GAFC 10-K & 10-Q changes, risk factors and insider trading
Guru App Factory Corp · OTC · Services-Computer Programming Services · CIK 1989788 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
Not available: the section could not be located automatically in both filings (non-standard layout or incorporated by reference). See the original filing. Open the filing on SEC.gov.
Management's Discussion & Analysis (MD&A)
New heading “Year Ended July 31, 2025 compared to year Ended July 31, 2024”
Largest changes
“These factors raise substantial doubt about the ability of the company to continue as a going concern for a period of one year after the date that these financial statements are issued. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern.”see in full comparison
“These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.”see in full comparison
“These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business.”see in full comparison
“Our net loss for the year ended July 31, 2025 was $43,690 compared to $22,972 during the year ended July 31, 2024. The higher net loss was primarily attributable to a proportionately greater increase in operating expenses compared to the increase in revenue for the year ended July 31, 2025.”see in full comparison
“As of July 31, 2025, the Company had no cash, and had a working capital deficit of $1,303 and an accumulated deficit of $67,423. For the fiscal year ended July 31, 2025, the Company incurred a net loss of $43,690 and negative cash flows from operating activities of $23,043.”see in full comparison
Full comparison: every changed paragraph (23)
Year Ended July 31, 2025 compared to year Ended July 31, 2024
Year Ended July 31, 2024 compared to the period from Inception (March 7, 2023) to July 31, 2023
During the year ended July 31, 2025, the Company had $94,500 in revenue compared to $82,500 during the year ended July 31, 2024. This growth was primarily driven by the launch of our software development and consulting services.
During the year ended July 31, 2024, the Company had $82,500 in revenue compared to $0 during the period from inception (March 7, 2023) to July 31, 2023. This growth was primarily driven by the launch of our products and services.
During the year ended July 31, 2024,2025, we incurred
total operating expenses of $105,472$134,289 compared to $761$105,472 during the periodyear from inception (March 7, 2023) toended July 31, 2023.2024. General and administrative
and professional fee expenses incurred generally related to corporate overhead, financial and administrative contracted services, such
as legal and accounting and developmental costs. This growth was primarily driven by the increase in website development costs during
the year ended July 31,2025.
Our net loss for the year ended July 31, 2025 was $43,690 compared to $22,972 during the year ended July 31, 2024. The higher net loss was primarily attributable to a proportionately greater increase in operating expenses compared to the increase in revenue for the year ended July 31, 2025.
Our net loss for the year ended July 31, 2024 was $22,972 compared to $761 during the period from inception (March 7, 2023) to July 31, 2023.
As atof July 31, 20242025 our total assetsasset werewas $68,190$0 compared
to $4,064$63,043 in total assets at July 31, 2023.2024. As at July 31, 2024,2025, our total liabilities were $25,803$1,303, compared to $825$25,803 as of July 31, 2023.
2024.
Stockholders’ deficit was $1,303 as of July 31, 2025 compared to the stockholders’ equity $42,387 as of July 31, 2024.
Stockholders’ equity was $42,387 as of July 31, 2024 compared to $3,239 as of July 31, 2023.
For the year ended July 31, 2024,2025, net cash from
used in operating activities was $2,359,$23,043, consisting of net loss of $22,972,$43,690, amortization expenses of $831,$897, increasedecrease in accounts payable
of $10,000 and increasedecrease in prepaid sales of $14,500.
For the periodyear from inception (March 7, 2023) toended July 31, 2023,2024, net cash from
used in operating activities was $761,$37,641, consisting entirely of net loss.loss of $22,972, amortization expenses of $831, increase in accounts payable
of $10,000 and increase in prepaid sales of $14,500.
For the periodyear from inception (March 7, 2023) toended July 31, 2023,2024, net cash used
in investing activities was $0.$5,978.
Cash flows provided by financing activities during the year ended July 31, 2025 was $0.
Going concern
These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business.
As of July 31, 2025, the Company had no cash, and had a working capital deficit of $1,303 and an accumulated deficit of $67,423. For the fiscal year ended July 31, 2025, the Company incurred a net loss of $43,690 and negative cash flows from operating activities of $23,043.
The Company’s ability to continue as a going concern is dependent upon its ability to acquire financial support from its major shareholder to meet its minimal operating expenses and seeking third party equity and/or debt financing.
These factors raise substantial doubt about the ability of the company to continue as a going concern for a period of one year after the date that these financial statements are issued. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern.
These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Cash flows provided by financing activities during the period from inception (March 7, 2023) to July 31, 2023 were $4,825, consisting of $825 loan from related party and $4,000 proceeds from issuance of common stock.
Existing working capital, further advances and
debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next six months. We have no lines
of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement
of equity and debt instruments.equity. In connection with our business plan, management anticipates additional increases in operating expenses and capital
expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. We intend to finance
these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital
and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result
in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock.
Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on
acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly
and materially restrict our business operations.
As of the date of this Annual Report, we do not
have any off balanceoff-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that
are material to investors.
What changed in the latest 10-Q
Risk Factors
We could not find a separate Risk Factors item in the latest 10-Q. Some companies leave it out of quarterly reports; see the annual 10-K risk factors and the original filing. Open the filing on SEC.gov.
Management's Discussion & Analysis (MD&A)
Largest changes
The Company’s ability to continue as a going concern is dependent upon its ability to acquire financial support from its major shareholder who is also sole officer and director to meet its minimal operating expenses and seeking third party equity and/or debt financing. However,see in full comparisonmanagementtherecannotcanprovidebeanynoassurancesassurance thatthe Companysuch plans will besuccessfuleffectivelyinimplementedaccomplishingoranywillofmitigateitstheplans.conditionsTheandaccompanyingevents giving rise to the substantial doubt. Accordingly, substantial doubt about the Company's ability to continue as a going concern continues to exist. These unaudited condensedconsolidatedfinancial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
“Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next three months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. …”see in full comparison
During thesee in full comparisonsix-monthnine-month period endedJanuaryApril31,30, 2026,2026,we incurred total operating expenses of$ 42,178$51,722 compared to$32,230$55,715 during thesix-monthnine-month period endedJanuaryApril31,30, 2025. Operating expensesexpensesincurred generally related to general and administrative and professional fee expenses, such as legal and accounting. Theincreasecompositioninof operating expenseswasremainedprimarilysubstantiallydrivenconsistentby consultation fee, legal fee duringbetween thesix-monthnine-month period endedJanuaryApril31,2026.30, 2026 and nine-month period ended April 30, 2025.
For thesee in full comparisonsix-monthnine-month period endedJanuaryApril31,30, 2025, net cash used in operating activities was$18,414,$22,351, consisting of net loss of$7,730,$31,215, amortization expense of $897, decrease in accounts payable of $9,652, increase in prepaid expenses of$598, decrease in accounts payable of $10,000, increase in accounts receivables of $20,000,$7,881, decrease in prepaid sales of$9,500, increase in accrued liabilities and other payables of $11,782$14,500, and change in contract assets $40,000.
Our net loss for thesee in full comparisonsix-monthnine-month period endedJanuaryApril31,30, 2026 was$31,178$35,222 compared to$7,730$31,215 during thesix-monthnine-month period endedJanuaryApril31,30, 2025. Thehighernet loss for the current period was primarily attributableattributabletoathedecrease inCompany's revenuecouplednotwithbeingansufficientincreasetoinoffset its cost of revenue and operatingexpenses.expense.
During thesee in full comparisonsix-monthnine-month period endedJanuaryApril31,30, 2026,2026,the Companygeneratedhad $39,000 in revenueof $26,000compared to $94,500 during thesix-monthnine-month period endedJanuaryApril31,30, 2025.TheThisdecreasedecline was primarily due tothere hasa large software development order during thesix-monthnine-month period endedJanuaryApril31,202530,2025 that did not recur during thesix-monthnine-month period endedJanuaryApril31,30, 2025.
Full comparison: every changed paragraph (19)
As of JanuaryApril 31,30, 2026, we had an accumulated deficit
deficit of $98,601.$102,645. Our financial statements have been prepared assuming that we will continue as a going concern. We expect we will require
additional capital to meet our long-term operating requirements. We planexpect to raise additional capital through, among other things, the
sale of equity.equity or debt securities.
SixNine Months Period Ended JanuaryApril 31,30, 2026
During the six-monthnine-month period ended JanuaryApril 31,30, 2026,
2026, the Company generatedhad $39,000 in revenue of $26,000 compared to $94,500 during the six-monthnine-month period ended JanuaryApril 31,30, 2025. TheThis decrease
decline was primarily due
to there has a large software development order during the six-monthnine-month period ended JanuaryApril 31,202530,2025 that did not recur
during the six-monthnine-month period
ended JanuaryApril 31,30, 2025.
During the six-monthnine-month period ended JanuaryApril 31,30, 2026,
2026, the Company had $15,000$22,500 in cost of revenue compared to $70,000 during the six-monthnine-month period ended JanuaryApril 31,30, 2025. The decrease
in costCost of revenue decreased
primarily as a result of lower software development revenue during the period..current period.
During the six-monthnine-month period ended JanuaryApril 31,30, 2026,
2026, we incurred total operating expenses of $ 42,178$51,722 compared to $32,230$55,715 during the six-monthnine-month period ended JanuaryApril 31,30, 2025. Operating expenses
expenses incurred generally related to general and administrative and professional fee expenses, such as legal and accounting. The increasecomposition
inof operating expenses wasremained primarilysubstantially drivenconsistent by consultation fee, legal fee duringbetween the six-monthnine-month period ended JanuaryApril 31,2026.30, 2026 and nine-month period ended
April 30, 2025.
Our net loss for the six-monthnine-month period ended JanuaryApril
31,30, 2026 was $31,178$35,222 compared to $7,730$31,215 during the six-monthnine-month period ended JanuaryApril 31,30, 2025. The higher net loss for the current period was primarily
attributable attributable
to athe decrease inCompany's revenue couplednot withbeing ansufficient increaseto inoffset its cost of revenue and operating expenses.expense.
As of JanuaryApril 31,30, 2026 our total asset was $9,000$11,500
compared to $0 in total assets at July 31, 2025. As of JanuaryApril 31,30, 2026, our total liabilities were $41,481,$48,025, compared to $1,303 as of July
July 31, 2025.
Stockholders’ deficit was $32,481$36,525 as of
JanuaryApril 31,30, 2026 compared to the stockholders’ equitydeficit $1,303 as of July 31, 2025.
For the six-monthnine-month period ended JanuaryApril 31,30, 2026,
net cash used in operating activities was $29,178,$23,678, consisting of net loss of $31,178,$35,222, increase in accounts receivable of $8,000, increase
in accounts payable of $4,500 and increase in accrued liabilities other payables of $5,500.$15,044.
For the six-monthnine-month period ended JanuaryApril 31,30, 2025,
net cash used in operating activities was $18,414,$22,351, consisting of net loss of $7,730,$31,215, amortization expense of $897, decrease in accounts
payable of $9,652, increase in prepaid expenses of $598, decrease
in accounts payable of $10,000, increase in accounts receivables of $20,000,$7,881, decrease in prepaid sales of $9,500, increase in accrued
liabilities and other payables of $11,782$14,500, and change in contract assets $40,000.
Cash flows provided by financing activity during
the six-monthnine-month period ended JanuaryApril 31,30, 2026 was $30,178$27,178, consisting of advances from related party of $30,178.$27,178.
Cash flows provided by financing activity during
the six-monthnine-month period ended JanuaryApril 31,30, 2025 was $0.
As of JanuaryApril 31,30, 2026, the Company had a working
capital deficit of $32,481$36,525 and an accumulated deficit of $98,601.$102,645. For the six-monthnine-month period ended JanuaryApril 31,30, 2026, the Company incurred
a net loss of $31,178$35,222 and negative cash flows from operating activities of $29,178.$23,678. These factors raise substantial doubt about the ability
of the company to continue as a going concern for a period of one year after the date that these financial statements are issued.
The Company’s ability to continue as a going
concern is dependent upon its ability to acquire financial support from its major shareholder to meet its minimal operating expenses and
obtain external funding through private placements.
The Company’s ability to continue as a going
concern is dependent upon its ability to acquire financial support from its major shareholder who is also sole officer and director to
meet its minimal operating expenses and seeking third party equity and/or debt financing. However, managementthere cannotcan providebe anyno assurances
assurance that the Companysuch
plans will be successfuleffectively inimplemented accomplishingor anywill ofmitigate itsthe plans.conditions Theand accompanyingevents giving rise to the substantial doubt. Accordingly, substantial
doubt about the Company's ability to continue as a going concern continues to exist. These unaudited condensed consolidated financial statements do
not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities
that might be necessary should the Company be unable to continue as a going concern.
PLAN OF OPERATION AND FUNDING
We expect that working capital requirements will
continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements
are expected to increase in line with the growth of our business.
Existing working capital, further advances and
debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next three months. We have no
lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private
placement of equity. In connection with our business plan, management anticipates additional increases in operating expenses and capital
expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. We intend to finance
these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital
and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result
in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock.
Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on
acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly
and materially restrict our business operations.
GAFC insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding GAFC (13F)
None of the 59 investors we track reported a position in their latest 13F.