UNITED STATES

SECURITIES AND 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 February 29, 2024
	For the quarterly period ended August 31, 2024
or
☐	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _________ to _________

Commission File Number 333-190658

Startech Labs, Inc.

(Exact name of registrant as specified in its charter)

N/A

(State or other jurisdiction of

incorporation or organization)

(IRS Employer

Identification No.)

244 Madison Avenue, New York City, NY		10016-2817
(Address of principal executive offices)		(Zip Code)

(802) 255-4212

(Registrant’s telephone number, including area code)

___________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☐☒ Yes ☒ ☐ No

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted 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, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

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

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

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

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

60,647,380 common ~~stock~~shares issued and outstanding as of ~~March~~September 2225, 2024

FORM 10-Q

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	3
Item 2.	Management s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	1415
Item 4.	Controls and Procedures	15
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	16
Item 1A.	Risk Factors	16
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	16
Item 3.	Defaults Upon Senior Securities	16
Item 4.	Mine Safety Disclosures	16
Item 5.	Other Information	16
Item 6.	Exhibits	17
SIGNATURES		18

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

STARTECH LABS, INC.

BALANCE SHEETS

(UNAUDITED)

	August 31,			May 31,
	2024			2024
	(Unaudited)			(Audited)
ASSETS
Current Assets
Total Current Assets	$	-		$	-

Total Assets	$	-		$	-

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	3,608		$	2,701
Accrued interest		147,239			139,791
Due to related party		118,450			101,819
Convertible notes		129,402			129,402
Total Current Liabilities		398,699			373,713

Total Liabilities		398,699			373,713

STOCKHOLDERS' DEFICIT
Common Stock: $0.001 par value, 75,000,000 shares authorized, 60,647,380 shares issued and outstanding		60,647			60,647
Additional paid-in capital		38,654,623			38,654,623
Accumulated deficit		(39,113,969	)		(39,088,983	)
Total Stockholders' Deficit		(398,699	)		(373,713	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	-		$	-

	February 29,			May 31,
	2024			2023
ASSETS
Current Assets
Total Current Assets	$	-		$	-
Intangible Assets		400			400
Total Assets	$	400		$	400
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	2,997		$	3,743
Accrued interest		132,342			110,159
Due to related party		97,975			65,708
Convertible notes		129,402			129,402
Total Current Liabilities		362,716			309,012
Total Liabilities		362,716			309,012
STOCKHOLDERS' DEFICIT
Common Stock: $0.001 par value, 75,000,000 shares authorized, 60,647,380 shares issued and outstanding		60,647			60,647
Additional paid-in capital		38,654,623			38,654,623
Accumulated deficit		(39,077,586	)		(39,023,882	)
Total Stockholders' Deficit		(362,316	)		(308,612	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	400		$	400

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~The~~3 ~~accompanying~~Table ~~notes are an integral part~~ of ~~these condensed unaudited financial statements.~~Contents

3STARTECH ~~Table~~LABS, ~~of Contents~~INC.

~~STARTECH~~STATEMENTS ~~LABS,~~OF ~~INC.~~OPERATIONS

~~STATEMENTS OF OPERATIONS~~(UNAUDITED)

(UNAUDITED)

	For the Three Months Ended
	August 31,			August 31,
	2024			2023

Operating Expenses
General and administration	$	761		$	3,638
Professional		16,777			15,700
Total operating expenses		17,538			19,338

Net loss from operations		(17,538	)		(19,338	)

Other expense
Interest expense		(7,448	)		(7,448	)
Total other expense		(7,448	)		(7,448	)

Net loss before taxes		(24,986	)		(26,786	)
Provision for income taxes		-			-
Net loss	$	(24,986	)	$	(26,786	)

Net Loss Per Common Share – Basic and Diluted	$	(0.00	)	$	(0.00	)

Weighted Average Common Shares Outstanding		60,647,380			60,647,380

	For the Three Months Ended						For the Nine Months Ended
	February 29,			February 28,			February 29,			February 28,
	2024			2023			2024			2022
Operating Expenses
General and administration	$	650		$	822		$	5,221		$	1,722
Professional		5,300			4,500			26,300			24,450
Total operating expenses		5,950			5,322			31,521			26,172
Net loss from operations		(5,950	)		(5,322	)		(31,521	)		(26,172	)
Other expense
Interest expense		(7,367	)		(7,286	)		(22,183	)		(22,102	)
Total other expense		(7,367	)		(7,286	)		(22,183	)		(22,102	)
Net loss before taxes		(13,317	)		(12,608	)		(53,704	)		(48,274	)
Provision for income taxes		-			-			-			-
Net loss	$	(13,317	)	$	(12,608	)	$	(53,704	)	$	(48,274	)
Net Loss Per Common Share – Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted Average Common Shares Outstanding		60,647,380			60,648,433			60,647,380			60,648,433

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~The~~4 ~~accompanying~~Table ~~notes are an integral part~~ of ~~these condensed unaudited financial statements.~~Contents

4STARTECH ~~Table~~LABS, ~~of Contents~~INC.

~~STARTECH~~STATEMENT ~~LABS,~~OF ~~INC.~~STOCKHOLDERS’ DEFICIT

~~STATEMENT~~FOR OFTHE ~~STOCKHOLDERS’~~THREE ~~DEFICIT~~MONTHS ENDED AUGUST 31, 2024 AND 2023

~~FOR THE NINE MONTHS ENDED FEBRUARY 29, 2024 AND 2023~~(UNAUDITED)

~~(UNAUDITED)~~ Three Months Ended August 31, 2024

Three Months and Nine Months Ended February 29, 2024

					Additional					Total
	Common stock				Paid-in		Accumulated			Shareholders'
	Shares		Amount		Capital		Deficit			Deficit

Balance, May 31, 2024		60,647,380	$	60,647	$	38,654,623	$	(39,088,983	)	$	(373,713	)
Net loss		-		-		-		(24,986	)		(24,986	)
Balance, August 31, 2024		60,647,380	$	60,647	$	38,654,623	$	(39,113,969	)	$	(398,699	)

					Additional					Total
	Common stock				Paid-in		Accumulated			Shareholders'
	Shares		Amount		Capital		Deficit			Deficit
Balance, May 31, 2023		60,647,380	$	60,647	$	38,654,623	$	(39,023,882	)	$	(308,612	)
Net loss for the period		-		-		-		(26,786	)		(26,786	)
Balance, August 31, 2023		60,647,380	$	60,647	$	38,654,623	$	(39,050,668	)	$	(335,398	)
Net loss for the period		-		-		-		(13,601	)		(13,601	)
Balance, November 30, 2023		60,647,380	$	60,647	$	38,654,623	$	(39,064,269	)	$	(348,999	)
Net loss for the period		-		-		-		(13,317	)		(13,317	)
Balance, February 29, 2024		60,647,380	$	60,647	$	38,654,623	$	(39,077,586	)	$	(362,316	)

Three Months Ended August 31, 2023

Three Months and Nine Months Ended February 28, 2023

					Additional					Total
	Common stock				paid-in		Accumulated			Shareholders'
	Shares		Amount		capital		Deficit			Deficit

Balance, May 31, 2023		60,647,380	$	60,647	$	38,654,623	$	(39,023,882	)	$	(308,612	)
Net loss		-		-		-		(26,786	)		(26,786	)
Balance, August 31, 2023		60,647,380	$	60,647	$	38,654,623	$	(39,050,668	)	$	(335,398	)

					Additional					Total
	Common stock				paid-in		Accumulated			Shareholders'
	Shares		Amount		capital		Deficit			Deficit
Balance, May 31, 2022		60,648,433	$	60,648	$	38,654,622	$	(38,962,640	)	$	(247,370	)
Net loss for the period		-		-		-		(23,598	)		(23,598	)
Balance, August 31, 2022		60,648,433	$	60,648	$	38,654,622	$	(38,986,238	)	$	(270,968	)
Net loss for the period		-		-		-		(12,068	)		(12,068	)
Balance, November 30, 2022		60,648,433	$	60,648	$	38,654,622	$	(38,998,306	)	$	(283,036	)
Net loss for the period		-		-		-		(12,608	)		(12,608	)
Balance, February 28, 2023		60,648,433	$	60,648	$	38,654,622	$	(39,010,914	)	$	(295,644	)

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~The~~5 ~~accompanying~~Table ~~notes are an integral part~~ of ~~these condensed unaudited financial statements.~~Contents

5STARTECH ~~Table~~LABS, ~~of Contents~~INC.

~~STARTECH~~STATEMENTS ~~LABS,~~OF ~~INC.~~CASH FLOWS

~~STATEMENTS OF CASH FLOWS~~(UNAUDITED)

(UNAUDITED)

	For the Three Months Ended
	August 31,			August 31,
	2024			2023

Cash Flows from Operating Activities:
Net loss	$	(24,986	)	$	(26,786	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities:
Accounts payable		907			2,758
Accrued interest		7,448			7,448
Net Cash Used in Operating Activities		(16,631	)		(16,580	)

Cash Flows from Financing Activities:
Advancement from director		16,631			16,580
Net Cash Provided by Financing Activities		16,631			16,580

Net Change in Cash and Cash Equivalents		-			-
Cash and Cash Equivalents, beginning of period		-			-
Cash and Cash Equivalents, end of period	$	-		$	-

Supplemental Disclosure Information:
Cash paid for interest	$	-		$	-
Cash paid for taxes	$	-		$	-

	For the Nine Months Ended
	February 29,			February 28,
	2024			2023
Cash Flows from Operating Activities:
Net loss	$	(53,704	)	$	(48,274	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities:
Accounts payable		(746	)		(2,278	)
Accrued interest		22,183			22,102
Net Cash Used in Operating Activities		(32,267	)		(28,450	)
Cash Flows from Financing Activities:
Advancement from director		32,267			28,450
Net Cash Provided by Financing Activities		32,267			28,450
Net Change in Cash and Cash Equivalents		-			-
Cash and Cash Equivalents, beginning of period		-			-
Cash and Cash Equivalents, end of period	$	-		$	-
Supplemental Disclosure Information:
Cash paid for interest	$	-		$	-
Cash paid for taxes	$	-		$	-

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~The~~6 ~~accompanying~~Table ~~notes are an integral part~~ of ~~these condensed unaudited financial statements.~~Contents

6STARTECH ~~Table~~LABS, ~~of Contents~~INC.

~~STARTECH~~NOTES ~~LABS,~~TO ~~INC.~~THE UNAUDITED FINANCIAL STATEMENTS

~~NOTES~~AUGUST TO31, ~~THE UNAUDITED FINANCIAL STATEMENTS~~2024

~~FEBRUARY~~NOTE ~~29,~~1 ~~2024~~– ORGANIZATION AND DESCRIPTION OF BUSINESS

~~NOTE~~ Startech 1Labs, –Inc. ~~ORGANIZATION~~(the ~~AND~~Company) ~~DESCRIPTION~~was OFincorporated ~~BUSINESS~~in the State of Nevada on April 20, 2013 with the principal business objective of creating an independent and unbiased mobile app that enables consumers to find the best cellular rate plan for their need and getting real-time notifications when a new cellular plan is available.

~~Organization,~~The ~~Nature~~Company develops customized web solutions with both commercial and retail applications. Currently focused on further development of ~~Business~~fare aggregators and ~~Trade~~travel ~~Name~~metasearch engines, the Company owns and operates international online travel and hospitality web portals where users can search for flights and hotels and select the most economical options.

~~Startech~~NOTE ~~Labs,~~2 ~~Inc.~~– ~~(the~~SUMMARY ~~Company),~~OF ~~formerly~~SIGNIFICANT ~~UpperSolution.com,~~ACCOUNTING was incorporated in the State of Nevada on April 20, 2013 with the principal business objective of creating an independent and unbiased mobile app that enables consumers to find the best cellular rate plan for their need and getting real-time notifications when a new cellular plan is available.POLICIES

~~The~~A summary of significant accounting policies of Startech Labs, Inc. is presented to assist in understanding the Company’s ~~activities~~financial ~~are~~statements. ~~subject~~The accounting policies presented in these footnotes conform to ~~significant~~accounting ~~risks~~principles generally accepted in the United States of America and ~~uncertainties~~have ~~including~~been ~~failing~~consistently toapplied ~~secure~~in ~~additional~~the ~~funding~~preparation toof ~~operationalize~~the accompanying financial statements. These financial statements and notes are representations of the Company’s ~~apps~~management ~~before~~who ~~another~~are ~~company~~responsible ~~develops~~for ~~similar~~their ~~apps~~integrity and objectivity.

OnBasis ~~January 10, 2018, the Company, Analog Nest Technologies, Inc., and the shareholders~~ of Analog Nest Technologies, Inc. closed a transaction pursuant to that certain Share Exchange Agreement (the “Share Exchange Agreement”), whereby the Company acquired 100% of the outstanding shares of common stock of Analog Nest (the “Analog Nest Stock”) from the Analog Nest Shareholders. In exchange for the Analog Nest Stock the Company issued 100,000 shares of its common stock. The Company’s Director and Chief Executive Officer held all of the shares of Analog Nest Technologies, Inc. at the time of the transaction.Presentation

~~Analog~~The ~~Nest~~accompanying ~~was~~unaudited ~~incorporated~~consolidated financial statements have been prepared in ~~the~~accordance ~~State~~with isaccounting aprinciples ~~mobile~~generally ~~application~~accepted ~~company~~in ~~focused~~the onUnited ~~utility/entertainment~~States ~~apps~~of America for ~~Google’s~~interim ~~Android~~financial statements and ~~Apple’s~~with ~~iOS~~the ~~platforms~~instructions to Form 10-Q and Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements.

OnIn ~~June~~the ~~26,~~opinion ~~2019~~of the company’s management, athe ~~majority~~accompanying ofunaudited ~~our~~interim ~~stockholders~~financial ~~and~~statements ~~our~~contain ~~board~~all ofthe ~~directors~~adjustments ~~approved~~necessary a(consisting ~~change~~only of ~~name~~normal recurring accruals) to present the financial position of ~~our~~the company toas ~~“Startech~~of ~~Labs~~August 31, ~~Inc.”~~2024 and athe ~~reverse~~results ~~stock~~of ~~split~~operations ofand ~~our~~cash ~~issued~~flows ~~and~~for ~~outstanding~~the ~~shares~~periods presented. The results of ~~common~~operations ~~stock~~for onthe athree ~~ninety-five~~months ~~(95)~~ended ~~old~~August 31, 2024 are not necessarily indicative of the operating results for ~~one~~the ~~(1)~~full ~~new~~fiscal ~~basis~~year or any future period. ~~The~~These ~~name~~unaudited ~~change~~financial statements should be read in conjunction with the financial statements and ~~reverse~~related ~~stock~~notes ~~split~~thereto ~~became~~included ~~effective~~in the company’s Annual Report on ~~July~~Form 1710-K for the year ended May 31, ~~2019~~2024 filed with the SEC on August 29, 2024.

On Use ~~December 1, 2018, the Company disposed~~ of ~~its mobile application company subsidiary, Analog Nest Technologies, Inc.~~Estimates

OnThe ~~January~~preparation ~~16,~~of ~~2021,~~financial statements in accounting principles generally accepted in the ~~Company~~United ~~acquired~~States ~~travel~~of ~~booking~~America ~~websites~~requires ~~and~~management ~~mobile~~to ~~apps.~~make ~~The~~estimates ~~Company~~and ~~develops~~assumptions ~~customized~~that ~~web~~affect ~~solutions~~the ~~with~~reported ~~both~~amounts ~~commercial~~of assets and ~~retail~~liabilities ~~applications.~~and ~~Currently~~disclosure ~~focused~~of oncontingent ~~further~~assets ~~development~~and liabilities at the date of ~~fare~~the ~~aggregators~~financial statements and ~~travel~~the ~~metasearch~~reported ~~engines,~~amounts of revenues and expenses during the reporting period. A change in managements’ estimates or assumptions could have a material impact on the Company’s ~~owns~~financial condition and ~~operates~~results ~~international~~of ~~online~~operations ~~travel~~during ~~and~~the ~~hospitality~~period ~~web~~in ~~portals~~which ~~where~~such ~~users~~changes ~~can~~occurred. ~~search~~Actual results could differ from those estimates. The Company’s financial statements reflect all adjustments that management believes are necessary for ~~flights~~the ~~and~~fair ~~hotels~~presentation of their financial condition and ~~select~~results ~~the~~of ~~most~~operations ~~economical~~for ~~options~~the periods presented.

~~NOTE~~Basic 2and –Diluted ~~SUMMARY~~Net OFLoss ~~SIGNIFICANT~~Per ~~ACCOUNTING POLICIES~~Share

ANet ~~summary~~loss ofper ~~significant~~share ~~accounting~~is ~~policies~~calculated ofin ~~Startech~~accordance ~~Labs~~with Codification topic 260, ~~Inc.~~“Earnings ~~(the~~Per ~~Company)~~Share” isfor the periods presented. toBasic ~~assist~~net inloss ~~understanding~~per share is computed using the ~~Company’s~~weighted ~~financial~~average ~~statements~~number of common shares outstanding. ~~The~~Diluted ~~accounting~~loss ~~policies~~per share has not been presented inbecause ~~these~~there ~~footnotes~~are ~~conform~~no todilutive ~~accounting~~items. ~~principles~~Diluted ~~generally~~net ~~accepted~~loss inper share is based on the ~~United~~assumption ~~States~~that ofall ~~America~~dilutive stock options, warrants, and ~~have~~convertible ~~been~~debt ~~consistently~~are ~~applied~~converted inor ~~the~~exercised ~~preparation~~by ofapplying the ~~accompanying~~treasury ~~financial~~stock ~~statements~~method. ~~These~~Under ~~financial~~this ~~statements~~method, options and ~~notes~~warrants are ~~representations~~assumed exercised at the beginning of the ~~Company’s~~period ~~management~~(or ~~who~~at ~~are~~the ~~responsible~~time ~~for~~of ~~their~~issuance, ~~integrity~~if later), and ~~objectivity~~as if funds obtained thereby were used to purchase common stock at the average market price during the period. Options, warrants and/or convertible debt will have a dilutive effect, during periods of net profit, only when the average market price of the common stock during the period exceeds the exercise or conversion price of the items.

~~Basis~~7 Table of ~~Presentation~~Contents

~~The~~For ~~accompanying~~the ~~unaudited~~three ~~consolidated~~months ~~financial~~ended ~~statements~~August ~~have~~31, ~~been~~2024 ~~prepared~~and in2023, ~~accordance~~respectively, ~~with accounting principles generally accepted in~~ the ~~United~~following ~~States~~convertible ofnotes ~~America~~were ~~for~~excluded ~~interim~~from ~~financial statements and with~~ the ~~instructions~~computation ~~to Form 10-Q and Regulation S-X~~ of ~~the~~diluted ~~United~~net ~~States~~loss ~~Securities~~per ~~and~~shares ~~Exchange~~as ~~Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in~~ the ~~United~~result ~~States~~ of ~~America~~the ~~for~~computation ~~annual~~was ~~financial statements.~~anti-dilutive:

In the opinion of the company’s management, the accompanying unaudited interim financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the company as of February 29, 2024 and the results of operations and cash flows for the periods presented. The results of operations for the nine months ended February 29, 2024 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited financial statements should be read in conjunction with the financial statements and related notes thereto included in the company’s Annual Report on Form 10-K for the year ended May 31, 2023 filed with the SEC on August 28, 2023.

	August 31,		August 31,
	2024		2023
	(Shares)		(Shares)
Convertible notes payable		47,748,982		47,748,982

7Fair ~~Table~~Value of ~~Contents~~Financial Instruments

~~Use~~The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of ~~Estimates~~input that is available and significant to the fair value measurement:

~~The~~Level ~~preparation~~1 of– ~~financial~~Quoted ~~statements~~prices in ~~accounting~~active ~~principles~~markets ~~generally~~for ~~accepted~~identical ~~in the United States of America requires management to make estimates and assumptions that affect the reported amounts of~~ assets ~~and~~or liabilities ~~and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period~~. A change in managements’ estimates or assumptions could have a material impact on the Company’s financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. The Company’s financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.

~~Revenue~~Level ~~Recognition~~2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

~~The~~Level ~~Company~~3 ~~recognizes~~– ~~revenue~~Inputs inthat ~~accordance~~are ~~with~~generally ~~Accounting~~unobservable ~~Standards~~and ~~Codification~~typically ~~(“ASC”)~~reflect ~~606,~~management’s ~~Revenue~~estimate ~~from~~of ~~Contracts~~assumptions ~~with~~that ~~Customers,~~market ~~using~~participants would use in pricing the ~~following~~asset ~~five-step~~or ~~procedure:~~liability.

~~Step~~In 1:accordance ~~Identify~~with the ~~contract(s)~~fair ~~with~~value ~~customers~~accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments.

~~Step~~As 2:of ~~Identify~~August 31, 2024 and May 31, 2024, the ~~performance~~carrying ~~obligations~~value inof accounts payable and loans that are required to be measured at fair value, approximated fair value due to the ~~contract~~short-term nature and maturity of these instruments.

~~Step~~Share-based ~~3: Determine the transaction price~~Expenses

~~Step~~ASC 4:718 ~~Allocate~~“Compensation – Stock Compensation” prescribes accounting and reporting standards for all share-based payment transactions in which employee services and non-employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees and non-employees, including grants of employee stock options, are recognized as compensation expense in the ~~transaction~~financial ~~price~~statements based on their fair values. That expense is recognized over the period during which an employee is required to ~~performance~~provide ~~obligations~~services in exchange for the award, known as the requisite service period (usually the vesting period).

~~Step~~Recent 5:Accounting ~~Recognize revenue when the entity satisfies a performance obligation~~Pronouncements

~~Basic~~Management ~~and~~has ~~Diluted~~considered ~~Net~~all ~~Loss~~other ~~Per~~recent ~~Share~~accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

~~Net~~8 ~~loss~~Table ~~per share is calculated in accordance with Codification topic 260, “Earnings Per Share” for the periods presented. Basic net loss per share is computed using the weighted average number~~ of common shares outstanding. Diluted loss per share has not been presented because there are no dilutive items. Diluted net loss per share is based on the assumption that all dilutive stock options, warrants, and convertible debt are converted or exercised by applying the treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Options, warrants and/or convertible debt will have a dilutive effect, during periods of net profit, only when the average market price of the common stock during the period exceeds the exercise or conversion price of the items.Contents

~~For~~In ~~the~~August ~~nine~~2020, ~~months~~the ~~ended~~FASB ~~February~~issued 29ASU 2020-06, ~~2024~~ASC Subtopic 470-20 “Debt-Debt with “Conversion and ~~February~~Other 28Options” and ASC subtopic 815-40 “Hedging-Contracts in Entity’s Own Equity”. The standard reduced the number of accounting models for convertible debt instruments and convertible preferred stock. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, ~~2023~~that meet the definition of a derivative, ~~respectively~~and that do not qualify for a scope exception from derivative accounting; and, (2) convertible debt instruments issued with substantial premiums for which the ~~following~~premiums ~~convertible~~are ~~notes~~recorded ~~were~~as ~~excluded~~paid-in capital. ASU2020-06 removes from U.S. GAAP the ~~computation~~separation models for (1) convertible debt with a cash conversion feature (“CCF”) and (2) convertible instruments with a beneficial conversion feature (“BCF”). With the adoption of ~~diluted~~ASU2020-06, ~~net~~entities ~~loss~~will ~~per~~not ~~shares~~separately aspresent in equity an embedded conversion feature these debts. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company has chosen to early adopt this standard on its year ended May 31, 2023, financial statements and did not record BCF on the ~~result~~issuance of convertible notes with conversion rate below the ~~computation~~Company’s ~~was~~market ~~anti-dilutive:~~stock price on the date of note issuance.

	February 29,		February 28,
	2024		2023
	(Shares)		(Shares)
Convertible notes payable		47,748,982		47,748,982

NOTE 3 – GOING CONCERN

~~Fair~~The ~~Value~~Company’s financial statements are prepared using accounting principles generally accepted in the United States of ~~Financial~~America ~~Instruments~~applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have significant cash or other current assets, nor does it have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern.

~~The~~Under ~~Company~~the ~~applies~~going ~~fair~~concern ~~value~~assumption, ~~accounting~~an ~~for~~entity ~~all~~is ~~financial~~ordinarily ~~assets~~viewed ~~and~~as ~~liabilities~~continuing ~~and~~in ~~non-financial~~business ~~assets~~for ~~and~~the ~~liabilities~~foreseeable ~~that~~future ~~are~~with ~~recognized~~neither orthe ~~disclosed~~intention atnor ~~fair value in~~ the ~~financial~~necessity ~~statements~~of onliquidation, aceasing ~~recurring~~trading, ~~basis.~~or ~~The~~seeking ~~Company~~protection ~~defines fair value as the price that would be received~~ from ~~selling~~creditors anpursuant ~~asset or paid~~ to ~~transfer~~laws aor ~~liability in an orderly transaction between market participants at the measurement date~~regulations. ~~When~~Accordingly, ~~determining the fair value measurements for~~ assets and liabilities, ~~which~~ are ~~required to be~~ recorded aton ~~fair value,~~ the ~~Company~~basis ~~considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions~~ that ~~market participants would use in pricing~~ the ~~asset~~entity orwill ~~liability,~~be ~~such~~able ~~as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used~~ to ~~measure~~realize ~~fair~~its ~~value~~assets ~~into three levels~~ and ~~bases~~discharge ~~the~~its ~~categorization~~liabilities ~~within~~in the ~~hierarchy~~normal ~~upon~~course ~~the lowest level~~ of ~~input that is available and significant to the fair value measurement:~~business.

~~Level~~The 1Company –has ~~Quoted~~incurred ~~prices~~net losses since inception on April 20, 2013 through August 31, 2024 totaling $39,113,969 and has negative working capital of $398,699 at August 31, 2024. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in ~~active~~the ~~markets~~Business ~~for~~paragraph ~~identical~~and ~~assets~~eventually orattain ~~liabilities~~profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern.

8During ~~Table~~the next year, the Company’s foreseeable cash requirements will relate to continual development of ~~Contents~~the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with research and development. The Company may experience a cash shortfall and be required to raise additional capital.

~~Level~~Historically, 2it –has ~~Observable~~mostly ~~inputs~~relied ~~other~~upon ~~than~~funds ~~quoted~~from ~~prices~~the insale ~~active~~of ~~markets~~shares ~~for~~of ~~identical~~stock ~~assets~~and from acquiring loans to finance its operations and ~~liabilities,~~growth. ~~quoted~~Management ~~prices~~may ~~for~~raise ~~identical~~additional orcapital ~~similar~~through ~~assets~~future public or ~~liabilities~~private inofferings ~~inactive~~of ~~markets,~~the Company’s stock or ~~other~~through ~~inputs~~loans ~~that~~from ~~are~~private ~~observable~~investors, oralthough there can be ~~corroborated~~no byassurance ~~observable~~that ~~market~~it ~~data~~will ~~for~~be ~~substantially~~able ~~the~~to ~~full~~obtain ~~term~~such offinancing. ~~the~~The ~~assets~~Company’s orfailure ~~liabilities~~to do so could have a material and adverse effect upon it and its shareholders.

~~Level~~In 3the –past ~~Inputs~~year, ~~that~~the ~~are~~Company ~~generally~~funded ~~unobservable~~operations ~~and~~by ~~typically~~using ~~reflect~~cash ~~management’s~~proceeds ~~estimate~~received ofthrough ~~assumptions~~related ~~that~~party ~~market~~proceeds. ~~participants~~For ~~would~~the ~~use~~coming inyear, ~~pricing~~the Company plans to continue to fund the ~~asset~~Company orthrough ~~liability~~related party issuances, debt and securities sales and issuances until the company generates enough revenues through the operations as stated above.

InNOTE ~~accordance~~4 ~~with~~– ~~the~~COMMON fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments.STOCK

AsThe ofCompany ~~February~~has ~~29,~~authorized ~~2024~~seventy-five ~~and~~million ~~May 31~~(75, ~~2023~~000,000) ~~the~~shares ~~carrying value~~ of ~~accounts~~common ~~payable~~stock ~~and~~with ~~loans~~a ~~that~~par ~~are required to be measured at fair~~ value, ~~approximated fair value due to the short-term nature and maturity~~ of ~~these instruments~~$0.001.

~~Intangible~~As ~~Assets~~of August 31, 2024 and May 31, 2024, 60,647,380 shares of common stock were issued and outstanding.

~~The~~9 ~~Company~~Table accounts for intangible assets (including website and mobile app) in accordance with ASC 350 “Intangibles-Goodwill and Other” (“ASC 350”). ASC 350 requires that goodwill and other intangibles with indefinite lives be tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of an asset has decreased below its carrying value. In addition, ASC 350 requires that goodwill be tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis and between annual tests when circumstances indicate that the recoverability of the carrying amount of goodwill may be in doubt. Application of the goodwill impairment test requires judgment, including the identification of reporting units; assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value. Significant judgments required to estimate the fair value of reporting units include estimating future cash flows, determining appropriate discount rates and other assumptions. Changes in these estimates and assumptions or the occurrence of one or more confirming events in future periods could cause the actual results or outcomes to materially differ from such estimates and could also affect the determination of fair value and/or goodwill impairment at future reporting dates.Contents

~~The~~NOTE ~~cost~~5 of– ~~intangible~~RELATED ~~assets~~PARTY with determinable useful lives is amortized to reflect the pattern of economic benefits consumed, either on a straight-line or accelerated basis over the estimated periods benefited. Patents, technology and other intangibles with contractual terms are generally amortized over their respective legal or contractual lives. When certain events or changes in operating conditions occur, an impairment assessment is performed and lives of intangible assets with determinable lives may be adjusted.TRANSACTIONS

During the ~~year~~three months ended ~~May~~August 31, ~~2021,~~2024 ~~the~~and ~~Company~~August ~~acquired~~31, ~~travel~~2023, ~~booking~~the ~~websites~~Director ~~and~~of ~~mobile~~the ~~apps~~Company made advancement of $~~400.~~16,631 and ~~The~~$16,580 for ~~intangible~~operating ~~assets~~expenses ~~are~~on ~~subject~~behalf toof ~~annual~~the ~~impairment~~Company, ~~test~~respectively.

~~Share~~The loan is non-~~based~~interest ~~Expenses~~bearing and due on demand.

~~ASC~~As ~~718~~of ~~“Compensation~~August – Stock Compensation” prescribes accounting and reporting standards for all share-based payment transactions in which employee services and non-employee services are acquired. Transactions include incurring liabilities31, or2024 ~~issuing or offering to issue shares, options,~~ and ~~other~~May ~~equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees and non-employees~~31, ~~including grants of employee stock options~~2024, ~~are recognized as compensation expense in~~ the ~~financial~~amount ~~statements~~due ~~based on their fair values. That expense is recognized over the period during which an employee is required~~ to ~~provide~~director ~~services~~was in$118,450 and ~~exchange for the award~~$101,819 ~~known as the requisite service period (usually the vesting period)~~respectively.

~~Recent~~NOTE ~~Accounting~~6 ~~Pronouncements~~– CONVERTIBLE NOTES

Management has considered all other recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

	August 31,			May 31,
	2024			2024
Convertible Notes - June 2019	$	56,859		$	56,859
Convertible Notes - August 2019		14,716			14,716
Convertible Notes - November 2019		8,789			8,789
Convertible Notes - February 2020		18,956			18,956
Convertible Notes - May 2020		3,350			3,350
Convertible Notes - August 2020		16,632			16,632
Convertible Notes - November 2020		7,400			7,400
Convertible Notes - February 2021		2,700			2,700
		129,402			129,402
Less current portion of convertible notes payable		(129,402	)		(129,402	)
Non-current convertible notes payable	$	-		$	-

9On ~~Table~~June 1, 2019, the Company issued convertible notes to three unaffiliated parties for an aggregate amount of ~~Contents~~$81,859 to replace the full amount of related party advances that had been provided to the Company through May 31, 2019. The convertible notes are due on demand, bear interest at 25% per annum and are convertible at $0.01 per share for the Company common stock. The total debt discount from the beneficial conversion features of $81,859 was expensed upon issuance of the notes.

InOn August ~~2020~~31, ~~the FASB issued ASU 2020-06~~2019, ~~ASC Subtopic 470-20 “Debt-Debt with “Conversion and Other Options” and ASC subtopic 815-40 “Hedging-Contracts in Entity’s Own Equity”. The standard reduced~~ the ~~number~~Company ofissued ~~accounting~~a ~~models for~~ convertible ~~debt~~note ~~instruments and convertible preferred stock. Convertible instruments that continue~~ to bean ~~subject~~unaffiliated toparty ~~separation~~of ~~models~~$14,717 ~~are~~for ~~(1)~~paying ~~those~~operating ~~with~~expenses ~~embedded~~on ~~conversion~~behalf ~~features~~of ~~that are not clearly and closely related to~~ the ~~host~~Company. ~~contract,~~The ~~that~~convertible ~~meet~~note ~~the~~is ~~definition~~due ofon ~~a derivative~~demand, ~~and~~bears ~~that~~interest doat ~~not~~25% ~~qualify~~per ~~for~~annum ~~a scope exception from derivative accounting;~~ and, ~~(2)~~is convertible ~~debt~~at ~~instruments~~$0.95 ~~issued~~per ~~with~~share ~~substantial premiums~~ for ~~which~~ the ~~premiums~~Company ~~are~~common ~~recorded as paid-in capital~~stock. ~~ASU2020-06~~The ~~removes~~debt discount from ~~U.S. GAAP~~ the ~~separation models for (1) convertible debt with a cash conversion feature (“CCF”) and (2) convertible instruments with a~~ beneficial conversion ~~feature (“BCF”). With the adoption~~ of ~~ASU2020-06~~$6,971 ~~entities~~was ~~will~~expensed ~~not~~upon separately present in equity an embedded conversion feature these debts. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company has chosen to early adopt this standard on its year ended May 31, 2022 financial statements and did not record BCF on the issuance of ~~convertible notes with conversion rate below~~ the ~~Company’s market stock price on the date of~~ note ~~issuance~~.

~~NOTE~~On 3November –30, ~~GOING~~2019, ~~CONCERN~~the Company issued a convertible note to an unaffiliated party of $8,789 for paying operating expenses on behalf of the Company. The convertible note is due on demand, bears interest at 25% per annum and is convertible at $0.95 per share for the Company common stock. The debt discount from the beneficial conversion of $8,788 was expensed upon issuance of the note.

~~The~~On ~~Company’s~~January ~~financial~~3, ~~statements~~2020, ~~are~~the ~~prepared~~Company ~~using~~amended ~~accounting~~a ~~principles~~convertible ~~generally~~note ~~accepted~~of in$25,000 ~~the~~issued ~~United~~on ~~States~~June of1, ~~America~~2019. ~~applicable~~The toamended aconvertible ~~going~~note ~~concern~~is due on demand, ~~which~~bear ~~contemplates~~interest ~~the~~at ~~realization~~5% ofper ~~assets~~annum and ~~liquidation~~are ofconvertible ~~liabilities~~at in$0.002 ~~the~~per ~~normal~~share ~~course~~for ofthe ~~business~~Company common stock. ~~However,~~On ~~the~~February ~~Company~~17, ~~does~~2020, ~~not~~the ~~have~~note ~~significant~~holder ~~cash~~of orthe ~~other~~amended ~~current~~convertible ~~assets,~~note ~~nor~~sold ~~does~~the itnote ~~have~~to antwo ~~established~~unaffiliated ~~source~~parties. ofOn ~~revenues~~June ~~sufficient~~1, to2020, ~~cover~~principal ~~its~~of ~~operating~~$11,000 ~~costs~~from ~~and~~the toconvertible ~~allow~~notes itwas toconverted ~~continue~~for as5,500,000 ashares ~~going~~of ~~concern~~common stock.

~~Under~~On ~~the~~February ~~going~~29, ~~concern assumption~~2020, anthe ~~entity~~Company isissued ~~ordinarily~~a ~~viewed~~convertible asnote ~~continuing~~to inan ~~business~~unaffiliated ~~for~~party ~~the~~of ~~foreseeable~~$4,956 ~~future~~for ~~with~~paying ~~neither~~operating ~~the~~expenses ~~intention~~on ~~nor~~behalf ~~the necessity~~ of ~~liquidation,~~the ~~ceasing~~Company. ~~trading,~~The orconvertible ~~seeking~~note ~~protection~~is ~~from~~due ~~creditors~~on ~~pursuant~~demand, tobears ~~laws~~interest orat ~~regulations.~~25% ~~Accordingly,~~per ~~assets~~annum and ~~liabilities~~is ~~are~~convertible ~~recorded~~at on$0.001 ~~the~~per ~~basis~~share ~~that~~for the ~~entity~~Company ~~will~~common bestock. ~~able~~The todebt ~~realize~~discount ~~its~~from ~~assets~~the ~~and~~beneficial ~~discharge~~conversion ~~its~~of ~~liabilities~~$4,956 inwas ~~the~~expensed ~~normal~~upon ~~course~~issuance of ~~business~~the note.

~~The~~On ~~Company~~May ~~has~~31, ~~incurred net losses since inception on April 20~~2020, ~~2013~~the ~~through~~Company ~~February~~issued ~~29,~~a ~~2024~~convertible ~~totalling~~note ~~$39,077,586~~to ~~and~~an ~~has~~unaffiliated ~~negative~~party ~~working capital~~ of $~~362~~3,~~716~~350 atfor ~~February~~paying ~~29,~~operating ~~2024.~~expenses ~~The~~on ~~ability~~behalf of the Company. toThe ~~continue~~convertible asnote ais ~~going~~due ~~concern~~on isdemand, ~~dependent~~bears ~~upon~~interest ~~its~~at ~~ability~~25% toper ~~successfully~~annum ~~accomplish~~and ~~the~~is ~~plan~~convertible ~~described~~at in$0.001 ~~the~~per ~~Business~~share ~~paragraph~~for ~~and~~the ~~eventually~~Company ~~attain~~common ~~profitable operations~~stock. The ~~accompanying~~debt ~~financial~~discount ~~statements~~from dothe ~~not~~beneficial ~~include~~conversion ~~any~~of ~~adjustments~~$3,350 ~~that~~was ~~may~~expensed beupon ~~necessary~~issuance ifof the ~~Company is unable to continue as a going concern~~note.

~~During~~On ~~the~~August ~~next~~31, ~~year~~2020, the Company’s ~~foreseeable~~issued ~~cash~~a ~~requirements~~convertible ~~will~~note ~~relate~~ to ~~continual~~an ~~development~~unaffiliated ofparty ~~the operations~~ of ~~its business~~$16,632 ~~maintaining~~for ~~its~~paying ~~good~~operating ~~standing~~expenses ~~and~~on ~~making~~behalf of the ~~requisite~~Company. ~~filings~~The ~~with~~convertible ~~the~~note ~~Securities~~is ~~and~~due ~~Exchange~~on ~~Commission~~demand, bears interest at 25% per annum and ~~the~~is ~~payment~~convertible ofat ~~expenses~~$0.001 ~~associated~~per ~~with~~share ~~research~~for ~~and~~the ~~development~~Company common stock. The ~~Company~~debt ~~may~~discount ~~experience~~from athe ~~cash~~beneficial ~~shortfall~~conversion ~~and~~of be$16,632 ~~required~~was toexpensed ~~raise~~upon ~~additional~~issuance ~~capital~~of the note.

~~Historically,~~10 itTable ~~has mostly relied upon funds from the sale~~ of shares of stock and from acquiring loans to finance its operations and growth. Management may raise additional capital through future public or private offerings of the Company’s stock or through loans from private investors, although there can be no assurance that it will be able to obtain such financing. The Company’s failure to do so could have a material and adverse effect upon it and its shareholders.Contents

InOn ~~the~~November ~~past~~30, ~~year~~2020, the Company ~~funded~~issued ~~operations~~a byconvertible ~~using~~note ~~cash~~to ~~proceeds~~an ~~received~~unaffiliated ~~through~~party ~~related~~of ~~party~~$7,400 ~~proceeds.~~for ~~For~~paying ~~the~~operating ~~coming~~expenses ~~year,~~on behalf of the Company. ~~plans~~The toconvertible ~~continue~~note tois ~~fund~~due ~~the~~on ~~Company~~demand, ~~through~~bears ~~related~~interest ~~party~~at ~~issuances,~~25% ~~debt~~per annum and ~~securities~~is ~~sales~~convertible ~~and~~at ~~issuances~~$0.001 ~~until~~per share for the ~~company~~Company ~~generates~~common ~~enough~~stock. ~~revenues~~The ~~through~~debt discount from the ~~operations~~beneficial asconversion ~~stated~~of ~~above~~$7,400 was expensed upon issuance of the note.

~~NOTE~~On 4February –28, ~~COMMON~~2021, ~~STOCK~~the Company issued a convertible note to an unaffiliated party of $2,700 for paying operating expenses on behalf of the Company. The convertible note is due on demand, bears interest at 25% per annum and is convertible at $0.001 per share for the Company common stock. The debt discount from the beneficial conversion of $2,700 was expensed upon issuance of the note.

~~The~~During ~~Company~~the ~~has~~three ~~authorized~~months ~~seventy-five~~ended ~~million~~August ~~(75~~31,~~000,000)~~ ~~shares~~2024 ofand ~~common~~2023, ~~stock~~the ~~with~~Company aincurred ~~par~~note ~~value~~interest expense of $07,448 and $7,448, respectively.~~001.~~

As of ~~February~~August 2931, 2024 and May 31, ~~2023~~2024, 60the convertible notes payable was $129,~~647~~402 and $129,~~380~~402, ~~shares~~respectively, ofand ~~common~~accrued ~~stock~~note ~~were~~interest ~~issued~~payable was $147,239 and ~~outstanding~~$139,791, respectively.

10NOTE ~~Table~~7 of– ~~Contents~~SUBSEQUENT EVENTS

~~NOTE~~In 5accordance –with ~~RELATED~~ASC ~~PARTY~~855-10, ~~TRANSACTIONS~~the Company has analyzed its operations subsequent to the August 31, 2024 to the date these financial statements were issued and has determined that it does not have any material subsequent events to disclose in these financial statements.

~~During~~11 ~~the~~Table ~~nine months ended February 29, 2024 and February 28, 2023, the Director~~ of ~~the Company made advancement of $32,267 and $28,450 for operating expenses on behalf of the Company, respectively.~~ Contents

~~The~~Item ~~loan~~2. isManagement’s ~~non-interest~~Discussion ~~bearing~~and Analysis of Financial Condition and ~~due~~Results onof ~~demand.~~Operations

AsFORWARD-LOOKING ~~of February 29, 2024 and May 31, 2023, the amount due to director was $97,975 and $65,708, respectively.~~STATEMENTS

~~NOTE~~This 6quarterly –report ~~CONVERTIBLE~~contains ~~NOTES~~forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. 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. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

	February 29,			May 31,
	2024			2023
Convertible Notes - June 2019	$	56,859		$	56,859
Convertible Notes - August 2019		14,716			14,716
Convertible Notes - November 2019		8,789			8,789
Convertible Notes - February 2020		18,956			18,956
Convertible Notes - May 2020		3,350			3,350
Convertible Notes - August 2020		16,632			16,632
Convertible Notes - November 2020		7,400			7,400
Convertible Notes - February 2021		2,700			2,700
		129,402			129,402
Less current portion of convertible notes payable		(129,402	)		(129,402	)
Non-current convertible notes payable	$	-		$	-

Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.

OnUnless ~~June~~otherwise 1,specified ~~2019,~~in ~~the~~this ~~Company~~quarterly ~~issued convertible notes to three unaffiliated parties for an aggregate amount of $81~~report,~~859~~ toall ~~replace~~dollar ~~the~~amounts ~~full amount of related party advances that had been provided to the Company through May 31, 2019. The convertible notes~~ are ~~due~~expressed onin ~~demand,~~United ~~bear~~States ~~interest~~dollars ~~at 25% per annum~~ and ~~are~~all ~~convertible~~references atto ~~$0.01 per share for the Company~~ “common stock.” ~~The~~refer ~~total~~to ~~debt~~shares ~~discount from the beneficial conversion features~~ of ~~$81,859~~our ~~was~~common ~~expensed upon issuance of the notes~~stock.

OnAs ~~August~~used ~~31,~~in ~~2019,~~this ~~the~~quarterly ~~Company issued a convertible note to an unaffiliated party of $14~~report,~~717~~ ~~for paying operating expenses on behalf of~~ the ~~Company.~~terms ~~The~~“we”, ~~convertible~~“us”, ~~note~~“our iscompany”, ~~due~~mean onStartech ~~demand~~Labs, ~~bears interest at 25% per annum and is convertible at $0~~Inc.95, ~~per~~a ~~share~~Nevada ~~for the Company common stock. The debt discount from the beneficial conversion of $6~~corporation,~~971~~ ~~was~~unless ~~expensed~~otherwise ~~upon issuance of the note~~indicated.

On November 30, 2019, the Company issued a convertible note to an unaffiliated party of $8,789 for paying operating expenses on behalf of the Company. The convertible note is due on demand, bears interest at 25% per annum and is convertible at $0.95 per share for the Company common stock. The debt discount from the beneficial conversion of $8,788 was expensed upon issuance of the note.Overview

OnWe ~~January~~were 3,incorporated ~~2020,~~in the ~~Company~~State ~~amended a convertible note~~ of ~~$25,000~~Nevada ~~issued~~ on ~~June~~April 120, ~~2019.~~2013 ~~The~~under ~~amended~~the ~~convertible~~name ~~note is due on demand, bear interest at 5% per annum and are convertible at $0~~UpperSolution.~~002~~com ~~per~~with ~~share for~~ the ~~Company~~principal ~~common~~business ~~stock.~~objective Onof ~~February~~creating ~~17,~~an ~~2020,~~independent ~~the~~and ~~note~~unbiased ~~holder~~mobile ofapp ~~the~~that ~~amended~~enables ~~convertible~~consumers ~~note~~to ~~sold~~find the ~~note~~best tocellular ~~two~~rate ~~unaffiliated~~plan ~~parties.~~for Ontheir ~~June~~need 1,and ~~2020,~~getting ~~principal~~real-time ofnotifications ~~$11,000~~when ~~from~~a ~~the~~new ~~convertible~~cellular ~~notes~~plan ~~was~~is ~~converted for 5,500,000 shares of common stock~~available.

On12 ~~February~~Table ~~29, 2020, the Company issued a convertible note to an unaffiliated party~~ of $4,956 for paying operating expenses on behalf of the Company. The convertible note is due on demand, bears interest at 25% per annum and is convertible at $0.001 per share for the Company common stock. The debt discount from the beneficial conversion of $4,956 was expensed upon issuance of the note.Contents

On ~~May~~January 3110, ~~2020~~2018, ~~the~~our ~~Company~~company, ~~issued~~Analog aNest ~~convertible~~Technologies, ~~note~~Inc. to(“Analog anNest”) ~~unaffiliated~~and ~~party~~the shareholders of ~~$3,350~~Analog ~~for~~(the ~~paying~~“Analog ~~operating~~Nest ~~expenses~~Shareholders”) onclosed ~~behalf~~a oftransaction ~~the~~pursuant ~~Company.~~a ~~The~~share ~~convertible~~exchange ~~note~~agreement isdated ~~due~~January on10, ~~demand~~2018, ~~bears~~whereby ~~interest~~our atcompany 25acquired 100% ~~per~~of ~~annum~~the ~~and~~outstanding isshares ~~convertible~~of atcommon ~~$0.001~~stock ~~per~~of ~~share~~Analog ~~for~~Nest (the ~~Company~~“Analog ~~common~~Nest ~~stock.~~Stock”) ~~The~~from ~~debt~~the ~~discount~~Analog ~~from~~Nest Shareholders. In exchange for the ~~beneficial~~Analog ~~conversion~~Nest ofStock ~~$3,350~~our ~~was~~company ~~expensed~~issued ~~upon~~100,000 ~~issuance~~shares of our common stock to the ~~note~~Analog Nest Shareholders.

OnAnalog ~~August~~Nest ~~31,~~was ~~2020,~~incorporated in the ~~Company~~State ~~issued~~of Nevada on September 8, 2017 as a ~~convertible~~mobile ~~note~~application to(“app”) ancompany ~~unaffiliated~~focused ~~party~~on ofutility/entertainment ~~$16,632~~apps for ~~paying~~Google’s ~~operating~~Android ~~expenses~~and onApple’s ~~behalf~~iOS ofplatforms. In December 2017, Analog Nest acquired the ~~Company.~~following ~~The~~apps: ~~convertible~~Old ~~note~~Fart isBooth, ~~due~~Old onFart ~~demand~~Booth Pro, ~~bears~~Ugly ~~interest~~Face atBooth, ~~25%~~Ugly ~~per~~Santa ~~annum~~Booth, ~~and~~Baldy is– ~~convertible~~Bald atPhoto ~~$0.001~~Booth, ~~per~~Fatty ~~share~~– ~~for~~Make ~~the~~Funny ~~Company~~Fat ~~common~~Faces, ~~stock.~~Slender ~~The~~Man ~~debt~~Scary ~~discount~~Prank, ~~from~~Anime ~~the~~Booth, ~~beneficial~~Anime ~~conversion~~Booth ofFree, ~~$16~~Minecart Mayhem,~~632~~ ~~was~~Pimp ~~expensed~~My ~~upon~~Pet, ~~issuance~~Pimp ofMy ~~the~~Dog, ~~note~~Cavity Detector – Scary Prank, Mustacher, Alex From Target, A Farm Animal Salon, Mustacher Pro, Pimp My Cat, and Animal Dress Up Salon.

On ~~November~~June 3026, ~~2020~~2019, ~~the~~a ~~Company~~majority ~~issued~~of aour ~~convertible~~stockholders ~~note~~and toour anboard ~~unaffiliated~~of ~~party~~directors ofapproved ~~$7,400~~a ~~for~~change ~~paying~~of ~~operating~~name ~~expenses~~of onour ~~behalf~~company ofto ~~the~~“Startech ~~Company~~Labs, Inc.” ~~The~~and ~~convertible~~a ~~note~~reverse isstock ~~due~~split onof ~~demand,~~our ~~bears~~issued ~~interest~~and atoutstanding ~~25%~~shares ~~per~~of ~~annum~~common ~~and~~stock ison ~~convertible~~a atninety-five ~~$0.001~~(95) ~~per~~old ~~share~~ for ~~the~~one ~~Company~~(1) ~~common~~new ~~stock~~basis. The ~~debt~~name ~~discount~~change ~~from~~and ~~the~~reverse ~~beneficial~~stock ~~conversion~~split ofbecame ~~$7,400~~effective ~~was~~on ~~expensed~~July ~~upon~~17, ~~issuance of the note~~2019.

OnWe ~~February~~have ~~28,~~not ~~2021,~~declared ~~the Company issued a convertible note to an unaffiliated party of $2~~bankruptcy,~~700~~ ~~for~~been ~~paying~~involved ~~operating~~in ~~expenses~~receivership onor ~~behalf~~any ofsimilar ~~the Company~~proceeding. The convertible note is due on demand, bears interest at 25% per annum and is convertible at $0.001 per share for the Company common stock. The debt discount from the beneficial conversion of $2,700 was expensed upon issuance of the note.

~~During~~Our ~~the~~office ~~nine~~is ~~months~~located ~~ended~~at ~~February~~244 29Madison Avenue, ~~2024~~New York, NY 10016-2817 and ~~February~~our ~~28,~~telephone ~~2023,~~number ~~the~~is ~~Company~~(802) ~~incurred~~255-4212. ~~note~~We ~~interest~~do ~~expense~~not ofown ~~$22,183~~any property and ~~$22,102,~~we ~~respectively~~do not have a corporate website.

AsOur ofCurrent ~~February 29, 2024 and May 31, 2023, the convertible notes payable was $129,402 and $129,402, respectively, and accrued note interest payable was $132,342 and $110,159, respectively.~~Business

11Startech ~~Table~~Labs develops customized web solutions with both commercial and retail applications. Currently focused on further development of ~~Contents~~fare aggregators and travel metasearch engines, Startech Labs owns and operates international online travel and hospitality web portals where users can search for flights and hotels and select the most economical options.

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

~~FORWARD-LOOKING~~The ~~STATEMENTS~~following summary of our operations should be read in conjunction with our unaudited financial statements for the three months ended August 31, 2024 and 2023.

~~This~~Three ~~quarterly~~months ~~report~~ending ~~contains~~August ~~forward-looking statements. These statements relate to future events or our future financial performance. In some cases~~31, ~~you~~2024 ~~can~~compared identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to bethree ~~materially~~months ~~different~~ending ~~from~~August ~~any future results~~31, ~~levels~~2023: of activity, performance or achievements expressed or implied by these forward-looking statements. 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. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

	For the Three Months Ended
	August 31,			August 31,
	2024			2023			Change			%
Operating Expenses	$	17,538		$	19,338		$	(1,800	)	(9%)
Other expense		7,448			7,448			-			-
Net Loss	$	(24,986	)	$	(26,786	)	$	1,800		(7%)

~~Unless~~Net ~~otherwise~~loss ~~specified~~totaled in$24,986 ~~this~~for ~~quarterly~~the ~~report~~three months ended August 31, ~~all~~2024, ~~dollar~~compared ~~amounts~~to ~~are~~a ~~expressed~~net inloss ~~United~~for ~~States~~the ~~dollars~~three ~~and~~months ~~all~~ended ~~references~~August to31, ~~“common~~2023 ~~stock”~~of ~~refer~~$26,786. The decrease in net loss was mainly due to ~~shares~~the ofdecrease ~~our~~in ~~common~~professional ~~stock~~fees.

AsLiquidity ~~used~~and inCapital ~~this quarterly report, the terms “we”, “us”, “our company”, mean Startech Labs, Inc., a Nevada corporation, unless otherwise indicated.~~Resources

~~Overview~~Working Capital

We were incorporated in the State of Nevada on April 20, 2013 under the name UpperSolution.com with the principal business objective of creating an independent and unbiased mobile app that enables consumers to find the best cellular rate plan for their need and getting real-time notifications when a new cellular plan is available.

	August 31,			May 31,
	2024			2024			Change
Current Assets	$	-		$	-		$	-
Current Liabilities	$	398,699		$	373,713		$	24,986
Working Capital Deficiency	$	(398,699	)	$	(373,713	)	$	(24,986	)

On13 ~~January~~Table ~~10, 2018, our company, Analog Nest Technologies, Inc. (“Analog Nest”) and the shareholders~~ of Analog (the “Analog Nest Shareholders”) closed a transaction pursuant a share exchange agreement dated January 10, 2018, whereby our company acquired 100% of the outstanding shares of common stock of Analog Nest (the “Analog Nest Stock”) from the Analog Nest Shareholders. In exchange for the Analog Nest Stock our company issued 100,000 shares of our common stock to the Analog Nest Shareholders.Contents

~~Analog~~The ~~Nest~~increase ~~was incorporated~~ in ~~the~~working ~~State~~capital ofdeficiency ~~Nevada~~during ~~on September 8, 2017 as a mobile application (“app”) company focused on utility/entertainment apps for Google’s Android and Apple’s iOS platforms. In December 2017, Analog Nest acquired~~ the ~~following~~three ~~apps:~~months ~~Old~~ended ~~Fart~~August ~~Booth~~31, ~~Old~~2024 ~~Fart~~was ~~Booth~~primarily ~~Pro,~~a ~~Ugly~~result ~~Face~~of ~~Booth,~~an ~~Ugly~~increase ~~Santa~~of ~~Booth,~~due ~~Baldy~~to –related ~~Bald~~parties Photo Booth, Fatty – Make Funny Fat Faces, Slender Man Scary Prank, Anime Booth, Anime Booth Free, Minecart Mayhem, Pimp My Pet, Pimp My Dog, Cavity Detector – Scary Prank, Mustacher, Alex From Target, A Farm Animal Salon, Mustacher Pro, Pimp My Cat, and ~~Animal~~accrued ~~Dress~~interest ~~Up Salon~~payable.

OnCash June 26, 2019, a majority of our stockholders and our board of directors approved a change of name of our company to “Startech Labs, Inc.” and a reverse stock split of our issued and outstanding shares of common stock on a ninety-five (95) old for one (1) new basis. The name change and reverse stock split became effective on July 17, 2019.Flows

We have not declared bankruptcy, been involved in receivership or any similar proceeding.

	For the Three Months Ended
	August 31,			August 31,
	2024			2023
Cash Flows used in Operating Activities	$	(16,631	)	$	(16,580	)
Cash Flows used in Investing Activities		-			-
Cash Flows from Financing Activities		16,631			16,580
Net Change in Cash and Cash Equivalents	$	-		$	-

~~Our~~Cash ~~office~~Flow isfrom ~~located~~Operating ~~at 244 Madison Avenue, New York, NY 10016-2817 and our telephone number is (802) 255-4212. We do not own any property and we do not have a corporate website.~~Activities

12During ~~Table~~the ofthree ~~Contents~~months ended August 31, 2024, our Company used $16,631 in cash from operating activities, compared to $16,580 cash used in operating activities during the three months ended August 31, 2023.

~~Our~~The ~~Current~~cash ~~Business~~used from operating activities for the three months ended August 31, 2024 was attributed to a net loss of $24,986, reduced by changes in operating assets and liabilities of $8,355.

~~Startech~~The ~~Labs~~cash ~~develops~~used ~~customized~~from ~~web~~operating ~~solutions~~activities ~~with~~for ~~both~~the ~~commercial~~three ~~and~~months ~~retail~~ended ~~applications.~~August ~~Currently~~31, ~~focused~~2023 onwas ~~further~~attributed ~~development~~to ofa ~~fare~~net ~~aggregators~~loss ~~and~~of ~~travel metasearch engines~~$26,786, ~~Startech~~reduced ~~Labs~~by ~~owns~~changes ~~and~~in ~~operates~~operating ~~international~~assets ~~online travel~~ and ~~hospitality~~liabilities ~~web~~of ~~portals where users can search for flights and hotels and select the most economical options~~$10,206.

~~Results~~Cash ofFlow ~~Operations~~from Investing Activities

~~The~~During ~~following~~the ~~summary~~three ofmonths ~~our~~ended ~~operations~~August ~~should~~31, be2024 ~~read~~and inAugust ~~conjunction~~31, ~~with~~2023, our ~~unaudited~~company ~~financial~~did ~~statements~~not ~~for~~use ~~the~~any ~~nine~~cash ~~months~~in ~~ended~~investing ~~February 29, 2024 and February 28, 2023~~activities.

~~Three~~Cash ~~months~~Flow ~~ending~~from ~~February~~Financing ~~29, 2024 compared to three months ending February 28, 2023:~~ Activities

	For the Three Months Ended
	February 29,			February 28,
	2024			2023			Change			%
Operating Expenses	$	5,950		$	5,322		$	628			12	%
Other expense		7,367			7,286			81			1	%
Net Loss	$	(13,317	)	$	(12,608	)	$	(709	)		6	%

During the three months ended August 31, 2024 and August 31, 2023, our company received $16,631 and $16,580 from director’s advancement, respectively.

~~Net~~Off-Balance ~~loss~~Sheet totalled $13,317 for the three months ended February 29, 2024, compared to a net loss for the three months ended February 28, 2023 of $12,068. The increase in net loss was mainly due to the increase in professional fees.Arrangements

~~Nine~~We ~~months~~have ~~ending~~no ~~February~~off-balance ~~29,~~sheet ~~2024~~arrangements ~~compared~~that have or are reasonably likely to ~~three~~have ~~months~~a ~~ending~~current ~~February~~or 28future effect on our financial condition, ~~2023:~~changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

	For the Nine Months Ended
	February 29,			February 28,
	2024			2023			Change			%
Operating Expenses	$	31,521		$	26,172		$	5,349			20	%
Other expense		22,183			22,102			81			-
Net Loss	$	(53,704	)	$	(48,274	)	$	(5,430	)		11	%

Going Concern

~~Net~~We have incurred net loss ~~totalled~~since our inception on April 20, 2013 through August 31, 2024 totaling $5339,~~704~~113,969 ~~for~~and have completed only the ~~nine~~preliminary ~~months~~stages ~~ended~~of ~~February~~our ~~29,~~business ~~2024~~plan. We anticipate incurring additional losses before realizing any revenues and will depend on additional financing in order to meet our continuing obligations and ultimately, ~~compared~~to attain profitability. Our ability to aobtain ~~net~~additional ~~loss~~financing, ~~for~~whether through the ~~nine~~issuance ~~months~~of ~~ended~~additional ~~February~~equity ~~28,~~or ~~2023~~through the assumption of ~~$48~~debt,~~274~~ is uncertain. ~~The~~Accordingly, ~~increase~~our independent auditors’ report on our financial statements for the year ended May 31, 2024 includes an explanatory paragraph regarding concerns about our ability to continue as a going concern, including additional information contained in ~~net~~the ~~loss~~notes ~~was~~to ~~mainly~~our ~~due~~financial statements describing the circumstances leading to this disclosure. The financial statements do not include any adjustments that might result from the ~~increase~~uncertainty inabout ~~professional~~our ~~fees~~ability to continue our business.

~~Liquidity~~14 ~~and~~Table ~~Capital~~of ~~Resources~~Contents

~~Working~~Recently ~~Capital~~Issued Accounting Pronouncements

	February 29,			May 31,
	2024			2023			Change
Current Assets	$	-		$	-		$	-
Current Liabilities	$	362,716		$	309,012		$	53,704
Working Capital Deficiency	$	(362,716	)	$	(309,012	)	$	(53,704	)

We do not expect the adoption of any recently issued accounting pronouncements to have a significant impact on our net results of operations, financial position, or cash flows.

The increase in working capital deficiency during the nine months ended February 29, 2024 was primarily a result of an increase of due to related parties and accrued interest payable.

13 Table of Contents

Cash Flows

	For the Nine Months Ended
	February 29,			February 28,
	2024			2023
Cash Flows used in Operating Activities	$	(32,267	)	$	(28,450	)
Cash Flows used in Investing Activities		-			-
Cash Flows from Financing Activities		32,267			28,450
Net Change in Cash and Cash Equivalents	$	-		$	-

Cash Flow from Operating Activities

During the nine months ended February 29, 2024, our company used $32,267 in cash from operating activities, compared to $28,450 cash used in operating activities during the nine months ended February 28, 2023.

The cash used from operating activities for the nine months ended February 29, 2024 was attributed to a net loss of $53,704, reduced by changes in operating assets and liabilities of $21,437.

The cash used from operating activities for the nine months ended February 28, 2023 was attributed to a net loss of $48,274, reduced by changes in operating assets and liabilities of $19,824.

Cash Flow from Investing Activities

During the nine months ended February 29, 2024 and February 28, 2023, our company did not use any cash in investing activities.

Cash Flow from Financing Activities

During the nine months ended February 29, 2024 and February 28, 2023, our company received $32,267 and $28,450 from director’s advancement, respectively.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

Going Concern

We have incurred net loss since our inception on April 20, 2013 through February 29, 2024 totalling $39,077,586 and have completed only the preliminary stages of our business plan. We anticipate incurring additional losses before realizing any revenues and will depend on additional financing in order to meet our continuing obligations and ultimately, to attain profitability. Our ability to obtain additional financing, whether through the issuance of additional equity or through the assumption of debt, is uncertain. Accordingly, our independent auditors’ report on our financial statements for the year ended May 31, 2023 includes an explanatory paragraph regarding concerns about our ability to continue as a going concern, including additional information contained in the notes to our financial statements describing the circumstances leading to this disclosure. The financial statements do not include any adjustments that might result from the uncertainty about our ability to continue our business.

Recently Issued Accounting Pronouncements

We do not expect the adoption of any recently issued accounting pronouncements to have a significant impact on our net results of operations, financial position, or cash flows.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company”, we are not required to provide the information required by this Item.

14 Table of Contents

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer (our principal executive officer, principal financial officer and principal accounting officer), has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a- 15(e) and 15d- 15(e) under the Securities Exchange Act of 1934, as amended (Exchange Act)), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our Chief Executive Officer has concluded that as of such date, our disclosure controls and procedures were not effective such that the information relating to us required to be disclosed in our Securities and Exchange Commission (“SEC”) reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

During the period covered by this report there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Table of Contents

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

Item 1A. Risk Factors

As a “smaller reporting company”, we are not required to provide the information required by this Item.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None

Table of Contents

Item 6. Exhibits

		INCORPORATED BY REFERENCE
EXHIBITNUMBER	Exhibit Description	Form	Exhibit	FilingDate
(3)	(i) Articles of Incorporation, (ii) Bylaws
3.1*	Articles of Incorporation	10-K	3.1	August 21, 2019
3.2	By-Laws	S-1	3.2	August 16, 2013
3.3*	Certificate of Amendment	10-K	3.3	August 21, 2019
(31)	(i) Rule 13a-14(a)/15d-14(a) Certifications, (ii) Rule 13a-14/15d-14 Certifications
31.1*	Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer and Chief Financial Officer
(32)	Section 1350 Certifications
32.1**	Section 1350 Certification of Chief Executive Officer and Chief Financial Officer
(100)	Interactive Data File
101.INS**	XBRL Instance Document
101.SCH**	XBRL Taxonomy Extension Schema Document
101.CAL**	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**	XBRL Taxonomy Extension Label Linkbase Document
101.PRE**	XBRL Taxonomy Extension Presentation Linkbase Document

_________

*Filed herewith.

**Furnished herewith.

Table of Contents

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

		STARTECH LABS, INC.
		(Registrant)
Dated: March 28, 2024		/s/ Kevin So
Dated: October 2, 2024		/s/ Kevin So
		Kevin So
		President, Chief Executive Officer, Secretary and Director
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

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