LDXC.OTC.PinkLondax CORP

10-K: Londax Corp. Boosts Revenue 162.5% Amidst Going Concern Doubts

Sentiment:

Annual Report


Londax Corp., a developmental-stage IT consulting and software firm, reported a 162.5% revenue increase for FY2025, yet faces substantial doubt about its ability to continue as a going concern due to accumulated losses and negative working capital.

Capital raiseManagement intends to raise additional funds by way of a private or public offering to support operations and address going concern issues.The company has previously issued common stock for cash, including 705,203 shares for $21,156 in January 2024, 420,200 shares for $12,606 in February 2024, and 105,732 shares for $3,172 in March 2024.The filing notes that equity financing could result in additional dilution to existing shareholders.
Worse than expectedThe auditor's report explicitly states "substantial doubt about the Company ability to continue as a going concern" due to accumulated deficit, negative working capital, and limited revenue.The company reported material weaknesses in its internal control over financial reporting, indicating significant deficiencies in its operational and financial oversight.Despite revenue growth, the company still incurred a net loss and significantly increased its total liabilities.Cash flows used in operating activities increased substantially, indicating a greater burn rate.

Summary

  • Londax Corp. is a developmental-stage IT consulting and software development company, established on May 19, 2023, focusing on CRM, ATS, and out-staffing services.
  • The company's revenue for the fiscal year ended May 31, 2025, increased by 162.5% to $66,410, up from $25,297 in 2024, driven by higher service volume and an expanded customer base.
  • Net loss decreased by 36.3% to $1,198 in FY2025 from $1,882 in FY2024.
  • As of May 31, 2025, cash stood at $10,606, with total liabilities of $55,653, including $51,372 in accounts payable and a $4,281 related party loan to President Olegs Pavlovs.
  • The company has an accumulated deficit of $(3,279) and negative working capital of $(25,047) as of May 31, 2025, leading to substantial doubt about its ability to continue as a going concern.
  • Olegs Pavlovs, President, Secretary, Treasurer, and Director, owned 45% of outstanding shares as of September 2, 2025, after cancelling 3,000,000 restricted shares on July 31, 2025.
  • The company identified material weaknesses in its internal control over financial reporting, including a lack of adequate internal control structure, insufficient accounting resources, and inadequate information technology controls.

Sentiment

Score: 2

Explanation: While revenue growth is positive, the severe going concern warning, significant internal control weaknesses, negative working capital, and reliance on a single employee present substantial risks and indicate a highly precarious financial position for a public company.

Positives

  • Revenue increased significantly by 162.5% to $66,410 in FY2025, up from $25,297 in FY2024, indicating growth in service delivery and customer base.
  • Net loss decreased by 36.3% to $1,198 in FY2025, compared to $1,882 in FY2024, showing improved operational efficiency.
  • Cash balance increased to $10,606 as of May 31, 2025, from $1,664 in the prior year.
  • The company successfully developed and launched several intangible assets, including a CRM system, multiple websites, iOS and Android mobile applications, and an Interview Kit Generator Program.
  • The President, Olegs Pavlovs, provides office premises for free use, reducing operational costs.
  • Two new directors, Ani Vashakidze (Marketing Director) and Georgi Loloshvili (IT company owner), were appointed in July and August 2025, bringing relevant experience to the board.

Negatives

  • The company has an accumulated deficit of $(3,279) and negative working capital of $(25,047) as of May 31, 2025.
  • The auditor's report highlights substantial doubt about the company's ability to continue as a going concern due to operating losses, accumulated deficit, and limited revenue.
  • Disclosure controls and procedures were deemed not effective as of May 31, 2025, due to material weaknesses in internal control over financial reporting.
  • Material weaknesses include a lack of adequate internal control structure, insufficient accounting knowledge and segregation of duties (only one employee), and inadequate information technology controls.
  • The company has no employees other than the president, Olegs Pavlovs, who devotes only approximately twenty hours per week to company matters.
  • There is currently no public market for the company's common stock, and it anticipates being subject to penny stock rules if traded on the OTC Link.
  • The company has not declared or planned any dividends in the foreseeable future.
  • Total liabilities increased significantly to $55,653 in FY2025 from $18,772 in FY2024.
  • Cash flows used in operating activities increased to $(94,461) in FY2025 from $(53,782) in FY2024.

Risks

  • Going Concern Uncertainty: The company has an accumulated deficit of $(3,279), negative working capital of $(25,047), and limited revenue, raising substantial doubt about its ability to continue operations.
  • Reliance on Third-Party Cybersecurity: The company relies on third-party hosting and software providers for cybersecurity, without a dedicated internal IT security team, posing ongoing cybersecurity risks.
  • Limited Operating History: As a start-up stage company, there is no historical financial information to evaluate performance, and no guarantee of business success.
  • Capital Resources and Funding: The business is subject to risks inherent in a new enterprise, including limited capital resources, possible cost overruns, and no assurance of future financing on acceptable terms.
  • Dilution Risk: If additional equity financing is pursued, it could result in dilution to existing shareholders.
  • Competitive Industry: The company operates in a highly competitive industry, which could impact its ability to attract and retain clients.
  • Regulatory Compliance: Operating in the EU, the company is subject to various governmental regulations (GDPR, Consumer Protection, Copyright, Export Control, E-Commerce, Antitrust, VAT, Contract, NIS Directive, Sanctions/Embargoes), and non-compliance could lead to penalties.
  • Penny Stock Rules: If the common stock trades on the OTC Link, it may be subject to penny stock rules, which could reduce trading activity and make it difficult for stockholders to sell securities.
  • Internal Control Weaknesses: Material weaknesses in internal control over financial reporting (lack of adequate structure, segregation of duties, accounting resources, and IT controls) increase the risk of material financial misstatements not being prevented or detected.
  • Key Personnel Dependence: The company relies heavily on its President, Olegs Pavlovs, who is the sole employee and devotes limited hours, posing a risk to operations and continuity.

Future Outlook

The company is a developmental-stage enterprise focused on IT consulting and software development, with plans to operate in Europe and potentially worldwide. It intends to apply for trading on the OTC Link. Management plans to formalize cybersecurity policies and implement internal training protocols as the business grows. The ability to continue as a going concern is dependent on generating profitable business operations and obtaining additional working capital funding through private or public offerings.

Management Comments

  • "Our company develop and implement a customized Customer Relationship Management (CRM) System that facilitates out-staffing for our future clients."
  • "We are intending to operate in Europe with potential for working worldwide."
  • "We believe that instant messaging platforms like WhatsApp, Telegram, and others will help us react and interact with our customers more efficiently."
  • "Management believes the existing shareholders or external fund providers will provide the additional cash to meet the Companys obligations as they become due."
  • "Management plans to formalize its cybersecurity policies and implement internal training protocols as the business grows."
  • "Our management is responsible for establishing and maintaining a system of disclosure controls and procedures... that is designed to ensure that information required to be disclosed by us... is recorded, processed, summarized and reported, within the time periods specified in the Commissions rules and forms."

Industry Context

Londax Corp. operates in the highly competitive IT consulting and software development industry, specifically targeting small to midsize businesses with customized CRM, ATS, and out-staffing solutions. The use of AI (OpenAI API) for advertisement generation aligns with broader industry trends of integrating artificial intelligence into business processes. The company's focus on cloud-hosted solutions (AWS) is also standard practice in modern software delivery. However, its limited resources and single employee structure are atypical for a public company in this sector, even a smaller reporting company, suggesting it is at a very early stage compared to established industry players. The emphasis on EU regulations highlights its primary market focus.

Comparison to Industry Standards

  • The company's revenue of $66,410 for FY2025 is extremely low compared to established players in the IT consulting and software development industry. For instance, Salesforce (CRM leader) reports billions in revenue, and even smaller, publicly traded SaaS companies typically generate millions.
  • The reliance on a single employee (the President) for all operations is highly unusual and falls far below industry standards for operational capacity and resilience, even for a startup. Most comparable development-stage companies would have a small team for core functions.
  • The identified material weaknesses in internal controls, including lack of segregation of duties and insufficient accounting resources, are significant deviations from best practices and regulatory expectations for public companies, regardless of size.
  • The negative working capital of $(25,047) and accumulated deficit of $(3,279) are indicative of a very early-stage company struggling with cash flow, which is common for startups but raises concerns for a publicly traded entity without clear funding pathways.
  • The 162.5% revenue growth, while impressive in percentage terms, is from a very low base, making it difficult to compare meaningfully to the growth rates of more mature or better-funded industry peers.
  • The company's market capitalization of $0 (as of the last business day of the most recently completed second fiscal quarter) indicates a lack of public trading and investor interest, which is far below any established industry benchmark.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
DirectorNAGeorgi Loloshvili2025-07-11Appointment to bring IT company owner experience.
DirectorNAAni Vashakidze2025-08-07Appointment to bring marketing director experience.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Auditor ChangeChanged independent registered public accounting firm from BF Borgers CPA PC to Boladale Lawal & Co.2024-06-01Standard change, no disagreements reported, but the new auditor also issued a going concern warning.
Internal Control WeaknessesIdentified material weaknesses in internal control over financial reporting, including lack of adequate control structure, insufficient accounting resources/segregation of duties, and inadequate IT controls.2025-05-31Significantly impairs reliability of financial reporting and increases risk of material misstatements; requires urgent remediation.
Board CompositionAppointed two new directors, Ani Vashakidze and Georgi Loloshvili, increasing the board to three members.2025-07-11Enhances board expertise with marketing and IT backgrounds, but the board still lacks an independent financial expert for audit committee functions.
Shareholder Equity ImpactPresident Olegs Pavlovs cancelled 3,000,000 of his restricted shares without compensation.2025-07-31Material change to capital structure and reduction in total outstanding shares, impacting shareholder equity and ownership distribution. Could be seen as a positive for other shareholders by reducing potential dilution, but also highlights the company's reliance on the founder.

Legal Proceedings

  • The company is not currently a party to any legal proceedings and is not aware of any pending or potential legal actions.
  • No director or executive officer has been involved in any significant legal or bankruptcy proceedings in the past ten years.

Related Party Transactions

  • On May 31, 2023, 4,000,000 shares of restricted common stock were issued to Olegs Pavlovs, the President, for $4,000.
  • As of May 31, 2025, Olegs Pavlovs advanced $4,281 to the company for working capital purposes, repayable upon request from revenues.
  • The President provides his own premises for office needs free of charge.

Stakeholder Impact

  • Shareholders: Existing shareholders face significant dilution risk if future equity financing is pursued. The going concern warning indicates a high risk of capital loss. The cancellation of 3,000,000 shares by the President could be seen as a positive for other shareholders by reducing potential dilution, but also highlights the company's precarious state.
  • Employees: Currently, only the President is an employee, limiting impact to him. Future employees would be affected by the company's financial stability and internal control environment.
  • Customers: The company's ability to continue as a going concern directly impacts its capacity to provide ongoing services, maintenance, and support for its CRM, ATS, and other software solutions.
  • Suppliers/Creditors: The negative working capital and accumulated deficit, coupled with increased liabilities, suggest potential risks for timely payment to suppliers and creditors.
  • Regulatory Bodies: The identified material weaknesses in internal controls and the going concern issue will likely draw scrutiny from regulatory authorities.

Next Steps

  • Apply for trading of common stock on the OTC Link.
  • Generate profitable business operations and sufficient revenue.
  • Obtain additional working capital funding through private or public offerings.
  • Formalize cybersecurity policies and implement internal training protocols as the business grows.
  • Address material weaknesses in internal control over financial reporting, including improving control structure, segregation of duties, accounting resources, and IT controls.

Key Dates

DateDescription
2023-05-19Company established as a Wyoming corporation.
2023-05-31Company issued 4,000,000 common shares to President Olegs Pavlovs for $4,000.
2023-08-31Company acquired a website for $3,500.
2024-01-01Company issued 705,203 shares of common stock for $21,156.
2024-02-01Company issued 420,200 shares of common stock for $12,606.
2024-03-01Company issued 105,732 shares of common stock for $3,172.
2024-05-31Fiscal year end for 2024.
2024-06-01Company changed its independent registered public accounting firm from BF Borgers CPA PC to Boladale Lawal & Co.
2024-08-31Company capitalized $28,828 of CRM platform development costs.
2024-11-30Company capitalized $7,700 of a second website development costs.
2025-02-15Company capitalized $14,000 of iOS mobile application development costs.
2025-05-23Company capitalized $9,000 of Android mobile application development costs.
2025-05-29Company capitalized $3,500 of a new website development costs for Android users.
2025-05-30Company capitalized $8,000 of Interview Kit Generator Program development costs.
2025-05-31Fiscal year end for 2025.
2025-07-11Georgi Loloshvili appointed as a director.
2025-07-31Olegs Pavlovs cancelled 3,000,000 of his restricted shares.
2025-08-07Ani Vashakidze appointed as a director.
2025-09-02Filing date of the 10-K report.

Recommendation

strong sell

The filing presents a highly concerning financial picture for Londax Corp. Despite a significant percentage increase in revenue, the absolute figures remain extremely low for a public company. The explicit "substantial doubt about the Company's ability to continue as a going concern" from the auditor, coupled with an accumulated deficit, negative working capital, and increasing liabilities, signals severe financial distress. Furthermore, the identified material weaknesses in internal controls, including a lack of segregation of duties and insufficient accounting resources, indicate fundamental governance and operational deficiencies that expose investors to significant risk of misstatement and fraud. The company's reliance on a single part-time employee (the President) and the absence of a public market for its stock further underscore its developmental and highly speculative nature. While the President's share cancellation might be intended to be positive, it doesn't offset the fundamental financial and operational weaknesses. Given these profound risks and the company's precarious financial health, a seasoned investor would strongly recommend selling any existing shares and avoiding new investment.

Keywords

IT Consulting, Software Development, CRM System, Applicant Tracking System, Out-staffing Services, Development Stage Company, SEC 10-K, Financial Reporting, Corporate Governance, Cybersecurity, Going Concern, Startup, Latvia, EU Regulations, Olegs Pavlovs, Financial Performance, Internal Controls, Shareholder Equity, Mobile Application Development, Website Development, AI Functionality

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