What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-03-31 compared with 2022-03-31 · 925 added, 775 removed, 168 unchanged (91% of the section changed)

CONTROLS AND PROCEDURES

of Disclosure Controls and Procedures

the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have

evaluated the effectiveness of the design and operation of our “disclosure controls and procedures,” as such term is defined

in Rule 13a-15(e) or Rule 15d-15(e) promulgated under the Exchange Act as of the end of the period covered by this report.

that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were

effective as of the end of the period covered by this report to provide reasonable assurance that material information required to be

disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time

periods specified in SEC rules and forms.

Report on Internal Control over Financial Reporting

is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange

Act Rule 13a-15(f) or Rule 15d-15(f).

Our management conducted an evaluation of the effectiveness of our internal control over financial

reporting based on the framework in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations

of the Treadway Commission (2013 Framework).

Based on this evaluation, our management concluded that our internal controls over financial

reporting were effective as of December 31, 2021.

annual report does not include an attestation report of our independent registered public accounting firm regarding internal control

Evaluation of Disclosure Controls and Procedures

the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we

have evaluated the effectiveness of the design and operation of our “disclosure controls and procedures,” as such term

is defined in Rule 13a-15(e) or Rule 15d-15(e) promulgated under the Exchange Act as of the end of the period covered by this

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure

controls and procedures were not effective as of the end of the period covered by this report to provide reasonable assurance that

material information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed,

summarized and reported within the time periods specified in SEC rules and forms due to the material weakness described below.

Management’s Report on Internal Control

over Financial Reporting

Management’s report was not subject to attestation by our independent registered public accounting firm

pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

in Internal Control over Financial Reporting

has been no change in our internal control over financial reporting during year ended December 31, 2021.

Our Chief Executive Officer, as the principal

executive officer (chief executive officer) and principal financial officer (chief financial officer), is responsible for establishing

and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) or 15d-15(f).

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial

reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that,

in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;

(2) provide reasonable assurance

that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting

principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our

assets that could have a material effect on the financial statements.

Because of its inherent limitations, our internal

controls and procedures may not prevent or detect misstatements.

A control system, no matter how well conceived and operated, can provide

only reasonable, not absolute, assurance that the objectives of the control system are met.

Because of the inherent limitations in all

control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have

been detected.

Also, 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 the policies and procedures may deteriorate.

Our management assessed the effectiveness of the

Company’s internal control over financial reporting as of December 31, 2022.

The framework used by management in making that assessment

was the criteria set forth in the document entitled “ Internal Control – Integrated Framework” (2013) issued by the

Committee of Sponsoring Organizations of the Treadway Commission.

Based on that assessment, our management has determined that as of December

31, 2022, the Company’s internal control over financial reporting was not effective for the purposes for which it is intended based

on the following material weakness:

Company does not have sufficient and skilled accounting personnel with appropriate level of technical accounting knowledge and experience

in the application of accounting principles generally accepted in the United States commensurate with the Company’s financial reporting

requirements .

We are developing a plan to ensure that all information will be recorded,

processed, summarized and reported accurately, and as of the date of this report, we are working to hire personnel with the requisite

technical accounting knowledge to remediate the material weakness as soon as possible.

This annual report does not include an attestation

report of our independent registered public accounting firm regarding internal control over financial reporting.

Management’s report

was not subject to attestation by our independent registered public accounting firm pursuant to rules of the Securities and Exchange

Commission that permit us to provide only management’s report in this annual report.

Changes in Internal Control over Financial

No change in our system of internal control over

financial reporting occurred during the fourth quarter of the fiscal year ended December 31, 2022 that has materially affected, or is

reasonably likely to materially affect, our internal control over financial reporting.

OTHER INFORMATION

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

DIRECTORS AND EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

following table sets forth as of the date of this annual report, the name, age, and position of each executive officer and director and

the term of office of each such person.

forth below is certain biographical information regarding each of our directors and officers as of the date of this annual report.

Chairman of the Board

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT

Not applicable.

DIRECTORS AND EXECUTIVE OFFICERS

AND CORPORATE GOVERNANCE.

The following table sets forth as of the date

of this annual report, the name, age, and position of each executive officer and director and the term of office of each such person.

Set forth below is certain biographical information

regarding each of our directors and officers as of the date of this annual report.

Chairman of the Board and Chief Business Officer (“CBO”)

Chief Executive Officer (“CEO”)

Chief Financial Officer (“CFO”)

Tsung-Shann (T.S.) Jiang

Chief Strategy Officer (“CSTRO”) and Director

Tsang Ming Jiang

Independent Director

Chang-Jen Jiang

Norimi Sakamoto

2 unchanged sentences

Independent Director

Tsung-Shann (T.S.) Jiang

Chief Strategy Officer (“CSTRO”) and Director

Chang-Jen Jiang

Hsin-Hui Miao

Independent Director

1 unchanged sentence

Independent Director

Shih-Chen Tzeng

Independent Director

Chief Executive Officer (“CEO”)

Shuling Jiang

Yu-Min (Francis) Chung

Independent Director

Chi-Hsin (Richard) King

Chief Scientific Officer (“CSO”)

Jiang has served as our CEO and President since the Company’s inception in July 2015 until he resigned on September 15, 2017.

Eugene Jiang has served as our CEO and

President since the Company’s inception in July 2015 until he resigned on September 15, 2017.

He remains the Chairman of the Board.

From June 2015 until present, Mr.

He also serves as our CBO since September 2019 and serves as the CBO of BioKey, Inc.

Jiang also serves as Director for BioLite Incorporation

He also serves as CEO for Genepro Investment Company since March 2010.

Jiang obtained an EMBA degree from

the University of Texas in Arrington in 2009.

since June 2015 and as Director for BioFirst Corp.

He also serves as CEO for Genepro Investment Company since

Jiang obtained a PMBA degree from National Taiwan University in 2017 and an EMBA degree from the University

of Texas in Arrington in 2010.

And in 2009, Mr.

Jiang received a bachelor’s degree in Physical Education

from Fu-Jen Catholic University.

Howard Doong , was appointed as the Company’s new CEO on September 15, 2017.

Jiang received a bachelor’s degree in Physical Education from Fu-Jen Catholic

Howard Doong , was appointed as the

Company’s new CEO on September 15, 2017.

In addition to the position at the Company, Dr.

Doong also serves as the Chairman and the CEO of LifeCode Biotechnology Company (“LifeCode”), a Taiwan company in the

biotechnology business, since 2017.

At the same time, he also serves as the CSO of Wuhan Frasergen Genomic Medicine Company (“Wuhan

Frasergen Genomic”), a Chinese company in the biotechnology business, since 2016.

He served as the CSO of Cold Spring Biotech Corporation,

a Taiwan corporation in the biotechnology business from 2014 to 2016.

He served as the CEO of iKnowledge-Care Bioscience Corp, a Taiwan

company in the biotechnology business from 2014 to 2015.

He served as the director of Taipei Veteran General Hospital-LihPao Laboratory

of Cancer Genomic Medicine from 2012 to 2013.

He served as the Vice President and director of Quality Assurance, TrimGen Corporation,

a Maryland corporation in the biotechnology business from 2006 to 2011.

Doong also serves as director of United

BioPharma (K.Y.) since December 2022 and as the Chairman and the CEO of LifeCode Biotechnology Company (“LifeCode”),

a Taiwan company in the biotechnology business, since March 2017.

Doong serves as the Chairman of Biokey since December 2020.

Doong served as the CEO and CSO of Wuhan Frasergen Genomic Medicine Company (“Wuhan Frasergen Genomic”), a Chinese company

in the biotechnology business, from 2016 to 2020.

He served as the CSO of Cold Spring Biotech Corporation, a Taiwan corporation in the

biotechnology business from 2014 to 2016.

He served as the CEO of iKnowledge-Care Bioscience Corp, a Taiwan company in the biotechnology

business from 2014 to 2015.

He served as the director of Taipei Veteran General Hospital-LihPao Laboratory of Cancer Genomic Medicine

from 2012 to 2013.

He served as the Vice President and director of Quality Assurance, TrimGen Corporation, a Maryland corporation in the

biotechnology business from 2006 to 2011.

Before 2006, Dr.

Doong was a professor at the University of Maryland

School of Medicine and Biotechnology Institute, and a researcher at National Cancer Institute (NCI) of the National Institutes of Health

Doong received his Ph.D.

degree from University of Chicago, the Department of Organismal Biology and Anatomy and the Department

Doong was a professor at the University of Maryland School of Medicine and

Biotechnology Institute, and a researcher at National Cancer Institute (NCI) of the National Institutes of Health (NIH).

Doong received

degree from University of Chicago, the Department of Organismal Biology and Anatomy.

He received his M.D and Ph.D.

degree from Harvard-MIT Division of Health Sciences and Technology.

Harvard-MIT Division of Health Sciences and Technology.

He received his M.S.

from the University of New Hampshire, Genetics Program and B.S.

degree from the University of New Hampshire, Genetics Program

degree from Fu-Jen Catholic University, Taiwan, Department of Biology.

Chihliang An , was the Managing Director of Investment Team at Yinyai Investment (Hong Kong) since September 2018 to June 2019.

An served as a Senior Director of Sales and Operations at Goertek (USA) from March 2017 to August 2018 and a Director of

Finance at BioKey, Inc., which is a wholly-owned subsidiary of the Company now, from March 2015 to February 2017.

Chihliang An received

a Bachelor of Art degree in Statistics from Tamkang University in Taiwan in 2003 and an MBA in Finance from University of Kentucky in

Jiang , has been the chairman of BioLite, Inc., a subsidiary of BioLite, Inc., since January 2010.

Prior to BioLite, Dr.

served as the president and/or chairman of multiple biotech companies in Taiwan, including PhytoHealth Corporation from 1998 to 2009

and AmCad BioMed Corporation from 2008 to 2009.

Leeds Chow , was appointed as the Company’s

Chief Financial Officer and Principal Accounting Officer on September 4, 2022.

He has served as a Financial Controller of the Company

from March 2021 to August 2022.

Chow has over 12 years of experience in Audit and Financing Industry.

He has served as the finance

manager in a family office, in charge of managing investment portfolios, handling financial and operating aspects.

He has also worked

in a local investment company in Hong Kong, serving as a financial advisor during the Hong Kong Initial Public Offering process, as well

as preparing opinion letters as an independent financial advisor for transactions for Hong Kong listed companies.

Chow graduated

in University of California, Santa Barbara, with a Bachelor of Arts degree, majoring in Business Economics with Accounting Emphasis.

Jiang , has served as the Company’s Chief Strategy Officer

since September 2019.

Jiang serves as the CEO of Biokey, Inc.

since December 2021, as a director of BioFirst Corp.

since 2013, and

has been the CEO and chairman of BioLite, Inc., a subsidiary of BioLite BVI, Inc., since January 2010.

Prior to BioLite,

Jiang served as the president and/or chairman of multiple biotech companies in Taiwan, including PhytoHealth Corporation from 1998

to 2009 and AmCad BioMed Corporation from 2008 to 2009.

In addition, Dr.

Jiang is a director on various biotech associations, such as the Taiwan

Bio Industry Organization (Taiwan) from 2006 to 2008 and the Chinese Herbs and Biotech Development Association in Taiwan from 2003 to

Jiang was an assistant professor at University of Illinois from 1981 to 1987 and an associate professor at Rutgers, the State

University of New Jersey from 1987 to 1990 and served as a professor at a few Taiwanese universities during a period from 1990 to 1993,

such as National Taiwan University, National Cheng Kung University and Tunghai University.

Jiang obtained his bachelor degree in

Engineering and Chemical Engineering from National Taiwan University in Taiwan in 1976, masters and Ph.D.

Jiang is a director on various biotech associations, such as

the Taiwan Bio Industry Organization (Taiwan) from 2006 to 2008 and the Chinese Herbs and Biotech Development Association in Taiwan from

2003 to 2006.

Jiang was an assistant professor at University of Illinois from 1981 to 1987 and an associate professor at Rutgers,

the State University of New Jersey from 1987 to 1990 and served as a professor at a few Taiwanese universities during a period from 1990

to 1993, such as National Taiwan University, National Cheng Kung University and Tunghai University.

Jiang obtained his bachelor degree

in Engineering and Chemical Engineering from National Taiwan University in Taiwan in 1976, masters and Ph.D.

from Northwestern University

1 unchanged sentence

As a successful entrepreneur, Dr.

Jiang has developed and commercialized PG2 Lyo Injection, a new drug to treat cancer related

Jiang has developed and commercialized PG2 Lyo Injection, a new drug to treat cancer related fatigue.

From 1998 to 2009, Dr.

Jiang served as President of Phyto Health Corporation where he led a project team to develop PG2

Jiang served as President of Phyto Health Corporation where he led a project team to develop PG2 Injectable.

This product was extracted, isolated and purified from a type of Traditional Chinese Medicine.

PG2 Injection was intended

for cancer patients who had trouble recovering from severe fatigue.

Jiang oversaw and managed the R&D department, daily corporate

operations and business of Phyto Health Corporation when he was the President.

PG2 Lyo Injection received approval on its NDA from Taiwan

Food and Drug Administration in 2010 and later was launched into the Taiwan market in 2012.

PG2 Injection was intended for cancer patients

who had trouble recovering from severe fatigue.

Jiang oversaw and managed the R&D department, daily corporate operations and business

of Phyto Health Corporation when he was the President.

PG2 Lyo Injection received approval on its NDA from Taiwan Food and Drug Administration

in 2010 and later was launched into the Taiwan market in 2012.

We believe that Dr.

Jiang provides leadership

and technological guidance on our strategic development and operations.

Tsang Ming Jiang , has served as a technical director at the Industrial Technology Research Institute in Taiwan since January 2017.

Prior to joining the Industrial Technology Research Institute as a technical director, Dr.

Jiang worked at the Company as chief information

officer from November 2016 to January 2017, Ericsson as engineering manager from 2013 to 2016 and the Industrial Technology Research

Institute as deputy director from October 2011 to February 2013.

Jiang provides leadership and technological guidance

on our strategic development and operations.

Tsang Ming Jiang , has served as a

director of BioFirst Corp.

since 2017 and as a technical director at Supermicro Computer, Inc.

since August 2022.

Jiang served as

a technical director at the Industrial Technology Research Institute in Taiwan from February 2017 to July 2021.

Prior to joining the

Industrial Technology Research Institute as a technical director, Dr.

Jiang worked at the Company as chief information officer from November

2016 to January 2017, Ericsson as engineering manager from 2013 to 2016 and the Industrial Technology Research Institute as deputy director

from October 2011 to February 2013.

In addition, Dr.

Jiang worked at several other research institutes,

including University of Alaska Fairbanks, National Taiwan University and Chung Cheng University, with his research interest in cloud

computing and Internet security, especially in the areas of virtualization, software-defined data centers, SDN enabled networks and big

data analytics.

Jiang received his Bachelor of Science in electrical engineering in 1982 and Master of Science in electrical engineering

in 1984, both from National Taiwan University, and his Ph.D.

in electrical engineering and computer science from University of Illinois

at Chicago in 1988.

Tsang Ming Jiang is a brother of Dr.

Tsung-Shann Jiang, who together with his wife collectively owns 80% of Lion

Arts Promotion, Inc.

which has approximately 69.3% of ownership interest in the Company through YuanGene Corporation, a wholly-owned

subsidiary of Lion Arts Promotion, Inc.

Ming-Fong Wu , is a senior physician at Taoyuan Hanqun Orthopedic Clinic from 2012.

Prior to Taoyuan Hanqun Orthopedic Clinic, Dr.

Wu worked as a physician at various private and public hospitals and clinics, such as National Taiwan University Hospital.

from National Taiwan University College of Medicine in 2000 and has obtained his license to practice medicine and orthopedist’s

license in Republic of China.

Sakamoto , currently serves at four enterprises, Shogun Maitake Canada Co., Ltd.

as an executive officer and business development

manager from 2015, Shogun Maitake Odaira Enterprise Ltd as an executive officer from 2017, Odaira Corporation Co., Ltd.

as chief executive

officer since 2014 and MyLife Corporation as president and chief executive officer since 2012.

Sakamoto started her career in 1997

from Sumitomo Corporation Hokkaido Co., Ltd.

Sakamoto received her Bachelor Degree of Arts in travel and tourism from Davis

and Elkins College in 1993 and Master of Science in urban studies from the University of New Orleans in 1995.

Chou , has served as a clerk at Mega Securities Co., Ltd.

Chou’s responsibilities primarily include selling

various types of securities, including futures, funds and insurance, managing clients’ accounts and business development.

received a Bachelor Degree from Yuan Chi University School of Economics in 2011.

Chang-Jen Jiang , has been an attending doctor at the department of pediatrics of Eugene Women and Children Clinic since 2009.

Chang-Jen worked as an attending doctor at the department of pediatrics of Keelung Hospital, the Ministry of Health and Welfare in

Taiwan from 1994 to 2009.

Before his position at Keelung Hospital, he was a chief doctor at the department of pediatrics, hematology

and oncology of Mackay Memorial Hospital in Taiwan for three years until 1994.

Chang-Jen Jiang obtained his doctor of medicine degree

(the Taiwanese equivalent degree of MD) from Taipei Medical University in Taiwan in 1982 and started his career in Mackay Memorial Hospital.

Jiang worked at several other research institutes, including University of Alaska

Fairbanks, National Taiwan University and Chung Cheng University, with his research interest in cloud computing and Internet security,

especially in the areas of virtualization, software-defined data centers, SDN enabled networks and big data analytics.

Jiang received

his Bachelor of Science in electrical engineering in 1983 and Master of Science in electrical engineering in 1984, both from National

Taiwan University, and his Ph.D.

in electrical engineering and computer science from University of Illinois at Chicago in 1988.

Ming Jiang is a brother of Dr.

Tsung-Shann Jiang, who together with his wife collectively owns 80% of Lion Arts Promotion, Inc.

has approximately 69.3% of ownership interest in the Company through YuanGene Corporation, a wholly-owned subsidiary of Lion Arts Promotion,

Chang-Jen Jiang , has served as a director

of BioLite Inc.

since 2013 and as a director of BioFirst Corp.

Jiang has been a pediatrician at the department of pediatrics

of Eugene Women and Children Clinic since 2016.

Previously, Dr.

Chang-Jen worked as an attending doctor at the department of pediatrics

of Keelung Hospital, the Ministry of Health and Welfare in Taiwan from 1994 to 2009.

Before his position at Keelung Hospital, he was a

chief doctor at the department of pediatrics, hematology and oncology of Mackay Memorial Hospital in Taiwan for three years until 1994.

Chang-Jen Jiang obtained his doctor of medicine degree (the Taiwanese equivalent degree of MD) from Taipei Medical University in Taiwan

in 1982 and started his career in Mackay Memorial Hospital.

We believe that the Company will benefit from Dr.

Jiang’s knowledge in biology and experiences in medical practice.

Shin-Yu Miao , has served as an associate professor at Ling Tung University Department of Applied Foreign Languages since 2004.

served as a lecturer from 1996 to 2004.

Miao received her M.S.

in Adult Education from the University of Manchester in 1995 and Ph.D.

in Adult Education from the University of South Australia in 2004.

We believe that Ms.

Miao’s familiarity with biotech research

centers will be a valuable resource for our drug development.

Odaira , is an entrepreneur and has founded a number of Japanese agricultural companies, including Yukiguni Maitake, our licensing

Odaira established Yukiguni Maitake, which became a public company in Japan in 1994.

In 2015, Bain Capital Private

Equity purchased Yukiguni Maitake through a tender offer.

Jiang’s knowledge

in biology and experiences in medical practice.

Norimi Sakamoto , currently serves a director

at Shogun Maitake Canada Co., Ltd.

from June 2016.

Sakamoto served as the chief executive officer of MyLife Co., Ltd.

from June 2013

to March 2020.

Sakamoto started her career in 1997 from Sumitomo Corporation Hokkaido Co., Ltd.

Sakamoto received her

Bachelor Degree of Arts in travel and tourism from Davis and Elkins College in 1993 and Master of Science in urban studies from the University

of New Orleans in 1995.

Yen-Hsin Chou , has served as a financial

specialist at Mega Bank since 2011.

Chou’s responsibilities primarily include customer services and financial consultations.

Chou received a Bachelor Degree in finance and economics from Yuan Ze University School of Economics in 2010.

Hsin-Hui Miao , served as counter manager

at Yueh Shan Chi Cram School from August 2021 to May 2022.

From August 1988 to July 2021, Ms.

Miao was a kindergarten teacher and also

severed as the leader of general affairs team at the affiliated high school of Tunghai University, Kindergarten Division.

Miao received

her Bachelor Degree of Education from Taichung University of Education in 1998.

Yoshinobu Odaira , is an entrepreneur and

has founded a number of Japanese agricultural companies, including Yukiguni Maitake, our licensing partner.

Odaira established

Yukiguni Maitake, which became a public company in Japan in 1994.

In 2015, Bain Capital Private Equity purchased Yukiguni Maitake through

a tender offer.

In addition to his success with Yukiguni Maitake, Mr.

Odaira served as the

CEO of Yukiguni Shoji Co., Ltd.

since 1988 and the CEO of Odaira Shoji Co., Ltd.

Odaira founded two new

companies, Shogun Maitake Canada Co., Ltd.

Odaira served as the CEO of Yukiguni Shoji Co., Ltd.

as the CEO of Odaira Shoji Co., Ltd.

from 1989 and as a director of Shogun Maitake Japan Co., Ltd.

since June 1989.

Odaira founded two new companies, Shogun Maitake Canada Co., Ltd.

in Canada and Odaira Kinoko Research Co., Ltd.

Yoshinobu Odaira graduated from the

Ikazawa Junior High School in 1963.

We believe that we will benefit from Mr.

has served as the CEO and director of Shogun Maitake Canada Co., Ltd.

since June 2016.

Odaira served as a director of BioLite Inc.

from February 2019 to April 2019.

Yoshinobu Odaira graduated from the Ikazawa Junior High School in 1963.

We believe that we will benefit

Odaira’s successful business experience.

Tzeng , has served as a sales manager at SinoPac Securities Corp.

(“SinoPac Securities”), a well-established brokerage

firm in Taiwan, since 2000.

SinoPac Securities has fifty-eight (58) branch offices in Taiwan and subsidiaries in Hong Kong, Shanghai

Shih-Chen Tszeng graduated from Dam Kang University in 1978 with a bachelor degree in Accounting.

We believe the Company

will benefit from Ms.

Tszeng’s knowledge and experience with the securities industries.

Hwalin Lee , serves as the chairman of Phoeng Foundation since 2011 and will become the director and chairman of the board of directors

of BioKey Surviving Corporation after the closing of the BioKey Merger.

From 1986, Dr.

Lee has been the chairman of the Chuan Lyu Foundation.

From 1973 to 1989, Dr.

Lee was the president of Deltan Corporation and prior to that he was senior research chemist at a couple of chemical

Hwalin Lee obtained a B.S.

in pharmacy from National Taiwan University in 1957 and a Ph.D.

in Pharmaceutical Chemistry

from University of California, San Francisco in 1966.

Lee qualifies as a director of the Company because he has extensive work experience

in chemical companies and educational background in pharmaceutical chemistry.

following are employees who are not executive officers, but who are expected to make significant contributions to our business:

Chi-Hsin Richard King—Chief Scientific Officer

September 15, 2017, the Board appointed Dr.

Che-Wei Hsu , is currently employed as a

clerk by Chunghwa Post Co., Ltd.

since August 2016;

previously she was a teacher in a Junior High School.

Hsu received a Bachelor

Degree from Tunghai University School of Chinese Literature in 2004.

Shuling Jiang , has served as a director

for various companies, including BioLite, Inc.

and BioFirst Corp, , since 2017 and started to serve as Managing Director for Biokey, Inc.

Jiang received a Bachelor Degree from National Taiwan Normal University School of Music in 1978 and a Master Degree from

Northwestern University School of Music in 1983.

Yu-Min (Francis) Chung , was a Partner

at Maxpro Ventures, an investment firm in Taiwan focused on breakthrough biomedical technology companies, from July 2018 to May 2022.

Prior to that, he served as Vice President at TaiAn Technology, which is a biotechnology service company and a management company for

biotechnology venture capital funds in Taiwan, from June 2016 to June 2018.

Chung received his Bachelor’s Degree of Science

in Chemistry from National Taiwan University in 1987, Master’s Degree in Business Administration from National Taiwan University

in 2006, and Ph.D.

in Pharmacy from University of Iowa in 1995.

Significant Employees

The following are employees who are not executive

officers, but who are expected to make significant contributions to our business:

Chi-Hsin Richard King—Chief Scientific

Effective September 15, 2017, the Board appointed

Chi-Hsin Richard King as the CSO of the Company.

Chi-Hsin Richard King, 71, retired since

He served as the consultant at TaiGen Biotechnology Co.

Ltd (“TaiGen”), a Taiwan company in the biotechnology

business, from August 2016 to July 2017, the Senior Vice President at TaiGen from July 2008 to August 2016 and as the Vice President

at Research and Development of TaiGen from June 2005 to July 2008.

Chi-Hsin Richard King, 71, retired since July 2017.

He served as the consultant

at TaiGen Biotechnology Co.

Ltd (“TaiGen”), a Taiwan company in the biotechnology business, from August 2016 to July 2017,

the Senior Vice President at TaiGen from July 2008 to August 2016 and as the Vice President at Research and Development of TaiGen from

June 2005 to July 2008.

King served as the Director at Albany Molecular Research Inc.

(“AMRI”), a New York corporation, from January 2003 to June 2005, the Assistant Director at Medicinal Chemistry Department

of AMRI from January 2000 to December 2002 and the Assistant Director at Chemical Development Department of AMRI from August 1997 to

January 2000.

King received the Ph.

degree of organic chemistry from University of Utah in March 1980, and B.S.

degree of chemistry

from National Taiwan Normal University in July 1972.

Section 16(a) Reports

16(a) of the Exchange Act requires that the members of the Board, our executive officers and persons who own more than 10 percent of

a registered class of our equity securities file initial reports of ownership and reports of changes in ownership of our common units

and other equity securities with the SEC and any exchange or other system on which such securities are traded or quoted.

was the first year that our officers, directors and greater than 10% shareholders were subject to these rules.

Based solely upon our

review of the Section 16(a) filings that have been furnished to us and representations by our directors and executive officers (where

applicable), we believe that all filings required to be made under Section 16(a) during the fiscal year ended December 31, 2021 were

timely made, except that during the fiscal year ended December 31, 2021, Mr.

Chihliang An, failed to timely report his initial ownership

of our common stock on Form 3 and Dr.

Ming-Fong Wu and Dr.

Hwalin Lee failed to report each of his respective initial ownership of our

common stock on Form 3.

NASDAQ Rules require that a majority of the Board be independent.

The Board consists of 11 directors, of which nine are non-management

Each year the Board reviews the materiality of any relationship that each of our directors has with the Company, either directly

or indirectly.

No member of the Board has any relationship or arrangement that would require disclosure under Item 404 of Regulation

For additional information see “Certain Relationships and Related-Party Transactions” in this report.

Based on this

review, the Board has determined that the following current directors are “independent directors” as defined by the NASDAQ

Miao and Odaira and Mses.

Sakamoto, Chou and Tzeng.

director who is a member of the Audit and Finance Committee, Compensation Committee and Nominating and Corporate Governance Committee

is an independent director.

Relationships

(“AMRI”), a New York corporation,

from January 2003 to June 2005, the Assistant Director at Medicinal Chemistry Department of AMRI from January 2000 to December 2002 and

the Assistant Director at Chemical Development Department of AMRI from August 1997 to January 2000.

King received the Ph.D.

of bio-organic chemistry from University of Utah in 1980, and B.S.

degree of chemistry from National Taiwan Normal University in 1972.

Delinquent Section 16(a) Reports

Section 16(a) of the Exchange Act requires that

the members of the Board, our executive officers and persons who own more than 10 percent of a registered class of our equity securities

file initial reports of ownership and reports of changes in ownership of our common units and other equity securities with the SEC and

any exchange or other system on which such securities are traded or quoted.

This was the first year that our officers, directors

and greater than 10% shareholders were subject to these rules.

Based solely upon our review of the Section 16(a) filings that have been

furnished to us and representations by our directors and executive officers (where applicable), we believe that all filings required

to be made under Section 16(a) during the fiscal year ended December 31, 2022 were timely made, except that during the fiscal year ended

December 31, 2022, Ms.

Shuling Jiang, failed to timely report her initial ownership of our common stock on Form 3.

Director Independence

The NASDAQ Rules require that a majority of the

Board be independent.

The Board consists of 11 directors, of which nine are non-management directors.

Each year the Board reviews the

materiality of any relationship that each of our directors has with the Company, either directly or indirectly.

No member of the Board

has any relationship or arrangement that would require disclosure under Item 404 of Regulation S-K.

For additional information

see “Certain Relationships and Related-Party Transactions” in this report.

Based on this review, the Board has determined

that the following current directors are “independent directors” as defined by the NASDAQ Rules:

Odaira and Chung

Sakamoto, Chou and Miao.

Each director who is a member of the Audit and Finance Committee,

Compensation Committee and Nominating and Corporate Governance Committee is an independent director.

Family Relationships

are no family relationships among the executive officers and directors of the Company, except that Dr.

3 unchanged sentences

Eugene Jiang is Dr.

Tsung-Shann Jiang’s son, and Yoshinobu Odaira and Norimi Sakamoto

The Audit Committee of the Board of Directors currently consists of Ms.

Chou, Yen-Hsin (Chair), Ming-Fong, Shin-Yu, Mr.

The functions of the Audit Committee include the retention of our independent registered public accounting firm, reviewing

and approving the planned scope, proposed fee arrangements and results of the Company’s annual audit, reviewing the adequacy of

the Company’s accounting and financial controls and reviewing the independence of the Company’s independent registered public

accounting firm.

The Board has determined that Ms.

Maio are each an “independent director” under the

listing standards of The NASDAQ Stock Market.

Tsung-Shann Jiang’s son, and the marital relationship between

Yoshinobu Odaira and Norimi Sakamoto and between Shuling Jiang and Dr.

Board Committees

Audit Committee .

The Audit Committee of

the Board of Directors currently consists of Ms.

Chou, Yen-Hsin (Chair), Ms.

Miao, Hsin-Hui, and Ms.

Hsu, Che-Wei.

The functions of the

Audit Committee include the retention of our independent registered public accounting firm, reviewing and approving the planned scope,

proposed fee arrangements and results of the Company’s annual audit, reviewing the adequacy of the Company’s accounting and

financial controls and reviewing the independence of the Company’s independent registered public accounting firm.

The Board has

determined that Ms.

Hsu are each an “independent director” under the listing standards of The NASDAQ

Stock Market.

The Board of Directors has also determined Ms.

Chou is an “audit committee financial

expert” within the applicable definition of the SEC.

The Audit Committee is governed by a written charter approved by the Board

of Directors, a copy of which is available on our website at www.abvcpharma.com.

Information contained on our website are not incorporated

by reference into and do not form any part of this reports.

We have included the website address as a factual reference and do not intend

it to be an active link to the website.

The Compensation Committee of the Board of Directors currently consists of Mr.

Wu (Chair), Ms.

The functions of the Compensation Committee include the approval of the compensation offered to our executive officers and recommending

to the full Board of Directors the compensation to be offered to our directors, including our Chairman.

The Board has determined that

Wu (Chair), Ms.

Sakamoto and Ms.

Maio are each an “independent director” under the listing standards of The NASDAQ Stock

In addition, the members of the Compensation Committee qualify as “non-employee directors” for purposes of Rule

16b-3 under the Exchange Act and as “outside directors” for purposes of Section 162(m) of the Internal Revenue Code of 1986,

The Compensation Committee is governed by a written charter approved by the Board of Directors, a copy of which is available

Chou is an “audit committee financial expert” within the applicable

definition of the SEC.

The Audit Committee is governed by a written charter approved by the Board of Directors, a copy of which is available

on our website at www.abvcpharma.com.

Information contained on our website are not incorporated by reference into and do not form any

part of this report.

part of this reports.

We have included the website address as a factual reference and do not intend it to be an active link to the website.

Governance and Nominating Committee .

Compensation Committee .

The Compensation

Committee of the Board of Directors currently consists of Ms.

Norimi Sakamoto (Chair), Ms.

Miao, Hsin-Hui, and Ms.

Hsu, Che-Wei.

The functions

of the Compensation Committee include the approval of the compensation offered to our executive officers and recommending to the full

Board of Directors the compensation to be offered to our directors, including our Chairman.

The Board has determined that Ms.

Hsu are each an “independent director” under the listing standards of The NASDAQ Stock Market LLC.

the members of the Compensation Committee qualify as “non-employee directors” for purposes of Rule 16b-3 under the Exchange

Act and as “outside directors” for purposes of Section 162(m) of the Internal Revenue Code of 1986, as amended.

The Compensation

Committee is governed by a written charter approved by the Board of Directors, a copy of which is available on our website at www.abvcpharma.com.

Information contained on our website are not incorporated by reference into and do not form any part of this report.

We have included

the website address as a factual reference and do not intend it to be an active link to the website.

Corporate Governance and Nominating Committee .

The Corporate Governance and Nominating Committee of the Board of Directors consists of Mr.

Ming-Fong (Chair), Mr.

Wu, Shin-Yu, Ms.

Sakamoto, Norimi and Ms.

Miao, each of whom is an independent director under Nasdaq’s

listing standards.

The corporate governance and nominating committee is responsible for overseeing the selection of persons to be nominated

to serve on our board of directors.

The corporate governance and nominating committee considers persons identified by its members, management,

shareholders, investment bankers and others.

for Selecting Director Nominees

guidelines for selecting nominees, which are specified in the Corporate Governance and Nominating Committee Charter, generally provide

that persons to be nominated:

have demonstrated notable or significant achievements in business, education or public service;

possess the requisite intelligence, education and experience to make a significant contribution

to the board of directors and bring a range of skills, diverse perspectives and backgrounds

to its deliberations;

have the highest ethical standards, a strong sense of professionalism and intense dedication

to serving the interests of the shareholders.

corporate governance and nominating committee will consider a number of qualifications relating to management and leadership experience,

background and integrity and professionalism in evaluating a person’s candidacy for membership on the board of directors.

The nominating

committee may require certain skills or attributes, such as financial or accounting experience, to meet specific board needs that arise

from time to time and will also consider the overall experience and makeup of its members to obtain a broad and diverse mix of board

The board of directors will also consider director candidates recommended for nomination by our shareholders during such times

as they are seeking proposed nominees to stand for election at the next annual meeting of shareholders (or, if applicable, a special

meeting of shareholders).

Our shareholders that wish to nominate a director for election to the Board should follow the procedures set

forth in our bylaws.

The nominating committee does not distinguish among nominees recommended by shareholders and other persons.

Leadership Structure and Role in Risk Oversight

have two separate individuals serving as our CEO and Chairman.

Our Board of Directors, or the Board, is primarily responsible for overseeing

our risk management processes on behalf of our company.

The Board receives and reviews periodic reports from management, auditors, legal

counsel, and others, as considered appropriate regarding our company’s assessment of risks.

In addition, the Board focuses on the

most significant risks facing our company and our company’s general risk management strategy, and also ensures that risks undertaken

by our company are consistent with the board’s appetite for risk.

While the Board oversees our company’s risk management,

management is responsible for day-to-day risk management processes.

We believe this division of responsibilities is the most effective

approach for addressing the risks facing our company and that our board leadership structure supports this approach.

adopted a code of ethics, a copy of which is attached herein as Exhibit 14.1.

The Code of Ethics applies to all of our employees, officers

and directors.

This Code constitutes a “code of ethics” as defined by the rules of the SEC.

Copies of the code may be obtained

free of charge from our website, www.abvcpharma.com.

Any amendments to, or waivers from, a provision of our code of ethics that applies

to any of our executive officers will be posted on our website in accordance with the rules of the SEC.

Yoshinobu Odaira (Chair), Ms.

Miao, Hsin-Hui,

Hsu, Che-Wei, each of whom is an independent director under Nasdaq’s listing standards.

The corporate governance and

nominating committee is responsible for overseeing the selection of persons to be nominated to serve on our board of directors.

The corporate

governance and nominating committee considers persons identified by its members, management, shareholders, investment bankers and others.

Board Diversity

Under Nasdaq Rule 5605(f) Nasdaq-listed companies

are required, subject to certain exceptions, (1) to have at least one director who self-identifies as a female, and (2) to have at least

one director who self-identifies as Black or African American, Hispanic or Latinx, Asian, Native American or Alaska Native, Native Hawaiian

or Pacific Islander, two or more races or ethnicities, or as LGBTQ+, or (3) to explain why the reporting company does not have at least

two directors on its board who self-identify in the categories listed above.

Under Nasdaq Rule 5605(f)(2)(D), boards of directors composed

of five or fewer members must have one director who is Diverse as defined by the Rule and are not subject to the requirements of subparagraphs

(A), (B), and (C) of Rule 5605(f)(2) until and unless they expand the board beyond five members.

In addition, Nasdaq Rule 5606 (Board Diversity

Disclosure) requires each Nasdaq-listed company, again subject to certain exceptions, to provide statistical information about such company’s

Board of Directors, in a specified format, related to each director’s self-identified gender, race, and self-identification as

This matrix is presented below.

The Company believes it is in compliance with the diversity requirements imposed by the Nasdaq

listing rules.

Board Diversity Matrix (as

of December 31, 2022)

Total number of directors

Did Not Disclose Gender

Gender Identity

Demographic Background

African American or Black

Alaskan Native or Native American

Hispanic or Latinx

Native Hawaiian or Pacific Islander

Two or more races or ethnicities

Did not disclose demographic background

Guidelines for Selecting Director Nominees

The guidelines for selecting nominees, which

are specified in the Corporate Governance and Nominating Committee Charter, generally provide that persons to be nominated:

should have demonstrated

notable or significant achievements in business, education or public service;

should possess the requisite

intelligence, education and experience to make a significant contribution to the board of directors and bring a range of skills,

diverse perspectives and backgrounds to its deliberations;

should have the highest

ethical standards, a strong sense of professionalism and intense dedication to serving the interests of the shareholders.

The corporate governance and nominating committee

will consider a number of qualifications relating to management and leadership experience, background and integrity and professionalism

in evaluating a person’s candidacy for membership on the board of directors.

The nominating committee may require certain skills

or attributes, such as financial or accounting experience, to meet specific board needs that arise from time to time and will also consider

the overall experience and makeup of its members to obtain a broad and diverse mix of board members.

The board of directors will also

consider director candidates recommended for nomination by our shareholders during such times as they are seeking proposed nominees to

stand for election at the next annual meeting of shareholders (or, if applicable, a special meeting of shareholders).

Our shareholders

that wish to nominate a director for election to the Board should follow the procedures set forth in our bylaws.

The nominating committee

does not distinguish among nominees recommended by shareholders and other persons.

Board Leadership Structure and Role in Risk

We have two separate individuals serving as our

CEO and Chairman.

Our Board of Directors, or the Board, is primarily responsible for overseeing our risk management processes on behalf

of our company.

The Board receives and reviews periodic reports from management, auditors, legal counsel, and others, as considered appropriate

regarding our company’s assessment of risks.

In addition, the Board focuses on the most significant risks facing our company and

our company’s general risk management strategy, and also ensures that risks undertaken by our company are consistent with the board’s

appetite for risk.

While the Board oversees our company’s risk management, management is responsible for day-to-day risk management

We believe this division of responsibilities is the most effective approach for addressing the risks facing our company and

that our board leadership structure supports this approach.

Code of Ethics

We adopted a code of ethics, a copy of which

is attached herein as Exhibit 14.1.

The Code of Ethics applies to all of our employees, officers and directors.

This Code constitutes

a “code of ethics” as defined by the rules of the SEC.

Copies of the code may be obtained free of charge from our website,

www.abvcpharma.com.

Any amendments to, or waivers from, a provision of our code of ethics that applies to any of our executive officers

will be posted on our website in accordance with the rules of the SEC.

Indemnification

our Articles of Incorporation nor Bylaws prevent us from indemnifying our officers, directors and agents to the extent permitted under

the Nevada Revised Statute (“NRS”).

NRS Section 78.7502 provides that a corporation shall indemnify any director, officer,

employee or agent of a corporation against expenses, including attorneys’ fees, actually and reasonably incurred by him in connection

with any the defense to the extent that a director, officer, employee or agent of a corporation has been successful on the merits or

otherwise in defense of any action, suit or proceeding referred to Section 78.7502(1) or 78.7502(2), or in defense of any claim, issue

or matter therein.

as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or persons controlling

the Company pursuant to Nevada law, we are informed that in the opinion of the Securities and Exchange Commission, such indemnification

is against public policy as expressed in the Securities Act and is therefore unenforceable.

Neither our Articles of Incorporation nor Bylaws

prevent us from indemnifying our officers, directors and agents to the extent permitted under the Nevada Revised Statute (“NRS”).

NRS Section 78.7502 provides that a corporation shall indemnify any director, officer, employee or agent of a corporation against expenses,

including attorneys’ fees, actually and reasonably incurred by him in connection with any the defense to the extent that a director,

officer, employee or agent of a corporation has been successful on the merits or otherwise in defense of any action, suit or proceeding

referred to Section 78.7502(1) or 78.7502(2), or in defense of any claim, issue or matter therein.

Insofar as indemnification for liabilities arising

under the Securities Act of 1933 may be permitted to directors, officers or persons controlling the Company pursuant to Nevada law, we

are informed that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed

in the Securities Act and is therefore unenforceable.

EXECUTIVE COMPENSATION

following tables set forth, for each of the last two completed fiscal years of us, the total compensation awarded to, earned by or paid

to any person who was a principal executive officer during the preceding fiscal year and every other highest compensated executive officers

earning more than $100,000 during the last fiscal year (together, the “Named Executive Officers”).

The tables set forth below

reflect the compensation of the Named Executive Officers.

The following tables set forth, for each of the

last two completed fiscal years of us, the total compensation awarded to, earned by or paid to any person who was a principal executive

officer during the preceding fiscal year and every other highest compensated executive officers earning more than $100,000 during the

last fiscal year (together, the “Named Executive Officers”).

The tables set forth below reflect the compensation of the Named

Executive Officers.

Compensation Table

Name and Principal Position

Incentive Plan Compensation

Option Awards

Non-Equity Incentive Plan Compensation

Change in Pension

Nonqualified Deferred Compensation Earnings

Other Compensation

All Other Compensation

Howard Doong (1)

Chihliang An (2)

Leeds Chow (2)

Tsung-Shann Jiang (3)

1 unchanged sentence

Eugene Jiang (5)

Chihliang An (6)

Doong was appointed as the CEO on September 15, 2017.

An was appointed as

the CFO on September 1, 2019.

Chow was appointed

as the CFO on September 4, 2022.

Jiang was appointed

4 unchanged sentences

as CBO on September 1, 2019 .

weighted average grant date fair value of options granted during 2021 was $2.09, using the Black-Scholes

option-pricing model.

Accordingly, the Company recognized stock-based compensation expense of $2,675,205

for the years ended December 31, 2021.

Disclosure to Summary Compensation Table

An resigned from his

positions as the Company’s CFO on September 4, 2022.

The weighted average grant

date fair value of options granted during 2022 was $1.63, using the Black-Scholes option-pricing model.

Accordingly, the Company

recognized stock-based compensation expense of $1,241,930 for the years ended December 31, 2022.

Narrative Disclosure to Summary Compensation Table

than set out below, there are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive

2 unchanged sentences

or executive officers, except that share options may be granted at the discretion of our board of directors.

board approved and adopted the Amended and Restated 2016 Equity Incentive Plan on September 12, 2020 (the “Plan”), a copy

of which is attached hereto as exhibit 10.17.

of Plan-Based Awards

November 21, 2020, the Company issued an aggregate of 545,182 options to purchase shares of Common Stock in lieu of unpaid salaries of

certain employees (other than Officers and Directors) and unpaid consulting fees under the Plan, as amended;

the total converted salaries

was $1,090,361.

The options are exercisable at $2.00 per share.

October 15, 2021, the Company’s Board of Directors approved and issued the following option awards pursuant to the Plan:

Stock Option Plan

Our board approved and adopted the Amended and

Restated 2016 Equity Incentive Plan on September 12, 2020 (the “Plan”), a copy of which is attached hereto as exhibit 10.17.

Grants of Plan-Based Awards

On November 21, 2020, the Company issued an aggregate

of 545,182 options to purchase shares of Common Stock in lieu of unpaid salaries of certain employees (other than Officers and Directors)

and unpaid consulting fees under the Plan, as amended;

the total converted salaries was $1,090,361.

The options are exercisable at $2.00

On October 15, 2021, the Company’s Board

of Directors approved and issued the following option awards pursuant to the Plan:

options to each director, including the Chairman;

1 unchanged sentence

for 400,001 shares, 233,334 shares, and 316,667 shares to the CEO, CFO and CSO, respectively;

the options are exercisable at $3.00

the options are exercisable at $3.00 per

On April 16, 2022, the Company entered into stock

option agreements with 5 directors, pursuant to which the Company granted options to purchase an aggregate of 761,920 shares of common

stock under the Plan, as amended, at an exercise price of $3 per share.

The options were vested at the grant date and become exercisable

for 10 years from the grant date.

of the date of this report, we have granted options under the Plan that can be exercised for an aggregate of 2,587,104 shares of Common

Equity Awards at Fiscal Year End

following table summarizes outstanding unexercised options, unvested stocks and equity incentive plan awards held by each of our named

executive officers, as of December 31, 2021:

Outstanding Equity Awards at Fiscal Year End

The following table summarizes outstanding unexercised

options, unvested stocks and equity incentive plan awards held by each of our named executive officers, as of December 31, 2022:

EQUITY AWARDS AT FISCAL YEAR-END

OPTION AWARDS

Unexercisable

Equity Incentive

Unearned Options

1 unchanged sentence

Shares, Units

Equity Incentive

Market or Payout

5 unchanged sentences

Richard Chi-Hsin King

paid all directors, including the Chairman, 30,000 stock options for each person in fiscal year 2021.

Retirement or Similar Benefit Plans

are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive officers.

no material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive

officers, except that stock options may be granted at the discretion of the board of directors or a committee thereof.

Howard Doong has entered into an employment agreements (“Doong Employment Agreement”) with the Company, pursuant to which

he shall receive an annual base salary of $100,000.

As of December 31, 2017, we paid Mr.

Doong 20,833 shares of the Company’s

common stock at a per share price of $1.60 as opposed to cash compensation.

Compensation of Directors

pay stock options to directors in fiscal year 2022.

Pension, Retirement or Similar Benefit Plans

There are no arrangements or plans in which we

provide pension, retirement or similar benefits for directors or executive officers.

We have no material bonus or profit sharing plans

pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may

be granted at the discretion of the board of directors or a committee thereof.

Employment Contracts

Howard Doong has entered into an employment agreement (“Doong

Employment Agreement”) with the Company, pursuant to which he shall receive an annual base salary of $100,000.

As of December 31,

2017, we paid Dr.

Doong 20,833 shares of the Company’s common stock at a per share price of $1.60 as opposed to cash compensation.

Under Doong Employment Agreement, Dr.

Doong is employed as

our CEO and President of the Company.

We may terminate the employment for cause, at any time, without notice or remuneration, for certain

acts of the executive officer, such as conviction or plea of guilty to a felony or grossly negligent or dishonest acts to our detriment,

or misconduct or a failure to perform agreed duties.

In such case, the executive officer will not be entitled to receive payment of any

severance benefits or other amounts by reason of the termination, and the executive officer’s right to all other benefits will

terminate, except as required by any applicable law.

We may also terminate an executive officer’s employment without cause upon

one-month advance written notice.

In such case of termination by us, we are required to provide compensation to the executive officer,

including severance pay equal to 12 months of base salary.

The executive officer may terminate the employment at any time with a one-month

advance written notice if there is any significant change in the executive officer’s duties and responsibilities or a material

reduction in the executive officer’s annual salary.

In such case, the executive officer will be entitled to receive compensation

equivalent to 12 months of the executive officer’s base salary.

On August 21, 2019, all of the Board members present at the Meeting,

unanimously reelected Dr.

Howard Doong as the Chief Executive Officer (“CEO”), which shall become effective on September

1, 2019 for a term of three years.

August 21, 2019, all of the Board members present at the Meeting unanimously appointed Mr.

Chihliang An as the Company’s Chief

Financial Officer (“CFO”) effective from September 1, 2019 for a term of three years.

Chi-Hsin Richard King has entered into an employment agreements (“King Employment Agreement”) with the Company, pursuant

to which he shall receive an annual base salary of $50,000.

As of December 31, 2017, we paid Mr.

King 10,416 shares of the Company’s

common stock at a per share price of $1.60 as opposed to cash compensation.

Doong is employed as our CEO and President of the Company.

We may terminate the employment for cause,

at any time, without notice or remuneration, for certain acts of the executive officer, such as conviction or plea of guilty to a felony

or grossly negligent or dishonest acts to our detriment, or misconduct or a failure to perform agreed duties.

In such case, the executive

officer will not be entitled to receive payment of any severance benefits or other amounts by reason of the termination, and the executive

officer’s right to all other benefits will terminate, except as required by any applicable law.

We may also terminate an executive

officer’s employment without cause upon one-month advance written notice.

In such case of termination by us, we are required to

provide compensation to the executive officer, including severance pay equal to 12 months of base salary.

The executive officer may terminate

the employment at any time with a one-month advance written notice if there is any significant change in the executive officer’s

duties and responsibilities or a material reduction in the executive officer’s annual salary.

In such case, the executive officer

will be entitled to receive compensation equivalent to 12 months of the executive officer’s base salary.

On August 21, 2019, all

of the Board members present at the Meeting, unanimously reelected Dr.

Howard Doong as the Chief Executive Officer (“CEO”),

which became effective on September 1, 2019 for a term of three years.

September 4, 2022, the Board appointed Mr.

Leeds Chow as the Company’s Chief Financial Officer (“CFO”) and Principal

Accounting Officer effective from September 4, 2022 for a term of 3 years.

Chi-Hsin Richard King has entered into an employment agreements

(“King Employment Agreement”) with the Company, pursuant to which he shall receive an annual base salary of $50,000.

December 31, 2017, we paid Mr.

King 10,416 shares of the Company’s common stock at a per share price of $1.60 as opposed to cash

compensation.

Under King Employment Agreement, Dr.

King is employed as

the CSO of the Company.

We may terminate the employment for cause, at any time, without notice or remuneration, for certain acts of the

executive officer, such as conviction or plea of guilty to a felony or grossly negligent or dishonest acts to our detriment, or misconduct

or a failure to perform agreed duties.

In such case, the executive officer will not be entitled to receive payment of any severance benefits

or other amounts by reason of the termination, and the executive officer’s right to all other benefits will terminate, except as

required by any applicable law.

We may also terminate an executive officer’s employment without cause upon one-month advance written

In such case of termination by us, we are required to provide compensation to the executive officer, including severance pay

equal to 12 months of base salary.

The executive officer may terminate the employment at any time with a one-month advance written notice

if there is any significant change in the executive officer’s duties and responsibilities or a material reduction in the executive

officer’s annual salary.

In such case, the executive officer will be entitled to receive compensation equivalent to 12 months of

the executive officer’s base salary.

On August 21, 2019, all of the Board members present at the Meeting, unanimously reelected

Richard King as the Chief Scientific Officer (“CSO”), which shall become effective on September 1, 2019 for a term of

King is employed as the CSO of the Company.

We may terminate the employment for cause,

at any time, without notice or remuneration, for certain acts of the executive officer, such as conviction or plea of guilty to a felony

or grossly negligent or dishonest acts to our detriment, or misconduct or a failure to perform agreed duties.

In such case, the executive

officer will not be entitled to receive payment of any severance benefits or other amounts by reason of the termination, and the executive

officer’s right to all other benefits will terminate, except as required by any applicable law.

We may also terminate an executive

officer’s employment without cause upon one-month advance written notice.

In such case of termination by us, we are required to

provide compensation to the executive officer, including severance pay equal to 12 months of base salary.

The executive officer may terminate

the employment at any time with a one-month advance written notice if there is any significant change in the executive officer’s

duties and responsibilities or a material reduction in the executive officer’s annual salary.

In such case, the executive officer

will be entitled to receive compensation equivalent to 12 months of the executive officer’s base salary.

On August 21, 2019, all

of the Board members present at the Meeting, unanimously reelected Dr.

Richard King as the Chief Scientific Officer (“CSO”),

which became effective on September 1, 2019 for a term of three years.

August 21, 2019, all of the Board members present at the Meeting, except Eugene Jiang, appointed Mr.

9 unchanged sentences

regarding his appointment as the Chief Strategy Officer of the Company during the Board meeting.

SECURITY OWENERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

following table sets forth certain information regarding beneficial ownership of our common stock as of March 30, 2022 (i) each

person (or group of affiliated persons) who is known by us to own more than five percent (5%) of the outstanding shares of our common

stock, (ii) each director, executive officer and director nominee, and (iii) all of our directors, executive officers and director nominees

ownership is determined in accordance with SEC rules and generally includes voting or investment power with respect to securities.

purposes of this table, a person or group of persons is deemed to have “beneficial ownership” of any shares of

common stock that such person has the right to acquire within 60 days of the date of the respective table.

For purposes of computing

the percentage of outstanding shares of our common stock held by each person or group of persons named above, any shares that such person

or persons has the right to acquire within 60 days of the date of the respective table is deemed to be outstanding for such person, but

is not deemed to be outstanding for the purpose of computing the percentage ownership of any other person.

The inclusion herein of any

shares listed as beneficially owned does not constitute an admission of beneficial ownership.

otherwise noted, the business address of each beneficial owner listed is 44370 Old Warm Springs Blvd., Fremont, CA 94538.

as otherwise indicated, the persons listed below have sole voting and investment power with respect to all shares of our common stock

owned by them, except to the extent that power may be shared with a spouse.

of March 30, 2022, we had 30,307,329 shares of common stock issued and outstanding.

of Beneficial Owner

SECURITY OWENERSHIP OF CERTAIN BENEFICIAL

OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Beneficial Owners

The following table sets forth certain information

regarding beneficial ownership of our common stock as of March 31, 2023 (i) each person (or group of affiliated persons) who is known

by us to own more than five percent (5%) of the outstanding shares of our common stock, (ii) each director, executive officer and director

nominee, and (iii) all of our directors, executive officers and director nominees as a group.

Beneficial ownership is determined in accordance

with SEC rules and generally includes voting or investment power with respect to securities.

For purposes of this table, a person or

group of persons is deemed to have “beneficial ownership” of any shares of common stock that such person has the

right to acquire within 60 days of the date of the respective table.

For purposes of computing the percentage of outstanding shares of

our common stock held by each person or group of persons named above, any shares that such person or persons has the right to acquire

within 60 days of the date of the respective table is deemed to be outstanding for such person, but is not deemed to be outstanding for

the purpose of computing the percentage ownership of any other person.

The inclusion herein of any shares listed as beneficially owned

does not constitute an admission of beneficial ownership.

Unless otherwise noted, the business address

of each beneficial owner listed is 44370 Old Warm Springs Blvd., Fremont, CA 94538.

Except as otherwise indicated, the persons listed

below have sole voting and investment power with respect to all shares of our common stock owned by them, except to the extent that power

may be shared with a spouse.

As of March 31, 2023, we had 33,080,740

shares of common stock issued and outstanding.

Name of Beneficial Owner

Eugene Jiang (1)

1 unchanged sentence

Yen-Hsin Chou

Shin-Yu Miao (2)

Hsin-Hui Miao

Tsang-Ming Jiang

3 unchanged sentences

Yoshinobu Odaira

Shih-Chen Tzeng

All officers and directors as a group (Fourteen

(14) persons)

Corporation (5)

Shuling Jiang

All officers and directors as a group (Fourteen (14) persons)

YuanGene Corporation (4)

Jiang held 673,189 shares of the Company’s common stock through his ownership in AsianGene, 3,743 shares of the Company’s

common stock through his ownership in BioFirst, 141 shares of the Company’s common stock through his ownership in Rgene, and

the rest of 25,173 shares through direct ownership.

Miao held 1,192 shares of the Company’s common stock through her ownership in BioFirst, 7 shares of the Company’s common

stock through his ownership in Rgene, and the rest of 65,666 through direct ownership.

common stock through his ownership in BioFirst, 121 shares of the Company’s common stock through his ownership in Rgene, and the

rest of 25,173 shares through direct ownership.

Jiang held 8,296,968 shares of common stock through his ownership in YuanGene Corporation, 2,277 shares of the Company’s common

stock through BioLite, 16,829 shares through Rgene Corporation, 96,364 shares through BioFirst, 674,724 shares through Lion Arts, 509,878

509,878 shares through LionGene, 8,850 shares through Genepro Investment, 213,120 shares through Keypoint, 64,215 shares through

Shu-Ling Chiang, and the rest of 2,161,742 shares through direct ownership.

Jiang held 939 shares of common stock in the Company through his ownership in BioFirst, 6 shares of the Company’s common stock

through Rgene, and the rest of 4,600 shares through direct ownership.

shares through LionGene, 8,850 shares through Genepro Investment, 213,120 shares through Keypoint, and the rest of 2,161,742 shares

through direct ownership.

Chang-Jen Jiang held 939 shares of common stock in the Company through his ownership in BioFirst, 5 shares of the Company’s common

stock through Rgene, and the rest of 4,600 shares through direct ownership.

Corporation is a company wholly-owned by Lion Arts, which is owned by Shu-Ling Chiang (80%) and Dr.

Tsung-Shann Jiang (20%);

however, YuanGene appointed Eugene Jiang to have sole voting control over the shares held by YuanGene, the principal office address

of which is 2 nd floor, Building B, SNPF Plaza, Savalalo, Apia, Samoa.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, DIRECTOR INDEPENDENCE

as disclosed herein, 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 since January 1, 2020, in which the

amount involved in the transaction exceeds the lesser of $120,000 or one percent of the average of our total assets at the year-end for

the last two completed fiscal years.

YuanGene appointed Eugene Jiang to have sole voting control over the shares held by YuanGene, the principal office address of which is

2 nd floor, Building B, SNPF Plaza, Savalalo, Apia, Samoa.

Securities authorized for issuance under equity

incentive plans.

Equity Compensation Plan Information

The following

table discloses information as of December 31, 2022, with respect

to compensation plans (including individual compensation arrangements) under which our equity securities are authorized for issuance,

aggregated as follows:

Plan category

available for

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders

See, Item 11, Executive Compensation for additional

details about our option plan.

CERTAIN RELATIONSHIPS AND RELATED

TRANSACTIONS, DIRECTOR INDEPENDENCE

Except as disclosed herein, 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 since January 1, 2020, in which the amount involved in the transaction exceeds

the lesser of $120,000 or one percent of the average of our total assets at the year-end for the last two completed fiscal years.

Co-Development agreement with Rgene Corporation

November 10, 2020, the Company and Rgene signed an amendment to the Co-Dev Agreement dated May 26, 2017, pursuant to which both parties

agreed to delete AB-1507 HER2/neu Positive Breast Cancer Combination Therapy and AB 1527 Ovary Cancer Combination Therapy and add ABV-1519

EGFR Positive Non-Small Cell Lung Cancer Combination Therapy and ABV-1526 Large Intestine / Colon / Rectal Cancer Combination Therapy

to the products to be co-developed and commercialized.

On November 10, 2020, the Company and Rgene signed

an amendment to the Co-Dev Agreement dated May 26, 2017, pursuant to which both parties agreed to delete AB-1507 HER2/neu Positive Breast

Cancer Combination Therapy and AB 1527 Ovary Cancer Combination Therapy and add ABV-1519 EGFR Positive Non-Small Cell Lung Cancer Combination

Therapy and ABV-1526 Large Intestine / Colon / Rectal Cancer Combination Therapy to the products to be co-developed and commercialized.

Other provisions of the Co-Dev Agreement remain in full force and effect.

Collaborative

agreement with BioFirst Corporation

November 4, 2020, we executed an amendment to our collaboration agreement with BioFirst dated July 24, 2017, to add BFC-1403 Intraocular

Irrigation Solution and BFC-1404 Corneal Storage Solution to our agreement.

BFC-1404 is utilized during a corneal transplant procedure

to replace a damaged or diseased cornea while BFC-1403 has broader utilization during a variety of ocular procedures.

ABVC will focus on BFC-1404, a solution utilized to store a donor cornea prior to either penetrating keratoplasty (full thickness cornea

transplant) or endothelial keratoplasty (back layer cornea transplant).

Designated ABV-2002 under ABVC’s product identification

system, the solution is comprised of a specific poly amino acid that protects ocular tissue from damage caused by external osmolarity

exposure during pre-surgery storage.

The specific polymer in ABV 2002 can adjust osmolarity to maintain a range of 330 to 390 mOsM thereby

permitting hydration within the corneal stroma during the storage period.

Stromal hydration results in (a) maintaining acceptable corneal

transparency and (b) prevents donor cornea swelling.

ABV-2002 also contains an abundant phenolic phytochemical found in plant cell walls

that provides antioxidant antibacterial properties and neuroprotection.

testing by BioFirst indicates that ABV-2002 may be more effective for protecting the cornea and retina during long-term storage than

other storage media available today and can be manufactured at lower cost.

Categorized as a Class I Medical Device that has the lowest

risk to patients, ABVC intends to submit a Premarket Notification 510(K) submission to the FDA before the end of 2021 to demonstrate

the device is at least as safe and effective as current products on the market.

May 11, 2018, the Company and BioFirst (Australia) entered into a loan agreement for a total amount of $40,000 to meet its working capital

The advances bear 0% interest rate and are due on demand prior to September 30, 2020.

Afterwards, all outstanding load will bear

interest rate at 12% per annum.

On July 1, 2020, the Company entered into a loan agreement with BioFirst (Australia) for $361,487 to

properly record R&D cost and tax refund allocation based on co-development contract executed on July 24, 2017.

The loan will be matured

on September 30, 2021 with an interest rate of 6.5% per annum.

On September 7, 2021, the Company entered into a loan agreement with BioFirst

(Australia) for $67,873 to meet its new project needs.

On December 1, 2021, the Company entered into a loan agreement with BioFirst (Australia)

for $250,000 to increase the cost for upcoming projects.

The loan will mature on November 30, 2022 with an interest rate of 6.5% per

As of December 31, 2021 and 2020, the aggregate amount of outstanding loan and accrued interest was $466,256 and $373,235, respectively.

Venture Agreement

October 6, 2021 (the “ Completion Date ”), the Company, Lucidaim Co., Ltd., a Japanese corporation (“ Lucidaim ,”

together with the Company, the “ Shareholders ”), and BioLite Japan K.K., a Japanese corporation (“ Biolite

JP” ) entered into a Joint Venture Agreement (the “ Agreement ”).

Biolite JP is a private limited company (a

Japanese Kabushiki Kaisha ) incorporated on December 18, 2018 and at the date of the Agreement has 10,000 ordinary

shares authorized, with 3,049 ordinary shares issued and outstanding (the “ Ordinary Shares ”).

prior to the execution of the Agreement, Lucidaim owned 1,501 Ordinary Shares and the Company owned 1,548 Ordinary Shares.

The Shareholders entered into the joint venture to formally reduce to writing their desire to invest in and operate Biolite JP as a joint

The business of the joint venture shall be the research and development of drugs, medical device and digital media, investment,

fund running and consulting, distribution and marketing of supplements carried on by Biolite JP and its subsidiaries in Japan, or any

other territory or businesses as may from time to time be agreed by an amendment to the Agreement.

The closing of the transaction is

conditioned upon the approval and receipt of all necessary government approvals, which have been received.

to the Agreement and the related share transfer agreement, the Company shall transfer 54 of

its Ordinary Shares to Lucidaim for no consideration, such that following the transfer, Lucidaim

shall own 1,555 Ordinary Shares (51%) and the Company shall own 1,494 Ordinary

Shares (49%).

Also pursuant to the Agreement, there shall be 3 directors of Biolite JP, consisting

of 1 director appointed by the Company and 2 appointed by Lucidiam.

The Company shall appoint

Eugene Jiang, the Company’s current Chairman and Chief Business Officer and Lucidaim

shall appoint Michihito Onishi;

the current director of Biolite JP, Toru Seo (who is also

a director of BioLite Japan’s other shareholder), is considered the second Lucidaim

The Agreement further provides that the Company and Biolite JP shall assign the

research collaboration and license agreement between them to Biolite JP or prepare the same

(the “ License Agreement ”).

The aforementioned transactions occurred on

the Completion Date.

per the Agreement, the Shareholders shall supervise and manage the business and operations of Biolite JP.

The directors shall not be

entitled to any renumeration for their services as a director and each Shareholder can remove and replace the director he/she/it appointed.

If a Shareholder sells or disposes of all of its Ordinary Shares, the director such Shareholder appointed must tender his/her resignation.

The Agreement also sets forth certain corporate actions that must be pre-approved by all Shareholders (the “ Reserved Matters ”).

If the Shareholders are unable to make a decision on any Reserved Matter, then either Shareholder can submit a deadlock notice to the

other shareholder, 5 days after which they must refer the matter to each Shareholder’s chairman and use good faith to resolve the

If such dispute is not resolved within 10 days thereafter, then either Shareholder can offer to buy all of the other Shareholder’s

Ordinary Shares for cash at a specified price;

if there is not affirmative acceptance of the sale, the sale shall proceed as set forth

in the sale offer.

of the Shareholders maintains a pre-emptive right to purchase such number of additional Ordinary Shares as would allow such Shareholder

to maintain its ownership percentage in Biolite JP if Biolite JP issues any new Ordinary Shares.

However, the Agreement provides that

the Company shall lose its pre-emptive rights under certain conditions.

The Shareholders also maintain a right of first refusal if the

other Shareholder receives an offer to buy such shareholder’s Ordinary Shares.

Agreement also requires Biolite JP to obtain a bank facility in the amount of JPY 30,460,000 (approximately USD272,000), for

its initial working capital purposes.

Pursuant to the Agreement, each Shareholder agrees to guarantee such bank facility if the bank

requires a guarantee.

Accordingly, the Company may be liable for the bank facility in an amount up to JPY 14,925,400 (approximately

USD134,000), which represents 49% of the maximum bank facility.

The Agreement further provides that Biolite JP shall issue annual

dividends at the rate of at least 1.5% of Biolite JP’s profits, if it has sufficient cash to do so.

Clinical Development Service Agreement

with Rgene Corporation

On June 10, 2022, the Company expanded its co-development

partnership with Rgene.

entered into a Clinical Development Service Agreement with Rgene (“Service Agreement”)

to guide certain Rgene drug products, RGC-1501 for the treatment of Non-Small Cell Lung Cancer (NSCLC), RGC-1502 for the treatment of

pancreatic cancer and RGC 1503 for the treatment of colorectal cancer patients, through completion of Phase II clinical studies under

FDA IND regulatory requirements (the “Rgene Studies”).

The Service Agreement shall remain in effect until the expiration

date of the last patent and automatically renew for 5 more years unless terminated earlier by either party with six months written notice.

Under the terms of the Service Agreement, BioKey is eligible to receive payments totaling up to $3.0 million over a 3-year period with

each payment amount to be determined by certain regulatory milestones obtained during the agreement period.

Collaborative agreement with BioFirst Corporation

November 4, 2020, we executed an amendment to our collaboration agreement with BioFirst dated July 24, 2017, to add ABV-2001

Intraocular Irrigation Solution and ABV-2002 Corneal Storage Solution to our agreement.

ABV-2002 is intended to be utilized during a

corneal transplant procedure to replace a damaged or diseased cornea while ABV-2001 has broader utilization during a variety of

ocular procedures.

Initially ABVC will focus on ABV-2002, a solution utilized to store

a donor cornea prior to either penetrating keratoplasty (full thickness cornea transplant) or endothelial keratoplasty (back layer cornea

Designated ABV-2002 under ABVC’s product identification system, the solution is comprised of a specific poly amino

acid that protects ocular tissue from damage caused by external osmolarity exposure during pre-surgery storage.

The specific polymer in

ABV 2002 can adjust osmolarity to maintain a range of 330 to 390 mOsM thereby permitting hydration within the corneal stroma during the

storage period.

Stromal hydration results in (a) maintaining acceptable corneal transparency and (b) prevents donor cornea swelling.

also contains an abundant phenolic phytochemical found in plant cell walls that provides antioxidant antibacterial properties and neuroprotection.

Early testing by BioFirst indicates that ABV-2002

may be more effective for protecting the cornea and retina during long-term storage than other storage media available today and can be

manufactured at lower cost.

ABV-2002 is categorized as a Class I Medical Device that has the lowest risk to patients;

however, further

clinical development was put on hold due to the lack of funding.

On May 11, 2018, the Company and BioFirst (Australia)

entered into a loan agreement for a total amount of $40,000 to meet its working capital needs.

The advances bear 0% interest rate and

are due on demand prior to September 30, 2020.

Afterwards, all outstanding load will bear interest rate at 12% per annum.

On July 1, 2020,

the Company entered into a loan agreement with BioFirst (Australia) for $361,487 to properly record R&D cost and tax refund allocation

based on co-development contract executed on July 24, 2017.

The loan was originally set to mature on September 30, 2021 with an interest

rate of 6.5% per annum, however, on September 7, 2021, the Company entered into a loan agreement with BioFirst (Australia) for $67,873

to meet its new project needs.

On December 1, 2021, the Company entered into a loan agreement with BioFirst (Australia) for $250,000 to

increase the cost for upcoming projects.

The loan has an interest rate of 6.5% per annum and matured on November 30, 2022.

As of December

31, 2022 and 2021, the aggregate amount of outstanding loans and accrued interest was $1,028,556 and $491,816, respectively.

Joint Venture Agreement

On October 6, 2021 (the “ Completion

Date ”), the Company, Lucidaim Co., Ltd., a Japanese corporation (“ Lucidaim ,” together with the Company,

the “ Shareholders ”), and BioLite Japan K.K., a Japanese corporation (“ Biolite JP” ) entered into

a Joint Venture Agreement (the “ Agreement ”).

Biolite JP is a private limited company (a Japanese Kabushiki

Kaisha ) incorporated on December 18, 2018 and at the date of the Agreement has 10,000 ordinary shares authorized, with 3,049 ordinary

shares issued and outstanding (the “ Ordinary Shares ”).

Immediately prior to the execution of the Agreement, Lucidaim

owned 1,501 Ordinary Shares and the Company owned 1,548 Ordinary Shares.

The Shareholders entered into the joint venture

to formally reduce to writing their desire to invest in and operate Biolite JP as a joint venture.

The business of the joint venture

shall be the research and development of drugs, medical device and digital media, investment, fund running and consulting, distribution

and marketing of supplements carried on by Biolite JP and its subsidiaries in Japan, or any other territory or businesses as may from

time to time be agreed by an amendment to the Agreement.

The closing of the transaction is conditioned upon the approval and receipt

of all necessary government approvals, which have been received.

Pursuant to the Agreement and the related share

transfer agreement, the Company shall transfer 54 of its Ordinary Shares to Lucidaim for no consideration, such that following

the transfer, Lucidaim shall own 1,555 Ordinary Shares (51%) and the Company shall own 1,494 Ordinary Shares (49%).

Also pursuant to the Agreement, there shall be 3 directors of Biolite JP, consisting of 1 director appointed by the Company and 2 appointed

The Company shall appoint Eugene Jiang, the Company’s current Chairman and Chief Business Officer and Lucidaim shall

appoint Michihito Onishi;

the current director of Biolite JP, Toru Seo (who is also a director of BioLite Japan’s other shareholder),

is considered the second Lucidaim director.

The Agreement further provides that the Company and Biolite JP shall assign the research

collaboration and license agreement between them to Biolite JP or prepare the same (the “ License Agreement ”).

aforementioned transactions occurred on the Completion Date.

As per the Agreement, the Shareholders shall

supervise and manage the business and operations of Biolite JP.

The directors shall not be entitled to any renumeration for their services

as a director and each Shareholder can remove and replace the director he/she/it appointed.

If a Shareholder sells or disposes of all

of its Ordinary Shares, the director such Shareholder appointed must tender his/her resignation.

The Agreement also sets forth certain

corporate actions that must be pre-approved by all Shareholders (the “ Reserved Matters ”).

If the Shareholders are

unable to make a decision on any Reserved Matter, then either Shareholder can submit a deadlock notice to the other shareholder, 5 days

after which they must refer the matter to each Shareholder’s chairman and use good faith to resolve the dispute.

If such dispute

is not resolved within 10 days thereafter, then either Shareholder can offer to buy all of the other Shareholder’s Ordinary Shares

for cash at a specified price;

if there is not affirmative acceptance of the sale, the sale shall proceed as set forth in the sale offer.

Each of the Shareholders maintains a pre-emptive

right to purchase such number of additional Ordinary Shares as would allow such Shareholder to maintain its ownership percentage in Biolite

JP if Biolite JP issues any new Ordinary Shares.

However, the Agreement provides that the Company shall lose its pre-emptive rights under

certain conditions.

The Shareholders also maintain a right of first refusal if the other Shareholder receives an offer to buy such shareholder’s

Ordinary Shares.

The Agreement also requires Biolite JP to obtain

a bank facility in the amount of JPY 30,460,000 (approximately USD272,000), for its initial working capital purposes.

to the Agreement, each Shareholder agrees to guarantee such bank facility if the bank requires a guarantee.

Accordingly, the Company

may be liable for the bank facility in an amount up to JPY 14,925,400 (approximately USD134,000), which represents 49%

of the maximum bank facility.

The Agreement further provides that Biolite JP shall issue annual dividends at the rate of at least 1.5%

of Biolite JP’s profits, if it has sufficient cash to do so.

to the Agreement, the Company and Biolite JP agree to use their best efforts to execute the License Agreement by the end of December

2021, but since it was not yet executed, the parties continue such efforts.

agreed that any negotiation on behalf of Biolite JP regarding the terms of the License Agreement shall be handled by the directors appointed

If the Company and such Lucidaim directors do not reach agreement on the terms, Biolite JP may at its sole discretion determine

not to execute the License Agreement without any liability to the Company.

Agreement contains non-solicitation and non-compete clauses for a period of 2 years after a Shareholder or its subsidiaries ceases to

be a Shareholder, with such restrictive covenants limited to business within the ophthalmologic filed or central neurological field.

Any rights to intellectual property that arise from Biolite JP’s activities, shall belong to Biolite JP.

Agreement contains standard indemnification terms, except that no indemnifying party shall have any liability for an individual liability

unless it exceeds JPY 500,000 (approximately USD4,500) and until the aggregate amount of all liabilities exceeds JPY 2,000,000 (approximately

USD18,000) and then only to the extent such liability exceed such limit.

Company paid $150,000 towards the setup of the joint venture;

BioLite Japan’s other shareholder also paid $150,000 after

the Letter of Intent was signed.

Agreement shall continue for 10 years, unless earlier terminated.

The Agreement also allows a Shareholder to terminate the agreement

upon certain defaults committed by another Shareholder, as set forth in the Agreement.

with BioLite, Inc.

entered into a Collaborative Agreement with BioLite, Inc., a company incorporated under the laws of Taiwan, and a subsidiary of the Company,

(“BioLite”) on December 29, 2015, and then entered into two addendums to such agreement (as amended and revised, (the “Agreement”).

The majority shareholder of BioLite is one of the Company’s subsidiaries, the Company’s Chairman is a director of BioLite

Jiang, the Company’s Chief Strategy Officer and a director, is the Chairman of BioLite.

to the Agreement, the Company acquired the sole licensing rights to develop and commercialize for therapeutic purposes six compounds

from BioLite.

In accordance with the terms of the Agreement, the Company shall pay BioLite (i) milestone payments of up to $100 million

in cash and equity of the Company or equity securities owned by it at various stages on a schedule dictated by BioLite’s achievements

of certain milestones, as set forth in the Agreement (the “Milestone Payments”) and (ii) a royalty payment equal to 5% of

net sales of the drug products when ABV-1501 is approved for sale in the licensed territories.

If BioLite fails to reach any of the milestones

in a timely manner, it may not receive the rest of the payments from the Company.

According to the Agreement, after Phase II clinical

trials are completed, 15% of the Milestone Payment becomes due and shall be paid in two stages:

(i) 5% no later than December 31, 2021

(the “December 2021 Payment”) and (ii) 10% no later than December 31, 2022.

On February 12, 2022, the Company’s Board

of Directors determined that the December 2021 Payment, which is equal to $5,000,000, shall be paid via the cancellation of certain outstanding

debt, in the amount of $5,000,000, that BioLite owes the Company as of December 31, 2021.

On February 22, 2022, the parties entered into

an amendment to the Agreement allowing the Company to make all payments due under the Agreement via the forgiveness of debt, in equal

value, owed by BioLite to the Company.

The Company agreed that any negotiation on behalf of Biolite

JP regarding the terms of the License Agreement shall be handled by the directors appointed by Lucidaim.

If the Company and such Lucidaim

directors do not reach agreement on the terms, Biolite JP may at its sole discretion determine not to execute the License Agreement without

any liability to the Company.

The Agreement contains non-solicitation and non-compete

clauses for a period of 2 years after a Shareholder or its subsidiaries ceases to be a Shareholder, with such restrictive covenants limited

to business within the ophthalmologic filed or central neurological field.

Any rights to intellectual property that arise from Biolite

JP’s activities, shall belong to Biolite JP.

The Agreement contains standard indemnification

terms, except that no indemnifying party shall have any liability for an individual liability unless it exceeds JPY 500,000 (approximately

USD4,500) and until the aggregate amount of all liabilities exceeds JPY 2,000,000 (approximately USD18,000) and then only to

the extent such liability exceed such limit.

The Company paid $150,000 towards the setup

of the joint venture;

BioLite Japan’s other shareholder also paid $150,000 after the Letter of Intent was signed.

The Agreement shall continue for 10 years, unless

earlier terminated.

The Agreement also allows a Shareholder to terminate the agreement upon certain defaults committed by another Shareholder,

as set forth in the Agreement.

Agreement with BioLite, Inc.

We entered into a Collaborative Agreement with

BioLite, Inc., a company incorporated under the laws of Taiwan, and a subsidiary of the Company, (“BioLite”) on December

29, 2015, and then entered into two addendums to such agreement (as amended and revised, (the “Agreement”).

shareholder of BioLite is one of the Company’s subsidiaries, the Company’s Chairman is a director of BioLite and Dr.

the Company’s Chief Strategy Officer and a director, is the Chairman of BioLite.

Pursuant to the Agreement, the Company acquired

the sole licensing rights to develop and commercialize for therapeutic purposes six compounds from BioLite.

In accordance with the terms

of the Agreement, the Company shall pay BioLite (i) milestone payments of up to $100 million in cash and equity of the Company or equity

securities owned by it at various stages on a schedule dictated by BioLite’s achievements of certain milestones, as set forth in

the Agreement (the “Milestone Payments”) and (ii) a royalty payment equal to 5% of net sales of the drug products when ABV-1501

is approved for sale in the licensed territories.

If BioLite fails to reach any of the milestones in a timely manner, it may not receive

the rest of the payments from the Company.

According to the Agreement, after Phase II clinical trials are completed, 15% of the Milestone

Payment becomes due and shall be paid in two stages:

(i) 5% no later than December 31, 2021 (the “December 2021 Payment”)

and (ii) 10% no later than December 31, 2022.

On February 12, 2022, the Company’s Board of Directors determined that the December

2021 Payment, which is equal to $5,000,000, shall be paid via the cancellation of certain outstanding debt, in the amount of $5,000,000,

that BioLite owes the Company as of December 31, 2021.

On February 22, 2022, the parties entered into an amendment to the Agreement allowing

the Company to make all payments due under the Agreement via the forgiveness of debt, in equal value, owed by BioLite to the Company.

was a related party transaction and was conducted at arm’s length.

3 unchanged sentences

best interest to cancel outstanding debt and apply it to the December 2021 Payment.

such approval, the Company and BioLite entered into an amendment to the Agreement reflecting the modified payment method.

related party transactions

from related parties:

December 31, 2021 and 2020, there was an aggregate amount of $49,110 and $42,911 due from Rgene for working capital purposes, respectively.

Following such approval, the Company and BioLite

entered into an amendment to the Agreement reflecting the modified payment method.

Other related party transactions

Due from related parties:

(1) As of December 31, 2021, due from Rgene amounted

Under the terms of the loan agreement, the loan bears interest at 1% per month (or equivalent to 12% per annum) and the maturity

date was December 31, 2020.

As of December 31, 2021, and December 31, 2020, the outstanding loan balance was $33,520 and $31,684;

and accrued interest was $13,701 and $11,227, respectively.

On January 1, 2021, BioLite Taiwan entered into a consultant services

agreement with Rgene, of which the amount due from Rgene was $1,889 for the year ended December 31, 2021.

27, 2019, the Company entered into loan agreements with AsiaGene for NT $100,000, equivalent to $3,560, to meet its working capital

Under the terms of the loan agreement, the loan bears interest at 1% per month (or equivalent to 12% per annum) and the loan

maturity date was December 31, 2020.

The loan was repaid in full during the year of 2021.

As of December 31, 2021 and

2020, the outstanding loan balance was $0 and $3,560, and accrued interest was $0 and $681, respectively.

On November 2, 2021, November

12, 2021 and December 20, 2021, the Company and BioFirst entered into loan agreements for a total amount of $45,000, $140,000, and

$280,000, respectively, to meet its working capital needs.

The loan will be matured on November 1, 2022, November 11, 2022, and December

19, 2022, respectively, all with an interest rate of 6.5% per annum.

As of December 31, 2021, and December 31, 2020, the outstanding

loan balance was $465,000 and $0;

and accrued interest was $3,435 and $0, respectively.

On July 1, 2020, the Company

entered into a loan agreement with BioFirst (Australia) for $361,487 to properly record R&D cost and tax refund allocation based

on co-development contract executed on July 24, 2017.

The loan was originally set to mature on September 30, 2021 with an interest

rate of 6.5% per annum, however, on September 7, 2021, the Company entered into a loan agreement with BioFirst (Australia) for $67,873

to meet its new project needs.

On December 1, 2021, the Company entered into a loan agreement with BioFirst (Australia)

for $250,000 to increase the cost for upcoming projects.

The loan will mature on November 30, 2022 with an interest rate of 6.5%

As of December 31, 2021 and 2020, the aggregate amount of outstanding loan and accrued interest was $491,816 and

$373,235, respectively.

On February 24, 2015, BioLite

Taiwan and BioHopeKing Corporation (the “BHK”) entered into a co-development agreement, (the “BHK Co-Development

Agreement”, see Note 3).

As of December 31, 2021, the outstanding loan balance was $33,520;

and accrued interest was $13,701, respectively.

On January 1, 2021, BioLite Taiwan entered into a consultant services agreement with Rgene, of which the amount due from Rgene was $1,889

for the year ended December 31, 2021.

On June 16, 2022, the Company entered into a one-year convertible loan

agreement with Rgene, with a principal amount of $1,000,000 to Rgene which bears interest at 5% per annum for the use of working capital

that, if fully converted, would result in ABVC owning an additional 6.4% of Rgene.

The Company may convert the Note at any time into shares

of Rgene’s common stock at either (i) a fixed conversion price equal to $1.00 per share or (ii) 20% discount of the stock price

of the then most recent offering, whichever is lower;

the conversion price is subject to adjustment as set forth in the Note.

includes standard events of default, as well as a cross-default provision pursuant to which a breach of the Service Agreement will trigger

an event of default under the convertible note if not cured after 5 business days of written notice regarding the breach is provided.

As of December 31, 2022, the outstanding loan balance was $ 500,000;

and accrued interest was $13,819.

On July 1, 2020, the Company entered into a loan agreement with BioFirst (Australia) for $361,487 to properly record R&D cost and tax refund allocation based on co-development contract executed on July 24, 2017.

The loan was originally set to be mature on September 30, 2021 with an interest rate of 6.5% per annum, but on September 7, 2021, the Company entered into a loan agreement with BioFirst (Australia) for $67,873 to meet its new project needs.

On December 1, 2021, the Company entered into a loan agreement with BioFirst (Australia) for $250,000 to increase the cost for upcoming projects.

The loan will be matured on November 30, 2022 with an interest rate of 6.5% per annum.

In 2022, the Company entered into several loan agreements with BioFirst (Australia) for a total amount of $507,000 to increase the cost for upcoming projects.

All the loans period was twelve months with an interest rate of 6.5% per annum.

As of December 31, 2022 and 2021, the aggregate amount of outstanding loan and accrued interest was $1,028,556 and $491,816, respectively.

On February 24, 2015, BioLite Taiwan and BioHopeKing Corporation (the “BHK”) entered into a co-development agreement, (the “BHK Co-Development Agreement”, see Note 3).

The development costs shall be shared 50/50 between BHK and the Company.

Under the term of the agreement,

BioLite issued relevant development cost to BHK.

Under the term of the agreement, BioLite issued relevant development cost to BHK.

As of December 31, 2022 and 2021, due from BHK was $112,822 and $124,972, respectively.

On February 27, 2019, the

Company has advanced funds to LBG USA for working capital purpose.

The advances bear 0% interest rate and are due on demand.

December 31, 2021 and 2020, the outstanding advance balances was $675 and $675, respectively.

On October 31, 2020, the

Company has advanced an aggregate amount of $1,610 to Keypoint for working capital purpose.

Under the terms of the loan agreement,

the loan bears interest at 6.5% per annum and the loan will be matured on October 30, 2021.

As of December 31, 2021 and 2020, the

outstanding loan balance was $1,610 and $1,610, respectively.

to related parties:

Since 2019, BioFirst has

advanced funds to the Company for working capital purpose.

On May 8, 2020, the Company and Lucidaim entered into a Letter of Intent (LOI) in regard to a potential joint venture of BioLite Japan.

Based on the LOI, each party will advance an aggregated amount of $150,000 to meet BioLite Japan’s working capital needs, which the Company advanced an amount of $150,000 and the advance bear 0% interest rate.

As of December 31, 2022 and 2021, the outstanding advance balances was $0 and $150,000, respectively.

The outstanding balance was reclassified as prepayment for long-term investments due to the debt-to-equity agreement with BioLite Japan, while format document is pending to be executed.

Due to related parties:

Since 2019, BioFirst has advanced funds to the Company for working capital purpose.

The advances bear interest 1% per month (or equivalent to 12% per annum).

As of December 31, 2021 and 2020, the aggregate amount of outstanding balance and accrued interest is $40,878 and $23,647, respectively.

As of December 31, 2021

and 2020, BioFirst (Australia) has advanced the Company an aggregate amount of $132,443 and $0, respectively for new project purpose.

As of December 31, 2021

and 2020, AsiaGene has advanced the Company an aggregate amount of $24,017 and $0, respectively for working capital purpose.

advance bears 0% interest rate and is due on demand.

As of December 31, 2021

and 2020, YuanGene has advanced the Company an aggregate amount of $9,205 for working capital purpose.

This advance bears 0% interest

rate and is due on demand.

Since 2019, the Jiangs

advanced funds to the Company for working capital purpose.

As of December 31, 2021 and 2020, the outstanding balance due to the Jiangs

amounted to $18,750 and $16,627, respectively.

As of December 31, 2022 and 2021, the aggregate amount of outstanding balance and accrued interest is $188,753, a combination of $147,875 from loan, and $40,878 from expense-sharing, and $40,878, respectively.

As of December 31, 2022 and 2021, BioFirst (Australia) has advanced the Company an aggregate amount of $275,900 and $132,443, respectively for new project purpose.

Since 2019, the Jiangs advanced funds to the Company for working capital purpose.

As of December 31, 2022 and 2021, the outstanding balance due to the Jiangs amounted to $19,789 and $18,750, respectively.

These loans bear interest rate of 0% to 1% per month, and are due on demand.

Since 2018, the Company’s

shareholders have advanced funds to the Company for working capital purpose.

The advances bear interest rate from 12% to 13.6224%

Since 2018, the Company’s shareholders have advanced funds to the Company for working capital purpose.

The advances bear interest rate from 12% to 13.6224% per annum.

As of December 31, 2022 and 2021, the outstanding principal and accrued interest was $151,450 and $168,131, respectively.

Interest expenses in connection with these loans were $22,779 and $21,520 for the year ended December 31, 2021 and 2020, respectively.

Commencing January, 2020,

the Company had advances from one employee for working capital purpose.

The outstanding balance including accrued interest due to

this employee amounted to $0 and $72,705 as of December 31, 2021 and 2020, respectively.

This loan bears interest rate of 1.5% per

annum, and the loan with interest has been repaid in full during the year ended December 31, 2021.

and Certain Control Persons

of our management or other control persons were “promoters” (within the meaning of Rule 405 under the Securities Act),

and none of such persons took the initiative in the formation of our business or received any of our debt or equity securities or any

of the proceeds from the sale of such securities in exchange for the contribution of property or services, during the last five years.

Interest expenses in connection with these loans were $22,779 and $22,779 for the years ended December 31, 2022 and 2021, respectively.

Promoters and Certain Control Persons

None of our management or other control persons

were “promoters” (within the meaning of Rule 405 under the Securities Act), and none of such persons took the initiative

in the formation of our business or received any of our debt or equity securities or any of the proceeds from the sale of such securities

in exchange for the contribution of property or services, during the last five years.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

audit, audit related and non-audit services to us is as follows:

the Year Ended

Various audit, audit related and non-audit services to us is as follows:

For the Year Ended

Audit Related Fees

All Other Fees

Audit Fees consists of fees for professional services rendered by our principal accountants for the contemporaneous

audit of our annual financial statements and the review of quarterly financial statements or services that are normally provided by our

principal accountants in connection with statutory and regulatory filings or engagements.

Related Fees.

Audit Related Fees consists of fees for assurance and related services by our principal accountants that are

reasonably related to the performance of the audit or review of our financial statements and are not reported under “Audit Fees.”

Fees and All Other Fees.

Tax Fees and All Other Fees Consists of fees for products and services provided by our principal

accountants, other than the services reported under “Audit Fees,” “Audit-Related Fees” and “Tax Fees”

Audit Fees consists of

fees for professional services rendered by our principal accountants for the contemporaneous audit of our annual financial statements

and the review of quarterly financial statements or services that are normally provided by our principal accountants in connection with

statutory and regulatory filings or engagements.

Audit Related Fees.

Audit Related

Fees consists of fees for assurance and related services by our principal accountants that are reasonably related to the performance

of the audit or review of our financial statements and are not reported under “Audit Fees.”

Tax Fees and All Other Fees.

Fees and All Other Fees Consists of fees for products and services provided by our principal accountants, other than the services reported

under “Audit Fees,” “Audit-Related Fees” and “Tax Fees” above.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

List of Financial statements included in Part II hereof

of Independent Registered Public Accounting Firm (PCAOB ID

Sheets as of December 31, 2021

of Operations for the years ended December 31, 2021 and 2020

of Stockholders’ Equity (Deficit) for the years ended December 31, 2021 and 2020

of Cash Flows for the years ended December 31, 2021 and 2020

to the Financial Statements

List of Financial Statement schedules included in Part IV hereof:

following exhibits are included herewith:

Exchange Agreement, dated February 8, 2016 (1)

of Incorporation of the Company (2)

of the Company, as amended+ (3)

of Amendment to Articles of Incorporation filed on March 21, 2016 (4)

of Amendment to Articles of Incorporation filed on December 21, 2016 (5)

of Amendment to Articles of Incorporation filed on March 30, 2020 (6)

of Warrant (7)

of Securities registered under Section 12 of the Exchange Act (27)

Collaboration

Agreement dated December 29, 2015 (8)

Collaborative

Agreement and Milestone Payment Agreement dated June 9, 2016 (9)

Agreement with Kira Huang (10)

to the Collaboration Agreement dated January 12, 2017 (11)

Collaboration

Agreement with BioFirst dated July 24, 2017 (12)

Co-Development

Agreement with Rgene dated May 26, 2017 (13)

Agreement with Dr.

Howard Doong (14)

Agreement with Dr.

Chi-Hsin Richard King (15)

Agreement with Chihliang An (25)

Loan Agreement entered by and between Cathay Bank and American BriVision (Holding) Corporation (16)

Note entered by American BriVision (Holding) Corporation (17)

of Commercial Security Agreement (18)

of Exchange Agreement entered into by and between the Company and non-US person (19)

of Exchange Agreement entered into by and between the Company and non-US person (20)

of Securities Purchase Agreement entered into by and between the Company and U.S.

(a)(1) List of Financial statements included

in Part II hereof

Report of Independent Registered Public Accounting Firm (PCAOB ID 1171)

Balance Sheets as of December 31, 2022

Statements of Operations for the years ended December 31, 2022 and 2021

Statements of Stockholders’ Equity (Deficit) for the years ended December 31, 2022 and 2021

Statements of Cash Flows for the years ended December 31, 2022 and 2021

Notes to the Financial Statements

(a)(2) List of Financial Statement schedules

included in Part IV hereof:

(a)(3) Exhibits

The following exhibits are included herewith:

Share Exchange Agreement, dated February 8, 2016 (1)

Articles of Incorporation of the Company (2)

Bylaws of the Company, as amended+

Certificate of Amendment to Articles of Incorporation filed on March 21, 2016 (4)

Certificate of Amendment to Articles of Incorporation filed on December 21, 2016 (5)

Certificate of Amendment to Articles of Incorporation filed on March 30, 2020 (6)

Certificate of Amendment to Articles of Incorporation filed on February 17, 2021 (3)

Form of Warrant (7)

Description of Securities registered under Section 12 of the Exchange Act (27)

Form of Placement Agent Warrant for Lind Offering (30)

Collaboration Agreement dated December 29, 2015 (8)

Collaborative Agreement and Milestone Payment Agreement dated June 9, 2016 (9)

Addendum to the Collaboration Agreement dated January 12, 2017 (11)

Collaboration Agreement with BioFirst dated July 24, 2017 (12)

Co-Development Agreement with Rgene dated May 26, 2017 (13)

Employment Agreement with Leeds Chow+

Promissory Note entered by American BriVision (Holding) Corporation (17)

Form of Commercial Security Agreement (18)

Form of Exchange Agreement entered into by and between the Company and non-US person (19)

Form of Exchange Agreement entered into by and between the Company and non-US person (20)

Form of Securities Purchase Agreement entered into by and between the Company and U.S.

investors (21)

of Securities Purchase Agreement entered into by and between the Company and non-U.S.

Form of Securities Purchase Agreement entered into by and between the Company and non-U.S.

investors (22)

and Restated American BriVision (Holding) Corporation 2016 Equity Incentive (28)

Venture Agreement between the Company, Lucidaim Co., Ltd.

Amended and Restated American BriVision (Holding) Corporation 2016 Equity Incentive (28)

Joint Venture Agreement between the Company, Lucidaim Co., Ltd.

And BioLite Japan K.K.(26)

of Ethics (23)

of subsidiaries (24)

Certification

of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002+

Certification

of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002+

Certification

of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002++

Certification

of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002++

Form of Securities Purchase Agreement entered into by and between the Company and certain investors dated May 11, 2022 (25)

Clinical Development Service Agreement between the Company and Rgene dated June 10, 2022 (portions of the exhibit have been omitted because they (i) are not material and (ii) is the type of information that the registrant treats as private or confidential) (10)

Promissory Note dated June 16, 2022 issued by Rgene Corporation to the Company (29)

Securities Purchase Agreement(30)

Form of Note(30)

Form of Warrant(30)

Security Agreement(30)

Guarantor Security Agreement(30)

Trademark Security Agreement with Rgene Corporation(30)

Trademark Security Agreement with BioFirst Corporation(30)

Patent Security Agreement(30)

Stock Pledge Agreement(30)

Code of Ethics (23)

Letter from KCCW Accountancy Corp.

Securities and Exchange Commission (24)

List of subsidiaries+

Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 +

Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 +

Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ++

Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ++

Inline XBRL Instance Document.

Inline XBRL Taxonomy Extension Schema Document.

Inline XBRL Taxonomy Extension Calculation Linkbase

Inline XBRL Taxonomy Extension Definition Linkbase

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Inline XBRL Taxonomy Extension Definition Linkbase Document.

Inline XBRL Taxonomy Extension Label Linkbase Document.

Inline XBRL Taxonomy Extension Presentation Linkbase

Cover Page Interactive Data File (formatted as Inline

XBRL and contained in Exhibit 101).

(1) Incorporated

by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on

February 16, 2016.

(2) Incorporated

by reference to Exhibit 3.01 to the Company’s Form SB-2 filed on June 28, 2002

(4) Incorporated

by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed on March

(5) Incorporated

by reference to Exhibit 3.4 to the Company’s Form S-1, filed on September 13, 2016.

(6) Incorporated

by reference to Exhibit 3.1 to the Company’s Form 8-K, filed on April 7, 2020

(7) Incorporated

by reference to Exhibit 4.1 the Company’s Current Report on Form 8-K, filed on April

(8) Incorporated

by reference to Exhibit 10.2 the Company’s Current Report on Form 8-K, filed on February

(9) Incorporated

by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on

June 9, 2016.

(10) Incorporated

by reference to Exhibit 10.3 to the Company’s Annual Report on Form 10-K, filed on

January 12, 2017.

(11) Incorporated

by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on

February 22, 2017.

(12) Incorporated

by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on

July 24, 2017.

(13) Incorporated

by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on

May 30, 2017.

(14) Incorporated

by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on

September 20, 2017.

(15) Incorporated

by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed on

September 20, 2017.

(16) Incorporated

by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on

February 1, 2019.

(17) Incorporated

by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on

February 1, 2019.

(18) Incorporated

by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed on

February 1, 2019.

(19) Incorporated

by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on

April 24, 2020.

(20) Incorporated

by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed April

(21) Incorporated

by reference to Exhibit 10.15 to the Company’s Annual Report on Form 10-K, filed May

(22) Incorporated

by reference to Exhibit 10.16 to the Company’s Annual Report on Form 10-K, filed May

(23) Incorporated

by reference to Exhibit 14.1 to the Company’s Amendment No.1 to Form S-1, filed on

November 14, 2016.

(24) Incorporated

by reference to 21.1 to the Company’s Form S-1, filed on September 13, 2016.

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

Filed herewith

Furnished herewith

Incorporated by reference

to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on February 16, 2016.

Incorporated by reference

to Exhibit 3.01 to the Company’s Form SB-2 filed on June 28, 2002

Incorporated by reference to Exhibit 3.6 to the Company’s Quarterly

Report on Form 10-Q filed on May 10, 2021.

Incorporated by reference

to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed on March 28, 2016.

Incorporated by reference

to Exhibit 3.4 to the Company’s Form S-1, filed on September 13, 2016.

Incorporated by reference

to Exhibit 3.1 to the Company’s Form 8-K, filed on April 7, 2020

Incorporated by reference

to Exhibit 4.1 the Company’s Current Report on Form 8-K, filed on April 24, 2020

Incorporated by reference

to Exhibit 10.2 the Company’s Current Report on Form 8-K, filed on February 16, 2016.

Incorporated by reference

to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on June 9, 2016.

Incorporated by reference

to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on June 21, 2022.

Incorporated by reference

to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on February 22, 2017.

Incorporated by reference

to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on July 24, 2017.

Incorporated by reference

to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on May 30, 2017.

Incorporated by reference

to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on September 20, 2017.

Incorporated by reference

to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed on September 20, 2017.

Incorporated by reference

to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on February 1, 2019.

Incorporated by reference

to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on February 1, 2019.

Incorporated by reference

to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed on February 1, 2019.

Incorporated by reference

to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on April 24, 2020.

Incorporated by reference

to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed April 14, 2020.

Incorporated by reference

to Exhibit 10.15 to the Company’s Annual Report on Form 10-K, filed May 15, 2020.

Incorporated by reference

to Exhibit 10.16 to the Company’s Annual Report on Form 10-K, filed May 15, 2020

Incorporated by reference

to Exhibit 14.1 to the Company’s Amendment No.1 to Form S-1, filed on November 14, 2016.

Incorporated by reference

to Exhibit 16.1 to the Company’s Current Report on Form 8-K, filed on October 21, 2022.

Incorporated by reference

to Exhibit 1.1 to the Company’s Current Report on Form 8-K, filed May 12, 2022.

Incorporated by reference

to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on October 8, 2021.

Incorporated by reference

to Exhibit 4.2 to the Company’s Annual Report on Form 10-K, filed March 16, 2021.

1 unchanged sentence

to Exhibit 10.17 to the Company’s Annual Report on Form 10-K, filed March 16, 2021.

Incorporated by reference

to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on June 21, 2022.

Incorporated by reference

to the Company’s Current Report on Form 8-K, filed on February 24, 2023.

Form 10-K Summary

to the requirements of Section 13 or 15(d) of 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 on March 31, 2022.

Not applicable.

Pursuant to the requirements

of Section 13 or 15(d) of 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 on March 31, 2023.

ABVC BioPharma, Inc.

Chief 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:

Pursuant 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:

/s/ Howard Doong

Chief Executive Officer

March 31, 2023

/s/ Eugene Jiang

Chairman of the Board of Directors

March 31, 2023

/s/ Chihliang

/s/ Leeds Chow

Chief Financial Officer

March 31, 2023

/s/ Yen-Hsin Chou

March 31, 2023

Yen-Hsin Chou

/s/ Hsin-Hui Miao

March 31, 2023

/s/ Tsang-Ming

Hsin-Hui Miao

/s/ Tsang-Ming Jiang

March 31, 2023

Tsang-Ming Jiang

/s/ Ming-Fong

/s/ Shuling Jiang

March 31, 2023

Shuling Jiang

/s/ Norimi Sakamoto

March 31, 2023

Norimi Sakamoto

/s/ Tsung-Shann

/s/ Tsung-Shann Jiang

March 31, 2023

Tsung-Shann Jiang

/s/ Chang-Jen

/s/ Chang-Jen Jiang

March 31, 2023

Chang-Jen Jiang

/s/ Yoshinobu

/s/ Yoshinobu Odaira

March 31, 2023

Yoshinobu Odaira

/s/ Shih-Chen

/s/ Che-Wei Hsu

March 31, 2023

Shih-Chen Tzeng

/s/ Yu-Min (Francis) Chung

March 31, 2023

Yu-Min (Francis) Chung

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures