Society Pass rporated(SOPA) - 2025 Q2 - Quarterly Report

PART I FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Presents Society Pass Inc.'s unaudited condensed consolidated financial statements and notes for Q2 2025 and FY 2024 Condensed Consolidated Balance Sheets Presents the company's financial position, assets, liabilities, and equity for June 30, 2025, and Dec 31, 2024 | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :-------------------------------- | :-------------------------- | :-------------------------- | | Assets | | | | Total current assets | $22,584,634 | $14,475,912 | | Total non-current assets | $6,607,811 | $6,803,789 | | TOTAL ASSETS | $29,192,445 | $21,279,701 | | Liabilities | | | | Total current liabilities | $26,495,765 | $23,230,652 | | Total non-current liabilities | $446,776 | $461,754 | | TOTAL LIABILITIES | $26,942,541 | $23,692,406 | | Equity (Deficit) | | | | Total equity (deficit) | $2,249,904 | $(2,412,705) | | TOTAL LIABILITIES AND EQUITY (DEFICIT) | $29,192,445 | $21,279,701 | - Total assets increased by approximately $7.9 million from December 31, 2024, to June 30, 2025, primarily driven by an increase in current assets, specifically 'Deposits, prepayments and other receivables'[9] - The company's total equity shifted from a deficit of $(2,412,705) as of December 31, 2024, to a positive equity of $2,249,904 as of June 30, 2025[10] Condensed Consolidated Statements of Operations and Other Comprehensive Loss Details revenues, costs, expenses, and net income (loss) for Q2 and H1 2025 and 2024 periods | Metric | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :------------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Total revenue | $2,501,494 | $1,710,510 | $3,974,998 | $3,557,589 | | Total cost of revenue | $(1,088,436) | $(1,246,205) | $(2,096,313) | $(2,600,635) | | Gross income | $1,413,058 | $464,305 | $1,878,685 | $956,954 | | Loss from operations | $(152,589) | $(2,155,194) | $(2,018,539) | $(5,046,855) | | Total other income, net | $705,708 | $215,324 | $726,580 | $268,871 | | NET INCOME (LOSS) | $552,384 | $(1,943,754) | $(1,293,264) | $(4,782,978) | | NET INCOME (LOSS) ATTRIBUTABLE TO SOCIETY PASS INCORPORATED | $479,008 | $(1,938,343) | $(1,362,080) | $(4,778,268) | | Basic EPS | $0.09 | $(0.73) | $(0.30) | $(1.91) | | Diluted EPS | $0.10 | $(0.73) | $(0.30) | $(1.91) | - The company reported a net income of $552,384 for the three months ended June 30, 2025, a significant improvement from a net loss of $(1,943,754) in the same period of 2024[12] - For the six months ended June 30, 2025, the net loss decreased to $(1,293,264) from $(4,782,978) in the prior year, driven by increased revenue and higher gross income[12] Condensed Consolidated Statements of Stockholders' Equity Outlines changes in shareholders' equity (deficit) for Q2 and H1 2025 and 2024, covering stock and capital | Equity Component | Balance at Jan 1, 2025 | Balance at June 30, 2025 | Balance at Jan 1, 2024 | Balance at June 30, 2024 | | :----------------------------------- | :--------------------- | :----------------------- | :--------------------- | :----------------------- | | Common Stock (Amount) | $372 | $531 | $222 | $297 | | Additional Paid-in Capital | $108,037,513 | $114,698,365 | $105,606,538 | $107,110,405 | | Accumulated Other Comprehensive Income (Loss) | $272,917 | $(380,449) | $(242,129) | $269,715 | | Accumulated Deficit | $(110,161,683) | $(111,488,907) | $(99,272,691) | $(104,710,865) | | Total Equity (Deficit) | $(2,412,705) | $2,249,904 | $5,029,162 | $2,114,953 | - Total equity shifted from a deficit of $(2,412,705) at the beginning of 2025 to a positive equity of $2,249,904 by June 30, 2025, primarily due to increases in additional paid-in capital[14][15] - Additional paid-in capital increased by over $6.6 million during the first six months of 2025, reflecting new equity offerings and convertible notes[14][15] Condensed Consolidated Statements of Cash Flows Details cash flows from operating, investing, and financing activities for H1 2025 and 2024 | Cash Flow Activity | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :----------------------------------- | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(5,804,617) | $(3,226,057) | | Net cash used in investing activities | $(4,095) | $0 | | Net cash provided by financing activities | $6,458,157 | $325,619 | | Effect on exchange rate change | $(64,619) | $64,293 | | NET CHANGE IN CASH AND CASH EQUIVALENTS | $584,826 | $(2,836,145) | | CASH AND CASH EQUIVALENT AT END OF PERIOD | $8,268,805 | $887,837 | - Net cash used in operating activities increased to $(5,804,617) for the six months ended June 30, 2025, from $(3,226,057) in the prior year[17] - Net cash provided by financing activities significantly increased to $6,458,157 in 2025, primarily from convertible notes, ATM equity offerings, and private placements, compared to $325,619 in 2024[17] Notes to Condensed Consolidated Financial Statements Detailed explanations and disclosures supporting financial statements, covering business, policies, and performance NOTE－1 DESCRIPTION OF BUSINESS AND ORGANIZATION Society Pass Inc., established 2018, operates in SEA via subsidiaries, focusing on e-commerce, marketing, and travel - Society Pass Incorporated was incorporated in Nevada on June 22, 2018, initially as Food Society Inc., changing its name on October 3, 2018[19] - The company has made several acquisitions between 2022 and 2024, including New Retail Experience Incorporated, Dream Space Trading Company Limited (online grocery/food delivery), Gorilla Networks (food delivery/telecommunications), Thoughtful Media (digital marketing), Mangan PH Food Delivery Service Corp., Nusatrip International Pte Ltd. and PT Tunas Sukses Mandiri (online ticketing/reservation), PT Wahana Cerita Indonesia (digital marketing/event organizing), and Mekong Leisure Travel Company Company Limited and Vietnam International Travel and Service Joint Stock Company (travel agencies)[23][280] - The company effected a 1-for-15 reverse stock split on May 1, 2024, changing authorized shares to 6,333,333[26] NOTE－2 GOING CONCERN AND LIQUIDITY Addresses going concern doubts due to losses and deficits through growth, cost control, and funding - As of June 30, 2025, the Company reported a net loss of $1,293,264, a working capital deficit of $3,911,131, and an accumulated deficit of $111,488,907, raising substantial doubt about its ability to continue as a going concern[47] - Management plans to pursue business growth in digital marketing and online ticketing/reservations, maximize sales volume and margin, and continuously improve cost control across all segments[48] - The company monitors its capital structure and operating plans, evaluating potential funding alternatives to finance business development, general and administrative expenses, and growth strategy[49] NOTE－3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Details significant accounting policies for financial statements, covering revenue, assets, liabilities, and equity - The company is an 'emerging growth company' but has opted out of the extended transition period for new or revised financial accounting standards[51] - Revenue is recognized following a five-step model under ASC Topic 606, with diversified streams from e-commerce, digital marketing, online ticketing, and telecommunications[60][64] - Intangible assets are classified as indefinite-lived (not amortized, subject to impairment testing) or definite-lived (amortized over estimated useful lives of 2.5 to 5 years)[54][56][58] NOTE－4 REVENUE Categorizes revenue by recognition timing and business activity, showing growth in digital marketing and ticketing | Revenue Stream | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Sales – digital marketing | $2,064,909 | $1,528,173 | $3,248,126 | $3,080,593 | | Sales – online ticketing and reservation | $431,699 | $177,033 | $719,096 | $441,607 | | Sales – online ordering | $4,719 | $3,701 | $7,379 | $24,429 | | Sales – data | $167 | $177 | $397 | $4,743 | | Software subscription sales | $0 | $1,426 | $0 | $6,217 | | Total Revenue | $2,501,494 | $1,710,510 | $3,974,998 | $3,557,589 | - Total revenue increased by 46.2% for the three months ended June 30, 2025, and by 11.7% for the six months ended June 30, 2025, compared to the respective periods in 2024[131] - Digital marketing and online ticketing and reservation were the primary drivers of revenue growth, while online ordering and data sales decreased[131] NOTE－5 SEGMENT REPORTING The company operates in six reportable segments, with CODM reviewing results for resource allocation and performance - The company's six reportable operating segments are: Online Grocery and Food and Groceries Deliveries, Digital marketing, Online ticketing and reservation, Telecommunications Reseller, e-Commerce, and Corporate[133][137] | Segment Revenue (Six Months Ended June 30) | 2025 | 2024 | | :----------------------------------- | :--------- | :--------- | | Digital Marketing | $2,545,433 | $3,080,593 | | Online Ticketing and Reservation | $1,276,199 | $447,824 | | e-Commerce | $7,379 | $24,429 | | Telecommunication Reseller | $145,987 | $4,743 | | Online F&B and Groceries Deliveries | $0 | $0 | | Corporate | $0 | $0 | | Total Revenue | $3,974,998 | $3,557,589 | - Geographically, Singapore revenue significantly increased from $84,719 in H1 2024 to $1,152,486 in H1 2025, while US revenue decreased from $1,869,480 to $1,072,270 due to customer content restrictions[141] NOTE－6 DEPOSIT, PREPAYMENTS AND OTHER RECEIVABLES Details composition of deposits, prepayments, and other receivables, which significantly increased from Dec 2024 to June 2025 | Category | June 30, 2025 | December 31, 2024 | | :------------------------------ | :------------ | :---------------- | | Deposits | $7,102,631 | $2,370,289 | | Prepayments | $4,381,162 | $1,013,526 | | Value added tax | $138,477 | $84,301 | | Interest receivable | $0 | $5,950 | | Other receivables | $1,174,285 | $1,715,784 | | Total | $12,796,555 | $5,189,850 | - Total deposits, prepayments and other receivables increased by approximately $7.6 million from December 31, 2024, to June 30, 2025[142] - The increase was mainly driven by a substantial rise in deposits and prepayments[142] NOTE－7 INVENTORIES Inventories, primarily finished goods for e-commerce, decreased slightly from Dec 2024 to June 2025 | Category | June 30, 2025 | December 31, 2024 | | :--------------- | :------------ | :---------------- | | Finished goods | $127,843 | $157,734 | | Total Inventories | $127,843 | $157,734 | - Inventories decreased by $29,891 from December 31, 2024, to June 30, 2025[143] - All finished goods inventories are related to the e-commerce business and held by third-party logistics providers[143] NOTE－8 INTANGIBLE ASSETS Intangible assets, including software and acquired intangibles, decreased slightly from Dec 2024 to June 2025 | Asset Type | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Software platform (at cost) | $8,000,000 | $8,000,000 | | Apps development (at cost) | $1,006,460 | $932,310 | | Computer software (at cost) | $722,835 | $712,747 | | Identifiable intangible asset (at cost) | $4,965,654 | $5,100,654 | | Less: accumulated amortization | $(9,383,772) | $(9,106,664) | | Total Intangible Assets, net | $5,311,177 | $5,504,047 | - Net intangible assets decreased by $192,870 from December 31, 2024, to June 30, 2025[144] - Apps development costs increased, reflecting ongoing capitalization of IT consultancy and services for mobile apps with blockchain features[149] NOTE－9 PROPERTY, PLANT AND EQUIPMENT, NET Net property, plant, and equipment decreased from Dec 2024 to June 2025, with depreciation recorded | Category | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Computer (at cost) | $556,096 | $526,272 | | Office equipment (at cost) | $49,243 | $54,658 | | Renovation (at cost) | $521,109 | $484,475 | | Less: accumulated depreciation | $(789,580) | $(667,588) | | Total Property, Plant and Equipment, net | $347,106 | $407,871 | - Net property, plant and equipment decreased by $60,765 from December 31, 2024, to June 30, 2025[154] - Depreciation expense for the six months ended June 30, 2025, was $92,407, down from $121,477 in the same period of 2024[155] NOTE－10 AMOUNTS DUE TO RELATED PARTIES Amounts due to related parties, temporary advances from officers, increased slightly and are unsecured, non-interest bearing | Category | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Amounts due to related parties | $12,739 | $8,568 | - Amounts due to related parties increased by $4,171 from December 31, 2024, to June 30, 2025[156] - These advances are unsecured, non-interest bearing, and have no fixed terms of repayment[156] NOTE－11 ACCRUED LIABILITIES AND OTHER PAYABLES Accrued liabilities and other payables decreased significantly from Dec 2024 to June 2025, due to litigation and deposits | Category | June 30, 2025 | December 31, 2024 | | :----------------------------------- | :------------ | :---------------- | | Accrued payroll | $96,133 | $918,472 | | Accrued litigation compensation | $818,353 | $2,116,847 | | Customer deposit | $9,171,718 | $10,172,396 | | Other accruals | $2,357,729 | $1,726,252 | | Total accrued liabilities and other payables | $15,492,850 | $18,323,527 | - Total accrued liabilities and other payables decreased by approximately $2.8 million from December 31, 2024, to June 30, 2025[157] - The decrease was largely driven by a reduction in accrued litigation compensation (Narain case settled) and customer deposits[157] NOTE－12 LEASES Operating leases are accounted for under ASC 842, with new arrangements in H1 2025 and ROU assets/liabilities - As of June 30, 2025, the company recorded right-of-use assets of $809,329 and lease liabilities of $810,618[162] - Four new lease arrangements were entered into during the six months ended June 30, 2025[162] | Lease Metric | June 30, 2025 | | :----------------------------------- | :------------ | | Weighted average incremental borrowing rate | 4.90% | | Weighted average remaining life of lease | 2.14 years | | Total lease expense (6 months) | $254,298 | | Present value of lease liabilities | $810,618 | NOTE－ 13 LOAN Company loans decreased from Dec 2024 to June 2025 due to repayments, including bank and D&O insurance financing | Loan Type | June 30, 2025 | December 31, 2024 | | :---------- | :------------ | :---------------- | | Loan – A | $10,008 | $13,210 | | Loan – B | $14,262 | $99,831 | | Total Loan | $24,270 | $113,041 | - Total loans decreased by $88,771 from December 31, 2024, to June 30, 2025[166] - Loan B, for D&O insurance premium financing, had an interest expense of $2,663 for the six months ended June 30, 2025[171] NOTE－14 SHAREHOLDERS' EQUITY (DEFICIT) Details authorized and outstanding common/preferred stock, including rights, splits, IPO, and equity issuances - As of June 30, 2025, the company had 5,311,061 shares of common stock issued and outstanding, up from 3,718,030 shares on December 31, 2024[173] - During the six months ended June 30, 2025, the company issued 1,250,000 shares for its At-The-Market (ATM) equity offering program, valued at $1,879,756[183] - The company's subsidiaries issued 1,800,000 shares for convertible notes valued at $2,700,000 during the six months ended June 30, 2025, which have been fully converted into common stock[184] NOTE－15 PREFERRED STOCKS AND WARRANTS Describes various preferred stock series and their characteristics, with Series A-C1 converted and Series X remaining - All Series A, B, B-1, C, and C-1 Preferred Shares were automatically converted into common stock upon the IPO Closing[177][208][210][212][214][218] - Series X Super Voting Preferred Stock carries 10,000 votes per share but is not entitled to dividends, liquidation preference, or conversion rights, and is classified as permanent equity[198][221] - As of June 30, 2025, and December 31, 2024, there were 153,500 shares of Series X Super Voting Preferred Stocks issued and outstanding[223] NOTE－ 16 TREASURY STOCK Details the share repurchase program, revised to $3.371 million, with $235,177 remaining, and treasury stock activity - The Board authorized a $2,000,000 share repurchase program on January 25, 2023, which was revised to $3,371,000 on February 14, 2025[224] - As of June 30, 2025, $235,177 of the share repurchase program was available[225] - 150,000 Super Voting Preferred Stocks were cancelled and held as treasury stock on October 14, 2024[224] NOTE－ 17 INCOME TAXES Income tax provision for H1 2025 was $1,305, with significant NOLs in multiple jurisdictions and full valuation allowances | Tax Jurisdiction | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :--------------- | :----------------------------- | :----------------------------- | | United States | $0 | $3,102 | | Vietnam | $79 | $578 | | India | $1,162 | $1,314 | | Philippine | $64 | $0 | | Income tax expense | $1,305 | $4,994 | - The company has cumulative net operating losses (NOLs) across various jurisdictions, including $38,451,409 in the United States and $13,847,433 in Singapore, with full valuation allowances against deferred tax assets[229][231] - The company has elected to account for Global Intangible Low-Taxed Income (GILTI) as a period cost if and when incurred[246] NOTE－ 18 PENSION COSTS Details contributions to government-mandated defined contribution pension schemes, which decreased in H1 2025 - Contributions to government-mandated defined contribution pension schemes for eligible employees were $103,229 for the six months ended June 30, 2025[248] - This represents a decrease from $127,386 in contributions for the same period in 2024[248] NOTE－ 19 RELATED PARTY TRANSACTIONS Covers related party transactions, including unsecured advances from a shareholder and consistent key management salaries - Key management personnel received total salaries of $375,000 for the six months ended June 30, 2025, consistent with the prior year[250] - Professional fees paid to one officer by a subsidiary decreased from $4,682 in H1 2024 to $3,584 in H1 2025[250] - Advances from a shareholder and director for working capital are unsecured, non-interest bearing, and due on demand[249] NOTE－20 CONCENTRATIONS OF RISK The company faces concentrations of risk from major customers/vendors, credit, exchange rate, and economic/political factors | Major Customer (Six Months Ended June 30, 2025) | Revenues | Percentage of revenues | Accounts receivable | | :---------------------------------------- | :--------- | :--------------------- | :------------------ | | Customer A | $1,072,270 | 26.98% | $148,225 | | Customer B | $515,721 | 12.97% | $0 | | Major Vendor (Six Months Ended June 30, 2025) | Purchases | Percentage of purchases | Accounts payable | | :-------------------------------------- | :---------- | :---------------------- | :--------------- | | Vendor A | $257,669 | 12.29% | $9,048 | - The company is exposed to foreign exchange risk due to revenues and costs denominated in VND, SGD, PHP, INR, IDR, MYR, THB, and CNY[258] NOTE－21 COMMITMENTS AND CONTINGENCIES Details three ongoing litigations in New York, including employment actions and a counterclaim, with one partial judgment bonded - The company is litigating three cases in the Supreme Court for the State of New York, New York County, two employment actions by former employees and one counterclaim by the company[262] - In one action (Rahul Narain), a partial summary judgment was granted against the company for $1,082,078.91, which the company has bonded and appealed[263] - Another litigation (Thomas O'Connor) involves claims for salary, expense reimbursement, and stock, with a partial summary judgment granted regarding stock shares, but the value is still contested[264] NOTE－22 SUBSEQUENT EVENTS No material subsequent events were identified for disclosure up to the date the consolidated financial statements were issued - No material subsequent events were identified for disclosure up to the date the financial statements were issued[269] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management's perspective on financial condition, operations, liquidity, and capital resources, reiterating critical policies BASIS OF PRESENTATION Discussion should be read with unaudited condensed consolidated financial statements in 10-Q and audited 2024 10-K - The discussion should be read with the unaudited condensed consolidated financial statements in this 10-Q and the audited consolidated financial statements in the 2024 Form 10-K[271] Overview Society Pass Inc. builds a digital ecosystem and loyalty platform in SEA and China through acquisitions and vertical operations - Society Pass is building a next-generation digital ecosystem and loyalty platform in Southeast Asia (SEA) and China through acquisitions of e-commerce platforms and mobile applications[273][274] - The company operates in key verticals: loyalty, lifestyle (Leflair), telecommunications (Gorilla), digital marketing (Thoughtful Media Group), and travel (Nusatrip Group)[275][277][278][279][282] - The loyalty platform aggregates consumer data to increase sales through cross-pollination, customer re-targeting, and cross-promotions[276] Financial Condition As of June 30, 2025, the company held $8.2 million in cash and reported improved stockholders' equity of $2.4 million | Metric | June 30, 2025 | | :----------------------------------- | :------------ | | Cash and cash equivalents | $8,218,805 | | Restricted cash | $50,000 | | Accounts receivable | $1,064,164 | | Deposits, prepayments and other receivables | $12,796,555 | | Inventories | $127,843 | | Contract assets | $327,267 | | Deferred tax assets | $58,350 | | Stockholders' equity | $2,448,429 | - Stockholders' equity improved to $2,448,429 as of June 30, 2025, from a deficit, driven by an increase in additional paid-in capital[302] Results of Operations Significant revenue growth and reduced net loss for Q2 and H1 2025, driven by digital marketing, higher margins, and cost control | Metric | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :------------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenue, net | $2,501,494 | $1,710,510 | $3,974,998 | $3,557,589 | | Gross income | $1,413,058 | $464,305 | $1,878,685 | $956,954 | | Gross income margin | 56% | 27% | 47% | 27% | | General and administrative expenses | $(1,492,311) | $(2,461,968) | $(3,765,190) | $(5,707,639) | | NET INCOME (LOSS) | $552,384 | $(1,943,754) | $(1,293,264) | $(4,782,978) | - Revenue increased by 46.2% for the three months and 11.7% for the six months ended June 30, 2025, primarily from digital marketing and online ticketing and reservations[289][290] - Gross income margin significantly improved to 56% (3 months) and 47% (6 months) in 2025, up from 27% in 2024, due to higher margin digital marketing business[294] - Net income for the three months ended June 30, 2025, was $552,384, a substantial improvement from a net loss of $(1,943,754) in the prior year, driven by increased revenue, higher margins, decreased G&A expenses, and other income from waiver of long overdue refund payables[299] Liquidity and Capital Resources Liquidity improved in H1 2025 with increased cash from financing activities, offsetting higher cash used in operations | Cash Flow Activity | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :----------------------------------- | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(5,804,617) | $(3,226,057) | | Net cash used in investing activities | $(4,095) | $0 | | Net cash provided by financing activities | $6,458,157 | $325,619 | | Net change in cash and cash equivalents | $584,826 | $(2,836,145) | | Cash and cash equivalent at end of period | $8,268,805 | $887,837 | - Net cash provided by financing activities increased significantly to $6,458,157 in H1 2025, mainly from convertible notes ($4,300,002), ATM program ($1,938,469), and private placement ($300,000)[310] - The company believes it has sufficient liquidity for at least one year and expects to continue relying on financing from public or private offerings[303][307] Critical Accounting Policies and Estimate Reiterates critical accounting policies and estimates, consistent with Note 3, covering revenue, business combinations, and assets - The critical accounting policies and estimates are consistent with those described in Note 3 to the Condensed Consolidated Financial Statements[312] - Significant estimates include allowance for doubtful accounts, incremental borrowing rate for leases, valuation and useful lives of intangible assets, impairment of long-lived assets, and revenue recognition[312] Item 3. Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, Society Pass Inc. is not required to disclose quantitative and qualitative market risk - The company is not required to provide quantitative and qualitative disclosures about market risk under Regulation S-K[393] Item 4. Controls and Procedures Management concluded disclosure controls and procedures were not effective as of June 30, 2025, with no material changes - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were not effective at the reasonable assurance level as of June 30, 2025[394] - No material changes in internal control over financial reporting occurred during the period ended June 30, 2025[395] PART II OTHER INFORMATION Item 1. Legal Proceedings The company is involved in various legal proceedings, with management not anticipating a material effect on financial results - Material legal proceedings are described in Note 21, 'Commitments and Contingencies,' of the financial statements[398] - Management does not anticipate that the ultimate liability from pending legal matters will have a material effect on the company's financial condition, results of operations, or cash flows[397] Item 1A. Risk Factors No material changes to risk factors from the April 16, 2025 Form 10-K, with potential for future disclosures - No material changes to the risk factors disclosed in the Form 10-K filed on April 16, 2025, have occurred[399] - Additional risk factors not presently known or deemed immaterial may impair the business or results of operations[399] Item 2. Unregistered sales of Equity Securities and Use of Proceeds This item is not applicable to the company for the reporting period - This item is not applicable[400] Item 3. Defaults Upon Senior Securities This item is not applicable to the company for the reporting period - This item is not applicable[400] Item 4. Mining Safety Disclosure This item is not applicable to the company for the reporting period - This item is not applicable[401] Item 5. Other Information No other information to report under this item for the reporting period - No other information to report[402] Item 6. Exhibits Lists exhibits filed with Form 10-Q, including certifications from CEO and CFO, and Inline XBRL documents - Exhibits include certifications (31.1, 31.2, 32.1) and Inline XBRL documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104)[404] SIGNATURES The Form 10-Q is signed by the CEO and CFO of Society Pass Incorporated on August 13, 2025 - The report was signed by Raynauld Liang, Chief Executive Officer, and Yee Siong Tan, Chief Financial Officer, on August 13, 2025[407]