{"url_path":"/sec/cik-0002011134/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 MANAGEMENT’S DISCUSSION AND ANALYSIS","topic":"sec","document":{"doc_type":"10-K/A","doc_date":"2026-07-22","source_url":"https://www.sec.gov/Archives/edgar/data/2011134/0002011134-26-000019-index.html","accession_number":"0002011134-26-000019","cik":"0002011134","ticker":null,"issuer_name":"Kioni Holdings Ltd","edgar_url":"https://www.sec.gov/Archives/edgar/data/2011134/0002011134-26-000019-index.html","primary_entity_key":"0002011134","primary_entity_name":"Kioni Holdings Ltd"},"word_count":617,"has_tables":true,"body_markdown":"**ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS\nOF FINANCIAL CONDITION AND RESULTS OF OPERATIONS**\n\n \n\nManagement’s discussion and analysis of the Company’s\nfinancial condition and results of operations for the year ended December 31, 2025, and comparison to the year ended December 31, 2024\nshould be read in conjunction with the consolidated financial statements and notes of this Annual Report on Form 10-K.\n\n \n\nDuring the year ended December 31, 2025, the Company\nwas establishing its business in its markets in Singapore and Hong Kong. The Company focused on marketing its back office service offerings\nand setting up additional corporate services to assist SMEs to outsource their external functions to reduce costs and be more cost competitive.\n\n \n\nIn 2026, we will broaden our service offerings to take\non more corporate advisory and consultancy services (such services will not involve or be related to fundraising activities). We are in\ndiscussion with a few sizeable companies to streamline their corporate activities to expand their operations in Asia and North America.\nWe anticipate closing one such corporate consulting contract in the first half of 2026.\n\n \n\n \n\n**CONSOLIDATED RESULTS OF OPERATIONS**\n\n \n\n \n \nYear ended December 31, 2025\n \nYear ended December 31, 2024\n \nIncrease/ (decrease)\n\n \n \nUS$\n \nUS$\n \nUS$\n\n \n \n \n \n \n \n \n\nREVENUES\n \n504,684\n \n62,769\n \n441,915\n\nCost of revenues\n \n(30,822)\n \n(10,800)\n \n20,022\n\n \n \n473,862\n \n51,969\n \n421,893\n\nOPERATING EXPENSES\n \n \n \n \n \n \n\nGeneral and administrative expenses\n \n145,837\n \n148,010\n \n(2,173)\n\n**TOTAL OPERATING EXPENSES**\n \n(145,837)\n \n(148,010)\n \n(2,173)\n\n \n \n \n \n \n \n \n\n**NET LOSS FROM OPERATIONS**\n \n328,025\n \n(96,041)\n \n424,066\n\n \n \n \n \n \n \n \n\nPROVISION FOR INCOME TAXES\n \n-\n \n-\n \n-\n\n**NET PROFIT/ (LOSS)**\n \n328,025\n \n(96,041)\n \n424,066\n\n \n\nRevenues\n\nRevenues increased by $441,915 from $62,769 to $504,684\nprimarily since the revenues in 2025 were increase business advisory in 2025.\n\n \n\nNet profit for the year ended December 31, 2025 was\n$328,025 compared to the net loss of $96,041 in 2024, an increase in profit of $424,066. As explained above, a significant portion of\nthe profit for 2025 is attributable to an increase in revenue of the Company. \n\n \n\nIn 2025, the total expenses were $145,837 as compared\nto $148,010 in the 2024 fiscal year. This decrease in total expense was generally decrease consultancy fee and gain on acquisition of\nsubsidiary in 2023. The main expenses in 2025 were professional fees of $13,414, Salary expenses of $98,393 and audit fee 13,563. General\nand administrative and professional fee expenses incurred generally related to corporate overhead, financial and administrative contracted\nservices, such as legal and accounting. \n\n \n\nThe Company recorded a net profit of $328,025 and net\nloss $96,041 for the years ended December 31, 2025 and 2024, respectively.\n\n \n\n**LIQUIDITY AND CAPITAL RESOURCES**\n\nAs of December 31, 2025, our total assets were $410,759. Total assets were comprised of $ 404,398 in current assets and $6,361 in intangible\nassets.\n\n \n\nAs of December 31, 2025, our current liabilities were\n$77,725 and Stockholders’ equity was $333,034.\n\n \n\nCASH FLOWS FROM OPERATING ACTIVITIES\n\n \n\nCash provided by operating activities for the years\nended December 31, 2025 was $249,667 and cash used in operating activities for 2024 was $179,113, which was primarily attributable to\nour net profit/ (loss) for such years.\n\n \n\nCASH FLOWS FROM INVESTING ACTIVITIES\n\n \n\nCash provided in investing activities for the years\nended December 31, 2025 was $0. 2024 was $67,484 which cash acquired on acquisition of subsidiary.\n\n \n\nCASH FLOWS FROM FINANCING ACTIVITIES\n\n \n\nNet Cash Provided by Financing Activities for the years\nended December 31, 2025, and 2024 was $0 and $112,000, respectively, which was from proceeds for sold the common stock.\n\n \n\n**Commitments of Capital Expenditures**\n\n** **\n\nAt December 31, 2025, the Company had no commitments\nfor capital expenditures.\n\n \n\n**Off-Balance Sheet Arrangements**\n\n** **\n\nWe have no off-balance sheet arrangements that have\nor are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses,\nresults of operations, liquidity, capital expenditures or capital resources."}