{"url_path":"/sec/cik-0001748232/10-k/2026/item-8","section_key":"item-8","section_title":"Item 8 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-07-14","source_url":"https://www.sec.gov/Archives/edgar/data/1748232/0001493152-26-033140-index.html","accession_number":"0001493152-26-033140","cik":"0001748232","ticker":null,"issuer_name":"GPODS, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1748232/0001493152-26-033140-index.html","primary_entity_key":"0001748232","primary_entity_name":"GPODS, INC."},"word_count":6958,"has_tables":true,"body_markdown":"**ITEM\n8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA**\n\n \n\n**GPODS,\nINC.**\n\n**MARCH\n31, 2026**\n\n \n\n**INDEX\nTO FINANCIAL STATEMENTS**\n\n \n\nContents\n \nPage(s)\n\n[Reports\nof Independent Registered Public Accounting Firm](#fin_001)\n \nF-1\n\n[Balance\nSheets at March 31, 2026 and 2025](#fin_002)\n \nF-2\n\n[Statement\nof Operations for the Years Ended March 31, 2026 and 2025](#fin_003)\n \nF-3\n\n[Statement\nof Stockholders’ Equity (Deficit) for the Years Ended March 31, 2026 and 2025](#fin_004)\n \nF-4\n\n[Statement\nof Cash Flows for the Years Ended March 31, 2026 and 2025](#fin_005)\n \nF-5\n\n[Notes\nto the Financial Statements](#fin_006)\n \nF-6\n\n \n\n36\n\n \n\n \n\nMICHAEL\nGILLESPIE & ASSOCIATES, PLLC\n\n**CERTIFIED\nPUBLIC ACCOUNTANTS**\n\n**VANCOUVER,\nWA 98666**\n\n**206.353.5736**\n\n \n\n**Report\nof Independent Registered Public Accounting Firm**\n\n \n\nTo\nthe Shareholders & Board of Directors\n\nGPods,\nInc.\n\n \n\n**Opinion\non the Financial Statements**\n\n \n\nWe\nhave audited the accompanying balance sheets of GPods, Inc. as of March 31, 2026 and 2025 and the related statements of operations, changes\nin stockholders’ deficit, cash flows, and the related notes (collectively referred to as “financial statements”) for\nthe years then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the\nCompany as of March 31, 2026 and 2025 and the results of its operations and its cash flows for the years then ended in conformity with\naccounting principles generally accepted in the United States of America.\n\n \n\n**Going\nConcern**\n\n \n\nThe\naccompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note #2 to\nthe financial statements, although the Company has limited operations it has yet to attain profitability. This raises substantial doubt\nabout its ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note #2. The\nfinancial statements do not include any adjustments that might result from the outcome of this uncertainty.\n\n \n\n**Basis\nfor Opinion**\n\n \n\nThese\nfinancial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s\nfinancial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board\n(United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities\nlaws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.\n\n \n\nWe\nconducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain\nreasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company\nis not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit,\nwe are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion\non the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.\n\n \n\nOur\naudits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error\nor fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding\nthe amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant\nestimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides\na reasonable basis for our opinion.\n\n \n\n/S/\nMICHAEL GILLESPIE & ASSOCIATES, PLLC\n \n\nWe\nhave served as the Company’s auditor since 2022.\n\n \n\nPCAOB\nID: 6108\n\nVancouver,\nWashington\n\nJuly 11, 2026\n\n \n\nF-1\n\n \n\n \n\n**GPODS,\nINC.**\n\n**BALANCE\nSHEETS**\n\n \n\n  \nMarch 31, 2026  \nMarch 31, 2025 \n\n  \n   \n  \n\nASSETS \n    \n   \n\n  \n    \n   \n\nCURRENT ASSETS: \n    \n   \n\nCash and cash equivalents \n$21,605  \n$405 \n\nPrepaid expense \n 4,654  \n 4,675 \n\nTotal Current Assets \n 26,259  \n 5,080 \n\n  \n    \n   \n\nOTHER ASSETS: \n    \n   \n\nProto-Pod capitalized costs, net of impairment reserve of $0 and $261,303 at March 31, 2026 and March\n31, 2025, respectively \n -  \n - \n\nInternal use software \n 108,600  \n 108,600 \n\nTotal Other Assets \n 108,600  \n 108,600 \n\n  \n    \n   \n\nTOTAL ASSETS \n$134,859  \n$113,680 \n\n  \n    \n   \n\nLIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) \n    \n   \n\n  \n    \n   \n\nCURRENT LIABILITIES: \n    \n   \n\nAccounts payable and other accrued expense \n$367,650  \n$250,350 \n\nRelated party accounts payable (see Note 4) \n 325,400  \n 52,000 \n\nRelated party accrued compensation expense (see Note 4) \n 70,000  \n 10,000 \n\nRelated party loans and notes payable (see Note 4) \n 31,543  \n 31,543 \n\nNotes payable \n 209,515  \n 172,135 \n\nInvestor stock payable \n -  \n - \n\nTOTAL LIABILITIES \n 1,004,108  \n 516,028 \n\n  \n    \n   \n\nSTOCKHOLDERS’ EQUITY (DEFICIT): \n    \n   \n\nCommon stock, $0.001 par value; 90,000,000 shares authorized; 22,980,000 and\n22,770,500 issued and outstanding at March 31, 2026 and March 31, 2025, respectively \n 22,980  \n 22,771 \n\nPreferred stock, $0.001 par value; 10,000,000 shares authorized; none issued\nand outstanding \n -  \n - \n\nAdditional paid in capital \n 1,192,560  \n 1,171,820 \n\nAccumulated deficit \n (2,084,789) \n (1,596,939)\n\nTOTAL STOCKHOLDERS’ EQUITY (DEFICIT) \n (869,249) \n (402,348)\n\n  \n    \n   \n\nTOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) \n$134,859  \n$113,680 \n\n \n\nSEE\nNOTES TO FINANCIAL STATEMENTS\n\n \n\nF-2\n\n \n\n \n\n**GPODS,\nINC.**\n\n**STATEMENTS\nOF OPERATIONS**\n\n \n\n  \n\n**For\nthe year ended**\n\n**March\n31, 2026**\n  \n\n**For\nthe year ended**\n\n**March\n31, 2025**\n \n\n  \n   \n  \n\nExpenses: \n    \n   \n\nOfficer compensation and wage expense – related party \n$60,000  \n$60,000 \n\nConsulting expense \n 116,500  \n 40,500 \n\nLegal and accounting expense \n 23,250  \n 8,250 \n\nDesign and technical expense – related party \n 138,600  \n 52,200 \n\nSoftware development expense – related party \n 134,800  \n 57,200 \n\nAdministrative expense and other \n 14,700  \n 4,778 \n\nTotal expenses \n 487,850  \n 222,928 \n\n  \n    \n   \n\nOperating income (loss) \n (487,850) \n (222,928)\n\n  \n    \n   \n\nOther income and expense: \n    \n   \n\nDebt forgiveness \n -  \n 150,000 \n\nGain on sale of asset– related party \n -  \n 100,000 \n\nTotal other income and expense \n -  \n 250,000 \n\n  \n    \n - \n\nIncome/(loss) before income tax \n (487,850) \n 27,072 \n\nProvision for income tax \n -  \n - \n\nNet income/(loss) \n$(487,850) \n$27,072 \n\nBasic and diluted gain/(loss) per share \n$(0.02) \n$0.00 \n\nWeighted average common shares outstanding - basic and diluted \n 22,903,000  \n 16,448,500 \n\n \n\nSEE\nNOTES TO FINANCIAL STATEMENTS\n\n \n\nF-3\n\n \n\n \n\n**GPODS,\nINC.**\n\n**STATEMENT\nOF STOCKHOLDERS’ DEFICIT**\n\n \n\n  \n\n**Common**\n\n**Stock**\n  \n\n**Common**\n\n**Stock**\n\n**Amount**\n  \n\n**Additional**\n\n**Paid-in**\n\n**Capital**\n  \n\n**Accumulated**\n\n**Deficit**\n  \nTotal \n\n  \n   \n   \n   \n   \n  \n\nBalance – March 31, 2024 \n 16,270,500  \n$16,271  \n$31,520  \n$(1,624,011) \n$(1,576,220)\n\n  \n    \n    \n    \n    \n   \n\nDebt forgiveness from related party transactions \n -  \n -  \n 375,000  \n -  \n 375,000 \n\n  \n    \n    \n    \n    \n   \n\nReclassification of debt forgiveness due to change in status of non-related party \n -  \n -  \n 121,800  \n -  \n 121,800 \n\n  \n    \n    \n    \n    \n   \n\nIssuance of common stock in exchange for settlement of related party loans and notes payable –\nfair value of $0.10 per share, $0.001 par value \n 500,000  \n 500  \n 49,500  \n -  \n 50,000 \n\n  \n    \n    \n    \n    \n   \n\nIssuance of common stock in exchange for settlement of related party accrued compensation - $0.10 per\nshare, $0.001 par value \n 2,500,000  \n 2,500  \n 247,500  \n -  \n 250,000 \n\n  \n    \n    \n    \n    \n   \n\nIssuance of common stock in exchange for settlement of related party accounts payable - $0.10 per share,\n$0.001 par value \n 3,500,000  \n 3,500  \n 346,500  \n -  \n 350,000 \n\n  \n    \n    \n    \n    \n   \n\nNet income/(loss) – for the twelve months ended March 31, 2025 \n -  \n -  \n -  \n 27,072  \n 27,072 \n\n  \n    \n    \n    \n    \n   \n\nBalance – March 31, 2025 \n 22,770,500  \n$22,771  \n$1,171,820  \n$(1,596,939) \n$(402,348)\n\n  \n    \n    \n    \n    \n   \n\nIssuance of common stock in exchange for cash proceeds - $0.10 per share, $0.001 par value \n 209,500  \n 209  \n 20,740  \n -  \n 20,949 \n\n  \n    \n    \n    \n    \n   \n\nNet income/(loss) – for the twelve months ended March 31, 2026 \n -  \n -  \n -  \n (487,850) \n (487,850)\n\nNet income/(loss) \n -  \n -  \n -  \n (487,850) \n (487,850)\n\n  \n    \n    \n    \n    \n   \n\nBalance – March 31, 2026 \n 22,980,000  \n$22,980  \n$1,192,560  \n$(2,084,789) \n$(869,249)\n\n \n\nSEE\nNOTES TO FINANCIAL STATEMENTS\n\n \n\nF-4\n\n \n\n \n\n**GPODS,\nINC.**\n\n**STATEMENT\nOF CASH FLOWS**\n\n \n\n  \n\n**For\nthe year ended**\n\n**March\n31, 2026**\n  \n\n**For\nthe year ended**\n\n**March\n31, 2025**\n \n\n  \n   \n  \n\nCASH FLOW FROM OPERATING ACTIVITIES: \n    \n   \n\nNet income/(loss) \n$(487,850) \n$27,072 \n\nGain on extinguishment of debt \n -  \n (150,000)\n\nRelated party – gain on sale of asset \n -  \n (100,000)\n\nAdjustments to reconcile net loss to cash (used in) operating activities: \n    \n   \n\nChange in prepaid expense and other \n 20  \n (4,675)\n\nChange in accounts payable and accrued expense - other \n 117,300  \n 41,300 \n\nChange in investor payable \n -  \n (8,500)\n\nNet Cash (Used in) Operating Activities \n (370,530) \n (194,803)\n\n  \n    \n   \n\nCASH FLOW FROM INVESTING ACTIVITIES \n    \n   \n\nPurchase of equipment – fixed assets \n -  \n - \n\nNet Cash (Used in) Investing Activities \n -  \n - \n\n  \n    \n   \n\nCASH FLOW FROM FINANCING ACTIVITIES: ?’ \n    \n   \n\nProceeds from the sale of common stock \n 20,950  \n - \n\nChange in accounts payable – related party \n 273,400  \n 109,400 \n\nChange in accrued expense – related party \n 60,000  \n 60,000 \n\nLoan proceeds – non-related party \n 37,380  \n 15,600 \n\nLoan proceeds - related party \n -  \n 8,500 \n\nNet Cash Provided by Financing Activities \n 391,730  \n 193,500 \n\n  \n    \n   \n\nCHANGE IN CASH \n 21,200  \n (1,303)\n\n  \n    \n   \n\nCASH AT BEGINNING OF PERIOD \n 405  \n 1,708 \n\n  \n    \n   \n\nCASH AT END OF PERIOD \n$21,605  \n$405 \n\n  \n    \n   \n\nSUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION \n    \n   \n\nCash paid for: \n    \n   \n\nInterest \n$-  \n$- \n\nIncome taxes \n$-  \n$- \n\n  \n    \n   \n\nNon-cash investing and financing activities: \n    \n   \n\nCapitalized services - Internal use software – related\nparty \n$-  \n$3,000 \n\nIncrease in paid in capital from related party debt settlement \n$-  \n$496,800 \n\nIssuance of equity in exchange for notes payable –\nrelated party \n$-  \n$50,000 \n\nIssuance of equity in exchange for accounts payable –\nrelated party \n$-  \n$350,000 \n\nIssuance of equity in exchange for accrued compensation\n– related party \n$-  \n$200,000 \n\n \n\nSEE\nNOTES TO FINANCIAL STATEMENTS\n\n \n\nF-5\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**\n\n \n\nOrganization\n\n \n\nThe\n“Company” was incorporated on March 27, 2017 (date of inception) under the laws of the State of Nevada, as GPods, Inc. The\nCompany is headquartered in Southern California and offers its services throughout the continental United States and Canada.\n\n \n\nNature\nof business\n\n \n\nThe\nCompany’s business is to provide customers with various storage and organization solutions through an assortment of innovative\nproducts and unparalleled customer service. The Company offers its products directly to customers including business-to-business customers,\nthrough an e-commerce website and/or call center operation. We provide a self-contained grow-pod solution that streamlines the start-up\nprocess and begins generating revenue for the customer in as little time as possible. The GPod system is designed for ease of operation,\nallowing customers of all backgrounds and philosophies to immediately start growing quality specialty crops, specifically leafy crops,\nincluding many varieties of herbs, spices and plant species.\n\n \n\nYear\nend\n\n \n\nThe\nCompany’s year-end is March 31.\n\n \n\nCash\nand cash equivalents\n\n \n\nFor\nthe purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered\nto be cash equivalents. The carrying value of these investments approximates fair value.\n\n \n\nInventory\n\n \n\nInventory\nis valued at the lower of cost or market value. Cost is determined using the first in first out (FIFO) method. Provision for potentially\nobsolete or slow-moving inventory is made based on management analysis or inventory levels and future sales forecasts.\n\n \n\nRevenue\nrecognition\n\n \n\nThe\nCompany recognizes revenue in accordance with the Financial Accounting Standard Board (“FASB”) issued Accounting Standards\nCodification (“ASC”) *ASC 605, Revenue Recognition. ASC 605* requires that four basic criteria are met: (1) persuasive\nevidence of an arrangement exists, (2) delivery of products and services has occurred, (3) the fee is fixed or determinable and (4) collectability\nis reasonably assured. The Company recognizes revenue during the month in which products are shipped or fees are earned.\n\n \n\nAdvertising\ncosts\n\n \n\nAdvertising\ncosts are expensed as incurred; however, no material advertising costs were incurred for the year ended March 31, 2026 or March 31, 2025.\n\n \n\nFair\nvalue of financial instruments\n\n \n\nFair\nvalue measurements are determined under a three-level hierarchy for fair value measurements that prioritizes the inputs to valuation\ntechniques used to measure fair value, distinguishing between market participant assumptions developed based on market data obtained\nfrom sources independent of the reporting entity (“observable inputs”) and the reporting entity’s own assumptions about\nmarket participant assumptions developed based on the best information available in the circumstances (“unobservable inputs”).\n\n \n\nFair\nvalue is the price that would be received to sell an asset or would be paid to transfer a liability (i.e., the “exit price”)\nin an orderly transaction between market participants at the measurement date. In determining fair value, the Company primarily uses\nprices and other relevant information generated by market transactions involving identical or comparable assets (“market approach”).\nThe Company considers the impact of a decrease in volume and level of activity for an asset or liability when compared with normal activity\nto identify transactions that are not orderly.\n\n \n\nF-6\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n1–SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**\n\n \n\nThe\nhighest priority is given to unadjusted quoted prices in active markets for identical assets (Level 1 measurements) and the lowest priority\nto unobservable inputs (Level 3 measurements). Securities are classified in their entirety based on the lowest level of input that is\nsignificant to the fair value measurement.\n\n \n\nThe\nthree hierarchy levels are defined as follows:\n\n \n\nLevel\n1 - Quoted prices in active markets that is unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;\n\n \n\nLevel\n2 - Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities\nin active markets or financial instruments for which significant inputs are observable, either directly or indirectly;\n\n \n\nLevel\n3 - Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.\n\n \n\nCredit\nrisk adjustments are applied to reflect the Company’s own credit risk when valuing all liabilities measured at fair value. The\nmethodology is consistent with that applied in developing counterparty credit risk adjustments, but incorporates the Company’s\nown credit risk as observed in the credit default swap market.\n\n \n\nFinancial\ninstruments consist primarily of cash, prepaid expense, accounts payable and accrued expenses, and notes payable. The carrying amounts\nof such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market\ninterest rates of these instruments. The estimated fair value is not necessarily indicative of the amounts the Company would realize\nin a current market exchange or from future earnings or cash flows.\n\n \n\nStock-based\ncompensation\n\n \n\nThe\nCompany accounts for stock awards issued to non-employees in accordance with *ASC 505-50, Equity-Based Payments to Non-Employees.*\nThe measurement date is the earlier of (1) the date at which a commitment for performance by the counterparty to earn the equity instruments\nis reached, or (2) the date at which the counterparty’s performance is complete. Stock awards granted to non-employees are to be\nvalued at their respective measurement dates based on the trading price of the Company’s common stock (when available) and recognized\nas an expense during the period in which the services are provided.\n\n \n\nEarnings\nper share\n\n \n\nEarnings\n(loss) per share are computed in accordance with *ASC 260, Earnings per Share*. Basic earnings (loss) per share is computed by dividing\nnet income (loss), after deducting preferred stock dividends accumulated during the period, by the weighted-average number of shares\nof common stock outstanding during each period. Diluted earnings per share is computed by dividing net income by the weighted-average\nnumber of shares of common stock, common stock equivalents and other potentially dilutive securities, if any, outstanding during the\nperiod.\n\n \n\nIncome\ntaxes\n\n \n\nThe\nCompany accounts for income taxes in accordance with *ASC 740-10, Income Taxes*. Deferred tax assets and liabilities are recognized\nto reflect the estimated future tax effects, calculated at the tax rate expected to be in effect at the time of realization. A valuation\nallowance related to a deferred tax asset is recorded when it is more likely than not that some portion of the deferred tax asset will\nnot be realized. Deferred tax assets and liabilities are adjusted for the effects of the changes in tax laws and rates of the date of\nenactment.\n\n \n\n*ASC\n740-10* prescribes a recognition threshold that a tax position is required to meet before being recognized in the financial statements\nand provides guidance on recognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure\nand transition issues. Interest and penalties are classified as a component of interest and other expenses.\n\n \n\nF-7\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**\n\n \n\nUncertain\ntax positions are measured and recorded by establishing a threshold for the financial statement recognition and measurement of a tax\nposition taken or expected to be taken in a tax return. Only tax positions meeting the more-likely-than-not recognition threshold at\nthe effective date may be recognized or continue to be recognized.\n\n \n\nUse\nof estimates\n\n \n\nThe\npreparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires\nmanagement to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent\nassets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reported period.\nActual results could differ from those estimates.\n\n \n\nLong-lived\nassets\n\n \n\nLong-lived\nassets are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.\n\n \n\nRecent\naccounting standards pronouncements or updates\n\n \n\nAccounting\nstandards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future\ndate are not expected to have a material impact on the financial statements upon adoption.\n\n \n\n**NOTE\n2-GOING CONCERN**\n\n \n\nThe\nCompany’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable\nto a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business.\n\n \n\nAs\nnoted above, the Company is in its development stage and, accordingly, has not yet generated sufficient or reoccurring revenues from\nits operations. Since inception, the Company has been primarily engaged in financing activities and executing its plan of operations.\nAs a result, the Company from one-off or one-time transactions incurred, net loss from operations for the twelve-month period ended March\n31, 2026 was $(487,850). This reduced our accumulated deficit of $2,084,789 as of March 31, 2026. The Company as of March 31, 2026 still\ncontinues to have a negative working capital balance of $977,849. The Company’s activities since inception have primarily been\nsustained through the deferral of debt and payments to vendors and others.\n\n \n\nThe\nCompany intends to raise additional capital through the sale of equity securities, the offering of debt securities, or borrowings from\nfinancial institutions and both related and nonrelated parties. Management believes that its actions to secure additional funding provide\nthe Company the opportunity to continue as a going concern. There is no guarantee the Company will be successful in achieving any of\nthese objectives. These sources of working capital are not currently assured, and consequently do not sufficiently mitigate the risks\nand uncertainties disclosed above.\n\n \n\nThe\nability of the Company to continue as a going concern is dependent upon management’s ability to raise capital from the sale of\nits equity and, ultimately, the achievement of operating revenues. The financial statements do not include any adjustments that might\nbe necessary if the Company is unable to continue as a going concern.\n\n \n\n**NOTE\n3-INTANGIBLE ASSETS AND CAPITALIZED COSTS**\n\n \n\nIntangible\nAsset\n\n \n\nIntangible\nassets with finite lives are amortized over their estimated useful life. The Company monitors conditions related to these assets to determine\nwhether events and circumstances warrant a revision to the remaining amortization period. The Company tests its intangible assets with\nfinite lives for potential impairment whenever management concludes events or changes in circumstances indicate that the carrying amount\nmay not be recoverable. The original estimate of an asset’s useful life and the impact of an event or circumstance on either an\nasset’s useful life or carrying value involve significant judgment.\n\n \n\nF-8\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n3-INTANGIBLE ASSETS AND CAPITALIZED COSTS (CONTINUED)**\n\n \n\nProto-Pod\nCapitalized Costs and Internal Use Software\n\n \n\nThe\nCompany defines a capital expenditure as a purchase or payment that provides a future benefit to the business and increases the value\nof fixed asset or intangible asset and its value. The benefit to the business must exceed two years and the minimum capitalization threshold\nvaries. Capital is a limited company resource from which spending should result in increased value to the business, as generally demonstrated\nby increased revenue, revenue protection, or increased efficiencies. Effective allocation of the Company’s limited capital resources\nneeds to be performed to maximize benefit, and timely reporting and monitoring of capital spending is imperative.\n\n \n\nThe\nCompany determined through detailed analysis and review with its related party service provider DLE Consulting (“DLE”) that\ncosts incurred by the Company from DLE’s professional services and its intimate involvement in the development and construction,\ndesign and modifications to the Proto-Pod should be capitalized. The Company has not determined as to whether expenses incurred for its\nnew version of the Proto-Pod II should be capitalized or not. The Company analyzes expenditures on a monthly basis as to whether to expense\nor to capitalize. The balance at March 31, 2026 for the Company’s Proto-Pod Capitalized Costs was $0. The Company during the twelve-month\nperiod ending March 31, 2025 sold to DLE what remained of its Proto-Pod Capitalized Costs. The Company and vendor came to an agreement\nto sell the Proto-Pod Capitalized Costs for $100,000 which was satisfied with a commensurate reduction in accounts payable due and owing\nto the vendor. The Company recognized $100,000 gain on sale of asset from the disposition of the Proto-Pod Capitalized Costs and was\ndisclosed as a related party transaction within its Statement of Operations.\n\n \n\nThe\nCompany determined through analysis and review with its related party service provider (see Note 4-Related Party Notes Payable and Other\nRelated Party Transactions) W270 Systems, SA (“W270”) that a portion of costs incurred by the Company from W270 and its work\non our internal use software to be utilized in the Proto-Pod development and its use by the Company to analyze information obtained from\nvarious sources to expand its services should be capitalized. In the recent past W270 devoted approximately 50% to 60% of its professional\ntime to our varied smart-phone applications that are to be offered by the Company, and 40% to 50% of its professional time for development\nof our in-house use software that will not be made available to the public. It has been determined that our smart-phone application efforts\nand the capitalization of such costs significantly dropped as a percentage of W270’s overall efforts. This is two-fold as the Company\nbelieves it is near the end of its smart-phone application development, with commercial launch imminent, as well as the launch of the\nin-house internal use software. The vendor validated this determination with its focus on pure software development and maintenance.\nThe Company continues to analyze these expenditures on a monthly basis as to whether to expense or capitalize such costs. For the twelve-month\nperiod ended March 31, 2026, the Company capitalized internal use software development costs of $0. Balances at March 31, 2026 and March\n31, 2025 for Company’s Internal Use Software were $108,600 and $108,600, respectively.\n\n \n\nF-9\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n4-RELATED PARTY NOTES PAYABLE AND OTHER RELATED PARTY TRANSACTIONS**\n\n \n\nThe\nCompany recorded compensation expense to its related party of $60,000 and $60,000 for twelve-month periods ended March 31, 2026 and 2025,\nrespectively. The Company and its founder/related party agreed to limit the related party’s annual salary to $60,000 per year or\n$5,000 per month. The Company and the related party during the twelve-month period ended March 31, 2025 agreed to cancel or forgive approximately\n$225,000 of accrued compensation due and owing to Mr. Dolan. This was necessary as the Company did not currently have the financial capabilities\nto pay Mr. Dolan for this compensation and it was requirement for Mr. Dolan to forgive a portion of his compensation in order to receive\nconcessions from several of its vendors that had sizeable accounts payable balances. It was agreed in principal by Mr. Dolan, the Company\nand the vendors that Mr. Dolan may forgive additional compensation or convert that accrued compensation into equity of the Company at\nthe then prevailing prices. No written agreement was entered into with regards to the remaining accrued compensation at the time. Subsequent\nto the accrued compensation forgiveness, and prior to year-end, the Company and the related party agreed to settle another $250,000 in\naccrued compensation payable to its founder in exchange for 2,500,000 shares of its common equity stock. Accrued compensation payable\nof $70,000 and $10,000 is due and payable as of March 31, 2026 and March 31, 2025, respectively.\n\n \n\nOn\nDecember 31, 2017, the Company executed a promissory note with its related party, Mr. Robert Dolan, Chief Executive Officer of the Company\nin the amount of $6,000. The unsecured note payable bears interest at 0% per annum and is due upon demand. Subsequent to the accrued\ncompensation forgiveness, and prior to year-end, the Company and the related party agreed to settled approximately $50,000 of related\nparty promissory note(s) due to Mr. Dolan in exchange for 500,000 shares of its common equity stock. The outstanding balance for the\nrelated party promissory note(s) due to Mr. Dolan as of March 31, 2026 and 2025 was $18,043 and $18,043, respectively. During prior years\nthe Company borrowed money from a shareholder. This amount was negligible and amounted to $50 due and owing to this shareholder. During\nthe twelve-month period ending March 31, 2024, we paid this shareholder back the $50 owed to them. For the twelve-month period ended\nMarch 31, 2025, the Company approached this shareholder to borrow needed funds once again (as well Mr. Fry agreed to join our board of\ndirectors). This related party lent the Company $8,500 in August of 2024 to cover certain obligations of the Company. With the exchange\nof certain accounts payable for equity in the Company, Mr. David Estus became a related party. For the year ended March 31, 2022 the\nCompany borrowed $5,000 from Mr. Estus, which for the years ended March 31, 2025 and 2026 is considered a related party transaction.\nMr. Estus is a related party due to his ownership in the Company as of March 31, 2025 and 2026.\n\n \n\nAs\nof March 31, 2026 total related party promissory notes were $31,543 which consists of Mr. Dolans related party note payable balance of\n$18,043, $5,000 owed to Mr. Estus, and another $8,500 owed to Mr. Fry. Mr. Fry’s and Mr. Estus’ unsecured notes payable bear\ninterest at 0% per annum and is due upon demand. The Company used these related party funds for working capital purposes and for the\ndevelopment of its proto-type GPods solution.\n\n \n\nF-10\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n4-RELATED PARTY NOTES PAYABLE AND OTHER RELATED PARTY TRANSACTIONS (CONTINUED)**\n\n \n\nWe\nhad accounts due and owing to a vendor that became a related party during the year ended March 31, 2019 due to their equity ownership\nin the Company. As part of the Mr. Dolan’s negotiated accrued compensation forgiveness described above, the Company was able to\nsecure vendor accounts payable forgiveness or a reduction with W270 of $150,000. Subsequent to the forgiveness of the accounts payable\nbalance, and prior to year-end, the Company and W270 agreed to settle another $200,000 in accounts payable due and owing to W270 in exchange\nfor 2,000,000 shares of its common equity stock.\n\n \n\nWe\nhad accounts due and owing to a vendor that became a related party during the year ended March 31, 2026 due to their equity ownership\nin the Company. The related party, DLE Consulting (“DLE”), and its principal, Mr. Estus, executed a subscription agreement\non March 27, 2025. As part of the Mr. Dolan’s negotiated accrued compensation forgiveness described above, the Company was able\nto secure vendor accounts payable forgiveness or a reduction with DLE of $121,800. In accordance with GAAP, we are required to reclassify\nwhat was initially a gain on settlement of debt forgiveness in the 4th quarter of fiscal year ending March 31, 2026 to an\nincrease in additional paid in capital balance. Additionally, during the 2nd quarter of fiscal year ending March 31, 2026,\nDLE and the Company entered into an agreement to purchase the Proto-Pod Capitalized Costs for a pre-determined price of $100,000 which\nwas considered fair value for the assets. The Proto-Pod Capitalized Costs was fully reserved for impairment. This transaction closed\nin September 2024 with a satisfaction of accounts payable due and owing to DLE in the amount of $100,000. Subsequent to the forgiveness\nof the accounts payable balance and gain on sale of the asset, and prior to year-end, the Company and DLE agreed to settle another $150,000\nin accounts payable due and owing to DLE in exchange for 1,500,000 shares of its common equity stock. Upon acceptance of equity in the\nCompany DLE became a related party requiring any transaction with DLE to be in compliance with related party disclosure for the entire\nperiod presented.\n\n \n\nThe\nrelated party accounts payable balance for the vendors totaled $52,000 at March 31, 2025 and $325,400 at March 31, 2026.\n\n \n\nCapitalized\ninternal use – software increased during the twelve-month period ended March 31, 2026 by $0. As described in Note 3 above the Company\npreviously capitalized approximately 50% of the costs incurred to develop its internal use software in accordance with GAAP. Other costs\nincurred with respect to W270 are expensed as incurred; during the twelve-month period ended March 31, 2026 this amounted to $134,800\nwhich is characterized as Software development expense – related party.\n\n \n\nCapitalized\ncosts – prototype increased during the twelve-month period ended March 31, 2026 by $0. As described in Note 3 above the Company\ncapitalized approximately 100% of the costs incurred to develop its prototype product in accordance with GAAP. Of the $0 in costs capitalized,\n$0 was incurred with respect to the DLE, and $0 in costs that our CEO and President, Mr. Dolan incurred and paid for during the twelve-month\nperiod. With the sale of the Proto-Pod Capitalized Costs during the twelve-month period, the Company does not believe that it will incur\nany additional capitalized costs with respect to that derivation of the prototype which is no longer under development; however, the\nCompany has begun or recently embarked upon the development of a new prototype that has been classified as Proto-Pod II. The Proto-Pod\nII is centered upon recreational vehicle or delivery van-sized enclosures that are both fully mobile and supports the GPod product and\nservice vision. Other costs incurred with respect to DLE are expensed as incurred; during the twelve-month period ended March 31, 2026\nthis amounted to $138,600 which is characterized as Design and technical expense – related party.\n\n \n\nOur\ntwo significant vendors in production and operations, both now related parties have agreed to continue to defer any cash payments on\ntheir accounts payable balances until the Company has secured sufficient financing.\n\n \n\n**NOTE\n5-NOTES PAYABLE AND INVESTOR STOCK PAYABLE**\n\n \n\nNotes\nPayable\n\n \n\nThe\nCompany’s unsecured notes payable bore interest at 0% per annum and were due and payable on demand. The Company may from time to\ntime borrow additional funds from these non-affiliated sources on similar terms, if available. The Company used these funds primarily\nfor working capital purposes. These notes payable were made in the ordinary course of business. As of March 31, 2026 and March 31, 2025\nthe Company had $209,515 and $172,135 in outstanding notes payable, respectively.\n\n \n\nThe\nCompany, during the twelve-month period ended March 31, 2026, received proceeds of $37,380 from two of its notes payable holders. No\npayments were made during the twelve-month period ended March 31, 2026. The Company, during the twelve-month period ended March 31, 2025,\nreceived proceeds of $15,600 and no payments were made to the note payable holders. The Company has no plans on repaying the promissory\nnotes payable and may seek to convert these notes payable into common stock of the Company or through some other means.\n\n \n\nInvestor\nStock Payable\n\n \n\nDuring\nthe twelve-month period ended March 31, 2021, the Company in connection with its failure to list on the available exchanges to it made\nan offer to a number of its shareholders to repurchase their shares at the same price that they had originally invested in. As of March\n31, 2025 all of the former investors who executed these agreements have been paid in full.\n\n \n\nAs\nof March 31, 2026 and March 31, 2025 the Company had $0 and $0 in outstanding investor stock payable due to these 45 former shareholders,\nrespectively.\n\n \n\nF-11\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n6-INCOME TAXES**\n\n \n\nAt\nMarch 31, 2026, the Company had a net operating loss carryforward of $2,084,789, which begins to expire in fiscal year ending March 31,\n2035. Components of net deferred tax asset, including a valuation allowance, are as follows for March 31, 2026 and 2025:\n\n SCHEDULE OF DEFERRED TAX ASSET\n\nDeferred tax asset: \nMarch 31, 2026  \nMarch 31, 2025 \n\n  \n   \n  \n\nNet operating loss carryforward \n$437,800  \n$335,360 \n\nTotal deferred tax asset \n 437,800  \n 335,360 \n\nLess: Valuation allowance \n (437,800) \n (335,360)\n\nNet deferred tax asset \n$-  \n$- \n\n \n\nValuation\nallowance for deferred tax asset as of March 31, 2026 and March 31, 2025 was $437,800 and $335,360, respectively. In assessing the recovery\nof the deferred tax asset, management considers whether it is more likely than not that some or all of the deferred tax asset will not\nbe realized. The realization of the deferred tax asset is dependent upon the generation of future taxable income in the periods in which\nthose temporary differences become deductible. Management considers scheduled reversals of future deferred tax assets, projected future\ntaxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not\nthat our deferred tax asset will not be realized and recorded a 100% valuation allowance for the period.\n\n \n\nReconciliation\nbetween statutory rate and the effective tax rate for the twelve-month periods ending March 31, 2026 and March 31, 2025:\n\n SCHEDULE OF RECONCILIATION BETWEEN STATUTORY RATE AND EFFECTIVE TAX RATE\n\n  \n    \n   \n\nFederal statutory rate \n (21.0)% \n (21.0)%\n\nState taxes, net of federal benefit \n (0.00)% \n (0.00)%\n\nChange in valuation allowance \n 21.0% \n 21.0%\n\nEffective tax rate \n 0.0% \n 0.0%\n\n \n\nThe\nCompany accounts for income tax using the liability method prescribed by ASC 740, “Income Taxes”. Under this method, deferred\ntax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities\nusing enacted tax rates that will be in effect in the year in which the differences are expected to reverse. The deferred tax assets\non March 31, 2026 and 2025 consist of net operating loss carryforwards. The net deferred tax asset has been fully offset by a valuation\nallowance because of the uncertainty of the attainment of future taxable income. For reporting purposes, we previously included state\nminimum franchise tax as a component of income taxes for the period reported. In accordance with ASC 740 we have included this minimum\nfranchise tax in administrative expense and other in our Statement of Operations.\n\n \n\nThe\nCompany did not identify any material uncertain tax positions. The Company did not recognize any interest or penalties for unrecognized\ntax benefits. The federal income tax returns of the Company are subject to examination by the IRS generally for three years after filing\nwith the service.\n\n \n\n**NOTE\n7-SHARE CAPITAL**\n\n \n\nThe\nCompany is authorized to issue 90,000,000 shares of its $0.001 par value common stock and 10,000,000 shares of its $0.001 par value preferred\nstock.\n\n \n\nCommon\nstock\n\n \n\nHolders\nof the Company’s common stock are entitled to one vote for each share on all matters submitted to a stockholder vote. Holders of\ncommon stock do not have cumulative voting rights. Therefore, holders of a majority of the shares of common stock voting for the election\nof directors can elect all of the directors. Holders of the Company’s common stock representing a majority of the voting power\nof the Company’s capital stock issued, outstanding and entitled to vote, represented in person or by proxy, are necessary to constitute\na quorum at any meeting of stockholders. A vote by the holders of a majority of the Company’s outstanding shares is required to\neffectuate certain fundamental corporate changes such as liquidation, merger or an amendment to the Company’s certificate of incorporation.\n\n \n\nF-12\n\n \n\n \n\n**GPODS,\nINC.**\n\n**NOTES\nTO THE FINANCIAL STATEMENTS**\n\n**MARCH\n31, 2026**\n\n \n\n**NOTE\n7-SHARE CAPITAL (CONTINUED)**\n\n \n\nHolders\nof the Company’s common stock are entitled to share in all dividends that the board of directors, in its discretion, declares from\nlegally available funds. In the event of a liquidation, dissolution or winding up, each outstanding share entitles its holder to participate\npro rata in all assets that remain after payment of liabilities and after providing for each class of stock, if any, having preference\nover the common stock. The Company’s common stock has no pre-emptive rights, no conversion rights and there are no redemption provisions\napplicable to the Company’s common stock.\n\n \n\nDuring\nSeptember 2022, the Company began an exempt private placement offering (the “2022 Stock Offering”) of its common stock at\na price of $0.10 per share. Total capital raise for the 2022 Stock Offering is $750,000. The 2022 Stock Offering the Company may include\nthe settlement of accounts payable, vendor accounts as well as the settlement of related party amounts due on loans and accrued expense.\nThe Company’s board of directors re-approved the 2022 Stock Offering and its extension of its terms and conditions and intends\non settling with several of its vendors through the issuance of common stock as payment for vendor accounts payable under the terms of\nthe 2022 Stock Offering. During the twelve-month period ended March 31, 2026 the Company issued 6,500,000 shares of its common stock\nfor $650,000 in exchange for accounts payable, notes payable and accrued compensation payments.\n\n \n\nThe\nCompany during the twelve months ended March 31, 2026 received investment from 27 investors for a total of $20,950. The Company issued\n209,500 shares of its common stock at a price of $0.10 per share, under the terms of the extended 2022 Stock Offering. The Company continues\nto seek capital investment under the terms of the 2022 Stock Offering and complete the planned $750,000 capital raise.\n\n \n\nPreferred\nstock\n\n \n\nHolders\nof the Company’s preferred stock (of which there are none) are entitled to the same rights and privileges as the Company’s\ncommon stock. Currently the Company’s preferred stock has no pre-emptive rights, no conversion rights and there are no redemption\nprovisions applicable to the Company’s preferred stock.\n\n \n\nThe\nCompany’s preferred stock shall be issued from time to time in one or more series, with such distinctive serial designations as\nshall be stated and expressed in the resolution or resolutions providing for the issue of such shares from time to time adopted by board\nof directors; and in such resolution or resolutions providing for the issue of shares of each particular series, the board of directors\nis expressly authorized to fix the annual rate or rates of dividends for the particular series; the dividend payment dates for the particular\nseries and the date from which dividends on all shares of such series issued prior to the record date for the first dividend payment\ndate shall be cumulative; the redemption price or prices for the particular series; the voting powers for the particular series, the\nrights, if any, of holders of the shares of the particular series to convert the same into shares of any other series or class or other\nsecurities of the corporation, with any provisions for the subsequent adjustment of such conversion rights; and to classify or reclassify\nany unissued preferred stock by fixing or altering from time to time any of the foregoing rights, privileges and qualifications.\n\n \n\nAt\nMarch 31, 2026 and March 31, 2025, there were 22,980,000 and 22,770,500 shares of common stock issued and outstanding, respectively.\n\n** **\n\n**NOTE\n8-GAIN ON DEBT FORGIVENESS**\n\n \n\nAs\ndiscussed in Note 4-Related Party Notes Payable and Other Related Party Transactions the Company and several of its vendors and Mr. Dolan,\nits related party, officer and director. The Company and the related party during the twelve-month period ended March 31, 2025 agreed\nto cancel or forgive approximately $225,000 of accrued compensation to Mr. Dolan for no consideration. This was economically necessary\nas the Company does not have the financial capabilities to pay Mr. Dolan for his accrued compensation and it was necessary for Mr. Dolan\nto forgive a portion of his compensation in order to receive concessions from several of its vendors that too had sizeable liability\nor financial balances with the Company. As part of the accrued compensation forgiveness with Mr. Dolan described above and in Note 4,\nthe Company was able to secure vendor accounts payable forgiveness or a reduction with one of its non-related party vendors totaling\n$150,000 reflected in our Statement of Operations. Furthermore, the Company was able to secure vendor accounts payable forgiveness or\nreductions with two of its related party vendors totaling $271,800 reflected as an increase in additional paid in capital within our\nStatement of Stockholders’ Equity for the twelve-month period ended March 31, 2025.\n\n \n\n**NOTE\n9-GAIN ON SALE OF ASSET - RELATED PARTY**\n\n \n\nAs\ndiscussed in Note 4-Related Party Notes Payable and Other Related Party Transactions the Company entered into an agreement to sell the\nProto-Pod Capitalized Costs to a (at the time) non-related party vendor that performed services on the Proto-Pod for $100,000. The Proto-Pod\nCapitalized Costs had been fully reserved for impairment in prior years, therefore any amount received would be considered a gain on\nsale in the period received or executed. This transaction closed prior to September 30, 2024 with a satisfaction of accounts payable\ndue and owing to this (now a related party) vendor in the amount of $100,000. The Company recognized gain on the sale of $100,000 from\nthe disposition of the asset during the twelve-month period ended March 31, 2025 as reflected in our Statement of Operations. No cost\npertaining to the sale was recognized as the Company had fully reserved for impairment of the asset in prior periods.\n\n \n\n**NOTE\n10-SUBSEQUENT EVENTS**\n\n \n\nThe\nCompany evaluated all events that occurred after the balance sheet date of March 31, 2026 through the date the financial statements were\nissued, July 11, 2026. The Company determined that it had the following reportable events.\n\n \n\n●\nDuring\nthe months April 2026 through July 2026, the Company borrowed an additional $11,000 in funds from one of its note’s payable\nholders. The holder’s note payable amends the prior unsecured notes payable which bears interest at 0% per annum and is due\nand payable on demand.\n\n \n\nF-13"}