Medicale Corp. Files 2024 Annual Report

TL;DR

Medicale Corp. dropped its 2024 10-K. All systems go for health services.

AI Summary

Medicale Corp. filed its 10-K for the fiscal year ending September 30, 2024, reporting on its operations in health services. The company, incorporated in Nevada, is headquartered in Wellington, Florida. This filing provides a comprehensive overview of its financial performance and business activities for the fiscal year 2024.

Why It Matters

This 10-K filing provides investors and stakeholders with a detailed look into Medicale Corp.'s financial health and strategic direction for the past fiscal year.

Risk Assessment

Risk Level: low — The provided text is a standard 10-K filing header and does not contain specific financial performance details or forward-looking statements that would indicate a high-risk level.

Key Players & Entities

• Medicale Corp. (company) — Filer and subject of the report
• 0001683168-25-000327 (accession_number) — SEC filing accession number
• 20240930 (date) — Fiscal year end date
• 20250114 (date) — Filing date
• NV (state) — State of incorporation
• 9314 FOREST HILL BLVD #929, WELLINGTON, FL 33411 (address) — Company business and mailing address
• 407-245-7339 (phone_number) — Company business phone number

FAQ

Key Financial Figures

• $0.0001 — as of January 13, 2025 Common Stock: $0.0001 5,920,000 TABLE OF CONTENTS PART 1
• $58,213 — iscal year ended September 30, 2024 was $58,213 compared to a net loss of $37,138 durin
• $37,138 — 4 was $58,213 compared to a net loss of $37,138 during the fiscal year ended September
• $54,707 — n discontinued. Expenses incurred were $54,707 during fiscal year ended September 30,
• $37,593 — ar ended September 30, 2024 compared to $37,593 during fiscal year ended September 30,
• $159 — ptember 30, 2024, our total assets were $159. As of September 30, 2023, our total a
• $83,585 — flows used in operating activities was $83,585. For the fiscal year ended September 30
• $25,739 — flows used in operating activities was $25,739. Cash Flows from Investing Activities
• $25,898 — sh provided by financing activities was $25,898. OFF-BALANCE SHEET ARRANGEMENTS We ha

Filing Documents

• medicale_i10k-093024.htm (10-K) — 358KB
• medicale_ex3101.htm (EX-31.1) — 7KB
• medicale_ex3201.htm (EX-32.1) — 4KB
• image_002.jpg (GRAPHIC) — 3KB
• image_003.jpg (GRAPHIC) — 5KB
• 0001683168-25-000327.txt ( ) — 2041KB
• mcle-20240930.xsd (EX-101.SCH) — 17KB
• mcle-20240930_cal.xml (EX-101.CAL) — 26KB
• mcle-20240930_def.xml (EX-101.DEF) — 28KB
• mcle-20240930_lab.xml (EX-101.LAB) — 173KB
• mcle-20240930_pre.xml (EX-101.PRE) — 138KB
• medicale_i10k-093024_htm.xml (XML) — 145KB

Risk Factors

Risk Factors 1 ITEM 1B Unresolved Staff Comments 1 ITEM 1C Cybersecurity 1 ITEM 2

Properties

Properties 1 ITEM 3

Legal Proceedings

Legal Proceedings 1 ITEM 4 Mine Safety Disclosures 1 PART II ITEM 5 Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 2 ITEM 6 [Reserved] 2 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 2 ITEM 7A

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 4 ITEM 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 4 ITEM 9 Changes In and Disagreements with Accountants on Accounting and Financial Disclosure 4 ITEM 9A

Controls and Procedures

Controls and Procedures 4 ITEM 9B Other Information 6 ITEM 9C Disclosure Regarding foreign Jurisdictions that Prevent Inspections 6 PART III ITEM 10 Directors, Executive Officers, Promoters and Control Persons of the Company 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 10 ITEM 14 Principal Accountant Fees and Services 10 PART IV ITEM 15 Exhibits 12 ITEM 16 Form 10-K Summary 12 i

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This annual report contains forward-looking statements. These statements relate to future events or our future financial performance. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events. ii PART I

Description of Business

Item 1. Description of Business GENERAL INFORMATION ABOUT OUR COMPANY Medicale Corp ("we," "our" or the "Company") was incorporated in the State of Nevada on August 17, 2020. To date we have not generated revenue from our business operations. Furthermore, as we are still in the early stages of developing our business and expect to operate at a loss as we grow our business. There is little historical financial information about our Company upon which to base an evaluation of our performance or to make a decision regarding an investment in our shares. We cannot guarantee that we will be successful in our business operations or that we will achieve significant, if any, level of market acceptance for our proposed business operations and products. Our business could be subject to any or all of the problems, expenses, delays and risks inherent in the establishment of a new business enterprise, including limited capital resources, possible changes in consumer interest, possible cost overruns due to price and cost increases in services or products we require. We have never been subject to any bankruptcy proceedings. The principal place of business is now located at 9314 Forest Hill Blvd #929, Wellington, FL 33411. Our telephone number is (407)245-7339. As of the date of this report, the Company had not yet commenced any operations. All activity through the date of this report relates to preserving cash, attempting to raise capital, and continuing the Company's public reporting.

Risk Factors

Item 1A. Risk Factors. Not required for Smaller reporting companies.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. Not required for Smaller reporting companies.

Cybersecurity

Item 1C. Cybersecurity Risk Management and Strategy Currently, the only cybersecurity risk is from the use of websites associated with the Company. All hosting and hosting related services of these websites are engaged via reputable companies such as Namecheap, Godaddy and Cloudflare. These aforementioned companies utilize the latest industrial standards for security and data protection. Safeguards include continuous server monitoring, server and infrastructure security configuration consistently applied across all servers, firewall protection, anti-malware protection, a dedicated internal security team, applied Open Worldwide Application Security Project secure coding practices, and regular data backups.

Properties

Item 2. Properties. Currently we don't own any properties. Our business office is located at 9314 Forest Hill Blvd #929, Wellington, FL 33411.

Legal Proceedings

Item 3. Legal Proceedings. We are not currently a party to any legal proceedings, and we are not aware of any pending or potential legal actions.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not Applicable. 1 PART II

Market for Registrant's Common

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities. The company stock is not trading at the moment. Registered Holders of our Common Stock As of September 30, 2024, there were approximately 32 record owners of our common stock including director. Dividends The Company has never declared or paid cash dividends on its common stock and does not anticipate paying cash dividends in the foreseeable future. Recent Sales of Unregistered Securities During our fiscal years ended September 30, 2024 and 2023, we had no sales of unregistered shares. Issuer Purchases of Equity Securities During the fiscal year ended September 30, 2024, and 2023 the Company did not repurchase any shares of its Common Stock.

Management's Discussion and Analysis

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations We are a development stage corporation with limited operations and no revenues from our business operations. Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months. We do not anticipate that we will generate significant revenues until we have raised the funds necessary to conduct a marketing program. PLAN OF OPERATION FISCAL YEAR ENDED SEPTEMBER 30, 2024 COMPARED TO FISCAL YEAR ENDED SEPTEMBER 30, 2024. Our net loss for the fiscal year ended September 30, 2024 was $58,213 compared to a net loss of $37,138 during the fiscal year ended September 30, 2023. In September 30, 2024 and September 30, 2023 the Company had not generated any revenue respectively. All revenue generated by the Company was done so by operations that have been discontinued. Expenses incurred were $54,707 during fiscal year ended September 30, 2024 compared to $37,593 during fiscal year ended September 30, 2023. Expenses increased due to the Company's operational activities. The number of shares outstanding was 5,920,000 for the fiscal year ended September 30, 2024 and September 30, 2024. 2 LIQUIDITY AND CAPITAL RESOURCES FISCAL YEAR ENDED September 30, 2024 and 2023. As of September 30, 2024, our total assets were $159. As of September 30, 2023, our total assets were $159. Cash Flows from Operating Activities We have not generated positive cash flows from operating activities. For the fiscal year ended September 30, 2024, net cash flows used in operating activities was $83,585. For the fiscal year ended September 30, 2023, net cash flows used in operating activities was $25,739. Cash Flows from Investing Activities We have not generated cash flows from investing activities for the fiscal years ended September 30, 2024, and 2023. Cash Flows from Financing

Quantitative and Qualitative Disclosures about Market Risk

Item 7A. Quantitative and Qualitative Disclosures about Market Risk Not applicable to smaller reporting companies.

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data The Company's Financial Statements required by Item 8, together with the reports thereon of the Independent Registered Public Accounting Firm are set forth on pages F-1 through F-9 of this report and are incorporated by reference in this Item 8.

Changes in and Disagreements with Accounting

Item 9. Changes in and Disagreements with Accounting and Financial Disclosures. None.

Controls and Procedures

Item 9A. Controls and Procedures. Disclosure Controls and Procedures Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms, and that such information is accumulated and communicated to management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosures. Our management necessarily applied its judgment in assessing the costs and benefits of such controls and procedures, which, by their nature, can provide only reasonable assurance regarding management's control objectives. Our management, with the participation of our CEO, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Report. Based upon this evaluation, our CEO concluded that our disclosure controls and procedures were not effective because of the identification of a material weakness in our internal control over financial reporting which is described below. 4 Management's Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Rule 13a-15(f). Our internal control over financial reporting is a process designed to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with U.S. GAAP. Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions ar

Other Information

Item 9B. Other Information. During the quarter ended September 30, 2024, no director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

Disclosures Regarding Foreign Jurisdictions

Item 9C. Disclosures Regarding Foreign Jurisdictions that Prevent Inspections. Not Applicable. 6 PART III

Directors, Executive Officers, and

Item 10. Directors, Executive Officers, and Corporate Governance. The board of directors elects our executive officers annually. A majority vote of the directors who are in office is required to fill vacancies. Each director is elected for the term of one year, and until his or her successor is elected and qualified, or until his earlier resignation or removal. The name, address, age and position of our officers and directors are as follows: Name and Address of Executive Officer and/or Director Age Position Chen Zu De 9314 FOREST HILL BLVD, #929, WELLINGTON, FL, 33411 62 President, Secretary, Treasurer and Director The person named above has held his offices/positions since the inception of our Company and is expected to hold said offices/positions until the next annual meeting of our stockholders. On December 28, 2022, the previous majority shareholder of Medicale Corp. (the "Company") BorisiAlborovi entered into a stock purchase agreement for the sale of 3,200,000 shares of Common Stock of the Company (the "Shares") to Magenta Acres, Inc. As a result of the acquisition of the Shares, Magenta Acres Inc. holds approximately 54% of the issued and outstanding shares of Common Stock of the Company, and as such it is able to unilaterally control the election of our board of directors, all matters upon which shareholder approval is required and, ultimately, the direction of our Company. On December 28, 2022, the previous sole officer and director of the Company, BorisiAlborovi, resigned his positions with the Company. Upon such resignations, Chen Zu De was appointed as Chief Executive Officer, Chairman of the Board, Treasurer and Secretary, and Director of the Company. Resume Mr Chen Zu De, who was born in 1962 (aged 62), served as Vice-President of Finance of Zhejiang Rongye Building Materials Co., Ltd from May 2017 to October 2022. He served as project team manager and project team lead at Anhui Jiayiyang Technology Co. from February 2009 to Marc

Executive Compensation

Item 11. Executive Compensation. The table below summarizes the total compensation earned by each of our named executive Officers ("NEOs") for each of the fiscal years listed. SUMMARY COMPENSATION TABLE Management Compensation The following tables set forth certain information about compensation paid, earned or accrued for services by our sole officer and director from September 30, 2021 until September 30, 2024: Name and Principal Position Years Salary ($) Bonus ($) Stock Awards ($) Option Awards ($) Non-Equity Incentive Plan Compensation ($) Nonqualified Deferred Compensation ($) All Other Compensation ($) Total ($) BorisiAlborovi, President, 2022 12,000 -0- -0- -0- -0- -0- -0- 12,000 Treasurer and Secretary(Former) Chen Zu De, President, 2023 -0- -0- -0- -0- -0- -0- -0- -0- Treasurer and Secretary(Current) 2024 -0- -0- -0- -0- -0- -0- -0- -0- Mr. Albrovi is reimbursed for any out-of-pocket expenses that he incurs on our behalf. In the future, we may approve payment of salaries for officers and directors, but currently, no such plans have been approved. We also do not currently have

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View this 10-K filing on SEC EDGAR