{"url_path":"/sec/grnq/10-q/2026/item-1a","section_key":"item-1a","section_title":"Item 1A Risk Factors.**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-08","source_url":"https://www.sec.gov/Archives/edgar/data/1597846/0001493152-26-021825-index.html","accession_number":"0001493152-26-021825","cik":"0001597846","ticker":"GRNQ","issuer_name":"Greenpro Capital Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1597846/0001493152-26-021825-index.html","primary_entity_key":"0001597846","primary_entity_name":"Greenpro Capital Corp."},"word_count":2592,"has_tables":true,"body_markdown":"**Item\n1A. Risk Factors.**\n\n \n\nExcept\nas set forth below, there have been no material changes to the risk factors disclosed in our Quarterly Report on Form 10-Q for the three\nmonths ended March 31, 2026. The following additional risk factors relate primarily to our subsidiary, Green-X Corp. (“**Green-X”)**,\nand its digital-asset exchange operations and reflect material developments in the blockchain and digital-asset industry since that filing.\n\n \n\n**Summary\nof Risk Factors**\n\n \n\nOur\nbusiness, operations, and the market for our Common Stock are subject to numerous risks, uncertainties, and other factors that could\nmaterially and adversely affect our results of operations, financial condition, liquidity, reputation, or the trading price of our securities.\nThe following summary highlights, in condensed form, the principal risks described in greater detail throughout this section. This summary\nshould be read together with the complete discussion below and does not contain all the information that may be important to investors.\n\n \n\n \n●\n**Volatile\nDigital-Asset Markets** – Prices and trading volumes of digital assets fluctuate dramatically and may decline for extended\nperiods. Sustained downturns can significantly reduce transaction activity and fee revenue on our platform.\n\n \n●\n**Evolving\nand Conflicting Regulatory Regimes** – Global authorities continue to debate whether and when digital assets constitute securities,\ncommodities, or other regulated instruments. Inconsistent or changing interpretations may subject our activities to registration,\nlicensing, or enforcement risks.\n\n \n●\n**Dependence\non Market Makers and Liquidity Providers** – A limited number of institutional market participants account for a substantial\nportion of trading volume. Loss or reduction of their participation could impair liquidity and revenue.\n\n \n●\n**Cybersecurity\nThreats and Technology Failures** – Our systems, and those of our vendors and counterparties, are vulnerable to cyberattacks,\ndata breaches, distributed-denial-of-service incidents, and operational errors that could compromise customer assets or data.\n\n \n●\n**Custody\nand Safeguarding of Digital Assets** – Loss or compromise of private keys, internal control failures, or third-party custodian\ninsolvency could result in the permanent loss of company or customer assets.\n\n \n●\n**Reliance\non Third-Party Service Providers** – We depend on banking partners, payment processors, cloud-hosting providers, and other\nvendors. Disruption or termination of these relationships could materially affect operations and liquidity.\n\n \n●\n**Cross-Border\nOperational and Currency Risks** – Our primary subsidiaries operate in Malaysia, Hong Kong, and other jurisdictions, exposing\nus to foreign-exchange volatility, political and regulatory uncertainty, and data-privacy or capital-control restrictions.\n\n \n●\n**Competition\nand Technological Disruption** – The digital-asset industry evolves rapidly. Decentralized-finance protocols, decentralized\nexchanges, and AI-driven trading platforms may reduce the relevance of centralized exchanges like ours.\n\n \n●\n**Financing\nand Capital-Market Constraints** – Our ability to raise capital depends on market conditions and investor confidence in the\ndigital-asset sector. Adverse trends may limit access to financing or increase dilution.\n\n \n●\n**Reputation\nand Brand Risks** – Negative publicity, social-media criticism, or association with market failures at other exchanges could\nharm our reputation and discourage users or partners.\n\n \n●\n**Legal\nProceedings and Enforcement Actions** – Regulatory inquiries or litigation, even if meritless, could result in substantial\ncosts, diversion of management time, and reputational damage.\n\n \n●\n**Economic,\nPolitical, and Global Events** – Macroeconomic conditions, banking crises, or geopolitical conflicts could reduce investor\nappetite for risk assets and limit trading volumes.\n\n \n●\n**Internal-Control\nand Governance Risks** – Rapid business expansion and the integration of new technology increase the difficulty of maintaining\neffective internal control over financial reporting and disclosure controls as required under Exchange Act Rules 13a-15 and 15d-15.\n\n \n●\n**Forward-Looking\nUncertainties** – Many of our plans and expectations involve assumptions regarding regulatory acceptance, technological change,\nand market growth that may prove incorrect, leading to material differences in actual outcomes.\n\n \n\nInvestors\nshould carefully consider each of these risks, as well as the detailed discussion that follows, before making an investment or holding\ndecision regarding our securities.\n\n \n\n37\n\n \n\n** **\n\n**Risks\nRelating to Green-X and Its Business of Digital Asset Exchange**\n\n \n\n**The\nslowing or stopping of the development or acceptance of blockchain networks and blockchain-based assets could have a material adverse\neffect on the successful development and adoption of our business.**\n\n \n\nOur\nbusiness depends on the continued growth, development, and acceptance of blockchain networks, digital assets, and related technologies,\nwhich are subject to a high degree of uncertainty. Key factors influencing the further development of blockchain networks and digital\nassets include the global adoption of digital assets and blockchain technology; regulatory and quasi-government restrictions on access\nto and operation of blockchain networks; and the maintenance of open-source protocols that support blockchain networks. Additional factors,\nsuch as shifts in consumer demographics and public preferences, the availability of alternative transaction methods, the potentially\nspeculative nature of digital assets, and economic conditions domestically and globally, also contribute to this uncertainty. If blockchain\nadoption, acceptance, or functionality slows, halts, or changes in a way that diminishes our ability to grow our exchange and custody\nbusinesses, our financial condition and growth prospects could be materially and adversely affected.\n\n \n\n**The\nfuture development and growth of the digital asset industry is subject to a variety of factors that are difficult to predict and evaluate.**\n\n \n\nIf\nthe market for digital assets declines or does not grow as we expect in terms of value, volume, or demand, our business, operating results,\nand financial condition could be materially adversely affected. Further, the future growth and development of the digital asset ecosystem\nis uncertain. Blockchain technology, digital assets, smart contracts, dApps, and DeFi are components of a new and evolving paradigm that\nis subject to a variety of factors that are difficult to evaluate, including:\n\n \n\n \n●\nextreme\nprice volatility or “black swan” events (i.e., highly improbable, unexpected occurrences with significant consequences\nthat are extremely difficult to predict beforehand) with respect to different digital assets;\n\n \n●\nmany\nblockchain networks have limited operating histories and are still in the process of development, which will affect the design, supply,\nissuance, functionality, and governance of their respective digital assets and underlying blockchain networks. Any of these factors\ncould adversely affect their respective digital assets;\n\n \n●\nmany\nblockchain networks are in the process of implementing software upgrades and other changes to their protocols, which could introduce\nbugs, security risks, and adversely affect the associated digital assets;\n\n \n●\ntechnical\nissues, such as bugs or vulnerabilities in protocols, have led to disabled functionalities, exposure of personal information, and\ntheft of users’ assets. These issues often require resolution by global miners, users, and developer communities, and their\nrecurrence could undermine trust in digital assets;\n\n \n●\nwith\nrespect to hardware used in connection with wallets and blockchain networks generally, there are risks related to technological obsolescence,\nthe vulnerability of the global supply chain and difficulty in obtaining new hardware;\n\n \n●\nseveral\nlarge networks, including Bitcoin, Ethereum, and Solana, are developing new features to address fundamental speed, scalability, and\nenergy usage issues. If these issues are not successfully addressed or are unable to achieve widespread adoption, they could adversely\naffect the underlying digital assets;\n\n \n●\nmany\ndigital assets and their underlying blockchain networks have identified security issues, bugs, and software errors, some of which\nhave been exploited by malicious actors. There are also inherent security weaknesses in some digital assets, e.g., when creators\nof certain blockchain networks use procedures which could allow hackers to counterfeit tokens. Any weaknesses identified with a digital\nasset could adversely affect its price, security, liquidity, and adoption. If a malicious actor or botnet (a volunteer or hacked\ncollection of computers controlled by networked software coordinating the actions of these computers) obtains a majority of the compute\nor staking power on a blockchain network, the actor or botnet might be able to manipulate transactions, which could cause significant\nfinancial losses to holders, damage the network’s reputation and security, and adversely affect its value;\n\n \n●\nthe\ndevelopment of new technologies for mining, such as improved application-specific integrated circuits, and changes in industry patterns,\nsuch as the consolidation of mining power in a small number of large mining farms, could reduce the security of blockchain networks,\nlead to increased liquid supply of digital assets, and reduce a digital asset’s price and attractiveness;\n\n \n●\nif\nrewards and transaction fees for miners or validators on any blockchain network are not sufficiently high to attract and retain miners\nor validators, a digital asset’s network security and speed may be adversely affected, increasing the likelihood of a malicious\nattack;\n\n \n●\nmany\ndigital assets have concentrated ownership or an admin key, allowing a small group of holders to have significant unilateral control\nand influence over key decisions related to their blockchain networks or protocols, such as governance decisions and protocol changes,\nas well as the market price of such digital assets;\n\n \n●\ngovernance\nof many decentralized blockchain networks and protocols is by voluntary consensus and open competition, and many developers are not\ndirectly compensated for their contributions. As a result, there may be a lack of consensus or clarity on the governance of any particular\nblockchain network or protocol, a lack of incentives for developers to maintain or develop the network or protocol, and other unforeseen\nissues, any of which could result in unexpected or undesirable errors, bugs, or changes, or stymie such network or protocol’s\nutility and ability to respond to challenges and grow;\n\n \n●\nmany\nblockchain networks and protocols are in the early stages of developing partnerships and collaborations, any one or more of which\nmay not succeed and adversely affect the usability and adoption of their respective digital assets;\n\n \n●\ndigital\nassets have only recently become selectively accepted as a means of payment by retail and commercial outlets, and the use of digital\nassets by consumers to pay such retail and commercial outlets remains limited. Banks and other established financial institutions\nmay refuse to (i) process funds for digital asset transactions; (ii) process wire transfers to or from digital asset exchanges, digital\nasset-related companies, and service providers; or (iii) maintain accounts for persons or entities transacting in crypto assets.\nAs a result, the prices of various digital assets are largely determined by speculators, miners and validators, thus contributing\nto price volatility, which makes retailers less likely to accept digital assets as a form of payment in the future;\n\n \n●\nbanks\nmay not provide or may cut off banking services to businesses that provide digital asset-related services or that accept digital\nassets as payment, which could harm our banking infrastructure, limit us from operating in certain jurisdictions or limit product\nor service offerings, dampen liquidity in the market, and damage public perception of digital assets generally or any one digital\nasset in particular (such as bitcoin) and their or our utility as a payment system. These actions could decrease the price of crypto\nassets generally or individually;\n\n \n●\nthere\nis a lack of liquid markets in certain digital assets, and these markets are subject to possible manipulation;\n\n \n●\ncertain\ndigital assets have concentrated ownerships, and large sales or distributions by holders of such digital assets, or “whales,”\ncould have an adverse effect on the market price of such digital assets; and\n\n \n●\nthe\ncharacteristics of digital assets have been, and may in the future continue to be, exploited to facilitate illegal activity such\nas fraud, money laundering, tax evasion, and ransomware scams.\n\n \n\nAcceptance\nand/or widespread use of digital assets are uncertain, and the prices of digital assets can be extremely volatile. For example, since\n2023, the trading price of bitcoin has fluctuated from a low of approximately $16,000 to highs above $100,000. Our revenue is substantially\ndependent on the prices of digital assets and the volume of digital asset transactions conducted on our platform. If such price or volume\ndeclines, this will materially adversely affect our business, operating results, and financial condition.\n\n \n\n38\n\n \n\n** **\n\n**Our\noperating results have and will significantly fluctuate, due to inherent volatility associated with the digital asset industry, including,\nbut not limited to, the price of digital assets, regulatory scrutiny of certain digital assets or related products and services, or changes\nin applicable laws.**\n\n \n\nOur\noperating results are dependent on digital assets and the broader digital asset industry. Due to the highly volatile nature of the digital\nasset industry and the prices of digital assets, which have experienced and continue to experience significant volatility, our operating\nresults have, and will continue to, fluctuate significantly from quarter to quarter in accordance with market sentiments and movements\nin the broader digital asset industry. Our operating results will continue to fluctuate significantly because of a variety of factors,\nmany of which are unpredictable and in certain instances are outside of our control, including:\n\n \n\n \n●\nour\ndependence on offerings that are, in turn, dependent on digital asset trading activity, including trading volume and the prevailing\ntrading prices for digital assets, whose trading prices and volume can be highly volatile;\n\n \n●\nour\nability to attract, maintain, and grow our user base and engage our users;\n\n \n●\nchanges\nin the legislative or regulatory environment, or actions by U.S. or foreign governments or regulators, including fines, orders, or\nconsent decrees;\n\n \n●\nregulatory\nchanges or scrutiny that impact on our ability to offer certain products or services;\n\n \n●\nincreased\nregulatory certainty, which could lead to greater competition from traditional financial services firms and other competitors with\nbroader access to financial resources;\n\n \n●\nour\nability to continue to diversify and grow our revenue;\n\n \n●\npricing\nof or temporary suspensions of our products and services;\n\n \n●\ninvestments\nwe make in the development of products and services, as well as international expansion and sales and marketing;\n\n \n●\nadding\ndigital assets to, or removing them from, our platform;\n\n \n●\nour\nability to establish and maintain partnerships, collaborations, joint ventures, or strategic alliances with third parties;\n\n \n●\nmarket\nconditions of, and overall sentiment towards, the digital asset industry;\n\n \n●\nmacroeconomic\nconditions, including interest rates, inflation, and instability in the global banking system;\n\n \n●\nadverse\nlegal proceedings or regulatory enforcement actions, judgments, settlements, or other legal proceedings and enforcement-related costs;\n\n \n●\nthe\ndevelopment and introduction of existing and new products and services by us or our competitors or the emergence of new competitors;\n\n \n●\nour\nability to control costs, including operating expenses incurred to grow and expand our operations and remain competitive;\n\n \n●\nsystem\nfailure, outages, or interruptions, including with respect to our digital asset platform and third-party digital asset networks,\nwhich have occurred in the past and will likely occur in the future;\n\n \n●\nour\nlack of control over decentralized or third-party blockchains and networks that may experience downtime, cyberattacks, critical failures,\nerrors, bugs, corrupted files, data losses, or other similar software failures, outages, breaches, and losses;\n\n \n●\nbreaches\nof security or privacy;\n\n \n●\nreal\nor perceived improper or unauthorized use of, disclosure of, or access to confidential, proprietary, personal, or sensitive data;\nand\n\n \n●\nour\nability to attract and retain talent.\n\n \n\nAs\na result of these factors, it is difficult for us to forecast growth trends accurately, and our business and prospects are difficult\nto evaluate. In view of the rapidly evolving nature of our business and the digital asset industry, period-to-period comparisons of our\noperating results may not be meaningful, and you should not rely upon them as an indication of future performance. Quarterly and annual\nexpenses reflected in our financial statements may vary significantly from historical or projected rates, and our operating results in\none or more future quarters may fall below the expectations of securities analysts and investors. As a result, the trading price of our\nCommon Stock may be volatile.\n\n \n\nInvestors\nshould carefully consider the foregoing risks together with the other information set forth in this Quarterly Report on Form 10-Q and\nour Annual Report on Form 10-K for the year ended December 31, 2025, including our condensed consolidated financial statements and the\nrelated notes appearing elsewhere herein.\n\n \n\n39"}