds an EIN for tax purposes. We file all required tax returns as per federal and state regulations. As an online platform facilitating connections between tourists and independent guides, we operate as a service provider. The independent guides are responsible for managing their own tax obligations, including any state taxes related to income earned from tourism activities in Georgia. However, we will review the nexus implications and ensure compliance if any additional obligations arise for our platform.

NOTE 8 – SUBSEQUENT EVENTS

In accordance with ASC 855-10 the Company has analyzed its operations subsequent to October 31, 2024 through January 3, 2025, and has determined that it does not have any material subsequent events to disclose in these financial statements.

F-12

Table of Contents

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

As required by Rule 13a-15 under the Exchange Act, our management has carried out an evaluation, with the participation and under the supervision of our Chief Executive Officer and Chief Financial Officer, Gaga Gvenetadze, of the effectiveness of the design and operation of our disclosure controls and procedures as of October 31, 2024. Disclosure controls and procedures refer to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating and implementing possible controls and procedures.

Management conducted its evaluation of disclosure controls and procedures under the supervision of our Chief Executive Officer and our Chief Financial Officer. Based upon, and as of the date of this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of October 31, 2024.

Management’s Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. 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 the policies or procedures may deteriorate. Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of October 31, ~~2023~~2024, using the criteria established in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO - 2013").

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of October 31, ~~2023~~2024, the Company determined that there were control deficiencies that constituted material weaknesses, as described below.

1. Additionally, ~~The~~the ~~Company~~company does not have an adequate internal control structure or adequate oversight over financial reporting – The Company has only one member of management whom is also the Company’s sole director, therefore the Company lacks adequate segregation of duties. Further, the Company currently has no Audit Committee. ~~While~~Although not ~~being~~ legally ~~obligated~~required to ~~have~~establish an ~~audit~~Audit ~~committee~~Committee, ~~it is the~~ management’s ~~view~~believes that such a committee, including a financial expert ~~member~~, is an ~~utmost~~essential ~~important~~ entity -level control ~~over~~for the ~~Company~~company’s financial ~~statement~~statements. ~~Currently the Board of Directors acts in the capacity of the Audit Committee~~Finally, ~~and~~due ~~does not include a member that is considered~~ to ~~be independent of management to provide~~ the ~~necessary oversight over management’~~company's ~~activities. Lastly, due to the~~ minimal operations and small size, ~~of the Company~~ we have not employed individuals ~~that~~with ~~have~~ the ~~necessary~~ accounting knowledge and expertise required to ensure accurate financial reporting ~~under~~in accordance with US GAAP.

2. The Company lacks appropriate information technology controls – As of October 31, ~~2023~~2024, the Company retains copies of all financial data and material agreements; however, there is no formal procedure or evidence of normal backup of the Company’s data or off-site storage of data in the event of theft, misplacement, or loss due to unmitigated factors.

218 Table of Contents

Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.

As a result of the material weaknesses described above, management has concluded that the Company did not maintain effective internal control over financial reporting as of October 31, ~~2023~~2024 based on criteria established in Internal Control-Integrated Framework issued by COSO.

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 Commission’s 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 issuer’s 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.

Changes in Internal Controls over Financial Reporting

There has been no change in our internal control over financial reporting occurred during the year ended October 31, ~~2023~~2024, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information.

None.

22Item ~~Table~~9C. ofDisclosure ~~Contents~~Regarding Foreign Jurisdictions that Prevent Inspections.

~~PART~~Not ~~III~~applicable.

~~Item~~9 ~~10.~~Table ~~Directors, Executive Officers, and Control Persons~~ of ~~the Company~~Contents

~~DIRECTORS,~~PART ~~EXECUTIVE OFFICERS, AND CONTROL PERSONS~~III

~~The~~Item ~~names~~10. Directors, ~~ages~~Executive ~~and~~Officers ~~titles of our executive officers~~ and ~~directors~~Corporate ~~are as follows:~~Governance.

Name and Address of Executive Officer and/or Director	Age	Positions
Gaga Gvenetadze 24 Vazha-Pshavela St., Tbilisi, Georgia 0105	29	President, Secretary, Treasurer and Director

DIRECTORS, EXECUTIVE OFFICERS, AND CONTROL PERSONS

~~Set~~The ~~forth~~names, ~~below~~ages ~~is a brief description of the background~~ and ~~business~~titles ~~experience~~ of our executive officers and directors ~~for~~are ~~the~~as ~~past five years.~~follows:

Gaga Gvenetadze

Name and Address of Executive Officer and/or Director	Age	Positions
Gaga Gvenetadze 24 Vazha-Pshavela St., Tbilisi, Georgia 0105	31	President, Secretary, Treasurer and Director

Giorgi Sambadze Erekle 2 street 15, Telavi, GEO	24	Director

Irakli Tatarishvili Tengiz Sheshelidze street 34, Tbilisi, 0153, GEO	27	Director

~~Gaga~~Set ~~Gvenetadze~~forth ~~has~~below ~~acted~~is asa ~~our~~brief ~~President,~~description ~~Secretary, Treasurer and sole Director since our incorporation on July 27, 2021. Mr. Gvenetadze owns 100%~~ of the ~~outstanding~~background ~~shares of our common stock. As such, it was unilaterally decided that Mr. Gvenetadze was going to be our sole President, Chief Executive Officer, Treasurer,~~ and ~~Chief~~business ~~Financial~~experience ~~Officer, Chief Accounting Officer, Secretary and sole member~~ of our ~~board~~executive ofofficers ~~directors. Mr. Gvenetadze has a master’s degree from Georgian Technical University, Faculty of Informatics~~ and ~~Control~~directors ~~Systems in 2017. Since 2015 till 2020, he worked as a team lead software developer~~ for ~~“Evolution~~the ~~Gaming”,~~past ~~LLC.~~five ~~Since 2020 he has been working as a freelance software developer~~years. ~~We believe that Mr. Gvenetadze’s specific experience, qualifications and skills will enable to develop our business.~~

23Gaga ~~Table of Contents~~Gvenetadze

~~During~~Gaga ~~the~~Gvenetadze ~~past~~has ~~ten~~acted ~~years~~as our President, Secretary, Treasurer and sole Director from our incorporation on July 27, 2021 to August 13, 2024. Mr. Gvenetadze is our President, Chief Executive Officer, Treasurer, and Chief Financial Officer, Chief Accounting Officer, Secretary and member of our board of directors. Mr. Gvenetadze has ~~not~~a ~~been~~master’s ~~the~~degree ~~subject~~from toGeorgian ~~any~~Technical University, Faculty of ~~the~~Informatics ~~following~~and ~~events:~~Control Systems in 2017. Since 2015 till 2020, he worked as a team lead software developer for “Evolution Gaming”, LLC. Since 2020 he has been working as a freelance software developer. We believe that Mr. Gvenetadze’s specific experience, qualifications and skills will enable to develop our business.

1.10 ~~Any~~Table ~~bankruptcy petition filed by or against any business~~ of ~~which Mr. Gvenetadze was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time.~~ Contents

2.Irakli ~~Any conviction in a criminal proceeding or being subject to a pending criminal proceeding.~~Tatarishvili

3.On AnAugust ~~order~~13, ~~judgment~~2024, orMr. ~~decree,~~Irakli ~~not~~Tatarishvili ~~subsequently~~appointed ~~reversed,~~as ~~suspended~~a ordirector ~~vacated~~of the Company. Mr. Irakli Tatarishvili, orage ~~any~~27, ~~court~~has experience as the owner of ~~competent~~a ~~jurisdiction,~~tourist ~~permanently~~company. orIrakli ~~temporarily~~Tatarishvili ~~enjoining,~~has ~~barring~~acted as the owner of a freelance tour company from March 2020 to October 2023. Prior to this, ~~suspending~~Irakli orTatarishvili ~~otherwise~~worked ~~limiting~~at MrThe Akademicon Clinic from June 2018 to March 2020. ~~Gvenetadze’s~~Irakli ~~involvement~~Tatarishvili holds a degree in ~~any~~Business ~~type~~Administration offrom ~~business,~~Tbilisi ~~securities~~State orUniversity, ~~banking~~earned ~~activities~~in 2022. We believe that Irakli Tatarishvili’s diverse experience, qualifications, and skills will significantly contribute to the growth and development of our business

4.Giorgi Found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Future Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.Sambadze

5On September 17, 2024, Mr. ~~Was~~Giorgi ~~the~~Sambadze ~~subject~~appointed as a director of ~~any~~the ~~order,~~Company. Mr. ~~judgment~~Giorgi orSambadze, ~~decree~~age 24, ~~not~~has ~~subsequently~~experience ~~reversed,~~as ~~suspended~~the orowner ~~vacated,~~of a IT company. Giorgi Sambadze has acted as the owner of ~~any~~Telavi ~~Federal~~Soft orCompany ~~State~~from ~~authority~~January ~~barring,~~2021 ~~suspending~~to orOctober ~~otherwise~~2023. ~~limiting~~Giorgi ~~for~~Sambadze ~~more~~also ~~than~~worked 60as ~~days~~a ~~the~~consultant ~~right~~for Ardi Insurance from March 2019 to ~~engage~~January in2021. ~~any~~In ~~activity~~addition, ~~described~~Giorgi Sambadze holds a master’s degree from Ilia State University, earned in ~~paragraph~~2023. ~~(f)(3)(i)~~We ofbelieve ~~this~~that ~~section~~Giorgi Sambadze’s extensive experience, orqualifications, toand beskills ~~associated~~provide ~~with~~a ~~persons~~strong ~~engaged~~foundation infor ~~any~~contributing ~~such~~to ~~activity;~~and developing our business

~~6. Was~~During ~~found~~the bypast aten ~~court~~years ofour ~~competent~~directors ~~jurisdiction~~have innot abeen ~~civil action or by~~ the ~~Commission~~subject to ~~have violated~~ any ~~Federal~~of ~~or State securities law, and~~ the ~~judgment~~following inevents: ~~such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;~~

71. ~~Was~~ ~~the~~Any ~~subject~~bankruptcy ~~of,~~petition orfiled aby ~~party~~or ~~to,~~against any ~~Federal~~business orof ~~State~~which ~~judicial~~one orof ~~administrative~~our ~~order,~~directors ~~judgment,~~was ~~decree,~~a general partner or ~~finding,~~executive ~~not~~officer ~~subsequently~~either ~~reversed,~~at ~~suspended~~the time of the bankruptcy or ~~vacated,~~within ~~relating~~two toyears anprior ~~alleged~~to ~~violation~~that ~~of:~~time.

i2. Any ~~Federal~~conviction orin ~~State~~a ~~securities~~criminal proceeding or ~~commodities~~being ~~law~~subject orto ~~regulation;~~a orpending criminal proceeding.

ii3. ~~Any~~An ~~law~~order, judgment, or ~~regulation~~decree, ~~respecting~~not ~~financial~~subsequently ~~institutions~~reversed, suspended or ~~insurance~~vacated, ~~companies~~or ~~including,~~any ~~but~~court ~~not~~of ~~limited~~competent tojurisdiction, apermanently ~~temporary~~ or ~~permanent~~temporarily ~~injunction~~enjoining, ~~order~~barring, ofsuspending ~~disgorgement~~ or ~~restitution,~~otherwise ~~civil~~limiting ~~money~~our ~~penalty~~directors’ orinvolvement ~~temporary~~in orany ~~permanent~~type ~~cease-and-desist~~of ~~order~~business, orsecurities ~~removal~~ or ~~prohibition~~banking ~~order; or~~activities.

~~iii~~4. ~~Any~~Found ~~law~~by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or ~~regulation~~the ~~prohibiting~~Commodity ~~mail~~Future Trading Commission to have violated a federal or ~~wire~~state ~~fraud~~securities or ~~fraud~~commodities inlaw, ~~connection~~and ~~with~~the ~~any~~judgment ~~business~~has ~~entity;~~not been reversed, suspended or vacated.

85. Was the subject of, orany ~~a party to~~order, ~~any~~judgment ~~sanction~~ or ~~order~~decree, not subsequently reversed, suspended or vacated, of any ~~self-regulatory~~Federal ~~organization~~or ~~(as~~State ~~defined~~authority inbarring, ~~Section~~suspending ~~3(a)(26)~~or ofotherwise ~~the~~limiting ~~Exchange~~for ~~Act~~more ~~(15~~than ~~U.S.C.~~60 ~~78c(a)(26))),~~days ~~any~~the ~~registered~~right ~~entity~~to ~~(as~~engage ~~defined~~ in ~~Section~~any ~~1(a)(29)~~activity ofdescribed ~~the~~in ~~Commodity~~paragraph ~~Exchange Act~~ (~~7 U.S.C. 1~~f)(a3)(29i)~~)),~~ orof ~~any~~this ~~equivalent exchange~~section, ~~association, entity~~ or ~~organization~~to ~~that~~be ~~has~~associated ~~disciplinary~~with ~~authority over its members or~~ persons ~~associated~~engaged ~~with~~in aany ~~member.~~such activity;

~~DIRECTOR~~6. Was ~~INDEPENDENCE~~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;

We7. Was ~~are~~the ~~not~~subject ~~required~~of, or a party to, ~~have~~any ~~independent~~Federal ~~members~~or ofState ~~our~~judicial ~~Board~~or ofadministrative ~~Directors~~order, ~~and~~judgment, dodecree, ~~not~~or ~~anticipate~~finding, ~~having~~not ~~independent~~subsequently ~~Directors~~reversed, ~~until~~suspended ~~such~~or ~~time~~vacated, asrelating weto ~~are~~an ~~required~~alleged toviolation doof: ~~so.~~

~~INVOLVEMENT~~i. INAny ~~CERTAIN~~Federal ~~LEGAL~~or ~~PROCEEDINGS~~State securities or commodities law or regulation; or

Noii. ~~director,~~Any ~~executive~~law ~~officer,~~or ~~significant~~regulation ~~employee~~respecting financial institutions or ~~control~~insurance ~~person~~companies ofincluding, ~~the~~but ~~Company~~not ~~has~~limited ~~been~~to, ~~involved~~a intemporary ~~any~~or ~~legal~~permanent ~~proceeding~~injunction, ~~listed~~order inof ~~Item~~disgorgement ~~401(f)~~or ofrestitution, ~~Regulation~~civil Smoney penalty or temporary or permanent cease-Kand-desist inorder, ~~the~~or ~~past~~removal 10or ~~years.~~prohibition order; or

~~AUDIT~~iii. ~~COMMITTEE,~~Any ~~COMPENSATION~~law ~~COMMITTEE,~~or ~~AND~~regulation ~~FINANCIAL~~prohibiting ~~EXPERT~~mail or wire fraud or fraud in connection with any business entity; or

~~Our~~8. ~~Company~~Was ~~currently~~the ~~does~~subject ~~not~~of, ~~have~~or ~~nominating~~a party to, ~~compensation~~any sanction or ~~audit~~order, ~~committees~~not orsubsequently ~~committees~~reversed, ~~performing~~suspended ~~similar~~or ~~functions~~vacated, ~~nor~~of ~~does~~any ~~our~~self-regulatory ~~Company~~organization ~~have~~(as adefined ~~written~~in ~~nominating,~~Section ~~compensation~~3(a)(26) orof ~~audit~~the ~~committee~~Exchange ~~charter~~Act (15 U.S.C. ~~Our~~78c(a)(26))), ~~Directors~~any ~~believe~~registered ~~that~~entity it(as isdefined ~~not~~in ~~necessary~~Section to1(a)(29) ~~have~~of ~~such~~the ~~committees~~Commodity Exchange Act (7 U.S.C. 1(a)(29))), ator ~~this~~any ~~time~~equivalent exchange, ~~because~~association, ~~the~~entity ~~functions~~or oforganization ~~such~~that ~~committees~~has ~~can~~disciplinary beauthority ~~adequately~~over ~~performed~~its bymembers ~~the~~or ~~sole~~persons ~~director~~associated with a member.

24DIRECTOR ~~Table of Contents~~INDEPENDENCE

~~Our~~We ~~Company~~are ~~does~~ not ~~have~~required ~~any defined policy or procedural requirements for shareholders~~ to ~~submit~~have ~~recommendations~~independent ormembers ~~nominations for Directors. The sole director believes that, given the stage~~ of our ~~development,~~Board ~~a specific nominating policy would be premature and~~ of ~~little~~Directors, ~~assistance until our business operations develop to a more advanced level. Our Company does not currently have any specific or minimum criteria for the election of nominees to the sole director~~ and we do not ~~have~~anticipate ~~any~~having ~~specific~~independent ~~process~~Directors oruntil ~~procedure for evaluating~~ such ~~nominees.~~time ~~The~~as ~~sole~~we ~~director~~are ~~will~~required ~~assess~~to ~~all~~do ~~candidates, whether submitted by management or shareholders, and make recommendations for election or appointment~~so.

AINVOLVEMENT ~~shareholder~~IN ~~who~~CERTAIN ~~wishes~~LEGAL ~~to communicate with our sole director may do so by directing a written request addressed to our president and director, at the address appearing on the first page of this prospectus.~~PROCEEDINGS

~~CODE~~No OFdirector, ~~ETHICS~~executive officer, significant employee or control person of the Company has been involved in any legal proceeding listed in Item 401(f) of Regulation S-K in the past 10 years.

~~The~~11 ~~Company~~Table ~~has not adopted a formal written code~~ of ~~ethics due to the small size of the organization and start-up nature, along with the fact that the Company’s sole employee is also the sole member of management and sole director.~~ Contents

~~Item~~AUDIT ~~11.~~COMMITTEE, ~~Executive~~COMPENSATION ~~Compensation~~COMMITTEE, AND FINANCIAL EXPERT

~~EXECUTIVE~~Our ~~COMPENSATION~~company ~~SUMMARY~~currently ~~COMPENSATION~~does ~~TABLE~~not have nominating, compensation, or audit committees, nor committees performing similar functions. Additionally, our company does not have a written charter for these committees. Our directors believe that such committees are unnecessary at this time, as their functions can be adequately performed by the three directors.

Our Company does not have any established policy or procedural requirements for shareholders to submit recommendations or nominations for Directors. The ~~following~~three ~~table~~Directors ~~sets~~believe ~~forth~~that, ~~information~~given ~~regarding~~our ~~each~~stage ~~element~~of development, a formal nominating policy would be premature and of ~~compensation~~limited ~~that~~value weuntil ~~paid~~our business operations reach a more advanced level. Currently, our Company does not have specific or ~~awarded~~minimum criteria for the election of nominees to ~~our~~the ~~named~~Board ~~executive~~of ~~officers~~Directors, nor do we have a set process or procedure for ~~fiscal~~evaluating ~~years~~such ~~October~~nominees. 31The three Directors will assess all candidates, ~~2023~~whether submitted by management or shareholders, and ~~2022:~~will make recommendations for election or appointment as appropriate.

Name andPrincipalPosition	Period	Salary($)		Bonus($)		StockAwards($)*		OptionAwards($)*		Non-EquityIncentive PlanCompensation($)		NonqualifiedDeferredCompensation($)		All OtherCompensation($)		Total($)
Gaga Gvenetadze, President,	2023		0		0		0		0		0		0		0		0
Director, Treasurer and Secretary	2022		0		0		0		0		0		0		0		0

A shareholder who wishes to communicate with our three directors may do so by directing a written request addressed to our president and director, at the address appearing on the first page of this prospectus.

~~Our~~CODE ~~sole~~OF officer and director has not received monetary compensation since our inception to the date of this Form 10-K. We currently do not pay any compensation to any officer or any member of our board of directors.ETHICS

~~EMPLOYMENT~~The ~~AGREEMENTS~~Company has not adopted a formal written code of ethics due to the small size of the organization and start-up nature, along with the fact that the Company’s employee is also the sole member of management and one of three directors.

~~There~~Item ~~are~~11. noExecutive ~~current employment agreements between the company and its officers~~Compensation.

~~Mr.~~EXECUTIVE ~~Gvenetadze~~COMPENSATION ~~currently~~SUMMARY ~~devotes~~COMPENSATION approximately twenty hours per week to manage the affairs of the Company. He has agreed to work with no remuneration until such time as the company receives sufficient revenues necessary to provide management salaries. At this time, we cannot accurately estimate when sufficient revenues will occur to implement this compensation, or what the amount of the compensation will be.TABLE

~~There~~The ~~are~~following notable ~~annuity,~~sets ~~pension~~forth orinformation ~~retirement~~regarding ~~benefits~~each ~~proposed~~element ~~to be paid to the officer or director or employees in the event~~ of ~~retirement~~compensation atthat ~~normal~~we ~~retirement~~paid ~~date pursuant to any presently existing plan provided~~ or ~~contributed~~awarded to byour ~~the~~named ~~company~~executive orofficers ~~any~~for offiscal ~~its~~years ~~subsidiaries~~October 31, if2024 ~~any.~~and 2023:

25 Table of Contents

Name and Principal Position	Period	Salary ($)		Bonus ($)		Stock Awards ($)*		Option Awards ($)*		Non-Equity Incentive Plan Compensation ($)		Nonqualified Deferred Compensation ($)		All Other Compensation ($)		Total ($)
Gaga Gvenetadze, President, Director, Treasurer and Secretary	2024		0		0		0		0		0		0		0		0
	2023		0		0		0		0		0		0		0		0

Giorgi Sambadze, Director	2024		0		0		0		0		0		0		0		0
Giorgi Sambadze, Director	2023		0		0		0		0		0		0		0		0

Irakli Tatarishvili, Director	2024		0		0		0		0		0		0		0		0
Irakli Tatarishvili, Director	2023		0		0		0		0		0		0		0		0

~~Item~~Our ~~12.~~officers ~~Security~~and ~~Ownership~~directors have not received monetary compensation since our inception to the date of ~~Certain~~this ~~Beneficial~~Form ~~Owners~~10-K. ~~and~~We ~~Management~~currently ~~and~~do ~~Related~~not ~~Stockholder~~pay ~~Matters~~any compensation to any officer or any member of our board of directors.

~~The~~EMPLOYMENT following table lists, as of the date of this form 10-K, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon information furnished by each person using "beneficial ownership" concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days.AGREEMENTS

~~Under~~There ~~the~~are ~~Securities~~no ~~and~~current ~~Exchange~~employment ~~Commission~~agreements ~~rules,~~between ~~more than one person may be deemed to be a beneficial owner of~~ the ~~same~~company ~~securities,~~ and aits ~~person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary beneficial interest~~officers. ~~Except as noted below, each person has sole voting and investment power.~~

~~The~~Mr. ~~percentages~~Gvenetadze ~~below~~currently ~~are~~devotes ~~calculated~~approximately ~~based~~twenty onhours ~~7,295,000~~per ~~shares~~week to manage the affairs of ~~our~~the ~~common~~Company. ~~stock~~He ~~issued~~has ~~and~~agreed ~~outstanding~~to aswork ofwith no remuneration until such time as the ~~date~~company ofreceives ~~this~~sufficient ~~Form~~revenues ~~10-K.~~necessary Weto doprovide ~~not~~management ~~have~~salaries. ~~any~~At ~~outstanding~~this ~~warrant~~time, ~~options~~we orcannot ~~other~~accurately ~~securities~~estimate ~~exercisable~~when ~~for~~sufficient revenues will occur to implement this compensation, or ~~convertible~~what ~~into~~the ~~shares~~amount of ~~our~~the ~~common~~compensation ~~stock~~will be.

Title of class		Name and Address ofBeneficial Owner		Amount and Nature of BeneficialOwnership				Percent ofCommon Stock
Common Stock		Gaga Gvenetadze			6,000,000				82	%

Mr. Giorgi Sambadze and Mr. Irakli Tatarishvili are independent directors and are not employees of the company.

~~Item~~There ~~13.~~are ~~Certain~~no ~~Relationships~~annuity, ~~and~~pension ~~Related~~or ~~Transactions~~retirement benefits proposed to be paid to the officer or director or employees in the event of retirement at normal retirement date pursuant to any presently existing plan provided or contributed to by the company or any of its subsidiaries, if any.

On12 ~~August~~Table ~~1, 2021, we issued a total~~ of ~~6,000,000 shares of restricted common stock to Gaga Gvenetadze, our sole officer and director in consideration of $6,000.~~Contents

~~Further,~~Item Mr12. ~~Gvenetadze~~Security ~~has~~Ownership ~~advanced funds to us. As~~ of ~~October~~Certain ~~31,~~Beneficial ~~2023,~~Owners ~~Mr.~~and ~~Gvenetadze~~Management advanced us $4,370. Mr. Gvenetadze will not be repaid from the proceeds of this offering. There is no due date for the repayment of the funds advanced by Mr. Gvenetadze. Mr. Gvenetadze will be repaid from revenues of operations if and ~~when~~Related weStockholder ~~generate revenues to pay the obligation~~Matters. There is no assurance that we will ever generate revenues from our operations. The obligation to Mr. Gvenetadze does not bear interest. There is no written agreement evidencing the advancement of funds by Mr. Gvenetadze or the repayment of the funds to Mr. Gvenetadze. The entire transaction was oral.

~~Item~~The 14following table lists, as of the date of this form 10-K, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. ~~Principal~~Information ~~Accountant~~relating ~~Fees~~to beneficial ownership of common stock by our principal shareholders and ~~Services~~management is based upon information furnished by each person using "beneficial ownership" concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days.

~~The~~Under ~~following~~the ~~table~~Securities ~~sets~~and ~~forth~~Exchange ~~the~~Commission ~~fees~~rules, ~~billed~~more than one person may be deemed to ~~our~~be ~~company~~a ~~for~~beneficial ~~the~~owner ~~years~~of ~~ended~~the ~~October~~same 31securities, ~~2023~~ and ~~2022~~a ~~for~~person ~~professional~~may ~~services~~be ~~rendered~~deemed byto ~~FRUCI~~be &a ~~ASSOCIATES~~beneficial ~~II,~~owner ~~PLLC~~of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, ~~the~~each ~~independent~~person ~~auditor:~~has sole voting and investment power.

Fees	2023		2022
Audit Fees	$	11,521	$	11,750
Audit Related Fees		-		-
Tax Fees		-		-
Other Fees		-		-
Total Fees	$	11,521	$	11,750

The percentages below are calculated based on 8,092,000 shares of our common stock issued and outstanding as of the date of this Form 10-K. We do not have any outstanding warrant, options or other securities exercisable for or convertible into shares of our common stock.

26 Table of Contents

Title of class

Name and Address of

Beneficial Owner

Amount and Nature of Beneficial

Ownership

Percent of

Common Stock

Common Stock

Gaga Gvenetadze

6,000,000

~~Item~~On ~~15.~~August ~~Exhibits~~1, 2021, we issued a total of 6,000,000 shares of restricted common stock to Gaga Gvenetadze, our sole at that time officer and director in consideration of $6,000.

31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).
32.1		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

Further, Mr. Gvenetadze has advanced funds to us. As of October 31, 2024, Mr. Gvenetadze advanced us $4,065. There is no due date for the repayment of the funds advanced by Mr. Gvenetadze. Mr. Gvenetadze will be repaid from revenues of operations if and when we generate revenues to pay the obligation. There is no assurance that we will ever generate revenues from our operations. The obligation to Mr. Gvenetadze does not bear interest. There is no written agreement evidencing the advancement of funds by Mr. Gvenetadze or the repayment of the funds to Mr. Gvenetadze. The entire transaction was oral.

27Item ~~Table~~14. ofPrincipal ~~Contents~~Accountant Fees and Services.

~~SIGNATURES~~The following table sets forth the fees billed to our company for the years ended October 31, 2024 and 2023 for professional services rendered by FRUCI & ASSOCIATES II, PLLC, the independent auditor:

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized in Tbilisi, Georgia on January 30, 2024.

Fees	2024		2023
Audit Fees	$	15,000	$	11,521
Audit Related Fees		-		-
Tax Fees		-		-
Other Fees		-		-
Total Fees	$	15,000	$	11,521

~~KHEOBA~~13 ~~CORP.~~Table ~~By:~~of ~~/s/ Gaga Gvenetadze Name: Gaga Gvenetadze Title: President (Principal Executive, Financial and Accounting Officer)~~Contents

28PART IV

Item 15. Exhibits and Financial Statement Schedules.

31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).
32.1		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Item 16. Form 10-K Summary.

None.

Table of Contents

SIGNATURES

	KHEOBA CORP.

	By:	/s/ Gaga Gvenetadze
	Name:	Gaga Gvenetadze
	Title:	President
		(Principal Executive, Financial and Accounting Officer)

	By:	/s/ Irakli Tatarishvili
	Name:	Irakli Tatarishvili
	Title:	Director

	By:	/s/ Giorgi Sambadze
	Name:	Giorgi Sambadze
	Title:	Director

Filing Compare · KHEOBA CORP.