Greenpro Capital Corp.

Previous wording

The information contained in this Form 10-Q is intended to update the information contained in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on April 9, 2025 (the “Form 10-K”) and presumes that readers have access to, and will have read, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other information contained in such Form 10-K. The following discussion and analysis also should be read together with our financial statements and the notes to the financial statements included elsewhere in this Form 10-Q.

Current wording

The information contained in this Form 10-Q is intended to update the information contained in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on April 9, 2025 (the “Form 10-K”) and presumes that readers have access to, and will have read, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other information contained in such Form 10-K. The following discussion and analysis should also be read together with our financial statements and the notes to the financial statements included elsewhere in this Form 10-Q.

Previous wording

In addition to our business solution services, we also operate a venture capital business through Greenpro Venture Capital Limited, an Anguilla corporation. One of our venture capital business segments focuses on (1) establishing a business incubator for start-up and high growth companies to support such companies during critical growth periods, which will include education and support services, and (2) searching the investment opportunities in selected start-up and high growth companies, which may generate significant returns to the Company. Our venture capital business focuses on companies located in Southeast Asia and East Asia, including Hong Kong, China, Malaysia, Thailand, and Singapore. Another venture capital business segment focuses on rental activities of commercial properties and the sale of investment properties.

Current wording

In addition to our business solution services, we also operate a venture capital business through Greenpro Venture Capital Limited, an Anguilla corporation. One of our venture capital business segments focuses on (1) establishing a business incubator for start-up and high-growth companies to support such companies during critical growth periods, which will include education and support services, and (2) searching for investment opportunities in selected start-up and high-growth companies, which may generate significant returns to the Company. Our venture capital business focuses on companies located in Southeast Asia and East Asia, including Hong Kong, China, Malaysia, Thailand, and Singapore. Another venture capital business segment focuses on rental activities of commercial properties and the sale of investment properties.

Previous wording

During the three months ended March 31, 2025 and 2024, we operated in three regions: Hong Kong, China and Malaysia. We derived revenues from the provision of business services, digital platform services and trading of digital assets, and leasing or trading of our commercial properties, respectively.

Current wording

During the three and six months ended June 30, 2025, and 2024, we operated in three regions: Hong Kong, China and Malaysia. We derived revenues from the provision of business services, digital platform services and trading of digital assets, and leasing or trading of our commercial properties, respectively.

Previous wording

Revenue from the digital platform and trading was $26,256 and $0 for the three months ended March 31, 2025 and 2024, respectively. It was derived from the trading of digital assets of $26,256 during the three months ended March 31, 2025.

Current wording

Revenue from the digital platform and trading was $17,921 and $0 for the three months ended June 30, 2025 and 2024, respectively. It was derived from the trading of digital assets of $17,169 and the sale of our digital assets, GX Token, of $752 during the three months ended June 30, 2025.

Previous wording

Revenue from rentals was $15,646 and $24,607 for the three months ended March 31, 2025 and 2024, respectively. It was derived from the leasing properties in Malaysia and Hong Kong. We expect our rental income to be stable.

Current wording

Revenue from rentals was $13,914 and $18,544 for the three months ended June 30, 2025, and 2024, respectively. It was derived from the leasing properties in Malaysia and Hong Kong. We expect our rental income to be stable.

Previous wording

Total operating costs and expenses were $1,041,688 and $1,132,112 for the three months ended March 31, 2025 and 2024, respectively. They consist of cost-of-service revenue, cost of digital revenue, cost of rental revenue and general and administrative (“G&A”) expenses.

Current wording

Total operating costs and expenses were $1,028,753 and $962,794 for the three months ended June 30, 2025, and 2024, respectively. They consist of cost-of-service revenue, cost of digital revenue, cost of rental revenue and general and administrative (“G&A”) expenses. The Company incurred G&A expenses of $944,949 and $920,070 for the three months ended June 30, 2025, and 2024, respectively.

Previous wording

Cost of revenue on provision of business services was $89,853 and $74,698 for the three months ended March 31, 2025 and 2024, respectively. It primarily consists of employee compensation and related payroll benefits, company formation costs, and other professional fees, directly attributable to costs related to the services rendered.

Current wording

Cost of revenue on the provision of services was $80,423 and $36,010 for the three months ended June 30, 2025, and 2024, respectively. It primarily consists of employee compensation and related payroll benefits, company formation costs, and other professional fees directly attributable to costs related to the services rendered.

Previous wording

An increase in cost-of-service revenue was mainly due to an increase of other professional fees directly attributable to the provision of services for the three months ended March 31, 2025.

Current wording

An increase in cost of service business revenue was mainly due to an increase of other professional fees directly attributable to the provision of services for the three months ended June 30, 2025.

Previous wording

During the three months ended March 31, 2025, and 2024, no cost in the provision of digital platform services and trading of digital assets was incurred. It primarily consists of the cost of technical advisory and IT support to blockchain-based services directly attributable to the cost of a digital platform and digital assets.

Current wording

Cost of revenue for the provision of digital platform services and trading of digital assets was $1 and $0 for the three months ended June 30, 2025, and 2024, respectively. It primarily consists of the cost of technical advisory and IT support to blockchain-based services, directly attributable to the cost of digital platforms and digital assets.

Previous wording

Cost of rental revenue was $3,789 and $6,176 for the three months ended March 31, 2025 and 2024, respectively. It includes the costs associated with governmental charges, repairs and maintenance, property management fees and insurance, depreciation, and other related administrative costs. Utility expenses are borne and paid directly by individual tenants. A decrease in the cost of rental revenue was mainly due to 40% of our Hong Kong subsidiary’s real estate properties being distributed to its non-controlling interest in April 2024. As a result, fewer property units were available for leasing and lower costs were incurred.

Current wording

Cost of rental revenue was $3,380 and $6,714 for the three months ended June 30, 2025, and 2024, respectively. It includes the costs associated with governmental charges, repairs and maintenance, property management fees and insurance, depreciation, and other related administrative costs. Utility expenses are borne and paid directly by individual tenants. A decrease in the cost of rental revenue was mainly due to 40% of our Hong Kong subsidiary’s real estate properties being distributed to its non-controlling interest in April 2024. As a result, fewer property units were available for leasing and lower costs were incurred.

Previous wording

Net other income was $53,867 and $202,209 for the three months ended March 31, 2025 and 2024, respectively. For the three months ended March 31, 2025, the other net income mainly consisted of gain on disposal of investment of $39,800 and interest income of $2,884. For the three months ended March 31, 2024, the other net income mainly consisted of gain on disposal of investment of $179,980 and interest income of $9,889.

Current wording

Net other income was $27,533 and $35,867 for the three months ended June 30, 2025 and 2024, respectively. For the three months ended June 30, 2025, net other income mainly consisted of related party other income of $12,465, fair value gain on digital assets of $1,895 and interest income of $1,793. For the three months ended June 30, 2024, net other income mainly consisted of related party other income of $14,440, gain on disposal of investment of $17,320 and interest income of $2,960.

Previous wording

Net loss was $635,576 and $272,910 for the three months ended March 31, 2025 and 2024, respectively. The increase in net loss was mainly due to a decrease in service revenue.

Current wording

Net loss was $574,128 and $565,753 for the three months ended June 30, 2025 and 2024, respectively. The increase in net loss was mainly due to an increase in G&A.

Previous wording

Net loss attributable to non-controlling interests

Current wording

Net loss attributable to noncontrolling interest

Previous wording

The Company had been a 60% shareholder of FWIL since inception.

Current wording

The Company had been a 60% shareholder of FWIL since its inception.

Previous wording

After the Acquisition, FWIL became the wholly owned subsidiary of the Company and hence no profit or loss was attributable to the NCI thereafter.

Current wording

After the Acquisition, FWIL becomes the wholly owned subsidiary of the Company and hence no profit or loss was attributable to the NCI thereafter.

Previous wording

The Company recorded a net loss attributable to the NCI of $7,393 for the three months ended March 31, 2024.

Current wording

The Company recorded a net loss attributable to the NCI of $3,150 for the three months ended June 30, 2024.

Previous wording

Total revenue was $352,755 and $658,399 for the three months ended March 31, 2025 and 2024, respectively. The decrease of $305,644 was primarily due to a decrease in service business revenue. We expect revenue from our service business to recover slightly as we are exploring new markets.

Current wording

Total revenue was $779,847 and $1,019,573 for the six months ended June 30, 2025, and 2024, respectively. A decrease of $239,726 was primarily due to a decrease in service business revenue. We expect revenue from our service business to recover slightly as we are exploring new markets.

Previous wording

Revenue from the provision of business services was $310,853 and $633,792 for the three months ended March 31, 2025 and 2024, respectively. It was derived principally from the provision of business consulting and advisory services as well as company secretarial, accounting, and financial analysis services. We experienced a decrease in business service revenue as fewer listing and non-listing advisory services were rendered during the same period in 2025.

Current wording

Revenue from the provision of business services was $706,110 and $976,422 for the six months ended June 30, 2025, and 2024, respectively. It was derived principally from the provision of business consulting and advisory services, as well as company secretarial, accounting, and financial analysis services. We experienced a decrease in service business revenue as fewer listing and non-listing advisory services were rendered during the same period in 2025.

Previous wording

Loss from operations for the three months ended March 31, 2025 and 2024 was $688,933 and $473,713, respectively. An increase in loss from operations was mainly due to a decrease in revenue of $305,644 for the three months ended March 31, 2025.

Current wording

Loss from operations for the six months ended June 30, 2025 and 2024 was $1,290,594 and $1,075,333, respectively. An increase in loss from operations was mainly due to a decrease in service business revenue of $270,312 for the six months ended June 30, 2025.

Previous wording

General and administrative (“G&A”) expenses were $948,046 and $1,051,238 for the three months ended March 31, 2025 and 2024, respectively. For the three months ended March 31, 2025, G&A expenses primarily consisted of staff costs of $396,158, directors’ salaries and compensation of $167,220, advertising and promotion expenses of $35,345, consulting fees of $17,214, computer and IT expenses of $52,248, legal service fees of $44,397, other professional fees of $51,113, provision for credit losses of $41,013, and operating lease costs of $28,654. For the three months ended March 31, 2024, G&A expenses primarily consisted of staff costs of $387,123, directors’ salaries and compensation of $170,300, advertising and promotion expenses of $49,790, consulting fees of $50,396, computer and IT expenses of $42,619, legal service fees of $50,072, other professional fees of $23,291, provision for credit losses of $127,763, and operating lease costs of $29,112. The decreased G&A expense of $103,192 was mainly derived from the decrease of provision for credit losses of $86,750 during the same period in 2025. We expect our G&A expenses will slightly increase as we are developing our digital platform business through our Labuan subsidiary, Green-X Corp., and the digital banking businesses through Global Business Hub Limited, a newly acquired subsidiary in Labuan.

Current wording

G&A expenses were $1,892,995 and $1,971,308 for the six months ended June 30, 2025, and 2024, respectively. For the six months ended June 30, 2025, G&A expenses consisted primarily of staff costs of $764,448, directors’ salaries and compensation of $333,815, advertising and marketing expenses of $66,584, consulting fees of $101,065, computer and IT expenses of $108,027, legal service fees of $93,518, other professional fees of $98,570, provision for credit losses of $40,514 and operating lease costs of $56,520. For the six months ended June 30, 2024, G&A expenses consisted primarily of staff costs of $750,411, directors’ salaries and compensation of $336,579, advertising and marketing expenses of $118,921, consulting fees of $114,673, computer and IT expenses of $86,757, legal service fees of $85,416, other professional fees of $44,137, provision for credit losses of $143,292 and operating lease costs of $56,880. The decreased G&A expense of $78,313 was mainly derived from the decrease in advertising and marketing expenses of $52,337 and consulting fees of $13,608 during the same period in 2025. We expect our G&A expenses to slightly increase as we are developing our digital platform business through our Labuan subsidiary, Green-X Corp., and the digital banking businesses through Global Business Hub Limited, another Labuan subsidiary, which was acquired in 2024.

Previous wording

Other than as disclosed elsewhere in this Quarterly Report, we are not aware of any trends, uncertainties, demands, commitments or events for the three months ended March 31, 2025 that are reasonably likely to have a material adverse effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.

Current wording

Other than as disclosed elsewhere in this Quarterly Report, we are not aware of any trends, uncertainties, demands, commitments or events for the six months ended June 30, 2025 that are reasonably likely to have a material adverse effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.

Previous wording

On March 31, 2025, the future minimum rental payments under this lease in the aggregate are approximately $93,484 and are due as follows: 2025: $73,471 and 2026: $20,013, respectively.

Current wording

On June 30, 2025, the future minimum rental payments under this lease in the aggregate are approximately $68,366 and are due as follows: 2025: $48,535 and 2026: $19,831, respectively.

Previous wording

In June 2023, one of our subsidiaries in Malaysia purchased a motor vehicle, and the majority of the purchase, $18,957, was funded by Maybank Islamic under a finance lease agreement with a term of five years commencing from June 3, 2023, to June 2, 2028. As of March 31, 2025, the future minimum lease payments under this lease in the aggregate are approximately $14,709 and are due as follows: 2025: $3,484; 2026: $4,646, and 2027 and thereafter: $6,579.

Current wording

In June 2023, one of our subsidiaries in Malaysia purchased a motor vehicle, and the majority of the purchase price, $18,957, was funded by Maybank Islamic under a finance lease agreement with a term of five years commencing from June 3, 2023, to June 2, 2028. As of June 30, 2025, the future minimum lease payments under this lease in the aggregate are approximately $14,262 and are due as follows: 2025: $2,445; 2026: $4,891; and 2027 and thereafter: $6,926.

Previous wording

For the three months ended March 31, 2025, related party service revenue principally includes service revenue generated from SEATech Ventures Corp. (“SEATech”) of $13,158, representing approximately 60% of the related party service revenue and 4% of the service revenue for the three months ended March 31, 2025.

Current wording

For the six months ended June 30, 2025, related party service revenue principally includes service revenue generated from SEATech Ventures Corp. (“SEATech”) of $13,130, representing approximately 39% of the related party service revenue and 2% of the service revenue for the six months ended June 30, 2025.

Previous wording

For the three months ended March 31, 2024, related party service revenue principally includes service revenue generated from Celmonze Wellness Corporation (“Celmonze”) of $147,004, representing approximately 76% of the related party service revenue and 23% of the service revenue for the three months ended March 31, 2024.

Current wording

For the six months ended June 30, 2024, related party service revenue principally includes service revenue generated from Celmonze Wellness Corporation (“Celmonze”) of $148,106, representing approximately 62% of related party service revenue and 15% of service revenue for the six months ended June 30, 2024.

Previous wording

For the three months ended March 31, 2025 and 2024, cost of service revenue to related parties was $8,396 and $3,054, respectively.

Current wording

For the six months ended June 30, 2025, and 2024, cost of service revenue to related parties was $8,520 and $4,052, respectively.

Previous wording

For the three months ended March 31, 2025, related party cost of service revenue includes cost of services paid to Falcon Management Limited (“FML”) of $2,500, Falcon Consulting Limited (“FCL”) of $2,146, and Loke Yu (“Jimmy”) of $3,750, respectively. FML is wholly owned by our Chief Financial Officer, Loke, Che Chan Gilbert (“Mr. Loke”), FCL is wholly owned by Mr. Loke’s spouse and Jimmy is Mr. Loke’s brother.

Current wording

For the six months ended June 30, 2025, related party cost of service revenue includes cost of services paid to Falcon Management Limited (“FML”) of $2,500, Falcon Consulting Limited (“FCL”) of $2,270, and Loke Yu (“Jimmy”) of $3,750, respectively. FML is wholly owned by our Chief Financial Officer, Loke, Che Chan Gilbert (“Mr. Loke”), FCL is wholly owned by Mr. Loke’s spouse and Jimmy is Mr. Loke’s brother.

Previous wording

For the three months ended March 31, 2024, related party cost of service revenue includes cost of revenue paid to FML of $2,555 and FCL of $499, respectively.

Current wording

For the six months ended June 30, 2024, related party cost of service revenue includes cost of revenue paid to FML of $2,555 and FCL of $1,497, respectively.

Previous wording

For the three months ended March 31, 2025, related party G&A expenses included consulting fees paid to Ms. Yap Pei Ling (“Ms. Yap”), the spouse of our Chief Executive Officer, Mr. Lee Chong Kuang, of $3,469 and Ms. Yap’s wholly owned company, Bright Interlink Sdn. Bhd. (“BISB”) of $3,371, and management fees paid to Greenpro Global Capital Village Sdn. Bhd. (“GGCVSB”) of $16,312, a Malaysian company jointly owned by Mr. Lee and Mr. Loke.

Current wording

For the six months ended June 30, 2025, related party G&A expenses included consulting fees paid to Ms. Yap, Pei Ling (“Ms. Yap”), the spouse of our Chief Executive Officer, Mr. Lee, Chong Kuang, of $6,924, Ms. Yap’s wholly owned company, Bright Interlink Sdn. Bhd. (“BISB”) of $6,887 and FML of $4,488, and management fees paid to Greenpro Global Capital Village Sdn. Bhd. (“GGCVSB”) of $42,200, a Malaysian company jointly owned by Mr. Lee and Mr. Loke.

Previous wording

For the three months ended March 31, 2024, related party G&A expenses included consulting fees paid to Ms. Yap of $4,601 and BISB of $3,803, and management fees paid to GGCVSB of $19,499, respectively.

Current wording

For the six months ended June 30, 2024, related party G&A expenses included consulting fees paid to Ms. Yap of $8,056, BISB of $6,974 and FCL of $28,769, and management fees paid to GGCVSB of $38,963.

Previous wording

For the three months ended March 31, 2025, related party other income includes other income generated from Acorn Finance Limited (“Acorn”) of $2,698 and Greenpro Trust Limited (“GTL”) of $13,860, respectively.

Current wording

For the six months ended June 30, 2025, related party other income includes other income generated from Acorn Finance Limited (“Acorn”) of $5,385 and Greenpro Trust Limited (“GTL”) of $23,638, respectively.

Previous wording

For the three months ended March 31, 2024, related party other income includes other income generated from Acorn of $2,991, GTL of $8,383, and SEATech of $52, respectively.

Current wording

For the six months ended June 30, 2024, related party other income includes other income generated from Acorn of $5,985, GTL of $19,829, and SEATech Ventures Corp. (“SEATech”) of $52.

Previous wording

For the three months ended March 31, 2025, related party interest income includes interest income generated from GTL of $273 and GTL’s subsidiary, Greenpro Custodian Service Limited (“GCSL”), of $1,124, respectively.

Current wording

For the six months ended June 30, 2025, related party interest income includes interest income generated from GTL of $561 and GTL’s subsidiary, Greenpro Custodian Service Limited (“GCSL”), of $2,243, respectively.

Previous wording

For the three months ended March 31, 2024, related party interest income includes interest income generated from GTL of $240 and GTL’s subsidiary, GCSL, of $745, respectively.

Current wording

For the six months ended June 30, 2024, related party interest income includes interest income generated from GTL of $480 and GTL’s subsidiary, GCSL of $1,864.

Previous wording

For the three months ended March 31, 2025 and 2024, gain on disposal of related party investment was $39,800 and $$179,980, respectively.

Current wording

For the six months ended June 30, 2025, and 2024, gain on disposal of related party investments was $39,800 and $197,300, respectively.

Previous wording

For the three months ended March 31, 2025, gain on disposal of related party investment generated from the sale of common stock of Jocom Holdings Corp. (“Jocom”) of $39,800.

Current wording

For the six months ended June 30, 2025, gain on disposal of related party investment generated from the sale of common stock of Jocom Holdings Corp. (“Jocom”) of $39,800.

Previous wording

For the three months ended March 31, 2024, gain on disposal of related party investment generated from the sale of common stock of Agape ATP Corporation of $179,980.

Current wording

For the six months ended June 30, 2024, gain on disposal of related party investments includes the sale of common stock of Agape ATP Corporation (“Agape”) of $179,980 and MU Global Holding Limited (“MUGH”) of $17,320.

Previous wording

A reversal of impairment of related party investment represents the reversal of impairment of Jocom of $150 for the three months ended March 31, 2025.

Current wording

A reversal of impairment of related party investment represents the reversal of impairment of Jocom of $150 for the six months ended June 30, 2025.

Previous wording

Amounts due from related parties were $985,541 and $954,184 as of March 31, 2025, and December 31, 2024, respectively. Amounts due to related parties were $96,735 and $57,497 as of March 31, 2025, and December 31, 2024, respectively.

Current wording

Amounts due from related parties were $1,261,534 and $954,184 as of June 30, 2025, and December 31, 2024, respectively. Amounts due to related parties were $83,982 and $57,497 as of June 30, 2025, and December 31, 2024, respectively.

Previous wording

As of March 31, 2025, amounts due from related parties mainly include the amount due from GGCVSB of $803,513, GTL of $90,361 and First Bullion Holdings Inc. (“FBHI”) of $90,000, while amounts due to related parties mainly include Mr. Loke’s wholly owned company, Falcon Certified Public Accountants Limited (“FCPA”) of $39,578, Mr. Lee of $20,677 and Ms. Chen Yanhong, a director of our PRC subsidiaries of $25,712, respectively.

Current wording

As of June 30, 2025, amounts due from related parties mainly include the amount due from GGCVSB of $799,714, GTL of $370,138 and First Bullion Holdings Inc. (“FBHI”) of $90,000, while the amounts due to related parties mainly include Mr. Loke’s wholly owned company, Falcon Certified Public Accountants Limited (“FCPA”) of $51,627 and Mr. Lee of $19,530, respectively.