UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~January~~April 3130, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from_________to_________

Commission File No. 000-56557

GLOBAL LEADERS CORP.

(Exact name of registrant as specified in its charter)

Nevada None (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

Nevada

65-0386288

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

Units 2613-18, 26/F., Shui On Centre

6-8 Harbour Road, Wanchai

Hong Kong

(Address of principal executive offices, zip code)

Tel: (852) 8102 3633

(Registrant’s telephone number, including area code)

Indicate by check mark whether the issuer (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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 ☐ Non-accelerated Filer ☒ Smaller reporting company ☒ Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12,13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☒. No ☐

APPLICABLE ONLY TO CORPORATE ISSUERS

As of ~~March~~June 11, 2024, there were 154,394,750 shares of Common Stock, $0.0001 par value per share, outstanding.

GLOBAL LEADERS CORP.

QUARTERLY

REPORT ON FORM 10-Q FOR THE PERIOD

ENDED ~~JANUARY~~APRIL 3130, 2024

INDEX

			Page
Part I. Financial Information			4
	Item 1.	Financial Statements	4
		Condensed Consolidated Balance Sheets as of January 31, 2024 (Unaudited) and October 31, 2023	4
		Condensed Consolidated Balance Sheets as of April 30, 2024 (Unaudited) and October 31, 2023	4
		Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - Three months ended January 31, 2024 and 2023	5
		Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - Three and six months ended April 30, 2024 and 2023	5
		Condensed Consolidated Statements of Stockholders’ Equity (Deficit) (Unaudited) - Three months ended January 31, 2024 and 2023	6
		Condensed Consolidated Statements of Stockholders’ Equity (Deficit) (Unaudited) - Three and six months ended April 30, 2024 and 2023	6
		Condensed Consolidated Statements of Cash Flows (Unaudited) - Three months ended January 31, 2024 and 2023	7
		Condensed Consolidated Statements of Cash Flows (Unaudited) - Six months ended April 30, 2024 and 2023	7
		Notes to Condensed Consolidated Financial Statements (Unaudited) - Three months ended January 31, 2024 and 2023	8
		Notes to Condensed Consolidated Financial Statements (Unaudited) - Three and six months ended April 30, 2024 and 2023	8
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1213
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	1415
	Item 4.	Controls and Procedures	1415
Part II. Other Information			1516
	Item 1.	Legal Proceedings	1516
	Item 1A.	Risk Factors	1516
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	1516
	Item 3.	Defaults Upon Senior Securities	1516
	Item 4.	Mine Safety Disclosures	1516
	Item 5.	Other Information	1516
	Item 6.	Exhibits	1617
Signatures			1718

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q of Global Leaders Corp., a Nevada corporation (the “Company”), contains “forward-looking statements,” as defined in the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results.

Our management has included projections and estimates in this Form 10-Q, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions, and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward - looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

GLOBAL LEADERS CORP.

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF ~~JANUARY~~APRIL 3130, 2024 AND OCTOBER 31, 2023

(Expressed in U.S. Dollars)

	January 31, 2024			October 31, 2023
	April 30, 2024			October 31, 2023
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	159,~~187~~150		$	1,874
Prepaid expenses		42,~~607~~703			2,871
Prepaid expense to related party		1,~~921~~918			1,915
Total currents assets		7,715			6,660
Prepaid expense		1,918			1,915
TOTAL ASSETS	$	7,715		$	6,660
Total currents assets		63,771			6,660
TOTAL ASSETS	$	63,771		$	6,660
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accrued liabilities	$	-		$	10,000
Due to officer/principal shareholder		58122,~~838~~664			25,563
Total current liabilities		58122,~~838~~664			35,563
Commitments and Contingencies		-			-
STOCKHOLDERS’ DEFICIT
Preferred stock, $0.0001 par value; 200,000,000 shares authorized; no shares issued and outstanding at January 31, 2024 and October 31, 2023
Preferred stock, $0.0001 par value; 200,000,000 shares authorized; no shares issued and outstanding at April 30, 2024 and October 31, 2023
Common Stock, $0.0001 par value, 600,000,000 shares authorized; 154,394,750 shares issued and outstanding at January 31, 2024 and October 31, 2023, respectively		15,439			15,439
Common Stock, $0.0001 par value, 600,000,000 shares authorized; 154,394,750 shares issued and outstanding at April 30, 2024 and October 31, 2023, respectively		15,439			15,439
Additional paid in capital		1,424,320			1,424,320
Accumulated other comprehensive income		3,332			3,332
Accumulated deficit		(1,~~494~~501,~~214~~984	)		(1,471,994	)
Total stockholders’ deficit		(5158,~~123~~893	)		(28,903	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	763,~~715~~771		$	6,660

See accompanying notes to the condensed consolidated financial statements.

GLOBAL LEADERS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE THREE AND SIX MONTHS ENDED ~~JANUARY~~APRIL 3130, 2024 AND 2023

(Expressed in U.S. Dollars)

(Unaudited)

	2024			2023			2024			2023
	Three months ended January 31,
	Three months ended April 30,						Six months ended April 30,
	2024			2023			2024			2023
Revenues:
Service revenue	$	7,678		$	-
Service revenues	$	5,112		$	-		$	12,790		$	-
Total revenue		75,~~678~~112			-			12,790			-
Operating expenses:
Operating costs and expenses:
General and administrative-related parties		8,755			146,342
Cost of service revenues		-			-			-			-
General and administrative-other		21,143			46,102
General and administrative-related parties		5,754			107,558			14,509			253,900
Total operating expenses		29,898			192,444
General and administrative-other		7,128			30,703			28,271			76,805
Loss from operations		(22,220	)		(192,444	)
Total operating costs and expenses		12,882			138,261			42,780			330,705
Net loss		(22,220	)		(192,444	)
Loss from operations		(7,770	)		(138,261	)		(29,990	)		(330,705	)
Other comprehensive income or loss:
Net loss		(7,770	)		(138,261	)		(29,990	)		(330,705	)
-Foreign currency translation income or loss		-			-
Other comprehensive income:
Comprehensive loss	$	(22,220	)	$	(192,444	)
-Foreign currency translation income		-			-			-			-
Net loss per common share - basic and diluted	$	(0.00	)	$	(0.00	)
Comprehensive loss	$	(7,770	)	$	(138,261	)	$	(29,990	)	$	(330,705	)
Weighted average common shares outstanding - basic and diluted		154,394,750			154,394,750
Basic and diluted net loss per share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average number of shares outstanding		154,394,750			154,394,750			154,394,750			154,339,021

See accompanying notes to the condensed consolidated financial statements.

GLOBAL LEADERS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE THREE AND SIX MONTHS ENDED ~~JANUARY~~APRIL 3130, 2024 AND 2023

(Expressed in U.S. Dollars)

Three months ended ~~January~~April 3130, 2024 (Unaudited)

	Number		Amount		Capital		Income		Deficit			Deficit
	Common Stock				Additional Paid-in		Accumulated Other Comprehensive		Accumulated			Total Stockholders’
	Number		Amount		Capital		Income		Deficit			Deficit
Balance, October 31, 2023		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,471,994	)	$	(28,903	)
Net loss		-		-		-		-		(22,220	)		(22,220	)
Balance, January 31, 2024 (Unaudited)		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,494,214	)	$	(51,123	)
Net loss		-		-		-		-		(7,770	)		(7,770	)
Balance, April 30, 2024 (Unaudited)		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,501,984	)	$	(58,893	)

~~Three~~Six months ended ~~January~~April 3130, ~~2023~~2024 (Unaudited)

	Common Stock				Additional Paid-in		Accumulated Other Comprehensive		Accumulated			Total Stockholders’ ~~Equity~~
	Number		Amount		Capital		Income		Deficit			(Deficit)
Balance, October 31, 2022		153,726,000	$	15,372	$	889,387	$	3,332	$	(971,550	)	$	(63,459	)
Balance, October 31, 2023		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,471,994	)	$	(28,903	)
balance		153,726,000	$	15,372	$	889,387	$	3,332	$	(971,550	)	$	(63,459	)
Net loss		-		-		-		-		(29,990	)		(29,990	)
Common Stock issued for cash in private placements		668,750		67		534,933		-		-			535,000
Balance, April 30, 2024 (Unaudited)		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,501,984	)	$	(58,893	)
Net loss		-		-		-		-		(192,444	)		(192,444	)
Balance, January 31, 2023 (Unaudited)		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,163,994	)	$	279,097
balance		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,163,994	)	$	279,097

Three months ended April 30, 2023 (Unaudited)

	Common Stock				Additional Paid-in		Accumulated Other Comprehensive		Accumulated			Total Stockholders’
	Number		Amount		Capital		Income		Deficit			Equity
Balance, January 31, 2023 (Unaudited)		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,163,994	)	$	279,097
Net loss		-		-		-		-		(138,261	)		(138,261	)
Balance, April 30, 2023 (Unaudited)		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,302,255	)	$	140,836

Six months ended April 30, 2023 (Unaudited)

	Common Stock				Additional Paid-in		Accumulated Other Comprehensive		Accumulated			Total Stockholders’ Equity’
	Number		Amount		Capital		Income		Deficit			(Deficit)
Balance, October 31, 2022		153,726,000	$	15,372	$	889,387	$	3,332	$	(971,550	)	$	(63,459	)
Common Stock issued for cash in private placements		668,750		67		534,933		-		-			535,000
Net loss		-		-		-		-		(330,705	)		(330,705	)
Balance, April 30, 2023 (Unaudited)		154,394,750	$	15,439	$	1,424,320	$	3,332	$	(1,302,255	)	$	140,836

See accompanying notes to the condensed consolidated financial statements.

GLOBAL LEADERS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE ~~THREE~~SIX MONTHS ENDED ~~JANUARY~~APRIL 3130, 2024 AND 2023

(Expressed in U.S. Dollars)

(Unaudited)

	2024			2023
	Three months ended January 31,
	Six months ended April 30,
	2024			2023
Cash Flows From Operating Activities
Net loss	$	(2229,~~220~~990	)	$	(~~192~~330,~~444~~705	)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in operating assets and liabilities:
Prepaid expenses		(1,736	)		875
Prepaid expense to related party		(3	)		-
Prepaid expense to related party		(6	)		(33,947	)
Prepaid expenses		168			1,418
Accrued liabilities		(10,000	)		(96,~~785~~178	)
Net cash used in operating activities		(3339,~~962~~825	)		(~~235~~335,~~301~~465	)
Cash Flows From Financing Activities
Advances from (repayment to) officer/principal shareholder		3397,~~275~~101			(49,968	)
Proceeds from shares issued for cash in private placements		-			535,000
Net cash provided by financing activities		3397,~~275~~101			485,032
Effect of exchange rate changes in cash and cash equivalents		-			-
Net change in cash and cash equivalents		~~(687~~57,276	)		~~249~~149,~~731~~567
Cash and cash equivalents, beginning of period		1,874			797
Cash and cash equivalents, ending of period	$	159,~~187~~150		$	~~250~~150,~~528~~364
Supplementary Cash Flow Information
Cash paid for:
Interest	$	-		$	-
Income taxes		-			-

See accompanying notes to the condensed consolidated financial statements.

GLOBAL LEADERS CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED ~~JANUARY~~APRIL 3130, 2024 AND 2023

(Expressed in U.S. Dollars)

(Unaudited)

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of business

Global Leaders Corporation, a Nevada corporation (the “Company”), is principally engaged in provision of consultancy services to management executives of small and medium enterprises (SMEs) and startup companies in Hong Kong. In the last quarter of 2023, the Company has initiated a comprehensive range of environmental, social, and governance (ESG) and sustainability programs and solutions tailored to the needs of SMEs in the Guangdong-Hong Kong-Macao Greater Bay Area (GBA), in response to the growing importance of sustainability. The Company was incorporated in the State of Nevada on July 20, 2020.

Mr. Yip Hoi Hing Peter (“Mr. Peter Yip”), founder of the Company, currently holds the positions of Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director of the Company, respectively.

Inflation and other global risks

As a result of the COVID-19 pandemic and actions taken to slow its spread, the ongoing military conflict between Russia and Ukraine, the armed conflict in Sudan, and other geopolitical and macroeconomic factors beyond our control, the global credit and financial markets have experienced extreme volatility, including diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in unemployment rates and uncertainty about economic stability.

Higher inflation, the actions by the Federal Reserve Bank to address inflation, most notably continuing increases in interest rates, and rising food and energy prices in combination with higher labor costs create uncertainty about the future economic environment. The implications of higher government deficits and debt, tighter monetary policy, and higher long-term interest rates may drive a higher cost of capital for the business and an increase in the Company’s operating expenses. It is possible that deterioration in credit and financial markets and confidence in economic conditions will occur. If equity and credit markets deteriorate, it may affect our ability to raise equity capital, borrow on our existing facilities, access our existing cash, or make any additional necessary debt or equity financing more difficult to obtain, more costly and/or more dilutive.

Going concern

The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of ~~assets~~ assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying condensed consolidated financial statements, for the ~~three~~six months ended ~~January~~April 3130, 2024, the Company incurred a net loss of $2229,~~220~~ 990 and used cash in operating activities of $3339,~~962~~ 825 and at ~~January~~April 3130, 2024, the Company had a stockholders’ deficit of $5158,~~123~~893. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that these financial statements are issued. In addition, the Company’s independent registered public accounting firm, in its report on the Company’s October 31, 2023 financial statements, raised substantial doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. These financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

As of ~~January~~April 3130, 2024, the Company’s cash balance was $159,~~187~~150. Management estimates that the current funds on hand will be sufficient to continue operations through the next three months. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to implement its business plans and continue receiving financial support from its officers and shareholders. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company can obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.

Basis of presentation and consolidation

The accompanying unaudited condensed consolidated financial statements as of and for the three and six months ended ~~January~~April 3130, 2024 and 2023, have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The consolidated balance sheet as of October 31, 2023, included herein was derived from the audited consolidated financial statements as of that date, included in the Company’s Annual Report on Form 10-K filed with the SEC. These financial statements should be read in conjunction with that report.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods have been included. The results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full fiscal year ending October 31, 2024.

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Global Leaders Corporation, a company incorporated in Anguilla (“GLC Anguilla”). Intercompany accounts and transactions have been eliminated in consolidation.

Use of estimates

The 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, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting year. Actual results could differ from those estimates. Significant estimates include estimates for the accrual of potential liabilities.

Revenue recognition

The Company recognizes revenue following the five-step model prescribed by Accounting Standards Codification (ASC) 606, “Revenue from Contracts”, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.

The Company’s revenue consists of revenue from providing educational services (“service revenue”). Revenue is recognized in the period in which the services are delivered, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue. Additionally, to date, the Company has not incurred incremental costs in obtaining a client contract.

Cash and cash equivalents

Cash consists of funds on hand and held in bank accounts. Cash equivalents includes demand deposits placed with banks or other financial institutions and all highly liquid investments with original maturities of three months or less, including money market funds. The Company had no cash equivalents as at ~~January~~April 3130, 2024 and October 31, 2023.

SCHEDULE OF CASH AND CASH EQUIVALENTS

	As of January 31, 2024		As of October 31, 2023
	As of April 30, 2024		As of October 31, 2023
	(Unaudited)
Cash
Denominated in United States Dollars	$	~~620~~10,381	$	707
Denominated in Hong Kong Dollars		~~567~~48,769		1,167
Cash and cash equivalents	$	159,~~187~~150	$	1,874

Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash. As of ~~January~~April 3130, 2024, substantially all the Company’s cash was held by a major financial institution located in Hong Kong, which management believes is of high credit quality.

Fair value measurements

The Company follows the guidance of ASC 820-10, “Fair Value Measurements and Disclosures”, with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

Level 1 : Observable inputs such as quoted prices in active markets;

Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

The Company believes the carrying amount reported in the balance sheet for cash and cash equivalents, prepaid expenses and other current assets, accrued liabilities, due to officer/principal shareholder, and due from or due to a related party, approximate their fair values because of the short-term nature of these financial instruments.

910

Foreign currency translation

The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiary uses Hong Kong Dollars (“HK$”) as its functional currency and maintains its books and records in the reporting currency US$, respectively.

In general, for consolidation purposes, assets and liabilities of the Company’s subsidiaries whose functional currency is not the US$, are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated other comprehensive income or loss within stockholders’ equity.

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the period:

	As of and for the three months ended January 31,
	As of and for the six months ended April 30,
	2024		2023
Period-end HK$ : US$1 exchange rate		7.82		7.8485
Period-average HK$ : US$1 exchange rate		7.8182		7.8283

Net loss per share

The Company calculates net loss per share in accordance with ASC Topic 260, “Earnings per Share.” Basic loss per share is computed by dividing the net income or loss by the weighted-average number of common shares outstanding during the period. Diluted loss per share is computed like basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive. As of ~~January~~April 3130, 2024, the Company has no potentially dilutive securities, such as options or warrants, outstanding.

Concentrations

For the ~~periods~~three and six months ended ~~January~~April 3130, 2024, ~~and~~two ~~2023, three~~ vendors accounted for 9480% (3445%, ~~31%~~ and 2935%) and ~~two~~three vendors accounted for 7690% (7034%, 33% and 623%) of the Company’s operating costs and expenses, respectively.

For the three and six months ended April 30, 2023, one vendor accounted for 73% and 71% of the Company’s operating costs and expenses, respectively.

Recent Accounting Pronouncements

In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU”). This ASU reduces the number of accounting models for convertible debt instruments and convertible preferred stock and amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. In addition, this ASU improves and amends the related earnings per share guidance. This standard becomes effective for the Company beginning on November 1, 2024. Adoption is either a modified retrospective method or a fully retrospective method of transition. The Company adopted this guidance effective November 1, 2023, and the adoption of this standard did not have a material impact on its consolidated financial statements.

Other recent accounting guidance issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

1011

NOTE 2 – STOCKHOLDERS DEFICIT

During the three and six months ended ~~January~~April 3130, 2024, the Company did not issue any shares of Common Stock.

In November 2022, the Company sold 668,750 shares of ~~restricted~~ Common Stock to eighteen individuals in a private placement at a price of $0.80 per share, for total proceeds of $535,000. The proceeds will be used to fund expansion of the Company’s operations.

NOTE 3 - RELATED PARTY TRANSACTIONS

Mr. Yip Hoi Hing Peter (“Mr. Peter Yip”), our Chief Executive Officer, Chief Financial Officer, and Director, and his spouse, and two companies owned by Mr. Peter Yip, CS Global Consultancy Limited (“CS Global”) and CSG Group Holdings Limited, control 105,350,000, or 68.23%, of the Company’s restricted Common Stock.

As of ~~January~~April 3130, 2024 and October 31, 2023, the Company owed Mr. Peter Yip $58122,~~838~~664 and $25,563, respectively, for advances made to the ~~Company~~ Company for operations. The advances are due on demand, are unsecured, and are non-interest bearing.

For the three and six months ended ~~January~~April 3130, 2024, the Company did not incur any fees to CSMr. ~~Global,~~Peter ~~while~~Yip’s ~~for the three months ended January 31, 2023, fees paid to CS Global totaled $133,826 including management fees of $29,915, other expenses of $23,911, and the one-time fee of $80,000, respectively~~companies.

For the three months ended April 30, 2023, fees paid to CS Global totaled $101,567 consisting of management fees of $29,873 and office usage and manpower support of $71,694. For the six months ended April 30, 2023, fees paid to CS Global totaled $235,393 consisting of management fees of $59,787, other office usage and manpower support $95,606, and the one-time fee of $80,000.

Greenpro Capital Corp., through its wholly owned subsidiaries (collectively “Greenpro”), holds 9,000,000 shares of the Company’s Common Stock, and is currently a 5.83% shareholder of the Company. In addition, three executives of Greenpro who collectively hold 16,000,000 shares of the Company’s Common Stock, are currently 10.36% shareholders of the Company.

~~For~~As ~~the~~of ~~three~~April ~~months ended January 31~~30, 2024, ~~the~~and ~~Company~~October ~~incurred accounting fees to Greenpro of $8,755. For the three months ended January~~ 31, 2023, the Company ~~incurred~~prepaid ~~total~~accounting fees to Greenpro of $121,~~516,~~918 ~~including~~and ~~accounting fees of~~ $111,~~076~~915, ~~administration fees of $640 and advisory fees of $800,~~ respectively.

11For the three and six months ended April 30, 2024, the Company incurred accounting fees to Greenpro of $5,754 and $14,509, respectively.

For the three months ended April 30, 2023, the Company incurred total fees to Greenpro of $5,991, consisting of accounting fees of $5,736 and company secretarial fees of $255, respectively. For the six months ended April 30, 2023, the Company incurred total fees to Greenpro of $18,507, including accounting fees of $16,812, administration fees of $640, advisory fees of $800 and company secretarial fees of $255, respectively.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following information should be read in conjunction with (i) the financial statements of Global Leaders Corp., a Nevada corporation, and the notes thereto appearing elsewhere in this Form 10-Q together with (ii) the more detailed business information and the October 31, 2023 audited financial statements and related notes included in the Company’s most recent Annual Report on Form 10-K for the year ended October 31, 2023 filed with the SEC on January 26, 2024. Statements in this section and elsewhere in this Form 10-Q that are not statements of historical or current fact constitute “forward-looking” statements.

OVERVIEW

Global Leaders Corp. (the “Company” or “we”) was incorporated in the State of Nevada on July 20, 2020 and has a fiscal year end of October 31.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

USE OF ESTIMATES

REVENUE RECOGNITION

The Company recognizes revenues when its customer obtains control of promised services, in an amount that reflects the consideration the Company expects to receive in exchange for those services. The Company recognizes revenue following the five-step model prescribed by Accounting Standards Codification (ASC) 606, “Revenue from Contracts”, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.

RECENT ACCOUNTING PRONOUNCEMENTS

Refer to Note 1 in the accompanying condensed consolidated financial statements.

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PLAN OF OPERATION

We commenced our business in 2020 and have a limited operating history. We intend to continue to expand the scope and geographic reach of our services by extending our coverage to service more clients in different regions. Such plans are based on current intentions and assumptions. Our expansion plan may be hindered by factors beyond our control, such as general market conditions, our ability to attract qualified employees, government policies relevant to our industry, our ability to maintain our existing competitive advantages and new market entrants. For example, there may be ownership restrictions in new jurisdictions where we intend to expand. For us to operate as a management consultancy services provider in these jurisdictions, we may be required to identify suitable local partners to enter such new markets. If we are unable to successfully implement our growth strategy, our business, financial condition, results of operations and prospects may be materially and adversely affected.

Our anticipated future growth will likely place significant demand on our management and operational efficiency. Our success in managing our growth will depend, to a significant degree, on our ability to attract more new clients and retain existing clients and launch new services, and successfully monetize them, to increase our revenue. In addition, we will have to successfully adapt our existing services to changing industry and user conditions, and expand, train and manage our employees. The market in which we operate is highly dynamic and may not develop as expected. Our clients may not fully understand the value of our services and potential clients and candidates may have difficulty distinguishing our services from those of our competitors. If we are unable to manage our operations properly and prudently as we continue to grow in this dynamic and evolving market, or if the quality of our services deteriorates due to mismanagement, our brand name and reputation could be severely harmed, which would materially and adversely affect our business, financial condition, and results of operations.

Results of Operations

Three Months Ended ~~January~~April 3130, 2024, and 2023

WeFor ~~recorded $7,678 and $0 of revenues for~~ the three months ended ~~January~~April 3130, 2024, ~~and~~revenue ~~2023~~was $5,112 ~~respectively~~and cost of revenues was nil.

~~For~~We ~~the~~recorded ~~three~~no ~~months~~revenues ~~ended~~and ~~January~~cost ~~31,~~of ~~2024,~~revenues ~~and~~for ~~2023,~~the nothree ~~cost~~months ofended ~~revenues~~April ~~was~~30, ~~incurred~~2023.

For the three months ended ~~January~~April 3130, 2024, and 2023, general and administrative expenses were $2912,~~898~~882 and $~~192~~138,~~444~~261 and included $85,~~755 and~~754 and $~~146~~$107,~~342~~558 of general and administrative expenses to related parties for the three months ended ~~January~~April 3130, 2024, and 2023, respectively.

Six Months Ended April 30, 2024 and 2023

For the six months ended April 30, 2024, revenue was $12,790 and cost of revenues was nil.

We recorded no revenues and cost of revenues for the six months ended April 30, 2023.

For the six months ended April 30, 2024 and 2023, general and administrative expenses were $42,780 and $330,705 and included $14,509 and $253,900 of general and administrative expenses to related parties for the six months ended April 30, 2024 and 2023, respectively.

Liquidity and Capital Resources

GOING CONCERN

For the ~~three~~six months ended ~~January~~April 3130, 2024, the Company incurred a net loss of $2229,~~200~~990 and used cash in operating activities of $3339,~~962 and~~825 and at ~~January~~April 3130, 2024, the Company had a stockholders’ deficit of $5158,~~123~~893. These factors, among others, raise substantial doubt ~~about~~ about the Company’s ability to continue as a going concern within one year of the date that these financial statements are issued. In In addition, the Company’s independent registered public accounting firm, in its report on the Company’s October 31, 2023 ~~financial~~ financial statements, raised substantial doubt about the Company’s ability to continue as a going concern. These financial statements do do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

At ~~January~~April 3130, 2024, our cash balance was $159,~~187~~150. Management estimates that the current funds on hand will be sufficient to continue operations through the next three months. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to implement its business plans and continue receiving financial support from its officers and shareholders. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company can obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 3.

ITEM 4. CONTROLS AND PROCEDURES.

DISCLOSURE CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures:

We conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of ~~January~~April 3130, 2024. This evaluation was carried out by Mr. Yip Hoi Hing Peter (“Mr. Peter Yip”), our Chief Executive Officer and Chief Financial Officer, who also serves as our principal executive officer and principal financial and accounting officer, respectively. Based upon that evaluation, Mr. Peter Yip concluded that, as of ~~January~~April 3130, 2024, our ~~disclosure~~ disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

A material weakness is a deficiency, or a 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.

Management has identified the following material weaknesses which have caused management to conclude that, as of ~~January~~April 3130, 2024, our disclosure controls and procedures were not effective: Inadequate segregation of duties consistent with control objectives.

Changes in Internal Control over Financial Reporting:

There were no changes in our internal control over financial reporting during the quarter ended ~~January~~April 3130, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

The Company is not currently subject to any legal proceedings. From time to time, the Company may become subject to litigation or proceedings in connection with its business, as either a plaintiff or defendant. There are no such pending legal proceedings to which the Company is a party that, in the opinion of management, is likely to have a material adverse effect on the Company’s business, financial condition or results of operations.

ITEM 1A. RISK FACTORS

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 1A.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

None.

ITEM 5. OTHER INFORMATION.

None.

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ITEM 6. EXHIBITS.

(a) Exhibits required by Item 601 of Regulation SK.

Number		Description
3.1		Articles of Incorporation (1)

3.2		Bylaws (1)

17.1		Departure of Director and Appointment of Officer dated June 4, 2021 (2)

17.2		Departure of Director and Appointment of Officer dated June 22, 2021 (3)

17.3		Departure of Director and Appointment of Officer dated September 23, 2021 (4)

31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

32.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

101.INS**		Inline XBRL Instance 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 Label Linkbase Document

101.PRE**		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

(1)	Previously filed and incorporated by reference to the Company’s Registration Statement on Form S-1, as amended (File No. 333-251324), as filed with the Securities and Exchange Commission on December 14, 2020.

(2)	Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with SEC on June 4, 2021.

(3)	Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with SEC on June 23, 2021.

(4)	Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with SEC on September 24, 2021.

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	GLOBAL LEADERS CORP.
	(Name of Registrant)
Date: March 11, 2024	By:	/s/ Yip Hoi Hing Peter
Date: June 11, 2024	By:	/s/ Yip Hoi Hing Peter
	Name:	Yip Hoi Hing Peter
	Title:	Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Financial and Accounting Officer)

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