{"url_path":"/sec/cik-0001465470/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-07-22","source_url":"https://www.sec.gov/Archives/edgar/data/1465470/0001493152-26-034187-index.html","accession_number":"0001493152-26-034187","cik":"0001465470","ticker":null,"issuer_name":"NaturalShrimp Inc","edgar_url":"https://www.sec.gov/Archives/edgar/data/1465470/0001493152-26-034187-index.html","primary_entity_key":"0001465470","primary_entity_name":"NaturalShrimp Inc"},"word_count":1656,"has_tables":true,"body_markdown":"**ITEM\n7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS**\n\n \n\n*Cautionary\nNotice Regarding Forward Looking Statements*\n\n \n\nThe\ninformation contained in Item 7 contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,\nas amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual results may materially differ from those projected\nin the forward-looking statements as a result of certain risks and uncertainties set forth in this report. Although management believes\nthat the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the\nunderlying assumptions will, in fact, prove to be correct or that actual results will not be different from expectations expressed in\nthis report.\n\n \n\nWe\ndesire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. This report\ncontains a number of forward-looking statements that reflect management’s current views and expectations with respect to our business,\nstrategies, products, future results and events, and financial performance. All statements made in this report other than statements\nof historical fact, including statements addressing operating performance, clinical developments which management expects or anticipates\nwill or may occur in the future, including statements related to our technology, market expectations, future revenues, financing alternatives,\nstatements expressing general optimism about future operating results, and non-historical information, are forward looking statements.\nIn particular, the words “believe,” “expect,” “intend,” “anticipate,” “estimate,”\n“may,” variations of such words, and similar expressions identify forward-looking statements, but are not the exclusive means\nof identifying such statements, and their absence does not mean that the statement is not forward-looking. These forward-looking statements\nare subject to certain risks and uncertainties, including those discussed below. Our actual results, performance or achievements could\ndiffer materially from historical results as well as those expressed in, anticipated, or implied by these forward-looking statements.\nWe do not undertake any obligation to revise these forward-looking statements to reflect any future events or circumstances.\n\n \n\n6\n\n \n\n \n\nReaders\nshould not place undue reliance on these forward-looking statements, which are based on management’s current expectations and projections\nabout future events, are not guarantees of future performance, are subject to risks, uncertainties and assumptions (including those described\nbelow), and apply only as of the date of this report. Our actual results, performance or achievements could differ materially from the\nresults expressed in, or implied by, these forward-looking statements. Factors which could cause or contribute to such differences include,\nbut are not limited to, risks discussed in the press releases and other communications to shareholders issued by us from time to time\nwhich attempt to advise interested parties of the risks and factors which may affect our business. We undertake no obligation to publicly\nupdate or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. For additional\ninformation regarding forward-looking statements, see “Forward-Looking Statements” at the beginning of this report.\n\n \n\n*Corporate\nHistory*\n\n \n\nThe\nCompany was incorporated in the State of Nevada on July 3, 2008 under the name “Multiplayer Online Dragon, Inc.” On January\n30, 2015, we acquired substantially all of the assets of NaturalShrimp Holdings, Inc. (“NSH”), which had developed proprietary\ntechnology to grow and sell shrimp. As a result of the transaction, we changed our principal business to a global shrimp farming company\nand changed our name to “NaturalShrimp Incorporated” in 2015.\n\n \n\n*Receivership*\n\n* *\n\nOn\nSeptember 4, 2024, Streeterville Capital, LLC, a Utah limited liability company, and Buckstown Capital, LLC, a Utah limited liability\ncompany (collectively, “Lenders”), filed a *Verified Emergency Motion for Appointment of Receiver* (the “Motion”)\nunder Civil Case No. 240907138, in the District Court of Salt Lake County, Utah, against NaturalShrimp, Inc. (“NaturalShrimp”).\n\n \n\nThe\nMotion alleged, among other things, that NaturalShrimp had defaulted under the terms of its loan agreements with the Lenders. The Motion\nsought the appointment of a Receiver to immediately take control of NaturalShrimp’s assets to preserve the same.\n\n \n\nAn\norder was entered ex parte by the Utah State Court in the Receivership Case on September 9, 2024 granting the relief requested by Lenders.\nThe Utah State Court duly appointed Amplēo Turnaround and Restructuring, LLC (the “Receiver”) as the receiver over\nNaturalShrimp’s assets. The Utah State Court’s order further scheduled a hearing to be held on September 17, 2024, on a preliminary\ninjunction to address issues raised in the Motion.\n\n \n\nOn\nNovember 20, 2024, the Lenders and NaturalShrimp filed a *Verified Amended and Stipulated Emergency Motion for Immediate Appointment\nof a Receiver* in the Receivership Case.\n\n \n\nOn\nNovember 22, 2024, the Utah State Court entered an order granting the Stipulated Motion and appointed Receiver as the receiver over the\nassets of NaturalShrimp. Under the Amended Receivership Order, the Receiver is the receiver over the Receivership Entities’ assets.\n\n \n\nOn\nFebruary 11, 2025, the Receiver filed a *Motion for Approval to Sell Substantially all of the Receivership Entities’ Assets to\nStreeterville Captial, LLC and Bucktown Captial, LLC (or Their Designees) or Any Other Party With a Higher and Better Offer Free and\nClear of All Liens, Interests, Claims, and Encumbrances*(the “Sale Motion”) in the Receivership Case. The Sale Motion\nsought the Utah State Court’s approval for the Receiver to sell substantially all of the Receivership Entities’ assets free\nand clear of all liens, interests, claims, and encumbrances to Streeterville and Bucktown Capital for a roughly $35,703,789.87 credit\nbid (based on a secured and administrative claim basis) and $100,000 cash, pursuant to the terms and conditions set forth in that certain\nAsset Purchase Agreement (“APA”) between Trustee and Purchasers. The order to sell the assets was approved on March 30, 2025\nand the title to the assets was transferred to the lenders on May 14, 2025. As part of the sale, the Company transferred its ownership\nrights to its fixed assets, patents and license agreements in exchange for the extinguishment of its outstanding debt to both Streeterville\nand Buckstown Capital. As of the date of the ownership transfer, the Company ceased all of its business operations.\n\n \n\n*Perpetual\nLicense Agreement*\n\n \n\nDuring\nMarch of 2026, NaturalShrimp Incorporated entered into an Intellectual Property and Management Transition Agreement (the “Agreement”)\nwith Hydrenesis, Inc., a Florida corporation (“Hydrenesis”), and David Antelo. Pursuant to the agreement:\n\n \n\n●The\nCompany will transition its operations toward the commercialization of aquaculture and water\ntreatment technologies; and\n\n \n\n●Governance\nand control of the Company transferred (as of the agreement date) in accordance with the\nAgreement.\n\n \n\n●Hydrenesis\nwill grant the Company a perpetual license to certain intellectual property, technology rights,\nknow-how, and related commercialization rights, subject to the terms and conditions of the\nagreement\n\n \n\n●The\nCompany’s outstanding obligation to Hydrenesis in the amount of approximately $1,034,112\nwill be converted into equity;\n\n \n\n●The\nCompany approved and executed Certificates of Designation for Series P, Series P-2, and Series\nL Preferred Stock, which are expected to be filed with the Nevada Secretary of State;\n\n \n\n●Existing\nliabilities, obligations, and legacy securities, including Series A Preferred Stock and Series\nF Preferred Stock, will be restructured, amended, cancelled, or exchanged into Series L Preferred\nStock;\n\n \n\nWhile\ngovernance and control of the Company transferred as of the date of the initial agreement, the grant of the perpetual license rights\nand the related preferred share consideration was not consummated until June 25, 2026. Refer to our Form 8-K/A filed on July XX,\n2026 for additional information.\n\n \n\n*Liquidity\nand Capital Resources*\n\n \n\nThe\nCompany is currently working on a plan with its existing creditors on how to settle its remaining outstanding balances, which were primarily\ncomprised of i) payables to finance and legal service providers ii) accrued compensation to former employees and ii) related party and\nthird party loans (including the corresponding accrued interest). As discussed in our Form 8-K filed with the Securities and Exchange\nCommission on March 30, 2026, the Company intends to seek the exchange of certain existing liabilities and obligations into newly authorized\npreferred shares.\n\n \n\n7\n\n \n\n \n\n*Results\nof Operations*\n\n \n\nDuring\nthe year ended March 31, 2026, the Company settled its outstanding liabilities to both Streeterville and Buckstown (approximately $36\nmillion as of March 31, 2025) through the transfer of ownership rights to its fixed assets and intangible assets. As of the date of the\ntransfer, i) the outstanding debt to those entities was considered extinguished and ii) the fixed assets and intangible assets were derecognized.\nThe Company had limited other activity during the period, as reflected in the Statement of Change in Net Assets.\n\n \n\n*Critical\nAccounting Estimates*\n\n \n\n**Liquidation\nBasis of Accounting** \n\n \n\nIn\naccordance with *ASC 205-30, Liquidation Basis of Accounting*, the Company prepares its financial statements using the liquidation\nbasis of accounting when liquidation is imminent. Liquidation is considered imminent when either of the following occurs-i) A plan for\nliquidation has been approved by the person or persons with the authority to make such a plan effective, and the likelihood is remote\nthat either execution of the plan will be blocked by other parties or the entity will return from liquidation and ii) A plan for liquidation\nis imposed by other forces, and the likelihood is remote that the entity will return from liquidation.\n\n \n\nWhen\nusing the liquidation basis of accounting, the Company will i) recognize other items that is previously had not recognized but it expects\nto sell in liquidation or use to settle liabilities ii) accrue costs and income that it expects to incur or earn through the end of its\nliquidation if and when it has a reasonable basis for estimation iii) measure its assets to reflect the estimated amount of cash or other\nconsideration that it expects to collect in settling or disposing of those assets in carrying out its plan for liquidation and iv) measure\nits liabilities in accordance with the measurement provision of other topics that it would otherwise apply to those liabilities.\n\n \n\n*Recently\nIssued Accounting Standards*\n\n \n\nAs\nthe Company is currently reporting under the liquidation basis of accounting, it does not believe that there are any recently issued\naccounting standards that would be material to its financial statements."}