Form 10-Q - Quarterly report [Sections 13 or 15(d)]

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended July 31, 2024

 

Or

 

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ______ to ______

 

Commission file number 001-34808

 

FUSS BRANDS CORP.

 

(Exact name of registrant as specified in its charter)

 

Nevada		87-1343424
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

 

5399

 

(Primary Standard Industrial Classification Code Number)

 

80 Broad Street New York, New York 10004		10036
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code (917)-720-3366

 

 

(Former Name or former address if changed from last report.)

 

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

 

Title of each class		Trading Symbol(s)		Name of exchange on which registered
N/A		N/A		N/A

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☐ Yes   ☒ No

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☐ Yes   ☒ No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.) ☐ Yes   ☒ No

 

The number of shares outstanding of the registrant’s common stock as of September 6, 2024 was 19,090,078 shares.

 

DOCUMENTS INCORPORATED BY REFERENCE — NONE

 

 

 

 

 

 

TABLE OF CONTENTS

 

Part I – FINANCIAL INFORMATION
Item 1.		Condensed Financial Statements (unaudited)		2
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations		13
Item 3.		Quantitative and Qualitative Disclosures about Market Risk		14
Item 4.		Controls and Procedures		14
Part II – OTHER INFORMATION
Item 1.		Legal Proceedings		16
Item 1A.		Risk Factors		16
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds		16
Item 3.		Defaults Upon Senior Securities		16
Item 4.		Mine Safety Disclosures		16
Item 5.		Other Information		16
Item 6.		Exhibits		17
SIGNATURES				18

 

i

 

 

PART I FINANCIAL INFORMATION

 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

Information contained in this quarterly report on Form 10-Q contains “forward-looking statements.” These forward-looking statements are contained principally in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend” or “project” or the negative of these words or other variations on these words or comparable terminology. The forward-looking statements herein represent our expectations, beliefs, plans, intentions or strategies concerning future events, including, but not limited to: our ability to consummate the Merger, as such term is defined below; the continued services of the Custodian as such term is defined below; our future financial performance; the continuation of historical trends; the sufficiency of our resources in funding our operations; our intention to engage in mergers and acquisitions; and our liquidity and capital needs. Our forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that any projections or other expectations included in any forward-looking statements will come to pass. Moreover, our forward-looking statements are subject to various known and unknown risks, uncertainties and other factors that may cause our actual results, performance, or achievements to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. These risks, uncertainties and other factors include but are not limited to the risks of limited management, labor, and financial resources; our ability to establish and maintain adequate internal controls; our ability to develop and maintain a market in our securities; and our ability obtain financing, if and when needed, on terms that are acceptable. Except as required by applicable laws, we undertake no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

 

As used in this quarterly report on Form 10-Q, “we”, “our”, “us” and the “Company” refer to Fuss Brands Corp. a Nevada corporation unless the context requires otherwise.

 

1

 

 

Item 1. Financial Statements.

 

Index to Condensed Financial Statements

 

		Page
FINANCIAL STATEMENTS:
Balance Sheets, July 31, 2024 (unaudited), and October 31, 2023		3
Unaudited Condensed Statements of Operations, for the Three and Nine Months Ended July 31, 2024, and July 31, 2023		4
Unaudited Condensed Statements of Changes in Stockholders’ (Deficit), for the Three and Nine Months Ended July 31, 2024, and July 31, 2023		5
Unaudited Condensed Statements of Cash Flows, for the Nine Months Ended July 31, 2024, and July 31, 2023		6
Notes to the Unaudited Condensed Interim Financial Statements		7

 

2

 

 

FUSS BRANDS CORP.

CONDENSED BALANCE SHEETS

 

		July 31,				October 31,
		2024 (Unaudited)				2023 (Audited)
ASSETS
Cash		$	9,007			$	9,448
Prepaid expenses			227,655				129,917
Total Assets		$	236,662			$	139,364
LIABILITIES & STOCKHOLDERS’ DEFICIT
Accounts payable		$	24,008			$	105,991
Accrued liabilities			160,728				156,978
Deferred revenue-net			176,658				176,658
Convertible notes			50,000				50,000
Notes payable-related party			483,676				98,381
Total current liabilities			895,069				588,007
Total liabilities			895,070				588,007
Commitments and contingencies			-				-
Stockholders’ (Deficit)
Preferred stock Series A, $0.001 par value, 5,000,000 shares authorized, 1,584,254 and 837,899 shares issued and outstanding as of July 31, 2024 and October 31, 2023			1,584				834
Common stock, $0.001 par value 1,000,000,000, shares authorized, 19,090,078 and 19,090,078 shares issued and outstanding as of July 31, 2024 and October 31, 2023			19,090				19,090
Additional paid-in capital			14,803,143				12,287,167
Discount on common stock			(75,889	)			(75,889	)
Accumulated deficit			(15,406,336	)			(12,679,846	)
Total Stockholders’ (Deficit)			(658,408	)			(448,643	)
Total Liabilities and Stockholders’ (Deficit)		$	236,662			$	139,364

 

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

 

3

 

 

FUSS BRANDS CORP.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

 

		Three Months Ended				Three Months Ended				Nine Months Ended				Nine Months Ended
		July 31,				July 31,				July 31,				July 31,
		2024				2023				2024				2023
Revenue		$	-			$	-			$	-			$	-
Operating Expenses:
Administrative expenses			45,089				114,968				2,722,695				361,825
Total operating expenses			45,089				114,968				2,722,695				361,825
(Loss) from operations			(45,089	)			(114,968	)			(2,722,695	)			(361,825	)
Other expense
Interest expense			(1,295	)			(859	)			(3,795	)			(859	)
Income (loss) before provision for income taxes			(46,384	)			(115,827	)			(2,726,490	)			(362,684	)
Tax Provision			-				-				-				-
Net (Loss)		$	(46,384	)		$	(115,827	)		$	(2,726,490	)		$	(362,684	)
Basic and diluted (loss) per common share		$	(0.00	)		$	(0.01	)		$	(0.14	)		$	(0.02	)
Weighted average number of shares outstanding			19,090,078				15,445,078				19,090,078				15,445,078

 

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

 

4

 

 

FUSS BRANDS CORP.

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

(Unaudited)

 

		Preferred Stock-Series A								Common Stock								Discount on Common				Paid in				Accumulated				Total Stockholders’
		Shares				Value				Shares				Value				Stock				Capital				Deficit				Equity
Balance, October 31, 2022			837,899			$	838				14,883,665			$	14,884			$	(75,889	)		$	12,170,928			$	(12,174,648	)		$	(63,887	)
Net loss							-								-				-				-				(68,325	)			(68,325	)
Private placement of common shares											391,412				391								23,134								23,525
Balance, January 31, 2023			837,899			$	838				15,275,077			$	15,276			$	(75,889	)		$	12,194,062			$	(12,242,974	)		$	(108,688	)
Stock based compensation for services											170,000				170								96,747								96,917
Net loss							-								-				-				-				(178,532	)			(178,532	)
Balance, April 30, 2023			837,899			$	838				15,445,077			$	15,446			$	(75,889	)		$	12,290,809			$	(12,421,505	)		$	(190,302	)
Net loss							-								-				-				-				(115,827	)			(115,827	)
Balance, July 31, 2023			837,899			$	838				15,445,077			$	15,446			$	(75,889	)		$	12,290,809			$	(12,290,808	)		$	(306,130	)

 

		Preferred Stock-Series A								Common Stock								Discount on Common				Paid in				Accumulated				Total Stockholders’
		Shares				Value				Shares				Value				Stock				Capital				Deficit				Equity
Balance, October 31, 2023			834,254			$	834				19,090,078			$	19,090			$	(75,889	)		$	12,287,167			$	(12,679,846	)		$	(448,643	)
Net loss							-								-				-				-				(46,259	)			(46,259	)
Balance, January 31, 2024			834,254			$	834				19,090,078			$	19,090			$	(75,889	)		$	12,287,167			$	(12,726,105	)		$	(494,903	)
Issuance of Series A shares for services			750,000				750.00																2,515,977								2,516,727
Net loss							-								-				-				-				(2,633,846	)			(2,633,846	)
Balance, April 30, 2024			1,584,254			$	1,584				19,090,078			$	19,090			$	(75,889	)		$	14,803,143			$	(15,359,951	)		$	(612,021	)
Net loss							-								-				-				-				(46,384	)			(46,384	)
Balance, July 31, 2024			1,584,254			$	1,584				19,090,078			$	19,090			$	(75,889	)		$	14,803,143			$	(15,406,336	)		$	(658,408	)

 

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

 

5

 

 

FUSS BRANDS CORP.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

		Nine Months Ended				Nine Months Ended
		July 31,				July 31,
		2024				2023
Cash Flows From Operating Activities:
Net (loss)		$	(2,726,490	)		$	(362,684	)
Stock based compensation			2,516,727				96,917
Changes in operating assets and liabilities
Prepaid expenses			(97,739	)			(128,087	)
Accounts payable			(81,983	)			59,944
Deferred revenue			-				135,018
Accrued liabilities			3,750				112,859
Net cash (used in) operating activities		$	(385,735	)		$	(86,033	)
Cash Flows From Financing Activities:
Private placement of common shares			-				23,525
Convertible notes			-				50,000
Notes payable related party			385,295				-
Net cash provided by financing activities			385,295				73,525
Net (Decrease) In Cash			(441	)			(12,508	)
Cash At The Beginning Of The Period			9,448				35,539
Cash At The End Of The Period		$	9,007			$	23,031

 

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

 

6

 

 

FUSS BRANDS CORP.

NOTES TO (UNAUDITED) CONDENSED FINANCIAL STATEMENTS

 

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Fuss Brands Corp, f/k/a China Botanic Pharmaceutical Inc. (“the Company,” “we” “us”) was incorporated in the State of Nevada on August 18, 1988, originally under the corporate name of Solutions, Incorporated. It was inactive until August 16, 1996, when it changed its corporate name to Suarro Communications, Inc, and engaged in the business of providing internet-based business services. This line of business was discontinued in 2006, and the Company became a non-operating public company. The Company underwent a number of corporate name changes as follows:

 

June 1997		ComTech Consolidation Group, Inc
February 1999		E-Net Corporation
May 1999		E-Net Financial Corporation
January 2000		E-Net.Com Corporation
February 2000		E-Net Financial.Com Corporation
January 2002		Anza Capital, Inc (“Anza”)
June 2006		Renhuang Pharmaceuticals, Inc.
October 2010		China Botanic Pharmaceutical Inc.

 

The Company had been inactive since September 2012.

 

On February 4, 2021, as a result of a custodianship in Clark County, Nevada, Case Number: A-20-827231-B Custodian Ventures LLC (“Custodian”) was appointed custodian of the Company. On the same date, Custodian appointed David Lazar as the Company’s Chief Executive Officer, President, Secretary, Chief Financial Officer, Chief Executive Officer, and Chairman of the Board of Directors.

 

On August 24, 2021, as a result of a private transaction, 1,000,000 shares of Series A-1 Preferred Stock, $0.001 par value per share (the “Shares”) of the Company, were transferred from Custodian Ventures, LLC to Issamar Ginzberg, Israel Moshe Levy, Shmuel Rotbard, and Benjamin Levin (collectively, the “Purchasers”). As a result, the Purchasers became holders of approximately 96% of the voting rights of the issued and outstanding share capital of the Company on a fully diluted basis of the Company and became the controlling shareholder. The consideration paid for the Shares was $250,000. The source of the cash consideration for the Shares was personal funds. In connection with the transaction, David Lazar released the Company from all debts owed to him and/or Custodian Ventures, LLC.

 

On August 24, 2021, the existing director and officer resigned immediately. Accordingly, David Lazar, serving as a director and an officer, ceased to be the Company’s Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary, and Director. At the effective date of the transfer, Issamar Ginzberg consented to act as the new Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary, and a Director of the Company,

 

On July 14, 2022, China Botanic Pharmaceuticals Inc. amended its articles of incorporation to change its name to Fuss Brands Corp. (the “Name Change”). The change was made in anticipation of entering into a new line of business operations.

 

On July 13, 2022, the Company amended its articles of incorporation to reverse split its common stock at a rate of 1 for 26 (the “Reverse”).

 

On July 22, 2022, FINRA declared the Name Change and the Reverse effective. Also on July 28, 2022, the Company was informed by FINRA that the Company’s ticker symbol would be changed to FBDS in twenty business days.

 

The Company’s year-end is October 31.

 

On January 26, 2023, the Company received a purchase order from a leading luggage retailer for two types of luggage amounting to a total of $925,000. The Company is in the process of working with a manufacturer to produce the luggage. As a result of this purchase order, as of January 26, 2023, the Company is no longer in shell status. The Company is in the process of fulfilling that order.

 

7

 

 

On March 20, 2024 assumed the role of Chief Executive Officer from Issamar Ginzberg.

 

Effective May 9, 2024, the “Company dismissed BF Borgers CPA PC (“BF Borgers”) as its independent registered public accounting firm.

 

BF Borgers’ audit reports on the Company’s consolidated financial statements as of and for the fiscal years ended October 31, 2023 and October 31, 2022 contained a qualification that the Company’s significant operating losses raise substantial doubt as to the Company’s ability to continue as a going concern. The audit reports did not otherwise contain a disclaimer of opinion and were not qualified or modified as to audit scope or accounting principles.

 

During the fiscal years ended October 31, 2023 and 2022, and the subsequent interim period through the date of this report, there were no disagreements, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, between the Company and BF Borgers on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to BF Borgers’ satisfaction, would have caused BF Borgers to make reference to such disagreements in its audit reports.

 

During the fiscal years ended October 31, 2023 and 2022, and the subsequent interim period through the date of this report, there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K.

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The accompanying condensed financial statements have been prepared in accordance with the Financial Accounting Standards Board (“FASB”) “FASB Accounting Standard Codification™” (the “Codification”) which is the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of As of July 31, 2024, and October 31, 2023, there were 19,090,078 and 19,090,078 shares of common stock issued and outstanding, respectively. The condensed financial statements have been prepared in conformity with accepted accounting principles (“GAAP”) in the United States.

 

Management’s Representation of Interim Condensed Financial Statements

 

The accompanying unaudited condensed financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Company uses the same accounting policies in preparing quarterly and annually. Certain information and footnote disclosures normally included in the condensed financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These condensed financial statements include all of the adjustments, which in the opinion of management are necessary for a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year. These condensed financial statements should be read in conjunction with the condensed audited financial statements and notes thereto on October 31, 2023, as presented in the Company’s Annual Report on Form 10-K.

 

Going Concern

 

The accompanying condensed financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve months following the date of these condensed financial statements. As of July 31, 2024, the Company had negative working capital of $658,407 and an accumulated deficit of $15,406,336.

 

Because the Company does not expect that the existing operational cash flow will be sufficient to fund presently anticipated operations, this raises substantial doubt about the Company’s ability to continue as a going concern. Therefore, the Company will need to raise additional funds and is currently exploring alternative sources of financing. Recently the Company has been funded by related party shareholders and officers. Historically, the Company raised capital through private placements, to finance working capital needs and may attempt to raise capital through the sale of common stock or other securities and obtaining some short-term loans. The Company will be required to continue to do so until its operations become profitable. Also, the Company has, in the past, paid for consulting services with its common stock to maximize working capital, and intends to continue this practice where feasible.

 

8

 

 

Use of Estimates

 

The preparation of condensed financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to income taxes and contingencies. The Company bases its estimates on historical experience, known or expected trends, and various other assumptions that are believed to be reasonable given the quality of information available as of the date of these condensed financial statements. The results of these assumptions provide the basis for making estimates about the carrying amount of assets and liabilities that are not readily apparent from other sources. Actual results could differ from these estimates.

 

Reverse Stock Split

 

On July 26, 2022, the Company effected a 1 for 26 reverse stock split of its common stock. All common stock amounts and references have been retroactively adjusted for all figures present to reflect this split unless specifically stated otherwise.

 

Revenue recognition

 

The Company has not generated any revenue to date and is in the process of completing its first order to manufacture luggage. Revenue from sale of luggage will be recognized under the using the five-step approach required under the guidelines of ASC 606:

 

1.	Identify the contract with the client,

 

2.	Identify the performance obligations in the contract,

 

3.	Determine the transaction price,

 

4.	Allocate the transaction price to performance obligations in the contract

 

5.	Recognize revenues when or as the Company satisfies a performance obligation

 

During the third quarter ended July 31, 2023, the Company billed its customer in advance for a portion of the luggage to be delivered, and received an initial payment against the order to be delivered. All revenue billed in advance of services being delivered is recorded in deferred revenue, net. As of July 31, 2024, and October 31, 2023, the balances of deferred revenue, net were $176,658 and $176,658 respectively. The components of deferred revenue net in the Company’s unaudited balance sheet were deferred revenue of $450,060 less accounts receivable of $274,402 for unfulfilled obligations, netting to $176,658.

 

Prepaid expenses

 

Prepaid expenses are amounts paid to secure the use of assets or the receipt of services at a future date or continuously over one or more future periods. When the prepaid expenses are eventually consumed, they are charged to expense. Prepaid expenses are recorded at fair market value.

 

As of July 31, 2024, and October 31, 2023, the balance of prepaid expenses was $227,655 and $129,917, respectively.

 

Cash and cash equivalents

 

The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. As of July 31, 2024, and October 31, 2023, the Company had $9,007 and $9,448 in cash on hand, respectively.

 

9

 

 

Income taxes

 

The Company accounts for income taxes under FASB ASC 740, “Accounting for Income Taxes”. Under FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. 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. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. FASB ASC 740-10-05, “Accounting for Uncertainty in Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities.

 

The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that might cause it to change its judgment regarding the likelihood of a tax position’s sustainability under audit.

 

Net Loss per Share

 

Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding.

 

Recent Accounting Pronouncements

 

There are no recent accounting pronouncements that has an impact on the Company’s operations.

 

NOTE 3 – RELATED PARTY TRANSACTIONS

 

Subsequent to August 24, 2021, the funding for the Company has been provided by Issamar Ginzberg, Shmuel Rotbard, and Israel Moshe Levy in the form of interest-free demand loans.

 

During the nine months ended July 31, 2024, all of the Company’s funding amounting to $385,295 has been provided by Cheskel Meisels, the Company’s new CEO. As of July 31, 2024, and October 31, 2023, the balance of related party’s loans was $483,676 and $98,381 respectively.

 

NOTE 4 – EQUITY

 

Common Stock

 

The Company has authorized 1,000,000,000 shares of $0.001 par value, common stock.

 

On July 26, 2022, the Company effected a 1 for 26 reverse stock split of its common stock. All common stock amounts and references have been retroactively adjusted for all figures present to reflect this split unless specifically stated otherwise.

 

During the three months ended July 31, 2022, the Company raised $50,593 in gross proceeds from the sale of 4,864,668 shares of common stock. Since these shares were sold at $0.0004 prior to the reverse split, which was below the par value of $0.001, the Company recorded a discount on common stock of $75,889, which reduced the Company’s equity.

 

10

 

 

During the three months ended January 31, 2023, the Company sold 391,412 shares in private placements and raised $23,525 in gross proceeds. Additionally, during the three months ended April 30, 2023, the company issued 170,000 shares to a service provider. These shares were valued at $0.5701 which was the Company’s closing trading price on the date of issuance, or a total of $96,917 which was categorized as stock-based compensation included in general and administrative expenses for the three months ended April 30, 2023.

 

As of July 31, 2024, and October 31, 2023, there were 19,090,078 and 19,090,078 shares of common stock issued and outstanding, respectively.

 

Preferred Stock

 

The Company has 2,500,000 shares of Series A Preferred Stock, $0.001 par value, authorized.

 

The attributes of the Series A Preferred Stock are as follows:

 

Dividend Provisions.

 

Subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the holders of shares of Series A-1 Preferred Stock shall be entitled to receive dividends, out of any assets legally available therefor, upon any payment of any dividend (payable other than in Common Stock or other securities and rights convertible into or entitling the holder thereof to receive, directly or indirectly, additional shares of Common Stock of the Corporation) on the Common Stock of the Corporation, as and if declared by the Board of Directors, as if the Series A-1 Preferred Stock had been converted into Common Stock.

 

Liquidation Preference.

 

In the event of any liquidation, dissolution, or winding up of the Corporation, either voluntary or involuntary, the holders of the Series A-1 Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Corporation to the holders of Common Stock, or any other series or class of common stock of the Corporation, whether now in existence or hereafter created by amendment to the articles of incorporation of the Corporation or by a certificate of designation, by reason of their ownership thereof, and senior, prior, and in preference to any other series or class of preferred stock of the Corporation, whether now in existence or hereafter created by amendment to the articles of incorporation of the Corporation or by a certificate of designation, an amount per share equal to the price per share actually paid to the Corporation upon the initial issuance of the Series A-1 Preferred Stock (each, the “the Original Issue Price”) for each share of Series A-1 Preferred Stock then held by them, plus declared but unpaid dividends. Unless the Corporation can establish a different Original Issue Price in connection with a particular sale of Series A-1 Preferred Stock, the Original Issue Price shall be $0.001 per share for the Series A-1 Preferred Stock. If, upon the occurrence of any liquidation, dissolution, or winding up of the Corporation, the assets and funds thus distributed among the holders of the Series A-1 Preferred Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, then, the entire assets and funds of the corporation legally available for distribution shall be distributed first to the Series A-1 Preferred Stock, and then ratably among the holders of each other series of Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive.

 

Redemption.

 

The Series A-1 Preferred Stock shares are non-redeemable other than upon the mutual agreement of the Corporation and the holder of shares to be redeemed and even in such case only to the extent permitted by this Certificate of Designation, the Corporation’s Articles of Incorporation, and applicable law.

 

Conversion.

 

The holders of the Series A-1 Preferred Stock, shall have conversion rights as follows (the “Conversion Rights”):

 

11

 

 

Right to Convert.

 

Subject to Section 4(c), each share of Series A-1 Preferred Stock shall be convertible, at the option of the holder(s) thereof only, at any time after the date of issuance of such share, at the office of the Corporation or any transfer agent for such stock, into one thousand (1,000) fully paid and nonassessable shares of Common Stock (the “Series A-1 Conversion Ratio”).

 

During the three months ended April 30, 2024 the company issued 750,000 to its CEO, Cheskel Meisels. These shares were valued at 2,516,727. The fair market value of these shares was determined using a market capitalization ratio analysis.

 

As of July 31, 2024, and October 31, 2023, there 1,584,254 and 834,254 shares of Series A Preferred Stock were issued and outstanding, respectively.

 

NOTE 5 – COMMITMENTS AND CONTINGENCIES

 

The Company did not have any contractual commitments as of July 31, 2024, and October 31, 2023.

 

NOTE 6 – SUBSEQUENT EVENTS

 

In accordance with FASB ASC 855-10, Subsequent Events, the Company has analyzed its operations subsequent to July 31, 2024, to the date these condensed financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these condensed financial statements.

 

12

 

 

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

 

Organizational History of the Company and Overview

 

Plan of Operation

 

The Company has no revenue or cash flow from operations as of the date of this Report.

 

On January 26, 2023, the Company received a purchase order from a leading luggage retailer for two types of luggage amounting to a total of $925,000. The Company is in the process of working with a manufacturer to produce the luggage. As a result of this purchase order, as of January 26, 2023, the Company is no longer in shell status. The Company is in the process of fulfilling that order.

 

In addition management intends to explore and identify business opportunities within the U.S., including a potential acquisition of an operating entity through a reverse merger, asset purchase, or similar transaction. Our Chief Executive Officer has experience in business consulting, although no assurances can be given that he can identify and implement a viable business strategy or that any such strategy will result in profits. Our ability to effectively identify, develop and implement a viable plan for our business may be hindered by risks and uncertainties which are beyond our control, including without limitation, the continued negative effects of the coronavirus pandemic on the U.S. and global economies. For more information about the risk of coronavirus on our business, see Item 1A “Risk Factors.”

 

Given our limited capital resources, we may consider a business combination with an entity that has recently commenced operations, is a developing company or is otherwise in need of additional funds for the development of new products or services or expansion into new markets, or is an established business experiencing financial or operating difficulties and requires additional capital. Alternatively, a business combination may involve the acquisition of, or a merger with, an entity that desires access to the U.S. capital markets.

 

As of the date of this Report, our management has not had any discussions with any representative of any other entity regarding a potential business combination. Any target business that is selected may be financially unstable or in the early stages of development. In such an event, we expect to be subject to numerous risks inherent in the business and operations of a financially unstable or early-stage entity. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk or in which our management has limited experience, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

 

Our management anticipates that we will likely only be able to affect one business combination due to our limited capital. This lack of diversification will likely pose a substantial risk in investing in the Company for the indefinite future because it will not permit us to offset potential losses from one venture or operating territory against gains from another. The risks we face will likely be heightened to the extent we acquire a business operating in a single industry or geographical region.

 

We anticipate that the selection of a business combination will be a complex and risk-prone process. Because of general economic conditions, including unfavorable conditions caused by the coronavirus pandemic, rapid technological advances being made in some industries, and shortages of available capital, management believes that there are a number of firms seeking business opportunities at this time at discounted rates with which we will compete. We expect that any potentially available business combinations may appear in a variety of different industries or regions and at various stages of development, all of which will likely render the task of comparative investigation and analysis of such business opportunities extremely difficult and complicated. Once we have developed and begun to implement our business plan, management intends to fund our working capital requirements through a combination of our existing funds and future issuances of debt or equity securities. Our working capital requirements are expected to increase in line with the implementation of a business plan and commencement of operations.

 

Based on our current operations, we do not have sufficient working capital to fund our operations over the next 12 months. If we can close a reverse merger, it is likely we will need capital as a condition of closing that acquisition. Because of the uncertainties, we cannot be certain as to how much capital we need to raise or the type of securities we will be required to issue. In connection with a reverse merger, we will be required to issue a controlling block of our securities to the target’s shareholders which will be very dilutive.

 

13

 

 

Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences, or privileges senior to our Common Stock. Additional financing may not be available on acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.

 

We anticipate that we will incur operating losses in the next 12 months, principally costs related to our being obligated to file reports with the SEC. Our prospects must be considered in light of the risks, expenses, and difficulties frequently encountered by companies in their early stage of development. Such risks for us include but are not limited to, an evolving and unpredictable business model, recognition of revenue sources, and the management of growth. To address these risks, we must, among other things, develop, implement, and successfully execute our business and marketing strategy, respond to competitive developments, and attract, retain, and motivate qualified personnel. There can be no assurance that we will be successful in addressing such risks, and the failure to do so could have a material adverse effect on our business prospects, financial condition, and results of operations.

 

Critical Accounting Policies and Estimates

 

Our management’s discussion and analysis of our financial condition and results of operations are based on our condensed financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles, or “GAAP.” The preparation of these condensed financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed financial statements, and the reported amounts of revenue and expenses during the reported period. In accordance with GAAP, we base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions.

 

Our significant accounting policies are fully described in Note 2 to our condensed financial statements appearing elsewhere in this Quarterly Report, and we believe those accounting policies are critical to the process of making significant judgments and estimates in the preparation of our condensed financial statements.

 

Off-Balance Sheet Arrangements

 

None.

 

Item 3. Quantitative And Qualitative Disclosures About Market Risk.

 

As a smaller reporting company, we are not required to provide the information called for by this item.

 

Item 4. Controls and Procedures.

 

Evaluation of Disclosure Controls and Procedures.

 

Our management is responsible for establishing and maintaining a system of “disclosure controls and procedures” (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls, and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and the principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our disclosure controls and procedures were not effective as of July 31, 2024.

 

14

 

 

Management’s Report on Internal Control over Financial Reporting.

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of condensed financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:

 

	●	pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
	●	provide reasonable assurance that transactions are recorded as necessary to permit preparation of condensed financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and
	●	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the condensed financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may deteriorate.

 

Our management assessed the effectiveness of our internal control over financial reporting based on the parameters set forth above and has concluded that as of July 31, 2024 our internal control over financial reporting was not effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of condensed financial statements for external purposes in accordance with U.S. generally accepted accounting principles as a result of the following material weaknesses:

 

	●	The Company does not have sufficient segregation of duties within accounting functions due to only having one officer and limited resources.
	●	The Company does not have an independent board of directors or an audit committee.
	●	The Company does not have written documentation of our internal control policies and procedures.
	●	All of the Company’s financial reporting is carried out by a financial consultant.

 

We plan to rectify these weaknesses by implementing an independent board of directors, establishing written policies and procedures for our internal control of financial reporting, and hiring additional accounting personnel at such time as we complete a reverse merger or similar business acquisition.

 

Changes in Internal Control over Financial Reporting.

 

There has been no change in our internal control over financial reporting during the three months ended July 31, 2024, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 

 

15

 

 

PART II OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

The Company may be involved in certain legal proceedings that arise from time to time in the ordinary course of its business. Legal expenses associated with any contingency are expensed as incurred. The Company’s officers and directors are not aware of any threatened or pending litigation to which the Company is a party or which any of its property is the subject and which would have any material, adverse effect on the Company.

 

Item 1A. Risk Factors.

 

Reference is made to the risks and uncertainties disclosed in Item 1A (“Risk Factors”) of our Annual Report on Form 10-K for the period ended October 31, 2023, which sections are incorporated by reference into this report, as the same may be updated from time to time. Prospective investors are encouraged to consider the risks described in our 2022 Form 10-K, and our Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Report, and other information publicly disclosed or contained in documents we file with the Securities and Exchange Commission before purchasing our securities.

 

As a smaller reporting company, the Company is not required to disclose material changes to the risk factors that were contained in the October 31, 2023, Form 10-K.

 

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

 

None.

 

Item 3. Defaults Upon Senior Securities.

 

None.

 

Item 4. Mine Safety Disclosures.

 

Not applicable.

 

Item 5. Other Information.

 

None.

 

16

 

 

Item 6. Exhibits.

 

The exhibits listed on the Exhibit Index below are provided as part of this report.

 

Exhibit No.		Description
31.1*		Certification of principal executive and financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended.
32.1*		Certification of principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as amended.
101.INS*		XBRL INSTANCE
101.SCH*		XBRL TAXONOMY EXTENSION SCHEMA
101.CAL*		XBRL TAXONOMY EXTENSION CALCULATION
101.DEF*		XBRL TAXONOMY EXTENSION DEFINITION
101.LAB*		XBRL TAXONOMY EXTENSION LABELS
101.PRE*		XBRL TAXONOMY EXTENSION PRESENTATION

 

 

*

Filed herewith.

 

17

 

 

SIGNATURES

 

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

 

	FUSS BRANDS CORP.
Dated: September 6, 2024	By:	/s/ Cheskel Meisels
		Cheskel Meisels
		Chief Executive Officer and Chief Financial Officer Principal Executive Officer, Principal Financial Officer

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

18

 

Exhibit 31.1

 

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

 

I, Cheskel Meisels, certify that:

 

1.	I have reviewed this Quarterly report on Form 10-Q of Fuss Brands Corp;
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 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 a quarter 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.

 

Dated: September 6, 2024	By:	/s/ Cheskel Meisels
		Cheskel Meisels
		Chief Executive Officer
		(Principal Executive Officer and
		Principal Financial Officer)

 

 

 

Exhibit 32.1

 

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

 

In connection with the Quarterly Report of Fuss Brands Corp. on Form 10-Q for the period ended July 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Cheskel Meisels, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

 

	(1)	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
	(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

Dated: September 6, 2024	By:	/s/ Cheskel Meisels
		Cheskel Meisels Chief Executive Officer
		(Principal Executive Officer and
		Principal Financial Officer)

 

 

Cover - shares	9 Months Ended
	Jul. 31, 2024	Sep. 06, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jul. 31, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--10-31
Entity File Number	001-34808
Entity Registrant Name	FUSS BRANDS CORP.
Entity Central Index Key	0000926844
Entity Tax Identification Number	87-1343424
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	80 Broad Street
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10004
City Area Code	917
Local Phone Number	720-3366
Entity Current Reporting Status	No
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		19,090,078

CONDENSED BALANCE SHEETS (Unaudited) - USD ($)	Jul. 31, 2024	Oct. 31, 2023
ASSETS
Cash	$ 9,007	$ 9,448
Prepaid expenses	227,655	129,917
Total Assets	236,662	139,364
LIABILITIES & STOCKHOLDERS’ DEFICIT
Accounts payable	24,008	105,991
Accrued liabilities	160,728	156,978
Deferred revenue-net	176,658	176,658
Convertible notes	50,000	50,000
Notes payable-related party	483,676	98,381
Total current liabilities	895,069	588,007
Total liabilities	895,070	588,007
Commitments and contingencies
Stockholders’ (Deficit)
Preferred stock Series A, $0.001 par value, 5,000,000 shares authorized, 1,584,254 and 837,899 shares issued and outstanding as of July 31, 2024 and October 31, 2023	1,584	834
Common stock, $0.001 par value 1,000,000,000, shares authorized, 19,090,078 and 19,090,078 shares issued and outstanding as of July 31, 2024 and October 31, 2023	19,090	19,090
Additional paid-in capital	14,803,143	12,287,167
Discount on common stock	(75,889)	(75,889)
Accumulated deficit	(15,406,336)	(12,679,846)
Total Stockholders’ (Deficit)	(658,408)	(448,643)
Total Liabilities and Stockholders’ (Deficit)	$ 236,662	$ 139,364

CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Jul. 31, 2024	Oct. 31, 2023
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	2,500,000	2,500,000
Preferred stock, shares issued	1,584,254	834,254
Preferred stock, shares outstanding	1,584,254	834,254
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	19,090,078	19,090,078
Common stock, shares outstanding	19,090,078	19,090,078
Series A Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	1,584,254	837,899
Preferred stock, shares outstanding	1,584,254	837,899

CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Jul. 31, 2024	Jul. 31, 2023	Jul. 31, 2024	Jul. 31, 2023
Income Statement [Abstract]
Revenue
Operating Expenses:
Administrative expenses	45,089	114,968	2,722,695	361,825
Total operating expenses	45,089	114,968	2,722,695	361,825
(Loss) from operations	(45,089)	(114,968)	(2,722,695)	(361,825)
Interest expense	(1,295)	(859)	(3,795)	(859)
Income (loss) before provision for income taxes	(46,384)	(115,827)	(2,726,490)	(362,684)
Tax Provision
Net (Loss)	$ (46,384)	$ (115,827)	$ (2,726,490)	$ (362,684)
Basic (loss) per common share	$ (0.00)	$ (0.01)	$ (0.14)	$ (0.02)
Diluted (loss) per common share	$ (0.00)	$ (0.01)	$ (0.14)	$ (0.02)
Weighted average number of shares outstanding, basic	19,090,078	15,445,078	19,090,078	15,445,078
Weighted average number of shares outstanding, diluted	19,090,078	15,445,078	19,090,078	15,445,078

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT (Unaudited) - USD ($)	Preferred Stock Series A [Member]	Common Stock [Member]	Discount On Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Oct. 31, 2022	$ 838	$ 14,884	$ (75,889)	$ 12,170,928	$ (12,174,648)	$ (63,887)
Beginning balance, shares at Oct. 31, 2022	837,899	14,883,665
Net loss					(68,325)	(68,325)
Private placement of common shares		$ 391		23,134		23,525
Private placement of common shares, shares		391,412
Ending balance, value at Jan. 31, 2023	$ 838	$ 15,276	(75,889)	12,194,062	(12,242,974)	(108,688)
Ending balance, shares at Jan. 31, 2023	837,899	15,275,077
Stock based compensation for services		$ 170		96,747		96,917
Stock based compensation for services, shares		170,000
Net loss					(178,532)	(178,532)
Ending balance, value at Apr. 30, 2023	$ 838	$ 15,446	(75,889)	12,290,809	(12,421,505)	(190,302)
Ending balance, shares at Apr. 30, 2023	837,899	15,445,077
Net loss					(115,827)	(115,827)
Ending balance, value at Jul. 31, 2023	$ 838	$ 15,446	(75,889)	12,290,809	(12,290,808)	(306,130)
Ending balance, shares at Jul. 31, 2023	837,899	15,445,077
Beginning balance, value at Oct. 31, 2023	$ 834	$ 19,090	(75,889)	12,287,167	(12,679,846)	(448,643)
Beginning balance, shares at Oct. 31, 2023	834,254	19,090,078
Net loss					(46,259)	(46,259)
Ending balance, value at Jan. 31, 2024	$ 834	$ 19,090	(75,889)	12,287,167	(12,726,105)	(494,903)
Ending balance, shares at Jan. 31, 2024	834,254	19,090,078
Issuance of Series A shares for services	$ 750.00			2,515,977		2,516,727
Issuance of Series A shares for services, shares	750,000
Net loss					(2,633,846)	(2,633,846)
Ending balance, value at Apr. 30, 2024	$ 1,584	$ 19,090	(75,889)	14,803,143	(15,359,951)	(612,021)
Ending balance, shares at Apr. 30, 2024	1,584,254	19,090,078
Net loss					(46,384)	(46,384)
Ending balance, value at Jul. 31, 2024	$ 1,584	$ 19,090	$ (75,889)	$ 14,803,143	$ (15,406,336)	$ (658,408)
Ending balance, shares at Jul. 31, 2024	1,584,254	19,090,078

CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Cash Flows From Operating Activities:
Net (loss)	$ (2,726,490)	$ (362,684)
Stock based compensation	2,516,727	96,917
Changes in operating assets and liabilities
Prepaid expenses	(97,739)	(128,087)
Accounts payable	(81,983)	59,944
Deferred revenue		135,018
Accrued liabilities	3,750	112,859
Net cash (used in) operating activities	(385,735)	(86,033)
Cash Flows From Financing Activities:
Private placement of common shares		23,525
Convertible notes		50,000
Notes payable related party	385,295
Net cash provided by financing activities	385,295	73,525
Net (Decrease) In Cash	(441)	(12,508)
Cash At The Beginning Of The Period	9,448	35,539
Cash At The End Of The Period	$ 9,007	$ 23,031

ORGANIZATION AND DESCRIPTION OF BUSINESS	9 Months Ended
	Jul. 31, 2024
Accounting Policies [Abstract]
ORGANIZATION AND DESCRIPTION OF BUSINESS	NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS   Fuss Brands Corp, f/k/a China Botanic Pharmaceutical Inc. (“the Company,” “we” “us”) was incorporated in the State of Nevada on August 18, 1988, originally under the corporate name of Solutions, Incorporated. It was inactive until August 16, 1996, when it changed its corporate name to Suarro Communications, Inc, and engaged in the business of providing internet-based business services. This line of business was discontinued in 2006, and the Company became a non-operating public company. The Company underwent a number of corporate name changes as follows:   June 1997   ComTech Consolidation Group, Inc February 1999   E-Net Corporation May 1999   E-Net Financial Corporation January 2000   E-Net.Com Corporation February 2000   E-Net Financial.Com Corporation January 2002   Anza Capital, Inc (“Anza”) June 2006   Renhuang Pharmaceuticals, Inc. October 2010   China Botanic Pharmaceutical Inc.   The Company had been inactive since September 2012.   On February 4, 2021, as a result of a custodianship in Clark County, Nevada, Case Number: A-20-827231-B Custodian Ventures LLC (“Custodian”) was appointed custodian of the Company. On the same date, Custodian appointed David Lazar as the Company’s Chief Executive Officer, President, Secretary, Chief Financial Officer, Chief Executive Officer, and Chairman of the Board of Directors.   On August 24, 2021, as a result of a private transaction, 1,000,000 shares of Series A-1 Preferred Stock, $0.001 par value per share (the “Shares”) of the Company, were transferred from Custodian Ventures, LLC to Issamar Ginzberg, Israel Moshe Levy, Shmuel Rotbard, and Benjamin Levin (collectively, the “Purchasers”). As a result, the Purchasers became holders of approximately 96% of the voting rights of the issued and outstanding share capital of the Company on a fully diluted basis of the Company and became the controlling shareholder. The consideration paid for the Shares was $250,000. The source of the cash consideration for the Shares was personal funds. In connection with the transaction, David Lazar released the Company from all debts owed to him and/or Custodian Ventures, LLC.   On August 24, 2021, the existing director and officer resigned immediately. Accordingly, David Lazar, serving as a director and an officer, ceased to be the Company’s Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary, and Director. At the effective date of the transfer, Issamar Ginzberg consented to act as the new Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary, and a Director of the Company,   On July 14, 2022, China Botanic Pharmaceuticals Inc. amended its articles of incorporation to change its name to Fuss Brands Corp. (the “Name Change”). The change was made in anticipation of entering into a new line of business operations.   On July 13, 2022, the Company amended its articles of incorporation to reverse split its common stock at a rate of 1 for 26 (the “Reverse”).   On July 22, 2022, FINRA declared the Name Change and the Reverse effective. Also on July 28, 2022, the Company was informed by FINRA that the Company’s ticker symbol would be changed to FBDS in twenty business days.   The Company’s year-end is October 31.   On January 26, 2023, the Company received a purchase order from a leading luggage retailer for two types of luggage amounting to a total of $925,000. The Company is in the process of working with a manufacturer to produce the luggage. As a result of this purchase order, as of January 26, 2023, the Company is no longer in shell status. The Company is in the process of fulfilling that order.   On March 20, 2024 assumed the role of Chief Executive Officer from Issamar Ginzberg.   Effective May 9, 2024, the “Company dismissed BF Borgers CPA PC (“BF Borgers”) as its independent registered public accounting firm.   BF Borgers’ audit reports on the Company’s consolidated financial statements as of and for the fiscal years ended October 31, 2023 and October 31, 2022 contained a qualification that the Company’s significant operating losses raise substantial doubt as to the Company’s ability to continue as a going concern. The audit reports did not otherwise contain a disclaimer of opinion and were not qualified or modified as to audit scope or accounting principles.   During the fiscal years ended October 31, 2023 and 2022, and the subsequent interim period through the date of this report, there were no disagreements, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, between the Company and BF Borgers on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to BF Borgers’ satisfaction, would have caused BF Borgers to make reference to such disagreements in its audit reports.   During the fiscal years ended October 31, 2023 and 2022, and the subsequent interim period through the date of this report, there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Jul. 31, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES   Basis of Presentation   The accompanying condensed financial statements have been prepared in accordance with the Financial Accounting Standards Board (“FASB”) “FASB Accounting Standard Codification™” (the “Codification”) which is the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of As of July 31, 2024, and October 31, 2023, there were 19,090,078 and 19,090,078 shares of common stock issued and outstanding, respectively. The condensed financial statements have been prepared in conformity with accepted accounting principles (“GAAP”) in the United States.   Management’s Representation of Interim Condensed Financial Statements   The accompanying unaudited condensed financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Company uses the same accounting policies in preparing quarterly and annually. Certain information and footnote disclosures normally included in the condensed financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These condensed financial statements include all of the adjustments, which in the opinion of management are necessary for a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year. These condensed financial statements should be read in conjunction with the condensed audited financial statements and notes thereto on October 31, 2023, as presented in the Company’s Annual Report on Form 10-K.   Going Concern   The accompanying condensed financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve months following the date of these condensed financial statements. As of July 31, 2024, the Company had negative working capital of $658,407 and an accumulated deficit of $15,406,336.   Because the Company does not expect that the existing operational cash flow will be sufficient to fund presently anticipated operations, this raises substantial doubt about the Company’s ability to continue as a going concern. Therefore, the Company will need to raise additional funds and is currently exploring alternative sources of financing. Recently the Company has been funded by related party shareholders and officers. Historically, the Company raised capital through private placements, to finance working capital needs and may attempt to raise capital through the sale of common stock or other securities and obtaining some short-term loans. The Company will be required to continue to do so until its operations become profitable. Also, the Company has, in the past, paid for consulting services with its common stock to maximize working capital, and intends to continue this practice where feasible.   Use of Estimates   The preparation of condensed financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to income taxes and contingencies. The Company bases its estimates on historical experience, known or expected trends, and various other assumptions that are believed to be reasonable given the quality of information available as of the date of these condensed financial statements. The results of these assumptions provide the basis for making estimates about the carrying amount of assets and liabilities that are not readily apparent from other sources. Actual results could differ from these estimates.   Reverse Stock Split   On July 26, 2022, the Company effected a 1 for 26 reverse stock split of its common stock. All common stock amounts and references have been retroactively adjusted for all figures present to reflect this split unless specifically stated otherwise.   Revenue recognition   The Company has not generated any revenue to date and is in the process of completing its first order to manufacture luggage. Revenue from sale of luggage will be recognized under the using the five-step approach required under the guidelines of ASC 606:   1. Identify the contract with the client,   2. Identify the performance obligations in the contract,   3. Determine the transaction price,   4. Allocate the transaction price to performance obligations in the contract   5. Recognize revenues when or as the Company satisfies a performance obligation   During the third quarter ended July 31, 2023, the Company billed its customer in advance for a portion of the luggage to be delivered, and received an initial payment against the order to be delivered. All revenue billed in advance of services being delivered is recorded in deferred revenue, net. As of July 31, 2024, and October 31, 2023, the balances of deferred revenue, net were $176,658 and $176,658 respectively. The components of deferred revenue net in the Company’s unaudited balance sheet were deferred revenue of $450,060 less accounts receivable of $274,402 for unfulfilled obligations, netting to $176,658.   Prepaid expenses   Prepaid expenses are amounts paid to secure the use of assets or the receipt of services at a future date or continuously over one or more future periods. When the prepaid expenses are eventually consumed, they are charged to expense. Prepaid expenses are recorded at fair market value.   As of July 31, 2024, and October 31, 2023, the balance of prepaid expenses was $227,655 and $129,917, respectively.   Cash and cash equivalents   The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. As of July 31, 2024, and October 31, 2023, the Company had $9,007 and $9,448 in cash on hand, respectively.   Income taxes   The Company accounts for income taxes under FASB ASC 740, “Accounting for Income Taxes”. Under FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. 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. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. FASB ASC 740-10-05, “Accounting for Uncertainty in Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities.   The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that might cause it to change its judgment regarding the likelihood of a tax position’s sustainability under audit.   Net Loss per Share   Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding.   Recent Accounting Pronouncements   There are no recent accounting pronouncements that has an impact on the Company’s operations.

RELATED PARTY TRANSACTIONS	9 Months Ended
	Jul. 31, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 3 – RELATED PARTY TRANSACTIONS   Subsequent to August 24, 2021, the funding for the Company has been provided by Issamar Ginzberg, Shmuel Rotbard, and Israel Moshe Levy in the form of interest-free demand loans.   During the nine months ended July 31, 2024, all of the Company’s funding amounting to $385,295 has been provided by Cheskel Meisels, the Company’s new CEO. As of July 31, 2024, and October 31, 2023, the balance of related party’s loans was $483,676 and $98,381 respectively.

EQUITY	9 Months Ended
	Jul. 31, 2024
Equity [Abstract]
EQUITY	NOTE 4 – EQUITY   Common Stock   The Company has authorized 1,000,000,000 shares of $0.001 par value, common stock.   On July 26, 2022, the Company effected a 1 for 26 reverse stock split of its common stock. All common stock amounts and references have been retroactively adjusted for all figures present to reflect this split unless specifically stated otherwise.   During the three months ended July 31, 2022, the Company raised $50,593 in gross proceeds from the sale of 4,864,668 shares of common stock. Since these shares were sold at $0.0004 prior to the reverse split, which was below the par value of $0.001, the Company recorded a discount on common stock of $75,889, which reduced the Company’s equity.   During the three months ended January 31, 2023, the Company sold 391,412 shares in private placements and raised $23,525 in gross proceeds. Additionally, during the three months ended April 30, 2023, the company issued 170,000 shares to a service provider. These shares were valued at $0.5701 which was the Company’s closing trading price on the date of issuance, or a total of $96,917 which was categorized as stock-based compensation included in general and administrative expenses for the three months ended April 30, 2023.   As of July 31, 2024, and October 31, 2023, there were 19,090,078 and 19,090,078 shares of common stock issued and outstanding, respectively.   Preferred Stock   The Company has 2,500,000 shares of Series A Preferred Stock, $0.001 par value, authorized.   The attributes of the Series A Preferred Stock are as follows:   Dividend Provisions.   Subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the holders of shares of Series A-1 Preferred Stock shall be entitled to receive dividends, out of any assets legally available therefor, upon any payment of any dividend (payable other than in Common Stock or other securities and rights convertible into or entitling the holder thereof to receive, directly or indirectly, additional shares of Common Stock of the Corporation) on the Common Stock of the Corporation, as and if declared by the Board of Directors, as if the Series A-1 Preferred Stock had been converted into Common Stock.   Liquidation Preference.   In the event of any liquidation, dissolution, or winding up of the Corporation, either voluntary or involuntary, the holders of the Series A-1 Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Corporation to the holders of Common Stock, or any other series or class of common stock of the Corporation, whether now in existence or hereafter created by amendment to the articles of incorporation of the Corporation or by a certificate of designation, by reason of their ownership thereof, and senior, prior, and in preference to any other series or class of preferred stock of the Corporation, whether now in existence or hereafter created by amendment to the articles of incorporation of the Corporation or by a certificate of designation, an amount per share equal to the price per share actually paid to the Corporation upon the initial issuance of the Series A-1 Preferred Stock (each, the “the Original Issue Price”) for each share of Series A-1 Preferred Stock then held by them, plus declared but unpaid dividends. Unless the Corporation can establish a different Original Issue Price in connection with a particular sale of Series A-1 Preferred Stock, the Original Issue Price shall be $0.001 per share for the Series A-1 Preferred Stock. If, upon the occurrence of any liquidation, dissolution, or winding up of the Corporation, the assets and funds thus distributed among the holders of the Series A-1 Preferred Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, then, the entire assets and funds of the corporation legally available for distribution shall be distributed first to the Series A-1 Preferred Stock, and then ratably among the holders of each other series of Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive.   Redemption.   The Series A-1 Preferred Stock shares are non-redeemable other than upon the mutual agreement of the Corporation and the holder of shares to be redeemed and even in such case only to the extent permitted by this Certificate of Designation, the Corporation’s Articles of Incorporation, and applicable law.   Conversion.   The holders of the Series A-1 Preferred Stock, shall have conversion rights as follows (the “Conversion Rights”):   Right to Convert.   Subject to Section 4(c), each share of Series A-1 Preferred Stock shall be convertible, at the option of the holder(s) thereof only, at any time after the date of issuance of such share, at the office of the Corporation or any transfer agent for such stock, into one thousand (1,000) fully paid and nonassessable shares of Common Stock (the “Series A-1 Conversion Ratio”).   During the three months ended April 30, 2024 the company issued 750,000 to its CEO, Cheskel Meisels. These shares were valued at 2,516,727. The fair market value of these shares was determined using a market capitalization ratio analysis.   As of July 31, 2024, and October 31, 2023, there 1,584,254 and 834,254 shares of Series A Preferred Stock were issued and outstanding, respectively.

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Jul. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 5 – COMMITMENTS AND CONTINGENCIES   The Company did not have any contractual commitments as of July 31, 2024, and October 31, 2023.

SUBSEQUENT EVENTS	9 Months Ended
	Jul. 31, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 6 – SUBSEQUENT EVENTS   In accordance with FASB ASC 855-10, Subsequent Events, the Company has analyzed its operations subsequent to July 31, 2024, to the date these condensed financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these condensed financial statements.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Jul. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation   The accompanying condensed financial statements have been prepared in accordance with the Financial Accounting Standards Board (“FASB”) “FASB Accounting Standard Codification™” (the “Codification”) which is the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of As of July 31, 2024, and October 31, 2023, there were 19,090,078 and 19,090,078 shares of common stock issued and outstanding, respectively. The condensed financial statements have been prepared in conformity with accepted accounting principles (“GAAP”) in the United States.
Management’s Representation of Interim Condensed Financial Statements	Management’s Representation of Interim Condensed Financial Statements   The accompanying unaudited condensed financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Company uses the same accounting policies in preparing quarterly and annually. Certain information and footnote disclosures normally included in the condensed financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These condensed financial statements include all of the adjustments, which in the opinion of management are necessary for a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year. These condensed financial statements should be read in conjunction with the condensed audited financial statements and notes thereto on October 31, 2023, as presented in the Company’s Annual Report on Form 10-K.
Going Concern	Going Concern   The accompanying condensed financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve months following the date of these condensed financial statements. As of July 31, 2024, the Company had negative working capital of $658,407 and an accumulated deficit of $15,406,336.   Because the Company does not expect that the existing operational cash flow will be sufficient to fund presently anticipated operations, this raises substantial doubt about the Company’s ability to continue as a going concern. Therefore, the Company will need to raise additional funds and is currently exploring alternative sources of financing. Recently the Company has been funded by related party shareholders and officers. Historically, the Company raised capital through private placements, to finance working capital needs and may attempt to raise capital through the sale of common stock or other securities and obtaining some short-term loans. The Company will be required to continue to do so until its operations become profitable. Also, the Company has, in the past, paid for consulting services with its common stock to maximize working capital, and intends to continue this practice where feasible.
Use of Estimates	Use of Estimates   The preparation of condensed financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to income taxes and contingencies. The Company bases its estimates on historical experience, known or expected trends, and various other assumptions that are believed to be reasonable given the quality of information available as of the date of these condensed financial statements. The results of these assumptions provide the basis for making estimates about the carrying amount of assets and liabilities that are not readily apparent from other sources. Actual results could differ from these estimates.
Reverse Stock Split	Reverse Stock Split   On July 26, 2022, the Company effected a 1 for 26 reverse stock split of its common stock. All common stock amounts and references have been retroactively adjusted for all figures present to reflect this split unless specifically stated otherwise.
Revenue recognition	Revenue recognition   The Company has not generated any revenue to date and is in the process of completing its first order to manufacture luggage. Revenue from sale of luggage will be recognized under the using the five-step approach required under the guidelines of ASC 606:   1. Identify the contract with the client,   2. Identify the performance obligations in the contract,   3. Determine the transaction price,   4. Allocate the transaction price to performance obligations in the contract   5. Recognize revenues when or as the Company satisfies a performance obligation   During the third quarter ended July 31, 2023, the Company billed its customer in advance for a portion of the luggage to be delivered, and received an initial payment against the order to be delivered. All revenue billed in advance of services being delivered is recorded in deferred revenue, net. As of July 31, 2024, and October 31, 2023, the balances of deferred revenue, net were $176,658 and $176,658 respectively. The components of deferred revenue net in the Company’s unaudited balance sheet were deferred revenue of $450,060 less accounts receivable of $274,402 for unfulfilled obligations, netting to $176,658.
Prepaid expenses	Prepaid expenses   Prepaid expenses are amounts paid to secure the use of assets or the receipt of services at a future date or continuously over one or more future periods. When the prepaid expenses are eventually consumed, they are charged to expense. Prepaid expenses are recorded at fair market value.   As of July 31, 2024, and October 31, 2023, the balance of prepaid expenses was $227,655 and $129,917, respectively.
Cash and cash equivalents	Cash and cash equivalents   The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. As of July 31, 2024, and October 31, 2023, the Company had $9,007 and $9,448 in cash on hand, respectively.
Income taxes	Income taxes   The Company accounts for income taxes under FASB ASC 740, “Accounting for Income Taxes”. Under FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. 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. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. FASB ASC 740-10-05, “Accounting for Uncertainty in Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities.   The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that might cause it to change its judgment regarding the likelihood of a tax position’s sustainability under audit.
Net Loss per Share	Net Loss per Share   Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding.
Recent Accounting Pronouncements	Recent Accounting Pronouncements   There are no recent accounting pronouncements that has an impact on the Company’s operations.

ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) - USD ($)	1 Months Ended
	Aug. 24, 2021	Jul. 31, 2024	Oct. 31, 2023	Jan. 26, 2023
Defined Benefit Plan Disclosure [Line Items]
Preferred stock, shares issued		1,584,254	834,254
Preferred stock, par value		$ 0.001	$ 0.001
Purchase amount				$ 925,000
Custodian Ventures [Member] | Series A-1 Preferred Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Preferred stock, shares issued	1,000,000
Preferred stock, par value	$ 0.001
Consideration paid	$ 250,000

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	1 Months Ended
	Jul. 26, 2022	Jul. 31, 2024	Oct. 31, 2023
Accounting Policies [Abstract]
Common stock, shares issued		19,090,078	19,090,078
Common stock, shares outstanding		19,090,078	19,090,078
Negative working capital		$ 658,407
Accumulated Deficit		15,406,336	$ 12,679,846
Reverse stock split	1 for 26
Deferred revenue-net		176,658	176,658
Deferred revenue		450,060
Accounts receivable gross		274,402
Prepaid expenses		227,655	129,917
Cash on hand		$ 9,007	$ 9,448

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	9 Months Ended
	Jul. 31, 2024	Oct. 31, 2023
Related Party Transactions [Abstract]
Funding amount	$ 385,295
Notes payable-related party	$ 483,676	$ 98,381

EQUITY (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended				9 Months Ended
	Jul. 26, 2022	Apr. 30, 2024	Apr. 30, 2023	Jan. 31, 2023	Jul. 31, 2022	Jul. 31, 2024	Oct. 31, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock, shares authorized						1,000,000,000	1,000,000,000
Common stock, par value						$ 0.001	$ 0.001
Reverse stock split	1 for 26
Proceeds from sale of common stock				$ 23,525	$ 50,593
Discount on common stock					$ 75,889	$ (75,889)	$ (75,889)
Shares price			$ 0.5701
Stock based compensation			$ 96,917
Common stock, shares issued						19,090,078	19,090,078
Common stock, shares outstanding						19,090,078	19,090,078
Preferred stock, shares authorized						2,500,000	2,500,000
Preferred stock, par value						$ 0.001	$ 0.001
Conversion of stock, description						one thousand (1,000) fully paid and nonassessable shares of Common Stock (the “Series A-1 Conversion Ratio”).
Value of shares issued to CEO		$ 2,516,727
Preferred stock, shares issued						1,584,254	834,254
Preferred stock, shares outstanding						1,584,254	834,254
Series A Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Preferred stock, shares authorized						5,000,000	5,000,000
Preferred stock, par value						$ 0.001	$ 0.001
Shares issued to CEO		750,000
Preferred stock, shares issued						1,584,254	837,899
Preferred stock, shares outstanding						1,584,254	837,899
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Private placement of common shares, shares				391,412	4,864,668
Stock based compensation for services, shares			170,000

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	Jul. 31, 2024	Oct. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Contractual commitments	$ 0	$ 0

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