| Schedule of Consideration Transferred To Acquired |
| | |
USD | |
| Cash | |
| 974,050 | |
| Consideration shares | |
| 18,379 | |
| Total
consideration at fair value | |
| 992,429 | |
| | |
USD | |
| Cash | |
| 1,169,505 | |
| Consideration shares | |
| 258,329 | |
| Total
consideration at fair value | |
| 1,427,834 | |
| | |
USD | |
| Consideration
shares | |
| 2,356,000 | |
| Total
consideration at fair value | |
| 2,356,000 | |
| | |
USD | |
| Consideration
shares | |
| 2,740,000 | |
| Total
consideration at fair value | |
| 2,740,000 | |
| | |
USD | |
| Consideration
shares | |
| 8,280,000 | |
| Total
consideration at fair value | |
| 8,280,000 | |
| | |
USD | |
| Cash | |
| 776,699 | |
| Total
consideration at fair value | |
| 776,699 | |
| | |
USD | |
| Cash | |
| 117,850 | |
| Total
consideration at fair value | |
| 117,850 | |
|
| Schedule of Fair Value of the Identifiable Assets Acquired and Liabilities |
| | |
As
at January 2, 2025 | |
| | |
USD | |
| Total consideration | |
| 992,429 | |
| Non-controlling interest | |
| 498,484 | |
| | |
| | |
| Assets | |
| | |
| Cash | |
| 949,223 | |
| Trade receivables | |
| 162,420 | |
| Prepayment and other current assets | |
| 149,949 | |
| Investment property | |
| 448,430 | |
| Property and equipment | |
| 23,058 | |
| Intangible assets –
customer relationship | |
| 161,729 | |
| Total
assets | |
| 1,894,809 | |
| | |
| | |
| Liabilities | |
| | |
| Trade and other payables | |
| 570,915 | |
| Tax payable | |
| 54,358 | |
| Loans and borrowings | |
| 135,805 | |
| Lease liabilities | |
| 3,798 | |
| Deferred tax liabilities | |
| 46,271 | |
| Total
liabilities | |
| 811,147 | |
| | |
| | |
| Total
net assets | |
| 1,083,662 | |
| | |
| | |
| Goodwill | |
| 407,251 | |
| | |
As
of February 3,
2025 | |
| | |
USD | |
| Total consideration | |
| 1,427,834 | |
| Non-controlling interest | |
| 236 | |
| | |
| | |
| Assets | |
| | |
| Cash | |
| 726,307 | |
| Trade receivables | |
| 246,949 | |
| Prepayment and other current assets | |
| 69,360 | |
| Intangible assets – customer relationship | |
| 249,982 | |
| Right-of-use assets | |
| 511,703 | |
| Investment in associate | |
| 29,238 | |
| Total
assets | |
| 1,833,539 | |
| | |
| | |
| Liabilities | |
| | |
| Trade and other payables | |
| 488,586 | |
| Lease liabilities | |
| 518,678 | |
| Deferred tax liabilities | |
| 42,497 | |
| Total
liabilities | |
| 1,049,761 | |
| | |
| | |
| Total
net assets | |
| 783,778 | |
| | |
| | |
| Goodwill | |
| 644,292 | |
| | |
As
of April 14, 2025 | |
| | |
USD | |
| Total consideration | |
| 2,356,000 | |
| Non-controlling interest | |
| 10,661 | |
| | |
| | |
| Assets | |
| | |
| Cash | |
| 53,808 | |
| Trade receivables | |
| 77,405 | |
| Prepayment and other current assets | |
| 31,986 | |
| Intangible assets –
customer relationship | |
| 898,041 | |
| Total
assets | |
| 1,061,240 | |
| | |
| | |
| Liabilities | |
| | |
| Trade and other payables | |
| 806,456 | |
| Deferred tax liabilities | |
| 148,177 | |
| Total
liabilities | |
| 954,633 | |
| | |
| | |
| Total
net assets | |
| 106,607 | |
| | |
| | |
| Goodwill | |
| 2,260,054 | |
| | |
As
of June 2, 2025 | |
| | |
USD | |
| Total consideration | |
| 2,740,000 | |
| Non-controlling interest | |
| 596,559 | |
| | |
| | |
| Assets | |
| | |
| Cash | |
| 85,013 | |
| Trade receivables | |
| 64,060 | |
| Prepayment and other current assets | |
| 43,226 | |
| Intangible assets – customer relationship | |
| 2,266,605 | |
| Office equipment | |
| 257 | |
| Total
assets | |
| 2,459,161 | |
| | |
| | |
| Liabilities | |
| | |
| Trade and other payables | |
| 831,927 | |
| Deferred tax liabilities | |
| 453,321 | |
| Suspense tax | |
| 4,189 | |
| Total
liabilities | |
| 1,289,437 | |
| | |
| | |
| Total
net assets | |
| 1,169,724 | |
| | |
| | |
| Goodwill | |
| 2,166,835 | |
| | |
As
of June 17, 2025 | |
| | |
USD | |
| Total consideration | |
| 8,280,000 | |
| Non-controlling interest | |
| 2,419,676 | |
| | |
| | |
| Assets | |
| | |
| Cash | |
| 80,702 | |
| Trade receivables | |
| 9,561 | |
| Prepayment and other current assets | |
| 1,568 | |
| Investment properties | |
| 1,931,449 | |
| Net investment in lease | |
| 3,313,634 | |
| Office equipment | |
| 609 | |
| Total
assets | |
| 5,337,523 | |
| | |
| | |
| Liability | |
| | |
| Other payables | |
| 189,276 | |
| Total
liability | |
| 189,276 | |
| | |
| | |
| Total
net assets | |
| 5,148,247 | |
| | |
| | |
| Goodwill | |
| 5,551,429 | |
| | |
As
of June 5, 2025 | |
| | |
USD | |
| Total consideration | |
| 776,699 | |
| | |
| | |
| Assets | |
| | |
| Cash | |
| 334,165 | |
| Trade receivables | |
| 1,592,522 | |
| Prepayment and other current assets | |
| 94,325 | |
| Intangible assets | |
| 32,537 | |
| Office equipment | |
| 26,714 | |
| Right-of-use assets | |
| 155,344 | |
| Total assets | |
| 2,235,607 | |
| | |
| | |
| Liabilities | |
| | |
| Trade and other payables | |
| 1,102,679 | |
| Lease liabilities | |
| 161,093 | |
| Loans and borrowings | |
| 415,310 | |
| Total liabilities | |
| 1,679,082 | |
| | |
| | |
| Total net assets | |
| 556,525 | |
| | |
| | |
| Goodwill | |
| 220,174 | |
| | |
As
of July 1, 2025 | |
| | |
USD | |
| Total consideration | |
| 117,850 | |
| | |
| | |
| Assets | |
| | |
| Cash | |
| 9,203 | |
| Trade receivables | |
| 56,643 | |
| Right-of-use assets | |
| 55,983 | |
| Intangible assets | |
| 47,140 | |
| Total assets | |
| 168,969 | |
| | |
| | |
| Liabilities | |
| | |
| Trade and other payables | |
| 86,481 | |
| Lease liabilities | |
| 59,156 | |
| Loans and borrowings | |
| 7,436 | |
| Other Accruals | |
| 2,634 | |
| Deferred tax liabilities | |
| 8,014 | |
| Total liabilities | |
| 161,087 | |
| | |
| | |
| Total net assets | |
| 7,882 | |
| | |
| | |
| Goodwill | |
| 109,968 | |
|
| Schedule of Unaudited Pro Forma Information |
| | |
For the year ended
December 31, | |
| | |
2025 | |
| Unaudited pro forma revenue | |
$ | 57,245,167 | |
| Unaudited pro forma net loss | |
$ | 21,583,798 | |
| | |
For the year ended
December 31, | |
| | |
2025 | |
| Unaudited pro forma revenue | |
$ | 57,563,325 | |
| Unaudited pro forma net loss | |
$ | 21,591,694 | |
| | |
For the
year ended December 31, | |
| | |
2025 | |
| Unaudited pro forma revenue | |
$ | 57,532,393 | |
| Unaudited pro forma net loss | |
$ | 21,663,608 | |
|
|
For
the
year
ended
December 31, |
|
| |
|
2025 |
|
| Unaudited
pro forma revenue |
|
$ |
57,648,773 |
|
| Unaudited
pro forma net loss |
|
$ |
21,713,480 |
|
| | |
For the year ended
December 31, | |
| | |
2025 | |
| Unaudited pro forma revenue | |
$ | 57,295,587 | |
| Unaudited pro forma net loss | |
$ | 21,560,116 | |
| | |
For the year ended
December 31, | |
| | |
2025 | |
| Unaudited pro forma revenue | |
$ | 59,703,276 | |
| Unaudited pro forma net loss | |
$ | 21,746,447 | |
| | |
For the year ended
December 31, | |
| | |
2025 | |
| Unaudited pro forma revenue | |
$ | 57,496,001 | |
| Unaudited pro forma net loss | |
$ | 21,870,445 | |
|