Stark Focus Group, Inc.

Stark Focus Group, Inc. is a Nevada corporation that was incorporated on July 3, 2018, and historically operated through its wholly owned subsidiary, Common Design Limited, a Hong Kong corporation established on April 10, 2019, which was a start-up wholesale clothing supplier specializing in the supply and trading of niche apparel for distribution to markets worldwide, including dress up, casual and athletic apparel products. On September 9, 2021, the Company divested all 10,000 shares of Common Design Limited for a consideration of Ten Thousand Hong Kong Dollars (HK$10,000.00), thereby exiting the apparel trading business entirely. On July 18, 2022, the Company announced it was entering the Drone / Unmanned Aerial Vehicles market with the launch of a new brand, RevoluDrones, and on July 20, 2022, it purchased 10-month licenses for 4 patents to assist in its drone business. As of December 31, 2025, the Company has generated no revenues from operations, reporting $0 in revenues and $0 in cost of sales for both the years ended December 31, 2025 and 2024 ¹. The Company’s common stock is quoted on the OTC Markets (Pink), and as of the latest practicable date, there were 4 holders of record of its common stock and 9,948,330 shares issued and outstanding ². The Company has not declared or paid any cash dividends since inception and does not intend to pay any cash dividends in the foreseeable future.

The Company’s financial performance for fiscal year 2025 reflects a net loss of $42,124, compared to a net loss of $47,225 for fiscal year 2024 ³. General and administrative expenses totaled $34,659 for 2025, down from $43,158 in the prior year, primarily consisting of legal, accounting, consulting and other professional service fees ⁴. Finance costs increased to $7,465 in 2025 from $4,067 in 2024 ⁵. The Company reported a loss from operations of $34,659 for 2025, compared to a loss from operations of $43,158 for 2024 ⁶. Basic and diluted earnings per share were $(0.00) for both years, with a weighted average number of common shares outstanding of 9,948,330 in each period ⁷.

As of December 31, 2025, the Company held no cash or cash equivalents, with total current assets of $0 and total current liabilities of $81,794, resulting in a working capital deficiency of $81,794, compared to a working capital deficiency of $74,248 as of December 31, 2024 ⁸. Total liabilities stood at $182,812 as of December 31, 2025, up from $140,688 at the end of 2024 ⁹. Stockholders’ deficit was $182,812 as of December 31, 2025, compared to a stockholders’ deficit of $140,688 as of December 31, 2024 ¹⁰. The Company’s accumulated deficit from inception to December 31, 2025 totaled $225,686 ¹¹.

The Company’s operations are funded primarily through the issuance of convertible notes. During the year ended December 31, 2025, net cash provided by financing activities consisted solely of proceeds from convertible notes totaling $27,113, while net cash used in operating activities was $27,113 ¹². For the year ended December 31, 2024, net cash provided by financing activities consisted solely of proceeds from convertible notes totaling $40,758, with net cash used in operating activities of $40,758 ¹³. The Company’s cash balance remained $0 at the end of both fiscal years.

The Company’s business model is currently in a developmental stage with no revenue-generating operations. It has limited operations and is dependent on obtaining additional working capital funding from the sale of equity and/or debt securities to execute its plans and continue operations. The Company’s independent registered public accounting firm has expressed substantial doubt about its ability to continue as a going concern, citing an accumulated deficit of $225,686, a net loss of $42,124, and negative working capital of $81,794 ¹⁴. Management anticipates that the Company will be dependent for the near future on additional investment capital to fund operating expenses and intends to position itself to raise additional funds through the capital markets.

Management’s plan of operation for the next twelve months beginning January 1, 2026 estimates total expenses of approximately $50,000, broken down into $20,000 for professional fees, $15,000 for marketing and business development, and $15,000 for general and administrative expenses ¹⁵. Given the working capital deficit of $81,794 as of December 31, 2025, management acknowledges that the Company will need to raise additional capital to cover its expenses for the twelve-month period beginning January 1, 2026 ¹⁶. The Company intends to continue to rely on equity sales of its common shares and funding from directors and shareholders in order to continue to fund its business operations, though there is no assurance that it will achieve any additional sales of equity securities or arrange for debt or other financing.

The Company has not provided any specific revenue or earnings guidance for future periods, as it generated $0 in revenues for both fiscal years 2025 and 2024. The Company’s growth strategy centers on its entry into the Drone / Unmanned Aerial Vehicles market under the RevoluDrones brand, supported by the purchase of 10-month licenses for 4 patents on July 20, 2022. However, the filing does not disclose any subsequent operational milestones, product launches, or customer contracts related to this initiative. The Company has no other contractual obligations or commitments as of December 31, 2025.

Regarding capital allocation, the Company’s financing activities during fiscal year 2025 consisted solely of $27,113 in proceeds from convertible notes, which bear interest at a rate of 10% per annum, mature on December 31, 2028 unless earlier converted to common stock, and have a conversion price of $0.04 per common stock ¹⁷. The Company also has a demand loan payable to a shareholder of $71,848 that is non-interest bearing and due upon demand, and a promissory note payable to a related party of $18,388 bearing 12% interest with a maturity date of July 17, 2027 ¹⁸. The convertible notes are governed by indentures that do not contain any financial covenants or restrictions on the payment of dividends, the incurrence of senior debt, or the issuance or repurchase of the Company’s securities.

The Company’s margin trajectory is not discussed in the filing, as it has no cost of sales or gross profit figures to report. The Company’s cost structure consists entirely of general and administrative expenses, which decreased from $43,158 in 2024 to $34,659 in 2025, and finance costs, which increased from $4,067 in 2024 to $7,465 in 2025. Management does not provide any forward-looking projections for operating margins or expense ratios.

The most material risk disclosed in the filing is the substantial doubt about the Company’s ability to continue as a going concern, as the Company incurred a cumulative net loss of $225,686 from inception to December 31, 2025, has limited operations, and had a working capital deficiency of $81,794 as of December 31, 2025 ¹⁴. The Company has no cash and cash equivalents as of December 31, 2025, and management does not believe the Company’s current financial position is sufficient to cover expenses for the next twelve months ¹⁹. The Company is dependent on obtaining additional working capital funding from the sale of equity and/or debt securities, and there is no assurance that it will be successful in raising such capital. The Company’s total liabilities of $182,812 as of December 31, 2025 include $71,848 in demand loan payable to a shareholder that is due upon demand, $18,388 in promissory note payable to a related party bearing 12% interest with a maturity date of July 17, 2027, and $82,630 in convertible notes payable bearing 10% interest with a maturity date of December 31, 2028 ⁹. The Company has no revenues and has not been profitable since inception, and it will not be profitable until it is successful in acquiring or doing a business and derives sufficient revenues and cash flows from the business. The Company’s common stock is quoted on the OTC Markets (Pink), which are traditionally smaller companies that do not meet the financial and other listing requirements of a national or regional stock exchange, potentially limiting liquidity and marketability of its shares. Additionally, the Company identified a material weakness in its internal control over financial reporting consisting of inadequate staffing and supervision within the bookkeeping and accounting operations, preventing segregation of duties.

Management’s message to shareholders, as conveyed through the annual report, emphasizes the Company’s transition from its former apparel trading business into the Drone / Unmanned Aerial Vehicles market with the launch of the RevoluDrones brand, though no specific forward-looking guidance ranges for revenue or profitability are provided. The two or three strategic priorities emphasized include: first, the continued reliance on equity sales of common shares and funding from directors and shareholders to fund business operations; second, the intention to position the Company to raise additional funds through the capital markets; and third, the plan to cover estimated expenses of approximately $50,000 for the twelve-month period beginning January 1, 2026 through additional capital raises. Management explicitly states that there is no assurance that the Company will achieve any additional sales of equity securities or arrange for debt or other financing to fund its operations and other activities.