INCOME TAXES

12 Months Ended

Jul. 31, 2025

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 7 – INCOME TAXES

Income Taxes

Seychelles

RQS United is incorporated in Seychelles and is not subject to tax on income generated outside of Seychelles under the current law. In addition, upon payment of dividends, no withholding tax is imposed under current law.

United States

Tianci is incorporated in the United States and is subject to U.S. federal corporate income tax at a statutory rate of 21%. State income taxes are imposed in addition to the federal rate where applicable.

Hong Kong

Roshing is incorporated in Hong Kong and is subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. Incorporated companies pay 8.25% tax on the first HKD 2 million of profits and 16.5% on the remainder. Hong Kong income tax expenses for the years ended July 31, 2025 and 2024 amounted to $5,833 and $35,906, respectively.

For the year ended July 31, 2025, the net loss of $2,686,367 consisted of United States source loss of $2,230,682 and Hong Kong source loss of $455,675. For the year ended July 31, 2024, the net income of $110,320, consisted of United States source loss of $(448,384) and Hong Kong source income of $558,704.

Significant components of the provision for income taxes are as follows:

	For the years ended
	July 31, 2025		July 31, 2024
Current	$	5,833	$	35,906
Deferred		–		–
Provision for income taxes	$	5,833	$	35,906

The following table reconciles the United States statutory rates to the Company’s effective tax rate:

	For the years ended
	July 31, 2025			July 31, 2024
United States statutory tax rate		21.0%			21.0%
Non taxable income		0.0%			(0.6%	)
Prior year under accrue		(0.2%	)		(8.8%	)
Foreign tax rate differential – Hong Kong (including two-tier regime)		(0.8%	)		(51.5%	)
Change in valuation allowance		(20.3%	)		64.4%
Effective tax rate		(0.2%	)		24.6%

Deferred tax assets are comprised of the following:

	For the years ended
	July 31, 2025			July 31, 2024
Net operating loss carryforwards	$	807,016		$	297,316
Warrants not excised		33,267			–
Allowance for deferred tax assets		(840,283	)		(297,316	)
Deferred tax assets, net	$	–		$	–

For United States income tax purposes, Tianci and Roshing had a net operating loss carryforward of approximately $ $3,488,000 and $(451,655), respectively, as of July 31, 2025. Management has not determined that it is more likely than not that this carryforward will be realized and thus the Company maintained a 100% valuation allowance for the deferred tax asset relating to the United States net operating loss carryforward. Current United States income tax law limits the amount of loss available to offset against future taxable income when a substantial change in ownership occurs.

Uncertain tax positions

The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measures the unrecognized benefits associated with the tax positions. As of July 31, 2025 and 2024, the Company did not have any significant unrecognized uncertain tax positions.

As of July 31, 2025, tax years 2022 and forward generally remain open for examination for United States Federal and State tax purposes and tax years 2022 and forward generally remain open for examination for Hong Kong tax purposes.