0001683168-24-003504 | 20-F | XBRL Viewer

DEFERRED TAX ASSETS/ LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2023

Schedule of deferred tax assets and liabilities


	December 31,
	2022		2023
	US$’000		US$’000
Deferred tax assets		–		–
Deferred tax liabilities		1		–

Rollforward deferred tax assets

Provisions

Tax losses

Total

US$’000

As of January 1,2021

–

Recognized in statement of operation

–

As of December 31,2021

–

Recognized in statement of operation

–

As of December 31, 2022

–

Reversal of tax liabilities

)

–

)

As of December 31, 2023

–

ACCOUNTS RECEIVABLE, NET (Details - Aging of doubtful accounts) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Allowance for doubtful accounts	$ 15,267	$ 4,656
Maturity Less than 30 Days [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Allowance for doubtful accounts	5,933	4,526
Maturity 31 To 60 Days [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Allowance for doubtful accounts	3,543	74
Maturity 61 To 90 Days [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Allowance for doubtful accounts	2,049	52
Maturity Greater than 90 Days [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Allowance for doubtful accounts	$ 3,742	$ 4

ACCOUNTS RECEIVABLE, NET (Tables)

12 Months Ended

Dec. 31, 2023

Credit Loss [Abstract]

Schedule of accounts receivable, net

Schedule of accounts receivable, net
	December 31,
	2022		2023
	US$’000		US$’000
Accounts receivable		4,656		15,769
Bad debts written off		–		(2	)
Allowance for expected credit losses		–		(500	)
Accounts receivable, net		4,656		15,267

Schedule of allowance for expected credit losses


	December 31,
	2022		2023
	US$’000		US$’000
Balance at beginning of the year		–		–
Addition		–		500
Balance at end of the year		–		500

Schedule of allowance for doubtful accounts

Schedule of allowance for doubtful accounts
	December 31,
	2022		2023
	US$’000		US$’000
Within 30 days		4,526		5,933
Between 31 and 60 days		74		3,543
Between 61 and 90 days		52		2,049
More than 90 days		4		3,742
		4,656		15,267

ACCOUNTS RECEIVABLE, NET (Details - Accounts receivable) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Credit Loss [Abstract]
Accounts receivable	$ 15,769	$ 4,656
Bad debts written off	(2)	0
Allowance for expected credit losses	(500)	0	$ 0
Accounts receivable, net	$ 15,267	$ 4,656

ORGANIZATION AND PRINCIPAL ACTIVITIES (Tables)

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of details of the subsidiaries

Schedule of details of the subsidiaries
Percentage of effective ownership
December 31,
Name	Date of Incorporation	2022	2023	Place of incorporation	Principal Activities
Maxwill Pte. Ltd.	November 1, 2004	100%	100%	Singapore	Holding company.

Maxwill (Asia) Pte. Ltd.	September 11, 1999	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products, and providing warehouse storage and logistic services.

LP Grace Pte. Ltd.	January 11, 2008	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products, and providing warehouse storage and logistic services.

Maxwill Foodlink Pte. Ltd.	January 15, 2004	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services. Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services.

Davis Commodities Pte. Ltd.	September 15, 2023	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services. Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the regulations of the U.S. Securities and Exchange Commission (“SEC”).

(b) Consolidation

The consolidated financial statements include the financial statements of the Company and its subsidiaries. All inter-company transactions, if any, and balances due to, due from subsidiaries, and registered paid in capital have been eliminated upon consolidation.

On consolidation the entities should be combined for all periods that the relationship of common control started and the transaction would be treated as a capital transaction with any gain or loss on acquisition adjusted through equity. The consolidated entity would not recognize any goodwill and/or gain/losses from the acquisition and results of operations would be presented for all periods under common control.

The financial statements of the Company were prepared by applying the pooling of interest method. Under this method, the Company has been treated as the holding company of the subsidiaries for the financial years presented. Accordingly, the results of the Company include the results of the subsidiaries for three-year period ended December 31, 2023, 2022 and 2021. Such manner of presentation reflects the economic substance of the companies, which were under common control throughout the relevant periods, as a single economic enterprise, although the legal parent-subsidiary relationships may not have been established.

(c) Use of estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to allowance for uncollectible accounts receivable, inventory valuation, useful lives and impairment for property and plant and equipment. Actual results could vary from the estimates and assumptions that were used.

(d) Risks and uncertainties

The main operations of the Company are located in Singapore. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by political, economic, and legal environments in Singapore, as well as by the general state of the economy in Singapore. The Company’s results may be adversely affected by changes in the political, regulatory and social conditions in Singapore. Although the Company has not experienced losses from these situations and believes that it is in compliance with existing laws and regulations including its organization and structure disclosed in Note 1, such experience may not be indicative of future results.

The Company’s business, financial condition and results of operations may also be negatively impacted by risks related to natural disasters, extreme weather conditions, health epidemics and other catastrophic incidents, which could significantly disrupt the Company’s operations.

(e) Foreign currency translation and transaction and Convenience translation

The accompanying consolidated financial statements are presented in U.S. dollar (“US$”), which is the reporting currency of the Company. The functional currency of the Company and its subsidiaries, Maxwill (Asia) Pte. Ltd., LP Grace Pte. Ltd. and Maxwill Pte. Ltd. are the U.S. dollar. Maxwill Foodlink Pte. Ltd. uses the Singapore dollar as its functional currency.

Assets and liabilities denominated in currencies other than the reporting currency are translated into the reporting currency at the rates of exchange prevailing at the balance sheet date. Translation gains and losses are recognized in the consolidated statements of operations and comprehensive loss as other comprehensive income or loss. Transactions in currencies other than the reporting currency are measured and recorded in the reporting currency at the exchange rate prevailing on the transaction date. The cumulative gain or loss from foreign currency transactions is reflected in the consolidated statements of income and comprehensive income as other income (other expenses).

The value of foreign currency including, the Singapore dollar (“S$”), may fluctuate against the US$. Any significant variations of the aforementioned currency relative to the Singapore dollar may materially affect the Company’s financial condition in terms of reporting in US$. The following table outlines the currency exchange rates that were used in preparing the accompanying consolidated financial statements:

Schedule of exchange rate
	December 31,
	2022		2023
US$ to S$ Year End		1.3900		1.3465
US$ to S$ Average Rate		1.3853		1.3578

(f) Fair Value Measurement

Accounting guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability.

Accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Accounting guidance establishes three levels of inputs that may be used to measure fair value:

	·	Level 1 applies to assets or liabilities for which there are quoted prices, in active markets for identical assets or liabilities.

	·	Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical asset or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

	·	Level 3 applies to asset or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

Cash and cash equivalents, accounts receivable, other current assets, bank loans, lease payable, finance lease, accounts payables, accruals and other current liabilities are financial assets and liabilities. Cash and cash equivalents, accounts receivable, other current assets, accounts payables, accruals and other current liabilities are subject to fair value measurement; however, because of their being short term in nature, management believes their carrying values approximate their fair value. Financial instruments are fair value financial assets that are marked to fair value and are accounted for as under Level 3 under the above hierarchy except for derivative instruments that are marked to fair value and are accounted for as under Level 2. The Company accounts for bank loans and lease payables at amortized cost and has elected not to account for them under the fair value hierarchy.

(g) Related parties

We adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

(h) Cash and cash equivalents

Cash and cash equivalents consist of cash on hand, the Company’s demand deposit placed with financial institutions, which have original maturities of less than three months and unrestricted as to withdrawal and use.

Periodically, the Company may carry cash balances at financial institutions more than the respective subsidiaries’ government insured limits in Singapore of S$75,000 per institution. The amount in excess of government insurance as of December 31, 2023 and 2022, was approximately S$1,297,238 and S$1,044,364. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant.

(i) Accounts Receivable, net

Accounts receivable, net are stated at the original amount less an allowance for impairment loss on such receivables. The allowance for impairment loss is estimated based upon the Company’s assessment of various factors including historical experience, the age of the accounts receivable balances, current general economic conditions, future expectations and customer specific quantitative and qualitative factors that may affect the customers’ ability to pay. An allowance is also made when there is objective evidence for the Company to reasonably estimate the amount of probable loss.

(j) Inventories

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is based on the first-in, first-out principle, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition.

(k) Property, plant and equipment, net

Property, plant and equipment are stated at cost less accumulated depreciation and impairment, if any, and depreciated on a straight-line basis over the estimated useful lives of the assets. Cost represents the purchase price of the asset and other costs incurred to bring the asset into its intended use. Estimated useful lives are as follows:

Schedule of estimated useful lives
Category		Estimated useful lives

Investment property		40 years
Right-of-use asset		4 years
Furniture and fittings, office equipment, renovation and computer and software		3 years
Motor vehicle		10 years

Expenditures for repair and maintenance costs, which do not materially extend the useful lives of the assets, are charged to expenses as incurred, whereas the expenditures for major renewals and betterments that substantially extend the useful lives of property and equipment are capitalized as additions to the related assets. Retirements, sales and disposals of assets are recorded by removing the costs, accumulated depreciation and impairment with any resulting gain or loss recognized in the consolidated statements of income.

(l) Impairment of long-lived assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. When these events occur, the Company measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Company would recognize an impairment loss, which is the excess of carrying amount over the fair value of the assets, using the expected future discounted cash flows. No impairment of long-lived assets was recognized as of December 31, 2023 and 2022.

(m) Commitments and contingencies

In the normal course of business, the Company is subject to commitments and contingencies, including operating lease commitments, legal proceedings and claims arising out of its business that relate to a wide range of matters, such as government investigations and tax matters. The Company recognizes a liability for such contingency if it determines it is probable that a loss will occur, and a reasonable estimate of the loss can be made. The Company may consider many factors in making these assessments on liability for contingencies, including historical and the specific facts and circumstances of each matter.

(n) Revenue recognition

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Topic 606, “Revenue from Contracts with Customers”. This topic clarifies the principles for recognizing revenue and develops a common revenue standard for U.S. GAAP. Simultaneously, this topic supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance throughout the Industry Topics of the Codification. The core principle of the guidance requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

The Company currently generates its revenue from the following main sources:

Revenue from goods sold and services provided

Revenue from sales of goods and services in the ordinary course of business is recognized when the Company satisfies a performance obligation (‘‘PO’’) by transferring control of a promised good or service to the customer. The amount of revenue recognized is the amount of the transaction price allocated to the satisfied PO.

The transaction price is allocated to each PO in the contract on the basis of the relative stand-alone selling prices of the promised goods or services. The individual standalone selling price of a good or service that has not previously been sold on a stand-alone basis, or has a highly variable selling price, is determined based on the residual portion of the transaction price after allocating the transaction price to goods and/or services with observable stand-alone selling price. A discount or variable consideration is allocated to one or more, but not all, of the performance obligations if it relates specifically to those performance obligations.

Transaction price is the amount of consideration in the contract to which the Company expects to be entitled in exchange for transferring the promised goods or services. The transaction price may be fixed or variable and is adjusted for time value of money if the contract includes a significant financing component. Consideration payable to a customer is deducted from the transaction price if the Company does not receive a separate identifiable benefit from the customer. When consideration is variable, if applicable, the estimated amount is included in the transaction price to the extent that it is highly probable that a significant reversal of the cumulative revenue will not occur when the uncertainty associated with the variable consideration is resolved.

Revenue may be recognized at a point in time or over time following the timing of satisfaction of the PO. If a PO is satisfied over time, revenue is recognized based on the percentage of completion, reflecting the progress towards complete satisfaction of that PO. Typically, POs for products and services where the process is as described below, the PO is satisfied at a point in time.

For the sale of sugar, rice and fat and oil products, the Company typically receives purchase orders from its customers which will set forth the terms and conditions, including the transaction price, products to be delivered, terms of delivery, and terms of payment. The terms serve as the basis of the performance obligations that the Company must fulfill in order to recognize revenue. The key performance obligation is the delivery of the finished product to the customer at their location, at which point title to that asset passes to the customer. The completion of this earning process is evidenced by a transport document such as a bill of lading or delivery order. The Company recognizes gross product revenue at a time when the control of products or services are transferred to customers. Typical payment terms set forth in the purchase order ranges from 30 to 90 days from the date of delivery. The amount of revenue recognized from contract liabilities to the Company’s result of operations can be found in Note 11 below.

To distinguish a promise to provide products from a promise to facilitate the sale from a third party, the Company considers the guidance of control in ASC 606-10-55-37A and the indicators in 606-10-55-39. The Company considers this guidance in conjunction with the terms in the Company’s arrangements with both suppliers and customers.

In general, the Company controls the products, as it has the obligation to (i) fulfill the products’ delivery and (ii) bears any inventory risk as legal owners. In addition, when establishing the selling prices for delivery of the products, the Company has control to set its selling price to ensure it would generate profit for the products delivered. The Company believes that all these factors indicate that the Company is acting as a principal in this transaction. As a result, revenue from the sales of products is presented on a gross basis.

Shipping, storage and handling and insurance costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of revenue.

Revenue from rental of investment property

In accordance with ASC 842 Lease Topics, the Company accounts for the rental of investment property as direct finance leases where, lease income from the perspective of lessor is recognized on the Company’s statement of income on a straight-line basis over the term of the lease once management has determined that the lease payments are reasonably expected to be collected. The performance obligation under these leasing arrangements is to lease the investment property to the lessee, and to ensure that the investment property is available for use over the life of the lease contract. Rental income from investment property included in Other Income amounted to US$26,637, US$19,125 and US$23,648 for the fiscal years ended December 31, 2023, 2022 and 2021, respectively.

(o) Cost of revenue

Cost of revenue mainly consists of cost of finished goods, labor costs, repacking costs, shipping, storage and handling and insurance costs.

(p) Selling and marketing expenses

Selling expenses mainly consists of promotion and marketing expenses and transportation expenses. The Company does not carry any capitalized contract acquisition costs that would be amortized to its results of operations over time, and potential expenses related to customer and contract acquisitions costs if any are accounted for as periodic costs.

(q) General and administrative expenses

General and administrative expenses mainly consist of staff cost, depreciation, office supplies and upkeep expenses, travelling and entertainment, legal and professional fees, property and related expenses, other miscellaneous administrative expenses.

(r) Operating leases

The Company adopted ASC 842 on January 1, 2019. The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liability, and operating lease liability, non-current in the Company’s consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. When determining the lease term, the Company includes options to extend or terminate the lease when it is reasonably certain that it will exercise that option, if any. As the Company’s leases do not provide an implicit rate, the Company used an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company has elected to adopt the following lease policies in conjunction with the adoption of ASU 2016-02: (i) for leases that have lease terms of 12 months or less and does not include a purchase option that is reasonably certain to exercise, the Company elected not to apply ASC 842 recognition requirements; and (ii) the Company elected to apply the package of practical expedients for existing arrangements entered into prior to January 1, 2019 to not reassess (a) whether an arrangement is or contains a lease, (b) the lease classification applied to existing leases, and (c) initial direct costs.

(s) Income taxes

The Company accounts for income taxes under ASC 740. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases.

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities.

The provisions of ASC 740-10-25, “Accounting for Uncertainty in Income Taxes,” prescribe a more-likely-than-not threshold for consolidated financial statement recognition and measurement of a tax position taken (or expected to be taken) in a tax return. This interpretation also provides guidance on the recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and related disclosures.

The Company did not accrue any liability, interest or penalties related to uncertain tax positions in its provision for income taxes line of its consolidated statements of income for the years ended December 31, 2023 and 2022, respectively. The Company does not expect that its assessment regarding unrecognized tax positions will materially change over the next 12 months.

(t) Earnings per share

Basic earnings per share is computed by dividing net earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue ordinary shares were exercised or converted into ordinary shares.

(u) Recent accounting pronouncements

Recent Adopted Standards

In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU requires acquiring entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. This guidance is effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Group adopted ASU No. 2021-08 since January 1, 2023, and the impact of adopting this guidance on the Group’s consolidated financial statements was minimal.

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses”, which will require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Subsequently, the FASB issued ASU No. 2018-19, Codification Improvements to Topic 326, to clarify that receivables arising from operating leases are within the scope of lease accounting standards. Further, the FASB issued ASU No. 2019-04, ASU 2019-05, ASU 2019-10, ASU 2019-11 and ASU 2020-02 to provide additional guidance on the credit losses standard, which defers the effective date of ASU No. 2016-13 for smaller reporting companies to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The impact of the adoption on the consolidated balance sheets, statements of operations, and statements of cash flows was immaterial.

Recent Accounting Pronouncements

On October 28, 2021, the FASB issued ASU 2021-08, which amends ASC 805 to require acquiring entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. Under current GAAP, an acquirer generally recognizes such items at fair value on the acquisition date. According to the FASB, this Update is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to the following: (1) recognition of an acquired contract liability, and (2) payment terms and their effect on subsequent revenue recognized by the acquirer. The ASU’s amendments are effective in fiscal years beginning after December 15, 2022, including interim periods within those fiscal years for public business entities, and are effective in fiscal years beginning after December 15, 2023, including interim periods within those fiscal years for all other entities. The Company does not expect that the adoption of this guidance will have a material impact on the financial position, results of operations and cash flows.

In June 2022, the FASB issued ASU 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”, which clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments also clarify that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. This guidance also requires certain disclosures for equity securities subject to contractual sale restrictions. The new guidance is required to be applied prospectively with any adjustments from the adoption of the amendments recognized in earnings and disclosed on the date of adoption. This guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. The Company does not expect that the adoption of this guidance will have a material impact on the financial position, results of operations and cash flows.

In November 2023, the FASB issued ASU 2023-07. The amendments improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The purpose of the amendments is to enable investors to better understand an entity’s overall performance and assess potential future cash flows. The ASU applies to all public entities that are required to report segment information in accordance with ASC 280. The Company does not expect that the adoption of this guidance will have a material impact on the financial position, results of operations and cash flows.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (Topic 740). The ASU requires specific disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024. Early adoption is also permitted for annual financial statements that have not yet been issued or made available for issuance. This ASU will result in the required additional disclosures being included in the consolidated financial statements, once adopted. The Company is in the process of evaluating the impact of the new guidance and does not expect it to have a significant impact on its consolidated financial statements.

Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Group does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its consolidated financial condition, results of operations, cash flows or disclosures.

INCOME TAX EXPENSES (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of income tax provision

Schedule of income tax provision
	For the years ended December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000
Income tax:
Current year		901		920		150
Deferred tax		–		–		(1	)
Income tax expense (benefit)		901		920		149

Schedule of income tax expense

Schedule of income tax expense
	For the years ended December 31,
	2021			2022			2023
	US$’000			US$’000			US$’000
Income before tax expenses:		5,601			5,535			1,235

Tax at the domestic income tax rate		952			941			210
Tax effect of expenses that are not deductible in determining taxable profit		12			12			21
Non-taxable incomes		(19	)		(6	)		(7	)
Tax exemption		(19	)		(26	)		(15	)
Capital allowances and rebate		*–			(1	)		(155	)
Others		(25	)		–			95
Total income tax expenses		901			920			149

_______________

*	denotes amount less than US$1,000.

ACCOUNTS RECEIVABLE, NET

12 Months Ended

Dec. 31, 2023

Credit Loss [Abstract]

ACCOUNTS RECEIVABLE, NET

3. ACCOUNTS RECEIVABLE, NET

Accounts receivable, net, consists of the following:

Schedule of accounts receivable, net
	December 31,
	2022		2023
	US$’000		US$’000
Accounts receivable		4,656		15,769
Bad debts written off		–		(2	)
Allowance for expected credit losses		–		(500	)
Accounts receivable, net		4,656		15,267

The movements in the allowance for expected credit losses for the years ended December 31, 2022 and 2023 were as follows:


	December 31,
	2022		2023
	US$’000		US$’000
Balance at beginning of the year		–		–
Addition		–		500
Balance at end of the year		–		500

As of the end of each of the financial year, the ageing analysis of accounts receivable, net of allowance for doubtful accounts, based on the invoice date is as follows:

Schedule of allowance for doubtful accounts
	December 31,
	2022		2023
	US$’000		US$’000
Within 30 days		4,526		5,933
Between 31 and 60 days		74		3,543
Between 61 and 90 days		52		2,049
More than 90 days		4		3,742
		4,656		15,267

INCOME TAX EXPENSES (Details - Income tax expense) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income tax:
Current year	$ 150	$ 920	$ 901
Deferred tax	(1)
Income tax expense (benefit)	$ 149	$ 920	$ 901

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

LEASES (Details - Finance lease maturity) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Leases
2024	$ 33
2025	33
2026	33
2027	33
2028	16
Total	148
Imputed interest	(18)
Present value of lease liabilities	$ 130	$ 0

INCOME TAX EXPENSES (Details - Singapore income tax expense) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income before tax expenses:	$ 1,235	$ 5,535	$ 5,601
Tax at the domestic income tax rate	210	941	952
Tax effect of expenses that are not deductible in determining taxable profit	21	12	12
Non-taxable incomes	(7)	(6)	(19)
Tax exemption	(15)	(26)	(19)
Capital allowances and rebate	(155)	(1)
Others	95	0	(25)
Total income tax expenses	$ 149	$ 920	$ 901

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

20. COMMITMENTS AND CONTINGENCIES

Contingencies

In the ordinary course of business, the Company may be subject to legal proceedings regarding contractual and employment relationships and a variety of other matters. The Company records contingent liabilities resulting from such claims, when a loss is assessed to be probable, and the amount of the loss is reasonably estimable. In the opinion of management, there were no pending or threatened claims and litigation as of December 31, 2022 and 2023 and through the issuance date of these consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)	12 Months Ended
	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2023 SGD ($)	Dec. 31, 2022 SGD ($)
Asset Impairment Charges	$ 0	$ 0
Rental Income, Nonoperating		$ 26,637	$ 19,125
Singapore, Dollars
Uninsured cash balance				$ 1,297,238	$ 1,044,364

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Estimated useful lives)	12 Months Ended
	Dec. 31, 2023
Investment Property [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	40 years
Right Of Use Asset [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	4 years
Furniture And Fittings [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Motor Vehicle [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	10 years

BANK LOANS (Details - Bank loans) - USD ($) $ in Thousands	12 Months Ended
BANK LOANS (Details - Bank loans) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Carrying amount	$ 530	$ 685
Secured Fixed Rate Bank Loan [Member]
Debt Instrument [Line Items]
Currency	SGD	SGD
Period	2026	2026
Effective interest rate	4.50%	4.50%
Carrying amount	$ 163	$ 205
Secured Fixed Rate Bank Loan 1 [Member]
Debt Instrument [Line Items]
Currency	SGD	SGD
Period	2027	2027
Effective interest rate	4.50%	4.50%
Carrying amount	$ 96	$ 120
Secured Fixed Rate Bank Loan 2 [Member]
Debt Instrument [Line Items]
Currency	SGD	SGD
Period	2026	2027
Effective interest rate	4.50%	4.50%
Carrying amount	$ 271	$ 360

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482900/835-30-50-1

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-Topic 235
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(f))
-Publisher FASB
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

DEFERRED TAX ASSETS/ LIABILITIES (Details - Deferred tax assets and liabilities) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred Tax Assets Liabilities
Deferred tax assets	$ 0	$ 0
Deferred tax liabilities	$ 0	$ 1

PROPERTY, PLANT AND EQUIPMENT

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

PROPERTY, PLANT AND EQUIPMENT

7. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment, net, consists of the following:


	December 31,
	2022			2023
	US$’000			US$’000
Investment property		442			442
Computer software		168			225
Renovation		87			87
Office equipment		15			15
Furniture and fittings		34			34
Motor vehicle		–			239
Subtotal		746			1,042
Accumulated depreciation		(347	)		(409	)
Property, plant and equipment, net		399			633

Depreciation expense was approximately US$20,000 and US$62,000 for the years ended December 31, 2022 and 2023, respectively.

DIVIDENDS (Details Narrative)	12 Months Ended
DIVIDENDS (Details Narrative)	Dec. 31, 2022 USD ($)
Li Peng Leck [Member]
Dividends Payable, Current	$ 671,001
Maxwill Pte Ltd [Member]
Dividends	672,000
Dividends, Cash	$ 999

RELATED PARTY TRANSACTIONS (Tables)

12 Months Ended

Dec. 31, 2023

Schedule of related party transactions

Schedule of related party transactions
	December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000

Interest income from a related party		41		56		88
Loan to directors		11		–		–
Loans assumed by a director		1,123		671		–
Payment on behalf of directors		234		–		–
Directors’ remuneration		223		113		150
Directors’ fees of the subsidiary		155		135		125
Directors’ fees of the Company		–		–		9
Related party remuneration		–		111		138
Rental expense paid to a related party		40		39		40
Interest paid to a related party		–		–		75
Loan from a related party		–		–		1,096

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details - Unrealized gain/loss) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Current Asset [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Unrealized loss on commodity future contracts	$ 0	$ 0
Current Liability [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Unrealized loss on commodity future contracts	$ 0	$ 218

PROPERTY, PLANT AND EQUIPMENT (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ 62,000	$ 20,000

LEASES (Details - Lease maturity) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Leases
Future payment, 2024	$ 39
Future payment, 2025	39
Total future payments	78
Imputed interest	(4)
Operating lease liability	$ 74	$ 0

LEASES (Details - Operating lease asset and liability) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Leases
Right-of-use asset, gross	$ 259	$ 149
Right-of-use asset, accumulated depreciation	(186)	(149)
Operating right-of-use asset, net	73	0
Operating lease liabilities
Operating lease liability, current	36	0
Operating lease liability, noncurrent	38	0
Operating lease liability	$ 74	$ 0

CONCENTRATIONS AND RISKS (Tables)

12 Months Ended

Dec. 31, 2023

Risks and Uncertainties [Abstract]

Schedule of total revenue

Schedule of total revenue
	For the years ended December 31,
	2021	2022		2023
	US$’000	US$’000		US$’000
Customer A	N/A(i)		40,824		19,326
Customer B	N/A(i)		38,821		N/A(i)

_______________

(i)	Revenue from the relevant customer was less than 10% of the Company’s total revenue for the respective year.

Schedule of total accounts receivable

Schedule of total accounts receivable
	As of December 31,
	2022		2023
	US$’000		US$’000
Customer C		1,345		N/A(ii)
Customer D		N/A(ii)		3,806
Customer E		N/A(ii)		1,785

_______________

(ii)	Accounts receivable from relevant customers was less than 10% of the Company’s total accounts receivable for the respective year.

Schedule of total purchases

For the years ended
December 31,

2021

2022

2023

US$’000

Supplier A

18,074

N/A(iii)

20,470

Supplier B

N/A(iii)

36,928

N/A(iii)

Supplier C

N/A(iii)

35,071

N/A(iii)

Supplier D

N/A(iii)

21,433

Supplier E

N/A(iii)

19,430

Supplier F

24,861

N/A(iii)

Supplier G

21,200

N/A(iii)

_______________

(iii)

Purchase from relevant suppliers was less than 10% of the Company’s total purchase for the respective year.

Schedule of total accounts payable

Schedule of total accounts payable
	As of December 31,
	2022		2023
	US$’000		US$’000
Supplier F		575		N/A(iv)
Supplier H		683		N/A(iv)
Supplier A		1,781		N/A(iv)
Supplier I		N/A(iv)		1,482
Supplier J		N/A(iv)		1,470
Supplier D		N/A(iv)		1,696

________________

(iv)	Accounts payable from relevant suppliers was less than 10% of the Company’s total accounts payable for the respective year.

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)

12 Months Ended

Dec. 31, 2023

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of prepaid expenses and other current assets


	December 31,
	2022		2023
	US$’000		US$’000
Deposits		11		11
GST receivable		21		41
Margin deposits *		597		25
Other receivables – Third parties		–		32
Other receivables – Related party		30		30
Prepayment to suppliers – Third parties **		3,043		5,992
Loan to a related party (Note 8)		3,299		–
		7,001		6,131

___________________

*	Margin deposits relate to deposits placed with Phillip Nova Pte. Ltd. for derivative instruments entered into for the purpose of managing the Company’s commodity price risk (Note 16).
**	The amounts represent payments made to third parties for forthcoming goods and services to be derived at the end of the contract term.

CONCENTRATIONS AND RISKS (Details - Concentration of revenue) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Total revenue	$ 190,724	$ 206,717	$ 194,239
Customer A [Member]
Total revenue	$ 19,326	40,824
Customer B [Member]
Total revenue		$ 38,821

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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+ Details

8. NON-CURRENT ASSETS – LOAN TO A RELATED PARTY

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

8. NON-CURRENT ASSETS – LOAN TO A RELATED PARTY

8. NON-CURRENT ASSETS – LOAN TO A RELATED PARTY

Schedule of non-current assets	December 31,
	2022		2023
	US$’000		US$’000
Loan to a related party		–		5,907

Maxwill (Asia) Pte. Ltd. (the “Lender”) had granted a convertible loan to Carfax Commodities (Asia) Pte. Ltd. (the “Borrower”) pursuant to a convertible loan agreement dated on November 30, 2020 (the “2020 Convertible Loan Agreement”), pursuant to which the loan amount (capped at US$4,500,000) was granted by the Lender to the Borrower, with compounded interest to accrue at the rate prescribed by the Inland Revenue Authority of Singapore. The parties agreed to terminate the 2020 Convertible Loan Agreement with effect from November 30, 2023 and entered into a renewed loan agreement on November 30, 2023 (the “2023 Convertible Loan Agreement”) (Note 4). Pursuant to the terms of the 2023 Convertible Loan Agreement, a facility was granted by the Lender to the Borrower in the amount of up to US$6,000,000 (comprising (a) US$3,937,569, being the amount outstanding under the 2020 Convertible Loan Agreement as at November 30, 2023, and (b) US$2,062,431, being the additional loan amount), with interest to accrue on the principal amount outstanding at a rate of 6.5% per annum (the “2023 Loan”). The 2023 Loan expires on the earlier of (i) November 30, 2026 (or such other date that the Borrower and the Lender may otherwise agree in writing); and (ii) the date on which all (and not part) of the amount outstanding under the 2023 Convertible Loan Agreement is converted into ordinary shares of the Borrower. The 2023 Loan is convertible at the option of the Lender with written notice to the Borrower. As at December 31, 2023, the outstanding principal and interest due on the 2023 Loan was US$5,907,265. The loan has been reclassified from a current asset to a non-current asset, reflecting its renewal for an additional three years.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Statement of Cash Flows [Abstract]

Net income

$ 1,086

$ 4,615

$ 4,700

Adjustments:

Depreciation and amortization

Unrealized loss on derivative contract at fair value

218

(389)

Allowance for expected credit losses

500

Impairment loss for damaged inventory

Bad trade debts written off

Interest expense

103

Interest expense on finance lease

Interest expense on lease liability

Interest income

(88)

(56)

(53)

Total adjustments

1,688

4,868

4,360

Changes in operating assets:

Decrease/(increase) in inventories

1,624

(2,082)

241

(Increase)/decrease in margin deposits

571

559

(599)

(Increase)/decrease of accounts and other receivables

(10,808)

4,146

(11,140)

(Increase)/decrease in deferred offering costs

1,129

(1,129)

Increase/(decrease) in accounts and other payables, and accruals

8,253

(8,727)

10,433

Decrease in amount due from directors

^[1]

(990)

Decrease in operating lease liabilities

(3)

Increase/(decrease) in income tax payable

(645)

419

910

Cash provided by/(used in) operating activities

1,809

(1,946)

3,215

Interest received

Purchase of property, plant and equipment

(296)

(14)

(11)

Cash provided by/(used in) investing activities

(208)

Amount due to related parties

^[1]

(157)

Loan to a related party

(5,907)

Issuance of share capital

^[1]

Dividend paid

(3,001)

Net proceeds from offering

3,151

Proceeds from bank borrowings

575

256

Proceeds from finance lease

144

Repayment of bank borrowings

(155)

(146)

(2,039)

Interest paid

(28)

(33)

(46)

Principal payment of finance lease

(14)

Principal payment of lease liabilities

(38)

Payment of interest on finance lease

(2)

Payment of interest on lease liabilities

^[1]

(2)

Payment of interest on lease liabilities

^[1]

Cash (used in)/provided by financing activities

(2,811)

(2,643)

(2,026)

Net change in cash and cash equivalents

(1,210)

(4,547)

1,231

Cash and cash equivalents as of beginning of the year

2,540

7,087

5,856

Cash and cash equivalents as of the end of the year

1,330

2,540

7,087

Supplementary Cash Flows Information

Cash refunded/(paid) for taxes

(791)

(499)

Operating lease asset obtained in exchange for operating lease obligations

150

Dividend that was offset against loan assumed by shareholder/director

$ 0

$ (671)

$ (2,051)

[1]	Denotes amount less than US$1,000

NON-CURRENT ASSETS (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Loan to a related party	$ 5,907	$ 0

LEASES

12 Months Ended

Dec. 31, 2023

Leases

LEASES

9. LEASES

Operating lease

As of December 31, 2023, the Company had operating lease for its office. The remaining lease terms are 2 years. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. As of December 31, 2023, the weighted average remaining lease term was 2 years and the weighted average discount rate was 5.25%.

The following table presents the operating lease related assets and liabilities recorded on the Group’s consolidated balance sheet.


	December 31,
	2022			2023
	US$’000			US$’000
Right-of-use asset		149			259
Accumulated depreciation		(149	)		(186	)
Right-of-use asset, net		–			73

	December 31,
	2022		2023
	US$’000		US$’000
Operating lease liabilities
Current portion		–		36
Non-current portion		–		38
Total operating lease liabilities		–		74

The following table summarizes the maturity of operating lease liabilities as of December 31, 2023:


	2023
Future payment	US$’000
2024		39
2025		39
Total		78
Imputed interest		(4	)
Present value of lease liabilities		74

Finance lease

On July 17, 2023, the Company acquired a vehicle through a finance lease agreement. The agreement entails 60 monthly installments, with an interest rate of 5.75% per annum, based on principal amount of US$144,356.

The following table presents the finance lease related assets and liabilities recorded on the Company’s consolidated balance sheets.


	December 31,
	2022		2023
	US$’000		US$’000
Motor vehicle		–		239
Accumulated depreciation		–		(24	)
Motor vehicle, net		–		215

	December 31,
	2022		2023
	US$’000		US$’000
Finance lease liabilities
Current portion		–		29
Non-current portion		–		101
Total finance lease liabilities		–		130

The following table summarizes the maturity of finance lease liabilities as of December 31, 2023:


	2023
	US$’000
2024		33
2025		33
2026		33
2027		33
2028		16
Total		148
Imputed interest		(18	)
Present value of lease liabilities		130

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Related Party Transactions [Abstract]
Interest income from a related party	$ 88	$ 56	$ 41
Loan to directors	0	0	11
Loans assumed by a director	0	671	1,123
Payment on behalf of directors	0	0	234
Directors’ remuneration	150	113	223
Directors’ fees of the subsidiary	125	135	155
Directors’ fees of the Company	9
Related party remuneration	138	111	0
Rental expense paid to a related party	40	39	40
Interest paid to a related party	75	0	0
Loan from a related party	$ 1,096	$ 0	$ 0

DIVIDENDS (Details) - Maxwill Pte Ltd [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Dividends on ordinary shares proposed and paid:
- Final tax-exempt (one-tier) dividend for 2022 and 2023	$ 0	$ 672
Dividends on ordinary shares proposed and paid	$ 0	$ 672

LEASES (Details Narrative) - USD ($)	Jul. 17, 2023	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Operating lease remaining lease terms		2 years
Operating lease weighted average remaining lease term		2 years
Operating lease weighted average discount rate		5.25%
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Finance lease term	60 months
Finance lease interest rate	5.75%
Finance lease principal amount	$ 144,356

8. NON-CURRENT ASSETS – LOAN TO A RELATED PARTY (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of non-current assets

Schedule of non-current assets	December 31,
	2022		2023
	US$’000		US$’000
Loan to a related party		–		5,907

CONCENTRATIONS AND RISKS (Details - Concentration by accounts payable) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Total accounts payable	$ 14,323	$ 5,096
Supplier F [Member]
Total accounts payable		575
Supplier H [Member]
Total accounts payable		683
Supplier A [Member]
Total accounts payable		$ 1,781
Supplier I [Member]
Total accounts payable	1,482
Supplier J [Member]
Total accounts payable	1,470
Supplier D [Member]
Total accounts payable	$ 1,696

PREPAID EXPENSES AND OTHER CURRENT ASSETS

12 Months Ended

Dec. 31, 2023

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

PREPAID EXPENSES AND OTHER CURRENT ASSETS

4. PREPAID EXPENSES AND OTHER CURRENT ASSETS


	December 31,
	2022		2023
	US$’000		US$’000
Deposits		11		11
GST receivable		21		41
Margin deposits *		597		25
Other receivables – Third parties		–		32
Other receivables – Related party		30		30
Prepayment to suppliers – Third parties **		3,043		5,992
Loan to a related party (Note 8)		3,299		–
		7,001		6,131

___________________

*	Margin deposits relate to deposits placed with Phillip Nova Pte. Ltd. for derivative instruments entered into for the purpose of managing the Company’s commodity price risk (Note 16).
**	The amounts represent payments made to third parties for forthcoming goods and services to be derived at the end of the contract term.

REVENUES BY PRODUCT (Tables)

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Schedule revenues by product

Schedule revenues by product
	December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000
Sale of sugar		135,140		154,757		116,443
Sale of rice		35,064		34,200		26,440
Sale of oils and fats		24,035		17,568		47,623
Sale of others		–		192		218
		194,239		206,717		190,724

Schedule of information by product type

Schedule of information by product type
	For the year ended December 31, 2023
	Sale of sugar		Sale of rice		Sale of oil and fat products		Sale of others		Total
	US$’000		US$’000		US$’000		US$’000		US$’000
Revenue		116,443		26,440		47,623		218	190,724
Gross Profit		3,333		1,115		2,558		23	7,029

	For the year ended December 31, 2022
	Sale of sugar		Sale of rice		Sale of oil and fat products		Sale of others		Total
	US$’000		US$’000		US$’000		US$’000		US$’000
Revenue		154,757		34,200		17,568		192	206,717
Gross Profit		9,686		2,100		1,079		12	12,877

For the year ended
December 31, 2021

Sale of

sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Revenue

135,140

35,064

24,035

–

194,239

Gross Profit

8,286

3,163

796

–

12,245

Schedule of information by geographic region


	For the year ended December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000
Africa		63,231		56,863		80,637
China		13,809		16,629		17,731
Indonesia		18,971		79,645		22,502
Vietnam		75,563		28,663		9,109
Philippines		2,053		3,237		19,372
Thailand		1,771		1,980		13,119
Singapore		7,102		8,808		18,889
Other countries		11,739		10,892		9,365
Total		194,239		206,717		190,724

Schedule of revenue by timing

For the year ended
December 31, 2023

Sale of sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Timing of revenue recognition:

Point in time

116,443

26,440

47,623

218

190,724

For the year ended
December 31, 2022

Sale of sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Timing of revenue recognition:

Point in time

154,757

34,200

17,568

192

206,717

For the year ended
December 31, 2021

Sale of sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Timing of revenue recognition:

Point in time

135,140

35,064

24,035

–

194,239

ORGANIZATION AND PRINCIPAL ACTIVITIES (Details)	12 Months Ended
ORGANIZATION AND PRINCIPAL ACTIVITIES (Details)	Dec. 31, 2023	Dec. 31, 2022
Maxwill Pte Ltd [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Date of incorporation	Nov. 01, 2004
Percentage of effective ownership	100.00%	100.00%
Place of incorporation	Singapore
Principal activities	Holding company.
Maxwill Asia Pte Ltd [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Date of incorporation	Sep. 11, 1999
Percentage of effective ownership	100.00%	100.00%
Place of incorporation	Singapore
Principal activities	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products, and providing warehouse storage and logistic services.
Lp Grace Pte Ltd [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Date of incorporation	Jan. 11, 2008
Percentage of effective ownership	100.00%	100.00%
Place of incorporation	Singapore
Principal activities	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products, and providing warehouse storage and logistic services.
Maxwill Foodlink Pte Ltd [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Date of incorporation	Jan. 15, 2004
Percentage of effective ownership	100.00%	100.00%
Place of incorporation	Singapore
Principal activities	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services. Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services.
Davis Commodities Pte Ltd [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Date of incorporation	Sep. 15, 2023
Percentage of effective ownership	100.00%	100.00%
Place of incorporation	Singapore
Principal activities	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services. Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services.

CONCENTRATIONS AND RISKS

12 Months Ended

Dec. 31, 2023

Risks and Uncertainties [Abstract]

CONCENTRATIONS AND RISKS

19. CONCENTRATIONS AND RISKS

Concentrations

Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of accounts receivable. The Company conducts credit evaluations of its customers, and generally does not require collateral or other security from them. The Company evaluates its collection experience and long outstanding balances to determine the need for an allowance for doubtful accounts. The Company conducts periodic reviews of the financial condition and payment practices of its customers to minimize collection risk on accounts receivable.

The following table sets forth a summary of single customers who represent 10% or more of the Company’s total revenue:

Schedule of total revenue
	For the years ended December 31,
	2021	2022		2023
	US$’000	US$’000		US$’000
Customer A	N/A(i)		40,824		19,326
Customer B	N/A(i)		38,821		N/A(i)

_______________

(i)	Revenue from the relevant customer was less than 10% of the Company’s total revenue for the respective year.

The following table sets forth a summary of single customers who represent 10% or more of the Company’s total accounts receivable:

Schedule of total accounts receivable
	As of December 31,
	2022		2023
	US$’000		US$’000
Customer C		1,345		N/A(ii)
Customer D		N/A(ii)		3,806
Customer E		N/A(ii)		1,785

_______________

(ii)	Accounts receivable from relevant customers was less than 10% of the Company’s total accounts receivable for the respective year.

The following table sets forth a summary of suppliers who represent 10% or more of the Company’s total purchases:

For the years ended
December 31,

2021

2022

2023

US$’000

Supplier A

18,074

N/A(iii)

20,470

Supplier B

N/A(iii)

36,928

N/A(iii)

Supplier C

N/A(iii)

35,071

N/A(iii)

Supplier D

N/A(iii)

21,433

Supplier E

N/A(iii)

19,430

Supplier F

24,861

N/A(iii)

Supplier G

21,200

N/A(iii)

_______________

(iii)

Purchase from relevant suppliers was less than 10% of the Company’s total purchase for the respective year.

The following table sets forth a summary of suppliers who represent 10% or more of the Company’s total accounts payable:

Schedule of total accounts payable
	As of December 31,
	2022		2023
	US$’000		US$’000
Supplier F		575		N/A(iv)
Supplier H		683		N/A(iv)
Supplier A		1,781		N/A(iv)
Supplier I		N/A(iv)		1,482
Supplier J		N/A(iv)		1,470
Supplier D		N/A(iv)		1,696

________________

(iv)	Accounts payable from relevant suppliers was less than 10% of the Company’s total accounts payable for the respective year.

Credit Risk

Credit risk is the potential financial loss to the Company resulting from the failure of a customer or a counterparty to settle its financial and contractual obligations to the Company, as and when they fall due. As the Company does not hold any collateral, the maximum exposure to credit risk is the carrying amounts of accounts receivable and other current assets (exclude prepayments) and cash and bank deposits presented on the consolidated balance sheets. The Company has no other financial assets which carry significant exposure to credit risk.

Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

Typically, the Company ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 60 days, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters.

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

16. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company uses derivative instruments to manage commodity price risk. The Company enters into derivatives to economically hedge its exposure against adverse fluctuations of commodity prices. Generally, derivative instruments are recorded at fair value in other current assets or current liabilities in the Company’s consolidated balance sheets.

The Company’s current assets and liabilities that were accounted for at fair value:


	As of December 31,
	2022		2023
Current Asset	US$’000		US$’000
Unrealized gain on commodity future contracts		–		–
Current Liability
Unrealized loss on commodity future contracts		218		–

The Company estimates fair values based on exchange quoted prices from broker market transactions. In such cases, these derivative contracts are classified within Level 2.

The Effect of Derivative Instruments on the Consolidated Statements of Income

The table below summarizes the net effect of derivative instruments on the consolidated statements of income for the years ended December 31, 2021, 2022.


	Years ended December 31,
	2021		2022			2023
	US$’000		US$’000			US$’000
Income statement classification
Cost of revenues		851		(55	)		831

PROPERTY, PLANT AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule of property, plant and equipment, net


	December 31,
	2022			2023
	US$’000			US$’000
Investment property		442			442
Computer software		168			225
Renovation		87			87
Office equipment		15			15
Furniture and fittings		34			34
Motor vehicle		–			239
Subtotal		746			1,042
Accumulated depreciation		(347	)		(409	)
Property, plant and equipment, net		399			633

INVENTORY

12 Months Ended

Dec. 31, 2023

Inventory Disclosure [Abstract]

INVENTORY

6. INVENTORY

Schedule of inventory
	December 31,
	2022		2023
	US$’000		US$’000
Finished goods		2,176		553
Impairment loss for damaged finished goods		–		(16	)
Inventory net		2,176		537

REVENUES BY PRODUCT (Details - Sales by geographic region) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenues	$ 190,724	$ 206,717	$ 194,239
Africa [Member]
Disaggregation of Revenue [Line Items]
Revenues	80,637	56,863	63,231
CHINA
Disaggregation of Revenue [Line Items]
Revenues	17,731	16,629	13,809
INDONESIA
Disaggregation of Revenue [Line Items]
Revenues	22,502	79,645	18,971
VIET NAM
Disaggregation of Revenue [Line Items]
Revenues	9,109	28,663	75,563
PHILIPPINES
Disaggregation of Revenue [Line Items]
Revenues	19,372	3,237	2,053
THAILAND
Disaggregation of Revenue [Line Items]
Revenues	13,119	1,980	1,771
SINGAPORE
Disaggregation of Revenue [Line Items]
Revenues	18,889	8,808	7,102
Other Countries [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 9,365	$ 10,892	$ 11,739

DIVIDENDS (Tables)

12 Months Ended

Dec. 31, 2023

Dividends

Schedule of dividends

Schedule of dividends
	December 31,
	2022		2023
	US$’000		US$’000
Dividends on ordinary shares proposed and paid:
- Final tax-exempt (one-tier) dividend for 2022 and 2023		672		–
		672		–

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Income Statement [Abstract]

Revenues

$ 190,724

$ 206,717

$ 194,239

Cost of revenues

(183,695)

(193,840)

(181,994)

Gross profit

7,029

12,877

12,245

Operating expenses:

Selling and marketing expenses

(2,439)

(5,307)

(5,396)

General and administrative expenses

(3,443)

(2,287)

(1,871)

Total operating expenses

(5,882)

(7,594)

(7,267)

Income from operations

1,147

5,283

4,978

Other income/(expense):

Other income

198

285

671

Interest expense

(110)

(33)

(48)

Total other income

252

623

Income before tax expense

1,235

5,535

5,601

Income tax expense

(149)

(920)

(901)

Net income

1,086

4,615

4,700

Other comprehensive income

Foreign currency translation loss, net of taxes

(2)

(3)

Total comprehensive income

$ 1,094

$ 4,613

$ 4,697

Net income per share attributable to ordinary shareholders

Net income per share attributable to ordinary shareholders, basic

$ 0.20

$ 0.04

Net income per share attributable to ordinary shareholders, diluted

$ 0.20

$ 0.04

Weighted average number of ordinary shares used in computing net income per share

Weighted average number of ordinary shares used in computing net income per share, basic

^[1]

23,250,000

24,500,625

Weighted average number of ordinary shares used in computing net income per share, diluted

^[1]

23,250,000

24,500,625

[1]	Denotes amount less than US$1,000

REVENUES BY PRODUCT (Details - Revenue by product) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 190,724	$ 206,717	$ 194,239
Sale Of Sugar [Member]
Disaggregation of Revenue [Line Items]
Revenue	116,443	154,757	135,140
Sale Of Rice [Member]
Disaggregation of Revenue [Line Items]
Revenue	26,440	34,200	35,064
Sale Of Oils And Fats [Member]
Disaggregation of Revenue [Line Items]
Revenue	47,623	17,568	24,035
Sale Of Others [Member]
Disaggregation of Revenue [Line Items]
Revenue	$ 218	$ 192	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

+ References

+ Details

LEASES (Details - Finance lease info) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Finance lease liabilities
Finance lease liability, current	$ 29	$ 0
Finance lease liability, noncurrent	101	0
Finance lease liability	130	0
Motor Vehicle [Member]
Property, Plant and Equipment [Line Items]
Finance lease, gross	239	0
Accumulated amortization	24	0
Finance lease	$ 215	$ 0

DIVIDENDS

12 Months Ended

Dec. 31, 2023

Dividends

DIVIDENDS

18. DIVIDENDS

On December 31, 2022, the subsidiary of the Company, Maxwill (Asia) Pte. Ltd., declared final dividends totaling US$672,000 payable to its ultimate controlling shareholder, Li Peng Leck, of which US$671,001 was offset against amount due from director and US$999 was paid in cash on the same day.

Schedule of dividends
	December 31,
	2022		2023
	US$’000		US$’000
Dividends on ordinary shares proposed and paid:
- Final tax-exempt (one-tier) dividend for 2022 and 2023		672		–
		672		–

INCOME TAX EXPENSES

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

INCOME TAX EXPENSES

15. INCOME TAX EXPENSES

Caymans Islands

The Company is domiciled in the Cayman Islands. This locality currently enjoys permanent income tax holidays; accordingly, the Company does not accrue for income taxes.

Singapore

The Company’s subsidiaries, Maxwill Pte. Ltd., Maxwill (Asia) Pte. Ltd., LP Grace Pte. Ltd., Maxwill Foodlink Pte. Ltd. and Davis Commodities Pte. Ltd., are considered Singapore tax resident enterprises under Singapore tax laws. Accordingly, they are subject to enterprise income tax on their taxable income as determined under Singapore tax laws and accounting standards at a statutory tax rate of 17% (2022: 17%).

The income tax provision consists of the following components:

Schedule of income tax provision
	For the years ended December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000
Income tax:
Current year		901		920		150
Deferred tax		–		–		(1	)
Income tax expense (benefit)		901		920		149

The income tax expense varied from the amount of income tax expense determined by applying the Singapore income tax rate of 17% (2022: 17%) to profit before income tax as a result of the following differences:

Schedule of income tax expense
	For the years ended December 31,
	2021			2022			2023
	US$’000			US$’000			US$’000
Income before tax expenses:		5,601			5,535			1,235

Tax at the domestic income tax rate		952			941			210
Tax effect of expenses that are not deductible in determining taxable profit		12			12			21
Non-taxable incomes		(19	)		(6	)		(7	)
Tax exemption		(19	)		(26	)		(15	)
Capital allowances and rebate		*–			(1	)		(155	)
Others		(25	)		–			95
Total income tax expenses		901			920			149

_______________

*	denotes amount less than US$1,000.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 21
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-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-Paragraph 2
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of unrealized gain/loss on future contracts


	As of December 31,
	2022		2023
Current Asset	US$’000		US$’000
Unrealized gain on commodity future contracts		–		–
Current Liability
Unrealized loss on commodity future contracts		218		–

Schedule of derivative instruments on statements of income


	Years ended December 31,
	2021		2022			2023
	US$’000		US$’000			US$’000
Income statement classification
Cost of revenues		851		(55	)		831

BANK LOANS (Tables)

12 Months Ended

Dec. 31, 2023

Bank Loans

Schedule of bank loans

Schedule of bank loans
Bank loans	Currency	Period	Effective Interest rate	Carrying amount
				US$’000
Secured fixed rate bank loan	SGD	2026	4.5%	205
Secured fixed rate bank loan	SGD	2027	4.5%	120
Secured fixed rate bank loan	SGD	2027	4.5%	360
December 31, 2022				685

Secured fixed rate bank loan	SGD	2026	4.5%	163
Secured fixed rate bank loan	SGD	2027	4.5%	96
Secured fixed rate bank loan	SGD	2026	4.5%	271
December 31, 2023				530

Schedule of bank loans guaranteed by related party


Bank loans	Carrying amount		Within 1 year		2024		2025		2026		2027
		US$’000

Secured fixed rate bank loan		205		48		50		52		55		–
Secured fixed rate bank loan		120		27		29		30		31		3
Secured fixed rate bank loan		360		82		86		90		94		8
December 31, 2022		685		157		165		172		180		11

	Carrying amount		Within 1 year		2025		2026		2027		2028
	US$’000

Secured fixed rate bank loan		163		52		54		57		–		–
Secured fixed rate bank loan		96		30		31		32		3		–
Secured fixed rate bank loan		271		125		135		11		–		–
December 31, 2023		530		207		220		100		3		–

DEFERRED OFFERING COSTS

12 Months Ended

Dec. 31, 2023

Deferred Offering Costs

DEFERRED OFFERING COSTS

5. DEFERRED OFFERING COSTS

The Company complies with the requirement of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A – “Expenses of Offering”. Deferred offering costs consist of underwriting, legal and other expenses incurred through the balance sheet date that are directly related to the intended IPO. Deferred offering costs will be charged to shareholders’ equity upon the completion of the IPO. Should the IPO prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be charged to operations. As of 31 December 2023, the costs have been offset against the offering proceeds.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Schedule of exchange rate

Schedule of exchange rate
	December 31,
	2022		2023
US$ to S$ Year End		1.3900		1.3465
US$ to S$ Average Rate		1.3853		1.3578

Schedule of estimated useful lives

Schedule of estimated useful lives
Category		Estimated useful lives

Investment property		40 years
Right-of-use asset		4 years
Furniture and fittings, office equipment, renovation and computer and software		3 years
Motor vehicle		10 years

EQUITY

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

EQUITY

13. EQUITY

For the sake of undertaking a public offering of the Company’s ordinary shares, the Company has performed a series of re-organizing transactions resulting in 23,250,000 ordinary shares outstanding that have been retroactively restated to the beginning of the first period presented. The Company only has one single class of ordinary shares that are accounted for as permanent equity.

On September 21, 2023, the Company issued 1,250,625 ordinary shares pursuant to the initial public offering.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
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-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
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-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
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-Subparagraph (b)
-Publisher FASB
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
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-Subparagraph (a)
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Subparagraph (b)
-Publisher FASB
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 1,330	$ 2,540
Accounts receivable, net	15,267	4,656
Prepaid expenses and other current assets	6,131	7,001
Deferred offering costs	0	1,129
Inventory	537	2,176
Total current assets	23,265	17,502
Property, plant and equipment	633	399
Right-of-use asset	73	0
Loan to a related party	5,907
Total non-current assets	6,613	399
TOTAL ASSETS	29,878	17,901
Current liabilities:
Bank loans - current	207	157
Lease payable - current	36	0
Finance lease - current	29	0
Accounts payable	14,323	5,096
Accruals and other current liabilities	3,850	4,749
Income taxes payable	713	1,357
Total current liabilities	19,158	11,359
Bank loans – non-current	323	528
Lease payable – non-current	38	0
Finance lease – non-current	101	0
Deferred tax liabilities	0	1
Total non-current liabilities	462	529
TOTAL LIABILITIES	19,620	11,888
Commitments and contingencies
Shareholders’ equity
Additional paid-in capital	3,151	0
Merger reserve	1,113	1,113
Retained earnings	5,981	4,895
Accumulated other comprehensive income	13	5
Total shareholders’ equity	10,258	6,013
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$ 29,878	$ 17,901

REVENUES BY PRODUCT

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

REVENUES BY PRODUCT

14. REVENUES BY PRODUCT

Schedule revenues by product
	December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000
Sale of sugar		135,140		154,757		116,443
Sale of rice		35,064		34,200		26,440
Sale of oils and fats		24,035		17,568		47,623
Sale of others		–		192		218
		194,239		206,717		190,724

An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, and is identified on the basis of the internal financial reports that are provided to and regularly reviewed by the Company’s chief operating decision maker in order to allocate resources and assess performance of the segment.

In accordance with ASC 280, Segment Reporting, operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and in assessing performance. The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the chief operating decision maker, reviews operation results by the revenue of different services. Based on management’s assessment, the Company has determined that it has three operating segments as defined by ASC 280 as follow:

	1.	Sale of sugar
	2.	Sale of rice
	3.	Sale of oil and fat products
	4.	Sale of others

Information regarding the results of each reportable segment is included below. Performance is measured based on segment revenue and gross profit, as included in the internal management reports that are reviewed by the Company’s CODM. Both segment revenue and gross profit are used to measure performance as management believes that such information is the most relevant in evaluating the level of activities and results of these segments.

The following table presents summary information by product type for the years ended December 31, 2023, 2022 and 2021, respectively:

Schedule of information by product type
	For the year ended December 31, 2023
	Sale of sugar		Sale of rice		Sale of oil and fat products		Sale of others		Total
	US$’000		US$’000		US$’000		US$’000		US$’000
Revenue		116,443		26,440		47,623		218	190,724
Gross Profit		3,333		1,115		2,558		23	7,029

	For the year ended December 31, 2022
	Sale of sugar		Sale of rice		Sale of oil and fat products		Sale of others		Total
	US$’000		US$’000		US$’000		US$’000		US$’000
Revenue		154,757		34,200		17,568		192	206,717
Gross Profit		9,686		2,100		1,079		12	12,877

For the year ended
December 31, 2021

Sale of

sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Revenue

135,140

35,064

24,035

–

194,239

Gross Profit

8,286

3,163

796

–

12,245

The following table presents summary information by geographic region for the fiscal years ended December 31, 2021, 2022 and 2023, respectively.


	For the year ended December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000
Africa		63,231		56,863		80,637
China		13,809		16,629		17,731
Indonesia		18,971		79,645		22,502
Vietnam		75,563		28,663		9,109
Philippines		2,053		3,237		19,372
Thailand		1,771		1,980		13,119
Singapore		7,102		8,808		18,889
Other countries		11,739		10,892		9,365
Total		194,239		206,717		190,724

In the following table, revenue is disaggregated by the timing of revenue recognition.

For the year ended
December 31, 2023

Sale of sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Timing of revenue recognition:

Point in time

116,443

26,440

47,623

218

190,724

For the year ended
December 31, 2022

Sale of sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Timing of revenue recognition:

Point in time

154,757

34,200

17,568

192

206,717

For the year ended
December 31, 2021

Sale of sugar

Sale of rice

Sale of oil and fat products

Sale of others

Total

US$’000

Timing of revenue recognition:

Point in time

135,140

35,064

24,035

–

194,239

All assets and operations of the Company are located in Singapore, and accordingly, no segmental analysis of segment assets is presented.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

DEFERRED TAX ASSETS/ LIABILITIES (Details - Rollforward of deferred taxes) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Impairment Effects on Earnings Per Share [Line Items]
Beginning balance	$ 1	$ 1	$ 1
Recognized instatement of income		0	0
Reversal of tax liabilities	(1)
Ending balance	0	1	1
Provisions [Member]
Impairment Effects on Earnings Per Share [Line Items]
Beginning balance	1	1	1,000
Recognized instatement of income		0	0
Reversal of tax liabilities	(1)
Ending balance	0	1	1
Tax Losses [Member]
Impairment Effects on Earnings Per Share [Line Items]
Beginning balance	0	0	0
Recognized instatement of income		0	0
Reversal of tax liabilities	0
Ending balance	$ 0	$ 0	$ 0

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($)
$ in Thousands

Common Stock [Member]

Additional Paid-in Capital [Member]

AOCI Attributable to Parent [Member]

Merger Reserve [Member]

Retained Earnings [Member]

Total

Beginning balance, value at Dec. 31, 2020

$ 0

^[1]

$ 1,113

$ 10

$ 0

$ 1,303

$ 2,426

Beginning balance , shares at Dec. 31, 2020

23,250,000

Net income

4,700

Foreign currency translation adjustment

(3)

Dividend declared

(5,051)

Ending balance, value at Dec. 31, 2021

$ 0

^[1]

1,113

952

2,072

Ending balance , shares at Dec. 31, 2021

23,250,000

Net income

4,615

Foreign currency translation adjustment

(2)

Dividend declared

(672)

Additional capital

^[1]

Merger reserve arising from reorganization

(1,113)

1,113

Ending balance, value at Dec. 31, 2022

$ 0

^[1]

1,113

4,895

6,013

Ending balance , shares at Dec. 31, 2022

23,250,000

Net income

1,086

Foreign currency translation adjustment

Issue of new shares

3,151

Issue of new shares, shares

1,250,625

Ending balance, value at Dec. 31, 2023

$ 0

^[1]

$ 3,151

$ 13

$ 1,113

$ 5,981

$ 10,258

Ending balance , shares at Dec. 31, 2023

24,500,625

[1]	Denotes amount less than US$1,000

Cover	12 Months Ended
Cover	Dec. 31, 2023 shares
Entity Addresses [Line Items]
Document Type	20-F
Amendment Flag	false
Document Registration Statement	false
Document Annual Report	true
Document Transition Report	false
Document Shell Company Report	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-41804
Entity Registrant Name	Davis Commodities Limited
Entity Central Index Key	0001949478
Entity Incorporation, State or Country Code	E9
Entity Address, Address Line One	10 Bukit Batok Crescent
Entity Address, Address Line Two	#10-01
Entity Address, City or Town	The Spire
Entity Address, Country	SG
Entity Address, Postal Zip Code	658079
Title of 12(b) Security	Ordinary Shares
Trading Symbol	DTCK
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Document Accounting Standard	U.S. GAAP
Entity Shell Company	false
Entity Common Stock, Shares Outstanding	24,500,625
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Auditor Firm ID	6732
Auditor Name	Onestop Assurance PAC
Auditor Location	Singapore
Business Contact [Member]
Entity Addresses [Line Items]
Entity Address, Address Line One	10 Bukit Batok Crescent
Entity Address, Address Line Two	#10-01
Entity Address, City or Town	The Spire
Entity Address, Country	SG
Entity Address, Postal Zip Code	658079
City Area Code	+65
Local Phone Number	6896 5333
Contact Personnel Name	Ai Imm Lim
Contact Personnel Email Address	imm@daviscl.com

PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Subtotal	$ 1,042	$ 746
Accumulated depreciation	(409)	(347)
Property, plant and equipment, net	633	399
Investment Property [Member]
Property, Plant and Equipment [Line Items]
Subtotal	442	442
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Subtotal	225	168
Building Improvements [Member]
Property, Plant and Equipment [Line Items]
Subtotal	87	87
Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Subtotal	15	15
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Subtotal	34	34
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Subtotal	$ 239	$ 0

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	Dec. 31, 2023	Dec. 31, 2022
Year End [Member]
Debt Instrument [Line Items]
US$ to S$ Average Rate	1.3900	1.3465
Average Rate [Member]
Debt Instrument [Line Items]
US$ to S$ Average Rate	1.3853	1.3578

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

CONCENTRATIONS AND RISKS (Details - Concentration of suppliers) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Total purchases	$ 183,695	$ 193,840	$ 181,994
Supplier A [Member]
Total purchases	20,470		18,074
Supplier B [Member]
Total purchases		36,928
Supplier C [Member]
Total purchases		$ 35,071
Supplier D [Member]
Total purchases	21,433
Supplier E [Member]
Total purchases	$ 19,430
Supplier F [Member]
Total purchases			24,861
Supplier G [Member]
Total purchases			$ 21,200

- Definition

The aggregate cost of goods produced and sold and services rendered during the reporting period.

+ References

+ Details

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Basis of presentation

(a) Basis of presentation

Consolidation

(b) Consolidation

Use of estimates

(c) Use of estimates

Risks and uncertainties

(d) Risks and uncertainties

Foreign currency translation and transaction and Convenience translation

(e) Foreign currency translation and transaction and Convenience translation

Schedule of exchange rate
	December 31,
	2022		2023
US$ to S$ Year End		1.3900		1.3465
US$ to S$ Average Rate		1.3853		1.3578

Fair Value Measurement

(f) Fair Value Measurement

	·	Level 1 applies to assets or liabilities for which there are quoted prices, in active markets for identical assets or liabilities.

	·	Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical asset or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

	·	Level 3 applies to asset or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

Related parties

(g) Related parties

We adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

Cash and cash equivalents

(h) Cash and cash equivalents

Accounts Receivable, net

(i) Accounts Receivable, net

Inventories

(j) Inventories

Property, plant and equipment, net

(k) Property, plant and equipment, net

Schedule of estimated useful lives
Category		Estimated useful lives

Investment property		40 years
Right-of-use asset		4 years
Furniture and fittings, office equipment, renovation and computer and software		3 years
Motor vehicle		10 years

Impairment of long-lived assets

(l) Impairment of long-lived assets

Commitments and contingencies

(m) Commitments and contingencies

Revenue recognition

(n) Revenue recognition

The Company currently generates its revenue from the following main sources:

Revenue from goods sold and services provided

Revenue from rental of investment property

Cost of revenue

(o) Cost of revenue

Cost of revenue mainly consists of cost of finished goods, labor costs, repacking costs, shipping, storage and handling and insurance costs.

Selling and marketing expenses

(p) Selling and marketing expenses

General and administrative expenses

(q) General and administrative expenses

Operating leases

(r) Operating leases

Income taxes

(s) Income taxes

Earnings per share

(t) Earnings per share

Recent accounting pronouncements

(u) Recent accounting pronouncements

Recent Adopted Standards

Recent Accounting Pronouncements

ACCOUNTS RECEIVABLE, NET (Details - Allowance for credit losses) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Credit Loss [Abstract]
Balance at beginning of the year	$ (0)	$ 0
Addition	500	0
Balance at end of the year	$ 500	$ (0)

ORGANIZATION AND PRINCIPAL ACTIVITIES (Details Narrative)	Sep. 30, 2022 shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Initial share capital	3,524

DEFERRED TAX ASSETS/ LIABILITIES

12 Months Ended

Dec. 31, 2023

Deferred Tax Assets Liabilities

DEFERRED TAX ASSETS/ LIABILITIES

12. DEFERRED TAX ASSETS/ LIABILITIES


	December 31,
	2022		2023
	US$’000		US$’000
Deferred tax assets		–		–
Deferred tax liabilities		1		–

Following are the major deferred tax assets and liabilities recognized by the Company:

Provisions

Tax losses

Total

US$’000

As of January 1,2021

–

Recognized in statement of operation

–

As of December 31,2021

–

Recognized in statement of operation

–

As of December 31, 2022

–

Reversal of tax liabilities

)

–

)

As of December 31, 2023

–

RELATED PARTY TRANSACTIONS

12 Months Ended

Dec. 31, 2023

RELATED PARTY TRANSACTIONS

17. RELATED PARTY TRANSACTIONS

Related parties are entities with common direct or indirect shareholders and/or directors. Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial and operating decisions.

Some of the Company’s transactions and arrangements are with related parties and the effect of these on the basis determined between parties is reflected in these financial statements. The balances are unsecured, interest-free and repayable on demand unless otherwise stated.

The following transactions took place between the Company and its related parties during the year:

Schedule of related party transactions
	December 31,
	2021		2022		2023
	US$’000		US$’000		US$’000

Interest income from a related party		41		56		88
Loan to directors		11		–		–
Loans assumed by a director		1,123		671		–
Payment on behalf of directors		234		–		–
Directors’ remuneration		223		113		150
Directors’ fees of the subsidiary		155		135		125
Directors’ fees of the Company		–		–		9
Related party remuneration		–		111		138
Rental expense paid to a related party		40		39		40
Interest paid to a related party		–		–		75
Loan from a related party		–		–		1,096

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

+ Details

INVENTORY (Tables)

12 Months Ended

Dec. 31, 2023

Inventory Disclosure [Abstract]

Schedule of inventory

Schedule of inventory
	December 31,
	2022		2023
	US$’000		US$’000
Finished goods		2,176		553
Impairment loss for damaged finished goods		–		(16	)
Inventory net		2,176		537

REVENUES BY PRODUCT (Details - Revenue by timing) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenues	$ 190,724	$ 206,717	$ 194,239
Transferred at Point in Time [Member] \| Sale Of Sugar [Member]
Disaggregation of Revenue [Line Items]
Revenues	116,443	154,757	135,140
Transferred at Point in Time [Member] \| Sale Of Rice [Member]
Disaggregation of Revenue [Line Items]
Revenues	26,440	34,200	35,064
Transferred at Point in Time [Member] \| Sale Of Oils And Fats [Member]
Disaggregation of Revenue [Line Items]
Revenues	47,623	17,568	24,035
Transferred at Point in Time [Member] \| Sale Of Others [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 218	$ 192	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Publisher FASB
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Publisher FASB
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

REVENUES BY PRODUCT (Details - Summary by product type) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 190,724	$ 206,717	$ 194,239
Gross Profit	7,029	12,877	12,245
Sale Of Sugar [Member]
Disaggregation of Revenue [Line Items]
Revenue	116,443	154,757	135,140
Gross Profit	3,333	9,686	8,286
Sale Of Rice [Member]
Disaggregation of Revenue [Line Items]
Revenue	26,440	34,200	35,064
Gross Profit	1,115	2,100	3,163
Sale Of Oils And Fats [Member]
Disaggregation of Revenue [Line Items]
Revenue	47,623	17,568	24,035
Gross Profit	2,558	1,079	796
Sale Of Others [Member]
Disaggregation of Revenue [Line Items]
Revenue	218	192	0
Gross Profit	$ 23	$ 12	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
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-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
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PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($)
$ in Thousands

Dec. 31, 2023

Dec. 31, 2022

Prepaid Expense and Other Assets, Current

$ 6,131

$ 7,001

Prepaid expenses and other current assets

6,131

7,001

Deposits [Member]

Prepaid Expense and Other Assets, Current

Prepaid expenses and other current assets

G S T Receivable [Member]

Prepaid Expense and Other Assets, Current

Prepaid expenses and other current assets

Margin Deposits [Member]

Prepaid Expense and Other Assets, Current

^[1]

597

Prepaid expenses and other current assets

^[1]

597

Other Receivables Third Parties [Member]

Prepaid Expense and Other Assets, Current

Prepaid expenses and other current assets

Other Receivables Related Party [Member]

Prepaid Expense and Other Assets, Current

Prepaid expenses and other current assets

Prepayment To Suppliers Third Parties [Member]

Prepaid Expense and Other Assets, Current

^[2]

5,992

3,043

Prepaid expenses and other current assets

^[2]

5,992

3,043

Loan To A Related Party [Member]

Prepaid Expense and Other Assets, Current

3,299

Prepaid expenses and other current assets

$ 3,299

[1]	Margin deposits relate to deposits placed with Phillip Nova Pte. Ltd. for derivative instruments entered into for the purpose of managing the Company’s commodity price risk (Note 16).
[2]	The amounts represent payments made to third parties for forthcoming goods and services to be derived at the end of the contract term.

SUBSEQUENT EVENTS

12 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

21. SUBSEQUENT EVENTS

The Company has assessed the subsequent events from December 31, 2023 through May 15, 2024, which is the date of the condensed consolidated financial statements were available to be issued. Unless as disclosed below, there are no additional material reportable subsequent events that need to be disclosed.

On April 2, 2024, Mr. Lek Pow Sheng Pauson purchased 2,108,381 ordinary shares of the Company, from Ng Hong Whee through a private placement. On the same day, Mr. Leck Yak Tee Zaccheus purchased 1,960,050 ordinary shares of the Company, from Ng Hong Whee.

On April 9, 2024, Mr. Lek Pow Sheng Pauson purchased 129,950 ordinary shares of the Company from ACCT Pte. Ltd. through a private placement. On the same day, Mr. Leck Yak Tee Zaccheus purchased 129,950 ordinary shares of the Company, from BSPL Services Pte. Ltd. through a private placement.

INVENTORY (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Inventory, Finished Goods, Gross	$ 553	$ 2,176
Inventory impairment loss for damaged finished goods	(16)	0
Inventory, Net	$ 537	$ 2,176

ACCRUALS AND OTHER CURRENT LIABILITIES (Details)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Accrued Liabilities, Current	$ 3,850,000	$ 4,749,000
Spouse Chairwoman [Member]
[custom:OtherPayablesToRelatedPartyCurrent-0]	$ 1,500,000
[custom:InterestRate-0]	0.10
[custom:OtherPayablesToRelatedPartyCurrentCarryingAmount-0]	$ 1,095,630
Accrued Operating Expenses [Member]
Accrued Liabilities, Current	669,000	478,000
Deferred Revenue [Member]
Accrued Liabilities, Current	0	2,047,000
Deposits [Member]
Accrued Liabilities, Current	204,000	204,000
Advances From Customers [Member]
Accrued Liabilities, Current	1,870,000	1,801,000
Unrealized Losses On Commodity Furture Contracts [Member]
Accrued Liabilities, Current	0	218,000
G S T Payables [Member]
Accrued Liabilities, Current	6,000	1,000
Other Payables Third Parties [Member]
Accrued Liabilities, Current	5,000	0
Other Payables Related Party [Member]
Accrued Liabilities, Current	$ 1,096,000	$ 0

BANK LOANS (Details - Related party guaranteed loans) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Carrying amount	$ 530	$ 685
Debt Instruments Period With In One Year [Member]
Debt Instrument [Line Items]
Carrying amount	207	157
Debt Instruments Period Two Years [Member]
Debt Instrument [Line Items]
Carrying amount	220	165
Debt Instruments Period Three Years [Member]
Debt Instrument [Line Items]
Carrying amount	100	172
Debt Instruments Period Four Years [Member]
Debt Instrument [Line Items]
Carrying amount	3	180
Debt Instruments Period Five Years [Member]
Debt Instrument [Line Items]
Carrying amount		11
Secured Fixed Rate Bank Loan [Member]
Debt Instrument [Line Items]
Carrying amount	163	205
Secured Fixed Rate Bank Loan [Member] \| Debt Instruments Period With In One Year [Member]
Debt Instrument [Line Items]
Carrying amount	52	48
Secured Fixed Rate Bank Loan [Member] \| Debt Instruments Period Two Years [Member]
Debt Instrument [Line Items]
Carrying amount	54	50
Secured Fixed Rate Bank Loan [Member] \| Debt Instruments Period Three Years [Member]
Debt Instrument [Line Items]
Carrying amount	57	52
Secured Fixed Rate Bank Loan [Member] \| Debt Instruments Period Four Years [Member]
Debt Instrument [Line Items]
Carrying amount	0	55
Secured Fixed Rate Bank Loan [Member] \| Debt Instruments Period Five Years [Member]
Debt Instrument [Line Items]
Carrying amount	0	0
Secured Fixed Rate Bank Loan 1 [Member]
Debt Instrument [Line Items]
Carrying amount	96	120
Secured Fixed Rate Bank Loan 1 [Member] \| Debt Instruments Period With In One Year [Member]
Debt Instrument [Line Items]
Carrying amount	30	27
Secured Fixed Rate Bank Loan 1 [Member] \| Debt Instruments Period Two Years [Member]
Debt Instrument [Line Items]
Carrying amount	31	29
Secured Fixed Rate Bank Loan 1 [Member] \| Debt Instruments Period Three Years [Member]
Debt Instrument [Line Items]
Carrying amount	32	30
Secured Fixed Rate Bank Loan 1 [Member] \| Debt Instruments Period Four Years [Member]
Debt Instrument [Line Items]
Carrying amount	3	31
Secured Fixed Rate Bank Loan 1 [Member] \| Debt Instruments Period Five Years [Member]
Debt Instrument [Line Items]
Carrying amount	0	3
Secured Fixed Rate Bank Loan 2 [Member]
Debt Instrument [Line Items]
Carrying amount	271	360
Secured Fixed Rate Bank Loan 2 [Member] \| Debt Instruments Period With In One Year [Member]
Debt Instrument [Line Items]
Carrying amount	125	82
Secured Fixed Rate Bank Loan 2 [Member] \| Debt Instruments Period Two Years [Member]
Debt Instrument [Line Items]
Carrying amount	135	86
Secured Fixed Rate Bank Loan 2 [Member] \| Debt Instruments Period Three Years [Member]
Debt Instrument [Line Items]
Carrying amount	11	90
Secured Fixed Rate Bank Loan 2 [Member] \| Debt Instruments Period Four Years [Member]
Debt Instrument [Line Items]
Carrying amount	0	94
Secured Fixed Rate Bank Loan 2 [Member] \| Debt Instruments Period Five Years [Member]
Debt Instrument [Line Items]
Carrying amount	$ 0	$ 8

ACCRUALS AND OTHER CURRENT LIABILITIES

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

ACCRUALS AND OTHER CURRENT LIABILITIES

11. ACCRUALS AND OTHER CURRENT LIABILITIES

Accrued expenses and other liabilities consist of the following:


	December 31,
	2022		2023
	US$’000		US$’000
Accrued operating expenses		478		669
Deferred revenue		2,047		–
Deposits		204		204
Advances from customers		1,801		1,870
Unrealized losses on commodity future contracts, at fair value		218		–
GST payables		1		6
Other payables – Third parties		–		5
Other payables – Related party *		–		1,096
		4,749		3,850

______________

The amount due relates to a related party, namely the spouse of the Chairwoman and executive director, and is unsecured. An agreement was signed on January 1, 2023, involving a loan of US$1,500,000 to the Company, with an interest rate of 10% per annum and no fixed term of repayment. Throughout the year, the Company has been making repayments, reducing the outstanding balance. As of the end of the year, the carrying amount of the loan is US$1,095,630.

LEASES (Tables)

12 Months Ended

Dec. 31, 2023

Leases

Schedule of operating lease related assets and liabilities


	December 31,
	2022			2023
	US$’000			US$’000
Right-of-use asset		149			259
Accumulated depreciation		(149	)		(186	)
Right-of-use asset, net		–			73

	December 31,
	2022		2023
	US$’000		US$’000
Operating lease liabilities
Current portion		–		36
Non-current portion		–		38
Total operating lease liabilities		–		74

Schedule of maturity of operating lease liabilities


	2023
Future payment	US$’000
2024		39
2025		39
Total		78
Imputed interest		(4	)
Present value of lease liabilities		74

Schedule of finance lease related assets and liabilities


	December 31,
	2022		2023
	US$’000		US$’000
Motor vehicle		–		239
Accumulated depreciation		–		(24	)
Motor vehicle, net		–		215

	December 31,
	2022		2023
	US$’000		US$’000
Finance lease liabilities
Current portion		–		29
Non-current portion		–		101
Total finance lease liabilities		–		130

Schedule of maturity of finance lease liabilities


	2023
	US$’000
2024		33
2025		33
2026		33
2027		33
2028		16
Total		148
Imputed interest		(18	)
Present value of lease liabilities		130

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common Stock, Par or Stated Value Per Share		$ 0.000000430108
Common Stock, Shares Authorized		232,500,000,000
Common Stock, Shares, Outstanding	23,250,000	24,500,625
Common Stock, Value, Issued	$ 0	$ 0

ORGANIZATION AND PRINCIPAL ACTIVITIES

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION AND PRINCIPAL ACTIVITIES

1. ORGANIZATION AND PRINCIPAL ACTIVITIES

Davis Commodities Limited was incorporated on September 20, 2022 in the Cayman Islands, as an investment holding company. Davis Commodities Limited conducts its primary operations through its wholly owned subsidiaries that are incorporated and domiciled in Singapore, namely: 1) Maxwill Pte. Ltd.; 2) Maxwill (Asia) Pte. Ltd.; 3) LP Grace Pte. Ltd; 4) Maxwill Foodlink Pte. Ltd.; and 5) Davis Commodities Pte. Ltd. (collectively the “Company”). The subsidiaries specialize in trading of three main categories of agricultural commodities: sugar, rice and oil and fat products. The Company distributes agricultural commodities to various markets, including providing warehouse storage and logistic services.

Reorganization

A summary of the formation of the group structure is as follows:

Maxwill Pte. Ltd.

On July 1, 2022, Li Peng Leck’s (“LPL’s”) spouse transferred two (2) shares, the then entire issued share capital of Maxwill Pte. Ltd., to LPL, as part of a family restructuring exercise. On the same day, it was resolved and approved that 98 new shares in the capital of Maxwill Pte. Ltd. would be issued to LPL and members of her immediate family as part of a family restructuring exercise.

On August 22, 2022, LPL and members of her immediate family transferred all 100 shares, the entire issued and share capital of Maxwill Pte. Ltd., to Davis & KT Holdings Pte. Ltd., as part of a family restructuring exercise. The beneficial interests of all the family members remain the same as they hold the same proportion of shares in Davis & KT Holdings Pte. Ltd.

Maxwill (Asia) Pte. Ltd.

On August 22, 2022, LPL and members of her immediate family transferred all their 1,483,000 shares, the entire issued and share capital of Maxwill (Asia) Pte. Ltd., to Maxwill Pte. Ltd., as part of a family restructuring exercise. The beneficial interests of all the family members remain the same as they hold the same proportion of shares in Davis & KT Holdings Pte. Ltd.

LP Grace Pte. Ltd.

On July 1, 2022, LPL’s mother transferred two (2) shares, the entire issued share capital of LP Grace Pte. Ltd. to LPL, as part of a family restructuring exercise. The Company further note that there is a trust deed entered into between LPL and her mother in relation to the two (2) shares, the then entire issued share capital of LP Grace Pte. Ltd., that sets out that the shares are held by LPL’s mother on trust for LPL.

On the same day, it was resolved and approved that 98 new shares in the capital of LP Grace Pte. Ltd. would be issued to LPL and members of her immediate family as part of a family restructuring exercise.

On August 23, 2022, LPL and members of her immediate family transferred all 100 shares, the entire issued and share capital of LP Grace Pte. Ltd., to Maxwill Pte. Ltd., as part of a family restructuring exercise. The beneficial interests of all the family members remain the same as they hold the same proportion of shares in Davis & KT Holdings Pte. Ltd.

Maxwill Foodlink Pte. Ltd.

On August 23, 2022, LPL and members of her immediate family transferred all 60,002 shares, the entire issued and share capital of Maxwill Foodlink Pte. Ltd., to Maxwill Pte. Ltd., as part of a family restructuring exercise. The beneficial interests of all the family members remain the same as they hold the same proportion of shares in Davis & KT Holdings Pte. Ltd.

Davis Commodities Limited – Share Swap Agreement

Davis Commodities Limited was incorporated in the Cayman Islands as an exempted company with limited liability on September 20, 2022, with an initial share capital of 3,524 shares.

On September 20, 2022, Davis Commodities Limited entered into a share swap agreement with Davis & KT Holdings Pte. Ltd. (the “Share Swap Agreement”). Pursuant to the Share Swap Agreement, Davis & KT Holdings Pte. Ltd. transferred 100 shares, the total issued and paid up capital of Maxwill Pte. Ltd., to Davis Commodities Limited, while Davis Commodities Limited issued and allotted 6,476 shares to Davis & KT Holdings Pte. Ltd. (the “Share Swap”). Following the acquisition, Maxwill Pte. Ltd., together with all its subsidiaries, become wholly owned subsidiaries of Davis Commodities Limited. Davis Commodities Limited had an issued and paid up capital of 10,000 shares.

The Share Swap is considered as a merger of entities under common control. Under the guidance in ASC 805, for transactions between entities under common control, the assets, liabilities and results of operations, are recognized at their carrying amounts on the date of the Share Swap, which requires retrospective combination of the Company, Maxwill Pte. Ltd., Maxwill (Asia) Pte. Ltd., LP Grace Pte. Ltd. and Maxwill Foodlink Pte. Ltd. for all periods presented. The consolidated financial statements have been prepared as if the existing corporate structure had been in existence throughout all periods. This includes a retrospective presentation for all equity related disclosures, including issued shares and earnings per share, which have been revised to reflect the effects of the reorganization, as of December 31, 2023 and 2022.

After the reorganization, the Company wholly owns Maxwill Pte. Ltd., which is domiciled in Singapore; Maxwill Pte. Ltd. wholly owns Maxwill (Asia) Pte. Ltd., LP Grace Pte. Ltd. and Maxwill Foodlink Pte. Ltd., which are all incorporated and domiciled in Singapore. The Company is headquartered in Singapore and conducts its operations domestically.

On September 15, 2023, Davis Commodities Pte. Ltd. was incorporated and domiciled in Singapore, as a wholly owned subsidiary of Maxwill Pte. Ltd.

Details of the subsidiaries of the Company are set out below:

Schedule of details of the subsidiaries
Percentage of effective ownership
December 31,
Name	Date of Incorporation	2022	2023	Place of incorporation	Principal Activities
Maxwill Pte. Ltd.	November 1, 2004	100%	100%	Singapore	Holding company.

Maxwill (Asia) Pte. Ltd.	September 11, 1999	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products, and providing warehouse storage and logistic services.

LP Grace Pte. Ltd.	January 11, 2008	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products, and providing warehouse storage and logistic services.

Maxwill Foodlink Pte. Ltd.	January 15, 2004	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services. Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services.

Davis Commodities Pte. Ltd.	September 15, 2023	100%	100%	Singapore	Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services. Trading of three main categories of agricultural commodities: sugar, rice and oil and fat products and providing warehouse storage and logistic services.

BANK LOANS

12 Months Ended

Dec. 31, 2023

Bank Loans

BANK LOANS

10. BANK LOANS

The bank loans as of December 31, 2022 and 2023 are set out below:

Schedule of bank loans
Bank loans	Currency	Period	Effective Interest rate	Carrying amount
				US$’000
Secured fixed rate bank loan	SGD	2026	4.5%	205
Secured fixed rate bank loan	SGD	2027	4.5%	120
Secured fixed rate bank loan	SGD	2027	4.5%	360
December 31, 2022				685

Secured fixed rate bank loan	SGD	2026	4.5%	163
Secured fixed rate bank loan	SGD	2027	4.5%	96
Secured fixed rate bank loan	SGD	2026	4.5%	271
December 31, 2023				530

The secured fixed rate bank loan is guaranteed by a related party of the Company.


Bank loans	Carrying amount		Within 1 year		2024		2025		2026		2027
		US$’000

Secured fixed rate bank loan		205		48		50		52		55		–
Secured fixed rate bank loan		120		27		29		30		31		3
Secured fixed rate bank loan		360		82		86		90		94		8
December 31, 2022		685		157		165		172		180		11

	Carrying amount		Within 1 year		2025		2026		2027		2028
	US$’000

Secured fixed rate bank loan		163		52		54		57		–		–
Secured fixed rate bank loan		96		30		31		32		3		–
Secured fixed rate bank loan		271		125		135		11		–		–
December 31, 2023		530		207		220		100		3		–

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details - Net effect of derivatives) - Cost of Sales [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Derivative gain effect on income	$ 831		$ 851
Derivative loss effect on income		$ (55)

EQUITY (Details Narrative) - USD ($)	Sep. 21, 2023	Dec. 31, 2023	Dec. 31, 2022
Equity [Abstract]
Common stock, shares outstanding		23,250,000	24,500,625
Stock issued	$ 1,250,625

CONCENTRATIONS AND RISKS (Details - Concentration by accounts receivable) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Total accounts receivable	$ 15,267	$ 4,656
Customer C [Member]
Total accounts receivable		$ 1,345
Customer D [Member]
Total accounts receivable	3,806
Customer E [Member]
Total accounts receivable	$ 1,785

ACCRUALS AND OTHER CURRENT LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Schedule of accrued expenses and other liabilities


	December 31,
	2022		2023
	US$’000		US$’000
Accrued operating expenses		478		669
Deferred revenue		2,047		–
Deposits		204		204
Advances from customers		1,801		1,870
Unrealized losses on commodity future contracts, at fair value		218		–
GST payables		1		6
Other payables – Third parties		–		5
Other payables – Related party *		–		1,096
		4,749		3,850

______________