{"url_path":"/sec/grnq/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds.**","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":594,"has_tables":true,"body_markdown":"**Item\n2. Unregistered Sales of Equity Securities and Use of Proceeds.**\n\n** **\n\n*Issuance\nof 8,500,000 shares on March 31, 2026*\n\n \n\nOn\nFebruary 13, 2026, the Company entered into a share exchange agreement (the “Share Exchange Agreement”) with Forekast Limited,\na company formed under the laws of the British Virgin Islands (“Forekast”) and the shareholders of Forekast listed on Annex\nA thereto (the “Forekast Shareholders”).\n\n \n\nOn\nMarch 31, 2026 (the “Closing Date”), all conditions for closing were satisfied, and the Company consummated the transactions\ncontemplated by the Share Exchange Agreement. At closing, the Company acquired 1,360 ordinary shares of Forekast from the Forekast Shareholders,\nrepresenting 13.6% of Forekast’s outstanding equity interests on a fully diluted basis as of the Closing Date. In consideration\ntherefor, the Company issued to the Forekast Shareholders an aggregate of 8,500,000 shares of its common stock, par value $0.0001 (the\n“Common Stock”), valued at $17,000,000 to the Forekast Shareholders, such shares constituting the “Exchange Shares”.\nThe transaction constituted a minority investment in Forekast and did not result in the Company obtaining control of Forekast.\n\n \n\nSet\nforth below are the details of the Company’s issuance of Common Stock in connection with the minority investment in Forekast described\nabove, as extracted from Annex A to the Share Exchange Agreement during the three months ended March 31, 2026:\n\n \n\nName of Shareholder \n\nShares of\n\nCommon Stock\nIssued\n  \n\nFair Value of\n\nCommon Stock\nIssued\n \n\nBHL Ltd. \n 3,250,000  \n$6,500,000 \n\nMoira Venture Limited \n 750,000  \n 1,500,000 \n\nRenhari Limited \n 1,125,000  \n 2,250,000 \n\nJoharne Limited \n 1,125,000  \n 2,250,000 \n\nCrescent East Limited \n 1,125,000  \n 2,250,000 \n\nStratifi Global Limited \n 1,125,000  \n 2,250,000 \n\nTotal \n 8,500,000  \n$17,000,000 \n\n \n\nAs\nof the date of this report, the Company has total 18,033,123 shares of Common Stock issued and outstanding and the Forekast Shareholders\ncollectively hold approximately 47% of the Company’s Common Stock upon the receipt of 8,500,000 shares of Common Stock from the\nCompany.\n\n \n\n*Issuance\nof 800,000 shares on April 16, 2026*\n\n \n\nOn\nNovember 18, 2025, the Company entered into an acquisition agreement (the “Acquisition Agreement”) with Lim Chee Yin, an\nindividual (the “Seller”). Pursuant to the Acquisition Agreement, subject to the satisfaction or waiver of the conditions\nset forth therein, upon consummation of the transaction contemplated in the Acquisition Agreement (the “Closing”), the Company\nacquired 0.99% of Seller’s shareholdings in Greenophene Technologies Limited, a company incorporated in the British Virgin Islands\n(“Greenophene”), equivalent to 10 shares of Greenophene (the “Acquisition”).\n\n \n\nOn\nApril 16, 2026 (the “Closing Date”), all conditions to closing were satisfied, and the Company consummated the transactions\ncontemplated by the Acquisition Agreement. At the Closing, the Company acquired 10 ordinary shares of Greenophene from the Seller, representing\na minority interest of 0.99% of Greenophene’s outstanding equity interests as of the Closing Date. In consideration therefor, the\nCompany issued to the Seller 800,000 restricted shares of the Company’s common stock, par value $0.0001 (the “Common Stock”),\nvalued at $1.50 per share, for an aggregate value of $1,200,000 (the “Consideration”).\n\n \n\nAs\nof the date of this report, the Company has total 18,033,123 shares of Common Stock issued and outstanding and the Seller holds approximately\n4.4% of the Company’s Common Stock upon the receipt of 800,000 shares of Common Stock from the Company.\n\n \n\n*Issuance\nof 107,310 shares on April 28, 2026*\n\n \n\nOn\nApril 28, 2026, we entered into a subscription agreement (the “Subscription Agreement”) with our Chief Executive Officer,\nPresident and Director, Mr. Lee Chong Kuang, (the “Purchaser”) providing for the private placement of 107,310 shares of Common\nStock at a per share purchase price of $2.3297 (the “Offering”) for aggregate gross proceeds of $250,000. The Offering closed\non April 28, 2026.\n\n \n\n40"}