DTCK Amends 20-F to Include Omitted Auditor Consents

TL;DR

**DTCK's 20-F/A is a non-event, merely fixing an administrative oversight with auditor consents, so don't overreact.**

AI Summary

Davis Commodities Limited (DTCK) filed an Amendment No. 1 to its 20-F annual report for the fiscal year ended December 31, 2024, originally filed on April 30, 2025. This amendment was solely to include two inadvertently omitted auditor consents: Exhibit 15.1, Consent of AOGB CPA Limited, and Exhibit 15.2, Consent of Onestop Assurance PAC. The filing explicitly states that no other disclosures from the original Form 20-F were modified or updated, and it does not reflect events occurring after the initial filing date. The amendment also includes new certifications from the principal executive officer and principal financial officer (Exhibits 12.1 and 12.2) as required by Rule 12b-15. As of December 31, 2024, Davis Commodities had an aggregate of 24,500,625 ordinary shares outstanding, with a par value of $0.000000430108 per share. The company operates under Cayman Islands law and its shares are registered on The Nasdaq Stock Market LLC.

Why It Matters

This amendment, while seemingly minor, is crucial for investor confidence and regulatory compliance. The inclusion of auditor consents (Exhibit 15.1 and 15.2) ensures that the financial statements are properly attested to, a fundamental requirement for public companies. For investors, this rectifies a potential red flag regarding the integrity of the original filing, reinforcing trust in Davis Commodities' financial reporting. In a competitive market, robust compliance helps maintain a company's reputation and avoids potential SEC scrutiny, which could otherwise impact stock performance and market perception. Employees and customers benefit from the stability and transparency that proper regulatory filings provide.

Risk Assessment

Risk Level: low — The risk level is low because this 20-F/A filing explicitly states it is 'solely to include (i) Exhibit 15.1 (Consent of AOGB CPA Limited) and (ii) Exhibit 15.2 (Consent of Onestop Assurance PAC) which was inadvertently omitted.' No other disclosures were modified or updated, indicating no material changes to the company's financial position or operations for the fiscal year ended December 31, 2024.

Analyst Insight

Investors should view this filing as a routine administrative correction rather than a substantive change to Davis Commodities' financial health or outlook. No immediate action is required based on this amendment alone, but it serves as a reminder to always check for complete documentation in regulatory filings.

Key Numbers

• 24,500,625 — Ordinary Shares Outstanding (As of December 31, 2024, indicating the total number of shares)
• $0.000000430108 — Par Value per Share (Par value of each ordinary share as of December 31, 2024)
• December 31, 2024 — Fiscal Year End (The period covered by the amended annual report)
• April 30, 2025 — Original Filing Date (Date the Original Form 20-F was filed with the SEC)
• December 30, 2025 — Amendment Filing Date (Date Amendment No. 1 to Form 20-F was filed)

Key Players & Entities

• Davis Commodities Limited (company) — Registrant filing the 20-F/A
• SEC (regulator) — Securities and Exchange Commission
• AOGB CPA Limited (company) — Auditor whose consent was omitted
• Onestop Assurance PAC (company) — Auditor whose consent was omitted
• Li Peng Leck (person) — Executive Chairwoman and Executive Director (Principal Executive Officer)
• The Nasdaq Stock Market LLC (regulator) — Exchange where DTCK Ordinary Shares are registered
• Cayman Islands (regulator) — Jurisdiction of incorporation for Davis Commodities Limited
• Ai Imm Lim (person) — Group Financial Controller and Company Contact Person

FAQ

Industry Context

Davis Commodities Limited operates in the commodities sector, which is inherently volatile and influenced by global supply and demand dynamics, geopolitical events, and macroeconomic factors. The industry involves the trading and distribution of various raw materials, requiring robust logistics and risk management strategies. Companies in this space often face intense competition from both large established players and smaller niche operators.

Regulatory Implications

As a Cayman Islands-incorporated company listed on Nasdaq, Davis Commodities Limited is subject to SEC regulations and Sarbanes-Oxley Act requirements. The filing of Amendment No. 1 highlights the importance of accurate and complete submissions, particularly regarding auditor consents and executive certifications. Failure to comply with these reporting obligations can lead to regulatory scrutiny and potential penalties.

What Investors Should Do

1. Review the original Form 20-F for financial details.
2. Note the limited scope of the amendment.
3. Confirm the number of outstanding shares.

Key Dates

• 2025-04-30: Original Form 20-F filing — This was the initial annual report filing for the fiscal year ended December 31, 2024.
• 2025-12-30: Amendment No. 1 filing — This amendment was filed to include inadvertently omitted auditor consents and new certifications, not to update financial information.

Glossary

Form 20-F

An annual report required by the U.S. Securities and Exchange Commission (SEC) for foreign private issuers with securities registered in the U.S. (This is the primary filing type for Davis Commodities Limited's annual financial reporting.)

Amendment No. 1

A filing made to correct or supplement a previously filed document. (This specific amendment was filed to add auditor consents and certifications, not to alter the original financial disclosures.)

Auditor Consent

A document provided by an auditor confirming their consent to the use of their audit report in a company's filing. (The amendment was filed solely to include these consents from AOGB CPA Limited and Onestop Assurance PAC.)

Rule 12b-15

SEC rule governing amendments to registration statements and reports, requiring new certifications. (The amendment includes new certifications from the principal executive and financial officers as required by this rule.)

Ordinary Shares

The basic form of stock that companies issue, representing ownership and typically carrying voting rights. (Davis Commodities Limited has 24,500,625 ordinary shares outstanding as of December 31, 2024.)

Par Value

A nominal value assigned to a share of stock by the company's charter, often very low for companies with many shares outstanding. (The par value per ordinary share for DTCK is extremely low at $0.000000430108 as of December 31, 2024.)

Year-Over-Year Comparison

This filing is an amendment to the original Form 20-F, not a comparison to a prior year's filing. The amendment's purpose was solely to include two inadvertently omitted auditor consents (Exhibit 15.1 and 15.2) and new certifications (Exhibits 12.1 and 12.2) as required by Rule 12b-15. No other disclosures from the original Form 20-F were modified or updated, and it does not reflect events occurring after the initial filing date of April 30, 2025.

Key Financial Figures

• $0.000000430108 — f 24,500,625 ordinary shares, par value $0.000000430108 per share, as of December 31, 2024. In

Filing Documents

• davis_i20fa1.htm (20-F/A) — 60KB
• davis_ex1201.htm (EX-12.1) — 7KB
• davis_ex1202.htm (EX-12.2) — 7KB
• davis_ex1501.htm (EX-15.1) — 3KB
• davis_ex1502.htm (EX-15.2) — 4KB
• image_001.jpg (GRAPHIC) — 3KB
• image_062.jpg (GRAPHIC) — 5KB
• 0001683168-25-009409.txt ( ) — 352KB
• dtck-20241231.xsd (EX-101.SCH) — 4KB
• dtck-20241231_def.xml (EX-101.DEF) — 30KB
• dtck-20241231_lab.xml (EX-101.LAB) — 37KB
• dtck-20241231_pre.xml (EX-101.PRE) — 27KB
• davis_i20fa1_htm.xml (XML) — 7KB

EXHIBITS

Item 19. EXHIBITS EXHIBIT INDEX Exhibit No. Description 1.1 Second Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 of our Registration Statement on Form F-1 (File No. 333-270427), as amended, initially filed with the Securities and Exchange Commission on March 9, 2023) 2.1 Specimen Certificate for Ordinary Shares (incorporated herein by reference to Exhibit 4.1 to the registration statement on Form F-1 (File No. 333-270427), as amended, initially filed with the Securities and Exchange Commission on March 9, 2023) 2.2#

Description of Securities

Description of Securities 4.1 Form of Employment Agreement by and between executive officers and the Registrant (incorporated herein by reference to Exhibit 10.1 to the registration statement on Form F-1 (File No. 333-270427), as amended, initially filed with the Securities and Exchange Commission on March 9, 2023) 4.2 Form of Indemnification Agreement with the Registrant's directors and officers (incorporated herein by reference to Exhibit 10.2 to the registration statement on Form F-1 (File No. 333-270427), as amended, initially filed with the Securities and Exchange Commission on March 9, 2023) 4.3 Exclusive Distribution Agreement by and between Thai Roong Ruang Sugar Group and LP Grace Pte. Ltd. (incorporated herein by reference to Exhibit 10.3 to the registration statement on Form F-1 (File No. 333-270427), as amended, initially filed with the Securities and Exchange Commission on March 9, 2023) 4.4 Exclusive Distribution Agreement by and between Tong Seng Produce Pte. Ltd. and Maxwill Foodlink Pte. Ltd . (incorporated herein by reference to Exhibit 10.4 to the registration statement on Form F-1 (File No. 333-270427), as amended, initially filed with the Securities and Exchange Commission on March 9, 2023) 4.5# Tenancy Agreement, by and between Maxwill (Asia) Pte. Ltd. and EPG Engineering (Singapore) Pte Ltd. 8.1 List of subsidiaries of the Registrant (incorporated herein by reference to Exhibit 8.1 to the Form 20-F (File No. 001-41804), filed with the Securities and Exchange Commission on May 15, 2024) 11.1 Code of Business Conduct and Ethics of the Registrant (incorporated herein by reference to Exhibit 99.1 to the registration statement on Form F-1 (File No. 333-270427), as amended, initially filed with the Securities and Exchange Commission on March 9, 2023) 11.2 Insider Trading Compliance Manual of the Registrant (incorporated herein by reference to Exhibit 11.2 to the Form 20-F (File No. 001-41804), filed with the Securitie

SIGNATURES

SIGNATURES The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Davis Commodities Limited By: /s/ Li Peng Leck Li Peng Leck Executive Chairwoman and Executive Director (Principal Executive Officer) Date: December 30, 2025 4

View Full Filing

View this 20-F/A filing on SEC EDGAR