Duo World (DUUO) Risk Analysis
Risk Overview Q1, 2023
Source: the company's latest filing for the period ended Mar 31, 2023, filed Jul 13, 2023
Risk Change Over Time
- Share Price & Shareholder Rights - Risk 1Any U.S. or foreign judgment that may be obtained against us may be difficult or impossible to enforce in the United States, India, Singapore or Sri Lanka.
Although we are a Nevada corporation, subject to suit in the United States and other courts in the United States, most of our assets are located in Singapore and Sri Lanka and our officers and directors and their assets are located outside the United States. Judgments obtained in the United States or in other foreign courts, including those with respect to U.S. federal or state securities laws claims, may not be enforceable in Singapore, Sri Lanka or any other country in which we or our officers or directors maintain assets. Therefore, it may be difficult or impossible to enforce any U.S. or other foreign judgment obtained against us or our officers or directors or any of our operating subsidiaries in Singapore, Sri Lanka or any other country in which we maintain assets.
Risk Highlights Q1, 2023
Risk Word Cloud
Risk Factors Full Breakdown - Total Risks 37
- Share Price & Shareholder Rights - Risk 1Our Common Stock may be subject to the penny stock rules which may make it more difficult to sell our Common Stock.
The SEC has adopted regulations which generally define a "penny stock" to be any equity security that has a market price, as defined, less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities may be covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and accredited investors, such as institutions with assets in excess of $5,000,000 or an individual with net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with his or her spouse. For transactions covered by this rule, the broker-dealers must make a special suitability determination for the purchase and receive the purchaser's written agreement of the transaction prior to the sale. Consequently, the rule may affect the ability of broker-dealers to sell our securities and also affect the ability of our shareholders to sell their shares in the secondary market.
- Share Price & Shareholder Rights - Risk 2There currently is a limited public trading market for our securities, and we cannot predict the future prices or the amount of liquidity of our Common Stock.
Currently, there is a limited public market for our Common Stock. Our Common Stock is quoted on the Pink on the OTC Markets' SEC-registered Alternative Trading System, OTC Link ATS, an interdealer quotation and trade messaging system, under the symbol "DUUO." The Pink is not a liquid market in contrast to the major stock exchanges. The quotation of our Common Stock on the Pink does not guarantee that a meaningful, consistent and liquid trading market exist or will develop. If an active market for our Common Stock does not develop, the fair market value of our Common Stock could be materially adversely affected. We cannot predict the future prices of our Common Stock. Further, there can be no assurance that we will ever consummate a public offering of any of our securities, list or trade our securities on a national exchange, or have sufficient funds available to redeem our securities if desired. Accordingly, investors must bear the economic risk of an investment in the securities for an indefinite period of time. Even if an active market develops for our securities, Rule 144 promulgated under the Securities Act, which provides for an exemption from the registration requirements under the Securities Act under certain conditions, requires, among other conditions, for resales of securities acquired in a non-public offering without having to satisfy such registration requirements, a six-month holding period following acquisition of and payment in full for such securities assuming the issuer of such securities has filed periodic reports with the SEC under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), for a period of 90 days prior to the proposed sale. If the issuer of such securities has not made such filings, such securities will be subject to a one year holding period before they can be resold under Rule 144. There can be no assurance that we will fulfill any reporting requirements in the future under the Exchange Act or disseminate to the public any current financial or other information concerning us, as is required by Rule 144 as part of the conditions of its availability.
- Share Price & Shareholder Rights - Risk 3Our amended articles of incorporation provide for indemnification of officers and directors at our expense and limit their liability, which may result in a major cost to us and hurt the interests of our shareholders because corporate resources may be expended for the benefits of officers and/or directors.
Our articles of incorporation and applicable Nevada laws provide for the indemnification of our directors, officers, employees and agents under certain circumstances, against attorney's fees and other expenses incurred by them in any litigation to which they become a party arising from their association with or activities on our behalf. We will also bear the expenses of such litigation for any of our directors, officers, employees or agents, upon such person's written promise to repay us, therefore, even if it is ultimately determined that any such person shall not have been entitled to indemnification. This indemnification policy could result in substantial expenditures by us that we may be unable to recoup. We have been advised that, in the opinion of the SEC, indemnification for liabilities arising under federal securities laws is against public policy and is, therefore, unenforceable. In the event that a claim for indemnification for liabilities arising under federal securities laws, other than the payment by us of expenses incurred or paid by a director, officer or controlling person in the successful defense of any action, suit or proceeding, is asserted by a director, officer or controlling person in connection with the securities being registered, we will (unless in the opinion of our counsel, the matter has been settled by controlling precedent) submit to a court of appropriate jurisdiction, the question of whether indemnification by us is against public policy as expressed by the SEC and will be governed by the final adjudication of such issue. The legal process relating to this matter, if it were to occur, is likely to be very costly and may result is us receiving negative publicity, either of which factors is likely to materially reduce the market price for our shares.
- Share Price & Shareholder Rights - Risk 4Trading in our securities could be subject to extreme price fluctuations that could adversely affect your investment.
Historically speaking, the market prices for securities of small publicly traded companies have been highly volatile. Publicized events and announcements may have a significant impact on the market price of our Common Stock. In addition, the stock market from time to time experiences extreme price and volume fluctuations that particularly affect the market prices for small publicly traded companies and which are often unrelated to the operating performance of the affected companies.
- Share Price & Shareholder Rights - Risk 5Because one of our shareholders owns a majority of the shares of our Common Stock and 5,000,000 shares of our Series "A" Preferred Stock, he will be able to exert significant influence over our corporate decisions that may be disadvantageous to our minority shareholders.
Our President and Chief Executive Officer, Muhunthan Canagasooryam, currently owns a majority of the shares of our Common Stock and 5,000,000 shares of our Series "A" Preferred Stock, which allows him to cast controlling votes on any and all matters submitted to our shareholders for a vote. As a result of his ownership position, Mr. Canagasooryam will be able to elect all of our directors and control the vote on any matter brought before a meeting of our shareholders. The interests of Mr. Canagasooryam may differ from the interests of our minority shareholders. Such control by Mr. Canagasooryam could be disadvantageous to our minority shareholders, who would have little say in the election of our directors, any amendment of our certificate of incorporation or by-laws, any acquisition or merger transaction in which we may become involved, and any other matter submitted to our shareholders for vote.
- Share Price & Shareholder Rights - Risk 6Any U.S. or foreign judgment that may be obtained against us may be difficult or impossible to enforce in the United States, Singapore or Sri Lanka.
Although we are a Nevada corporation, subject to suit in the United States and other courts in the United States, most of our assets are located in Singapore and Sri Lanka and our officers and directors and their assets are located outside the United States. Judgments obtained in the United States or in other foreign courts, including those with respect to U.S. federal or state securities laws claims, may not be enforceable in Singapore, Sri Lanka or any other country in which we or our officers or directors maintain assets. Therefore, it may be difficult or impossible to enforce any U.S. or other foreign judgment obtained against us or our officers or directors or any of our operating subsidiaries in Singapore, Sri Lanka or any other country in which we maintain assets.
- Share Price & Shareholder Rights - Risk 7Because our officers and directors reside outside of the United States, it may be difficult for an investor to enforce any right based on U.S. federal or state securities laws against the Company and/or any of our officers or directors, or to enforce a judgment rendered by a court in the United States against the Company or any of our officers or directors.
None of our officers or directors is a resident of the United States. Therefore, it may be difficult for our U.S. shareholders to (i) enforce any right or claim based on U.S. federal or state securities laws against the Company and/or any of our officers or directors, (ii) effect service of process on any of our officers or directors in the United States or in foreign countries in which we maintain assets and/or in which any of our officers or directors reside or may be found, (iii) enforce any judgment rendered by a court in the United States against the Company or any of our officers or directors; or (iv) bring an original action in foreign courts such as Singapore and Sri Lanka, where our assets, officers and directors are located, to enforce liabilities based on U.S. federal or state securities laws against the Company or any of our officers or directors. As a result, it may be difficult or impossible for an investor to bring an action against our officers or directors in the event that an investor believes that such investor's rights have been infringed upon under the federal or state securities laws of the United States or otherwise. Even if an investor is successful in bringing an action of this kind, the courts of other countries may rule that the investor is unable to enforce a judgment against the assets of the Company located outside the territorial limits of the United States or the assets of the officers or directors located outside the territorial limits of the United States. As a result, our shareholders may have more difficulty in protecting their interests and investments in the Company through actions against our management, directors or officers, compared to shareholders of a corporation doing business in, and a corporation and its officers and directors maintaining assets in, and residing in the United States.
- Share Price & Shareholder Rights - Risk 8Our shareholders may be diluted significantly through our efforts to obtain financing, fund our operations and satisfy our obligations through issuance of additional shares of our Common Stock.
We have no committed source of financing. We will likely have to issue additional shares of our Common Stock to fund our operations and to implement our plan of operation. Wherever possible, our board of directors will attempt to use non-cash consideration to satisfy obligations. Our board of directors has authority, without action or vote of the shareholders, to issue all or part of our authorized, but unissued, shares of our Common Stock. Future issuances of shares of our Common Stock will result in dilution of the ownership interests of existing shareholders, may further dilute Common Stock book value and that dilution may be material.
- Share Price & Shareholder Rights - Risk 9We do not have an independent audit or compensation committee, the absence of which could lead to conflicts of interest of our officers and directors and work as a detriment to our shareholders.
We do not have an independent audit or compensation committee. The absence of an independent audit and compensation committee could lead to conflicts of interest of our officers and directors, which could work as a detriment to our shareholders.
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