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Bodhi Tree Biotechnology Inc

CIK: 20415311 Annual ReportsLatest: 2025-12-29

10-K / December 29, 2025

  • Company name: Bodhi Tree Biotechnology Inc.
  • Incorporation: Delaware corporation (incorporated December 12, 2023)
  • Headquarters / principal office: Danville, California (4125 Blackhawk Plaza Circle, Suite 172 — subleased office)

Core business / what the company does

  • Early‑stage consulting company that provides:
    • Plant‑based menu design and vegetarian recipe development (project‑by‑project menu planning and recipe formulation).
    • Vegetarian diet consulting services (nutritional assessments, ingredient sourcing, trend analysis, online consulting and planning).
  • Focus: design and product innovation for plant‑based / vegetarian consumers (not medical or clinical nutritional services).

Services — specifics

  • Menu & recipe design: creation of plant‑based menus and distinctive flavor profiles to appeal to vegetarian/flexitarian consumers; services delivered on a short‑term, project basis.
  • Vegetarian diet consulting: general guidance on vegetarian dietary practices, ingredient sourcing and trend analysis; explicitly not medical/clinical advice.

Intellectual property and assets

  • Two U.S. trademarks owned (approved August 5, 2025 and September 30, 2025).
  • No patents or other registered IP disclosed.
  • Website / domain: bodhitreegroup.us.
  • Facilities: no owned real property; sublease with BEEC Inc.; rent $900/month (sublease renewed June 1, 2025 – May 31, 2026).

Customers / concentration

  • Revenue is highly concentrated in a very small number of customers:
    • Fiscal year ended September 30, 2025: revenue $17,000, derived from two customers (Customer A $5,000; Customer B $12,000).
    • Period from inception to September 30, 2024: revenue $35,000, derived from three customers (Customer C $5,000; Customer D $10,000; Customer E $20,000).

Employees / management

  • No full‑time employees other than executive officers. Management currently performs operations.
  • Named executive officers:
    • Xiaohang Wang — Chairman, Chief Executive Officer, President, Treasurer and Director.
    • Juan Ye — Chief Financial Officer.
  • Director: Jonathan Ginsberg.
  • Both CEO and CFO also work for other companies and are not full‑time employees of Bodhi Tree.

Financial snapshot (from audited financial statements)

  • Revenue:
    • Year ended September 30, 2025: $17,000.
    • Period from inception to September 30, 2024: $35,000.
  • Cost of revenues: $0 (both periods).
  • Gross profit:
    • 2025: $17,000.
    • 2024 (inception period): $35,000.
  • Net loss:
    • Year ended September 30, 2025: $149,666.
    • Period from inception to September 30, 2024: $61,953.
  • Cash:
    • September 30, 2025: $109,404.
    • September 30, 2024: $259,570.
  • Stockholders’ equity:
    • September 30, 2025: $119,161.
    • September 30, 2024: $268,827.
  • Paid‑in capital: $328,236 (as of September 30, 2025).
  • Accumulated deficit (loss): $211,619 (as of September 30, 2025).

Capital structure / shareholders

  • Common stock, $0.0001 par value; 320,000,000 authorized shares.
  • Shares issued and outstanding (as of December 22, 2025): 25,441,042 shares.
  • Record holders (as of December 22, 2025): approximately 61.
  • Founder / private issuances:
    • March 2024: 16,666,667 founder shares issued (aggregate $50,000).
    • Aug–Sep 2024: 8,774,375 shares issued to 55 subscribers at $0.032/share (aggregate $280,780).
  • Common stock quoted on OTCQB in October 2025; trading not yet commenced (awaiting DTC approval).

Other operational / governance points (stated in the filing)

  • Auditor: Simon & Edward, LLP (audit fees: $25,500 for 2025; $34,000 for 2024).
  • Internal control weaknesses identified during the audit (examples listed in filing): inadequate accounting staffing and U.S. GAAP experience, insufficient documented close policies, absence of independent directors and audit committee, inadequate COSO‑based risk assessment, and deficiencies in review processes. Management has begun remedial measures.
  • No D&O insurance for the CEO; CEO not bound by employment agreement.
  • No product liability, business interruption, or key‑man life insurance disclosed.

This summary reflects only the facts and figures disclosed in the company’s Form 10‑K (annual report) as provided.