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Caro Holdings, Inc. reported revenue of $11,254 for the year ended March 31, 2026, down from $36,319, as it builds a B2B, B2C and D2C AI-enabled e‑commerce and communications platform for small and mid-sized brands. The net loss narrowed to $407,797 from $692,956, reflecting lower general and administrative and professional fees, and reduced interest expense on convertible notes.
The balance sheet remains highly stressed: current assets were $262,757 against current liabilities of $1,986,308, creating a working capital deficit of $1,723,551. Cash was only $1,023, while convertible notes payable totaled $1,501,000 bearing 10% interest and deep-discount conversion terms. Auditors highlighted an accumulated deficit of $2,203,704 and issued a going concern emphasis.
The company has no employees and relies on its sole officer/director and contractors. Strategy centers on an AI-driven multi-tenant platform and sector-specific marketplaces. Key deals include a $258,000 software acquisition paid in 20,000,000 shares, 12,550,000 escrowed shares for a spirits marketplace acquisition, and agreement to issue 20,000,000 shares at a deemed $0.50 per share for a 49% interest in Tanzanian mining rights. Subsequent note conversions and share-for-debt issuances increased common shares outstanding to 60,652,429 by July 10, 2026.
CARO HOLDINGS INC. filed a Form 12b-25 notifying the SEC it cannot timely file its Form 10-K for the period ended March 31, 2026 due to delays in compiling required information. The registrant states it anticipates filing the Form 10-K no later than the fifteenth calendar day following the prescribed due date. The notice is signed by Meriesha Rennalls, President, on June 30, 2026.
Caro Holdings Inc. entered into an Asset Purchase and Acquisition Agreement with Goldrange Resources Corp. on June 9, 2026. Caro agreed to acquire a 49% undivided interest in Goldrange’s rights to certain mining properties in Tanzania, Africa. As consideration, Caro will issue 20,000,000 shares of its common stock.
The shares will be issued as unregistered equity under the Securities Act of 1933 in reliance on Section 4(a)(2) and will carry a restrictive legend that limits transfer. The agreement includes customary representations, warranties, covenants, indemnification, exclusivity and termination provisions.
Caro Holdings Inc. reported a sharply reduced net loss but continued weak revenue and severe liquidity pressure for the quarter ended December 31, 2025. Quarterly revenue fell to $1,711 from $4,407, while net loss narrowed to $63,547 from $267,199 as operating and financing costs declined.
For the nine months, revenue was only $8,926 versus $28,850 a year earlier, and net loss improved to $181,718 from $381,782. At December 31, 2025, the company had $760 in cash, current liabilities of $1,775,891, and a stockholders’ deficit of $1,332,146, driven largely by $1,476,000 of 10% convertible notes.
Management highlights a going concern uncertainty due to accumulated deficit, continuing losses and minimal cash, and is relying on additional capital raises and its ecommerce and AI-enabled platforms to support operations. After the period end, the CEO resigned and Chief Operating Officer Meriesha Rennalls was appointed Interim Chief Executive Officer.
Caro Holdings Inc. reported that its Chief Executive Officer, Christoper McEachnie, resigned from his roles as CEO and Board member effective January 6, 2026, to pursue other professional opportunities. The company stated his resignation was not due to any disagreement regarding operations, policies, or practices.
On January 7, 2026, the Board appointed Meriesha Rennalls, the current Chief Operating Officer, as interim CEO, effective as of the resignation date. She will hold both positions while the company manages this leadership transition.
Caro Holdings Inc. filed its quarterly report for the period ended September 30, 2025. The company posted six‑month revenue of $7,215 (down from $24,443) and a net loss of $118,171. Cash was $7,380, total assets were $457,631, and the company reported a stockholders’ deficit of $(1,268,145). Current liabilities of $1,725,776 exceeded current assets of $264,129, resulting in a working capital deficit of $(1,461,647).
Funding relies on convertible notes: principal outstanding was $1,451,000, bearing 10% interest and typically maturing in six months, with conversion at 60% of the 15‑day average VWAP. Financing activities provided $55,121 during the six months, mainly from new notes. Management disclosed substantial doubt about the company’s ability to continue as a going concern. Internal controls were deemed not effective due to material weaknesses. Common shares outstanding were 37,175,808 as of November 11, 2025.