What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-03-31 compared with 2024-03-27 · 482 added, 730 removed, 461 unchanged (72% of the section changed)

51 unchanged sentences

Such remediation includes the following:

The Company hired a Controller, Director of External Reporting, Senior Accountant and Cost Accountant in 2022.

Company has re-assigned responsibilities of other staff members to assist in the Company’s financial reporting as well as segregating

duties to serve as a check and balance on employees’ integrity and to maintain the best control system possible.

The Company has centralized its accounting functions across all divisions.

The goal of this process is to support

the segregation of duties and to allow the Chief Financial Officer to focus on ensuring reporting packages, reconciliations, and other

financial reports are accurate and timely reported.

A monthly operations and financial review is performed with key members of the management team, executive committee,

and accounting team which has enhanced the timeliness, formality and rigor of our financial statement preparation, review and reporting

The Director of External Reporting will complete the appropriate disclosure check list for the required filings.

The CFO will review the completion of this checklist in a timely manner for inclusion of all necessary disclosures.

Routine account reconciliations for all key balance sheet accounts have been initiated.

These account reconciliations

are reviewed timely by an independent person.

have been enhanced and count sheets modified to ensure accuracy of physical inventory counts.

The Company has re-assigned

responsibilities of other staff members to assist in the Company’s financial reporting as well as segregating duties to serve

as a check and balance on employees’ integrity and to maintain the best control system possible.

Company has centralized its accounting functions across all divisions.

The goal of this process is to support the segregation of

duties and to allow the Chief Financial Officer to focus on ensuring reporting packages, reconciliations, and other financial reports

are accurate and timely reported.

monthly operations and financial review is performed with key members of the management team, executive committee, and accounting

team which has enhanced the timeliness, formality and rigor of our financial statement preparation, review and reporting process.

account reconciliations for all key balance sheet accounts have been initiated.

These account reconciliations are reviewed timely

by an independent person.

Company will engage an external, independent expert to review significant and/or complex accounting transactions, when appropriate,

to ensure the proper accounting treatment is applied.

Company is committed to maintaining a strong internal control environment and believes that these remediation efforts will represent

4 unchanged sentences

in Internal Control over Financial Reporting

changes in the Company’s internal control over financial reporting occurred during the year ended December 31, 2023 as the Company

continued to implement the remediation steps described above, we have not been able to fully document and test these controls to ensure

their effectiveness over financial reporting during the year ended December 31, 2023, and thus cannot conclude that have materially

affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

While changes in the Company’s internal control over financial reporting

occurred during the year ended December 31, 2024 as the Company continued to implement the remediation steps described above, we have

not been able to fully document and test these controls to ensure their effectiveness over financial reporting during the year ended December

31, 2024, and thus cannot conclude that have materially affected, or are reasonably likely to materially affect, the Company’s internal

control over financial reporting.

9B - OTHER INFORMATION

8 unchanged sentences

Yeung Frankie Wong

Lim Sheng Hon Danny

Executive Officer, Director

Operating Officer

Sheng Hon Danny

Chief Executive Officer

Financial Officer

15 unchanged sentences

and Directorships

Heuszel currently serves as the Chief Executive

Officer of DSS, Inc., a NYSE American publicly traded company.

He manages the strategic direction, growth, day to day operations, and

governance of the New York based multinational company operating businesses in biohealth and bioscience, healthcare, securities trading

and management platforms, blockchain technology, direct marketing, real estate, alternative energy, brand protection technology and securitized

digital assets.

Heuszel became DSS’s Chief Executive Officer

and Interim Chief Financial Officer in April 2019, prior to 2019 Mr.

Heuszel was retired.

He has served as a member of DSS’s board

of directors since July 2018 and served as chairman of the company’s Audit Committee from July 2018 to April 2019.

Heuszel has extensive expertise in a wide array of

strategic, business, turnaround, and regulatory matters across several industries as a result of his executive management, educational,

and operational experience.

Prior to joining DSS, Mr.

Heuszel had a very successful career in commercial banking.

For over 35 years, Heuszel

served in many senior executive roles with major US and international banking organizations.

As a banker, Mr.

Heuszel has served as General

Counsel, Director of Special Assets, Credit Officer, Chief Financial Officer and Auditor.

Heuszel currently serves as CEO of the Texas

bank holding company, American Pacific Bancorp.

Heuszel also operates a successful law practice focuses on the regulation and operation

of banks, management of bank litigation, corporate restructures, and merger and acquisitions.

In addition to being an attorney and executive

Heuszel is also a Certified Public Accountant (retired), and a Certified Internal Auditor.

Heuszel also serves as a director of a Texas community

bank, Herring Bank of Amarillo, Texas and Mr.

Heuszel serves as Chairman of the Audit Committee.

Heuszel was appointed to this position

Heuszel was born in Branson, Missouri, graduated

from the University of Texas at Austin from the McCombs School of Business in 1979 and received his Doctorate of Jurisprudence with honors

from South Texas College of Law in 1990.

Frank received his certification as a Certified Public Accountant and as a Certified Internal

Auditor in 1985.

Heuszel is also a member of the Texas State Bar,

the Houston Bar Association, Association of Corporate Counsel, Texas Society of Certified Public Accountants, and the State Bar of Texas

Bankruptcy Section.

Heuszel’s years of experience with the Company and decades of experience in banking and law make him an

asset to the Board

Jason Grady has held the position of Chief Operating Officer at the Company since August 2019.

Concurrently, since July 2018, Mr.

has served as President of Premier Packaging Corporation, a folding carton and consumer packaging manufacturer and wholly-owned subsidiary

of the Company.

Previously, from April 2010 to July 2018, Mr.

Grady served as the Company’s Vice President of Sales & Business

In his capacity as COO, Mr.

Grady oversees the operational management of multiple divisions, provides guidance for the company’s

newly-formed subsidiaries, and conducts research and development into emerging market opportunities across various business operations.

His responsibilities encompass strategic leadership, driving key initiatives such as operations optimization, sales organization re-engineering,

new business development, international sales, sales management, and corporate marketing.

He has directed the overall management of multi-divisional

operations and sales, including bio-health, nutraceuticals, wealth management, commercial lending, anti-counterfeit and authentication

solutions, enterprise security software technologies, and document security printing.

Prior to his tenure at DSS, Mr.

Grady held positions

as Vice President of Marketing at Parlec Corporation, Director of Business Development at Berlin Packaging Corporation, and served as

a sales and marketing executive at OutStart, Inc., an enterprise e-learning software company.

Grady earned an undergraduate degree

in Marketing and Communications and a Master’s Degree in Business Administration from the Rochester Institute of Technology.

October 2024, Mr.

Jason Grady has served as the Interim Chief Executive Officer (CEO) of the Company, driving its strategic vision, leadership,

and overall performance.

In this role, he steers the organization’s growth trajectory, ensuring profitability while aligning long-term

objectives with operational execution.

He leads executive teams, fosters innovation, and cultivates key relationships with the Board

of Directors, investors, and strategic partners to propel the company forward.

stepping into the CEO role, Mr.

Grady was the Company’s Chief Operating Officer (COO) since August 2019, where he streamlined operations,

optimized business processes, and spearheaded new business development.

Simultaneously, since July 2018, he has served as President of

Premier Packaging Corporation, a leading folding carton and consumer packaging manufacturer and a wholly owned subsidiary of the Company.

His leadership within the broader DSS ecosystem has been instrumental in driving business expansion and operational excellence.

April 2010 to July 2018, Mr.

Grady served as Vice President of Sales & Business Development, playing a pivotal role in accelerating

revenue growth and expanding the Company’s market presence.

to joining DSS, he held key leadership positions, including Vice President of Marketing at Parlec Corporation, Director of Business Development

at Berlin Packaging Corporation, and sales and marketing executive at OutStart, Inc.

Grady holds a bachelor’s degree in Marketing and Communications and an MBA from the Rochester Institute of Technology.

Macko was promoted to Chief Financial Officer on August 16, 2021.

Macko previously served as the Interim Chief Financial

Officer and Vice President of Finance of DSS.

Macko previously served as the Interim Chief Financial Officer

and Vice President of Finance of DSS.

As the Interim Chief Financial Officer and Vice President of Finance, Mr.

responsibilities included assisting DSS’s Chief Executive Officer in all aspects of financial and regulatory reporting.

addition, his responsibilities included the day-to-day management of the Company’s Accounting and Finance team and the financial

leadership in the directing and improving of the accounting, reporting, audit, and tax activities.

Prior to his role as Vice President

of Finance for the Company, Mr.

Macko joined the wholly owned subsidiary of DSS, Premier Packaging Corporation in January 2019, as

its Vice President of Finance.

Macko is a Certified Public Accountant with over 25 years of public and corporate financial management,

business leadership and corporate strategy.

Macko brings a wealth of experience with strengths in financial planning and analysis,

business process re-engineering, budgeting, merger and acquisitions, financial reporting systems, project evaluation and treasury

and capital management.

Prior to joining the Company, Mr.

Macko served as the Corporate Controller for Baldwin Richardson Foods,

a leading custom ingredients manufacturer for the food and beverage industry from November 2015 until January 2019.

Prior to that,

Macko served as the Controller for The Outdoor Group, LLC., Genesis Vision, Inc., Complemar Partners, Inc., and Level 3 Communications,

Macko obtained is Bachelor of Science in Accounting from Rochester Institute of Technology.

Escudero’s career is focused on business

transformations, including turnaround, growth and M&A situations.

He has led large performance transformation programs within companies

of various industries and countries, including retail, fashion & luxury, hotel and the new economy related to digitalization transformation

and crypto world.

Escudero has been member of different Boards of Directors and Direction Committees of many companies in different

He has been also working as expert for the leading private equity firms like:

Harvard Investment Group (HIG), Advent, Goldman

He has been working in financial analysis, transactional support and strategy business development as well as operating management

in first level of international companies.

Also, he has worked in more than 10 countries along his career (Singapore, HK, US, UK, Brazil,

Spain, etc.).

Escudero worked as a Partner at BMI Capital Partners

from September 2013 to November 2019.

Ecudero has worked as Certisign’s Chief Strategy and M&A Officer since November 2019.

He is currently working as partner of the Managing Consulting firm Hallman & Burke, and previously worked for the Spanish M&A

boutique Ambers & Co.

Macko’s responsibilities

included assisting DSS’s Chief Executive Officer in all aspects of financial and regulatory reporting.

In addition, his responsibilities

included the day-to-day management of the Company’s Accounting and Finance team and the financial leadership in the directing

and improving of the accounting, reporting, audit, and tax activities.

Prior to his role as Vice President of Finance for the Company,

Macko joined the wholly owned subsidiary of DSS, Premier Packaging Corporation in January 2019, as its Vice President of Finance.

Macko is a Certified Public Accountant with over 25 years of public and corporate financial management, business leadership and

corporate strategy.

Macko brings a wealth of experience with strengths in financial planning and analysis, business process re-engineering,

budgeting, merger and acquisitions, financial reporting systems, project evaluation and treasury and capital management.

joining the Company, Mr.

Macko served as the Corporate Controller for Baldwin Richardson Foods, a leading custom ingredients manufacturer

for the food and beverage industry from November 2015 until January 2019.

Prior to that, Mr.

Macko served as the Controller for The

Outdoor Group, LLC., Genesis Vision, Inc., Complemar Partners, Inc., and Level 3 Communications, Inc.

Macko obtained is Bachelor

of Science in Accounting from Rochester Institute of Technology.

Escudero’s career is focused on business transformations, including turnaround, growth and M&A situations.

He has led large

performance transformation programs within companies of various industries and countries, including retail, fashion & luxury,

hotel and the new economy related to digitalization transformation and crypto world.

Escudero has been member of different Boards

of Directors and Direction Committees of many companies in different countries.

He has been also working as expert for the leading

private equity firms like:

Harvard Investment Group (HIG), Advent, Goldman Sachs, etc.

He has been working in financial analysis,

transactional support and strategy business development as well as operating management in first level of international companies.

Also, he has worked in more than 10 countries along his career (Singapore, HK, US, UK, Brazil, Spain, etc.).

Escudero worked as a Partner at BMI Capital Partners from September 2013 to November 2019.

Ecudero has worked as Certisign’s

Chief Strategy and M&A Officer since November 2019.

He is currently working as partner of the Managing Consulting firm Hallman

& Burke, and previously worked for the Spanish M&A boutique Ambers & Co.

He started his career in PwC.

Escudero has a B.Sc.

in Economics from the Francisco de Vitoria University (Madrid, Spain) where he ranked number

one of the promotion.

in Economics from the Francisco de Vitoria University (Madrid, Spain) where he ranked number one of the promotion.

He has a Masters degree in Corporate Finance and Investment Banking from the Options & Futures Institute.

he is enrolled in Harvard University in Business Postgraduate studies.

He collaborates with different Organizations and Business Schools

as speaker and professor:

Currently he is enrolled

in Harvard University in Business Postgraduate studies.

He collaborates with different Organizations and Business Schools as speaker

and professor:

Ie - Instituto de Empresa

3 unchanged sentences

CEF - Centro de Estudios Financieros

Escudero’s experience in mergers and acquisitions, corporate finance, and international trade along with

his education in economics and finance and investment banking qualify him to serve on the Company’s Board of Directors and as a

member of the Compensation and Management Resources Committee and the Nominating and Corporate Governance Committee.

Leung William Wu

Escudero’s experience in mergers and acquisitions, corporate

finance, and international trade along with his education in economics and finance and investment banking qualify him to serve on the

Company’s Board of Directors and as a member of the Compensation and Management Resources Committee, the Nominating and Corporate

Governance Committee, and the Audit Committee.

Wai Leung William

Wu has served as a director of the Company since October 20, 2019.

He served as the managing director of Investment Banking at Glory Sun

Securities Limited since January 2019.

Wu previously served as the executive director and chief executive officer of Power Financial

Group Limited from November 2017 to January 2019.

Wu has served as a director of Asia Allied Infrastructure Holdings

Limited since February 2015.

Wu previously served as a director and chief executive officer of RHB Hong

Kong Limited from April 2011 to October 2017.

Wu served as the chief executive officer of SW Kingsway Capital Holdings Limited (now

known as Sunwah Kingsway Capital Holdings Limited) from April 2006 to September 2010.

Wu serves as a director and is on the audit committees

of Alset Inc., traded on The Nasdaq Stock Market LLC;

JY GrandMark Holdings Limited listed on the Hong Kong Stock Exchange;

and Asia Allied

Infrastructure Holdings Limited listed on the Hong Kong Stock Exchange.

Wu holds a Bachelor of Business Administration

degree and a Master of Business Administration degree of Simon Fraser University in Canada.

He was qualified as a chartered financial

analyst of The Institute of Chartered Financial Analysts in 1996.

Wu previously worked for a number of international investment banks and possesses over 26 years of experience

in the investment banking, capital markets, institutional broking and direct investment businesses.

He is a registered license holder

to carry out Type 6 (advising on corporate finance) and Type 9 (asset management) regulated activities under the Securities and Futures

Ordinance (Chapter 571 of the Laws of Hong Kong).

Wu has served as a member of the Guangxi Zhuang Autonomous Region Committee of the

Chinese People’s Political Consultative Conference in January 2013.

Wu’s experience in banking, capital markets, investment banking, Asian economic and banking dynamics, and

education in corporate finance and asset management qualify him to serve on the Company’s Board as Lead Independent Director, Chair

of the Audit Committee and member of the Compensation and Management Resources Committee.

William Wu joined the Board of Directors of our company in November 2020.

Wu has served as a member of the Board of Directors of HWH International Inc.

(formerly known as Alset Capital Acquisition Corp.)

since January 2022.

Wu previously served as the executive director and chief executive officer of Power Financial Group Limited from

November 2017 to January 2019.

Wu has served as a member of the Board of Directors of DSS, Inc.

since October of 2019.

served as a director of Asia Allied Infrastructure Holdings Limited since February 2015.

Wu previously served as a director and chief

executive officer of RHB Hong Kong Limited from April 2011 to October 2017.

Wu served as the chief executive officer of SW Kingsway

Capital Holdings Limited (now known as Sunwah Kingsway Capital Holdings Limited) from April 2006 to September 2010.

Wu holds a Bachelor

of Business Administration degree and a Master of Business Administration degree of Simon Fraser University in Canada.

He was qualified

as a chartered financial analyst of The Institute of Chartered Financial Analysts in 1996.

Wu previously worked for a number of international investment banks

and possesses over 29 years of experience in the investment banking, capital markets, institutional broking and direct investment businesses.

Wu demonstrates extensive knowledge of complex, cross-border financial

matters highly relevant to our business, making him well-qualified to serve as an independent member of the board.

Wu serves on our

Audit Committee.

Tung Moe Chan has served as a director of the Company since September 2020.

5 unchanged sentences

Limited, a diversified holding company listed on the Catalist of the Singapore Exchange Securities Trading Limited.

Moe Chan is responsible for Alset International Limited’s international real estate business (including serving as Co-Chief

Executive Officer-International and a member of the Board of its subsidiary LiquidValue Development Inc.).

is responsible for Alset International Limited’s international real estate business (including serving as Co-Chief Executive

Officer-International and a member of the Board of its subsidiary LiquidValue Development Inc.).

April 2014 to June 2015, Mr.

Moe Chan was the Chief Operating Officer of Zensun Enterprises Limited (formerly known as ZH International

Holdings Limited and Heng Fai Enterprises Limited), an investment holding company listed on the HKSE and was responsible for that company’s

global business operations consisting of REIT ownership and management, property development, hotels and hospitality, as well as property

and securities investment and trading.

Holdings Limited and Heng Fai Enterprises Limited), an investment holding company listed on the HKSE and was responsible for that

company’s global business operations consisting of REIT ownership and management, property development, hotels and hospitality,

as well as property and securities investment and trading.

Prior to that, Mr.

Moe Chan was an executive director (from March 2006 to February 2014) and the

Chief of Project Development (from April 2013 to February 2014) of SingHaiyi Group Ltd (now known as SingHaiyi Group Pte.

Ltd.), a property

development company in Singapore which was listed on the Singapore Exchange Mainboard, overseeing its property development projects.

Moe Chan was also a non-executive director of the Toronto Stock Exchange-listed RSI International Systems Inc., a hotel software

company and the developer of RoomKeyPMS, a web-based property management system, from July 2007 to August 2016.

Moe Chan was an executive director (from March 2006

to February 2014) and the Chief of Project Development (from April 2013 to February 2014) of SingHaiyi Group Ltd (now known as SingHaiyi

Ltd.), a property development company in Singapore which was listed on the Singapore Exchange Mainboard, overseeing its

property development projects.

Moe Chan was also a non-executive director of the Toronto Stock Exchange-listed RSI International

Systems Inc., a hotel software company and the developer of RoomKeyPMS, a web-based property management system, from July 2007 to

Tung Moe Chan holds a Master’s Degree in Business Administration with honors from the University of Western Ontario, a Master’s

2 unchanged sentences

Tung Moe Chan’s experience with the Company and experience with global business operations makes him an asset to the Board.

Yeung Frankie Wong

Shui Yeung Frankie Wong

Shui Yeung joined the Board of Directors of the Company in July 2022.

Wong is a practicing

member and fellow member of Hong Kong Institute of Certified Public Accountants and a member

of Hong Kong Securities and Investment Institute and holds a bachelor’s degree in business

administration.

Wong is a Certified Public Accountant admitted to practice in Hong Kong

and he serves as the sole proprietor of S.Y.WONG.

He has over 20 years’ experience

in accounting, auditing, corporate finance, corporate investment and development, and company

secretarial practice.

Wong is a practicing member and fellow member of Hong Kong

Institute of Certified Public Accountants and a member of Hong Kong Securities and Investment Institute and holds a bachelor’s

degree in business administration.

Wong is a Certified Public Accountant admitted to practice in Hong Kong and he serves as the

sole proprietor of S.Y.WONG.

He has over 20 years’ experience in accounting, auditing, corporate finance, corporate investment

and development, and company secretarial practice.

Wong previously worked for a number of listed companies as the Chief Financial Officer and/or Company Secretary for over 20 years.

was the CFO and/or Company Secretary of Lerthai Group Limited from September 2016 to December 2020, the shares of which were listed on

the Hong Kong Stock Exchange.

He was the CFO and/or Company Secretary of Lerthai Group Limited from September 2016 to December 2020, the shares of which were listed

on the Hong Kong Stock Exchange.

Wong has served as a member of the Board of Directors of Alset Capital Acquisition Corp.

since January 2022 and November 2021 respectively, the shares of which are listed on NASDAQ.

Wong has served as an independent

non-executive director of Alset International Limited since June 2017, the shares of which are listed on the Catalist Board of Singapore

Stock Exchange.

Wong has served as an

independent non-executive director of Alset International Limited since June 2017, the shares of which are listed on the Catalist

Board of Singapore Stock Exchange.

Wong has served as a member of the Board of Directors of Value Exchange International, Inc.

since April 2022, the

shares of which are listed on the OTCQB.

Wong was an independent non-executive director of SMI Holdings Group Limited from April

2017 to December 2020, the shares of which were listed on the Main Board of The Stock Exchange of Hong Kong Limited and was an independent

non-executive director of SMI Culture & Travel Group Holdings Limited from December 2019 to November 2020, the shares of which are

listed on the Main Board of The Stock Exchange of Hong Kong Limited.

Wong’s experience

with accounting, public companies, and development make him an asset to the Board and qualify him to act as Chairman of the Nominating

and Corporate Governance Committee.

since April 2022, the shares of which are listed on the OTCQB.

Wong was an independent non-executive director of SMI Holdings

Group Limited from April 2017 to December 2020, the shares of which were listed on the Main Board of The Stock Exchange of Hong Kong

Limited and was an independent non-executive director of SMI Culture & Travel Group Holdings Limited from December 2019 to November

2020, the shares of which are listed on the Main Board of The Stock Exchange of Hong Kong Limited.

Wong’s experience with accounting, public companies, and development make him an asset to the Board and qualify him to act

as Chairman of the Nominating and Corporate Governance Committee.

Shui Yeung joined the Board of Directors of the Company in July 2022.

Wong is a practicing

member and fellow member of Hong Kong Institute of Certified Public Accountants and a member

of Hong Kong Securities and Investment Institute and holds a bachelor’s degree in business

administration.

Wong is a Certified Public Accountant admitted to practice in Hong Kong

and he serves as the sole proprietor of S.Y.WONG.

He has over 20 years’ experience

in accounting, auditing, corporate finance, corporate investment and development, and company

secretarial practice.

Wong previously worked for a number

of listed companies as the Chief Financial Officer and/or Company Secretary for over 20 years.

He was the CFO and/or Company Secretary

of Lerthai Group Limited from September 2016 to December 2020, the shares of which were listed on the Hong Kong Stock Exchange.

has served as a member of the Board of Directors of Alset Capital Acquisition Corp.

and Alset Inc.

since January 2022 and November 2021

respectively, the shares of which are listed on NASDAQ.

Wong has served as an independent non-executive director of Alset International

Limited since June 2017, the shares of which are listed on the Catalist Board of Singapore Stock Exchange.

Wong has served as a member

of the Board of Directors of Value Exchange International, Inc.

Wong is a practicing member and fellow member of Hong Kong

Institute of Certified Public Accountants and a member of Hong Kong Securities and Investment Institute and holds a bachelor’s

degree in business administration.

Wong is a Certified Public Accountant admitted to practice in Hong Kong and he serves as the

sole proprietor of S.Y.WONG.

He has over 20 years’ experience in accounting, auditing, corporate finance, corporate investment

and development, and company secretarial practice.

Wong previously worked for a number of listed companies as the Chief Financial Officer and/or Company Secretary for over 20 years.

He was the CFO and/or Company Secretary of Lerthai Group Limited from September 2016 to December 2020, the shares of which were listed

on the Hong Kong Stock Exchange.

Wong has served as a member of the Board of Directors of Alset Capital Acquisition Corp.

since January 2022 and November 2021 respectively, the shares of which are listed on NASDAQ.

Wong has served as an

independent non-executive director of Alset International Limited since June 2017, the shares of which are listed on the Catalist

Board of Singapore Stock Exchange.

Wong has served as a member of the Board of Directors of Value Exchange International, Inc.

since April 2022, the shares of which are listed on the OTCQB.

was an independent non-executive director of SMI Holdings Group Limited from April 2017 to December 2020, the shares of which were listed

on the Main Board of The Stock Exchange of Hong Kong Limited and was an independent non-executive director of SMI Culture & Travel

Group Holdings Limited from December 2019 to November 2020, the shares of which are listed on the Main Board of The Stock Exchange of

Hong Kong Limited.

Wong’s experience with accounting, public companies, and development

make him an asset to the Board and qualify him to act as Chairman of the Nominating and Corporate Governance Committee.

Wong was an independent non-executive director of SMI Holdings

Group Limited from April 2017 to December 2020, the shares of which were listed on the Main Board of The Stock Exchange of Hong Kong

Limited and was an independent non-executive director of SMI Culture & Travel Group Holdings Limited from December 2019 to November

2020, the shares of which are listed on the Main Board of The Stock Exchange of Hong Kong Limited.

Wong’s experience with accounting, public companies, and development make him an asset to the Board and qualify him to act

as Chairman of the Nominating and Corporate Governance Committee.

Shui Yeung joined the Board of Directors of the Company in July 2022.

Wong is a practicing

member and fellow member of Hong Kong Institute of Certified Public Accountants and a member

of Hong Kong Securities and Investment Institute and holds a bachelor’s degree in business

administration.

Wong is a Certified Public Accountant admitted to practice in Hong Kong

and he serves as the sole proprietor of S.Y.WONG.

He has over 20 years’ experience

in accounting, auditing, corporate finance, corporate investment and development, and company

secretarial practice.

Wong previously worked for a number of listed companies as the Chief Financial Officer and/or

Company Secretary for over 20 years.

He was the CFO and/or Company Secretary of Lerthai Group

Limited from September 2016 to December 2020, the shares of which were listed on the Hong

Kong Stock Exchange.

Wong has served as a member of the Board of Directors of Alset Capital

Acquisition Corp.

and Alset Inc.

since January 2022 and November 2021 respectively, the shares

of which are listed on NASDAQ.

Wong has served as an independent non-executive director

of Alset International Limited since June 2017, the shares of which are listed on the Catalist

Wong is a practicing member and fellow member of Hong Kong

Institute of Certified Public Accountants and a member of Hong Kong Securities and Investment Institute and holds a bachelor’s

degree in business administration.

Wong is a Certified Public Accountant admitted to practice in Hong Kong and he serves as the

sole proprietor of S.Y.WONG.

He has over 20 years’ experience in accounting, auditing, corporate finance, corporate investment

and development, and company secretarial practice.

Wong previously worked for a number of listed companies as the Chief Financial Officer and/or Company Secretary for over 20 years.

He was the CFO and/or Company Secretary of Lerthai Group Limited from September 2016 to December 2020, the shares of which were listed

on the Hong Kong Stock Exchange.

Wong has served as a member of the Board of Directors of Alset Capital Acquisition Corp.

since January 2022 and November 2021 respectively, the shares of which are listed on NASDAQ.

Wong has served as an

independent non-executive director of Alset International Limited since June 2017, the shares of which are listed on the Catalist

Board of Singapore Stock Exchange.

Wong has served as a member of the Board of Directors

of Value Exchange International, Inc.

since April 2022, the shares of which are listed on

Wong was an independent non-executive director of SMI Holdings Group Limited

from April 2017 to December 2020, the shares of which were listed on the Main Board of The

Stock Exchange of Hong Kong Limited and was an independent non-executive director of SMI

Culture & Travel Group Holdings Limited from December 2019 to November 2020, the shares

of which are listed on the Main Board of The Stock Exchange of Hong Kong Limited.

Wong’s experience with accounting, public companies, and development make him an asset

to the Board and qualify him to act as Chairman of the Nominating and Corporate Governance

Pan Joanne Wong