Limitless Projects' Software Venture Collapses, $250K Payment Missed

TL;DR

**Limitless Projects' core software venture just imploded due to a missed $250,000 payment, signaling major financial and operational red flags for this no-revenue, no-employee startup.**

AI Summary

Limitless Projects Inc., incorporated on November 18, 2020, is a software development company focused on employee monitoring software. The company is developing 'Privacy and Value' software, designed to balance employer productivity concerns with employee privacy. Its president, Daniel Okelo, is responsible for product concept development. The company had an Asset Purchase and Joint Venture Agreement with Cyber Apps World, Inc. for a 50% interest in the 'Privacy and Value' software, valued at approximately $2,200,000 by an independent valuation. Cyber Apps World, Inc. was to pay $250,000 for this interest, with $10,000 paid upon execution and the remaining $240,000 due by June 15, 2021. However, Cyber Apps World, Inc. failed to make the $250,000 payment by the deadline, leading to the termination of the agreement. Limitless Projects Inc. has no employees and relies on independent contractors for software development. The company reported an aggregate market value of voting and non-voting common equity held by non-affiliates of $20,800 as of its most recently completed second fiscal quarter, with 100,608,200 common shares outstanding as of September 26, 2025. The company has not incurred any research or development expenditures since its incorporation.

Why It Matters

The termination of the joint venture with Cyber Apps World, Inc. due to a missed $250,000 payment is a significant setback for Limitless Projects Inc., indicating potential financial instability and a lack of immediate capital for its 'Privacy and Value' software development. For investors, this raises red flags about the company's ability to secure funding and execute strategic partnerships, especially given its reliance on independent contractors and lack of internal R&D. In a highly competitive software market dominated by established players like Praxent and 10Pearls, this failure to secure a key partnership could severely hinder Limitless Projects' market entry and long-term viability, impacting future employees and customers who might rely on its products.

Risk Assessment

Risk Level: high — The company faces high risk due to the termination of its Asset Purchase and Joint Venture Agreement with Cyber Apps World, Inc. after Cyber Apps failed to make a $250,000 payment by June 15, 2021. This indicates a significant funding shortfall for its primary product, 'Privacy and Value' software, which had an independent valuation of approximately $2,200,000. Furthermore, Limitless Projects Inc. has no employees, relies solely on independent contractors, and has incurred no research or development expenditures since its November 18, 2020 incorporation, highlighting a lack of internal capacity and financial investment.

Analyst Insight

Investors should avoid Limitless Projects Inc. given the collapse of its primary funding agreement and lack of internal resources. The company's inability to secure a crucial $250,000 payment for its core product, coupled with zero R&D spend and no employees, suggests a highly speculative and unproven business model with significant execution risk.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

N/A

total Debt

N/A

net Income

-$68,765

eps

N/A

gross Margin

N/A

cash Position

$0

revenue Growth

N/A

Revenue Breakdown

Key Numbers

• $250,000 — Missed payment from Cyber Apps World, Inc. (Led to the termination of the joint venture agreement for 'Privacy and Value' software.)
• $2,200,000 — Independent valuation of 'Privacy and Value' software (Highlights the potential value of the software despite the failed partnership.)
• 0 — Number of employees (Indicates reliance on independent contractors and lack of internal operational capacity.)
• 0 — Research and development expenditures (Shows no internal investment in product development since incorporation.)
• $20,800 — Aggregate market value of non-affiliate common equity (Extremely low market capitalization, reflecting minimal investor confidence.)
• 100,608,200 — Common shares outstanding (As of September 26, 2025, indicating a large share count relative to market value.)
• 50% — Interest in Privacy and Value software (The stake Cyber Apps World, Inc. was to purchase.)

Key Players & Entities

• Limitless Projects Inc. (company) — Registrant and software development company
• Cyber Apps World, Inc. (company) — Former joint venture partner that failed to make a $250,000 payment
• Daniel Okelo (person) — President responsible for product concept development
• $250,000 (dollar_amount) — Payment missed by Cyber Apps World, Inc. for 50% interest in 'Privacy and Value' software
• $2,200,000 (dollar_amount) — Independent valuation of the 'Privacy and Value' software
• Wyoming (regulator) — State of incorporation for Limitless Projects Inc.
• July 31, 2025 (date) — Fiscal Year Ended
• November 18, 2020 (date) — Date of incorporation for Limitless Projects Inc.
• June 15, 2021 (date) — Deadline for Cyber Apps World, Inc.'s $250,000 payment
• $20,800 (dollar_amount) — Aggregate market value of voting and non-voting common equity held by non-affiliates

FAQ

Risk Factors

• Going Concern Uncertainty [high — financial]: The company has not attained profitable operations and is dependent upon obtaining financing to complete its proposed business plan. Auditors have expressed substantial doubt about the company's ability to continue as a going concern.
• Reliance on Independent Contractors [medium — operational]: Limitless Projects Inc. has no employees and relies entirely on independent contractors for software development. This model could lead to challenges in control, quality assurance, and retention of specialized skills.
• Failed Joint Venture Agreement [medium — legal]: The Asset Purchase and Joint Venture Agreement with Cyber Apps World, Inc. for the 'Privacy and Value' software was terminated due to Cyber Apps World, Inc.'s failure to make a $250,000 payment. This highlights potential issues in contract execution and revenue realization.
• Lack of R&D Investment [medium — financial]: The company has incurred no research or development expenditures since its incorporation. This indicates a lack of internal investment in innovation and product improvement, potentially hindering long-term competitiveness.
• Low Market Capitalization [high — market]: The aggregate market value of common equity held by non-affiliates was $20,800 as of the most recently completed second fiscal quarter. This extremely low valuation reflects minimal investor confidence and a potentially difficult environment for raising capital.

Industry Context

Limitless Projects Inc. operates in the employee monitoring software market, a sector driven by the increasing trend of remote work and the need for businesses to balance productivity with employee privacy. The competitive landscape likely includes established players offering comprehensive solutions, as well as emerging technologies. Key trends involve the integration of AI for more sophisticated monitoring and the ongoing debate around data privacy regulations.

Regulatory Implications

The development and deployment of employee monitoring software are subject to increasing scrutiny regarding data privacy laws (e.g., GDPR, CCPA). Companies must ensure their software complies with regulations concerning data collection, storage, and employee consent. Failure to comply can result in significant fines and legal challenges.

What Investors Should Do

1. Assess the viability of the 'Privacy and Value' software independently.
2. Evaluate the company's strategy for securing future financing.
3. Monitor the company's ability to attract and retain skilled independent contractors.
4. Consider the implications of the extremely low market capitalization.

Key Dates

• 2020-11-18: Company Incorporation — Marks the official start of Limitless Projects Inc. as a legal entity.
• 2020-12-01: Commenced development of 'Privacy and Value' software — Indicates the initiation of the company's core product development efforts.
• 2021-06-15: Deadline for Cyber Apps World, Inc. payment — Failure to meet this deadline led to the termination of a significant joint venture agreement.
• 2025-07-31: Fiscal Year End — Reporting period for the financial results, showing $0 revenue and a net loss of $68,765.
• 2025-09-26: Common shares outstanding reported — 100,608,200 common shares outstanding as of this date.

Glossary

Going Concern

An accounting assumption that a company will continue to operate for the foreseeable future. If there is substantial doubt about this, it must be disclosed. (The company's auditors have expressed substantial doubt about its ability to continue as a going concern, indicating significant financial instability.)

Asset Purchase and Joint Venture Agreement

A contract where one party buys assets and agrees to collaborate with another party on a specific project or business. (This type of agreement was central to the company's planned partnership for its 'Privacy and Value' software, but it failed due to non-payment.)

Independent Contractors

Individuals or entities hired to perform specific tasks or services for a company, but who are not employees. (Limitless Projects Inc. relies solely on independent contractors for software development, impacting its operational structure and control.)

Aggregate Market Value of Voting and Non-Voting Common Equity Held by Non-Affiliates

The total market value of a company's publicly traded shares owned by investors who are not company insiders or major shareholders. (This metric, reported at $20,800, indicates a very low market capitalization and investor interest.)

Software Impairment Charges

A reduction in the carrying value of software assets on the balance sheet when their recoverable amount is less than their book value. (The company incurred $43,401 in software impairment charges during the fiscal year, suggesting issues with the value or utility of its software assets.)

Year-Over-Year Comparison

Information comparing the current 10-K to a previous filing is not available in the provided text. Therefore, a comparison of key metrics such as revenue growth, margin changes, or new risks cannot be provided.

Key Financial Figures

• $0.001 — Exchange Act: Common Stock, Par value $0.001 per share Indicate by check mark if th
• $10,000 — the Privacy and Value software for 1. $10,000 upon execution of the agreement, which
• $50,000 — ent, which amount shall be no less than $50,000 and no more than $250,000 and was due b
• $250,000 — e no less than $50,000 and no more than $250,000 and was due by June 15, 2021. The man
• $2,200,000 — at estimated its value at approximately $2,200,000. Accordingly, the amount that was due f
• $1 billion — STATUS Because we generated less than $1 billion in total annual gross revenues during o
• $700 million — on equity held by its non-affiliates of $700 million or more as of the last business day of
• $5 billion — xample, in 2019, the FTC fined Facebook $5 billion for deceiving website users about their
• $750 — igation with statutory damages of up to $750 per violation. The California Attorney
• $7,500 — ntional violations of the CCPA of up to $7,500 per violation. New York has adopted si
• $5,000 — be liable for a civil penalty of up to $5,000 dollars per violation. Surveillance
• $0 — of July 31, 2025, we earned a total of $0 in revenue from customer subscriptions
• $68,765 — we incurred a consolidated net loss of $68,765 consisting entirely of impairment, gene
• $542,930 — and deposits our total liabilities were $542,930, which consisted of accounts payable of
• $44,712 — h used in operating activities totaled ($44,712). This amount reflects a consolidated n

Filing Documents

• lmls-20250731_10k.htm (10-K) — 303KB
• lmls_ex311.htm (EX-31.1) — 8KB
• lmls_ex321.htm (EX-32.1) — 3KB
• 0001842167-25-000004.txt ( ) — 1372KB
• lmls-20250731_cal.xml (EX-101.CAL) — 16KB
• lmls-20250731_def.xml (EX-101.DEF) — 15KB
• lmls-20250731_lab.xml (EX-101.LAB) — 82KB
• lmls-20250731_pre.xml (EX-101.PRE) — 67KB
• lmls-20250731.xsd (EX-101.SCH) — 13KB
• lmls-20250731_10k_htm.xml (XML) — 86KB

Business

Item 1. Business. 1

Risk Factors

Item 1A. Risk Factors. 6

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. 6

Properties

Item 2. Properties. 6

Legal Proceedings

Item 3. Legal Proceedings. 6

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. 6 PART II 6

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. 7

Selected Financial Data

Item 6. Selected Financial Data. 7

Management's Discussion and Analysis of our Financial Conditions and Results of Operations

Item 7. Management's Discussion and Analysis of our Financial Conditions and Results of Operations. 7

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk. 9

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 9

Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure. 10

Controls and Procedures

Item 9A. Controls and Procedures. 10

Other Information

Item 9B. Other Information. 11 PART III 11

Directors, Executive Officers, and Corporate Governance

Item 10. Directors, Executive Officers, and Corporate Governance. 11

Executive Compensation

Item 11. Executive Compensation. 12

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

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. 12

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence. 13

Principal Accountant Fees and Services

Item 14. Principal Accountant Fees and Services. 13

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules. 14

SIGNATURES

SIGNATURES 15 iii PART I NOTE REGARDING FORWARD LOOKING STATEMENTS CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 This Annual Report contains historical information as well as forward-looking statements. Statements looking forward in time are included in this Annual Report pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks and uncertainties that may cause our actual results in future periods to be materially different from any future performance suggested herein. We wish to caution readers that in addition to the important factors described elsewhere in this Form 10-K, the following forward-looking statements, among others, sometimes have affected, and in the future could affect, our actual results and could cause our actual results during 2025 and beyond, to differ materially from those expressed in any forward-looking statements made by or on our behalf.

Business

Item 1. Business. Business Overview We were incorporated on November 18, 2020 under the laws of the state of Wyoming. We are involved in the development of computer software systems and mobile device applications for commercial and consumer use. We retain independent computer software and application developers to develop our products to the specifications that we outline. Our president, Daniel Okelo, is responsible for developing the product concepts that the independent developers subsequently design. We are currently developing employee monitoring software that balances employer concerns regarding employee efficiency and productivity with employee privacy known as "Privacy and Value". Our intention is to sell this product to third parties who will sell the software to customers rather than become involved in the sales and marketing of this product ourselves. Privacy and Value Employee Monitoring Software We also commenced developing employee monitoring software known as "Privacy and Value" in December 2020 shortly after our incorporation. Our goal is to develop a software product that balances employer concerns regarding employee efficiency and productivity with employee privacy. We will retain all interest in the intellectual property relating to the Privacy and Value software unless we subsequently sell those rights. As companies are increasingly attempting to meet the demands of employees that want work environment flexibility and are forced to avoid employee congregation in response to the current global Covid-19 pandemic, they are retaining staff that either work from home or they rely on outsourcing to retain employees and independent contractors in other countries. One of the primary concerns with having staff work in a separate location that removes them from the daily, direct oversight of management is that employee productivity will suffer. One of the responses to this concern is for businesses to use some form of worker surveillance in order t

Risk Factors

Item 1A. Risk Factors. Not applicable.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Properties

Item 2. Properties. We do not own any interest in real property.

Legal Proceedings

Item 3. Legal Proceedings. None.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. None. 5 PART II

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our shares of common stock do not trade on any recognized stock exchange or quotation system. We have retained a market maker that has filed an application on our behalf to commence trading on OTC Markets. However, there is no guarantee that FINRA will approve the application and that a trading market will develop for our shares. As of September 25, 2025, there were approximately 37 beneficial owners of record of our common stock. Holders of common stock are entitled to receive such dividends as may be declared by the Board of Directors out of funds legally available therefore and, in the event of liquidation, to share pro rata in any distribution of our assets after payment of liabilities. The Board of Directors is not obligated to declare a dividend. We have not paid any dividends and we do not have any current plans to pay any dividends. Securities Authorized for Issuance under Equity Compensation Plans None.

Selected Financial Data

Item 6. Selected Financial Data. Not applicable.

Management's Discussion and Analysis of our Financial Conditions and Results of Operations

Item 7. Management's Discussion and Analysis of our Financial Conditions and Results of Operations. Introduction We were incorporated on November 18, 2020 under the laws of the State of Wyoming. Results of Operations for the year-ended July 31, 2025 From August 1, 2024 to our fiscal year end of July 31, 2025, we earned a total of $0 in revenue from customer subscriptions for the Privacy and Value software. During the fiscal year ended July 31, 2025, we incurred a consolidated net loss of $68,765 consisting entirely of impairment, general and administrative expenses. We have not attained profitable operations and are dependent upon obtaining financing to complete our proposed business plan. For these reasons our auditors believe that there is substantial doubt that we will be able to continue as a going concern. Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation. Liquidity and Capital Resources As of July 31, 2025, our current assets of $10,000 consisted of $0 in cash and $10,000 in prepayments and deposits our total liabilities were $542,930, which consisted of accounts payable of the Privacy and Value software. We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other methods, the sale of equity or debt securities. Cash Flows from Operating Activities We have not generated positive cash flows from operating activities. For the fiscal year ended July 31, 2025, net cash used in operating activities totaled ($44,712). This amount reflects a consolidated net loss of $68,765, depreciation expense of $1,086, and software impairment charges of $43,401. These were partially offset by changes in prepayments and deposits of $1

View Full Filing

View this 10-K filing on SEC EDGAR