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Greenpro Capital Corp.

For the period ended Mar 31, 2026. Filed May 8, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 8, 2026

GRNQ$7.24+2.0%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 1A. Risk Factors

Except as set forth below, there have been no material changes to the risk factors disclosed in our Quarterly Report on Form 10-Q for the three months ended March 31, 2026. The following additional risk factors relate primarily to our subsidiary, Green-X Corp. (“Green-X”), and its digital-asset exchange operations and reflect material developments in the blockchain and digital-asset industry since that filing.

Summary of Risk Factors

Our business, operations, and the market for our Common Stock are subject to numerous risks, uncertainties, and other factors that could materially and adversely affect our results of operations, financial condition, liquidity, reputation, or the trading price of our securities. The following summary highlights, in condensed form, the principal risks described in greater detail throughout this section. This summary should be read together with the complete discussion below and does not contain all the information that may be important to investors.

●Volatile Digital-Asset Markets – Prices and trading volumes of digital assets fluctuate dramatically and may decline for extended periods. Sustained downturns can significantly reduce transaction activity and fee revenue on our platform.
●Evolving and Conflicting Regulatory Regimes – Global authorities continue to debate whether and when digital assets constitute securities, commodities, or other regulated instruments. Inconsistent or changing interpretations may subject our activities to registration, licensing, or enforcement risks.
●Dependence on Market Makers and Liquidity Providers – A limited number of institutional market participants account for a substantial portion of trading volume. Loss or reduction of their participation could impair liquidity and revenue.
●Cybersecurity Threats and Technology Failures – Our systems, and those of our vendors and counterparties, are vulnerable to cyberattacks, data breaches, distributed-denial-of-service incidents, and operational errors that could compromise customer assets or data.
●Custody and Safeguarding of Digital Assets – Loss or compromise of private keys, internal control failures, or third-party custodian insolvency could result in the permanent loss of company or customer assets.
●Reliance on Third-Party Service Providers – We depend on banking partners, payment processors, cloud-hosting providers, and other vendors. Disruption or termination of these relationships could materially affect operations and liquidity.
●Cross-Border Operational and Currency Risks – Our primary subsidiaries operate in Malaysia, Hong Kong, and other jurisdictions, exposing us to foreign-exchange volatility, political and regulatory uncertainty, and data-privacy or capital-control restrictions.
●Competition and Technological Disruption – The digital-asset industry evolves rapidly. Decentralized-finance protocols, decentralized exchanges, and AI-driven trading platforms may reduce the relevance of centralized exchanges like ours.
●Financing and Capital-Market Constraints – Our ability to raise capital depends on market conditions and investor confidence in the digital-asset sector. Adverse trends may limit access to financing or increase dilution.
●Reputation and Brand Risks – Negative publicity, social-media criticism, or association with market failures at other exchanges could harm our reputation and discourage users or partners.
●Legal Proceedings and Enforcement Actions – Regulatory inquiries or litigation, even if meritless, could result in substantial costs, diversion of management time, and reputational damage.
●Economic, Political, and Global Events – Macroeconomic conditions, banking crises, or geopolitical conflicts could reduce investor appetite for risk assets and limit trading volumes.
●Internal-Control and Governance Risks – Rapid business expansion and the integration of new technology increase the difficulty of maintaining effective internal control over financial reporting and disclosure controls as required under Exchange Act Rules 13a-15 and 15d-15.
●Forward-Looking Uncertainties – Many of our plans and expectations involve assumptions regarding regulatory acceptance, technological change, and market growth that may prove incorrect, leading to material differences in actual outcomes.

Investors should carefully consider each of these risks, as well as the detailed discussion that follows, before making an investment or holding decision regarding our securities.

Risks Relating to Green-X and Its Business of Digital Asset Exchange

The slowing or stopping of the development or acceptance of blockchain networks and blockchain-based assets could have a material adverse effect on the successful development and adoption of our business.

Our business depends on the continued growth, development, and acceptance of blockchain networks, digital assets, and related technologies, which are subject to a high degree of uncertainty. Key factors influencing the further development of blockchain networks and digital assets include the global adoption of digital assets and blockchain technology; regulatory and quasi-government restrictions on access to and operation of blockchain networks; and the maintenance of open-source protocols that support blockchain networks. Additional factors, such as shifts in consumer demographics and public preferences, the availability of alternative transaction methods, the potentially speculative nature of digital assets, and economic conditions domestically and globally, also contribute to this uncertainty. If blockchain adoption, acceptance, or functionality slows, halts, or changes in a way that diminishes our ability to grow our exchange and custody businesses, our financial condition and growth prospects could be materially and adversely affected.

The future development and growth of the digital asset industry is subject to a variety of factors that are difficult to predict and evaluate.

If the market for digital assets declines or does not grow as we expect in terms of value, volume, or demand, our business, operating results, and financial condition could be materially adversely affected. Further, the future growth and development of the digital asset ecosystem is uncertain. Blockchain technology, digital assets, smart contracts, dApps, and DeFi are components of a new and evolving paradigm that is subject to a variety of factors that are difficult to evaluate, including:

●extreme price volatility or “black swan” events (i.e., highly improbable, unexpected occurrences with significant consequences that are extremely difficult to predict beforehand) with respect to different digital assets;
●many blockchain networks have limited operating histories and are still in the process of development, which will affect the design, supply, issuance, functionality, and governance of their respective digital assets and underlying blockchain networks. Any of these factors could adversely affect their respective digital assets;
●many blockchain networks are in the process of implementing software upgrades and other changes to their protocols, which could introduce bugs, security risks, and adversely affect the associated digital assets;
●technical issues, such as bugs or vulnerabilities in protocols, have led to disabled functionalities, exposure of personal information, and theft of users’ assets. These issues often require resolution by global miners, users, and developer communities, and their recurrence could undermine trust in digital assets;
●with respect to hardware used in connection with wallets and blockchain networks generally, there are risks related to technological obsolescence, the vulnerability of the global supply chain and difficulty in obtaining new hardware;
●several large networks, including Bitcoin, Ethereum, and Solana, are developing new features to address fundamental speed, scalability, and energy usage issues. If these issues are not successfully addressed or are unable to achieve widespread adoption, they could adversely affect the underlying digital assets;
●many digital assets and their underlying blockchain networks have identified security issues, bugs, and software errors, some of which have been exploited by malicious actors. There are also inherent security weaknesses in some digital assets, e.g., when creators of certain blockchain networks use procedures which could allow hackers to counterfeit tokens. Any weaknesses identified with a digital asset could adversely affect its price, security, liquidity, and adoption. If a malicious actor or botnet (a volunteer or hacked collection of computers controlled by networked software coordinating the actions of these computers) obtains a majority of the compute or staking power on a blockchain network, the actor or botnet might be able to manipulate transactions, which could cause significant financial losses to holders, damage the network’s reputation and security, and adversely affect its value;
●the development of new technologies for mining, such as improved application-specific integrated circuits, and changes in industry patterns, such as the consolidation of mining power in a small number of large mining farms, could reduce the security of blockchain networks, lead to increased liquid supply of digital assets, and reduce a digital asset’s price and attractiveness;
●if rewards and transaction fees for miners or validators on any blockchain network are not sufficiently high to attract and retain miners or validators, a digital asset’s network security and speed may be adversely affected, increasing the likelihood of a malicious attack;
●many digital assets have concentrated ownership or an admin key, allowing a small group of holders to have significant unilateral control and influence over key decisions related to their blockchain networks or protocols, such as governance decisions and protocol changes, as well as the market price of such digital assets;
●governance of many decentralized blockchain networks and protocols is by voluntary consensus and open competition, and many developers are not directly compensated for their contributions. As a result, there may be a lack of consensus or clarity on the governance of any particular blockchain network or protocol, a lack of incentives for developers to maintain or develop the network or protocol, and other unforeseen issues, any of which could result in unexpected or undesirable errors, bugs, or changes, or stymie such network or protocol’s utility and ability to respond to challenges and grow;
●many blockchain networks and protocols are in the early stages of developing partnerships and collaborations, any one or more of which may not succeed and adversely affect the usability and adoption of their respective digital assets;
●digital assets have only recently become selectively accepted as a means of payment by retail and commercial outlets, and the use of digital assets by consumers to pay such retail and commercial outlets remains limited. Banks and other established financial institutions may refuse to (i) process funds for digital asset transactions; (ii) process wire transfers to or from digital asset exchanges, digital asset-related companies, and service providers; or (iii) maintain accounts for persons or entities transacting in crypto assets. As a result, the prices of various digital assets are largely determined by speculators, miners and validators, thus contributing to price volatility, which makes retailers less likely to accept digital assets as a form of payment in the future;
●banks may not provide or may cut off banking services to businesses that provide digital asset-related services or that accept digital assets as payment, which could harm our banking infrastructure, limit us from operating in certain jurisdictions or limit product or service offerings, dampen liquidity in the market, and damage public perception of digital assets generally or any one digital asset in particular (such as bitcoin) and their or our utility as a payment system. These actions could decrease the price of crypto assets generally or individually;
●there is a lack of liquid markets in certain digital assets, and these markets are subject to possible manipulation;
●certain digital assets have concentrated ownerships, and large sales or distributions by holders of such digital assets, or “whales,” could have an adverse effect on the market price of such digital assets; and
●the characteristics of digital assets have been, and may in the future continue to be, exploited to facilitate illegal activity such as fraud, money laundering, tax evasion, and ransomware scams.

Acceptance and/or widespread use of digital assets are uncertain, and the prices of digital assets can be extremely volatile. For example, since 2023, the trading price of bitcoin has fluctuated from a low of approximately $16,000 to highs above $100,000. Our revenue is substantially dependent on the prices of digital assets and the volume of digital asset transactions conducted on our platform. If such price or volume declines, this will materially adversely affect our business, operating results, and financial condition.

Our operating results have and will significantly fluctuate, due to inherent volatility associated with the digital asset industry, including, but not limited to, the price of digital assets, regulatory scrutiny of certain digital assets or related products and services, or changes in applicable laws.

Our operating results are dependent on digital assets and the broader digital asset industry. Due to the highly volatile nature of the digital asset industry and the prices of digital assets, which have experienced and continue to experience significant volatility, our operating results have, and will continue to, fluctuate significantly from quarter to quarter in accordance with market sentiments and movements in the broader digital asset industry. Our operating results will continue to fluctuate significantly because of a variety of factors, many of which are unpredictable and in certain instances are outside of our control, including:

●our dependence on offerings that are, in turn, dependent on digital asset trading activity, including trading volume and the prevailing trading prices for digital assets, whose trading prices and volume can be highly volatile;
●our ability to attract, maintain, and grow our user base and engage our users;
●changes in the legislative or regulatory environment, or actions by U.S. or foreign governments or regulators, including fines, orders, or consent decrees;
●regulatory changes or scrutiny that impact on our ability to offer certain products or services;
●increased regulatory certainty, which could lead to greater competition from traditional financial services firms and other competitors with broader access to financial resources;
●our ability to continue to diversify and grow our revenue;
●pricing of or temporary suspensions of our products and services;
●investments we make in the development of products and services, as well as international expansion and sales and marketing;
●adding digital assets to, or removing them from, our platform;
●our ability to establish and maintain partnerships, collaborations, joint ventures, or strategic alliances with third parties;
●market conditions of, and overall sentiment towards, the digital asset industry;
●macroeconomic conditions, including interest rates, inflation, and instability in the global banking system;
●adverse legal proceedings or regulatory enforcement actions, judgments, settlements, or other legal proceedings and enforcement-related costs;
●the development and introduction of existing and new products and services by us or our competitors or the emergence of new competitors;
●our ability to control costs, including operating expenses incurred to grow and expand our operations and remain competitive;
●system failure, outages, or interruptions, including with respect to our digital asset platform and third-party digital asset networks, which have occurred in the past and will likely occur in the future;
●our lack of control over decentralized or third-party blockchains and networks that may experience downtime, cyberattacks, critical failures, errors, bugs, corrupted files, data losses, or other similar software failures, outages, breaches, and losses;
●breaches of security or privacy;
●real or perceived improper or unauthorized use of, disclosure of, or access to confidential, proprietary, personal, or sensitive data; and
●our ability to attract and retain talent.

As a result of these factors, it is difficult for us to forecast growth trends accurately, and our business and prospects are difficult to evaluate. In view of the rapidly evolving nature of our business and the digital asset industry, period-to-period comparisons of our operating results may not be meaningful, and you should not rely upon them as an indication of future performance. Quarterly and annual expenses reflected in our financial statements may vary significantly from historical or projected rates, and our operating results in one or more future quarters may fall below the expectations of securities analysts and investors. As a result, the trading price of our Common Stock may be volatile.

Investors should carefully consider the foregoing risks together with the other information set forth in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, 2025, including our condensed consolidated financial statements and the related notes appearing elsewhere herein.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.