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Photozou Holdings, Inc. – ‘10-K’ for 11/30/23 – ‘EX-31’

On:  Friday, 3/8/24, at 10:38am ET   ·   For:  11/30/23   ·   Accession #:  1599916-24-73   ·   File #:  0-55806

Previous ‘10-K’:  ‘10-K’ on 3/17/23 for 11/30/22   ·   Latest ‘10-K’:  This Filing   ·   2 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/08/24  Photozou Holdings, Inc.           10-K       11/30/23   38:1.9M                                   DeNunzio Jeffrey

Annual Report   —   Form 10-K   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML    476K 
 2: EX-31       Certification -- §302 - SOA'02                      HTML     19K 
 3: EX-32       Certification -- §906 - SOA'02                      HTML     14K 
 9: R1          Cover                                               HTML     64K 
10: R2          Consolidated Balance Sheets (Audited)               HTML     98K 
11: R3          Consolidated Balance Sheets (Audited)               HTML     26K 
                (Parenthetical)                                                  
12: R4          Consolidated Statements of Operations and           HTML     81K 
                Comprehensive Loss (Audited)                                     
13: R5          Statements of Changes in Stockholders' Deficit      HTML     46K 
                (Audited)                                                        
14: R6          Consolidated Statements of Cash Flows (Audited)     HTML     78K 
15: R7          Note 1 - Organization, Description of Business      HTML     20K 
16: R8          Note 2 - Significant Accounting Policies            HTML     55K 
17: R9          Note 3 - Going Concern                              HTML     17K 
18: R10         Note 4 - Related-Party Transactions                 HTML     23K 
19: R11         Note 5 - Shareholder Equity                         HTML     21K 
20: R12         Note 6 - Income Taxes                               HTML     24K 
21: R13         Note 7 - Concentration                              HTML     18K 
22: R14         Note 8 - Commitments                                HTML     17K 
23: R15         Note 9 - Long-Term Loan                             HTML     19K 
24: R16         Note 10 - Subsequent Events                         HTML     16K 
25: R17         Note 2 - Significant Accounting Policies            HTML     95K 
                (Policies)                                                       
26: R18         Note 2 - Significant Accounting Policies (Tables)   HTML     31K 
27: R19         Note 6 - Income Taxes (Tables)                      HTML     20K 
28: R20         Note 9 - Long-Term Loan (Tables)                    HTML     17K 
29: R21         Note 2 - Significant Accounting Policies (Details   HTML     19K 
                Narrative)                                                       
30: R22         Note 4 - Related-Party Transactions (Details        HTML     21K 
                Narrative)                                                       
31: R23         Net Operating Loss Carryforwards (Details)          HTML     15K 
32: R24         Note 9 - Long-Term Loan (Details Narrative)         HTML     18K 
33: R25         Note 10 - Subsequent Events (Details Narrative)     HTML     14K 
35: XML         IDEA XML File -- Filing Summary                      XML     60K 
38: XML         XBRL Instance -- photozou_10k23out3824_htm           XML    313K 
34: EXCEL       IDEA Workbook of Financial Report Info              XLSX     58K 
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37: ZIP         XBRL Zipped Folder -- 0001599916-24-000073-xbrl      Zip    114K 


‘EX-31’   —   Certification — §302 – SOA’02


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EXHIBIT 31.1

 

Photozou Holdings, INC.

OFFICER'S CERTIFICATE PURSUANT TO SECTION 302

 

I, Koichi Ishizuka, certify that:

 

1.   I have reviewed this report on Form 10-K of Photozou Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

4. The small business issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business issuer and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The small business owner’s other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small issuer's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting. 

 

Dated: March 8, 2024

 

 

By: /s/ Koichi Ishizuka

Koichi Ishizuka,

Chief Executive Officer

(Principal Executive Officer)

 

 

 

EXHIBIT 31.2

 

 

Photozou Holdings, INC.

OFFICER'S CERTIFICATE PURSUANT TO SECTION 302

 

I, Koichi Ishizuka, certify that:

 

1.   I have reviewed this report on Form 10-K of Photozou Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

4. The small business issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business issuer and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The small business owner’s other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small issuer's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting. 

 

Dated: March 8, 2024

 

 

By: /s/ Koichi Ishizuka

Koichi Ishizuka,

Chief Financial Officer

(Principal Financial Officer)

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:3/8/24
For Period end:11/30/23NT 10-K
 List all Filings 


2 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/09/17  Photozou Holdings, Inc.           POS AM                 8:1.5M
 1/19/17  Photozou Holdings, Inc.           8-K:1,5,9   1/13/17    6:104K                                   Sigmata Elecs, Inc.
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