Alset AI Ventures Inc.: Amended and Restated Interim Management Discussion and Analysis

Alset AI Ventures Inc. (TSXV:GPUS)(OTC:ALSCF)(FSE:1R60, WKN:A3ESVQ) ("Alset AI" or the "Company"), an artificial intelligence (AI) venture company advancing innovation through strategic investment and cloud computing solutions, has announced the filing of an amended and restated interim management's discussion and analysis (MD&A) for the six months ended March 31, 2024. The Company has taken this step following a continuous disclosure review by the British Columbia Securities Commission. The amended MD&A provides enhanced disclosures and addresses the findings of the review.

The amended and restated MD&A includes several key changes and additions to provide a more comprehensive understanding of the Company's financial performance, business operations, and future prospects. Some of the notable changes include:

1. Factors that have caused period-to-period variations for the annual period ended September 30, 2023: The Company provides an explanation for the changes in its financial performance between the two periods, helping investors understand the underlying trends and factors driving its results.
2. A comparison in tabular form of disclosure previously made about the Company's intended use of proceeds (other than working capital) from financings, including an explanation of variations, if any, on the Company's ability to achieve its business objectives and milestones: This change helps investors understand how the Company has used the proceeds from financings and whether it has met its intended goals.
3. Discussion of the Company's business and its significant investments: The Company offers more detail on its business operations and the investments it has made, providing valuable insights into its strategic direction and growth prospects.
4. Further discussion about the Company's debt settlements: The Company provides additional information on its debt settlement agreements and their impact on its financial position, helping investors assess the Company's liquidity and financial health.
5. Discussion of significant consulting and management fees, investor relations expenses and professional fees and the business activities related to these expenses: The Company clarifies its spending on consulting, management, and professional fees, as well as investor relations expenses, offering a better understanding of its cost structure and strategic priorities.
6. Factors that have caused variations over the eight (8) quarters necessary to understand general trends that have developed: The Company helps investors identify trends in its financial performance over time, enabling them to make more informed decisions about the Company's future prospects.
7. Disclosure of expenditures not yet committed but required to maintain the Company's capacity, to meet the Company's planned growth or to fund development activities and sources of financing that the Company has arranged but not yet used: The Company provides information on its future spending plans and financing arrangements, helping investors anticipate its capital requirements and growth trajectory.
8. Disclosure of related persons or entities in connection with the Company's related party transactions and the disclosure of the business purpose in relation thereof: The Company offers more transparency on its related party transactions and their business purposes, allowing investors to better understand the Company's relationships and potential conflicts of interest.
9. Accounting policy note for the Company's investments in Cedarcross International Technologies Inc. and Vertex AI Ventures Inc.: The Company explains the accounting policies used for its investments in these two entities, providing clarity on its financial reporting practices.
10. Forward-looking information, future-oriented financial information and financial outlook pertaining to the revenue and gross margin projects of certain agreements: The Company provides more information on its future financial projections and the agreements that contribute to them, helping investors anticipate the Company's future performance and growth prospects.
11. Additional subsequent events for material transactions occurring since March 31, 2024 to the date of the MD&A: The Company updates investors on any significant events that have occurred since the MD&A was originally prepared, ensuring that they have the most up-to-date information on the Company's activities and developments.
12. Addition of Selected Annual Information: The Company includes additional annual information to provide a more comprehensive picture of its financial performance and historical context for its current results.
13. Expanded description on the changes to the Quarterly Results: The Company offers more detail on the changes made to its quarterly financial results, helping investors understand the reasons behind any significant variances and the Company's response to them.
14. Expanded information and details on significant investments made by the Company: The Company provides more information on its significant investments and their impact on its financial performance, enabling investors to better assess the Company's growth prospects and risk profile.
15. Expanded disclosure and explanations to quarterly financial variances within the Results of Operations for the comparative quarters and periods: The Company helps investors understand the reasons behind the variances in its financial performance between different quarters and periods, providing valuable context for its results and enabling investors to make more informed decisions.
16. Additional disclosure on the use of proceeds of financing: The Company provides more detail on how it has used the proceeds from its financings, helping investors understand the Company's capital allocation decisions and their impact on its financial performance.
17. Additional disclosures on capital resources: The Company offers more information on its capital resources and how they are being utilized, helping investors assess the Company's financial health and liquidity.
18. Expanded disclosures on related party transactions: The Company provides more transparency on its related party transactions and their impact on its financial position, allowing investors to better understand the Company's relationships and potential conflicts of interest.
19. Expanded disclosures on risk factors affecting the company and its significant investments: The Company helps investors better understand the risks associated with its business and its significant investments, enabling them to make more informed decisions about the Company's risk profile and potential impact on its financial performance.

The amended and restated MD&A has been filed under the Company's issuer profile on SEDAR+ at . Additionally, the Company has filed a material change report dated June 18, 2024, in connection with its acquisition of an aggregate of 210,000 common shares in the capital of Cedarcross International Technologies Inc. The material change report has been filed under the Company's issuer profile on SEDAR+ as well.

In conclusion, Alset AI Ventures Inc. has taken steps to enhance the transparency and comprehensiveness of its disclosure by filing an amended and restated interim management's discussion and analysis. The changes made to the MD&A provide valuable insights into the Company's financial performance, business operations, and future prospects, enabling investors to make more informed decisions about the Company's investment potential and growth prospects.