Form 10-Q - Quarterly report [Sections 13 or 15(d)]

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended April 30, 2024

Or

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the transition period from ____________ to ________________

Commission file number: 000-55233

My City Builders, Inc.

(Exact name of registrant as specified in its charter)

Nevada

27-3816969

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

100 Biscayne Blvd., #1611, Miami FL 33132

(Address of principal executive offices)

786-553-4006

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by a check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of June 7, 2024, there were 11,986,686 shares of the issuer’s common stock, par value $0.001 per share, outstanding.

TABLE OF CONTENTS

		Page No.
	Part I: Financial Information

Item 1.	Financial Statements	F-1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	9
Item 4.	Controls and Procedures	9

	Part II: Other Information

Item 1.	Legal Proceedings	10
Item 6.	Exhibits	11

Table of Contents

FORWARD LOOKING STATEMENTS

This report contains forward-looking statements regarding our business, financial condition, results of operations and prospects. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements but are not deemed to represent an all-inclusive means of identifying forward-looking statements as denoted in this report. Additionally, statements concerning future matters are forward-looking statements.

Although forward-looking statements in this report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the headings “Risks Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report on Form 10-K for the year ended July 31, 2023, in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Form 10-Q, and information contained in other reports that we file with the SEC. You are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this report.

We file reports with the SEC. The SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us.

We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this report, except as required by law. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this quarterly report, which are designed to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

All references in this Form 10-Q to the “Company,” “My City Builders,” “we,” “us,” “our” and words of like import relate to My City Builders, Inc. and its wholly-owned subsidiary, RAC Real Estate Acquisition Corp., a Wyoming corporation, unless the context indicates otherwise.

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

My City Builders, Inc.

Index to Unaudited Interim Condensed Consolidated Financial Statements

April 30, 2024

		Page

Consolidated Balance Sheets as of April 30, 2024, and July 31, 2023 (Unaudited)		F-2

Consolidated Statements of Operations for the three and nine months ended April 30, 2024, and 2023 (Unaudited)		F-3

Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the nine months ended April 30, 2024, and 2023 (Unaudited)		F-4

Consolidated Statements of Cash Flows for the nine months ended April 30, 2024, and 2023 (Unaudited)		F-5

Notes to Unaudited Condensed Consolidated Financial Statements		F-6

F-1

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My City Builders, Inc.

Consolidated Balance Sheets

(Unaudited)

	April 30,			July 31,
	2024			2023
ASSETS
Current Assets
Cash	$	21,548		$	151,718
Prepaid expenses		-			34,858
Loan receivable		228,570			228,570
Accounts receivable		101			-
Accrued interest income		2,851			3,116
Total Current Assets		253,070			418,262

Real Estate Property, net		1,521,141			884,276
Investment		-			947,500
TOTAL ASSETS	$	1,774,211		$	2,250,038

LIABILITIES AND DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	218,175		$	237,888
Due to related parties		680,000			3,726,222
Bank borrowings - current portion, net		199,083			-
Total Current Liabilities		1,097,258			3,964,110

Loans payable-related party		500,000			-
Bank borrowings, net		215,436			-
TOTAL LIABILITIES		1,812,694			3,964,110

Stockholders’ Deficit
Preferred stock: 10,000,000 authorized; $0.001 par value Series A preferred stock 100,000 designated; $0.001 par value 100,000 shares issued and outstanding		100			100
Common stock: 300,000,000 authorized; $0.001 par value 11,986,686 and 586,686 shares issued and outstanding at April 30, 2024 and July 31, 2023, respectively		11,987			587
Additional paid in capital		3,169,714			331,114
Accumulated deficit		(3,220,171	)		(2,045,818	)
Deficit attributable to stockholders of My City Builders, Inc.		(38,370	)		(1,714,017	)
Deficit attributable to noncontrolling interests		(113	)		(55	)
Total Stockholders’ Deficit		(38,483	)		(1,714,072	)
TOTAL LIABILITIES AND DEFICIT	$	1,774,211		$	2,250,038

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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My City Builders, Inc.

Consolidated Statements of Operations

(Unaudited)

	Three Months Ended						Nine Months Ended
	April 30,						April 30,
	2024			2023			2024			2023

Revenue
Interest income	$	-		$	12,249		$	-		$	40,073
Rental income		15,877			-			35,645			-
Total revenue		15,877			12,249			35,645			40,073

Operating expenses
Cost of rental homes		1,495			-			6,565			-
Depreciation		8,620			-			20,889			-
General and administrative		22,624			5,217			36,979			6,100
Professional fees		47,996			19,218			165,750			77,362
Total operating expenses		80,735			24,435			230,184			83,462

Loss from operations		(64,858	)		(12,186	)		(194,539	)		(43,389	)

Other expense
Impairment loss on investment		-			-			(947,500	)		-
Interest expense- related party		(10,989	)		(45,680	)		(23,062	)		(87,680	)
Interest expense		(5,521	)		-			(9,310	)		-
Total other expense		(16,510	)		(45,680	)		(979,872	)		(87,680	)

Loss before income taxes		(81,368	)		(57,866	)		(1,174,411	)		(131,069	)
Provision for income taxes		-			-			-			-
Net Loss	$	(81,368	)	$	(57,866	)	$	(1,174,411	)	$	(131,069	)
Less: Net loss attributable to noncontrolling interests		(20	)		(1.00	)		(58	)		(1.00	)
Net loss attributable to stockholders of My City Builders, Inc.		(81,348	)		(57,865	)		(1,174,353	)		(131,068	)

Basic and diluted loss per share of common stock	$	(0.01	)	$	(0.10	)	$	(0.24	)	$	(0.22	)
Basic weighted average number of common shares outstanding		11,986,686			592,304			4,955,299			594,786

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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My City Builders, Inc.

Consolidated Statements of Changes in Stockholders’ Equity (Deficit)

(Unaudited)

For the Three and Nine Months ended April 30, 2024

	Series A								Additional					Total			Non -
	Preferred Stock				Common Stock				Paid in		Accumulated			Stockholders			controlling			Total
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit			interest			Deficit

Balance - July 31, 2023		100,000	$	100		586,686	$	587	$	331,114	$	(2,045,818	)	$	(1,714,017	)	$	(55	)	$	(1,714,072	)

Net loss		-		-		-		-		-		(72,497	)		(72,497	)		(80	)		(72,577	)
Balance - October 31, 2023		100,000		100		586,686		587		331,114		(2,118,315	)		(1,786,514	)		(135	)		(1,786,649	)

Common stock issued for settlement of debt		-		-		11,400,000		11,400		2,838,600		-			2,850,000			-			2,850,000
Net loss		-		-		-		-		-		(1,020,508	)		(1,020,508	)		42			(1,020,466	)
Balance - January 31, 2024		100,000	$	100		11,986,686	$	11,987	$	3,169,714	$	(3,138,823	)	$	42,978		$	(93	)	$	42,885

Net loss		-		-		-		-		-		(81,348	)		(81,348	)		(20	)		(81,368	)
Balance - April 30, 2024		100,000	$	100		11,986,686	$	11,987	$	3,169,714	$	(3,220,171	)	$	(38,370	)	$	(113	)	$	(38,483	)

For the Three and Nine Months ended April 30,2023

	Series A Preferred Stock				Common Stock						Additional Paid in			Accumulated			Total Stockholders’			Non-controlling			Total
	Shares		Amount		Shares			Amount			Capital			Deficit			Equity			interest			Equity

Balance - July 31, 2022		100,000	$	100		595,986		$	596		$	331,105		$	(23,238	)	$	308,563		$	-		$	308,563

Net loss		-		-		-			-			-			(22,197	)		(22,197	)		-			(22,197	)
Balance - October 31, 2022		100,000		100		595,986			596			331,105			(45,435	)		286,366			-			286,366

Net loss		-		-		-			-			-			(51,006	)		(51,006	)		-			(51,006	)
Balance - January 31, 2023		100,000		100		595,986			596			331,105			(96,441	)		235,360			-			235,360

Common stock cancelled		-		-		(10,000	)		(10	)		10			-			-			-			-
Reverse stock split adjustment		-		-		700			1			(1	)		-			-			-			-
Net loss															(57,865	)		(57,865	)		(1	)		(57,866	)
Balance - April 30, 2023		100,000	$	100		586,686		$	587		$	331,114		$	(154,306	)	$	177,495		$	(1	)	$	177,494

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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My City Builders, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

	Nine Months Ended
	April 30,
	2024			2023

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(1,174,411	)	$	(131,069	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		20,889			-
Amortization of debt discount		1,458
Impairment loss on investment		947,500			-
Changes in operating assets and liabilities:
Prepaid expenses		34,858			-
Accounts receivable		(101	)		-
Accrued interest income		265			(4,163	)
Accounts payable and accrued liabilities		(24,166	)		(2,348	)
Deferred interest income		-			(6,748	)
Accrued interest-related party		4,453			-
Due to related parties		16,889			38,710
Net cash used in operating activities		(172,366	)		(105,618	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Investment		-			(2,679,500	)
Advance on loan receivable		-			(179,310	)
Collection of loan receivable		-			157,105
Collection of loan receivable for third party investor		-			181,963
Capital expenditures on real estate property		(657,754	)		(479,810	)
Net cash used in investing activities		(657,754	)		(2,999,552	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from bank borrowings		413,061			-
Advances from related parties		682,700			4,039,300
Repayments to related parties		(395,811	)		(876,800	)
Net cash provided by financing activities		699,950			3,162,500

EFFECT OF EXCHANGE RATE CHAGES ON CASH AND CASH EQUIVALENTS					-

Net change in cash		(130,170	)		57,330
Cash, beginning of period		151,718			718
Cash, end of period	$	21,548		$	58,048

Supplemental cash flow information
Cash paid for interest	$	49,166		$	87,680
Cash paid for taxes	$	-		$	-

Supplemental non-cash investing and financing activity:
Discount on bank borrowings	$	26,877		$	-
Issuance of loan agreements in exchange with due to related party	$	500,000		$	-
Common stock issued for settlement of debt	$	2,850,000		$	-
Assignment of debts between two related parties	$	500,000		$	-
Common stock cancelled	$	-		$	10
Reverse stock split adjustment	$	-		$	1

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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My City Builders, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

My City Builders, Inc. (the “Company” or “My City Builders”) is a Nevada corporation incorporated on October 26, 2010 under the name Oconn Industries Corp. The Company’s name was changed on March 11, 2014 from Oconn Industries Corp. to Diamante Minerals, Inc., and to iMine Corporation on March 20, 2018 and to My City Builders, Inc on January 31, 2023.

In July 2022, the Company acquired RAC Real Estate Acquisition Corp, a Wyoming Corporation ("RAC"). RAC is now a wholly owned subsidiary of the Company. The Company, through RAC, plans to focus on real estate transactions, in which the Company will buy and develop real estate for sale or rent of low-income housing. The Company plans to invest in three sectors of this market by (i) buying, refurbishing and selling traditional foreclosures, (ii) buying, developing and renting “Land Banks” that have an average pool of homes or lots in excess of 100 in one location and (iii) buying, refurbishing or developing and selling homes made available by the government through HECM pools.

On March 27, 2023, RAC, a wholly owned subsidiary of the Company entered into a Limited Liability Company Agreement dated effective March 27, 2023, (the “Agreement”) with, Frank Gillen, an individual (“Mr. Gillen”) and Michael Colvard, an individual (“Mr. Colvard”). The purpose of the LLC is to build 3-bedroom 2-bathroom single-family low-income homes in Gadsden Alabama. On May 05, 2023, Mr. Colvard’s construction agreement with the LLC was terminated and Mr. Colvard transferred his 1% and withdrew as a member and manager of the LLC.

As a result of the Agreement, RAC, formed a limited liability company called RAC Gadsden, LLC (“Gadsden”) incorporated in the state of Alabama. Gadsden will continue until terminated pursuant to the Agreement or as provided for under the laws of Alabama. RAC owns 98% of Gadsden and the purpose of Gadsden is to purchase, finance, collateralize, improve, rehabilitate, market, sell or lease property.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Presentation of Interim Information

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) for interim financial information and with Rule 8-03 of Regulation S-X promulgated by the Securities and Exchange Commission. Accordingly, the consolidated financial statements do not include all of the information and footnotes required by US GAAP for complete financial statements. Notes to the unaudited interim consolidated financial statements that would substantially duplicate the disclosures contained in the audited consolidated financial statements for the year ended July 31, 2023, have been omitted. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the footnotes thereto for the fiscal year ended July 31, 2023, included within the Company’s Annual Report on Form 10-K.

In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the consolidated financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year.

Principles of Consolidation

The consolidated financial statements include the accounts of My City Builders and its subsidiaries. Intercompany transactions and balances have been eliminated.

Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company’s periodic filings with the SEC include, where applicable, disclosures of estimates, assumptions, uncertainties and markets that could affect the financial statements and future operations of the Company.

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Fair Value Measurements

As defined in ASC 820, “Fair Value Measurements.” fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

Financial assets and liabilities of the Company primarily consisted of cash, loan receivable and other receivables, current loans payable, accounts payable and other payables. As of April 30, 2024 and July 31, 2023, the carrying amounts of financial instruments, approximated to their fair values due to the short-term maturity of these instruments.

Long term investment

The investments for which the Company has the ability to exercise significant influence are accounted for under the equity method. Under the equity method, the Company initially records its investment at cost. The difference between the cost of the equity investment and the amount of the underlying equity in the net assets of the equity investee is recognized as equity method goodwill or as an intangible asset as appropriate.

Real Estate Property

Real estate property are stated at cost less accumulated depreciation. We capitalize all costs incurred to acquire, develop, construct, renovate and improve real estate property as part of major repair and maintenance programs, including interest and property taxes incurred during the construction period. We expense routine repair and maintenance costs as incurred. Depreciation is calculated using the straight-line over the estimated useful lives which are reviewed periodically and generally have the following ranges: Home for rent: 27 years. Construction in progress is not depreciated until ready for service. The amount of interest capitalized during the nine months ended April 30, 2024 and 2023 are $25,000 and nil respectively.

Impairment of Long-Lived Assets

Long-lived assets with finite lives, primarily investments, real estate inventories, property and equipment, including real estate properties held for lease, and operating lease right-of-use assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the estimated cash flows from the use of the asset and its eventual disposition are below the asset’s carrying value, then the asset is deemed to be impaired and written down to its fair value.

Lessor accounting – operating leases

We account for the revenue from our lease contracts by utilizing the single component accounting policy. This policy requires us to account for, by class of underlying asset, the lease component and non-lease component(s) associated with each lease as a single component if two criteria are met:

	(i)	the timing and pattern of transfer of the lease component and the non-lease component(s) are the same; and
	(ii)	the lease component would be classified as an operating lease if it were accounted for separately.

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Lease components consist primarily of fixed rental payments, which represent scheduled rental amounts due under our leases. Non-lease components consist primarily of tenant recoveries representing reimbursements of rental operating expenses, including recoveries for utilities, repairs and maintenance and common area expenses.

If the lease component is the predominant component, we account for all revenues under such lease as a single component in accordance with the lease accounting standard. Conversely, if the non-lease component is the predominant component, all revenues under such lease are accounted for in accordance with the revenue recognition accounting standard. Our operating leases qualify for the single component accounting, and the lease component in each of our leases is predominant. Therefore, we account for all revenues from our operating leases under the lease accounting standard and classify these revenues as rental income.

We commence recognition of rental income related to the operating leases at the date the property is ready for its intended use by the tenant and the tenant takes possession or controls the physical use of the leased asset. Income from rentals related to fixed rental payments under operating leases is recognized on a straight-line basis over the respective operating lease terms. Amounts received currently but recognized as revenue in future periods are classified in other liabilities in our consolidated balance sheets.

Revenue Recognition

The Company recognizes revenue in accordance with Topic 606, which requires the Company to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services. The Company recognizes revenue based on the five criteria for revenue recognition established under Topic 606: 1) identify the contract, 2) identify separate performance obligations, 3) determine the transaction price, 4) allocate the transaction price among the performance obligations, and 5) recognize revenue as the performance obligations are satisfied.

Interest income

The Company records interest income on an accrual basis and recognizes it as earned in accordance with the contractual terms of the loan agreement and underlying debt instrument, to the extent that such amounts are expected to be collected. Debt investments are placed on non-accrual status when it is probable that principal, interest or fees will not be collected according to contractual terms. When a debt investment is placed on non-accrual status, the Company ceases to recognize interest and fee income until the portfolio company has paid all principal and interest due or demonstrated the ability to repay its current and future contractual obligations to the Company. The Company may not apply the non-accrual status to a loan where the investment has sufficient collateral value to collect all of the contractual amount due and is in the process of collection. Interest collected on non-accrual investments are generally applied to the principal.

Rental income

The Company generated rental income from operating leases, which is accounted for under ASC 842. Operating lease revenue is generally recognized on straight-line basis over the terms of the lease agreements.

General and administrative expenses

General and administrative expenses primarily consist of office expenses, travel, meals and entertainment and insurance.

Cost of rental homes

Cost of rental homes are expenses directly related to rental homes, such as lawncare, maintenance and repairs, management fees, utilities, insurance and property taxes.

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Income Taxes

The Company provides income taxes under ASC 740, Accounting for Income Taxes. ASC 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse.

ASC 740 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Deferred tax assets have been fully provided for by the Company as of April 30, 2024 and July 31, 2023, respectively.

The provisions of ASC 740-10-25, “Accounting for Uncertainty in Income Taxes,” prescribe a more-likely-than-not threshold for consolidated financial statement recognition and measurement of a tax position taken (or expected to be taken) in a tax return. This interpretation also provides guidance on the recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and related disclosures. The Company believes there were no uncertain tax positions as of April 30, 2024 and July 31, 2023, respectively.

Concentrations of Credit Risk

The Company’s financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and related party payables it will likely incur in the near future. The Company places its cash with financial institutions of high credit worthiness. At times, its cash balance with a particular financial institution may exceed any applicable government insurance limits. The Company’s management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.

Net Loss per Share of Common Stock

The Company calculates net loss per share in accordance with ASC Topic 260, “Earnings per Share.” Basic loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. Diluted earnings per share of common stock are computed by dividing net earnings by the weighted average number of shares and potential shares outstanding during the period. Potential shares of common stock consist of shares to be issued taken into account the effect of dilutive instruments. As of April 30, 2024 and July 31, 2023, there were 100,000 shares of series A preferred stock, that were not included in the calculation of dilutive earnings per share as their effect would be anti-dilutive.

Related Parties and Transactions

The Company identifies related parties, and accounts for, discloses related party transactions in accordance with ASC Topic 850, “Related Party Disclosures” and other relevant ASC standards.

Parties, which can be an entity or individual, are considered to be related if they have the ability, directly or indirectly, to control the Company or exercise significant influence over the Company in making financial and operational decisions. Entities are also considered to be related if they are subject to common control or common significant influence.

Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated.

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Segments

Operating segments are defined as components of an enterprise engaging in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company operates and manages its business as one operating segment and all of the Company’s revenues and operations are in United States.

Recent Accounting Pronouncements

The Company has implemented all new pronouncements that are in effect and that may impact its consolidated financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its consolidated financial statements or results of operations.

NOTE 3 - GOING CONCERN AND LIQUIDITY CONSIDERATIONS

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. During the nine months ended April 30, 2024, the Company incurred a net loss of $1,174,411. As of April 30, 2024, the Company had an accumulated deficit of $3,220,171. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to raise necessary funding through equity financing arrangements may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ended July 31, 2024. However, until the Company engages in an active business or makes an acquisition, the Company is likely to not be able to raise any significant debt or equity financing.

The ability of the Company to begin operations in its new business model is dependent upon, among other things, obtaining financing to commence operations and develop a business plan or making an acquisition. The Company cannot give any assurance as to its ability to develop or acquire a business or to operate profitably.

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 – LOAN RECEIVABLE

On July 22, 2022, the Company received a promissory note, in the principal amount of $672,960 from, and entered into a Loan Agreement dated July 18, 2022, with Fix Pads Holdings, LLC. The note has a 12% interest rate per annum payable of $672,960. Consideration for the note was paid in part by the Company in the amount of $328,626, net of prepayment interest and in part by a third-party investor in the amount of $328,626.

On August 18, 2022, the Company issued the promissory note of $358,620. The note has a 12% interest rate per annum payable of $358,620 and is due on August 1, 2023. Consideration for the note was paid in part by the Company in the amount of $175,007, net of prepayment interest and in part by a third-party investor in the amount of $175,007.

The Company currently has an ongoing lawsuit with Fix Pad Holdings, therefore, no further interest income is recognized and the balance is expected to be fully recovered through the settlement (Note 11).

During the nine months ended April 30, 2024, and 2023, the Company recorded interest income of $0 and $40,073, respectively.

As of April 30, 2024, and July 31, 2023, the Company recorded loan receivable of $228,570 and $228,570 and accrued interest income of $2,851 and $3,116, respectively.

NOTE 5 – REAL ESTATE PROPERTY, NET

As of April 30, 2024, and July 31, 2023, property and equipment consist of as follows;

	April 30,			July 31,
	2024			2023
Homes	$	996,003		$	546,852
Lands		7,656			3,828
Construction in progress		538,371			333,596
		1,542,030			884,276
Accumulated depreciation		(20,889	)		-
	$	1,521,141		$	884,276

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During the nine months ended April 30,2024 and the year ended July 31,2023, three (3) homes and three (3) homes were completed, respectively.

As of April 30, 2024, the construction in progress consists of the cost of titles and construction for 8 homes which have not been completed.

As of April 30, 2024, the Company entered into five (5) separate lease agreements with monthly lease payments of $1,100 for one home, and $1,250 for four homes, each for a period of one year for each home leased. As of April 30, 2024, one home which the occupancy permit was issued on February 15, 2024, has not been leased.

During the nine months ended April 30, 2024, the Company recorded a depreciation expense of $20,889.

NOTE 6 – INVESTMENT

On October 4, 2022, the Company, through RAC, entered into a Limited Liability Company Agreement with Fix Pads Holdings, LLC ("Fix Pads"). As a result of the agreement, RAC and Fix Pads formed a limited liability company called RAC FIXPADS II, LLC (“LLC”), incorporated in the state of Delaware. The LLC has two members, RAC and Fix Pads, both providing an initial contribution to the LLC of $1,000 in exchange for a 50% membership interest represented by an issuance of 1,000 Units of the LLC to each party. Each member is entitled to one vote per member. The LLC is managed by a manager, Fix Pads. The agreement provides that additional capital contributions of the members will be made to the LLC as follows: (i) Fix Pads will transfer and assign all rights to and incidents of ownership for up to 60 residential properties it has title, or will have title, to the LLC, as set forth in the agreement; and (ii) RAC will make additional cash contributions to the capital of the LLC, up to a maximum of $5,214,000, on such dates and in such amounts as requested by the LLC, in the manner set forth in the agreement. From the sale of each property by the LLC, the Company shall receive $13,000 and the average additional cash capital contribution per property. During the year ended July 31, 2023, the Company invested $2,679,500 and recognized impairment loss of $1,732,000. The Company did not make any additional investment and recognized an additional impairment loss of $947,500 during the nine months ended April 30, 2024.

As of April 30, 2024, and July 31, 2023, the Company recorded investment of $ 0 and $947,500, respectively.

NOTE 7 - RELATED PARTY TRANSACTIONS

During the nine months ended April 30, 2024, and 2023, the Company's shareholders paid operating expenses of $16,889 and $38,710 on behalf of the Company. The advances are unsecure, due on demand and non-bearing interest.

During the nine months ended April 30, 2024, and 2023, the Company’s officers advanced $0 and $170,000 to the Company, and the Company repaid $29,922 and $36,800, respectively. The advances are unsecured, due on demand and interest 10% of advanced amount will be interest expense when the Company repays. During the nine months ended April 30, 2024 and 2023, the Company paid interest of $1,840 and $3,680, respectively.

During the nine months ended April 30, 2024, and 2023, the Company’s related parties advanced $382,700 and $2,377,300 to the Company, and the Company repaid $265,889 and $0, respectively. The advances are unsecure, due on demand and non-bearing interest.

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During the nine months ended April 30, 2024, and 2023, the Company’s related parties advanced $300,000 and $1,492,000 and the Company repaid $100,000 and $840,000, respectively. The advances are unsecured, payable during the period of five to ten months with interest of a range from 12% to 24% annual. During the nine months ended April 30, 2024, and 2023, the Company recognized and paid interest expenses of $20,080 and $84,000, respectively.

During the nine months ended April 30, 2024, one related party assigned $500,000 of his amount due from the Company to another related party.

During the nine months ended April 30, 2024, one related party converted $500,000 of the amount due from the Company to four loan agreements with an interest rate of 9.5% annual with term of 30 years (see Note 9). During the nine months ended April 30, 2024, the Company recognized interest of $19,792 and paid interest of $15,338.

During the nine months ended April 30, 2024, the Company allocated interest of $18,650 from total interest of $41,712 related to the above loans to construction in progress.

On January 17, 2024, the Company’s Board of Directors approved the settlement of $2,850,000 due to one related party in exchange of issuance of 11,400,000 shares of common stock.

NOTE 8 – BANK BORROWINGS

As of April 30, 2024, bank borrowings consists, as follows;

	Principal		Maturity	Interest			April 30,
	Amount		date	Rate			2024
Loan dated October 27,2023	$	114,800	11/1/2053		9.50	%	$	114,800
Loan dated October 27,2023		114,800	11/1/2053		9.50	%		114,800
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		85,227
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		87,989
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		21,034
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		2,488
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		13,600
Total loans payable								439,938

Less: unamortized debt discount								(25,419	)
Total								414,519
Less: current portion								(199,083	)
Long -term portion							$	215,436

Loans dated October 27, 2023

The monthly payment of $909 for the first 120 months to be applied to interest, and thereafter, will be in the amount of $1,070 for principal and interest.

During the nine months ended April 30,2024, the Company recognized interest of $11,115 amortization of debt discount of $244 and paid interest of $9,947.

Loans dated November 3, 2023

These are construction loans (pre-mortgage) that are expected to convert to mortgage loans once the homes are completed.

During the nine months ended April 30, 2024, the Company borrowed $210,338, recognized interest of $3,087, amortization of debt issuance cost of $1,214 and paid interest of $1,961.

During the nine months ended April 30, 2024, the Company allocated interest of $6,350 from total interest of $14,202 related to the above loans to construction in progress.

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The following table outlines maturities of our long-term loans payable, as of April 30, 2024:

	April 30,
	2024
Year ending July 31,
Remaining of 2024	$	16,400
2025		43,917
2026		42,075
2027		43,917
2028		43,917
Thereafter		826,805
		1,017,031
Imputed interest		(577,093	)
	$	439,938

NOTE 9 – LOANS PAYABLE- RELATED PARTY

As of April 30, 2024, loans payable – related party consist of as follows;

	Principal		Maturity	Interest			April 30,
	Amount		date	Rate			2024
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%	$	125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Total loans payable								500,000
Less: current portion								-
Long -term loans portion							$	500,000

The monthly payment of $3,958 for the 360 months to be applied to interest, and thereafter, the principal and any unpaid interest due on December 1, 2053.

During the nine months ended April 30, 2024, the Company recognized interest of $19,792 and paid interest of $15,338.

During the nine months ended April 30, 2024, the Company allocated interest of $8,849 from total interest of $19,792 related to the above loans to construction in progress.

The following table outlines maturities of our long-term loans payable -related party, as of April 30, 2024:

	April 30,
	2024
Year ending July 31,
Remaining of 2024	$	16,328
2025		47,500
2026		47,500
2027		47,500
2028		47,500
Thereafter		1,707,292
		1,913,620
Imputed interest		(1,413,620	)
	$	500,000

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NOTE 10 - EQUITY

Authorized Preferred Stock

The Company has authorized 10,000,000 shares of preferred stock at par value of $0.001 per share.

Series A Preferred stock

The Company has designated 100,000 shares of preferred stock at par value of $0.001 per share.

	·	The Series A Preferred Shares share in any dividends pari passu with the holders of common stock;

	·	The Series A Preferred Shares have a liquidation preference equal to $10.00 per share;

	·	Each share of Series A Preferred Stock entitles the holder to 10 votes on any matter presented to the holders of the Common Stock:

	·	The Series A Preferred Shares have the right to convert into shares of Common Stock at a 25% discount to the next financing of $1,000,000 or more, subject to adjustment for stock splits or combinations, dividends and distributions of Common Shares, reorganizations, mergers or consolidations, or for issuance of shares of common stock below the conversion price:

	·	The Company has no right to redeem the shares; and

As of April 30, 2024, and July 31, 2023, the Company had 100,000 shares of preferred stock issued and outstanding.

Authorized Common Stock

The Company has authorized 300,000,000 shares of common stock at par value of $0.001 per share. Each share of common stock entitles the holder to one vote on any matter on which action of the stockholders of the corporation is sought.

During the nine months ended April 30, 2024, the Company issued 11,400,000 shares for the settlement of due to a related party of $2,850,000.

As of April 30, 2024, and July 31, 2023, the Company had no options and warrants outstanding.

As of April 30, 2024, and July 31, 2023, the Company had 11,986,686 and 586,686 shares of common stock issued and outstanding, respectively.

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NOTE 11 – LEGAL PROCEEDINGS

On March 23, 2023, RAC was awarded a judgement from the District Court in Clark County Nevada enabling the Company to cancel 10,000 common shares held in the name of Hui Ping Liu.

On May 19, 2023, RAC filed a complaint for breach of two promissory notes entered into with Fix Pads Holdings, LLC and for injunctive relief in the 11^th Judicial Circuit Court in Miami-Dade County Florida, as well as an emergency motion for temporary injunction enjoining Fix Pads Holdings, LLC from selling, transferring, conveying or otherwise disposing of any real property assets pledged as collateral in relation to the two promissory notes entered into between RAC and Fix Pads. In addition to the injunctive relief sought above, RAC is also seeking damages for breach of the promissory notes. After RAC filed and served the lawsuit, Fix Pads removed the lawsuit to the United States District Court for the Southern District of Florida on May 24, 2023. As such, the case will now be proceeding in the Southern District of Florida. RAC has obtained temporary injunctive relief against Fix Pads.

On July 7, 2023, RAC filed a complaint for appointment of receiver, breach of Limited Liability Company Agreement, and breach of fiduciary duty in the 11^th Judicial Circuit Court of Miami-Dade County, Florida against Fix Pads Holdings LLC, FixPads Management, LLC and RAC FixPads II, LLC. RAC seeks for a receiver to be appointed to wind up the real property assets of RAC FixPads II, LLC and for damages for breach of the joint venture agreement.

On October 2, 2023, the parties participated in a global mediation concerning both lawsuits. The parties have reached a tentative verbal agreement on all material terms to resolve both lawsuits and are in the process of finalizing the agreement. As of April 30, 2024, the Company has not reached a signed agreement.

NOTE 12 – CONCENTRATION

As pf April 30,2024 and July 31,2023 and for nine months ended April 30, 2024, and 2023, customer concentrations (more than 10%) were as follows:

Revenue (rental income) and accounts receivable

	Percentage of Revenue					Percentage of
	For Nine Months ended					Accounts receivable
	April 30,					April 30			July 31
	2024			2023		2024			2023
Tenant A		17.18	%		-		-			-
Tenant B		28.61	%		-		-			-
Tenant C		31.89	%		-		100.00	%		-
Tenant D		19.17	%		-		-			-
Tenant E		3.16	%		-		-			-
Total (as a group)		100.00	%		-		100.00	%		-

NOTE 13 - SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date these financial statements were available to be issued. Based on our evaluation no material events have occurred that require disclosure, except as follows:

On May 20, 2024, the last completed / vacant home was leased for term on one year.

On June 5,2024 and June 7,2024, the Company obtained certificates of occupancies of two homes.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Overview

On June 15, 2022, the Company’s common stock was reverse split at a 1:125 ratio. As a result, our outstanding shares of common stock went from 74,498,250 common stock outstanding to 595,986 common stock outstanding. References in this quarterly report to shares of common stock outstanding reflect this reverse stock split, unless otherwise stated.

In July of 2022 we acquired RAC Real Estate Acquisition Corp, a Wyoming Corporation (RAC). RAC is now a wholly owned subsidiary of the Company. The Company, through RAC, focuses on real estate transactions, in which we buy and develop real estate for sale or rent of low-income housing. We invest in three sectors of this market by (i) buying, refurbishing, and selling traditional foreclosures, (ii) buying, developing and renting “Land Banks” that have an average pool of homes or lots in excess of 100 in one location, and (iii) buying, refurbishing or developing and selling homes made available by the government through HECM pools.

On July 22, 2022, the Company received a promissory note, in the principal amount of $672,960 from, and entered into a Loan Agreement dated July 18, 2022, with Fix Pads Holdings, LLC a South Carolina limited liability company. The note has a 12% interest rate per annum payable as follows: (1) a pre-payment on July 22, 2022 of pro-rated interest for the period from July 22, 2022 through July 30, 2022 in the amount of $2,212.47; (2) a pre-payment of interest on August 1, 2022 for the period from August 1, 2022 through September 30, 2022 in the amount of $13,496.07; and then (3) monthly payments of interest only beginning on October 1, 2022 and continuing on the 1^st day of each month thereafter until all principal and accrued interest are paid in full by July 1, 2023. The note is secured by mortgages or deeds of trust on 7 properties. Consideration for the note was paid in part by the Company in the amount of $328,625.72 and in part by an investor, Mr. Campanaro, in the amount of $328,625.73 (together both amounts equal $657,251.45 which represent the total note amount of $672,960 minus the two prepayments described above). On July 26, 2022, The Company entered into a partial assignment of the promissory note dated July 25, 2022, with Mr. Campanaro whereby the Company assigned to Mr. Campanaro the right to payment of principal in the amount of $336,480 and the right to half of the amount of any interest payments made on the principal amount of the note.

On August 18, 2022, the Company received a promissory note, in the principal amount of $358,620 from, and entered into a loan agreement, with, Fix Pads Holdings, LLC. The note has a 12% interest rate per annum payable as follows: (1) a pre-payment on August 19, 2022 of pro-rated interest for the period from August 19, 2022 through August 31, 2022 in the amount of $1,414.82; (2) a pre-payment of interest on August 19, 2022 for the period from September 1, 2022 through October 31, 2022 in the amount of $7,192.06; and then (3) monthly payments of interest only beginning on November 1, 2022 and continuing on the 1^st day of each month thereafter until all principal and accrued interest are paid in full by August 1, 2023. The note is secured by mortgages or deeds of trust on 4 properties. Consideration for the note was paid in part by the Company in the amount of $175,006.56 and in part by Mr. Campanaro, in the amount of $175,006.56 (together both amounts equal $350,013.12 which represent the total note amount of $358,620 minus the two prepayments described above). On August 18, 2022, the Company entered into a partial assignment of the promissory note with Mr. Campanaro whereby the Company assigned to Mr. Campanaro the right to payment of principal in the amount of $179,310 and the right to half of the amount of any interest payments made on the principal amount of the note.

On October 4, 2022, the Company, through RAC, entered into a Limited Liability Agreement with Fixed Pads Holdings, (“FPH”). As a result of the agreement, RAC and FPH formed a limited liability company called RAC FIXPADS II, LLC (the “LLC”), incorporated in the state of Delaware. The purpose of which is to purchase, finance, collateralize, improve, rehabilitate, market, sell or lease property, as well as carry on any lawful business, purpose or activity. The LLC has two members RAC and FPH, both providing an initial contribution to the LLC of $1,000 in exchange for a 50% membership interest represented by an issuance of 1,000 Units of the LLC to each party. Each member is entitled to 1 vote per member. The LLC is managed by a manager, Fix Pads Management LLC.

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The Agreement provides that additional capital contributions of the members will be made to the LLC as follows: (i) FPH will transfer and assign all rights to and incidents of ownership for 60 residential properties it has title, or will have title, to the LLC, as set forth in the Agreement; and (ii) RAC will make additional cash contributions to the capital of the LLC, up to a maximum of $5,214,000, on such dates and in such amounts as requested by the LLC, in the manner set forth in the Agreement.

Under the Agreement profits and losses are allocated by the LLC to the members based on initial cash contributions of the members, the value of the properties contributed by FPH and the additional cash contributions by RAC. Distributions to the members under the Agreement will be made as follows: (i) from the sale of each property by the LLC, the LLC shall distribute $13,000 of the net sale proceeds to RAC and distribute and additional amount to RAC equal to the average RAC additional cash capital contribution per property, the balance net proceeds will be distributed to FPH; (ii) for any property that is leased by the LLC, RAC will have the option to buy such property from the LLC and for any such property that is not bought by RAC, any net rental income will be retained by the LLC and distributed to the members based on (a) further written agreement of the members or (b) if the members are unable to agree then on such terms as provided in the Agreement.

During the year ended July 31, 2023, RAC has invested $2,679,500 into RAC FIXPADS II of which $2,300,000 was invested for the rehabilitation of homes held in the LLC and $379,500 has been wired to Title Vest to clear the titles of taxes and any back fees owed to rehabilitate the homes for sell or rent. To date, Title Vest has examined 18 properties that were intended for investment in the LLC, of which, 2 were sold by FPH in November and December of 2023, while many of the rest had taxes, liens or fines that dated back to the year 2021. FPH has completed nine homes with six more under construction. Of the nine homes completed, eight homes have been sold in the LLC with 1 still on the market for sale. Regarding the secured loans with FPH seven of the eleven homes completed have been sold under the two promissory notes. Currently, RAC has decided to cease further development with Fix Pads LLC & Fix Pads Holdings. During the year ended July 31,2023, the Company recognized impairment loss of $1,732,000. The Company did not make any additional investment, however recognized additional impairment of $947,500 during the nine months ending April 30, 2024.

On January 31, 2023, the Company changed its corporate name to My City Builders, Inc., through the merger of the Company with its wholly owned subsidiary, My City Builders, Inc., a Nevada corporation (the “Subsidiary”). Pursuant to an agreement and plan of merger between the Company and the Subsidiary, the Subsidiary was merged with and into the Company and the Company’s name was changed to My City Builders, Inc. The only change to the Company’s articles of incorporation was the change of the Company’s corporate name. Pursuant to the Nevada Revised Statutes (NRS) 92A.180, the merger did not require stockholder approval. On April 26, 2023, FINRA notified the Company that their review of our corporate name change, disclosed in our 8-K filed on February 1, 2023, with the SEC, was complete and that the announcement of the merger, name and symbol change for the Company had been announced on their Daily List on April 26, 2023. The corporate action took effect at the open of business on April 27, 2023, in the open market. The Company’s new trading symbol is MYCB.

On March 27, 2023, RAC, a wholly owned subsidiary of the Company entered into a Limited Liability Company Agreement dated effective March 27, 2023, (the “Agreement”) with, Frank Gillen, an individual (“Mr. Gillen”) and Michael Colvard, an individual (“Mr. Colvard”). The purpose of the LLC is to build 3-bedroom 2-bathroom single-family low-income homes in Gadsden Alabama. On May 05, 2023, Mr. Colvard’s construction agreement with RAC was terminated and Mr. Colvard transferred his 1% and withdrew as a member and manager of the LLC.

On April 27, 2023, RAC closed on twenty lots in Gadsden Alabama. RAC ordered and received three steel framed “pre-engineered” homes for the Gadsden Land Bank project. Based on increased labor costs with the steel framed homes along with high transportation costs RAC has decided to build traditional “stick built” homes in Gadsden Alabama. The homes are 3-bedroom 2-bathroom single family homes with under roof of 1270 square feet. The plan for Gadsden Alabama is to build new low-income single-family homes for rent. As of April 30, 2024, RAC has completed the construction and received occupational permits on six homes and is under construction on five of the Gadsden properties. Five of the completed homes have been rented and on May 20, 2024, the last completed /vacant home was rented. The remaining five homes under construction are projected to be completed and rented by July 31, 2024.

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On January 17,2024, the Company’s Board of Directors approved the settlement of $2,850,000 due to one related party in exchange for an issuance of 11,400,000 shares of common stock. The Company valued the issuance of 11,400,000 shares of common stock at market price of $0.20 per share on settlement date and recognized gain of $570,000. The gain on settlement of debts to related party was added in additional paid in capital.

On April 25th, 2024, RAC finalized the purchase of two lots in Gadsden, Alabama. This decision stemmed from the ongoing construction of three homes by RAC on the same street, slated for completion and rental availability by July 31st, 2024. With the aim of bolstering rental demand, RAC intends to commence construction on these newly acquired lots in July 2024, ultimately expanding its property portfolio to five homes on the same street upon their completion.

Results of Operations

The following summary of our results of operations should be read in conjunction with our unaudited consolidated financial statements for the nine months ended April 30, 2024, and 2023, which are included herein.

Our operating results for the nine months ended April 30, 2024, and 2023, and the changes between those periods for the respective items are summarized as follows:

Three Months Ended April 30, 2024, compared to the Three Months ended April 30,2023

	Three Months Ended
	April 30,
	2024		2023		Change
Revenue	$	15,877	$	12,249	$	(3,628	)
Operating expenses		80,735		24,435		56,300
Other expenses		16,510		45,680		(29,170	)
Net loss	$	81,368	$	57,866	$	23,502

For the three months ended April 30, 2024, and 2023, we generated revenue from interest income of $0 and $12,249 and revenue from rent income of $15,877 and $0, respectively.

We had a net loss of $81,368 for the three months ended April 30, 2024, and $57,866 for the three months ended April 30, 2023. The increase in net loss of $23,502 was due to an increase in professional fees of $28,778, general and administration expenses of $17,407, depreciation expenses of $8,620, cost of rental homes of $1,495, offset by a decrease in interest expenses of $29,170 and an increase in revenue of $3,628.

Operating expenses for the three months ended April 30, 2024, and 2023 were $80,735 and $24,435, respectively. For the three months ended April 30, 2024, and 2023, the operating expenses were primarily attributed to professional fees of $47,996 and $19,218, general and administrative expenses of $22,624 and $5,217, depreciation expenses of $8,620 and $0 and cost of rental homes of $1,495 and $0 respectively. The cost of rental homes was for rented homes such as lawncare, maintenance and repairs, management fees, utilities, insurance and property taxes.

Other expenses for the three months ended April 30, 2024, and 2023, represent interest expenses -related party of $10,989 and $45,680 for granted loans and interest expenses of $5,521 and $0 for loans payable to third party, respectively.

Nine Months Ended April 30, 2024, compared to the Nine Months ended April 30,2023

	Nine Months Ended
	April 30,
	2024		2023		Change
Revenue	$	35,645	$	40,073	$	4,428
Operating expenses		230,184		83,462		146,722
Other expenses		979,872		87,680		892,192
Net loss	$	1,174,411	$	131,069	$	1,043,342

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For the nine months ended April 30, 2024, and 2023, we generated revenue from interest income of $0 and $40,073 and revenue from rent income of $35,645 and $0, respectively.

We had a net loss of $1,174,411 for the nine months ended April 30, 2024, and $131,069 for the nine months ended April 30, 2023. The increase in net loss of $1,043,342 was due to an increase in professional fees of $88,388, general and administration expenses of $30,879, depreciation expenses of $20,890, cost of rental homes of $6,565, other expenses of $892,192, and a decrease in revenue of $4,428.

Operating expenses for the nine months ended April 30, 2024, and 2023 were $230,184 and $83,462, respectively. For the nine months ended April 30, 2024, and 2023, the operating expenses were primarily attributed to professional fees of $165,750 and $77,362, general and administrative expenses of $36,979 and $6,100, depreciation expenses of $20,890 and $0, cost of rental homes of $6,565 and $0, respectively. The cost of rental homes was for rented homes such as lawncare, maintenance and repairs, management fees, utilities, insurance and property taxes.

Other expenses for the nine months ended April 30, 2024, and 2023, represent impairment loss on investment of $947,500 and $0, interest expenses – related party of $23,062 and $87,680 for granted loans and interest expenses of $9,310 and $0 for loans payable to third party, respectively.

Balance Sheet Data

	April 30,			July 31,
	2024			2023			Change
Cash	$	21,548		$	151,718		$	(130,170	)
Working capital deficiency	$	(844,188	)	$	(3,545,848	)	$	2,701,660
Total current assets	$	253,070		$	418,262		$	(165,192	)
Total current liabilities	$	1,097,258		$	3,964,110		$	(2,866,852	)
Stockholders’ Deficit	$	(38,483	)	$	(1,714,072	)	$	1,675,589

As of April 30, 2024, our current assets were $253,070 and our current liabilities were $1,097,258 which resulted in working capital deficiency of $844,188. As of April 30, 2024, current assets were comprised of $21,548 in cash, $101 in accounts receivable, $228,570 in loan receivable and $2,851 in accrued interest income, compared to $151,718 in cash, $34,858 in prepaid expenses, $228,750 in loan receivable and $3,116 in accrued interest income as of July 31,2023.

As of April 30, 2024, current liabilities were comprised of $218,175 in accounts payable and accrued liabilities, $680,000 in due to related parties and $199,083 loans payable-current portion, compared to $237,888 in accounts payable and accrued liabilities and $3,726,222 in due to related parties as of July 31, 2023.

Cash Flow Data

	Nine Months Ended
	April 30,
	2024			2023			Change
Cash used in operating activities	$	(172,366	)	$	(105,618	)	$	(66,748	)
Cash used in investing activities	$	(657,754	)	$	(2,999,552	)	$	2,341,798
Cash provided by financing activities	$	699,950		$	3,162,500		$	(2,462,550	)
Net change in cash during period	$	(130,170	)	$	57,330		$	(187,500	)

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Cash Flows from Operating Activities

We have not generated positive cash flows from operating activities. For the nine months ended April 30, 2024, net cash flows used in operating activities was $172,366, consisting of a net loss of $1,174,411, reduced by impairment loss on investment of $947,500, depreciation expenses of $20,889, amortization of debt discount of $1,458, prepaid expenses of $34,858, accrued interest income of $265, accrued interest -related party of $4,453, due to related party of $16,889,and increased by accounts payable and accrued liabilities of $24,166, accounts receivable of $101. For the nine months ended April 30, 2023, net cash flows used in operating activities was $105,618, consisting of a net loss of $131,069, reduced by due to related parties of $38,710 and increased by accounts payable and accrued liabilities of $2,348, deferred interest income of $6,748, accrued interest income of $4,163.

Cash Flows from Investing Activities

During the nine months ended April 30, 2024, the Company used $657,754 for payments of construction.

During the nine months ended April 30, 2023, the Company received cash from loan receivable of $339,068 and used $2,679,500 for investment, $179,310 for loan receivable and $479,810 for payment of construction.

Cash Flows from Financing Activities

During the nine months ended April 30, 2024, the Company received advance from loans payable of $413,061, from related parties of $682,700 and repaid $395,811 to related parties.

During the nine months ended April 30, 2023, the Company received advance from related parties of $4,039,300 and repaid $876,800 to related parties.

Going Concern

Our consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. During the nine months ended April 30, 2024, we incurred net loss of $1,174,411 and net cash used in operating activities of $172,366. As of April 30, 2024, we had an accumulated deficit of $3,220,171 and working capital deficit of $844,188. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management plans to raise necessary funding through equity and debt financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements. The ability of the Company to continue operations in its new business model is dependent upon, among other things, obtaining financing to continue operations and continue developing the business plan. The Company cannot give any assurance as to the ability to develop or operate profitably. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Critical Accounting Policies

Use of Estimates: The preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that directly affect the results of reported assets, liabilities, revenue, and expenses, including the valuation of non-cash transactions. Actual results may differ from these estimates.

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Concentration

As pf April 30, 2024 and July 31,2023 and for nine months ended April 30, 2024, and 2023, customer concentrations (more than 10%) were as follows:

Revenue (rental income) and accounts receivable

	Percentage of Revenue					Percentage of
	For Nine Months ended					Accounts receivable
	April 30,					April 30			July 31
	2024			2023		2024			2023
Tenant A		17.18	%		-		-			-
Tenant B		28.61	%		-		-			-
Tenant C		31.89	%		-		100.00	%		-
Tenant D		19.17	%		-		-			-
Tenant E		3.16	%		-		-			-
Total (as a group)		100.00	%		-		100.00	%		-

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

As a smaller reporting company, we have elected not to provide the disclosure required by this item.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We conducted an evaluation of the effectiveness of our “disclosure controls and procedures” (“Disclosure Controls”), as defined by Rules 13a-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of April 30, 2024, the end of the period covered by this quarterly report on Form 10-Q. The Disclosure Controls evaluation was done under the supervision and with the participation of management, including our chief executive officer and chief financial officer. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon this evaluation, our chief executive officer and chief financial officer, concluded that, due to the inadequacy of our internal controls over financial reporting and our limited internal audit function, our disclosure controls were not effective as of April 30, 2024, such that the information required to be disclosed by us in reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the president and treasurer, as appropriate, to allow timely decisions regarding disclosure.

Changes in Internal Control over Financial Reporting

As reported in our annual report on Form 10-K for the year ended July 31, 2023, management has determined that our internal controls contain material weaknesses due to the absence of segregation of duties, as well as lack of qualified accounting personnel and excessive reliance on third party consultants for accounting, financial reporting and related activities. Currently we have two principal executive officers, that serve as chief executive officer and chief financial officer, and also directors of the company. Both executive officers do not have an accounting background which makes it unlikely that we will be able to implement effective internal controls over financial reporting in the near future.

During the period ended April 30, 2024, there was no change in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Table of Contents

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

On March 23, 2023, RAC was awarded a judgement from the District Court in Clark County Nevada enabling the Company to cancel 10,000 common shares held in the name of Hui Ping Liu.

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Item 6. Exhibits.

The following exhibits are included as part of this report:

Exhibit Number		Description
(31)		Rule 13a-14(a)/15d-14(a) Certification
31.1		Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer,
31.2		Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer and Principal Accounting Officer
(32)		Section 1350 Certification
32.1		Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer
32.2		Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer and Principal Accounting Officer
101*		Inline XBRL Document Set for the consolidated financial statements and accompanying notes in Part I, Item 1, “Financial Statements” of this Quarterly Report on Form 10-Q.
104*		Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	MY CITY BUILDERS, INC.

Dated: June 10, 2024		/s/ Yolanda Goodell
		Yolanda Goodell
		Interim Chief Executive Officer (Principal Executive Officer)

nullnullnullnull

Cover - shares	9 Months Ended
Cover - shares	Apr. 30, 2024	Jun. 07, 2024
Cover [Abstract]
Entity Registrant Name	My City Builders, Inc.
Entity Central Index Key	0001556801
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--07-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Apr. 30, 2024
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Entity Common Stock Shares Outstanding		11,986,686
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-55233
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	27-3816969
Entity Address Address Line 1	100 Biscayne Blvd.
Entity Address Address Line 2	#1611
Entity Address City Or Town	Miami
Entity Address State Or Province	FL
Entity Address Postal Zip Code	33132
City Area Code	786
Local Phone Number	553-4006
Entity Interactive Data Current	Yes

Consolidated Balance Sheets - USD ($)	Apr. 30, 2024	Jul. 31, 2023
Current Assets
Cash	$ 21,548	$ 151,718
Prepaid expenses	0	34,858
Loan receivable	228,570	228,570
Accounts receivable	101	0
Accrued interest income	2,851	3,116
Total Current Assets	253,070	418,262
Real Estate Property, net	1,521,141	884,276
Investment	0	947,500
TOTAL ASSETS	1,774,211	2,250,038
Current Liabilities
Accounts payable and accrued liabilities	218,175	237,888
Due to related parties	680,000	3,726,222
Bank borrowings - current portion, net	199,083	0
Total Current Liabilities	1,097,258	3,964,110
Loans payable-related party	500,000	0
Bank borrowings, net	215,436	0
TOTAL LIABILITIES	1,812,694	3,964,110
Stockholders' Deficit
Preferred stock: 10,000,000 authorized; $0.001 par value Series A preferred stock 100,000 designated; $0.001 par value 100,000 shares issued and outstanding	100	100
Common stock: 300,000,000 authorized; $0.001 par value 11,986,686 and 586,686 shares issued and outstanding at April 30, 2024 and July 31, 2023, respectively	11,987	587
Additional paid in capital	3,169,714	331,114
Accumulated deficit	(3,220,171)	(2,045,818)
Deficit attributable to stockholders of My City Builders, Inc.	(38,370)	(1,714,017)
Deficit attributable to noncontrolling interests	(113)	(55)
Total Stockholders' Deficit	(38,483)	(1,714,072)
TOTAL LIABILITIES AND DEFICIT	$ 1,774,211	$ 2,250,038

Consolidated Balance Sheets (Parenthetical) - $ / shares	Apr. 30, 2024	Jul. 31, 2023
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares issued	11,986,686	586,686
Common stock, shares outstanding	11,986,686	586,686
Series A Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, designated	100,000	100,000
Preferred stock, shares issued	100,000	100,000
Preferred stock, shares outstanding	100,000	100,000

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023
Revenue
Interest income	$ 0	$ 12,249	$ 0	$ 40,073
Rental income	15,877	0	35,645	0
Total revenue	15,877	12,249	35,645	40,073
Operating expenses
Cost of rental homes	1,495	0	6,565	0
Depreciation	8,620	0	20,889	0
General and administrative	22,624	5,217	36,979	6,100
Professional fees	47,996	19,218	165,750	77,362
Total operating expenses	80,735	24,435	230,184	83,462
Loss from operations	(64,858)	(12,186)	(194,539)	(43,389)
Other expense
Impairment loss on investment	0	0	(947,500)	0
Interest expense- related party	(10,989)	(45,680)	(23,062)	(87,680)
Interest expense	(5,521)	0	(9,310)	0
Total other expense	(16,510)	(45,680)	(979,872)	(87,680)
Loss before income taxes	(81,368)	(57,866)	(1,174,411)	(131,069)
Provision for income taxes	0	0	0	0
Net Loss	(81,368)	(57,866)	(1,174,411)	(131,069)
Less: Net loss attributable to noncontrolling interests	(20)	(1.00)	(58)	(1.00)
Net loss attributable to stockholders of My City Builders, Inc.	$ (81,348)	$ (57,865)	$ (1,174,353)	$ (131,068)
Basic and diluted loss per share of common stock	$ (0.01)	$ (0.10)	$ (0.24)	$ (0.22)
Basic weighted average number of common shares outstanding	11,986,686	592,304	4,955,299	594,786

Consolidated Statements of Changes in Stockholders Equity (Deficit) (Unaudited) - USD ($)	Total	Series A Preferred Stock	Common Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)	Total StockHolders Equity	Noncontrolling Interest
Balance, shares at Jul. 31, 2022		100,000	595,986
Balance, amount at Jul. 31, 2022	$ 308,563	$ 100	$ 596	$ 331,105	$ (23,238)	$ 308,563	$ 0
Net loss	(22,197)	$ 0	$ 0	0	(22,197)	(22,197)	0
Balance, shares at Oct. 31, 2022		100,000	595,986
Balance, amount at Oct. 31, 2022	286,366	$ 100	$ 596	331,105	(45,435)	286,366	0
Balance, shares at Jul. 31, 2022		100,000	595,986
Balance, amount at Jul. 31, 2022	308,563	$ 100	$ 596	331,105	(23,238)	308,563	0
Net loss	(131,069)
Balance, shares at Apr. 30, 2023		100,000	586,686
Balance, amount at Apr. 30, 2023	177,494	$ 100	$ 587	331,114	(154,306)	177,495	(1)
Balance, shares at Oct. 31, 2022		100,000	595,986
Balance, amount at Oct. 31, 2022	286,366	$ 100	$ 596	331,105	(45,435)	286,366	0
Net loss	(51,006)	$ 0	$ 0	0	(51,006)	(51,006)	0
Balance, shares at Jan. 31, 2023		100,000	595,986
Balance, amount at Jan. 31, 2023	235,360	$ 100	$ 596	331,105	(96,441)	235,360	0
Net loss	(57,866)				(57,865)	(57,865)	(1)
Common stock cancelled, shares			(10,000)
Common stock cancelled, amount	0	0	$ (10)	10	0	0	0
Reverse stock split adjustment, shares			700
Reverse stock split adjustment, amount	0	$ 0	$ 1	(1)	0	0	0
Balance, shares at Apr. 30, 2023		100,000	586,686
Balance, amount at Apr. 30, 2023	177,494	$ 100	$ 587	331,114	(154,306)	177,495	(1)
Balance, shares at Jul. 31, 2023		100,000	586,686
Balance, amount at Jul. 31, 2023	(1,714,072)	$ 100	$ 587	331,114	(2,045,818)	(1,714,017)	(55)
Net loss	(72,577)	$ 0	$ 0	0	(72,497)	(72,497)	(80)
Balance, shares at Oct. 31, 2023		100,000	586,686
Balance, amount at Oct. 31, 2023	(1,786,649)	$ 100	$ 587	331,114	(2,118,315)	(1,786,514)	(135)
Balance, shares at Jul. 31, 2023		100,000	586,686
Balance, amount at Jul. 31, 2023	(1,714,072)	$ 100	$ 587	331,114	(2,045,818)	(1,714,017)	(55)
Net loss	(1,174,411)
Balance, shares at Apr. 30, 2024		100,000	11,986,686
Balance, amount at Apr. 30, 2024	(38,483)	$ 100	$ 11,987	3,169,714	(3,220,171)	(38,370)	(113)
Balance, shares at Oct. 31, 2023		100,000	586,686
Balance, amount at Oct. 31, 2023	(1,786,649)	$ 100	$ 587	331,114	(2,118,315)	(1,786,514)	(135)
Net loss	(1,020,466)	0	$ 0	0	(1,020,508)	(1,020,508)	42
Common stock issued for settlement of debt, shares			11,400,000
Common stock issued for settlement of debt, amount	2,850,000	$ 0	$ 11,400	2,838,600	0	2,850,000	0
Balance, shares at Jan. 31, 2024		100,000	11,986,686
Balance, amount at Jan. 31, 2024	42,885	$ 100	$ 11,987	3,169,714	(3,138,823)	42,978	(93)
Net loss	(81,368)	$ 0	$ 0	0	(81,348)	(81,348)	(20)
Balance, shares at Apr. 30, 2024		100,000	11,986,686
Balance, amount at Apr. 30, 2024	$ (38,483)	$ 100	$ 11,987	$ 3,169,714	$ (3,220,171)	$ (38,370)	$ (113)

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (1,174,411)	$ (131,069)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	20,889	0
Amortization of debt discount	1,458
Impairment loss on investment	947,500	0
Changes in operating assets and liabilities:
Prepaid expenses	34,858	0
Accounts receivable	(101)	0
Accrued interest income	265	(4,163)
Accounts payable and accrued liabilities	(24,166)	(2,348)
Deferred interest income	0	(6,748)
Accrued interest-related party	4,453	0
Due to related parties	16,889	38,710
Net cash used in operating activities	(172,366)	(105,618)
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment	0	(2,679,500)
Advance on loan receivable	0	(179,310)
Collection of loan receivable	0	157,105
Collection of loan receivable for third party investor	0	181,963
Capital expenditures on real estate property	(657,754)	(479,810)
Net cash used in investing activities	(657,754)	(2,999,552)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from bank borrowings	413,061	0
Advances from related parties	682,700	4,039,300
Repayments to related parties	(395,811)	(876,800)
Net cash provided by financing activities	699,950	3,162,500
EFFECT OF EXCHANGE RATE CHAGES ON CASH AND CASH EQUIVALENTS		0
Net change in cash	(130,170)	57,330
Cash, beginning of period	151,718	718
Cash, end of period	21,548	58,048
Supplemental cash flow information
Cash paid for interest	49,166	87,680
Cash paid for taxes	0	0
Supplemental non-cash investing and financing activity:
Discount on bank borrowings	26,877	0
Issuance of loan agreements in exchange with due to related party	500,000	0
Common stock issued for settlement of debt	2,850,000	0
Assignment of debts between two related parties	500,000	0
Common stock cancelled	0	10
Reverse stock split adjustment	$ 0	$ 1

ORGANIZATION AND BUSINESS OPERATIONS

9 Months Ended

Apr. 30, 2024

ORGANIZATION AND BUSINESS OPERATIONS

ORGANIZATION AND BUSINESS OPERATIONS

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Apr. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Presentation of Interim Information

Principles of Consolidation

The consolidated financial statements include the accounts of My City Builders and its subsidiaries. Intercompany transactions and balances have been eliminated.

Use of Estimates

Fair Value Measurements

Long term investment

Real Estate Property

Impairment of Long-Lived Assets

Lessor accounting – operating leases

	(i)	the timing and pattern of transfer of the lease component and the non-lease component(s) are the same; and
	(ii)	the lease component would be classified as an operating lease if it were accounted for separately.

Revenue Recognition

Interest income

Rental income

General and administrative expenses

General and administrative expenses primarily consist of office expenses, travel, meals and entertainment and insurance.

Cost of rental homes

Cost of rental homes are expenses directly related to rental homes, such as lawncare, maintenance and repairs, management fees, utilities, insurance and property taxes.

Income Taxes

Concentrations of Credit Risk

Net Loss per Share of Common Stock

Related Parties and Transactions

The Company identifies related parties, and accounts for, discloses related party transactions in accordance with ASC Topic 850, “Related Party Disclosures” and other relevant ASC standards.

Segments

Recent Accounting Pronouncements

GOING CONCERN AND LIQUIDITY CONSIDERATIONS

9 Months Ended

Apr. 30, 2024

GOING CONCERN AND LIQUIDITY CONSIDERATIONS

GOING CONCERN AND LIQUIDITY CONSIDERATIONS

NOTE 3 - GOING CONCERN AND LIQUIDITY CONSIDERATIONS

LOAN RECEIVABLE

9 Months Ended

Apr. 30, 2024

LOAN RECEIVABLE

LOAN RECEIVABLE

NOTE 4 – LOAN RECEIVABLE

On July 22, 2022, the Company received a promissory note, in the principal amount of $672,960 from, and entered into a Loan Agreement dated July 18, 2022, with Fix Pads Holdings, LLC. The note has a 12% interest rate per annum payable of $672,960. Consideration for the note was paid in part by the Company in the amount of $328,626, net of prepayment interest and in part by a third-party investor in the amount of $328,626.

During the nine months ended April 30, 2024, and 2023, the Company recorded interest income of $0 and $40,073, respectively.

As of April 30, 2024, and July 31, 2023, the Company recorded loan receivable of $228,570 and $228,570 and accrued interest income of $2,851 and $3,116, respectively.

REAL ESTATE PROPERTY, NET

9 Months Ended

Apr. 30, 2024

REAL ESTATE PROPERTY, NET

REAL ESTATE PROPERTY, NET

NOTE 5 – REAL ESTATE PROPERTY, NET

As of April 30, 2024, and July 31, 2023, property and equipment consist of as follows;

	April 30,			July 31,
	2024			2023
Homes	$	996,003		$	546,852
Lands		7,656			3,828
Construction in progress		538,371			333,596
		1,542,030			884,276
Accumulated depreciation		(20,889	)		-
	$	1,521,141		$	884,276

During the nine months ended April 30,2024 and the year ended July 31,2023, three (3) homes and three (3) homes were completed, respectively.

As of April 30, 2024, the construction in progress consists of the cost of titles and construction for 8 homes which have not been completed.

During the nine months ended April 30, 2024, the Company recorded a depreciation expense of $20,889.

INVESTMENT

9 Months Ended

Apr. 30, 2024

INVESTMENT

INVESTMENT

NOTE 6 – INVESTMENT

As of April 30, 2024, and July 31, 2023, the Company recorded investment of $ 0 and $947,500, respectively.

RELATED PARTY TRANSACTIONS

9 Months Ended

Apr. 30, 2024

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 7 - RELATED PARTY TRANSACTIONS

During the nine months ended April 30, 2024, one related party assigned $500,000 of his amount due from the Company to another related party.

During the nine months ended April 30, 2024, the Company allocated interest of $18,650 from total interest of $41,712 related to the above loans to construction in progress.

On January 17, 2024, the Company’s Board of Directors approved the settlement of $2,850,000 due to one related party in exchange of issuance of 11,400,000 shares of common stock.

BANK BORROWINGS

9 Months Ended

Apr. 30, 2024

BANK BORROWINGS

BANK BORROWINGS

NOTE 8 – BANK BORROWINGS

As of April 30, 2024, bank borrowings consists, as follows;

	Principal		Maturity	Interest			April 30,
	Amount		date	Rate			2024
Loan dated October 27,2023	$	114,800	11/1/2053		9.50	%	$	114,800
Loan dated October 27,2023		114,800	11/1/2053		9.50	%		114,800
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		85,227
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		87,989
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		21,034
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		2,488
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		13,600
Total loans payable								439,938

Less: unamortized debt discount								(25,419	)
Total								414,519
Less: current portion								(199,083	)
Long -term portion							$	215,436

Loans dated October 27, 2023

The monthly payment of $909 for the first 120 months to be applied to interest, and thereafter, will be in the amount of $1,070 for principal and interest.

During the nine months ended April 30,2024, the Company recognized interest of $11,115 amortization of debt discount of $244 and paid interest of $9,947.

Loans dated November 3, 2023

These are construction loans (pre-mortgage) that are expected to convert to mortgage loans once the homes are completed.

During the nine months ended April 30, 2024, the Company borrowed $210,338, recognized interest of $3,087, amortization of debt issuance cost of $1,214 and paid interest of $1,961.

During the nine months ended April 30, 2024, the Company allocated interest of $6,350 from total interest of $14,202 related to the above loans to construction in progress.

The following table outlines maturities of our long-term loans payable, as of April 30, 2024:

	April 30,
	2024
Year ending July 31,
Remaining of 2024	$	16,400
2025		43,917
2026		42,075
2027		43,917
2028		43,917
Thereafter		826,805
		1,017,031
Imputed interest		(577,093	)
	$	439,938

LOANS PAYABLE- RELATED PARTY

9 Months Ended

Apr. 30, 2024

LOANS PAYABLE- RELATED PARTY

LOANS PAYABLE- RELATED PARTY

NOTE 9 – LOANS PAYABLE- RELATED PARTY

As of April 30, 2024, loans payable – related party consist of as follows;

	Principal		Maturity	Interest			April 30,
	Amount		date	Rate			2024
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%	$	125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Total loans payable								500,000
Less: current portion								-
Long -term loans portion							$	500,000

The monthly payment of $3,958 for the 360 months to be applied to interest, and thereafter, the principal and any unpaid interest due on December 1, 2053.

During the nine months ended April 30, 2024, the Company recognized interest of $19,792 and paid interest of $15,338.

During the nine months ended April 30, 2024, the Company allocated interest of $8,849 from total interest of $19,792 related to the above loans to construction in progress.

The following table outlines maturities of our long-term loans payable -related party, as of April 30, 2024:

	April 30,
	2024
Year ending July 31,
Remaining of 2024	$	16,328
2025		47,500
2026		47,500
2027		47,500
2028		47,500
Thereafter		1,707,292
		1,913,620
Imputed interest		(1,413,620	)
	$	500,000

EQUITY

9 Months Ended

Apr. 30, 2024

EQUITY

EQUITY

NOTE 10 - EQUITY

Authorized Preferred Stock

The Company has authorized 10,000,000 shares of preferred stock at par value of $0.001 per share.

Series A Preferred stock

The Company has designated 100,000 shares of preferred stock at par value of $0.001 per share.

	·	The Series A Preferred Shares share in any dividends pari passu with the holders of common stock;

	·	The Series A Preferred Shares have a liquidation preference equal to $10.00 per share;

	·	Each share of Series A Preferred Stock entitles the holder to 10 votes on any matter presented to the holders of the Common Stock:

	·	The Series A Preferred Shares have the right to convert into shares of Common Stock at a 25% discount to the next financing of $1,000,000 or more, subject to adjustment for stock splits or combinations, dividends and distributions of Common Shares, reorganizations, mergers or consolidations, or for issuance of shares of common stock below the conversion price:

	·	The Company has no right to redeem the shares; and

As of April 30, 2024, and July 31, 2023, the Company had 100,000 shares of preferred stock issued and outstanding.

Authorized Common Stock

During the nine months ended April 30, 2024, the Company issued 11,400,000 shares for the settlement of due to a related party of $2,850,000.

As of April 30, 2024, and July 31, 2023, the Company had no options and warrants outstanding.

As of April 30, 2024, and July 31, 2023, the Company had 11,986,686 and 586,686 shares of common stock issued and outstanding, respectively.

LEGAL PROCEEDINGS

9 Months Ended

Apr. 30, 2024

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS

NOTE 11 – LEGAL PROCEEDINGS

On March 23, 2023, RAC was awarded a judgement from the District Court in Clark County Nevada enabling the Company to cancel 10,000 common shares held in the name of Hui Ping Liu.

CONCENTRATION

9 Months Ended

Apr. 30, 2024

CONCENTRATION

CONCENTRATION

NOTE 12 – CONCENTRATION

As pf April 30,2024 and July 31,2023 and for nine months ended April 30, 2024, and 2023, customer concentrations (more than 10%) were as follows:

Revenue (rental income) and accounts receivable

	Percentage of Revenue					Percentage of
	For Nine Months ended					Accounts receivable
	April 30,					April 30			July 31
	2024			2023		2024			2023
Tenant A		17.18	%		-		-			-
Tenant B		28.61	%		-		-			-
Tenant C		31.89	%		-		100.00	%		-
Tenant D		19.17	%		-		-			-
Tenant E		3.16	%		-		-			-
Total (as a group)		100.00	%		-		100.00	%		-

SUBSEQUENT EVENTS

9 Months Ended

Apr. 30, 2024

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 13 - SUBSEQUENT EVENTS

On May 20, 2024, the last completed / vacant home was leased for term on one year.

On June 5,2024 and June 7,2024, the Company obtained certificates of occupancies of two homes.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Apr. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Presentation of Interim Information

Principles of Consolidation

The consolidated financial statements include the accounts of My City Builders and its subsidiaries. Intercompany transactions and balances have been eliminated.

Use of Estimates

Fair Value Measurements

Long term investment

Real Estate Property

Impairment of Long-Lived Assets

Lessor accounting - operating leases

	(i)	the timing and pattern of transfer of the lease component and the non-lease component(s) are the same; and
	(ii)	the lease component would be classified as an operating lease if it were accounted for separately.

Revenue Recognition

Interest income

Rental income

General and administrative expenses

General and administrative expenses primarily consist of office expenses, travel, meals and entertainment and insurance.

Cost of rental homes

Cost of rental homes are expenses directly related to rental homes, such as lawncare, maintenance and repairs, management fees, utilities, insurance and property taxes.

Income Taxes

Concentrations of Credit Risk

Net Loss per Share of Common Stock

Related Parties and Transactions

The Company identifies related parties, and accounts for, discloses related party transactions in accordance with ASC Topic 850, “Related Party Disclosures” and other relevant ASC standards.

Segments

Recent Accounting Pronouncements

REAL ESTATE PROPERTY, NET (Tables)

9 Months Ended

Apr. 30, 2024

REAL ESTATE PROPERTY, NET

Summary of real estate property, net

	April 30,			July 31,
	2024			2023
Homes	$	996,003		$	546,852
Lands		7,656			3,828
Construction in progress		538,371			333,596
		1,542,030			884,276
Accumulated depreciation		(20,889	)		-
	$	1,521,141		$	884,276

BANK BORROWINGS (Tables)

9 Months Ended

Apr. 30, 2024

BANK BORROWINGS

Schedule of bank borrowings

	Principal		Maturity	Interest			April 30,
	Amount		date	Rate			2024
Loan dated October 27,2023	$	114,800	11/1/2053		9.50	%	$	114,800
Loan dated October 27,2023		114,800	11/1/2053		9.50	%		114,800
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		85,227
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		87,989
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		21,034
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		2,488
Loan dated November 3,2023		88,000	11/15/2028		8.50	%		13,600
Total loans payable								439,938

Less: unamortized debt discount								(25,419	)
Total								414,519
Less: current portion								(199,083	)
Long -term portion							$	215,436

Schedule of maturities of long term loans payable

	April 30,
	2024
Year ending July 31,
Remaining of 2024	$	16,400
2025		43,917
2026		42,075
2027		43,917
2028		43,917
Thereafter		826,805
		1,017,031
Imputed interest		(577,093	)
	$	439,938

LOANS PAYABLE- RELATED PARTY (Tables)

9 Months Ended

Apr. 30, 2024

LOANS PAYABLE- RELATED PARTY

Schedule of loans payable - related party

	Principal		Maturity	Interest			April 30,
	Amount		date	Rate			2024
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%	$	125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Loan dated December 1,2023	$	125,000	12/1/2053		9.50	%		125,000
Total loans payable								500,000
Less: current portion								-
Long -term loans portion							$	500,000

Schedule of maturities of long-term loans payable -related party

	April 30,
	2024
Year ending July 31,
Remaining of 2024	$	16,328
2025		47,500
2026		47,500
2027		47,500
2028		47,500
Thereafter		1,707,292
		1,913,620
Imputed interest		(1,413,620	)
	$	500,000

CONCENTRATION (Tables)

9 Months Ended

Apr. 30, 2024

CONCENTRATION

Schedule of revenue (rental income) and accounts receivable

	Percentage of Revenue					Percentage of
	For Nine Months ended					Accounts receivable
	April 30,					April 30			July 31
	2024			2023		2024			2023
Tenant A		17.18	%		-		-			-
Tenant B		28.61	%		-		-			-
Tenant C		31.89	%		-		100.00	%		-
Tenant D		19.17	%		-		-			-
Tenant E		3.16	%		-		-			-
Total (as a group)		100.00	%		-		100.00	%		-

ORGANIZATION AND BUSINESS OPERATIONS (Details Narrative)	9 Months Ended
	Apr. 30, 2024
Mr. Gillen
Membership interest	1.00%
RAC \| Reorganization
Membership interest	98.00%

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	9 Months Ended	12 Months Ended
	Apr. 30, 2024	Jul. 31, 2023
Interest capitalized amount	$ 25,000	$ 0
Antidilutive securities excluded from computation of earnings share	100,000	100,000
Homes
Property and equipment, useful life	27 years

GOING CONCERN AND LIQUIDITY CONSIDERATIONS (Details Narrative) - USD ($)	9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023
GOING CONCERN AND LIQUIDITY CONSIDERATIONS
Net loss	$ (1,174,411)	$ (131,069)
Accumulated deficit	$ (3,220,171)		$ (2,045,818)

LOAN RECEIVABLE (Details Narrative) - USD ($)	1 Months Ended			3 Months Ended		9 Months Ended
LOAN RECEIVABLE (Details Narrative) - USD ($)	Jul. 22, 2023	Aug. 18, 2022	Jul. 18, 2022	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023	Jul. 22, 2022
LOAN RECEIVABLE
Interest rate on promissory note	12.00%	12.00%
Note payable, principal value		$ 358,620							$ 672,960
Promissory note									$ 672,960
Consideration for notes paid by the company			$ 175,007			$ 358,620
Consideration for notes paid by the third-party investor			$ 175,007			328,626
Interest income				$ 0	$ 12,249	0	$ 40,073
Loan receivable				228,570		228,570		$ 228,570
Accrued interest income				$ 2,851		$ 2,851		$ 3,116

REAL ESTATE PROPERTY, NET (Details) - USD ($)	Apr. 30, 2024	Jul. 31, 2023
Property plant and equipment, gross	$ 1,542,030	$ 884,276
Accumulated depreciation	(20,889)	0
Total	1,521,141	884,276
Homes
Property plant and equipment, gross	996,003	546,852
Lands
Property plant and equipment, gross	7,656	3,828
Construction in progress
Property plant and equipment, gross	$ 538,371	$ 333,596

REAL ESTATE PROPERTY, NET (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
REAL ESTATE PROPERTY, NET (Details Narrative) - USD ($)	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023
Depreciation expense	$ 8,620	$ 0	$ 20,889	$ 0
Four Home [Member]
Monthly lease of completed homes			1,250
One Home [Member]
Monthly lease of completed homes			$ 1,100

INVESTMENT (Details Narrative) - USD ($)		9 Months Ended	12 Months Ended
INVESTMENT (Details Narrative) - USD ($)	Oct. 04, 2022	Apr. 30, 2024	Jul. 31, 2023
INVESTMENT
investment		$ 0	$ 947,500
Initial contribution	$ 1,000
Percentage of membership interest	50.00%
Issuance of LLC units to each party	1,000
Additional cash contribution	$ 5,214,000
Investment in company			2,679,500
Recognized impairment loss		$ 947,500	$ 1,732,000
Sale of each property by LLC, Company receive average additional cash capital contribution	$ 13,000

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Jan. 17, 2024	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023
Recognized interest amount		$ 19,792
Interest paid		15,338
Due to related parties		680,000		$ 3,726,222
Allocated interest amount		18,650
Total interest		41,712
Operating expenses		$ 16,889	$ 38,710
Four Loan Agreements [Member]
Interest rate		9.50%
Payment to related parties		$ 500,000
Term of loan		30 years
Recognized interest amount		$ 19,792
Interest paid		$ 15,338
Officer [Member]
Interest rate		10.00%
Advances to the company		$ 0	170,000
Expense repayments		29,922	36,800
Interest		1,840	3,680
Related Parties One [Member]
Advances to the company		300,000	1,492,000
Expense repayments		100,000	840,000
Interest expenses		$ 20,080	84,000
Description of advances unsecured, payable		advances are unsecured, payable during the period of five to ten months with interest of a range from 12% to 24% annual
Related Parties [Member]
Advances to the company		$ 382,700	2,377,300
Expense repayments		265,889	$ 0
Board Of Directors [Member]
Due to related parties	$ 2,850,000
Issuance of common stock shares	11,400,000
One Related Party [Member]
Payment to related parties		$ 500,000

BANK BORROWINGS (Details) - USD ($)	9 Months Ended
BANK BORROWINGS (Details) - USD ($)	Apr. 30, 2024	Jul. 31, 2023
Total loans payable	$ 439,938
Less: current portion of loans payable	(199,083)	$ 0
Loan Payable Five [Member]
Loan borrowings principal amount	88,000
Total loans payable	$ 2,488
Interest rate	8.50%
Maturity date	Nov. 15, 2028
Loan Payable [Member]
Loan borrowings principal amount	$ 114,800
Total loans payable	$ 114,800
Interest rate	9.50%
Maturity date	Nov. 01, 2053
Loan Payable One [Member]
Loan borrowings principal amount	$ 114,800
Total loans payable	$ 114,800
Interest rate	9.50%
Maturity date	Nov. 01, 2053
Total Loan Payable [Member]
Total loans payable	$ 439,938
Less: Unamortized debt discount	(25,419)
Total loan	414,519
Less: current portion of loans payable	(199,083)
Long -term portion	215,436
Loan Payable Two [Member]
Loan borrowings principal amount	88,000
Total loans payable	$ 85,227
Interest rate	8.50%
Maturity date	Nov. 15, 2028
Loan Payable Three [Member]
Loan borrowings principal amount	$ 88,000
Total loans payable	$ 87,989
Interest rate	8.50%
Maturity date	Nov. 15, 2028
Loan Payable Four [Member]
Loan borrowings principal amount	$ 88,000
Total loans payable	$ 21,034
Interest rate	8.50%
Maturity date	Nov. 15, 2028
Loan Payable Six [Member]
Loan borrowings principal amount	$ 88,000
Total loans payable	$ 13,600
Interest rate	8.50%
Maturity date	Nov. 15, 2028

BANK BORROWINGS (Details 1)	Apr. 30, 2024 USD ($)
BANK BORROWINGS
Remaining of 2024	$ 16,400
2025	43,917
2026	42,075
2027	43,917
2028	43,917
Thereafter	826,805
Total	1,017,031
Imputed interest	(577,093)
Loan	$ 439,938

BANK BORROWINGS (Details Narrative)	9 Months Ended
BANK BORROWINGS (Details Narrative)	Apr. 30, 2024 USD ($)
Interest paid	$ 15,338
Recognized interest amount	19,792
Amortization of debt discount	1,458
Total interest	41,712
Allocated interest amount	18,650
Payment of loan amount monthly for first 120 months	3,958
Loan	439,938
October 27, 2023 [Member]
Interest paid	9,947
Recognized interest amount	11,115
Amortization of debt discount	244
Payment of loan amount monthly for first 120 months	909
Payment of loan amount monthly after 120 months	1,070
Construction Loans [Member]
Total interest	19,792
Allocated interest amount	8,849
Construction Loans [Member] \| November 3, 2023 [Member]
Interest paid	1,961
Recognized interest amount	3,087
Amortization of debt issuance cost	1,214
Total interest	14,202
Allocated interest amount	6,350
Loan	$ 210,338

LOANS PAYABLE- RELATED PARTY (Details)	9 Months Ended
LOANS PAYABLE- RELATED PARTY (Details)	Apr. 30, 2024 USD ($)
Loan	$ 439,938
Loans Payable Related Party [Member]
Loan	$ 125,000
Interest rate	9.50%
Principal amount	$ 125,000
Maturity date	Dec. 01, 2053
Loans Payable Related Party One [Member]
Loan	$ 125,000
Interest rate	9.50%
Principal amount	$ 125,000
Maturity date	Dec. 01, 2053
Loans Payable Related Party Two [Member]
Loan	$ 125,000
Interest rate	9.50%
Principal amount	$ 125,000
Maturity date	Dec. 01, 2053
Loans Payable Related Party Three [Member]
Loan	$ 125,000
Interest rate	9.50%
Principal amount	$ 125,000
Maturity date	Dec. 01, 2053
Total Loan Payable Related Party [Member]
Loan	$ 500,000
Less: current portion	0
Long-term loans payable	$ 500,000

LOANS PAYABLE- RELATED PARTY (Details 1) - USD ($)	Apr. 30, 2024	Jul. 31, 2023
2026	$ 42,075
2027	43,917
2025	43,917
2028	43,917
Thereafter	826,805
Total	1,017,031
Imputed interest	(577,093)
Remaining of 2024	16,400
Loan	500,000	$ 0
Loans Payable Related Party [Member]
2026	47,500
2027	47,500
2025	47,500
2028	47,500
Thereafter	1,707,292
Total	1,913,620
Imputed interest	(1,413,620)
Remaining of 2024	16,328
Loan	$ 500,000

LOANS PAYABLE- RELATED PARTY (Details Narrative)	9 Months Ended
LOANS PAYABLE- RELATED PARTY (Details Narrative)	Apr. 30, 2024 USD ($)
Interest paid	$ 15,338
Recognized interest amount	19,792
Total interest	41,712
Allocated interest amount	18,650
Payment of loan amount monthly for first 360 months	3,958
Construction Loans [Member]
Total interest	19,792
Allocated interest amount	$ 8,849

EQUITY (Details Narrative) - USD ($)	9 Months Ended
EQUITY (Details Narrative) - USD ($)	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023
Common stock, shares authorized	300,000,000		300,000,000
Common stock issued for settlement	11,400,000
Common stock shares issued	11,986,686		586,686
Common stock shares outstanding	11,986,686		586,686
Common stock, par value	$ 0.001		$ 0.001
Common stock issued for settlement of debt	$ 2,850,000	$ 0
Preferred stock, shares authorized	10,000,000		10,000,000
Preferred stock at par value	$ 0.001		$ 0.001
Series A Preferred Stock [Member]
Preferred stock description	The Series A Preferred Shares have the right to convert into shares of Common Stock at a 25% discount to the next financing of $1,000,000 or more
Preferred stock at par value	$ 0.001		$ 0.001
Preferred stock, designated	100,000		100,000
Liquidation preference per share	$ 10.00
Preferred stock, issued	100,000		100,000
Preferred stock, outstanding	100,000		100,000

LEGAL PROCEEDINGS (Details Narrative)	1 Months Ended
LEGAL PROCEEDINGS (Details Narrative)	Mar. 23, 2023 shares
Hui Ping Liu [Member]
Cancel number of common stock	10,000

CONCENTRATION (Details)	9 Months Ended
CONCENTRATION (Details)	Apr. 30, 2024	Apr. 30, 2023
Customer concentrations risk percentage	100.00%	0.00%
Tenant E [Member]
Percent of accounts receivable	100.00%	0.00%
Customer concentrations risk percentage	3.16%	0.00%
Tenant A [Member]
Percent of accounts receivable	0.00%	0.00%
Customer concentrations risk percentage	17.18%	0.00%
Tenant B [Member]
Percent of accounts receivable	0.00%	0.00%
Customer concentrations risk percentage	28.61%	0.00%
Tenant C [Member]
Percent of accounts receivable	100.00%	0.00%
Customer concentrations risk percentage	31.89%	0.00%
Tenant D [Member]
Percent of accounts receivable	0.00%	0.00%
Customer concentrations risk percentage	19.17%	0.00%

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