What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-11-14 compared with 2022-08-15 · 785 added, 646 removed, 1472 unchanged (49% of the section changed)

Financial Statements.

EHome International Inc.

and Subsidiaries

Consolidated Balance Sheets

September 30, 2022

December 31, 2021

Current Assets:

2 unchanged sentences

Other Receivables

Note Receivables - Related

Note Receivables - Related Parties

Prepaid Expense

Investment in Securities

at Fair Value

Investment in Securities

at Equity Method

Investment in Securities at Fair Value

Investment in Securities at Cost

Investment in Securities at Equity Method

Total Current Assets

2 unchanged sentences

Operating Lease Right-Of-Use Asset

Property and Equipment,

Property and Equipment, Net

$ 164,664,506

2 unchanged sentences

Current Liabilities:

Accounts Payable and Accrued

Accounts Payable and Accrued Expenses

Deferred Revenue

2 unchanged sentences

Notes Payable

Payable - Related Parties

Notes Payable - Related Parties

Total Current Liabilities

Long-Term Liabilities:

Lease Liability

Operating Lease Liability

Total Liabilities

1 unchanged sentence

Preferred Stock, $ 0.001

25,000,000 shares authorized, none issued and outstanding

Common Stock, $ 0.001

25,000,000 shares

authorized, none issued and outstanding

Stock, $ 0.001 par value;

250,000,000 shares authorized;

and 87,368,446

shares issued and outstanding on June 30, 2022 and December 31,

2021, respectively

148,507,188 and 87,368,446 shares issued and outstanding on September 30, 2022 and December 31, 2021, respectively

Additional Paid in Capital

2 unchanged sentences

( 148,233,473 )

Other Comprehensive Income

Total Alset EHome International

Stockholders’ Equity

Non-controlling

Accumulated Other Comprehensive Income

Total Alset Inc.

Stockholders' Equity

Liabilities and Stockholders’ Equity

Non-controlling Interests

Total Stockholders' Equity

Total Liabilities and Stockholders' Equity

$ 164,664,506

1 unchanged sentence

accompanying notes to condensed consolidated unaudited financial statements.

EHome International Inc.

and Subsidiaries

Consolidated Statements of Operations and Other Comprehensive Loss

the Three and Six Months Ended June 30, 2022 and 2021

Months Ended on June 30,

Digital Transformation

Technology – related party

the Three and Nine Months Ended September 30, 2022 and 2021

Three Months Ended on September 30,

Nine Months Ended on September 30,

Digital Transformation Technology - related party

Total Revenue

1 unchanged sentence

Cost of Sales

and Administrative

General and Administrative

Total Operating Expenses

3 unchanged sentences

( 5,030,706 )

( 5,082,288 )

Other Income (Expense)

1 unchanged sentence

Interest Expense

Foreign Exchange Transaction

Unrealized Loss on Securities

Foreign Exchange Transaction Gain (Loss)

Unrealized Loss on Securities Investment

( 11,006,833 )

2 unchanged sentences

( 35,972,445 )

Realized Loss (Gain) on

Securities Investment

Realized Loss on Securities Investment

( 2,515,949 )

( 6,500,573 )

Loss on Investment on Security

by Equity Method

Finance Costs

( 2,218,988 )

(Loss) Gain on Investment on Security by Equity Method

Finance Costs

( 50,871,869 )

(Expense) Income

Total Other Expense, Net

8 unchanged sentences

( 92,324,612 )

Income Tax Expense

Income Tax Benefit (Expense)

( 13,081,391 )

6 unchanged sentences

( 12,771,919 )

Net Loss Attributable

to Common Stockholders

Net Loss Attributable to Common Stockholders

$ ( 11,712,126 )

3 unchanged sentences

Other Comprehensive Loss, Net

Unrealized Loss on Securities

Currency Translation Adjustment

( 3,514,595 )

Unrealized Gain (Loss) on Securities Investment

Foreign Currency Translation Adjustment

( 1,238,356 )

6 unchanged sentences

( 96,906,325 )

Comprehensive Loss Attributable to Non-controlling

Comprehensive Loss Attributable to Non-controlling Interests

( 1,183,223 )

2 unchanged sentences

( 14,264,651 )

Comprehensive Loss Attributable

to Common Stockholders

Comprehensive Loss Attributable to Common Stockholders

$ ( 11,414,242 )

3 unchanged sentences

Net Loss Per Share - Basic and Diluted

Weighted Average Common

Shares Outstanding - Basic and Diluted

Weighted Average Common Shares Outstanding - Basic and Diluted

accompanying notes to condensed consolidated unaudited financial statements.

EHome International Inc.

and Subsidiaries

Consolidated Statements of Stockholders’ Equity

the Three and Six Months Ended June 30, 2022

A Preferred Stock

B Preferred Stock

Paid in Capital

Other Comprehensive Income

Alset EHome International Stockholders’ Equity

Non-Controlling

the Three and Nine Months Ended September 30, 2022

Par Value $0.001

Additional Paid in Capital

Accumulated Other Comprehensive

Accumulated Deficit

Total Alset Inc.

Stockholders' Equity

at January 1, 2022

Non-Controlling Interests

Total Stockholders' Equity

Series A Preferred Stock

Series B Preferred Stock

Par Value $0.001

Additional Paid in Capital

Accumulated Other Comprehensive

Accumulated Deficit

Total Alset Inc.

Stockholders' Equity

Non-Controlling Interests

Total Stockholders' Equity

Balance at January 1, 2022

$ 296,181,977

2 unchanged sentences

$ 170,289,786

of Stock by Exercising Warrants

Related Party Note to Common Stock

Deconsolidate

Alset Capital Acquisition

from Purchase of DSS Stock

Conversion Feature Intrinsic Value, Net

in Non-Controlling Interests

in Unrealized Loss on Investment

Currency Translations

Issuance of Stock by Exercising Warrants

Convert Related Party Note to Common Stock

Deconsolidate Alset Capital Acquisition

Gain from Purchase of DSS Stock

Beneficial Conversion Feature Intrinsic Value, Net

Change in Non-Controlling Interests

Change in Unrealized Loss on Investment

Foreign Currency Translations

( 6,467,286 )

2 unchanged sentences

( 7,930,453 )

at March 31, 2022

Balance at March 31, 2022

( 154,700,759 )

Issuance of Common Stock

Change in Valuation on Investment

( 2,624,585 )

1 unchanged sentence

( 2,830,962 )

of Common Stock

in Valuation on Investment

Change in Non-Controlling Interests

( 7,824,450 )

Change in Unrealized Loss on Investment

Foreign Currency Translations

( 3,002,167 )

in Non-Controlling Interests

( 3,514,595 )

in Unrealized Loss on Investment

Currency Translations

( 8,987,359 )

1 unchanged sentence

( 9,982,861 )

Balance at June 30, 2022

( 163,688,118 )

Change in Non-Controlling Interests

Change in Unrealized Gain on Investment

Foreign Currency Translations

( 11,719,827 )

at June 30, 2022

( 1,369,265 )

( 13,089,092 )

Balance at September 30, 2022

$ 322,318,500

$ ( 175,407,945 )

EHome International Inc.

$ 147,544,393

$ 159,559,906

and Subsidiaries

Consolidated Statements of Stockholders’ Equity

the Three and Six Months Ended June 30, 2021

A Preferred Stock

B Preferred Stock

Paid in Capital

Other Comprehensive Income

Alset EHome International Stockholders’ Equity

Non-Controlling

the Three and Nine Months Ended September 30, 2021

Series A Preferred Stock

Series B Preferred Stock

Par Value $0.001

Additional Paid in Capital

Accumulated Other Comprehensive

Accumulated Deficit

Total Alset Inc.

Stockholders’ Equity

at January 1, 2021 (As Combined)

Non-Controlling Interests

Total Stockholders' Equity

Balance at January 1, 2021 (As Combined)

$ 102,729,944

$ ( 44,910,297 )

of Stock for Services

under Common Control

Issuance of Stock for Services

Transactions under Common Control

( 57,190,499 )

1 unchanged sentence

( 57,190,499 )

of Vivacitas to Related Party

Stock of True Partner from Related Party

Conversion Feature Intrinsic Value, Net

Issuance of Stock

from Selling Subsidiary Equity

in Non-Controlling Interest

in Unrealized Loss on Investment

Currency Translations

Sale of Vivacitas to Related Party

Purchase Stock of True Partner from Related Party

Beneficial Conversion Feature Intrinsic Value, Net

Subsidiary's Issuance of Stock

Proceeds from Selling Subsidiary Equity

Change in Non-Controlling Interest

Change in Unrealized Loss on Investment

Foreign Currency Translations

( 1,010,527 )

1 unchanged sentence

( 1,769,440 )

to Non-Controlling Shareholders

Distribution to Non-Controlling Shareholders

( 6,238,449 )

2 unchanged sentences

( 9,807,561 )

at March 31, 2021

Balance at March 31, 2021

( 51,148,746 )

of Common Stock

Common stock to Series A Preferred Stock

Issuance of Common Stock

Change Common stock to Series A Preferred Stock

( 6,380,000 )

of Series B Preferred Stock

Preferred Stock Series A and B to Common

in Non-Controlling Interest

Issuance of Series B Preferred Stock

Convert Preferred Stock Series A and B to Common

Change in Non-Controlling Interest

( 2,885,117 )

( 3,228,342 )

Note to Stock

Issuance of Stock

from Selling Subsidiary Equity

in Unrealized Loss on Investment

Currency Translations

Convertible Note to Stock

Subsidiary's Issuance of Stock

Proceeds from Selling Subsidiary Equity

Change in Unrealized Loss on Investment

Foreign Currency Translations

( 1,070,191 )

to Non-Controlling Shareholders

Distribution to Non-Controlling Shareholders

( 1,069,250 )

4 unchanged sentences

( 74,889,324 )

at June 30, 2021

Balance at June 30, 2021

( 117,799,610 )

Beginning balance, value

( 117,799,610 )

Issuance of Common Stock

Subsidiary's Issuance of Stock

Change in Non-Controlling Interest

( 1,272,853 )

( 2,199,990 )

Deconsolidate American Pacific Bancorp Inc.

Exercise American Premium Water Corp.

Warrant to Purchase Stock

Change in Unrealized Loss on Investment

Change in Unrealized Gain (Loss) on Investment

Foreign Currency Translations

( 1,238,356 )

Distribution to Non-Controlling Shareholders

( 7,110,137 )

( 8,074,484 )

Balance at September 30, 2021

$ 266,633,480

$ ( 1,002,212 )

$ ( 124,909,747 )

$ 140,767,243

$ 165,907,218

Ending balance, value

$ 266,633,480

$ ( 1,002,212 )

$ ( 124,909,747 )

$ 140,767,243

$ 165,907,218

accompanying notes to condensed consolidated unaudited financial statements.

EHome International Inc.

and Subsidiaries

Consolidated Statements of Cash Flows

the Six Months Ended June 30, 2022 and 2021

the Nine Months Ended September 30, 2022 and 2021

Cash Flows from Operating Activities

Net Loss from

Net Loss from Operations

$ ( 30,994,705 )

$ ( 92,771,369 )

Adjustments to Reconcile

Net Loss to Net Cash Used in Operating Activities:

Amortization of Right-Of-Use

Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:

Amortization of Right-Of-Use Asset

Amortization of Debt Discount

Shared-based Compensation

Foreign Exchange Transaction

Shared-based Compensation & Expense

Impairment of Promissory Note

Foreign Exchange Transaction Gain

( 2,617,896 )

( 1,842,128 )

Unrealized Loss on Securities

Realized Loss on Securities

Loss on Exchange of Investment

Unrealized Loss on Securities Investment

Realized Loss on Securities Investment

Loss on Exchange of Investment Securities

PPP Loan Forgiveness

1 unchanged sentence

( 1,185,251 )

Loss on Equity Method Investment

Changes in Operating Assets

and Liabilities

( 2,274,959 )

Loss (Gain) on Equity Method Investment

Changes in Operating Assets and Liabilities

( 5,420,208 )

1 unchanged sentence

Prepaid Expense

( 1,480,203 )

Trading Securities

Accounts Payable and Accrued

( 7,466,912 )

Other Receivable - Related

( 2,419,797 )

Accrued Interest - Related

Accounts Payable and Accrued Expenses

( 8,845,706 )

( 1,217,298 )

Other Receivable - Related Parties

( 1,746,279 )

Accrued Interest - Related Parties

Deferred Revenue

( 1,302,086 )

Operating Lease Liability

Cash Used in Operating Activities

Builder Deposits

( 1,017,400 )

Net Cash Used in Operating Activities

( 28,331,829 )

( 6,485,979 )

Cash Flows from Investing Activities

Loan Receivable - Related

Loan Receivable - Related Party

Purchase of Fixed Assets

Purchase of Real Estate

Purchase of Real Estate Properties

( 6,057,493 )

( 11,081,491 )

Real Estate Improvements

Purchase of Investment

( 1,082,225 )

Sales of Investment Securities

to Related Party

Issuing Loan Receivable

- Related Party

from Loan Receivable - Related Party

Cash (Used in) Provided by Investing Activities

Purchase of Investment Securities

( 8,479,968 )

( 19,308,318 )

Proceeds from Investment Securities

Sales of Investment Securities to Related Party

Cash Loss of Deconsolidation of American Pacific Bancorp Inc.

( 1,235,953 )

Issuing Loan Receivable - Related Party

Proceeds from Loan Receivable - Related Party

Net Cash Used in Investing Activities

( 15,031,318 )

( 28,743,359 )

Cash Flows from Financing Activities

Proceeds from Common Stock

Proceeds from Exercise

of Subsidiary Warrants

Proceeds from Sale of Subsidiary

Dividend Paid on Subsidiary

Preferred Stock

Proceeds from Common Stock Issuance

Proceeds from Exercise of Subsidiary Warrants

Proceeds from Sale of Subsidiary Shares

Dividend Paid on Subsidiary Preferred Stock

Borrowing from PPP Loan

Distribution to Non-controlling

Interest Shareholders

Distribution to Non-controlling Interest Shareholders

( 1,398,250 )

Repayment to Notes Payable

Proceeds from Note Payable

- Related Parties

to Notes Payable - Related Parties

Proceeds from Note Payable - Related Parties

Repayment to Notes Payable - Related Parties

( 2,622,400 )

Cash Provided by Financing Activities

Net (Decrease) Increase in Cash and Restricted

Net Cash Provided by Financing Activities

Net (Decrease) Increase in Cash and Restricted Cash

( 37,367,014 )

Effects of Foreign Exchange Rates on Cash

Cash and Restricted

Cash - Beginning of Period

Cash and Restricted

Cash- End of Period

Cash and Restricted Cash - Beginning of Year

Cash and Restricted Cash- End of Period

Restricted Cash

Total Cash and Restricted Cash

Supplementary Cash Flow Information

Paid for Interest

Paid for Taxes

Supplemental Disclosure of Non-Cash Investing

and Financing Activities

Gain (Loss) on Investment

Recognition of ROU / Lease Liability

True Partner Stock

of Investment in Vivacitas to Related Party

Deconsolidate

Alset Capital Acquisition

Intrinsic Value of

$ ( 450,000 )

Cash Paid for Interest

Cash Paid for Taxes

Supplemental Disclosure of Non-Cash Investing and Financing Activities

Unrealized Gain (Loss) on Investment

Initial Recognition of ROU / Lease Liability

Acquiring True Partner Stock

Sale of Investment in Vivacitas to Related Party

Deconsolidate Alset Capital Acquisition

Intrinsic Value of BCF

$ ( 50,770,192 )

of Stock by Exercising Warrants

under Common Control

Related Party Note Payable to Common Stock

Issuance of Stock by Exercising Warrants

Transactions under Common Control

Convert Related Party Note Payable to Common Stock

American Pacific Bancorp Inc.

Deconsolidation

Gain from Exercise of American Premium Water Warrant

Purchase of Fixed Asset with Promissory Note

accompanying notes to condensed consolidated unaudited financial statements.

EHome International Inc.

and Subsidiaries

to Condensed Consolidated Financial Statements

the Six Months Ended June 30, 2022 and 2021

the Nine Months Ended September 30, 2022 and 2021

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

of Operations

EHome International Inc.

(the “Company” or “AEI”), formerly known as HF Enterprises Inc., was incorporated in

the State of Delaware on March 7, 2018 and 1,000 shares of common stock was issued to Chan Heng Fai, the founder, Chairman and Chief

Executive Officer of the Company.

AEI is a diversified holding company principally engaged through its subsidiaries in the development

of EHome communities and other real estate, financial services, digital transformation technologies, biohealth activities and consumer

products with operations in the United States, Singapore, Hong Kong, Australia and South Korea.

The Company manages its principal businesses

primarily through its subsidiary, Alset International Limited (“Alset International”, f.k.a.

Singapore eDevelopment Limited),

a company publicly traded on the Singapore Stock Exchange.

(the “Company” or “AEI”), formerly known as Alset EHome International Inc.

and HF Enterprises Inc., was

incorporated in the State of Delaware on March 7, 2018 and 1,000 shares of common stock was issued to Chan Heng Fai, the founder, Chairman

and Chief Executive Officer of the Company.

On October 4, 2022, through a merger transaction, the Company was reincorporated in Texas.

AEI is a diversified holding company principally engaged through its subsidiaries in the development of EHome communities and other real

estate, financial services, digital transformation technologies, biohealth activities and consumer products with operations in the United

States, Singapore, Hong Kong, Australia and South Korea.

The Company manages its principal businesses primarily through its subsidiary,

Alset International Limited (“Alset International”, f.k.a.

Singapore eDevelopment Limited), a company publicly traded on

the Singapore Stock Exchange.

Company has four operating segments based on the products and services we offer, which include three of our principal businesses –

19 unchanged sentences

Company’s condensed consolidated financial statements include the financial position, results of operations and cash flows of the

following entities as of June 30, 2022 and December 31, 2021, as follows:

following entities as of September 30, 2022 and December 31, 2021, as follows:

OF SUBSIDIARIES

interest as of,

of subsidiary consolidated under AEI

or other jurisdiction of incorporation or organization

Attributable interest as of,

Name of subsidiary consolidated under AEI

State or other jurisdiction of incorporation or organization

September 30, 2022

December 31, 2021

Alset Global Pte.

62 unchanged sentences

Alset Energy Pte.

GDC REIT Inc.

Alset Payment Inc.)

(now known as GDC REIT Inc.)

United States of America

34 unchanged sentences

Smart Reward Express Limited

Partners HWH Pte.

AHR Texas Two LLC

30 unchanged sentences

Hapi Cafe SG Pte.

Alset Reits Inc.

United States of America

Robotic gHome Inc.

United States of America

HWH Merger Sub, Inc.

United States of America

Alset Home REIT Inc.

United States of America

the Company indirectly holds percentage of shares of these entities less than 50%, the subsidiaries of the Company directly hold

32 unchanged sentences

the conversion price of AEI’s Stock Market Price.

AEI’s Stock Market Price shall be $ 5.59 per share, equivalent to the average

AEI’s Stock Market Price was $ 5.59 per share, equivalent to the average

of the five closing per share prices of AEI’s Common Stock preceding January 4, 2021 as quoted by Bloomberg L.P.

21 unchanged sentences

was $ 50,770,192 for the four convertible promissory notes and was recorded as debt discount of convertible notes after these transactions.

The debt discount attributable to the BCF is amortized over period from issuance to the date that the debt becomes convertible using

The debt discount attributable to the BCF is amortized over the period from issuance to the date that the debt becomes convertible using

the effective interest method.

If the debt is converted, the discount is amortized to finance cost in full immediately.

On May 13, 2021

If the debt is converted, the discount is amortized to finance the cost in full immediately.

2021 and June 14, 2021 all Alset CPNs of $ 63,920,128 and accrued interest of $ 306,438 were converted into 2,123 shares of Series B preferred

4 unchanged sentences

to a known amount of cash and are subject to an insignificant risk of changes in values.

There were no cash equivalents as of June 30,

There were no cash equivalents as of September

30, 2022 and December 31, 2021.

9 unchanged sentences

and the account closed.

As of June 30, 2022 and December 31, 2021, the total balance of these two accounts was $ 309,137 and $ 4,399,984 ,

As of September 30, 2022 and December 31, 2021, the total balance of these two accounts was $ 309,145 and $ 4,399,984 ,

respectively.

a condition to the loan agreement with National Australian Bank Limited in conjunction with the Perth project, an Australian real estate

development project, the Company is required to maintain Australian Dollar 50,000 , in a non-interest-bearing account.

As of June 30,

2022 and December 31, 2021, the account balance was $ 34,445 and $ 36,316 , respectively.

These funds will remain as collateral for the

loans until paid in full.

development project, the Company was required to maintain Australian Dollar 50,000 , in a non-interest-bearing account.

As of December

31, 2021, the account balance was $ 36,316 .

In February 2022 the Company repaid the loan and the funds were subsequently released.

Company puts money into brokerage accounts specifically for equity investment.

As of June 30, 2022 and December 31, 2021, the cash balance

in these brokerage accounts was $ 325,738 and $ 304,570 , respectively.

As of September 30, 2022 and December 31, 2021, the cash

balance in these brokerage accounts was $ 321,140 and $ 304,570 , respectively.

Receivables and Allowance for Doubtful Accounts

receivables is stated at amounts due from buyers, contractors, and all third parties, net of an allowance for doubtful accounts.

June 30, 2022 and December 31, 2021, the balance of account receivables was $ 169,725 and $ 39,622 , respectively.

Approximately $ 0 and

$ 2,500 of account receivables as of June 30, 2022 and December 31, 2021, respectively, was from DSS with a merchant agreement, under

which the Company uses DSS credit card platform to collect money from our direct sales.

September 30, 2022 and December 31, 2021, the balance of account receivables was $ 171,380 and $ 39,622 , respectively.

Approximately $ 0

and $ 2,500 of account receivables as of September 30, 2022 and December 31, 2021, respectively, was from DSS with a merchant agreement,

under which the Company uses DSS credit card platform to collect money from our direct sales.

Company monitors its account receivables balances on a monthly basis to ensure that they are collectible.

7 unchanged sentences

of specific customers.

As of June 30, 2022 and December 31, 2021, the allowance was $ 0 .

As of September 30,

2022 and December 31, 2021, the allowance was $ 0 .

are stated at the lower of cost or net realizable value.

5 unchanged sentences

from HWH World Inc.

As of June 30, 2022, inventory consisted of finished goods from HWH World Inc.

As of September 30, 2022, inventory consisted of finished goods from HWH World Inc.

and Hapi Cafe Korea Inc.

continuously evaluates the need for reserve for obsolescence and possible price concessions required to write-down inventories to net

realizable value.

Company continuously evaluates the need for reserve for obsolescence and possible price concessions required to write-down inventories

to net realizable value.

Securities at Fair Value

8 unchanged sentences

to quoted stock prices.

April 12, 2021 the Company acquired 6,500,000 common

shares of Value Exchange International, Inc.

(“Value Exchange International”), an OTC listed company, for an aggregate

subscription price of $ 650,000 .

After the transaction the Company owns approximately 18 %

of Value Exchange International and does not have significant influence on it.

The stock’s fair value is determined by reference to

quoted stock prices.

April 12, 2021 a subsidiary of the Company acquired 6,500,000 common shares of Value Exchange International, Inc.

(“Value Exchange

International”), an OTC listed company, for an aggregate subscription price of $ 650,000 .

As of September 30, 2022, the Company,

through subsidiaries, owned approximately 18.1 % of Value Exchange International.

The stock’s fair value was determined by reference

to quoted stock prices.

the year ended December 31, 2021, the Company’s subsidiaries established a portfolio of trading securities.

13 unchanged sentences

Company has significant influence over DSS.

As of June 30, 2022 and December 31, 2021, the Company owned approximately 45.18 % and

24.9 % of the common stock of DSS, respectively.

As of September

30, 2022 and December 31, 2021, the Company owned approximately 45.18 % and 24.9 % of the common

stock of DSS, respectively.

Our CEO is a stockholder and the Chairman of the Board of Directors of DSS.

Tung Moe, our Co-Chief Executive Officer and the son of Chan Heng Fai, is also a director of DSS.

William Wu, one of directors of

the Company, is also a director of DSS.

Chan Tung Moe, our Co-Chief

Executive Officer and the son of Chan Heng Fai, is also a director of DSS.

William Wu, Wong Shui Yeung and Joanne Wong Hiu Pan, directors

of the Company, are each also directors of DSS.

Company has significant influence over Holista as the Company and its CEO are the beneficial owner of approximately 15.5 % of the

1 unchanged sentence

Company has significant influence over APM as the Company is the beneficial owner of approximately 0.8 % of the common shares of APM

and one officer from the Company holds a director position on APM’s Board of Directors.

and two officers of the Company and one member of our Board also serve on APM’s Board of Directors.

March 2, 2020 and October 29, 2021, the Company received warrants to purchase shares of American Medical REIT Inc.

2 unchanged sentences

refer to Note 8 - Related Party Transactions, Note Receivable from a Related Party Company .

As of June 30, 2022 and December 31,

2021, AMRE was a private company.

Based on management’s analysis, the fair value of the AMRE warrants was $ 0 as of December 31,

In March 2022 both loans, together with warrants were converted into common shares of AMRE.

After the conversion, the Company owns

approximately 15.8 % of AMRE.

As of September

30, 2022 and December 31, 2021, AMRE was a private company.

Based on management’s analysis,

the fair value of the AMRE warrants was $ 0 as of December 31, 2021.

In March 2022 both loans, together with warrants were converted into

common shares of AMRE.

After the conversion, the Company owns approximately 15.8 % of AMRE.

Company held a stock option to purchase 250,000 shares of Vivacitas common stock at $ 1 per share at any time prior to the date of a public

17 unchanged sentences

and non-voting.

The Company closed the fund in July 2022 recording $ 74,827 loss on this investment.

October 13, 2021 BMI Capital Partners International Limited (“BMI”) entered into loan agreement with Liquid Value Asset Management

Limited (“LVAML”), a subsidiary of DSS, pursuant to which BMI agreed to lend $ 3,000,000 to LVAML.

The loan has variable interest

rate and matures on October 12, 2022, with automatic three-month extension.

The purpose of the loan is to purchase a portfolio of trading

securities by LVAM.

BMI participates in the losses and gains from portfolio based on the calculations included in the loan agreement.

As of September 30, 2022 and December 31, 2021 LVAML owes $ 3,032,185 and $ 2,987,039 , respectively.

Securities at Cost

20 unchanged sentences

plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same

September 30, 2020, the Company acquired 3,800 shares, approximately 19 % ownership, from HWH World Company Limited (f.k.a.

(Thailand) Co., Ltd.) (“HWH World Co.”), a private company, at a purchase price of $ 42,562 .

2021, the Company invested $ 19,609 in K Beauty Research Lab Co., Ltd (“K Beauty”) for 18 % ownership.

September 30, 2020, the Company acquired 3,800 shares, representing the ownership of approximately 19 %, from HWH World Company Limited

Hyten Global (Thailand) Co., Ltd.) (“HWH World Co.”), a private company, at a purchase price of $ 42,562 .

2021, the Company invested $ 19,609 in K Beauty Research Lab Co., Ltd (“K Beauty”) for 18 % of such company.

K Beauty was established

23 unchanged sentences

Asset Management Pte.

(“LiquidValue”), a subsidiary of the Company, owns 15.8 %

of American Medical REIT Inc.

(“AMRE”) as of June 30, 2022, a company concentrating on medical real estate.

acquires state-of-the-art, purpose-built healthcare facilities and leases them to leading clinical operators with dominant market

share under secure triple net leases.

AMRE targets hospitals (both Critical Access and Specialty Surgical), Physician Group

Practices, Ambulatory Surgical Centers, and other licensed medical treatment facilities.

Chan Heng Fai, our Chairman and CEO, is the

executive chairman and director of AMRE.

DSS, of which we own 45.2% and have significant influence over, owns 80.8% of AMRE.

(“LiquidValue”), a subsidiary of the Company, owns 15.8 % of American Medical REIT Inc.

as of September 30,

2022, a company concentrating on medical real estate.

AMRE acquires state-of-the-art, purpose-built healthcare facilities and leases

them to leading clinical operators with dominant market share under secure triple net leases.

AMRE targets hospitals (both Critical Access

and Specialty Surgical), Physician Group Practices, Ambulatory Surgical Centers, and other licensed medical treatment facilities.

Heng Fai, our Chairman and CEO, is the executive chairman and director of AMRE.

DSS, of which we own 45.2% and have significant influence

over, owns 80.8% of AMRE.

Therefore, the Company has significant influence on AMRE.

1 unchanged sentence

April 20, 2021, one of Company’s indirect subsidiaries, SeD Capital Pte.

(“SeD Capital”), entered into joint venture

agreement with a digital asset management firm Novum Alpha Pte Ltd (“Novum”).

Pursuant to this agreement, SeD Capital will

own 50 % of the issued and paid-up capital in the joint venture company, Credas Capital Pte.

(“Credas”) with the remaining

50 % shareholding stake held by Novum.

On the condensed consolidated balance sheet, the prorate loss from Credas was not recorded as a

liability because the Company is not liable for the obligations of Credas and has not committed to provide additional financial support.

(“SeD Capital”), entered into a joint

venture agreement with a digital asset management firm Novum Alpha Pte Ltd (“Novum”).

Pursuant to this agreement, SeD Capital

will own 50 % of the issued and paid-up capital in the joint venture company, Credas Capital Pte.

(“Credas”) with the

remaining 50 % shareholding stake held by Novum.

On the condensed consolidated balance sheet, the prorate loss from Credas was not recorded

as a liability because the Company is not liable for the obligations of Credas and has not committed to provide additional financial

Pacific Bancorp, Inc.

17 unchanged sentences

During three and

six months ended June 30, 2022 the investment gain was $ 18,678 and $ 160,021 , respectively.

As of June 30, 2022 and December 31, 2021,

nine months ended September 30, 2022 the investment gain was $ 419,005 and $ 579,026 , respectively.

As of September 30, 2022 and December

31, 2021, the investment in APB was $ 31,380,155 and $ 30,801,129 , respectively.

1 unchanged sentence

February 3, 2022, Alset Capital Acquisition Corp.

(“Alset Capital”), a special purpose acquisition company (SPAC)

sponsored by the Company and certain affiliates, closed its initial public offering of 7,500,000 units

at $ 10.00 per

unit (the “Offering”).

At the same time the exercise of underwriters’ over-allotment option of additional 1,125,000 units

The Company is majority owner of Alset Acquisition Sponsor, LLC, the sponsor (the “Sponsor”) of Alset Capital.

On February 3, 2022, the Sponsor purchased 473,750 units

pursuant to a private placement for a purchase price of $ 4,737,500 .

(“Alset Capital”), a special purpose acquisition company (SPAC) sponsored

by the Company and certain affiliates, closed its initial public offering of 7,500,000 units at $ 10.00 per unit (the “Offering”).

At the same time the exercise of underwriters’ over-allotment option of additional 1,125,000 units closed.

The Company is majority

owner of Alset Acquisition Sponsor, LLC, the sponsor (the “Sponsor”) of Alset Capital.

On February 3, 2022, the Sponsor purchased

473,750 units pursuant to a private placement for a purchase price of $ 4,737,500 .

Previously, the Sponsor had purchased 2,156,250 shares

of Class B common stock pursuant to a private placement for a purchase price of $ 25,000 .

After the Offering the Company holds 23.4 %

of Alset Capital.

After the Offering the Company holds 23.4 % of

Alset Capital.

Chan Heng Fai, the Chairman and CEO of the Company, is the CEO and director of Alset Capital.

In June 2022,

the Company made an adjustment of $ 2,830,961

to Additional Paid in Capital and the fair value of investment in Alset Capital, and reversed the previously recorded unrealized

loss of $ 237,578 ,

because of the change of valuation methods of the investment on Class B Common Stock and units the company held.

the Company used market trading prices of Class A common stock and units to calculate the fair value of these investment securities

and recorded $ 237,578

unrealized loss on security investment during three months ended March 31, 2022.

In June 2022, the Company determined the fair value

of Class B common shares and units by using a put option model and a Monte Carlo simulation considering some restrictions and risks

related to these securities the Company held.

During the six months ended June 30, 2022, the Company recorded investment loss of

$ 32,427 by equity

Investment on Alset Capital was $ 20,806,612

as of June 30, 2022.

In June 2022, the Company

made an adjustment of $ 2,830,961 to Additional Paid in Capital and the fair value of investment in Alset Capital, and reversed the previously

recorded unrealized loss of $ 237,578 , because of the change of valuation methods of the investment on Class B Common Stock and units

the company held.

Initially, the Company used market trading prices of Class A common stock and units to calculate the fair value of

these investment securities and recorded $ 237,578 unrealized loss on security investment during three months ended March 31, 2022.

June 2022, the Company determined the fair value of Class B common shares and units by using a put option model and a Monte Carlo simulation

considering some restrictions and risks related to these securities the Company held.

During the nine months ended September 30, 2022,

the Company recorded investment loss of $ 82,582 by equity method.

On September 30, 2022 the Company purchased the remaining 10 % ownership

in the Sponsor for $ 476,250 and currently owns 100 % of it.

The Company’s investment in Alset Capital was $ 21,232,707 as of September

June 10, 2021 the Company’s indirect subsidiary Hapi Cafe Inc.

2 unchanged sentences

converted into an investment in Ketomei.

At the same time, Hapi Cafe invested additional $ 179,595 in Ketomei.

After the conversion and

fund investment the Company holds 28 % of Ketomei.

At the same time, Hapi Cafe invested an additional $ 179,595 in Ketomei.

After the conversion

and fund investment the Company now holds 28 % of Ketomei.

Ketomei is in the business of selling cooked food and drinks.

During three and six

months ended June 30, 2022 the investment loss was $ 29,786 and $ 33,059 , respectively.

Investment in Ketomei was $ 223,259 at June 30,

and nine months ended September 30, 2022 the investment loss was $ 5,937 and $ 38,996 , respectively.

Investment in Ketomei was $ 217,321

at September 30, 2022.

in Debt Securities

10 unchanged sentences

valuation model.

The fair value of the note was $ 85 and $ 9,799 on June 30, 2022 and December 31, 2021, respectively.

The fair value of the note was $ 9,799 on December 31, 2021.

The note was redeemed on July 14, 2022 and $ 50,000 principal

together with $ 28,636 accrued interests were received from Sharing Services.

February 26, 2021, the Company invested approximately $ 88,599 in the convertible note of Vector Com Co., Ltd (“Vector Com”),

3 unchanged sentences

$ 21.26 per common share of Vector Com.

As of June 30, 2022, the Management estimated the fair value of the note to be $ 88,599 , the initial

transaction price.

As of September 30, 2022, our management estimated the fair value of the note to be $ 88,599 , the

initial transaction price.

Interest Entity

27 unchanged sentences

Therefore, the Company is not a primary beneficiary of this VIE and does not consolidate it.

On June 30, 2022 and December 31, 2021

variable interest and amount receivable in the non-consolidated VIE was $ 236,699 and $ 236,699 , respectively, which represents the Company’s

maximum risk of loss from non-consolidated VIE.

The Company applied ASC 321 and measured HWH World Co.

investment at cost, less any impairment,

plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same

30, 2022 and December 31, 2021 variable interest and amount receivable in the non-consolidated

VIE was $ 236,699 and $ 236,699 , respectively, which represents the Company’s maximum risk of loss from non-consolidated VIE.

Company applied ASC 321 and measured HWH World Co.

investment at cost, less any impairment, plus or minus changes resulting from observable

price changes in orderly transactions for an identical or similar investment of the same issuer.

Medical REIT Inc.

Company owned 3.4 %

of AMRE and made a loan in the amount of $ 8,350,000 to

AMRE, as well as two loans of $ 200,000 each,

2021 the Company owned 3.4 % of AMRE and made a loan in the amount of $ 8,350,000 to AMRE, as well as two loans of $ 200,000 each, all with

8 % per annum interest rate.

One of the $ 200,000 loans

was due on March 3, 2022, the other one is due on October 29, 2024.

The $ 8,350,000 loan

is due on November 29, 2023.

One of the $ 200,000 loans was due on March 3, 2022, the other one is due on October 29, 2024.

The $ 8,350,000

loan is due on November 29, 2023.

The Company has a variable interest in AMRE.

1 unchanged sentence

receive benefits that could potentially be significant to AMRE.

The Company does not also have the ultimate power over the

activities which can impact VIE’s economic performance, like developing company budgets or overseeing and controlling the

The power to direct these activities are held by the AMRE’s largest shareholder which owns approximately 80.8 %

of AMRE and AMRE’s management team.

Therefore, the Company is not a primary beneficiary of this VIE and does not consolidate

In March 2022, the Company converted both $ 200,000 loans

and accrued interests, together with accompanying warrants into AMRE common shares.

After the conversion the Company owns 15.8 %

On June 30, 2022 and December 31, 2021 variable interest and amount receivable

in the non-consolidated VIE was $ 8,802,959 and $ 8,901,285 ,

respectively, which represents the Company’s maximum risk of loss from non-consolidated VIE.

The Company does not also have the ultimate power over the activities

which can impact VIE’s economic performance, like developing company budgets or overseeing and controlling the management.

power to direct these activities are held by the AMRE’s largest shareholder which owns approximately 80.8 % of AMRE and AMRE’s

management team.

Therefore, the Company is not a primary beneficiary of this VIE and does not consolidate it.

In March 2022, the Company

converted both $ 200,000 loans and accrued interests, together with accompanying warrants into AMRE common shares.

After the conversion

the Company owns 15.8 % of AMRE.

On July 12, 2022, pursuant to Assignment and Assumption Agreement from February 25, 2022, as amended

on July 12, 2022, the Company sold the $ 8,350,000 loan, together with accrued interest, to DSS for a purchase price of 21,366,177 shares

of DSS’s common stock.

The loss from this transaction of $ 1,089,675 was calculated as the difference between the face value of

promissory note together with accrued interest and the fair value of DSS stock on July 12, 2022, and was recorded under Other Expense

in Statement of Operations.

From July 12 to September 30, 2022, DSS stock was valued under fair market value and a loss of $ 2,157,984

was booked as unrealized loss on security investment.

30, 2022 and December 31, 2021 variable interest and amount receivable in the non-consolidated

VIE was $ 0 and $ 8,901,285 , respectively, which represents the Company’s maximum risk of loss from non-consolidated VIE.

Estate Assets

8 unchanged sentences

as part of the asset to which they relate and are reduced when lots are sold.

Company capitalized construction costs of approximately $ 2.6 million and $ 0.2 million for the three months ended June 30, 2022 and 2021,

Company capitalized construction costs of approximately $ 2.9 million and $ 1.8 million for the three months ended September 30, 2022 and

2021, respectively.

The Company capitalized construction costs of approximately $ 3 million and $ 1.4 million for the six months ended June 30,

2022 and 2021, respectively.

The Company capitalized construction costs of approximately $ 5.9 million and $ 3.2 million for the nine months ended

September 30, 2022 and 2021, respectively.

Company’s policy is to obtain an independent third-party valuation for each major project in the United States as part of our assessment

6 unchanged sentences

loss may have occurred.

Company did not record impairment on any of its projects during the three and six months ended on June 30, 2022 and 2021.

Company did not record impairment on any of its projects during the three and nine months ended on September 30, 2022 and 2021.

under development

2 unchanged sentences

properties are acquired with the intent to be rented to tenants.

During the six months ended June 30, 2022 and the year ended

December 31, 2021, the Company signed multiple purchase agreements to acquire 3 and 109 homes, respectively.

By June 30, 2022, all

of the 112 homes were closed with an aggregate purchase cost of $ 25,663,582 .

During the nine months ended September

30, 2022 and the year ended December 31, 2021, the Company signed multiple purchase agreements

to acquire 23 and 109 homes, respectively.

By September 30, 2022, all of the 132 homes were

closed with an aggregate purchase cost of $ 30,998,258 .

These homes are located in Montgomery and Harris Counties, Texas.

All of these purchased homes are properties of our rental

purchased homes are properties of our rental business.

in Single-Family Residential Properties

12 unchanged sentences

down to its estimated fair value.

The Company did not recognize any impairment losses during three and six months ended June 30, 2022

The Company did not recognize any impairment losses during three and nine months ended September

30, 2022 and 2021.

Recognition and Cost of Revenue

29 unchanged sentences

for the revenue recognition of the Ballenger project, which represented approximately 18 % and 70 %, respectively, of the Company’s

revenue in the six months ended on June 30, 2022 and 2021, is as follows:

revenue in the nine months ended on September 30, 2022 and 2021, is as follows:

the contract with a customer.

37 unchanged sentences

credited or charged to straight-line rent receivable or straight-line rent liability, as applicable.

For the six months ended June 30,

For the nine months ended September

30, 2022, the Company did not recognize any deferred revenue and collected all rents due.

18 unchanged sentences

During the three months

ended on June 30, 2022 and 2021, we recognized revenue of $ 37,725 and $ 141,575 from the FFB assessments, respectively.

During the six

months ended on June 30, 2022 and 2021, we recognized revenue of $ 116,088 and $ 248,646 from the FFB assessments, respectively.

ended on September 30,

2022 and 2021, we recognized revenue of $ 9,968 and $ 182,813 from the FFB assessments, respectively.

During the nine months ended on September

30, 2022 and 2021, we recognized revenue of $ 126,055 and $ 431,458 from the FFB assessments, respectively.

of Real Estate Sale

41 unchanged sentences

Deferred revenue

relating to membership was $ 89,880 and $ 728,343 at June 30, 2022 and December 31, 2021, respectively.

During 2021, the Company temporarily suspended the sale of its membership as it is focusing on developing new market

Koptiam’s Franchise

relating to membership was $ 65,091 and $ 728,343 at September 30, 2022 and December 31, 2021, respectively.

During 2021, the Company temporarily

suspended the sale of its membership as it is focusing on developing new market strategy.

Kopitiam’s Franchise

Company, through Alset F&B One Pte.

4 unchanged sentences

performance obligations

of June 30, 2022 and December 31, 2021, there were no remaining performance obligations or continuing involvement, as all service obligations

within the other business activities segment have been completed.

of September 30, 2022 and December 31, 2021, there were no remaining performance obligations or continuing involvement, as all service

obligations within the other business activities segment have been completed.

Company accounts for stock-based compensation to employees in accordance with ASC 718, “Compensation-Stock Compensation”.

6 unchanged sentences

to non-employees for goods and services.

During the three and six months ended on June 30, 2022 and 2021, the Company recorded $ 0 and

$ 73,292 as stock-based compensation expense.

During the three and nine months ended on September 30, 2022 and 2021, the Company recorded

$ 0 and $ 73,292 as stock-based compensation expense.

and reporting currency

15 unchanged sentences

The Company recorded foreign exchange gain of $ 132,092 and $ 578,903

during the three months ended on June 30, 2022 and 2021, respectively.

The Company recorded foreign exchange gain of $ 2,485,804 and $ 2,421,031

during the six months ended on June 30, 2022 and 2021, respectively.

The foreign currency transactional gains and losses are recorded

in operations.

loss during the three months ended on September 30, 2022 and 2021, respectively.

The Company recorded foreign exchange gain of $ 2,617,896

and $ 1,842,128 during the nine months ended on September 30, 2022 and 2021, respectively.

The foreign currency transactional gains and

losses are recorded in operations.

of consolidated entities’ financial statements

10 unchanged sentences

component of comprehensive income (loss).

Company recorded other comprehensive loss of $ 3,514,595 from foreign currency translation for the three months ended June 30, 2022 and

$ 1,070,191 loss for the three months ended June 30, 2021, in accumulated other comprehensive loss.

The Company recorded other comprehensive

loss of $ 4,163,735 from foreign currency translation for the six months ended June 30, 2022 and $ 2,839,631 loss for the six months ended

June 30, 2021, in accumulated other comprehensive loss.

Company recorded other comprehensive gain of $ 520,339 from foreign currency translation for the three months ended September 30, 2022

and $ 1,238,356 loss for the three months ended September 30, 2021, in accumulated other comprehensive loss.

The Company recorded other

comprehensive loss of $ 3,729,724 from foreign currency translation for the nine months ended September 30, 2022 and $ 4,077,987 loss for

the nine months ended September 30, 2021, in accumulated other comprehensive loss.

Non-controlling

3 unchanged sentences

Sheets, separately from equity attributable to owners of the Company.

On June 30, 2022 and December 31, 2021, the aggregate non-controlling interests

in the Company were $ 12,844,123 and $ 21,912,268 , respectively.

September 30, 2022 and December 31, 2021, the aggregate non-controlling interests in the Company were $ 12,015,513 and $ 21,912,268 , respectively.

Financing Costs

6 unchanged sentences

based on their size.

of June 30, 2022 and December 31, 2021, the capitalized financing costs were $ 3,247,739 .

of September 30, 2022 and December 31, 2021, the capitalized financing costs were $ 3,247,739 .

Conversion Features

69 unchanged sentences

At times, these balances may exceed the insurance limits.

As of June 30, 2022 and December 31, 2021,

As of September 30, 2022 and December 31,

2021, uninsured cash and restricted cash balances were $ 20,252,709 and $ 57,905,303 , respectively.

the three months ended June 30, 2022, two customers accounted for approximately 85 %, and 15 % of the Company’s property development

For the three months ended June 30, 2021, two customers accounted for approximately 97 %, and 3 % of the Company’s property

development revenue.

For the six months ended June 30, 2022, three customers accounted for approximately 42 %, 49 %, and 9 % of the Company’s

property development revenue.

For the six months ended June 30, 2021, two customers accounted for approximately 97 %, and 3 % of the Company’s

the three months ended September 30, 2021, two customers accounted for approximately 95 %, and 5 % of the Company’s property development

For the nine months ended September 30, 2022, three customers accounted for approximately 42 %, 10 %, and 48 % of the Company’s

property development revenue.

For the nine months ended September 30, 2021, two customers accounted for approximately 96 %, and 4 % of

the Company’s property development revenue.

segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly

9 unchanged sentences

and reported as “Other” consist of corporate general and administrative activities which are not allocable to the four reportable

following table summarizes the Company’s segment information for the following balance sheet dates presented, and for the six months

ended June 30, 2022 and 2021:

following table summarizes the Company’s segment information for the following balance sheet dates presented, and for the nine

months ended September 30, 2022 and 2021:

OF SEGMENT INFORMATION

Transformation Technology

Six Months Ended on June 30, 2022

Digital Transformation Technology

Biohealth Business

Nine Months Ended on September 30, 2022

Cost of Sales

13 unchanged sentences

( 20,677,529 )

( 25,546,935 )

Net Loss Before Income Tax

3 unchanged sentences

( 24,107,407 )

Transformation Technology

Six Months Ended on June 30, 2021

( 30,925,750 )

Digital Transformation Technology

Biohealth Business

Nine Months Ended on September 30, 2021

Cost of Sales

16 unchanged sentences

( 92,324,612 )

June 30, 2022

September 30, 2022

Cash and Restricted Cash

2 unchanged sentences

REAL ESTATE ASSETS

of June 30, 2022 and December 31, 2021, real estate assets consisted of the following:

of September 30, 2022 and December 31, 2021, real estate assets consisted of the following:

OF REAL ESTATE ASSETS

September 30,

Construction in Progress

Land Held for Development

Rental Properties,

Real Estate Assets

Rental Properties, net

Total Real Estate Assets

family residential properties

of June 30, 2022 and December 31, 2021, the Company owned 112 and 109 Single Family Residential Properties (“SFRs”), respectively.

The Company’s aggregate investment in those SFRs was $ 25.7 million.

Depreciation expense

was $ 173,119 and $ 15,222 in the three months ended June 30, 2022 and 2021, respectively.

of September 30,

2022 and December 31, 2021, the Company owned 132 and 109 Single Family Residential Properties (“SFRs”), respectively.

Company’s aggregate investment in those SFRs was $ 31 million.

Depreciation expense was $ 161,182 and $ 38,533 in the three months

ended September 30, 2022 and 2021, respectively.

Depreciation expense was $ 474,936 and $ 53,755

in the six months ended June 30, 2022 and 2021, respectively.

These homes are located in Montgomery and Harris Counties, Texas.

following table presents the summary of our SRFs as of June 30, 2022:

in the nine months ended September 30, 2022 and 2021, respectively.

These homes are located

in Montgomery and Harris Counties, Texas.

following table presents the summary of our SRFs as of September 30, 2022:

OF SINGLE FAMILY RESIDENTIAL PROPERTIES

Investment per Home

Aggregate investment

Average Investment per Home

BUILDER DEPOSITS

3 unchanged sentences

three times thereafter.

Based on the agreements, NVR is entitled to purchase 479 lots for a price of approximately $ 64,000,000 , which

escalates 3 % annually after June 1, 2018.

Based on the agreements, NVR was entitled to purchase 479 lots for a price of approximately $ 64,000,000 , which

escalated 3 % annually after June 1, 2018.

part of the agreements, NVR was required to give a deposit in the amount of $ 5,600,000 .

5 unchanged sentences

3rd Amendment to the Lot Purchase Agreement.

On June 30, 2022 and December 31, 2021, there was $ 0 and $ 31,553 held on deposit, respectively.

On September 30, 2022 and December 31, 2021, there was $ 0 and $ 31,553 held on deposit, respectively.

NOTES PAYABLE

of June 30, 2022 and December 31, 2021, notes payable consisted of the following:

of September 30, 2022 and December 31, 2021, notes payable consisted of the following:

OF NOTES PAYABLE

September 30,

Australia Loan

Hire Purchase 1

Hire Purchase 2

Total notes payable

12 unchanged sentences

is secured by $ 2,600,000 collateral fund and a Deed of Trust issued to the Lender on the property owned by SeD Maryland.

As of June 30,

As of September

30, 2022, the outstanding balance of the revolving loan was $0 .

As part of the transaction, the Company incurred loan origination fees and

closing fees in the amount of $ 381,823 and capitalized it into construction in process.

On March 15, 2022, approximately $ 2,300,000 was

released from collateral, leaving approximately $ 300,000 as collateral for outstanding letters of credit.

As part of the transaction, the Company incurred loan origination fees

and closing fees in the amount of $ 381,823 and capitalized it into construction in process.

On March 15, 2022, approximately $ 2,300,000

was released from collateral, leaving approximately $ 300,000 as collateral for outstanding letters of credit.

June 18, 2020, Alset EHome Inc.

42 unchanged sentences

Loan is based on the weighted average interest rates applicable to each of the business markets facility components as defined within

the loan agreement, ranging from 4.12 % to 4.86 % per annum for the six months ended June 30, 2021.

the loan agreement, ranging from 4.12 % to 4.86 % per annum for the nine months ended September 30, 2021.

On September 7, 2017 the Australia

10 unchanged sentences

of $ 78,640 , and would make monthly instalment of approximately $ 1,300 , including interest of 1.88 % per annum, for the 84 months.

September 22, 2022 Alset International entered into an agreement with United Overseas Bank Limited to purchase additional car for business.

The total purchase price of the car, including associated charges, was approximately $ 182,430 .

Alset International paid an initial deposit

of $ 66,020 and would make monthly installments of approximately $ 1,472 , including interest of 1.88 % per annum, for the 84 months.

RELATED PARTY TRANSACTIONS

Guarantees by Directors

of June 30, 2022 and December 31, 2021, a director of the Company had provided personal guarantees amounting to approximately $ 0 and

$ 500,000 , respectively, to secure external loans from financial institutions for AEI and the consolidated entities.

of September 30, 2022 and December 31, 2021, a director of the Company had provided personal guarantees amounting to approximately $ 0

and $ 500,000 , respectively, to secure external loans from financial institutions for AEI and the consolidated entities.

of Shares and Warrants from APM

July 17, 2020, the Company purchased 122,039,000 shares, approximately 9.99 % ownership, and 1,220,390,000 warrants with an exercise price

of $ 0.0001 per share, from APM , for an aggregate purchase price of $ 122,039 .

warrants under level 3 category through a Black Scholes option pricing model and the fair value of the warrants from APM

were $ 860,342 as of July 17, 2020, the purchase date, $ 507,062 as of June 30, 2022 and $ 1,009,854 as of December 31, 2021, respectively.

The difference of $ 945,769 of fair value of stock and warrants, total $ 1,067,808 and the purchase price $ 122,039 , was recorded as additional

paid in capital at December 31, 2021, as it was a related party transaction.

July 17, 2020, the Company purchased 122,039,000 shares, approximately 9.99 % ownership, and warrants to purchase 1,220,390,000 shares

with an exercise price of $ 0.0001 per share, from APM , for an aggregate purchase price of

We value the APM warrants under level 3 category through a Black Scholes option

pricing model and the fair value of the APM warrants were $ 860,342 as of July 17, 2020, the purchase date, $ 517,965 as of September 30,

2022 and $ 1,009,854 as of December 31, 2021.

The difference of $ 945,769 of fair value of stock and warrants, total $ 1,067,808 and the

purchase price $ 122,039 , was recorded as additional paid in capital at December 31, 2021, as it was a related party transaction.

of Investment in Vivacitas to DSS

12 unchanged sentences

and Sale of Stock in True Partners Capital Holding Limited

March 12, 2021, the Company purchased 62,122,908

ordinary shares of True Partners Capital Holding Limited for $ 6,729,629

from a related party.

March 12, 2021, the Company purchased 62,122,908 ordinary shares of True Partners Capital Holding Limited for $ 6,729,629 from a related

The fair market value of such stock on the acquisition date was $ 10,003,689 .

The difference between the purchase price and the fair market value of $ 3,274,060

was recorded as an equity transaction on Company’s condensed consolidated statement of stockholders’ equity at December

Pursuant to a Stock Purchase Agreement from February 2022, the Company sold 62,122,908

shares of True Partner to DSS Inc.

(through the transfer of subsidiary and otherwise), for a purchase price of 17,570,948

shares of common stock of DSS.

DSS shareholders approved the Stock Purchase Agreement on May 17, 2022 (which is deemed to be the

effective date of this transaction).

The transaction loss of $ 446,104 ,

which is the difference between the fair value of True Partner stock and fair value of DSS stock at the agreement’s effective

date, was recorded as other expense in the Company’s Statement of Operations.

The difference between the purchase price and the

fair market value of $ 3,274,060 was recorded as an equity transaction on Company’s condensed consolidated statement of stockholders’

equity at December 31, 2021.

Pursuant to a Stock Purchase Agreement from February 2022, the Company sold 62,122,908 shares of True Partner

(through the transfer of subsidiary and otherwise), for a purchase price of 17,570,948 shares of common stock of DSS.

shareholders approved the Stock Purchase Agreement on May 17, 2022 (which is deemed to be the effective date of this transaction).

transaction loss of $ 446,104 , which is the difference between the fair value of True Partner stock and fair value of DSS stock at the

agreement’s effective date, was recorded as other expense in the Company’s Statement of Operations.

Heng Fai provided an interest-free, due on demand advance to LiquidValue Development Pte.

1 unchanged sentence

Limited for the general operations of such entities.

As of June 30, 2022 and December 31, 2021, the outstanding balance was approximately

As of September 30, 2022 and December 31, 2021, the outstanding balance was approximately

$ 0 , and $ 820,113 , respectively.

Heng Fai provided an interest-free, due on demand advance to Alset EHome International for the Company’s general operations.

advance was paid back during the year ended December 31, 2021 and as of June 30, 2022 and December 31, 2021, the outstanding balance

Heng Fai provided an interest-free, due on demand advance to Alset Inc.

for the Company’s general operations.

The advance was paid

back during the year ended December 31, 2021 and as of September 30, 2022 and December 31, 2021, the outstanding balance was $ 0 .

Heng Fai provided an interest-free, due on demand advance to SeD Perth Pty.

for its general operations.

As of June 30, 2022 and

December 31, 2021, the outstanding balance was $ 12,848 and $ 13,546 , respectively.

As of September 30, 2022

and December 31, 2021, the outstanding balance was $ 12,088 and $ 13,546 , respectively.

August 20, 2020, the Company acquired 30,000,000 common shares from Chan Heng Fai in exchange for a two-year non-interest bearing note

of $ 1,333,429 .

During the year ended December 31, 2021, the Company paid back all $ 1,333,429 and as of June 30, 2022 and December 31,

During the year ended December 31, 2021, the Company paid back all $ 1,333,429 and as of September 30, 2022 and December

31, 2021 the amount outstanding was $ 0 .

14 unchanged sentences

at the conversion price of AEI’s Stock Market Price.

AEI’s Stock Market Price shall be $ 5.59 per share, equivalent to the

average of the five closing per share prices of AEI Common Stock preceding January 4, 2021 as quoted by Bloomberg L.P.

price was $ 10.03 on March 12, 2021, the commitment date.

AEI’s Stock Market Price was $ 5.59 per share, equivalent to the average

of the five closing per share prices of AEI Common Stock preceding January 4, 2021 as quoted by Bloomberg L.P.

AEI’s stock price

was $ 10.03 on March 12, 2021, the commitment date.

The Beneficial Conversion Feature (“BCF”) intrinsic value was $ 50,770,192

7 unchanged sentences

The loan was paid back in full

during 2021 and the outstanding balance was $ 0 as of June 30, 2022 and December 31, 2021.

during 2021 and the outstanding balance was $ 0 as of September 30, 2022 and December 31, 2021.

Equity Partners, LLC, an entity owned by Charles MacKenzie, the Chief Development Officer of the Company, has had a consulting agreement

10 unchanged sentences

and (iii) a sum of $50,000 upon the successful leasing of 30 homes in the Alset of Black Oak development .

Company incurred expenses of $ 60,000 and $ 180,000 in the three and six months ended June 30, 2021, respectively, and $ 140,000 and $ 200,000

in the three and six months ended June 30, 2022, respectively, which were capitalized as part of Real Estate on the balance sheet as

the services relate to property and project management.

Company incurred expenses of $ 60,000 and $ 240,000 in the three and nine months ended September 30, 2021, respectively, and $ 75,000 and

$ 275,000 in the three and nine months ended September 30, 2022, respectively, which were capitalized as part of Real Estate on the balance

sheet as the services relate to property and project management.

In 2021, MacKenzie Equity Partners was paid a bonus payment of $ 120,000 .

2022, MacKenzie Equity Partners accrued an additional $ 50,000 bonus payment (as described above).

On June 30, 2022 and December 31, 2021,

the Company owed this related party $ 100,000 and $ 80,000 , respectively.

In June 2022, MacKenzie Equity Partners was paid an additional $ 50,000 bonus payment (as described above).

On September 30, 2022 and

December 31, 2021, the Company owed this related party $ 25,000 and $ 80,000 , respectively.

Receivable from Related Party

1 unchanged sentence

(“LiquidValue”) received two $ 200,000 Promissory

Notes and on October 29, 2021 Alset International received $ 8,350,000 Promissory

Note from American Medical REIT Inc.

(“AMRE”), a company which is 15.8 %

owned by LiquidValue as of June 30, 2022.

Chan Heng Fai and Chan Tung Moe are directors of American Medical REIT Inc.

carry interest rates of 8 %

and are payable

in two , three years and 25 months,

respectively.

LiquidValue also received warrants to purchase AMRE shares at the exercise price of $5.00 per share.

amount of the warrants equals to the note principal divided by the exercise price.

If AMRE goes to IPO in the future and IPO price

is less than $10.00 per share, the exercise price shall be adjusted downward to fifty percent (50%) of the IPO price.

March 2022 the Company converted two $ 200,000 loans,

together with associated warrants into 167,938 common

shares of AMRE, and increased its ownership in AMRE from 3.4 %

Notes and on October 29, 2021 Alset International received $ 8,350,000 Promissory Note from American Medical REIT Inc.

a company which is 15.8 % owned by LiquidValue as of September 30, 2022.

Chan Heng Fai and Chan Tung Moe are directors of American Medical

The notes carry interest rates of 8 % and are payable in two , three years and 25 months, respectively.

LiquidValue also received

warrants to purchase AMRE shares at the exercise price of $ 5.00 per share.

The amount of the warrants equals to the note principal divided

by the exercise price.

If AMRE goes to IPO in the future and IPO price is less than $10.00 per share, the exercise price shall be adjusted

downward to fifty percent (50%) of the IPO price .

In March 2022 the Company converted two $ 200,000 loans, together with associated warrants

into 167,938 common shares of AMRE, and increased its ownership in AMRE from 3.4 % to 15.8 %.

July 12, 2022, pursuant to Assignment and Assumption Agreement from February 25, 2022, as amended on July 12, 2022, the Company sold

the $ 8,350,000 loan, together with accrued interest, to DSS for a purchase price of 21,366,177 shares of DSS’s common stock.

loss from this transaction of $ 1,089,675 was calculated as the difference between the face value of promissory note together with accrued

interest and the fair value of DSS stock on July 12, 2022, and was recorded under Other Expense in Statement of Operations.

12 to September 30, 2022, DSS stock was valued under fair market value and a loss of $ 2,157,984 was booked as unrealized loss on security

As of December 31, 2021, the fair market value of the warrants was $ 0 .

The Company accrued $ 0 and $ 130,000 interest

income as of June 30, 2022 and December 31, 2021, respectively.

income as of September 30, 2022 and December 31, 2021, respectively.

January 24, 2017, SeD Capital Pte Ltd, a 100 % owned subsidiary of Alset International lent $ 350,000 to iGalen Inc.

8 unchanged sentences

recorded as bad debt expense.

of June 30, 2022, the Company provided advances for operation of $ 236,699 to HWH World Co., a direct sales company in Thailand of which

the Company holds approximately 19 % ownership.

October 13, 2021 BMI Capital Partners International Limited (“BMI”) entered into loan agreement with Liquid Value Asset Management

Limited (“LVAML”), a subsidiary of DSS, pursuant to which BMI agreed to lend $ 3,000,000 to LVAML.

The loan has variable interest rate and matures

on October 12, 2022.

As of June 30, 2022 and December 31, 2021 LVAML owes $ 2,986,811 and $ 2,987,039 , respectively.

the first quarter of 2022,a subsidiary of the Company made a non-interest bearing advance in the amount of $ 476,250 on

behalf of Alset Investment Pte.

Ltd., a company 100 %

owned by one of our directors.

Such advance was made in connection with a private placement into Alset Capital Acquisition Corp.

its sponsor, Alset Acquisition Sponsor, LLC.

Alset Investment Pte.

agreed to pay back the full outstanding amount prior to the

end of September 2022.

In June 2022, Alset International Limited,

a subsidiary of the Company, entered into a stock purchase agreement with one of our directors and paid $ 1,746,279

to one of our directors as the consideration to purchase the stocks of Value Exchange International.

This transaction was terminated

under the agreement of both parties thereafter.

of September 30, 2022, the Company provided advances for operation of $ 236,699 to HWH World Co., a direct sales company in Thailand of

which the Company holds approximately 19 % ownership.

the first quarter of 2022, a subsidiary of the Company made a non-interest bearing advance in the amount of $ 476,250 on behalf of Alset

Investment Pte.

Ltd., a company 100 % owned by one of our directors.

Such advance was made in connection with a private placement into

Alset Capital Acquisition Corp.

by its sponsor, Alset Acquisition Sponsor, LLC.

On September 30, 2022 Alset Investment repaid all balance

due of $ 476,250 .

June 2022, Alset International Limited, a subsidiary of the Company, entered into a stock purchase agreement with one of our directors

and paid $ 1,746,279 to one of our directors as the consideration for purchase of 7,276,163 common shares of Value Exchange International.

This transaction was terminated under the agreement of both parties thereafter.

The director agreed to fully refund the amount of $ 1,746,279

or to work on a new stock sale deal with the Company in the third quarter of 2022.

or to work on a new stock sale deal with the Company in the fourth quarter of 2022.

Company paid some operating expenses for Alset Capital Acquisition Corp., a special purpose acquisition company of which the Company

1 unchanged sentence

The advances are interest free with no set repayment terms.

On June 30, 2022 and December 31, 2021, the balance of these

advances was $ 0 .

As of September 30, 2022 and December 31, 2021, the balance

of these advances was $ 0 .

July 28, 2022 Hapi Café Inc.

entered into binding term sheet (the “First Term Sheet”) with Ketomei Pte Ltd and Tong

Leok Siong Constant, pursuant to which Hapi Café lent Ketomei $ 41,750 .

This loan has a 0 % interest rate for the first 60 days

and an interest rate of 8 % per annum afterwards.

On August 4, 2022 the same parties entered into another binding term sheet (the “Second

Term Sheet”) pursuant to which Hapi Café agreed to lend Ketomei up to S$ 360,000 Singapore Dollars (equal to approximately

$ 250,500 US Dollars) pursuant to a convertible loan, with a term of 12 months.

After the initial 12 months, the interest on such loan

In addition, pursuant to the Second Term Sheet, the July 28, 2022 loan was modified to include conversion rights.

2022, Ketomei drew $ 29,922 from the loan.

As of September 30, 2022, Ketomei owed $ 71,672 to Hapi Cafe.

November 24, 2020, American Pacific Bancorp.

1 unchanged sentence

and son of Chan Heng Fai, Chairman and Chief Executive Officer of the Company, bearing interest at 6 %, with a maturity date of November

This loan was secured by an irrevocable letter of instruction on 80,000 shares of Alset EHome International.

On November 24,

2020, American Pacific Bancorp.

lent $ 280,000 to Lim Sheng Hon Danny, an employee of one of the subsidiaries of the Company, bearing

interest at 6 %, with a maturity date of November 23, 2023 .

This loan was secured by an irrevocable letter of instruction on 40,000 shares

of Alset EHome International.

Subsequent to the making of these loans, the Company acquired the majority of the issued and outstanding

common stock of American Pacific Bancorp.

During the year ended December 31, 2021, both principal and interest, $ 840,000 and $ 28,031 ,

of both loans to Chan Tung Moe and Lim Sheng Hong, were fully paid off.

This loan was secured by an irrevocable letter of instruction on 80,000 shares of Alset Inc .

On November 24, 2020, American

Pacific Bancorp.

lent $ 280,000 to Lim Sheng Hon Danny, an employee of one of the subsidiaries of the Company, bearing interest at

6 %, with a maturity date of November 23, 2023 .

This loan was secured by an irrevocable letter of instruction on 40,000 shares of Alset

Subsequent to the making of these loans, the Company acquired the majority of the issued and outstanding common stock of American

Pacific Bancorp.

During the year ended December 31, 2021, both principal and interest, $ 840,000 and $ 28,031 , of both loans to Chan Tung

Moe and Lim Sheng Hong, were fully paid off.

June 14, 2021, the Company filed an amendment (the “Amendment”) to its Third Amended and Restated Certificate of Incorporation,

29 unchanged sentences

of all 6,380 outstanding shares of the Company’s Series A Convertible Preferred Stock.

May 12, 2021, the Company entered into an Exchange Agreement with Chan Heng Fai, pursuant to which he converted $ 13,000,000 of note payable

for 2,132 shares of the Company’s newly designated Series B Preferred Stock.

Effective upon the filing of the Amendment in June

2021, the Company issued Chan Heng Fai 2,132,000 shares of common stock upon the automatic conversion of all 2,132 outstanding shares

of the Company’s Series B Convertible Preferred Stock.

May 12, 2021, the Company entered into an Exchange Agreement with Chan Heng Fai, pursuant to which he converted a note in the amount

of $ 13,000,000 for 2,132 shares of the Company’s newly designated Series B Preferred Stock.

Effective upon the filing of the Amendment

in June 2021, the Company issued Chan Heng Fai 2,132,000 shares of common stock upon the automatic conversion of all 2,132 outstanding

shares of the Company’s Series B Convertible Preferred Stock.

May 10, 2021, the Company entered into an underwriting agreement with Aegis Capital Corp., as the sole book-running manager and representative

19 unchanged sentences

During the month of June 2021, Aegis

exercised its option to purchase an additional 808,363 common shares at a price of $ 5.07 per common share and as of June 30, 2022 still

holds 808,363 Series B Warrants.

Through June 30, 2022, investors exercised 1,364,025 of Series A Warrants and 6,598 of Series B Warrants.

As a result of the May Offering and subsequent exercise notice received for the pre-funded units and warrants, the Company issued 8,487,324

common shares.

As a result of the May Offering and subsequent exercise notice received for the pre-funded units and warrants, and the

net proceeds to the Company were $ 39,765,440 .

exercised its option to purchase an additional 808,363 common shares at a price of $ 5.07 per common share and as of September 30, 2022

still holds 808,363 Series B Warrants.

Through September 30, 2022, investors exercised 1,364,025 of Series A Warrants and 6,598 of Series

As a result of the May Offering and subsequent exercise notice received for the pre-funded units and warrants, the Company

issued 8,487,324 common shares.

As a result of the May Offering and subsequent exercise notice received for the pre-funded units and

warrants, and the net proceeds to the Company were $ 39,765,440 .

Company incurred approximately $ 88,848 in expenses related to the May Offering and subsequent warrants exercises, including SEC fees,

FINRA fees, auditor fees and filing fees.

following table presents net funds received from the May Offering and warrants exercised as of June 30, 2022.

following table presents net funds received from the May Offering and warrants exercised as of September 30, 2022.

SCHEDULE OF NET FUNDS

RECEIVED ON OFFERING AND WARRANTS EXERCISED

Amount received

Exercise of Pre-Funded Units

35 unchanged sentences

FINRA fees, auditor fees and filing fees.

following table presents net funds received from the July Offering and warrants exercised as of June 30, 2022.

following table presents net funds received from the July Offering and warrants exercised as of September 30, 2022.

Amount received

Exercise of Pre-Funded Units

28 unchanged sentences

exercisable and may be exercised at any time until all of the Pre-funded Warrants are exercised in full.

At June 30, 2022 31,076,666

At September 30, 2022, 31,076,666

warrants were exercised, some in cashless exercise transactions .

1 unchanged sentence

fees, FINRA fees, auditor fees and filing fees.

following table presents net funds received from the December Offering and warrants exercised as of June 30, 2022.

following table presents net funds received from the December Offering and warrants exercised as of September 30, 2022.

Exercise of Pre-Funded Units

1 unchanged sentence

Offering Expenses

June 30, 2022, there were 148,507,188 common shares issued and outstanding.

following table summarizes the warrant activity for the six months ended June 30, 2022.

September 30, 2022, there were 148,507,188 common shares issued and outstanding.

following table summarizes the warrant activity for the nine months ended September 30, 2022.

SCHEDULE OF WARRANT ACTIVITY

Exercise Price

Remaining Contractual

Warrants Outstanding as of December 31, 2021

1 unchanged sentence

( 15,843,378 )

cancelled, expired

Warrants Outstanding as of June 30, 2022

Warrants Vested and exercisable at June 30,

Forfeited, cancelled, expired

Warrants Outstanding as of September 30, 2022

Warrants Vested and exercisable at September 30, 2022

Sale of Shares

the six months ended June 30, 2021, the Company sold 280,000 shares of GigWorld to international investors for the amount of $ 280,000 ,

the nine months ended September 30, 2021, the Company sold 280,000 shares of GigWorld to international investors for the amount of $ 280,000 ,

which was booked as addition paid-in capital.

1 unchanged sentence

After the sale, the Company still owns approximately 99 % of GigWorld’s total outstanding shares.

the six months ended June 30, 2021, the sales of GigWorld’s shares were de minimis compared to its outstanding shares and did not

change the minority interest.

the nine months ended September 30, 2021, the sales of GigWorld’s shares were de minimis compared to its outstanding shares and

did not change the minority interest.

to Minority Shareholder

the six months ended June 30, 2021, SeD Maryland Development LLC Board approved the payment distribution plan to members and paid $ 1,151,500

the nine months ended September 30, 2021, SeD Maryland Development LLC Board approved the payment distribution plan to members and paid

$ 1,398,250 in distribution to the minority shareholder.

1 unchanged sentence

the year ended December 31, 2021, Alset International issued 1,721,303,416 common shares through warrants exercise with exercise price

of approximately $ 0.04 per share and received $ 60,300,464 cash, which included approximately $ 58 million from Alset EHome International

to exercise its warrants to purchase Alset International common shares.

The warrant exercise transactions between Alset EHome International

and Alset International were intercompany transactions and only affected change in non-controlling interest on the condensed consolidated

statements of stockholders’ equity.

During the year ended December 31, 2021, the stock-based compensation expense of Alset International

was $ 73,292 with the issuance of 1,500,000 shares to an officer.

In six months ended June 30, 2022 the Company purchased 6,137,900 shares

of Alset International from the market.

January 17, 2022 the Company entered into a securities purchase agreement with Chan Heng Fai, pursuant to which the Company agreed

to purchase from Chan Heng Fai 293,428,200 ordinary shares of Alset International for a purchase price of 29,468,977 newly issued

shares of the Company’s common stock.

On February 28, 2022, the Company and Chan Heng Fai entered into an amendment to this

securities purchase agreement pursuant to which the Company shall purchase these 293,428,200 ordinary shares of Alset International

for a purchase price of 35,319,290 newly issued shares of the Company’s common stock.

The closing of this transaction with

Chan Heng Fai was subject to approval of the Nasdaq and the Company’s stockholders.

These 293,428,200 ordinary shares of Alset

International represent approximately 8.4 % of the 3,492,713,362 total issued and outstanding shares of Alset International.

Company had a Special Meeting of Stockholders to vote on the approval of this transaction on June 6, 2022.

of approximately $ 0.04 per share and received $ 60,300,464 cash, which included approximately $ 58 million from Alset Inc.

its warrants to purchase Alset International common shares.

The warrant exercise transactions between Alset Inc.

and Alset International

were intercompany transactions and only affected change in non-controlling interest on the condensed consolidated statements of stockholders’

During the year ended December 31, 2021, the stock-based compensation expense of Alset International was $ 73,292 with the issuance

of 1,500,000 shares to an officer.

In nine months ended September 30, 2022 the Company purchased 6,670,200 shares of Alset International

from the market.

January 17, 2022 the Company entered into a securities purchase agreement with Chan Heng Fai, pursuant to which the Company agreed to

purchase from Chan Heng Fai 293,428,200 ordinary shares of Alset International for a purchase price of 29,468,977 newly issued shares

of the Company’s common stock.

On February 28, 2022, the Company and Chan Heng Fai entered into an amendment to this securities

purchase agreement pursuant to which the Company shall purchase these 293,428,200 ordinary shares of Alset International for a purchase

price of 35,319,290 newly issued shares of the Company’s common stock.

The closing of this transaction with Chan Heng Fai was subject

to approval of the Nasdaq and the Company’s stockholders.

These 293,428,200 ordinary shares of Alset International represent approximately

8.4 % of the 3,492,713,362 total issued and outstanding shares of Alset International.

The Company had a Special Meeting of Stockholders

to vote on the approval of this transaction on June 6, 2022.

to these transactions the Company’s ownership of Alset International changed from 76.8 % as of December 31, 2021 to 85.4 % as of

June 30, 2022.

September 30, 2022.

Note Converted into Shares

1 unchanged sentence

promissory note in favor of Chan Heng Fai, in the principal amount of $ 6,250,000 .

The note bears interest of 3 % per annum and is due

The note bears interest of 3 % per annum and was due

on the earlier of December 31, 2024 or when declared due and payable by Chan Heng Fai.

The note can be converted in part or whole into

The note could be converted in part or whole into

common shares of the Company at the conversion price of $ 0.625 or into cash.

9 unchanged sentences

Future minimum rental revenue under existing

leases on our properties at June 30, 2022 in each calendar year through the end of their terms are as follows:

leases on our properties at September 30, 2022 in each calendar year through the end of their terms are as follows:

SCHEDULE OF FUTURE MINIMUM RENTAL PAYMENTS

Future Receipts

Total Future Receipts

Management Agreements

Company has entered into property management agreement with the property managers under which the property managers generally oversee

and direct the leasing, management and advertising of the properties in our portfolio, including collecting rents and acting as liaison

with the tenants.

The Company pays its property managers a monthly property management fee for each property unit and a leasing fee.

For the three months ended June 30, 2022 and 2021, property management fees incurred by the property managers were $ 20,990 and $ 2,740 ,

respectively.

For the six months ended June 30, 2022 and 2021, property management fees incurred by the property managers were $ 32,015

and $ 2,740 , respectively.

For the three months ended June 30, 2022 and 2021, leasing fees incurred by the property managers were $ 87,035

and $ 14,475 , respectively.

For the six months ended June 30, 2022 and 2021, leasing fees incurred by the property managers were $ 112,825

and $ 14,475 , respectively.

Company has entered into property management agreement with the property

managers under which the property managers generally oversee and direct the leasing, management and advertising of the properties in our

portfolio, including collecting rents and acting as liaison with the tenants.

The Company pays its property managers a monthly property

management fee for each property unit and a leasing fee.

For the three months ended September 30, 2022 and 2021, property management fees

incurred by the property managers were $ 28,890 and $ 6,390 , respectively.

For the nine months ended September 30, 2022 and 2021, property

management fees incurred by the property managers were $ 60,390 and $ 7,380 , respectively.

For the three months ended September 30, 2022

and 2021, leasing fees incurred by the property managers were $ 36,420 and $ 31,580 , respectively.

For the nine months ended September 30,

2022 and 2021, leasing fees incurred by the property managers were $ 149,625 and $ 47,805 , respectively.

ACCUMULATED OTHER COMPREHENSIVE INCOME

1 unchanged sentence

SCHEDULE OF CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME, NET OF TAX

Gains and Losses on Security Investment

Currency Translations

in Minority Interest

Unrealized Gains and Losses on Security Investment

Foreign Currency Translations

Change in Minority Interest

Balance at January 1, 2022

$ ( 367,895 )

Other Comprehensive

Other Comprehensive Income

Balance at March 31, 2022

4 unchanged sentences

$ ( 3,870,029 )

Gains and Losses on Security Investment

Currency Translations

in Minority Interest

Other Comprehensive Income

Balance at September 30, 2022

$ ( 3,499,251 )

Unrealized Gains and Losses on Security Investment

Foreign Currency Translations

Change in Minority Interest

Balance at January 1, 2021

Other Comprehensive

Other Comprehensive Income

( 1,010,527 )

2 unchanged sentences

$ ( 104,988 )

Other Comprehensive Income

( 1,133,432 )

Balance at June 30, 2021

$ ( 448,213 )

Balance at beginning

1 unchanged sentence

Other Comprehensive Income

Balance at September 30, 2021

$ ( 447,059 )

Balance at June 30, 2021

$ ( 465,283 )

$ ( 1,002,212 )

Balance at end

$ ( 447,059 )

$ ( 465,283 )

$ ( 1,002,212 )

INVESTMENTS MEASURED AT FAIR VALUE

assets measured at fair value on a recurring basis are summarized below and disclosed on the condensed consolidated balance sheet as

of June 30, 2022 and December 31, 2021:

of September 30, 2022 and December 31, 2021:

SCHEDULE OF FINANCIAL ASSETS MEASURED AT FAIR VALUE ON A RECURRING BASIS

Value Measurement Using

June 30, 2022

Fair Value Measurement Using

September 30, 2022

Investment Securities- Fair Value

1 unchanged sentence

Convertible Note Receivable

Warrants - American

Premium Mining

Investment Securities

- Fair Value NAV as Practical Expedient

Total Investment in

securities at Fair Value

Value Measurement Using

Warrants - American Premium Mining

Total Investment in securities at Fair Value

Fair Value Measurement Using

December 31, 2021

4 unchanged sentences

Warrants - AMRE

Total Investment in

securities at Fair Value

loss on investment securities for the six months ended June 30, 2022 was $ 6,355,451 and realized gain on investment securities for the

six months ended June 30, 2021 was $ 296,961 .

Unrealized loss on securities investment was $ 10,766,390 and $ 30,703,914 in the six months

ended June 30, 2022 and 2021, respectively.

Total Investment in securities at Fair Value

loss on investment securities for the nine months ended September 30, 2022 was $ 6,500,573 and realized loss on investment securities

for the nine months ended September 30, 2021 was $ 2,218,988 .

Unrealized loss on securities investment was $ 21,773,223 and $ 35,972,445

in the nine months ended September 30, 2022 and 2021, respectively.

These gains and losses were recorded directly to net income (loss).

The change in fair value

of the convertible note receivable in the six months ended June 30, 2022 and 2021 was $ 9,714 and $ 37,909 , respectively, and was recorded

in condensed consolidated statements of stockholders’ equity.

The change in fair value of the convertible note receivable in the nine months ended September 30, 2022 and 2021 was $ 40,201 and $ 56,969 ,

respectively, and was recorded in condensed consolidated statements of stockholders’ equity.

trading stocks, we use Bloomberg Market stock prices as the share prices to calculate fair value.

2 unchanged sentences

The following chart shows details of the fair value of equity security

investment at June 30, 2022 and December 31, 2021, respectively.

investment at September 30, 2022 and December 31, 2021, respectively.

SCHEDULE OF FAIR VALUE OF EQUITY SECURITY INVESTMENT

Investment in Securities at Fair

DSS (Related Party)

Investment in Securities at Fair Value

AMBS (Related Party)

2 unchanged sentences

Investment in Securities at Fair Value

American Premium Mining

(Related Party)

American Premium Mining (Related Party)

Investment in Securities at Fair Value

3 unchanged sentences

Investment in Securities at Fair Value

Level 1 Equity Securities

Investment in Securities at

in Securities at Cost

Equity Securities

(Related Party)

in Securities at Fair Value

(Related Party)

in Securities at Fair Value

(Related Party)

in Securities at Fair Value

Premium Mining (Related Party)

in Securities at Fair Value

Level 1 Equity Securities

in Securities at Cost

Total Level 1 Equity Securities

Investment in Securities at Cost

Total Equity Securities

DSS (Related Party)

Investment in Securities at Fair Value

AMBS (Related Party)

Investment in Securities at Fair Value

Holista (Related Party)

Investment in Securities at Fair Value

American Premium Mining (Related Party)

Investment in Securities at Fair Value

Value Exchange

Investment in Securities at Fair Value

Trading Stocks

Investment in Securities at Fair Value

Total Level 1 Equity

in Securities at Cost

Equity Securities

Investment in Securities at Cost

Total Equity Securities

convertible preferred stock

the six months ended June 30, 2021, Global BioMedical Pte Ltd.

converted 42,575 preferred stock of DSS into 6,570,170 common shares of

the nine months ended September 30, 2021, Global BioMedical Pte Ltd.

converted 42,575 preferred stock of DSS into 6,570,170 common shares

Services Convertible Note

fair value of the Sharing Services Convertible Note under level 3 category as of June 30, 2022 and December 31, 2021 was calculated using

a Black-Scholes valuation model valued with the following weighted average assumptions:

fair value of the Sharing Services Convertible Note under level 3 category as of December 31, 2021 was calculated using a Black-Scholes

valuation model valued with the following weighted average assumptions:

SCHEDULE OF SIGNIFICANT INPUTS AND ASSUMPTIONS

September 30,

Dividend yield

12 unchanged sentences

in and/or out of all financial assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during

the three and six months ended June 30, 2022 and 2021:

the three and nine months ended September 30, 2022 and 2021:

SCHEDULE OF CHANGE IN FAIR VALUE

2 unchanged sentences

Balance at June 30, 2022

Balance at September 30, 2022

Balance at January 1, 2021

1 unchanged sentence

Balance at June 30, 2021

Balance at September 30, 2021

Note was redeemed in July 2022.

Com Convertible Bond

4 unchanged sentences

$ 21.26 , per common share of Vector Com.

As of June 30, 2022, the management estimated that the fair value of this note remained unchanged

from its initial purchase price.

As of September 30, 2022, the management estimated that the fair value of this note remained

unchanged from its initial purchase price.

March 2, 2020 and October 29, 2021, the Company received warrants to purchase shares of AMRE, a related party private company, in conjunction

2 unchanged sentences

Note Receivable from a Related Party Company .

As of June 30, 2022 and December 31, 2021, AMRE was a private company.

management’s analysis, the fair value of the warrants was $ 0 as of December 31, 2021.

All warrants were converted into common shares

in March 2022.

As of September 30, 2022 and December 31, 2021, AMRE was a private company.

the management’s analysis, the fair value of the warrants was $ 0 as of December 31, 2021.

All warrants were converted into common

shares in March 2022.

July 17, 2020, the Company purchased 122,039,000 shares, approximately 9.99 % ownership, and 1,220,390,000 warrants with an exercise price

2 unchanged sentences

for the total consideration of $ 232,000 , leaving the balance of outstanding warrants of 988,390,000 at December 31, 2021.

did not exercise any warrants during six months ended June 30, 2022.

We value APB warrants under level 3 category through a Black Scholes

option pricing model and the fair value of the warrants from APM was $ 507,062 as of June

30, 2022 and $ 1,009,854 as of December 31, 2021.

fair value of the APM warrants under level 3 category as of June 30, 2022 and December 31,

did not exercise any warrants during nine months ended September 30, 2022.

We value APB warrants under level 3 category through a Black

Scholes option pricing model and the fair value of the warrants from APM was $ 517,965 as

of September 30, 2022 and $ 1,009,854 as of December 31, 2021.

fair value of the APM warrants under level 3 category as of September 30, 2022 and December

31, 2021 was calculated using a Black-Scholes valuation model valued with the following weighted average assumptions:

SCHEDULE OF SIGNIFICANT INPUTS AND ASSUMPTIONS

September 30,

Exercise price

Risk free interest rate

Measurement input

Annualized volatility

13 unchanged sentences

SeD Maryland Development signed Fourth Amendment to the Lot Purchase Agreement, pursuant to which NVR agreed to purchase all of the new

the three months ended on June 30, 2022 and 2021, NVR purchased 0 and 31 lots, respectively.

During the six months ended on June 30,

the three months ended on September 30, 2022 and 2021, NVR purchased 0 and 18 lots, respectively.

During the nine months ended on September

30, 2022 and 2021, NVR purchased 3 and 76 lots, respectively.

Through June 30, 2022 and December 31, 2021, NVR had purchased a total of 3

and 476 lots, respectively.

Through September 30, 2022 and December 31, 2021, NVR had purchased a total

of 3 and 476 lots, respectively.

arrangements for the sale of buildable lots to NVR require the Company to credit NVR with an amount equal to one year of the FFB assessment.

1 unchanged sentence

as the reduction of revenue.

As of June 30, 2022 and December 31, 2021, the accrued balance due to NVR was $ 189,475

and $ 188,125 , respectively.

Company leases offices in Maryland, Singapore, Magnolia, Texas, Hong Kong and South Korea through leased spaces aggregating approximately

15,811 square feet, under leases expiring on various dates from August 2022 to March 2024.

The leases have rental rates ranging from

$ 2,300 to $ 21,500 per month.

Our total rent expense under these office leases was $ 156,470 and $ 140,271 in the three months ended June

30, 2022 and 2021, respectively.

Our total rent expense under these office leases was $ 312,940 and $ 272,985 in the six months ended June

30, 2022 and 2021, respectively.

As of September 30,

2022 and December 31, 2021, the accrued balance due to NVR was $ 189,475 and $ 188,125 ,

respectively.

Company leases offices in Bethesda, Maryland, Magnolia, Texas, Singapore, Hong Kong and South Korea through leased spaces aggregating

approximately 15,811 square feet, under leases expiring on various dates from October 2022 to August 2025.

The leases have rental rates

ranging from $ 2,300 to $ 23,020 per month.

Our total rent expense under these office leases was $ 179,094 and $ 140,685 in the three months

ended September 30, 2022 and 2021, respectively.

Our total rent expense under these office leases was $ 492,034 and $ 405,677 in the nine

months ended September 30, 2022 and 2021, respectively.

The following table outlines the details of lease terms:

1 unchanged sentence

Term as of December 31, 2021

2022 to May 2023

2021 to October 2024

2020 to October 2022

2020 to August 2022

2022 - on month to month basis

Maryland, USA

2021 to March 2024

Singapore - AI

June 2022 to May 2023

Singapore – F&B

October 2021 to October 2024

Singapore – Four Seasons Park

July 2022 to July 2024

October 2020 to October 2022

August 2022 to August 2025

Magnolia, Texas

May 2022 - on month to month

Bethesda, Maryland

January 2021 to March 2024

Company adopted ASU No.

9 unchanged sentences

were used as the discount rates .

The balances of operating lease right-of-use assets and operating lease liabilities as of June 30, 2022

were $ 479,528 and $ 484,682 respectively.

The balances of operating lease right-of-use assets and operating lease liabilities as of December

The balances of operating lease right-of-use assets and operating lease liabilities as of September

30, 2022 were $ 1,265,171 and $ 1,278,157 respectively.

table below summarizes future payments due under these leases as of June 30, 2022.

the Years Ended June 30:

The balances of operating lease right-of-use assets and operating lease liabilities

as of December 31, 2021 were $ 659,620 and $ 667,343 , respectively.

table below summarizes future payments due under these leases as of September 30, 2022.

the Years Ended September 30:

SCHEDULE OF LEASE PAYMENTS

2 unchanged sentences

Present Value of Future Minimum Lease Payments

Current Obligations

Current Obligations under Leases

Long-term Lease Obligations

6 unchanged sentences

their maximum efforts in the creation of shareholder value.

As of June 30, 2022 and December 31, 2021, there have been no options granted.

As of September 30, 2022 and December 31, 2021, there have been no options

The reservation of shares under the Incentive Compensation Plan was cancelled in May of 2021.

3 unchanged sentences

non-executive directors (including the independent directors) are eligible to participate in the 2013 Plan.

following tables summarize stock option activity under the 2013 Plan for the six months ended June 30, 2022:

following tables summarize stock option activity under the 2013 Plan for the nine months ended September 30, 2022:

SCHEDULE OF OPTION ACTIVITY

for Common Shares

Contractual Term (Years)

Intrinsic Value

Options for Common Shares

Exercise Price

Remaining Contractual Term (Years)

Aggregate Intrinsic Value

Outstanding as of January 1, 2021

Vested and exercisable at January 1, 2021

Forfeited, cancelled,

Forfeited, cancelled, expired

Outstanding as of December 31, 2021

1 unchanged sentence

Forfeited, cancelled, expired

Outstanding as of June 30, 2022

Vested and exercisable at June 30, 2022

Outstanding as of September 30, 2022

Vested and exercisable at September 30, 2022

SUBSEQUENT EVENTS

July 12, 2022, Alset International Limited (“AIL”), entered into Amendment No.

1 (the “First Amendment”) to the

Assignment and Assumption Agreement originally entered into on February 25, 2022 (the “Assumption Agreement”) with DSS, Inc.

Pursuant to the Assumption Agreement, DSS agreed to purchase a convertible promissory note with the face value

of $ 8,350,000 together with accrued interest from AIL (the “Note”) for a purchase price of 21,366,177 shares of DSS’s

common stock, subject to adjustment in the event that the transaction closed after May 15, 2022.

The Note was issued by American Medical

(“AMRE”), pursuant to a subscription agreement, dated as of October 29, 2021 between AIL and AMRE.

The First Amendment

revised the Assumption Agreement to remove the adjustment provision.

On July 12, 2022, the transactions contemplated by the Assumption

Agreement and the First Amendment were consummated, AIL assigned the Note to DSS, and DSS issued to AIL 21,366,177 shares of DSS’s

common stock.

for Sale of Black Oak Lots

October 28, 2022, 150 CCM Black Oak Ltd.

(the “Seller”), a Texas Limited Partnership and an indirect, majority-owned subsidiary

of the Company, entered into a Contract for Purchase and Sale and Escrow Instructions (the “Agreement”) with Century Land

Holdings of Texas, LLC, a Colorado limited liability company (the “Buyer”).

Pursuant to the terms of the Agreement, the Seller

has agreed to sell all of the approximately 242 single-family detached residential lots comprising a residential community in the city

of Magnolia, Texas known as the “Lakes at Black Oak.” The lots will be sold at a range of prices, and the Seller will also

be entitled to receive a community enhancement fee for each lot sold.

The aggregate purchase price and community enhancement fees are

anticipated to be $ 12,881,000 , however, such purchase price will be adjusted accordingly, if the total number of lots increases or decreases

prior to the closing of the transactions contemplated by the Agreement.

closing of the transactions described in the Agreement depends on the satisfaction of certain conditions set forth therein.

be no assurance that such closings will be completed on the terms outlined herein or at all.

The Buyer has agreed to purchase the lots

in stages, with an estimated closing date of December of 2022 for the first 132 lots to be acquired, with the remainder to be acquired

through 2023.

Prior to such closing dates, the Buyer shall have a thirty (30) day inspection period in which to inspect the properties

and determine their suitability;

during such inspection period, the Buyer may decline to proceed with the closing of these transactions.

Seller shall be required to develop and improve the property at the Seller’s cost pursuant to certain development plans and government

regulations prior to the closings described above.

of Value Exchange International, Inc.

October 17, 2022, the Company’s subsidiary GigWorld Inc.

entered into a Stock Purchase Agreement (the “Agreement”)

with Chan Heng Fai, who is the Chairman of GigWorld’s Board of Directors and our Chairman, Chief Executive Officer and largest

Pursuant to the Agreement, GigWorld bought an aggregate of 7,276,163 shares of Value Exchange International, Inc.

a Nevada corporation, for the following purchase prices:

(i) $ 1,733,079.12 for 7,221,163 shares, representing a price of $ .24 per share;

(ii) $ 2,314 for 10,000 shares, representing a price of $ .2314 per share;

(iii) $ 5,015 for 25,000 shares, representing a price of $ .2006

and (iv) $ 3,326 for 20,000 shares, representing a price of $ .1663 per share.

Collectively, these purchases represent an aggregate

purchase price of $ 1,743,734.12 for 7,276,163 shares of VEII.

Such purchase prices were negotiated between the parties to the Agreement.

Chan and another member of GigWorld’s Board of Directors, Lum Kan Fai Vincent, are both members of the Board of Directors of VEII.

In addition to Mr.

Chan, two other members of our Board of Directors are also members of the Board of Directors of VEII (Mr.

Yeung and Mr.

Wong Tat Keung).

Following the acquisitions of shares pursuant to the Agreement, the Company now owns a total of 13,834,643

shares of VEII, representing 38.3 % of VEII.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements