10-Q: SEATech Ventures Reports Q1 Profit Driven by Asset Sale Amidst Zero Revenue and Going Concern Doubts
Quarterly Report
SEATech Ventures Corp. posted a net profit of $7,417 for the first quarter of 2025, primarily due to a one-time gain from an investment sale, while reporting no operational revenue and facing significant going concern uncertainties.
Summary
- SEATech Ventures Corp. reported a net profit of $7,417 for the three months ended March 31, 2025, a substantial improvement from a net loss of $43,565 in the same period of 2024.
- The reported profit was primarily attributable to a $38,432 gain on the disposal of an investment in JOCOM Holdings Corp.
- The company generated no revenue from its core business activities in both the first quarter of 2025 and 2024.
- Cash and cash equivalents decreased significantly to $5,702 as of March 31, 2025, from $12,330 at December 31, 2024.
- Net cash used in operating activities increased to $45,825 for Q1 2025, up from $14,472 in Q1 2024, indicating a higher operational cash burn.
- The company continues to operate with an accumulated deficit, which stood at $1,046,418 as of March 31, 2025.
- Management identified material weaknesses in internal control over financial reporting, including inadequate segregation of duties and insufficient written policies.
- The acquisition of Just Supply Chain Limited (JSCL), for which 21,831,660 shares were issued, was cancelled in May 2024, with shares subsequently returned and cancelled by November 2024.
- The company issued 42,500 common shares to four investors at $1.00 per share in April 2025, which were backdated to be effective as of March 31, 2025.
Sentiment
Score: 3
Explanation: The sentiment is largely negative despite a reported net profit, as the profit is non-operational and derived from a one-time asset sale. The company has zero revenue from its core business, increasing operational cash burn, dwindling cash reserves, a significant accumulated deficit, and material weaknesses in internal controls, all of which raise substantial doubt about its going concern ability. The underlying business health is poor.
Positives
- The company achieved a net profit of $7,417 for the three months ended March 31, 2025, a significant turnaround from a $43,565 net loss in the prior year period.
- A substantial gain of $38,432 was recognized from the sale of investment in JOCOM Holdings Corp., contributing directly to the net profit.
- General and administrative expenses decreased to $31,674 in Q1 2025 from $43,540 in Q1 2024, reflecting reduced personnel and office costs.
- Total current liabilities decreased to $346,660 as of March 31, 2025, from $404,744 at December 31, 2024.
- The total stockholders' deficit was reduced to $(335,342) from $(385,173) over the quarter.
Negatives
- The company reported zero revenue from its business mentoring, nurturing, incubation, and corporate development advisory services for both Q1 2025 and Q1 2024.
- Net cash used in operating activities significantly increased to $45,825 in Q1 2025 from $14,472 in Q1 2024, indicating a worsening operational cash burn.
- Cash and cash equivalents declined by over 50% to $5,702 as of March 31, 2025, from $12,330 at December 31, 2024.
- The company continues to have a substantial accumulated deficit of $1,046,418, raising concerns about its long-term financial viability.
- The net profit was entirely dependent on a one-time gain from an investment sale, rather than sustainable operational performance.
- Total assets decreased to $11,318 from $19,571 over the quarter.
Risks
- The company's ability to continue as a going concern is in substantial doubt due to its accumulated deficit of $1,046,418 and negative operating cash flow of $45,825 for the period ended March 31, 2025.
- Continued operations are dependent upon improving profitability and securing ongoing financial support from its Chief Executive Officer cum shareholder or external financing.
- There is no assurance that future financing, if needed, will be available or on terms satisfactory to the company, potentially leading to undue restrictions or substantial dilution for stockholders.
- Material weaknesses exist in internal control over financial reporting, specifically inadequate segregation of duties and effective risk assessment, and insufficient written policies and procedures for accounting and financial reporting.
- The company has not generated any revenue from its principal business activities, indicating a lack of sustainable income generation.
Future Outlook
Management expects increased levels of operating activities going forward to result in more significant cash flows. They also anticipate that initiatives to remediate material weaknesses in internal controls, such as segregating duties and increasing accounting expertise, will be at least partially, if not fully, implemented by the end of fiscal year 2025. The company's ability to continue as a going concern is dependent on improving profitability and securing continuing financial support from its CEO/shareholder or external financing.
Management Comments
- "The significant increase in net profit during this period due to large income recognized from the profit on sale of investment of $38,433 for the three months ended March 31, 2025."
- "The lack of change in revenue is because the Company did not perform any business activities during the three months ended March 31, 2025."
- "Management believes the existing shareholder or external financing will provide the additional cash to meet the Company’s obligations as they become due."
- "We expect increased levels of operating activities going forward will result in more significant cash flows."
- "We plan to create a position to segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function."
- "We intend to add staff members to our management team for making sure that information required to be disclosed in our reports filed and submitted under the Exchange Act is recorded, processed, summarized and reported as and when required and will the staff members will have segregated responsibilities with regard to these responsibilities."
- "We anticipate that these initiatives will be at least partially, if not fully, implemented by the end of fiscal year 2025."
Industry Context
SEATech Ventures Corp. operates in the technology industry, specifically focusing on information and communication technology (ICT) through business mentoring, nurturing, incubation, and corporate development advisory services. The company's appointment as a listing sponsor for Green-X, a Shariah-Compliant ESG Digital Asset Exchange, aligns with the growing trend of asset tokenization, which BCG projects to reach $16.1 trillion by 2030. However, the company's current lack of operational revenue from its core services suggests it has yet to capitalize effectively on these industry trends or establish a sustainable business model within its stated focus areas.
Comparison to Industry Standards
- NA
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | Mr. Prabodh Kumar A/L Kantilal H. Sheth | NA | 2024-05-08 | Resignation |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Identified Material Weaknesses in Internal Control | Inadequate segregation of duties and effective risk assessment; insufficient written policies and procedures for accounting and financial reporting with respect to US GAAP and SEC guidelines. | 2025-03-31 | These weaknesses are reasonably likely to adversely affect the company's ability to record, process, summarize, and report financial information accurately and timely. |
| Remediation Initiatives | Plans to create a position for duty segregation, increase accounting personnel and technical expertise, and add staff for disclosure compliance. | Ongoing, anticipated completion by end of fiscal year 2025 | Aims to enhance internal controls and improve financial reporting reliability, but success and timeline are not guaranteed. |
Legal Proceedings
- The company knows of no material, active, or pending legal proceedings against it, nor is it involved as a plaintiff in any material proceedings or pending litigation.
Related Party Transactions
- Accounts receivable from catTHIS Holdings Corp. (an investee where the company owns 14.99% interest) is $0, net of a $115,000 allowance for expected credit loss.
- Account payable of $285,200 is due to GreenPro Financial Consulting Limited, a wholly-owned subsidiary of GreenPro Capital Corp. (GRNQ), which owns 27.55% shareholding in SEATech Ventures Corp.
- Other payables to directors and executive officers for salary and director fees include $6,250 to Mr. Chin Chee Seong (CEO), $500 to Mr. Tan See Meng (Director), and $1,250 to Mr. Prabodh Kumar A/L Kantilal H. Sheth (former CFO).
- Other payables for professional fees include $5,200 to Asia UBS Global Limited, a related party.
- Investments in related parties include AsiaFIN Holdings Corp. ($1,015, 12.26% interest) and catTHIS Holdings Corp. ($1,900, 14.99% interest). The investment in JOCOM Holdings Corp. was sold.
- General and administrative expenses include executive compensation of $3,750 to Mr. Chin Chee Seong and $1,500 to Mr. Tan See Meng.
- Non-executive director compensation includes $1,500 to Mr. Cheah Kok Hoong.
- Company secretary fees of $3,000 and professional fees of $2,200 were paid to Asia UBS Global Limited.
Stakeholder Impact
- **Shareholders:** Face significant dilution risk if future equity financing is pursued due to the company's going concern issues and lack of operational revenue. The reported profit is not sustainable, potentially misleading investors.
- **Employees/Management:** Personnel costs were reduced, contributing to lower G&A expenses, but the company's financial instability could impact job security and compensation.
- **Creditors:** The company's negative operating cash flow and accumulated deficit indicate a high risk for creditors, although total liabilities decreased slightly.
- **Customers:** The lack of revenue from core business activities suggests minimal or no active customer engagement in its advisory and incubation services, potentially impacting its market reputation and future growth prospects.
Next Steps
- Management plans to create a new position to segregate duties and increase personnel resources and technical accounting expertise within the accounting function.
- Management intends to add staff members to the management team to ensure timely and accurate disclosure compliance.
- These internal control remediation initiatives are anticipated to be at least partially, if not fully, implemented by the end of fiscal year 2025.
Key Dates
| Date | Description |
|---|---|
| 2018-04-02 | SEATech Ventures Corp. incorporated as a Nevada limited liability company; Mr. Chin Chee Seong purchased 100,000 shares of restricted common stock. |
| 2018-05-02 | Company acquired 100% interest in SEATech Ventures Corp., a private limited liability company incorporated in Labuan, Malaysia. |
| 2018-05-14 | Company issued 20,000,000 shares of restricted common stock to Mr. Chin Chee Seong and Mr. Seah Kok Wah. |
| 2018-08-07 | Company issued 10,000,000 shares of restricted common stock to Greenpro Venture Capital Limited. |
| 2018-08-08 | Company issued 30,000,000 shares of restricted common stock to Greenpro Asia Strategic Fund SPC. |
| 2018-08-27 | Company issued 10,000,000 shares of restricted common stock to STVC Talent Sdn. Bhd. |
| 2018-09-07 | Company sold 750,000 shares of restricted common stock to 2 shareholders. |
| 2018-09-12 | Company sold 466,667 shares of restricted common stock to a shareholder. |
| 2018-09-21 | Start date of period during which company sold 860,000 shares to 44 shareholders. |
| 2018-11-29 | End date of period during which company sold 860,000 shares to 44 shareholders. |
| 2018-12-21 | SEATech Ventures Corp. (Malaysia) acquired 100% interest in SEATech Ventures (HK) Limited. |
| 2019-06-12 | Start date of period during which company issued 343,200 shares through IPO to 70 non-US residents. |
| 2019-12-24 | Company invested in AsiaFIN Holdings Corp. during private placement stage. |
| 2020-05-04 | End date of period during which company issued 343,200 shares through IPO to 70 non-US residents. |
| 2021-06-01 | Company invested in JOCOM Holdings Corp. during private placement stage. |
| 2021-08-30 | Company invested in catTHIS Holdings Corp. during private placement stage. |
| 2021-10-04 | SEATech Ventures (HK) Limited subscribed 60% of the equity interests in SEATech Bigorange CVC Sdn. Bhd. |
| 2022-01-03 | SEATech Ventures (HK) Limited acquired 100% equity interest of SEATech Ventures Sdn. Bhd. from CEO. |
| 2022-02-22 | SEATech Bigorange CVC Sdn. Bhd. changed its company name to SEATech CVC Sdn. Bhd. |
| 2022-02-25 | SEATech Ventures (HK) Limited further acquired 40% of the equity interests in SEATech CVC Sdn. Bhd. |
| 2022-09-20 | Greenpro Capital Corp. appointed SEATech Ventures (HK) Limited as a listing sponsor for Green-X. |
| 2023-07-12 | Company entered into an agreement to acquire 100% of Just Supply Chain Limited (JSCL). |
| 2023-10-13 | Company issued 21,831,660 shares of restricted common stock for the acquisition of JSCL. |
| 2023-12-14 | Mr. Tan See Meng appointed Executive Director; Mr. Prabodh Kumar A/L Kantilal H. Sheth appointed Chief Financial Officer. |
| 2024-01-24 | Company sold all 5,500,000 shares of JOCOM Holdings Corp. to an unrelated party. |
| 2024-02-06 | Divestment of investment in Celmonze Wellness Corporation due to restructuring. |
| 2024-05-06 | Acquisition of Just Supply Chain Limited (JSCL) was cancelled. |
| 2024-05-08 | Mr. Prabodh Kumar A/L Kantilal H. Sheth tendered his resignation as Chief Financial Officer. |
| 2024-07-01 | The 21,831,660 shares issued for JSCL acquisition were returned to the Company and held as treasury shares. |
| 2024-11-12 | Cancellation of the 21,831,660 shares previously held as treasury shares from the JSCL acquisition. |
| 2024-12-31 | Audited balance sheet date for comparison. |
| 2025-03-31 | End of the current quarterly reporting period. |
| 2025-04-18 | Company issued 42,500 shares of common stock to four investors at $1.00 per share, backdated to March 31, 2025. |
| 2025-05-15 | Latest practicable date for common stock shares outstanding (92,562,343 shares). |
| 2025-05-28 | Date of filing of the Form 10-Q. |
Recommendation
strong sellKeywords
SEATech Ventures Corp., SEAV, 10-Q, Quarterly Report, Financial Results, Net Profit, Operating Loss, Cash Flow, Going Concern, Internal Controls, SEC Filing, Investment Sale, ICT Industry, Business Mentoring, Corporate Advisory, Accumulated Deficit, Share Issuance
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