Greenpro Capital Corp.

Item 1. Legal Proceedings.

On March 7, 2026, the Shijiazhuang Intermediate People’s Court of Hebei Province in the People’s Republic of China made a final ruling (Ruling No.: Criminal Final No. 93 of 2026, Ji 01 Intermediate People’s Court) subsequent to a judgment entered by the Shijiazhuang Qiaoxi District People’s Court of Hebei Province on November 5, 2025 (Judgment No.: Criminal First Instance No. 208 of 2025, Ji 0104 Qiaoxi District People’s Court) in the matter captioned involving the Company’s wholly owned subsidiary in PRC, Greenpro Management Consultancy Limited (“GMCSZ”) and GMCSZ’s client, Hebei Laifeng IoT Technology Company Limited (“HLIT”). The proceedings arose from the source of money paying for GMCSZ’s provision of services by HLIT’s illegal fundraising activities in PRC. Pursuant to the ruling, GMCSZ was required to pay aggregate compensation of approximately $89,613 to certain investors of HLIT. The Company recognized the full amount of the judgment as general and administrative expense during the three months ended June 30, 2026.

On August 24, 2021, Millennium Fine Art Inc. (“MFAI”) filed a complaint against the Company in the 8 th District Court of Clark County, State of Nevada, captioned Millennium Fine Art Inc. v. Greenpro Capital Corp. (Case No. A-21-840033-B). MFAI alleges that on or about April 21, 2021, MFAI and the Company entered into a contract (the “Contract”) pursuant to which MFAI agreed to create approximately 7,700 non-fungible tokens (“NFTs”) in exchange for $16 million in shares of the Company’s Common Stock. MFAI contends that the Company breached the Contract by refusing delivery of the NFTs and failing to issue the agreed-upon shares. The complaint asserts cause of action for breach of contract, special damages, and promissory estoppel, and seeks approximately $66 million in damages, specific performance of the alleged Contract, and attorney’s fees and costs.

On October 18, 2021, the Company filed a motion, denying all the material allegations of the complaint, and seeking to stay the litigation and compel arbitration pursuant to the purported the Contract’s arbitration clause. The Company’s motion sought only to enforce the arbitration provision and otherwise denied the existence of a valid and binding contract. Over MFAI’s opposition, the court granted the Company’s motion and stayed the proceeding pending arbitration.

On or about April 1, 2022, MFAI filed a Request for Arbitration with Judicial Arbitration and Mediation Services, Inc. (JAMS). The Company subsequently filed its Statement of Answer, denying the material allegations and asserting that the claims are without merit. The arbitration remains in the discovery phase, and the Company intends to vigorously defend this matter.

On June 15, 2026, the Company’s board of directors approved a Confidential Settlement Agreement and Mutual Release of Claims (the “Settlement Agreement”) via unanimous written consent.

On June 24, 2026, the Company entered into the Settlement Agreement with MFAI. The Settlement Agreement resolves all claims asserted in the Nevada state court action (Case No. A-21-840033-B) and the related JAMS arbitration (Ref. No. 5260000038), including claims previously disclosed by the Company relating to an alleged 2021 NFT-related contract.

Pursuant to the Settlement Agreement, and subject to the parties’ satisfaction of certain closing conditions, including delivery of executed dismissal documents, the Company agreed to pay MFAI $100,000 and surrender 2,000,000 restricted shares of MFAI’s Class B common stock for cancellation.

The 2,000,000 restricted shares of MFAI Class B common stock to be surrendered for cancellation represent the entirety of the Company’s equity interest in MFAI. As previously disclosed, the Company acquired these shares on July 1, 2020 as consideration for the sale to MFAI of the Company’s 4% ownership interest in a 12.3-kilogram carved natural blue sapphire (the “Millennium Sapphire”), in which MFAI holds a 100% interest. These shares represent approximately 5% of MFAI’s issued and outstanding shares and approximately 1% of MFAI’s total voting rights. Other than this investment, the matters resolved by the Settlement Agreement, and the Settlement Agreement itself, there is no material relationship between the Company and MFAI.

On July 16, 2026, the Company paid MFAI $100,000, and on July 31, 2026, the Company submitted the executed stock power to effectuate the surrender and cancellation of the 2,000,000 restricted shares of MFAI Class B common stock. Consequently, the Nevada state court action (Case No. A-21-840033-B) and the related JAMS arbitration (Ref. No. 5260000038) were dismissed with prejudice due to the settlement between the parties.