AIS Holdings Group Files 2024 10-K

TL;DR

AIS Holdings Group filed its 2024 10-K. Check financials.

AI Summary

AIS Holdings Group, Inc. filed its annual 10-K report for the fiscal year ending March 31, 2024. The company, previously known as Superb Acquisition, Inc. and AIS Holdings, Inc., is based in Nagoya-shi, Aichi, Japan. The filing covers financial data and business operations for the period.

Why It Matters

This 10-K filing provides investors with a comprehensive overview of AIS Holdings Group's financial performance and business activities for the fiscal year ended March 31, 2024.

Risk Assessment

Risk Level: low — The provided text is a standard SEC filing header and does not contain specific financial performance details or forward-looking statements that would indicate a high risk.

Key Players & Entities

• AIS Holdings Group, Inc. (company) — Filer
• 0001702015 (company) — Central Index Key
• 20240331 (date) — Fiscal Year End
• 20240705 (date) — Filing Date
• Superb Acquisition, Inc. (company) — Former Company Name
• AIS Holdings, Inc. (company) — Former Company Name
• 81-50-5327-4459 (dollar_amount) — Business Phone

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 None, however quoted by the OTC Marke
• $34,900 — outstanding shares in consideration of $34,900. In regards to the above transaction,
• $18,000 — amount of 2,000,000 JPY (approximately $18,000). AIS Japan intends to provide IT devel
• $45,000 — amount of 5,000,000 JPY (approximately $45,000). In September, 2019, Takehiro Abe, ou
• $54,000 — stock to these individuals and received $54,000 as aggregate consideration. Each shareh
• $0.03 — te consideration. Each shareholder paid $0.03 USD per share. These shares were sold p
• $8,000 — the monthly basic fee was reduced from $8,000 to $3,600. The agreement remains active
• $3,600 — ly basic fee was reduced from $8,000 to $3,600. The agreement remains active. On Augu
• $2,000 — ly basic fee was reduced from $3,600 to $2,000. On February 1, 2024, The Company has

Filing Documents

• ais10ko_24.htm (10-K) — 416KB
• ex31.htm (EX-31) — 18KB
• ex32.htm (EX-32) — 12KB
• image_014.jpg (GRAPHIC) — 4KB
• 0001599916-24-000191.txt ( ) — 1601KB
• aidg-20240331.xsd (EX-101.SCH) — 14KB
• aidg-20240331_cal.xml (EX-101.CAL) — 8KB
• aidg-20240331_def.xml (EX-101.DEF) — 14KB
• aidg-20240331_lab.xml (EX-101.LAB) — 107KB
• aidg-20240331_pre.xml (EX-101.PRE) — 76KB
• ais10ko_24_htm.xml (XML) — 128KB

Business

Business 1 Item 1A

Risk Factors

Risk Factors 4 Item 1B Unresolved Staff Comments 4 Item 2

Properties

Properties 4 Item 3

Legal Proceedings

Legal Proceedings 4 Item 4 Mine Safety Disclosures 4 PART II Item 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 4 Item 6

Selected Financial Data

Selected Financial Data 5 Item 7

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 5 Item 7A

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 5 Item 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F1-F9 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 6 Item 9A

Controls and Procedures

Controls and Procedures 6 Item 9B Other Information 6 PART III Item 10 Directors, Executive Officers and Corporate Governance 7 Item 11

Executive Compensation

Executive Compensation 8 Item 12

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 9 Item 13 Certain Relationships and Related Transactions, and Director Independence 9 Item 14 Principal Accounting Fees and Services 9 PART IV Item 15 Exhibits, Financial Statement Schedules 10

Signatures

Signatures 10 Cautionary Note Concerning Forward-Looking Certain statements and information in this Annual Report on Form 10-K for the year ended March 31, 2024 (the "Annual Report") may constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, which address activities, events, or developments that we expect or anticipate will or may occur in the future, including such things as future capital expenditures, commencement of business operations, business strategy, and other similar matters are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential," or "continue," or other comparable terminology. These forward-looking statements are based largely on our current expectations and assumptions and are subject to a number of risks and uncertainties, many of which are beyond our control. These statements are subject to many risks, uncertainties, and other important factors that could cause actual future results to differ materially from those expressed in the forward-looking statements. In light of these risks and uncertainties, all of the forward-looking statements made herein are qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by us will be realized. We undertake no obligation to update or revise any of the

forward-looking statements contained herein

forward-looking statements contained herein. Table of Contents PART I

Business

Item 1. Business. Corporate History The Company was originally incorporated with the name Superb Acquisition, Inc., under the laws of the State of Delaware on January 30, 2017, with an objective to acquire, or merge with, an operating business. On June 18, 2017, Thomas DeNunzio of 780 Reservoir Avenue, #123, Cranston, RI 02910, the previous sole shareholder of Superb Acquisition, Inc. entered into and consummated a Share Purchase Agreement (the "Agreement") with Takehiro Abe., with an address at 2-41-7-336, Shinsakae, Naka-ku Nagoya-shi, Aichi, 460-0007, Japan. Pursuant to the Agreement, Mr. DeNunzio transferred to Takehiro Abe 20,000,000 shares of our common stock, which represented all of our issued and outstanding shares in consideration of $34,900. In regards to the above transaction, the shares were sold pursuant to Regulation S of the Securities Act of 1933, as amended ("Regulation S") since the sale of common stock was made to a non-U.S. person (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing. Following the closing of the share purchase transaction, Takehiro Abe gained a 100% interest in the issued and outstanding shares of our common stock and became the controlling shareholder of the Company. On June 18, 2017, Mr. Thomas DeNunzio resigned as our Chief Executive Officer, Chief Financial Officer, President, Director, Secretary, and Treasurer, such resignation of which is to be effective ten days after the filing and mailing of an Information Statement required by Rule 14f-1 under the Securities Exchange Act of 1934, as amended. The resignation was not the result of any disagreement with us on any matter relating to our operations, policies or practices. On June 18, 2017, Mr. Takehiro Abe was appointed as Chief Executive Of

Properties

Properties Our principal executive offices are located at 2-41-7-336, Shinsakae, Naka-ku Nagoya-shi, Aichi, 460-0007, Japan. This property is rented by our Chief Executive Officer and is provided to the Company free of charge. Employees Currently, we have a total of one full time employee and, through our subsidiary AIS Japan Co., LTD, one part time employee. Our full-time employee is our Chief Executive Officer Mr. Takehiro Abe. He currently, and intends to continue to, devote 40 hours per week to the Company. Our part time employee works on an hourly basis without benefits. We have tentative plans to hire additional employees on a need be basis that is currently unidentified. - 3- Table of Contents

Risk Factors

Item 1A. Risk Factors. As a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Properties

Item 2. Properties. Our principal executive offices are located at 2-41-7-336, Shinsakae, Naka-ku Nagoya-shi, Aichi, 460-0007, Japan. This property is rented by our Chief Executive Officer and is provided to the Company free of charge. We do not currently own any properties and believe that, at present, our office space, is adequate to sustain our current level of operations.

Legal Proceedings

Item 3. Legal Proceedings. From time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not applicable. PART II

Market for Registrant's Common Equity,

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock is currently quoted on the OTC MarketPlace under the ticker symbol AIDG. The Company does not have an established market price per share for its common stock. Holders As of July 5, 2024, we have 35 shareholders of record of our common stock and 20,000,000 shares of common stock issued and outstanding. Dividends and Share Repurchases We have not paid any dividends to our shareholder. There are no restrictions which would limit our ability to pay dividends on common equity or that are likely to do so in the future. Issuer Purchases of Equity Securities None. Equity Compensation Plan Information Not applicable. Recent Sales of Unregistered Securities; Uses of Proceeds from Registered Securities Not applicable. - 4- Table of Contents

View Full Filing

View this 10-K filing on SEC EDGAR