My City Builders, Inc.
For the period ended Jul 31, 2025. Filed Nov 13, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Nov 13, 2025
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-07-31; filed 2024-10-29.
0001640334-24-001595
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2025-07-31; filed 2025-11-13.
0001640334-25-002067
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 55 previous paragraphs and 62 current paragraphs.
32 unchanged; 10 reworded; 19 added; 13 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 6 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (19)
Current report
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.
Current report
On November 26, 2024, The Company entered into an interest purchase agreement with Frank Campanaro in connection with settlement agreement dated June 2024 for 50% ownership of a property located at 1320 N 5 th Avenue, Laurel, MS in amount of $41,565 in cash. Pursuant to the acquisition agreement, the Company’s ownership of property was increased to 100%.
Current report
On February 27, 2025, the Company acquired a second piece of land in Gadsden, Alabama for construction of new residential homes for cost of $77,115. This land acquisition is next to the land purchased by the Company on July 31, 2024, and the plan is to build up to thirty single family Garden Homes as a “Phase Two” construction project once the seven to eight duplex apartments has been completed on the initial parcel of land purchased in July of 2024.
Current report
During the year ended July 31,2025, the Company sold one home
Current report
On July 8, 2025, the Company and RAC Merger LLC (“RAC Merger”) entered into a share purchase agreement in order to sell 100% issued and outstanding shares of RAC Real Estate Acquisition Corp., to RAC Merger for a total purchase amount of $2,374,896. At the time of the transaction, RAC Merger owned 98.5% of the total issued and outstanding shares of the Company. Therefore, in lieu of any cash distribution to RAC Merger as a shareholder of the Company, RAC Merger agreed that its 98.5% interest in the total purchase amount as a shareholder of the Company was satisfied by the assignment of the 100% issued and outstanding shares of RAC Real Estate Acquisition Corp. The remaining shareholders of the Company, which comprised 1.5% of the Company’s issued and outstanding shares as of the date of the transaction, received a cash distribution in the total amount of $35,623, which equals 1.5% of the total purchase amount.
Current report
Pursuant to the share purchase agreement dated July 8, 2025, the Company recognized discontinued operations regarding disposal of two entities of RAC Real Estate Acquisition Corp. and RAC Gadsden LLC. As result of discontinued operations, the Company recognized loss from discontinued operations of $162,513 and loss on disposal of two entities of $230,730.
Current report
Continued Operations
Current report
For the years ended July 31, 2024, and 2025, we did not generate revenue from operations activities.
Current report
We had a net loss of $105,072 and $ 159,404 for the years ended July 31, 2025, and 2024, respectively. The decrease in net loss of $54,332 was primarily attributed to a reduction in operating expenses of $55,460, offset by an increase in income tax of $1.128.
Current report
Discontinued Operations
Current report
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 LLC, the Company shall receive $13,000 and the average additional cash capital contribution per property. During the year ended July 31,2024, the Company recognized impairment loss of $947,500.
Current report
As of July 31, 2025, current liabilities were comprised of $2,720 in accounts payable, $35,623 in dividends payable, compared to $17,126 in accounts payable, $46,522 in due to related parties and $1,508,004 in current liabilities associated with discontinued operations (see blow table) as of July 31,2024.
Current report
Consolidated Cash Flow
Current report
Cash Flow from Continued Operations
Current report
Cash Flow from Discontinued Operations
Current report
We have not generated positive cash flows from operating activities. For the year ended July 31, 2025, net cash flows used in operating activities was $504,584, consisting of a net loss of $498,315, reduced by depreciation expenses of $61,181, amortization of debt discount of $9,541,bad debts-rental tenant of $4,195,loss on disposition of subsidiaries of $230,730, rent deposit payable of $1,000 , dividends payable of $35,623 and increased by gain on sales of property of $17,793, prepaid expenses of $10,743, accounts receivable of $12,221, accounts payable and accrued liabilities of $43,232, homes inventory cost for sales of $233,357 and due from related party of $35,623.
Current report
For the year ended July 31, 2025, the Company used $461,680 for construction payments, $89,867 for purchase of one RV travel trailer and one land in Gadsden and received $169,871 from sales of one home.
Current report
For the year ended July 31, 2025, the Company received advances from a related party of $1,302,700, bank borrowings of $696,344 and repaid loans payable -related party of $28,500, bank borrowings of $517,500 and repaid due to related parties of $575,200.
Removed paragraphs (13)
Previous report
As of July 31, 2024, current liabilities were comprised of $79,563 in accounts payable and accrued liabilities, $1,106,000 in due to related parties, $25,000 loan payable-current portion,$28,500 loans payable -related party and $332,589 bank borrowing-current portion compared to $237,888 in accounts payable and accrued liabilities and $3,726,222 in due to related parties as of July 31, 2023.
Previous report
For the year ended July 31, 2023, net cash flows used in operating activities was $257,338, consisting of a net loss of $2,022,635, reduced by impairment loss on investment of $1,732,000, accounts payable and accrued liabilities of $39,309, due to related parties of $38,710 and increased by prepaid expenses of $34,858, deferred interest income of $6,748, accrued interest income of $3,116.
Previous report
For the year ended July 31, 2023, the Company received cash from collection of loan receivable of $287,220, collection of loan receivable for third party investor of $185,504 and used investment of $2,679,500, advance on loan receivable of $179,310 and payment for construction of $884,276.
Previous report
For the year ended July 31, 2023, the Company received advances from related parties of $5,052,300 and repaid $1,373,600 to related parties.
Previous report
Revenue Recognition
Previous report
The Company recognizes revenue in accordance with Topic 606, which requires the Company to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services. The Company recognizes revenue based on the five criteria for revenue recognition established under Topic 606:
Previous report
Rental income
Previous report
The Company generated rental income from operating leases, which is accounted for under ASC 842. Operating lease revenue is generally recognized on straight-line basis over the terms of the lease agreements.
Previous report
Concentration
Previous report
As pf July 31, 2024, and 2023 and for the years ended July 31, 2024, and 2023, customer concentrations (more than 10%) were as follows:
Previous report
Revenue -rental income
Previous report
Accounts receivable
Previous report
The rental properties are managed by a management company during the year ended July 31, 2024, therefore 100% of accounts receivable is related to one customer at July 31, 2024.
Reworded paragraphs (10)
Previous wording
In July 2022, we acquired RAC, a Wyoming-based corporation, which is now a wholly owned subsidiary of the Company. Through RAC, the Company focuses on real estate transactions, particularly the acquisition, development, and sale or rental of low-income housing. Our investment approach is segmented into three primary areas:
Current wording
In July 2022, we acquired RAC, a Wyoming-based corporation, which was a wholly owned subsidiary of the Company. Through RAC, the Company focuses on real estate transactions, particularly the acquisition, development, and sale or rental of low-income housing. Our investment approach is segmented into three primary areas:
Previous wording
On April 25th, 2024, RAC finalized the purchase of two additional lots in Gadsden, Alabama bringing the total properties owned in East Gadsden to twenty-two. This decision stemmed from the ongoing construction of three homes by RAC on the same street, slated for completion and rental availability by July 31st, 2024. With the aim of bolstering rental demand, RAC intends to commence construction on these newly acquired lots this calendar year by December 31 st, 2024. The homes are 3-bedroom 2-bathroom single family homes with under roof of 1270 square feet. The plan for Gadsden Alabama is to build new low-income single-family homes for rent.
Current wording
On April 25, 2024, RAC finalized the purchase of two additional lots in Gadsden, Alabama bringing the total properties owned in East Gadsden to twenty-two. This decision stemmed from the ongoing construction of three homes by RAC on the same street, slated for completion and rental availability by July 31st, 2024. With the aim of bolstering rental demand, RAC intends to commence construction on these newly acquired lots this calendar year by December 31 st, 2024. The homes are 3-bedroom 2-bathroom single family homes with under roof of 1270 square feet. The plan for Gadsden Alabama is to build new low-income single-family homes for rent.
Previous wording
As of July 31 st, 2024, RAC has completed eight of the eleven homes under construction in East Gadsden and has eight of the eleven properties leased with monthly lease payments of $1,250, each for a period of one year for each home leased.
Current wording
As of July 8, 2025, RAC had thirteen (13) completed homes with one additional home under construction in East Gadsden. Out of the thirteen (13) completed properties one (1) home has been sold and five (5) are currently on the market for sell with seven (7) homes leased with monthly lease payments ranging from $1,100 to $2,150, each for a period of one year for each home leased.
Previous wording
For the years ended July 31, 2024, and 2023, we generated revenue from interest income of $0 and $49,187 and revenue from rent income of $59,300 and $0, respectively.
Current wording
For the years ended July 31, 2025, and 2024, we generated revenue from rent income of $ 121,624 and $59,300 and sales of inventory homes of $269,930 and $0, respectively.
Previous wording
We had a net income of $25,752 for the year ended July 31, 2024, and net loss of $2,022,635 for the year ended July 31, 2023. The decrease in net loss of $2,048,387 were primarily attributed to a reduction in other expenses of $2,173,482, offset by an increase in operating expenses of $135,208 and revenue of $10,113
Current wording
We had a net loss of $393,243 for the year ended July 31, 2025, and net income of $185,156 for the year ended July 31, 2024. The increase in net loss of $578,401 was primarily attributed to an increase in operating expenses of $290,861, other expenses of $389,064, loss on sales of subsidiaries of $230,730, offset by an increase in revenue of $332,254.
Previous wording
Operating expenses for the years ended July 32, 2024, and 2023 were $337,670 and $202,462, respectively. For the years ended July 31, 2024, and 2023, the operating expenses were primarily attributed to professional fees of $235,940 and $177,931, general and administrative expenses of $55,774 and $24,531, depreciation expenses of $31,985 and $0, cost of rental homes of $13,971 and $0, 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 years ended July 31, 2025, and 2024 were $469,125 and $178,266, respectively. For the years ended July 31, 2025, and 2024, the operating expenses were primarily attributed to cost of selling inventory homes of $ 294,136 and $0, professional fees of $26,051 and $76,912, general and administrative expenses of $53,626 and $55,398, depreciation expenses of $64,181 and $31,985, cost of rental homes of $31,131 and $13,971, 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 income and expenses for the years ended July 31, 2024, and 2023, represent impairment loss on investment of $947,500 and $1,732,000, interest expenses – related party of $27,795 and $137,360 for granted loans and interest expenses of $19,279 and $0 for bank borrowing and third-party loan, nonmonetary gain of $1,298,696 and $0 respectively.
Current wording
Other income and expenses for the years ended July 31, 2025, and 2024, represent impairment loss on investment of $0 and $947,500, interest expenses – related party of $ 2,351 and $27,795 for granted loans, interest expenses of $ 100,891 and $19,279 for bank borrowing and third-party loan, bad debts expenses related to rental tenant of $4,195 and $0 and nonmonetary gain of $0 and $1,298,696 respectively.
Previous wording
As of July 31, 2024, our current assets were $1,635,857 and our current liabilities were $1,571,652 which resulted in working capital of $64,205. As of July 31, 2024, current assets were comprised of $20,245 in cash, $2,607 in accounts receivable, $1,613,005 in homes inventory for sales, compared to $151,718 in cash, $34,858 in prepaid expenses, $228,750 in loan receivable and $3,116 in accrued interest income as of July 31,2023.
Current wording
As of July 31, 2025, our current assets were $42,812 and our current liabilities were $38,343 which resulted in working capital of $4,469. As of July 31, 2025, current assets were comprised of $2,189 in cash, $ 5,000 in prepaid expenses, $35,623 in due from related party compared to $2,550 in cash and $1,633,307 in current assets associated with discontinued operations (see below table) as of July 31,2024.
Previous wording
For the year ended July 31, 2024, the Company received bank borrowing of $569,603, advances from related parties of $1,108,700 and repaid $395,811 to related parties.
Current wording
For the year ended July 31, 2024, the Company received bank borrowing of $569,603, advances from related parties of $1,108,700 and repaid due to related parties of $395,811.
Previous wording
The accompanying consolidated financial statements have been prepared assuming that the Company 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 year ended July 31, 2024, the Company incurred a net gain of $25,752. As of July 31, 2024, the Company had an accumulated deficit of $2,019,954. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to raise necessary funding through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ended July 31, 2024. However, until the Company engages in an active business or makes an acquisition the Company is likely not to be able to raise any significant debt or equity financing.
Current wording
The accompanying consolidated financial statements have been prepared assuming that the Company 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 year ended July 31, 2025, the Company incurred a net loss of $498,315. As of July 31, 2025, the Company had an accumulated deficit of $4,893,332. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to raise necessary funding through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ended July 31, 2025. However, until the Company engages in an active business or makes an acquisition the Company is likely not to be able to raise any significant debt or equity financing.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Operating expenses for the years ended July 31, 2025, and 2024 were $103,944 and $159,404, respectively. For the years ended July 31, 2025, and 2024, the operating expenses were primarily attributed to professional fees of $100,084 and $159,028, general and administrative expenses of $3,860 and $376, respectively.