VGES 10-K & 10-Q changes, risk factors and insider trading
Vanguard Green Investment Ltd · OTC · Services-Personal Services · CIK 1746119 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
“In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The new standard was issued to improve transparency and decision usefulness of income tax disclosures by providing information that helps investors better understand how an entity’s operations, tax risks, tax planning and operational opportunities affect its tax rate and prospects for future cash flows. …”see in full comparison
“In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses. The new standard requires entities to disclose additional information about certain expenses, such as purchases of inventory, employee compensation, depreciation, intangible asset amortization, as well as selling expenses included in commonly presented expense captions on the income statement. …”see in full comparison
“The Company estimates and records a provision for its expected credit losses related to its financial instruments, including its trade receivables. Management considers historical collection rates, the current financial status of the Company’s customers, macroeconomic factors, and other industry-specific factors when evaluating current expected credit losses. Forward-looking information is also considered in the evaluation of current expected credit losses. …”see in full comparison
“In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments – Credit Losses (Topics 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. In November 2019, the FASB issued ASU 2019-10 highlighted the adoption timeline. …”see in full comparison
“In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”, which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses. The ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company already adopted this ASU on its financial statements and related disclosures.”see in full comparison
“The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.”see in full comparison
Full comparison: every changed paragraph (21)
The Company did not generate revenue for the year ended July 31, 2025 and 2024.
The
Company generated revenue of $0 and $120,938 for the year ended July 31, 2024 and 2023. The revenue represented income
from wellness and beauty services provided to customers and sales of products.
For
the year ended July 31, 20242025 and 2023,2024, the Company did not incur cost incurredof in providing wellnessrevenue and beautydid servicesnot and
selling of essential oil amounted to $0 and $108,844 respectively. The Company generatedgenerate gross profit of $0 and $12,094 for the
year ended
July 31, 20242025 and 2023.2024.
The Company did not incur selling and distribution expenses for the year ended July 31, 2025 and 2024.
Selling
and distribution expenses for the year ended July 31, 2024 and 2023 amounted to $0 and $200 respectively, comprising advertisement expenses
on WeChat, mobile apps and market public research.
General
and administrative expenses for the year ended July 31, 20242025 and 20232024 amounted to $105,641$65,920 and $67,819$105,641 respectively, comprising professional
fees, consultancyinterest feeexpense, forbad ITdebts written off and systempatent management,written office and outlet operation expenses.off.
Net
loss for the year ended July 31, 20242025 and 20232024 amounted to $85,697$76,778 and $41,887$85,697 respectively. The increasedecrease in net loss of $43,810$8,919 mainly
mainly due to nothe revenuedecrease generatedin general and administrative expenses incurred during the year ended July 31, 2024.2025.
For
the year ended July 31, 2024,2025, the Company has continuously incurred a net loss of $85,697.$76,778. As of July 31, 2024,2025, the CompanyCompany’s current
liabilities exceeded its current assets by $689,654, suffered
an accumulated deficit of $2,484,043,$2,560,821, capital deficiency of $647,800 $724,578
and negative operating cash flow of $97,890.$74,051. The Company’s
ability to continue as a going concern is dependent upon improving the
profitability and the continuing financial support from its shareholders
and director. Management believes the existing shareholders,
director or external financing will provide the additional cash to meet
the Company’s obligations as they become due.
The
functional currency of the parent Company is United States dollar and the functional currency of the subsidiaries MU Worldwide Group
Limited (Seychelles) and MU Global Holding Limited (Hong Kong) is United States dollar. MU Global Health Management (Shanghai) Limited
is in Renminbi.
Fair
value of financial instruments:
Credit losses
The Company estimates and records a provision for its expected credit losses related to its financial instruments, including its trade receivables. Management considers historical collection rates, the current financial status of the Company’s customers, macroeconomic factors, and other industry-specific factors when evaluating current expected credit losses. Forward-looking information is also considered in the evaluation of current expected credit losses. However, because of the short time to the expected receipt of accounts receivable, management believes that the carrying value, net of expected losses, approximates fair value and therefore, relies more on historical and current analysis of such financial instruments, including its trade receivables.
Credit loss rate is determined by historical collection based on aging schedule, adjusted for current conditions using reasonable and supportable forecasts. Based on the aging categorization and the adjusted loss rate per category, an allowance for credit losses is calculated by multiplying the adjusted loss rate with the amortized cost in the respective age category.
In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”, which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses. The ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company already adopted this ASU on its financial statements and related disclosures.
In
June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments – Credit Losses (Topics 326): Measurement
of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses
on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. In November 2019, the FASB issued
ASU 2019-10 highlighted the adoption timeline. For smaller reporting entities, Topic 326 is effective for annual periods beginning after
December 15, 2022, including interim period within those fiscal years, of which is effective for the Company on January 1, 2023.
Credit
loss rate is determined by historical collection based on aging schedule, adjusted for current conditions using reasonable and supportable
forecast. Based on the aging categorization and the adjusted loss per category, an allowance for credit losses is calculated by multiplying
the adjusted loss rate with the amortized cost in the respective age category.
The Company has reviewed all recently issued, but not yet effective, considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The new standard was issued to improve transparency and decision usefulness of income tax disclosures by providing information that helps investors better understand how an entity’s operations, tax risks, tax planning and operational opportunities affect its tax rate and prospects for future cash flows. The amendments in this update primarily relate to requiring greater disaggregated disclosure of information in the rate reconciliation, income taxes paid, income (loss) from continuing operations before income tax expense (benefit), and income tax expense (benefit) from continuing operations. The ASU is effective for fiscal years beginning after December 15, 2024, and early adoption is permitted. The standard can be applied prospectively or retrospectively.
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses. The new standard requires entities to disclose additional information about certain expenses, such as purchases of inventory, employee compensation, depreciation, intangible asset amortization, as well as selling expenses included in commonly presented expense captions on the income statement. The FASB further clarified the effective date in January 2025 with the issuance of ASU 2025-01, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Companies have the option to apply this guidance either on a retrospective or prospective basis, and early adoption is permitted.
The Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have a significant impact on the Company’s financial statements.
The
Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on
the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements
that have been issued that might have a material impact on its financial position or results of operations.
What changed in the latest 10-Q
Risk Factors
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
For thesee in full comparisonsixnine months endedJanuaryApril31,30, 2026, net cash used in operating activities was$33,445$57,787 as compared to net cash used in operating activities of$35,774$43,981 for thesixnine months endedJanuaryApril31,30, 2025. The cash used in operating activities was mainly for payment of general and administrative expenses.
Our net loss forsee in full comparisonsixnine months period endedJanuaryApril31,30, 2026 and 2025 were$47,129$66,191 and$29,105.$40,251. The net loss mainly derived from the generalgeneraland administrative expenses incurred.
For thesee in full comparisonsixnine months period endedJanuaryApril31,30, 2026 and 2025, the Company had incurred general and administrative expenses in the amount of $61,516$43,495and$23,698$32,956 respectively. These expenses are comprised of professional fees and foreign exchange loss.
For thesee in full comparisonsixnine months endedJanuaryApril31,30, 2026 and 2025, net cash generated from financing activity was$33,407$57,749 and$23,922$32,022 respectively. The financing cash flow performance primarily reflects loan from director.
Full comparison: every changed paragraph (12)
For
the sixnine months ended JanuaryApril 31,30, 2026 and 2025
For
the sixnine months period ended JanuaryApril 31,30, 2026 and 2025, the Company did not generate revenue.
For
the sixnine months period ended JanuaryApril 31,30, 2026 and 2025, the Company did not incur cost of revenue.
For
the sixnine months period ended JanuaryApril 31,30, 2026 and 2025, the Company did not incur marketing expenses.
For
the sixnine months period ended JanuaryApril 31,30, 2026 and 2025, the Company had incurred general and administrative expenses in the amount of $61,516
$43,495 and $23,698$32,956 respectively. These expenses are comprised of professional fees and foreign exchange loss.
The
Company recorded an amount of $1 and $43$875 as other income for the sixnine months period ended JanuaryApril 31,30, 2026 and 2025. This income is mainly
derived from the interest income.
Our
net loss for sixnine months period ended JanuaryApril 31,30, 2026 and 2025 were $47,129$66,191 and $29,105.$40,251. The net loss mainly derived from the general
general and administrative expenses incurred.
As
of JanuaryApril 31,30, 2026 and 2025, we had cash and cash equivalents of $55 and $200$93 respectively. We expect increased levels of operations going
going forward will result in more significant cash flow and in turn working.
We
depend substantially on financing activities to provide us with the liquidity and capital resources we need to meet our working capital
requirements and to make capital investments in connection with ongoing operations. During the period ended JanuaryApril 31,30, 2026, the Company
had met these requirements primarily from the financial support from director and third party company.
For
the sixnine months ended JanuaryApril 31,30, 2026, net cash used in operating activities was $33,445$57,787 as compared to net cash used in operating activities
of $35,774$43,981 for the sixnine months ended JanuaryApril 31,30, 2025. The cash used in operating activities was
mainly for payment of general and administrative expenses.
For
the sixnine months ended JanuaryApril 31,30, 2026 and 2025, net cash generated from financing activity was $33,407$57,749 and $23,922$32,022 respectively. The
financing cash flow performance primarily reflects loan from director.
We
have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial
condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital
resources that are material to our stockholders as of JanuaryApril 31,30, 2026.
VGES 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 VGES (13F)
None of the 59 investors we track reported a position in their latest 13F.