In-Depth Analysis: LVPAI Group Limited (10-K Review FY 2025)

Executive Summary
LVPAI Group Limited (ticker: LVPA) is a Nevada-incorporated blank-check company (SPAC-like shell) with no active operations, no revenues and a history of net losses. The company’s business model centers on locating and acquiring an operating business through a reverse merger or similar transaction. As of January 31, 2025, LVPAI’s balance sheet shows negative equity of $137,655, and the company generated net losses of $32,555 in FY 2025 (and $40,073 in FY 2024). Funding is provided through interest-free related-party loans.

Warren.AI 💰 1.2 / 10

Key Takeaways

• Dormant Since 2011: Company has been inactive for more than a decade, relying on management’s ability to find a suitable acquisition.
• No Operating Business: LVPAI has no employees, no product or service lines, and no revenues.
• Negative Equity & Recurring Losses: Net losses persist (–$32.6K in FY 2025, –$40.1K in FY 2024), and liabilities exceed assets.
• Related-Party Funding: Cash requirements met through loans from insiders, creating governance and going-concern risks.
• Significant Risks: Substantial doubt about ability to continue as a going concern, no independent board or audit committee, limited disclosure controls.

1. Business Description (Item 1)

LVPAI Group Limited was incorporated in Nevada and has remained dormant since November 2011. Management (led by CEO and Chairman Chen Yuanhang) is tasked with locating an operating business to acquire and bring public via LVPAI’s shell vehicle. To date, no definitive agreements with any target have been announced.

Management & Ownership

• CEO/Director: Chen Yuanhang
• CFO/Director: Wei Zurui
• Major Shareholders: Chen controls ~65.4% of voting rights (combined Preferred & Common), Yang Fuzhu and others hold the remainder.

2. Risk Factors (Item 1A)

LVPAI’s 10-K discloses extensive risk factors, including:

• SPAC-Style Acquisition Risk – No guarantee of finding a target or completing a combination.

• Going-Concern Doubt – Recurring losses and dependence on related-party loans.

• Corporate Governance – No independent board members or audit committee, limited internal controls.

• Related-Party Transactions – Reliance on insider loans may create conflicts of interest.

• Regulatory & Market Risks – Uncertainties in public company compliance, OTC Pink trading, potential SEC/PCAOB scrutiny.

3. Financial Data & Analysis (Items 7, 7A, 8)

Income Statement Highlights

FY 2025 (ended Jan 31, 2025)

• Revenue: $0
• Operating Expenses: $32,555
• Net Loss: –$32,555
• Basic & Diluted Loss per Share: $(0.00)

FY 2024

• Net Loss: –$40,073

Balance Sheet Strength & Liquidity

• Total Assets: $0
• Total Liabilities: $137,655 (all related to accrued liabilities and insider loans)
• Stockholders’ Deficit: $(137,655)
• No cash or working capital beyond related-party advances

Cash Flow Statement

• Operating Activities: Negative $31,530 in FY 2025 (driven by net loss and minimal working capital movement)
• Financing Activities: Positive $31,530 from related-party loans

Going-Concern Disclosure

Auditor flagged substantial doubt about LVPAI’s ability to continue as a going concern due to recurring losses, negative equity, and lack of independent financing sources.

4. Corporate Governance & Controls (Item 9A)

• Material Weaknesses: Lack of segregation of duties, absence of an independent board or audit committee, no documented internal control policies.
• Remediation Plans: Proposals include forming an independent board, establishing written policies, and hiring additional accounting personnel—contingent on completing a business combination and accessing new capital.

5. Unresolved Staff Comments & Other Information (Items 1B, 9B)

• No significant unresolved SEC staff comments.
• Legal and enforceability risks: Practically no assets or operations in the U.S., difficulty of serving process on foreign insiders, no guarantee of U.S. court enforcement of securities claims.

6. Investment Outlook & Score

LVPAI trades OTC Pink, lacks operations, revenues and independent governance. Its viability depends solely on management’s ability to identify and execute a reverse merger or similar transaction. Given the minimal asset base, consistent losses, high governance risk, and remote trading market, we assign an Investment Score of 1.2/10.

Net Loss FY 2025: –$32,555
Net Loss FY 2024: –$40,073

Conclusion 1.2/10: LVPAI Group Limited is a high-risk shell company with no business operations or revenues. Investors would be betting solely on managements ability to consummate an acquisition and raise capital. Until a credible target and definitive transaction are announced, we do not recommend initiating a position.