ANNUAL REPORT

 nxtt

 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM 10-K

 ANNUAL
 REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
 the fiscal year ended: December 31, 2023

 001-41450

 TRANSITION
 REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
 the transition period from ____________ to _____________

 (FORMERLY
 KNOWN AS WETRADE GROUP INC)

 (Exact
 name of registrant as specified in its charter)

 Wyoming

 N/A

 (State
 or other jurisdiction of

 incorporation
 or organization)

 (I.R.S.
 Employer

 Identification
 Number) 00-0000000

 Room
 519, 05/f Block T3

 Qianhai
 Premier Finance Centre Unit 2

 Guiwan
 Area, Nanshan District Shenzhen

 People's
 Republic of China

 (Address
 of principal executive offices) (Zip code)

 +86 158 2117 2322

 (Registrant's
 telephone number, including area code) 100020

 Securities
registered pursuant to Section 12(b) of the Act:

 Common
Stock, no par value

 Securities
registered pursuant to Section 12(g) of the Act:

 None

by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes
 No

by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes
 No

by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes No

by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated
by reference in Part III of this Form 10-K or an amendment to this form 10-K. Yes No

 Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D.1(b).

by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company,
or an emerging growth company. See definition of "large accelerated filer," accelerated filer" "smaller reporting
company," and "emerging growth company" in Rule 12b-2 of the Exchange Act:

 Large
 accelerated filer

 Accelerated
 filer

 Non-accelerated
 filer

 Smaller
 Reporting Company

 Emerging
 growth company

 If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
 No

 As
of April 15, 2023, there were 2,625,130 shares of common stock outstanding.

 TABLE
OF CONTENTS

 Cautionary
 Note Regarding Forward-Looking Statements

 Item
 1.

 Business

 Item
 1A.

 Risk
 Factors

 Item
 1B.

 Unresolved
 Staff Comments

 Item
 2.

 Properties

 Item
 3.

 Legal
 Proceedings

 Item
 4.

 Mine
 Safety Disclosures

 Item
 5.

 Market
 for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 Item
 5A.

 Selected
 Financial Data

 Item
 6.

 Management's
 Discussion and Analysis of Financial Condition and Results of Operations

 Item
 7.

 Quantitative
 and Qualitative Disclosures about Market Risk

 Item
 8.

 Financial
 Statements and Supplementary Data

 Item
 9.

 Controls
 and Procedures

 Item
 9A.

 Other
 Information

 Item
 10.

 Directors,
 Executive Officers and Corporate Governance

 Item
 11.

 Executive
 Compensation

 Item
 12.

 Security
 Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item
 13.

 Certain
 Relationships and Related Transactions, and Director Independence

 Item
 14.

 Principal
 Accountant Fees and Services

 PART
 IV

 Item
 15.

 Exhibits,
 Financial Statement Schedules

 SIGNATURES

 FINANCIAL
 STATEMENTS

 CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS

 This
report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, (the "Securities
Act") and Section 21E of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"). These forward-looking
statements are generally located in the material set forth under the headings "Management's Discussion and Analysis of Financial
Condition and Results of Operations," "Business" and "Properties" but may be found in other locations as
well. These forward-looking statements are subject to risks and uncertainties and other factors that may cause our actual results, performance
or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking
statements. You should not unduly rely on these statements.

 We
identify forward-looking statements by use of terms such as "may," "will," "expect," "anticipate,"
"estimate," "hope," "plan," "believe," "predict," "envision,"
"intend," "will," "continue," "potential," "should," "confident,"
"could" and similar words and expressions, although some forward-looking statements may be expressed differently. You should
be aware that our actual results could differ materially from those contained in the forward-looking statements.

 Forward-looking
statements are based on information available at the time the statements are made and involve known and unknown risks, uncertainties
and other factors that may cause our results, levels of activity, performance or achievements to be materially different from the information
expressed or implied by the forward-looking statements in this report. These factors include, among others:

 •

 our
 ability to raise capital;

 •

 our
 ability to identify suitable acquisition targets;

 •

 our
 ability to successfully execute acquisitions on favorable terms;

 •

 declines
 in general economic conditions in the markets where we may compete;

 •

 unknown
 environmental liabilities associated with any companies we may acquire; and

 •

 significant
 competition in the markets where we may operate.

 Where
we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed
to have a reasonable basis.

 Forward-looking
statements speak only as of the date of this report or the date of any document incorporated by reference in this report. Except to the
extent required by applicable law or regulation, we do not undertake any obligation to update forward-looking statements to reflect events
or circumstances after the date of this report or to reflect the occurrence of unanticipated events.

 PART
I

 ITEM
1. BUSINESS

 Overview

 NEXT TECHNOLOGY HOLDING INC (Formerly known as "WeTrade Group, Inc") (the "Company") was incorporated in the State of
Wyoming on March 28, 2019. As of December 31, 2023, the Company pursue two corporate strategies. One business strategy is to continue
providing software development services, and the other strategy is to acquire and hold bitcoin.

development

 We
provide AI-enabled software development services to our customers, which included developing, designing, and implementing various SAAS
software solutions for businesses of all types, including industrial and other businesses.

Acquisition Strategy

 Our
bitcoin acquisition strategy generally involves acquiring bitcoin with our liquid assets that exceed working capital requirements, and
from time to time, subject to market conditions, issuing debt or equity securities or engaging in other capital raising transactions
with the objective of using the proceeds to purchase bitcoin.

 We
view our bitcoin holdings as long-term holdings and expect to continue to accumulate bitcoin. We have not set any specific target for
the amount of bitcoin we seek to hold, and we will continue to monitor market conditions in determining whether to engage in additional
financings to purchase additional bitcoin.

 This
overall strategy also contemplates that we may (i) periodically sell bitcoin for general corporate purposes, including to generate cash
for treasury management or in connection with strategies that generate tax benefits in accordance with applicable law, (ii) enter into
additional capital raising transactions that are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies
to create income streams or otherwise generate funds using our bitcoin holdings.

 We
believe that, due to its limited supply, bitcoin offers the opportunity for appreciation in value if its adoption increases and has the
potential to serve as a hedge against inflation in the long-term.

 The
following table presents a roll-forward of our bitcoin holdings, including additional information related to our bitcoin purchases, and
digital asset impairment losses during the period:

 asset original cost basis

 asset gain / (losses)

 asset market value

 Approximate
 number of Bitcoin held

 Balance at December 31, 2022

 —

 —

 —

 —

 Digital asset
 purchase

 —

 asset gain/ (loss)

 —

 —

 —

 Balance
 at December 31, 2023

 Regulatory
Permissions and Developments

 Our
counsel as to PRC law has advised us that the laws and regulations of the PRC do not currently have any material impact on our business,
financial condition or results of operations. However, there is no assurance that there will not be any changes in the economic, political
and legal environment in Hong Kong in the future. If there is a significant change to current political arrangements between mainland
China and Hong Kong, companies operating in Hong Kong such as us may face similar regulatory risks as those operated in PRC, including
their ability to offer securities to investors, list their securities on a U.S. or other foreign exchange, conduct their business or
accept foreign investment. In light of China's recent expansion of authority in Hong Kong, there are risks and uncertainties which
we cannot foresee for the time being, and rules and regulations in China can change quickly with little or no advance notice. The Chinese
government may intervene or influence our current and future operations in Hong Kong at any time, or may exert more control over offerings
conducted overseas and/or foreign investment in issuers likes ourselves.

 We
are aware that the PRC government initiated a series of regulatory actions and statements to regulate business operations in certain
areas in China with little advance notice, including cracking down on illegal activities in the securities market, enhancing supervision
over China-based companies listed overseas using variable interest entity structure, adopting new measures to extend the scope of cybersecurity
reviews, and expanding the efforts in anti-monopoly enforcement.

 For
example, on June 10, 2021, the Standing Committee of the National People's Congress enacted the PRC Data Security Law, which took
effect on September 1, 2021. The law requires data collection to be conducted in a legitimate and proper manner, and stipulates that,
for the purpose of data protection, data processing activities must be conducted based on data classification and hierarchical protection
system for data security.

 On
July 6, 2021, the General Office of the Communist Party of China Central Committee and the General Office of the State Council jointly
issued a document to crack down on certain activities in the securities markets and promote the high-quality development of the capital
markets, which, among other things, requires the relevant governmental authorities to strengthen cross-border oversight of law-enforcement
and judicial cooperation, to enhance supervision over Chinese-based companies listed overseas, and to establish and improve the system
of extraterritorial application of the PRC securities laws.

 On
August 20, 2021, the 30th meeting of the Standing Committee of the 13th National People's Congress voted and passed the "Personal
Information Protection Law of the People's Republic of China," or "PRC Personal Information Protection Law,"
which became effective on November 1, 2021. The PRC Personal Information Protection Law applies to the processing of personal information
of natural persons within the territory of China that is carried out outside of China where (i) such processing is for the purpose of
providing products or services for natural persons within China, (ii) such processing is to analyze or evaluate the behavior of natural
persons within China, or (iii) there are any other circumstances stipulated by related laws and administrative regulations.

 On
December 28, 2021, the Cyberspace Administration of China (the "CAC") jointly with the relevant authorities formally published
Measures for Cybersecurity Review (2021) which took effect on February 15, 2022, replacing the former Measures for Cybersecurity Review
(2020) issued on July 10, 2021. Measures for Cybersecurity Review (2021) stipulates that operators of critical information infrastructure
purchasing network products and services, and online platform operators (together with the operators of critical information infrastructure,
the "Operators") carrying out data processing activities that affect or may affect national security, shall conduct a cybersecurity
review, and any online platform operator who controls more than one million users' personal information must undergo a cybersecurity.

 On
February 17, 2023, with the approval of the State Council, the China Securities Regulatory Commission (the "CSRC") promulgated
the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies, or the Trial Measures, and five
supporting guidelines, which came into effect on March 31, 2023. Pursuant to the Trial Measures, (i) domestic companies that seek to
offer or list securities overseas, both directly and indirectly, shall complete filing procedures with the CSRC pursuant to the requirements
of the Trial Measures within three working days following their submission of initial public offerings or listing applications. If a
domestic company fails to complete the required filing procedures or conceals any material fact or falsifies any major content in its
filing documents, such domestic company may be subject to

 administrative penalties, such as an order to rectify, warnings and fines,
and its controlling shareholders, actual controllers, the person directly in charge and other directly liable persons may also be subject
to administrative penalties, such as warnings and fines; (ii) if the issuer meets both of the following criteria, the overseas offering
and listing conducted by such issuer shall be deemed an indirect overseas offering and listing by a PRC domestic company: (A) 50% or
more of any of the issuer's operating revenue, total profit, total assets or net assets as documented in its audited consolidated
financial statements for the most recent fiscal year were derived from PRC domestic companies; and (B) the majority of the issuer's
business activities are carried out in mainland China, or its main place(s) of business are located in mainland China, or the majority
of its senior management team in charge of its business operations and management are PRC citizens or have their usual place(s) of residence
located in mainland China. In such circumstances, where a PRC domestic company is seeking an indirect overseas offering and listing in
an overseas market, the issuer shall designate a major domestic operating entity responsible for all filing procedures with the CSRC,
and where an issuer makes an application for an initial public offering or listing in an overseas market, the issuer shall submit filings
with the CSRC within three business days after such application is submitted.

 On
February 24, 2023, the CSRC, together with the MOF, National Administration of State Secrets Protection and National Archives Administration
of China, revised the Provisions issued by the CSRC and National Administration of State Secrets Protection and National Archives Administration
of China in 2009. The revised Provisions were issued under the title the "Provisions on Strengthening Confidentiality and Archives
Administration of Overseas Securities Offering and Listing by Domestic Companies," and became effective on March 31, 2023 together
with the Trial Measures. One of the major revisions to the revised Provisions is expanding their application to cover indirect overseas
offering and listing, as is consistent with the Trial Measures. The revised Provisions require that, among other things, (a) a domestic
company that plans to, either directly or indirectly through its overseas listed entity, publicly disclose or provide to relevant individuals
or entities, including securities companies, securities service providers, and overseas regulators, any documents and materials that
contain state secrets or working secrets of government agencies, shall first obtain approval from competent authorities according to
law, and file with the secrecy administrative department at the same level; and (b) a domestic company that plans to, either directly
or indirectly through its overseas listed entity, publicly disclose or provide to relevant individuals and entities, including securities
companies, securities service providers, and overseas regulators, any other documents and materials that, if leaked, will be detrimental
to national security or public interest, shall strictly fulfill relevant procedures stipulated by applicable national regulations. As
of the date of this Report, the revised Provisions have come into effect. Any failure or perceived failure by our Company or our subsidiaries
to comply with the above confidentiality and archives administration requirements under the revised Provisions and other PRC laws and
regulations may result in the relevant entities being held legally liable by competent authorities, and referred to the judicial organ
to be investigated for criminal liability if suspected of committing a crime.

 Except
for the Basic Law, national laws of the PRC do not apply in Hong Kong unless they are listed in Annex III of the Basic Law and applied
locally by promulgation or local legislation. National laws that may be listed in Annex III are currently limited under the Basic Law
to those which fall within the scope of defense and foreign affairs as well as other matters outside the limits of the autonomy of Hong
Kong. National laws and regulations relating to data protection, cybersecurity and anti-monopoly have not been listed in Annex III and
do not apply directly to Hong Kong and, as such, we are advised by our counsel as to PRC law that that the CAC and CSRC do not currently
have jurisdiction over companies operating in Hong Kong.

 Our
counsel as to PRC law has advised us that that we are not currently required to obtain any permission or approval from the CSRC, the
CAC or any other regulatory authority in the PRC for our operations, the trading of our securities on the OTCQB and the offering of our
securities to foreign investors. The business of our subsidiary is not subject to cybersecurity review with the CAC, given that PRC laws
on data protection and cybersecurity do not currently apply to Hong Kong. To the extent that if we become subject to such PRC laws in
the future, we do not believe we are required to conduct a cybersecurity review because (i) we do not possess a large amount of personal
information in our business operations; and (ii) data processed in our business does not have a bearing on national security and thus
may not be classified as core or important data by the authorities. In addition, we are not subject to merger control review by China's
anti-monopoly enforcement agency as such PRC enforcement agency does not currently have jurisdiction over our Hong Kong operating subsidiary.
However, our operations could be adversely affected, directly or indirectly, by existing or future laws and regulations relating to our
business or industry, if we inadvertently conclude that such approvals are not required when they are, or applicable laws, regulations,
or interpretations change and we are required to obtain approval in the future. We may be subject to penalties and sanctions imposed
by the PRC regulatory agencies, including the CSRC, if we fail to comply with such rules and regulations, which could adversely affect
the ability of the Company's securities to continue to trade on the OTCQB, which may cause the value of our securities to significantly
decline or become worthless.

 In
addition, in light of the recent statements and regulatory actions by the PRC government, such as those related to Hong Kong's
national security, the promulgation of regulations prohibiting foreign ownership of Chinese companies operating in certain industries,
which are constantly evolving, and anti-monopoly concerns, we may be subject to the risks of uncertainty of any future actions of the
PRC government in this regard including the risk that the PRC government could disallow our holding company structure, which may result
in a material change in our operations, including our ability to continue our existing holding company structure, carry on our current
business, accept foreign investments, and offer or continue to offer securities to our investors. These adverse actions could cause the
value of our securities to significantly decline or become worthless.

 There
may be prominent risks associated with our operations being in Hong Kong. For example, as a U.S.-listed public company operating primarily
in Hong Kong, we may face heightened scrutiny, criticism and negative publicity, which could result in a material change in our operations
and the value of our common stock. Additionally, we are subject to certain legal and operational risks associated with our business operations
in Hong Kong, which is subject to political and economic influence from China. PRC laws and regulations governing our current business
operations are sometimes vague and uncertain, and we may face the risk that changes in the policies of the PRC government could have
a significant impact upon the business we may be able to conduct in Hong Kong and the profitability of such business. Therefore, these
risks associated with being based in or having the majority of our operations in Hong Kong could likely cause the value of our securities
to significantly decline or be worthless. Furthermore, these risks would likely result in a material change in our business operations
or a complete hinderance of our ability to offer or continue to offer our securities to investors. Furthermore, changes in Chinese internal
regulatory mandates, such as the Regulations on Mergers and Acquisitions of Domestic Enterprises by Foreign Investors (the "M&A
Rules"), the Anti-Monopoly Law, the Cybersecurity Law and the Data Security Law, may target the Company's corporate structure
and impact our ability to conduct business in Hong Kong, accept foreign investments, or list on an U.S. or other foreign exchange.

 The
U.S. government, including the SEC, has recently made statements and taken certain actions that may lead to significant changes to U.S.
and international relations, and will impact companies with connections to the United States or China (including Hong Kong). The SEC
has issued statements primarily focused on companies with significant China-based operations. For example, on July 30, 2021, Gary Gensler,
Chairman of the SEC, issued a Statement on Investor Protection Related to Recent Developments in China, pursuant to which Chairman Gensler
stated that he has asked the SEC staff to engage in targeted additional reviews of filings for companies with significant China-based
operations.

 Government
Regulation

 The
laws and regulations applicable to bitcoin and digital assets are evolving and subject to interpretation and change.

 Governments
around the world have reacted differently to digital assets; certain governments have deemed them illegal, and others have allowed their
use and trade without restriction, while in some jurisdictions, such as the U.S., digital assets are subject to overlapping, uncertain
and evolving regulatory requirements.

 As
digital assets have grown in both popularity and market size, the U.S. Executive Branch, Congress and a number of U.S. federal and state
agencies, including the Financial Crimes Enforcement Network, the Commodity Futures Trading Commission ("CFTC"), the SEC,
the Financial Industry Regulatory Authority, the Consumer Financial Protection Bureau, the Department of Justice, the Department of Homeland
Security, the Federal Bureau of Investigation, the IRS and state financial regulators, have been examining the operations of digital
asset networks, digital asset users and digital asset exchanges, with particular focus on the extent to which digital assets can be used
to violate state or federal laws, including to facilitate the laundering of proceeds of illegal activities or the funding of criminal
or terrorist enterprises, and the safety and soundness and consumer-protective safeguards of exchanges or other service-providers that
hold, transfer, trade or exchange digital assets for users. Many of these state and federal agencies have issued consumer advisories
regarding the risks posed by digital assets to investors. In addition, federal and state agencies, and other countries have issued rules
or guidance regarding the treatment of digital asset transactions and requirements for businesses engaged in activities related to digital
assets.

 Depending
on the regulatory characterization of bitcoin, the markets for bitcoin in general, and our activities in particular, our business and
our bitcoin acquisition strategy may be subject to regulation by one or more regulators in the United States and globally. Ongoing and
future regulatory actions may alter, to a materially adverse extent, the nature of digital assets markets, the participation of industry
participants, including service providers and financial institutions in these markets, and our ability to pursue our bitcoin strategy.
Additionally, U.S. state and federal and foreign regulators and legislatures have taken action against industry participants, including
digital assets businesses, and enacted restrictive regimes in response to adverse publicity arising from hacks, consumer harm, or criminal
activity stemming from digital assets activity. U.S. federal and state energy regulatory authorities are also monitoring the total electricity
consumption of cryptocurrency mining, and the potential impacts of cryptocurrency mining to the supply and dispatch functionality of
the wholesale grid and retail distribution systems. Many state legislative bodies have passed, or are actively considering, legislation
to address the impact of cryptocurrency mining in their respective states.

 The
CFTC takes the position that some digital assets, including bitcoin, fall within the definition of a "commodity" under the
Commodities Exchange Act of 1936, as amended (the "CEA"). Under the CEA, the CFTC has broad enforcement authority to police
market manipulation and fraud in spot digital assets markets in which we may transact. Beyond instances of fraud or manipulation, the
CFTC generally does not oversee cash or spot market exchanges or transactions involving digital asset commodities that do not utilize
margin, leverage, or financing. In addition, CFTC regulations and CFTC oversight and enforcement authority apply with respect to futures,
swaps, other derivative products and certain retail leveraged commodity transactions involving digital asset commodities, including the
markets on which these products trade.

 The
SEC and its staff have taken the position that certain other digital assets fall within the definition of a "security" under
the U.S. federal securities laws. Public statements made by senior officials and senior members of the staff at the SEC indicate that
the SEC does not consider bitcoin to be a security under the federal securities laws. However, such statements are not official policy
statements by the SEC and reflect only the speakers' views, which are not binding on the SEC or any other agency or court and cannot
be generalized to any other digital assets.

 In
addition, since transactions in bitcoin provide a degree of anonymity, they are susceptible to misuse for criminal activities, such as
money laundering. This misuse, or the perception of such misuse, could lead to greater regulatory oversight of bitcoin and Bitcoin platforms,
and there is the possibility that law enforcement agencies could close bitcoin platforms or other bitcoin-related infrastructure with
little or no notice and prevent users from accessing or retrieving bitcoin held via such

 platforms
or infrastructure. For example, in her January 2021 nomination hearing before the Senate Finance Committee, Treasury Secretary Janet
Yellen noted that cryptocurrencies have the potential to improve the efficiency of the financial system but that they can be used to
finance terrorism, facilitate money laundering, and support activities that threaten U.S. national security interests and the integrity
of the U.S. and international financial systems. The U.S. Treasury Department's Office of Foreign Assets Control has issued updated
advisories regarding the use of virtual currencies, added a number of digital asset exchanges and service providers to the Specially
Designated Nationals and Blocked Persons list and engaged in several enforcement actions, including a series of enforcement actions that
have either shut down or significantly curtailed the operations of several smaller digital asset exchanges associated with Russian and/or
North Korean nationals.

 As
noted above, activities involving bitcoin and other digital assets may fall within the jurisdiction of more than one financial regulator
and various courts and such laws and regulations are rapidly evolving and increasing in scope. On March 9, 2022, President Biden signed
an executive order relating to cryptocurrencies. While the executive order did not mandate the adoption of any specific regulations,
it instructed various federal agencies to consider potential regulatory measures, including the evaluation of the creation of a U.S.
CBDC. On September 16, 2022, the White House released a framework for digital asset development, based on reports from various government
agencies, including the U.S. Department of Treasury, the Department of Justice, and the Department of Commerce. Among other things, the
framework encourages regulators to pursue enforcement actions, issue guidance and rules to address current and emergent risks, support
the development and use of innovative technologies by payment providers to increase access to instant payments, consider creating a federal
framework to regulate nonbank payment providers, and evaluate whether to call upon Congress to amend the Bank Secrecy Act and laws against
unlicensed money transmission to apply explicitly to digital asset service providers. There have also been several bills introduced in
Congress that propose to establish additional regulation and oversight of the digital asset markets.

 Implications
of Holding Foreign Company Accountable Act

 On
March 24, 2021, the SEC adopted interim final rules relating to the implementation of certain disclosure and documentation requirements
of the Holding Foreign Company Accountable Act, or the HFCAA. An identified issuer will be required to comply with these rules if the
SEC identifies it as having a "non-inspection" year under a process to be subsequently established by the SEC. In June 2021,
the Senate passed the Accelerating Holding Foreign Companies Accountable Act, which, if signed into law, would reduce the time period
for the delisting of foreign companies under the HFCAA to two consecutive years instead of three years. If our auditor cannot be inspected
by the Public Company Accounting Oversight Board, or the PCAOB, for two consecutive years, the trading of our securities on any U.S.
national securities exchanges, as well as any over-the-counter trading in the U.S., will be prohibited. On September 22, 2021, the PCAOB
adopted a final rule implementing the HFCAA, which provides a framework for the PCAOB to use when determining, as contemplated under
the HFCAA, whether the PCAOB is unable to inspect or investigate completely registered public accounting firms located in a foreign jurisdiction
because of a position taken by one or more authorities in that jurisdiction. On December 2, 2021, the SEC issued amendments to finalize
rules implementing the submission and disclosure requirements in the HFCAA. The rules apply to registrants that the SEC identifies as
having filed an annual report with an audit report issued by a registered public accounting firm that is located in a foreign jurisdiction
and that PCAOB is unable to inspect or investigate completely because of a position taken by an authority in foreign jurisdictions. On
December 16, 2021, the PCAOB issued a report on its determinations that it is unable to inspect or investigate completely PCAOB-registered
public accounting firms headquartered in mainland China and in Hong Kong, because of positions taken by PRC authorities in those jurisdictions.
On August 26, 2022, the PCAOB announced that it had signed a Statement of Protocol (the "Statement of Protocol")
with the China Securities Regulatory Commission and the Ministry of Finance of China. The terms of the Statement of Protocol would grant
the PCAOB complete access to audit work papers and other information so that it may inspect and investigate PCAOB-registered
accounting firms headquartered in China and Hong Kong. According to the PCAOB, its December 2021 determinations under the HFCAA
remain in effect. On December 15, 2022, the PCAOB announced that it was able to secure complete access to inspect and investigate PCAOB-registered
public accounting firms headquartered in mainland China and Hong Kong completely in 2022. The PCAOB Board vacated its previous 2021 determinations
that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and
Hong Kong. Under the PCAOB's rules, a reassessment of a determination under the HFCAA may result in the PCAOB reaffirming,
modifying or vacating the determination. In the event it is later determined that the PCAOB is unable to inspect or investigate
completely the Company's auditor because of a position taken by an authority in a foreign

 jurisdiction,
then such lack of inspection could cause trading in the Company's securities to be prohibited under the HFCAA ultimately result
in a determination by a securities exchange to delist the Company's securities.

 Transfers
of Cash to and from Our Subsidiaries

 NEXT TECHNOLOGY HOLDING INC. is a holding company with no operations of its own. We conduct our operations in Hong Kong and China primarily
through our subsidiaries in both Hong Kong and China. We may rely on dividends to be paid by our Hong Kong and PRC subsidiaries to fund
our cash and financing requirements, including the funds necessary to pay dividends and other cash distributions to our shareholders,
to service any debt we may incur and to pay our operating expenses. If our Hong Kong and PRC subsidiaries incur debt on their own behalf
in the future, the instruments governing the debt may restrict its ability to pay dividends or make other distributions to us.

 NEXT TECHNOLOGY HOLDING INC. is permitted under the Wyoming laws to provide funding to our subsidiaries in Singapore, Hong Kong and PRC through
loans or capital contributions without restrictions on the amount of the funds, subject to satisfaction of applicable government registration,
approval and filing requirements. Next Technology is also permitted under the laws of Hong Kong to provide funding to Next Technology
Inc. through dividend distribution without restrictions on the amount of the funds. As of the date of this annual report, there
has been no distribution of dividends or assets among the holding company or the subsidiaries. We currently do not have any cash management
policies in place.

 We
currently intend to retain all available funds and future earnings, if any, for the operation and expansion of our business and do not
anticipate declaring or paying any dividends in the foreseeable future. Any future determination related to our dividend policy will
be made at the discretion of our board of directors after considering our financial condition, results of operations, capital requirements,
contractual requirements, business prospects and other factors the board of directors deems relevant, and subject to the restrictions
contained in any future financing instruments.

 Subject
to the Wyoming Business Corporations Act and our bylaws, our board of directors may authorize and declare a dividend to shareholders
at such time and of such an amount as they think fit if they are satisfied, on reasonable grounds, that immediately following the dividend
the value of our assets will exceed our liabilities and we will be able to pay our debts as they become due. There is no further Wyoming
statutory restriction on the amount of funds which may be distributed by us by dividend.

 Under
the current practice of the Inland Revenue Department of Hong Kong, no tax is payable in Hong Kong in respect of dividends
paid by us. The laws and regulations of the PRC do not currently have any material impact on transfer of cash from NEXT TECHNOLOGY HOLDING INC. to Hong Kong subsidiaries or from Hong Kong subsidiaries to NEXT TECHNOLOGY HOLDING INC. There are no restrictions or limitation under
the laws of Hong Kong imposed on the conversion of HK dollar into foreign currencies and the remittance of currencies out of Hong Kong
or across borders and to U.S investors.

 Current
PRC regulations permit our PRC subsidiaries to pay dividends to Next Technology only out of their accumulated profits, if any, determined
in accordance with Chinese accounting standards and regulations. In addition, each of our subsidiaries in China is required to set aside
at least 10% of its after-tax profits each year, if any, to fund a statutory reserve until such reserve reaches 50% of its registered
capital. Each of such entity in China is also required to further set aside a portion of its after-tax profits to fund the employee welfare
fund, although the amount to be set aside, if any, is determined at the discretion of its board of directors. Although the statutory
reserves can be used, among other ways, to increase the registered capital and eliminate future losses in excess of retained earnings
of the respective companies, the reserve funds are not distributable as cash dividends except in the event of liquidation.

 Overview
of Business and Industry

Development

 We
provide AI-enabled software development services to our customers in USA, Hong Kong, China and Singapore, which included developing,
designing and implementing various SAAS software solutions for business of all types, including industrials and other businesses.

 The
analytics market is highly competitive and subject to rapidly changing technology and market conditions. Our ability to compete successfully
depends on a number of factors within and outside of our control. Some of these factors include software quality, performance and reliability;
the quality of our service and support teams; marketing and prospecting effectiveness; the ability to incorporate artificial intelligence
and other technically advanced features; and our ability to differentiate our products. Failure to perform in these or other areas may
reduce the demand for our offerings and materially adversely affect our revenue from both existing and prospective customers.

Holding

We
hold substantially all of our bitcoin in custody accounts at Japanese based, institutional-grade custodians that have demonstrated records
of regulatory compliance and information security. Our bitcoin acquisition strategy generally involves acquiring bitcoin with our liquid
assets that exceed working capital requirements, and from time to time, subject to market conditions, issuing debt or equity securities
or engaging in other capital raising transactions with the objective of using the proceeds to purchase bitcoin.

 We
view our bitcoin holdings as long-term holdings and expect to continue to accumulate bitcoin. We have not set any specific target for
the amount of bitcoin we seek to hold, and we will continue to monitor market conditions in determining whether to engage in additional
financings to purchase additional bitcoin.

Industry and Market

is a digital asset that is issued by and transmitted through an open-source protocol, known as the Bitcoin protocol, collectively maintained
by a peer-to-peer network of decentralized user nodes. This network hosts a public transaction ledger, known as the Bitcoin blockchain,
on which bitcoin holdings and all validated transactions that have ever taken place on the Bitcoin network are recorded. Balances of
bitcoin are stored in individual "wallet" functions, which associate network public addresses with one or more "private
keys" that control the transfer of bitcoin. The Bitcoin blockchain can be updated without any single entity owning or operating
the network.

 Creation
of New Bitcoin and Limits on Supply

 New
bitcoin is created and allocated by the Bitcoin protocol through a "mining" process that rewards users that validate transactions
in the Bitcoin blockchain. Validated transactions are added in "blocks" approximately every 10 minutes. The mining process
serves to validate transactions and secure the Bitcoin network. Mining is a competitive and costly operation that requires a large amount
of computational power to solve complex mathematical algorithms. This expenditure of computing power is known as "proof of work."
To incentivize miners to incur the costs of mining bitcoin, the Bitcoin protocol rewards miners that successfully validate a block of
transactions with newly generated bitcoin.

 The
Bitcoin protocol limits the total number of bitcoin that can be generated over time to 21 million. The current reward for miners that
successfully validate a block of transactions is 6.25 bitcoin per mined block. Based on current mining rates, we anticipate the reward
will decrease by half to 3.125 bitcoin per mined block sometime in April 2024. This decrease in mining reward is referred to as a bitcoin
halving, and it occurs after every 210,000 blocks are mined, which has historically occurred approximately every four years.

 Modifications
to the Bitcoin Protocol

is an open-source network that has no central authority, so no one person can unilaterally make changes to the software that runs the
network. However, there is a core group of developers that maintain the code for the Bitcoin protocol, and they can propose changes to
the source code and release periodic updates and other changes. Unlike most software that has a central entity that can push updates
to users, bitcoin is a peer-to-peer network in which individual network participants, called nodes, decide whether to upgrade the software
and accept the new changes. As a practical matter, a modification becomes part of the Bitcoin protocol only if the proposed changes are
accepted by participants collectively having the most processing power, known as hash rate, on the network. If a certain percentage of
the nodes reject the changes, then a "fork" takes place and participants can choose the version of the software they want
to run.

Industry Participants

 The
primary Bitcoin industry participants are miners, investors and traders, digital asset exchanges and service providers, including custodians,
brokers, payment processors, wallet providers and financial institutions.

 Miners.
Miners range from bitcoin enthusiasts to professional mining operations that design and build dedicated mining machines and data centers,
including mining pools, which are groups of miners that act cohesively and combine their processing power to mine bitcoin blocks.

 Investors
and Traders. Bitcoin investors and traders include individuals and institutional investors who, directly or indirectly, purchase, hold,
and sell bitcoin or bitcoin-based derivatives. On January 10, 2024, the Securities and Exchange Commission ("SEC") issued
an order approving several applications for the listing and trading of shares of spot bitcoin exchange-traded products ("ETPs")
on U.S. national securities exchanges. While the SEC had previously approved exchange-traded funds where the underlying assets were bitcoin
futures contracts, this order represents the first time the SEC has approved the listing and trading of ETPs that acquire, hold and sell
bitcoin directly. ETPs can be bought and sold on a stock exchange like traditional stocks, and provide investors with another means of
gaining economic exposure to bitcoin through traditional brokerage accounts.

Asset Exchanges. Digital asset exchanges provide trading venues for purchases and sales of bitcoin in exchange for fiat or other digital
assets. Bitcoin can be exchanged for fiat currencies, such as the U.S. dollar, at rates of exchange determined by market forces on bitcoin
trading platforms, which are not regulated in the same manner as traditional securities exchanges. In addition to these platforms, over-the-counter
markets and derivatives markets for bitcoin also exist. The value of bitcoin within the market is determined, in part, by the supply
of and demand for bitcoin in the global bitcoin market, market expectations for the adoption of bitcoin as a store of value, the number
of merchants that accept bitcoin as a form of payment, and the volume of peer-to-peer transactions, among other factors. For a discussion
of risks associated with digital asset exchanges, see "Item 1A. Risk Factors—Risks Related to Our Bitcoin Acquisition Strategy
and Holdings—Due to the unregulated nature and lack of transparency surrounding the operations of many bitcoin trading venues,
bitcoin trading venues may experience greater fraud, security failures or regulatory or operational problems than trading venues for
more established asset classes, which may result in a loss of confidence in bitcoin trading venues and adversely affect the value of
our bitcoin."

providers. Service providers offer a multitude of services to other participants in the Bitcoin industry, including custodial and trade
execution services, commercial and retail payment processing, loans secured by bitcoin collateral, and financial advisory services. If
adoption of the Bitcoin network continues to materially increase, we anticipate that service providers may expand the currently available
range of services and that additional parties will enter the service sector for the Bitcoin network.

Model

 In
the business of providing AI-enable software development services and solutions, we derive our revenue from AI-software development and
technical supporting services.

 Competition

 The
AI-enable software development market is highly competitive and subject to rapidly changing technology and market conditions. Our ability
to compete successfully depends on a number of factors within and outside of our control. Some of these factors include software quality,
performance and reliability; the quality of our service and support teams; marketing and prospecting effectiveness; the ability to incorporate
artificial intelligence and other technically advanced features; and our ability to differentiate our products. Failure to perform in
these or other areas may reduce the demand for our offerings and materially adversely affect our revenue from both existing and prospective
customers.

 Domain

 We
have the right to use the following domain registration issued in the USA:

 Number

 Issue Date

 Expiration Date

 Registration Agency

 Domain Name

 2023/09/15

 2024/09/14

 GoDaddy

 Company, LLC

 wetradegroup.technology

Our
Employees

 As
of the date hereof and in the fiscal year 2023, we have, 8 full-time employees. The following table sets forth the number of our employees
by function:

 Functional
 Area

 Number
 of Employees

 Technology

 General and
 Administrative

 Financial
 Department

 Total

 We
provide employee benefits for each employee in accordance with Hong Kong law. These include pension, medical, unemployment, work
injury and maternity insurance, and a housing provident fund.

 Our
employees have not formed any employee union or association. We believe we maintain a good working relationship with our employees and
have not experienced any difficulty in recruiting staff for our operations.

 Insurance

 We
maintain certain insurance policies to safeguard us against risks and unexpected events. For example, we provide social security insurance
including pension insurance, unemployment insurance, work-related injury insurance and medical insurance for our employees in compliance
with applicable Hong Kong and PRC laws. We do not maintain business interruption insurance or product liability insurance, which are
not mandatory under Hong Kong and PRC laws. We do not maintain key man insurance, insurance policies covering damages to our network
infrastructures or information technology systems nor any insurance policies for our properties. During the fiscal years 2023 and 2022,
we did not make any material insurance claims in relation to our business.

 Legal
Proceedings

 Since
mid-September 2023, Mr. Zheng Dai, Mr. Pijun Liu, and certain individuals under their control (the "Unauthorized Persons")
had been falsely and repeatedly holding themselves out as representing and/or authorized to represent the Company. For example, the Unauthorized
Persons caused to be filed certain current reports on Forms 8-K dated September 28, 2023 and October 10, 2023, in which they purported
to appoint new officers and directors. These filings were false and should be disregarded.

 On September 28, 2023, a derivative lawsuit was filed
by certain purported shareholders affiliated with the Unauthorized Persons in the United States District Court for the District of Wyoming
against certain officers and directors of the Company, seeking control of the Company. This case was dismissed without prejudice on
October 18, 2023.

 On
October 18, 2023, the same individuals who filed the above-described derivative suit filed a direct action against the Company in the
Chancery Court of the State of Wyoming (the "Chancery Court"), again seeking control of the Company. The Company responded
to the lawsuit, sought a temporary restraining order restraining the plaintiff-shareholders and their affiliates (including the Unauthorized
Persons) from claiming be in control of the Company.

 On
November 7, 2023, the Chancery Court issued a temporary restraining order substantially restraining the plaintiff-shareholders and their
affiliates from claiming to act on behalf of the Company. The lawsuit remains pending as at reporting date.

 On November 30, 2023, the Company
responded to plaintiffs' arguments that they controlled the Company, pointing out that plaintiffs' case (Mr. Dai Zheng and
his affiliates) was largely built upon forged signatures and other fabricated materials. In response, the plaintiffs withdrew their opposition
to the Company's request for an injunction.

 On January 5, 2024, the Chancery
Court entered a preliminary injunction order (attached hereto). Specifically, the order restrained Mr. Dai Zheng and his affiliates
from the following conduct:

 (i) acting as or holding themselves
out as majority shareholders, directors, executives, or employees of the Company and its affiliates;

 (ii) making any attempts to
contact the SEC, Nasdaq, government authorities, or make any filing or press release on behalf of the Company;

 (iii) making any attempts to
change the board composition and executive team;

 (iv) disseminating false statements
regarding the Company and its leadership;

 (v) making any attempts to contact
the Company's service providers, including auditors, stock transfer agents, and filing agents;

 (vi) making any attempts to
issue the Company's shares.

 REGULATIONS

 This
section sets forth a summary of the principal PRC laws and regulations relevant to our business and operations in China.

 Regulations
on Overseas Listings

 On
February 17, 2023, CSRC promulgated the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Enterprises
(the "Trial Measures"), which became effective on March 31, 2023. On the same date, the CSRC circulated Supporting Guidance
Rules No. 1 through No. 5, Notes on the Trial Measures, Notice on Administration Arrangements for the Filing of Overseas Listings by
Domestic Enterprises and relevant CSRC Answers to Reporter Questions (collectively, the "Guidance Rules and Notice") on the
CSRC's official website. Pursuant to the Trial Measures, PRC domestic enterprises that have submitted valid applications for overseas
offerings and listing but have not obtained the approval from the relevant overseas regulatory authority or overseas stock exchanges
shall complete filings with the CSRC prior to their overseas offerings and listings.

to the Notice on the Administrative Arrangements for the Filing of the Overseas Securities Offering and Listing by Domestic Companies
from the CSRC, or "the CSRC Notice", the domestic companies that have already been listed overseas before the effective date
of the Trial Measures (namely, March 31, 2023) shall be deemed as existing issuers (the "Existing Issuers"). Existing Issuers
are not required to complete the filing procedures immediately, and they shall be required to file with the CSRC for any subsequent offerings.

 On
February 24, 2023, the CSRC, together with the MOF, National Administration of State Secrets Protection and National Archives Administration
of China, revised the Provisions on Strengthening Confidentiality and Archives Administration for Overseas Securities Offering and Listing,
which were issued by the CSRC and National Administration of State Secrets Protection and National Archives Administration of China in
2009, or the "Provisions." The revised Provisions were issued under the title the "Provisions on Strengthening Confidentiality
and Archives Administration of Overseas Securities Offering and Listing by Domestic Companies", and came into effect on March 31,
2023 together with the Trial Measures. One of the major revisions to the revised Provisions is expanding their application to cover indirect
overseas offering and listing, as is consistent with the Trial Measures. The revised Provisions require that, among other things, (a)
a domestic company that plans to, either directly or indirectly through its overseas listed entity, publicly disclose or provide to relevant
individuals or entities including securities companies, securities service providers and overseas regulators, any documents and materials
that contain state secrets or working secrets of government agencies, shall first obtain approval from competent authorities according
to law, and file with the secrecy administrative department at the same level; and (b) a domestic company that plans to, either directly
or indirectly through its overseas listed entity, publicly disclose or provide to relevant individuals and entities including securities
companies, securities service providers and overseas regulators, any other documents and materials that, if leaked, will be detrimental
to national security or public interest, shall strictly fulfill relevant procedures stipulated by applicable national regulations.

 In
August 2006, six PRC regulatory authorities, including the CSRC, jointly adopted the Regulations on Mergers and Acquisitions of
Domestic Enterprises by Foreign Investors, or the M&A Rules, amended in June 2009. The M&A Rules, among other things, require
that if an overseas company established or controlled by PRC companies or individuals, or PRC Citizens, intends to acquire equity interests
or assets of any other PRC domestic company affiliated with the PRC Citizens, such acquisition must be submitted to the MOFCOM for approval.
The M&A Rules also require that an Overseas SPV formed for overseas listing purposes and controlled directly or indirectly by the
PRC Citizens shall obtain the approval of the CSRC prior to overseas listing and trading of such Overseas SPV's securities on an
overseas stock exchange.

 Our
PRC legal counsel, Beijing DOCVIT Law Firm, has advised us that, based on its understanding of the current PRC laws and regulations,
our corporate structure and arrangements are not subject to the M&A Rules. However, our PRC legal counsel has further advised us
that there are substantial uncertainties as to how the M&A Rules will be interpreted or implemented in the context of an overseas
offering, and its opinions summarized above are subject to any new laws, rules and regulations or detailed implementations and interpretations
in any form relating to the M&A Rules.

 Regulations
on Internet Information Security and Privacy Protection

 In
November 2016, the Standing Committee of the National People's Congress, or the SCNPC, promulgated the Cyber Security Law
of the PRC, or the Cyber Security Law, which became effective on June 1, 2017. The Cyber Security Law requires that a network operator,
which includes, among others, internet information services providers, take technical measures and other necessary measures in accordance
with applicable laws and regulations and the compulsory requirements of the national and industrial standards to safeguard the safe and
stable operation of its networks. We are subject to such requirements as we are operating website and mobile application and providing
certain internet services mainly through our mobile application. The Cyber Security Law further requires internet information service
providers to formulate contingency plans for network security incidents, report to the competent departments immediately upon the occurrence
of any incident endangering cyber security and take corresponding remedial measures.

 Internet
information service providers are also required to maintain the integrity, confidentiality and availability of network data. The Cyber
Security Law reaffirms the basic principles and requirements specified in other existing laws and regulations on personal data protection,
such as the requirements on the collection, use, processing, storage and disclosure of personal data, and internet information service
providers being required to take technical and other necessary measures to ensure the security of the personal information they have
collected and prevent the personal information from being divulged, damaged or lost. Any violation of the Cyber Security Law may subject
the internet information service provider to warnings, fines, confiscation of illegal gains, revocation of licenses, cancellation of
filings, shutdown of websites or criminal liabilities.

 As
of the date hereof, the Company is in compliance with the Cyber Security Law.

 PRC
Laws and Regulations on Foreign Investment

 Investment
in the PRC by foreign investors and foreign-invested enterprises shall comply with the Catalogue for the Guidance of Foreign Investment
Industries (2020 Revision) (the "Catalogue"), which was last amended and issued by MOFCOM and National Development and Reform
Commission (NDRC) on December 27, 2020 and became effective since January 27, 2021, and the Special Management Measures for Foreign Investment
Access (2019 version), or the Negative List, which came into effect on July 30, 2019. The Catalogue and the Negative List contains specific
provisions guiding market access for foreign capital and stipulates in detail the industry sectors grouped under the categories of encouraged
industries, restricted industries and prohibited industries. Any industry not listed on the Negative List is a permitted industry unless
otherwise prohibited or restricted by other PRC laws or regulations.

 On
March 15, 2019, the National People's Congress approved the Foreign Investment Law of the PRC, or the Foreign Investment Law, which
came into effect on January 1, 2020, repealing simultaneously the Law of the PRC on Sino-foreign Equity Joint Ventures, the Law of the
PRC on Wholly Foreign-owned Enterprises and the Law of the PRC on Sino-foreign Cooperative Joint Ventures. The Foreign Investment Law
adopts the management system of pre-establishment national treatment and negative list for foreign investment. Policies in support of
enterprises shall apply equally to foreign-funded enterprises according to laws and regulations. Foreign investment enterprises shall
be guaranteed that they could equally participate in the setting of standards, and the compulsory standards formulated by the State shall
be equally applied. Fair competition for foreign investment enterprises to participate in government procurement activities shall be
protected. The Foreign Investment Law also stipulates the protection on intellectual property rights and trade secrets. The State also
establishes information reporting system and national security review system according to the Foreign Investment Law.

 PRC
Laws and Regulations on Wholly Foreign-Owned Enterprises

 The
establishment, operation and management of corporate entities in China are governed by the PRC Company Law, which was promulgated by
the SCNPC on December 29, 1993 and became effective on July 1, 1994. It was last amended on October 26, 2018 and the amendments became
effective on October 26, 2018. Under the PRC Company Law, companies are generally classified into two categories, namely, limited liability
companies and joint stock limited companies. The PRC Company Law

 also applies to limited liability companies and joint stock limited
companies with foreign investors. Where there are otherwise different provisions in any law on foreign investment, such provisions shall
prevail.

 The
Law of the PRC on Wholly Foreign-invested Enterprises was promulgated and became effective on April 12, 1986, and was last amended and
became effective on October 1, 2016. The Implementing Regulations of the PRC Law on Foreign-invested Enterprises were promulgated by
the State Council on October 28, 1990. They were last amended on February 19, 2014 and the amendments became effective on March 1, 2014.
The Provisional Measures on Administration of Filing for Establishment and Change of Foreign Investment Enterprises were promulgated
by MOFCOM and became effective on October 8, 2016, and were last amended on July 20, 2017 with immediate effect. The above-mentioned
laws form the legal framework for the PRC Government to regulate Foreign-invested Enterprises. These laws and regulations govern the
establishment, modification, including changes to registered capital, shareholders, corporate form, merger and split, dissolution and
termination of Foreign-invested Enterprises.

to the above regulations, a Foreign-invested Enterprise should get approval by MOFCOM before its establishment and operation.

 PRC
Laws and Regulations on Foreign Exchange

 Registration
of Foreign Investment Enterprises

to the Notice of State Administration of Foreign Exchange on Promulgation of the Provisions on Foreign Exchange Control on Direct Investments
in China by Foreign Investors promulgated by the SAFE, or the Notice, upon establishment of a foreign investment enterprise pursuant
to the law, registration formalities shall be completed with the foreign exchange bureau. Upon completion of registration formalities
by the entities involved in direct investments in China, the entities may open accounts for direct investments in China such as preliminary
expense account, capital fund account and asset realization account, etc. with the bank based on the actual needs. Upon completion of
such registration formalities, foreign investment enterprises could also conduct settlement when contributing foreign exchange funds,
and remit funds overseas in the event of capital reduction, liquidation, advance recovery of investment, profit distribution, etc.

 PRC
Laws and Regulations on Dividend Distribution

 The
principal regulations governing distribution of dividends of foreign-invested enterprises include the Foreign-Invested Enterprise Law,
that became effective on January 1, 2020, and its implementation rules. Under these laws and regulations, wholly foreign-owned enterprises
in China may pay dividends only out of their accumulated after-tax profits, if any, determined in accordance with PRC accounting standards
and regulations. In addition, when a wholly foreign-owned enterprise in China distributes its after-tax profits of a fiscal year, it
shall allocate 10% of the profits to the company's statutory common reserve fund. If the accumulated amount of the company's
statutory reserve fund is more than 50% of the company's registered capital, the company is no longer required to allocate more
funds to the reserve. Wholly foreign-owned companies may, at their discretion, allocate a portion of their after-tax profits based on
PRC accounting standards to staff welfare and bonus funds. These reserves are not distributable as cash dividends.

 PRC
Laws and Regulations on Taxation

 Enterprise
Income Tax

 The
Enterprise Income Tax Law of the People's Republic of China (the "EIT Law") was promulgated by the Standing Committee
of the National People's Congress on March 16, 2007 and became effective on January 1, 2008, and was later amended on February
24, 2017 and on December 29, 2018 separately. The Implementation Rules of the EIT Law (the "Implementation Rules") were promulgated
by the State Council on December 6, 2007 and became effective on January 1, 2008. According to the EIT Law and the Implementation Rules,
enterprises are divided into resident enterprises and non-resident enterprises. Resident enterprises shall pay enterprise income tax
on their incomes obtained in and outside the PRC at the rate of 25%. Non-resident enterprises setting up institutions in the PRC shall
pay enterprise income tax on the incomes obtained by such institutions in and outside the PRC at the rate of 25%. Non-resident enterprises
with no institutions in the PRC, and non-resident enterprises whose incomes having no substantial connection with their institutions
in the PRC, shall pay enterprise income tax on their incomes obtained in the PRC at a reduced rate of 10%.

 The
Arrangement between the PRC and Hong Kong Special Administrative Region for the Avoidance of Double Taxation the Prevention of Fiscal
Evasion with respect to Taxes on Income (the "Arrangement") was promulgated by the State Administration of Taxation ("SAT")
on August 21, 2006 and came into effect on December 8, 2006. According to the Arrangement, a company incorporated in Hong Kong will be
subject to withholding tax at the lower rate of 5% on dividends it receives from a company incorporated in the PRC if it holds a 25%
interest or more in the PRC company. The Notice on the Understanding and Identification of the Beneficial Owners in the Tax Treaty (the
"Notice") was promulgated by SAT and became effective on October 27, 2009. According to the Notice, a beneficial ownership
analysis will be used based on a substance-over-form principle to determine whether or not to grant tax treaty benefits.

 Value-added
Tax

to the Provisional Regulations on Value-added Tax of the PRC, or the VAT Regulations, which were promulgated by the State Council on
December 13, 1993, took effect on January 1, 1994, and were amended on November 10, 2008, February 6, 2016, and November 19, 2017, respectively,
and the Rules for the Implementation of the Provisional Regulations on Value-added Tax of the PRC, which were promulgated by the MOF
on December 25, 1993, and were amended on December 15, 2008, and October 28, 2011, respectively, entities and individuals that sell goods
or labor services of processing, repair or replacement, sell services, intangible assets, or immovables, or import goods within the territory
of the People's Republic of China are taxpayers of value-added tax. The VAT rate is 17% for taxpayers selling goods, labor services,
or tangible movable property leasing services or importing goods, except otherwise specified; 11% for taxpayers selling services of transportation,
postal, basic telecommunications, construction and lease of immovable, selling immovable, transferring land use rights, selling and importing
other specified goods including fertilizers; 6% for taxpayers selling services or intangible assets.

to the Notice on the Adjustment to the Value-added Tax Rates issued by the SAT and the MOF on April 4, 2018, where taxpayers make VAT
taxable sales or import goods, the applicable tax rates shall be adjusted from 17% to 16% and from 11% to 10%, respectively. Subsequently,
the Notice on Policies for Deepening Reform of Value-added Tax was issued by the SAT, the MOF and the General Administration of Customs
on March 30, 2019 and took effective on April 1, 2019, which further adjusted the applicable tax rate for taxpayers making VAT taxable
sales or importing goods. The applicable tax rates shall be adjusted from 16% to 13% and from 10% to 9%, respectively. The VAT rate applicable
to the company is currently 6%; the income tax rate applicable to the company is 25%. We are also eligible for receiving tax refund according
to certain favorable government policies starting from 2021.

 Dividend
Withholding Tax

 The
Enterprise Income Tax Law states that since January 1, 2008, an income tax rate of 10% will normally be applicable to dividends declared
to non-PRC resident investors that do not have an establishment or place of business in the PRC, or that have such establishment or place
of business but the relevant income is not effectively connected with the establishment or place of business, to the extent such dividends
are derived from sources within the PRC.

to an Arrangement Between the Mainland of China and the Hong Kong Special Administrative Region for the Avoidance of Double Taxation
and the Prevention of Fiscal Evasion with Respect to Taxes on Incomes ("Double Tax Avoidance Arrangement") and other applicable
PRC laws, if a Hong Kong resident enterprise is determined by the competent PRC tax authority to have satisfied the relevant conditions
and requirements under such Double Tax Avoidance Arrangement and other applicable laws, the 10% withholding tax on the dividends the
Hong Kong resident enterprise receives from a PRC resident enterprise may be reduced to 5%. However, based on the Circular on Certain
Issues with Respect to the Enforcement of Dividend Provisions in Tax Treaties (the "SAT Circular 81") issued on February
20, 2009 by SAT, if the relevant PRC tax authorities determine, in their discretion, that a company benefits from such reduced income
tax rate due to a structure or arrangement that is primarily tax-driven, such PRC tax authorities may adjust the preferential tax treatment.
According to the Circular on Several Questions regarding the "Beneficial Owner" in Tax Treaties, which was issued on February
3, 2018 by the SAT and took effect on April 1, 2018, when determining the applicant's status of the "beneficial owner"
regarding tax treatments in connection with dividends, interests or royalties in the tax treaties, several factors, including without
limitation, whether the applicant is obligated to pay more than 50% of his or her income in twelve months to residents in third country
or region, whether the business operated by the applicant constitutes the actual business activities, and whether the counterparty country
or region to the tax treaties does not levy any tax or grant tax exemption on relevant incomes or levy tax at an extremely low rate,
will be taken into account, and it will be analyzed according to the actual circumstances of the specific cases. This circular further
provides that applicants who intend to prove his or her status of the "beneficial owner" shall submit the relevant documents
to the relevant tax bureau according to the Announcement on Issuing the Measures for the Administration of Non-Resident Taxpayers'
Enjoyment of the Treatment under Tax Agreements.

 We
have not commenced the application process for a Hong Kong tax resident certificate from the relevant Hong Kong tax authority, and there
is no assurance that we will be granted such a Hong Kong tax resident certificate. We have not filed required forms or materials with
the relevant PRC tax authorities to prove that we should enjoy the 5% PRC withholding tax rate.

 PRC
Laws and Regulations on Employment and Social Welfare

 Labor
Law of the PRC

to the Labor Law of the PRC, which was promulgated by the Standing Committee of the NPC on July 5, 1994 with an effective date of January
1, 1995 and was last amended on August 27, 2009 and the Labor Contract Law of the PRC, which was promulgated on June 29, 2007, became
effective on January 1, 2008 and was last amended on December 28, 2012, with the amendments coming into effect on July 1, 2013, enterprises
and institutions shall ensure the safety and hygiene of a workplace, strictly comply with applicable rules and standards on workplace
safety and hygiene in China, and educate employees on such rules and standards. Furthermore, employers and employees shall enter into
written employment contracts to establish their employment relationships. Employers are required to inform their employees about their
job responsibilities, working conditions, occupational hazards, remuneration and other matters with which the employees may be concerned.
Employers shall pay remuneration to employees on time and in full accordance with the commitments set forth in their employment contracts
and with the relevant PRC laws and regulations. We have entered into written employment contracts with all the employees and performed
their obligations under the relevant PRC laws and regulations.

 Social
Insurance and Housing Fund

to the Social Insurance Law of the PRC, which was promulgated by the Standing Committee of the NPC on October 28, 2010 and became effective
on July 1, 2011, employers in the PRC shall provide their employees with welfare schemes covering basic pension insurance, basic medical
insurance, unemployment insurance, maternity insurance, and occupational injury insurance. We have been complying with local regulations
regarding social security and employee insurance.

to the Interim Regulations on the Collection and Payment of Social Insurance Premiums, the Regulations on Work Injury Insurance, the
Regulations on Unemployment Insurance and the Trial Measures on Employee Maternity Insurance of Enterprises, enterprises in the PRC shall
provide benefit plans for their employees, which include basic pension insurance, unemployment insurance, maternity insurance, work injury
insurance and basic medical insurance. An enterprise must provide social insurance by processing social insurance registration with local
social insurance agencies, and shall pay or withhold relevant social insurance premiums for or on behalf of employees. The Law on Social
Insurance of the PRC, which was promulgated by the SCNPC on October 28, 2010, became effective on July 1, 2011, and was most recently
updated on December 29, 2018, has consolidated pertinent provisions for basic pension insurance, unemployment insurance, maternity insurance,
work injury insurance and basic medical insurance, and has elaborated in detail the legal obligations and liabilities of employers who
do not comply with relevant laws and regulations on social insurance. Without force majeure reasons, employers must not suspend or reduce
their payment of social insurance for employees, otherwise, competent governmental authorities will have the power to enforce employers
to pay up social insurance within a prescribed time limit, and a fine of 0.05% of the unpaid social insurance can be charged on the part
of the employers per day commencing from the first day of default. Provided that the employers still fail to make the payment within
the prescribed time limit, a fine of over one time and up to three times of the unpaid sum of social insurance can be charged.

to the Regulations on the Administration of Housing Provident Fund, which was promulgated by the State Counsel and became effective on
April 3, 1999, and was amended on March 24, 2002 and was partially revised on March 24, 2019 by Decision of the State Council on Revising
Some Administrative Regulations (Decree No. 710 of the State Council), housing provident fund contributions by an individual employee
and housing provident fund contributions by his or her employer shall belong to the individual employee. Registration by PRC companies
at the applicable housing provident fund management center is compulsory and a special housing provident fund account for each of the
employees shall be opened at an entrusted bank.

 The
employer shall timely pay up and deposit housing provident fund contributions in full amount and late or insufficient payments shall
be prohibited. The employer shall process housing provident fund payment and deposit registrations with the housing provident fund administration
center. Under the circumstances where financial difficulties do exist due to which an employer is unable to pay or pay up housing provident
funds, permission of labor union of the employer and approval of the local housing provident funds commission must first be obtained
before the employer can suspend or reduce their payment of housing provident funds. With respect to companies who violate the above regulations
and fail to process housing provident fund payment and deposit registrations or open housing provident fund accounts for their employees,
such companies shall be ordered by the housing provident fund administration center to complete such procedures within a designated period.
Those who fail to process their registrations within the designated period shall be subject to a fine ranging from RMB10,000 to RMB50,000.
When companies breach these regulations and fail to pay up housing provident fund contributions in full amount as due, the housing provident
fund administration center shall order such companies to pay up within a designated period, and may further apply to the People's Court
for mandatory enforcement against those who still fail to comply after the expiry of such period.

 Our
PRC subsidiary is in compliance with PRC's social insurance and housing fund regulations.

 Regulations
Related to our Business Operations in Hong Kong

 Business
registration requirement

 The
Business Registration Ordinance (Chapter 310 of the Laws of Hong Kong) requires every person carrying on any business to make an application
to the Commissioner of Inland Revenue in the prescribed manner for the registration of that business. The Commissioner of Inland Revenue
must register each business for which a business registration application is made and as soon as practicable after the prescribed business
registration fee and levy are paid and issue a business registration certificate or branch registration certificate for the relevant
business or the relevant branch, as the case may be. The Company has applied and received business registration certificate in HK and
is in compliance with such regulations.

 Regulations
related to Hong Kong Taxation

 Inland
Revenue Ordinance (Chapter 112 of the Laws of Hong Kong)

 Under
the Inland Revenue Ordinance (Chapter 112 of the Laws of Hong Kong), where an employer commences to employ in Hong Kong an individual
who is or is likely to be chargeable to tax, or any married person, the employer shall give a written notice to the Commissioner of Inland
Revenue not later than three months after the date of commencement of such employment. Where an employer ceases or is about to cease
to employ in Hong Kong an individual who is or is likely to be chargeable to tax, or any married person, the employer shall give a written
notice to the Commissioner of Inland Revenue not later than one month before such individual ceases to be employed in Hong Kong.

 Capital
gains tax

 No
tax is imposed in Hong Kong in respect of capital gains from the sale of shares.

 Profits
tax

 Trading
gains from the sale of shares by persons carrying on a trade, profession or business in Hong Kong, where such gains are derived from
or arise in Hong Kong, will be subject to Hong Kong profits tax which is imposed at the rates of 8.25% on assessable profits up to HKD
2,000,000 and 16.5% on any part of assessable profits over HKD 2,000,000 on corporations from the year of assessment commencing on or
after 1 April 2018. Certain categories of taxpayers (for example, financial institutions, insurance companies and securities dealers)
are likely to be regarded as deriving trading gains rather than capital gains unless these taxpayers can prove that the investment securities
are held for long-term investment purposes.

 Stamp
Duty Ordinance (Chapter 117 of the Laws of Hong Kong)

 Under
the Stamp Duty Ordinance (Chapter 117 of the Laws of Hong Kong), the Hong Kong stamp duty currently charged at the ad valorem rate of
0.1% on the higher of the consideration for or the market value of the shares, will be payable by the purchaser on every purchase and
by the seller on every sale of Hong Kong shares (in other words, a total of 0.2% is currently payable on a typical sale and purchase
transaction of Hong Kong shares). In addition, a fixed duty of HKD 5 is currently payable on any instrument of transfer of Hong Kong
shares. Where one of the parties is a resident outside Hong Kong and does not pay the ad valorem duty due by it, the duty not paid will
be assessed on the instrument of transfer (if any) and will be payable by the transferee. If no stamp duty is paid on or before the due
date, a penalty of up to ten times the duty payable may be imposed.

 As
of the date hereof, the Company is in compliance with the regulations regarding Hong Kong taxation.

 ITEM
1A. RISK FACTORS

 Not
applicable as we are a smaller reporting company.

 ITEM
1B. UNRESOLVED STAFF COMMENTS

 None.

 ITEM
2. PROPERTIES

 Our
principal executive office is located at Room 519, 05/F Block T3, Qianhai Premiert Finance Centre Unit 2, Guiwan Area, Nanshan District,
Shenzhen, People Republic of China. The office has 200 square meters and the lease runs from January 1, 2023 to December 31, 2025.

 The
following table sets forth the leases term and monthly rent:

 Lease Term

 Address

 Space (square meters)

 January 1, 2023 to December 31, 2025

 Room 519, 05/F Block T3, Qianhai Premiert Finance Centre Unit 2, Guiwan Area, Nanshan District, Shenzhen, People Republic of China.

 ITEM
3. LEGAL PROCEEDINGS

 Since
mid-September 2023, Mr. Zheng Dai, Mr. Pijun Liu, and certain individuals under their control (the "Unauthorized Persons")
had been falsely and repeatedly holding themselves out as representing and/or authorized to represent the Company. For example, the Unauthorized
Persons caused to be filed certain current reports on Forms 8-K dated September 28, 2023 and October 10, 2023, in which they purported
to appoint new officers and directors. These filings were false and should be disregarded.

 On
September 28, 2023, a derivative lawsuit was filed by certain purported shareholders affiliated with the Unauthorized Persons in the
United States District Court for the District of Wyoming against certain officers and directors of the Company, seeking control of the
Company. This case was dismissed without prejudice on October 18, 2023.

 On
October 18, 2023, the same individuals who filed the above-described derivative suit filed a direct action against the Company in the
Chancery Court of the State of Wyoming (the "Chancery Court"), again seeking control of the Company. The Company responded
to the lawsuit, sought a temporary restraining order restraining the plaintiff-shareholders and their affiliates (including the Unauthorized
Persons) from claiming be in control of the Company.

 On
November 7, 2023, the Chancery Court issued a temporary restraining order substantially restraining the Mr. Dai Zheng and his affiliates
from claiming to act on behalf of the Company. The lawsuit remains pending as at reporting date.

On
November 30, 2023, the Company responded to plaintiffs' arguments that they controlled the Company, pointing out that plaintiffs'
case (Mr. Dai Zheng and his affiliates) was largely built upon forged signatures and other fabricated materials. In response, the plaintiffs
withdrew their opposition to the Company's request for an injunction.

 On
January 5, 2024, the Chancery Court entered a preliminary injunction order (attached hereto). Specifically, the order restrained Mr.
Dai Zheng and his affiliates from the following conduct:

 (i)
acting as or holding themselves out as majority shareholders, directors, executives, or employees of the Company and its affiliates;

 (ii)
making any attempts to contact the SEC, Nasdaq, government authorities, or make any filing or press release on behalf of the Company;

 (iii)
making any attempts to change the board composition and executive team;

 (iv)
disseminating false statements regarding the Company and its leadership;

 (v)
making any attempts to contact the Company's service providers, including auditors, stock transfer agents, and filing agents;

 (vi)
making any attempts to issue the Company's shares.

 The
Company is controlled by its current board of directors, composed of the following personnel: Lichen Dong (Chairman of the Board), Lim
Kian Wee, Mahesh Thapaliya, and Jianbo Sun as of reporting date.

 ITEM
4. MINE SAFETY DISCLOSURES

 Not
applicable.

 PART
II

 ITEM
5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 Market
Information

 Our
common stock is listed on the Nasdaq Capital Market under the symbol "NXTT". The following table sets forth, for the periods
indicated since then, the high and low closing prices of our common stock on the Nasdaq Capital Market as reported by Yahoo Finance.

 High
 bid

 Low
 bid

 Fiscal
 Year 2024

 March
 31, 2023

 $
 6.66

 $
 3.83

 Fiscal
 Year 2023

 31, 2023

 $
 6.2

 $
 2.1

 September
 30, 2023

 $
 14.3

 $
 2.8

 June 30,
 2023(from June 9, 2023, post-reverse stock split)

 47.1

 6.8

 March
 31, 2023

 The
last reported sales price for our shares of common stock on the Nasdaq Capital Market as of March 31, 2024 was $6.22 per share. As of
March 31, 2024, we had approximately 2,700 shareholders of record for our common stock.

 Transfer
Agent

 The
transfer agent for our common stock is Globex Transfer LLC. The transfer agent's telephone number and address is (813) 344-4490
and 780 Deltona Blvd, Deltona, FL 32725.

 Holders

 As
of the close of business on December 31, 2023, there were approximately 2,700 holders of record of our common stock.

 Dividends

 We
have not declared any cash dividends on our common stock during our two most recent fiscal years. In the near future, we intend to retain
any earnings to finance the development and expansion of our business. We do not anticipate declaring or paying any cash dividends on
our common stock in the foreseeable future. The declaration and payment of cash dividends by us are subject to the discretion of the
Board. Any future determination to pay cash dividends will depend on our results of operations, financial condition, capital requirements,
contractual restrictions and other factors deemed relevant at the time by the board of Directors. We are not currently subject to any
contractual arrangements that restrict our ability to pay cash dividends.

 Securities
Authorized for Issuance Under Equity Compensation Plans

 As
of December 31, 2023, there are no compensation plans under which our equity securities are authorized for issuance.

 Recent
Sales of Unregistered Securities

 On
June 9, 2023, the Wyoming Secretary of State approved the Company's certificate of amendment to amend its Articles of Incorporation
to effect 1 for 185 reverse stock split ("Reverse Stock Split"). The total issued and outstanding shares of the Company's
common stock decreased from 195,057,503 to 1,054,530 shares, with the par value unchanged at zero.

 In
September, 2023, there are 1,570,600 shares issued with the total amount of $12,616,454, the Company's common stock issued has
been increased to 2,625,130 shares as of December 31, 2023.

 Purchases
of Equity Securities by the Issuer and Affiliated Purchasers

 We
did not, nor did anyone on our behalf or any "affiliated purchaser" as defined in Rule 10b-18(a)(3) of the Exchange Act,
repurchase any outstanding shares of our common stock during any month of our fiscal year ended December 31, 2023.

 ITEM
5A. SELECTED FINANCIAL DATA

 We
are a "smaller reporting company" as defined by Item 10(f)(1) of Regulation S-K, and as such are not required to provide
the information contained in this item pursuant to Item 301 of Regulation S-K.

 ITEM
6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 The
following discussion and analysis of financial condition and results of operations should be read in conjunction with our financial statements
and related notes included elsewhere in this annual report. This discussion contains forward-looking statements that involve risks, uncertainties
and assumptions. See "Cautionary Note Regarding Forward-Looking Statements." Our actual results could differ materially from
those anticipated in the forward-looking statements as a result of certain factors discussed elsewhere in this annual report.

 Overview

 NEXT TECHNOLOGY HOLDING INC (Formerly known as "WeTrade Group Inc") was incorporated in the State of Wyoming on March 28, 2019.
We currently pursue two corporate strategies. One business strategy is to continue providing software development services, and the other
strategy is to acquire and hold bitcoin.

development

 We
provide AI-enabled software development services to our customers, which included developing, designing, and implementing various SAAS
software solutions for businesses of all types, including industrial and other businesses.

Acquisition Strategy

 Our
bitcoin acquisition strategy generally involves acquiring bitcoin with our liquid assets that exceed working capital requirements, and
from time to time, subject to market conditions, issuing debt or equity securities or engaging in other capital raising transactions
with the objective of using the proceeds to purchase bitcoin.

 We
view our bitcoin holdings as long-term holdings and expect to continue to accumulate bitcoin. We have not set any specific target for
the amount of bitcoin we seek to hold, and we will continue to monitor market conditions in determining whether to engage in additional
financings to purchase additional bitcoin.

 This
overall strategy also contemplates that we may (i) periodically sell bitcoin for general corporate purposes, including to generate cash
for treasury management or in connection with strategies that generate tax benefits in accordance with applicable law, (ii) enter into
additional capital raising transactions that are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies
to create income streams or otherwise generate funds using our bitcoin holdings.

 We
believe that, due to its limited supply, bitcoin offers the opportunity for appreciation in value if its adoption increases and has the
potential to serve as a hedge against inflation in the long-term.

 Change
of Officer and Director

 On
December 11, 2023, according to the voting results of the Annual Shareholders' Meeting (the "Meeting"), Lichen Dong,
Lim Kian Wee, Mahesh Thapaliya and Jianbo Sun are respectively appointed as the director of the Company, forming the new Board of Directors
of the Company. Biming Guo, Ning Qin, Yuxing Ye no longer serves as the director of the Company.

 On
December 11, 2023, the new Board of Directors held a regular meeting, and made the following resolutions:

 1.
Mr. Lichen Dong is appointed as the Chairman of the Board.

 2.
The Audit Committee of the Company is composed of all four independent directors (Lichen Dong, Lim Kian Wee, Mahesh Thapaliya and Jianbo
Sun) as members, and Lim Kian Wee is designated as the Chair of the Audit Committee.

 3.
The Nominating Committee of the Company is composed of all four independent directors (Lichen Dong, Lim Kian Wee, Mahesh Thapaliya and
Jianbo Sun) as members, and Lichen Dong is designated as the Chair of the Nominating Committee.

 4.
The Compensation Committee of the Company is composed of all four independent directors (Lichen Dong, Lim Kian Wee, Mahesh Thapaliya
and Jianbo Sun) as members, and Jianbo Sun is designated as the Chair of the Compensation Committee.

 Each
of Lichen Dong, Lim Kian Wee, Mahesh Thapaliya and Jianbo Sun qualifies as an independent director under rules of The Nasdaq Stock Market,
and does not have a family relationship with any director or executive officer of the Company, and has not been involved in any transaction
with the Company during the past two years that would require disclosure under Item 404(a) of Regulation S-K.

 On
December 13, 2023, Ms. Annie Huang tendered her resignation as a Chief Financial officer of NEXT TECHNOLOGY HOLDING INC. (the "Company"),
effective from December 13, 2023. On the same day, approved by the Board of Directors, the Nominating Committee and the Compensation
Committee, Mr. Ken Tsang was appointed as the Chief Financial Officer of the Company, effective December 13, 2023.

 On
December 28, 2023, Mr. Wei He Chun tendered his resignation as the chief executive officer, effective December 28, 2023.

 Result
of Operations

 The
following tables provide a comparison of a summary of our results of operations for the fiscal years ended December 31, 2023 and 2022.

 Results
of Operations for the fiscal years ended December 31, 2023 and 2022

 For
 the year ended December 31,
 2023

 For
 the year ended December 31,
 2022

 Revenue:

 (Unaudited)

 revenue, non-related party

 $
 2,633,308

 $
 —

 Cost of

 (1,198,033
)

 —

 Gross
 Profit

 1,435,275

 —

 Expenses:

 General
 and Administrative

 (3,478,482
)

)

 Operations
 loss

 (2,043,207
)

)

 Other
 expenses

 (1,130,153
)

 —

 Loss
 before income tax

)

)

 tax expenses

 —

 —

 Net
 Loss

 $
)

 $
)

from Operations

 For
the fiscal year ended December 31, 2023 and 2022, total revenue was $2,633,308 and $nil, respectively. the revenue is mainly generated
from the AI software development and SAAS software solutions for industrial and other businesses users.

 Cost
of revenue

 Cost
of revenue mainly consists of staff payroll, system development costs and outsourcing staff cost for system development, which is in
line with the increase in revenue during the period.

 General
and Administrative Expenses

 For
the fiscal year ended December 31, 2023 and 2022, general and administrative expenses were $3,478,482 and $6,793,718 respectively. The
decrease is mainly due to lesser expenses were incurred for the Nasdaq IPO professional fees in 2023 as compare to the prior reporting
year.

 Net
loss

 As
a result of the factors described above, there was a net loss of $3,173,360 and $6,793,718 for the fiscal year ended December 31,
2023 and 2022, respectively, the decrease is mainly due to lesser expenses were incurred for the Nasdaq IPO professional fees in 2023
as compare to the prior reporting year.

 The
following chart provides a summary of our balance sheets for the fiscal years ended December 31, 2023 and 2022, it should be read
in conjunction with the financial statements, and notes thereto.

 2023

 2022

 Cash
 and Cash equivalents

 $

 $

 Digital Assets

 —

 Receivables

 1,133,117

 —

 Prepayments

 12,125,500

 Other receivables

 5,805,500

 5,805,500

 Assets
 related to discontinued operations

 —

 41,138,333

 Total
 assets

 $
 54,939,405

 $
 47,016,759

 Account payable

 —

 Amount due
 to related parties

 1,681,098

 1,220,366

 Other liabilities

 1,430,530

 Liabilities
 related to discontinued operations

 —

 3,545,900

 Total
 liabilities

 $
 4,038,084

 $
 4,816,266

 Total
 stockholders' equity

 $
 50,901,321

 $
 42,200,493

 As
of December 31, 2023, we had total assets of $54,939,405, which mainly consisted of $668,387 in cash, $35,206,901 in digital assets,
and $17,931,000 in other receivables and prepayments; we had total liabilities of $4,038,084 which consisted of $926,456 in accounts
payables, $1,681,098 in amount due to related parties and $1,430,530 in other liabilities; we had total stockholders' equity of
$50,901,321.

activities

 Our
continuing cash flow generated from operating activities is $8,129,215 for the fiscal years ended December 31, 2023 as compare to the
cash flow used in operating activities of $38,205,344 in prior year, which was increased by approximately of $46.3 million. The increase
were mainly due to increase in assets related to discontinued operation.

 Investing
activities

 Our
continuing cash flow used in investing activities is $24,990,000 for the fiscal years ended December 31, 2023 as compare to $nil in prior
year. The increase was mainly due to acquisition of 833 BTC with the amount of $24,990,000 during the year.

 Financing
activities

 Cash
generated from financing activities was $17,506,254 for the year ended December 31, 2023 as compare to the net cash generated from financing
activities of $39,345,676, which was decreased by approximately of $22.4 million.

 The
decrease is mainly due to lesser in share placement of approximately $12.6 million during the period as compare to the share placement
of $37.5 million in prior year.

 Inflation

 Inflation
does not materially affect our business or the results of our operations.

 Critical
Accounting Policies

 We
prepare our financial statements in accordance with generally accepted accounting principles of the United States ("GAAP").
GAAP represents a comprehensive set of accounting and disclosure rules and requirements. The preparation of our financial statements
requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the 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. Our actual results could differ from those estimates. We use historical data to assist in the forecast of our future results.
Deviations from our projections are addressed when our financials

 are
reviewed on a monthly basis. This allows us to be proactive in our approach to managing our business. It also allows us to rely on proven
data rather than having to make assumptions regarding our estimates.

recognition

 The
Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts. ASC 606 creates a five-step
model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts
or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction
price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance
obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect
the consideration it is entitled to in exchange for the services it transfers to its clients.

 Use
of Estimate

 The
preparation of financial statements in conformity with 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 expenses during the reporting periods. Actual results could differ from those estimates.

 Accounts
receivable

 Accounts
receivable are presented net of allowance for doubtful accounts. The Group uses specific identification in providing for bad debts when
facts and circumstances indicate that collection is doubtful and based on factors listed in the following paragraph. If the financial
conditions of its customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowance may
be required.

 The
Company maintains an allowance for doubtful accounts which reflects its best estimate of amounts that potentially will not be collected.
The Company determines the allowance for doubtful accounts on general basis taking into consideration various factors including but not
limited to the historical collection experience and credit-worthiness of the customers as well as the age of the individual receivables
balance. Additionally, the Company makes specific bad debt provisions based on any specific knowledge the Company acquires that might
indicate that an account is uncollectible. The facts and circumstances of each account may require the Company to use substantial judgment
in assessing its collectability.

 Recent
Accounting Pronouncements

 We
have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements
will have a material impact on the Company financial statements.

 Off-Balance
Sheet Arrangements

 On March 1,2024, the Company entered into that the
share purchase agreement (the "Purchase Agreement") with certain existing shareholders (the "Sellers") of Future
Dao Group Holding Limited, an exempted company incorporated and existing under the laws of the Cayman Islands(the "Target"),pursuant
to which the Company agrees to purchase from the Sellers indirectly through Next Investment Group Limited, a wholly-owned subsidiary of
the Company ("Next Investment"), and the Sellers agree to sell to Next Investment, an aggregate of 2,000 ordinary shares (the
"Purchased Shares") of the Target (the "Transaction") at a per share purchase price of $6,698 per share for an
aggregate purchase price of $13,396,000 (the "Purchase Price").Pursuant to the Purchase Agreement, at the closing of the Transaction,
the Company will pay the Purchase Price by issuing to the Sellers an aggregate of 3,940,000 shares of common stock of the Company (the
"Next Technology Common Stock") based on an agreed-upon valuation of $3.4 per share (the "Per Share Price"). The
Per Share Price is above $3.19, which is the average price per share of the shares of common stock of the Company traded on Nasdaq Capital
Market in the five trading days prior to the signing date of the Purchase Agreement. Pursuant to the Purchase Agreement, each Seller will
receive its portion of the Company's Common Stock proportionate to the number of the Purchased Shares to be sold by such Seller
to Next Investment under the Purchase Agreement, the transaction is expected to complete in end of April 2024.

 Change of Company name

 Effective
April 2, 2024, Wetrade Group Inc. (the "Company") changed its name to Next Technology Holding Inc. The name change was made
pursuant to the Wyoming Business Corporations Act, and an amendment to Article I of the Company's Amended and Restated Articles
of Incorporation was filed with the Wyoming Secretary of State on March 18, 2024 (Amendment ID: 2024-004669585).

 Our
common stock will continue to trade on the NASDAQ Stock Market under the ticker symbol NXTT. Outstanding stock certificates
for shares of the company are not affected by the name change. They continue to be valid and need not be exchanged.

 ITEM
7. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 We
are a "smaller reporting company" as defined by Item 10(f)(1) of Regulation S-K, and as such are not required to provide
the information contained in this item pursuant to Item 305 of Regulation S-K.

 ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 Our
audited financial statements for the years ended December 31, 2023, and 2022 are set forth on pages F-1 to F-13 immediately following
the signature page to this annual report. See Item 15 for a list of the financial statements included herein.

 ITEM
9. CONTROLS AND PROCEDURES

 Disclosure
Controls and Procedures

 We
maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) that are designed to ensure that information
required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported within the time
periods specified in SEC rules and forms and that such information is accumulated and communicated to our management, as appropriate,
to allow timely decisions regarding required disclosure.

 Our
management has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this annual
report. Based upon that evaluation, management has concluded that, as of the end of the period covered by this annual report, our disclosure
controls and procedures were not effective.

 Management
Report on Internal Control Over Financial Reporting

 Our
management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control system
is a process designed to provide reasonable assurance to management and to the Board regarding the preparation and fair presentation
of published financial statements.

 Our
internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect transactions and dispositions of assets; provide reasonable assurances that transactions are recorded
as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles and that
receipts and expenditures are being made only in accordance with authorizations of management and our directors; and provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material
effect on our financial statements.

 Our
management assessed the effectiveness of our internal control over financial reporting as of December 31, 2023. In making this assessment,
our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO")
in Internal Control - Integrated Framework - Guidance for Smaller Public Companies (the COSO criteria). Based on our
assessment, management identified material weaknesses related to: (i) our internal audit functions; (ii) a lack of segregation of duties
within accounting functions; and the lack of multiple levels of review of our accounting data. Based on this evaluation, our management
concluded that as of December 31, 2023, we did not maintain effective internal control over financial reporting.

 Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with any policies and procedures may deteriorate. Due to our size and nature, segregation of all conflicting
duties may not always be possible and may not be economically feasible. To the extent possible, we will implement procedures to assure
that the initiation of transactions, the custody of assets and the recording of transactions will be performed by separate individuals.
With proper funding we plan on remediating the significant deficiencies identified above, and we will continue to monitor the effectiveness
of these steps and make any changes that our management deems appropriate.

 A
material weakness is a control deficiency (within the meaning of Public Company Accounting Oversight Board Auditing Standard No. 5) or
combination of control deficiencies, that results in a reasonable possibility that a material misstatement of the annual or interim financial
statements will not be prevented or detected on a timely basis.

 Changes
in Internal Control over Financial Reporting

 There
were no changes in our internal control over financial reporting that occurred during our most recently completed fiscal quarter that
has materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 ITEM
9A. OTHER INFORMATION

 None

 PART
III

 ITEM
10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.

 Directors
and Executive Officers

 The
following table sets forth information regarding each of our current directors and executive officers:

 Name:

 Age:

 Positions
 with the Company:

 Liu Wei Hong

 Chief Executive
 Officer (Principal Executive Officer)

 Ding Nan

 Chief Operating Officer

 Ken Tsang

 Chief Financial Officer and
 Secretary (Principal Financial and Accounting Officer)

 Dong Li Chen

 Director, Chairman of the
 Board, and Chair of Nominating Committee Chair

 Lim Kian Wee

 Director and Chair of Audit
 Committee Chair

 Mahesh Thapaliya

 Director

 Jianbo Sun

 Director and Chair of Compensation
 Committee Chair

 Background
of Directors and Executive Officers

Mr. Weihong Liu, Chief Executive Officer

 Mr.
Weihong Liu has more than 10 years of investment and research experience in the fields of crypto assets and blockchain technology. Mr.
Liu has conducted in-depth analysis and strategic layout of potential investment opportunities in crypto assets. In addition, Mr. Liu
has innovative business plans in high-tech and rapidly growing artificial intelligence generated content businesses, and he has a deep
understanding of compliance requirements, market insights, and product functionality. Mr. Liu has been equipped with abundant knowledge
reserves and strong executive capability in the corporate culture construction field as well as relevant experience in building diverse
corporate culture dissemination system. Mr. Liu holds a bachelor's degree in Business Management from University of The West of
England.

 Mr.
Nan Ding, Chief Operating Officer

 Mr.
Ding has over 24 years of operational management experience in industries such as cross-border investment, supply chain finance,
equipment manufacturing, and international trade. From 2012 to 2023, Mr. Ding successively founded Japan Zhaoyuan Trading Co., Ltd.
and Japan Toyo Trading Co., Ltd., specializing in cross-border investment and international trade of bulk commodities. From 2007 to
2012, Mr. Ding established Haimeng Tongshang Co., Ltd. and Haimeng New Energy Technology Co., Ltd., mainly engaged in the production
and manufacturing of environmental protection industry and new energy equipment. Prior to this, Mr. Ding had 8 years of experience
in municipal project engineering services. Mr. Ding holds a bachelor's degree in International Economic Management from
University of Science and Technology Beijing.

 Mr.
Ken Tsang, Chief Financial Officer

 Mr.
Tsang is a fellow member of Association of Chartered Certified Accountants ("ACCA") and member of Hong Kong Institute of
Certified Public Accountants ("HKICPA") with more than 15 years experiences in accounting, audit and assurance services with
several listed and private companies operating in USA, Hong Kong and Mainland China. He has wide variety of industries experiences, including
property developer, hotel and property management, investment companies, licensed corporations, entertainment solution companies, finance
lease, factoring, general trading and manufacturing. Mr. Tsang also

 has extensive experiences in the capital market work and was engaged
in several transactions and initial public offering in Hong Kong and USA. Mr. Tsang graduated with a bachelor's degree at University
of Hull, United Kingdom.

 Lichen
Dong, Director, Chairman of the Board

 Mr.
Lichen Dong has 15 years of work experience in the fields of investment, mergers and acquisitions, and finance, including corporate governance,
fundraising, financial analysis, mergers and acquisitions, and complex international architecture construction. From 2022 to 2023, Mr.
Dong served as a senior consultant for Future Dao Group, covering research and development of blockchain technology, clean energy application
strategies, corporate governance, and capital restructuring and listing. Mr. Dong plays an indispensable role in formulating the company's
strategic decisions, leveraging his unique business model and business acumen. Mr. Dong worked at a confidential information research
center from 2019 to 2021, dedicated to promoting the application of business models that combine digital assets with physical industries.
Mr. Dong also worked at Hanergy Holding Group and Jinko Power Group, specializing in the development and management of renewable energy
and power generation assets. Mr. Dong has established various innovative investment models in the new energy industry, making outstanding
contributions to market expansion and risk control cost control in the company's business management. Mr. Dong holds a bachelor's degree
from the School of Automation and Electrical Engineering at Beijing University of Aeronautics and Astronautics, and a master's degree
from the School of Electrical and Electronics Engineering at the University of Nottingham.

 Lim
Kian Wee, Director

 Mr.
Lim Kian Wee has over 15 years of experience in the research of block-chain and algae biomass field and he will serve as an independent
director of the Company in Dec 2023. From June 2015 to present, he served as senior partner in Ethereum Dapp, a company that engaged
in computer Science management and block-chain technical consultation of virtual currency central exchange. From April 2005 to October
2014, Mr. Lim has served as block-chain and computer scientific officer and cell biology lecturer in the several universities in USA
and Singapore. From March 2008 to October 2013, Mr. Lim has served as founder of Algae Bioresource Centre SdnBhd, a company that engaged
in providing R&D service and consultation related to algae biofuel and algae farm. Mr. Lim holds a bachelor's degree in biotechnology
from State University of New York in 2001 and Master degree in biotechnology from University of Pennsylvania in 2002. He was also PHD
Candidate from National Taiwan University in February 2013 and withdrew his candidateship in September 2014. Mr. Lim has more than 10
professional publications and conference papers in the field of environmental sciences, Microalgae, biodiesel, new energy and block-chains.

 Mahesh
Thapaliya, Director

 Mr.
Mahesh Thapaliya has over 12 years of international business work experience. Since 2020, he has served as the Business Director of One
World Corporations. The work involves conducting business cooperation around key international projects, including infrastructure, energy,
industrial investment, art and culture, trade, investment, and other industries. From 2013 to 2020, Mr Mahesh works for Banner Electric
Co. Ltd. and SINOPAK Electric Co. Ltd. He has extensive leadership experience in corporate technology brand marketing, internal control
management, and corporate communication by providing services to multiple multinational corporations. Mr. Mahesh holds Master and Bachelor
degree from Beihang University.

 Jianbo
Sun, Director

 Mr.
Jianbo Sun is an entrepreneur, venture capitalist, and philanthropist with 16 years of experience in establishing, investing in, and
operating the intelligent manufacturing industry. Since February 2012, Mr. Sun has served as the President of Orejia Group Co Limited,
responsible for strategic planning, industrial investment, and financial financing. Has successful experience in business trend judgment,
enterprise management, and capital operation. Prior to this, Mr. Sun had 3 years of industry research experience at CITIC Securities,
with a focus on investment portfolios in energy management, real estate, construction, and agriculture. Mr. Sun attaches great importance
to corporate social responsibility in business operations, actively participates in charitable and public welfare activities, has supported
thousands of impoverished children, and has donated multiple times in large-scale natural disaster events. Mr. Sun holds a Bachelor's
degree in Business Administration from the University of International Business and Economics.

 Family
Relationships

 None
of the directors or executive officers at the Company have a family relationship as defined in Item 401 of Regulation S-K.

 Election
of Officers

 Each
of our directors is appointed to hold office until the next annual meeting of our shareholders, until her or her respective successor
is elected and qualified, or until he or she resigns or is removed in accordance with the applicable provisions of Wyoming law. Our officers
are appointed by our board of directors and hold office until removed by our board of directors or until their resignation.

 Board
of Directors

 We
currently have a board of directors consisting of six members, a majority of whom are "independent" as defined in Nasdaq
Rule 5605. We expect that all current directors will continue to serve after this offering. The directors will be re-elected at our annual
general meeting of shareholders.

 A
director who is in any way, whether directly or indirectly, interested in a contract or proposed contract with the Company shall declare
the nature of his interest at a meeting of the directors. A general notice given to the directors by any director to the effect that
he is a member of any specified company or firm and is to be regarded as interested in any contract which may thereafter be made with
that company or firm shall be deemed a sufficient declaration of interest in regard to any contract so made. A director may vote in respect
of any contract or proposed contract or arrangement notwithstanding that he may be interested therein and if he does so his vote shall
be counted and he may be counted in the quorum at any meeting of the directors at which any such contract or proposed contract or arrangement
shall come before the meeting for consideration.

 Board
Committees

 We
have established three committees under the board of directors: Audit Committee, Compensation Committee and Nominating Committee. Each
committee is governed by a charter approved by our board of directors. Copies of the charters have been submitted as exhibits to the
registration statement of which this prospectus is a part and will be available at our investor relations website.

 Audit
Committee

 Our
Audit Committee consists of Lim Kian Wee (Chair), Dong Li Chen, and Mahesh Thapaliya. Each member of the Audit Committee will satisfy
the "independence" requirements of Rule 5605(a)(2) of the Listing Rules of the Nasdaq Stock Market and meet the independence
standards under Rule 10A-3 under the Exchange Act. The Audit Committee oversees our accounting and financial reporting processes and
the audits of the financial statements of our company. The Audit Committee is responsible for, among other things:

 •

 selecting our independent
 registered public accounting firm and pre-approving all auditing and non-auditing services permitted to be performed by our independent
 registered public accounting firm;

 •

 reviewing
 with our independent registered public accounting firm any audit problems or difficulties and management's response and approving
 all proposed related party transactions, as defined in Item 404 of Regulation S-K;

 •

 discussing the annual audited
 financial statements with management and our independent registered public accounting firm;

 •

 annually reviewing and
 reassessing the adequacy of our Audit Committee charter;

 •

 meeting separately and
 periodically with the management and our independent registered public accounting firm;

 •

 regularly reporting to
 the full board of directors;

 •

 reviewing the adequacy
 and effectiveness of our accounting and internal control policies and procedures and any steps taken to monitor and control major
 financial risk exposure; and

 •

 such other matters that
 are specifically delegated to our Audit Committee by our board of directors from time to time.

 Compensation
Committee

 Our
Compensation Committee consists of Sun Jian Bo, (Chair), Dong Li Chen, and Lim Kian Wee. Each of the Compensation Committee members satisfies
the "independence" requirements of Rule 5605(a)(2) of the Listing Rules of the Nasdaq Stock Market. Our Compensation Committee
will assist the board in reviewing and approving the compensation structure, including all forms of compensation, relating to our directors
and executive officers. No officer may be present at any committee meeting during which such officer's compensation is deliberated
upon. The Compensation Committee will be responsible for, among other things:

 •

 reviewing and approving
 to the board with respect to the total compensation package for our most senior executive officers;

 •

 approving and overseeing
 the total compensation package for our executives other than the most senior executive officers;

 •

 reviewing and recommending
 to the board with respect to the compensation of our directors;

 •

 periodically reviewing
 and approving any long-term incentive compensation or equity plans;

 •

 selecting compensation
 consultants, legal counsel or other advisors after taking into consideration all factors relevant to that person's independence
 from management; and

 •

 programs or similar arrangements,
 annual bonuses, employee pension and welfare benefit plans.

 Nominating
Committee

 Our
Nominating Committee consists of Dong Li Chen (Chair), Lim Kian Wee and Mahesh Thapaliya. Each member of the Nominating Committee will
satisfy the "independence" requirements of Rule 5605(a)(2) of the Listing Rules of the Nasdaq Stock Market. The nominating
committee will assist the board of directors in selecting individuals qualified to become our directors and in determining the composition
of the board and its committees. The Nominating Committee will be responsible for, among other things:

 •

 selecting and recommending
 to the board nominees for election by the shareholders or appointment by the board;

 •

 annually reviewing with
 the board the current composition of the board with regards to characteristics such as independence, knowledge, skills, experience
 and diversity;

 •

 making recommendations
 on the frequency and structure of board meetings and monitoring the functioning of the committees of the board; and

 •

 advising
 the board periodically with regards to significant developments in the law and practice of corporate governance as well as our compliance
 with applicable laws and regulations, and making recommendations to the board on all matters of corporate governance and on any remedial
 action to be taken.

 Involvement
in Certain Legal Proceedings

 To
the best of our knowledge, none of our directors and officers has been convicted in a criminal proceeding, excluding traffic violations
or similar misdemeanors, nor has been a party to any judicial or administrative proceeding during the past ten (10) years that resulted
in a judgment, decree or final order enjoining the person from future violations of, or prohibiting activities subject to, federal or
state securities laws, or a finding of any violation of federal or state securities laws, except for matters that were dismissed without
sanction or settlement. Except as set forth in our discussion below in "Related Party Transactions," our directors and officers
have not been involved in any transactions with us or any of our affiliates or associates which are required to be disclosed pursuant
to the rules and regulations of the SEC.

 Code
of Business Conduct and Ethics

 We
have adopted a code of business conduct and ethics applicable to our directors, officers and employees.

 Board
Diversity

 The
Board of Directors does not have a formal policy with respect to Board nominee diversity. In recommending proposed nominees to the Board
of Directors, the Nominating Committee is charged with building and maintaining a board that has an ideal mix of talent and experience
to achieve our business objectives in the current environment. In particular, the Nominating Committee is focused on relevant subject
matter expertise, depth of knowledge in key areas that are important to us, and diversity of thought, background, perspective and experience
so as to facilitate robust debate and broad thinking on strategies and tactics pursued by us.

 The
following table provides certain information regarding the diversity of our Board of Directors as of the date of this annual report.

 Board Diversity
 Matrix (As of the date of this annual report)

 Country of Principal Executive
 Offices:

 China

 Foreign Private Issuer

 No

 Disclosure Prohibited Under
 Home Country Law

 No

 Total Number of Directors

 Female

 Male

 Non-Binary

 Did
 Not Disclose Gender

 Part I: Gender Identity

 Directors

 Part
 II: Demographic Background

 Underrepresented Individual
 in Home Country Jurisdiction

 —

 LGBTQ+

 —

 ITEM
11. EXECUTIVE COMPENSATION

 The
following table sets forth certain information with respect to compensation for the years ended December 31, 2023 and 2022, earned by
or paid to our chief executive officer and principal executive officer, our principal financial officer, and our other most highly compensated
executive officers whose total compensation exceeded US$2,000 (the "named executive officers").

 Name
 and Principal Position

 Year

 Salary($)

 Bonus($)

 Stock
 Awards ($)

 All
 Other Compensation ($)

 Total($)

 Hechun
 Wei

 2023

 24,000

 —

 —

 —

 24,000

 CEO (as
 of December 28, 2023)

 2022

 2,000

 —

 —

 —

 2,000

 Annie Huang

 2023

 24,000

 —

 —

 —

 24,000

 CFO
 and Secretary(as of December 13, 2023)

 2022

 4,000

 —

 —

 —

 4,000

 Ken Tsang

 2023

 2,000

 —

 —

 —

 2,000
 (1)

 CFO
 and Secretary

 2022

 —

 —

 —

 —

 —

 (1)

 Such
 amounts were accrued based on his appointment date in 2023. Mr. Ken Tsang was appointed as the CFO of the Company on December 13,
 2023.

 Employment
Agreements

 Our
employment agreements with our officers generally provide employment for a specific term and set annual salaries, health insurance, pension
insurance, paid vacation, and family leave time. The agreement may be terminated by either party as permitted by law.

 We
have entered into an employment agreement with each of Dong Li Chen, our Chairman, Lim Kian Wee, Director, Mahesh Thapaliya, Director
and Jianbo Sun, Director.

 Under
the terms of the agreements, Messrs. Tsang is entitled to receive a monthly salary of $2,000, effective from December 13, 2023, plus
one month's additional salary by the end of each year. All of these are payable in the equivalent amount of either in Hong Kong
Dollars or Chinese Renminbi. Any variances are mainly due to fluctuation of currency exchange.

 Director
Compensation

 On
December 11, 2023, we entered into a service contract with each of our directors. Mr. Dong Li Chen, Mr. Lim Kian Wee, Mr. Mahesh Thapaliya
and Mr. Sun Jian Bo. The contract has a term of two years commencing January 1, 2024 and we agree to pay $2,000 per month commencing
January 1, 2024 plus one month's additional payment by the end of each year.

 ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 The
following table sets forth information with respect to beneficial ownership of our common stock as of the date of hereof by:

 Each person who is known
 by us to beneficially own more than 5% our outstanding common stock;

 Each of our director, director
 nominees and named executive officers; and

 All directors and named
 executive officers as a group.

 Beneficial
ownership is determined in accordance with the rules of the SEC and generally requires that such person have voting or investment power
with respect to securities. In computing the number of shares of common stock beneficially owned by a person listed below and the percentage
ownership of such person, common stock underlying options, warrants or convertible securities held by each such person that are exercisable
or convertible within 60 days of the date of this prospectus are deemed outstanding but are not deemed outstanding for computing the
percentage ownership of any other person. Except as otherwise indicated in the footnotes to this table, or as required by applicable
community property laws, all persons listed have sole voting and investment power for all common stock shown as beneficially owned by
them. Unless otherwise indicated in the footnotes, the address for each principal shareholder is in the care of our Company at No. Room
519, 05/f Block T3, Qianhai Premier Finance Centre Unit 2, Guiwan Area, Nanshan District, Shenzhen, People's Republic of China.
As of the date hereof, we have approximately 2,700 shareholders of record.

 Executive
 Officers and Directors

 Amount
 of Beneficial Ownership of Common Stock (1)

 Percentage
 Ownership of Common Stock (2)

 Directors
 and Named Executive Officers:

 Liu Wei Hong

 —

 —

 Ken Tsang

 —

 —

 Ding Nan

 —

 —

 Dong Li Chen

 —

 —

 Lim Kian Wee

 —

 —

 Mahesh Thapaliya

 —

 —

 Sun Jian Bo

 —

 —

 All executive
 officers and directors as a group (7 persons)

 —

 5% or Greater
 Shareholders

 Blue Rose Worldwide
 Limited

 231,164

 8.81
 %

 Perfect Linkage Group Limited

 231,164

 8.81
 %

 Golden Genius Development
 Limited

 245,012

 9.33
 %

 Fubao Group Limited

 245,011

 9.33
 %

 Huang Xiu Mei

 256,849

 9.78
 %

 *Less
than 1%.

 (1)

 Beneficial ownership is
 determined in accordance with the rules of the SEC and includes voting or investment power with respect to the common stock. All
 shares represent only common stock held by shareholders as no options are issued or outstanding.

 (2)

 Calculation based on 2,625,130 shares of common
 stock issued and outstanding as of the date of this report.

 ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 RELATED
PARTY TRANSACTIONS

 Transactions
with Related Persons

 No
director, executive officer, shareholder holding at least 5% of shares of our common stock, or any family member thereof, had any material
interest, direct or indirect, in any transaction, or proposed transaction during the last two fiscal years in which the amount involved
in the transaction exceeded or exceeds the lesser of $120,000 or one percent of the average of our total assets at year-end for the last
two completed fiscal years.

 ITEM
14. PRINCIPAL ACCOUNTING FEES AND SERVICES

 As
reported on our Form 8-K filed April 4, 2024, we had a change of auditor from Grant Assentsure PAC to JWF Assurance for the fiscal
year ended December 31, 2023.

 The
Audit Committee has ratified JWF Assurance, Independent Registered Public Accounting Firm, to audit our books, records and accounting
for the year ended December 31, 2023. The Audit Committee in its discretion may select a

 different
registered public accounting firm at any time during the year if it determines that such a change will be in the best interests of us
and our shareholders.

 The
aggregate fees billed for professional services rendered by the principal accountant for the audit of our annual financial statements
and review of the financial statements included in our quarterly reports on Form 10-Q and services that are normally provided by the
principal accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:

 Year

 Audit
 Fees

 Audit
 Related
 Fees

 Tax
 Fees

 All
 Other
 Fees

 Total
 Fees

 2022

 $
 235,000

 $
 43,500

 $
 12,000

 $

 $
 290,500

 2023

 $
 150,000

 $
 57,500

 $
 12,000

 $
 1,430,000

 $
 1,649,500

 Audit
Fees: The aggregate fees billed for professional services rendered by the principal accountant for the audit of our annual financial
statements and review of financial statements included in our Form 10-K and other services that are normally provided by the principal
accountant in connection with statutory and regulatory filings or engagements for those fiscal years.

 Audit-Related Fees: The
aggregate fees billed for assurance and related services rendered by the former principal accountant that are reasonably related to the
performance of the audit or review of our financial statements and are not reported under the previous item, Audit Fees.

 Tax
Fees: The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant
for tax compliance, tax advice and tax planning.

 All
Other Fees: The aggregate fees billed for legal fee and services provided by the lawyers and other parties other than those disclosed
above.

 PART
IV

 ITEM
15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

 The
following documents are filed as part of this annual report:

 (1)

 Financial Statements

 •

 Balance Sheets at December 31, 2023 and 2022

 •

 Statements of Operations for the year ended December 31, 2023 and 2022

 •

 Statements of Stockholders' Equity for the year ended December 31, 2023 and 2022

 •

 Statements of Cash Flows for the year ended December 31, 2023 and 2022

 •

 Notes
 to the Consolidated Financial Statements

 (2)

 Financial Statement
 Schedules

 All schedules are omitted
 because they are not applicable, or not required, or because the required information is included in the financial statements or
 notes thereto.

 (3)

 Exhibits

 Exhibit
 No.

 Description

 3.1

 Amended
 and Restated Articles of Incorporation (Incorporated herein by reference to WeTrade Group Inc's Current Report on Form 8-K
 filed with the SEC on April 3, 2024)

 10.1

 Employment
 Agreement between Wetrade Group Inc. and Ken Tsang, dated December 13, 2023 (Incorporated herein by reference to WeTrade Group Inc's
 Current Report on Form 8- K filed with the SEC on December 13, 2023)

 10.2

 Contract by and between the Registrant and Dong Li Chen (Incorporated herein by reference to WeTrade Group Inc's Current Report
 on Form 8- K filed with the SEC on December 11, 2023)

 10.3

 Contract by and between the Registrant and Lim Kian Wee (Incorporated herein by reference to WeTrade Group Inc's Current Report
 on Form 8- K filed with the SEC on December 11, 2023)

 10.4

 Contract by and between the Registrant and Mahesh Thapaliya (Incorporated herein by reference to WeTrade Group Inc's Current
 Report on Form 8- K filed with the SEC on December 11, 2023)

 10.5

 Contract by and between the Registrant and Sun Jian Bo (Incorporated herein by reference to WeTrade Group Inc's Current Report
 on Form 8- K filed with the SEC on December 11, 2023)

 10.6

 Shares
 Purchase Agreement between the Company and Future Dao Group Holding Limited (Incorporated herein by reference to WeTrade Group Inc's
 Current Report on Form 8-K filed with the SEC on March 1, 2024)

 10.7

 Sales
 and Purchase Agreement between the Company and unaffiliated buyer Incorporated herein by reference to WeTrade Group Inc's Current
 Report on Form 8-K filed with the SEC on September 27, 2023)

 21.1*

 List of Subsidiaries

 31.1*

 Certification of Principal
 Executive Officer filed pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley
 Act of 2002

 31.2*

 Certification of Principal
 Financial Officer filed pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley
 Act of 2002

 32.1*

 Certification of Principal
 Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 32.2*

 Certification of Principal
 Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 Financial statements of
 of Income; (iii) Statement of Changes in Stockholders' Equity; (iv) the Statement of Cash Flows; and (v) the Notes to the Financial
 Statements ***

 _______________

 *
Filed herein.

 SIGNATURES

to the requirements of Section 13 or 15(d) the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

 Dated: April 15, 2024

 By:

 /s/
 Weihong Liu

 Liu
 Wei Hong

 Chief
 Executive Officer

 (Principal Executive Officer)

to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

 Dated: April 15, 2024

 By:

 /s/
 Ken Tsang

 Ken
 Tsang

 Chief
 Financial Officer,

 (Principal
 financial officer and principal accounting officer)

 FINANCIAL STATEMENTS

 Consolidated Balance Sheets at December 31, 2023 and 2022

 Consolidated Statements of Income Statement for the years ended December 31,2023 and 2022

 Consolidated Statements of Equity Statement for the years ended December 31, 2023 and 2022

 Consolidated Statements of Cash Flows for the years ended December 31, 2023 and 2022

 Notes to the Consolidated Financial Statements

 CONSOLIDATED
BALANCE SHEETS

 (All
 amounts shown in U.S. Dollars)

 As
 of

 31,
 2023

 As
 of

 31,
 2022

 (Unaudited)

 ASSETS

 Current
 Assets:

 Cash
 and cash equivalents

 $

 $

 assets

 —

 receivable- non related parties, net

 1,133,117

 —

 Other
 receivables- related parties

 5,805,500

 5,805,500

 Prepayments

 12,125,500

 Assets
 related to discontinued operation

 —

 41,138,333

 Total
 Current Assets

 54,939,405

 47,016,759

 Total
 Assets:

 $
 54,939,405

 $
 47,016,759

 LIABILITIES
 AND STOCKHOLDERS' EQUITY

 Current
 Liabilities:

 $

 $
 —

 Tax

 —

 Amount
 due to related parties

 1,681,098

 1,220,366

 Other

 1,430,000

 Liabilities
 related to discontinued operation

 —

 3,545,900

 Total
 Current Liabilities

 4,038,084

 4,816,266

 Total
 Liabilities

 4,038,084

 4,816,266

 Stockholders'
 Equity:

 Common
 Stock; no par value; 2,625,130 issued and outstanding at December 31, 2023 and 1,054,365 issued and outstanding at December
 31, 2022*

 —

 —

 Additional
 Paid in Capital

 56,348,650

 43,732,196

 Accumulated
 other comprehensive loss

 (8
)

 (310,576
)

 Accumulated
 deficits

 (5,447,321
)

 (1,221,127
)

 Total
 Stockholders' Equity

 50,901,321

 42,200,493

 Total
 Liabilities and Stockholders' Equity

 $
 54,939,405

 $
 47,016,759

 *Share
and per share amounts have been adjusted to reflect the decreased number of shares resulting from a reverse split of shares.

 The
accompanying notes are an integral part of these financial statements.

Statements of Operations and Comprehensive Loss

 For
 the year
 ended

 31,
 2023

 For
 the year
 ended
 31,
 2022

 Revenue:

 (Unaudited)

 revenue

 $
 2,633,308

 $
 —

 Cost of

 (1,198,033
)

 —

 Gross
 Profit

 1,435,275

 —

 Expenses:

 General
 and Administrative

 (3,478,482
)

)

 Loss
 from operations

 (2,043,207
)

)

 Other
 expenses

 (1,130,153
)

 —

 Loss before
 income tax

)

)

 tax expenses

 —

 —

 Net
 loss from continuing operation

 $
)

 $
)

 Discontinued
 operations:

 Gain from
 discontinued operation

 66,547

 —

 Loss from
 discontinued operation

)

)

 Comprehensive
 income

 Net loss

 (4,226,193
)

 (9,159,415
)

 Foreign currency translation adjustment

 (8
)

 —

 Total
 comprehensive loss

 (4,226,201
)

 (9,159,415
)

 Loss
 per share - basic and diluted

 $
 (0.04
)

 $
 (0.04
)

 Weighted
 average number of shares outstanding*; Basic and Diluted

 86,558,753

 223,259,181

 *Share
and per share amounts have been retroactively adjusted to reflect the decreased number of shares resulting from a share cancellation
and issuance of new shares.

 The
accompanying notes are an integral part of these financial statements.

Statements of Changes in Stockholders' Equity

 Common Share

 Shares*

 Amount

 Additional Paid in Capital Amount

 Retained Earnings
/(Accumulated Deficits)

 Accumulated Other comprehensive income

 Total Shareholder Equity

 Balance as of December 31, 2021

 305,451,498

 $
 —

 $
 6,197,520

 $
 7,938,288

 $
 898,497

 $
 15,034,305

 Share cancellation

 (120,418,995
)

 —

 —

 —

 —

 —

 Sale of common shares, net of fees

 10,000,000

 —

 37,057,176

 —

 —

 37,057,176

 Stock compensation

 25,000

 —

 477,500

 —

 —

 477,500

 Foreign currency translation adjustment

 —

 —

 —

 —

 (1,209,073
)

 (1,209,073
)

 Loss from discontinued operation

 —

 —

 —

)

 —

)

 Net loss for the year

 —

 —

 —

)

 —

)

 Balance as of December 31, 2022

 195,057,503

 $
 —

 $
 43,732,196

 $
 (1,221,127
)

 $
 (310,576
)

 $
 42,200,493

 Reverse stock split

 (194,002,973
)

 —

 —

 —

 —

 —

 Sale of common shares, net of fees

 1,570,600

 —

 12,616,454

 —

 —

 12,616,454

 Foreign currency translation adjustment

 —

 —

 —

 —

 310,568

 310,568

 Gain from discontinued operation

 —

 —

 —

 66,547

 —

 66,547

 Loss from discontinued operation

 —

 —

 —

)

 —

)

 Net loss for the year

 —

 —

 —

)

 —

)

 Balance as of December 31, 2023

 2,625,130

 $
 —

 $
 56,348,650

 $
 (5,447,321
)

 $
 (8
)

 $
 50,901,321

 *Share
and per share amounts have been adjusted to reflect the decreased number of shares resulting from a share cancellation and new share
issuances.

 The
accompanying notes are an integral part of these financial statements.

 CONSOLIDATED
STATEMENTS OF CASH FLOWS

 For
 the year ended December
 31,
 2023

 For
 the year ended December
 31,
 2022

 (Unaudited)

 Cash Flows
 from Operating Activities:

 Net
 loss

 $
 (3,173,361
)

 $
)

 Gain from
 discontinued operation

 66,547

 —

 Loss from
 discontinued operation

)

)

 Gain on
 fair value of digital assets

 (10,216,901
)

 —

 Changes
 in Operating Assets and Liabilities:

 receivables

 (1,133,116
)

 —

 Prepaid
 expenses

 (12,075,500
)

 (50,000
)

 payable

 —

 Accrued
 expenses

 —

 (39,832
)

 Tax payables

 —

 Other

 1,380,000

 Assets
 related to discontinued operation

 33,473,940

 (26,655,103
)

 Liabilities
 related to discontinued operation

 —

 (2,350,994
)

 Net
 cash flows provided by/ (used in) operating activities:

 8,129,215

 (38,205,344
)

 Cash flow
 from Investing activity:

 assets

 (24,990,000
)

 —

 Net
 cash flow used in investing activity:

 (24,990,000
)

 —

 Cash flow
 from financing activities:

 Proceeds
 from issuance of common stock

 12,616,454

 39,345,676

 Proceed
 from disposal of subsidiaries

 4,500,000

 —

 Related
 party loan

 389,800

 584,365

 Net
 cash provided by financing activities:

 17,506,254

 39,930,041

 Effect
 of exchange rate changes on cash

 (8
)

 (2,318,364
)

 Change
 in Cash and Cash Equivalents:

 645,469

 (593,667
)

 Cash
 and Cash Equivalents, Beginning of Year

 616,593

 Cash
 and Cash Equivalents, End of Year

 $

 $

 Supplemental
 Cash Flow Information:

 Cash paid
 for interest

 $
 —

 $
 —

 Cash paid
 for taxes

 $
 —

 $
 —

 The
accompanying notes are an integral part of these financial statements.

 (Formerly
known as WeTrade Group Inc)

 Notes
to Consolidated Financial Statements

31, 2023

 NOTE
1. NATURE OF BUSINESS

 NEXT TECHNOLOGY HOLDING INC (Formerly known as "WeTrade Group, Inc") (the "Company") was incorporated in the State of
Wyoming on March 28, 2019. As of December 31, 2023, the Company pursue two corporate strategies. One business strategy is to continue
providing software development services, and the other strategy is to acquire and hold bitcoin.

development

 We
provide AI-enabled software development services to our customers, which included developing, designing, and implementing various SAAS
software solutions for businesses of all types, including industrial and other businesses.

Acquisition Strategy

 Our
bitcoin acquisition strategy generally involves acquiring bitcoin with our liquid assets that exceed working capital requirements, and
from time to time, subject to market conditions, issuing debt or equity securities or engaging in other capital raising transactions
with the objective of using the proceeds to purchase bitcoin.

 We
view our bitcoin holdings as long-term holdings and expect to continue to accumulate bitcoin. We have not set any specific target for
the amount of bitcoin we seek to hold, and we will continue to monitor market conditions in determining whether to engage in additional
financings to purchase additional bitcoin.

 This
overall strategy also contemplates that we may (i) periodically sell bitcoin for general corporate purposes, including to generate cash
for treasury management or in connection with strategies that generate tax benefits in accordance with applicable law, (ii) enter into
additional capital raising transactions that are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies
to create income streams or otherwise generate funds using our bitcoin holdings.

 We
believe that, due to its limited supply, bitcoin offers the opportunity for appreciation in value if its adoption increases and has the
potential to serve as a hedge against inflation in the long-term.

 The
following table presents a roll-forward of our bitcoin holdings, including additional information related to our bitcoin purchases, and
digital asset impairment losses during the period:

 Schedule of digital asset impairment losses

 asset original cost basis

 asset gain / (losses)

 asset market value

 Approximate
 number of Bitcoin held

 Balance at December 31, 2022

 —

 —

 —

 —

 Digital asset
 purchase

 —

 asset gain/ (loss)

 —

 —

 —

 Balance
 at December 31, 2023

 NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Recently
Issued and Adopted Financial Accounting Standards

 Leases

In
February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02,
Leases (Topic 842) ("ASU 2016-02"), which requires lessees to recognize lease assets and lease liabilities on the balance
sheet for those leases classified as operating leases under current U.S. GAAP. ASU 2016-02 requires a lessee to recognize a lease liability
and a right-of-use asset for each lease with a term longer than twelve months. The new guidance also requires additional qualitative
and quantitative disclosures related to the nature, timing and uncertainty of cash flows arising from leases. The Company adopted the
new standard effective January 1, 2022, using a modified retrospective approach and electing to use the package of practical expedients
permitted under the transition guidance, which allows for the carry forward of historical lease classification for existing leases on
the adoption date and does not require the assessment of existing lease contracts to determine whether the contracts contain a lease
or initial direct costs. Prior periods were not retrospectively adjusted.

 The
Company did not have any finance lease liabilities as of the adoption date. There was no cumulative effect adjustment to the opening
balance of accumulated deficit as of January 1, 2022. Adoption of this new guidance did not have a material impact on the consolidated
statements of operations or cash flows.

 Accounting
Standards Effective in Future Periods

 Financial
Instruments—Credit Losses

In
June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial
Instruments ("ASU 2016-03")." The amendments in this update introduce a new standard to replace the incurred loss impairment
methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range
of reasonable and supportable information to inform credit loss estimates. Subsequent to the initial standards, the FASB has also issued
several ASUs to clarify specific topics. ASU 2016-13 is effective for the Company's fiscal year beginning January 1, 2023. The
Company does not expect the implementation of ASU 2016-13 to have a material impact on consolidated financial statements.

 Basis
of Presentation

 The
consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States
of America ("GAAP"). The consolidated financial statements include the financial statements of the Company and its subsidiaries.
All significant inter-company transactions and balances have been eliminated on consolidation.

 Consolidation

 The
Company's consolidated financial statements include the financial statements of the Group and subsidiaries. All transactions and
balances among the Group and its subsidiaries have been eliminated upon consolidation.

 Use
of Estimates and Assumptions

 The
preparation of financial statements in conformity with US GAAP requires management to make judgement estimates and assumptions that
affect the amounts reported in the consolidated financial statements and accompanying notes. Management believes that the estimates used
in preparing the financial statements are reasonable and prudent; however, actual results could differ from these estimates. Significant
accounting estimates include the allowance for doubtful accounts, useful lives of intangible asset, valuation of deferred tax assets,
and certain accrued liabilities such as contingent liabilities.

 Fair
Value Measurements

 The
Company follows guidance for accounting for fair value measurements of financial assets and financial liabilities and for fair value
measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally,
the Company adopted guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value
in the financial statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation
techniques used to measure fair value.

 The
hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements)
and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair
value hierarchy are as follows:

 Level
1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access
at the measurement date.

 Level
2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
or indirectly.

 Level
3 inputs are unobservable inputs for the asset or liability. The carrying amounts of financial assets such as cash approximate their
fair values because of the short maturity of these instruments.

 Concentrations
of Credit Risk, Significant Customers

 The
Company's financial instruments that are exposed to concentrations of credit risk consist primarily of accounts receivable. The
Company does not require collateral for accounts receivables. The Company maintains an allowance for its doubtful accounts receivable
due to estimated credit losses. The Company does not record the allowance against bad debt expense through the consolidated statements
of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Receivables are written
off and charged against the recorded allowance when the Company has exhausted collection efforts without success. As of December 31,
2023 and 2022, accounts receivable from customers amounted to $ 1,133,116 and $ nil respectively.

Recognition

 The
Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts. ASC 606 creates a five-step
model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts
or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction
price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance
obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect
the consideration it is entitled to in exchange for the services it transfers to its clients.

 Cash
and Cash Equivalents

 The
Company considers all highly liquid debt instruments purchased with a maturity period of three months or less to be cash or cash equivalents.
The carrying amounts reported in the accompanying consolidated balance sheets for cash and cash equivalents approximate their fair value.
All of the Company's cash that is held in bank accounts in Hong Kong and PRC are not protected by Federal Deposit Insurance Corporation
("FDIC") insurance.

 Foreign
Currency

 The
accompanying consolidated financial statements are presented in US$. The functional currency of the Company is US$, and the functional
currency of the Company's subsidiaries is RMB. The consolidated financial statements are translated into US$ from RMB at year-end
exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at
their historical exchange rates when the capital transactions occurred. The resulting translation adjustments are recorded as a component
of shareholders' equity included in other comprehensive income. Gains and losses from foreign currency transactions are included
in profit or loss. There were no gains and losses from foreign currency transactions from the inception to December 31, 2023.

 Schedule of exchange rate

 Year
 ended

31,

 2022

 2022

 RMB:
 US$ exchange rate

 7.08

 6.9

 The
balance sheet amounts, with the exception of equity, December 31, 2023 and December 31, 2022 were translated at 7.09 RMB and 6.9 RMB
to $ 1.00, respectively. The equity accounts were stated at their historical rates. The average translation rates applied to statements
of operations and comprehensive income (loss) accounts for the year ended December 31, 2023 and year ended December 31, 2022 were 7.08
RMB and 6.75 RMB to $ 1.00, respectively. Cash flows were also translated at average translation rates for the year and, therefore, amounts
reported on the statement of cash flows would not necessarily agree with changes in the corresponding balances on the consolidated balance
sheet.

Development Costs

 We
apply ASC 985-20, Software—Costs of Software to Be Sold, Leased, or Marketed, in analyzing our software development costs. ASC
985-20 requires the capitalization of certain software development costs subsequent to the establishment of technological feasibility
for a software product in development. Research and development costs associated with establishing technological feasibility are expensed
as incurred. Based on our software development process, technological feasibility is established upon the completion of a working model.
In addition, we apply this to our review of development projects related to software used exclusively for our SaaS subscription offerings.
In these reviews, all costs incurred during the preliminary project stages are expensed as incurred. Once the projects have been committed
to and it is probable that the projects will meet functional requirements, costs are capitalized.

 Leases

 The
Company adopted Accounting Standards Update No. 2016-02, Leases (Topic 842) (ASU 2016-02), and generally requires lessees to recognize
operating and financing lease liabilities and corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures
surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements.

leases are included in operating lease right-of-use ("ROU") assets and short-term and long-term lease liabilities in our
consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities
in our 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. As most of the leases do not provide an implicit rate, we use the industry
incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.
We use the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes
lease incentives. The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise
that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.

 ASU
2016-02 requires that public companies use a secured incremental browning rate for the present value of lease payments when the rate
implicit in the contract is not readily determinable. We determine a secured rate on a quarterly basis and update the weighted average
discount rate accordingly.

Tax

taxes are determined in accordance with the provisions of ASC Topic 740, "Income Taxes" ("ASC Topic 740"). Under
this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities
are measured using enacted income tax rates expected to apply to taxable income in the periods in which those temporary differences are
expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income
in the period that includes the enactment date.

 ASC
740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements
uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the
financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax
positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50 % likelihood of
being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

 The
Company has a subsidiary in Hong Kong and PRC. The Company is subject to tax in Hong Kong and PRC jurisdictions. As a result of its future
business activities, the Company will be required to file tax returns that are subject to examination by the Inland Revenue Authority
of Hong Kong and Tax Department of PRC.

 Capital
Structure

 The
Company currently has unlimited authorized shares of $ 0.00 par value common stock, with 2,625,130 shares issued and outstanding as of
December 31, 2023.

 Loss Per
Share

 Basic
net income per share of common stock attributable to common stockholders is calculated by dividing net income attributable to common
stockholders by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which are based
on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants, options, or convertible debt using
the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income per share of common
stock attributable to common stockholders when their effect is dilutive.

 Potential
dilutive securities are excluded from the calculation of diluted EPS in loss periods as their effect would be anti-dilutive.

 As
of December 31, 2023 and 2022, there were no potentially dilutive shares.

 Schedule of potentially diluted shares

 2023

 2022

 Statement
 of Operations Summary Information:

 Net
 loss

 $
)

 $

 Weighted-average
 common shares outstanding - basic and diluted

 86,558,753

 223,259,181

 Net
 loss per share, basic and diluted

 $
 (0.04
)

 $
 (0.04
)

 NOTE
3. REVENUE

 The
Company is in the business of providing AI-enabled software development services for industrial and other customers.

 As
of December 31, 2023 and 2022, we generated revenue from software development services amounting to $ 2,633,308 as follow:

of revenue

 2023

 2022

 US$

 US$

 AI
 Software development and industrial SAAS business

 $
 2,633,308

 $
 —

 Total:

 $
 2,633,308

 $
 —

 NOTE
4 – CASH AND CASH EQUIVALENTS

 As
of December 31, 2023 and 2022, the Company held cash in bank amounting to $ 668,387 which consists of the following:

of held cash in bank in the amount

 31,
 2023

 31,
 2022

 Bank
 Deposits-USA

 $
 —

 $

 Bank
 Deposits- Outside USA

 —

 $

 $

 NOTE
5 – DIGITAL ASSETS

 As
of December 31, 2023, digital assets holdings are as follow:

 Schedule of digital assets holdings

 31,
 2023

 2022

 Opening
 balance

 $
 —

 $
 —

 Purchase
 of BTC

 —

 Fair
 value gain on digital assets

 —

 Ending
 balance

 $

 $
 —

 As
of December 31, 2023, the Company has purchase approximately 833 BTC at the total cost of $ 24,990,000. For the year ended December 31,
2023, the Company recognized unrealized gain of $ 10,216,901 on digital assets.

assets are available for sales and there is no term of maturity, it will be held for less than one year and can be sold at any time.

 NOTE
6 – ACCOUNT RECEIVABLES, NET

 As
of December 31, 2023 and 2022, account receivables are related to the services fee receivables from customers as follow:

of account receivable

 31,
 2023

 31,
 2022

 Receivables

 $
 1,133,117

 $
 —

 $
 1,133,117

 $
 —

 The
Company does not require collateral for accounts receivable. The Company maintains an allowance for its doubtful accounts receivable
due to estimated credit losses. The Company records the allowance against bad debt expense through the consolidated statements of operations,
included in general and administrative expense, up to the amount of revenues recognized to date. Receivables are written off and charged
against the recorded allowance when the Company has exhausted collection efforts without success.

 NOTE
7 – PREPAYMENTS

 As
of December 31, 2023 and 2022, prepayments consist of the following:

of prepayments

 31,
 2023

 31,
 2022

 assets

 $
 12,125,500

 $
 —

 Others

 —

 $
 12,125,500

 $

 As
of December 31, 2023, there are prepayment of approximately $ 12,125,500 for the 40 % prepayment of 1000 BTC, which is expected to be delivered
by May 2024 with the lock up price of $ 30,000 per BTC.

 NOTE
8 – ACCOUNT PAYABLES, NET

 As
of December 31, 2023 and 2022, account payables are related to the software services fee payables to suppliers as follow:

 Schedule accounts payables ne t

 31,
 2023

 31,
 2022

 $

 $
 —

 $

 $
 —

 NOTE
9 – AMOUNT DUE TO RELATED PARTIES

 Schedule of related parties

 As
 of
 31,
 2023

 As
 of
 31,
 2022

 Related
 parties payable

 $
 282,535

 $
 377,464

 Amount
 due to shareholders

 594,563

 72,902

 Director
 fee payable

 804,000

 770,000

 $
 1,681,098

 $
 1,220,366

 The
related party balance of $ 282,535 represented advances from former shareholders for Company's daily operation.

 As
of December 31, 2023, the amount due to shareholders of $ 594,563 represented advances and professional expenses paid on behalf by Shareholders,
which consist of audit fees, lawyers' fee and other professional expenses.

 As
of December 31, 2023, the director fee payable of $ 804,000 represented the accrual of director fees from the appointment date to September
30, 2023.

 The
amount due to related parties are interest free, no collateral and have no fixed of repayment period.

 NOTE
10 – OTHER PAYABLES

 As
of December 31, 2023, other payables consists of unpaid professional fee as follow:

 Schedule of Other Payables

 31,
 2023

 2022

 Professional
 fees

 $
 1,430,000

 $
 —

 The
professional balance of $ 1,430,000 are included outstanding legal fees in relation to shareholders' litigation, BTC consultant
fee and listing compliance fee owing to professional parties.

 NOTE
11 – DISCONTINUED OPERATIONS

 On
September 29, 2023, the Company's Board of Directors passed a resolution to dissolve the operation of WeTrade Information System
Limited and its wholly owned subsidiaries, resulting in a loss from discontinued operation of $ 1,124,675. The consideration of disposal
of subsidiaries are based on its net asset value ("NAV") and due to deteriorate of SAAS business and high turnover rate of
account receivables in PRC operation. Loss from discontinued operations for the year ended December 31, 2023 and 2022 was as follows:

of discontinued operations

 For
 the year
 ended
 2023

 For
 the year
 ended
 2022

 Revenue:

 revenue

 $
 593,808

 $
 11,671,335

 Cost
 of revenue

 (989,206
)

 (9,695,290
)

 Gross
 (loss)/profit

 (395,398
)

 1,976,045

 expenses:

 General
 and Administrative

 11,992,745

 5,061,329

 Operations
 Loss

 (12,388,143
)

 (3,085,284
)

 Other
 revenue

 11,300,496

 636,934

 Loss
 from discontinued operations before income tax

 (1,087,647
)

 (2,448,350
)

 tax (expense)/income

 (31,733
)

 82,653

 Loss from
 discontinued operation after tax

)

)

 Loss
 from discontinued operation

 $
)

 $
)

 The
major components of assets and liabilities related to discontinued operations are summarized below:

 Schedule of assets and liabilities related to discontinued operations

 31,
 2023

 2022

 ASSETS

 Current
 assets:

 Cash
 and cash equivalents

 $
 1,504

 $
 20,002,569

 Accounts
 receivables

 —

 7,377,801

 Loan
 receivables

 7,246,164

 1,614,840

 Prepayments

 3,394,583

 10,331,466

 Property
 and equipment, net

 736,995

 992,444

 Intangible
 asset

 18,365

 23,188

 Other
 receivables

 1,256,137

 291,040

 Total
 assets related to discontinued operations

 12,653,748

 40,633,348

 $
 212,173

 $
 281,136

 Other

 8,501,850

 3,264,764

 Total
 liabilities related to discontinued operations

 $
 8,714,023

 $
 3,545,900

 NOTE
12 – EQUITY

 The
Company has an unlimited number of ordinary shares authorized, and has issued 195,057,503 shares with no par value as of December 31,
2022.

 On
March 29, 2019, the Company has issued 100,000,000 shares with no par value to thirty-three founders. On September 3, 2019, the Company
has issued a total 74,000 shares at $ 3 each to 5 non-US shareholders. The total outstanding shares has increased to 100,074,000 shares
as of December 31, 2019.

 In
February 2020, there are 1,666,666 shares were issued at $ 3 per share to 2 new shareholders. On July 10, 2020, the Company issued another
 26,000 shares at $ 3 per share to 2 new shareholders and the total outstanding shares has increased to 101,766,666 shares.

 On
September 15, 2020, the Wyoming Secretary of State approved the Company's certificate of amendment to amend its Articles of Incorporation
to effect 3 for 1 forward stock split. The total issued and outstanding shares of the Company's common stock has been increased
from 101,766,666 to 305,299,998 shares, with the par value unchanged at zero.

 On
September 21, 2020, there are 151,500 shares issued at $ 5 per share to 303 new shareholders, the Company's common stock issued
has been increased to 305,451,498 shares as of December 31, 2020.

 On
April 13, 2022, the Company and 15 Shareholders entered into that certain Share Exchange Agreement (the "Share Exchange Agreement"),
pursuant to which Company and the 15 Shareholders have cancelled 120,418,995 shares of Common Stock ("Cancellation Shares").
Upon completion of the transaction, the outstanding shares of the Company's Common Stock has been decreased from 305,451,498 shares
to 185,032,503 shares as of June 30, 2022.

 On
July 21, 2022, the Company has uplisted its common stock to the Nasdaq Capital Market, and the closing of its public offering of 10,000,000
shares of common stock with the gross proceeds of $ 40,000,000 and net proceeds of $ 37,057,176 after deducting the total offering cost
of $ 2,942,824. The shares were priced at $ 4.00 per share, and the offering was conducted on a firm commitment basis. The shares continue
to trade under the stock symbol "WETG." The Company's total issued and outstanding common stock has been increased
to 195,032,503 shares after the offering.

 On
July 22, 2022, the Company issued 25,000 shares of common stock to certain service providers for services in connection with the public
offering, the fair value of the share was $ 477,500. The Company's total issued and outstanding common stock has been increased
to 195,057,503 shares as of December 31, 2022.

 On
June 9, 2023, the Wyoming Secretary of State approved the Company's certificate of amendment to amend its Articles of Incorporation
to effect 1 for 185 reverse stock split ("Reverse Stock Split"). The total issued and outstanding shares of the Company's
common stock decreased from 195,057,503 to 1,054,530 shares, with the par value unchanged at zero.

 In
September, 2023, there are 1,570,600 shares issued with the total amount of $ 12,616,454, the Company's common stock issued has
been increased to 2,625,130 shares as of September 30, 2023.

 NOTE
13 – INCOME TAXES

 The
Company is subject to U.S. Federal tax laws. The Company has not recognized an income tax benefit for its operating losses in the United
States because the Company does not expect to commence active operations in the United States.

 The
Company is currently conducting its major operations in the Hong Kong and PRC through its subsidiaries, which are subject to tax
from 15 % to 25 %.

 NOTE 14 – SUBSEQUENT EVENT

 Acquisition
of Company

 On
March 1,2024, the Company entered into that the share purchase agreement (the "Purchase Agreement") with certain existing
shareholders (the "Sellers") of Future Dao Group Holding Limited, an exempted company incorporated and existing under the
laws of the Cayman Islands(the "Target"),pursuant to which the Company agrees to purchase from the Sellers indirectly through
Next Investment Group Limited,a wholly-owned subsidiary of the Company ("Next Investment"), and the Sellers agree to sell
to Next Investment, an aggregate of 2,000 ordinary shares (the "Purchased Shares") of the Target (the "Transaction")
at a per share purchase price of $ 6,698 per share for an aggregate purchase price of $ 13,396,000 (the "Purchase Price").Pursuant
to the Purchase Agreement, at the closing of the Transaction, the Company will pay the Purchase Price by issuing to the Sellers an aggregate
of 3,940,000 shares of common stock of the Company (the "Next Technology Common Stock") based on an agreed-upon valuation
of $ 3.4 per share (the "Per Share Price"). The Per Share Price is above $ 3.19, which is the average price per share of the
shares of common stock of the Company traded on Nasdaq Capital Market in the five trading days prior to the signing date of the Purchase
Agreement. Pursuant to the Purchase Agreement, each Seller will receive its portion of the Company's Common Stock proportionate
to the number of the Purchased Shares to be sold by such Seller to Next Investment under the Purchase Agreement, the transaction is expected
to complete in end of April 2024.

 Change
of Company name

 Effective
April 2, 2024, Wetrade Group Inc. (the "Company") changed its name to Next Technology Holding Inc. The name change was made
pursuant to the Wyoming Business Corporations Act, and an amendment to Article I of the Company's Amended and Restated Articles
of Incorporation was filed with the Wyoming Secretary of State on March 18, 2024 (Amendment ID: 2024-004669585).

 Our
common stock will continue to trade on the NASDAQ Stock Market under the ticker symbol NXTT. Outstanding stock certificates
for shares of the company are not affected by the name change. They continue to be valid and need not be exchanged.