iQSTEL (IQST) risk factors, FY2024 10-K

Risks Relating to Business and Financial Condition

1. 01Because our auditor has issued a going concern opinion regarding our company, there is an increased risk associated with an investment in our company
2. 02Because we have a limited operating history, you may not be able to accurately evaluate our operations
3. 03We will need additional funds to complete further development of our business plan to achieve a sustainable level where ongoing operations can be funded out of revenues. There is no assurance that any additional financing will be available or if available, on terms that will be acceptable to us
4. 04We may be unable to achieve some, all or any of the benefits that we expect to achieve from our plan to expand our operations
5. 05As a growing company, we have yet to achieve a profit and may not achieve a profit in the near future, if at all
6. 06Our operations and performance depend significantly on global and regional economic conditions and adverse economic conditions can adversely affect our business, results of operations and financial condition
7. 07We have some revenue derived from customers outside of the United States, and we may lose revenues and market share due to exchange rate fluctuations and political and economic changes related to foreign business
8. 08We operate a global business that exposes us to currency, economic and regulatory risks
9. 09Our global operations subject us to many different and complex laws and rules, and we may face difficulty in compliance
10. 10The telecommunications industry is characterized by intense price competition, which has resulted in declines in both our average per-minute price realizations and our average per-minute termination costs
11. 11Our products face intense competitive challenges, including rapid technological changes, and pricing pressure from competitors, which could adversely affect our business
12. 12Our operating results may fluctuate, which could have a negative impact on our ability to grow our client base, establish sustainable revenues and succeed overall
13. 13The termination of our carrier agreements or our inability to enter into new carrier agreements in the future could materially and adversely affect our ability to compete, which could reduce our revenues and profits
14. 14Our customers could experience financial difficulties, which could adversely affect our revenues and profitability if we experience difficulties in collecting our receivables
15. 15We may fail to successfully integrate our acquisitions or otherwise be unable to benefit from pursuing acquisitions
16. 16Our inability to operate our telecommunications networks because of the events listed above, even for a limited period, may result in loss of revenue, significant expenses, which could have a material adverse effect on our results of operations and financial condition
17. 17If we are unable to successfully manage growth, our operations could be adversely affected

Risks Related to Legal Uncertainty

1. 18We may be subject to securities litigation, which is expensive and could divert management attention
2. 19We may be subject to tax and regulatory audits which could subject us to liabilities
3. 20Changes in regulations or user concerns regarding privacy and protection of user data, or any failure to comply with such laws, could adversely affect our business
4. 21We may be subject to legal liability associated with providing online services or content
5. 22Security breaches, denial of service attacks, or other hacking and phishing attacks on our systems or other security breaches, including internal security failures, could harm our reputation or subject us to significant liability, and adversely affect our business and financial results
6. 23Provisions in the Nevada Revised Statutes and our Bylaws could make it very difficult for an investor to bring any legal actions against our directors or officers for violations of their fiduciary duties or could require us to pay any amounts incurred by our directors or officers in any such actions
7. 24Nevada law and certain anti-takeover provisions of our corporate documents could entrench our management or delay or prevent a third party from acquiring us or a change in control even if it would benefit our shareholders
8. 25(v) Any other factors relevant to promoting or preserving public or community interests
9. 26As a smaller reporting company and will be exempt from certain disclosure requirements, which could make our Common Stock less attractive to potential investors
10. 27If we fail to maintain an effective system of internal control over financial reporting in the future, we may not be able to accurately report our financial condition, results of operations or cash flows, which may adversely affect investor confidence in us and, as a result, the value of our common shares
11. 28Our disclosure controls and procedures may not prevent or detect all errors or acts of fraud
12. 29Deficiencies in disclosure controls and procedures and internal control over financial reporting could result in a material misstatement in our financial statements

Risks Relating to Our Securities

1. 30We have the right to issue additional common stock and preferred stock without the consent of stockholders which would have the effect of diluting investors’ ownership and could decrease the value of their investment
2. 31We have additional authorized, but unissued shares of our common stock that may be issued by us for any purpose without the consent or vote of our stockholders that would dilute stockholders’ percentage ownership of our company
3. 32We do not expect to pay dividends in the foreseeable future. Any return on investment may be limited to the value of our common stock

Risks Related to the Market for our Securities

1. 33If a market for our common stock does not develop, stockholders may be unable to sell their shares
2. 34The market price of our common stock is likely to be highly volatile and could fluctuate widely in price in response to various factors, many of which are beyond our control
3. 35Because we are subject to the “Penny Stock” rules, the level of trading activity in our stock may be reduced
4. 36We will likely conduct further offerings of our equity securities in the future, in which case your proportionate interest may become diluted
5. 37If securities or industry analysts do not publish research or reports about our business, or publish negative reports about our business, our share price and trading volume could decline