SEATech Ventures Corp. 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Quarterly Period Ended June 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission File Number 333-230479 SEATECH VENTURES CORP (Exact name of registrant issuer as specified in its charter) Nevada 61-1882326 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 11-05 & 11-06, Tower A , Avenue 3 Vertical Business Suite , Jalan Kerinchi, Bangsar South , 59200 Kuala Lumpur , Malaysia . (Address of principal executive offices, including zip code) Registrant’s phone number, including area code + 852 83311767 Securities registered pursuant to Section 12(b) of the Act: Title of each class: Trading Symbol(s) Name of each exchange on which registered: Common Stock SEAV The OTC Market – Pink Sheets Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding twelve months (or shorter period that the registrant was required to submit and post such files). Yes ☐ No ☒ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☐ Smaller reporting company ☒ Emerging growth company ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has fled all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☒ APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. Class Outstanding at August 13, 2021 Common Stock, $.0001 par value 92,519,867 TABLE OF CONTENTS Page PART I FINANCIAL INFORMATION ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS: F-1 Condensed Consolidated Balance Sheets as of June 30, 2021 (unaudited) and December 31, 2020 (audited) F-2 Condensed Consolidated Statements of Operations and Comprehensive Losses for the Three months and Six months Ended June 30, 2021 and 2020 (unaudited) F-3 Condensed Consolidated Statements of Changes in Equity for the Six months Ended June 30, 2021 and 2020 F-4 Condensed Consolidated Statements of Cash Flows for the Six months Ended June 30, 2021 and 2020 (unaudited) F-5 Notes to the Condensed Consolidated Financial Statements F-6 - F-13 ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 3-5 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 6 ITEM 4. CONTROLS AND PROCEDURES 6 PART II OTHER INFORMATION ITEM 1 LEGAL PROCEEDINGS 7 ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 7 ITEM 3 DEFAULTS UPON SENIOR SECURITIES 7 ITEM 4 MINE SAFETY DISCLOSURES 7 ITEM 5 OTHER INFORMATION 7 ITEM 6 EXHIBITS 8 SIGNATURES 9 2 PART I FINANCIAL INFORMATION ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS: SEATECH VENTURES CORP CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Page Condensed Consolidated Financial Statements Condensed Consolidated Balance Sheets as of June 30, 2021 (unaudited) and December 31, 2020 (audited) F-2 Condensed Consolidated Statements of Operations and Comprehensive Losses for the Three months and Six months Ended June 30, 2021 and 2020 (unaudited) F-3 Condensed Consolidated Statements of Changes in Equity for the Six months Ended June 30, 2021 and 2020 (unaudited) F-4 Condensed Consolidated Statements of Cash Flows for the Six months Ended June 30, 2021 and 2020 (unaudited) F-5 Notes to the Condensed Consolidated Financial Statements F-6 - F-13 F- 1 SEATECH VENTURES CORP CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2021, AND DECEMBER 31, 2020 (Currency expressed in United States Dollars (“US$”), except for number of shares) As of As of June 30, 2021 December 31, 2020 Unaudited Audited ASSETS CURRENT ASSETS Cash and cash equivalents $ 215,348 $ 281,299 Accounts receivable - 170,800 Deposits paid, prepayments and other receivables 563 1,237 Total Current Assets $ 215,911 $ 453,336 NON-CURRENT ASSETS Investment in other companies $ 3,365 $ 1,015 TOTAL ASSETS 219,276 454,351 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Amount due to a director 1,631 1,631 Accounts payable - 159,800 Accrued expenses and other payable 13,269 22,369 Total Current Liabilities $ 14,900 $ 183,800 TOTAL LIABILITIES $ 14,900 $ 183,800 STOCKHOLDERS’ EQUITY Preferred stock, $ 0.0001 par value; 200,000,000 shares authorized; None issued and outstanding - - Common Shares, par value $ 0.0001 ; 600,000,000 shares authorized, 92,519,867 and 92,519,867 shares issued and outstanding as of June 30, 2021 and December 31, 2020 $ 9,252 $ 9,252 Additional paid in capital 659,958 659,958 Accumulated other comprehensive loss ( 122 ) ( 122 ) Accumulated deficit ( 464,713 ) ( 398,537 ) TOTAL STOCKHOLDERS’ EQUITY $ 204,375 $ 270,551 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 219,276 $ 454,351 See accompanying notes to condensed consolidated financial statements. F- 2 SEATECH VENTURES CORP CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSSES FOR THE SIX MONTHS ENDED JUNE 30, 2021 and 2020 (Currency expressed in United States Dollars (“US$”), except for number of shares) (Unaudited) 2021 2020 2021 2020 Three months ended June 30 Six months ended June 30 2021 2020 2021 2020 $ $ $ $ REVENUE 120,000 - 122,400 - COST OF REVENUE ( 107,600 ) - ( 110,000 ) - GROSS PROFIT 12,400 - 12,400 - OTHER INCOME 1,016 1,423 1,041 1,447 SELLING AND DISTRIBUTION EXPENSES ( 79 ) ( 3,297 ) ( 285 ) ( 11,532 ) GENERAL AND ADMINSTRATIVE EXPENSES ( 51,389 ) ( 31,483 ) ( 79,332 ) ( 61,207 ) LOSS BEFORE INCOME TAX ( 38,052 ) ( 33,357 ) ( 66,176 ) ( 71,292 ) INCOME TAX PROVISION - - - - NET LOSS ( 38,052 ) ( 33,357 ) ( 66,176 ) ( 71,292 ) TOTAL COMPREHENSIVE LOSS ( 38,052 ) ( 33,357 ) ( 66,176 ) ( 71,292 ) NET INCOME /(LOSS) PER SHARE – BASIC AND DILUTED - - - - WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – BASIC AND DILUTED 92,519,867 92,286,038 92,519,867 92,286,038 See accompanying notes to condensed consolidated financial statements. F- 3 SEATECH VENTURES CORP CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED JUNE 30, 2021 and 2020 (Currency expressed in United States Dollars (“US$”), except for number of shares) (Unaudited) Six months Ended June 30, 2021 (Unaudited) 1 2 3 4 5 COMMON SHARES ADDITIONAL ACCUMULATED OTHER Number of Shares Amount PAID-IN CAPITAL COMPREHENSIVE INCOME ACCUMULATED DEFICIT TOTAL EQUITY Balance as of December 31, 2020 92,519,867 $ 9,252 $ 659,958 $ ( 122 ) $ ( 398,537 ) $ 270,551 Shares issued in Initial Public Offering completed on May 4, 2020 at $1.00 per share Shares issued in Initial Public Offering completed on May 4, 2020 at $1.00 per share, shares Net loss for the period - - - - ( 66,176 ) ( 66,176 ) Balance as of June 30, 2021 92,519,867 $ 9,252 $ 659,958 $ ( 122 ) $ ( 464,713 ) 204,375 Six months Ended June 30, 2020 (Unaudited) COMMON SHARES ADDITIONAL ACCUMULATED OTHER Number of Shares Amount PAID-IN CAPITAL COMPREHENSIVE INCOME ACCUMULATED DEFICIT TOTAL EQUITY Balance as of December 31, 2019 92,176,667 $ 9,218 $ 316,792 $ ( 122 ) $ ( 291,351 ) $ 34,537 Shares issued in Initial Public Offering completed on May 4, 2020 at $ 1.00 per share 343,200 34 343,166 - - 343,200 Net loss for the period - - - - ( 71,292 ) ( 71,292 ) Balance as of June 30, 2020 92,519,867 $ 9,252 $ 659,958 $ ( 122 ) $ ( 362,643 ) $ 306,445 F- 4 SEATECH VENTURES CORP CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2021 and 2020 (Currency expressed in United States Dollars (“US$”), except for number of shares) (Unaudited) Six months ended June 30, 2021 Six months ended June 30, 2020 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ ( 66,176 ) $ ( 71,292 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation - Changes in operating assets and liabilities: Accounts receivable 170,800 - Accounts payable ( 159,800 ) - Amount due to a director - - Deposit 675 - Other payables and accrued liabilities ( 9,100 ) ( 301,127 ) Net cash used in operating activities $ ( 63,601 ) $ ( 372,419 ) CASH FLOWS FROM INVESTING ACTIVITIES: Investment in other companies ( 2,350 ) - Net cash used in investing activities $ ( 2,350 ) $ - CASH FLOWS FROM FINANCING ACTIVITIES: Issuance of share capital at par value, being net cash generated from financing activity $ - $ 343,200 Effect of exchange rate changes on cash and cash equivalents - - Net change in cash and cash equivalents ( 65,951 ) ( 29,219 ) Cash and cash equivalents, beginning of period 281,299 339,809 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 215,348 $ 310,590 SUPPLEMENTAL CASH FLOWS INFORMATION Income taxes paid $ - $ - Interest paid $ - $ - See accompanying notes to condensed consolidated financial statements. F- 5 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) 1. DESCRIPTION OF BUSINESS AND ORGANIZATION SEATech Ventures Corp is organized as a Nevada limited liability company, incorporated on April 2, 2018. For purposes of consolidated financial statement presentation, SEATech Venture Corp and its subsidiary are herein referred to as “the Company” or “we”. The Company business of which planned principal operations are to provide business mentoring, nurturing and incubation services relating to client businesses and corporate development advisory services to entrepreneurs in the broader technology industry, but with a specific focus on the information and communication technology industry. On May 2, 2018, the Company acquired 100 % interest in SEATech Ventures Corp, a private limited liability company incorporated in Labuan, Malaysia. On December 21, 2018, SEATech Ventures Corp, the Malaysia Company acquired SEATech Ventures (HK) Limited, a private limited company incorporated in Hong Kong. Details of the Company’s subsidiaries: SCHEDULE OF COMPANY SUBSIDIARIES Company name Place and date of incorporation Particulars of issued capital Principal activities 1. SEATech Ventures Corp Labuan / March 12, 2018 100 share of ordinary share of US$1 each Investment holding 2. SEATech Ventures (HK) Limited Hong Kong / December 13, 2018 1 ordinary share of HKD$1 Business mentoring, nurturing and incubation, and corporate development advisory services F- 6 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The consolidated financial statements for SEATech Ventures Corp. and its subsidiaries for the six months ended June 30, 2021 is prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and include the accounts of SEATech Ventures Corp. and its wholly owned subsidiaries, SEATech Ventures Corp. and SEATech Ventures (HK) Limited. Intercompany accounts and transactions have been eliminated on consolidation. The Company has adopted December 31 as its fiscal year end. Basis of consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All inter-company accounts and transactions have been eliminated upon consolidation. Use of estimates Management uses estimates and assumptions in preparing these financial statements in accordance with US GAAP. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities in the balance sheets, and the reported revenue and expenses during the periods reported. Actual results may differ from these estimates. Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of six months or less as of the purchase date of such investments. F- 7 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) Income taxes Income taxes are determined in accordance with the provisions of ASC Topic 740, “ Income Taxes ” (“ASC Topic 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. Going Concern The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, for the year ended June 30, 2021, the Company incurred a net loss of $ 66,176 and has generated minimal revenue. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stock holders, in the case of equity financing. F- 8 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) Net income/(loss) per share The Company calculates net income/(loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income/(loss) per share is computed by dividing the net income/(loss) by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income/(loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive. Foreign currencies translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the Condensed Consolidated Statements of Operations and Comprehensive Income. The reporting currency of the Company is United States Dollars (“US$”). The Company’s subsidiary in Labuan and Hong Kong maintains its books and record in United States Dollars (“US$”) respectively, and Ringgits Malaysia (“RM”) is functional currency as being the primary currency of the economic environment in which the entity operates. In general, for consolidation purposes, assets and liabilities of its subsidiary whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement ”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income within the statements of shareholders’ equity. Translation of amounts from RM into US$1 and HK$ into US$1 has been made at the following exchange rates for the respective periods: SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATE As of and for the period ended June 30, 2021 As of and for the period ended June 30, 2020 Period-end RM : US$1 exchange rate 4.1331 4.2849 Period-average RM : US$1 exchange rate 4.0958 4.3214 Period-end HK$: US$1 exchange rate 7.7615 7.7504 Period-average HK$ : US$1 exchange rate 7.7615 7.7521 Related parties Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. F- 9 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) Fair value of financial instruments: The carrying value of the Company’s financial instruments: cash and cash equivalents, accounts receivable, amount due to a director, and accounts payable and approximate at their fair values because of the short-term nature of these financial instruments. The Company also follows the guidance of the ASC Topic 820-10, “ Fair Value Measurements and Disclosures ” (“ASC 820-10”), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows: Level 1 : Observable inputs such as quoted prices in active markets; Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Recent accounting pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. F- 10 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) 3. COMMON STOCK As of June 30, 2021 and 2020, SEATech Ventures Corp has an issued and outstanding common share of 92,519,867 . 4. CASH AND CASH EQUIVALENTS As at June 30, 2021, the Company recorded $ 215,911 of cash and cash equivalents which primarily consists of cash in bank. 5. INVESTMENT IN OTHER COMPANIES SCHEDULE OF INVESTMENTS As of As of June 30, 2021 (Audited) December 31, 2020 (Audited) AsiaFIN Holding Corp 1 1,015 1,015 Pentaip Technology Inc. 2 200 - Angkasa-X Holdings Corp. 3 1,300 - JOCOM Holdings Corp. 4 850 - Total investment in other companies $ 3,365 $ 1,015 1 On December 24, 2019, the company has invested in AsiaFIN Holdings Corp during the private placement stage. AsiaFIN Holdings Corp is a company providing business technology solutions to its clients. SEATech Ventures Corp also provides corporate development, mentoring, and incubation service to AsiaFIN Holdings Corp. The investment in AsiaFIN Holdings Corp is a strategic investment of the company and the company’s efforts on nurturing and providing collaborating and networking opportunities to ICT entrepreneurs across Asia. The investment is also align with the company’s focus on the ICT industry. 2 On January 11, 2021, the company has invested in Pentaip Technology Inc. during the private placement stage. Pentaip Technology Inc. is a company providing wealth management services with integration of Artificial Intelligence (AI) by using mathematical algorithms to make investment decisions with no human supervision. SEATech Ventures Corp also provides corporate development, mentoring, and incubation services to Pentaip Technology Inc. The investment in Pentaip Technology Inc. is a strategic investment of the company. 3 On February 5, 2021, the company has invested in Angkasa-X Holdings Corp. during the private placement stage. Angkasa-X Holdings Corp is a company focuses on research and development and commercializes on intellectual property design for communication satellites. SEATech Ventures Corp also provides corporate development, mentoring, and incubation services to Angkasa-X Holdings Corp. The investment in Angkasa-X Holdings Corp. is a strategic investment of the company. 4 On June 1, 2021, the company has invested in JOCOM Holdings Corp. during the private placement stage. JOCOM Holdings Corp is a company focuses on m-commerce (Mobile commerce) platform specialized in online groceries and shopping. SEATech Ventures Corp also provides corporate development, mentoring, and incubation services to JOCOM Holdings Corp. The investment in JOCOM Holdings Corp. is a strategic investment of the company. 6. OTHER PAYABLES AND ACCRUED LIABILITIES Other payables and accrued liabilities consisted of the following at June 30, 2021 and December 31, 2020: SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES As of June 30, 2021 As of December 31, 2020 Accrued audit fees $ 9,000 $ 10,880 Accrued expenses 1,309 1,309 Accrued professional fees 2,960 10,180 Total payables and accrued liabilities $ 13,269 $ 22,369 F- 11 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENT FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) 7. AMOUNT DUE TO A DIRECTOR The amount represented advances from a director to the Company, which is unsecured, interest-free with no fixed repayment term, for working capital purpose. Imputed interest is considered insignificant. SCHEDULE OF AMOUNT DUE TO A DIRECTOR As of June 30, 2021 (Unaudited) As of December 31, 2020 (Audited) Amount due to director 1,631 1,631 Total amount due to director $ 1,631 $ 1,631 8. INCOME TAXES For the six months ended June 30, 2021, the local (United States) and foreign components of income/ (loss) before income taxes were comprised of the following: SCHEDULE OF INCOME/ (LOSS) BEFORE INCOME TAXES Six months ended June 30, 2021 (Unaudited) Six months ended June 30, 2020 (Unaudited) Tax jurisdictions from: Local $ ( 14,726 ) $ ( 26,393 ) Foreign, representing - Labuan ( 26,468 ) ( 27,197 ) - Hong Kong $ ( 24,982 ) $ ( 17,702 ) Loss before income tax $ ( 66,176 ) $ ( 71,292 ) The provision for income taxes consisted of the following: SCHEDULE OF PROVISION FOR INCOME TAXES For the period ended June 30, 2021 For the year ended December 31, 2020 Current: - Local - - - Foreign - - Deferred: - Local - - - Foreign - - Income tax expense $ - $ - The effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. The Company has subsidiaries that operate in various countries: United States Labuan and Hong Kong that are subject to taxes in the jurisdictions in which they operate, as follows: United States of America The Company is registered in the State of Nevada and is subject to the tax laws of the United States of America. As of June 30, 2021, the operations in the United States of America incurred $ 304,181 of cumulative net operating losses which can be carried forward indefinitely to offset a maximum of 80 % future taxable income. The Company has provided for a full valuation allowance of $ 63,878 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future Labuan Under the current laws of the Labuan, SEATech Ventures Corp is governed under the Labuan Business Activity Act, 1990. The tax charge for such company is based on 3 % of net audited profit. Hong Kong SEATECH VENTURES CORP is subject to Hong Kong Profits Tax, which is charged at the statutory income tax rate of 16.5 % on its assessable income. F- 12 SEATECH VENTURES CORP NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (Currency expressed in United States Dollars (“US$”), except for number of shares) (UNAUDITED) 9. COMMITMENTS AND CONTINGENCIES As of June 30, 2021, the Company has no commitments or contingencies involved. 10. RELATED PARTY TRANSACTIONS For the period ended June 30, 2021 the Company has the following transactions with related party: SCHEDULE OF RELATED PARTY TRANSACTIONS For the period ended June 30, 2021 (Unaudited) For the period ended June 30, 2020 (Unaudited) Company Secretary Fees : - Related party A $ 7,746 $ 5,000 Professional Fees: - Related party A $ 13,600 $ 1,800 Sales - Related party B $ 122,400 $ - Cost of Sales - Related party A $ 110,000 - Total 245,746 6,800 The related party A, through its wholly owned subsidiaries is a 43.4 % shareholder of the Company. Related party B represents company where the Company owns 13.80 % percentage of the company. 11. CONCENTRATIONS OF RISKS (a) Major customers SCHEDULE OF CONCENTRATION OF RISK For three months ended June 30, 2021 and 2020, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivable balance at period-end are presented as follows: For the period ended June 30 2021 2020 2021 2020 2021 2020 Revenues Percentage of Revenues Accounts Receivable, Trade Customer A $ 120,000 $ - 100 % - % $ - $ - $ 120,000 $ - 100 % - % $ - $ - For six months ended June 30, 2021 and 2020, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivable balance at period-end are presented as follows: For the period ended June 30 2021 2020 2021 2020 2021 2020 Revenues Percentage of Revenues Accounts Receivable,Trade Customer A $ 122,400 $ - 100 % - % $ - $ - $ 122,400 $ - 100 % - % $ - $ - (b) Major vendors For three months ended June 30, 2021 and 2020, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows: For the period ended June 30 2021 2020 2021 2020 2021 2020 Purchases Percentage of Purchases Accounts Payable,Trade Vendor A $ 107,600 $ - 100 % 100 % $ - $ - $ 107,600 $ - 100 % 100 % $ - $ - For six months ended June 30, 2021 and 2020, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows: For the period ended June 30 2021 2020 2021 2020 2021 2020 Purchases Percentage of Purchases Accounts Payable,Trade Vendor A $ 110,000 $ - 100 % 100 % $ - $ - $ 110,000 $ - 100 % 100 % $ - $ - (c) Credit risk Financial instruments that are potentially subject to credit risk consists principally of accounts receivable. The Company believes the concentration of credit risk in its accounts receivable is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. 12. SIGNIFICANT EVENT Imposition of Movement Control Order On 16 March 2020, the Malaysian Government had announced the imposition of a Movement Control Order (“MCO”) nationwide to curb the spread of COVID-19 in Malaysia, under the Prevention and Control of Infectious Disease Act 1958 and the Police Act 1987. Under the MCO, only businesses categorized under essential services (e.g. water, electricity, energy, telecommunications, postal, transportation, banking, health, pharmacy and food supply etc.) are allowed to operate with limited business hours. All other non-essential businesses were required to halt physical operations during this period. Before the financial statements were made out, the Board of Directors had considered the impact of COVID-19 outbreak in Malaysia, which would have affected the financial position, performance and cash flow of the Company as ended on the reporting date thereon. The Management concluded that the impact of non-adjusting events from the COVID-19 outbreak has not significantly affected the fair value of the financial assets or liabilities and non-financial assets of the Company, including the classification of current and non-current items that were presented on the reporting date. 13. SUBSEQUENT EVENT In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred after June 30, 2020 up through the date July 31, 2020. During this period, there was no subsequent event that required recognition or disclosure. F- 13 ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The information contained in this quarter report on Form 10-Q is intended to update the information contained in our Form S-1 Amendment No.3, dated May 30, 2019, for the period ended June 30, 2021 and presumes that readers have access to, and will have read, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other information contained in such Form S-1. The following discussion and analysis also should be read together with our consolidated financial statements and the notes to the consolidated financial statements included elsewhere in this Form 10-Q. The following discussion contains certain statements that may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements appear in a number of places in this Report, including, without limitation, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” These statements are not guarantees of future performance and involve risks, uncertainties and requirements that are difficult to predict or are beyond our control. Forward-looking statements speak only as of the date of this quarterly report. You should not put undue reliance on any forward-looking statements. We strongly encourage investors to carefully read the factors described in our Form S-1 Amendment No.3, dated May 30, 2019, in the section entitled “Risk Factors” for a description of certain risks that could, among other things, cause actual results to differ from these forward-looking statements. We assume no responsibility to update the forward-looking statements contained in this transition report on Form 10-Q. The following should also be read in conjunction with the unaudited Condensed Consolidated Financial Statements and notes thereto that appear elsewhere in this report. Company Overview SEATech Ventures Corp, the US Company, operates through its wholly owned subsidiary, SEATech Ventures Corp, a Labuan Company; which operates through its wholly owned subsidiary, SEATech Ventures (HK) Limited, a Hong Kong Company; The US, Labuan act solely for holding purposes whereas all current and future operations in Hong Kong are planned to be carried out via SEATech Ventures (HK) Limited, the Hong Kong Company. The purpose of the Hong Kong Company is to function as the current regional hub, carrying out the majority of operations of the Company. All of the previous entities share the same exact business plan with the goal of providing business mentoring services, nurturing and incubation services relating to client businesses and corporate development advisory services to entrepreneurs in the broader technology industry, but with a specific focus on the information and communication technology industry. We will, at least initially, primarily focus our efforts on nurturing ICT entrepreneurs in Asia. Our advisory services will center on our “ICT Start-Up Mentorship Program”, which is designed to assist tech-based entrepreneurs in solving ICT industry pain points caused by technical insufficiencies, inappropriate financial modelling and weak strategic positioning within a competitive environment. 3 Results of Operation For the six months ended June 30, 2021 and 2020 Revenues For six months ended June 30, 2021 and 2020, the Company has generated revenue of $122,400 and $0. The revenue generated was the result of corporate development advisory service rendered by the Company. Cost of Revenue and Gross Margin For the six months ended June 30, 2021 and 2020, cost incurred arise in providing corporate development advisory services are $110,000 and $0, and the company generates a gross profits of $12,400 and $0 the for the six months ended June 30, 2021 and 2020. Selling and marketing expenses For the six months ended June 30, 2021 and 2020, we had selling and distribution expenses in the amount of $285 and $11,532, which was primarily comprised of marketing expenses and expenses incurred for selling of services. General and administrative expenses For the six months ended June 30, 2021 and 2020, we had general and administrative expenses in the amount of $79,332 and $61,207 which was primarily comprised of company renewal fee, employee salary, and employee reimbursement. Net Loss For the six months ended June 30, 2021 and 2020, the Company has incurred a net loss of $66,176 and $71,292. The loss is mainly derived from the general and administrative expenses. 4 Liquidity and Capital Resources As of June 30, 2021, we had cash and cash equivalents of $215,348. We had positive operating cash flows due to minimal operating activity, we expect increased levels of operating activities going forward will result in more significant cash outflows. We depend substantially on financing activities to provide us with the liquidity and capital resources we need to meet our working capital requirements and to make capital investments in connection with ongoing operations. Cash Used In Operating Activities For the six months ended June 30, 2021 and 2020, net cash used in operating activities was $63,601 and $372,419 respectively, which were the result of our net loss attributable to selling and marketing costs, and general and administration expenses. Credit Facilities We do not have any credit facilities or other access to bank credit. Off-balance Sheet Arrangements We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders as of June 30, 2021. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. 5 ITEM 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item. ITEM 4 CONTROLS AND PROCEDURES Evaluation of Disclosure Controls and Procedures: Our management, with the participation of our Chief Executive Officer and Chief Investment Officer, evaluated the effectiveness of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (“Exchange Act”). Based on such evaluation, our Chief Executive Officer and Chief Investment Officer have concluded that the disclosure controls and procedures were effective as of June 30, 2021 to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time period specified in the U.S. Securities and Exchange Commission’s (“SEC”) rules and forms, and to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Investment Officer, as appropriate, to allow timely decisions regarding disclosure. Changes in Internal Control over Financial Reporting: There were no changes in our internal control over financial reporting during the quarter ended June 30, 2021, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 6 PART II — OTHER INFORMATION Item 1. Legal Proceedings We know of no materials, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any beneficial shareholder are an adverse party or has a material interest adverse to us. Item 1A. Risk Factors. We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds None Item 3. Defaults Upon Senior Securities None Item 4. Mine Safety Disclosures Not applicable. Item 5. Other Information. None 7 ITEM 6. Exhibits Exhibit No. Description 31.1 Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer* 31.2 Rule 13(a)-14(a)/15(d)-14(a) Certification of principal investment officer* 32.1 Section 1350 Certification of principal executive officer * 32.2 Section 1350 Certification of principal investment officer * 101.INS XBRL Instance Document* 101.SCH XBRL Schema Document* 101.CAL XBRL Calculation Linkbase Document* 101.DEF XBRL Definition Linkbase Document* 101.LAB XBRL Label Linkbase Document* 101.PRE XBRL Presentation Linkbase Document* * Filed herewith. 8 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SEATech Ventures Corp (Name of Registrant) Date: August 13, 2021 By: /s/ CHIN CHEE SEONG Title: Chief Executive Officer, President, Director, Secretary and Treasurer Date: August 13, 2021 By: /s/ SEAH KOK WAH Title: Chief Investment Officer, Director 9