NOTE 23 - SUBSEQUENT EVENTS

In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before consolidated financial statements are issued, the Company has evaluated all events or transactions that occurred after June 30, 2026, up through the date the Company issued the audited consolidated financial statements.

Highway International Pte. Ltd. Memorandum of Understanding

On August 26, 2026, the Company, through its wholly owned Singapore subsidiary, Verde Resources Asia Pacific Pte. Ltd., entered into a Memorandum of Understanding (the “Highway MoU”) with Highway International Pte. Ltd. (“Highway”) relating to the proposed deployment, validation, commercialization and licensing of the Company’s engineered biochar carbon platform in Singapore, including planned pilot projects. Subject to successful pilot validation and other conditions, the parties contemplate entering into a definitive licensing arrangement for Singapore. In connection with these planned commercialization activities, the Company currently anticipates restarting and ramping up operations at its BioFraction facility in Sabah, Borneo during 2027. The timing and extent of the ramp-up will depend on the progress of planned pilot projects and resulting demand for the Company’s engineered biochar. As of the date of these financial statements, the parties have not entered into a definitive licensing agreement and the Company cannot reasonably estimate the financial effect, if any, of the Highway MoU.

VERDE RESOURCES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

C-Twelve Funding Commitment

As previously disclosed in Note 3, pursuant to the Joint Development Agreement with C-Twelve and related addendum, the Company committed, subject to the terms of the agreement, to pay an additional license fee of $1.0 million and provide financing of at least $2.0 million, bearing interest at the lowest applicable federal rate, within 30 days following the listing of the Company’s Common Stock on a U.S. national securities exchange. The agreement further provided that, if the required funding was not obtained by July 31, 2026, C-Twelve could, upon ten business days’ notice, hold the Company in breach of the Joint Development Agreement.

The Company did not provide the required funding by July 31, 2026. As of the date of issuance of these consolidated financial statements, C-Twelve has not provided notice declaring the Company in breach of the Joint Development Agreement.

Master Commercialization and Collaboration Agreement

On July 1, 2026, Verde Renewables entered into a MCCA with Ergon, whereby Verde Renewables shall act as a supplier of biochar to Ergon on a preferred vendor basis and provide carbon credit monetization and related services to Ergon, and Ergon shall endeavor to use its good faith efforts to develop, manufacture, and market products containing the Company’s engineered biochar, with the initial Ergon-Verde Product being a cold mix road paving product. See Note 3 Strategic Commercial Agreements, for details on this agreement.