Financial Analysis

NOTE 5 NOTES PAYABLE The Companys indebtedness as of December 31, 2025 and September 30, 2025 were as follows: Schedule of notes payable Description December 31, 2025 September 30, 2025 Notes payable $ 60,000 in default, at 12/31/25 and 09/30/25 $ 315,794 $ 312,316 Notes payable related party 95,200 94,804 Convertible notes, net of discount $ 94,012 and $ 119,014 $ 258,701 $ 184,829 Convertible notes payable related party, net of discount $ 46,427 and $ 58,452 $ 276,250 214,225 Convertible Notes Payable On June 29, 2012, the Company issued convertible secured notes payable totaling $ 8,254,500 to a group of private investors. The notes matured on June 30, 2015. The notes, with interest at 15 %, were convertible at the discretion of the holders, into common shares of the Company at the rate of $ 3.31 per share. Unable to make the required interest payment on March 31, 2014, the notes became due on demand. Effective June 17, 2014, with the noteholder approval, the assets securing the convertible notes were sold with the net proceeds of approximately $ 5,200,000 being distributed to the noteholders. Noteholders were to receive payment for the remaining balance due on the notes in the form of an exchange for the common stock of the Company at the rate of $ 3.31 per share. As of December 31, 2025 and September 30, 2025, the exchange obligation payable was $184,611 and $182,622, including accrued interest of $132,004 and $130,015, respectively. As of December 31, 2025 and September …

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NOTE 8 LEASES The Company maintains its principal office at 11201 North Tatum Blvd., Suite 300 Phoenix, AZ 85028. The Company moved in November 2023 and its office is in a shared office space provider, at a cost of $ 278 per month and currently the lease is month-to-month. Right of use assets represent the right to use an underlying asset for the lease term and lease liabilities represent the Companys obligation to make lease payments arising from the lease. Operating lease right of use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The operating lease right of use asset also excludes lease incentives. The Companys lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. As part of the acquisition of Ausquartz Group Holdings Pty Ltd on July 28, 2024, the Company assumed an existing lease for office and warehouse space located in Melbourne, Australia. The lease commenced on November 1, 2023, with a four-year term and includes annual fixed rent increases of 4 %. The Company evaluated the lease and determined that it should be classified as an operating lease, as none of the criteria for a finance lease were met. As of the lease commencement date, the Company recorded a right-of-use (ROU) asset of $ 158,933 and a corresponding lea …

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Recent Accounting Pronouncements Management does not believe that any recently issued but not yet effective, authoritative guidance, if currently adopted, would have a material impact on the Companys financial statement presentation or disclosures. …

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NOTE 6 RELATED PARTY MI Labs Pty Ltd, a management company controlled by Mr. Jason May, the Companys Chief Executive Officer and a Company Director, provides management services to the Company for which the Company is charged $ 25,000 monthly. During the three months ended December 31, 2025, the Company incurred charges to operations of $ 75,000 with respect to this arrangement. Sativus Investments, a management company controlled by Mr. Paul Saffron, the Companys Chief Operations Officer, provides management services to the Company for which the Company is charged $ 20,000 monthly. During the three months ended December 31, 2025, the Company incurred charges to operations of $ 60,000 with respect to this arrangement. Parallel40 LLC, a management company controlled by Ms. Kristi Steele and Mr. David Hare, the Companys Chief Sustainability Officers, provides management services to the Company for which the Company was charged $ 30,000 monthly. During the three months ended December 31, 2025, the Company incurred charges to operations of $ 90,000 with respect to this arrangement. Russell Krause, the Chief Executive Officer for Ausquartz Group Holdings Pty Ltd, provides management services to the Company for which the Company was charged $ 25,000 monthly. During the three months ended December 31, 2025, the Company incurred charges to operations of $ 75,000 with respect to this arrangement. Haminerals Pty Ltd, a management company controlled by Mr. Andrew Hamilton, the Companys …

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NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of Graphene & Solar Technologies Limited and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and pursuant to the accounting and disclosure rules and regulations of the U.S. Securities and Exchange Commission (SEC). A summary of the significant accounting policies applied in the preparation of the accompanying financial statements can be found in the Companys Annual Report in form 10-K for the year ended September 30, 2025. Use of Estimates - The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include but are not limited to the estimated useful lives of equipment for purposes of depreciation and the valuation of common shares issued for services, equipment, and the liquidation of liabilities. Cash and Cash Equi …

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NOTE 7 STOCKHOLDERS EQUITY There were no common shares issued during the quarter ended December 31, 2025. The Company has a total of 5,778,367 shares that remain approved, reserved and outstanding and not yet issued by the Transfer Agent at December 31, 2025. Pursuant to the terms of a consulting agreement, the Company granted 5,000,000 shares of common stock to Mr. Jason May as compensation for services rendered during the fiscal year ending September 30, 2026. As of this filing date, these shares were recorded as stock payable within the shareholders equity, pending issuance. Pursuant to the terms of a consulting agreement, the Company granted 2,000,000 shares of common stock to Mr. Paul Saffron as compensation for services rendered during the fiscal year ending September 30, 2026. As of this filing date, these shares were recorded as stock payable within the shareholders equity, pending issuance. Pursuant to the terms of a consulting agreement, the Company granted 2,500,000 shares of common stock to Mr. Russell Krause as compensation for services rendered during the fiscal year ending September 30, 2026. As of this filing date, these shares were recorded as stock payable within the shareholders equity, pending issuance. Pursuant to the terms of a consulting agreement, the Company granted 1,000,000 shares of common stock to Ms. Kristi Steele as compensation for services rendered during the fiscal year ending September 30, 2026. As of this filing date, these shares were reco …

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NOTE 10 SUBSEQUENT EVENTS Pursuant to the terms of a consulting agreement executed on January 1, 2026, the Company granted 10,000,000 shares of common stock to Mr. Paul Saffron as a sign-on bonus. As of this filing date, these shares have been approved but remain unissued. Pursuant to the terms of a consulting agreement executed on January 1, 2026, the Company granted 3,000,000 shares of common stock to Mr. Danny Kennedy as a sign-on bonus. As of this filing date, these shares have been approved but remain unissued. Pursuant to the terms of a consulting agreement executed on January 1, 2026, the Company granted 1,000,000 shares of common stock to Mr. Victor Pereira as a sign-on bonus. As of this filing date, these shares have been approved but remain unissued. Pursuant to the terms of a services agreement executed on February 1, 2026, the Company granted 2,400,000 shares of common stock to Mr. Arnold Sock. As of this filing date, these shares have been approved but remain unissued. Pursuant to the terms of a debt conversion agreement, the Company has agreed to issue 7,500,000 shares of common stock. As of this filing date, the shares have been approved but remain unissued. Pursuant to the terms of a debt conversion agreement, the Company has agreed to issue 51,000 shares of common stock. As of this filing date, the shares have been approved but remain unissued. Pursuant to the terms of a debt conversion agreement, the Company has agreed to issue 13,000,000 shares of common st …

SubsequentEventsTextBlock · excerpt; the full note is in the filing