| ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE
1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Greenpro
Capital Corp. (the “Company” or “GRNQ”) was incorporated on July 19, 2013 in the state of Nevada. The Company
currently provides a wide range of business consulting and corporate advisory services, including cross-border listing advisory services,
tax planning, advisory and transaction services, record management services, and accounting outsourcing services. Our focus is on companies
located in Asia and Southeast Asia, including Hong Kong, Malaysia, China, Thailand, and Singapore. As part of our business consulting
and corporate advisory business segment, Greenpro Venture Capital Limited provides a business incubator for start-up companies and focuses
on investments in select start-up and high growth potential companies. In addition to our business consulting and corporate advisory
business segment, we operate another business segment that focuses on the acquisition and rental of real estate properties held for investment
and the acquisition and sale of real estate properties held for sale. Basis
of presentation and principles of consolidation The
accompanying unaudited condensed consolidated financial statements as of and for the six months ended June 30, 2024 and 2023 have been
prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) that permit reduced
disclosure for interim periods. Certain information and footnote disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America (“US GAAP”) have been condensed or omitted.
In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation
have been included. Operating results for the period ended June 30, 2024 are not necessarily indicative of the results that may be expected
for the year ending December 31, 2024. The Condensed Consolidated Balance Sheet information as of December 31, 2023 was derived from
the Company’s audited Consolidated Financial Statements as of and for the year ended December 31, 2023 included in the Company’s
Annual Report on Form 10-K filed with the SEC on March 28, 2024. These financial statements should be read in conjunction with that report. The
accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries
and majority-owned subsidiaries which the Company controls and entities for which the Company is the primary beneficiary. For those consolidated
subsidiaries where the Company’s ownership is less than 100%, the outside shareholders’ interests are shown as noncontrolling
interests in equity. Acquired businesses are included in the consolidated financial statements from the date on which control is transferred
to the Company. Subsidiaries are deconsolidated from the date that control ceases. All inter-company accounts and transactions have been
eliminated in consolidation. Going
concern The
accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement
of liabilities and commitments in the normal course of business. During the six months ended June 30, 2024, the Company incurred a net
loss of $ 838,663 and
net cash used in operations of $ 1,040,865 ,
and as of June 30, 2024, the Company incurred an accumulated deficit of $ 37,377,215 .
These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that
the financial statements are issued. In addition, the Company’s independent registered public accounting firm, in its report on
the Company’s December 31, 2023 financial statements, has expressed substantial doubt about the Company’s ability to continue
as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue
as a going concern. The
Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support
from its major shareholders. Management believes the existing shareholders or external financing will provide the additional cash to
meet the Company’s obligations as they become due. Despite the amount of funds that we have raised in the past, no assurance can
be given that any future financing, if needed, 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, if needed, it may contain undue restrictions on its operations,
in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing. Certain
effects of reverse stock split On
July 19, 2022, the Company filed a Certificate of Change with the Secretary of State of the State of Nevada (the “Certificate of
Change”) to effect a reverse split of the Company’s Common Stock at a ratio of 10-for-1 78,671,688 7,875,813 In
addition, the Reverse Stock Split effected a reduction in the number of shares of Common Stock issuable upon the exercise of the warrants
outstanding immediately prior to the effectiveness of the Reverse Stock Split, resulting in a reduction from 53,556 5,356 No
fractional shares are issued in connection with the Reverse Stock Split. Stockholders who otherwise would be entitled to receive fractional
shares because they hold a number of pre-reverse stock split shares of the Company’s Common Stock not evenly divisible by 10, in
lieu of a fractional share, are entitled the number of shares rounded up to the nearest whole share. The Company will issue one whole
share of the post-Reverse Stock Split Common Stock to any stockholder who otherwise would have received a fractional share as a result
of the Reverse Stock Split. The
Reverse Stock Split affected all holders of Common Stock uniformly and did not affect any stockholder’s percentage of ownership
interest. The par value of the Company’s Common Stock remained unchanged at $ 0.0001 As
the par value per share of the Company’s Common Stock remained unchanged at $ 0.0001 COVID-19
pandemic and other global risks Although
the COVID-19 pandemic appears to have abated, its long-term effects on the global economy, including elevated inflation, continued to
affect our business. Furthermore, should there be a resurgence of the COVID-19 or new variants of COVID-19 pandemic, or should another
pandemic arise, this could further affect our business. Moreover, a prolonged outbreak of any health epidemic or other adverse public
health developments could create significant macroeconomic uncertainty, volatility and disruption, which may adversely affect our business
operations. On
March 10, 2023, the Federal Deposit Insurance Corporation took control and was appointed receiver of Silicon Valley Bank. While we did
not have deposits at Silicon Valley Bank, if other banks and financial institutions enter receivership or become insolvent in the future
in response to financial conditions affecting the banking system and financial markets, our ability to access our existing cash, cash
equivalents and investments may be threatened and could have a material adverse effect on our business and financial condition. It is
possible that further deterioration in credit and financial markets and confidence in economic conditions will occur. If equity and credit
markets deteriorate, it may affect our ability to raise equity capital, borrow on our existing facilities, access our existing cash,
or make any additional necessary debt or equity financing more difficult to obtain, more costly and/or more dilutive. Management
regularly monitors the economic and other factors listed above. We develop strategic and tactical plans designed to improve performance
and maximize our competitive position. Our ability to achieve our financial objectives is dependent upon our ability to effectively execute
these plans and to appropriately respond to emerging economic and company-specific trends. Use
of estimates The
preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates
and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent liabilities at the date of the financial
statements, and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates include certain
assumptions related to, among others, the allowance for doubtful accounts receivable, impairment analysis of real estate assets and other
long-term assets including goodwill, estimates inherent in recording purchase price allocation, valuation allowance on deferred income
taxes, the assumptions used in the valuation of the derivative liability, and the accrual of potential liabilities. Actual results may
differ from these estimates. Credit
losses The
Company estimates and records a provision for its expected credit losses related to its financial instruments, including its trade receivables.
Management considers historical collection rates, the current financial status of the Company’s customers, macroeconomic factors,
and other industry-specific factors when evaluating current expected credit losses. Forward-looking information is also considered in
the evaluation of current expected credit losses. However, because of the short time to the expected receipt of accounts receivable,
management believes that the carrying value, net of expected losses, approximates fair value and therefore, relies more on historical
and current analysis of such financial instruments, including its trade receivables. To
determine the provision for credit losses for accounts receivable, the Company has disaggregated its accounts receivable by class of
customer at the business component level, as management determined that risk profile of the Company’s customers is consistent based
on the type and industry in which they operate. Each business component is analyzed for estimated credit losses individually. In doing
so, the Company establishes a historical loss matrix, based on the previous collections of accounts receivable by the age of such receivables,
and evaluates the current and forecasted financial position of its customers, as available. Further, the Company considers macroeconomic
factors and the status of the relevant industry to estimate if there are current expected credit losses within its trade receivables
based on the trends of the Company’s expectation of the future status of such economic and industry-specific factors. Also, specific
allowance amounts are established based on review of outstanding invoices to record the appropriate provision for customers that have
a higher probability of default. Accounts
receivable at June 30, 2024 and December 31, 2023 are net of allowances for credit losses of $ 749,000 610,599 SCHEDULE OF ALLOWANCES FOR CREDIT LOSSES
As of As of
(Unaudited) (Audited)
Balance at beginning of year $ 610,599 $ 25,677
Charged to operating expenses 143,292 584,919
(Recoveries) Write-offs of accounts receivable (4,891 ) 3
Balance at end of period / year $ 749,000 $ 610,599 Revenue
recognition The
Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers Cash
and cash equivalents Cash
consists of funds on hand and held in bank accounts. Cash equivalents include time deposits placed with banks or other financial institutions
and all highly liquid investments with original maturities of three months or less, including money market funds. At
June 30, 2024 and December 31, 2023, cash included funds held by employees of $ 28,890 and $ 0 ,
respectively, was to facilitate payment of expenses in local currencies or to facilitate third-party online payment platforms, such
as WeChat Pay or Alipay. The Company does not have a corporate account on these platforms. SCHEDULE OF CASH, CASH EQUIVALENTS
As of As of
(Unaudited) (Audited)
Cash and cash equivalents
Denominated in United States Dollar $ 246,843 $ 573,431
Denominated in Hong Kong Dollar 504,018 1,175,384
Denominated in Chinese Renminbi 403,180 434,698
Denominated in Malaysian Ringgit 34,880 39,552
Denominated in Great British Pound 127 127
Denominated in Singapore Dollar 441 5
Cash and cash equivalents $ 1,189,489 $ 2,223,197 Investments Investments
in equity securities The
Company accounts for its investments that represent less than 20% ownership, and for which the Company does not have the ability to exercise
significant influence, using ASU 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and
Financial Liabilities On
June 30, 2024, the Company had a total of twenty-three (23) investments in equity securities without readily determinable
fair values, all of which were related party investments with an aggregate value of $ 99,586 .
Twelve (12) investments in equity securities are without readily determinable fair values and are fully impaired
and with $ nil
value (see Note 3). On
December 31, 2023, the Company had a total of twenty-five (25) investments in equity securities without readily determinable
fair values, all of which were related party investments with an aggregate value of $ 100,106 .
Thirteen (13) investments in equity securities without readily determinable fair values were fully impaired and with $ nil
value (see Note 3). Leases The
Company determines if a contract is or contains a lease at inception of the contract or modification of the contract. A contract is or
contains a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration.
Control over the use of the identified asset means the lessee has both (a) the right to obtain substantially all the economic benefits
from the use of the asset and (b) the right to direct the use of the asset. Finance
and operating lease right-of-use (“ROU”) assets and liabilities are recognized based on the present value of future minimum
lease payments over the expected lease term at commencement date. As the implicit rate is not determinable in most of the Company’s
leases, management uses the Company’s incremental borrowing rate based on the information available at commencement date in determining
the present value of future payments. The expected lease term includes an option to extend or terminate the lease when it is reasonably
certain the Company will exercise the option. Lease expense for minimum lease payments is recognized on a straight-line basis over the
expected lease term. The
Company’s lease arrangements have lease and non-lease components. Leases with an expected term of 12 months or less are not accounted
for on the balance sheet and the related lease expense is recognized on a straight-line basis over the expected lease term. The
Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. See
Note 5 for more information regarding leases. Derivative
financial instruments Derivative
financial instruments consist of financial instruments that contain a notional amount and one or more underlying variables such as interest
rate, security price, variable conversion rate or other variables, require no initial net investment and permit net settlement. The derivative
financial instruments may be free-standing or embedded in other financial instruments. The Company evaluates its financial instruments
to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. The Company follows the provision
of ASC 815, Derivatives and Hedging for derivative financial instruments that are accounted for as liabilities, the derivative instrument
is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the
statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities
or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet
as current or non-current based on whether net-cash settlement of the derivative instrument could be required within 12 months of the
balance sheet date. At each reporting date, the Company reviews its convertible securities to determine that their classification is
appropriate. Net
income (loss) per share Basic
net income (loss) per share is computed by dividing the net income (loss) available to common stockholders by the weighted average number
of common shares outstanding during the period. Diluted net income (loss) per share is calculated by dividing the net income (loss) by
the weighted average number of common shares outstanding, adjusted for the dilutive effect of outstanding Common Stock equivalents. On
June 30, 2024 and 2023, there were no Foreign
currency translation The
consolidated financial statements are presented in United States Dollar (“US$”), which is the functional and reporting currency
of the Company. In addition, the Company’s operating subsidiaries maintain their books and records in their respective functional
currency, which consists of the Malaysian Ringgit (“MYR”), Chinese Renminbi (“RMB”) and Hong Kong Dollar (“HK$”). In
general, for consolidation purposes, assets and liabilities of the Company’s subsidiaries whose functional currency is not the
US$, are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates
prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded
as a separate component of accumulated other comprehensive income or loss within stockholders’ equity. Translation
of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods: SCHEDULE OF FOREIGN CURRENCIES TRANSLATION
2024 2023
As of and for the six months ended
2024 2023
Period-end MYR : US$1 exchange rate 4.72 4.67
Period-average MYR : US$1 exchange rate 4.73 4.49
Period-end RMB : US$1 exchange rate 7.27 7.25
Period-average RMB : US$1 exchange rate 7.21 6.97
Period-end HK$ : US$1 exchange rate 7.81 7.84
Period-average HK$ : US$1 exchange rate 7.82 7.84
Exchange rate 7.82 7.84 Fair
value of financial instruments The
Company follows the guidance of ASC 820-10, “ Fair Value Measurements and Disclosures
● Level
1
● Level
2
● Level
3 The
Company believes the carrying amount reported in the balance sheet for cash and cash equivalents, accounts receivable, prepaids and other
current assets, accounts payable and accrued liabilities, income tax payable, deferred cost of revenue, deferred revenue, and due to
related parties, approximate their fair values because of the short-term nature of these financial instruments. Concentrations
of risks For
the three months ended June 30, 2024, no customer accounted for 10% or more of revenues, while for the three months ended June 30, 2023,
two customers accounted for 42 31 11 25 15 10 41 26 15 Two
customers accounted for 39 28 11 39 14 13 12 For
the three and six months ended June 30, 2024 and 2023, no vendor accounted for 10% or more of the Company’s cost of revenues. Two
vendors accounted for 49 %
( 37 %
and 12 %)
and three vendors accounted for 73 %
( 52 %,
11 %
and 10 %,)
of accounts payable as of June 30, 2024 and December 31, 2023, respectively. Exchange
rate risk The
Company’s reporting currency is US$ but its major revenues and costs, and a significant portion of its assets and liabilities are
also denominated in MYR, RMB or HK$. As a result, the Company is exposed to a foreign exchange risk as its revenues and the results of
operations may be affected by fluctuations in the exchange rate between US$ and MYR, US$ and RMB or US$ and HK$. If MYR, RMB or HK$ depreciates
against US$, the values of its revenues and assets in MYR, RMB or HK$ may decline accordingly when in translation to the Company’s
reporting currency, as its financial statements are presented in US$. The Company does not hold any derivative or other financial instruments
that may expose it to a substantial market risk. Risks
and uncertainties Substantially
all the Company’s services are conducted in Hong Kong, China, Malaysia and Thailand. The Company’s operations are
subject to various political and economic risks, including the risks of restrictions on transfer of funds, export duties, quotas and
embargoes, changing taxation policies, and political conditions and governmental regulations, and the adverse impact of the coronavirus
outbreak. Recent
accounting pronouncements The Company has reviewed all recently
issued, but not yet effective, considers the applicability and impact of all accounting standards updates (“ASUs”). Management
periodically reviews new accounting standards that are issued. In November 2023,
the FASB issued ASU 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” The ASU 2023-07 is effective for annual reporting periods beginning after December 15,
2023 and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating
the impact of this ASU may have on its unaudited condensed consolidated financial statements and related disclosures. In December 2023,
the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” . The
ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024. Early adoption is permitted. The Company is
currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements and related disclosures. |
