Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number: 333-202959

BALANCE LABS, INC.

(Exact name of registrant as specified in its charter)

Delaware

47-1146785

(State or other jurisdiction

Identification No.)

(IRS Employer

of incorporation)

407 Lincoln Road, Suite 701

Miami Beach, Florida 33139

(Address of principal executive offices)

(305) 907-7600

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller Reporting Company	☒
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of Nov 2, 2023, there were 21,674,000 shares outstanding of the registrant’s common stock.

BALANCE LABS, INC.

FORM 10-Q

TABLE OF CONTENTS

	Page
PART I - FINANCIAL INFORMATION

Item 1. Unaudited Financial Statements.	4

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.	18

Item 3. Quantitative and Qualitative Disclosures About Market Risk.	24

Item 4. Controls and Procedures.	24

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.	25

Item 1A. Risk Factors.	25

Item 2 Unregistered Sales of Equity Securities and Use of Proceeds.	25

Item 3 Defaults Upon Senior Securities.	25

Item 4. Mine Safety Disclosures.	26

Item 5. Other Information.	26

Item 6. Exhibits.	26

Signatures	27

Explanatory Note:

The registrant has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, however, the registrant is not subject to such fling requirements and is making such filings on a voluntary basis.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

Balance Labs, Inc.

Consolidated Balance Sheets

	September 30, 2023			December 31, 2022
	(Unaudited)

Assets

Current Assets
Cash and cash equivalents	$	145,618		$	235,311
Accounts receivable		-			45,000
Marketable securities		178,702			148,808

Total Current Assets		324,320			429,119

Total Assets	$	324,320		$	429,119

Liabilities and Stockholders’ Deficit

Current Liabilities
Accounts payable and accrued expenses	$	1,359,481		$	1,220,017
Accounts payable - related party		911,659			911,659
Short -term advances - related party		1,673,558			1,673,558
Convertible note payable		25,000			25,000
Convertible notes payable - related party, net of debt discount of $0 and $0, as of September 30, 2023 and December 31, 2022		173,192			173,192
Convertible notes payable
Notes payable - related party - net of debt discount of $0 and $0 as of September 30, 2023 and December 31, 2022		106,850			106,850

Total Current Liabilities		4,249,740			4,110,276

Long Term Liabilities
Convertible note payable, net of debt discount of $11,340 and $19,845 as of September 30, 2023 and December 31, 2022		488,660			480,155
Total Long-Term Liabilities		488,660			480,155

Total Liabilities		4,738,400			4,590,431

Commitments and Contingencies (Note 8)		-			-

Stockholders’ Deficit
Preferred stock, $0.0001 par value, 50,000,000 shares authorized, none issued and outstanding as of September 30, 2023 and December 31, 2022		-			-
Common stock, $0.0001 par value: authorized 500,000,000, 21,674,000 and 21,674,000 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively		2,167			2,167
Additional paid-in capital		810,048			810,048
Accumulated deficit		(5,226,295	)		(4,973,527	)

Total Stockholders’ Deficit		(4,414,080	)		(4,161,312	)

Total Liabilities and Stockholders’ Deficit	$	324,320		$	429,119

The accompanying condensed notes are an integral part of the unaudited consolidated financial statements

Balance Labs, Inc.

Consolidated Statements of Operations

(Unaudited)

	2023			2022			2023			2022
	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2023			2022			2023			2022

Revenues - related party	$	-		$	67,500		$	-			202,500

Costs and expenses
General and administrative expenses		8,005			4,764			19,536			16,060
Professional fees		11,274			10,000			50,249			85,461
Salaries and wages		15,200			10,090			42,141			43,911
General and administrative expenses - related party		-			-			-			60,000
General and administrative expenses					-						60,000
Total operating expenses		34,479			24,854			111,926			205,432

Loss from operations		(34,479	)		42,646			(111,926	)		(2,932	)

Other income (expense)
Unrealized gain (loss) on available for sale securities		23,250			(73,054	)		29,894			(304,238	)
Proceeds from sale of investment		-			(287	)		-			-
Net loss allocated from equity method investees		-						-			(43,812	)
Accreted interest income and interest income on note receivable		-			3,555			-			11,110
Bad debt expense on note receivable		-			(141,000	)		-			(141,000	)
Gain on disposal of non-controlling investment		-			83,064			-			83,064
Interest expense (includes amortization of debt discount)		(57,506	)		(57,507	)		(170,736	)		(174,164	)
Total other (expense)		(34,256	)		(185,229	)		(140,842	)		(569,040	)

Net loss	$	(68,735	)	$	(142,583	)	$	(252,768	)	$	(571,972	)

Net Loss per share - basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.02	)

Weighted average number of shares - basic and diluted		21,674,000			21,674,000			21,674,000			21,674,000

The accompanying condensed notes are an integral part of the unaudited consolidated financial statements

Balance Labs, Inc.

Consolidated Statements of Changes in Stockholders’ Deficit

For the Three Months Ended September 30, 2023 and 2022

(Unaudited)

	Shares		Amount		Capital		Deficit			Deficit
					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit

Balance, June 30, 2023		21,674,000	$	2,167	$	810,048	$	(5,157,560	)	$	(4,345,345	)

Net loss		-		-		-		(68,735	)		(68,735	)

Balance, September 30, 2023		21,674,000	$	2,167	$	810,048	$	(5,226,295	)	$	(4,414,080	)

Balance, June 30, 2022		21,674,000	$	2,167	$	810,048	$	(4,634,565	)	$	(3,822,350	)

Net loss		-		-		-		(142,583	)		(142,583	)

Balance, September 30, 2022		21,674,000	$	2,167	$	810,048	$	(4,777,148	)	$	(3,964,933	)

Balance Labs, Inc.

Consolidated Statements of Changes in Stockholders’ Deficit

For the Nine Months Ended September 30, 2023 and 2022

(Unaudited)

					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit

Balance, December 31, 2022		21,674,000	$	2,167	$	810,048	$	(4,973,527	)	$	(4,161,312	)

Net loss		-		-		-		(252,768	)		(252,768	)

Balance, September 30, 2023		21,674,000	$	2,167	$	810,048	$	(5,226,295	)	$	(4,414,080	)

Balance, December 31, 2021		21,674,000	$	2,167	$	810,048	$	(4,205,176	)	$	(3,392,961	)

Net loss		-		-		-		(571,972	)		(571,972	)

Balance, September 30, 2022		21,674,000	$	2,167	$	810,048	$	(4,777,148	)	$	(3,964,933	)

The accompanying condensed notes are an integral part of the unaudited consolidated financial statements

Balance Labs, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

	2023			2022
	For the Nine Months Ended September 30,
	2023			2022
Operating activities
Net loss	$	(252,768	)	$	(571,972	)
Adjustments to reconcile net loss to net cash (used in) provided by operations
Amortization of debt discount		8,505			11,933
Amortization of expense on note receivable		-			(3,309	)
Accreted interest on note receivable					-
Net loss from equity method investment		-			43,812
Unrealized (gain) loss on available - for - sale securities		(29,894	)		304,524
Bad debt on note receivable		-			141,000
Gain on disposal of non-controlling investment		-			(83,064	)
Changes in operating assets and liabilities
Decrease (Increase) in
Accounts receivable – related party		45,000			-
Interest receivable					(9,026	)
Increase in
Accounts payable and accrued expenses		139,464			147,058
Accounts payable and accrued expenses - related party		-			60,000
Accumulated losses on unconsolidated investees in excess of investment		-			1,226
Net cash (used in) provided by operating activities		(89,693	)		42,182

Net (decrease) increase in cash and cash equivalents		(89,693	)		42,182

Cash and cash equivalents - beginning of period		235,311			227,558

Cash and cash equivalents - end of period	$	145,618		$	269,740

Supplemental disclosure of cash flow information
Cash paid for interest	$	-		$	27,218
Cash paid for income tax	$	-		$	-

Supplemental disclosure of non-cash investing and financing activities

The accompanying condensed notes are an integral part of the unaudited consolidated financial statements

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Note 1 – Business Organization and Nature of Operations

Balance Labs, Inc. (“Balance Labs” or the “Company”) was incorporated on September 5, 2014, under the laws of the State of Delaware. Balance Labs is a consulting firm that provides business development and consulting services to start up and development stage businesses. The Company seeks to offer services to help businesses in various industries improve and fine tune their business models, sales and marketing plans and internal operations as well as make introductions to professional services such as business plan writing, accounting firms and legal service providers.

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the unaudited condensed consolidated financial position of Balance Labs as of September 30, 2023, and the unaudited consolidated results of its operations and cash flows for the nine months ended September 30, 2023. The unaudited consolidated results of operations for the nine months ended September 30, 2023, are not necessarily indicative of the operating results for the full year. It is recommended that these unaudited consolidated financial statements be read in conjunction with the audited financial statements and related disclosures of the Company for the year ended December 31, 2022, which was filed with the Securities and Exchange Commission on April 17, 2023.

Note 2 – Going Concern

The consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company used $89,693 of cash in operating activities during the nine months ended September 30, 2023, and currently has $145,618 in cash as of September 30, 2023. Additionally, at September 30, 2023, the Company had an accumulated deficit of $5,226,295 and a working capital deficit of $3,925,420.

There is substantial doubt about the Company to continue as a going concern for a period of twelve months from the date of these financial statements were made available. The Company without additional sources of debt or equity capital would potentially need to cease operations. Management plans to seek to raise additional capital within the next twelve months that is expected to sustain its operations for the next year. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain restrictions on our operations, in the case of debt financing or cause substantial dilution for our stockholders, in case of equity financing. In addition, the Company expects to begin a marketing campaign to market and sell its services. There can be no assurance that such a plan will be successful.

The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

Note 3 – Summary of Significant Accounting Policies

Cash and Cash Equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of 90 days or less to be cash equivalents. At September 30, 2023, and December 31, 2022, the Company has $2,000 in cash equivalents, respectively.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Use of Estimates

The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“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 periods. Estimates may include those pertaining to stock-based compensation, depreciable lives of fixed assets and deferred tax assets. Actual results could materially differ from those estimates.

Accounts Receivable

Accounts receivable are recorded at fair value on the date revenue is recognized. The Company provides allowances for doubtful accounts by specific customer identification. If market conditions decline, actual collections may not meet expectations and may result in decreased cash flow and increased bad debt expense. Once collection efforts by the Company and its collection agency are exhausted, the determination for charging off uncollectible receivables is made.

Revenue Recognition

The Company accounts for its revenues under FASB ASC 606, which is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company considers revenue realized or realizable and earned when all the five following criteria are met: (1) Identify the Contract with a Customer, (2) Identify the Performance Obligations in the Contract, (3) Determine the Transaction Price, (4) Allocate the Transaction Price to the Performance Obligations in the Contract, and (5) Recognize Revenue When (or As) the Entity Satisfies a Performance Obligation.

The Company recognizes consulting income when the services are performed, and performance obligations are satisfied over time or point of time.

Income Taxes

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included or excluded in the financial statements or tax returns. Deferred tax assets and liabilities are determined on the basis of the difference between the tax basis of assets and liabilities and their respective financial reporting amounts (“temporary differences”) at enacted tax rates in effect for the years in which the temporary differences are expected to reverse.

The Company adopted the provisions of Accounting Standards Codification (“ASC”) Topic 740-10, which prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Management has evaluated and concluded that there are no material tax positions requiring recognition in the Company’s unaudited condensed consolidated financial statements as of September 30, 2023. The Company does not expect any significant changes in its unrecognized tax benefits within twelve months of the reporting date. The Company’s 2020, 2021, and 2022 tax returns remain open for audit for Federal and State taxing authorities.

The Company’s policy is to classify assessments, if any, for tax related interest as interest expense and penalties as general and administrative expenses in the statement of operations.

Marketable Securities

The Company accounts for marketable and available-for-sale securities under ASU 2016-01, “Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income.

The Company accounts for its investment in EZFill Holdings, Inc. as available-for-sale securities pursuant to the S-1 Registration Statement declared effective on September 14, 2021, therefore, the unrealized gain (loss) on the available-for-sale securities during the nine months ended September 30, 2023, and 2022 has been recorded in Other Income.

On December 2, 2020, the Company received 1,000 ,000 shares from EZFill Holdings, Inc, a related party, for past services, with each share valued at $1 each. At the time of acquiring these shares, EZFill Holdings, Inc. was not a publicly traded company.

On September 14, 2021, the S-1 Registration Statement for EZFill Holdings, Inc. was declared effective by the U.S. Securities and Exchange Commission. As a result of becoming a publicly traded company, our investment is now recorded at fair value as available-for-sale securities on September 30, 2023, with the gains and losses being recorded through other income on the consolidated statements of operations for the three then ended.

On November 18, 2020, the Company executed a two (2) year, third-party consulting agreement for various corporate services. The current service agreement has expired effective November 18, 2022. In connection with this agreement, and with the effectiveness of the Company’s Form S-1 registration statement, the Company was entitled to compensation as follows:

● 1,000,000 shares of common stock having a fair value of $1,000,000 ($1.00/share), each based on a recent cash price of the related party;

● a single payment of $200,000;

● during the first year of the agreement, $25,000 per month, with the 1^st payment due 30 days after the completion of the Company’s IPO;

● during the second year of the agreement, $22,500 per month; and

● on each anniversary of the agreement, 500,000 shares of common stock.

At September 30, 2023, the Company owned 66,432 shares and the fair value of the investment in EZFill Holdings, Inc. was reported on the balance sheet as Investment at fair value - related party totaling $ ($2.69/share). The Company recorded an adjustment of $29,894 for the nine months ending September 30, 2023, as unrealized gain on securities. EZFill Holdings Inc. reported a 1 share for 8 share reverse stock split on April 26, 2023, which affected the total number of shares reported as of September 30, 2023.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Investments – Related Parties

When the fair value of an investment is indeterminable, the Company accounts for its investments that are under 20% of the total equity outstanding using the cost method. For investments in which the Company holds between 20-50% equity and is non-controlling are accounted for using the equity method. For any investments in which the Company holds over 50% of the outstanding stock, the Company consolidates those entities into their consolidated financial statements herein.

The Company holds one investment as of September 30, 2023, and one investment as of December 31, 2022.

Investments

On January 29, 2021, the Company received 20% ownership of Pharmacy No, 27, Ltd, a company based in Israel, as part of a Note Receivable from a third party (see Note 5). As of September 30, 2023, the investment has a fair value of $0, based upon the quoted closing trading price and it is recorded on our consolidated balance sheet using the equity method. During each nine months ended September 30, 2023, the Company recorded $0 of unrealized loss from this investment.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk primarily consist of cash, cash equivalents and marketable securities. As of September 30, 2023, and December 31, 2022, the carrying value of marketable securities was $178,702 and $148,808, respectively. The securities are included in the Investment at Fair Value – Related Party on the consolidated balance sheets, which consist of common shares held in one (1) investment which currently is trading on the Over-the-Counter Bulletin Board (OTCBB).

Principles of Consolidation

The consolidated financial statements include the Company and its wholly owned corporate subsidiaries, Balance Labs LLC., from October 12, 2015, Balance AgroTech Co., from July 11, 2016, Advanced Auto Tech Co., from May 10, 2016, Balance Cannabis Co., from May 13, 2016, and Balance Medical Marijuana Co from December 22, 2015. All intercompany transactions are eliminated. The Company’s four subsidiaries, Balance AgroTech Co., Advanced AutoTech Co., Balance Cannabis Co., and Balance Medical Marijuana Co. are dormant.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Net Income (Loss) Per Common Share

Basic and diluted income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares and warrants from convertible debentures outstanding during the periods. The effect of 0 and 40,000 warrants and 3,782,645 and 3,526,378 shares from convertible notes payable for the nine months ended September 30, 2023, and 2022, respectively.

Stock-Based Compensation

The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally re-measured on vesting dates and financial reporting dates until the service period is complete. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. Awards granted to directors are treated on the same basis as awards granted to employees.

The Company has computed the fair value of warrants granted using the Black-Scholes option pricing model. The expected term used for warrants is the contractual life. Since the Company’s stock has not been publicly traded for a sufficiently long period, the Company is utilizing an expected volatility figure based on a review of the historical volatilities, over a period of time, equivalent to the expected life of the instrument being valued, of similarly positioned public companies within its industry. The risk-free interest rate was determined from the implied yields from U.S. Treasury zero-coupon bonds with a remaining term consistent with the expected term of the instrument being valued.

Fair Value of Financial Instruments

The Company measures its financial assets and liabilities in accordance with GAAP. For certain of our financial instruments, including cash, accounts payable, and the short-term portion of long-term debt, the carrying amounts approximate fair value due to their short maturities.

We adopted accounting guidance for financial and non-financial assets and liabilities (ASC 820). This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

●	Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

●	Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

●	Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use.

The following table presents certain assets of the Company’s measured and recorded at fair value on the Company’s balance sheet on a recurring basis and their level within the fair value hierarchy as of September 30, 2023.

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	178,702	$	178,702	$	-	$	-
Total Assets measured at fair value	$	178,702	$	178,702	$	-	$	-

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	148,808	$	148,808	$	-	$	-
Total Assets measured at fair value	$	148,808	$	148,808	$	-	$	-

The Company accounts for its investment in EzFill Holdings, Inc. (“EzFill”) as available-for-sale securities. Since the investment is valued based on quoted market price using observable inputs.

Business Segments

The Company operates in one segment and therefore segment information is not presented.

Advertising, Marketing and Promotional Costs

Advertising, marketing, and promotional expenses are expensed as incurred and are included in selling, general and administrative expenses on the accompanying unaudited condensed consolidated statement of operations. For the nine months ended September 30, 2023, and September 30, 2022, advertising, marketing, and promotion expense was $6,785 and $48, respectively. For the three months ended September 30, 2023, and September 30, 2022, advertising, marketing, and promotion expense was $4,392 and $48, respectively.

Property and equipment

Property and equipment consist of furniture and office equipment and is stated at cost less accumulated depreciation. Depreciation is determined by using the straight-line method for furniture and office equipment, over the estimated useful lives of the related assets, generally three to five years.

Expenditures for repairs and maintenance of equipment are charged to expense as incurred. Major replacements and betterments are capitalized and depreciated over the remaining useful lives of the related assets.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Property and equipment as of September 30, 2023, and December 31, 2022 consisted of the following:

Schedule of Property and Equipment

	September 30, 2023 (unaudited)			December 31, 2022
Website	$	1,336		$	1,336
Computer equipment & Software		5,358			5,358
Furniture		4,622			4,622
Total		11,316			11,316
Less Accumulated Depreciation		(11,316	)		(11,316	)
Property and Equipment, net	$	-		$	-

Depreciation expense for the nine months ended September 30, 2023, and 2022 totaled $0 and $0, respectively.

Recently Issued Accounting Pronouncements

The Company has evaluated all new accounting standards that are in effect and may impact its unaudited condensed consolidated financial statements and does not believe that there are any other new accounting standards that have been issued that might have a material impact on its financial position or results of operations.

Note 4 – Stockholders’ Equity

Authorized Capital

The Company is authorized to issue 500,000,000 shares of common stock, $0.0001 par value, and 50,000,000 shares of preferred stock, $0.0001 par value.

Warrants

On October 3, 2019, the Company received $40,000 from The Sammy Farkas Foundation in exchange for a promissory note which bears 12% interest per annum and matured on October 10, 2020, or upon the Company raising $500,000 from outside investors, whichever occurs first. In conjunction with The Sammy Farkas Foundation agreement the Company issued warrants to purchase 40,000 shares of the Company’s common stock at an exercise price of $1.00 per share which expired on October 10, 2022. As of September 30, 2023, there are no warrants outstanding.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Note 5 – Note Receivable

On September 30, 2021, Balance Labs Inc. made a loan to Four Acquisition, Ltd., an unrelated party in the principal amount of $22,000 which loan has an interest rate of 10% per annum and a maturity date of September 30, 2022. As of September 30, 2023, this receivable is fully reserved against. For the nine months ended September 30, 2023 and 2022, the Company recorded $0 and $0, respectively, of interest income in relation to this note.

On January 29, 2021, Balance Labs Inc. made a loan to Four Acquisitions Ltd., an unrelated party in the principal amount of $119,000 which has an interest rate of 10% per annum and a maturity date of January 28, 2022. Additionally, in connection with the loan, the Company received a 20% interest in the recently acquired business and related assets of Four Acquisitions Ltd. Initially, this investment had a purchase price of $43,000, which was recorded as a discount from the note which will be amortized over the life of the note. The Company recorded an allowance of 100% against this receivable of $141,000 as of September 30, 2023.

Note 6 – Related Party Transactions

The Company’s CEO earned $10,000 per month through September 30, 2022. This agreement was terminated effective September 30, 2022. The following compensation was recorded within general and administrative expenses – related parties on the statements of operations: $0 and $30,000 for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023 and December 31, 2022, $0 and $30,000, respectively, of compensation was unpaid and was included in accounts payable – related party on the consolidated balance sheets.

	September 30, 2023 (unaudited)			December 31, 2022
16^thAvenues Associates	$	500,000		$	500,000
Debt discount		(11,340	)		(19,845	)
Convertible note payable – long term	$	488,660		$	480,155

The Foundation then entered into an agreement with the Company to extend the maturity date of the convertible debenture to October 10, 2024 in exchange for 54,000 shares of the Company’s stock. The shares have a fair value of $56,700 which was recorded as a debt discount and was being amortized over the life of the extension. On November 11, 2019, The Sammy Farkas Foundation transferred all the rights and interests of the note to another party, 16th Avenue Associates, a non-related party company. The terms remain the same and the transfer has no effect on the financial statements. During the nine months ended September 30, 2023, the Company amortized $8,505 of debt discount.

During 2016, 2017, and 2019 Balance Group LLC loaned an additional $66,850 to the Company. The notes are in default and have an accrued interest balance of $30,829. The note balance of $66,850 is included in the note payable – related party in current liability as of September 30, 2023 and December 31, 2022.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

On October 3, 2019, the Company received $40,000 from The Foundation in exchange for a promissory note which bears 12% interest per annum and matured on October 10, 2020 or upon the Company raising $500,000 from outside investors, whichever occurs first. The promissory note is currently in default, and as of September 30, 2023, accrued interest on the note is $22,027. The note balance of $40,000 is included in the note payable – related party in current liability as of September 30, 2023 and December 31, 2022.

The promissory note comes with a warrant to purchase 40,000 shares of the Company’s stock with an exercise price of $1.00 per share and expired on October 10, 2022. The warrants had a relative fair value of $8,283, which was recorded as a debt discount and fully amortized.

	September 30, 2023 (unaudited)		December 31, 2022
Balance Group LLC	$	66,850	$	66,850
The Foundation		40,000		40,000
Note Payable – related party	$	106,850	$	106,850

On September 27, 2021, the Company received $50,000 from the CEO in exchange for a convertible promissory note with a face value of $53,192 which bears 12% interest per annum and matures on September 27, 2022, or upon the Company raising $250,000 from investors, whichever occurs first. The note balance of $53,192 is included in the convertible notes payable - related party, net of debt discount of $0 and $3,428, as of September 30, 2023, and December 31, 2022, respectively. The difference between the amount received and the face value of $3,192 was recorded as a discount and is being amortized over the life of the note. Additionally, the note comes with a beneficial conversion feature of $3,799 which was also recorded as a component of equity in 2021. As of September 30, 2023, the Company has accrued interest of $14,410 and is recorded in the accrued expenses on the balance sheet.

On September 30, 2016, Balance Group LLC loaned $120,000 as a convertible note payable to the Company at an interest rate of 10%, due on October 1, 2017. In addition, the Company issued 600,000 warrants at an exercise price of $1 which expired on September 30, 2021 (See Note 9). The note is currently in default and is currently recorded under convertible payable – related party in current liabilities in the balance sheet. The accrued interest balance of $84,033 is recorded in the accrued expenses on the balance sheet as of September 30, 2023.

	September 30, 2023 (unaudited)		December 31, 2022
Balance Group LLC	$	120,000	$	120,000
Note Payable from CEO		53,192		53,192
Convertible note payable- related party	$	173,192	$	173,192

On July 9, 2021, Krypto Ventures, Inc. formerly known as KryptoBank Co. issued an unsecured promissory note in the amount of $25,000 to Lyons Capital LLC, a significant shareholder of Krypto Ventures, Inc. The note carries an interest rate of 12% and is due on the earlier of July 8, 2022, or the date on which Krypto Ventures, Inc. raises at least $200,000. As of July 29, 2021, the Company has accrued interest of $164. The note and accrued interest were deconsolidated as part of deconsolidation of Krypto Ventures, Inc.

On September 29, 2021, Balance Labs Inc. made a loan to Krypto Ventures, Inc, formerly known as KryptoBank Co., a related party in the principal amount of $25,000 which loan has an interest rate of 12% per annum and a maturity date of September 28, 2022.

As of September 30, 2023 and December 31, 2022, the CEO and companies controlled by the CEO have loaned the Company a total of $1,673,558 in addition to the convertible notes discussed above. The loans carry an interest rate of 8% and mature one year and one day from the date of the loan. These loans of $1,673,558 and the accrued interest on these loans of $451,365 are in default as of September 30, 2023. These loans of $1,673,558 are in default and are reported under short -term advances from related party on the balance sheet as of September 30, 2023 and December 31, 2022.

Note 7 – Convertible Notes and Notes Payable

Notes Payable

For all information regarding the related party note payable see note 6.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Convertible Notes Payable

On April 1, 2016, the Company received $500,000 from Newell Trading Group in exchange for a convertible debenture due April 2, 2017, bearing interest at 10% and convertible into common stock at $.25 per share unless the note is paid by the Company prior to the election of the holder to convert. The Company recognized a beneficial conversion feature expense of $500,000 that has been fully amortized. As of December 31, 2022, accrued interest on the note is $375,069. On October 3, 2019, Newell Trading Group assigned its rights and interests in its $500,000 convertible debenture to the Sammy Farkas Foundation Inc., (the “Foundation”), a related party. The Foundation then entered into an agreement with the Company to extend the maturity date of the convertible debenture to October 10, 2024 in exchange for 54,000 shares of the Company’s stock. The shares have a fair value of $56,700 which was recorded as a debt discount and amortized over the life of the extension. On November 11, 2019, The Sammy Farkas Foundation transferred all the rights and interests of the note to another party, 16^th Avenue Associates. The terms remain the same and the transfer has no effect on the financial statements. The convertible note payable, net of debt discount of $11,340 and $19,845 as of September 30, 2023 and December 31, 2022 was $488,660 and $480,155, respectively, and was recorded under long term liability on the balance sheet.

	September 30, 2023 (unaudited)			December 31, 2022
Newell Trading Group	$	500,000		$	500,000
Convertible note payable – long term, gross	$	500,000		$	500,000
Debt discount		(11,340	)		(19,845	)
Convertible note payable – long term	$	488,660		$	480,155

Note 8 – Commitments and Contingencies

Litigation, Claims and Assessments

In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s condensed consolidated financial position or results of operations.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of the condensed consolidated results of operations and financial condition of Balance Labs, Inc., and subsidiaries (“Balance Labs” or the “Company”) for the nine months ended September 30, 2023 should be read in conjunction with our condensed consolidated financial statements and the notes thereto that are included elsewhere in this Quarterly Report on Form 10-Q. References in this Management’s Discussion and Analysis of Financial Condition and Results of Operations to “us,” “we,” “our,” and similar terms refer to Balance Labs. This Quarterly Report includes forward-looking statements, as that term is defined in the federal securities laws, based upon current expectations that involve risks and uncertainties, such as plans, objectives, expectations, and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors. Words such as “anticipate,” “estimate,” “plan,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could,” and similar expressions are used to identify forward-looking statements. We caution you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many of which are beyond our control, which may influence the accuracy of the statements and the projections upon which the statements are based. Our actual results could differ materially from those anticipated in the forward-looking statements as a result of certain risk factors discussed in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on April 17, 2023. Any one or more of these uncertainties, risks and other influences could materially affect our results of operations and whether forward-looking statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially from those expressed or implied in these forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether from new information, future events or otherwise.

Overview

We were incorporated on September 5, 2014, under the laws of the State of Delaware. We are a consulting firm that provides business development and consulting services to start-up and development-stage companies. Our business model is to provide businesses in various industries with customized consulting services to meet their business needs and help them improve their business models, sales and marketing plans and internal operations, as well as introduce these businesses to experienced professional contacts that would be vital to the success of these companies.

The Company is not a registered investment company under the Investment Company Act of 1940, as amended (the “1940 Act”) and does not engage primarily, in the business of investing, reinvesting, or trading in securities. The Company is not managed like an active investment vehicle, is not an investment company registered under the 1940 Act and is not required to register under the 1940 Act.

Additionally, in accordance with the 1940 Act, Section 3€(1), the Company is not an Investment Company as defined by the 1940 Act because the Company does not have outstanding securities beneficially owned by more than one hundred persons and, at this time, the Company is not making and does not presently propose to make a public offering of its securities. Additionally, the Company has not and has no plans to purchase or acquire any securities issued by any registered investment company.

Our business focuses on providing advisement services to entrepreneurs and assisting business owners so that their ideas can be fully developed and implemented. Due to limited resources, lack of experienced management and competing priorities, start-up and developmental stage companies are not operating as efficiently as they can be, and therefore would benefit from an outside party that could assist in developing and executing certain strategies. We utilize our knowledge in developing businesses, share practical experiences with our clients and introduce the business owners to experienced professionals who could help these inexperienced entrepreneurs further implement their ideas. Start-ups and development stage businesses across all industries commonly experience these certain “growing pains”.

Plan of Operations

Our plan is to prepare our clients for the many inevitable challenges they will encounter and to develop a customized plan for them to overcome these obstacles, so that they can focus on marketing their product(s) and/or service(s) to their potential customers.

Although we’ve only worked with three clients since inception, our goal is to add and service a minimum of two to three new clients between now and the end of 2023. We’re marketing our services through both personal contact and online by (a) mining our existing network of professional contacts via personal outreach programs, which will also target international prospects that may wish to enter the US market; (b) expanding our network by attending targeted conferences and professional gatherings; and (c) utilizing our website at www.balancelabs.co, plus engaging potential clients on social media, including LinkedIn, Facebook and Twitter. However, because we have a limited budget allocated for an on-line marketing campaign, we anticipate that professionals within our professional network and personal referrals from companies that are satisfied with our professional services are likely to be our most significant and efficient near-term form of marketing.

We believe that we can support our clients with our existing full-time staff, supplemented with part-time sub-contracted professionals and service providers, as necessary. Between now and the end of 2023, we intend to formalize our relationships with these subcontractors so that we can offer our clients turn-key business development products and services.

Our primary requirement for funding is for working capital in order to accommodate temporary negative cash flows from operations (see “Liquidity and Capital Resources”).

Results of Operations

Three Months Ended September 30, 2023 Compared with Three Months Ended September 30, 2022.

Overview

We reported a net loss of $68,735 and of $142,583 for the three months ended September 30, 2023 and 2022, respectively. This represents a difference of $73,848, or 52%, primarily due to decreases in revenues from related party and decrease of unrealized loss of available for sale securities.

Revenues - Related Party

For the three months ended September 30, 2023 and September 30, 2022, we generated $0 and $67,500, respectively in revenue. The primary reason for the decrease in revenue was due to expired consulting agreement with EZFill Holdings, Inc. Our president, CEO, CFO and Chairman of the Board is also the former president of EZFill Holdings, Inc. and owns approximately 24% of EZ Fill’s outstanding common stock as of September 30, 2023.

General and Administrative Expenses

General and administrative expenses were $8,005 and $4,764 for the three months ended September 30, 2023 and 2022, respectively, an increase of $3,241 or 68% primarily due to an increase in advertising and promotion expense.

Professional Fees

Professional fees were $11,274 and $10,000 for the three months ended September 30, 2023 and 2022, respectively, a increase of $1,274 or 13% due to an increase in accounting and legal fees for the quarter.

Other Income and Expense

Other expenses for the three months ended September 30, 2023 was $34,256. Other expense for the three months ended September 30, 2022 was $185,229. This represents a difference of $150,973 which was attributable to an unrealized loss from available for sale securities, net loss allocated from equity method investees and interest expense offset by accreted interest income and interest income on note receivable.

Unrealized gain or loss on available for sale securities

Unrealized gain on available for sale securities for the three months ended September 30, 2023 was $23,250. Unrealized loss on available for sale securities for the three months ended September 30, 2022 was $73,054. This represents a decrease of $94,976 or 1.3% attributable to a reduction in the stock price of the securities.

Net Loss allocated from Equity Method Investees

Net Loss allocated from Equity Method Investee for the three months ended September 30, 2023 and September 30, 2022 was $0 and $0, respectively.

Nine Months Ended September 30, 2023 Compared with Nine Months Ended September 30, 2022.

Overview

We reported a net loss of $252,768 and of $571,972 for the nine months ended September 30, 2023 and 2022, respectively. This represents a difference of $319,204, or 56%, primarily due to a decrease in the unrealized loss of available for sale securities in 2023.

Revenues - Related Party

For the nine months ended September 30, 2023 and September 30, 2022, we generated $0 and $67,500, respectively in revenue. The primary reason for the decrease in revenue was due to consulting agreement with EZFill Holdings ending in November 2022. Our president, CEO, CFO and Chairman of the Board is also the former president of EZFill Holdings, Inc.

General and Administrative Expenses

General and administrative expenses were $19,536 and $16,060 for the nine months ended September 30, 2023 and 2022, respectively, an increase of $3,476 or 21% primarily due to an increase in office expenses.

Professional Fees

Professional fees were $50,249 and $85,461 for the nine months ended September 30, 2023 and 2022, respectively, an decrease of $35,212 or 41% due to decrease in accounting and legal fees for the quarter.

Other Income and Expense

Other expenses for the nine months ended September 30, 2023 were $140,842. Other expense for the nine months ended September 30, 2022 was $569,040. This represents a difference of 75% which was attributable to a decrease in unrealized loss from available for sale securities and interest expense, offset by proceeds from sale of investment, accreted interest income and interest income on note receivable.

Unrealized gain or loss on available for sale securities

Unrealized gain on available for sale securities for the nine months ended September 30, 2023 was $29,894. Unrealized loss on available for sale securities for the nine months ended September 30, 2022 was $304,238. This represents an increase of $334,132 or 1.10% attributable to a increase in the stock price of the securities.

Net Loss allocated from Equity Method Investee

Net Loss allocated from Equity Method Investee for the nine months ended September 30, 2023 and September 30, 2022 was $0 and $43,812, respectively. This represents a decrease of $43,812 or 100% primarily due to a decrease in operating expenses by the investee.

Liquidity and Capital Resources

We measure our liquidity in a number of ways, including the following:

	September 30, 2023		December 31, 2022
		(Unaudited)
Cash	$	145,618	$	235,311
Working capital (deficiency)	$	3,925,420	$	3,681,157

Availability of Additional Funds

Except for the monthly consulting fee to our CEO and Chairman of the Board and the monthly lease of our virtual office, as described elsewhere in this annual report, we currently do not have any material commitments for capital expenditures. We are actively pursuing new client relationships. Even if we were to add a new client(s), due to our current lack of a diversified client base, there could be temporary imbalances between cash receipts and cash operating expenditures, which means that we may need additional capital. The engagement revenues associated with most client engagements will self-fund the in-house and sub-contractor services we need in order to supply products and services to our clients.

As of September 30, 2023, the Company had a working capital deficiency of $3,925,420. The Company used cash in operations of $89,693. In addition, the Company is working to manage its current liabilities while it continues to make changes in operations to further improve its cash flow and liquidity position.

Net Cash (Used in ) provided by Operating Activities

We experienced negative cash flows from operating activities for the nine months ended September 30, 2023 in the amount of $89,693. Positive cash flow from operating activities for the nine months ending September 30, 2022, in the amount of $42,182. This was primarily due to a net loss of $252,768 primarily offset by an unrealized gain on the value of an investment by $29,894, change in accounts receivable of $45,000, change in accounts payable and accrued expenses by $139,171, and amortization of debt discount $8,505.

Net Cash Used in Investing Activities

Net cash used in investing activities during the nine months ended September 30, 2023 and September 30, 2022 was $0 and $0, respectively.

Net Cash Provided by Financing Activities

Net cash provided by financing activities during the nine months ended September 30, 2023 and September 30, 2022 was $0 and $0, respectively.

Our Auditors Have Issued a Going Concern Opinion

The Company’s independent registered public accounting firm has expressed substantial doubt as to the Company’s ability to continue as a going concern as of September 30, 2023. The unaudited condensed consolidated financial statements in this report on Form 10-Q have been prepared assuming that the Company will continue as a going concern. As discussed in the notes to the unaudited condensed consolidated financial statements, these conditions raise substantial doubt from the Company’s ability to continue as a going concern. The Company’s plans in regard to these matters are also described in the notes to the Company’s unaudited condensed consolidated financial statements. The unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern.

If the Company is unable to meet its internal revenue forecasts or obtain additional financing on a timely basis, it may have to delay vendor payments and/or initiate cost reductions, which would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately it could be forced to discontinue the Company’s operations, liquidate, and/or seek reorganization under the U.S. bankruptcy code. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain restrictions on our operations, in the case of debt financing or cause substantial dilution for our stockholders, in case of equity financing.

Furthermore, COVID-19 has also caused severe disruptions in transportation and limited access to the Company’s facilities resulting in limited support from its staff and professional advisors. This in turn has limited the Company’s resources in promoting its services and acquiring additional capital.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Critical Accounting Policies and Estimates

Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us 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 periods. Estimates may include those pertaining to accruals, stock-based compensation and income taxes. Actual results could materially differ from those estimates.

Revenue Recognition

The Company accounts for revenues under FASB ASC 606, which is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company considers revenue realized or realizable and earned when all the five following criteria are met: (1) Identify the Contract with a Customer, (2) Identify the Performance Obligations in the Contract, (3) Determine the Transaction Price, (4) Allocate the Transaction Price to the Performance Obligations in the Contract, and (5) Recognize Revenue When (or As) the Entity Satisfies a Performance Obligation.

Fair Value of Financial Instruments

●	Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

●	Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

●	Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use.

Recent Accounting Standards

We have implemented all new accounting standards that are in effect and may impact our consolidated financial statements and do not believe that there are any other new accounting standards that have been issued that might have a material impact on our financial position or results of operations.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

Our management, with the participation of our principal executive officer evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2023. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of September 30, 2023.

The Company’s assessment identified certain material weaknesses, (i) functional controls, (ii) lack of audit committee and (iii) segregation of duties. Because of the Company’s limited resources, there are limited controls over information processing. The Company does not have an audit committee and therefore there is no independent review and independent oversight over the Company’s financial reporting.

There is an inadequate segregation of duties consistent with control objectives. Our Company’s management is composed of a small number of individuals resulting in a situation where limitations on segregation of duties exist. In order to remedy this situation, we would need to hire additional staff to provide greater segregation of duties. Currently, it is not feasible to hire additional staff to obtain optimal segregation of duties. Management will reassess this matter at end of the fiscal year to determine whether improvement in segregation of duty is feasible.

Accordingly, as the result of identifying the above material weakness we have concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the Company’s internal controls.

Management believes that the material weaknesses set forth above were the result of the scale of our operations and are intrinsic to our small size. Management believes these weaknesses did not have a material effect on our financial results and intends to take remedial actions upon receiving funding for the Company’s business operations.

This Quarterly Report on Form 10-Q does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report herein.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

To the best of our knowledge, there are no material pending legal proceedings to which we are a party or of which any of our property is the subject. From time to time, we may become involved in various lawsuits and legal proceedings, which arise, in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

Item 1A. Risk Factors.

Not applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

There were no unregistered sales of the Company’s equity securities during the nine months ended September 30, 2023.

Item 3. Defaults Upon Senior Securities.

Notes Payable

As of September 30, 2023, the CEO and companies controlled by the CEO have loaned the Company a total of $1,673,558 in addition to the convertible notes discussed above. The loans carry an interest rate of 8% and mature one year and one day from the date of the loan. The Company accrued interest of $451,365 on the loans and $1,673,558 of these loans are in default as of September 30, 2023.

Balance Group loaned the Company an additional $66,850 at an interest rate of 8%. The notes are currently in default and have an accrued interest balance of $30,829 as of September 30, 2023.

On October 3, 2019, The Company received $40,000 from The Foundation in exchange for a promissory note which bears 12% interest per annum and matured on October 10, 2020 or upon the Company raising $500,000 from outside investors, whichever occurs first. The promissory note is currently in default, and as of September 30, 2023, accrued interest on the note is $375,069. The promissory note comes with a warrant to purchase 40,000 shares of the Company’s stock with an exercise price of $1.00 per share and expires on October 10, 2022. These warrants have expired. As of December 31, 2020, the debt discount was fully amortized.

Convertible Notes Payable

On December 23, 2015, the Company issued a secured convertible promissory note in the amount of $25,000. The note carries a rate of 8% and was due on March 23, 2016. It is secured by all the assets of the Company. The note further contains a provision that the lender may convert any part of the note, including accrued interest that is unpaid into the Company’s common stock at an exercise price of $0.50 per share. The note also contains a five-year warrant to purchase 100,000 shares of common stock at an exercise price of $0.50 per share until December 23, 2020. As of March 23, 2016, the note is in default and the interest rate has been increased to 18%. The accrued interest balance of $38,866 as of September 30, 2023.

On September 30, 2016, Balance Group LLC loaned the Company $120,000 with an interest rate of 10% and is convertible into common stock at $1.00. In addition, the Company issued the CEO 600,000 warrants and recorded a debt discount of $111,428, which has been fully amortized. The Company valued the warrants using the Black-Scholes option pricing model with the following assumptions: Expected volatility of 514%, expected life of five years, risk free rate of return of 1.14% and an expected divided yield of 0%. The warrants had a fair value of $. The note is currently in default and has an accrued interest balance of $84,033 as of September 30, 2023.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

Exhibit No.		Description

31.1		Certification of Principal Executive Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 302 of 2002*
31.2		Certification of Principal Financial Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 302 of 2002*
32.1		Certification of Principal Executive Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
32.2		Certification of Principal Financial Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
101.INS		Inline XBRL Instance Document*
101.SCH		Inline XBRL Taxonomy Extension Schema Document*
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document*
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document*
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Filed herewith

**Furnished herewith

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BALANCE LABS, INC.

Date: November 2, 2023	By:	/s/ Michael D. Farkas
		Michael D. Farkas
		President, Chief Executive Officer
		(Principal Executive Officer)

Date: November 2, 2023

By:

/s/ Ari Feldman

Ari Feldman

Chief Financial Officer

(Principal Financial and Accounting Officer)

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Michael D. Farkas, certify that:

1.	I have reviewed this Form 10-Q of Balance Labs, 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 registrant as of, and for, the periods present in this report;

4.	I am 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 13-a-15(f) and 15d-15(f)) for the registrant 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 registrant, 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 registrant’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 financing reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s first 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.	I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’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 registrant’s ability to record, process, summarize and report financial information; and

	b)	Any fraud, whether or not material, that involved management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 2, 2023	By:	/s/ Michael D. Farkas
		Michael D. Farkas
		President, Chief Executive Officer (Principal Executive Officer)
		Balance Labs, Inc.

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Ari Feldman, certify that:

1.	I have reviewed this Form 10-Q of Balance Labs, 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 registrant as of, and for, the periods present in this report;

4.	I am 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 13-a-15(f) and 15d-15(f)) for the registrant 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 registrant, 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 registrant’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 financing reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s first 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.	I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’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 registrant’s ability to record, process, summarize and report financial information; and

	b)	Any fraud, whether or not material, that involved management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 2, 2023	By:	/s/ Ari Feldman
		Ari Feldman
		Chief Financial Officer
		(Principal Financial and Accounting Officer)
		Balance Labs, Inc.

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES-OXLEY ACT OF 2002

In connection with this Quarterly Report of Balance Labs, Inc. (the “Company”), on Form 10-Q for the period ended September 30, 2023, as filed with the U.S. Securities and Exchange Commission on the date hereof, I, Michael D. Farkas, Chief Executive Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:

	(1)	Such Quarterly Report on Form 10-Q for the period ended September 30, 2023, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

	(2)	The information contained in such Quarterly Report on Form 10-Q for the period ended September 30, 2023, fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 2, 2023	By:	/s/ Michael D. Farkas
		Michael D. Farkas
		President, Chief Executive Officer (Principal Executive Officer)
		Balance Labs, Inc.

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES-OXLEY ACT OF 2002

In connection with this Quarterly Report of Balance Labs, Inc. (the “Company”), on Form 10-Q for the period ended September 30, 2023, as filed with the U.S. Securities and Exchange Commission on the date hereof, I, Ari Feldman, Chief Financial Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:

	(1)	Such Quarterly Report on Form 10-Q for the period ended September 30, 2023, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

	(2)	The information contained in such Quarterly Report on Form 10-Q for the period ended September 30, 2023, fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 2, 2023	By:	/s/ Ari Feldman
		Ari Feldman
		Chief Financial Officer (Principal Financial and Accounting Officer)
		Balance Labs, Inc.

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2023	Nov. 02, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	333-202959
Entity Registrant Name	BALANCE LABS, INC.
Entity Central Index Key	0001632121
Entity Tax Identification Number	47-1146785
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	407 Lincoln Road
Entity Address, Address Line Two	Suite 701
Entity Address, City or Town	Miami Beach
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33139
City Area Code	(305)
Local Phone Number	907-7600
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		21,674,000

Consolidated Balance Sheets - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current Assets
Cash and cash equivalents	$ 145,618	$ 235,311
Accounts receivable		45,000
Marketable securities	178,702	148,808
Total Current Assets	324,320	429,119
Total Assets	324,320	429,119
Current Liabilities
Accounts payable and accrued expenses	1,359,481	1,220,017
Total Current Liabilities	4,249,740	4,110,276
Long Term Liabilities
Convertible note payable, net of debt discount of $11,340 and $19,845 as of September 30, 2023 and December 31, 2022	488,660	480,155
Total Long-Term Liabilities	488,660	480,155
Total Liabilities	4,738,400	4,590,431
Commitments and Contingencies (Note 8)
Stockholders’ Deficit
Preferred stock, $0.0001 par value, 50,000,000 shares authorized, none issued and outstanding as of September 30, 2023 and December 31, 2022
Common stock, $0.0001 par value: authorized 500,000,000, 21,674,000 and 21,674,000 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively	2,167	2,167
Additional paid-in capital	810,048	810,048
Accumulated deficit	(5,226,295)	(4,973,527)
Total Stockholders’ Deficit	(4,414,080)	(4,161,312)
Total Liabilities and Stockholders’ Deficit	324,320	429,119
Related Party [Member]
Current Liabilities
Accounts payable - related party	911,659	911,659
Short -term advances - related party	1,673,558	1,673,558
Convertible notes payable	173,192	173,192
Notes payable - related party - net of debt discount of $0 and $0 as of September 30, 2023 and December 31, 2022	106,850	106,850
Nonrelated Party [Member]
Current Liabilities
Convertible notes payable	$ 25,000	$ 25,000

Consolidated Balance Sheets (Parenthetical) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Defined Benefit Plan Disclosure [Line Items]
Convertible notes payable, debt discount - long term	$ 11,340	$ 19,845
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares, issued	21,674,000	21,674,000
Common stock shares outstanding	21,674,000	21,674,000
Related Party [Member]
Defined Benefit Plan Disclosure [Line Items]
Debt instrument, unamortized discount, current	$ 0	$ 0
Notes payable - related party, debt discount - current	$ 0	$ 0

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Defined Benefit Plan Disclosure [Line Items]
Revenues - related party		$ 67,500		$ 202,500
Costs and expenses
Professional fees	11,274	10,000	50,249	85,461
Salaries and wages	15,200	10,090	42,141	43,911
Total operating expenses	34,479	24,854	111,926	205,432
Loss from operations	(34,479)	42,646	(111,926)	(2,932)
Other income (expense)
Unrealized gain (loss) on available for sale securities	23,250	(73,054)	29,894	(304,238)
Proceeds from sale of investment		(287)
Net loss allocated from equity method investees				(43,812)
Accreted interest income and interest income on note receivable		3,555		11,110
Bad debt expense on note receivable		(141,000)		(141,000)
Gain on disposal of non-controlling investment		83,064		83,064
Interest expense (includes amortization of debt discount)	(57,506)	(57,507)	(170,736)	(174,164)
Total other (expense)	(34,256)	(185,229)	(140,842)	(569,040)
Net loss	$ (68,735)	$ (142,583)	$ (252,768)	$ (571,972)
Net Loss per share - basic	$ (0.00)	$ (0.00)	$ (0.01)	$ (0.02)
Net Loss per share - diluted	$ (0.00)	$ (0.00)	$ (0.01)	$ (0.02)
Weighted average number of shares - basic	21,674,000	21,674,000	21,674,000	21,674,000
Weighted average number of shares - diluted	21,674,000	21,674,000	21,674,000	21,674,000
Nonrelated Party [Member]
Costs and expenses
General and administrative expenses	$ 8,005	$ 4,764	$ 19,536	$ 16,060
Related Party [Member]
Costs and expenses
General and administrative expenses				$ 60,000

Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2021	$ 2,167	$ 810,048	$ (4,205,176)	$ (3,392,961)
Beginning balance, shares at Dec. 31, 2021	21,674,000
Net loss			(571,972)	(571,972)
Ending balance, value at Sep. 30, 2022	$ 2,167	810,048	(4,777,148)	(3,964,933)
Ending balance, shares at Sep. 30, 2022	21,674,000
Beginning balance, value at Jun. 30, 2022	$ 2,167	810,048	(4,634,565)	(3,822,350)
Beginning balance, shares at Jun. 30, 2022	21,674,000
Net loss			(142,583)	(142,583)
Ending balance, value at Sep. 30, 2022	$ 2,167	810,048	(4,777,148)	(3,964,933)
Ending balance, shares at Sep. 30, 2022	21,674,000
Beginning balance, value at Dec. 31, 2022	$ 2,167	810,048	(4,973,527)	(4,161,312)
Beginning balance, shares at Dec. 31, 2022	21,674,000
Net loss			(252,768)	(252,768)
Ending balance, value at Sep. 30, 2023	$ 2,167	810,048	(5,226,295)	(4,414,080)
Ending balance, shares at Sep. 30, 2023	21,674,000
Beginning balance, value at Jun. 30, 2023	$ 2,167	810,048	(5,157,560)	(4,345,345)
Beginning balance, shares at Jun. 30, 2023	21,674,000
Net loss			(68,735)	(68,735)
Ending balance, value at Sep. 30, 2023	$ 2,167	$ 810,048	$ (5,226,295)	$ (4,414,080)
Ending balance, shares at Sep. 30, 2023	21,674,000

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Operating activities
Net loss	$ (252,768)	$ (571,972)
Adjustments to reconcile net loss to net cash (used in) provided by operations
Amortization of debt discount	8,505	11,933
Amortization of expense on note receivable		(3,309)
Accreted interest on note receivable
Net loss from equity method investment		43,812
Unrealized (gain) loss on available - for - sale securities	(29,894)	304,524
Bad debt on note receivable		141,000
Gain on disposal of non-controlling investment		(83,064)
Decrease (Increase) in
Accounts receivable – related party	45,000
Interest receivable		(9,026)
Increase in
Accounts payable and accrued expenses	139,464	147,058
Accounts payable and accrued expenses - related party		60,000
Accumulated losses on unconsolidated investees in excess of investment		1,226
Net cash (used in) provided by operating activities	(89,693)	42,182
Net (decrease) increase in cash and cash equivalents	(89,693)	42,182
Cash and cash equivalents - beginning of period	235,311	227,558
Cash and cash equivalents - end of period	145,618	269,740
Supplemental disclosure of cash flow information
Cash paid for interest		27,218
Cash paid for income tax

Business Organization and Nature of Operations

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Business Organization and Nature of Operations

Note 1 – Business Organization and Nature of Operations

Going Concern

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going Concern

Note 2 – Going Concern

The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 3 – Summary of Significant Accounting Policies

Cash and Cash Equivalents

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Use of Estimates

Accounts Receivable

Revenue Recognition

The Company recognizes consulting income when the services are performed, and performance obligations are satisfied over time or point of time.

Income Taxes

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

The Company’s policy is to classify assessments, if any, for tax related interest as interest expense and penalties as general and administrative expenses in the statement of operations.

Marketable Securities

● 1,000,000 shares of common stock having a fair value of $1,000,000 ($1.00/share), each based on a recent cash price of the related party;

● a single payment of $200,000;

● during the first year of the agreement, $25,000 per month, with the 1^st payment due 30 days after the completion of the Company’s IPO;

● during the second year of the agreement, $22,500 per month; and

● on each anniversary of the agreement, 500,000 shares of common stock.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Investments – Related Parties

The Company holds one investment as of September 30, 2023, and one investment as of December 31, 2022.

Investments

Concentration of Credit Risk

Principles of Consolidation

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Net Income (Loss) Per Common Share

Stock-Based Compensation

Fair Value of Financial Instruments

●	Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

●	Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

●	Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use.

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	178,702	$	178,702	$	-	$	-
Total Assets measured at fair value	$	178,702	$	178,702	$	-	$	-

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	148,808	$	148,808	$	-	$	-
Total Assets measured at fair value	$	148,808	$	148,808	$	-	$	-

The Company accounts for its investment in EzFill Holdings, Inc. (“EzFill”) as available-for-sale securities. Since the investment is valued based on quoted market price using observable inputs.

Business Segments

The Company operates in one segment and therefore segment information is not presented.

Advertising, Marketing and Promotional Costs

Property and equipment

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Property and equipment as of September 30, 2023, and December 31, 2022 consisted of the following:

Schedule of Property and Equipment

	September 30, 2023 (unaudited)			December 31, 2022
Website	$	1,336		$	1,336
Computer equipment & Software		5,358			5,358
Furniture		4,622			4,622
Total		11,316			11,316
Less Accumulated Depreciation		(11,316	)		(11,316	)
Property and Equipment, net	$	-		$	-

Depreciation expense for the nine months ended September 30, 2023, and 2022 totaled $0 and $0, respectively.

Recently Issued Accounting Pronouncements

Stockholders’ Equity

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Stockholders’ Equity

Note 4 – Stockholders’ Equity

Authorized Capital

The Company is authorized to issue 500,000,000 shares of common stock, $0.0001 par value, and 50,000,000 shares of preferred stock, $0.0001 par value.

Warrants

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Note Receivable

9 Months Ended

Sep. 30, 2023

Receivables [Abstract]

Note Receivable

Note 5 – Note Receivable

Related Party Transactions

9 Months Ended

Sep. 30, 2023

Related Party Transactions

Note 6 – Related Party Transactions

	September 30, 2023 (unaudited)			December 31, 2022
16^thAvenues Associates	$	500,000		$	500,000
Debt discount		(11,340	)		(19,845	)
Convertible note payable – long term	$	488,660		$	480,155

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

	September 30, 2023 (unaudited)		December 31, 2022
Balance Group LLC	$	66,850	$	66,850
The Foundation		40,000		40,000
Note Payable – related party	$	106,850	$	106,850

	September 30, 2023 (unaudited)		December 31, 2022
Balance Group LLC	$	120,000	$	120,000
Note Payable from CEO		53,192		53,192
Convertible note payable- related party	$	173,192	$	173,192

Convertible Notes and Notes Payable

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Convertible Notes and Notes Payable

Note 7 – Convertible Notes and Notes Payable

Notes Payable

For all information regarding the related party note payable see note 6.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Convertible Notes Payable

	September 30, 2023 (unaudited)			December 31, 2022
Newell Trading Group	$	500,000		$	500,000
Convertible note payable – long term, gross	$	500,000		$	500,000
Debt discount		(11,340	)		(19,845	)
Convertible note payable – long term	$	488,660		$	480,155

Commitments and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 8 – Commitments and Contingencies

Litigation, Claims and Assessments

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Cash and Cash Equivalents

Cash and Cash Equivalents

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Use of Estimates

Use of Estimates

Accounts Receivable

Accounts Receivable

Revenue Recognition

Revenue Recognition

The Company recognizes consulting income when the services are performed, and performance obligations are satisfied over time or point of time.

Income Taxes

Income Taxes

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

The Company’s policy is to classify assessments, if any, for tax related interest as interest expense and penalties as general and administrative expenses in the statement of operations.

Marketable Securities

Marketable Securities

● 1,000,000 shares of common stock having a fair value of $1,000,000 ($1.00/share), each based on a recent cash price of the related party;

● a single payment of $200,000;

● during the first year of the agreement, $25,000 per month, with the 1^st payment due 30 days after the completion of the Company’s IPO;

● during the second year of the agreement, $22,500 per month; and

● on each anniversary of the agreement, 500,000 shares of common stock.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Investments – Related Parties

Investments – Related Parties

The Company holds one investment as of September 30, 2023, and one investment as of December 31, 2022.

Investments

Investments

Concentration of Credit Risk

Concentration of Credit Risk

Principles of Consolidation

Principles of Consolidation

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Net Income (Loss) Per Common Share

Stock-Based Compensation

Fair Value of Financial Instruments

Fair Value of Financial Instruments

●	Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

●	Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

●	Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use.

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	178,702	$	178,702	$	-	$	-
Total Assets measured at fair value	$	178,702	$	178,702	$	-	$	-

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	148,808	$	148,808	$	-	$	-
Total Assets measured at fair value	$	148,808	$	148,808	$	-	$	-

The Company accounts for its investment in EzFill Holdings, Inc. (“EzFill”) as available-for-sale securities. Since the investment is valued based on quoted market price using observable inputs.

Business Segments

Business Segments

The Company operates in one segment and therefore segment information is not presented.

Advertising, Marketing and Promotional Costs

Advertising, Marketing and Promotional Costs

Property and equipment

Property and equipment

BALANCE LABS, INC.

Condensed Notes to Consolidated Financial Statements

As of September 30, 2023

(Unaudited)

Property and equipment as of September 30, 2023, and December 31, 2022 consisted of the following:

Schedule of Property and Equipment

	September 30, 2023 (unaudited)			December 31, 2022
Website	$	1,336		$	1,336
Computer equipment & Software		5,358			5,358
Furniture		4,622			4,622
Total		11,316			11,316
Less Accumulated Depreciation		(11,316	)		(11,316	)
Property and Equipment, net	$	-		$	-

Depreciation expense for the nine months ended September 30, 2023, and 2022 totaled $0 and $0, respectively.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Schedule of Fair Value of Assets on Recurring Basis

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	178,702	$	178,702	$	-	$	-
Total Assets measured at fair value	$	178,702	$	178,702	$	-	$	-

	Total		(Level 1)		(Level 2)		(Level 3)
Fair-value – equity securities	$	148,808	$	148,808	$	-	$	-
Total Assets measured at fair value	$	148,808	$	148,808	$	-	$	-

Schedule of Property and Equipment

	September 30, 2023 (unaudited)			December 31, 2022
Website	$	1,336		$	1,336
Computer equipment & Software		5,358			5,358
Furniture		4,622			4,622
Total		11,316			11,316
Less Accumulated Depreciation		(11,316	)		(11,316	)
Property and Equipment, net	$	-		$	-

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2023

Schedule of Note Payable - Related Party

	September 30, 2023 (unaudited)		December 31, 2022
Balance Group LLC	$	66,850	$	66,850
The Foundation		40,000		40,000
Note Payable – related party	$	106,850	$	106,850

Schedule of Convertible Note Payable - Related Party

	September 30, 2023 (unaudited)		December 31, 2022
Balance Group LLC	$	120,000	$	120,000
Note Payable from CEO		53,192		53,192
Convertible note payable- related party	$	173,192	$	173,192

Sixteenth Avenues Associates [Member]

Schedule of Convertible Note Payable - Related Party

	September 30, 2023 (unaudited)			December 31, 2022
16^thAvenues Associates	$	500,000		$	500,000
Debt discount		(11,340	)		(19,845	)
Convertible note payable – long term	$	488,660		$	480,155

Convertible Notes and Notes Payable (Tables)

9 Months Ended

Sep. 30, 2023

Newell Trading Group [Member]

Defined Benefit Plan Disclosure [Line Items]

Schedule of Convertible Note Payable - Long Term

	September 30, 2023 (unaudited)			December 31, 2022
Newell Trading Group	$	500,000		$	500,000
Convertible note payable – long term, gross	$	500,000		$	500,000
Debt discount		(11,340	)		(19,845	)
Convertible note payable – long term	$	488,660		$	480,155

Going Concern (Details Narrative) - USD ($)	9 Months Ended
Going Concern (Details Narrative) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net cash provided (used in) operating activities	$ 89,693	$ (42,182)
Cash	145,618		$ 235,311
Accumulated deficit	5,226,295		$ 4,973,527
Working capital	$ 3,925,420

Schedule of Fair Value of Assets on Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair-value - equity securities	$ 178,702	$ 148,808
Total Assets measured at fair value	178,702	148,808
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair-value - equity securities	178,702	148,808
Total Assets measured at fair value	178,702	148,808
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair-value - equity securities
Total Assets measured at fair value
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair-value - equity securities
Total Assets measured at fair value

Schedule of Property and Equipment (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total	$ 11,316	$ 11,316
Less Accumulated Depreciation	(11,316)	(11,316)
Property and Equipment, net
Website [Member]
Property, Plant and Equipment [Line Items]
Total	1,336	1,336
Computer Equipment And Software [Member]
Property, Plant and Equipment [Line Items]
Total	5,358	5,358
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Total	$ 4,622	$ 4,622

Summary of Significant Accounting Policies (Details Narrative)			3 Months Ended		9 Months Ended
	Nov. 18, 2022 USD ($) $ / shares shares	Dec. 02, 2020 $ / shares shares	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Integer $ / shares shares	Sep. 30, 2022 USD ($) shares	Dec. 31, 2022 USD ($)	Jan. 29, 2021
Property, Plant and Equipment [Line Items]
Cash equivalents			$ 2,000		$ 2,000		$ 2,000
Issuance of shares \| shares	1,000,000
Issuance of value	$ 1,000,000
Shares issued price, per share \| $ / shares	$ 1.00		$ 2.69		$ 2.69
Salaries and wages			$ 15,200	$ 10,090	$ 42,141	$ 43,911
Fair value of investment cost \| shares			66,432		66,432
Unrealized loss on securities					$ 29,894
Reverse stock split description					1 share for 8 share reverse stock split
Investments			$ 0		$ 0
Marketable securities			178,702		$ 178,702		$ 148,808
Number of operating segment \| Integer					1
Advertising, marketing and promotion expense			$ 4,392	$ 48	$ 6,785	48
Depreciation
Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, estimated useful life			3 years		3 years
Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, estimated useful life			5 years		5 years
Convertible Notes Payable [Member]
Property, Plant and Equipment [Line Items]
Antidilutive securities excluded from earnings per share amount \| shares					3,782,645	3,526,378
Warrant [Member]
Property, Plant and Equipment [Line Items]
Antidilutive securities excluded from earnings per share amount \| shares					0	40,000
Pharmacy No 27 Ltd [Member]
Property, Plant and Equipment [Line Items]
Ownership percentage								20.00%
Unrealized loss on investments			$ 0		$ 0
Each Anniversary [Member]
Property, Plant and Equipment [Line Items]
Salaries and wages	$ 500,000
IPO [Member]
Property, Plant and Equipment [Line Items]
Salaries and wages	200,000
IPO [Member] \| First Year [Member] \| Monthly [Member]
Property, Plant and Equipment [Line Items]
Salaries and wages	25,000
IPO [Member] \| Second Year [Member] \| Monthly [Member]
Property, Plant and Equipment [Line Items]
Salaries and wages	$ 22,500
EZFill Holdings, Inc, [Member]
Property, Plant and Equipment [Line Items]
Issuance of shares \| shares		1,000
Share price \| $ / shares		$ 1
Related Party [Member]
Property, Plant and Equipment [Line Items]
Equity method investment percentage, description					When the fair value of an investment is indeterminable, the Company accounts for its investments that are under 20% of the total equity outstanding using the cost method. For investments in which the Company holds between 20-50% equity and is non-controlling are accounted for using the equity method. For any investments in which the Company holds over 50% of the outstanding stock, the Company consolidates those entities into their consolidated financial statements herein

Stockholders’ Equity (Details Narrative) - USD ($)	Sep. 30, 2023	Dec. 31, 2022	Oct. 03, 2019
Defined Benefit Plan Disclosure [Line Items]
Common stock, shares authorized	500,000,000	500,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Debt instrument, face amount	$ 500,000	$ 500,000
Sammy Farkas Foundation Inc. [Member]
Defined Benefit Plan Disclosure [Line Items]
Debt instrument, face amount			$ 40,000
Interest rate of related party loan			12.00%
Due to related parties			$ 500,000
Warrants issued to purchase of common stock shares			40,000
Warrants exercise price per share			$ 1.00

Note Receivable (Details Narrative) - USD ($)		9 Months Ended
Note Receivable (Details Narrative) - USD ($)	Sep. 30, 2021	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022	Jan. 29, 2021
Restructuring Cost and Reserve [Line Items]
Debt instrument face amount		$ 500,000		$ 500,000
Notes receivable unamortized allowance current, percentage		100.00%
Notes receivable unamortized allowance current		$ 141,000
Four Acquisitions Ltd [Member]
Restructuring Cost and Reserve [Line Items]
Debt instrument face amount	$ 22,000				$ 119,000
Debt instrument interest rate stated percentage	10.00%				10.00%
Debt maturity date	Sep. 30, 2022
Interest income related party		$ 0	$ 0
Equity interest acquire percentage					20.00%
Investments fair value disclosure					$ 43,000

Schedule of Convertible Note Payable - Related Party (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022	Sep. 27, 2021
Related Party Transaction [Line Items]
16th Avenues Associates	$ 500,000	$ 500,000
Debt discount	(11,340)	(19,845)
Convertible note payable – long term	488,660	480,155
Convertible note payable- related party	173,192	173,192
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
16th Avenues Associates			$ 53,192
Convertible note payable- related party	53,192	53,192
Balance Group LLC [Member]
Related Party Transaction [Line Items]
Convertible note payable- related party	$ 120,000	$ 120,000

Schedule of Note Payable - Related Party (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Note Payable – related party	$ 106,850	$ 106,850
Balance Group LLC [Member]
Related Party Transaction [Line Items]
Note Payable – related party	66,850	66,850
Foundation [Member]
Related Party Transaction [Line Items]
Note Payable – related party	$ 40,000	$ 40,000

Related Party Transactions (Details Narrative) - USD ($)					9 Months Ended
	Sep. 29, 2021	Sep. 27, 2021	Oct. 03, 2019	Apr. 01, 2016	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022	Sep. 30, 2021	Jul. 29, 2021	Jul. 09, 2021	Dec. 31, 2019	Sep. 30, 2016
Related Party Transaction [Line Items]
Debt instrument discount					$ 11,340		$ 19,845
Debt Instrument, Unamortized Discount, Noncurrent					11,340		19,845
Debt instrument face amount					500,000		500,000
Amortization of debt discount					8,505	$ 11,933
Balance Group LLC [Member]
Related Party Transaction [Line Items]
Debt instrument interest rate stated percentage												10.00%
Interest payable current and noncurrent					30,829
Convertible notes payable											$ 66,850	$ 120,000
Convertible notes payable, related party					66,850		66,850
Warrants exercise price per share								$ 1
Number of warrants issued to related party								600,000
Accrued interest					84,033
Sammy Farkas Foundation Inc. [Member]
Related Party Transaction [Line Items]
Debt instrument interest rate stated percentage			12.00%
Interest payable current and noncurrent					22,027
Debt instrument, increase (decrease), net			$ 500,000
Convertible notes payable, related party					40,000		40,000
Debt instrument face amount			40,000
Due to related parties			$ 500,000
Warrants exercise price per share			$ 1.00
Lyons Capital LLC [Member]
Related Party Transaction [Line Items]
Debt instrument interest rate stated percentage	12.00%									12.00%
Unsecured debt										$ 25,000
Krypto Ventures Inc [Member]
Related Party Transaction [Line Items]
Interest payable current and noncurrent									$ 164
Debt instrument face amount										$ 200,000
Financing receivable, after allowance for credit loss	$ 25,000
Debt Instrument, Maturity Date	Sep. 28, 2022
Convertible Debenture [Member]
Related Party Transaction [Line Items]
Proceeds from convertible debt				$ 500,000
Debt instrument interest rate stated percentage				10.00%
Debt instrument convertible conversion price				$ 0.25
Debt instrument, convertible, beneficial conversion				$ 500,000
Interest payable current and noncurrent					350,000		375,069
Long term debt					488,660		480,155
Debt instrument, extended maturity date			Oct. 10, 2024
Number of shares exchange			54,000
Debt Instrument, Unamortized Discount, Noncurrent			$ 56,700
Amortization of debt discount					8,505
Debt Instrument, Maturity Date				Apr. 02, 2017
Convertible Debenture [Member] \| Related Party [Member]
Related Party Transaction [Line Items]
Debt instrument discount					11,340		19,845
Convertible Debentures [Member]
Related Party Transaction [Line Items]
Interest payable current and noncurrent							300,000
Promissory Note [Member] \| Warrant [Member]
Related Party Transaction [Line Items]
Class of warrants			40,000
Warrants exercise price per share			$ 1.00
Fair value of warrants					8,283
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Officers compensation					10,000
General and administrative expenses - related party					0	$ 30,000
Accounts payable related party					0		30,000
Debt instrument interest rate stated percentage		12.00%
Debt instrument, convertible, beneficial conversion		$ 3,799
Interest payable current and noncurrent					14,410
Debt instrument, increase (decrease), net		250,000
Debt instrument discount					0		$ 3,428
Convertible notes payable, related party		53,192
Debt instrument face amount		53,192
Due to related parties		50,000
Amortization of debt discount		$ 3,192
Chief Executive Officer and Company's Controlled by Chief Executive Officer [Member] \| Convertible Notes Payable [Member]
Related Party Transaction [Line Items]
Debt instrument interest rate stated percentage							8.00%
Interest payable current and noncurrent					451,365
Due to related parties					1,673,558		$ 1,673,558
Short-term advances from related party					$ 1,673,558		$ 1,673,558

Schedule of Convertible Note Payable - Long Term (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Debt instrument, face amount	$ 500,000	$ 500,000
Debt discount	(11,340)	(19,845)
Convertible note payable – long term	$ 488,660	$ 480,155

Convertible Notes and Notes Payable (Details Narrative) - USD ($)	Oct. 03, 2019	Apr. 01, 2016	Sep. 30, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Debt instrument unamortized discount noncurrent			$ 11,340	$ 19,845
Debt instrument, unamortized discount			11,340	19,845
Convertible note payable - long term			488,660	480,155
Sammy Farkas Foundation Inc. [Member]
Short-Term Debt [Line Items]
Debt instrument, interest rate, stated percentage	12.00%
Interest Payable			22,027
Debt instrument interest convertible debenture	$ 500,000
Convertible Debenture [Member]
Short-Term Debt [Line Items]
Proceeds from convertible debt		$ 500,000
Debt instrument, maturity date		Apr. 02, 2017
Debt instrument, interest rate, stated percentage		10.00%
Debt instrument convertible conversion price		$ 0.25
Debt instrument convertible beneficial conversion feature		$ 500,000
Interest Payable			$ 350,000	$ 375,069
Debt instrument, extended maturity date	Oct. 10, 2024
Number of shares exchange	54,000
Debt instrument unamortized discount noncurrent	$ 56,700