My City Builders, Inc.

Previous wording

On January 31, 2023, the Company changed its corporate name to My City Builders, Inc., through the merger of the Company with its wholly owned subsidiary, My City Builders, Inc., a Nevada corporation (the “Subsidiary”). Pursuant to an agreement and plan of merger between the Company and the Subsidiary, the Subsidiary was merged with and into the Company and the Company’s name was changed to My City Builders, Inc. The only change to the Company’s articles of incorporation was the change of the Company’s corporate name. Pursuant to the Nevada Revised Statutes (NRS) 92A.180, the merger did not require stockholder approval. On April 26, 2023, FINRA notified the Company that their review of our corporate name change, disclosed in our 8-K filed on February 1, 2023, with the SEC, was complete and that the announcement of the merger, name and symbol change for the Company had been announced on their Daily List on April 26, 2023. The corporate action took effect at the open of business on April 27, 2023, in the open market. The Company’s new trading symbol is MYCB.

Current wording

On January 31, 2023, the Company changed its corporate name to My City Builders, Inc., through the merger of the Company with its wholly owned subsidiary, My City Builders, Inc., a Nevada corporation (the “Subsidiary”). Pursuant to an agreement and plan of merger between the Company and the Subsidiary, the Subsidiary was merged with and into the Company and the Company’s name was changed to My City Builders, Inc. The only change to the Company’s articles of incorporation was the change of the Company’s corporate name. Pursuant to the Nevada Revised Statutes (NRS) 92A.180, the merger did not require stockholder approval. On April 26, 2023, FINRA notified the Company that their review of our corporate name change, disclosed in our 8-K filed on February 1, 2023, with the SEC, was complete and that the announcement of the merger, name and symbol change for the Company had been announced on their Daily List on April 26, 2023. The corporate action took effect at the open of business on April 27, 2023, in the open market. As a result of this corporate action the Company’s trading symbol is now MYCB.

Previous wording

On October 4, 2022, the Company, through RAC, entered into a Limited Liability Company Agreement with Fix Pads Holdings, LLC ("Fix Pads"). As a result of the agreement, RAC and Fix Pads formed a limited liability company called RAC FIXPADS II, LLC (“LLC”), incorporated in the state of Delaware. The LLC has two members, RAC and Fix Pads, both providing an initial contribution to the LLC of $1,000 in exchange for a 50% membership interest represented by an issuance of 1,000 Units of the LLC to each party. Each member is entitled to one vote per member. The LLC is managed by a manager, Fix Pads. The agreement provides that additional capital contributions of the members will be made to the LLC as follows: (i) Fix Pads will transfer and assign all rights to and incidents of ownership for up to 60 residential properties it has title, or will have title, to the LLC, as set forth in the agreement; and (ii) RAC will make additional cash contributions to the capital of the LLC, up to a maximum of $5,214,000, on such dates and in such amounts as requested by the LLC, in the manner set forth in the agreement. From the sale of each property by the LLC, the Company shall receive $13,000 and the average additional cash capital contribution per property. During the years ended July 31, 2024, and 2023, the Company invested $0 and $2,679,500 and recognized impairment loss of $ 947,500and $1,732,000, respectively.

Current wording

On October 4, 2022, the Company, through RAC, entered into a Limited Liability Company Agreement with Fix Pads Holdings, LLC ("Fix Pads"). As a result of the agreement, RAC and Fix Pads formed a limited liability company called RAC FIXPADS II, LLC (“LLC”), incorporated in the state of Delaware. The LLC has two members, RAC and Fix Pads, both providing an initial contribution to the LLC of $1,000 in exchange for a 50% membership interest represented by an issuance of 1,000 Units of the LLC to each party. Each member is entitled to one vote per member. The LLC is managed by a manager, Fix Pads. The agreement provides that additional capital contributions of the members will be made to the LLC as follows: (i) Fix Pads will transfer and assign all rights to and incidents of ownership for up to 60 residential properties it has title, or will have title, to the LLC, as set forth in the agreement; and (ii) RAC will make additional cash contributions to the capital of the LLC, up to a maximum of $5,214,000, on such dates and in such amounts as requested by the LLC, in the manner set forth in the agreement. From the sale of each property by the LLC, the Company shall receive $13,000 and the average additional cash capital contribution per property. During the years ended July 31, 2024, and 2023, the Company invested $0 and $2,679,500 and recognized impairment loss of $ 947,500 and $1,732,000, respectively.

Previous wording

The Company obtained the official fair value reports of properties from an independent firm based on sales comparison and secondary sales and recognized the value of 29 properties based on the valuation reports and physical condition of the homes. Some of the homes must be remodeled, therefore its valuation was based on land price or secondary sales and or value per Square Foot. Those valuations were not more than sales comparison price and have been disclosed as nonmonetary gain in the Company’s Financial Statements.

Current wording

The Company obtained the official fair value reports of properties from an independent firm based on sales comparison and secondary sales and recognized the value of 29 properties based on the valuation reports and physical condition of the homes. Some of the homes must be remodelled, therefore its valuation was based on land price or secondary sales and or value per Square Foot. Those valuations were not more than sales comparison price and have been disclosed as nonmonetary gain in the Company’s Financial Statements.

Previous wording

On July 31, 2024, RAC Gadsden LLC entered into a land purchase agreement in Glencoe Alabama. Glencoe is the neighboring town to Gadsden, and the Company plans to build seven to eight duplex apartments on the parcel of land during the calendar year of 2025.

Current wording

On July 31, 2024, RAC Gadsden LLC entered into a land purchase agreement in Glencoe Alabama. Glencoe is the neighbouring town to Gadsden, and the Company plans to build seven to eight duplex apartments on the parcel of land during the calendar year of 2025.

Previous wording

On October 18, 2024, RAC finalized the purchase of one home in Laurel Missippi in amount of $8,021. The Company plans to renovate the home and to sell it.

Current wording

On October 18, 2024, RAC finalized the purchase of one home in Laurel Mississippi in amount of $8,021. The Company plans to renovate the home and to sell it.

Previous wording

As of October 31, 2024, RAC has completed eleven homes and three homes under construction in East Gadsden and has seven of the eleven completed properties leased with monthly lease payments of $1,100 to $1,250, each for a period of one year for each home leased.

Current wording

As of January 31, 2025, RAC has completed the construction of eleven homes with three additional homes under construction in East Gadsden. Of the eleven completed properties eight homes have been leased with monthly lease payments ranging from $1,100 to $1,250, each for a period of one year for each home leased.

Previous wording

On January 17, 2024, the Company’s Board of Directors approved the settlement of $2,850,000 due to one related party in exchange for an issuance of 11,400,000 shares of common stock. The Company valued the issuance of 11,400,000 shares of common stock at market price of $0.20 per share on settlement date and recognized gain of $570,000. The gain on settlement of debts to related party was added in additional paid in capital.

Current wording

On January 22, 2025, and January 17, 2024, the Company’s Board of Directors approved the settlement of $ 1,716,000 and $2,850,000 due to one related party in exchange for an issuance of 4,290,000 and 11,400,000 shares of common stock, respectively. The Company valued the issuance of 4,290,000 and 11,400,000 shares of common stock at market price of $0.35 and $0.20 per share on settlement date and recognized gain of $214,500 and $570,000, respectively. The gain on settlement of debts to related party was added in additional paid in capital.

Previous wording

The following summary of our results of operations should be read in conjunction with our unaudited consolidated financial statements for the three months ended October 31, 2024, and 2023, which are included herein.

Current wording

The following summary of our results of operations should be read in conjunction with our unaudited consolidated financial statements for the six months ended January 31, 2025, and 2024, which are included herein.

Previous wording

Our operating results for the three months ended October 31, 2024, and 2023, and the changes between those periods for the respective items are summarized as follows:

Current wording

Our operating results for the six months ended January 31, 2025, and 2024, and the changes between those periods for the respective items are summarized as follows:

Previous wording

Three Months Ended October 31, 2024, compared to the Three Months ended October 31,2023

Current wording

Three Months Ended January 31, 2025, compared to the Three Months ended January 31,2024

Previous wording

For the three months ended October 31, 2024, and 2023, we generated revenue from rent income of $25,528 and $6,169, respectively.

Current wording

For the three months ended January 31, 2025, and 2024, we generated revenue from rent income of $29,743 and $13,599, respectively.

Previous wording

We had a net loss of $74,485 for the three months ended October 31, 2024, and $78,577 for the three months ended October 31, 2023. The decrease in net loss of $4,092 was due to an increase in operating expenses of $4,604 and other expenses of $10,663 offset by an increase in revenue of $19,359.

Current wording

We had a net loss of $78,299 for the three months ended January 31, 2025, and $1,020,466 for the three months ended January 31, 2024. The decrease in net loss of $942,167 was due to an increase in operating expenses of $3,179 and a decrease in other expenses of $930,330 offset by an increase in revenue of $16,144.

Previous wording

Operating expenses for the three months ended October 31, 2024, and 2023 were $80,092 and $75,488, respectively. For the three months ended October 31, 2024, and 2023, the operating expenses were primarily attributed to professional fees of $51,247 and $57,536, general and administrative expenses of $7,301 and $9,805, depreciation expenses of $14,951 and $5,928 and cost of rental homes of $6,593 and $2,219 respectively. The cost of rental homes was for rented homes such as lawncare, maintenance and repairs, management fees, utilities, insurance and property taxes.

Current wording

Operating expenses for the three months ended January 31, 2025, and 2024 were $77,140 and $73,961, respectively. For the three months ended January 31, 2025, and 2024, the operating expenses were primarily attributed to professional fees of $38,854 and $60,218, general and administrative expenses of $14,615 and $4,550, depreciation expenses of $17,415 and $6,342, and cost of rental homes of $6,256 and $2,851 respectively. The cost of rental homes was for rented homes such as lawncare, maintenance and repairs, management fees, utilities, insurance and property taxes.

Previous wording

Other expenses for the three months ended October 31, 2024, and 2023, represent interest expenses -related party of $0 and $9,258 for granted loans and interest expenses of $19,921 and $0 for banks borrowings and loan payable to third party, respectively.

Current wording

Other expenses for the three months ended January 31, 2025, and 2024, represent interest expenses -related party of $0 and $8,815 for granted loans, interest expenses of $29,774 and $3,789 for banks borrowings and loan payable to third party and impairment loss on investment of $0 and $947,500, respectively.

Previous wording

As of October 31, 2024, our current assets were $1,699,636 and our current liabilities were $1,848,679 which resulted in working capital deficiency of $149,043. As of October 31, 2024, current assets were comprised of $15,169 in cash, $188 in accounts receivable, $1,684,279 in homes inventory for sales, compared to $20,245 in cash, $2,607 in accounts receivable, $1,613,005 in homes inventory for sales.

Current wording

As of January 31, 2025, our current assets were $1,916,559 and our current liabilities were $523,946 which resulted in working capital of $1392,613. As of January 31, 2025, current assets were comprised of $17,349 in cash, $1,124 in accounts receivable, $1,875,367 in homes inventory for sales, compared to $20,245 in cash, $2,607 in accounts receivable, $1,613,005 in homes inventory for sales as of July 31,2024.

Previous wording

As of October 31, 2024, current liabilities were comprised of $47,607 in accounts payable and accrued liabilities, $1,345,000 in due to related parties, $25,000 loan payable-current portion and $431,072 in bank borrowings, compared to $79,563 in accounts payable and accrued liabilities, $1,106,000 in due to related parties, $25,000 loan payable-current portion, $28,500 in loans payable -related party and $332,589 in bank borrowings as of July 31, 2024.

Current wording

As of January 31, 2025, current liabilities were comprised of $66,742 in accounts payable and accrued liabilities, $25,000 loan payable-current portion and $432,204 in bank borrowings, compared to $79,563 in accounts payable and accrued liabilities, $1,106,000 in due to related parties, $25,000 loan payable-current portion, $28,500 in loans payable -related party and $332,589 in bank borrowings as of July 31, 2024.

Previous wording

We have not generated positive cash flows from operating activities. For the three months ended October 31, 2024, net cash flows used in operating activities was $159,601, consisting of a net loss of $74,485, reduced by depreciation expenses of $14,951, amortization of debt discount of $744, accounts receivable of $2,419, and increased by accounts payable and accrued liabilities of $31,956 and homes inventory cost for sales of $71,274.

Current wording

We have not generated positive cash flows from operating activities. For the six months ended January 31, 2025, net cash flows used in operating activities was $415,348, consisting of a net loss of $152,784, reduced by depreciation expenses of $32,366, amortization of debt discount of $1,489, accounts receivable of $1,483, and increased by accounts payable and accrued liabilities of $12,821, prepaid expenses of $22,719 and homes inventory cost for sales of $262,362.

Previous wording

For the three months ended October 31, 2023, net cash flows used in operating activities was $38,048, consisting of a net loss of $78,577, reduced by depreciation expenses of $5,928, prepaid expenses of $5,954, accrued interest income of $265 and accounts payable and accrued liabilities of $28,382.

Current wording

For the six months ended January 31, 2024, net cash flows used in operating activities was $102,645, consisting of a net loss of $1,093043, reduced by impairment loss on investment of $947,500, depreciation expenses of $12,270, amortization of debt discount of $729, prepaid expenses of $10.000, accrued interest income of $265, deferred rent income of $170, accrued interest -related party of $4,453,due to related party of $16,889 and increased by accounts payable and accrued liabilities of $1,878

Previous wording

During the three months ended October 31, 2024, and 2023, the Company used $153,435 and $94,960 for payments of construction expenses.

Current wording

During the six months ended January 31, 2025, and 2024, the Company used $153,435 and $392,554 for payments of construction expenses and $13,000 and $0 for acquisition one RV travel trailer, respectively.

Previous wording

During the three months ended October 31, 2024, the Company received advance from a related party of $239,000, bank borrowings of $99,258 and repaid loans payable -related party of $28,500 and bank borrowings of $1,798.

Current wording

During the six months ended January 31, 2025, the Company received advance from a related party of $835,000, bank borrowings of $102,534 and repaid loans payable -related party of $28,500, bank borrowings of $4,567 and $225,000 to related parties.

Previous wording

During the three months ended October 31, 2023, the Company received advance from related parties of $90,000, bank borrowings of $215,110, and repaid $103,400 to related parties.

Current wording

During the six months ended January 31, 2024, the Company received advance from related parties of $457,700, bank borrowings of $264,998, and repaid $345,811 to related parties.

Previous wording

Our consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. During the three months ended October 31, 2024, we incurred net loss of $74,485 and net cash used in operating activities of $159,601. As of October 31, 2024, we had an accumulated deficit of $2,094,394 and working capital deficit of $149,043. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management plans to raise necessary funding through equity and debt financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements. The ability of the Company to continue operations in its new business model is dependent upon, among other things, obtaining financing to continue operations and continue developing the business plan. The Company cannot give any assurance as to the ability to develop or operate profitably. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Current wording

Our consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. During the six months ended January 31, 2025, we incurred net loss of $152,784 and net cash used in operating activities of $415,348. As of January 31, 2025, we had an accumulated deficit of $2,172,616 and working capital of $1,392,613. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management plans to raise necessary funding through equity and debt financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements. The ability of the Company is dependent upon, among other things, obtaining financing to continue operations and continue developing the business plan. The Company cannot give any assurance as to the ability to develop or operate profitably. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Previous wording

As of October 31, 2024, and July 31, 2024, and for three months ended October 31, 2024, and 2023, customer concentrations (more than 10%) were as follows:

Current wording

As of January 31, 2025, and July 31, 2024, and for six months ended January 31, 2025, and 2024, customer concentrations (more than 10%) were as follows:

Previous wording

The rental properties are managed by a management company during the three months ended October 31, 2024, and the year ended July 31, 2024, therefore 100% of accounts receivable is related to one customer at October 31, 2024, and July 31, 2024.

Current wording

The rental properties are managed by a management company, therefore 100% of accounts receivable is related to one customer on January 31, 2025 and July 31, 2024.