INCOME TAXES

3 Months Ended

Oct. 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 by Seychelles 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 three months ended October 31, 2025 and 2024 amounted to $0 and $2,189, respectively.

For the three months ended October 31, 2025, the net loss of $268,874 consisted of United States source loss of $261,119 and Hong Kong source loss of $7,755. For the three months ended October 31, 2024, the loss before provision for income taxes of $89,759, consisted of United States source loss of $(103,024) and Hong Kong source income of $11,076.

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

	For the three months ended
	October 31, 2025		October 31, 2024
Current Hong Kong	$	–	$	2,189
Deferred Hong Kong		–		–
Provision for income taxes	$	–	$	2,189

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

	For the three months ended
	October 31, 2025		October 31, 2024
United States statutory tax rate		21.00%		21.00%
Foreign tax rate differential – Hong Kong (including two-tier regime)		(0.1)%		0.7%
Change in valuation allowance		(20.9)%		(24.1)%
Effective tax rate		0.0%		(2.4)%

Deferred tax assets are comprised of the following: 

	As of
	October 31, 2025			July 31, 2025
Net operating loss carryforwards	$	863,131		$	807,016
Warrants not excised		33,267			33,267
Allowance for deferred tax assets		(896,397	)		(840,283	)
Deferred tax assets, net	$	–		$	–

For United States income tax purposes, Tianci and Roshing had net operating loss carryforwards of approximately $3,749,000 and $459,000, respectively, as of October 31, 2025. Management has not determined that it is more likely than not that this carryforward will be realized, and therefore the Company maintains 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 October 31, 2025 and July 31, 2025, the Company did not have any significant unrecognized uncertain tax positions.

As of October 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.