Financial Statement Preparation and Use of Estimates

The Company prepared consolidated financial statements according to accounting principles generally accepted in the United States of America (“GAAP”). The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates, judgments, and assumptions. This could impact the reported amounts of assets and liabilities, as well as the related disclosures, at the date of the consolidated financial statements, and the reported amounts of revenue and expenses for the periods presented. Estimates include revenue recognition, the allowance for doubtful accounts, website and internal-use software development costs, recoverability of intangible assets with finite lives, and other long-lived assets. Actual results could materially differ from these estimates. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the coronavirus (“COVID-19”).

Restatement of Previously Issued Financial Statements

Following the engagement of LAO Professionals (“LAO”) as the Company’s independent registered public accounting firm on April 3, 2025, and in connection with LAO’s reaudit of the Company’s consolidated financial statements for the year ended December 31, 2024, management and the Board of Directors identified errors in the Company’s previously issued condensed consolidated financial statements. On June 3, 2026, the Board of Directors, after consultation with management and LAO, concluded that the Company’s previously issued unaudited condensed consolidated financial statements as of and for the three months ended March 31, 2025 (as included in the Original Filing and Amendment No. 1) should no longer be relied upon. The Company is restating its affected financial statements in accordance with Accounting Standards Codification (“ASC”) Topic 250, “Accounting Changes and Error Corrections.” Concurrently with this Amendment, the Company has filed Amendment No. 2 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and Amendment No. 2 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, restating its annual financial statements for the fiscal years ended December 31, 2024 and 2025, and the comparative periods. The restatement reflects the following adjustments: (a) Subscription Receivable Reclassification to Contra-Equity (ASC 505-10-45-2)—a subscription receivable totaling $8,200,000 originally recognized on November 30, 2023 has been reclassified from current assets to a contra-equity account; (b) Unrecorded Stock Issuance to Global Career Networks Inc. (ASC 250-10-45-23)—500,000 shares of common stock issued October 5, 2021 at $0.1095 per share were not recorded by the Company’s transfer agent and have been recognized retrospectively to the original transaction date; (c) Restricted Cash for Client Funds Segregated (ASC 230-10-50-8)—cash held by the Company’s regulated subsidiaries on behalf of clients has been reclassified from “Cash” to a separate line item, “Restricted cash — client funds (segregated),” with the corresponding liability re-titled “Client funds payable”; (d) Noncontrolling Interest Walk Correction (ASC 810-10)—noncontrolling interest balances have been corrected to reflect the 49% noncontrolling share of AD Advisory Services Pty Ltd net income and other comprehensive income, together with the effect of the change in ownership and cumulative translation adjustment reclassification arising from the AML buyout (accounted for as an equity transaction under ASC 810-10-45-23), ending at $14,199; (e) Accumulated Other Comprehensive Income Allocation Correction (ASC 220-10)—FDC’s accumulated other comprehensive income has been corrected, by a difference of $(19,511), to conform to the cumulative foreign currency translation adjustment recognized in the consolidated statement of comprehensive income; (f) Reclassification of Balances Held Within AML Cash Accounts (ASC 940)—$3,500,000 of client funds of Alchemy Prime Limited (“APL”) held within Alchemy Markets Ltd. (“AML”) designated liquidity provider account, and $3,574,201 (€3,453,334) of external third-party assets held by AML on behalf of a non-Group counterparty, aggregating $7,074,201, have been reclassified from “Cash” to “Restricted cash — client funds (segregated)” with corresponding recognition in “Client funds payable,” consistent with Adjustments B and C described in the Company’s Annual Report on Form 10-K/A (Amendment No. 2) for the year ended December 31, 2024; and (g) Segment Reclassification of ATECH Cost of Sales—cost of sales of Alchemytech Ltd. (“ATECH”), a Cyprus-based subsidiary providing information technology, sales, and marketing services to the Company’s affiliated brokerage operations, has been reclassified from the Technology & software segment to the investment and brokerage segment to reflect the segment to which those services support. Total cost of sales, gross profit, and net income (loss) are unaffected by this reclassification.

Restatement Adjustments by Category

The principal restatement adjustments are described above. The restatement increases noncontrolling interest, decreases additional paid-in capital, and increases the absolute value of accumulated deficit. Total stockholders’ equity is reduced as a result of the subscription receivable being reclassified from current assets to a contra-equity account. The restatement adjustments affect total revenue, total cost of sales (including the reclassification of AlchemyTech Ltd. (“ATECH”) cost of sales from Technology & software to investment and brokerage), gross profit, operating expenses, operating income (loss), other income (expense), income (loss) before provision for income taxes, and net income (loss) for the three months ended March 31, 2025, as detailed in the schedule of error corrections below. Weighted average shares outstanding have been restated to include the 500,000 unrecorded shares.

Reconciliation of Cash and Restricted Cash. As described in the Company’s Annual Report on Form 10-K/A (Amendment No. 2) for the year ended December 31, 2024, the previously reported balance of “Cash” included $7,074,201 of balances held within Alchemy Markets Ltd. (“AML”) cash accounts that did not constitute the Company’s own funds. Specifically, (i) $3,500,000 represented client funds of Alchemy Prime Limited (“APL”) held within AML’s designated liquidity provider account (Adjustment B), and (ii) $3,574,201 (€3,453,334) represented external third-party assets held by AML on behalf of a non-Group counterparty (Adjustment C). In accordance with ASC 940, “Financial Services—Brokers and Dealers”, client monies held on behalf of third parties must be presented as restricted or segregated funds with a corresponding client funds payable. The restatement reclassifies these balances from “Cash” to “Restricted cash — client funds (segregated)” with corresponding recognition in “Client funds payable.”

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Impact of the Restatement

Background

On August 5, 2025, the Company’s management, in connection with the preparation of its subsequent periodic report, identified errors in its previously issued condensed consolidated financial statements as of and for the three months ended March 31, 2025 (originally filed on Form 10-Q/A), and identified related presentation and measurement errors in its previously issued financial statements as of and for the three months ended March 31, 2024. After evaluating the errors under SEC Staff Accounting Bulletin No. 99 (materiality) and No. 108, and ASC 250, Accounting Changes and Error Corrections, management and the Board of Directors concluded that the previously issued financial statements should no longer be relied upon and should be restated.

Description of the Errors — Three Months Ended March 31, 2025

(a) Subscription receivable reclassified to contra-equity (ASC 505-10-45-2). A subscription receivable of $8,200,000 previously presented as a current asset was reclassified to contra-equity (a reduction of stockholders’ equity), consistent with its substance as an unfunded equity subscription. Of this amount, $8,000,000 is reflected as contra-equity in the restated balances on this schedule; the remaining $200,000 represents common stock issued for which no cash was received, and that difference is addressed in the Company’s restatement of its financial statements as of December 31, 2024.

(b) Unrecorded stock issuance to Global Career Networks Inc. (ASC 250-10-45-23). The correction reflects 500,000 shares of common stock issued on October 5, 2021, that the Company’s transfer agent did not record, recognized retrospectively to the original transaction date, and increasing the par value (common stock) by $50. Weighted average shares outstanding have been restated to include these shares.

(c) Restricted cash for client funds segregated (ASC 230-10-50-8). Cash held on behalf of clients in segregated accounts was previously included within Cash and cash equivalents. The Company reclassified $17,453,282 to Restricted cash (client funds, segregated), with a corresponding client funds payable liability, to present these balances on a gross basis.

(d) Noncontrolling interest walk correction (ASC 810-10). Noncontrolling interest balances were corrected to reflect the 49% noncontrolling share of AD Advisory Services Pty Ltd. (“ADS”) net income and other comprehensive income, together with the effect of the change in ownership and cumulative translation adjustment reclassification arising from the AML buyout. For the three months ended March 31, 2025, the noncontrolling interest’s share of ADS net income was $21,310, and the foreign currency translation attributable to noncontrolling interest was $(23,931), comprising $34,808 of other comprehensive income offset by the $(58,739) effect of the change in ownership and cumulative translation adjustment reclassification. Noncontrolling interest at March 31, 2025, was $14,199.

(e) Accumulated other comprehensive income allocation correction (ASC 220-10). FDC’s accumulated other comprehensive income (“AOCI”) was corrected by a total difference of $(19,511) (from $140,137 As Previously Reported to $120,626 As Restated), conforming AOCI to the cumulative foreign currency translation adjustment recognized in the consolidated statement of comprehensive income. The AOCI balance walks from $(72,781) at December 31, 2024 through the period’s $193,407 foreign currency translation movement to $120,626 As Restated. The correction is confined to other comprehensive income and does not affect accumulated deficit or additional paid-in capital.

(f) Reclassification of balances held within AML cash accounts and related party advances (ASC 940; carryover from December 31, 2024, Adjustment D). In connection with the restatement of the Company’s financial statements as of and for the fiscal year ended December 31, 2024, the classification of certain cash credits, net of $7,713,827, for various related parties was corrected from cash on hand to related party advances. Cash on hand increased by $7,713,827, with an offsetting increase to the related party advances liability. In the statement of cash flows for the three months ended March 31, 2025, this carryover correction is reflected within Related party advances in financing activities, which changed from $932,932 as previously reported to $(6,780,895) as restated; it did not affect the statement of operations.

(g) Correction of results of operations and segment reclassification (subsidiaries APL and ATECH). The ‘As Previously Reported’ column reflects the amounts in the Company’s Form 10-Q/A for the three months ended March 31, 2025; the ‘As Restated’ column reflects management’s further-corrected balances. Total revenue ($5,976,948) and total cost of sales ($3,117,389) were unchanged in amount, though cost of sales was reallocated between Technology & software (from $184,284 to $0) and Investment and Brokerage (from $1,583,278 to $1,767,562) to reflect the ATECH services supporting the investment and brokerage operations. Within operating expenses, general and administrative expenses were reduced by $3,592 (from $2,140,270 to $2,136,678), reducing total operating expenses to $2,451,714 and increasing operating income to $407,845. The principal correction was within other income (expense), corrected from $(304,188) to $(98,206), a favorable change of $205,982. The net effect was to increase income before income taxes by $209,574 (from $104,548 to $314,122).

(h) Right-of-use asset under ASC 842. The right-of-use (ROU) asset was not recalculated in the originally filed Form 10-Q/A. Upon remeasurement of the Company’s lease portfolio under ASC 842, the ROU asset increased by $269,916, with corresponding adjustments to current and non-current operating lease liabilities.

Description of the Errors — Three Months Ended March 31, 2024

No Form 10-Q/A was filed for the three months ended March 31, 2024. The ‘As Restated’ column reflects management’s corrected balances. The corrections are consistent in nature with those described above: (1) reclassification of segregated client funds of $37,440,696 from Cash to Restricted cash, with a corresponding client funds payable; (2) reclassification of the $8,200,000 subscription receivable from current asset to contra-equity; (3) recognition of a right-of-use asset of $1,087,104 and corresponding operating lease liabilities under ASC 842, which had not been recorded in the originally filed Form 10-Q; (4) recognition of 500,000 previously unrecorded shares of common stock ($50 par value); and (5) a reduction of general and administrative expense of $72,810, which decreased net loss and accumulated deficit by the same amount (net loss before the reclassifications was correspondingly reduced).

Effect of the Restatement

The effect of the restatement on each affected financial statement line item is presented in the schedules above, which reconcile amounts As Previously Reported (A) to amounts As Restated (B), with the difference (B)−(A) shown in the final column. The reclassifications of client funds and subscription receivable did not affect net income (loss); the APL period correction (Q1 2025) and the general and administrative correction (Q1 2024) affected results of operations as described.

Internal Control Considerations

In connection with the restatement, management reassessed the effectiveness of its internal control over financial reporting and disclosure controls and procedures and identified a material weakness relating to the period-cutoff and consolidation of subsidiary results and the application of ASC 842 to the lease portfolio. The Company is implementing remediation measures, including enhanced review controls over subsidiary reporting periods and lease accounting.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The following tables present the effect of the restatement on the Company’s previously issued condensed consolidated financial statements:

 SCHEDULE OF ERROR CORRECTIONS AND PRIOR PERIOD ADJUSTMENTS

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Restricted Cash — Client Funds Segregated

The Company’s regulated brokerage subsidiaries — Alchemy Markets Limited (Malta, MFSA-licensed), Alchemy Prime Limited (UK, FCA-licensed), and AD Advisory Services Pty Ltd (Australia, ASIC-licensed) — hold cash on behalf of clients in segregated bank accounts in accordance with the client-money rules of their respective regulators. These segregated client funds are not available for general corporate use and are matched by a corresponding liability presented as “Client funds payable” on the consolidated balance sheet. In accordance with Accounting Standards Codification (“ASC”) 230-10-50-8, ASC 940 (“Financial Services—Brokers and Dealers”) and SEC Staff Accounting Bulletin Topic 11.M, these balances are classified as restricted cash and presented as a separate line item on the consolidated balance sheet under the caption “Restricted cash — client funds (segregated).” The Company adopted this presentation in connection with the restatement described in this Note and applied the change retrospectively to all periods presented.

The following table reconciles the components of cash, cash equivalents, and restricted cash reported on the consolidated balance sheet to the total amounts shown in the consolidated statement of cash flows:

 SCHEDULE OF CASH EQUIVALENTS AND RESTRICTED CASH

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Accounts Receivable

Accounts Receivable primarily represent the amount from four (4) technology customers. In some cases, customer receivables are due immediately upon demand; however, in most cases, the Company offers net 30 terms, where payment is due in full 30 days after the invoice date. The Company has based the allowance for doubtful accounts on its assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering historical experience, credit quality, the accounts receivable balances’ age, and economic conditions that may affect a customer’s ability to pay and expected default frequency rates. Trade receivables are written off at the point when they are considered uncollectible.

At March 31, 2025, and December 31, 2024, the Management determined that the allowance for doubtful accounts was $22,382 and $22,382, respectively. The bad debt expense for the three months ended March 31, 2025, and 2024, was $0 and $0, respectively.

Revenue Recognition

On January 1, 2019, the Company adopted ASU 2014-09 Revenue from Contracts with Customers. The majority of the Company’s revenues come from two contracts – IT support and maintenance (‘IT Agreement’) and software development (‘Second Amendment’) that fall within the scope of ASC 606.

The Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services as per the contract with the customer. As a result, the Company accounts for revenue contracts with customers by applying the requirements of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (Topic 606), which includes the following steps:

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The Company adopted ASC 606 using the modified retrospective method applied to all contracts not completed as of January 1, 2019. The Company presents results for reporting periods beginning after January 1, 2019, under ASC 606, while prior period amounts are reported following legacy GAAP. In addition to the above guidelines, the Company also considers implementing guidance on warranties, customer options, licensing, and other topics. The Company considers revenue collectability, methods for measuring progress toward complete satisfaction of a performance obligation, warranties, customer options for additional goods or services, non-refundable upfront fees, licensing, customer acceptance, and other relevant categories.

The Company accounts for a contract when the Company and the customer (‘parties’) have approved of the contract and are committed to performing their respective obligations. Each party can identify its rights, obligations, and payment terms; the contract has commercial substance. The Company will collect all of the considerations. Revenue is recognized when performance obligations are satisfied by transferring control of the promised service to a customer. The Company fixes the transaction price for goods and services at contract inception. The Company’s standard payment terms are net 30 days and, in some cases, due upon receipt of the invoice.

The Company considers the change in scope, price, or both as contract modifications. The parties describe contract modification as a change order, a variation, or an amendment. A contract modification exists when the parties approve a modification that either creates new or changes existing enforceable rights and obligations. The Company assumes a contract modification by oral agreement or implied by the customer’s customary business practice when agreed in writing. If the parties to the contract have not approved a contract modification, the Company continues to apply the existing contract’s guidance until the contract modification is approved. The Company recognizes contract modification in various forms –partial termination, an extension of the contract term with a corresponding price increase, adding new goods or services to the contract, with or without a corresponding price change, and reducing the contract price without a change in goods/services promised.

At contract inception, the Company assesses the solutions or services, or bundles of solutions and services, obligated in the contract with a customer to identify each performance obligation within the contract and then evaluate whether the performance obligations are capable of being distinct and distinct within the context of the agreement. Solutions and services that are not capable of being distinct and distinct within the contract context are combined and treated as a single performance obligation in determining the allocation and recognition of revenue. For multi-element transactions, the Company allocates the transaction price to each performance obligation on a relative stand-alone selling price basis. The Company determines the stand-alone selling price for each item at the transaction’s inception involving these multiple elements.

Since January 21, 2016 (‘Inception’), the Company has derived its revenues mainly from consulting services, technology solutions, and customized software development. The Company recognizes revenue when it has satisfied a performance obligation by transferring control over a product or delivering a service to a customer. We measure revenue based upon the consideration outlined in an arrangement or contract with a customer.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The Company’s standard performance obligations include the following:

The Company assumes that the goods or services promised in the existing contract will be transferred to the customer to determine the transaction price. The Company believes that the contract will not be canceled, renewed, or modified; therefore, the transaction price includes only those amounts to which the Company has rights under the present contract. For example, suppose the Company enters a contract with a customer with an original term of one year and expects the customer to renew it for a second year. In that case, the Company will determine the transaction price based on the initial one-year period. When choosing the transaction price, the company first identifies the fixed consideration, including non-refundable upfront payment amounts.

To allocate the transaction price, the Company gives the amount that best represents the consideration that the entity expects to receive for transferring each promised good or service to the customer. The Company allocates the transaction price to each performance obligation identified in the contract on a relatively standalone selling price basis to meet the allocation objective. In determining the standalone selling price, the Company uses the best evidence of the stand-alone selling price that the Company charges to similar customers in similar circumstances. The Company sometimes uses the adjusted market assessment approach to determine the standalone selling price. It evaluates the market in which it sells the goods or services and estimates the price that customers in that market would pay for those goods or services when sold separately.

The Company recognizes revenue when or as it transfers the promised goods or services into the contract. The Company considers the “transfers” of the promised goods or services when the customer obtains control of the goods or services. The Company believes a customer “obtains control” of an asset when it can directly use and substantially obtain all the remaining benefits from an asset. The Company recognizes deferred revenue related to services it will deliver within one year as a current liability. The Company presents deferred revenue related to services that the Company will provide more than one year into the future as a non-current liability.

According to the contract’s terms and conditions, the Company invoices the customer at the beginning of the month for the month’s services. The invoice amount is due upon receipt. The Company recognizes the revenue at the end of each month, equal to the invoice amount.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Wealth Management

AD Advisory Services Pty (ADS), the Company’s wealth management revenue, primarily consists of advisory revenue, commission revenue from insurance products, fees to prepare the statement of advice, rebalancing portfolio, and other financial planning activities. ADS is authorized and regulated by the Australian Securities & Investments Commission (ASIC) to conduct licensing activities in Australia.

ASC 606 establishes a five-step model for revenue recognition aimed at enhancing comparability and transparency across entities, industries, and capital markets. The Company only recognizes revenue that reflects the transfer of promised goods or services to customers in exchange for the consideration to which the entity expects to be entitled.

For ADS, a contract is an agreement between ADS and a client that creates enforceable rights and obligations, encompassing advisory services, insurance product commissions, and other financial planning activities. Contracts may be written, oral, or implied by customary business practices and are identified when both parties approve the agreement; each party can identify rights regarding the goods or services to be transferred, establish payment terms, the contract has commercial substance, and collection of payment is probable.

A performance obligation is a promise in a contract to transfer a distinct good or service to the Customer. For ADS, performance obligations may include:

We evaluate these services to determine if they are distinct, considering whether the Customer can benefit from the service on its own or with other readily available resources, and if the promise to transfer the service is separately identifiable from other promises in the contract.

The transaction price is the amount of consideration ADS expects to receive in exchange for transferring the promised goods or services to the Customer. These services include fixed fees, commissions from insurance products, and variable consideration for performance-based fees. ADS estimates the amount of variable consideration to which it will be entitled in a manner that reflects the likelihood and magnitude of a revenue reversal.

If a contract includes more than one performance obligation, ADS allocates the transaction price to each performance obligation based on its standalone selling price. When standalone selling prices are not directly observable, ADS estimates them using methods that may include cost-plus margin, market assessment, or residual approach, considering the Customer’s perceived value of each service.

ADS recognizes revenue when (or as) a performance obligation is satisfied, i.e., when the control of the promised good or service is transferred to the Customer. For ongoing services, revenue is recognized over time, reflecting the continuous transfer of services. For services performed at a specific point in time, revenue is recognized upon completion of the service. The pattern of revenue recognition is determined based on when the Customer obtains control of the promised good or service, which for advisory services is typically throughout the contract, and for transaction-based services (like insurance commissions or fees for specific planning activities), is at the point in time when the transaction is executed, or the service is rendered. If we receive payments before services, we defer and recognize them as revenue when we are satisfied with our performance obligation. Advisory revenue includes fees charged to clients in advisory accounts for which we are the licensed investment advisor. We bill advisory fees weekly.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Investment and Brokerage Business

Alchemy Markets Ltd (Alchemy Malta) and Alchemy Prime Ltd (Alchemy UK) are providers of trading services and solutions specializing in over-the-counter (“OTC”) and exchange-traded markets for European markets. Malta Financial Services Authority (MFSA) regulates Alchemy Malta with authorized countries, including Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Liechtenstein, Netherlands, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden. The Financial Conduct Authority (FCA) regulates Alchemy UK in authorized countries, including England, Scotland, Wales, and Northern Ireland.

The Company operates its investment and brokerage business in two segments: retail and institutional (“clients” or “customers”). Through its retail and institutional segment, the Company provides its customers (individuals) around the world with access to a diverse range of global financial markets, including spot forex, precious metals, spread bets, and contracts for difference (“CFDs”) on currencies, commodities, indices, individual equities, cryptocurrencies, bonds, and interest rate products, as well as OTC options. The FCA defines a retail customer as a client who is not a professional or an eligible counterparty. A professional client is an entity that must be authorized or regulated to operate in the financial markets. According to the MFSA, a retail client is a client who is not a professional client or an eligible counterparty. A professional client possesses the knowledge, experience, and expertise to assess risks and make informed investment decisions.

We recognize Investment and Brokerage revenue through the principal model following the guidance outlined in ASC 606, Revenues from Contracts with Customers. The Company primarily generates revenue through market-making and trading execution services for its clients, known as Investment and Brokerage Revenues. The Investment and Brokerage revenue is the Company’s largest source of revenue. Investment and Brokerage revenue comprises revenue from the retail OTC business and the advisory business. OTC trading includes forex trading (“forex”), precious metals trading, CFDs, and spread betting (in markets that do not prohibit such transactions), as well as other financial products.

We realize gains or losses when we liquidate customer transactions. We revalue unrealized gains or losses on trading positions at prevailing market rates at the date of the balance sheet. We include them in Receivables from brokers, Payables to customers, and Payables to brokers on the Consolidated Balance Sheets. We record changes in net unrealized gains or losses in Investment and Brokerage revenue on the Consolidated Statements of Operations and Comprehensive (Loss)/Income. We record Investment and Brokerage revenue on a trade date basis.

We also generate business through an agency model by earning commissions and spreads for executing customer trades. We book these revenues on a trade-date basis. The Company acts as an agent concerning clearing trades, but is the principal on fees paid to introducing brokers. The Company does not assume any market-making risk related to customer trades in this business.

Net interest revenue consists primarily of the revenue generated by the Company’s cash and customer cash held at banks, as well as funds on deposit as collateral with the Company’s liquidity providers, less interest paid to the Company’s customers.

We record interest revenue and interest expense when earned and incurred, respectively.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Research and Development (R and D) Cost

The Company acknowledges that future benefits from research and development (R and D) are uncertain; therefore, we cannot capitalize on R and D expenditures. The GAAP accounting standards require us to expense all research and development expenditures as incurred. For the Three Months ended March 31, 2025, and 2024, the Company incurred R and D costs of $0 and $0. The R and D costs in the previous period were based on an evaluation of the technological feasibility costs of the Condor Investing and Trading App.

Impairment of Long-Lived Assets

The Company reviews long-lived assets for impairment in accordance with FASB ASC 360, Property, Plant, and Equipment. Under the standard, long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. An impairment charge is recognized when the asset’s carrying value exceeds the fair value. There were no impairment charges as of March 31, 2025, and December 31, 2024.

Software Development Costs

According to ASC 985-20, Software development costs, including expenses incurred to develop software sold, leased, or otherwise marketed, are capitalized after establishing technological feasibility, if significant. The Company amortizes the capitalized software development costs using the straight-line method over the estimated useful life of the application software. By the end of February 2016, the Company completed the technical feasibility of the Condor FX Back Office, Condor Pro Multi-Asset Trading Platform Version, and Condor Pricing Engine. The Company established the technical feasibility of the Digital Assets Web Trader Platform in February 2018. The Company completed the technical feasibility of the Condor Investing and Trading App in January 2021.

The Company estimates the useful life of the software to be three (3) years.

The Company is developing the Condor Investing and Trading App. The Company is currently capitalizing on the costs associated with the development. The R and D costs in the period ending September 30, 2022, were incurred in evaluating the technological feasibility of the Robo Advice Platform. The R and D costs in the period ending December 31, 2022, were incurred while evaluating the technological feasibility of the Condor Investing and Trading App. There were no R and D costs for the three months ending March 31, 2025, and 2024.

The Company capitalizes major costs incurred during the application development stage for internal-use software.

Foreign Currency Translation and Re-measurement

The Company translates its foreign operations into US dollars in accordance with ASC 830, “Foreign Currency Matters.” Gains or losses resulting from translating the foreign currency financial statements are accumulated as a separate component of accumulated other comprehensive income (“AOCI”) in the Company’s stockholders’ equity and noncontrolling interests. Transaction gains and losses resulting from exchange rate changes on transactions denominated in currencies other than the functional currency of the applicable subsidiary are included in the Consolidated Statements of Income, within “Other (income) expense, net”, in the year in which the change occurs.

We have translated the local currency of ADS and AML in the Australian Dollar (AUD), Euro Dollar (EUR), and British Pound (GBP), respectively, into US$1.00 at the following exchange rates for the respective dates:

The exchange rate at the reporting end date:

SCHEDULE OF EXCHANGE RATE

Average exchange rate for the period:

ADS’ functional currency is AUD, and the reporting currency is the US dollar. AML’s functional currency is the EUR, and its reporting currency is the US dollar. APL’s functional currency is GBP, and its reporting currency is US dollars.

The Company translates its records into USD as follows:

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Basic and Diluted Income (Loss) per Share

The Company follows ASC 260, Earnings Per Share, to account for earnings per share. Basic earnings per share (“EPS”) calculations are determined by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. As of March 31, 2025, and 2024, the Company had weighted 422,729,173 and 389,084,729 basic and dilutive shares issued and outstanding.

During the period ended March 31, 2025, common stock equivalents were dilutive due to net income. Hence, they were considered in the computation.

During the period ended March 31, 2024, common stock equivalents were dilutive due to net income. Hence, they were considered in the computation.

Recent Accounting Pronouncements

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific requirements. ASU 2014-09 establishes a five-step revenue recognition process; an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows from customers’ contracts. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which defers the effective date of ASU 2014-09 by one (1) year. The Company adopted ASC 606 using the modified retrospective method, applying it to all contracts not completed as of January 1, 2019. The Company presents results for reporting periods beginning after January 1, 2019, under ASC 606, while prior period amounts are reported in accordance with legacy GAAP. Refer to Note 2, Revenue from Major Contracts with Customers, for further discussion on the Company’s accounting policies for revenue sources within the scope of ASC 606.