NOTE 12. NONCONTROLLING INTEREST

Noncontrolling Interest

The Company consolidates AD Advisory Services Pty Ltd (“ADS”), an Australian-regulated wealth management subsidiary, in accordance with ASC 810-10. The Company holds a 51% controlling interest in ADS through its wholly-owned subsidiary AD Financial Services Pty Ltd, and unrelated third parties hold the remaining 49% noncontrolling interest. ADS is the only consolidated subsidiary of the Company with a noncontrolling interest as of and for the three and six months ended June 30, 2025. The noncontrolling interest balance is measured at its proportionate 49% share of the carrying value of ADS’s net assets at each reporting date and is presented as a separate component of equity on the consolidated balance sheet, distinct from stockholders’ equity attributable to FDCTech, Inc.

Net income (loss) of ADS is attributed between the controlling interest (51%, recorded by FDCTech, Inc.) and the noncontrolling interest (49%) based on relative ownership percentages, with the noncontrolling interest’s share presented on the consolidated statement of operations as “Net income (loss) attributable to noncontrolling interest.” Foreign currency translation adjustments (a component of other comprehensive income) arising from translation of ADS’s Australian dollar functional currency financial statements to U.S. dollars are likewise allocated between the controlling and noncontrolling interests in accordance with ASC 220-10-45-5; only the controlling interest’s portion is included in accumulated other comprehensive income attributable to FDCTech, Inc. stockholders. As described in the Restatement of Previously Issued Financial Statements subsection above, the Company has corrected the prior allocation method, which had reflected total consolidated other comprehensive income in the FDC stockholders’ column without separately allocating the noncontrolling share.

NOTE 12. NONCONTROLLING INTEREST (continued)

The following table presents the activity in the noncontrolling interest balance for the three and six months ended June 30, 2025, and the comparative year ended December 31, 2024:

   SCHEDULE OF NON CONTROLLING INTEREST

Noncontrolling interest rollforward

The NCI balance is rolled forward as: beginning balance, plus the NCI’s share of ADS net income (loss), plus the NCI’s share of other comprehensive income (foreign currency translation), plus other movements in NCI (a re-measurement true-up booked directly to equity through general ledger account 3010). The NCI’s share of ADS’ net loss for the six months ended June 30, 2025, was $33,777 (three months: $12,467), reflecting the 49% interest in ADS’s net loss. The income statement line “Less: net (income) loss attributable to noncontrolling interest” is presented with the opposite sign.

Comparative period (fiscal year ended December 31, 2024)

For the year ended December 31, 2024, the NCI rollforward comprised a beginning balance of $38,939, the NCI’s share of net income of $(10,958), the NCI’s share of Foreign currency translation (loss) — NCI of ($11,161), resulting in an ending balance of $16,820.

NOTE 13. OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements affecting our liquidity, capital resources, market risk support, credit risk support, or other benefits.