10-Q: Invech Holdings Reports Q3 2025 Loss, Zero Revenue
Quarterly Report
Invech Holdings, Inc. reported a net loss of $9,077 for the third quarter of 2025 and an accumulated deficit of $355,022, continuing to operate without revenue.
Summary
- Reported a net loss of $9,077 for the three months ended September 30, 2025, and a net loss of $47,957 for the nine months ended September 30, 2025.
- Generated no revenue for both the three and nine months ended September 30, 2025, and 2024.
- Operating expenses for the three months ended September 30, 2025, increased to $9,077 from $5,647 in the prior year period.
- Operating expenses for the nine months ended September 30, 2025, decreased to $47,957 from $51,423 in the prior year period.
- Ended the period with $0 cash and a working capital deficit of $52,088 as of September 30, 2025.
- Received $50,447 in cash advances from a related party (Small Cap Compliance, LLC) during the nine months ended September 30, 2025, to cover operating expenses.
- A debt of $4,443 owed to a former related party (Robert Chin) was cancelled on September 11, 2025, and credited to additional paid-in capital.
- Management identified a material weakness in internal controls over financial reporting due to a lack of segregation of duties.
- The company's ability to continue as a going concern is in substantial doubt due to no revenue and an accumulated deficit of $355,022.
- There were 100,521,335 shares of common stock outstanding as of September 30, 2025.
Sentiment
Score: 2
Explanation: The company has no revenue, significant losses, a going concern doubt, and ineffective internal controls. While it has a defined business plan and a slight reduction in 9-month net loss, the overall financial health and operational risks are extremely high, indicating a very negative outlook.
Positives
- Net loss for the nine months ended September 30, 2025, decreased to $47,957 from $51,423 in the prior year period.
- A debt of $4,443 owed to a former related party was cancelled, improving additional paid-in capital.
- The company has a defined business plan in public company compliance and consulting services.
Negatives
- No revenue generated for the three and nine months ended September 30, 2025, and 2024.
- Ended the period with $0 cash and a working capital deficit of $52,088 as of September 30, 2025.
- Accumulated deficit increased to $355,022 as of September 30, 2025, from $307,065 as of December 31, 2024.
- Operating expenses for the three months ended September 30, 2025, increased by $3,430 compared to the same period in 2024.
- Relies entirely on related party advances for operating capital.
- Substantial doubt exists about the company's ability to continue as a going concern.
- Disclosure controls and procedures were not effective due to a material weakness in segregation of duties.
- Internal control over financial reporting was not effective due to a material weakness in segregation of duties.
- The company has a history of multiple failed mergers, stock dilution, and increased debt.
Risks
- Inability to generate consistent and significant revenue to sustain operations.
- Dependence on additional capital raises (equity or debt financing) to fund operations and expansion.
- Substantial doubt about the company's ability to continue as a going concern.
- Competition from larger firms and sole consultants in the microcap public company compliance industry.
- Difficulty in attracting new clients, especially those with retained counsel.
- Potential for increased development costs and service costs due to growth initiatives, which may impact competitive pricing.
- Inherent limitations in control systems mean not all errors or fraud may be prevented or detected.
- Material weakness in segregation of duties in internal control over financial reporting.
- Historical issues including stock dilution, increased debt, and volatile stock price from past failed mergers and capital raises.
- Limited capital for investigation of business opportunities may lead to inadequate evaluation of adverse facts.
- Costs incurred in investigating prospective businesses that are not completed may result in losses.
Future Outlook
The company is attempting to secure additional funding to continue the expansion of its services and products. It anticipates that new business opportunities will be made available through personal contacts of directors, officers, principal stockholders, and professional advisors. Management expects to continue using reasonable care in following and seeking improvements to effective internal control processes.
Management Comments
- The Company requires capital for its contemplated operational and marketing activities.
- The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations.
- Mitigating controls to completely mitigate internal control weaknesses have been deemed to be impractical and prohibitively costly, due to the size of our organization at the current time.
- There is no guarantee that we will profit from our current business model and have no merger candidates as of the time of this filing.
Industry Context
The company operates in the microcap public company compliance industry, which is expanding due to amendments to Rule 15c2-11 requiring greater transparency for pink sheet companies. This regulatory change creates a market for compliance services, but the company faces competition from more established firms and individual consultants with larger budgets and staff.
Comparison to Industry Standards
- The company's financial performance, characterized by zero revenue, significant accumulated deficit, and reliance on related-party financing, falls significantly below industry standards for a sustainable business.
- Comparable companies in the financial and regulatory consulting sector typically demonstrate consistent revenue generation, positive cash flow from operations, and robust internal controls.
- Established compliance firms or even smaller, growing consultancies would show revenue growth and a clear path to profitability, unlike Invech Holdings, which has a history of failed ventures and ongoing operational losses.
- Specific comparable companies are not mentioned in the filing, but any successful firm in this space would have a vastly different financial profile.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| CEO, Director, Secretary, Treasurer | Zhilian Wu and Dong Chen (resigned) | Rhonda Keaveney | 2023-01-21 | Small Cap Compliance, LLC gained majority control and implemented a new business plan. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Control Weakness | Disclosure controls and procedures were not effective due to a material weakness in the segregation of duties in the company's internal control of financial reporting. | 2025-09-30 | This creates a risk of material misstatement or lack of disclosure in financial statements not being prevented or detected. |
| Internal Control Weakness | Internal control over financial reporting was not effective due to a material weakness in the segregation of duties, making it difficult with a limited staff to maintain appropriate segregation of duties in initiating and recording transactions. | 2025-09-30 | This results in more than a remote likelihood that a material misstatement or lack of disclosure within financial statements may not be prevented or detected. |
Legal Proceedings
- Not a party to any material legal proceeding, and none are contemplated or threatened.
Related Party Transactions
- During the nine months ended September 30, 2025, Small Cap Compliance, LLC (SCC) advanced the company $50,447 to pay for general operating expenses. This advance is non-interest bearing and due on demand.
- On September 11, 2025, the company and Robert Chin (a prior related party and former officer/director) executed a Cancellation of Debt for $4,443, which was credited to additional paid-in capital.
Stakeholder Impact
- Shareholders face significant dilution risk from potential future equity raises, volatile stock price, and uncertainty regarding the company's ability to achieve profitable operations. The company has a history of stock dilution.
- Creditors: The company relies on related-party advances and has substantial doubt about its going concern ability, indicating high credit risk for non-related party creditors.
- Employees/Management: Limited staff, with the CEO also serving as CFO, leading to a lack of segregation of duties and internal control weaknesses. Job security is tied to the company's ability to raise capital and achieve profitability.
- Customers (Prospective): The company's financial instability and internal control weaknesses could deter potential clients seeking reliable compliance services.
Next Steps
- Secure additional funding to continue expansion of services and products.
- Continue implementing the new business plan in public company compliance.
- Management expects to continue using reasonable care in following and seeking improvements to effective internal control processes.
- Management will attempt to analyze all factors and circumstances for new business opportunities.
Key Dates
| Date | Description |
|---|---|
| 1998-12-17 | Company incorporated as Explore Technologies, Inc. |
| 2017-10-17 | Eighth Judicial District Court, Clark County, Nevada, granted Application for Appointment of Custodian, appointing Small Cap Compliance, LLC. |
| 2018-07-19 | Company name changed to Invech Holdings, Inc. |
| 2023-01-21 | 300,000 shares of Convertible Series A Preferred Stock sold to Small Cap Compliance, LLC for $40,000, representing a change of control. |
| 2023-03-03 | ETAO Logistic Inc. cancelled all 110,000 shares of its Preferred A Stock, making Small Cap Compliance, LLC the sole holder of Preferred A Stock. |
| 2023-09-10 | Invech Holdings, Inc. executed a Consulting Service Agreement with Invech Consulting Corporation. |
| 2024-11-22 | 90,000,000 shares of restricted common stock were issued to Small Cap Compliance, LLC to pay off monies loaned to the Company. |
| 2025-09-11 | Cancellation of Debt Agreement executed with Robert Chin for $4,443. |
| 2025-09-30 | End of the quarterly reporting period. |
| 2025-10-20 | Date of signing of the Form 10-Q report. |
Recommendation
strong sellInvech Holdings, Inc. presents an extremely high-risk investment profile. The company has consistently failed to generate any revenue, operates with zero cash, and has a substantial accumulated deficit, leading to significant doubt about its ability to continue as a going concern. Its operations are entirely dependent on non-interest bearing advances from a related party. Furthermore, management has identified material weaknesses in internal controls and disclosure procedures due to a lack of segregation of duties, which raises serious concerns about financial reporting reliability. Given the company's long history of failed ventures, continuous losses, and fundamental operational and financial deficiencies, a seasoned investor would view this as a strong sell, as the likelihood of sustained profitability or positive shareholder returns is extremely low.
Keywords
public company compliance, SEC filings, FINRA corporate actions, OTC Markets, regulatory consulting, microcap, corporate governance, financial reporting, small cap, IVHI
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