What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2023-03-31 compared with 2022-03-29 · 119 added, 54 removed, 133 unchanged (57% of the section changed)

We are a communication software company.

that one’s right to privacy should not end the moment they click “send.” Our flagship product, DatChat Messenger &

Private Social Network (the “Application”), is a mobile application that gives users the ability to communicate with privacy

and protection.

The Application allows users to exercise control

over their messages, even after they are sent.

Through the Application, users can delete messages that they have sent, on their own device

and the recipient’s device as well.

We are a blockchain, cybersecurity, and social

media company that not only focuses on protecting privacy on personal devices, but also protects user information after it is shared with

We believe that one’s right to privacy should not end the moment they click “send”, and that we all deserve

the same right to privacy online that we enjoy in our own living rooms.

Our flagship product, DatChat Messenger & Private Social Network,

is a privacy platform and mobile application that gives users the ability to communicate with the privacy and protection they deserve.

we have expanded our business and product offerings to include the co-development of a mobile-based social metaverse, known

as “The Habytat”, as well as the development of VenVūū, an advertising and non-fungible token (“NFT”)

monetization platform.

DatChat Messenger & Private Social Network

Our platform allows users to exercise control

over their messages and posts, even after they are sent.

Through our application, users can delete messages that they have sent, on their

own device and the recipient’s device as well.

There is no set time limit within which they must exercise this choice.

A user can elect at

any time to delete a message that they previously sent to a recipient’s device.

elect at any time to delete a message that they previously sent to a recipient’s device.

The application also enables users to hide secret

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before it gets destroyed.

In addition, users can delete entire conversations at any time, making it like the conversation never even

In addition, users can delete entire conversations at any time, making it like the conversation never even happened.

In addition to the foregoing, the application

also provides users with the ability to connect via an encrypted live video chat that also is designed to prevent screenshots or screen

The application integrates with iMessage, making

private messages potentially available to hundreds of millions of users.

In June 2022, we formed

a wholly owned subsidiary, SmarterVerse, Inc.

(“SmarterVerse”).

In July 2022, SmarterVerse entered into a development agreement

with MetaBizz, LLC, an infrastructure firm that creates and develops 4D experiences in the metaverse (“MetaBizz”).

In November 2022, we

launched The Habytat, a virtual space that blends real world and virtual realities into one, in real time, using emerging technology like

virtual and augmented reality, to create a highly immersive 3D environment.

In January 2023, we launched

Geniuz City, the first world within The Habytat.

Geniuz City is intended to be a near photo-realistic world that is based on the city

of Miami and its surrounding areas.

Geniuz City has been designed in a manner that can enable users to participate in a number of different

activities, such as parties, business conferences, shopping, socializing, and game play.

Currently, once users

download The Habytat application, we plan to grant each user rights to use a designated piece of virtual property in Geniuz City through

the minting and issuance of a unique NFT.

NFTs (or non-fungible tokens) are digital assets that can represent a unique real-world asset,

such as art, music, in-game items, videos, or a piece of real estate or virtual property.

Users will initially be able to choose the

style of house they want, then start customizing it to represent their personal style and taste.

Users will then be able to accumulate

reward points when they visit and interact with such virtual property or invite others to join The Habytat, and such rewards can be used

to enhance, expand, and improve the virtual property.

In addition, we plan to offer users the ability

to have their own pets in the Habytat, which they will need to care for and can train to follow basic obedience commands.

described below, we plan to integrate our VenVūū, platform and VenVūū, dynamic NFTs (collectively, VenVūū,”)

into The Habytat, and that such integration will enable us and users to generate advertising-based revenues in The Habytat.

We are currently developing VenVūū,

an advertising and NFT monetization platform.

VenVūū is based upon a proprietary metaverse ad network and dynamic NFT technology

which we believe will allow advertisers and landowners to connect in the metaverse.

Management believes that metaverse advertising parallels

reality,.and that VenVūū can be considered as a parallel to billboards in the real world or “Google Ads” within

the internet.

Through the integration of VenVūū, which advertises in a way similar to a billboard or video screen, we plan

to enable users of The Habytat opportunities to monetize their virtual property rights by directly displaying approved advertisements

on their virtual property.

While we currently plan to launch VenVuu in the Habytat, it may also by interoperable within other metaverses

in the future We believe that these features can potentially provide brands with the ability to run campaigns that target the land parcels

they want to reach, simultaneously across multiple metaverses.

DatChat Messenger & Private Social Network

The current market for mobile messenger applications

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include Snapchat, WhatsApp, Facebook Messenger, Facebook, Telegram, MeWe, Confide and Apple iMessage.

We believe that it is the range of privacy and security features that

we offer that sets us apart from our competitors.

We believe that it is the range

of privacy and security features that we offer that sets us apart from our competitors.

Our flagship applications are the DatChat Privacy

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decentralized communications platform that is being designed to allow consumers and businesses to connect directly with each other.

currently have approximately 22,572 Monthly Active Users, of which approximately 16,620 are Android users.

Observing that mobile messaging and social media

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and security.

As public concerns over privacy in an ever-expanding digital society grow, the Application offers comfort to its users

with extensive control over their messages and posts, even after they are sent or shared.

As public concerns over privacy in an ever-expanding digital society grow, the application offers comfort to its users with

extensive control over their messages and posts, even after they are sent or shared.

The application allows users to not only control

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Software and Development

Our ability to compete depends in large part

on our continuous commitment to research and development, our ability to rapidly introduce new features and functionality and our ability

DatChat Messenger & Private Social Network

Our ability to compete depends in large part on

our continuous commitment to research and development, our ability to rapidly introduce new features and functionality and our ability

to improve proven applications for established markets in which we have competitive advantages.

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We are also in the process of developing a private and encrypted social wall/network.

The Habytat and VenVūū

Our software and development is led by our Head

of Business Development, Gianfranco Lopane and SmaterVerse’s Chief Innovation Officer, Rene J.

Palacio Mongui, Chief Technology

Officer, Mark Mathis, and Chief Operating Officer, Ingrith Gartner Salazar.

The software and development team is responsible for the engineering,

development, design, integration and testing of The Habytat metaverse and the VenVūū dynamic content NFT technology.

Marketing and Monetization

DatChat Messenger & Private Social Network

The application is currently offered for

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for use in other languages.

We also plan to add in-app purchases such as

user customization features, unique emoticons, stickers and long form video messages to monetize the Application.

We also plan to add in-app purchases such as user

customization features, unique emoticons, stickers and long form video messages to monetize the application.

We anticipate monetizing the application with

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successfully develop new or future applications that will be embraced by users or generate revenue.

The Habytat and VenVūū

We have entered into strategic alliances with

House of Kibba’s Project Origin metaverse, Yakushima Corp.’s Yakuverse, AVTR Studios Taipei’s metaverse, and ZOAN’s Cornerstone.land

metaverse to integrate the VenVūū NFT monetization platform and The Habytat.

We anticipate that each strategic alliance will

mutually benefit from the cross-promotion of each other’s platforms and products.

Additionally, MetaBizz will contribute over twenty engineers

and designers based in both North and South America.

Intellectual Property Portfolio

DatChat Messenger & Private Social Network

We strive to protect and enhance the proprietary

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As of March 27, 2023, we had 7 issued patents,

1 notice of allowance and 0 filed patent application in the United States relating to our encryption technologies and blockchain platform.

0 notices of allowance and 0 filed patent applications in the United States relating to our encryption technologies and blockchain platform.

Our issued patents will expire in 2036.

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and services from those of our competitors.

Our pending patent application and future applications may not result in the issuance of

patents, and any resulting issued patents may have claims narrower than those in our patent applications.

Additionally, our current and

future patents, trademarks, and other intellectual property rights may be contested, circumvented, or found unenforceable or invalid,

and we may not be able to prevent third parties from infringing them.

Our internal controls may not always be effective at preventing

unauthorized parties from obtaining our intellectual property and proprietary technologies.

Our pending patent application and future applications may not result in the issuance of patents,

and any resulting issued patents may have claims narrower than those in our patent applications.

Additionally, our current and future

patents, trademarks, and other intellectual property rights may be contested, circumvented, or found unenforceable or invalid, and we

may not be able to prevent third parties from infringing them.

Our internal controls may not always be effective at preventing unauthorized

parties from obtaining our intellectual property and proprietary technologies.

Other companies that own patents, copyrights,

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principles and protect the integrity of the application.

When users sign up for the Application, they

are required to provide us with certain personal information such as their name, email address and phone number.

We take commercially

reasonable and appropriate measures to protect this personal information from accidental loss, misuse, and unauthorized access, disclosure,

alteration, or destruction, taking into account the risks involved in processing and the nature of such data, and comply with applicable

laws and regulations.

We do not currently transfer any personal information to third-parties that do not act on our behalf, and we will

not do so without users’ opt-in consent.

Similarly, we do not currently collect sensitive personal information from users without

opt-in consent.

We may disclose personal information to certain types of third-party companies, but only to the extent needed to enable

them to provide such services.

When users sign up for the application, they are

required to provide us with certain personal information such as their name, email address and phone number.

We take commercially reasonable

and appropriate measures to protect this personal information from accidental loss, misuse, and unauthorized access, disclosure, alteration,

or destruction, taking into account the risks involved in processing and the nature of such data, and comply with applicable laws and

We do not currently transfer any personal information to third-parties that do not act on our behalf, and we will not do

so without users’ opt-in consent.

Similarly, we do not currently collect sensitive personal information from users without opt-in

We may disclose personal information to certain types of third-party companies, but only to the extent needed to enable them

to provide such services.

The types of companies that may receive personal information and their functions are:

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All such third parties

function as our agents, performing services at our instruction and on our behalf pursuant to contracts which require them to provide

at least the same level of privacy protection as is required by our Privacy Policy.

function as our agents, performing services at our instruction and on our behalf pursuant to contracts which require them to provide at

least the same level of privacy protection as is required by our Privacy Policy.

In addition, we may be required to disclose personal

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message through the application, we may only temporarily process and store the message in its encrypted form.

We do not (and cannot)

read our users’ encrypted messages and we delete our users’ messages as soon as they have been successfully self-destructed

We do not (and cannot) read

our users’ encrypted messages and we delete our users’ messages as soon as they have been successfully self-destructed or

Our end-to-end encryption ensures that we will never have access to the contents of our users’ messages.

we recognize the privacy rights of our users and are committed to complying with data protection laws to the extent they apply to us,

and to assist our users in exercising their rights under applicable law.

For example, users may exercise their rights pursuant to the

EU General Data Protection Regulation (“GDPR”) or Section 1798.83 of the California Civil Code, simply by submitting a request

via email to privacy@DatChat.com.

Moreover, we recognize

the privacy rights of our users and are committed to complying with data protection laws to the extent they apply to us, and to assist

our users in exercising their rights under applicable law.

For example, users may exercise their rights pursuant to the EU General Data

Protection Regulation (“GDPR”) or Section 1798.83 of the California Civil Code, simply by submitting a request via email to

privacy@DatChat.com.

As of March 27, 2023, we have a total of 15 full-time

employees and 4 consultants.

employees and 1 consultant.

We are not a party to any collective bargaining agreements.

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Our website address is www.datchat.com.

The contents of, or information accessible through, our website are not part of this Annual Report on Form 10-K, and our website address

is included in this document as an inactive textual reference only.

contents of, or information accessible through, our website are not part of this Annual Report on Form 10-K, and our website address is

included in this document as an inactive textual reference only.

We make our filings with the U.S.

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The address of the SEC’s website is www.sec.gov.

The information contained in the SEC’s website is not

intended to be a part of this filing.

The information contained in the SEC’s website is not intended

to be a part of this filing.

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-K

Item 1. Business