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GLTK • CIK 0001938338
1. ORGANIZATION AND BUSINESS GlobalTech Corporation (the “Company”) is a Nevada Corporation, incorporated with the name of Elko Broadband Inc (“EBI”) on December 12, 2017. The Company changed its name on March 23, 2022, to GlobalTech Corporation following a plan of reorganization as disclosed in note 1.1. GlobalTech Corporation is a technology, broadband and telecom, e-commerce and retail services Company and provides these services. 1.1 A Plan and Agreement of Reorganization between Worldcall Holding Inc. and GlobalTech Corporation. A Plan and Agreement of Reorganization dated December 31, 2021, has been entered into by and between Elko Broadband Inc. (now as GlobalTech Corporation) and Worldcall Holding Inc.(“WHI”), wherein the transfer of all business assets, properties and liabilities of WHI, were exchanged for 117,299,472 shares of common stocks of GlobalTech Corporation, formerly Elko Broadband Inc.(“EBI”) par value $0.0001 per share. On March 23, 2022 EBI changed its name to GlobalTech Corporation. The Plan and Agreement of Reorganization was accounted for as a reverse acquisition where EBI was a legal acquirer (the accounting acquiree) and WHI was a legal acquiree (the accounting acquirer). The transaction has been consummated and trading of the Company’s common stock on over the counter (OTC) market commenced on April 24, 2024. 1.2. Legal Subsidiaries 1.2.1. WorldCall Telecom Limited The Company owns, directly and indirectly through associates an aggregate of around 55% of shares and controls WorldCall Telecom Limited (“WTL”). WTL is a public limited Company, incorporated in Pakistan on March 15, 2001, under the repealed Companies Ordinance, 1984 (now the Companies Act, 2017). Its shares are quoted on the Pakistan Stock Exchange. WTL commenced its operations on December 1, 2004, and is engaged in providing Wireless Local Loop (“WLL”) and Long Distance & International (“LDI”) services in Pakistan; re-broadcasting international/national satellite/terrestrial wireless and cable television and radio signals; interactive communication and to establish, maintain and operate the licensed telephony services and technology services. WTL has been licensed by the Pakistan Telecommunication Authority (“PTA”) and Pakistan Electronic Media Regulatory Authority (“PEMRA”) for these purposes. WTL is domiciled in Pakistan and its registered office/principal place of business is situated at Plot # 112-113, Block S, Quaid -e Azam Industrial Estate, Kot Lakhpat, Lahore Variable Interest Entity – Worldcall Telecom Limited VIE Assessment In accordance with ASC 810-10-25, the Company evaluated WTL to determine whether it is a variable interest entity. Based on this evaluation, the Company concluded that WTL meets the definition of a VIE due to, among other factors: · Insufficient equity at risk, as evidenced by recurring operating losses, liquidity constraints, and reliance on external financing; · Lack of substantive participating rights held by the non-controlling shareholders; and · The Company’s ability to direct activities that most significantly affect WTL’s economic performance, including operating, financing, and strategic decisions. The Company has also determined that it is the primary beneficiary of WTL because it has both (i) power over the activities that most significantly impact WTL’s economic performance and (ii) exposure to losses and benefits that could potentially be significant to WTL. Accordingly, WTL is consolidated in the Company’s consolidated financial statements. Assets and Liabilities of the Consolidated VIE The following table presents the carrying amounts of assets and liabilities of WTL that are included in the Company’s consolidated balance sheets. These amounts represent the total assets and liabilities of the consolidated VIE and do not represent additional assets or obligations of the Company beyond those reflected in the consolidated financial statements: Description December 31, 2025 December 31, 2024 Total Assets $ 48,661,140 $ 53,506,552 Total Liabilities $ 46,492,106 $ 53,355,374 Restrictions and Exposure to Losses WTL’s assets are subject to local regulatory, legal, and liquidity constraints that may restrict the transfer of cash or other assets to the Company. Creditors of WTL do not have recourse to the general credit of the Company beyond the Company’s investment in WTL.…