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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 November 30, 2024

 

Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934

 

 

For the transition period from __________ to__________

 

  Commission File Number: 000-55979

 

AB International Group Corp.

(Exact name of registrant as specified in its charter)

 

Nevada 37-1740351

(State or other jurisdiction of incorporation or organization)

 

(IRS Employer Identification No.)

144 Main Street,

Mt. Kisco, NY 10549

(Address of principal executive offices)

 

(914) 202-3108
(Registrant’s telephone number)
_______________________________________________________
(Former name, former address and former fiscal year, if changed since last report)

 

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

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. 

[X] 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 fi les). [X] Yes [ ] No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 Exchange Act). 

[  ] Yes [X] No

 

State the number of shares outstanding for each of the issuer’s classes of common stock, as of the latest practicable date: 2,281,266,321 common shares as of January 13, 2025.  

 

  

 

TABLE OF CONTENTS
    Page

 

PART I – FINANCIAL INFORMATION

 

Item 1: Financial Statements (Unaudited) 3
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations 4
Item 3: Quantitative and Qualitative Disclosures About Market Risk 9
Item 4: Controls and Procedures 9

 

PART II – OTHER INFORMATION

 

Item 1: Legal Proceedings 11
Item 1A: Risk Factors 11
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds 11
Item 3: Defaults Upon Senior Securities 11
Item 4: Mine Safety Disclosures 11
Item 5: Other Information 11
Item 6: Exhibits 11

 

 2 

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

Our unaudited consolidated financial statements included in this Form 10-Q are as follows:

 

F-1 Consolidated Balance Sheets as of November 30, 2024 and August 31, 2024 (unaudited);
F-2 Consolidated Statements of Operations for the three months ended November 30, 2024 and 2023 (unaudited);
F-3 Consolidated Statements of Changes in Stockholders’ Equity for the three months ended November 30, 2024 and 2023 (unaudited);
F-4 Consolidated Statements of Cash Flows for the three months ended November 30, 2024 and 2023 (unaudited); and
F-5 Notes to Consolidated Financial Statements (unaudited)

 

 3 

AB INTERNATIONAL GROUP CORP.

Consolidated Balance Sheets

(Unaudited)

 

   November 30,  August 31,
   2024  2024
       
ASSETS          
Current Assets          
Cash and cash equivalents  $266,726   $64,430 
Accounts receivable   226,211    624,572 
Total Current Assets   492,937    689,002 
           
 Property and equipment, net   3,898    4,375 
 Right of use operating lease assets, net   443,799    494,506 
 Intangible assets, net   296,318    370,924 
 Purchase deposits for intangible assets, non-current   940,123    745,123 
 Security deposit   45,240    45,240 
 TOTAL ASSETS  $2,222,315   $2,349,170 
           
 LIABILITIES AND STOCKHOLDERS’ EQUITY          
 Current Liabilities          
Accounts payable and accrued liabilities  $51,609   $30,945 
Loan from related party   154,361    193,174 
Current portion of obligations under operating leases   248,871    247,266 
Deferred revenue   57,000    57,000 
 Total Current Liabilities   511,841    528,385 
           
 Obligations under operating leases, non-current   298,310    360,883 
 Total Liabilities   810,151    889,268 
           
 Stockholders’ Equity          
Preferred stock, $0.001 par value, 10,000,000 preferred shares authorized;          
Series A preferred stock, 100,000 and 100,000 shares issued and outstanding, as of November 30, 2024 and August 31, 2024, respectively   100    100 
Common stock, $0.001 par value, 10,000,000,000 shares authorized; 2,281,266,321 and 2,281,266,321 shares issued and outstanding, as of November 30, 2024 and August 31, 2024, respectively   2,281,266    2,281,266 
Additional paid-in capital   11,026,501    11,024,203 
Accumulated deficit   (11,895,703)   (11,845,667)
Total Stockholders’ Equity   1,412,164    1,459,902 
 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY  $2,222,315   $2,349,170 

  

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

  

 F-1 

 

AB INTERNATIONAL GROUP CORP.

Consolidated Statements of Operations

(Unaudited) 

                 
   Three Months Ended
   November 30,
   2024  2023
       
REVENUE          
License  $171,000   $57,000 
Copyrights sales   377,200    657,288 
Theatre admissions, advertising and food
and beverage sales
   78,150    87,459 
Total revenue   626,350    801,747 
           
OPERATING COSTS AND EXPENSES          
Amortization expenses   (154,722)   (511,809)
Costs of copyrights sold   (279,884)      
Theatre operating costs   (44,960)   (41,355)
General and administrative expenses   (199,525)   (261,692)
 Related party salary and wages         (15,049)
Total Operating Costs And Expenses   (679,091)   (829,905)
           
Loss From Operations   (52,741)   (28,158)
           
OTHER INCOME          
Interest income         637 
Interest expense – related party   (2,298)   (13,879)
Other income   5,003    85,000 
Total Other Income   2,705    71,758 
           
(Loss) Income Before Income Tax Benefit   (50,036)   43,600 
           
Income tax benefit            
NET (LOSS) INCOME  $(50,036)  $43,600 
           
NET (LOSS) INCOME PER SHARE: BASIC  $0.00   $0.00 
NET (LOSS) INCOME PER SHARE: DILUTED  $0.00   $0.00 
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC   2,281,266,321    1,988,356,325 
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: DILUTED   2,281,266,321    2,008,456,325 

      

 

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

 

 F-2 

 

AB INTERNATIONAL GROUP CORP.

Consolidated Statements of Changes in Stockholders' Equity

(Unaudited)

                                                         
   Common Stock  Preferred Stock         
   Number of Shares  Amount  Number of Shares  Amount  Additional Paid-in Capital  Accumulated Deficit  Total Equity
                      
Balance - August 31, 2023   1,285,283,385   $1,285,283    294,421   $295   $11,993,408   $(12,387,998)   $890,988 
Issuance of restricted common shares to officer for service   225,000,000    225,000                (180,000)          45,000 
Preferred shares series C converted into
common shares
   1,056,681,936    1,056,682    (174,421)   (175)   (1,056,507)             
Imputed Interest                           13,879           13,879 
Net income                                 43,600     43,600 
Balance – November 30, 2023   2,566,965,321   $2,566,965    120,000   $120   $10,770,780   $(12,344,398)   $993,467 
                                    
Balance – August 31, 2024   2,281,266,321   $2,281,266    100,000   $100   $11,024,203   $(11,845,667)  $1,459,902 
Imputed Interest                           2,298          2,298 
Net loss                                 (50,036)   (50,036)
Balance – November 30, 2024   2,281,266,321   $2,281,266    100,000   $100   $11,026,501   $(11,895,703)  $1,412,164 

 

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

 

 F-3 

 

AB INTERNATIONAL GROUP CORP.

Consolidated Statements of Cash Flows

(Unaudited)

                 
   Three Months Ended
   November 30,
   2024  2023
       
CASH FLOWS FROM OPERATING ACTIVITIES          
Net (loss) income  $(50,036)  $43,600 
Adjustments to reconcile net income to net cash generated from operating activities:          
Depreciation of fixed asset   477    1,108 
Amortization of intangible asset   154,722    511,809 
Gain from sales of software in progress         (85,000)
Costs of copyrights sold   279,884       
Imputed interest on officer loan   2,298    13,879 
Non-cash lease expense   (10,261)   8,584 
Changes in operating assets and liabilities:          
Accounts receivable   398,361    (57,000)
Rent security & electricity deposit         (766)
Purchase deposits paid   (195,000)      
Purchase of movie and TV series broadcast right
and copyright
   (360,000)   (695,789)
Accounts payable and accrued liabilities   20,664    223,585 
Net cash provided by (used in) operating activities   241,109    (35,990)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
(Repayment to) loan from related party   (38,813)   179,981 
Net cash (used in) provided by financing activities   (38,813)   179,981 
           
Net increase in cash and cash equivalents   202,296    143,991 
Cash and cash equivalents – beginning of period   64,430    117,096 
Cash and cash equivalents – end of period  $266,726   $261,087 
           
Supplemental Cash Flow Disclosures          
Cash paid for interest  $     $   
Cash paid for income taxes  $     $   
           
Non-Cash Investing and Financing Activities:          
Settlement of accrued CEO salaries with common stock  $     $45,000 
Net off purchase deposit with loan from related parties for sales of software  $     $300,000 

 

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

 

 F-4 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 (Unaudited)

  

NOTE 1 – BASIS OF PRESENTATION

 

The accompanying unaudited consolidated financial statements of AB International Group Corp. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities Exchange Commission. Certain information and footnote disclosures normally included in consolidated financial statements have been omitted pursuant to such rules and regulations. The consolidated balance sheet as of August 31, 2024, is derived from the audited consolidated financial statements at that date but does not include all the information and footnotes required by GAAP. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended August 31, 2024.

 

The unaudited consolidated financial statements as of and for the three months ended November 30, 2024 and 2023, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s financial condition, results of operations and cash flows. The results of operations for the three months ended November 30, 2024 and 2023 are not necessarily indicative of the results to be expected for any other interim period or for the entire year. 

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Principles of Consolidation

 

The financial statements have been prepared on a consolidated basis, with the Company’s wholly owned subsidiary App Board Limited and AB Cinemas NY, Inc. All intercompany balances and transactions have been eliminated in consolidation.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.

 

Accounts Receivable

 

Accounts receivable is presented at invoiced amount net of an allowance for doubtful accounts. The Company maintains an allowance for doubtful accounts for estimated losses. The Company reviews its accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual balances. In evaluating the collectability of individual receivable balances, the Company considers many factors, including the age of the balance, customer’s payment history, its current credit-worthiness and current economic trends. Accounts are written off after efforts at collection prove unsuccessful. No allowance was recorded for the three months ended November 30, 2024 and 2023, respectively.

 

 F-5 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Foreign Currency Transactions

 

The financial risk arises from the fluctuations in foreign exchange rates and the degrees of volatility in these rates. Currently the Company does not use derivative instruments to reduce its exposure to foreign currency risk. Gains and losses from translation of foreign currency into U.S. dollars are included in current results of operations.

 

Prepayments

 

Prepayments primarily consist of payments made to acquire the copyrights and distribution rights of movies and TV shows,  etc. Prepayments are classified as either current or non-current based on the nature and the terms of the respective agreements. These prepayments are unsecured and are reviewed periodically to determine whether their carrying value has become impaired. The allowance is also based on management’s best estimate of specific losses on individual exposures, as well as a provision on historical trends of collections and utilizations. Actual amounts received or utilized may differ from management’s estimate of credit worthiness and the economic environment. Prepayments are written off against the allowances only after exhaustive collection efforts. No allowance was recorded for the three months ended November 30, 2024 and 2023, respectively.

 

Property and Equipment, net

 

Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Leasehold improvement is related to the enhancements paid by the Company to leased offices. Leasehold improvement represents capital expenditures for direct costs of renovation or acquisition and design fees incurred. The amortization of leasehold improvements commences once the renovation is completed and ready for the Company’s intended use. The straight-line depreciation method is used to compute depreciation over the estimated useful lives of the assets, as follows:

 

    Estimated Useful Life
Furniture   7 years
Appliances   5 years
Leasehold improvement   Lesser of useful life and lease term

 

Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments that substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets retired or sold are removed from the respective accounts, and any gain or loss is recognized in the consolidated statements of operations in other income or expenses.

 

Intangible Assets

 

Intangible assets are recorded at the lower of cost or estimated fair value and amortized as follows:

 

  Movie copyrights and broadcast rights: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years
  NFT MMM platform: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years

 

Amortized costs of the intangible asset are recorded as amortization expenses in the consolidated statements of operations.

  

 F-6 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Lease property under operating lease

 

The Company adopted ASU No. 2016-02—Leases (Topic 842) since June 1, 2019, using a modified retrospective transition method permitted under ASU No. 2018-11. This transition approach provides a method for recording existing leases only at the date of adoption and does not require previously reported balances to be adjusted. In addition, the Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to carry forward the historical lease classification. Adoption of the new standard resulted in the recording of additional lease assets and lease liabilities on the consolidated balance sheets. The standard did not materially impact the Company’s consolidated net earnings and cash flows.

 

Impairment of Long-lived asset

 

The Company evaluates its long-lived assets or asset group, including intangible assets with indefinite and finite lives, for impairment. Intangible assets with indefinite lives that are not subject to amortization are tested for impairment at least annually or more frequently if events or changes in circumstances indicate that the assets might be impaired in accordance with ASC 350. Such impairment test compares the fair values of assets with their carrying values with an impairment loss recognized when the carrying values exceed fair values. For long-lived assets and intangible assets with finite lives that are subject to depreciation and amortization are tested for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying amount of an asset or a group of long-lived assets may not be recoverable. When these events occur, the Company evaluates impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the excess of the carrying amount of the asset group over its fair value. Impairment losses are included in the general and administrative expense. There was no impairment loss during the three months ended November 30, 2024 and 2023, respectively.

 

Revenue Recognition

 

The Company adopted ASC Topic 606, “Revenue from Contracts with Customers”, using the modified retrospective approach. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

 

To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company derives its revenues primarily from six sources: (1) selling copyrights of movies or TV shows; (2) licensing NFT MMM platform and providing technical service; (3) movie theater admissions and food and beverage sales; (4) embedded marketing service; (5) advertising services in movie theatre.

 

 F-7 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

 NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Revenue Recognition (continued)

 

Revenue from selling copyrights of movies or TV shows: 

 

The Company recognizes revenue when a master copy of a movie or TV show is delivered, the IP is authorized and transferred to customers. The Company’s contracts with customers are primarily on a fixed-price basis and do not contain cancelable and refund-type provisions.

 

Revenue from licensing NFT MMM platform:

 

The Company derives revenue from NFTMM platform license fees, which includes accessing the NFTMM platform and platform data on both app and website. The Company's contract has a two-year term and is non-cancelable and non-refundable. In accordance with ASC 606, a 'right to access' license is recognized over the license period.

 

Revenue from movie theater admissions and food and beverage sales:

The Company recognizes admissions and food and beverage revenues based on a gross transaction price, which are recorded at a point in time when a film is exhibited to a customer and when a customer takes possession of food and beverage offerings. The Company defers 100% of the revenue associated with the sales of gift cards and exchange tickets until such time as the items are redeemed or estimated income from non-redemption is recorded.

 

Revenue from embedded marketing service:

 

The Company derives revenue from providing the services of embedded marketing through adding advertisement into movies and TV series. The Company recognizes revenue when the advertisement is added to the movies and TV series.

 

Revenue from advertisement:

 

The Company derives revenue from playing the advertisements on the theater screen. The Company recognizes revenue when the advertisements are shown on the theater screen.

 

Contract Assets and Liabilities

 

Payment terms are established on the Company’s pre-established credit requirements based upon an evaluation of customers’ credit quality. Contact assets are recognized for in related accounts receivable. Contract liabilities are recognized for contracts where payment has been received in advance of delivery. The contract liability balance can vary significantly depending on the timing of when an order is placed and when shipment or delivery occurs.

 

 F-8 

 

 AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Revenue Recognition (continued)

 

Contract Assets and Liabilities (continued)

 

As of November 30, 2024 and August 31, 2024, other than deferred revenue and accounts receivable, the Company had no material contract assets, contract liabilities or deferred contract costs recorded on its consolidated balance sheets.

 

Disaggregation of revenue

 

The Company disaggregates its revenue from contracts by revenue streams, as the Company believes it best depicts how the nature, amount, timing and uncertainty of the revenue and cash flows are affected by economic factors.

 

The following table presents sales by revenue streams for the three months ended November 30, 2024 and 2023, respectively:

                 
   Three months ended
   November 30, 2024  November 30, 2023
Copyrights sales  $283,000   $531,800 
Embedded marketing service   94,200    125,488 
NFT licenses   171,000    57,000 
Theatre admissions   49,501    57,824 
Food and beverage sales   23,934    29,635 
Advertisement   4,715       
Total revenue  $626,350   $801,747 

 

Fair Value of Financial Instruments

 

ASC 820, “Fair Value Measurements” (ASC 820) and ASC 825, “Financial Instruments” (ASC 825), requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value:

 

Level 1 – Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

 

Level 2 – Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

 

Level 3 – Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. 

 

 F-9 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) 

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Fair Value of Financial Instruments (continued)

 

ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. 

 

The carrying values of cash, accounts payable, and accrued liabilities approximate fair value due to their short-term nature. The fair values of warrant liabilities and derivative liabilities embedded in convertible notes are determined by level 3 inputs. 

  

No liabilities measured at fair value on a recurring basis as of November 30, 2024 and August 31, 2024.


Basic and Diluted Earnings (Loss) Per Share

 

The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. As of November 30, 2024, the total number of warrants outstanding was 1,993,304,434 (See Note 9). No warrants were included in the diluted earnings per share as they would be anti-dilutive. No preferred stocks were included in the diluted earnings per share as they would be anti-dilutive.

 

Reclassification

 

Certain prior period amounts have been reclassified to conform to the current period presentation.

 

Warrants

 

Warrants are classified as equity and the proceeds from issuing warrants in conjunction with convertible notes are allocated based on the relative fair values of the base instrument of convertible notes and the warrants by following the guidance of ASC 470-20-25-2.

 

Proceeds from the sale of a debt instrument with stock purchase warrants (detachable call options) shall be allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at time of issuance. The portion of the proceeds so allocated to the warrants shall be accounted for as paid-in capital. The remainder of the proceeds shall be allocated to the debt instrument portion of the transaction. This usually results in a discount (or, occasionally, a reduced premium), which shall be accounted for as interest expense under Topic 835 Interest.

 

 F-10 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Income Taxes

 

The Company accounts for current income taxes in accordance with the laws of the relevant tax authorities. Income taxes are accounted for using the asset and liability approach. Under this approach, income tax expense is recognized for the amount of taxes payable or refundable for the current year. Deferred income taxes assets and liabilities are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

 

Share-Based Compensation

 

The Company follows the provisions of ASC 718, “Compensation - Stock Compensation,” which establishes the accounting for employee share-based awards. For employee share-based awards, share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense with graded vesting on a straight-line basis over the requisite service period for the entire award.

 

Recent Accounting Pronouncements 

 

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280)”, which improves the disclosures about a public entity’s reportable segments and address requests from investors for more detailed information about a reportable segment’s expenses. The amendments in this accounting standard update will become effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted. The amendments should be applied to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption.

 

In December 2023, the FASB issued ASU No. 2023-09, “Improvements to Income Tax Disclosures” (Topic 740). The ASU requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income tax paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024. Early adoption is also permitted for annual financial statements that have not yet been issued or made available for issuance. This ASU will likely result in the required additional disclosures being included in the Company’s consolidated financial statements, once adopted.

 

The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, statements of operations and statements of cash flows. 

 

 F-11 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 3 – GOING CONCERN

 

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future.

 

As of November 30, 2024, the Company had an accumulated deficit of approximately $12 million and a working capital deficit of $18,904. For the three months ended November 30, 2024, the Company incurred a net loss of $50,036. These factors, among others, raise substantial doubt regarding the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties.

 

The future operations of the Company depend on its ability to realize forecasted revenues, achieve profitable operations, and depend on whether or not the Company could obtain the continued financial support from its stockholders or external financing. Management believes the existing stockholders will continue to provide the additional cash to meet the Company’s obligations as they become due. The Company also intends to fund operations through cash flow generated from the operations, including the expected ticket sales from Mt. Kisco movie theatre, equity financing, debt borrowings, and additional equity financing from outside investors, to ensure sufficient working capital. However, no assurance can be given that additional financing, if required, would be available on favorable terms or at all. If we are not able to secure additional funding, the implementation of our business plan will be impaired.

 

 Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provide the opportunity for the Company to continue as a going concern.

 

NOTE 4 – PROPERTY AND EQUIPMENT

 

The Company capitalized the renovation cost as leasehold improvement and the cost of furniture and appliances as fixed assets. Leasehold improvement relates to renovation and upgrade of the leased office.

 

The depreciation expense was $477 and $1,108 for the three months ended November 30, 2024 and 2023, respectively.

 

As of November 30, 2024 and August 31, 2024, the balance of property and equipment was as follows:

 

   November 30, 2024 

August 31,

2024

Leasehold improvement  $146,304   $146,304 
Appliances and furniture   25,974    25,974 
Total cost   172,278    172,278 
Accumulated depreciation   (168,380)   (167,903)
Property and equipment, net  $3,898   $4,375 

 

 F-12 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 5 – INTANGIBLE ASSETS

 

As of November 30, 2024 and August 31, 2024, the balance of intangible assets was as follows: 

 

   November 30, 2024  August 31, 2024
Movie copyrights - Love over the world  $853,333   $853,333 
Sitcom copyrights - Chujian   640,000    640,000 
Movie copyrights - A story as a picture   422,400    422,400 
Movie copyrights - Our treasures   936,960    936,960 
Movie broadcast right- On the way   256,000    256,000 
Movie copyrights - Too simple   1,271,265    1,271,265 
Movie copyrights - Confusion   1,024,000    1,024,000 
Movie copyrights - Amazing Data   300,000    300,000 
Movie copyrights - Nice to meet you   300,000    300,000 
Movie copyrights – 6 movies   485,590    506,533 
TV drama copyright - 20 episodes   295,000    295,000 
Movie broadcast rights – 59 movies   2,439,840    2,439,840 
Movie copyrights – Amazing data 2   90,000       
NFT MMM platform   280,000    280,000 
Total cost   9,594,388    9,525,331 
Accumulated amortization   (9,298,070)   (9,154,407)
Intangible assets, net  $296,318   $370,924 

 

The amortization expense for the three months ended November 30, 2024 and 2023 was $154,722 and $511,809, respectively. Estimated future amortization expense is as follows:

 

Twelve months ending November 30,

 

Amortization expense

2025     $ 256,373  
2026       39,945  
Total     $ 296,318  

 

On August 6, 2022, the Company licensed NFT MMM platform to a third party to allow the access of NFT MMM platform and platform data on both app and website for one year starting from August 20, 2022 for a monthly license fee of $60,000. Subsequent to the license renewal on November 1, 2023, the Company would continue licensing the NFT MMM platform to the same third party from November 1, 2023 until October 31, 2025 for a monthly license fee of $57,000. The Company remains the ownership and copyright of the NFT MMM platform, including the APP “NFT MMM” on Google Play, and the website: starestnet.io.  For the three months ended November 30, 2024 and 2023, the Company recognized license revenue of $171,000 and $57,000, respectively.

 

 F-13 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 5 – INTANGIBLE ASSETS (continued)

 

On September 10, 2023, the Company entered into an agreement with All In One Media Ltd to acquire the copyrights for 4 movies at a price of $104,714. These copyrights allow the Company to transfer these movies to other parties outside the mainland China. On November 27, 2023, the Company further acquired mainland China copyrights of these 4 movies from All In One Media Ltd. at price of $378,513.

 

On September 30, 2023, the Company entered into another agreement with All In One Media Ltd to acquire the copy rights and broadcast rights for 2 movies for a price of $212,562. These copyrights allow the Company to broadcast these movies globally.

 

In November 2023, the Company entered into an agreement with Anyone Pictures Limited to sell the Mainland China copyrights of 1 movie for a price of $180,000 and the offline broadcast rights of another movie for a price of $211,800. The granted broadcast rights are globally exclusive, with the exception of Mainland China.

 

On November 21, 2023, the Company entered into an agreement with Capitalive Holdings Limited to sell offline broadcast rights of 1 movie for a price of $140,000. The granted broadcast rights are globally exclusive, with the exception of Mainland China.

 

On September 30, 2024, the Company entered into an agreement with Capitalive Holdings Limited to sell the offline broadcast rights of 2 movies for $55,000. The granted offline broadcast rights are globally exclusive, with the exception of Mainland China.

 

On September 30, 2024, the Company entered into an agreement with All In One Media Ltd to acquire the copyrights and broadcast rights for 1 movie for a price of $360,000. These copyrights allow the Company to broadcast these movies globally.

 

On October 21, 2024, the Company entered into an agreement with Anyone Pictures Limited to sell the broadcast rights of the movie for $228,000. The granted broadcast rights are Mainland China exclusive.

 

NOTE 6 – LEASES

 

In September 2023, the Company entered into a one month lease with a third party for an office space in Hong Kong, incurring a monthly rent of $766. The lease was ceased as of November 30, 2023.

 

On October 21, 2021, the Company signed a lease agreement to lease “the Mt. Kisco Theatre”, a movie theater, for five years plus the free rent period which commences four months from the lease commencement date. The theatre consists of approximately 8,375 square feet, and the total monthly rent is $14,366 for the first two years, and $20,648 for the third year including real estate related taxes and landlord’s insurance. 

 

On January 31, 2024, the end of the first two years of rental period, the landlord agreed to continue to receive $14,366 from February to November 2024. The reduced rental payments are accounted for as a rent concession and recognized in general and administrative expenses.

 

Total lease expense for the three months ended November 30, 2024 and 2023 was $32,839 and $52,449, respectively. All leases are on a fixed payment basis. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

 

 F-14 

 

 AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 6 – LEASES (continued)

 

The following is a schedule of maturities of lease liabilities:

 

Twelve months ending November 30,    
2025     $ 251,748  
2026       256,642  
2027       42,910  
Total future minimum lease payments       551,300  
Less: imputed interest       (4,119 )
Total     $ 547,181  

 

NOTE 7 – PURCHASE DEPOSITS FOR INTANGIBLE ASSETS

 

The balance of purchase deposits for intangible assets which relates to the acquisition of copyrights and broadcast rights for movies and TV dramas and software was as follows:

 

   November 30, 2024 

August 31,

2024

       
Purchase deposit for copyright and broadcast right for movies and series   940,123    745,123 
Total purchase deposits for intangible assets  $940,123   $745,123 

 

On February 23, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of a movie. As of November 30, 2024 and August 31, 2024, the purchase deposit was $300,000 in total.

 

On June 5, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of a TV drama series. As of August 30, 2024, the Company has paid a purchase deposit of $155,123. For the three months ended November 30, 2024, the Company has paid an additional purchase deposit of $155,000. As of November 30, 2024, the purchase deposit was $310,123 in total.

 

On August 13, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of two movies. As of November 30, 2024 and August 30, 2024, the purchase deposit was $290,000 in total.

 

On October 18, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of a TV drama series. As of November 30, 2024, the Company has paid a purchase deposit of $40,000.

 

 F-15 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 8 – RELATED PARTY TRANSACTIONS

 

Loan from related party

 

In support of the Company’s efforts and cash requirements, it may rely on advances from stockholders until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. On June 1, 2023, Chiyuan Deng, the Chief Executive Officer, as the Company stockholder, entered into a line of credit agreement with the Company. Chiyuan Deng agreed to provide a line of credit to the Company for a total amount of no more than $1,500,000, including the previous loan balance of $697,281. The amount under this line of credit is non-interest bearing and due on demand starting from June 1, 2023.

 

For the three months ended November 30, 2024, Chiyuan Deng has further loaned a total of $16,832 for its working capital needs. As of November 30, 2024, the Company has repaid $55,645. The loan is non-interest bearing and due on demand. The Company has recognized an imputed interest at 5% per annum of the balances as of August 31, 2024 and November 30, 2024. As of November 30, 2024 and August 31, 2024, the Company had loan from Chiyuan Deng balance of $154,361 and $193,174, respectively.

 

Accounts payable and accrued liabilities - related party - Youall Perform Services Ltd.

 

Youall Perform Services Ltd is owned by Jianli Deng, the former Chief Financial Officer. In September 2019, the Company entered into an agreement with Youall Perform Services Ltd for two transactions. 1) The Company pays Youall Perform Services Ltd. 10% of the revenue generated from the “Ai Bian Quan Qiu” platform every month to reimburse the valued-added tax, tax surcharges, and foreign transaction fee Youall Perform Services Ltd. has been paying on behalf of the Company. 2) Youall Perform Services Ltd. will provide IT consulting service for “Ai Bian Quan Qiu” platform upgrade and maintenance at a total cost of $128,000, out of which $108,800 has been paid. As there has been no revenue from the “Ai Bian Quan Qiu” platform due to COVID-19 since mid-January, 2020, $108,800 prepayment was expensed as research and development expense in FY2020. In July 2020, the Company changed the service scope of this agreement and turned it into a two-year website maintenance contract to maintain the website ABQQ.TV which was launched on December 29, 2020. The website maintenance service began on January 1, 2021 and ended on December 31, 2022. The contract amount remains at $128,000, out of which $108,800 was previously paid and $19,200 was scheduled to be due on the twenty first month of service term. During the year ended August 31, 2023, the Company made payment of $12,812 with the accounts payable – related party balance to Youall Perform Services Ltd of $6,388 as of August 31, 2023. Chiyuan Deng has repaid $6,388 on behalf of the Company during the year ended August 31, 2024. As of November 30, 2024 and August 31, 2024, the related party balance to Youall Perform Services Ltd was $0

 

 F-16 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 8 – RELATED PARTY TRANSACTIONS (continued) 

 

Accounts payable and accrued liabilities – related party - Zestv Studios Limited

 

On November 28, 2023, the Company sold the software-in-progress of $300,000 to the Developer for $385,000. Zestv Studios Limited collected the payment on behalf of the Company. The payment of $385,000 reduced the loan from related party   as of November 30, 2023. The Company recognized the gain on the sales of software of $85,000 as other income as of November 30, 2023.

   

As of November 30, 2024 and August 31, 2024, the Company had $0 payable to Zestv Studios Limited.

  

Executives’ salaries

 

On September 11, 2020 and May 24, 2022, the Company entered into two amended employment agreements with Chiyuan Deng, the Chief Executive Officer. Pursuant the amended agreements, the Company amended the compensation to Mr. Deng to include a salary of $180,000 annually, a reduction in common stock received under his initial employment agreement, a potential for a bonus in cash or shares, and the issuance of 100,000 shares of Series A Preferred Stock at par value $0.001. Mr. Deng returned 266,667 shares common stock to the Company received under his initial employment agreement. The Chief Executive Officer opted to forgo his salaries effective from October 2023. 

 

During the three months ended November 30, 2024, the Company incurred total compensation of $0 for the Chief Executive Officer. During the three months ended November 30, 2023, the Company incurred total compensation of $15,049 for its Chief Executive Officer.

 

NOTE 9 – STOCKHOLDERS’ EQUITY

 

Common shares

  

The Company had no activities for the three months ended November 30, 2024.

   

The Company had the following activities for the three months ended November 30, 2023: 

 

Issuance of restricted common shares

 

On October 5, 2023, the Board of Directors resolved to issue 225,000,000 shares of the Company’s restricted common stock, par value $0.001 per share, to Chiyuan Deng, the Chief Executive Officer, to pay off his accrued executive salaries of $45,000.

 

Conversion of Series C preferred shares to common shares

 

During the three months ended November 30, 2023, the Company issued a total of 1,056,681,936 common shares as the result of the conversion of total 174,421 Series C preferred shares.

 

As of November 30, 2024 and August 31, 2024, the Company had 2,281,266,321 and 2,281,266,321 common shares issued and outstanding, respectively.

 

 F-17 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 9 – STOCKHOLDERS’ EQUITY (continued)

 

Warrants

 

In consideration for the Common Stock Purchase Agreement signed with Alumni on June 13, 2024, the Company issued to Alumni Capital a Common Stock Purchase Warrant dated June 13, 2024 to purchase 1,943,304,434 shares of Common Stock, representing (50%) of the commitment amount of $5 million, at an exercise price of $0.00129 per share, subject to adjustments, and ending on the 5 years anniversary of the issuance date. The number of shares under the Common Stock Purchase Warrant is subject to adjustment based on the following formula: (i) fifty percent (50%) of the Commitment Amount, less the exercise value of all partial exercises prior to the Exercise Date, divided by (ii) the Exercise Price on the Exercise Date. The exercise price per was calculated by dividing $3,000,000 by the total number of issued and outstanding shares of common stock as of June 13, 2024. The exercise price is subject to change based on a change in the number of our outstanding shares. The aggregated fair value of the warrants was $970,945. The fair value has been estimated using the Black-Scholes pricing model with the following assumptions: market value of underlying common shares of $0.0005; risk free rate of 4.24%; expected term of 5 years; exercise price of $0.0013; volatility of 310.94%; and expected future dividends of $0.

 

Management determined that these warrants meet the requirements for equity classification under ASC 815-40 because they are indexed to its own shares. The warrants were recorded at their fair value on the date of grant as a component of shareholders’ equity. As of November 30, 2024, 1,993,304,434 warrants in connection with two equity financings were outstanding, with weighted average remaining life of 4.49 years.    

 

A summary of the status of the Company’s warrants as of November 30, 2024 and August 31, 2024 is presented below.

 

    Number of warrants
    Original shares issued   Anti-dilution Adjusted
Warrants as of August 31, 2023     50,000,000         
Warrants granted during the year     1,943,304,434          
Warrants as of August 31, 2024     1,993,304,434          
Warrants granted during the three months                
Exercisable as of November 30, 2024     1,993,304,434          

 

 F-18 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 9 – STOCKHOLDERS’ EQUITY (continued)

 

Preferred shares

 

The Company had no activities for the three months ended November 30, 2024.

 

The Company had the following activities for the three months ended November 30, 2023:

 

During the three months ended November 30, 2023, the Company converted a total of 174,421 Series C preferred shares into common shares.

On November 30, 2023, the Board of Directors of the Company resolved to withdraw and subsequently cancelled the Amended Certificate of Designation for the Company’s Series C and Series D Preferred shares.

 

NOTE 10 – INCOME TAXES

 

The Company and its fully owned subsidiary, AB Cinemas NY, Inc, were incorporated in the United States and are subject to a statutory income tax rate at 21%. The Company’s fully owned subsidiary, App Board Limited, was registered in Hong Kong and is subject to a statutory income tax rate at 16.5%.

 

As of November 30, 2024 and August 31, 2024, the components of net deferred tax assets, including a valuation allowance, were as follows:

 

  

November 30,

2024

 

August 31,

2024

Deferred tax asset attributable to:          
Net operating loss carry over  $1,973,831   $1,963,323 
Less: valuation allowance   (1,973,831)   (1,963,323)
Net deferred tax asset  $     $   

 

The valuation allowance for deferred tax assets was $1,973,831 and $ 1,963,323 as of November 30, 2024 and August 31, 2024, respectively. In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of November 30, 2024 and August 31, 2024.

 

 F-19 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

  

NOTE 10 – INCOME TAXES (continued)

 

Reconciliation between the statutory rate and the effective tax rate is as follows for the three months ended November 30, 2024 and 2023, respectively:

                 
    Three months ended
    November 30,
    2024   2023
Federal statutory tax rate     21 %     21 %
Change in valuation allowance     (21 %)     (21 %)
Effective tax rate     0 %     0 %

 

During the three months ended November 30, 2024, the Company and its subsidiaries incurred net losses. As a result, the Company and its subsidiaries did not incur any income tax for the three months ended November 30, 2024.

 

During the three months ended November 30, 2023, the Company and its subsidiaries generated net income. As a result, the Company and its subsidiaries utilized the tax losses for the three months ended November 30, 2023.

  

NOTE 11 – CONCENTRATION RISK

 

Concentration

 

For the three months ended November 30, 2024 and 2023, 64% and 15% of the total revenue were generated from two customers, respectively. For the three months ended November 30, 2023, 49% of the total revenue was generated from one customer.

 

As of November 30, 2024, 76% and 16% of the Company’s accounts receivable balance was receivable from two customers, respectively. As of August 31, 2024, 96% of the Company’s accounts receivable balance was receivable from one customer.

 

Credit risk

 

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash. In the US, the insurance coverage of each bank is $250,000. As of November 30, 2024 and August 31, 2024, cash balance of $266,726 and $64,430, respectively, were maintained at financial institutions in the US. While management believes that these financial institutions are of high credit quality, it also continually monitors their creditworthiness.

 

 F-20 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 12 – COMMITMENTS AND CONTINGENCIES

 

Contingencies

 

From time to time, the Company may be involved in litigation relating to claims arising out of its operations in the normal course of business. There is no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of its operations and there are no proceedings in which any of the Company’s directors, officers, or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

Operating leases 

 

The Company has one lease agreement to rent a movie theatre with third-party vendor as of November 30, 2024. (See Note 6)

 

NOTE 13 – SEGMENT INFORMATION

 

The Company reports information about operating segments in accordance with ASC 280-10, Segment Reporting, which requires financial information to be reported based on the way management organizes segments within a company for making operating decisions and evaluating performance. As the result of business strategic changes, the Company has identified two reportable segments: Copyrights and license (“IP’) segment and cinema segment.

 

The following table presents summary information by segment for the three months ended November 30, 2024 and 2023, respectively.

 

                                             
   IP Segment  Cinema Segment  Total
   Three months ended  Three months ended  Three months ended
   November 30,  November 30,  November 30,
   2024  2023  2024  2023  2024  2023
Revenue  $548,200   $714,288   $78,150   $87,459   $626,350   $801,747
Costs of copyrights sold   279,884                      279,884      
Theatre operating costs               44,960    41,355    44,960    41,355
Depreciation and Amortization   155,199    512,917                155,199    512,917
Interest expense   2,298    13,242                2,298    13,242
Segment assets   1,936,419    2,632,394    285,896    23,969    2,222,315    2,656,363
Segment income (loss)   $1,154   $(16,144)  $(51,190)  $59,744   $(50,036)  $43,600

 

NOTE 14 – SUBSEQUENT EVENTS  

 

In accordance with ASC 855-10, we have analyzed events and transactions that occurred subsequent to November 30, 2024 through the date these financial statements were issued and have determined that we do not have any other material subsequent events to disclose or recognize in these financial statements.

 

 F-21 

 

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

 

Forward-Looking Statements

 

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements.” These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain.

 

Other factors, which could have a material adverse effect on our operations and future prospects on a consolidated basis, include but are not limited to:

 

risks related to failure to obtain adequate financing on a timely basis and on acceptable terms to continue as going concern;
the uncertainty of profitability based upon our history of losses;
legislative or regulatory changes;
risks related to our operations and uncertainties related to our business plan and business strategy;
changes in economic conditions;
uncertainty with respect to intellectual property rights, protecting those rights and claims of infringement of other’s intellectual property;
competition; and
cybersecurity concerns.

 

These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC, including the risks and uncertainties identified under the heading “Risk Factors” in the Company’s most recent Annual Report on Form 10-K.

 

Overview

 

We are an intellectual property (IP) and movie investment and licensing firm, focused on acquisitions and development of various intellectual property, including the acquisition and distribution of movies and TV shows.

 

In addition to licensing and selling rights to movies and TV shows, we are also engaged in licensing our NFT MMM platform and providing technical service; running our physical movie theater in New York; and providing marketing and consulting services in the media industry.

 

On April 22, 2020, we announced the first phase development of our video streaming service. The online service will be marketed and distributed internationally under the brand name ABQQ.tv. Our team sources dramas and films to provide video streaming service on ABQQ.tv. Our video streaming website (www.ABQQ.tv) was officially launched on December 29, 2020, and management has been sourcing dramas and films to provide video streaming service on ABQQ.tv.

 

As of November 30, 2024, we have acquired 74 movie copyrights and broadcast rights and a 75-episode TV drama and sitcom. We plan to continue marketing and promoting ABQQ.tv through Google Ads to acquire additional broadcast rights for movies and TV series and plan to charge subscription fees once we have obtained at least 200 broadcast rights of movies and TV programs.

 

 4 

 

On October 21, 2021, the Company entered into a Lease Agreement (the “Lease”) with Martabano Realty Corp. (the “Landlord”), pursuant to which the Company agreed to lease approximately 8,375 square feet of in what is known as the Mt. Kisco Theatre at 144 Main Street, Mount Kisco, New York. The term of the Lease is five years plus a free rent period. The total monthly rent was $14,366 for the first two years, and $20,648 for the third year including real estate related taxes and landlord’s insurance. The Lease contains customary provisions for real property leases of this type, including provisions allowing the Landlord to terminate the Lease upon a default by the Company.

 

The space was formerly used as a theatre with a total of 5 screens and 466 sets for screening films. The former theatre opened on December 21, 1962 with Hayley Millsin “In Search of the Castaways.” It was a replacement for the town’s other movie theatre that burned down. It was later twinned and further divided into 5 screens. It was operated for years by Lesser Theaters, then bought by Clearview Cinemas. In June, 2013 it was taken over by Bow-Tie Cinemas when they took most Clearview locations. It lasted until March, 2020 when it was closed by the Covid-19 pandemic. It was announced in September 2020 that the closure would be permanent.

 

On May 5, 2022, we incorporated AB Cinemas NY, Inc. in New York, NY, for the purpose of operating the Mt. Kisco Theatre. The theatre started operations in October 2022. We still intend to follow the strategy of having both an online presence and physical locations for movies and other media. We expect to generate increased revenue from our movie theater business line in the coming years.

 

On April 27, 2022, we purchased a unique Non-Fungible Token (“NFT”) movie and music marketplace, named the NFT MMM from Stareastnet Portal Limited, an unrelated party, which included an APP “NFTMMM” on Google Play, and full right to the website: stareastnet.io.

 

NFTs are digital assets with a unique identifier that is stored on a blockchain, and NFTs are tradable rights of digital assets (pictures, music, films, and virtual creations) where ownership is recorded in blockchain smart contracts. On August 6, 2022, the Company licensed NFT MMM platform to a third party to allow access of NFTMM platform and platform data on both our app and website for one year starting from August 20, 2022 to August 19, 2023 for a monthly license fee of $60,000. Pursuant to the agreement, we also charged a one time implementation service and consulting fee of $100,000. Subsequent to the license renewal on November 1, 2023, we continued licensing the NFT MM platform to the same third party from November 1, 2023 until October 31, 2025 for a monthly license fee of $57,000. The Company retained the ownership and copyright of the NFT MMM platform, including the APP “NFT MMM” on Google Play, and the website: stareastnet.io.

 

The information on or accessible through our websites is not part of and is not incorporated by reference into this Quarterly Report on Form 10-Q, and the inclusion of our website addresses in this Quarterly Report on Form 10-Q is only for reference. We were incorporated under the laws of the State of Nevada on July 29, 2013. Our fiscal year end is August 31.

 

Results of Operations

 

Revenues 

 

Our total revenue reported for the three months ended November 30, 2024 and 2023 was $626,350 and $801,747, respectively.

 

The revenue for the three months ended November 30, 2024, was mainly attributable to the license fee received in connection with the licensing of our NFT MMM platform, movie copyrights sales to two third parties, fees charged for embedded marketing service, advertising services as well as the revenue generated from movie tickets and food and beverage sales from our operated movie theatre. On the other hand, for the three months ended November 30, 2023, was mainly attributable to the license fee received in connection with the licensing of our NFT MMM platform, movie copyrights sales to two third parties, fees charged for embedded marketing service as well as the revenue generated from movie tickets and food and beverage sales from our operated movie theatre. The decrease in revenue was mainly due to the decrease in sales of copyrights and broadcast rights during the three months ended November 30, 2024 as compared to the three months ended November 30, 2023.

 

 5 

 

Operation of our movie theatre started in October of 2022. For the three months ended November 30, 2024, we generated total revenue of $78,150, including $49,501 from ticket sales, and $23,934 from food and beverage sales and $4,715 from advertisement. For the three months ended November 30, 2023, we generated total revenue of $87,459, including $57,824 from ticket sales, and $29,635 from food and beverage sales. The decrease in revenue was mainly due to less renowned and popular movies on screen compared to the corresponding period in 2023.

  

We anticipate an increase in revenue in the future by selling movie and TV drama copyrights and broadcast rights, achieving enough customers to start subscriptions for ABQQ.tv and generating movie tickets and related revenues from our Mt. Kisco movie theatre in New York. We also hope to generate more license revenue from our NFT MMM platform.

 

Operating Costs and Expenses 

 

Operating costs and expenses were $679,091 for the three months ended November 30, 2024, as compared to $829,905 for the three months ended November 30, 2023. Our operating costs and expenses for the three months ended November 30, 2024 consisted of theatre operating costs of $44,960, amortization expenses of $154,722, costs of copyrights sold of $279,884 and general and administrative expenses of $199,525. In contrast, our operating costs and expenses for the three months ended November 30, 2023 consisted of theatre operating costs of $41,355, amortization expenses of $511,809, general and administrative expenses of $261,692 and related party salary and wages of $15,049.

 

The theatre operating costs were comparable for the three months ended November 30, 2024 and 2023. The theatre operating costs increased to $44,960 for the three months ended November 30, 2024 from $41,355 for the three months ended November 30, 2023, mainly due to the increase in movie exhibition costs.

 

We experienced a decrease in amortization expenses for the three months ended November 30, 2024 as compared to the corresponding period in 2023, mainly due to more fully amortized intangible assets for the three months ended November 30, 2024.

 

The costs of copyrights sold represented the remaining costs of the 2 globally exclusive offline copyrights , with the exception of mainland China and 1 Mainland China exclusive broadcast rights when they were sold.

 

We experienced a decrease in general and administrative expenses for the three months ended November 30, 2024 as compared to the corresponding period in 2023, mainly as a result of decreased non-related party salaries, lease expenses, and cleaning expenses for the three months ended November 30, 2024 in contrast to the corresponding period in 2023.

 

We experienced a decrease in related party salary and wages for the three months ended November 30, 2024 as compared to corresponding period in 2023. During the three months ended November 30, 2024, the Company incurred total compensation of $nil for the Chief Executive Officer. During the three months ended November 30, 2023, the Company incurred total compensation of $15,049 for Chief Executive Officer.

 

We anticipate our operating expenses will increase as we undertake our plan of operations, including the streamline of costs associated with marketing, personnel, and other general and administrative expenses, along with increased professional fees associated with SEC. These costs may increase our operational costs in fiscal 2025 at various levels of operation.

 

Other Income

 

We had other income of $2,705 for the three months ended November 30, 2024, as compared with other income of $71,758 for the corresponding period in 2023. Our other income for the three months ended November 30, 2024 was the net amount of the other income generated from the advertising agency services and the interest expense – related party. Our other income for the corresponding period in 2023 was the net amount of the other income generated from the sales of software in progress, bank interest income, and the interest expense – related party.

 

 6 

 

Net Loss/ Net Income

 

We incurred a net loss in the amount of $50,036 for the three months ended November 30, 2024, as compared with a net income of $43,600 for the three months ended November 30, 2023.

 

Liquidity and Capital Resources

 

As of November 30, 2024, we had $492,937 in current assets consisting of cash and accounts receivable. Our total current liabilities as of November 30, 2024 were $511,841. As a result, we have a working capital deficit of $18,904 as of November 30, 2024 as compared with $160,617 as of August 31, 2024.

 

Operating activities generated $241,109 in cash for the three months ended November 30, 2024, as compared with $35,990 used in cash for the three months ended November 30, 2023.

 

Our positive operating cash flow for the three months ended November 30, 2024 was mainly the result of our net loss combined with the operating changes in the purchase of movie and TV series broadcast right and copyright, and purchase deposit, offset by the amortization of intangible assets, sales of copyrights, the decrease in accounts receivable, and the increase in accounts payable and accrued liabilities.

 

Our negative operating cash flow for the three months ended November 30, 2023 was mainly the result of cash used in the purchase of movie broadcast right and copyright, offset by our net income combined with the amortization of intangible assets, and the increase in accounts payable.

 

Investing activities was $Nil for the three months ended November 30, 2024 and 2023, respectively.

 

Financing activities used $38,813 for the three months ended November 30, 2024, as compared with $179,981 provided by financing activities for the three months ended November 30, 2023. Our negative financing cash flow for the three months ended November 30, 2024 was due to the settlement of loans due to a related party. Our positive financing cash flow for the three months ended November 30, 2023 was due to the loans from related party.

 

Going Concern

 

Our consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. As of November 30, 2024, the Company had an accumulated deficit of approximately $12 million and a working capital deficit of $18,904. For the three months ended November 30, 2024, the Company incurred a net loss of $50,036. These factors, among others, raise the substantial doubt regarding the Company’s ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties.

 

The future operations of the Company depend on its ability to realize forecasted revenues, achieve profitable operations, and depend on whether or not the Company could obtain the continued financial support from its stockholders or external financing. Management believes the existing stockholders will continue to provide the additional cash to meet the Company’s obligations as they become due. The Company also intends to fund operations through cash flow generated from the operations, including the expected ticket sales from Mt. Kisco movie theatre, equity financing, debt borrowings, and additional equity financing from outside investors, to ensure sufficient working capital. However, no assurance can be given that additional financing, if required, would be available on favorable terms or at all. If we are not able to secure additional funding, the implementation of our business plan will be impaired.

 

Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provides the opportunity for the Company to continue as a going concern.

 

 7 

 

Off Balance Sheet Arrangements

 

As of November 30, 2024, there were no off-balance sheet arrangements.

 

Critical Accounting Policies

 

In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.

 

Our critical accounting policies are disclosed below:

 

Revenue Recognition

 

The Company adopted ASC Topic 606, “Revenue from Contracts with Customers”, using the modified retrospective approach. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

 

To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company derives its revenues primarily from six sources: (1) selling copyrights of movies or TV shows; (2) licensing NFT MMM platform and providing technical service; (3) movie theater admissions and food and beverage sales; (4) embedded marketing service; (5) advertising services in movie theatre.

 

Revenue from selling copyrights of movies or TV shows: 

 

The Company recognizes revenue when master copy of movie or TV show is delivered, the IP is authorized and transferred to customers. The Company’s contracts with customer are primarily on a fixed-price basis and do not contain cancelable and refund-type provisions.

 

Revenue from licensing NFT MMM platform:

 

The Company derives revenue from NFTMM platform license fees, which includes accessing the NFTMM platform and platform data on both app and website. The Company's contract has a two-year term, and is non-cancelable and non-refundable. In accordance with ASC 606, a 'right to access' license is recognized over the license period.

 

Revenue from movie theater admissions and food and beverage sales:

The Company recognizes admissions and food and beverage revenues based on a gross transaction price which are recorded at a point in time when a film is exhibited to a customer and when a customer takes possession of food and beverage offerings. The Company defers 100% of the revenue associated with the sales of gift cards and exchange tickets until such time as the items are redeemed or estimated income from non-redemption is recorded.

 

Revenue from embedded marketing service:

 

The Company derives revenue from providing the services of embedded marketing through adding advertisement into movies and TV series. The Company recognizes revenue when the advertisement is added to the movies and TV series.

 

 8 

 

Revenue from advertisement:

 

The Company derives revenue from playing the advertisements on the theater screen. The Company recognizes revenue when the advertisements are shown on the theater screen.

 

Contract Assets and Liabilities

 

Payment terms are established on the Company’s pre-established credit requirements based upon an evaluation of customers’ credit quality. Contact assets are recognized for in related accounts receivable. Contract liabilities are recognized for contracts where payment has been received in advance of delivery. The contract liability balance can vary significantly depending on the timing of when an order is placed and when shipment or delivery occurs.

 

Disaggregation of revenue

 

The Company disaggregates its revenue from contracts by revenue streams, as the Company believes it best depicts how the nature, amount, timing and uncertainty of the revenue and cash flows are affected by economic factors.

 

Recently Issued Accounting Pronouncements

 

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.

 

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

 

We are a smaller reporting company and are not required to provide the information under this item pursuant to Regulation S-K.

  

Item 4.  Controls and Procedures

 

Disclosure Controls and Procedures

 

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of November 30, 2024. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of November 30, 2024, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

 

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of November 30, 2024, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

 

 9 

 

Remediation Plan to Address the Material Weaknesses in Internal Control over Financial Reporting

 

Our company plans to take steps to enhance and improve the design of our internal controls over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending August 31, 2025: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

 

 Changes in Internal Control over Financial Reporting

 

There were no changes in our internal control over financial reporting during the three months ended November 30, 2024, that have materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.

 

Limitations on the Effectiveness of Internal Controls

 

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error.   Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

 

 10 

 

PART II – OTHER INFORMATION

 

Item 1. Legal Proceedings

 

We are not a party to any material pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

 

Item 1A: Risk Factors

 

Our business faces many risks, a number of which are described in the section captioned “Risk Factors” in our Annual Report for the year ended August 31, 2024, filed with the SEC on November 26, 2024. The risks described may not be the only risks we face. Other risks of which we are not yet aware, or that we currently believe are not material, may also materially and adversely impact our business operations or financial results. If any of the events or circumstances described in the risk factors contained in our Annual Report occur, our business, financial condition or results of operations could be adversely impacted and the value of an investment in our securities could decline. Investors and prospective investors should consider the risks described in our Annual Report, and the information contained in the section captioned “Forward-Looking Statements” and elsewhere in this Quarterly Report before deciding whether to invest in our securities.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds  

 

None.

 

Item 3. Defaults upon Senior Securities

 

None

 

Item 4. Mine Safety Disclosures

 

N/A

 

Item 5. Other Information

 

None

 

Item 6. Exhibits

 

 
Exhibit Number

Description of Exhibit

 

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
31.2 Certification of Chief Financial 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** The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended November 30, 2024 formatted in Extensible Business Reporting Language (XBRL).

  

 11 

 

 SIGNATURES

 

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

 

AB INTERNATIONAL GROUP CORP.

 

 

By: /s/ Chiyuan Deng
  Chief Executive Officer, Chief Financial Officer, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer and Director
  January 14, 2025

 

 12 

 

 

 

 

CERTIFICATIONS

 

I, Chiyuan Deng, certify that;

 

1.   I have reviewed this Quarterly Report on Form 10-Q for the quarter ended November 30, 2024 of AB International Group Corp. (the “registrant”);

 

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.   The registrant’s other certifying officer and I are 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.   The registrant’s other certifying officer and I have disclosed, based on our 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: January 14, 2025

 

/s/ Chiyuan Deng

By: Chiyuan Deng

Title: Chief Executive Officer, Principal Executive Officer

CERTIFICATIONS

 

I, Chiyuan Deng, certify that;

 

1.   I have reviewed this Quarterly Report on Form 10-Q for the quarter ended November 30, 2024 of AB International Group Corp. (the “registrant”);

 

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.   The registrant’s other certifying officer and I are 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.   The registrant’s other certifying officer and I have disclosed, based on our 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: January 14, 2025

 

/s/ Chiyuan Deng

By: Chiyuan Deng

Title: Chief Financial Officer

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

 

In connection with the Quarterly Report of AB Intetnational Group Corp. (the “Company”) on Form 10-Q for the quarter ended November 30, 2024 filed with the Securities and Exchange Commission (the “Report”), I, Chiyuan Deng, Chief Executive Officer and Chief Financial Officer of the Company, 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 Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

 

2.The information contained in the Report fairly presents, in all material respects, the consolidated financial condition of the Company as of the dates presented and the consolidated result of operations of the Company for the periods presented.

 

By: /s/ Chiyuan Deng
Name: Chiyuan Deng
Title: Chief Executive Officer, Chief Financial Officer, Principal Executive Officer
Date: January 14, 2025

 

This certification has been furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

v3.24.4
Cover - shares
3 Months Ended
Nov. 30, 2024
Jan. 13, 2025
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Nov. 30, 2024  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2025  
Current Fiscal Year End Date --08-31  
Entity File Number 000-55979  
Entity Registrant Name AB International Group Corp.  
Entity Central Index Key 0001605331  
Entity Tax Identification Number 37-1740351  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 144 Main Street  
Entity Address, City or Town Mt. Kisco  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 10549  
City Area Code (914)  
Local Phone Number 202-3108  
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   2,281,266,321
v3.24.4
Consolidated Balance Sheets (Unaudited) - USD ($)
Nov. 30, 2024
Aug. 31, 2024
Current Assets    
Cash and cash equivalents $ 266,726 $ 64,430
Accounts receivable 226,211 624,572
Total Current Assets 492,937 689,002
 Property and equipment, net 3,898 4,375
 Right of use operating lease assets, net 443,799 494,506
 Intangible assets, net 296,318 370,924
 Purchase deposits for intangible assets, non-current 940,123 745,123
 Security deposit 45,240 45,240
 TOTAL ASSETS 2,222,315 2,349,170
 Current Liabilities    
Accounts payable and accrued liabilities 51,609 30,945
Loan from related party 154,361 193,174
Current portion of obligations under operating leases 248,871 247,266
Deferred revenue 57,000 57,000
 Total Current Liabilities 511,841 528,385
 Obligations under operating leases, non-current 298,310 360,883
 Total Liabilities 810,151 889,268
 Stockholders’ Equity    
Common stock, $0.001 par value, 10,000,000,000 shares authorized; 2,281,266,321 and 2,281,266,321 shares issued and outstanding, as of November 30, 2024 and August 31, 2024, respectively 2,281,266 2,281,266
Additional paid-in capital 11,026,501 11,024,203
Accumulated deficit (11,895,703) (11,845,667)
Total Stockholders’ Equity 1,412,164 1,459,902
 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY 2,222,315 2,349,170
Preferred Class A [Member]    
 Stockholders’ Equity    
Preferred stock, $0.001 par value, 10,000,000 preferred shares authorized; $ 100 $ 100
v3.24.4
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Nov. 30, 2024
Aug. 31, 2024
Common Stock, Par or Stated Value Per Share   $ 0.001
Common Stock, Shares Authorized 10,000,000,000 10,000,000,000
Common Stock, Shares, Outstanding 2,281,266,321 2,281,266,321
Preferred Class A [Member]    
Preferred Stock, Par or Stated Value Per Share   $ 0.001
Preferred Stock, Shares Authorized   10,000,000
Preferred Stock, Shares Outstanding 100,000 100,000
v3.24.4
Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended
Nov. 30, 2024
Nov. 30, 2023
REVENUE    
License $ 171,000 $ 57,000
Copyrights sales 377,200 657,288
Theatre admissions, advertising and food and beverage sales 78,150 87,459
Total revenue 626,350 801,747
OPERATING COSTS AND EXPENSES    
Amortization expenses (154,722) (511,809)
Costs of copyrights sold (279,884)
Theatre operating costs (44,960) (41,355)
General and administrative expenses (199,525) (261,692)
 Related party salary and wages (15,049)
Total Operating Costs And Expenses (679,091) (829,905)
Loss From Operations (52,741) (28,158)
OTHER INCOME    
Interest income 637
Interest expense – related party (2,298) (13,879)
Other income 5,003 85,000
Total Other Income 2,705 71,758
(Loss) Income Before Income Tax Benefit (50,036) 43,600
Income tax benefit
NET (LOSS) INCOME $ (50,036) $ 43,600
NET (LOSS) INCOME PER SHARE: BASIC $ 0.00 $ 0.00
NET (LOSS) INCOME PER SHARE: DILUTED $ 0.00 $ 0.00
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC 2,281,266,321 1,988,356,325
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: DILUTED 2,281,266,321 2,008,456,325
v3.24.4
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Preferred Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Balance – August 31, 2024 at Aug. 31, 2023 $ 1,285,283 $ 295 $ 11,993,408 $ (12,387,998) $ 890,988
Shares, Issued at Aug. 31, 2023 1,285,283,385 294,421      
Issuance of restricted common shares to officer for service $ 225,000 (180,000) 45,000
Stock Issued During Period, Shares, Issued for Services 225,000,000      
Preferred shares series C converted into common shares $ 1,056,682 $ (175) (1,056,507)
Stock Issued During Period, Shares, Conversion of Convertible Securities 1,056,681,936 (174,421)      
Imputed Interest 13,879 13,879
Imputed interest      
Net loss 43,600 43,600
Balance – November 30, 2024 at Nov. 30, 2023 $ 2,566,965 $ 120 10,770,780 (12,344,398) 993,467
Shares, Issued at Nov. 30, 2023 2,566,965,321 120,000      
Balance – August 31, 2024 at Aug. 31, 2024 $ 2,281,266 $ 100 11,024,203 (11,845,667) 1,459,902
Shares, Issued at Aug. 31, 2024 2,281,266,321 100,000      
Imputed Interest 2,298 2,298
Imputed interest      
Net loss (50,036) (50,036)
Balance – November 30, 2024 at Nov. 30, 2024 $ 2,281,266 $ 100 $ 11,026,501 $ (11,895,703) $ 1,412,164
Shares, Issued at Nov. 30, 2024 2,281,266,321 100,000      
v3.24.4
Consoolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended
Nov. 30, 2024
Nov. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES    
Net (loss) income $ (50,036) $ 43,600
Adjustments to reconcile net income to net cash generated from operating activities:    
Depreciation of fixed asset 477 1,108
Amortization of intangible asset 154,722 511,809
Gain from sales of software in progress (85,000)
Costs of copyrights sold 279,884
Imputed interest on officer loan 2,298 13,879
Non-cash lease expense (10,261) 8,584
Changes in operating assets and liabilities:    
Accounts receivable 398,361 (57,000)
Rent security & electricity deposit (766)
Purchase deposits paid (195,000)
Purchase of movie and TV series broadcast right and copyright (360,000) (695,789)
Accounts payable and accrued liabilities 20,664 223,585
Net cash provided by (used in) operating activities 241,109 (35,990)
CASH FLOWS FROM FINANCING ACTIVITIES    
(Repayment to) loan from related party (38,813) 179,981
Net cash (used in) provided by financing activities (38,813) 179,981
Net increase in cash and cash equivalents 202,296 143,991
Cash and cash equivalents – beginning of period 64,430 117,096
Cash and cash equivalents – end of period 266,726 261,087
Supplemental Cash Flow Disclosures    
Cash paid for interest
Cash paid for income taxes
Non-Cash Investing and Financing Activities:    
Settlement of accrued CEO salaries with common stock 45,000
Net off purchase deposit with loan from related parties for sales of software $ 300,000
v3.24.4
NOTE 1 – BASIS OF PRESENTATION
3 Months Ended
Nov. 30, 2024
Accounting Policies [Abstract]  
NOTE 1 – BASIS OF PRESENTATION

NOTE 1 – BASIS OF PRESENTATION

 

The accompanying unaudited consolidated financial statements of AB International Group Corp. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities Exchange Commission. Certain information and footnote disclosures normally included in consolidated financial statements have been omitted pursuant to such rules and regulations. The consolidated balance sheet as of August 31, 2024, is derived from the audited consolidated financial statements at that date but does not include all the information and footnotes required by GAAP. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended August 31, 2024.

 

The unaudited consolidated financial statements as of and for the three months ended November 30, 2024 and 2023, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s financial condition, results of operations and cash flows. The results of operations for the three months ended November 30, 2024 and 2023 are not necessarily indicative of the results to be expected for any other interim period or for the entire year. 

 

v3.24.4
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Nov. 30, 2024
Accounting Policies [Abstract]  
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Principles of Consolidation

 

The financial statements have been prepared on a consolidated basis, with the Company’s wholly owned subsidiary App Board Limited and AB Cinemas NY, Inc. All intercompany balances and transactions have been eliminated in consolidation.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.

 

Accounts Receivable

 

Accounts receivable is presented at invoiced amount net of an allowance for doubtful accounts. The Company maintains an allowance for doubtful accounts for estimated losses. The Company reviews its accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual balances. In evaluating the collectability of individual receivable balances, the Company considers many factors, including the age of the balance, customer’s payment history, its current credit-worthiness and current economic trends. Accounts are written off after efforts at collection prove unsuccessful. No allowance was recorded for the three months ended November 30, 2024 and 2023, respectively.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Foreign Currency Transactions

 

The financial risk arises from the fluctuations in foreign exchange rates and the degrees of volatility in these rates. Currently the Company does not use derivative instruments to reduce its exposure to foreign currency risk. Gains and losses from translation of foreign currency into U.S. dollars are included in current results of operations.

 

Prepayments

 

Prepayments primarily consist of payments made to acquire the copyrights and distribution rights of movies and TV shows,  etc. Prepayments are classified as either current or non-current based on the nature and the terms of the respective agreements. These prepayments are unsecured and are reviewed periodically to determine whether their carrying value has become impaired. The allowance is also based on management’s best estimate of specific losses on individual exposures, as well as a provision on historical trends of collections and utilizations. Actual amounts received or utilized may differ from management’s estimate of credit worthiness and the economic environment. Prepayments are written off against the allowances only after exhaustive collection efforts. No allowance was recorded for the three months ended November 30, 2024 and 2023, respectively.

 

Property and Equipment, net

 

Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Leasehold improvement is related to the enhancements paid by the Company to leased offices. Leasehold improvement represents capital expenditures for direct costs of renovation or acquisition and design fees incurred. The amortization of leasehold improvements commences once the renovation is completed and ready for the Company’s intended use. The straight-line depreciation method is used to compute depreciation over the estimated useful lives of the assets, as follows:

 

    Estimated Useful Life
Furniture   7 years
Appliances   5 years
Leasehold improvement   Lesser of useful life and lease term

 

Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments that substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets retired or sold are removed from the respective accounts, and any gain or loss is recognized in the consolidated statements of operations in other income or expenses.

 

Intangible Assets

 

Intangible assets are recorded at the lower of cost or estimated fair value and amortized as follows:

 

  Movie copyrights and broadcast rights: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years
  NFT MMM platform: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years

 

Amortized costs of the intangible asset are recorded as amortization expenses in the consolidated statements of operations.

  

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Lease property under operating lease

 

The Company adopted ASU No. 2016-02—Leases (Topic 842) since June 1, 2019, using a modified retrospective transition method permitted under ASU No. 2018-11. This transition approach provides a method for recording existing leases only at the date of adoption and does not require previously reported balances to be adjusted. In addition, the Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to carry forward the historical lease classification. Adoption of the new standard resulted in the recording of additional lease assets and lease liabilities on the consolidated balance sheets. The standard did not materially impact the Company’s consolidated net earnings and cash flows.

 

Impairment of Long-lived asset

 

The Company evaluates its long-lived assets or asset group, including intangible assets with indefinite and finite lives, for impairment. Intangible assets with indefinite lives that are not subject to amortization are tested for impairment at least annually or more frequently if events or changes in circumstances indicate that the assets might be impaired in accordance with ASC 350. Such impairment test compares the fair values of assets with their carrying values with an impairment loss recognized when the carrying values exceed fair values. For long-lived assets and intangible assets with finite lives that are subject to depreciation and amortization are tested for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying amount of an asset or a group of long-lived assets may not be recoverable. When these events occur, the Company evaluates impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the excess of the carrying amount of the asset group over its fair value. Impairment losses are included in the general and administrative expense. There was no impairment loss during the three months ended November 30, 2024 and 2023, respectively.

 

Revenue Recognition

 

The Company adopted ASC Topic 606, “Revenue from Contracts with Customers”, using the modified retrospective approach. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

 

To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company derives its revenues primarily from six sources: (1) selling copyrights of movies or TV shows; (2) licensing NFT MMM platform and providing technical service; (3) movie theater admissions and food and beverage sales; (4) embedded marketing service; (5) advertising services in movie theatre.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

 NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Revenue Recognition (continued)

 

Revenue from selling copyrights of movies or TV shows: 

 

The Company recognizes revenue when a master copy of a movie or TV show is delivered, the IP is authorized and transferred to customers. The Company’s contracts with customers are primarily on a fixed-price basis and do not contain cancelable and refund-type provisions.

 

Revenue from licensing NFT MMM platform:

 

The Company derives revenue from NFTMM platform license fees, which includes accessing the NFTMM platform and platform data on both app and website. The Company's contract has a two-year term and is non-cancelable and non-refundable. In accordance with ASC 606, a 'right to access' license is recognized over the license period.

 

Revenue from movie theater admissions and food and beverage sales:

The Company recognizes admissions and food and beverage revenues based on a gross transaction price, which are recorded at a point in time when a film is exhibited to a customer and when a customer takes possession of food and beverage offerings. The Company defers 100% of the revenue associated with the sales of gift cards and exchange tickets until such time as the items are redeemed or estimated income from non-redemption is recorded.

 

Revenue from embedded marketing service:

 

The Company derives revenue from providing the services of embedded marketing through adding advertisement into movies and TV series. The Company recognizes revenue when the advertisement is added to the movies and TV series.

 

Revenue from advertisement:

 

The Company derives revenue from playing the advertisements on the theater screen. The Company recognizes revenue when the advertisements are shown on the theater screen.

 

Contract Assets and Liabilities

 

Payment terms are established on the Company’s pre-established credit requirements based upon an evaluation of customers’ credit quality. Contact assets are recognized for in related accounts receivable. Contract liabilities are recognized for contracts where payment has been received in advance of delivery. The contract liability balance can vary significantly depending on the timing of when an order is placed and when shipment or delivery occurs.

 

 

 AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Revenue Recognition (continued)

 

Contract Assets and Liabilities (continued)

 

As of November 30, 2024 and August 31, 2024, other than deferred revenue and accounts receivable, the Company had no material contract assets, contract liabilities or deferred contract costs recorded on its consolidated balance sheets.

 

Disaggregation of revenue

 

The Company disaggregates its revenue from contracts by revenue streams, as the Company believes it best depicts how the nature, amount, timing and uncertainty of the revenue and cash flows are affected by economic factors.

 

The following table presents sales by revenue streams for the three months ended November 30, 2024 and 2023, respectively:

                 
   Three months ended
   November 30, 2024  November 30, 2023
Copyrights sales  $283,000   $531,800 
Embedded marketing service   94,200    125,488 
NFT licenses   171,000    57,000 
Theatre admissions   49,501    57,824 
Food and beverage sales   23,934    29,635 
Advertisement   4,715       
Total revenue  $626,350   $801,747 

 

Fair Value of Financial Instruments

 

ASC 820, “Fair Value Measurements” (ASC 820) and ASC 825, “Financial Instruments” (ASC 825), requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value:

 

Level 1 – Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

 

Level 2 – Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

 

Level 3 – Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. 

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) 

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Fair Value of Financial Instruments (continued)

 

ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. 

 

The carrying values of cash, accounts payable, and accrued liabilities approximate fair value due to their short-term nature. The fair values of warrant liabilities and derivative liabilities embedded in convertible notes are determined by level 3 inputs. 

  

No liabilities measured at fair value on a recurring basis as of November 30, 2024 and August 31, 2024.


Basic and Diluted Earnings (Loss) Per Share

 

The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. As of November 30, 2024, the total number of warrants outstanding was 1,993,304,434 (See Note 9). No warrants were included in the diluted earnings per share as they would be anti-dilutive. No preferred stocks were included in the diluted earnings per share as they would be anti-dilutive.

 

Reclassification

 

Certain prior period amounts have been reclassified to conform to the current period presentation.

 

Warrants

 

Warrants are classified as equity and the proceeds from issuing warrants in conjunction with convertible notes are allocated based on the relative fair values of the base instrument of convertible notes and the warrants by following the guidance of ASC 470-20-25-2.

 

Proceeds from the sale of a debt instrument with stock purchase warrants (detachable call options) shall be allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at time of issuance. The portion of the proceeds so allocated to the warrants shall be accounted for as paid-in capital. The remainder of the proceeds shall be allocated to the debt instrument portion of the transaction. This usually results in a discount (or, occasionally, a reduced premium), which shall be accounted for as interest expense under Topic 835 Interest.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Income Taxes

 

The Company accounts for current income taxes in accordance with the laws of the relevant tax authorities. Income taxes are accounted for using the asset and liability approach. Under this approach, income tax expense is recognized for the amount of taxes payable or refundable for the current year. Deferred income taxes assets and liabilities are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

 

Share-Based Compensation

 

The Company follows the provisions of ASC 718, “Compensation - Stock Compensation,” which establishes the accounting for employee share-based awards. For employee share-based awards, share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense with graded vesting on a straight-line basis over the requisite service period for the entire award.

 

Recent Accounting Pronouncements 

 

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280)”, which improves the disclosures about a public entity’s reportable segments and address requests from investors for more detailed information about a reportable segment’s expenses. The amendments in this accounting standard update will become effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted. The amendments should be applied to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption.

 

In December 2023, the FASB issued ASU No. 2023-09, “Improvements to Income Tax Disclosures” (Topic 740). The ASU requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income tax paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024. Early adoption is also permitted for annual financial statements that have not yet been issued or made available for issuance. This ASU will likely result in the required additional disclosures being included in the Company’s consolidated financial statements, once adopted.

 

The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, statements of operations and statements of cash flows. 

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

v3.24.4
NOTE 3 – GOING CONCERN
3 Months Ended
Nov. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
NOTE 3 – GOING CONCERN

NOTE 3 – GOING CONCERN

 

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future.

 

As of November 30, 2024, the Company had an accumulated deficit of approximately $12 million and a working capital deficit of $18,904. For the three months ended November 30, 2024, the Company incurred a net loss of $50,036. These factors, among others, raise substantial doubt regarding the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties.

 

The future operations of the Company depend on its ability to realize forecasted revenues, achieve profitable operations, and depend on whether or not the Company could obtain the continued financial support from its stockholders or external financing. Management believes the existing stockholders will continue to provide the additional cash to meet the Company’s obligations as they become due. The Company also intends to fund operations through cash flow generated from the operations, including the expected ticket sales from Mt. Kisco movie theatre, equity financing, debt borrowings, and additional equity financing from outside investors, to ensure sufficient working capital. However, no assurance can be given that additional financing, if required, would be available on favorable terms or at all. If we are not able to secure additional funding, the implementation of our business plan will be impaired.

 

 Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provide the opportunity for the Company to continue as a going concern.

 

v3.24.4
NOTE 4 – PROPERTY AND EQUIPMENT
3 Months Ended
Nov. 30, 2024
Property, Plant and Equipment [Abstract]  
NOTE 4 – PROPERTY AND EQUIPMENT

NOTE 4 – PROPERTY AND EQUIPMENT

 

The Company capitalized the renovation cost as leasehold improvement and the cost of furniture and appliances as fixed assets. Leasehold improvement relates to renovation and upgrade of the leased office.

 

The depreciation expense was $477 and $1,108 for the three months ended November 30, 2024 and 2023, respectively.

 

As of November 30, 2024 and August 31, 2024, the balance of property and equipment was as follows:

 

   November 30, 2024 

August 31,

2024

Leasehold improvement  $146,304   $146,304 
Appliances and furniture   25,974    25,974 
Total cost   172,278    172,278 
Accumulated depreciation   (168,380)   (167,903)
Property and equipment, net  $3,898   $4,375 

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

v3.24.4
NOTE 5 – INTANGIBLE ASSETS
3 Months Ended
Nov. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
NOTE 5 – INTANGIBLE ASSETS

NOTE 5 – INTANGIBLE ASSETS

 

As of November 30, 2024 and August 31, 2024, the balance of intangible assets was as follows: 

 

   November 30, 2024  August 31, 2024
Movie copyrights - Love over the world  $853,333   $853,333 
Sitcom copyrights - Chujian   640,000    640,000 
Movie copyrights - A story as a picture   422,400    422,400 
Movie copyrights - Our treasures   936,960    936,960 
Movie broadcast right- On the way   256,000    256,000 
Movie copyrights - Too simple   1,271,265    1,271,265 
Movie copyrights - Confusion   1,024,000    1,024,000 
Movie copyrights - Amazing Data   300,000    300,000 
Movie copyrights - Nice to meet you   300,000    300,000 
Movie copyrights – 6 movies   485,590    506,533 
TV drama copyright - 20 episodes   295,000    295,000 
Movie broadcast rights – 59 movies   2,439,840    2,439,840 
Movie copyrights – Amazing data 2   90,000       
NFT MMM platform   280,000    280,000 
Total cost   9,594,388    9,525,331 
Accumulated amortization   (9,298,070)   (9,154,407)
Intangible assets, net  $296,318   $370,924 

 

The amortization expense for the three months ended November 30, 2024 and 2023 was $154,722 and $511,809, respectively. Estimated future amortization expense is as follows:

 

Twelve months ending November 30,

 

Amortization expense

2025     $ 256,373  
2026       39,945  
Total     $ 296,318  

 

On August 6, 2022, the Company licensed NFT MMM platform to a third party to allow the access of NFT MMM platform and platform data on both app and website for one year starting from August 20, 2022 for a monthly license fee of $60,000. Subsequent to the license renewal on November 1, 2023, the Company would continue licensing the NFT MMM platform to the same third party from November 1, 2023 until October 31, 2025 for a monthly license fee of $57,000. The Company remains the ownership and copyright of the NFT MMM platform, including the APP “NFT MMM” on Google Play, and the website: starestnet.io.  For the three months ended November 30, 2024 and 2023, the Company recognized license revenue of $171,000 and $57,000, respectively.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 5 – INTANGIBLE ASSETS (continued)

 

On September 10, 2023, the Company entered into an agreement with All In One Media Ltd to acquire the copyrights for 4 movies at a price of $104,714. These copyrights allow the Company to transfer these movies to other parties outside the mainland China. On November 27, 2023, the Company further acquired mainland China copyrights of these 4 movies from All In One Media Ltd. at price of $378,513.

 

On September 30, 2023, the Company entered into another agreement with All In One Media Ltd to acquire the copy rights and broadcast rights for 2 movies for a price of $212,562. These copyrights allow the Company to broadcast these movies globally.

 

In November 2023, the Company entered into an agreement with Anyone Pictures Limited to sell the Mainland China copyrights of 1 movie for a price of $180,000 and the offline broadcast rights of another movie for a price of $211,800. The granted broadcast rights are globally exclusive, with the exception of Mainland China.

 

On November 21, 2023, the Company entered into an agreement with Capitalive Holdings Limited to sell offline broadcast rights of 1 movie for a price of $140,000. The granted broadcast rights are globally exclusive, with the exception of Mainland China.

 

On September 30, 2024, the Company entered into an agreement with Capitalive Holdings Limited to sell the offline broadcast rights of 2 movies for $55,000. The granted offline broadcast rights are globally exclusive, with the exception of Mainland China.

 

On September 30, 2024, the Company entered into an agreement with All In One Media Ltd to acquire the copyrights and broadcast rights for 1 movie for a price of $360,000. These copyrights allow the Company to broadcast these movies globally.

 

On October 21, 2024, the Company entered into an agreement with Anyone Pictures Limited to sell the broadcast rights of the movie for $228,000. The granted broadcast rights are Mainland China exclusive.

 

v3.24.4
NOTE 6 – LEASES
3 Months Ended
Nov. 30, 2024
Leases [Abstract]  
NOTE 6 – LEASES

NOTE 6 – LEASES

 

In September 2023, the Company entered into a one month lease with a third party for an office space in Hong Kong, incurring a monthly rent of $766. The lease was ceased as of November 30, 2023.

 

On October 21, 2021, the Company signed a lease agreement to lease “the Mt. Kisco Theatre”, a movie theater, for five years plus the free rent period which commences four months from the lease commencement date. The theatre consists of approximately 8,375 square feet, and the total monthly rent is $14,366 for the first two years, and $20,648 for the third year including real estate related taxes and landlord’s insurance. 

 

On January 31, 2024, the end of the first two years of rental period, the landlord agreed to continue to receive $14,366 from February to November 2024. The reduced rental payments are accounted for as a rent concession and recognized in general and administrative expenses.

 

Total lease expense for the three months ended November 30, 2024 and 2023 was $32,839 and $52,449, respectively. All leases are on a fixed payment basis. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

 

 

 AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 6 – LEASES (continued)

 

The following is a schedule of maturities of lease liabilities:

 

Twelve months ending November 30,    
2025     $ 251,748  
2026       256,642  
2027       42,910  
Total future minimum lease payments       551,300  
Less: imputed interest       (4,119 )
Total     $ 547,181  

 

v3.24.4
NOTE 7 – PURCHASE DEPOSITS FOR INTANGIBLE ASSETS
3 Months Ended
Nov. 30, 2024
NOTE 7 – PURCHASE DEPOSITS FOR INTANGIBLE ASSETS

NOTE 7 – PURCHASE DEPOSITS FOR INTANGIBLE ASSETS

 

The balance of purchase deposits for intangible assets which relates to the acquisition of copyrights and broadcast rights for movies and TV dramas and software was as follows:

 

   November 30, 2024 

August 31,

2024

       
Purchase deposit for copyright and broadcast right for movies and series   940,123    745,123 
Total purchase deposits for intangible assets  $940,123   $745,123 

 

On February 23, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of a movie. As of November 30, 2024 and August 31, 2024, the purchase deposit was $300,000 in total.

 

On June 5, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of a TV drama series. As of August 30, 2024, the Company has paid a purchase deposit of $155,123. For the three months ended November 30, 2024, the Company has paid an additional purchase deposit of $155,000. As of November 30, 2024, the purchase deposit was $310,123 in total.

 

On August 13, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of two movies. As of November 30, 2024 and August 30, 2024, the purchase deposit was $290,000 in total.

 

On October 18, 2024, the Company entered into an agreement to acquire the copyright and broadcast right of a TV drama series. As of November 30, 2024, the Company has paid a purchase deposit of $40,000.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

v3.24.4
NOTE 8 – RELATED PARTY TRANSACTIONS
3 Months Ended
Nov. 30, 2024
Related Party Transactions [Abstract]  
NOTE 8 – RELATED PARTY TRANSACTIONS

NOTE 8 – RELATED PARTY TRANSACTIONS

 

Loan from related party

 

In support of the Company’s efforts and cash requirements, it may rely on advances from stockholders until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. On June 1, 2023, Chiyuan Deng, the Chief Executive Officer, as the Company stockholder, entered into a line of credit agreement with the Company. Chiyuan Deng agreed to provide a line of credit to the Company for a total amount of no more than $1,500,000, including the previous loan balance of $697,281. The amount under this line of credit is non-interest bearing and due on demand starting from June 1, 2023.

 

For the three months ended November 30, 2024, Chiyuan Deng has further loaned a total of $16,832 for its working capital needs. As of November 30, 2024, the Company has repaid $55,645. The loan is non-interest bearing and due on demand. The Company has recognized an imputed interest at 5% per annum of the balances as of August 31, 2024 and November 30, 2024. As of November 30, 2024 and August 31, 2024, the Company had loan from Chiyuan Deng balance of $154,361 and $193,174, respectively.

 

Accounts payable and accrued liabilities - related party - Youall Perform Services Ltd.

 

Youall Perform Services Ltd is owned by Jianli Deng, the former Chief Financial Officer. In September 2019, the Company entered into an agreement with Youall Perform Services Ltd for two transactions. 1) The Company pays Youall Perform Services Ltd. 10% of the revenue generated from the “Ai Bian Quan Qiu” platform every month to reimburse the valued-added tax, tax surcharges, and foreign transaction fee Youall Perform Services Ltd. has been paying on behalf of the Company. 2) Youall Perform Services Ltd. will provide IT consulting service for “Ai Bian Quan Qiu” platform upgrade and maintenance at a total cost of $128,000, out of which $108,800 has been paid. As there has been no revenue from the “Ai Bian Quan Qiu” platform due to COVID-19 since mid-January, 2020, $108,800 prepayment was expensed as research and development expense in FY2020. In July 2020, the Company changed the service scope of this agreement and turned it into a two-year website maintenance contract to maintain the website ABQQ.TV which was launched on December 29, 2020. The website maintenance service began on January 1, 2021 and ended on December 31, 2022. The contract amount remains at $128,000, out of which $108,800 was previously paid and $19,200 was scheduled to be due on the twenty first month of service term. During the year ended August 31, 2023, the Company made payment of $12,812 with the accounts payable – related party balance to Youall Perform Services Ltd of $6,388 as of August 31, 2023. Chiyuan Deng has repaid $6,388 on behalf of the Company during the year ended August 31, 2024. As of November 30, 2024 and August 31, 2024, the related party balance to Youall Perform Services Ltd was $0

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 8 – RELATED PARTY TRANSACTIONS (continued) 

 

Accounts payable and accrued liabilities – related party - Zestv Studios Limited

 

On November 28, 2023, the Company sold the software-in-progress of $300,000 to the Developer for $385,000. Zestv Studios Limited collected the payment on behalf of the Company. The payment of $385,000 reduced the loan from related party   as of November 30, 2023. The Company recognized the gain on the sales of software of $85,000 as other income as of November 30, 2023.

   

As of November 30, 2024 and August 31, 2024, the Company had $0 payable to Zestv Studios Limited.

  

Executives’ salaries

 

On September 11, 2020 and May 24, 2022, the Company entered into two amended employment agreements with Chiyuan Deng, the Chief Executive Officer. Pursuant the amended agreements, the Company amended the compensation to Mr. Deng to include a salary of $180,000 annually, a reduction in common stock received under his initial employment agreement, a potential for a bonus in cash or shares, and the issuance of 100,000 shares of Series A Preferred Stock at par value $0.001. Mr. Deng returned 266,667 shares common stock to the Company received under his initial employment agreement. The Chief Executive Officer opted to forgo his salaries effective from October 2023. 

 

During the three months ended November 30, 2024, the Company incurred total compensation of $0 for the Chief Executive Officer. During the three months ended November 30, 2023, the Company incurred total compensation of $15,049 for its Chief Executive Officer.

 

v3.24.4
NOTE 9 – STOCKHOLDERS’ EQUITY
3 Months Ended
Nov. 30, 2024
Equity [Abstract]  
NOTE 9 – STOCKHOLDERS’ EQUITY

NOTE 9 – STOCKHOLDERS’ EQUITY

 

Common shares

  

The Company had no activities for the three months ended November 30, 2024.

   

The Company had the following activities for the three months ended November 30, 2023: 

 

Issuance of restricted common shares

 

On October 5, 2023, the Board of Directors resolved to issue 225,000,000 shares of the Company’s restricted common stock, par value $0.001 per share, to Chiyuan Deng, the Chief Executive Officer, to pay off his accrued executive salaries of $45,000.

 

Conversion of Series C preferred shares to common shares

 

During the three months ended November 30, 2023, the Company issued a total of 1,056,681,936 common shares as the result of the conversion of total 174,421 Series C preferred shares.

 

As of November 30, 2024 and August 31, 2024, the Company had 2,281,266,321 and 2,281,266,321 common shares issued and outstanding, respectively.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 9 – STOCKHOLDERS’ EQUITY (continued)

 

Warrants

 

In consideration for the Common Stock Purchase Agreement signed with Alumni on June 13, 2024, the Company issued to Alumni Capital a Common Stock Purchase Warrant dated June 13, 2024 to purchase 1,943,304,434 shares of Common Stock, representing (50%) of the commitment amount of $5 million, at an exercise price of $0.00129 per share, subject to adjustments, and ending on the 5 years anniversary of the issuance date. The number of shares under the Common Stock Purchase Warrant is subject to adjustment based on the following formula: (i) fifty percent (50%) of the Commitment Amount, less the exercise value of all partial exercises prior to the Exercise Date, divided by (ii) the Exercise Price on the Exercise Date. The exercise price per was calculated by dividing $3,000,000 by the total number of issued and outstanding shares of common stock as of June 13, 2024. The exercise price is subject to change based on a change in the number of our outstanding shares. The aggregated fair value of the warrants was $970,945. The fair value has been estimated using the Black-Scholes pricing model with the following assumptions: market value of underlying common shares of $0.0005; risk free rate of 4.24%; expected term of 5 years; exercise price of $0.0013; volatility of 310.94%; and expected future dividends of $0.

 

Management determined that these warrants meet the requirements for equity classification under ASC 815-40 because they are indexed to its own shares. The warrants were recorded at their fair value on the date of grant as a component of shareholders’ equity. As of November 30, 2024, 1,993,304,434 warrants in connection with two equity financings were outstanding, with weighted average remaining life of 4.49 years.    

 

A summary of the status of the Company’s warrants as of November 30, 2024 and August 31, 2024 is presented below.

 

    Number of warrants
    Original shares issued   Anti-dilution Adjusted
Warrants as of August 31, 2023     50,000,000         
Warrants granted during the year     1,943,304,434          
Warrants as of August 31, 2024     1,993,304,434          
Warrants granted during the three months                
Exercisable as of November 30, 2024     1,993,304,434          

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 9 – STOCKHOLDERS’ EQUITY (continued)

 

Preferred shares

 

The Company had no activities for the three months ended November 30, 2024.

 

The Company had the following activities for the three months ended November 30, 2023:

 

During the three months ended November 30, 2023, the Company converted a total of 174,421 Series C preferred shares into common shares.

On November 30, 2023, the Board of Directors of the Company resolved to withdraw and subsequently cancelled the Amended Certificate of Designation for the Company’s Series C and Series D Preferred shares.

 

v3.24.4
NOTE 10 – INCOME TAXES
3 Months Ended
Nov. 30, 2024
Income Tax Disclosure [Abstract]  
NOTE 10 – INCOME TAXES

NOTE 10 – INCOME TAXES

 

The Company and its fully owned subsidiary, AB Cinemas NY, Inc, were incorporated in the United States and are subject to a statutory income tax rate at 21%. The Company’s fully owned subsidiary, App Board Limited, was registered in Hong Kong and is subject to a statutory income tax rate at 16.5%.

 

As of November 30, 2024 and August 31, 2024, the components of net deferred tax assets, including a valuation allowance, were as follows:

 

  

November 30,

2024

 

August 31,

2024

Deferred tax asset attributable to:          
Net operating loss carry over  $1,973,831   $1,963,323 
Less: valuation allowance   (1,973,831)   (1,963,323)
Net deferred tax asset  $     $   

 

The valuation allowance for deferred tax assets was $1,973,831 and $ 1,963,323 as of November 30, 2024 and August 31, 2024, respectively. In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of November 30, 2024 and August 31, 2024.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

  

NOTE 10 – INCOME TAXES (continued)

 

Reconciliation between the statutory rate and the effective tax rate is as follows for the three months ended November 30, 2024 and 2023, respectively:

                 
    Three months ended
    November 30,
    2024   2023
Federal statutory tax rate     21 %     21 %
Change in valuation allowance     (21 %)     (21 %)
Effective tax rate     0 %     0 %

 

During the three months ended November 30, 2024, the Company and its subsidiaries incurred net losses. As a result, the Company and its subsidiaries did not incur any income tax for the three months ended November 30, 2024.

 

During the three months ended November 30, 2023, the Company and its subsidiaries generated net income. As a result, the Company and its subsidiaries utilized the tax losses for the three months ended November 30, 2023.

  

v3.24.4
NOTE 11 – CONCENTRATION RISK
3 Months Ended
Nov. 30, 2024
Risks and Uncertainties [Abstract]  
NOTE 11 – CONCENTRATION RISK

NOTE 11 – CONCENTRATION RISK

 

Concentration

 

For the three months ended November 30, 2024 and 2023, 64% and 15% of the total revenue were generated from two customers, respectively. For the three months ended November 30, 2023, 49% of the total revenue was generated from one customer.

 

As of November 30, 2024, 76% and 16% of the Company’s accounts receivable balance was receivable from two customers, respectively. As of August 31, 2024, 96% of the Company’s accounts receivable balance was receivable from one customer.

 

Credit risk

 

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash. In the US, the insurance coverage of each bank is $250,000. As of November 30, 2024 and August 31, 2024, cash balance of $266,726 and $64,430, respectively, were maintained at financial institutions in the US. While management believes that these financial institutions are of high credit quality, it also continually monitors their creditworthiness.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

v3.24.4
NOTE 12 – COMMITMENTS AND CONTINGENCIES
3 Months Ended
Nov. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
NOTE 12 – COMMITMENTS AND CONTINGENCIES

NOTE 12 – COMMITMENTS AND CONTINGENCIES

 

Contingencies

 

From time to time, the Company may be involved in litigation relating to claims arising out of its operations in the normal course of business. There is no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of its operations and there are no proceedings in which any of the Company’s directors, officers, or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

Operating leases 

 

The Company has one lease agreement to rent a movie theatre with third-party vendor as of November 30, 2024. (See Note 6)

 

v3.24.4
NOTE 13 – SEGMENT INFORMATION
3 Months Ended
Nov. 30, 2024
Segment Reporting [Abstract]  
NOTE 13 – SEGMENT INFORMATION

NOTE 13 – SEGMENT INFORMATION

 

The Company reports information about operating segments in accordance with ASC 280-10, Segment Reporting, which requires financial information to be reported based on the way management organizes segments within a company for making operating decisions and evaluating performance. As the result of business strategic changes, the Company has identified two reportable segments: Copyrights and license (“IP’) segment and cinema segment.

 

The following table presents summary information by segment for the three months ended November 30, 2024 and 2023, respectively.

 

                                             
   IP Segment  Cinema Segment  Total
   Three months ended  Three months ended  Three months ended
   November 30,  November 30,  November 30,
   2024  2023  2024  2023  2024  2023
Revenue  $548,200   $714,288   $78,150   $87,459   $626,350   $801,747
Costs of copyrights sold   279,884                      279,884      
Theatre operating costs               44,960    41,355    44,960    41,355
Depreciation and Amortization   155,199    512,917                155,199    512,917
Interest expense   2,298    13,242                2,298    13,242
Segment assets   1,936,419    2,632,394    285,896    23,969    2,222,315    2,656,363
Segment income (loss)   $1,154   $(16,144)  $(51,190)  $59,744   $(50,036)  $43,600

 

v3.24.4
NOTE 14 – SUBSEQUENT EVENTS
3 Months Ended
Nov. 30, 2024
Subsequent Events [Abstract]  
NOTE 14 – SUBSEQUENT EVENTS

NOTE 14 – SUBSEQUENT EVENTS  

 

In accordance with ASC 855-10, we have analyzed events and transactions that occurred subsequent to November 30, 2024 through the date these financial statements were issued and have determined that we do not have any other material subsequent events to disclose or recognize in these financial statements.

v3.24.4
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
3 Months Ended
Nov. 30, 2024
Accounting Policies [Abstract]  
Principles of Consolidation

Principles of Consolidation

 

The financial statements have been prepared on a consolidated basis, with the Company’s wholly owned subsidiary App Board Limited and AB Cinemas NY, Inc. All intercompany balances and transactions have been eliminated in consolidation.

 

Use of Estimates

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Cash and Cash Equivalents

Cash and Cash Equivalents

 

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.

 

Accounts Receivable

Accounts Receivable

 

Accounts receivable is presented at invoiced amount net of an allowance for doubtful accounts. The Company maintains an allowance for doubtful accounts for estimated losses. The Company reviews its accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual balances. In evaluating the collectability of individual receivable balances, the Company considers many factors, including the age of the balance, customer’s payment history, its current credit-worthiness and current economic trends. Accounts are written off after efforts at collection prove unsuccessful. No allowance was recorded for the three months ended November 30, 2024 and 2023, respectively.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Foreign Currency Transactions

Foreign Currency Transactions

 

The financial risk arises from the fluctuations in foreign exchange rates and the degrees of volatility in these rates. Currently the Company does not use derivative instruments to reduce its exposure to foreign currency risk. Gains and losses from translation of foreign currency into U.S. dollars are included in current results of operations.

 

Prepayments

Prepayments

 

Prepayments primarily consist of payments made to acquire the copyrights and distribution rights of movies and TV shows,  etc. Prepayments are classified as either current or non-current based on the nature and the terms of the respective agreements. These prepayments are unsecured and are reviewed periodically to determine whether their carrying value has become impaired. The allowance is also based on management’s best estimate of specific losses on individual exposures, as well as a provision on historical trends of collections and utilizations. Actual amounts received or utilized may differ from management’s estimate of credit worthiness and the economic environment. Prepayments are written off against the allowances only after exhaustive collection efforts. No allowance was recorded for the three months ended November 30, 2024 and 2023, respectively.

 

Property and Equipment, net

Property and Equipment, net

 

Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Leasehold improvement is related to the enhancements paid by the Company to leased offices. Leasehold improvement represents capital expenditures for direct costs of renovation or acquisition and design fees incurred. The amortization of leasehold improvements commences once the renovation is completed and ready for the Company’s intended use. The straight-line depreciation method is used to compute depreciation over the estimated useful lives of the assets, as follows:

 

    Estimated Useful Life
Furniture   7 years
Appliances   5 years
Leasehold improvement   Lesser of useful life and lease term

 

Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments that substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets retired or sold are removed from the respective accounts, and any gain or loss is recognized in the consolidated statements of operations in other income or expenses.

 

Intangible Assets

Intangible Assets

 

Intangible assets are recorded at the lower of cost or estimated fair value and amortized as follows:

 

  Movie copyrights and broadcast rights: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years
  NFT MMM platform: straight-line method over the estimated life of the asset, which has been determined by management to be 2 years

 

Amortized costs of the intangible asset are recorded as amortization expenses in the consolidated statements of operations.

  

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Lease property under operating lease

Lease property under operating lease

 

The Company adopted ASU No. 2016-02—Leases (Topic 842) since June 1, 2019, using a modified retrospective transition method permitted under ASU No. 2018-11. This transition approach provides a method for recording existing leases only at the date of adoption and does not require previously reported balances to be adjusted. In addition, the Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to carry forward the historical lease classification. Adoption of the new standard resulted in the recording of additional lease assets and lease liabilities on the consolidated balance sheets. The standard did not materially impact the Company’s consolidated net earnings and cash flows.

 

Impairment of Long-lived asset

Impairment of Long-lived asset

 

The Company evaluates its long-lived assets or asset group, including intangible assets with indefinite and finite lives, for impairment. Intangible assets with indefinite lives that are not subject to amortization are tested for impairment at least annually or more frequently if events or changes in circumstances indicate that the assets might be impaired in accordance with ASC 350. Such impairment test compares the fair values of assets with their carrying values with an impairment loss recognized when the carrying values exceed fair values. For long-lived assets and intangible assets with finite lives that are subject to depreciation and amortization are tested for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying amount of an asset or a group of long-lived assets may not be recoverable. When these events occur, the Company evaluates impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the excess of the carrying amount of the asset group over its fair value. Impairment losses are included in the general and administrative expense. There was no impairment loss during the three months ended November 30, 2024 and 2023, respectively.

 

Revenue Recognition

Revenue Recognition

 

The Company adopted ASC Topic 606, “Revenue from Contracts with Customers”, using the modified retrospective approach. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

 

To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company derives its revenues primarily from six sources: (1) selling copyrights of movies or TV shows; (2) licensing NFT MMM platform and providing technical service; (3) movie theater admissions and food and beverage sales; (4) embedded marketing service; (5) advertising services in movie theatre.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

 NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Revenue Recognition (continued)

 

Revenue from selling copyrights of movies or TV shows: 

 

The Company recognizes revenue when a master copy of a movie or TV show is delivered, the IP is authorized and transferred to customers. The Company’s contracts with customers are primarily on a fixed-price basis and do not contain cancelable and refund-type provisions.

 

Revenue from licensing NFT MMM platform:

 

The Company derives revenue from NFTMM platform license fees, which includes accessing the NFTMM platform and platform data on both app and website. The Company's contract has a two-year term and is non-cancelable and non-refundable. In accordance with ASC 606, a 'right to access' license is recognized over the license period.

 

Revenue from movie theater admissions and food and beverage sales:

The Company recognizes admissions and food and beverage revenues based on a gross transaction price, which are recorded at a point in time when a film is exhibited to a customer and when a customer takes possession of food and beverage offerings. The Company defers 100% of the revenue associated with the sales of gift cards and exchange tickets until such time as the items are redeemed or estimated income from non-redemption is recorded.

 

Revenue from embedded marketing service:

 

The Company derives revenue from providing the services of embedded marketing through adding advertisement into movies and TV series. The Company recognizes revenue when the advertisement is added to the movies and TV series.

 

Revenue from advertisement:

 

The Company derives revenue from playing the advertisements on the theater screen. The Company recognizes revenue when the advertisements are shown on the theater screen.

 

Contract Assets and Liabilities

 

Payment terms are established on the Company’s pre-established credit requirements based upon an evaluation of customers’ credit quality. Contact assets are recognized for in related accounts receivable. Contract liabilities are recognized for contracts where payment has been received in advance of delivery. The contract liability balance can vary significantly depending on the timing of when an order is placed and when shipment or delivery occurs.

 

 

 AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Revenue Recognition (continued)

 

Contract Assets and Liabilities (continued)

 

As of November 30, 2024 and August 31, 2024, other than deferred revenue and accounts receivable, the Company had no material contract assets, contract liabilities or deferred contract costs recorded on its consolidated balance sheets.

 

Disaggregation of revenue

 

The Company disaggregates its revenue from contracts by revenue streams, as the Company believes it best depicts how the nature, amount, timing and uncertainty of the revenue and cash flows are affected by economic factors.

 

The following table presents sales by revenue streams for the three months ended November 30, 2024 and 2023, respectively:

                 
   Three months ended
   November 30, 2024  November 30, 2023
Copyrights sales  $283,000   $531,800 
Embedded marketing service   94,200    125,488 
NFT licenses   171,000    57,000 
Theatre admissions   49,501    57,824 
Food and beverage sales   23,934    29,635 
Advertisement   4,715       
Total revenue  $626,350   $801,747 

 

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 

ASC 820, “Fair Value Measurements” (ASC 820) and ASC 825, “Financial Instruments” (ASC 825), requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value:

 

Level 1 – Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

 

Level 2 – Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

 

Level 3 – Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. 

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) 

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Fair Value of Financial Instruments (continued)

 

ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. 

 

The carrying values of cash, accounts payable, and accrued liabilities approximate fair value due to their short-term nature. The fair values of warrant liabilities and derivative liabilities embedded in convertible notes are determined by level 3 inputs. 

  

No liabilities measured at fair value on a recurring basis as of November 30, 2024 and August 31, 2024.


Basic and Diluted Earnings (Loss) Per Share

Basic and Diluted Earnings (Loss) Per Share

 

The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. As of November 30, 2024, the total number of warrants outstanding was 1,993,304,434 (See Note 9). No warrants were included in the diluted earnings per share as they would be anti-dilutive. No preferred stocks were included in the diluted earnings per share as they would be anti-dilutive.

 

Reclassification

Reclassification

 

Certain prior period amounts have been reclassified to conform to the current period presentation.

 

Warrants

Warrants

 

Warrants are classified as equity and the proceeds from issuing warrants in conjunction with convertible notes are allocated based on the relative fair values of the base instrument of convertible notes and the warrants by following the guidance of ASC 470-20-25-2.

 

Proceeds from the sale of a debt instrument with stock purchase warrants (detachable call options) shall be allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at time of issuance. The portion of the proceeds so allocated to the warrants shall be accounted for as paid-in capital. The remainder of the proceeds shall be allocated to the debt instrument portion of the transaction. This usually results in a discount (or, occasionally, a reduced premium), which shall be accounted for as interest expense under Topic 835 Interest.

 

 

AB INTERNATIONAL GROUP CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Income Taxes

Income Taxes

 

The Company accounts for current income taxes in accordance with the laws of the relevant tax authorities. Income taxes are accounted for using the asset and liability approach. Under this approach, income tax expense is recognized for the amount of taxes payable or refundable for the current year. Deferred income taxes assets and liabilities are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

 

Share-Based Compensation

Share-Based Compensation

 

The Company follows the provisions of ASC 718, “Compensation - Stock Compensation,” which establishes the accounting for employee share-based awards. For employee share-based awards, share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense with graded vesting on a straight-line basis over the requisite service period for the entire award.

 

Recent Accounting Pronouncements

Recent Accounting Pronouncements 

 

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280)”, which improves the disclosures about a public entity’s reportable segments and address requests from investors for more detailed information about a reportable segment’s expenses. The amendments in this accounting standard update will become effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted. The amendments should be applied to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption.

 

In December 2023, the FASB issued ASU No. 2023-09, “Improvements to Income Tax Disclosures” (Topic 740). The ASU requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income tax paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024. Early adoption is also permitted for annual financial statements that have not yet been issued or made available for issuance. This ASU will likely result in the required additional disclosures being included in the Company’s consolidated financial statements, once adopted.

 

The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, statements of operations and statements of cash flows. 

v3.24.4
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
3 Months Ended
Nov. 30, 2024
Accounting Policies [Abstract]  
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Life
    Estimated Useful Life
Furniture   7 years
Appliances   5 years
Leasehold improvement   Lesser of useful life and lease term
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Sales by Revenue Streams
                 
   Three months ended
   November 30, 2024  November 30, 2023
Copyrights sales  $283,000   $531,800 
Embedded marketing service   94,200    125,488 
NFT licenses   171,000    57,000 
Theatre admissions   49,501    57,824 
Food and beverage sales   23,934    29,635 
Advertisement   4,715       
Total revenue  $626,350   $801,747 
v3.24.4
NOTE 4 – PROPERTY AND EQUIPMENT (Tables)
3 Months Ended
Nov. 30, 2024
Property, Plant and Equipment [Abstract]  
NOTE 4 - PROPERTY AND EQUIPMENT - Leasehold Improvement
   November 30, 2024 

August 31,

2024

Leasehold improvement  $146,304   $146,304 
Appliances and furniture   25,974    25,974 
Total cost   172,278    172,278 
Accumulated depreciation   (168,380)   (167,903)
Property and equipment, net  $3,898   $4,375 
v3.24.4
NOTE 5 – INTANGIBLE ASSETS (Tables)
3 Months Ended
Nov. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
NOTE 5 - INTANGIBLE ASSETS
   November 30, 2024  August 31, 2024
Movie copyrights - Love over the world  $853,333   $853,333 
Sitcom copyrights - Chujian   640,000    640,000 
Movie copyrights - A story as a picture   422,400    422,400 
Movie copyrights - Our treasures   936,960    936,960 
Movie broadcast right- On the way   256,000    256,000 
Movie copyrights - Too simple   1,271,265    1,271,265 
Movie copyrights - Confusion   1,024,000    1,024,000 
Movie copyrights - Amazing Data   300,000    300,000 
Movie copyrights - Nice to meet you   300,000    300,000 
Movie copyrights – 6 movies   485,590    506,533 
TV drama copyright - 20 episodes   295,000    295,000 
Movie broadcast rights – 59 movies   2,439,840    2,439,840 
Movie copyrights – Amazing data 2   90,000       
NFT MMM platform   280,000    280,000 
Total cost   9,594,388    9,525,331 
Accumulated amortization   (9,298,070)   (9,154,407)
Intangible assets, net  $296,318   $370,924 
NOTE 5 - INTANGIBLE ASSETS - Estimated Amortization Expense

Twelve months ending November 30,

 

Amortization expense

2025     $ 256,373  
2026       39,945  
Total     $ 296,318  
v3.24.4
NOTE 6 – LEASES (Tables)
3 Months Ended
Nov. 30, 2024
Leases [Abstract]  
NOTE 6 - LEASES - Future Lease Payments
Twelve months ending November 30,    
2025     $ 251,748  
2026       256,642  
2027       42,910  
Total future minimum lease payments       551,300  
Less: imputed interest       (4,119 )
Total     $ 547,181  
v3.24.4
NOTE 7 – PURCHASE DEPOSITS FOR INTANGIBLE ASSETS (Tables)
3 Months Ended
Nov. 30, 2024
NOTE 7 - PURCHASE DEPOSITS FOR INTANGIBLE ASSETS - Movie Copyrights and Broadcast Rights Pre-Payments
   November 30, 2024 

August 31,

2024

       
Purchase deposit for copyright and broadcast right for movies and series   940,123    745,123 
Total purchase deposits for intangible assets  $940,123   $745,123 
v3.24.4
NOTE 9 – STOCKHOLDERS’ EQUITY (Tables)
3 Months Ended
Nov. 30, 2024
Equity [Abstract]  
NOTE 9 - STOCKHOLDERS' EQUITY - A Summary of Warrant Activity
    Number of warrants
    Original shares issued   Anti-dilution Adjusted
Warrants as of August 31, 2023     50,000,000         
Warrants granted during the year     1,943,304,434          
Warrants as of August 31, 2024     1,993,304,434          
Warrants granted during the three months                
Exercisable as of November 30, 2024     1,993,304,434          
v3.24.4
NOTE 10 – INCOME TAXES (Tables)
3 Months Ended
Nov. 30, 2024
Income Tax Disclosure [Abstract]  
NOTE 10 - INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities
  

November 30,

2024

 

August 31,

2024

Deferred tax asset attributable to:          
Net operating loss carry over  $1,973,831   $1,963,323 
Less: valuation allowance   (1,973,831)   (1,963,323)
Net deferred tax asset  $     $   
NOTE 11 - INCOME TAXES - Schedule of Effective Income Tax Rate Reconciliation
                 
    Three months ended
    November 30,
    2024   2023
Federal statutory tax rate     21 %     21 %
Change in valuation allowance     (21 %)     (21 %)
Effective tax rate     0 %     0 %
v3.24.4
NOTE 13 – SEGMENT INFORMATION (Tables)
3 Months Ended
Nov. 30, 2024
Segment Reporting [Abstract]  
NOTE 13 – SEGMENT INFORMATION - Summary of Information by Segment

 

                                             
   IP Segment  Cinema Segment  Total
   Three months ended  Three months ended  Three months ended
   November 30,  November 30,  November 30,
   2024  2023  2024  2023  2024  2023
Revenue  $548,200   $714,288   $78,150   $87,459   $626,350   $801,747
Costs of copyrights sold   279,884                      279,884      
Theatre operating costs               44,960    41,355    44,960    41,355
Depreciation and Amortization   155,199    512,917                155,199    512,917
Interest expense   2,298    13,242                2,298    13,242
Segment assets   1,936,419    2,632,394    285,896    23,969    2,222,315    2,656,363
Segment income (loss)   $1,154   $(16,144)  $(51,190)  $59,744   $(50,036)  $43,600
v3.24.4
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Life (Details)
3 Months Ended
Nov. 30, 2024
Total Cost  
Finite-Lived Intangible Assets [Line Items]  
Property, Plant and Equipment, Useful Life 7 years
Appliances [Member]  
Finite-Lived Intangible Assets [Line Items]  
Property, Plant and Equipment, Useful Life 5 years
Copyrights [Member]  
Finite-Lived Intangible Assets [Line Items]  
Finite-Lived Intangible Assets, Amortization Method straight-line method over the estimated life of the asset,
Finite-Lived Intangible Asset, Useful Life 2 years
N F T Platform [Member]  
Finite-Lived Intangible Assets [Line Items]  
Finite-Lived Intangible Assets, Amortization Method straight-line method over the estimated life of the asset
Finite-Lived Intangible Asset, Useful Life 2 years
v3.24.4
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Sales by Revenue Streams (Details) - USD ($)
3 Months Ended
Nov. 30, 2024
May 31, 2024
Nov. 30, 2023
May 31, 2023
Disaggregation of Revenue [Line Items]        
Revenue from Contract with Customer, Including Assessed Tax $ 377,200   $ 657,288  
Revenue Not from Contract with Customer 78,150   87,459  
Total revenue $ 626,350 $ 626,350 $ 801,747 $ 801,747
Copyright Sales [Member]        
Disaggregation of Revenue [Line Items]        
Revenue from Contract with Customer, Including Assessed Tax   283,000   531,800
Embedded Marketing Services [Member]        
Disaggregation of Revenue [Line Items]        
Revenue from Contract with Customer, Including Assessed Tax   94,200   125,488
N F T Licenses [Member]        
Disaggregation of Revenue [Line Items]        
Revenue from Contract with Customer, Including Assessed Tax   171,000   57,000
Theatre Admissions [Member]        
Disaggregation of Revenue [Line Items]        
Revenue Not from Contract with Customer   49,501   57,824
Food And Beverage Sales [Member]        
Disaggregation of Revenue [Line Items]        
Revenue Not from Contract with Customer   23,934   29,635
Advertising [Member]        
Disaggregation of Revenue [Line Items]        
Revenue Not from Contract with Customer   $ 4,715  
v3.24.4
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)
Nov. 30, 2024
Aug. 31, 2024
Nov. 30, 2023
Accounting Policies [Abstract]      
Allowance for Doubtful Accounts, Premiums and Other Receivables $ 0   $ 0
Contract with Customer, Asset, after Allowance for Credit Loss 0 $ 0  
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value 0 $ 0  
Warrants and Rights Outstanding $ 1,993,304,434    
v3.24.4
NOTE 3 – GOING CONCERN (Details Narrative)
$ in Millions
3 Months Ended
Nov. 30, 2024
USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
[custom:RetainedEarningsAccumulatedDeficitEstimated-0] $ 12.0
Banking Regulation, Total Capital, Actual 18,904.0
[custom:NetIncomeLossEstimated] $ 50,036.0
v3.24.4
NOTE 4 - PROPERTY AND EQUIPMENT - Leasehold Improvement (Details) - USD ($)
Nov. 30, 2024
Aug. 31, 2024
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Net $ 3,898 $ 4,375
Renovation Costs [Member]    
Property, Plant and Equipment [Line Items]    
Leasehold Improvements, Gross 146,304 146,304
Furniture and Fixtures, Gross 25,974 25,974
Property, Plant, and Equipment, Owned, Gross 172,278 172,278
Property, Plant, and Equipment, Lessor Asset under Operating Lease, Accumulated Depreciation 168,380 167,903
Property, Plant and Equipment, Net $ 3,898 $ 4,375
v3.24.4
NOTE 4 – PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)
3 Months Ended
Nov. 30, 2024
Nov. 30, 2023
Property, Plant and Equipment [Abstract]    
Depreciation $ 477 $ 1,108
v3.24.4
NOTE 5 - INTANGIBLE ASSETS (Details) - USD ($)
Nov. 30, 2024
Aug. 31, 2024
Finite-Lived Intangible Assets [Line Items]    
Total cost $ 9,594,388 $ 9,525,331
Accumulated amortization 9,298,070 9,154,407
Intangible assets, net 296,318 370,924
Movie Copyright Love Over World [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 853,333 853,333
Movie Copyright Chujian [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 640,000 640,000
Movie Copyright A Story Of A Picture [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 422,400 422,400
Movie Copyright Our Treasures [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 936,960 936,960
Movie Copyright On The Way [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 256,000 256,000
Movie Copyright Too Simple [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 1,271,265 1,271,265
Movie Copyright Confusion [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 1,024,000 1,024,000
Movie Copyright Amazing Data [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 300,000 300,000
Movie Copyright Nice To Meet You [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 300,000 300,000
Movie Copyright Six Movies [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 485,590 506,533
Movie Copyright T V Drama [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 295,000 295,000
Broadcast 59 Movies [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 2,439,840 2,439,840
Movie Copyright Amazing Data 2 [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross 90,000
N F T Platform [Member]    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Gross $ 280,000 $ 280,000
v3.24.4
NOTE 5 - INTANGIBLE ASSETS - Estimated Amortization Expense (Details)
Nov. 30, 2024
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
Finite-Lived Intangible Assets, Amortization Expense, Next Rolling 12 Months $ 256,373
Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Two 39,945
Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Three $ 296,318
v3.24.4
NOTE 5 – INTANGIBLE ASSETS (Details Narrative) - USD ($)
1 Months Ended 3 Months Ended
Oct. 21, 2024
Sep. 30, 2024
Nov. 27, 2023
Nov. 21, 2023
Sep. 30, 2023
Sep. 10, 2023
Nov. 30, 2023
Nov. 30, 2024
Nov. 30, 2023
Nov. 01, 2023
Aug. 20, 2022
Indefinite-Lived Intangible Assets [Line Items]                      
Amortization of Intangible Assets               $ 154,722 $ 511,809    
All In One Media 4 Movies [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred           $ 104,714          
All In One Media 4 Additional Movies [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred     $ 378,513                
All In One Media 2 Movies [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred         $ 212,562            
Anyone Pictures 1 Movie [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred             $ 180,000        
Anyone Pictures Second Movie [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred $ 228,000           $ 211,800        
Capitalive Holdings Limited Movie [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred       $ 140,000              
Capitalive Holdings Limited Two Movies [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred   $ 55,000                  
All In One Media One Movies [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Asset Acquisition, Consideration Transferred   $ 360,000                  
N F T M M M M Monthly [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Sales-type Lease, Lease Receivable                     $ 60,000
N F T M M M M Monthly Renewal [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Sales-type Lease, Lease Receivable                   $ 57,000  
N F T M M M Platform [Member]                      
Indefinite-Lived Intangible Assets [Line Items]                      
Proceeds from License Fees Received               $ 171,000 $ 57,000    
v3.24.4
NOTE 6 - LEASES - Future Lease Payments (Details)
Nov. 30, 2024
USD ($)
Leases [Abstract]  
Operating Leases, Future Minimum Payments, Next Rolling 12 Months $ 251,748
Operating Leases, Future Minimum Payments, Due in Rolling Year Two 256,642
Operating Leases, Future Minimum Payments, Due in Rolling Year Three 42,910
Lessee, Operating Lease, Liability, to be Paid 551,300
Receivable with Imputed Interest, Discount 4,119
Operating Lease, Liability $ 547,181
v3.24.4
NOTE 6 – LEASES (Details Narrative) - USD ($)
3 Months Ended
Nov. 30, 2023
Nov. 30, 2024
Nov. 30, 2023
Jan. 31, 2024
Sep. 01, 2023
Oct. 21, 2021
Other Commitments [Line Items]            
Operating Leases, Rent Expense, Net   $ 32,839 $ 52,449      
Third Party Hong Kong Lease [Member]            
Other Commitments [Line Items]            
Lessee, Operating Lease, Term of Contract         1 month  
Operating Leases, Future Minimum Payments Due, Next 12 Months         $ 766  
Lease Expiration Date Nov. 30, 2023          
Kisco Theatre [Member]            
Other Commitments [Line Items]            
Lessee, Operating Lease, Term of Contract           5 years
Operating Leases, Future Minimum Payments, Due in Two Years           $ 14,366
Operating Leases, Future Minimum Payments, Due in Three Years           $ 20,648
Kisco Theatre Reduced [Member]            
Other Commitments [Line Items]            
Operating Leases, Future Minimum Payments, Due in Three Years       $ 14,366    
v3.24.4
NOTE 7 - PURCHASE DEPOSITS FOR INTANGIBLE ASSETS - Movie Copyrights and Broadcast Rights Pre-Payments (Details) - USD ($)
Nov. 30, 2024
Aug. 31, 2024
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]    
Prepaid Expense and Other Assets $ 940,123 $ 745,123
T V Drama Series Copyright [Member]    
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]    
Prepaid Expense and Other Assets 940,123 745,123
Total Copyright Prepayment [Member]    
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]    
Prepaid Expense and Other Assets $ 940,123 $ 745,123
v3.24.4
NOTE 7 – PURCHASE DEPOSITS FOR INTANGIBLE ASSETS (Details Narrative) - USD ($)
Nov. 30, 2024
Aug. 30, 2024
New Movie [Member]    
Asset Acquisition [Line Items]    
Earnest Money Deposits $ 300,000  
T V Drama Series Deposit One [Member]    
Asset Acquisition [Line Items]    
Earnest Money Deposits   $ 155,123
T V Drama Series Deposit Two [Member]    
Asset Acquisition [Line Items]    
Earnest Money Deposits 155,000  
T V Drama Series Deposit Total [Member]    
Asset Acquisition [Line Items]    
Earnest Money Deposits 310,123  
Broadcast Rights Two Movies [Member]    
Asset Acquisition [Line Items]    
Earnest Money Deposits 290,000  
Second T V Drama Series Deposit [Member]    
Asset Acquisition [Line Items]    
Earnest Money Deposits $ 40,000  
v3.24.4
NOTE 8 – RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)
1 Months Ended 3 Months Ended 15 Months Ended
Nov. 28, 2023
Jun. 01, 2023
Sep. 11, 2020
Sep. 11, 2020
Jul. 01, 2020
Sep. 30, 2019
Nov. 30, 2024
Nov. 30, 2023
Nov. 30, 2020
Aug. 31, 2024
Jan. 01, 2021
Related Party Transaction [Line Items]                      
Accounts Payable and Accrued Liabilities, Current             $ 51,609     $ 30,945  
Gain (Loss) on Disposition of Other Assets             $ (85,000)      
Other Nonoperating Income (Expense)             5,003 85,000      
Other Loans Payable             0     0  
C E O [Member]                      
Related Party Transaction [Line Items]                      
[custom:SharesReturnedToCompany]       266,667              
Chief Executive Officer [Member]                      
Related Party Transaction [Line Items]                      
Accrued Salaries, Current     $ 180,000 $ 180,000              
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture     100,000                
Chief Executive Officer [Member] | Series A Preferred Stock [Member]                      
Related Party Transaction [Line Items]                      
Preferred Stock, Par or Stated Value Per Share     $ 0.001 $ 0.001              
C E O [Member]                      
Related Party Transaction [Line Items]                      
Payments to Employees             0 15,049      
Streaming Software [Member]                      
Related Party Transaction [Line Items]                      
[custom:SoftwareInProgressValue-0] $ 300,000                    
Gain (Loss) on Disposition of Other Assets 385,000                    
Proceeds from Collection of (Payments to Fund) Long-Term Loans to Related Parties $ 385,000                    
Guangzhou Yuezhi Computer [Member]                      
Related Party Transaction [Line Items]                      
SEC Schedule, 12-17, Insurance Companies, Reinsurance, Premium, Percentage Assumed to Net           10.00%          
Capitalized Computer Software, Additions           $ 128,000          
Payments to Develop Software           108,800          
Research and Development Expense                 $ 108,800    
Debt Instrument, Periodic Payment             6,388 $ 12,812      
Youall Perform Services L T D [Member]                      
Related Party Transaction [Line Items]                      
Capitalized Computer Software, Additions         $ 128,000            
Payments to Develop Software           $ 108,800          
Certain Loans Acquired in Transfer Accounted for as Debt Securities, Outstanding Balance                     $ 19,200
Accounts Payable and Accrued Liabilities, Current             0     6,388  
Chiyuan Deng Line Of Credit [Member]                      
Related Party Transaction [Line Items]                      
Long-Term Line of Credit   $ 1,500,000                  
Receivable with Imputed Interest, Effective Yield (Interest Rate)               5.00%      
Shareholder Loan [Member]                      
Related Party Transaction [Line Items]                      
Accounts Payable, Other, Current   $ 697,281         154,361     $ 193,174  
Debt Instrument, Interest Rate Terms   The amount under this line of credit is non-interest bearing and due on demand starting from June 1, 2023.                  
Shareholder Loan Additional [Member]                      
Related Party Transaction [Line Items]                      
Increase (Decrease) in Notes Payable, Related Parties             16,832        
Payments to Fund Long-Term Loans to Related Parties             $ 55,645        
v3.24.4
NOTE 9 - STOCKHOLDERS' EQUITY - A Summary of Warrant Activity (Details) - USD ($)
3 Months Ended 12 Months Ended
Nov. 30, 2024
Aug. 31, 2024
Nov. 30, 2023
Original Shares Issued [Member]      
Short-Term Debt [Line Items]      
Class of Warrant or Right, Outstanding 1,993,304,434 1,993,304,434 50,000,000
Adjustment of Warrants Granted for Services $ 1,943,304,434  
Anti Dilution Adjusted [Member]      
Short-Term Debt [Line Items]      
Class of Warrant or Right, Outstanding
Adjustment of Warrants Granted for Services  
v3.24.4
NOTE 9 – STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)
3 Months Ended
Jun. 13, 2024
Oct. 05, 2023
Nov. 30, 2024
Nov. 30, 2023
Aug. 31, 2024
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Common Stock, Par or Stated Value Per Share         $ 0.001
Common Stock, Shares, Issued     2,281,266,321   2,281,266,321
Common Stock, Shares, Outstanding     2,281,266,321   2,281,266,321
Original Shares Issued [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Class of Warrant or Right, Outstanding     1,993,304,434 50,000,000 1,993,304,434
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life     4 years 5 months 26 days    
Preferred Class C [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Conversion of Stock, Shares Converted       174,421  
C E O [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Accrued Salaries, Current   $ 45,000      
C E O [Member] | Restricted Stock [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Shares Issued, Shares, Share-Based Payment Arrangement, before Forfeiture   225,000,000      
Common Stock, Par or Stated Value Per Share   $ 0.001      
Common Stock [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Stock Issued During Period, Shares, Conversion of Convertible Securities       1,056,681,936  
Alumni Capital Warrant [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Warrants Issued 1,943,304,434        
Class of Warrant or Right, Exercise Price of Warrants or Rights $ 0.00129        
Warrants and Rights Outstanding, Term 5 years        
Debt Instrument, Call Feature The number of shares under the Common Stock Purchase Warrant is subject to adjustment based on the following formula: (i) fifty percent (50%) of the Commitment Amount, less the exercise value of all partial exercises prior to the Exercise Date, divided by (ii) the Exercise Price on the Exercise Date. The exercise price per was calculated by dividing $3,000,000 by the total number of issued and outstanding shares of common stock as of June 13, 2024        
Derivative Asset, Subject to Master Netting Arrangement, before Offset $ 970,945        
Derivatives, Methods of Accounting, Hedging Derivatives [Policy Text Block] The fair value has been estimated using the Black-Scholes pricing model with the following assumptions: market value of underlying common shares of $0.0005; risk free rate of 4.24%; expected term of 5 years; exercise price of $0.0013; volatility of 310.94%; and expected future dividends of $0        
Alumni Capital Agreement Two [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Long-Term Purchase Commitment, Amount $ 5,000,000        
Preferred Stock [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Stock Issued During Period, Shares, Conversion of Convertible Securities       (174,421)  
Preferred Stock [Member] | Preferred Class C [Member]          
Accumulated Other Comprehensive Income (Loss) [Line Items]          
Conversion of Stock, Shares Converted     174,421    
v3.24.4
NOTE 10 - INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($)
Nov. 30, 2024
Aug. 31, 2024
Income Tax Disclosure [Abstract]    
Deferred Tax Assets, Operating Loss Carryforwards $ 1,973,831 $ 1,963,323
Deferred Tax Assets, Valuation Allowance 1,973,831 1,963,323
Deferred Tax Assets, Net of Valuation Allowance
v3.24.4
NOTE 11 - INCOME TAXES - Schedule of Effective Income Tax Rate Reconciliation (Details)
3 Months Ended
Nov. 30, 2024
Nov. 30, 2023
Income Tax Disclosure [Abstract]    
Federal statutory tax rate 21.00% 21.00%
Change in valuation allowance (21.00%) (21.00%)
Effective tax rate 0.00% 0.00%
v3.24.4
NOTE 10 – INCOME TAXES (Details Narrative) - USD ($)
3 Months Ended
Nov. 30, 2024
Nov. 30, 2023
Aug. 31, 2024
Effective Income Tax Rate Reconciliation [Line Items]      
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent 21.00% 21.00%  
Deferred Tax Assets, Valuation Allowance $ 1,973,831   $ 1,963,323
Hong Kong Tax Rate [Member]      
Effective Income Tax Rate Reconciliation [Line Items]      
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent 16.50%    
v3.24.4
NOTE 11 – CONCENTRATION RISK (Details Narrative) - USD ($)
3 Months Ended
Nov. 30, 2024
Aug. 31, 2024
Nov. 30, 2024
Nov. 30, 2023
Concentration Risk [Line Items]        
Cash, FDIC Insured Amount $ 250,000   $ 250,000  
Fair Value, Concentration of Risk, Cash and Cash Equivalents $ 266,726 $ 64,430 $ 266,726  
Revenue Two Customers [Member]        
Concentration Risk [Line Items]        
Concentration Risk, Percentage     64.00% 15.00%
Revenue One Customers [Member]        
Concentration Risk [Line Items]        
Concentration Risk, Percentage       49.00%
Accounts Receivable Customer One [Member]        
Concentration Risk [Line Items]        
Concentration Risk, Percentage 76.00%      
Accounts Receivable Customer Two [Member]        
Concentration Risk [Line Items]        
Concentration Risk, Percentage 16.00% 96.00%    
v3.24.4
NOTE 13 – SEGMENT INFORMATION - Summary of Information by Segment (Details) - USD ($)
3 Months Ended
Nov. 30, 2024
May 31, 2024
Nov. 30, 2023
May 31, 2023
Segment Reporting Information [Line Items]        
Revenue $ 626,350 $ 626,350 $ 801,747 $ 801,747
Costs of copyrights sold 279,884    
Theatre operating costs 44,960   41,355  
Depreciation and Amortization 155,199   512,917  
Interest expense 2,298   13,242  
Segment assets 2,222,315   2,656,363  
Segment income (loss) (50,036)   43,600  
I P Segment [Member]        
Segment Reporting Information [Line Items]        
Revenue 548,200   714,288  
Costs of copyrights sold 279,884    
Theatre operating costs    
Depreciation and Amortization 155,199   512,917  
Interest expense 2,298   13,242  
Segment assets 1,936,419   2,632,394  
Segment income (loss) 1,154   (16,144)  
Cinema Segment [Member]        
Segment Reporting Information [Line Items]        
Revenue 78,150   87,459  
Costs of copyrights sold    
Theatre operating costs 44,960   41,355  
Depreciation and Amortization    
Interest expense    
Segment assets 285,896   23,969  
Segment income (loss) $ (51,190)   $ 59,744  

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