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Item 5. Other Information

2023-05-15 compared with 2022-11-14 · 127 added, 107 removed, 27 unchanged (90% of the section changed)

OTHER INFORMATION.

The following exhibits are filed herewith:

Exchange Agreement, dated February 8, 2016 (1)

of Incorporation of the Company (2)

of the Company (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 Amendment to Articles of Incorporation filed on February 17, 2021 (29)

of Warrant (7)

of Investor Warrant dated May 16, 2022(32)

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.

March 6, 2023, the Company received a comment from NASDAQ inquiring if there is a cap on the number of shares that can be issued pursuant

to the private placement with Lind Global Fund II, LP (“Lind”), that closed in February

2023, since the conversion price of the related note is adjustable and since the Company has the option to pay the monthly payment

under the note in shares of Common Stock at future prices.

Since no such cap exists and there was no floor price for the conversion price

of the notes or exercise price of the related warrants, the Company obtained shareholder approval as required by NASDAQ Listing Rule

5635(d) to authorize, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of Common Stock underlying the

convertible notes and warrants issued by us in the Lind transaction, in an amount equal to or in excess of 20% of our common stock outstanding

immediately prior to the issuance of such convertible note and warrants (including upon the operation of anti-dilution provisions

contained in such convertible preferred stock and warrants).

Additionally, the Company agreed not to issue any shares of Common Stock

at a price that is less than 70% of the closing price of shares of Common Stock ($0.73) on the day the Lind transaction closed, which

was $0.51 per share.

following exhibits are filed herewith:

Share Exchange Agreement, dated February 8, 2016 (1)

Articles of Incorporation of the Company (2)

Bylaws of the Company (3)

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 (29)

Form of Warrant (7)

Form of Investor Warrant dated May 16, 2022(32)

Collaboration Agreement dated December 29, 2015 (8)

Collaborative Agreement and Milestone Payment Agreement dated June 9, 2016 (9)

Employment Agreement with Kira Huang (10)

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 Dr.

Howard Doong (14)

Agreement with Dr.

Employment 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.

Employment Agreement with Chihliang An (25)

Business Loan Agreement entered by and between Cathay Bank and American BriVision (Holding) Corporation (16)

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 (26)

of Securities Purchase Agreement (27)

of Convertible Promissory Note (27)

Amended and Restated American BriVision (Holding) Corporation 2016 Equity Incentive (26)

Form of Securities Purchase Agreement (27)

Form of Convertible Promissory Note (27)

Amendment No.

1 to Promissory Note (28)

Venture Agreement between the Company, Lucidiam Co., Ltd.

Joint Venture Agreement between the Company, Lucidiam Co., Ltd.

And BioLite Japan K.K.

to the Collaboration Agreement dated December 29, 2015

Development Service Agreement with Rgene (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.)(31)

Note issued to Regene, dated June 16, 2022(31)

of Securities Purchase Agreement dated May 12, 2022 (32)

Amendment to the Collaboration Agreement dated December 29, 2015

Clinical Development Service Agreement with Rgene (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.)(31)

Convertible Note issued to Regene, dated June 16, 2022(31)

Form of Securities Purchase Agreement dated May 12, 2022 (32)

Securities Purchase Agreement(33)

Form of Note(33)

Form of Warrant(33)

Security Agreement(33)

Guarantor Security Agreement(33)

Trademark Security Agreement with Rgene Corporation(33)

Trademark Security Agreement with BioFirst Corporation(33)

Patent Security Agreement(33)

Stock Pledge Agreement(33)

Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.+

11 unchanged sentences

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

In accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are

being furnished and not filed.

In accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are being furnished and not filed.

Filed 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 3.02 to the Company’s Form

SB-2, filed on June 28, 2002

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 10.3 to the Company’s Annual

Report on Form 10-K, filed on January 12, 2017.

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 21.1 to the Company’s Form S-1,

filed on September 13, 2016.

Incorporated by reference to Exhibit 10.9 to the Company’s Annual

Report on Form 10-K, filed May 15, 2020.

Incorporated by reference to Exhibit 10.17 to the Company’s Annual

Report on Form 10-K, filed March 16, 2021.