UNITED STATES ~~SECURITIES AND EXCHANGE COMMISSION~~

~~WASHINGTON,~~SECURITIES DCAND ~~20549~~EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended ~~April~~October 3031, 2023

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

~~For~~Commission ~~the~~File ~~transition period from ________ to _________~~No. 333-213698

~~Commission File~~BRILLIANT ~~Number:~~N.E.V. ~~333-213698~~CORP.

CLANCY CORP.

(Exact name of registrant as specified in its charter)

Nevada		30-0944559
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)
(State or other jurisdiction of		(I.R.S. employer
2nd Floor, BYD, No. 56, Dongsihuan South Road, Chaoyang District, Beijing, China		100023
incorporation or formation)		Identification No.)
(Address of Principal Executive Offices)		(Zip Code)

~~+86-189-1098-4577~~Room 805, West Building 4, Xintiandi Business Center,

~~(Registrant’s telephone~~Gongshu ~~number~~District, ~~including~~Hangzhou ~~area~~City, ~~code)~~Zhejiang Province, China 95035

~~n/a~~(Address of ~~n/a~~principal executive offices) (Zip Code)

~~(Former~~Registrant’s ~~Name,~~telephone ~~former address and former fiscal year~~number, ifincluding ~~changed~~area ~~since~~code: ~~last report)~~+86-189-1098-4577

Securities registered ~~under~~pursuant to Section 12(b) of the ~~Exchange~~ Act: ~~None~~

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 ☐None

~~Indicate~~Securities byregistered ~~check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted~~ pursuant to ~~Rule 405~~Section ~~of Regulation S-T~~ 12(~~§232.405~~g) of ~~this chapter) during~~ the ~~preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐~~Act:

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer, ” “non-accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

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

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

As of ~~June~~ _December 8, 2023, there were 153,105,464 shares of ~~common~~Common ~~stock~~Stock, $0.001 par value per share, outstanding.

PART I – FINANCIAL INFORMATION

~~Item 1.~~BRILLIANT ~~Financial Statements~~N.E.V. CORP.

CLANCY CORP.

INDEX TO FINANCIAL STATEMENTS

	Page Number
CONSOLIDATED BALANCE SHEETS	F-1
BALANCE SHEETS	F-1
CONSOLIDATED STATEMENTS OF OPERATIONS	F-2
STATEMENTS OF OPERATIONS	F-2
CONSOLIDATED STATEMENT OF CASH FLOWS	F-3
STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT	F-3
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT	F-4
STATEMENT OF CASH FLOWS	F-4
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS	F-5 to F-9
NOTES TO THE FINANCIAL STATEMENTS	F-5 to F-9

-21-

Table of Contents

~~CLANCY CORP~~Item 1. ~~CONSOLIDATED~~Financial ~~BALANCE SHEETS~~Statements

	As of April 30, 2023 (Unaudited)			As of July 31, 2022
ASSETS
CURRENT ASSETS
Cash and equivalents	$	23,994		$	19,511
Prepaid expenses		—			212
Business advances		—			—
Total current assets		23,994			19,723
NONCURRENT ASSETS
Deposit - rent		13,865			14,236
Right of use asset, net		4,622			48,831
Total noncurrent assets		18,487			63,067
TOTAL ASSETS	$	42,481		$	82,790
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable		20,252			18,377
Advance from related party		732,485			541,750
Operating lease liability		21,060			20,820
Total current liabilities		773,797			580,947
Operating lease liability, non-current		—			—
TOTAL LIABILITIES		773,797			580,947
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY (DEFICIT)
Common stock, $0.001 par value; authorized 345,000,000 shares; 153,105,464 shares issued and outstanding at July 31, 2022 and April 30, 2023		153,105			153,105
Additional paid-in capital		213,251			213,251
Accumulated other comprehensive income		19,954			12,058
Accumulated deficit		(1,117,626	)		(876,571	)
TOTAL EQUITY (DEFICIT)		(731,316	)		(498,157	)
TOTAL LIABILITIES AND EQUITY (DEFICIT)	$	42,481		$	82,790

BRILLIANT N.E.V. CORP.

~~See~~BALANCE ~~accompanying notes to the consolidated financial statements.~~SHEETS


ASSETS	October 31, 2023			July 31, 2023
				(Audited)
CURRENT ASSETS:
Cash and cash equivalents	$	12,167		$	1,302
Prepaid expenses		—			—
Total current assets		12,167			1,302

TOTAL ASSETS	$	12,167		$	1,302

LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES:
Accounts payable	$	7,003		$	2,321
Advances - related party		23,782			4,382
TOTAL CURRENT LIABILITIES		30,785			6,703

TOTAL LIABILITIES		30,785			6,703

Commitments and Contingencies		—			—

STOCKHOLDERS’ DEFICIT
Common Stock, 0.001 par value, authorized 345,000,000 shares, 153,105,464 shares issued and outstanding as of October 31, 2023 and July 31, 2023		153,105			153,105
Additional paid in capital		114,333			114,333
Accumulated other comprehensive income (loss)		—			—
Accumulated deficit		(286,055	)		(272,839	)
TOTAL STOCKHOLDERS’ DEFICIT		(18,617	)		(5,401	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	12,167		$	1,302

See accompanying notes to the financial statements.

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~~CLANCY~~BRILLIANT N.E.V CORP.

~~CONSOLIDATED~~ STATEMENTS OF OPERATIONS ~~for the three months and nine months ended April 30, 2023 and 2022 (unaudited)~~

	THREE MONTHS ENDED APRIL 30,						NINE MONTHS ENDED APRIL 30,
	For the three months ended Oct 31,
	2023			2022 (Consolidated)			~~2023~~			~~2022~~
Revenues	$	—		$	—		$	—		$	—
Revenues - related party		—			—			—			—
Cost of goods sold		—			—
Total Revenues		—			—			—			—
Gross profit (loss)		—			—
Cost of revenues		—			—			—			—
EXPENSES
Gross loss		—			—			—			—
Professional fees		12,230			22,000
Operating expenses
General and administrative Expenses		987			4,898
Research and development expense-software		11,943			63,745			53,477			204,246
TOTAL OPERATING EXPENSES		13,216			26,898
General and administrative		66,062			27,108			187,618			96,220
LOSS FROM CONTINUING OPERATIONS		(13,216	)		(26,898	)
Total operating expenses		78,005			90,853			241,095			300,466
LOSS FROM DISCONTINUED OPERATIONS		—			(66,325	)
Loss from operations		(78,005	)		(90,853	)		(241,095	)		(300,466	)
Net loss before tax		(13,216	)		(93,223	)
Non-operating income
Provision for income taxes		—			—
Interest income		17			9			39			56
NET LOSS	$	(13,216	)	$	(93,223	)
Total non-operating loss, net		17			9			39			56
OTHER COMPREHENSIVE ITEM
Loss before income tax		(77,987	)		(90,844	)		(241,055	)		(300,411	)
Foreign currency translation gain (loss)		—			23,155
Income tax expense		—			—			—			—
COMPREHENSIVE LOSS	$	(13,216	)	$	(70,068	)
Net loss		(77,987	)		(90,844	)		(241,055	)		(300,411	)
NET LOSS PER COMMON SHARE FROM CONTINUING OPERATIONS - BASIC & DILUTED	$	(0.00	)	$	(0.00	)
Other comprehensive item
NET LOSS PER COMMON SHARE FROM DISCONTINUED OPERATIONS - BASIC & DILUTED	$	(0.00	)	$	(0.00	)
Foreign currency translation fain (loss)		11,935			10,638			7,896			8,902
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC & DILUTED		153,105,464			153,105,464
Comprehensive loss	$	(66,052	)	$	(10,638	)	$	(233,159	)	$	(291,509	)
Basic weighted average shares outstanding		153,105,464			153,105,464			153,105,464			153,105,464
Basic net loss per share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

See accompanying notes to the ~~consolidated~~ financial statements.

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~~CLANCY~~BRILLIANT N.E.V CORP. ~~CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)~~

	NINE MONTHS ENDED APRIL 30,
	2023			2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(241,055	)	$	(300,411	)
Lease expense		42,883			49,704
(Increase) decrease in assets and liabilities:
Accounts receivable		—			—
Prepaid expense		212			(10	)
Accounts payable		2,354			(7,905	)
Advances from customers		—			—
Net cash used in operating activities		(195,606	)		(258,622	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from shares issued for equity financing		—			—
Changes in due to related party		200,552			240,208
Net cash provided by financing activities		200,552			240,208
EFFECT OF EXCHANGE RATE CHANGE ON CASH AND EQUIVALENTS		(463	)		(521	)
NET CHANGE IN CASH AND EQUIVALENTS		4,483			(18,934	)
CASH AND EQUIVALENTS, BEGINNING OF PERIOD		19,511			54,375
CASH AND EQUIVALENTS, END OF PERIOD	$	23,994		$	35,441
Supplemental cash flow data:
Income tax paid	$	—		$	—
Interest paid	$	—		$	—
Supplemental Disclosure of Non-cash lease activities:
Recognition of right of use asset	$	—		$	—
Recognition of lease liability	$	—		$	—

STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT

~~See~~For ~~accompanying~~the ~~notes~~three tomonths ~~financial~~ended ~~statements.~~October 31, 2023 and 2022


							Accumulated
					Additional		Other
	Common Stock				Paid in		Comprehensive		Accumulated
	Shares		Amount		Capital		Income(Loss)		Deficit			TOTAL
Balance, July 31, 2023		153,105,464	$	153,105	$	114,333	$	—	$	(272,839	)	$	(5,401	)

Net Loss		—		—		—		—		(13,216	)		(13,216	)
Balance, October 31, 2023		153,105,464	$	153,105	$	114,333	$	—	$	(286,055	)	$	(18,617	)

(Consolidated)
Balance, July 31, 2022		153,105,464	$	153,105	$	213,251	$	12,058	$	(876,571	)	$	(498,157	)
Currency translation		—		—		—		23,155		—			23,155
Net loss – discontinued operations		—		—		—		—		(66,325	)		(66,325	)
Net loss – continuing operations		—		—		—		—		(26,898	)		(26,898	)
Balance, October 31, 2022		153,105,464	$	153,105	$	213,251	$	35,213	$	(969,794	)	$	(568,225	)

See accompanying notes to the financial statements.

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~~CLANCY~~BRILLIANT ~~CORP~~N. ~~STATEMENT~~E.V ~~OF CHANGES IN SHAREHOLDERS’ DEFICIT~~CORP.

~~For~~STATEMENTS ~~the~~OF ~~three~~CASH ~~months and nine months ended April 30, 2023~~FLOWS

									Accumulated
	For the three months ended Oct 31,
							Additional		Other
	2023			2022
	Common Stock						Paid in		Comprehensive		Accumulated
OPERATING ACTIVITIES				(Consolidated)
	Shares			Amount			Capital		Loss		Deficit			Total
Net loss from continuing operations	$	(13,216	)	$	(26,898	)
Balance July 31, 2022		153,105,464		$	153,105		$	213,251	$	12,058	$	(876,571	)	$	(498,157	)
Net loss from discontinued operations		—			(66,325	)
Net Loss		—			—			—		—		(93,223	)		(93,223	)
Adjustments to reconcile net cash used in operating activities:
Currency Translation Adjustment		—			—			—		23,155		—			23,155
Right-of-use/lease liability adjustments		—			1,620
Balance October 31, 2022		153,105,464			153,105			213,251		35,213		(969,794	)		(568,225	)
Decrease in assets:
Net Loss		—			—			—		—		(69,845	)		(69,845	)
Change in prepaid expenses		—			212
Balance, January 31, 2023		153,105,464		$	153,105		$	213,251	$	8,019	$	(1,039,639	)	$	(665,264	)
Increase in liabilities:
Currency translation		—			—			—		11,935		—			11,935
Accounts payable		4,682			8,508
Net Loss		—			—			—		—		(77,987	)		(77,987	)
Increase in discontinued operations		—			13,606
Balance, April 30, 2023		153,105,464		$	153,105		$	213,251	$	19,946	$	(1,117,618	)	$	(731,316	)
Net cash provided (used) in continuing operation activities		(8,534	)		(16,558	)
Net cash provided (used) in discontinued operation activities		—			(52,719	)
FINANCING ACTIVITIES:
Advances (debt adjustment)from related party - continuing operation		19,400			20,085
Advances from related party - discontinued operation		—			49,605
Total Net Cash Provided (used) by Financing Activities		19,400			69,690
EFFECT OF EXCHANGE RATE CHANGE ON CASH		—			(1,038	)
NET INCREASE (DECREASE) IN CASH		10,866			(625	)
CASH AT BEGINNING OF YEAR		1,302			19,511
CASH AT END OF THE PERIOD		12,167			18,887
CASH AT END OF THE PERIOD – CONTINNUING OPERATIONS		12,167			4,962
CASH AT END OF THE PERIOD – DISCONTINUED OPERATIONS	$	—		$	13,925
Supplemental Cash flow Information:
Interest Paid	$	—		$	—
Taxes Paid	$	—		$	—
Supplemental Disclosure of Non Cash Lease Activity:
Recognition of Right of use asset	$	—		$	—
Recognition of Lease liability	$	—		$	—

~~For~~See accompanying ~~the~~notes ~~three~~to ~~and~~the ~~nine~~financial ~~months ended April 30, 2022~~statements.

							Accumulated
					Additional		Other
	Common Stock				Paid in		Comprehensive			Accumulated
	Shares		Amount		Capital		Loss			Deficit			Total
Balance July 31, 2021		153,105,464	$	153,105	$	213,251	$	(2,489	)	$	(495,920	)	$	(132,053	)
Net Loss		—		—		—		—			(106,195	)		(106,195	)
Currency Translation Adjustment		—		—		—		(1,195	)		—			(1,195	)
Balance October 31, 2021		153,105,464		153,105		213,251		(3,684	)		(602,115	)		(239,443	)
Net Loss		—		—		—		—			(103,371	)		(103,371	)
Currency translation		—		—		—		(541	)		—			(541	)
Balance, January 31, 2022		153,105,464	$	153,105	$	213,251	$	(4,225	)	$	(705,486	)	$	(343,355	)
Currency translation		—		—		—		10,638			—			10,638
Net Loss											(90,844	)		(90,844	)
Balance, April 30, 2022		153,105,464	$	153,105	$	213,251	$	6,413		$	(796,331	)	$	(423,562	)

See accompanying notes to the consolidated financial statements

F-4

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~~CLANCY~~BRILLIANT N.E.V CORP. ~~NOTES~~ ~~TO THE FINANCIAL STATEMENTS~~

~~April~~NOTES ~~30,~~TO ~~2023~~THE ~~(Unaudited)~~FINANCIAL ~~and July 31, 2022~~STATEMENTS

JULY 31, 2023

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

~~Clancy~~Brilliant N.E.V. Corp. (“Company”) was incorporated on March 22, 2016 under the laws of the State of Nevada, USA. The Company initially was formed for the purpose of producing and selling handcrafted soaps. Except where content requires, the Company includes its subsidiaries.

OnBrilliant N.E.V. Corp. registered a wholly foreign-owned entity in Shanghai, China on April 13, 2020, ~~the~~named ~~Company registered~~ Shanghai Clancy Enterprise Management Co., Ltd. (Shanghai Clancy). asShanghai Clancy registered a wholly ~~foreign~~-owned ~~entity~~subsidiary in Beijing on ~~and~~April as24, a2020. ~~wholly~~Its ~~owned~~name ~~subsidiary~~is inBeijing ~~Shanghai~~Clancy Information Technology Co., ~~China~~Ltd. ~~Shanghai~~(Beijing Clancy). ~~had~~The nomain business ~~activity~~scope ~~from~~is ~~inception~~technology development, ~~through~~transfer, ~~April 30~~consultation, ~~2023~~services and promotion.

OnFrom ~~April~~August 241, 2020 to April 30, ~~Shanghai~~2021, ~~Clancy~~the ~~registered~~Company ~~Beijing~~business ~~Clancy~~centered ~~Information~~on ~~Technology~~providing ~~Co.,~~IT ~~Ltd.~~services ~~(Beijing~~to ~~Clancy)~~a small number of clients. Beginning in ~~Beijing~~May 2021, asthe Company terminated its ~~wholly~~IT services and re-~~owned~~focused its business operations to providing business consulting services to small ~~subsidiary~~and median sized businesses. Management believes their prior business experience will enable them to assist small and amedium ~~second~~sized ~~tier~~companies improve ~~subsidiary~~their ofoperating ~~the~~efficiencies. The Company will charge its clients based on their performance. Management believes the new business model will reduce internal overhead costs and potentially provide a larger market for its services.

~~From~~In ~~August~~June 12023, ~~2020 to April 30, 2021,~~ the Company’s ~~business~~former ~~centered~~major onshareholder ~~providing~~and ITsole ~~services~~director toMr. aXiangying ~~small~~Meng ~~number~~and ofother ~~clients. Beginning in May 2021~~shareholders, ~~the~~entered ~~Company~~into ~~terminated~~a ~~its~~stock ITpurchase agreement ~~services~~(SPA) ~~and~~with ~~re-focused~~Mr. ~~its~~Guangzhe ~~business~~Su. ~~operations~~Pursuant to ~~business~~the ~~consulting~~SPA, ~~services to small and median sized businesses~~Mr. ~~Management~~Guangzhe ~~believes~~Su ~~their~~became ~~prior~~the ~~business~~major ~~experience~~shareholder ~~will enable them to assist small~~ and ~~medium~~the ~~sized companies improve their operating efficiencies. The~~ Company’s ~~will charge its clients based on their performance~~CEO. ~~Management~~Due ~~believes~~ to the ~~new~~ownership ~~business~~change ~~model will~~and ~~reduce~~pursuant ~~internal~~to ~~overhead~~the ~~costs~~SPA, ~~and~~the ~~potentially~~Company ~~provide~~ceased athe ~~larger~~operations ~~market~~of ~~for~~ its ~~services~~China subsidiaries.

On July 28, 2023, the Company changed its name from Clancy Corp. to Brilliant N.E.V. Corp. The Company amended its Articles of Incorporation with the Nevada Secretary of State to effect the name change. It also has filed an Issuer Company-Related Action Notification Form with FINRA to reflect the name change and applied for a new stock symbol.

In October 2023, the Company, Shanghai Clancy, and Hongshan Yuanda Limited (a company owned by Mr. Meng, the current Chief Financial Officer of the Company) entered an agreement to assign, transfer and convey all of its rights, titles and interest in and to Shanghai Clancy, along with its ownership of Beijing Clancy (including all assets and liabilities of both companies), to Hongshan Yuanda Limited. The effective date of this transfer is June 30, 2023. As of the date of transfer, Shanghai Clancy had no operations and no assets and all liabilities were assigned to the transferee.

NOTE 2 – GOING CONCERN

The accompanying ~~consolidated~~ financial statements have been prepared assuming that the Company will continue as a going concern. For the three ~~and nine~~ months ended ~~April~~October 3031, 2023, the Company incurred loss, an accumulated deficit and experienced negative cash flow from operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The ~~consolidated~~ financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Mr.~~The ~~Meng,~~Covid-19 ~~the~~pandemic ~~major~~presents ~~stockholder,~~novel ~~Chief~~challenges ~~Executive~~and ~~Officer~~a chaotic business environment globally. The duration and ~~sole~~intensity ~~director~~of the impact of the ~~Company,~~Covid-19 ~~verbally~~to business entities differ geographically. Covid-19 has ~~agreed~~a tolimited ~~provide~~impact ~~continued~~on ~~financial support~~the toCompany’s activities The impact on the Company’s result of operation and the financial statements was immaterial as of October 31, 2023.

~~The~~NOTE ~~Company’s~~3 – SUMMARY ~~business~~OF ~~objective~~SIGNIFICANT ~~for~~ACCOUNTING the next twelve month and beyond such time will be to expand business operations and increase revenue. The Company will focus on product management, digital marketing, refined user operations, performance optimization, after-sales service, etc. to provide customers with more convenient and high- quality service experience.POLICIES

~~The~~BASIS ~~Covid-19~~OF ~~pandemic presents novel challenges and a chaotic business environment globally~~PRESENTATION. The duration and intensity of the impact of the Covid-19 to business entities differ geographically. Covid-19 has a limited impact on the Company’s activities since Shanghai Clancy has no activities and Beijing Clancy operations are limited to Beijing, PRC. The impact on the Company’s result of operation and the financial statements was immaterial as of April 30, 2023.

The accompanying unaudited condensed financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (“GAAP”), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.

In the opinion of management, the balance sheet as of July 31, 2023, which has been derived from audited financial statements, and these unaudited condensed financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented. The results for the period ended October 31, 2023 are not necessarily indicative of the results to be expected for the entire fiscal year ending July 31, 2024 or for any future period.

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~~NOTE~~These ~~3 – BASIS~~unaudited OFcondensed ~~PRESENTATION~~financial ~~AND~~statements ~~SUMMARY~~and OFnotes ~~SIGNIFICANT~~thereto ~~ACCOUNTING~~should ~~POLICIES~~be read in conjunction with the Management’s Discussion and the audited financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended July 31, 2023.

Basis of Presentation

The consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and include the accounts of Clancy Corp. and its wholly owned subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation.

Fiscal year end

The Company’s year- end is July 3131st.

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 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.

Income Taxes

Income 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.

Revenue Recognition

Cash and Cash Equivalents

Cash and cash equivalents consist of all cash balances and highly liquid investments with original maturities of three months or less. Because of short maturity of these investments, the carrying amounts approximate their fair values.

Concentration of Credit Risk

The Company is exposed to credit risk in the normal course of business, primarily related to cash and cash equivalents. AThe ~~portion of the Company’s~~ cash ~~and~~is ~~cash equivalents are~~ deposited ~~with Industrial and Commercial Bank of China Limited and Pingan Bank~~ in the ~~PRC, which~~institution ~~is not~~ insured orby ~~otherwise~~the ~~protected.~~Federal ~~The~~Deposit ~~Company~~Insurance ~~had~~Corporation ~~deposits of $23,994 as of April 30, 2023~~(FDIC). The Company has not experienced any losses in such accounts ~~in the PRC~~.

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Leases

The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities in the ~~consolidated~~ balance sheets. Finance leases are included in finance lease ROU assets and finance lease liabilities in the ~~consolidated~~ balance sheets.

ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease and finance lease ROU assets and liabilities recognized at ~~April~~October 3031, 2023 and July 31, 2023 based on the present value of lease payments over the lease term discounted using the rate implicit in the lease. In cases where the implicit rate is not readily determinable, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term.

The Company has elected not to recognize operating lease ROU assets and liabilities arising from short-term leases.

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Reporting Currency and Translation

The financial statements of the Company’s foreign subsidiaries are measured using the local currency, Renminbi (“RMB”), as the functional currency; whereas the functional currency of ~~Clancy~~Brilliant N.E.V. Corp. and reporting currency of the Company is the United ~~States~~ States dollar (“USD” or “$”).

The Company has discontinued operations in China where the local currency of RMB iswas used to prepare the ~~consolidated~~ financial statements which ~~are translated~~were translated into the Company’s reporting currency, U.S. dollars. The local currency of RMB is the functional currency for the discontinued operations outside the United States. Changes in the exchange rates between this currency and the Company’s reporting currency , are partially responsible for some of the periodic changes in the ~~consolidated~~ financial statements. Assets and liabilities of the Company’s foreign operations are translated into U.S. dollars at the spot rate in effect at the applicable reporting date. Revenues and expenses of the Company’s foreign discontinued operations are translated at the average exchange rate during the applicable period. The resulting unrealized cumulative translation adjustment is recorded as a component of accumulated other comprehensive income (loss) in stockholders’ deficit. Realized and unrealized transaction gains and losses generated by transactions denominated in a currency different from the functional currency of the applicable entity are recorded in general and administrative expense in the period in which they occur. For the ~~six~~three months ~~period~~ ended ~~April~~October 3031, 2023 and 2022 there were no realized or unrealized transaction gains and losses generated by transactions denominated in a currency different from the functional currency of the applicable entities.

The exchange rates used to translate amounts in RMB to USD for the purposes of preparing the ~~consolidated~~ financial statements were as follows:

Schedule of exchange rates
	April 30, 2023		April 30, 2022
	October 31, 2023		October 31, 2022
Period end USD: RMB exchange rate		~~6.9240~~N/A*		67.~~6177~~18
Average USD: RMB exchange rate		~~6.9796~~N/A*		67.~~4222~~06

The Company discontinued its operations in China in June 2023.

Foreign Operations

All of the Company’s discontinued operations and assets are located in Beijing China. The Company may be adversely affected by possible political or economic events in this country. The effect of these factors cannot be accurately predicted.

Basic Income (Loss) Per Share

The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic ~~income~~ (loss) per ~~share~~ share is computed by dividing net income (loss) available to common stockholders by the weighted average number of outstanding common ~~shares~~ shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. InAs ~~the~~of ~~three~~October ~~and~~31, ~~nine~~2023, ~~months~~and ~~ended~~July ~~April 30~~31, 2023 ~~and 2022~~, there were no potentially dilutive equity instruments issued or outstanding.

~~F-7~~Comprehensive Income

~~Table~~The Company follows Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 220, “Comprehensive Income,” in reporting comprehensive income. Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of ~~Contents~~ certain financial information that historically has not been recognized in the calculation of net income. The Company has one item of other comprehensive income, consisting of a foreign translation adjustment; however, the translation adjustment was immaterial for the three months ended October 31, 2023 and 2022.

Financial ~~Instrument~~Instruments

The carrying value of the Company’s short-term financial instruments, such as ~~prepaid expenses, security deposit,~~ accounts payable and advances, approximates their fair values because of their short maturities.

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718, “Compensation – Stock Compensation”, which requires that share-based payment transactions with employees be measured based on the grant-date fair value of the equity instrument issued and recognized as compensation expense over the requisite service period. To date, the Company has not adopted a stock option plan and has not granted any stock options.

Recently Adopted Accounting Pronouncements

As of ~~April~~October 3031, 2023 ~~and for the period then ended~~, there ~~were~~are no recently ~~adopted~~issued accounting standards ~~that~~not ~~had~~yet adopted which would have a material effect on the Company’s financial statements.

~~Recently Issued Accounting Pronouncements Not Yet Adopted~~F-7

As Table of ~~April 30, 2023, there was no recently issued accounting standards adopted which would have a material effect on the Company’s consolidated financial statements.~~Contents

NOTE 4 -– ~~OPERATING~~DISCONTINUED ~~LEASE RIGHT-OF-USE ASSETS~~OPERATIONS

AsIn ofJune ~~April 30,~~ 2023, the ~~total~~Company’s ~~operating~~former ~~lease~~major ~~Right~~shareholder ofand ~~Use~~sole ~~assets~~director ~~were $4,622~~Mr. ~~The~~Xiangying ~~total~~Meng ~~operating~~along ~~lease~~with ~~cost~~other ~~was $13~~shareholders,~~754~~ ~~and~~entered ~~$15,021,~~into a ~~respectively,~~stock ~~for~~purchase ~~the~~agreement ~~three-month~~(SPA) ~~period~~with ~~ended~~Mr. ~~April~~Guangzhe 30Su. Pursuant to the SPA, ~~2023~~Mr. Guangzhe Su became the major shareholder and ~~2022~~the Company’s CEO. ~~The~~Due ~~total~~to ~~operating~~the ~~lease~~ownership ~~cost~~change ~~was~~and ~~$41,263~~pursuant ~~and~~to ~~$48,380,~~the ~~respectively~~SPA, ~~for~~ the ~~nine-month~~Company ~~period~~ceased ~~ended~~the ~~April~~operations ~~30,~~of ~~2023~~its ~~and~~China ~~2022~~subsidiaries in June 2023.

~~NOTE~~The 5following -table ~~LEASE~~presents ~~LIABILITIES-~~the ~~OPERATING~~components ~~LEASE~~of discontinued operations in relation to the China subsidiaries reported in the statements of operations:

Future minimum lease payments under the operating lease as of April 30, 2023 are:


	Three Months Ended October 31,
	2023		2022
Net Sales		—		—
Operating costs and expenses		—		66,337
Income (loss) from operations before other income and income taxes		—		(66,337	)
Other income (loss)		—		13
Income (loss) before income taxes, loss on equity investment, and non-controlling interest		—		(66,324	)
Income tax		—		—
Income (loss) from discontinued operations		—		(66,324	)

Comprehensive income statement
Net income (loss) from discontinued operations		—		(66,324	)
Foreign currency translation gain		—		23,155
Total comprehensive income (loss) from discontinued operations		—		(43,169	)

Schedule of future minimum lease payment
12 months ended April 30, 2024	$	21,060
12 months ended April 30, 2025		—
Total Lease payments		21,060
Less Imputed Interest		—
Net Lease liability	$	21,060

NOTE 5 – COMMITMENTS AND CONTINGENCIES

On October 19, 2017 the Company entered into a five-year rental agreement for a $540 monthly fee, starting on November 1, 2017. Leased Premise with the area of 74 square meters is located at 8 Stasinou Ave, Lefkosia 1060, Nicosia, Cyprus.

Due to the adoption of the new lease standard under the optional transition method which allows the entity to apply the new lease standard at the adoption date, the Company has capitalized the present value of the minimum lease payments commencing August 1, 2019, using an estimated incremental borrowing rate of 6%. The minimum lease payments do not include common area annual expenses which are considered to be non-lease components.

Because of the ownership change in June 2019, the Company did not use the premise anymore and no payments were made. But the Company adopted ASC 842 accounting for leases and continued to accumulated lease liabilities up to the quarter ended July 31, 2023. Due to the ownership change and pursuant to the SPA, the former major shareholder assumed the accumulated lease liabilities of $21,060.

On May 26, 2020, the Company entered into a three-year rental agreement for a 32,000 RMB per month. The office is located on the second floor of BYD 4S shop, No 56, Dongsihuan South Road, Chaoyang District, Beijing. In May 2020, the Company paid 480,000RMB ($67,306) including the first year rent of 384,000 RMB ($53,845) and three month rent of 96,000 RMB ($13,461) as the security deposit. In May 2021, the Company paid 384,000 RMB ($60,300) for the second year. In June 2022, the Company paid 384,000 RMB ($59,170) for the third and final year. Due to the adoption of the new lease standard under the optional transition method which allows the entity to apply the new lease standard at the adoption date, the Company has capitalized the present value of the minimum lease payments commencing August 1, 2019, using an estimated incremental borrowing rate of 6%. The minimum lease payments do not include common area annual expenses which are considered to be non-lease components.

Total lease expense under operating leases for the three months ended October 31, 2023 and 2022 were $0 and $21,060, respectively.

As of October 31, 2023 and July 31, 2023, both leases ended and there were no lease Right of Use assets.

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Table of Contents

NOTE 6 - – RELATED PARTY TRANSACTIONS

The Company’s former major shareholder ~~has~~and ~~orally~~now ~~agreed~~Chief toFinancial ~~loan~~Officer ~~funds~~has tobeen funding the Company for its operations on an as needed basis. For the ~~nine~~ three months ended ~~April~~October 3031, ~~2023~~2022, the Company received $69,690, including $20,085 for the continuing operations and $49,605 ~~2022~~for the discontinued operations. During the three ended October 31, 2023, the former major shareholder and now Chief Financial Officer loaned the Company $~~200~~19,~~552~~400. As of October 31, 2023 and July 31, 2023, the Company owed the former major shareholder and now Chief Financial Officer $~~240~~23,~~208~~782 and $4,382, respectively. This loan is unsecured, non-interest bearing and due on demand.

As of April 30, 2023 and July 31, 2022, the balance owing the major shareholder was $732,485 and $541,750, respectively. The loan is interest free and unsecured and had no stated terms of repayment.

NOTE 7 - RESEARCH AND DEVELOPMENT EXPENSE

The Company incurred significant expenses in research and development (R&D). For the three months ended ~~April~~October 3031, 2023 and 2022, the R&D expenses were $~~11,943~~0 and $6326,~~745~~425, respectively. ~~For the nine months ended April 30, 2023 and 2022, the R&D expenses were $53,477 and $204,246, respectively.~~

NOTE 8 -– GENERAL ~~INCOME~~AND ~~TAXES~~ADMINISTRATIVE EXPENSES (G&A)

~~Income~~The ~~tax~~general ~~expense~~and ~~was~~administrative $0expenses ~~for~~contain the ~~nine~~following ~~and~~– ~~there~~continuing ~~months ended April 30, 2023 and 2022.~~operations:

As of April 30, 2023, the Company had no unrecognized tax benefits and, accordingly, the Company did not recognize interest or penalties during the three and nine months ended April 30, 2023 related to unrecognized tax benefits. There was no accrual for uncertain tax positions as of April 30, 2023.


	For the three months ended Oct 31,
Description	2023		2022
Payroll and payroll tax expenses	$	—		—
Professional fees		12,230		22,000
Lease expenses		—		1,620
Other G&A		987		3,278
Total	$	13,216	$	26,898

~~There~~The isgeneral ~~no income tax benefit for the losses for the three~~ and ~~nine~~administrative ~~months~~expenses ~~ended~~contain ~~April 30, 2023 and 2022, since management has determined that~~ the ~~realization~~following of– ~~the~~discontinued ~~net tax deferred asset is not assured and has created a valuation allowance for the entire amount of such benefits.~~operations:

NOTE 9 - SUBSEQUENT EVENTS

	For the year ended July 31,
Description	2023		2022
Payroll and payroll tax expenses	$	—		26,266
Professional fees		—		—
Lease expenses		—		13,606
Other G&A		—		40
Total	$	—	$	39,912

~~Management~~NOTE ~~has~~9 ~~evaluated~~– INCOME subsequent events through the date of filing the financial statements with the Securities and Exchange Commission, the date the financial statements were available to be issued. Management is not aware of any reportable events that occurred subsequent to the balance sheet date up to the date of filing this report.TAXES

The Company utilizes the asset and liability method of accounting for income taxes in accordance with FASB ASC 740, “Income Taxes”. Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current period and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets also include the prior years’ net operating losses (“NOL”) carried forward. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

The Company is subject to income taxes by entity on income arising in or derived from the tax jurisdiction in which each entity is domiciled. The Company’s PRC subsidiaries file their income tax returns online with PRC tax authorities. The Company conducts all of its businesses through its subsidiaries and affiliated entities, principally in the PRC.

(A)

United States (“US”)

The Company’s US parent company was incorporated in the US and is subject to U.S. income tax rate of 21% and files U.S. federal income tax return. As of October 31, 2023, the US entity had net operating loss carry forwards for income tax purpose of $286,055. The ultimate realization of deferred tax assets is dependent upon the Company’s future generation of taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets due to the Company’s US parent company’s limited operating history and continuous loss, and has therefore established a full valuation allowance as of October 31, 2023.

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Table of Contents

(B)

PRC

The Company’s wholly owned Chinese subsidiary Shanghai Clancy is a wholly foreign-owned entity (“WFOE”). Shanghai Clancy had no business activity from inception through July 31, 2022. The Company’s second tier WOFE subsidiary, Beijing Clancy, is subject to the reduced PRC income tax rate as follows as per Caishui (2019) No. 13 issued by General Administration of Taxation, Ministry of Finance of PRC in January 2019: if the annual taxable income of small enterprises does not exceed RMB 1 million ($152,000), only 25% of such taxable income is required for paying the income tax at an income tax rate of 20% (equivalent to 5% of the total taxable income); if the annual taxable income of small enterprises is between RMB 1 million ($152,000) and RMB 3 million ($456,000), only 50% of such taxable income is required for paying the income tax at an income tax rate of 20% (equivalent to 10% of the total taxable income). This tax-reduced policy is effective for the period from January 1, 2019 through December 31, 2022. Beijing Clancy did not have taxable income for year ending July 31, 2023. Tax losses of the operating subsidiaries of the Company may be carried forward for five years in China.

Due to the discontinuation of the Chinese subsidiaries, the NOL does not have any impact to the Company as of October 31, 2023.

NOTE 10 - SHARES ISSUED FOR EQUITY FINANCING

In December 2020, the Company issued 150,000,000 shares of common stock of the Company to five individuals including the Company’s CEO, at $0.002 per share. The Company received proceeds of $300,000 from this private placement. As of October 31, 2023 and July 31, 2023, the shares issued and outstanding were 153,105,464.

NOTE 11 - SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date of filing the financial statements with the Securities and Exchange Commission, the date the financial statements were available to be issued. Management is not aware of any reportable events that occurred subsequent to the balance sheet date up to the date of filing this report.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Certain statements made in this quarterly report on Form 10-Q are “forward-looking statements” in regard to the plans and objectives of management for future operations. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the registrant to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. The Company’s plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. Although the Company believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this quarterly report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the registrant or any other person that the objectives and plans of the registrant will be achieved.

Substantial risks exist with respect to an investment in the Company. These risks include but are not limited to, those factors discussed in our Annual Report on Form 10-K for the fiscal year ended July 31, ~~2022~~2023, filed with the Securities and Exchange Commission (“Commission”) on October 31, ~~2022~~2023. More broadly, these factors include, but are not limited to:

● We have incurred significant losses and expect to incur future losses; ● Our current financial condition and immediate need for capital; ● Potential significant dilution resulting from the issuance of new securities for any funding, debt conversion or any business combination; and ● We are a “penny stock” company.

~~● Our current financial condition and immediate need for capital;~~-2-

●Table ~~Potential significant dilution resulting from the issuance~~ of ~~new securities for any funding, debt conversion or any business combination; and~~Contents

● We are a “penny stock” company.

Description of Business

~~Clancy~~Brilliant N.E.V. Corp. (“~~the~~The Company”) was incorporated on March 22, 2016 under the laws of the State of Nevada, USA. The Company initially was formed for the purpose of producing and selling handcrafted soaps.

On April 13, 2020, the Company registered Shanghai Clancy Enterprise Management Co., Ltd. (Shanghai Clancy) as a wholly foreign-owned entity and as a wholly owned subsidiary in Shanghai, China. Shanghai Clancy had no business activity from inception through ~~January~~June 3130, 2023. On April 24, 2020, Shanghai Clancy registered Beijing Clancy Information Technology Co., Ltd. (Beijing Clancy) in Beijing as its wholly-owned subsidiary and a second tier subsidiary of the Company.

OnFrom ~~April~~August 241, 2020 to April 30, ~~Shanghai~~2021, ~~Clancy~~the ~~registered~~Company ~~Beijing~~business ~~Clancy~~centered ~~Information~~on ~~Technology~~providing CoIT services to a small number of clients. In May 2021, ~~Ltd~~the Company ceased its IT services and re-focused its operations to provide marketing services to small and median sized businesses. Brilliant ~~(Beijing~~N.E.V. ~~Clancy)~~Corp. was a product marketing consulting firm that provides product marketing consulting services to clients. The Company developed marketing programs and strategies in ~~Beijing~~line with customer needs. Our marketing programs was designed to provide clients with detailed analysis on the market data in their industry, including historical data. We also assisted clients expand their marketing communication channels including but not limited to advertisements in the business journals, electronical communication tools such as ~~its~~WeChat ~~wholly-owned~~marketing ~~subsidiary~~programs, ~~and~~etc. aWe ~~second~~charge ~~tier~~an ~~subsidiary~~agreed upon fee based on technical difficulties and the marketing reach of the ~~Company~~programs. During the fourth quarter of fiscal 2022, we terminated this business.

~~From~~In ~~August~~June 12023, ~~2020 to April 30, 2021,~~ the Company’s ~~business~~former ~~centered~~major onshareholder ~~providing~~and ITsole ~~services~~director ~~to a small number of clients~~Mr. ~~In May~~Xiangying ~~2021~~Meng, ~~the~~entered ~~Company~~into ~~ceased its IT services and re-focused its operations to provide marketing services to small and median sized businesses. Clancy is now~~ a ~~product~~stock ~~marketing~~purchase ~~consulting~~agreement ~~firm that provides product marketing consulting services to clients. The Company will develop~~(SPA) ~~marketing programs and strategies in line~~ with ~~customer needs~~Mr. ~~Our~~ ~~marketing~~Guangzhe ~~programs~~Su. ~~will~~Pursuant ~~provide~~to ~~clients with detailed analysis on~~ the ~~market data in their industry~~SPA, ~~including historical data~~Mr. WeGuangzhe ~~also~~Su ~~will~~became ~~assist~~the ~~clients~~major ~~expand~~shareholder ~~their~~and ~~marketing~~the ~~communication~~Company’s ~~channels including~~CEO. ~~but~~Due ~~not limited~~ to ~~advertisements in~~ the ~~business~~ownership ~~journals,~~change and ~~electronical~~pursuant ~~communication~~to ~~tools~~the ~~such as WeChat marketing programs~~SPA, ~~etc.~~ Wethe ~~charge~~Company anceased ~~agreed upon fee based on technical difficulties and~~ the ~~marketing~~operations ~~reach~~ of ~~the~~its ~~programs~~China subsidiaries.

Results of Operations

~~While we commenced limited operations during the first fiscal quarter of last year, at the present time, the Company still is considered a shell company as defined in Rule 504 of the Act~~Revenues. One of our principal business objective for the next 12 months and beyond such time will be to achieve meaningful business operations. Alternatively, if we are unable to successfully develop our business, we may seek a combination with a business rather than immediate, short-term earnings. The Company will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

~~-3-~~For the three months ended October 31, 2023 and 2022, the Company had no revenues.

~~Table~~ Costs of ~~Contents~~Revenues

~~Comparison~~For ofthe ~~Three~~three ~~and~~months ~~Nine Month Periods~~ ended ~~April~~October 3031, 2023 and 2022, the Company had no cost of goods sold as we did not have any revenues for the respective periods.

Revenues

For the three months and nine months ended April 30, 2023 and 2022, the Company had no revenues.

Cost of Revenues

For both the three months and nine months ended April 30, 2023 and 2022, the Company had no cost of goods sold as we did not have any revenues for the respective periods.

Operating Expenses

For the three months ended ~~April~~October 3031, 2023, the Company had total operating expenses of $7813,~~005,~~216 consisting of $1112,~~943~~230 inof ~~research~~professional ~~and development~~fees ~~(“R&D”) expense, $66,052 in general~~ and ~~administrative expenses. These amounts compare with total operating expenses of~~ $~~90,853~~987 ~~consisting~~ of ~~$63,745 in R&D expense and $27, 108 in~~ general and administrative ~~expense for the three months ended April 30, 2022. The decrease for the current quarter was due to a substantial reduction in R&D~~ expenses.

For the ~~nine~~three months ended ~~April~~October 3031, ~~2023~~2022, the Company had total operating expenses of $~~241~~93,~~049~~223, ~~consisting~~including operating expenses of $5326,~~477~~898 from incontinuing ~~R&D~~operations ~~expense,~~ and $~~187~~66,~~618~~325 infrom ~~general~~discontinued ~~and administrative expenses~~operations. ~~These~~The ~~amounts compare with total~~ operating expenses of $~~300~~26,~~466~~898 ~~consisting~~from continuing operations consist of $~~204~~22,~~246 in~~000 ~~R&D~~professional ~~expense~~fees, $0 of research and development and $964,~~240~~898 inof general and administrative ~~expense~~expenses. ~~for~~The ~~the~~operating ~~three~~expenses of ~~months~~$66,325 ~~ended~~from ~~April~~discontinued ~~30,~~operations ~~2022.~~consist ~~The~~of ~~decrease~~$0 ~~for~~of ~~the current~~professional ~~period~~fees, ~~was~~$26,425 ~~due~~in toresearch ~~the~~and ~~decrease~~development in (R&D), ~~expense~~$39,912 in general and administrative expenses and interest income of $13.

The decrease of $80,007 in operating expenses was due to the discontinuation of the Company’s business in China in June 2023.

Net Loss

For the ~~nine~~three months ended ~~April~~October 3031, 2023 and 2022, the Company had a net ~~loss~~losses of $~~241~~13,~~005~~216 and $~~300~~93,~~411~~223, respectively, for the reasons discussed above.

~~For the three months ended April 30, 2023 and 2022, the Company had a net loss of $77,987 and $90,844, respectively, for the reasons discussed above.~~-3-

Liquidity and Capital Resource

The Company had $23,944 and $19,511, respectively, in cash and cash equivalents as of April 30, 2023 and July 31, 2022.

As of April 30, 2023 and July 31, 2022, the Company had working capital deficit of $749,853 and $561,224, respectively. The increase in working capital deficit was due to increased operating expenses during the period.

The Company can provide no assurances that it can continue to satisfy its cash requirements for at least the next twelve months.

-4-

Table of Contents

~~The~~Liquidity ~~following is a summary of the Company’s cash flows from operating~~ and ~~financing~~Capital ~~activities for the nine months ended JanuApril 30, 2023 and 2022:~~Resources

	Nine Month Ended			Nine Month Ended
	April 30, 2023			April 30, 2022
Net Cash Used in Operating Activities	$	(195,606	)	$	(258,622	)
Net Cash Provided by Financing Activities		200,552			240,208
Effects of Exchange rate Changes on Cash		(463)			(581)
Net Change in Cash	$	4,483		$	(18,934	)

The Company had $12,167 and $1,302 in cash and cash equivalents as of October 31, 2023 and July 31, 2023, respectively.

As of October 31, 2023 and July 31, 2023, the Company had working capital deficit of $18,617 and $5,401, respectively. The increase in working capital deficit was due to net loss for the current period.

The Company can provide no assurances that it can continue to satisfy its cash requirements for at least the next twelve months.

The following is a summary of the Company’s cash flows from operating and financing activities for the three months ended October 31, 2023 and 2022:

	Three Months Ended October 31, 2023			Three Months Ended October 31, 2022
Net Cash Used From Operating Activities – Continuing Operations	$	(8,534	)	$	(16,558	)
Net Cash Used From Operating Activities – Discontinued Operations		—			(52,719	)
Net Cash Provided (adjustment) From Financing Activities – Continuing Operations	$	19,400		$	20,085
Net Cash Provided From Financing Activities – Discontinued Operations		—			49,605
Effect of exchange rate change on cash	$	—		$	(1,038	)
Net Change in Cash	$	10,866		$	(625	)

Operating Activities

During the ~~nine~~three months ended ~~April~~October 3031, 2023, the Company had a net loss of $~~241~~13,~~055~~216 and after adjusting for ~~lease~~increase ~~expense, increased cash amortization~~ of ~~prepaid~~$4,682 ~~expenses~~in ~~and decreased payment on~~ accounts payable, ~~net~~resulted ~~cash used~~ in ~~operating~~net ~~activities~~cash of $~~195~~8,~~606~~534 ~~was~~used ~~recorded~~from continuing operations. By comparison, during the ~~nine~~three months ~~period~~ ended ~~April~~October 3031, 2022, the Company ~~incurred~~had ~~net cash~~ used $69,277 in operating activities, of $~~258~~16,~~622,~~558 ~~which~~used ~~was mainly~~in ~~from~~continuing ~~net~~operations ~~loss~~and of $~~300~~52,~~411~~719 ~~for~~used ~~the~~in ~~period~~discontinued operations.

Financing Activities

During the ~~nine~~three months ended ~~April~~October 3031, 2023, the Company ~~had~~received ~~cash provided by financing activities of~~ $~~200~~19,~~552,~~400 ~~which~~from ~~were~~the ~~loans~~advances from athe related ~~party~~ ~~(the Company’s sole officer and major shareholder)~~party. By comparison, during the ~~nine~~three months ended ~~April~~October 3031, 2022, the Company ~~had~~ ~~cash~~received ~~provided~~$20,085 byof ~~financing~~proceeds ~~activities~~from ofcontinuing operations and $~~240~~49,~~208,~~605 ~~which~~from ~~were~~discontinued operations. ~~loans~~The ~~from~~significant achange ~~related~~in ~~party~~financing (activities was due to the ~~Company’s~~ownership ~~sole~~change ~~officer~~in June 2023 and ~~major~~the discontinuation of its ~~shareholder)~~China operations.

Our financial statements reflect the fact that we do not have ~~enough~~sufficient revenue to cover expenses. We are at present under-capitalized. ~~The~~ The Company is dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its ~~business~~ business plan of seeking a combination with a private operating company. In addition, the Company is dependent upon certain related parties to to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

Basis of presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America. The Company’s year end is July 31.

Use of Estimates

Cash and Cash Equivalents

The Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had $12,167 in cash and equivalents as of October 31, 2023 and $1,302 as of July 31, 2023.

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Depreciation, Amortization, and Capitalization

The Company records depreciation and amortization when appropriate using straight-line balance method over the estimated useful life of the assets. The Company establishes capitalization policy of its assets based on dollar amount that are more than $1,000 in value or if it’s estimated useful life exceeds one year. We estimate that the useful life of our equipment is 3 years. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property’s useful life are capitalized. Property sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income.

Income Taxes

Fair Value of Financial Instruments

ASC topic 820 “Fair Value Measurements and Disclosures” establishes a three-tier fair value 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.

These tiers include:

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.

The carrying value of cash and the Company’s loan from shareholder approximates its fair value due to their short-term maturity.

Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts. The core principle of ASC 606 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognizes revenue in accordance with that core principle by applying the following steps: Step 1: Identify the contract(s) with a customer Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to the performance obligations in the contract Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. Specifically, Section 606-10-50 requires an entity to provide information about: a. Revenue recognized from contracts with customers, including the disaggregation of revenue into appropriate categories; b. Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities; c. Performance obligations, including when the entity typically satisfies its performance obligations and the transaction price that is allocated to the remaining performance obligations in a contract; d. Significant judgments, and changes in judgments, made in applying the requirements to those contracts.

Basic Income (Loss) Per Share

The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. As of July 31, 2023, there were no potentially dilutive debt or equity instruments issued or outstanding.

Comprehensive Income

Comprehensive income is defined as all changes in stockholders’ equity (deficit), exclusive of transactions with owners, such as capital investments. Comprehensive income includes net income or loss, changes in certain assets and liabilities that are reported directly in equity such as translation adjustments on investments in foreign subsidiaries and unrealized gains (losses) on available-for-sale securities. For the three months ended October 31, 2023, the comprehensive loss was $13,216, the same as that of the net loss which contains the foreign currency translation gain/loss of $0.

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Stock-Based 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

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Contractual Obligations

~~None~~As ~~except~~a “smaller reporting company” as ~~disclosed~~defined inby Rule 12b-2 of the ~~notes~~Exchange toAct, the ~~financial~~Company ~~statements~~is not required to provide this information.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

In connection with the preparation of this quarterly report, an evaluation was carried out by the Company’s management, with the participation of the principal executive officer and the principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act (“Exchange Act”) as of ~~April~~October 3031, 2023. Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures.

Based on that evaluation, the Company’s management concluded, as of the end of the period covered by this report, that the Company’s disclosure controls and procedures were not effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Commission’s rules and forms, and that such information was not accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures.

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Management’s Report on Internal Control over Financial Reporting

Change in Internal Control over Financial Reporting

During the quarter ended ~~April~~October 3031, 2023, there has been no changes in internal control over financial reporting that has materially affected or is reasonably likely to materially affect our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

There are presently no material pending legal proceedings to which the Company, any executive officer, any owner of record or beneficially of more than five percent of any class of voting securities is a party or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or contemplated against it.

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Item 1A. Risk Factors.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

Item 2. Unregistered Sale of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable to our Company.

Item 5. Other Information.

None

Item 6. Exhibits.

Exhibit		Description
31.1		Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

32.1		Certification of the Company’s Principal Executive Officer and Principal Financial pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002+

101.INS		XBRL INSTANCE DOCUMENT*

101.SCH		XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT*

101.CAL		XBRL TAXONOMY CALCULATION LINKBASE DOCUMENT*

101.DEF		XBRL TAXONOMY DEFINITION LINKBASE DOCUMENT*

101.LAB		XBRL TAXONOMY LABEL LINKBASE DOCUMENT*

101.PRE		XBRL TAXONOMY PRESENTATION LINKBASE DOCUMENT*

+ In accordance with SEC Release 33-8238, Exhibit 32.1 is being furnished and not filed.

*	Filed herewith.

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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.

Date: June __, 2023	CLANCY CORP.
Date: December 13, 2023	BRILLIANT N.E.V. CORP.
	/s/ Xiangying Meng
	Xiangying Meng
	Xiangying Meng Chief Financial Officer

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Filing Compare · BRILLIANT N.E.V. CORP.