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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
  For the quarterly period ended December 31, 2023
   
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
  For the quarterly period ended

 

Commission File Number 000-56297

 

ZEUUS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   37-1830331

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

9th Floor, 31 West 27th Street New York, NY, 10001

(Address of principal executive offices, including zip code)

 

(888) 469-3887

(Registrant’s telephone number, including area code)

 

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
None   None   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 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 Act). Yes ☐ No

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of February 19, 2024, issuer had 105,515,460 outstanding shares of common stock, par value $0.001.

 

 

 

 

 

 

ZEUUS, INC.

 

FORM 10-Q

 

For the Quarterly Period Ended December 31, 2023

 

TABLE OF CONTENTS

 

PART I Financial Information 3
Item 1. Financial Statements (unaudited) 3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 13
Item 3. Quantitative and Qualitative Disclosures about Market Risk 14
Item 4. Controls and Procedures 14
     
PART II Other Information 15
Item 1. Legal Proceedings 15
Item 1A. Risk Factors 15
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 15
Item 3. Defaults Upon Senior Securities 15
Item 4. Mine Safety Disclosures 15
Item 5. Other Information 15
Item 6. Exhibits 15
Signatures 16

 

2

 

 

PART I – FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

ZEUUS, INC.

 

Condensed Consolidated Balance Sheets as of December 31, 2023 (unaudited) and September 30, 2023 (audited) 4
   
Condensed Consolidated Statements of Operations for the Three Months ended December 31, 2023 and 2022 (unaudited) 5
   
Condensed Consolidated Statement of Changes in Stockholders’ Equity (Deficit) for the Three Months ended December 31, 2023 and 2022 (unaudited) 6
   
Condensed Consolidated Statements of Cash Flows for the Three Months ended December 31, 2023 and 2022 (unaudited) 7
   
Notes to Condensed Consolidated Financial Statements (unaudited) 8

 

3

 

 

ZEUUS, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

 

   December 31,
2023
   September 30,
2023
 
   (Unaudited)     
ASSETS          
Current Assets:          
Cash  $42,327   $300,028 
Deposit and other assets   72,136    65,358 
Total current assets   114,463    365,386 
           
Property and equipment, net   235,802    179,171 
Intangible assets   675,000    720,000 
Total other assets   910,802    899,171 
           
Total Assets  $1,025,265   $1,264,557 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)          
           
Current Liabilities:          
Accounts payable  $34,298   $36,062 
Accrued compensation   10,000     
Accrued interest– related party   220,782    175,429 
Other current liabilities   71,468    37,979 
Due to related parties   2,057,809    2,081,809 
           
Total Current Liabilities   2,394,357    2,331,279 
Total Liabilities   2,394,357    2,331,279 
           
Commitments and contingencies        
           
Stockholders’ Equity (Deficit):          
Common Stock, par value $0.001, 200,000,000 shares authorized; 105,515,460 shares issued and outstanding   105,515    105,515 
Additional paid-in capital   889,435    889,435 
Accumulated other comprehensive (loss) income   (1,103)   11,917 
Accumulated deficit   (2,362,939)   (2,073,589)
Total Stockholders’ Equity (Deficit)   (1,369,092)   (1,066,722)
Total Liabilities and Stockholders’ Deficit  $1,025,265   $1,264,557 

 

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

 

4

 

 

ZEUUS, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

   2023   2022 
   For the Three Months Ended
December 31,
 
   2023   2022 
Operating Expenses:          
General and administrative  $102,293   $24,048 
Compensation expense   

70,000

      
Amortization and depreciation   51,818    48,702 
Professional fees   19,886    75,332 
Total operating expenses   243,997    148,082 
           
Loss from operations   (243,997)   (148,082)
           
Other expense:          
Interest expense   (45,353)   (25,690)
Total other expense   (45,353)   (25,690)
           
Loss before provision for income taxes   (289,350)   (173,772)
Provision for income taxes        
           
Net Loss  $(289,350)  $(173,772)
           
Other comprehensive income:          
Foreign currency translation adjustment   (13,020)   (17,341)
Comprehensive Loss   (302,370)   (191,113)
           
Loss per share, basic and diluted  $(0.00)  $(0.00)
           
Weighted average common shares outstanding, basic and diluted   105,515,460    105,515,460 

 

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

 

5

 

 

ZEUUS, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIT

FOR THE THREE MONTHS ENDED DECEMBER 31, 2023 AND 2022

(Unaudited)

 

                               
   Common Stock   Additional
Paid in
   Accumulated   Other Comprehensive   Total
Stockholders’
Equity
 
   Shares   Amount   Capital   Deficit   Income   (Deficit) 
Balance, September 30, 2023   105,515,460   $105,515   $889,435   $(2,073,589)  $               11,917   $   (1,066,722 
Comprehensive loss               (289,350)   (13,020)   (302,370)
Balance, December 31, 2023   105,515,460   $105,515   $889,435   $(2,362,939)  $(1,103)  $(1,369,092)

 

   Common Stock   Additional
Paid in
   Accumulated   Other
Comprehensive
   Total
Stockholders’
Equity
 
   Shares   Amount   Capital   Deficit   Income   (Deficit) 
Balance, September 30, 2022   105,515,460   $105,515   $888,061   $(1,283,556)  $17,060   $        (272,920)
Net loss               (173,772)   (17,341)   (191,113)
Balance, December 31, 2022   105,515,460   $105,515   $888,061   $(1,457,328)  $(281)  $(464,033)

 

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

 

6

 

 

ZEUUS, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

   2023   2022 
   For the Three Months Ended
December 31,
 
   2023   2022 
Cash flows from operating activities:          
Net Loss  $(289,350)  $(173,772)
Adjustments to reconcile net loss to net cash used in operating activities:          
Depreciation and amortization expense   51,818    48,702 
Changes in operating assets and liabilities:          
Deposit and other assets   (6,778)   (6,095)
Accounts payable   (1,764)   24,840 
Accrued interest– related party   45,353    25,690 
Accrued compensation   10,000     
Other current liabilities   33,489    (56,499)
Net cash used in operating activities   (157,232)   (137,134)
           
Cash flows from investing activities:          
Purchase of equipment   (63,449)    
Net cash used in investing activities   (63,449)    
           
Cash flows from financing activities:          
Cash overdraft       16,559 
Proceeds from related party loans   (24,000)   151,974 
Net cash (used) provided by financing activities   (24,000)   168,533 
           
Net change in cash   (244,681)   31,399 
Effects of currency translation   (13,020)   (17,341)
Cash, beginning of period   300,028    42,949 
           
Cash, end of period  $42,327   $57,007 
           
Supplemental disclosure of cash flow information:          
Cash paid for taxes  $   $ 
Cash paid for interest  $   $ 

 

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

 

7

 

 

ZEUUS, INC. AND SUBSIDIARY

NOTES TO THE FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED DECEMBER 31, 2023

 

NOTE 1 – ORGANIZATION AND BUSINESS

 

ZEUUS, INC. (formerly Kriptech International Corp.) (the “Company”) is a corporation established under the corporation laws in the State of Nevada on March 20, 2016. The Company has adopted September 30 fiscal year end.

 

On June 11, 2020, Meshal Al Mutawa, acquired control of 8,000,000 restricted shares of the Company’s issued and outstanding common stock, representing approximately 75.97% of the Company’s total issued and outstanding common stock, from Anatolii Antontcev and Aleksandr Zausayev in exchange for $270,000 under the terms of a Stock Purchase Agreement by and among Messrs. Al Mutawa, Zausayev and Antontcev.

 

On June 11, 2020, (i) Mr. Anatolii Antontcev resigned from all positions with the Company, including as President, Chief Executive Officer, Treasurer, Chief Financial Officer and as a Director, (ii) Aleksandr Zausayev resigned as the Secretary.

 

On June 11, 2020, Mr. Meshal Al Mutawa was appointed to the Company’s Board of Directors and as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, and Secretary.

 

On August 31, 2020, Bassam A.I. Al-Mutawa, acquired control of eight million (8,000,000) restricted shares of the Company’s issued and outstanding common stock, representing approximately 75.97% of the Company’s total issued and outstanding common stock, from Meshal Al Mutawa through an Assignment by and between Mr. Meshal Al Mutawa, and Mr. Bassam A.I. Al-Mutawa.

 

On August 31, 2020, Mr. Bassam A.I. Al-Mutawa was appointed to the Company’s Board of Directors and as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, and Secretary.

 

On March 9, 2021, the Financial Industry Regulatory Authority (“FINRA”) approved the Company’s name change to Zeuus, Inc. and its trading symbol to ZUUS. The market effective date of the name and trading symbol change was March 10, 2021.

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending September 30, 2024. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023.

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles 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 amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates.

 

8

 

 

Concentrations of Credit Risk

 

We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”).

 

Cash Equivalents

 

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents as of December 31, 2023 and September 30, 2023.

 

Principles of Consolidation

 

The accompanying unaudited consolidated financial statements for the three months ended December 31, 2023 and 2022, include the accounts of the Company and its wholly owned subsidiaries. Zeuus Energy, incorporated on July 27, 2021 in Montenegro is currently the only operating subsidiary. All inter-company balances are eliminated in consolidation.

 

Translation Adjustment

 

For the three months ended December 31, 2023 and 2022, the accounts of the Company’s subsidiary Zeuus Energy, Inc, are maintained in Euros. According to the Codification, all assets and liabilities were translated at the current exchange rate at respective balance sheets dates, members’ capital are translated at the historical rates and income statement items are translated at the average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income in accordance with the Comprehensive Income Topic of the Codification (ASC 220), as a component of members’ capital. Transaction gains and losses are reflected in the income statement.

 

Comprehensive Income

 

The Company uses SFAS 130 “Reporting Comprehensive Income” (ASC Topic 220). Comprehensive income is comprised of net income and all changes to the statements of members’ capital, except those due to investments by members, changes in paid-in capital and distributions to members. Comprehensive income for the three months ended December 31, 2023 and 2022 is included in net loss and foreign currency translation adjustments.

 

Reclassifications

 

Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the three months ended December 31, 2023. There was no impact to net loss as a result of any reclassifications.

 

Property and Equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, which range from three to seven years. Leasehold improvements are amortized over the lesser of the remaining term of the lease or the estimated useful life of the asset. Expenditures for repairs and maintenance are expensed as incurred.

 

Basic and Diluted Earnings Per Share

 

Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of December 31, 2023 and 2022, there are no potentially dilutive shares of common stock.

 

9

 

 

Stock-Based Compensation

 

We account for equity-based transactions with employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation – Stock Compensation” (Topic 718), which establishes that equity-based payments to employees and non-employees are recorded at the grant date the fair value of the equity instruments the entity is obligated to issue when the employees and non-employees have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments. Topic 718 also states that observable market prices of identical or similar equity or liability instruments in active markets are the best evidence of fair value and, if available, should be used as the basis for the measurement for equity and liability instruments awarded in these share-based payment transactions. However, if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall be estimated by using a valuation technique or model that complies with the measurement objective, as described in FASB ASC Topic 718.

 

Fair Value of Financial Instruments

 

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

 

Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

 

Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

 

Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data.

 

The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable represent the fair value of such instruments as the notes bear interest rates that are consistent with current market rates.

 

Recently Issued Accounting Pronouncements

 

The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

NOTE 3 – GOING CONCERN

 

The Company’s unaudited consolidated financial statements as of December 31, 2023, were prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has an accumulated deficit at December 31, 2023 of $2,362,939, had a net loss of $289,350 and $157,232 of cash used in operations for the three months ended December 31, 2023. The Company has not yet established a source of revenue. These factors raise substantial doubt about its ability to continue as a going concern.

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

NOTE 4 – INTANGIBLE ASSET

 

On June 1, 2021, the Company completed the closing of the transactions under the terms of the Asset Purchase Agreement with Andrei Seleznev, Nikolay Alekseev, and Ilia Alekseev (collectively, “Sellers”), dated May 12, 2021, to purchase the assets comprising the Wind Turbine Technology. In exchange for these assets, the Company paid $100,000 in cash, and issued 14,289 shares of its common stock to the Sellers. The shares were valued at $800,000 based on the average of the closing price per share of the Company’s common stock for the 30 trading days prior to the effective date of the agreement. In addition, the Company entered into employment agreements with each Seller to further develop the wind turbine technology and acquired assets. Before this transaction, the Company had no material relationship with any of the Sellers.

 

10

 

 

Intangible asset stated at cost, less accumulated amortization consisted of the following:

SCHEDULE OF INTANGIBLE ASSET

 

           
   December 31,
2023
   September 30,
2023
 
Wind Turbine Technology  $900,000   $900,000 
Less: accumulated amortization   (225,000)   (180,000)
Intangible asset, net  $675,000   $720,000 

 

Amortization expense

 

Amortization expense for the three months ended December 31, 2023 and 2022 was $45,000 and $45,000. respectively.

 

NOTE 5 – PROPERTY AND EQUIPMENT

 

Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the various classes of assets as follows between three and five years.

 

Long lived assets, including property and equipment, to be held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Impairment losses are recognized if expected future cash flows of the related assets are less than their carrying values. Measurement of an impairment loss is based on the fair value of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell.

 

Maintenance and repair expenses, as incurred, are charged to expense. Betterments and renewals are capitalized in plant and equipment accounts. Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts with any gain or loss on the disposition included as income.

 

Property and equipment stated at cost, less accumulated depreciation consisted of the following:

SCHEDULE OF PROPERTY AND EQUIPMENT

 

           
   December 31,
2023
   September 30,
2023
 
Property and equipment  $268,909   $208,576 
Less: accumulated depreciation   (33,107)   (29,405)
Property and equipment, net  $235,802   $179,171 

 

Depreciation expense

 

Depreciation expense for the three months ended December 31, 2023 and 2022 was $6,818 and $3,702, respectively.

 

NOTE 6 – RELATED PARTY TRANSACTIONS

 

In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.

 

11

 

 

Since March 20, 2016, (inception) through December 31, 2023, Meshal Al Mutawa, the Company’s former president, treasurer and director, and son of Bassam Al-Mutawa, has loaned the Company funds to pay for incorporation costs and operating expenses. The following is summary of the loans as of December 31, 2023.

 

Date   Maturity   Rate   Default Rate   Balance 9/30/2023   Additions   Balance 12/31/2023 
8/30/2021   10/31/2022    8%   16%  $100,000   $   $100,000 
2020   n/a    n/a    n/a   $13,823   $   $13,823 
10/12/2021   10/12/2022    8%   16%  $100,000   $   $100,000 
10/25/2021   10/25/2022    8%   16%  $150,000   $   $150,000 
3/24/2022   3/24/2023    8%   16%  $45,000   $   $45,000 
4/11/2022   4/11/2023    8%   16%  $80,000   $   $80,000 
6/6/2022   6/6/2023    8%   16%  $50,000   $   $50,000 
7/18/2022   7/18/2023    8%   16%  $100,000   $   $100,000 
9/20/2022   9/20/2023    8%   16%  $60,000   $   $60,000 
11/22/2022   11/22/2023    8%   16%  $151,974   $   $151,974 
1/24/2023   1/24/2024    8%   16%  $97,758   $   $97,758 
3/16/2023   3/16/2024    8%   16%  $50,000   $   $50,000 
5/16/2023   5/16/2024    8%   16%  $27,374   $   $27,374 
6/5/2023   6/5/2024    8%   16%  $113,974   $   $113,974 
7/27/2023   7/27/2024    8%   16%  $16,224   $   $16,224 
7/31/2023   7/31/2024    8%   16%  $9,974   $   $9,974 
8/7/2023   8/7/2024    8%   16%  $4,974   $   $4,974 
8/8/2023   8/8/2024    8%   16%  $449,974   $   $449,974 
Balance                 $1,621,049   $   $1,621,049 

 

Total accrued interest on the above notes as of December 31, 2023 and September 30, 2023, is $198,198 and $154,741, respectively.

 

On January 7, 2021, Bassam Al-Mutawa, CEO, loaned the Company $240,000. On January 8, 2021, the Company issued Mr. Al-Mutawa, a Promissory Note in the principal amount of $150,000 (the “Note”) in consideration of cash in the amount of $150,000. The Note accrues interest at the rate of 5% per annum and matures January 8, 2022. As of December 31, 2023, there is $22,584 of interest accrued on this note. In addition to the Note, Mr. Al-Mutawa, has advanced additional funds to the Company. During the three months ended December 31, 2023, the Company made a $25,000 payment to Mr. Bassam. As of December 31, 2023, the Company owes total principal and interest of $436,761 and $22,584, respectively.

 

NOTE 7 – SUBSEQUENT EVENTS

 

Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, from the balance sheet date through the date the financial statements were issued and has determined that no material subsequent events exist.

 

12

 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

 

FORWARD-LOOKING STATEMENTS

 

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. These statements often can be identified by the use of terms such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate,” “approximate” or “continue,” or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management’s best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

 

Overview of Operations

 

We are a Data Centric company with business activities focused three main areas:

 

ZEUUS Data Centers

ZEUUS Energy

ZEUUS Cyber Security

 

All three divisions work synergistically with each other in an synergetic ecosystem which enables growth and business protection. These technologies and divisions all stem from the massive requirements in our Data Centers.

 

While we are currently seeking to purchase data centers. ZEUUS Energy division is maturing nicely and believe our unique, and scalable Wind Turbine technology will revolutionize the green energy space. We continue to develop green energy technology in our Montenegro lab where the final designs for the Wind Turbines are being tested and refined. We expect full commercial production of the Wind Turbines by the end of 4th Quarter 2024.

 

We are also in negotiations for the acquisition of cyber security companies and will update the market after we enter into definitive acquisition agreements.

 

Our mandate and focus are to harness the Cloud and provide all aspects of Data Services from protection to facilitation, to storage, to the sustainable energy consumption at all our Data Center locations.

 

Results of Operation for the Three Months Ended December 31, 2023, Compared to the Three Months Ended December 31, 2022

 

Revenue

 

During the three months ended December 31, 2023 and 2022 we did not generate any revenue.

 

General and Administrative Expenses

 

For the three months ended December 31, 2023, we had $172,293 in general and administrative expenses compared to $24,048 for the three months ended December 31, 2022, an increase of $148,245 or 616.5% respectively. In the current period we had compensation expense of $70,000 for an individual that worked for the Company for several months and $40,000 for a headhunter to assist with finding a management candidate for the company. We also had an increase in other consulting expense of $17,330 for a newly hired consulting firm.

 

Amortization and depreciation

 

For the three months ended December 31, 2023, we had $51,818 of amortization ($45,000) and depreciation ($6,818) expense compared to $48,702 of amortization ($45,000) and depreciation ($3,702) expense for three months ended December 31, 2022.

 

Professional Fees

 

For the three months ended December 31, 2023, we had $19,886 in professional fees compared to $75,332 for the three months ended December 31, 2022, a decrease of $55,446 or 73.6%. Professional fees consist of legal, audit and accounting fees. In the current three-month period, we had a decrease of approximately $9,050 in legal fees and $41,894 in audit fees.

 

13

 

 

Other Expense

 

For the three months ended December 31, 2023, we had interest expense of $45,353 compared to $25,690 in the prior period. Our interest expense has increased due to the additional related party loans.

 

Net Loss

 

Our net loss for the three months ended December 31, 2023, was $289,350 compared to $173,772 for the three months ended December 31, 2022, an increase of $115,578 or 66.5%, due to the reasons discussed above.

 

Liquidity and Capital Resources

 

At December 31, 2023, we had total current assets of $114,436, consisting of cash and deposits. We had total current liabilities of $2,394,357 consisting mostly of loans from related parties.

 

Cash Flows from Operating Activities

 

For the three months ended December 31, 2023, we used $157,232 of cash in operating activities compared to $137,134 for the three months ended December 31, 2022.

 

Cash Flows from Investing Activities

 

During the three months ended December 31, 2023, Zeuus Energy used $63,449 for the purchase of property and equipment compared to $0, in the prior period.

 

Cash Flows from Financing Activities

 

We have financed our operations primarily from loans from related parties and the sale of common stock. For the three months ended December 31, 2023, we had net cash used by financing activities of $24,000 for repayment of related party loans. During the three months ended December 31, 2022, we received $151,974 from related party loans and we had a cash overdraft of $16,559.

 

PLAN OF OPERATION AND FUNDING

 

We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.

 

Going Concern

 

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.

 

The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs for the next fiscal year and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this Item.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2023. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Such officer also confirmed that there was no change in our internal control over financial reporting during the period ended December 31, 2023, that have materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

14

 

 

PART II. OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.

 

ITEM 1A. RISK FACTORS

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable to our Company.

 

ITEM 5. OTHER INFORMATION

 

None.

 

ITEM 6. EXHIBITS

 

Exhibit Number   Description
31.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (*)
32.1   Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (*)
101.INS*   Inline XBRL Instance Document.
101.SCH*   Inline XBRL Taxonomy Extension Schema Document.
101.CAL*   Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*   Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*   Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*   Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

15

 

 

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  ZEUUS, INC.
   
Dated: February 21, 2024 By: /s/ Bassam A.I. Al-Mutawa
    Bassam A.I. Al-Mutawa, President and Chief Executive Officer and Chief Financial Officer

 

16

 

 

Exhibit 31.1

CERTIFICATION PURSUANT TO
18 U.S.C. ss 1350, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Bassam A.I. Al-Mutawa, certify that:

 

1. I have reviewed this Quarterly Report on Form 10-Q of Zeuus, Inc.;
     
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
     
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
     
4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a- 15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
     
  a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
     
  c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
     
5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
     
  a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
     
  b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: February 21, 2024  
   
/s/ Bassam A.I. Al-Mutawa  
Bassam A.I. Al-Mutawa  
President, Chief Executive Officer, Chief Financial Officer, Treasurer and Director  
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)  

 

 

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Bassam A.I. Al-Mutawa, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

(1) the Quarterly Report on Form 10-Q of Zeuus, Inc. for the period ended December 31, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
   
(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Zeuus, Inc.

 

Dated: February 21, 2024

 

  /s/ Bassam A.I. Al-Mutawa
  Bassam A.I. Al-Mutawa
  President, Chief Executive Officer, Chief Financial
  Officer, Treasurer and Director
  (Principal Executive Officer, Principal Financial
  Officer and Principal Accounting Officer)

 

 

 

v3.24.0.1
Cover - shares
3 Months Ended
Dec. 31, 2023
Feb. 19, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Dec. 31, 2023  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2024  
Current Fiscal Year End Date --09-30  
Entity File Number 000-56297  
Entity Registrant Name ZEUUS, INC.  
Entity Central Index Key 0001687926  
Entity Tax Identification Number 37-1830331  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 9th Floor  
Entity Address, Address Line Two 31 West 27th Street  
Entity Address, City or Town New York  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 10001  
City Area Code (888)  
Local Phone Number 469-3887  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   105,515,460
v3.24.0.1
Consolidated Balance Sheets - USD ($)
Dec. 31, 2023
Sep. 30, 2023
Current Assets:    
Cash $ 42,327 $ 300,028
Deposit and other assets 72,136 65,358
Total current assets 114,463 365,386
Property and equipment, net 235,802 179,171
Intangible assets 675,000 720,000
Total other assets 910,802 899,171
Total Assets 1,025,265 1,264,557
Current Liabilities:    
Accounts payable 34,298 36,062
Accrued compensation 10,000
Accrued interest– related party 220,782 175,429
Total Current Liabilities 2,394,357 2,331,279
Total Liabilities 2,394,357 2,331,279
Commitments and contingencies
Stockholders’ Equity (Deficit):    
Common Stock, par value $0.001, 200,000,000 shares authorized; 105,515,460 shares issued and outstanding 105,515 105,515
Additional paid-in capital 889,435 889,435
Accumulated other comprehensive (loss) income (1,103) 11,917
Accumulated deficit (2,362,939) (2,073,589)
Total Stockholders’ Equity (Deficit) (1,369,092) (1,066,722)
Total Liabilities and Stockholders’ Deficit 1,025,265 1,264,557
Nonrelated Party [Member]    
Current Liabilities:    
Other current liabilities 71,468 37,979
Related Party [Member]    
Current Liabilities:    
Other current liabilities $ 2,057,809 $ 2,081,809
v3.24.0.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2023
Sep. 30, 2023
Statement of Financial Position [Abstract]    
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 200,000,000 200,000,000
Common stock, shares outstanding 105,515,460 105,515,460
Common stock, shares issued 105,515,460 105,515,460
v3.24.0.1
Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Operating Expenses:    
General and administrative $ 102,293 $ 24,048
Compensation expense 70,000  
Amortization and depreciation 51,818 48,702
Professional fees 19,886 75,332
Total operating expenses 243,997 148,082
Loss from operations (243,997) (148,082)
Other expense:    
Interest expense (45,353) (25,690)
Total other expense (45,353) (25,690)
Loss before provision for income taxes (289,350) (173,772)
Provision for income taxes
Net Loss (289,350) (173,772)
Other comprehensive income:    
Foreign currency translation adjustment (13,020) (17,341)
Comprehensive Loss $ (302,370) $ (191,113)
Loss per share, basic $ (0.00) $ (0.00)
Loss per share, diluted $ (0.00) $ (0.00)
Weighted average common shares outstanding, basic 105,515,460 105,515,460
Weighted average common shares outstanding, diluted 105,515,460 105,515,460
v3.24.0.1
Consolidated Statement of Stockholders' Deficit (Unaudited) - USD ($)
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Total
Balance at Sep. 30, 2022 $ 105,515 $ 888,061 $ (1,283,556) $ 17,060 $ (272,920)
Balance, shares at Sep. 30, 2022 105,515,460        
Comprehensive loss (173,772) (17,341) (191,113)
Balance at Dec. 31, 2022 $ 105,515 888,061 (1,457,328) (281) (464,033)
Balance, shares at Dec. 31, 2022 105,515,460        
Balance at Sep. 30, 2023 $ 105,515 889,435 (2,073,589) 11,917 (1,066,722)
Balance, shares at Sep. 30, 2023 105,515,460        
Comprehensive loss (289,350) (13,020) (302,370)
Balance at Dec. 31, 2023 $ 105,515 $ 889,435 $ (2,362,939) $ (1,103) $ (1,369,092)
Balance, shares at Dec. 31, 2023 105,515,460        
v3.24.0.1
Consolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Cash flows from operating activities:    
Net Loss $ (289,350) $ (173,772)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization expense 51,818 48,702
Changes in operating assets and liabilities:    
Deposit and other assets (6,778) (6,095)
Accounts payable (1,764) 24,840
Accrued interest– related party 45,353 25,690
Accrued compensation 10,000
Other current liabilities 33,489 (56,499)
Net cash used in operating activities (157,232) (137,134)
Cash flows from investing activities:    
Purchase of equipment (63,449)
Net cash used in investing activities (63,449)
Cash flows from financing activities:    
Cash overdraft 16,559
Proceeds from related party loans (24,000) 151,974
Net cash (used) provided by financing activities (24,000) 168,533
Net change in cash (244,681) 31,399
Effects of currency translation (13,020) (17,341)
Cash, beginning of period 300,028 42,949
Cash, end of period 42,327 57,007
Supplemental disclosure of cash flow information:    
Cash paid for taxes
Cash paid for interest
v3.24.0.1
ORGANIZATION AND BUSINESS
3 Months Ended
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION AND BUSINESS

NOTE 1 – ORGANIZATION AND BUSINESS

 

ZEUUS, INC. (formerly Kriptech International Corp.) (the “Company”) is a corporation established under the corporation laws in the State of Nevada on March 20, 2016. The Company has adopted September 30 fiscal year end.

 

On June 11, 2020, Meshal Al Mutawa, acquired control of 8,000,000 restricted shares of the Company’s issued and outstanding common stock, representing approximately 75.97% of the Company’s total issued and outstanding common stock, from Anatolii Antontcev and Aleksandr Zausayev in exchange for $270,000 under the terms of a Stock Purchase Agreement by and among Messrs. Al Mutawa, Zausayev and Antontcev.

 

On June 11, 2020, (i) Mr. Anatolii Antontcev resigned from all positions with the Company, including as President, Chief Executive Officer, Treasurer, Chief Financial Officer and as a Director, (ii) Aleksandr Zausayev resigned as the Secretary.

 

On June 11, 2020, Mr. Meshal Al Mutawa was appointed to the Company’s Board of Directors and as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, and Secretary.

 

On August 31, 2020, Bassam A.I. Al-Mutawa, acquired control of eight million (8,000,000) restricted shares of the Company’s issued and outstanding common stock, representing approximately 75.97% of the Company’s total issued and outstanding common stock, from Meshal Al Mutawa through an Assignment by and between Mr. Meshal Al Mutawa, and Mr. Bassam A.I. Al-Mutawa.

 

On August 31, 2020, Mr. Bassam A.I. Al-Mutawa was appointed to the Company’s Board of Directors and as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, and Secretary.

 

On March 9, 2021, the Financial Industry Regulatory Authority (“FINRA”) approved the Company’s name change to Zeuus, Inc. and its trading symbol to ZUUS. The market effective date of the name and trading symbol change was March 10, 2021.

 

v3.24.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending September 30, 2024. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023.

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles 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 amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates.

 

 

Concentrations of Credit Risk

 

We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”).

 

Cash Equivalents

 

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents as of December 31, 2023 and September 30, 2023.

 

Principles of Consolidation

 

The accompanying unaudited consolidated financial statements for the three months ended December 31, 2023 and 2022, include the accounts of the Company and its wholly owned subsidiaries. Zeuus Energy, incorporated on July 27, 2021 in Montenegro is currently the only operating subsidiary. All inter-company balances are eliminated in consolidation.

 

Translation Adjustment

 

For the three months ended December 31, 2023 and 2022, the accounts of the Company’s subsidiary Zeuus Energy, Inc, are maintained in Euros. According to the Codification, all assets and liabilities were translated at the current exchange rate at respective balance sheets dates, members’ capital are translated at the historical rates and income statement items are translated at the average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income in accordance with the Comprehensive Income Topic of the Codification (ASC 220), as a component of members’ capital. Transaction gains and losses are reflected in the income statement.

 

Comprehensive Income

 

The Company uses SFAS 130 “Reporting Comprehensive Income” (ASC Topic 220). Comprehensive income is comprised of net income and all changes to the statements of members’ capital, except those due to investments by members, changes in paid-in capital and distributions to members. Comprehensive income for the three months ended December 31, 2023 and 2022 is included in net loss and foreign currency translation adjustments.

 

Reclassifications

 

Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the three months ended December 31, 2023. There was no impact to net loss as a result of any reclassifications.

 

Property and Equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, which range from three to seven years. Leasehold improvements are amortized over the lesser of the remaining term of the lease or the estimated useful life of the asset. Expenditures for repairs and maintenance are expensed as incurred.

 

Basic and Diluted Earnings Per Share

 

Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of December 31, 2023 and 2022, there are no potentially dilutive shares of common stock.

 

 

Stock-Based Compensation

 

We account for equity-based transactions with employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation – Stock Compensation” (Topic 718), which establishes that equity-based payments to employees and non-employees are recorded at the grant date the fair value of the equity instruments the entity is obligated to issue when the employees and non-employees have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments. Topic 718 also states that observable market prices of identical or similar equity or liability instruments in active markets are the best evidence of fair value and, if available, should be used as the basis for the measurement for equity and liability instruments awarded in these share-based payment transactions. However, if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall be estimated by using a valuation technique or model that complies with the measurement objective, as described in FASB ASC Topic 718.

 

Fair Value of Financial Instruments

 

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

 

Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

 

Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

 

Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data.

 

The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable represent the fair value of such instruments as the notes bear interest rates that are consistent with current market rates.

 

Recently Issued Accounting Pronouncements

 

The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

v3.24.0.1
GOING CONCERN
3 Months Ended
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
GOING CONCERN

NOTE 3 – GOING CONCERN

 

The Company’s unaudited consolidated financial statements as of December 31, 2023, were prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has an accumulated deficit at December 31, 2023 of $2,362,939, had a net loss of $289,350 and $157,232 of cash used in operations for the three months ended December 31, 2023. The Company has not yet established a source of revenue. These factors raise substantial doubt about its ability to continue as a going concern.

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

v3.24.0.1
INTANGIBLE ASSET
3 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
INTANGIBLE ASSET

NOTE 4 – INTANGIBLE ASSET

 

On June 1, 2021, the Company completed the closing of the transactions under the terms of the Asset Purchase Agreement with Andrei Seleznev, Nikolay Alekseev, and Ilia Alekseev (collectively, “Sellers”), dated May 12, 2021, to purchase the assets comprising the Wind Turbine Technology. In exchange for these assets, the Company paid $100,000 in cash, and issued 14,289 shares of its common stock to the Sellers. The shares were valued at $800,000 based on the average of the closing price per share of the Company’s common stock for the 30 trading days prior to the effective date of the agreement. In addition, the Company entered into employment agreements with each Seller to further develop the wind turbine technology and acquired assets. Before this transaction, the Company had no material relationship with any of the Sellers.

 

 

Intangible asset stated at cost, less accumulated amortization consisted of the following:

SCHEDULE OF INTANGIBLE ASSET

 

           
   December 31,
2023
   September 30,
2023
 
Wind Turbine Technology  $900,000   $900,000 
Less: accumulated amortization   (225,000)   (180,000)
Intangible asset, net  $675,000   $720,000 

 

Amortization expense

 

Amortization expense for the three months ended December 31, 2023 and 2022 was $45,000 and $45,000. respectively.

 

v3.24.0.1
PROPERTY AND EQUIPMENT
3 Months Ended
Dec. 31, 2023
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT

NOTE 5 – PROPERTY AND EQUIPMENT

 

Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the various classes of assets as follows between three and five years.

 

Long lived assets, including property and equipment, to be held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Impairment losses are recognized if expected future cash flows of the related assets are less than their carrying values. Measurement of an impairment loss is based on the fair value of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell.

 

Maintenance and repair expenses, as incurred, are charged to expense. Betterments and renewals are capitalized in plant and equipment accounts. Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts with any gain or loss on the disposition included as income.

 

Property and equipment stated at cost, less accumulated depreciation consisted of the following:

SCHEDULE OF PROPERTY AND EQUIPMENT

 

           
   December 31,
2023
   September 30,
2023
 
Property and equipment  $268,909   $208,576 
Less: accumulated depreciation   (33,107)   (29,405)
Property and equipment, net  $235,802   $179,171 

 

Depreciation expense

 

Depreciation expense for the three months ended December 31, 2023 and 2022 was $6,818 and $3,702, respectively.

 

v3.24.0.1
RELATED PARTY TRANSACTIONS
3 Months Ended
Dec. 31, 2023
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

NOTE 6 – RELATED PARTY TRANSACTIONS

 

In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.

 

 

Since March 20, 2016, (inception) through December 31, 2023, Meshal Al Mutawa, the Company’s former president, treasurer and director, and son of Bassam Al-Mutawa, has loaned the Company funds to pay for incorporation costs and operating expenses. The following is summary of the loans as of December 31, 2023.

 

Date   Maturity   Rate   Default Rate   Balance 9/30/2023   Additions   Balance 12/31/2023 
8/30/2021   10/31/2022    8%   16%  $100,000   $   $100,000 
2020   n/a    n/a    n/a   $13,823   $   $13,823 
10/12/2021   10/12/2022    8%   16%  $100,000   $   $100,000 
10/25/2021   10/25/2022    8%   16%  $150,000   $   $150,000 
3/24/2022   3/24/2023    8%   16%  $45,000   $   $45,000 
4/11/2022   4/11/2023    8%   16%  $80,000   $   $80,000 
6/6/2022   6/6/2023    8%   16%  $50,000   $   $50,000 
7/18/2022   7/18/2023    8%   16%  $100,000   $   $100,000 
9/20/2022   9/20/2023    8%   16%  $60,000   $   $60,000 
11/22/2022   11/22/2023    8%   16%  $151,974   $   $151,974 
1/24/2023   1/24/2024    8%   16%  $97,758   $   $97,758 
3/16/2023   3/16/2024    8%   16%  $50,000   $   $50,000 
5/16/2023   5/16/2024    8%   16%  $27,374   $   $27,374 
6/5/2023   6/5/2024    8%   16%  $113,974   $   $113,974 
7/27/2023   7/27/2024    8%   16%  $16,224   $   $16,224 
7/31/2023   7/31/2024    8%   16%  $9,974   $   $9,974 
8/7/2023   8/7/2024    8%   16%  $4,974   $   $4,974 
8/8/2023   8/8/2024    8%   16%  $449,974   $   $449,974 
Balance                 $1,621,049   $   $1,621,049 

 

Total accrued interest on the above notes as of December 31, 2023 and September 30, 2023, is $198,198 and $154,741, respectively.

 

On January 7, 2021, Bassam Al-Mutawa, CEO, loaned the Company $240,000. On January 8, 2021, the Company issued Mr. Al-Mutawa, a Promissory Note in the principal amount of $150,000 (the “Note”) in consideration of cash in the amount of $150,000. The Note accrues interest at the rate of 5% per annum and matures January 8, 2022. As of December 31, 2023, there is $22,584 of interest accrued on this note. In addition to the Note, Mr. Al-Mutawa, has advanced additional funds to the Company. During the three months ended December 31, 2023, the Company made a $25,000 payment to Mr. Bassam. As of December 31, 2023, the Company owes total principal and interest of $436,761 and $22,584, respectively.

 

v3.24.0.1
SUBSEQUENT EVENTS
3 Months Ended
Dec. 31, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 7 – SUBSEQUENT EVENTS

 

Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, from the balance sheet date through the date the financial statements were issued and has determined that no material subsequent events exist.

v3.24.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
3 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

 

The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending September 30, 2024. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2023.

 

Use of Estimates

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles 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 amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates.

 

 

Concentrations of Credit Risk

Concentrations of Credit Risk

 

We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”).

 

Cash Equivalents

Cash Equivalents

 

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents as of December 31, 2023 and September 30, 2023.

 

Principles of Consolidation

Principles of Consolidation

 

The accompanying unaudited consolidated financial statements for the three months ended December 31, 2023 and 2022, include the accounts of the Company and its wholly owned subsidiaries. Zeuus Energy, incorporated on July 27, 2021 in Montenegro is currently the only operating subsidiary. All inter-company balances are eliminated in consolidation.

 

Translation Adjustment

Translation Adjustment

 

For the three months ended December 31, 2023 and 2022, the accounts of the Company’s subsidiary Zeuus Energy, Inc, are maintained in Euros. According to the Codification, all assets and liabilities were translated at the current exchange rate at respective balance sheets dates, members’ capital are translated at the historical rates and income statement items are translated at the average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income in accordance with the Comprehensive Income Topic of the Codification (ASC 220), as a component of members’ capital. Transaction gains and losses are reflected in the income statement.

 

Comprehensive Income

Comprehensive Income

 

The Company uses SFAS 130 “Reporting Comprehensive Income” (ASC Topic 220). Comprehensive income is comprised of net income and all changes to the statements of members’ capital, except those due to investments by members, changes in paid-in capital and distributions to members. Comprehensive income for the three months ended December 31, 2023 and 2022 is included in net loss and foreign currency translation adjustments.

 

Reclassifications

Reclassifications

 

Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the three months ended December 31, 2023. There was no impact to net loss as a result of any reclassifications.

 

Property and Equipment

Property and Equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, which range from three to seven years. Leasehold improvements are amortized over the lesser of the remaining term of the lease or the estimated useful life of the asset. Expenditures for repairs and maintenance are expensed as incurred.

 

Basic and Diluted Earnings Per Share

Basic and Diluted Earnings Per Share

 

Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of December 31, 2023 and 2022, there are no potentially dilutive shares of common stock.

 

 

Stock-Based Compensation

Stock-Based Compensation

 

We account for equity-based transactions with employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation – Stock Compensation” (Topic 718), which establishes that equity-based payments to employees and non-employees are recorded at the grant date the fair value of the equity instruments the entity is obligated to issue when the employees and non-employees have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments. Topic 718 also states that observable market prices of identical or similar equity or liability instruments in active markets are the best evidence of fair value and, if available, should be used as the basis for the measurement for equity and liability instruments awarded in these share-based payment transactions. However, if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall be estimated by using a valuation technique or model that complies with the measurement objective, as described in FASB ASC Topic 718.

 

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

 

Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

 

Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

 

Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data.

 

The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable represent the fair value of such instruments as the notes bear interest rates that are consistent with current market rates.

 

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

 

The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

v3.24.0.1
INTANGIBLE ASSET (Tables)
3 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
SCHEDULE OF INTANGIBLE ASSET

Intangible asset stated at cost, less accumulated amortization consisted of the following:

SCHEDULE OF INTANGIBLE ASSET

 

           
   December 31,
2023
   September 30,
2023
 
Wind Turbine Technology  $900,000   $900,000 
Less: accumulated amortization   (225,000)   (180,000)
Intangible asset, net  $675,000   $720,000 
v3.24.0.1
PROPERTY AND EQUIPMENT (Tables)
3 Months Ended
Dec. 31, 2023
Property, Plant and Equipment [Abstract]  
SCHEDULE OF PROPERTY AND EQUIPMENT

Property and equipment stated at cost, less accumulated depreciation consisted of the following:

SCHEDULE OF PROPERTY AND EQUIPMENT

 

           
   December 31,
2023
   September 30,
2023
 
Property and equipment  $268,909   $208,576 
Less: accumulated depreciation   (33,107)   (29,405)
Property and equipment, net  $235,802   $179,171 
v3.24.0.1
RELATED PARTY TRANSACTIONS (Tables)
3 Months Ended
Dec. 31, 2023
Related Party Transactions [Abstract]  
SCHEDULE OF SUMMARY OF THE LOANS
Date   Maturity   Rate   Default Rate   Balance 9/30/2023   Additions   Balance 12/31/2023 
8/30/2021   10/31/2022    8%   16%  $100,000   $   $100,000 
2020   n/a    n/a    n/a   $13,823   $   $13,823 
10/12/2021   10/12/2022    8%   16%  $100,000   $   $100,000 
10/25/2021   10/25/2022    8%   16%  $150,000   $   $150,000 
3/24/2022   3/24/2023    8%   16%  $45,000   $   $45,000 
4/11/2022   4/11/2023    8%   16%  $80,000   $   $80,000 
6/6/2022   6/6/2023    8%   16%  $50,000   $   $50,000 
7/18/2022   7/18/2023    8%   16%  $100,000   $   $100,000 
9/20/2022   9/20/2023    8%   16%  $60,000   $   $60,000 
11/22/2022   11/22/2023    8%   16%  $151,974   $   $151,974 
1/24/2023   1/24/2024    8%   16%  $97,758   $   $97,758 
3/16/2023   3/16/2024    8%   16%  $50,000   $   $50,000 
5/16/2023   5/16/2024    8%   16%  $27,374   $   $27,374 
6/5/2023   6/5/2024    8%   16%  $113,974   $   $113,974 
7/27/2023   7/27/2024    8%   16%  $16,224   $   $16,224 
7/31/2023   7/31/2024    8%   16%  $9,974   $   $9,974 
8/7/2023   8/7/2024    8%   16%  $4,974   $   $4,974 
8/8/2023   8/8/2024    8%   16%  $449,974   $   $449,974 
Balance                 $1,621,049   $   $1,621,049 
v3.24.0.1
ORGANIZATION AND BUSINESS (Details Narrative) - USD ($)
Aug. 31, 2020
Jun. 11, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Controlling shares purchased, shares 8,000,000 8,000,000
Controlling shares purchased, percent of total outstanding 75.97% 75.97%
Controlling shares purchased, price   $ 270,000
v3.24.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)
Dec. 31, 2023
Sep. 30, 2023
Accounting Policies [Abstract]    
Cash equivalents $ 0 $ 0
v3.24.0.1
GOING CONCERN (Details Narrative) - USD ($)
3 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Accumulated deficit $ 2,362,939   $ 2,073,589
Net loss 289,350 $ 173,772  
Net cash used in operating activities $ 157,232 $ 137,134  
v3.24.0.1
SCHEDULE OF INTANGIBLE ASSET (Details) - USD ($)
Dec. 31, 2023
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
Wind Turbine Technology $ 900,000 $ 900,000
Less: accumulated amortization (225,000) (180,000)
Intangible asset, net $ 675,000 $ 720,000
v3.24.0.1
INTANGIBLE ASSET (Details Narrative) - USD ($)
3 Months Ended
Jun. 01, 2021
Dec. 31, 2023
Dec. 31, 2022
Sep. 30, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Cash   $ 42,327   $ 300,028
Amortization expense   $ 45,000 $ 45,000  
Asset Purchase Agreement [Member] | Sellers [Member]        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Cash $ 100,000      
Asset Purchase Agreement [Member] | Sellers [Member] | Common Stock [Member]        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Number of shares issued 14,289      
Number of shares issued, value $ 800,000      
v3.24.0.1
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($)
Dec. 31, 2023
Sep. 30, 2023
Property, Plant and Equipment [Abstract]    
Property and equipment $ 268,909 $ 208,576
Less: accumulated depreciation (33,107) (29,405)
Property and equipment, net $ 235,802 $ 179,171
v3.24.0.1
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)
3 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Property, Plant and Equipment [Line Items]    
Depreciation expense $ 6,818 $ 3,702
Minimum [Member]    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, estimated useful Life 3 years  
Maximum [Member]    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, estimated useful Life 5 years  
v3.24.0.1
SCHEDULE OF SUMMARY OF THE LOANS (Details) - USD ($)
3 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument face amount $ 1,621,049 $ 1,621,049
Additions of loans  
8/30/2021 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Oct. 31, 2022  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 100,000 100,000
Additions of loans  
2020 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument face amount 13,823 13,823
Additions of loans  
10/12/2021 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Oct. 12, 2022  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 100,000 100,000
Additions of loans  
10/25/2021 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Oct. 25, 2022  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 150,000 150,000
Additions of loans  
3/24/2022 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Mar. 24, 2023  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 45,000 45,000
Additions of loans  
4/11/2022 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Apr. 11, 2023  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 80,000 80,000
Additions of loans  
6/6/2022 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Jun. 06, 2023  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 50,000 50,000
Additions of loans  
7/18/2022 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Jul. 18, 2023  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 100,000 100,000
Additions of loans  
9/20/2022 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Sep. 20, 2023  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 60,000 60,000
Additions of loans  
11/22/2022 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Nov. 22, 2023  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 151,974 151,974
Additions of loans  
1/24/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Jan. 24, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 97,758 97,758
Additions of loans  
3/16/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Mar. 16, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 50,000 50,000
Additions of loans  
5/16/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date May 16, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 27,374 27,374
Additions of loans  
6/5/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Jun. 05, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 113,974 113,974
Additions of loans  
7/27/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Jul. 27, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 16,224 16,224
Additions of loans  
7/31/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Jul. 31, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 9,974 9,974
Additions of loans  
8/7/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Aug. 07, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 4,974 4,974
Additions of loans  
8/8/2023 [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Debt instrument, maturity date Aug. 08, 2024  
Debt instrument, interest rate, effective percentage 8.00%  
Debt instrument, interest rate, stated percentage 16.00%  
Debt instrument face amount $ 449,974 $ 449,974
Additions of loans  
v3.24.0.1
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)
3 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Jan. 08, 2021
Jan. 07, 2021
Related Party Transaction [Line Items]        
Accrued interest $ 198,198 $ 154,741    
Note principal amount 1,621,049 $ 1,621,049    
Bassam Al-Mutawa [Member]        
Related Party Transaction [Line Items]        
Notes payable 436,761   $ 150,000 $ 240,000
Note principal amount     $ 150,000  
Interest rate     5.00%  
Interest accrued note 22,584      
Due to related parties 25,000      
Interest $ 22,584      

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